TCR_Public/161214.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, December 14, 2016, Vol. 20, No. 348

                            Headlines

ABENGOA SA: Delaware Judge Recognizes Spanish Court Order
AC NW RETAIL: Needs Until June 6 to Solicit Plan Acceptances
AGT FOOD: S&P Assigns 'B+' Rating on Proposed C$175MM Notes
ALLEN M. SCHWARTZ: Unsecureds To Recoup 34% Under Plan
AMERICAN APPAREL: Russell R. Johnson Represents Utility Companies

AMERICAN APPAREL: Wins Final Approval of $30-Million DIP Loan
AMERICAN CONTAINER: Court Extends Plan Filing Period Until Jan. 20
AMERICAN GILSONITE: Stroock, Young Conaway Represent Ad Hoc Panel
AMERICAN MIDSTREAM: S&P Corrects Rating on Planned Notes to 'B+'
ARCTIC SENTINEL: Court Confirms Ch. 11 Liquidation Plan

ASTRO AB: S&P Affirms 'B-' Rating on $80MM 2nd Lien Sec. Term Loan
ATLANTIC AVIATION: Moody's Withdraws Ba3 Corporate Family Rating
BAFFINLAND IRON: S&P Assigns 'B-' CCR & Rates US$350MM Notes 'B-'
BANDHU DEVELOPMENT: Commercial Funding To Be Fully Paid March 2018
BASIC ENERGY: LDR Plan Objection Resolved

BASIC ENERGY: Obtains Court Approval of Prepackaged Plan
BASIC ENERGY: Prepack Plan Okayed; Sees Dec. 23 Chapter 11 Exit
BEAR CREEK: Court Extends Cash Collateral Use Until Dec. 14
BEEBE DIVERSIFIED: Court Denies Continued Use of Cash Collateral
BLUE JET: Case Summary & 9 Unsecured Creditors

BOISE GUN: Jan. 23 Pan Confirmation Hearing
BREMAR DEVELOPMENT: Seeks March 17 Plan Exclusivity Extension
BYRON STEPHENS KILPATRICK: Unsecureds To Recoup 100% Under Plan
CAROLCO PICTURES: Recurring Losses Raises Going Concern Doubt
CAROLLO BAR: Seeks to Hire Metro Commercial as Realtor

CATARINA CONSTRUCTION: Cash Collateral Access Terminated
CHAMINADE UNIVERSITY: Moody's Affirms Ba2 Rating on $25MM Bonds
CHC GROUP: Seeks Approval of Foreign Proceeding in Cayman Islands
CHC GROUP: To Provide Three Additional Aircraft to Shell
CHIMNEY HILL: Case Summary & 6 Unsecured Creditors

CHRISTOPHER GEORGE ASBERGER: No Distribution for Unsecureds
COBALT INT'L: S&P Lowers CCR to D on Completed Distressed Exchange
COLUMBIA HOSPITALITY: Amends Income Projections in Plan Outline
COMMUNICATIONS SALES: Moody's Rates $400MM Unsec. Notes 'Caa1'
COMMUNICATIONS SALES: S&P Rates Proposed $400MM Sr. Notes 'B-'

COMPCARE MEDICAL: Wants to Continue Using Cash Through March 31
CONTROL COMMUNICATIONS: Unsecureds To Get $15K Per Quarter For 3Yrs
CRYSTAL LAKE GOLF: Court Extends Plan Filing Period to April 3
CRYSTAL LAKE: Can Continue Using Cash Through Jan. 13
D & N ELECTRIC: Case Summary & 20 Largest Unsecured Creditors

DMP PARTNERS: Case Summary & 6 Unsecured Creditors
DON GREEN: Court Allows Cash Collateral Use Until Dec. 20
DORAL DENTAL: IRS To Be Paid $34,343 in Five Years
DUCK NECK: Court Grants Final OK to Disclosures, Confirms Plan
EKD REALTY: Unsecureds May Recoup 10% Under Plan

ELIZABETH CAMPBELL: Unsecureds To Recoup 7% Under R. Campbell Plan
EXACT PLUMBING: Asks Court to Allow Cash Collateral Use
EXTREME PLASTICS: Blue Wolf Capital Acquires Assets of Business
FIRST UNITED BANK: Directors Must Defend Against FDIC Suit
FLEX ACQUISITION: S&P Assigns 'B' CCR; Outlook Negative

FOGGIA REAL ESTATE: Dec. 14 Hearing Set for Cash Collateral Motion
FOGGIA REAL ESTATE: Seeks Authority to Use Cash Collateral
FRESH & EASY: Needs Until March 28 to File Chapter 11 Plan
GABRIEL H. TORRES: Hearing on Disclosures Set For Jan. 12
GARRETT BISOGNO: Unsecureds To Be Paid $500 Monthly for 60 Months

GATOR EQUIPMENT: Case Summary & 20 Largest Unsecured Creditors
GENERAL MOTORS: Lenders' Bid to Seal Investor Info Denied
GILLESPIE OFFICE: Awaits Post-Trial Settlements to Finalize Plan
GRAND VOLUTE: Plan Confirmation Hearing on Jan. 19
GREATHOUSE RESTAURANTS: Voluntary Chapter 11 Case Summary

GREEN STAR LIGHTING: Allowed to Use Cash on Interim Basis
HAMILTON SUNDSTRAND: Bank Debt Trades at 10.60% Off
HANISH LLC: Jan. 9 Plan Confirmation Hearing
HANISH LLC: Unsecureds To Recoup 80%-100% Under Plan
HOANA MEDICAL: Plan Confirmation Hearing Set for Jan. 9

HOLSTED MARKETING: Wants $200K DIP Loan From Owner
IHEARTCOMMUNICATIONS INC: Moody's Affirms Caa2 CFR; Outlook Neg.
ILLINOIS POWER: Files Chapter 11 After Soliciting Votes
IMPLANT SCIENCES: Cancels Auction, to Seek Approval of L-3 Deal
INFORMATICA CORP: Bank Debt Trades at 2.08% Off

ITUS CORPORATION: Haskell & White LLP Raises Going Concern Doubt
J. CREW: Bank Debt Trades at 35.96% Off
J. CREW: Battles Clock as Moody's Warns of Debt Swap
JACK COOPER: Moody's Changes PDR to Ca-PD/LD; Outlook Negative
JACK COOPER: Retires $131.2 Million of PIK Notes

JACK COOPER: S&P Lowers CCR to SD on Completed Distressed Exchange
JESUS MISSION CHURCH: Can Use Cash Collateral on Final Basis
JESUS MISSION: Court Allows Cash Collateral Use on Final Basis
JOHN E. MAYER: Unsecureds To Recoup 10% Under Plan
JOY-KAY INC: Disclosures Has Prelim. OK; Plan Hearing on Dec. 22

JRJR33 INC: Needs to Restructure Debt to Continue as Going Concern
JYR'S EL MAGUEY: Disclosures Okayed, Plan Hearing on Jan. 4
KING & WOOD MALLESONS: In Merger Talks with Handful of Firms
KING & WOOD MALLESONS: Told Lawyers 2017 Salaries Not Guaranteed
LA PERRONA: Latest Plan to Pay Unsecured Creditors in 2020

LAKEWOOD AT GEORGIA: Case Summary & 13 Unsecured Creditors
LAWRENCE SCHIFF: Unsecureds To Recoup 35%-45% Under Amended Plan
LEVEL 1: Disclosures Conditionally OK'd; Plan Hearing on Jan. 12
LEVI STRAUSS: S&P Raises CCR to 'BB+' on Improved Credit Metrics
LEVITT HOMES: Disclosure Statement Hearing Set for Feb. 2

LIMITLESS MOBILE: Allowed To Use Up To $400K of Cash Collateral
LODGE PARTNERS: Receiver Can Keep Control of Hotel, Court Says
M SPACE: Court Extends Plan Filing Deadline Through February 28
MANAGEMENT FITNESS: Seeks to Hire Hofmeister as Legal Counsel
MARILYN DEREGGI: Wilmington Trust To Get $2,157 Per Month at 5.5%

MARK CAREY COMEAUX: Tammariellos Object to Disclosure Statement
MARK KLAMRZYNSKI: Ford Motor Credit To Get $1,303 Monthly For 5 Yrs
MEDICAL CASE MANAGEMENT: Dec. 29 Plan Confirmation Hearing
MGQ INVESTMENTS: Case Summary & 3 Unsecured Creditors
MIAMI TEES: Treatment of Tax Claims Still Under Negotiations

MOHSEN MEHRTASH: Court Approves Disclosure Statement
MOTHERS FOOD: Unsecureds To Recoup 100% in Five Years
NAS HOLDINGS: Court to Take Up Plan Outline at Jan. 11 Hearing
NEIMAN MARCUS: Bank Debt Trades at 9.46% Off
NEW STREAMWOOD: Can Continue Using Cash Through Jan. 13

NEXXLINX CORP: Seeks March 31 Extension to Obtain Plan Votes
NEXXLINX CORPORATION: Panel Hires QueensGate as Advisor
NFKA CORPORATION: Case Summary & 6 Unsecured Creditors
NNN 400 CAPITOL: Case Summary & 20 Largest Unsecured Creditors
NUSTAR ENERGY: S&P Raises Rating on Subordinated Notes to 'BB-'

OCI BEAUMONT: Moody's Affirms B2 CFR; Outlook Stable
ORANGE PEEL: Seeks Feb. 6 Plan Extension as Sale Attempts Fail
ORLANDO GATEWAY: JBL Acquires Shopping Malls for $23-Mil.
P3 FOODS: Has Approval to Continue Using Cash Through Dec. 13
PARADISE MEDSPA: Can Use Ready Cap Cash  on Interim Basis

PERIODONTAL CARE: Disclosures OK'd; Plan Hearing on Jan. 10
PERPETUAL ENERGY: S&P Lowers CCR to 'CC' on Debt Exchange Offer
PETER OZOH: Unsecureds To Get Quarterly Distributions Over 5 Yrs.
PICKETT BROTHERS: CNH Industrial Tries To Block Plan Outline OK
PIONEER BREAKER: Seeks Approval to Use Chase Bank Cash Collateral

PIONEER CARRIERS: Voluntary Chapter 11 Case Summary
PLANTATION SWEETS: Court Prohibits Continued Cash Use
QUAD/GRAPHICS INC: S&P Alters Outlook to Stable & Affirms 'BB-' CCR
REGAL PETROLEUM: Case Summary & 10 Unsecured Creditors
REXNORD LLC: S&P Assigns 'BB-' Rating on Proposed $1.6BB Loan

ROJO ONE: Court Allows Cash Collateral Use on Interim Basis
ROLLOFFS HAWAII: Case Summary & 20 Largest Unsecured Creditors
ROLLOFFS HAWAII: Seeks Approval to Use ASB Cash Collateral
ROLLOFFS HAWAII: WOA Buying All Assets for $5.5 Million
RSG REAL ESTATE: Case Summary & Unsecured Creditor

RSP PERMIAN: Moody's Rates New $350MM Sr. Notes 'B3'
RSP PERMIAN: S&P Assigns 'B+' Rating on $350MM Sr. Unsecured Notes
RUBICON MINERALS: Ontario Court Approves Restructuring Under CCAA
RUE21 INC: Moody's Lowers CFR to Caa1; Outlook Negative
S DIAMOND STEEL: Has Until January 15 to File Chapter 11 Plan

S HEMENWAY: Unsecureds To Recover 5% Under Plan
SABINE OIL: 2nd Cir. Junks Committee's Bid for Standing to Sue
SAN JUAN OIL: Disclosures OK'd; Plan Hearing on Feb. 17
SANDERS NURSERY: Has Until February 27 to Obtain Plan Votes
SANJECK LLP: Asks Court to Conditionally Approve Plan Outline

SCOTT SWIMMING: Can Continue Using Cash Through Dec. 31
SCOTTS MIRACLE-GRO: Moody's Assigns B1 Rating on $250MM Unsec Notes
SCOTTS MIRACLE-GRO: S&P Rates New $250MM Sr. Notes 'B+'
SCOUT MEDIA: Files Chapter 11 Petition to Facilitate Sale
SCOUT MEDIA: Proposes $6.2-Mil. DIP Loan From Multiplier Capital

SCOUT MEDIA: Proposes Jan. 19 Auction for All Assets
SH 130 CONCESSION: $75-Mil. Exit Facility To Fund Plan Payments
SHEPHERD AVE REALTY: Unsecureds to Get Full Amount Over 5 Yes at 5%
SHIRLEY BUAFO: Jan. 24 Disclosures, Plan Confirmation Hearing
SHIROKIA DEVELOPMENT: Case Summary & 6 Top Unsecured Creditors

STEVEN MOLASKY: Intervenor May Lead Suit, 9th Circuit Says
STONE ENERGY: Enters Into Amended Restructuring Support Agreement
STRATEGIC ENVIRONMENTAL: Trustee Taps Bederson as Accountant
SUTTON LUMBER: Unsecured Creditors to Get 2.6% Under Latest Plan
SYNTAX-BRILLIAN: Judge Won't Recuse Self in Shareholder Appeal

TEKNI-PLEX INC: S&P Retains 'B' Rating on 1st Lien Credit Facility
TERESA GIUDICE: May Pursue Malpractice Case; Trustee Deal Okayed
TERRAFORM POWER: SunEdison Consolidation Raises Going Concern Doubt
TERVITA CORP: Alberta Court Approves Recapitalization Transaction
THOMAS A. PICKETT: CNH Industrial Tries To Block Disclosures OK

TLD BAR: Wants Court Approval for Rigdon's Use of Cash Collateral
TMOV INC: EK Line Buying Trademarks for $40K
TRICIA STAR WASHINGTON: Jan. 19 Plan Confirmation Hearing
TRUMP ENTERTAINMENT: Plan Trustee Files Clawback Suits
UNIVERSAL SOFTWARE: Wants to Use TD Bank Cash Until March 31

UPPER ROOM BIBLE: Can Use Cash Collateral on Final Basis
VALUEPART INC: Can Continue Using ACF FinCo Cash Collateral
VALUEPART INC: Wants Approval for Insider Payments to Passini
WALTER H. BOOTH: Cash Collateral Use Through Dec. 31 Approved
WASHINGTON MUTUAL: Former Employees Seek Sanction v. Trustee

WHISKEY ONE: Unsecured Creditors To Get $68,913, Plus 2%
WILLIAM CONTRACTOR: To Liquidate If No Favorable Ruling in MPR Suit
WILLIAM MERLO: Jan. 26 Plan Confirmation Hearing
XTERA COMMUNICATIONS: Allen ISD Objects to DIP Loan
XTERA COMMUNICATIONS: Committee Balks at $7.4M DIP Loan

XTERA COMMUNICATIONS: Sale Protocol Okayed, Bids Due Jan. 23
XTERA COMMUNICATIONS: Young Conaway Represents Bridge Loan Lenders
YOGI CARPET: Court Allows Cash Collateral Use Through Jan. 12
[*] Doraisamy Leaves Dentons to Join Mayer Brown in London
[*] S&P Hikes 12 Ratings on Insurance Sector on Revised Criteria

[*] S&P Raises 8 Issue Ratings on US Telecom & Cable Sector

                            *********

ABENGOA SA: Delaware Judge Recognizes Spanish Court Order
---------------------------------------------------------
William Gorta, writing for Bankruptcy Law360, reported that U.S.
Bankruptcy Judge Kevin J. Carey granted foreign debtors' motion to
recognize and enforce a Spanish court order certifying a creditor
standstill agreement in Abengoa SA's Chapter 15 bankruptcy case.
Judge Carey granted a motion by Abengoa's foreign representative
which asked for recognition of the homologation order of the
Juzgado de lo Mercantil No. 2 de Sevilla, the Commercial Court No.
2 of Seville, which certified a creditor standstill agreement in
Spain.

                        About Abengoa S.A.

Spanish energy giant Abengoa S.A. is an engineering and clean
technology company with operations in more than 50 countries
worldwide that provides innovative solutions for a diverse range
of customers in the energy and environmental sectors.  Abengoa is
one of the world's top builders of power lines transporting
energy across Latin America and a top engineering and
construction business, making massive renewable-energy power
plants worldwide.

As of the end of 2015, Abengoa, S.A. was the parent company of
687 other companies around the world, including 577 subsidiaries,
78 associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests
of less than 20% in other entities.

On Nov. 25, 2015 in Spain, Abengoa S.A. announced its intention to
seek protection under Article 5bis of Spanish insolvency law, a
pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs.  The Spanish company faced a March 28, 2016,
deadline to agree on a viability plan or restructuring plan with
its banks and bondholders, without which it could be forced to
declare bankruptcy.

On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its
stakeholders.

                        U.S. Bankruptcy

Abengoa, S.A., and 24 of its subsidiaries filed Chapter 15
petitions (Bankr. D. Del. Case Nos. 16-10754 to 16-10778) on
March 28, 2016, to seek U.S. recognition of its restructuring
proceedings in Spain.  Christopher Morris signed the petitions as
foreign representative.  DLA Piper LLP (US) represents the
Debtors as counsel.

Involuntary petitions were filed against the three affiliated
entities -- Abengoa Bioenergy of Nebraska, LLC, Abengoa Bioenergy
Company, LLC, and Abengoa Bioenergy Biomass of Kansas, LLC
under Chapter 7 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Nebraska and the United
States Bankruptcy Court for the District of Kansas.  The
bankruptcy cases for affiliate Abengoa Bioenergy of Nebraska, LLC
and Abengoa Bioenergy Company, LLC were converted to cases under
chapter 11 of the Bankruptcy Code and transferred to the United
States Bankruptcy Court for the Eastern District of Missouri.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and 5 five
other U.S. units of Abengoa S.A., which collectively own,
operate, and/or service four ethanol plants in Ravenna, York,
Colwich, and Portales, each filed a voluntary petition for relief
under Chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court for the Eastern District of
Missouri.  The cases are pending before the Honorable Kathy A.
Surratt-States and are jointly administered under Case No. 16-
41161.

Abeinsa Holding Inc., and 12 other affiliates, which are energy,
engineering and environmental companies and indirect subsidiaries
of Abengoa, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Lead Case No. 16-10790) on March 29, 2016.

The Chapter 11 petitions were signed by Javier Ramirez as
treasurer. They listed $1 billion to $10 billion in both assets
and liabilities.

Abener Teyma Hugoton General Partnership and five other entities
filed separate Chapter 11 petitions on April 6, 2016; and Abengoa
US Holding, LLC, Abengoa US, LLC and Abengoa US Operations, LLC
filed Chapter 11 petitions on April 7, 2016.  The cases are
consolidated under Lead Case No. 16-10790.

DLA Piper LLP (US) represents the Debtors as counsel.  Prime
Clerk serves as the Debtors' claims and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, appointed five
creditors of Abeinsa Holding Inc. and its affiliates to serve on
the official committee of unsecured creditors.

The Abeinsa Committee is represented by MORRIS, NICHOLS, ARSHT &
TUNNELL LLP's Robert J. Dehney, Esq., Andrew R. Remming, Esq.,
and Marcy J. McLaughlin, Esq.; and HOGAN LOVELLS US LLP's
Christopher R. Donoho, III, Esq., Ronald J. Silverman, Esq., and
M. Shane Johnson, Esq.

On Nov. 16, 2016, Abengoa Concessions Investments Limited filed a
voluntary petition under Chapter 15 of the Bankruptcy Code (Bankr.
D. Del. Case No. 16-12590) before Judge Kevin J. Carey.  DLA Piper
LLP (US) represents as counsel to Abengoa Concessions.


AC NW RETAIL: Needs Until June 6 to Solicit Plan Acceptances
------------------------------------------------------------
AC NW Retail Investment LLC and Armstrong New West Retail LLC
request the U.S. Bankruptcy Court for the Southern District of New
York to extend by 120 days the time within which the Debtors have
to solicit acceptances with respect to their joint plan of
reorganization, through and including June 6, 2017.

The Debtors submit that the extension of the exclusivity periods
will permit sufficient time for the Debtors to seek approval of
their disclosure statement, finalize their lease with Bed Bay &
Beyond, seek authority for any required Debtor in Possession
Financing in furtherance of the BBB lease and thereafter be in a
position to confirm their joint plan of reorganization.

Armstrong owns the commercial condominium space located at 250 West
90th Street, New York, NY, which Property was formerly occupied by
a Food Emporium grocery store.  Armstrong is owned by AC NW which
in turn is owned by Benjamin Ringel. The Property is encumbered by
a mortgage in favor of Ladder Capital Finance, LLC who extended a
$21,000,000 loan to Armstrong.  Ladder Capital also extended a
$5,850,000 mezzanine loan to AC NW, which was subsequently assigned
to LMezz 250 W90 LLC.

The Debtors contend that Ladder Capital Finance and LMezz 250 W90
have filed their motion to dismiss AC NW's case or alternatively
for relief from the automatic stay, which motion was denied by
order entered on November 28, 2016.

As reported by the Troubled Company Reporter, the Debtors filed
their joint plan of reorganization and joint disclosure statement
for joint plan of reorganization on November 7, 2016.  The Plan
provides for:

      (a) a restructuring of the Ladder and LMezz obligations which
will be paid from the rent generated from the BBB Lease as
supplemented by a DIP Loan;  

      (b) an equity contribution to be made by the Debtors'
interest holders in exchange for their maintaining their interests
in the Debtors;

      (c) an alternative implementation scenario wherein if the BBB
tenant fails to commence rent payments by a date certain, a rent
contribution must be funded to cover debt service and other
operational expenses at the Property and in the event the BBB
tenant fails to commence rent payments by September 1, 2017, the
Debtors will sell the Property and utilize the sale proceeds to
satisfy allowed claims in accordance with the priorities
established by the Bankruptcy Code.  

A copy of the Disclosure Statement explaining the Debtors' Plan is
available at:

          http://bankrupt.com/misc/nysb16-23085-29.pdf

The Debtors tell the Court that they seek for an extension of the
acceptance period to ensure that the Court, the Debtors and other
parties in interest are not distracted by the filing of any
competing or premature plans.

A hearing will be held on February 10, 2017 at 10:00 a.m.  to
consider the Debtors' request for an extension of its solicitation
exclusivity period.   Any objections are required to be filed no
later than seven days prior to the Hearing.

                  About AC NW Retail Investment LLC

AC NW Retail Investment LLC filed a Chapter 11 petition (Bankr.
S.D. N.Y. Case No. 16-23085) on August 9, 2016.  The petition was
signed by Benjamin Ringel, sole equity member.  At the time of
filing, the Debtor had $10 million to $50 million in estimated
assets and $1 million to $10 million in estimated debts.  The
Debtor is represented by Arnold Mitchell Greene, Esq., at Robinsons
Brog Leinwand Greene Genovese & Gluck P.C., in New York, NY.

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


AGT FOOD: S&P Assigns 'B+' Rating on Proposed C$175MM Notes
-----------------------------------------------------------
S&P Global Ratings said it assigned its 'B+' issue-level rating and
'3' recovery rating to AGT Food and Ingredients Inc.'s proposed
C$175 million senior unsecured notes.  A '3' recovery rating
indicates S&P's expectation of meaningful (50%-70%; lower half of
the range) recovery in a default scenario.  S&P expects the
proceeds from the new issuance to replace the existing rated debt
in the capital structure.

S&P Global Ratings also affirmed its ratings on AGT, including its
'B+' long-term corporate credit rating on the company.

"We base the affirmation on the leverage-neutral refinancing, and
expect that AGT's revenue and earnings growth should support
debt-to-EBITDA of about 4x," said S&P Global Ratings credit analyst
Nayeem Islam.

The ratings reflect the company's leading position in the highly
fragmented global pulse market, partially offset by AGT's narrow
sourcing diversity and exposure to inherent weather-related risks
and unpredictable supplies, which could lead to volatile earnings.


S&P estimates that AGT accounts for only a small 5%-8% share of the
global pulse trade and less than 1% of global pulse consumption,
which exposes it to volume swings from key markets, such as Turkey,
North Africa, and India, with limited pricing power to defend gross
margins.  On the other hand, AGT's business risk profile is
supported by the company's strong position sourcing pulses globally
and its broader processing footprint with investments in Canada,
Turkey, Australia, China, South Africa, and the U.S.  In addition,
S&P expects steady demand growth from India, Africa, and Turkey
will support the company's legacy business, albeit with the
significant cash flow swings common to this type of business.
However, this is partially offset by AGT's profitability, which
reflects the company's historically low margins, and weak returns
on capital following large investments and acquisitions.

AGT has improved its margins by expanding its production and
footprint, along with higher margins in the growing food
ingredients segment.  The three lines at the company's food
ingredient business in Minot, N.D., are operating almost at
capacity and recent investments, including the addition of a fourth
production line and a deflavoring line, should also drive
incremental growth in fiscal 2017.  AGT plans on investing in
additional production lines to support growing demand in pet food
ingredients, cash flows from which the company aims to scale its
human food ingredients business.

The stable outlook reflects S&P Global Ratings' expectation that
steady demand in AGT's key markets and the company's expanded
footprint should support more stable profitability and adjusted
debt-to-EBITDA of about 4x.  S&P expects cash flow generation to
improve as the company is expected to scale back its investments
and capital expenditures.

S&P could raise the rating if AGT sustains leverage below 4x,
supported by improved free cash flow-to-debt of about 10%.  S&P
believes that sustainably stronger free cash-to-debt would confirm
improved cash generation from the company's significant investments
in recent years and contribute to positive discretionary cash flow
and potentially some debt reduction.

S&P could lower the rating if AGT increased and sustained
debt-to-EBITDA above 5x, which S&P believes could occur if gross
margins decline by more than 100 basis points amid weak demand in
the company's core markets or if AGT funds significant investments
or acquisitions with debt.


ALLEN M. SCHWARTZ: Unsecureds To Recoup 34% Under Plan
------------------------------------------------------
Allen M. Schwartz filed with the U.S. Bankruptcy Court for the
District of Nevada a disclosure statement referring to the Debtor's
plan of reorganization.

Class 3 General Unsecured Claims -- which includes the unsecured
portion of the Debtor's second lien holder on the Debtor's primary
residence and the holders of liens against the Debtor's two
vehicles -- are impaired under the Plan.  The holders of these
claims will recover 34% of allowed unsecured claims against the
Debtor.

Payments and distributions under the Plan will be funded by the
Debtor, based upon his personal income.  The Debtor proposed
monthly plan payment of $2,000.

The Disclosure Statement is available at:
  
           http://bankrupt.com/misc/nvb16-14024-40.pdf

The Plan was filed by the Debtor's counsel:

     Samuel A. Schwartz, Esq.
     Bryan A. Lindsay, Esq.
     Schwartz Flansburg PLLC
     6623 Las Vegas Boulevard South, Suite 300
     Las Vegas, Nevada 89119
     Tel: (702) 385-5544
     Fax: (702) 385-2741
     E-mail: sam@nvfirm.com

Allen M. Schwartz filed for Chapter 11 bankruptcy protection
(Bankr. D. Nev. Case No. 16-14024) on July 21, 2016.  Samuel A.
Schwartz, Esq., serves as the Debtor's bankruptcy counsel.


AMERICAN APPAREL: Russell R. Johnson Represents Utility Companies
-----------------------------------------------------------------
Russell R. Johnson III of the Law Firm of Russell R. Johnson III,
PLC, filed with the U.S. Bankruptcy Court for the District of
Delaware on Dec. 9, 2016, a verified statement regarding the Firm's
multiple representations of utility companies in the Chapter 11
bankruptcy case of American Apparel LLC, et al.

Mr. Johnson says that he is representing these utility companies
that provided prepetition utility goods/services to the Debtors,
and continue to provide postpetition utility goods/services to the
Debtors:

     A. Commonwealth Edison Company
        Attn: Merrick Friel
        Exelon Corporation
        2301 Market Street, 823-1
        Philadelphia, PA 19103

     B. Georgia Power Company
        Attn: Jim Maynard
        2500 Patrick Henry Parkway
        McDonough, GA 30253

     C. NStar Electric & Gas Corporation
        Attn: Honor 8. Heath, Esq.
        Eversource Energy
        107 Selden Street
        Berlin, CT 06037

     D. Orlando Utilities Commission
        Attn: Zoila P. Easterling, Esq.
        Deputy General Counsel
        P.O. Box 3193
        Orlando, Florida 32802

     E. Public Service Electric and Gas Company
        Attn: Suzanne Klar, Esq.
        80 Park Plaza, TSD
        Newark, NJ 07102-0570

     F. Salt River Project
        Attn: Diana Greer/ISB 231
        2727 E. Washington Street
        Phoenix, AZ 85034-1403

     G. Southern California Edison Company
        Attn: Patricia A. Cirucci, Esq.
        Director and Managing Attorney
        Claims and General Litigation
        2244 Walnut Grove Avenue
        Rosemead CA 91770

The nature and the amount of claims (interests) of the Utilities,
and the times of acquisition are:

    (a) Commonwealth Edison Company, NStar Electric & Gas'
        Corporation, Orlando Utilities Commission and Southern     
   
        California Edison Company have unsecured claims against    
    
        the Debtors arising from pre-petition utility usage; and

    (b) Georgia Power Company, Public Service Electric and Gas
        Company and Salt River Project held pre-petition deposits
        which secured all pre-petition debt.

The Firm was retained to represent the Utilities in November and
December 2016.  The circumstances and terms and conditions of
employment of the Firm by the Utilities is protected by the
attorney-client privilege and attorney work product doctrine.

The Firm can be reached at:

        Russell R. Johnson III, Esq.
        LAW FIRM OF RUSSELL R. JOHNSON III, PLC
        2258 Wheatlands Drive
        Manakin-Sabot, Virginia 23103
        Tel: (804) 749-8861
        Fax: (804) 749-8862
        E-mail: russj4478@aol.com

                    About American Apparel

American Apparel Inc. is one of the largest apparel manufacturers
in North America, employing 4,700 employees across 3 active
manufacturing facilities, one distribution facility and
approximately 110 retail stores in the United States.

American Apparel and its affiliates filed for chapter 11
Protection in October 2015, confirmed a fully consensual plan of
reorganization in January 2016, and substantially consummated that
plan on Feb. 5, 2016.  Unfortunately, the business turnaround plan
upon which the Debtors' plan of reorganization was premised
failed.

American Apparel LLC, along with five of its affiliates, again
sought bankruptcy protection (Bankr. D. Del. Lead Case No.
16-12551) on Nov. 14, 2016, with a deal to sell the assets. The
petitions were signed by Bennett L. Nussbaum, chief financial
officer.

As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each. As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility. Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, court
document shows.

The Debtors have hired Laura Davis Jones, Esq., and James E.
O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel;
Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group,
LLC, as financial advisors; Houlihan Lokey as investment banker;
and Prime Clerk LLC, as claims and noticing agent.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Nov. 22,
2016,
appointed three creditors of American Apparel Inc. to serve on the
official committee of unsecured creditors.


AMERICAN APPAREL: Wins Final Approval of $30-Million DIP Loan
-------------------------------------------------------------
The Delaware Bankruptcy Court on Dec. 12, 2016, entered a final
order authorizing American Apparel LLC to obtain up to $30 million
in postpetition senior secured superpriority financing syndicated
by Encina Business Credit, SPV, LLC, as administrative agent and
collateral agent.

Chief Bankruptcy Court Judge Brendan L. Shannon held that the
limited objection filed by the Creditors' Committee on Dec. 7,
2016, solely as it relates to issues affecting the Prepetition
Secured Parties will be held in abeyance until the Final Cash
Collateral Hearing on Jan. 12, 2017, at which time the Court will
consider entry of an order with respect to the
Committee-Prepetition Secured Lender Matters.

At the Final Cash Collateral Hearing, the Prepetition Secured
Lenders will request a waiver of the provisions of Section 506(c)
of the Bankruptcy Code and the "equities of the case" exception in
Section 552(b) of the Bankruptcy Code in connection with the
priming nature of the DIP Credit Facility and the Debtors' use of
the Cash Collateral.

The Final DIP Order also provides that no more than $50,000 of the
proceeds of the DIP Credit Facility or the DIP Collateral or Cash
Collateral may be used by the Creditors Committee to investigate
the Prepetition Liens and Prepetition Obligations.

A copy of the Final DIP Order is available at:

          http://bankrupt.com/misc/deb16-12551-0299.pdf

Vince Sullivan, writing for Bankruptcy Law360, reported that
American Apparel received final approval of its DIP loan, but
issues surrounding lease rejection procedures could not be
rectified without the court's intervention.  According to the
report, during a hearing in Wilmington, attorneys for the company
said it had gotten to a point where its final DIP approval was
uncontested by negotiating a deal with creditors to push issues
over the use of cash collateral to a later date.  Talks are
continuing between the company and its creditors.

In court filings on Dec. 9, the Debtors indicated that after weeks
of negotiations, they have resolved nearly all of the informal
responses and objections received with respect to the DIP Credit
Facility and proposed form of Final Order.  The result, according
to the Debtors, is a near-fully consensual DIP Credit Facility that
serves as the catalyst for their value-maximizing sale and auction
process on a timeline agreed to by all parties -- including the DIP
Lenders, the Prepetition Secured Lenders and the Committee.

The Debtors noted that the lone remaining objector -- the Committee
-- does not dispute the Debtors' need for financing or that the DIP
Credit Facility, which is a new money loan provided by a third
party with the support of the Debtors' existing Prepetition Secured
Lenders, is on the best terms available in the market.  Instead,
the Committee attempts to remove certain important protections that
are part and parcel of the reasonable and integrated set of terms
set forth in the Final Order, which protections were necessary to
obtain the DIP Credit Facility with the consent of the Prepetition
Secured Lenders and avoid a costly and protracted priming fight.  

The Debtors also said the Committee's other requests are
inconsistent with the law, would unravel the carefully negotiated
agreements that the Debtors have reached with the DIP Lenders and
Prepetition Secured Lenders or are simply unnecessary or
inappropriate at this stage of the proceedings.  According to the
Debtors, many of the Committee's requests are already preserved by
language in the Final Order.  

The Committee takes issue with the DIP Liens, DIP Superpriority
Claims and the adequate protection package for the Prepetition
Secured Lenders because these protections include liens on and
claims against assets that are allegedly unencumbered as of the
Petition Date.  The Debtors explained to the Court that those liens
and claims were necessary to obtain the DIP Credit Facility as well
as the Prepetition Secured Lenders' consent.  Moreover, with
respect to the Prepetition Secured Lenders, their adequate
protection liens and claims are limited in scope to the extent of
any diminution in the value of the Prepetition Collateral.  

The Debtors noted that the Final Order does not contain the usual
trappings of objectionable protections afforded to prepetition
lenders:  there is no roll up
of prepetition debt and, contrary to what the Committee has
alleged, the Final Order does not direct the application of any
proceeds of the DIP Credit Facility or asset sales to satisfy
Prepetition Obligations.  Along similar lines, the other
protections in the Final Order such as waivers of the application
of section 506(c) of the Bankruptcy Code for the DIP Lenders and
the Prepetition Secured Lenders are reasonable and appropriate and
are being given in exchange for consideration in the form of, among
other things, a new money loan, consent to priming, consent to cash
collateral use, and support for the Debtors' proposed sale process
and chapter 11 strategy.

The Committee also seeks the removal of any limitations on the
duration of its
Challenge period and the substantial removal of any budgetary
controls over its investigation activities.  These requests are
unprecedented in nature and unreasonable in scope, the Debtors
pointed out.  Unrestrained funding and time for investigating
claims and causes of action against the Prepetition Secured Lenders
fails to strike any balance between the equally valid interests of
the Committee in seeking to discharge its duties and the
Prepetition Secured Lenders in obtaining finality within a
reasonable time frame with respect to disputes over their
prepetition liens and claims as well as certainty as to the extent
of cash collateral used to obtain such finality.  Instead of the
Committee's proposal, the proposed Final Order builds in a
challenge period and budget in keeping with what is customary for
cases of this type in this District.  Removing all limitations on
these terms would not serve the Debtors' estates and would likely
lead to the undue depletion of estate funds.

The Debtors argued that the $50,000 budget and 60-day investigation
period are reasonable and adequate under the circumstances.  In
contrast, the Committee's proposal for the unfettered use of estate
funds for an indefinite period defies any notions of fairness and
finality to which any prepetition secured creditor should be
entitled in exchange for the use of its cash collateral to
investigate its liens and claims.  Moreover, contrary to the
Committee's assertions, absent a timely Challenge, the validity and
extent of the Prepetition Secured Lenders' liens and claims will be
stipulated to be valid; this is not the equivalent of a release
effectuated pursuant to a chapter 11 plan.  

According to the Debtors, the Committee's investigation will
involve an inquiry into relatively straightforward financings and
equity issuances that were undertaken in accordance with a plan of
reorganization and related materials approved by this Court less
than a year ago.  The Debtors will cooperate with the Committee's
investigation and have every reason to believe that the Prepetition
Secured Lenders will cooperate as well.  To the extent that the
Committee needs more time to complete its investigation, the
Committee can request an extension from the Debtors, the DIP
Lenders and the Prepetition Secured Lenders, or failing a
consensual grant of an extension, apply to this Court for an
extension if circumstances warrant.

                 About American Apparel

American Apparel Inc. is one of the largest apparel manufacturers
in North America, employing 4,700 employees across 3 active
manufacturing facilities, one distribution facility and
approximately 110 retail stores in the United States.  

American Apparel and its affiliates filed for chapter 11
protection in October 2015, confirmed a fully consensual plan of
reorganization in January 2016, and substantially consummated that
plan on Feb. 5, 2016.  Unfortunately, the business turnaround plan
upon which the Debtors' plan of reorganization was premised
failed.

American Apparel LLC, along with five of its affiliates, again
sought bankruptcy protection (Bankr. D. Del. Lead Case No.
16-12551) on Nov. 14, 2016, with a deal to sell the assets.  The
petitions were signed by Bennett L. Nussbaum, chief financial
officer.

As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each.  As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility.  Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, court
document shows.

The Debtors have hired Laura Davis Jones, Esq. and James E.
O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel;
Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group,
LLC as financial advisors; Houlihan Lokey as investment banker;
and Prime Clerk LLC, as claims and noticing agent.

An Official Committee of Unsecured Creditors is represented by
lawyers at Bayard P.A. and Cooley LLP.


AMERICAN CONTAINER: Court Extends Plan Filing Period Until Jan. 20
------------------------------------------------------------------
Judge Paulette J. Delk of the U.S. Bankruptcy Court for the Western
District of Tennessee extended the exclusive period within which
American Container, Inc. has the exclusive right file a Plan and
Disclosure Statement, through and including January 20, 2017.

The Troubled Company Reporter had earlier reported that the Debtor
needed additional time to sell its surplus equipment and vehicles
that are not necessary for future operations.  According to the
Debtor, it would be difficult to present a meaningful Plan and
Disclosure Statement at this time because the Debtor is uncertain
of the prices to be obtained for this property.  Further, allowing
a partial sale to move forward would require the Debtor to further
evaluate and plan for a sale of its remaining operating assets,
including its building.

                        About American Container

American Container, Inc., filed a chapter 11 petition (Bankr. W.D.
Tenn. Case No. 16-26399) on July 15, 2016.  The petition was signed
by Steve Harris, president.  The Debtor is represented by Russel W.
Savory, Esq., at Beard & Savory, PLLC.  The case is assigned to
Judge Paulette J. Delk.  The Debtor disclosed total assets at $2.55
million and total debts at $4.30 million at the time of the
filing.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of American Container, Inc.


AMERICAN GILSONITE: Stroock, Young Conaway Represent Ad Hoc Panel
-----------------------------------------------------------------
Certain beneficial holders, investment advisors, or managers of
beneficial holders of 11.5% Senior Secured Notes Due 2017 issued by
American Gilsonite Company, submitted with the U.S. Bankruptcy
Court for the District of Delaware on Dec. 9, 2016, a verified
statement, saying that Stroock & Stroock & Lavan LLP and Young
Conaway Stargatt & Taylor, LLP, represent only the Ad Hoc Committee
and does not represent or purport to represent any persons or
entities in connection with the Chapter 11 cases of American
Gilsonite Company, et al.

In June 2016 and thereafter, members of the Ad Hoc Committee
retained Stroock as counsel in connection with a potential
restructuring of the Debtors.  The Ad Hoc Committee subsequently
retained Young Conaway as local counsel when informed by the
Debtors that they would pursue a reorganization in the Court.

In connection with the Debtors' bankruptcy filing, the members of
the Ad Hoc Committee provided the Debtors with debtor-in-possession
financing pursuant to that certain Senior Secured Super Priority
Priming Debtor-In-Possession Credit Agreement, dated as of Oct. 31,
2016, among AGC, as borrower, the lenders party thereto and
Wilmington Trust, National Association, as administrative agent and
collateral agent, and in accordance with, and as approved by, a
final order of the Court.

Stroock and Young Conaway have been advised by the members of the
Ad Hoc Committee that, as of the filing of the Verified Statement,
the individual members of the Ad Hoc Committee hold, or are the
investment advisors or managers for funds or accounts that hold, in
the aggregate, claims against or interests in the Debtors arising
from one or more of the following: (i) DIP Loans; and (ii) the
Notes.

In accordance with Bankruptcy Rule 2019, the Ad Hoc Committee
members and the disclosable economic interests held or managed by
each member are:

     Axar Capital Management L.P.
     1330 Avenue of the Americas, 6th Floor
     New York, NY 10019
     Nature and Amount of Disclosable
     Economic Interest: $52,115,000 principal amount of Notes
                        $6,221,860.13 principal amount of DIP     

                        Loans

     PennantPark Investment Advisers, LLC
     590 Madison Avenue, 15th Floor
     New York, NY 10022
     Nature and Amount of Disclosable
     Economic Interest: $28,000,000 principal amount of Notes
                        $3,590,956.50 principal amount of DIP
                        Loans

     River Birch Capital, LLC
     1114 Avenue of the Americas, 41st Floor
     New York, NY 10036
     Nature and Amount of Disclosable
     Economic Interest: $22,164,000 principal amount of Notes
                        $2,842,498.57 principal amount of DIP
                        Loans

     Tinicum Incorporated
     800 Third Avenue, 40th Floor
     New York, NY 10022
     Nature and Amount of Disclosable
     Economic Interest: $18,779,000 principal amount of Notes
                        $2,408,377.58 principal amount of DIP
                        Loans

     Varde Partners, Inc.
     901 Marquette Avenue South, Suite 3300
     Minneapolis, MN 55402
     Nature and Amount of Disclosable
     Economic Interest: $90,535,000 principal amount of Notes
                        $11,610,973.11 principal amount of DIP
                        Loans

Neither Stroock nor Young Conaway makes any representation
regarding the validity, amount, allowance, or priority of the
claims and reserves all rights with respect thereto.

Neither Stroock nor Young Conaway owns, nor has Stroock or Young
Conaway ever owned, any claims against or interests in the Debtors
except for claims for services rendered to the Ad Hoc Committee.
However, Stroock and Young Conaway have each sought to have its
fees and disbursements paid by the Debtors' estates pursuant to
title 11 of the U.S. Code or as otherwise permitted in the Debtors'
Chapter 11 cases.

As of Dec. 9, the Ad Hoc Committee, both collectively and through
its individual members, does not represent or purport to represent
any other entities in connection with the Debtors' Chapter 11
cases.

The counsel to the Ad Hoc Committee can be reached at:

     Matthew B. Lunn, Esq.
     Robert F. Poppiti, Jr., Esq.
     YOUNG CONAWAY STARGATT & TAYLOR, LLP
     Rodney Square
     1000 North King Street
     Wilmington, Delaware 19801
     Tel: (302) 571-6600
     Fax: (302) 571-1256
     E-mail: mlunn@ycst.com
             rpoppiti@ycst.com

          -- and --

     Kristopher M. Hansen, Esq.
     Erez E. Gilad, Esq.
     Matthew G. Garofalo, Esq.
     STROOCK & STROOCK & LAVAN LLP
     180 Maiden Lane
     New York, New York 10038
     Tel: (212) 806-5400
     Fax: (212) 806-6006
     E-mail: khansen@stroock.com
             egilad@stroock.com
             mgarofalo@stroock.com

                   About American Gilsonite

American Gilsonite Company -- http://www.americangilsonite.com/   
-- operates as an industrial minerals company and is the world's
primary miner and processor of uintaite, a variety of asphaltite, a
specialty hydrocarbon which AGC markets to industrial customers
under its registered trademark name "Gilsonite."  AGC is a
privately held, portfolio company of Palladium Equity Partners
III,
L.P.

American Gilsonite Holding Company aka American Gilsonite, American
Gilsonite Company, Lexco Acquisition Corp., Lexco Holding, LLC, and
DPC Products, Inc., filed Chapter 11 petitions (Bankr. D. Del. Case
Nos 16-12315 to 16-12319) on Oct. 24, 2016.  The petitions were
signed by Steven A. Granda, vice president, chief financial
officer.  

American Gilsonite estimated assets and debt at $100 million to
$500 million at the time of the filing.

The Debtors are represented by their local counsel Mark D.
Collins,
Esq., John H. Knight, Esq., Amanda R. Steele, Esq., and Andrew M.
Dean, Esq., at Richards, Layton & Finger, P.A., and their general
counsel Matthew S. Barr, Esq. and Sunny Singh, Esq., at Weil,
Gotshal & Manges LLP.  The Debtors retained Evercore Group L.L.C.
as their financing advisor, and FTI Consulting, Inc. as their
restructuring advisor.  Epiq Bankruptcy Solutions, LLC has been
tapped as administrative advisor.

The U.S. Trustee has been unable to appoint an official committee
of unsecured creditors in the case.


AMERICAN MIDSTREAM: S&P Corrects Rating on Planned Notes to 'B+'
----------------------------------------------------------------
S&P Global Ratings said it corrected its issue-level rating on
Houston-based midstream company American Midstream Partners L.P.'s
planned senior unsecured notes to 'B+' from 'B'.  This rating
action results from correcting S&P's recovery rating to '2' due to
a misapplication of criteria, indicating S&P's expectation of
substantial (70% to 90%) recovery in the event of a payment
default, from '3', indicating meaningful (50% to 70%) recovery.  In
applying S&P's recovery rating methodology to American Midstream's
notes, S&P incorrectly applied a cap on the rating where none is
required.  The 'B' corporate credit rating S&P assigned on Dec. 8,
2016, remains unchanged.  The outlook is stable.


ARCTIC SENTINEL: Court Confirms Ch. 11 Liquidation Plan
-------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware confirmed on November 30, 2016, the first
amended plan of liquidation filed by Arctic Sentinel, Inc., f/k/a
Fuhu, Inc., and its debtor affiliates.

Following a hearing held on Oct. 6, 2016, the Disclosure Statement
was approved by the Court as containing "adequate information" in
accordance with Section 1125 of the U.S. Bankruptcy Code.  As
reported by the Troubled Company Reporter on Oct. 13, 2016, holders
of Class 2 Secured Claims and 3 General Unsecured Claims were the
only classes entitled to vote on the Plan.  Class 3 would recover
between 0.8% and 5.9%.

The Debtors submitted a Disclosure Statement on Nov. 23, 2016, in
connection with the solicitation of acceptances or rejections of
the Plan from certain holders of claims against the Debtors.

Under the Plan, claims and equity interests in Classes 2, 3, and 4
are impaired.  Holders of Equity Interests in Class 4 will receive
no distribution, and, accordingly, the Equity Interest holders are
deemed to reject the Plan, and their votes are not being solicited.
Accordingly, a ballot for acceptance or rejection of the Plan is
being provided only to holders of claims in Class 2 and class 3.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/deb15-12465-860.pdf

           About Arctic Sentinel, Inc. f/k/a Fuhu, Inc.

Headquartered in El Segundo, California, Fuhu, Inc. was founded in
2008 by John Hui, Steve Hui, and Robb Fujioka. Fuhu was the maker
of children's Nabi tablets. Fuhu has sold more than four million
tablets, with more than 1.5 million sold during the 2014 fiscal
year. Nabi tablets were sold in more than 10,000 retail outlets,
including Target, Best Buy, Costco Wholesale, Toys-R Us, and
Walmart stores. Fuhu Holdings, Inc., a wholly-owned subsidiary,
owned significant intellectual property assets, including
trademarks and copyrights.

Fuhu, Inc., and Fuhu Holdings, Inc., filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12465) on Dec. 7, 2015.
The petitions were signed by James Mitchell as chief executive
officer. Judge Christopher S. Sontchi presides over the cases.

The Debtors estimated assets in the range of $10 million to $50
million and liabilities of $100 million to $500 million.

The Debtors tapped (a) Pachulski Stang Ziehl & Jones LLP as
bankruptcy counsel; (b) FTI Consulting, Inc., as financial
advisor,
(c) KRyS Global USA, LLC, as financial advisor and investment
banker, and (d) Kurtzman Carson Consultants LLC, as claims,
noticing, and balloting agent.

The Official Committee of Unsecured Creditors won approval to
retain (i) Cooley LLP and Ballard Spahr LLP as bankruptcy counsel
to the Committee, (ii) PricewaterhouseCoopers LLP as provider of
financial advisory and certain data preservation services to the
Committee, and (iii) Berkeley Research Group LLC as forensic
accountants.


ASTRO AB: S&P Affirms 'B-' Rating on $80MM 2nd Lien Sec. Term Loan
------------------------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level rating for Astro AB Borrower Inc. that was labeled as
"under criteria observation" (UCO) after publishing its revised
recovery ratings criteria on Dec. 7, 2016.  With S&P's criteria
review complete, it is removing the UCO designation from the
issue-level credit rating on the company's original $270 million
first-lien senior secured credit facility (comprised of a
$230 million seven-year first-lien senior secured term loan and a
$40 million five-year revolving credit facility), revising the
recovery rating to '2', indicating "substantial" (or 70%-90%, lower
half of the range) recovery in the case of payment default from
'3', and raising the rating to 'BB-' from 'B+'.  S&P is also
affirming the 'B-' issue-level rating on the company's $80 million
second-lien secured term loan with a final recovery rating of '6'
and removing it from UCO.

This rating action stems solely from the application of S&P's
revised recovery criteria and does not reflect any change in its
assessment of the corporate credit ratings for issuers of the
affected debt issues.

RATINGS LIST

Astro AB Borrower Inc.    
Issuer Credit Rating                              B+/Stable

Rating Raised; Recovery Revised, Off UCO

Astro AB Borrower Inc.                             To     From
$230 mil. senior secured first-lien due 2022      BB-    B+
   Recovery Rating                                 2L     3H
$40 mil. senior secured revolver due 2020         BB-    B+
   Recovery Rating                                 2L     3H

Rating Affirmed; Recovery Unchanged, Off UCO

Astro AB Borrower Inc.       
$80 mil. senior secured second-lien due 2023      B-     B-
   Recovery Rating                                 6       6


ATLANTIC AVIATION: Moody's Withdraws Ba3 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service has withdrawn all of its ratings on
Atlantic Aviation FBO, Inc. after the company redeemed all of its
outstanding indebtedness.

Ratings Withdrawn:

  Corporate Family Rating, Ba3
  Probability of Default Rating, B1-PD
  $70 million first lien revolver due 2018, Ba3 (LGD3)
  $615 million first lien term loan B due 2020, Ba3 (LGD3)
  Speculative Grade Liquidity Rating, SGL-3

                         RATINGS RATIONALE

Moody's has withdrawn the ratings due to the obligations being
redeemed.

Atlantic Aviation FBO, Inc., headquartered in Plano, Texas, has
fixed base operations (FBOs) at 69 airports in the US.  The
company's FBOs provide fueling and fuel related services, aircraft
parking, and hangar services to owners/ operators of jet aircraft,
primarily in the general aviation sector of the air transportation
industry, but also to commercial, military, freight and government
aviation customers.  Through an intermediate holding company,
Atlantic is owned by Macquarie Infrastructure Corporation (MIC).



BAFFINLAND IRON: S&P Assigns 'B-' CCR & Rates US$350MM Notes 'B-'
-----------------------------------------------------------------
S&P Global Ratings said it assigned its 'B-' long-term corporate
credit rating to Canada-based iron ore producer Baffinland Iron
Mines Corp.  The outlook is stable.

At the same time, S&P Global Ratings assigned its 'B-' issue-level
rating and '4' recovery rating to the company's proposed secured
notes of US$350 million.  The '4' recovery reflects S&P's
expectation of average (30%-50%, high end of the range) recovery in
the event of default.

"Our corporate credit rating on Baffinland primarily reflects the
company's limited scale as an early stage single-mine operator,
with a financial risk profile that is highly sensitive to
historically volatile iron ore prices." said S&P Global Ratings
credit analyst Jarrett Bilous.

The company's Mary River mining operations are located in Nunavut,
and recently achieved full production, or about 5 million metric
tons (annualized) per year (mtpy) of high-grade, premium iron ore.
Baffinland is jointly operated by Energy & Minerals Group (EMG), an
investment management firm (55% ownership), and ArcelorMittal
(BB/Positive/B; 45% ownership).

Baffinland plans to issue US$350 million of senior secured notes
primarily to repay its project finance loans outstanding and
increase near-term liquidity.  The company is expected to commence
a capital-intensive expansion of its existing operations (Phase 3)
in 2017, which would substantially increase its production base
(estimated at 12 mtpy in 2019).  However, the decision to proceed
with Phase 3 is subject to permits and prevailing iron ore prices,
and is contingent on future, uncommitted capital injections that
S&P believes are likely to include equity and debt.

S&P's assessment of Baffinland's business risk profile as
vulnerable reflects the company's single mine operation, small
scale of operations relative to other rated mining peers, and
limited track record of operation.  Baffinland derives all the
production from its wholly owned Mary River mine, which exposes the
company to fluctuations in iron ore prices and unforeseen
production disruptions that can materially impair operating
results.  In S&P's view, the risks associated with limited
diversity are heightened by the mine's nascent stage of operation,
having achieved commercial production in late 2015 and full
production in the latest quarter.  S&P believes the small relative
scale of operations exacerbates the company's vulnerability to
market price volatility.

The stable outlook primarily reflects S&P's expectation that the
company will generate adjusted debt-to-EBITDA above 5x in 2017,
with a financial risk profile that remains highly sensitive to
modest iron ore price fluctuations.  S&P expects Baffinland to
generate growth in earnings and cash flow from a full year of
production at its Mary River mine, while maintaining sufficient
liquidity to fund its operations following the completion of its
proposed debt issuance.

S&P would expect to lower its ratings on the company if S&P
believes Baffinland's liquidity deteriorates to an extent that
interest coverage is expected to decline below 1x, or if S&P views
its capital structure as unsustainable.  In this scenario, S&P
would expect iron ore prices to decline below our 2017 price
assumptions of US$45/mt, operating costs that exceed S&P's
expectations over the next 12 months, or a higher-than-expected
amount of debt used to fund its expansion.

Upside to the rating is considered highly unlikely over the next 12
months, based on S&P's view of Baffinland's high sensitivity to
iron ore price fluctuations and the likelihood for high growth
capital expenditures.  Nevertheless, S&P could raise the ratings if
it expects adjusted debt-to-EBITDA below 4x on a sustained basis,
with material free cash flow generation that reduces funding risk
associated with its growth strategy beyond 2017.  In S&P's view,
this could result from a significant increase in iron ore prices
that exceed its expectations for a protracted period.


BANDHU DEVELOPMENT: Commercial Funding To Be Fully Paid March 2018
------------------------------------------------------------------
Bandhu Development Inc. filed with the U.S. Bankruptcy Court for
the Western District of Pennsylvania an amended disclosure
statement to accompany an amended plan dated Nov. 23, 2016.

Class 2, Commercial Funding Solutions, III, LLC, will have the
secured debt as of Feb. 2, 2016, $178,269.28, with interest fees
and costs accruing thereafter.  Interest will accrue on the loan
balance at a rate of 5.5%.  The Reorganized Debtor will make
monthly payments on the loan of $1,000 each on or before the first
day of each month, starting on April 1, 2016.  Payments will be
applied pursuant to the terms of the loan documents.  The entire
balance due and owing under the loan will be payable in full on or
before March 31, 2018.  

The plan payments will be made from operations until the Debtor
refinances the property at 133 S. 22nd Street, Pittsburgh,
Pennsylvania 15203.  If the Debtor has a shortfall of money needed
to make the monthly payments required by the Plan to creditors, the
principal of the Debtor, Prasad Bandhu will contribute sufficient
money to the Debtor to make the plan payments.

The Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/pawb16-20013-132.pdf

As reported by the Troubled Company Reporter on Oct. 21, 2016, the
Debtor filed with the Court an amended disclosure statement to
accompany the Debtor's amended plan dated Oct. 12, 2016.  Under
that plan, Class 4 General Unsecured Non-Tax Claims totaling
$20,017 would get 100% dividend.

Bandhu Development Inc. owns investment real estate.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Penn., Case No. 16-20013) on Jan. 4, 2016.  

Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the
Debtor's bankruptcy counsel.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in
The Chapter 11 case of Bandhu Development Inc.


BASIC ENERGY: LDR Plan Objection Resolved
-----------------------------------------
The Secretary of the Louisiana Department of Revenue objected to
the approval of the Disclosure Statement and confirmation of the
prepackaged plan, complaining that the LDR has not received the
outstanding returns due in the ordinary course of business since
the Petition Date for the prepetition periods or the payments due.
Therefore, the LDR asserted, the Debtors were not in compliance
with the Bankruptcy Code regarding the filing of prepetition
returns, making the plan objectionable pursuant to Section
1129(a)(2).  Further, the LDR complained that unsecured general
claims are being treated more favorably than unsecured priority tax
claimants, and priority tax claims are not being treated in
accordance with Section 1129(a)(9)(C) because the Plan failed to
provide for post-effective date interest at the applicable
non-bankruptcy rate pursuant to Section 511 if the claim is not
paid on the Effective Date.

The LDR subsequently withdrew its objection saying it has been
amicably resolved by the parties.

                    About Basic Energy Services

North Worth, Texas-based Basic Energy Services, Inc. (NYSE: BAS)
--
http://www.basicenergyservices.com/-- provides well site services

to more than 2,000 land-based oil and natural gas producing
companies throughout the United States.

Basic Energy Services, Inc. and 27 affiliated companies filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-12320) on Oct. 25, 2016.

The cases have been assigned to Judge Kevin J. Carey. The Debtors
have filed a fully consensual Joint Prepackaged Chapter 11 Plan
and
Disclosure Statement and began soliciting votes to accept or
reject
such Prepackaged Plan and Disclosure Statement before the Petition
Date. The Debtors are seeking Court approval of the Disclosure
Statement and Prepackaged Plan on Dec. 7, 2016.

The Debtors have hired Richards, Layton & Finger, P.A. as Delaware
counsel; Weil Gotshal, as bankruptcy co-counsel; AP Services, LLC,
as crisis managers and to provide the Debtors with a Chief
Restructuring Officer and certain other officers and personnel;
Moelis and Company, as investment banker; Andrews Kurth Kenyon
LLP,
as corporate counsel; and Epiq Bankruptcy Solutions, LLC, as
administrative advisor.

Counsel to the Prepetition Term Loan Lenders and certain of the
DIP
Lenders in the Chapter 11 cases of Basic Energy Services, Inc., et
al. are Davis Polk & Wardwell LLP's Marshall S. Huebner, Esq., and
Darren S. Klein, Esq.; and Jeremy W. Ryan, Esq., at Potter
Anderson
& Corroon LLP.

Counsel to U.S. Bank National Association, as Prepetition Term
Loan
Agent and acting as administrative agent and collateral agent, are
Theodore Sica, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein
Sandler LLP. A consortium of lenders led by U.S. Bank is extending
a superpriority secured multiple delayed-draw term loan facility
to
the Debtors in an aggregate principal amount of $90 million.

Counsel to Bank of America, N.A., in its capacity as the
Prepetition ABL Agent are James A. Markus, Esq., and Paul E.
Heath,
Esq., at Vinson & Elkins LLP; and Morris, Nichols, Arsht & Tunnell
LLP's Robert J. Dehney, Esq. and Eric D. Schwartz, Esq.

An ad hoc group of holders that own or manage with the authority
to
act on behalf of the beneficial owners of the Company's 2019
Senior
Notes and the 2022 Senior Notes, consists of:

     -- Ascribe Capital LLC,
     -- Brigade Capital Management, L.P.,
     -- Silver Point Capital, L.P., and
     -- other entities that may join such ad hoc group from
        time to time.

Counsel to the Ad Hoc Group are Fried, Frank, Harris, Shriver &
Jacobson LLP's Brad Eric Scheler, Esq., and Peter Siroka, Esq.;
and
Michael D. DeBaecke, Esq., at Blank Rome LLP.


BASIC ENERGY: Obtains Court Approval of Prepackaged Plan
--------------------------------------------------------
Basic Energy Services, Inc., on Dec. 9, 2016, disclosed that the
Company and its affiliated chapter 11 debtors obtained court
approval of their prepackaged restructuring and recapitalization
plan (the "Prepackaged Plan"), which received near unanimous
support from voting creditors.

"The court's confirmation of our Prepackaged Plan represents a
critical step towards emerging from chapter 11 and securing a
bright future for Basic," said Roe Patterson, Basic's President and
Chief Executive Officer.  "Basic is thankful for the continued
support of our creditors, employees, customers and suppliers.
Their support has been integral to the successful outcome of the
chapter 11 process and we look forward to emerging as quickly as
possible as a healthier company, poised to continue providing our
customers with dependable, high-quality services, which are the
hallmark of our Company."

Among other things, the Prepackaged Plan equitizes over $800
million of unsecured debt, eliminates over $60 million in annual
cash interest, and completes a new capital raise of $125 million.
Specifically, the Prepackaged Plan provides for a debt-for-equity
swap that will result in its existing unsecured bond obligations
being converted into equity.  Existing shareholders will receive
common stock and warrants in the reorganized Company.  In addition,
the Prepackaged Plan implements agreements the Company reached with
its existing secured lenders to continue their support of the
Company through an amended and restated term loan agreement with
more flexible covenants and an amended and restated ABL loan
agreement.  Basic has also completed a $125 million fully
backstopped rights offering of mandatorily convertible notes
(totaling $131.25 million principal amount of notes including the
backstop put premium), which will close on the effective date of
the Prepackaged Plan and provide the Company with the cash it needs
to operate successfully once it emerges from bankruptcy.  It is
expected that the new notes will be deemed converted into equity of
Basic contemporaneously with Basic's emergence from chapter 11 and
thus will have no debt or interest burden on Basic.  All customer,
vendor, and employee obligations associated with the ongoing
business will remain unaffected.

Additional information regarding Basic's restructuring is available
at www.basicenergyservices.com/restructuring.  Basic has also
established a telephone hotline and e-mail address to respond to
inquiries from interested parties regarding the restructuring.  The
telephone hotline is 844-801-5971. The e-mail address is
restructuring@basicenergyservices.com.

Weil, Gotshal & Manges LLP is serving as legal counsel and Moelis &
Company LLC is serving as investment banker to Basic.  AP Services,
LLC is acting as restructuring advisors to the Company in
connection with its restructuring efforts.

                  About Basic Energy Services

North Worth, Texas-based Basic Energy Services, Inc. (NYSE: BAS) --
http://www.basicenergyservices.com/-- provides well site services
to more than 2,000 land-based oil and natural gas producing
companies throughout the United States.

Basic Energy Services, Inc. and 27 affiliated companies filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-12320) on Oct. 25, 2016.

The cases have been assigned to Judge Kevin J. Carey.  The Debtors
have filed a fully consensual Joint Prepackaged Chapter 11 Plan and
Disclosure Statement and began soliciting votes to accept or reject
such Prepackaged Plan and Disclosure Statement before the Petition
Date.  The Debtors are seeking Court approval of the Disclosure
Statement and Prepackaged Plan on Dec. 7, 2016.

The Debtors have hired Richards, Layton & Finger, P.A. as Delaware
counsel; Weil Gotshal, as bankruptcy co-counsel; AP Services, LLC,
as crisis managers and to provide the Debtors with a Chief
Restructuring Officer and certain other officers and personnel;
Moelis and Company, as investment banker; Andrews Kurth Kenyon LLP,
as corporate counsel; and Epiq Bankruptcy Solutions, LLC, as
administrative advisor.

Counsel to the Prepetition Term Loan Lenders and certain of the DIP
Lenders in the Chapter 11 cases of Basic Energy Services, Inc., et
al. are Davis Polk & Wardwell LLP's Marshall S. Huebner, Esq., and
Darren S. Klein, Esq.; and Jeremy W. Ryan, Esq., at Potter Anderson
& Corroon LLP.

Counsel to U.S. Bank National Association, as Prepetition Term Loan
Agent and acting as administrative agent and collateral agent, are
Theodore Sica, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein
Sandler LLP.  A consortium of lenders led by U.S. Bank is extending
a superpriority secured multiple delayed-draw term loan facility to
the Debtors in an aggregate principal amount of $90 million.

Counsel to Bank of America, N.A., in its capacity as the
Prepetition ABL Agent are James A. Markus, Esq., and Paul E. Heath,
Esq., at Vinson & Elkins LLP; and Morris, Nichols, Arsht & Tunnell
LLP's Robert J. Dehney, Esq. and Eric D. Schwartz, Esq.

An ad hoc group of holders that own or manage with the authority to
act on behalf of the beneficial owners of the Company's 2019 Senior
Notes and the 2022 Senior Notes, consists of:

     -- Ascribe Capital LLC,
     -- Brigade Capital Management, L.P.,
     -- Silver Point Capital, L.P., and
     -- other entities that may join such ad hoc group from
        time to time.

Counsel to the Ad Hoc Group are Fried, Frank, Harris, Shriver &
Jacobson LLP's Brad Eric Scheler, Esq., and Peter Siroka, Esq.; and
Michael D. DeBaecke, Esq., at Blank Rome LLP.


BASIC ENERGY: Prepack Plan Okayed; Sees Dec. 23 Chapter 11 Exit
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware on Dec. 9,
2016, entered an order approving the Joint Prepackaged Chapter 11
Plan of Basic Energy Services, Inc., and its affiliated debtors.

The Debtors anticipate emerging from Chapter 11 Cases on the date
when all remaining conditions to effectiveness to the Prepackaged
Plan are satisfied.  Currently, the Debtors expect all conditions
precedent to the Prepackaged Plan to have been satisfied on or
around Dec. 23, 2016, but the Debtors can make no assurances as to
when or whether the Prepackaged Plan will become effective.

Vince Sullivan, writing for Bankruptcy Law360, reported that Basic
Energy received Plan approval after the company resolved the
objections of all parties via minor technical tweaks to the plan
documents.  The report noted that during a hearing in Wilmington,
Delaware, company attorney Ronit Berkovich told the court that
Basic Energy was on track to emerge from bankruptcy before the end
of 2016.

Under the Prepackaged Plan:

     * The existing shares of Basic will be cancelled, and
reorganized Basic will issue (i) new common shares and (ii) seven
year warrants entitling their holders upon exercise thereof, on a
pro rata basis, to 6% of the total outstanding New Common Shares at
a per share price based upon a total equity value of $1,789,000,000
of the reorganized Company (assuming the maximum conversion amounts
of the New Convertible Notes), which New Common Shares and Warrants
will be distributed;

     * The Company completed a rights offering, which was open to
participation by eligible holders of the Company's 2019 Notes and
2022 Notes and backstopped by certain supporting holders of
Unsecured Notes, of the Company's 9% PIK interest unsecured notes
due 2019 in the aggregate principal amount of $131,250,000,
mandatorily convertible within 36 months or sooner upon the
occurrence of certain events, and it is expected that the New
Convertible Notes will be deemed converted into equity of Basic on
the Effective Date;

     * The Company's Amended and Restated Credit Agreement, dated
as of Nov. 26, 2014, as amended will be amended and restated;

     * The Company's Term Loan Credit Agreement, dated as of Feb.
17, 2016, as amended, will be amended and restated on substantially
similar terms, subject to certain agreed upon changes set forth in
the Prepackaged Plan, and the lenders under the Term Loan Agreement
have agreed under the Prepackaged Plan to waive payment of the
Applicable Premium (as such term is defined in the Term Loan
Agreement) triggered by the filing of the Bankruptcy Petitions;

     * The Unsecured Notes will be cancelled and discharged and the
holders of those Unsecured Notes will receive New Common Shares
representing, in the aggregate, 99.5% of the New Common Shares
issued on the Effective Date pursuant to the Prepackaged Plan, and
which upon conversion of the New Convertible Notes (assuming the
deemed conversion occurs on the Effective Date) will comprise
57.79% of the total outstanding New Common Shares on the Effective
Date (in each case subject to dilution by awards under the
Management Incentive Plan and the New Common Shares issuable upon
exercise of the Warrants). Eligible holders of Unsecured Notes will
also receive 100% of the subscription rights to acquire
$125,000,000 in New Convertible Notes in accordance with Rights
Offering Procedures;

     * Each holder of existing equity interests in the Company will
receive its pro rata share of (i) New Common Shares representing,
in the aggregate, 0.5% of the New Common Shares issued on the
Effective Date pursuant to the Prepackaged Plan, and which upon
conversion of the New Convertible Notes (assuming the deemed
conversion occurs on the Effective Date) will comprise 0.29% of the
total outstanding New Common Shares on the Effective Date (in each
case subject to dilution by awards under the Management Incentive
Plan and the New Common Shares issuable upon exercise of the
Warrants) and (ii) the Warrants; and

     * Holders of allowed claims arising under the Company's DIP
Facility, administrative expense claims, priority tax claims, other
priority claims, other secured claims and general unsecured
creditors of the Company will receive in exchange for their claims
payment in full in cash or otherwise have their rights unimpaired
under the Bankruptcy Code.

As of Nov. 9, 2016, the Company had 43,500,032 shares of common
stock issued and 42,757,644 shares outstanding.  By operation of
the Prepackaged Plan, on the Effective Date, all shares of the
Company's common stock will be cancelled and will permanently cease
to exist, and the New Common Shares will be issued as set forth in
the Prepackaged Plan.

On the Effective Date, the Company expects to issue (i) 14,925,000
New Common Shares to holders of the Unsecured Notes, (ii) 75,000
New Common Shares to existing stockholders of Basic as of the
Effective Date and (iii) assuming a deemed conversion of the New
Convertible Notes on the Effective Date, 10,825,802 New Common
Shares for the anticipated deemed conversion of the New Convertible
Notes.  The Company expects to reserve an additional (i) 2,066,598
New Common Shares for issuance upon the potential exercise of the
Warrants and (ii) 3,237,671 New Common Shares for issuance under
the Management Incentive Plan.

On a fully diluted basis, assuming conversion of the New
Convertibles Notes and exercise of all interests expected to be
issued on or after the Effective Date pursuant to the Prepackaged
Plan, the Company would have an aggregate of 31,130,071 New Common
Shares issued and outstanding.  The Second Amended and Restated
Certificate of Incorporation of the Company, which is expected to
be filed with the Secretary of State of the State of Delaware on or
prior to the Effective Date, authorizes 85,000,000 New Common
Shares, of which 80,000,000 shall be common stock, par value $0.01
per share, and 5,000,000 shall be preferred stock, par value $0.01
per share.

The share amounts and percentages above assume that the Company
timely receives the Conversion Notice (as defined in the
Prepackaged Plan) from the requisite parties otherwise entitled to
receive a majority in aggregate principal amount of the New
Convertible Notes, requesting the conversion of the New Convertible
Notes on the Effective Date of the Prepackaged Plan. If the New
Convertible Notes were not deemed converted on the Effective Date,
the maximum number of shares of New Common Stock issuable upon
conversion of the New Convertible Notes (including future PIK)
would be 14,139,038 shares, and the fully diluted share amounts and
percentages above on the Effective Date would be adjusted
accordingly.

                      Assets and Liabilities

As of Oct. 31, 2016, the Debtors' total assets were approximately
$1,006,058,000 and total liabilities were approximately
$1,182,964,000.  This financial information has not been audited or
reviewed by the Company's independent registered public accounting
firm and may be subject to future reconciliation or adjustments.
This information should not be viewed as indicative of future
results.

            Post-Emergence Governance and Management

On the Effective Date, a new board of directors of the Company (the
"New Board") will take office.  The Company's New Board will
initially consist of seven members, at least five of whom will be
designated prior to the Effective Date.

Roe Patterson, who is the Chief Executive Officer and an existing
director of the Company, shall be one of the five directors.

The other directors shall be designated as follows: one (1) by
Ascribe Capital LLC; one (1) by Silver Point Capital, L.P.; and
four (4) by the Ad Hoc Group; provided, however, that
notwithstanding the foregoing, any initial director of the
reorganized Company who has not been designated as of the Effective
Date shall be designated by Ascribe Capital LLC and Silver Point
Capital, L.P..

The nomination of the initial Chairperson of the Company will be
satisfactory to the Ad Hoc Group in its sole discretion in good
faith consultation with the Company's Chief Executive Officer.
Other than Mr. Patterson, the current directors of the Company
shall be deemed to have resigned or shall otherwise cease to be a
director of the Company on the Effective Date.

                     Management Incentive Plan

In connection with the Management Incentive Plan (the "MIP")
adopted in connection with the Prepackaged Plan, the Company
expects the New Board to issue initial equity awards under the MIP
on the Effective Date or within 90 days thereafter. The MIP will
provide for equity or equity-linked instruments providing for an
aggregate of up to 3,237,671 New Common Shares in accordance with
the terms of the Prepackaged Plan.

A copy of the Court's First Amended Joint Prepackaged Chapter 11
Plan of Basic Energy Services, Inc. and its affiliated Debtors,
dated Dec. 7, 2016, is available at https://is.gd/zypJQr

A copy of the Court's Findings of Fact, Conclusions of Law, and
Order Approving the Debtors' Joint Prepackaged Chapter 11 Plan of
Basic Energy Services, Inc. and its Affiliated Debtors, dated Dec.
9, 2016, is available at https://is.gd/pOvgbo

                    About Basic Energy Services

North Worth, Texas-based Basic Energy Services, Inc. (NYSE: BAS)
--
http://www.basicenergyservices.com/-- provides well site services

to more than 2,000 land-based oil and natural gas producing
companies throughout the United States.

Basic Energy Services, Inc. and 27 affiliated companies filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-12320) on Oct. 25, 2016.

The cases have been assigned to Judge Kevin J. Carey. The Debtors
have filed a fully consensual Joint Prepackaged Chapter 11 Plan
and
Disclosure Statement and began soliciting votes to accept or
reject
such Prepackaged Plan and Disclosure Statement before the Petition
Date. The Debtors are seeking Court approval of the Disclosure
Statement and Prepackaged Plan on Dec. 7, 2016.

The Debtors have hired Richards, Layton & Finger, P.A. as Delaware
counsel; Weil Gotshal, as bankruptcy co-counsel; AP Services, LLC,
as crisis managers and to provide the Debtors with a Chief
Restructuring Officer and certain other officers and personnel;
Moelis and Company, as investment banker; Andrews Kurth Kenyon
LLP,
as corporate counsel; and Epiq Bankruptcy Solutions, LLC, as
administrative advisor.

Counsel to the Prepetition Term Loan Lenders and certain of the
DIP
Lenders in the Chapter 11 cases of Basic Energy Services, Inc., et
al. are Davis Polk & Wardwell LLP's Marshall S. Huebner, Esq., and
Darren S. Klein, Esq.; and Jeremy W. Ryan, Esq., at Potter
Anderson
& Corroon LLP.

Counsel to U.S. Bank National Association, as Prepetition Term
Loan
Agent and acting as administrative agent and collateral agent, are
Theodore Sica, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein
Sandler LLP. A consortium of lenders led by U.S. Bank is extending
a superpriority secured multiple delayed-draw term loan facility
to
the Debtors in an aggregate principal amount of $90 million.

Counsel to Bank of America, N.A., in its capacity as the
Prepetition ABL Agent are James A. Markus, Esq., and Paul E.
Heath,
Esq., at Vinson & Elkins LLP; and Morris, Nichols, Arsht & Tunnell
LLP's Robert J. Dehney, Esq. and Eric D. Schwartz, Esq.

An ad hoc group of holders that own or manage with the authority
to
act on behalf of the beneficial owners of the Company's 2019
Senior
Notes and the 2022 Senior Notes, consists of:

     -- Ascribe Capital LLC,
     -- Brigade Capital Management, L.P.,
     -- Silver Point Capital, L.P., and
     -- other entities that may join such ad hoc group from
        time to time.

Counsel to the Ad Hoc Group are Fried, Frank, Harris, Shriver &
Jacobson LLP's Brad Eric Scheler, Esq., and Peter Siroka, Esq.;
and
Michael D. DeBaecke, Esq., at Blank Rome LLP.


BEAR CREEK: Court Extends Cash Collateral Use Until Dec. 14
-----------------------------------------------------------
Judge John T. Gregg of the U.S. Bankruptcy Court for the Western
District of Michigan extended the Termination Date of Bear Creek
Partners II, LLC and Bear Creek Retail Partners II, LLC's authority
to use cash collateral, from December 5, 2016 to December 14,
2016.

Kelly M. Hagan, was appointed Chapter 11 Trustee pursuant to the
Court's order for such appointment on October 18, 2016.

DOF IV REIT Holdings, LLC is the only entity that has an interest
in the cash collateral to be used by the Trustee.

The Chapter 11 Trustee and DOF IV REIT agreed to the change in the
termination date from December 5, 2016 to December 14, 2016.  The
U.S. Trustee also consented to the change.

A full-text copy of the Order, dated December 8, 2016, is available
at https://is.gd/MSHFvu

                        About Bear Creek Partners II

Bear Creek Partners II, L.L.C., and Bear Creek Retail Partners II
LLC filed chapter 11 petitions (Bankr. W.D. Mich. Case Nos.
16-02553 and 16-02554) on May 6, 2016. The petition was signed by
Scott A. Chappelle, president.  Each Debtor estimated assets and
liabilities at $10 million to $50 million at the time of the
filing.

The Debtors retained Jay L. Welford, Esq., at Jaffe, Raitt, Heuer &
Weiss, PC as their legal counsel and Robert R. Wardrop, Esq., at
Wardrop & Wardrop PC as their local counsel, and hired O’Keefe &
Associates Consulting LLC as their financial advisor.

Lawyers at Wardrop & Wardrop, P.C., represent the creditors’
committee.

Kelly M. Hagan has been named as the Chapter 11 bankruptcy trustee
for the Debtors’ estates.  Her own law firm, Hagan Law Offices
PLC, serves as the Trustee’s counsel.  She employs A.L. Mitchell
& Associates as accountant CBRE, Inc. as real estate broker.


BEEBE DIVERSIFIED: Court Denies Continued Use of Cash Collateral
----------------------------------------------------------------
Judge Christopher M. Klein of the U.S. Bankruptcy Court for the
Eastern District of California denied Beebe Diversified Limited
Partnership's request to continue using cash collateral.

The Troubled Company Reporter had reported earlier that the Debtor
sought authority from the Court to continue using cash collateral
from January 1, 2017 through March 31, 2017.

The Debtor identified Operating Engineers' Health and Welfare Trust
Fund for Northern California and its related entities as having a
judgment lien against the Debtor, encumbering its cash and
receivables.  The Debtor related that there are other liens
consisting of purchase-money security interests in certain of the
Debtor's equipment and proceeds thereof.

The Debtor wanted to continue using cash collateral to help assure
the orderly winding up of the Debtor's business, specifically
complete existing projects, collect related accounts receivable,
but not to obtain new contracts for future work.  The Debtor
intended to use cash collateral to pay expenses to wind up business
and to protect its property, which include ongoing wages to
employees, related benefits ana payroll taxes, rent insurance
premiums, and similar expenses.  The Debtor contended that the use
of the cash collateral for such purposes, and requiring the Debtor
to maintain cash collateral after the payment of expenses, would
adequately protect Operating Engineers' Health and Welfare Trust
Fund's interest.

                            About Beebe Diversified

Beebe Diversified Limited Partnership filed a Chapter 11 petition
(Bankr. E.D. Cal. Case No. 16-25618), on Aug. 25, 2016.  The
petition was signed by Elizabeth Beebe, general partner.  The case
is assigned to Judge Christopher M. Klein.  The Debtor's counsel is
Anthony Asebedo, Esq. at Meegan, Hanschu & Kassenbrock.

At the time of filing, the Debtor estimated assets at $1 million to
$10 million and liabilities at $1 million to $10 million.  A copy
of the Debtor's list of 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/caeb16-25618.pdf  

Tracy Hope Davis, the U.S. Trustee for Region 17, on Oct. 5
appointed three creditors of Beebe Diversified Limited Partnership
to serve on the official committee of unsecured creditors.  The
committee members are: (1) Pape' Material Handling, Inc. dba Pape'
Rents; (2) Sara J. Stripe; and (3) Chad Wilson of Lanak & Hanna,
P.C.  The Committee retained Gregory J. Hughes, Esq. and
Christopher D. Hughes, Esq., at Hughes Law Corporation as counsel.


BLUE JET: Case Summary & 9 Unsecured Creditors
----------------------------------------------
Debtor: Blue Jet, Inc., a New Mexico Domestic Profit Corporation
        P.O. Box 898
        Farmington, NM 87499

Case No.: 16-13037

Chapter 11 Petition Date: December 9, 2016

Court: United States Bankruptcy Court
       District of New Mexico (Albuquerque)

Judge: Hon. David T. Thuma

Debtor's Counsel: William F. Davis, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  E-mail: daviswf@nmbankruptcy.com

Total Assets: $1.36 million

Total Liabilities: $2.67 million

The petition was signed by Danny L. Seip, president.

A copy of the Debtor's list of nine unsecured creditors is
available for free at http://bankrupt.com/misc/njb16-13037.pdf


BOISE GUN: Jan. 23 Pan Confirmation Hearing
-------------------------------------------
Judge Terry L. Myers of the U.S. Bankruptcy Court for the District
of Idaho approved Boise Gun Co. Inc.'s disclosure statement and
accompanying plan of reorganization, dated Oct. 6, 2016.

Jan. 6, 2017, is fixed as the last day for filing written
acceptances or rejections of the Plan.

Jan. 23, 2017, at 1:30 P.M. is fixed for the hearing on
confirmation of the Plan of Reorganization.

Jan. 6, 2017, is fixed as the last day for filing and serving
written objections to confirmation of the Plan of Reorganization
and any objections.

Boise Gun Company, Inc., based in Garden City, Idaho, filed a
chapter 11 petition (Bankr. D. Idaho Case No. 15-01389) on Oct.
23,
2015.  The company is represented by Matthew T. Christensen, Esq.,
at Angstman Johnson, PLLC, and disclosed $3.85 million in assets
and $4.14 million in liabilities at the time of the filing.


BREMAR DEVELOPMENT: Seeks March 17 Plan Exclusivity Extension
-------------------------------------------------------------
Bremar Development, LLC requests the U.S. Bankruptcy Court for the
Southern District of Florida to extend its exclusivity period for
90 days to file and solicit acceptances of a chapter 11 plan
through and including March 17, 2017.

Initially, the Debtor intended to file its chapter 11 plan based
upon a sale prior to the exclusivity period.  The Debtor sought to
sell its property, known as Palmetto Plaza, located at 2150 W 76th
Street, Hialeah, FL 33016-1839 pursuant to bid proceeds and a sale
process approved by the Court.  However, the Debtor did not obtain
an offer that complied with the bid procedures.  Now the Debtor
needs additional time to secure refinancing of the existing loan to
obtain sufficient loan proceeds to confirm a chapter 11 plan and
emerge as a reorganized debtor.

The Debtor also requests the Court to set its motion for hearing on
December 14, 2016 at 1:30 p.m.

                   About Bremar Development, LLC

Bremar Development, LLC, filed a chapter 11 petition (Bankr. S.D.
Fla. Case No. 16-21328) on Aug. 17, 2016.  The petition was signed
by Jorge D. Marrero, sole managing member.  The case is assigned to
Judge Laurel M. Isicoff.  The Debtor is represented by Kristopher
E. Pearson, Esq., at Stearns Weaver Miller Weissler Alhadeff &
Sitterson, P.A.  The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.

The Office of the U.S. Trustee on Oct. 14 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Bremar Development, LLC.


BYRON STEPHENS KILPATRICK: Unsecureds To Recoup 100% Under Plan
---------------------------------------------------------------
Byron Stephens Kilpatrick filed with the U.S. Bankruptcy Court for
the District of Nevada a disclosure statement referring to the
Debtor's plan of reorganization filed on July 13, 2016.

General unsecured creditors are classified in Class 5 and will
receive a distribution of 100% of their allowed claims, to be
distributed on the Effective Date of the Plan.

Payments and distributions under the Plan will be funded by the
Debtor's wages and by the proceeds of the operation of the Debtor's
spouse's business by the Debtor's spouse.  At monthly intervals,
the Debtor will deposit into the trust account of the Debtor's
attorney funds sufficient to make distributions when scheduled or
otherwise required by statute.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/nvb16-11326-92.pdf

The Plan was filed by the Debtor's counsel:

     Kent P. Woods, Esq.
     WOODS ERICKSON & WHITAKER LLP
     1349 W. Galleria Drive, Suite 200
     Henderson NV 89014
     Tel: (702) 433-9696
     Fax: (702) 434-0615
     E-mail: kwoods@woodserickson.com

Byron Stephens Kilpatrick has worked as a physician for more than
30 years in various capacities.  He is currently employed as a
physician by Davita Healthcare and provides practice management
services in that capacity.  Additionally, the Debtor's spouse,
Myriam L. Kilpatrick, is the owner of a business called MK Billing
Service, which provides medical billing services to physicians
located in Las Vegas, Nevada and surrounding areas.  Myriam
Kilpatrick's interest in this business is community property.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 16-11326) on March 15, 2016.


CAROLCO PICTURES: Recurring Losses Raises Going Concern Doubt
-------------------------------------------------------------
Carolco Pictures, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
attributable to stockholders of $705,000 on $146,000 of revenues
for the three months ended September 30, 2016, compared to a net
loss attributable to stockholders of $989,000 on $366,000 of
revenues for the same period in 2015.

For the nine months ended September 30, 2016, the Company recorded
a net loss attributable to stockholders of $5.07 million on
$176,000 of revenues, compared to a net loss attributable to
stockholders of $1.93 million on $769,000 of revenues for the same
period last year.

The Company's balance sheet at September 30, 2016, showed total
assets of $1.38 million, total liabilities of $9.48 million, all
current, and a stockholders' deficit of $8.10 million.

As reflected in the consolidated financial statements, the Company
had a stockholders' deficit of $8,096,000 at September 30, 2016,
and incurred a net loss of $5,103,000 and utilized net cash used in
operating activities of $302,000 for the nine months then ended.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.

In addition, the Company's independent registered public accounting
firm, in its report on the Company's December 31, 2015 consolidated
financial statements, has raised substantial doubt about the
Company's ability to continue as a going concern.

The ability of the Company to continue as a going concern is
dependent on the Company's ability to execute its strategy and in
its ability to raise additional funds.  Management is currently
seeking additional funds, primarily through the issuance of debt
and equity securities for cash to operate its business.  No
assurance can be given that any future financing will be available
or, if available, that it will be on terms that are satisfactory to
the Company.  Even if the Company is able to obtain additional
financing, it may contain undue restrictions on its operations, in
the case of debt financing or cause substantial dilution for its
stockholders, in case of equity financing.  Management estimates
that the current funds on hand as of the date of this report will
be sufficient to continue operations through December 31, 2016.

A full-text copy of the Company's Form 10-Q is available at:
                
                   http://bit.ly/2gveNUE

Carolco Pictures, Inc., was an American independent film production
company.  It was one of the biggest independent film studios in
Hollywood, with its distinctive logo appearing on some of the most
successful movies -- the Rambo series, Terminator 2, Total Recall,
and Basic Instinct.


CAROLLO BAR: Seeks to Hire Metro Commercial as Realtor
------------------------------------------------------
Carollo Bar and Restaurant, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire a realtor.

The Debtor proposes to hire Metro Commercial Real Estate Inc. in
connection with the sale of its real estate and liquor license.
The firm will receive a commission of 6% of the gross sales price
for the properties.

Michael Gorman, a realtor employed with MCRE, disclosed in a court
filing that his firm does not hold or represent any interest
adverse to the Debtor's bankruptcy estate, and is "disinterested"
as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Michael Gorman
     Metro Commercial Real Estate
     307 Fellowship Road, Suite 300
     Mount Laurel, NJ 08054

The Debtor is represented by:

     Carrie J. Boyle, Esq.
     McDowell Posternock Apell & Detrick, PC
     46 W. Main Street
     Maple Shade, NJ 08052
     Tel: (856) 482-5544
     Fax: (856) 482-5511
     Email: cboyle@mpadlaw.com

                About Carollo Bar and Restaurant

Carollo Bar and Restaurant, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. N.J. Case No. 16-14795) on March
15, 2016.  The petition was signed by Antonina Carollo, president.


The case is assigned to Judge Christine M. Gravelle.

At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.


CATARINA CONSTRUCTION: Cash Collateral Access Terminated
--------------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas declared the termination of Catarina
Construction, LLC's use of cash collateral.

The Debtor announced that it was not prosecuting its request for
entry of a final order due to the absence of a reasonable
likelihood of rehabilitation and continuing losses.

Judge Mott held that pursuant to the terms of the Court's Interim
Orders, the Debtor's authorization to use Cash Collateral
terminated on Dec. 5, 2016 and that the Debtor had no further
authorization to use cash collateral.

A full-text copy of the Order, dated Dec. 9, 2016, is available at

http://bankrupt.com/misc/CatarinaConstruction2016_1611209hcm_85.pdf

                About Catarina Construction

Catarina Construction, LLC, provides general contracting, wet
utilities (water and wastewater lines) construction services, dry
utilities (electric and telephone) construction services, heavy
construction, and site preparation work in central Texas.

Catarina Construction filed a chapter 11 petition (Bankr. W.D. Tex.
Case No. 16-11209) on Oct. 17, 2016.  The petition was signed by
Erik White, chief restructuring officer. The Debtor is represented
by Kell C. Mercer, Esq., at Kell C. Mercer, PC.  The case is
assigned to Judge Christopher H. Mott.  The Debtor estimated assets
and liabilities at $1 million to $10 million at the time of the
filing.

The Debtor hired Kell C. Mercer, P.C. as counsel, and Erik White of
Bridgepoint Consulting LLP as chief restructuring officer.


CHAMINADE UNIVERSITY: Moody's Affirms Ba2 Rating on $25MM Bonds
---------------------------------------------------------------
Moody's Investors Service has affirmed the Ba2 rating on Chaminade
University of Honolulu's approximately $25 million of outstanding
Revenue Bonds, issued through the Department of Budget and Finance
of the State of Hawaii.  The outlook is stable.

The Ba2 rating reflects the university's a small scope of
operations and very competitive student market.  It also recognizes
Chaminade's unique role as the only private Catholic university in
Hawaii, with successful diversification of programming that helps
cushion against pressure in any given market segment.  The rating
remains constrained by limited wealth and liquidity and some
enrollment volatility.  The university's careful budgetary
oversight contributes to a fair strategic positioning and allows
Chaminade to continue to produce solid operating cash flow to cover
debt service despite stagnating net tuition revenue.

Rating Outlook
The stable outlook reflects Moody's expectation that the university
will produce operating cash flow in the 9-11% range with continued
solid debt service coverage, but that wealth and liquidity growth
will remain slow.

Factors that Could Lead to an Upgrade
  Significant influx of liquid financial resources with sustained
   strong cash flow

Factors that Could Lead to a Downgrade
  Continued trend of stagnant net tuition revenue
  Weakening cash flow and debt service coverage
  Any deterioration of monthly liquidity

Legal Security

The bonds are unconditional obligations of the university, secured
by a pledge of gross revenues as well as a negative mortgage pledge
on the university's facilities.

Obligor Profile
Chaminade is a small private Catholic (Marianist) College in
Honolulu, with approximately 2,200 students and almost $48 million
of operating revenue.  The university was founded in 1955 and is
the only federally designated Native Hawaiian serving Catholic
University in the nation, which makes it eligible for several
million dollars of federal funding annually.

Methodology

The principal methodology used in this rating was Global Higher
Education published in November 2015.


CHC GROUP: Seeks Approval of Foreign Proceeding in Cayman Islands
-----------------------------------------------------------------
BankruptcyData.com reported that CHC Group filed with the U.S.
Bankruptcy Court a motion for entry of an order authorizing a
Debtor affiliate to commence a foreign an ancillary proceeding in
the Cayman Islands with respect to CHC Parent's estate. The motion
explains, "As a result of CHC's global operations and the
anticipated need to pursue ancillary proceedings in foreign
jurisdictions to effectuate the Debtors' reorganization, the
Debtors sought and received an order authorizing CHC Parent to act
as foreign representative on behalf of the Debtors' estates in any
'foreign jurisdiction in which the Debtors determine it is
necessary to commence an ancillary proceeding.'  The use of a
provisional liquidation within a winding-up proceeding is a common
means of implementing a cross-border restructuring in the Cayman
Islands. Pursuant to recent Cayman Islands case law, it appears
that CHC Parent cannot petition for its own winding up. In the
circumstances, to enable CHC Parent to seek relief before the
Cayman Court to assist with the implementation of the chapter 11
plan, it is intended that an intercompany creditor of CHC Parent
will commence the winding-up proceeding, after which CHC Parent
(acting by its directors) will apply for the appointment of joint
provisional liquidators within the creditor-commenced proceeding."
The Court scheduled a January 6, 2016 hearing to consider the
motion, with objections due by December 30, 2016.

                  About CHC Group Ltd.

Headquartered in Irving, Texas, CHC Group Ltd. is a global
commercial helicopter services company primarily servicing the
offshore oil and gas industry.  CHC maintains bases on six
continents with major operations in the North Sea, Brazil,
Australia, and several locations across Africa, Eastern Europe,
and South East Asia.  CHC maintains a fleet of 230 medium and
heavy helicopters, 67 of which are owned by it and the remainder
are leased from various third-party lessors.

CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed
a voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016.  As of
Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19
billion in total liabilities.  

The Debtors hired Weil, Gotshal & Manges LLP as counsel, Debevoise
& Plimpton LLP as special aircraft counsel, PJT Partners LP as
investment banker, Seabury Corporate Advisors LLC as financial
advisor, CDG Group, LLC, as restructuring advisor, and Kurtzman
Carson Consultants LLC as claims and noticing agent.

The Office of the U.S. Trustee on May 13, 2016, appointed five
creditors of CHC Group Ltd. to serve on the official committee of
unsecured creditors.

The Creditors Committee's attorneys are Marcus A. Helt, Esq., and
Mark C. Moore, at Gardere Wynne Sewell LLP, and Douglas H. Mannal,
Esq., Gregory A. Horowitz, Esq., and Anupama Yerramalli, Esq., at
Kramer Levin Naftalis & Frankel LLP.

Angelo, Gordon & Co. and Cross Ocean Partners, which either hold
claims or manage funds and accounts that hold claims against the
Debtors' estates arising on account of the 9.25% Senior Secured
Notes due 2020 issued under the Indenture, dated as of Oct. 4,
2010, by and among CHC Helicopter S.A., as issuer, each of the
guarantors named therein, HSBC Corporate Trustee Company (UK)
Limited, as collateral agent, and the Bank of New York Mellon, as
indenture trustee, are represented by Jones Day.


CHC GROUP: To Provide Three Additional Aircraft to Shell
--------------------------------------------------------
CHC Group on Dec. 8, 2016, disclosed that three new Sikorsky S-92
aircraft will begin serving Shell for the company's Prelude
floating liquefied natural gas ("FLNG") project from its base in
Broome, Australia.  These new aircraft will join a fourth S-92
already in use as part of a two-year extension of the current Shell
contract in place since mid-2012.

Shell Australia's Prelude FLNG project will be one of the first to
produce natural gas at sea from offshore production platforms, and
will then transfer it to a fleet of specialized ships for product
transportation directly to customers.  By using this process, Shell
will use significantly less materials, land and seabed than
developing the same gas reserves via a similar onshore facility
while also reducing the impact on sensitive coastal habitats.

"Shell has been a long-time customer of ours as we provide critical
transportation services in support of their efforts in the region,
so we are excited to expand and extend this contract through at
least May 2019," said Karl Fessenden, President and Chief Executive
Officer of CHC Helicopter.  "We are proud to play a part in such an
important and transformative project for the energy industry and
look forward to providing continued safe and reliable
transportation to all involved."

                  About CHC Group Ltd.

Headquartered in Irving, Texas, CHC Group Ltd. (OTC PINK: HELIQ) is
a global commercial helicopter services company primarily servicing
the offshore oil and gas industry.  CHC maintains bases on six
continents with major operations in the North Sea, Brazil,
Australia, and several locations across Africa, Eastern Europe,
and South East Asia.  CHC maintains a fleet of 230 medium and heavy
helicopters, 67 of which are owned by it and the remainder are
leased from various third-party lessors.

CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016.  As of
Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19
billion in total liabilities.  

The Debtors hired Weil, Gotshal & Manges LLP as counsel, Debevoise
& Plimpton LLP as special aircraft counsel, PJT Partners LP as
investment banker, Seabury Corporate Advisors LLC as financial
advisor, CDG Group, LLC, as restructuring advisor, and Kurtzman
Carson Consultants LLC as claims and noticing agent.

The Office of the U.S. Trustee on May 13, 2016, appointed five
creditors of CHC Group Ltd. to serve on the official committee of
unsecured creditors.

The Creditors Committee's attorneys are Marcus A. Helt, Esq., and
Mark C. Moore, at Gardere Wynne Sewell LLP, and Douglas H. Mannal,
Esq., Gregory A. Horowitz, Esq., and Anupama Yerramalli, Esq., at
Kramer Levin Naftalis & Frankel LLP.

Angelo, Gordon & Co. and Cross Ocean Partners, which either hold
claims or manage funds and accounts that hold claims against the
Debtors' estates arising on account of the 9.25% Senior Secured
Notes due 2020 issued under the Indenture, dated as of Oct. 4,
2010, by and among CHC Helicopter S.A., as issuer, each of the
guarantors named therein, HSBC Corporate Trustee Company (UK)
Limited, as collateral agent, and the Bank of New York Mellon, as
indenture trustee, are represented by Jones Day.


CHIMNEY HILL: Case Summary & 6 Unsecured Creditors
--------------------------------------------------
Debtor: Chimney Hill Farm Enterprise, Inc.
        207 Goat Hill Road
        Lambertville, NJ 08530

Case No.: 16-33643

Chapter 11 Petition Date: December 12, 2016

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

Judge: Hon. Michael B. Kaplan

Debtor's Counsel: Allen I Gorski, Esq.
                  GORSKI & KNOWLTON PC
                  311 Whitehorse Avenue, Suite A
                  Hamilton, NJ 08610
                  Tel: 609-964-4000
                  Fax: 609-585-2553
                  E-mail: agorski@gorskiknowlton.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Richard Andeson, vice president.

A copy of the Debtor's list of six unsecured creditors is available
for free at http://bankrupt.com/misc/njb16-33643.pdf


CHRISTOPHER GEORGE ASBERGER: No Distribution for Unsecureds
-----------------------------------------------------------
Christopher George Asberger filed with the U.S. Bankruptcy Court
for the District of Nevada a disclosure statement referring to the
Debtor's plan of reorganization filed on Nov. 28, 2016.

The Disclosure Statement will be conditionally approved on an ex
parte basis, without a hearing, and on Jan. 14, 2017, at 9:30 a.m.,
the Court will determine whether to grant a final Disclosure
Statement approval and to confirm the Plan.  Ballots must be
received by Dec. 28, 2016.

Class 5 General Unsecured Claims are impaired under the Plan.
General Unsecured Creditors will not receive a distribution but one
one creditor, with a claim of less than $5,000, is a member of this
class.  Thus, there is a great likelihood that this creditor will
receive a distribution as part of the $150 a month payment.

Payments and distributions under the Plan will be funded by the
Debtor, based upon his (a) projected monthly rental income and (b)
personal income.  The plan payments are based on the sum of his
rental and household income, minus monthly mortgage payments and
personal expenses.

The Debtor's financial projections show that the Debtor will have
an aggregate surplus cash flow, after paying operating expenses and
post-confirmation taxes.  The analysis indicates that there will be
sufficient cash flow to pay $150 a month to unsecured creditors.
The final plan payments of these distributions are expected to
occur well before a 60 month time period from confirmation, about
February 2022.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/nvb16-10470-74.pdf

The Plan was filed by the Debtor's counsel:

     David A. Riggi, Esq.
     5550 Painted Mirage Road, Suite 120
     Las Vegas, Nevada 89149
     Tel: (702) 463-7777
     Fax: (888) 306-7157
     E-mail: RiggiLaw@gmail.com

Christopher George Asberger is self-employed as a realtor in Las
Vegas, Nevada.  The Debtor's income from employment averages about
$1,000 a month.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 16-10470) on Feb. 2, 2016.


COBALT INT'L: S&P Lowers CCR to D on Completed Distressed Exchange
------------------------------------------------------------------
S&P Global Ratings lowered its unsolicited corporate credit rating
on U.S.-based oil and gas exploration and production (E&P) company
Cobalt International Energy Inc. to 'D' from 'CC'.  At the same
time, S&P lowered the issue-level ratings on the company's 2.625%
convertible senior notes due 2019 and 3.125% convertible senior
notes due 2024 to 'D' from 'C'.

"The downgrade reflects our assessment that the recently completed
debt exchange on Cobalt's 2.625% convertible senior notes due 2019
and 3.125% convertible senior notes due 2024 was a distressed
exchange based on the holders receiving less value than was
promised on the original securities, and our view that the company
is facing a realistic possibility of a conventional default over
the next 12 months," said S&P Global Ratings credit analyst Kevin
Kwok.  S&P expects a significant deterioration in the company's
operating cash flow and liquidity in 2017 due to its higher cost
offshore operations.  The company has been struggling to find a
buyer for its Angolan assets since an earlier deal fell through in
August 2016.

On Dec. 7, 2016, Cobalt consummated an exchange with certain
holders of its 2.625% convertible senior notes due 2019 and 3.125%
convertible senior notes due 2024.  The company agreed to exchange
approximately $616.6 million of the $1.38 billion 2.625%
convertible senior notes due 2019 outstanding and $95.8 million of
the $1 billion 3.125% convertible senior notes due 2024 for $584.7
million in new 7.75% second lien notes and 30 million shares of its
common stock.  The closing price of Cobalt's common stock was $1.34
on Dec. 7, 2016.  S&P considers this a general default because the
exchange affects all of the company's debt securities.



COLUMBIA HOSPITALITY: Amends Income Projections in Plan Outline
---------------------------------------------------------------
Columbia Hospitality Services, LLC, filed with the U.S. Bankruptcy
Court for the Western District of Missouri an amended schedule C -
income projections to the disclosure statement referring to the
Debtor's plan of reorganization.  The Amended Schedule C was
modified to show previous schedule C filed with the Chapter 11 plan
was incorrect in that it didn't include property taxes.

A copy of the Amended Schedule C is available at:

           http://bankrupt.com/misc/mowb16-20272-100.pdf

As reported by the Troubled Company Reporter on Nov. 17, 2016, the
Court conditionally approved the Debtor's Disclosure Statement
dated Nov. 1, 2016, referring to the Debtor's Plan of
Reorganization.  Dec. 15, 2016, at 9:00 a.m. is fixed for the
hearing on final approval of the Disclosure Statement, and for the
hearing on confirmation of the Plan.

               About Columbia Hospitality Services

Columbia Hospitality Services, LLC, operates the Best Western Hotel
located at 2904 Clark Lane, Columbia Missouri.

Columbia Hospitality filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Mo. Case No. 16-20272) on April 4, 2016.  George Pate, the
president/secretary, signed the petition.  The Debtor listed total
assets of $11.9 million and total liabilities of $9.71 million.


COMMUNICATIONS SALES: Moody's Rates $400MM Unsec. Notes 'Caa1'
--------------------------------------------------------------
Moody's Investors Service has assigned a Caa1 (LGD5) rating to
Communications Sales & Leasing, Inc's proposed $400 million senior
unsecured notes, in line with the company's existing senior
unsecured ratings.  The proceeds will be used to repay outstanding
amounts under the company's revolving credit facility or for
general corporate purposes.  CSL Capital, LLC will be the co-issuer
on the proposed notes reflecting the recent reorganization to an
"up-REIT" structure.

This summarizes the rating action:

Assignments:

Issuer: Communications Sales & Leasing, Inc
  Senior Unsecured Regular Bond/Debenture (Local Currency),
   Assigned Caa1 (LGD 5)

                          RATINGS RATIONALE

Communications Sales & Leasing Inc.'s B2 corporate family rating
(CFR) primarily reflects its tight linkage with Windstream
Services, LLC ("Windstream", B1 stable).  CS&L's rating will remain
linked with Windstream unless or until it can diversify its revenue
stream such that Windstream represents meaningfully less than 50%
of CS&L's total revenues.  The rating also contemplates CS&L's high
leverage of over 5x and its limited retained free cash flow as a
result of its high dividend payout and the growing capital
intensity of acquired businesses.  Offsetting these limiting
factors are CS&L's stable and predictable revenues, its high
margins and the strong contract terms within the master lease
agreement between it and Windstream.  CS&L's recent acquisitions
represent a growing degree of revenue diversification which may
help to eventually create some ratings separation between CS&L and
Windstream.  CS&L's current M&A trajectory and capital allocation
may result in a stand-alone rating over time.  But CS&L's financial
policy, specifically its potential use of debt to fund M&A, could
possibly result in a lower rating than if it were linked to
Windstream.

While unlikely given the dependency on Windstream's credit profile,
Moody's could raise CS&L's ratings if leverage were to be sustained
below 4x (Moody's adjusted).  CS&L's rating could become decoupled
from Windstream if CS&L achieves sufficient revenue diversification
such that a stand-alone credit assessment is warranted.  Moody's
could lower the ratings if leverage were to rise above 6.5x or if
there is any negative change in the credit profile of Windstream.

The principal methodology used in this rating was Global
Communications Infrastructure Rating Methodology published in June
2011.

Communications Sales & Leasing, Inc. is a publicly traded, real
estate investment trust (REIT) that was spun off from Windstream
Holdings, Inc. in April of 2015.


COMMUNICATIONS SALES: S&P Rates Proposed $400MM Sr. Notes 'B-'
--------------------------------------------------------------
S&P Global Ratings said it assigned its 'B-' issue-level rating and
'6' recovery rating to Little Rock, Ark.-based telecom REIT
Communications Sales & Leasing Inc.'s proposed $400 million senior
unsecured notes due 2024.  The '6' recovery rating reflects S&P's
expectation for negligible (0%-10%) recovery in the event of a
payment default.  The company will use net proceeds from the notes
to repay borrowings under its $500 million revolving credit
facility due 2020, which currently has approximately $250 million
outstanding, and to add cash to the balance sheet.

S&P's 'B+' corporate credit rating and stable outlook on CS&L
remain unchanged.  S&P do not expect the transaction will have a
material impact on key credit measures, including adjusted
leverage, which was around 5.8x as of Sept. 30, 2016.  The ratings
continue to reflect S&P's view that a majority of its cash flow is
derived from its sole tenant Windstream and that CS&L's credit
quality is tethered to Windstream until it is able to meaningfully
diversify its revenue base.  S&P's ratings also incorporate the
expectation that leverage will remain in the mid- to high-5x area
over the next few years.

Communications Sales & Leasing Inc.

Corporate credit rating                    B+/Stable/--

New Rating
Communications Sales & Leasing Inc.
CSL Capital LLC
$400 mil sr unsecd nts due 2024           B-
  Recovery rating                          6



COMPCARE MEDICAL: Wants to Continue Using Cash Through March 31
---------------------------------------------------------------
CompCare Medical, Inc., asks the U.S. Bankruptcy Court for the
Central District of California for authorization to continue using
cash collateral from Nov. 1, 2016, through March 31, 2017, under
the same terms as the Court's original Order.

The Debtor relates that it will be filing a second plan of
reorganization and a new disclosure statement within the next 45
days.  The Debtor anticipates that the new plan and disclosure will
adequately address the concerns of both the Court and the United
States Trustee.

The Debtor contends that the extension of its cash collateral use
through March 31, 2017 will allow sufficient time for the Debtor to
file its new plan and disclosure statement and allow sufficient
time for the confirmation process.  The Debtor further contends
that if it is not allowed to use the cash collateral, it will
either need to borrow money, making reorganization far less likely
or will have to cease operating and cause the disruption of its
patients' health care.

A hearing on the Debtor's use of cash collateral is scheduled on
Jan. 10, 2017 at 1:30 p.m.

A full-text copy of the Debtor's Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/CompCareMedical2016_616bk15707sc_78.pdf

               About CompCare Medical

CompCare Medical Inc. filed a chapter 11 petition (Bankr. C.D. Cal.
Case No. 16-15707) on June 27, 2016.  The petition was signed by
Alphonso Benton, president.  The Debtor is represented by Todd L.
Turoci, Esq., at The Turoci Firm.  The Debtor estimated assets at
$100,001 to $500,000 and liabilities at $500,001 to $1 million.


CONTROL COMMUNICATIONS: Unsecureds To Get $15K Per Quarter For 3Yrs
-------------------------------------------------------------------
Control Communications, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Florida a disclosure statement
referring to the Debtor's plan of reorganization.

Under the Plan, general unsecured creditors are classified in Class
7, and will receive a distribution from a fund of $15,000 per
quarter for the next three years from funds derived from business
operations and the voluntary salary reduction to $144,000 per annum
of the Debtor's principal, Sigilfredo Rodriguez, Jr.

The voluntary salary reduction is intended to assist the Debtor in
funding payments to general unsecured creditors, to address any
issues with or arising under the absolute priority rule, and in
exchange for a general release and injunction for any obligations
personally guaranteed by Mr. Rodriguez.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/flsb16-18978-97.pdf

                About Control Communications, Inc.

Control Communications, Inc., based in Fort Lauderdale, Fla., filed
a Chapter 11 petition (Bankr. S.D. Fla. Case No. 16-18978) on June
24, 2016.  The petition was signed by Sigilfredo Rodriguez, Jr.,
president.  The case is assigned to Judge John K. Olson.  The
Debtor is represented by Robert C. Furr, Esq., and Alvin S.
Goldstein, Esq., of Furr & Cohen, P.A.  The Debtor disclosed $1.07
million in assets and $1.77 million in liabilities.  

The Debtor employs Louis M. Cohen and the accounting firm of
Caler,
Donten, Levine, Cohen, Porter & Veil, P.A., as accountant.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Control Communications, Inc.


CRYSTAL LAKE GOLF: Court Extends Plan Filing Period to April 3
--------------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts extended the exclusive periods for
Crystal Lake Golf Club LLC to file a Chapter 11 plan and solicit
acceptances of such plan, through April 3, 2017 and June 1, 2017,
respectively.

The Troubled Company Reporter had reported earlier that the Debtor
asked the Court to extend its exclusive period to file a plan and
disclosure statement from November 23, 2016 to August 1, 2017,
contending that its business is seasonal, which closes its doors on
or about December 1st of each calendar year and reopens, weather
permitting, on or about April 15th.

The Debtor told the Court that in order to formulate a feasible
plan, the Debtor needs to review the proofs of claim filed and
post-petition gross income generated, including, but not limited to
membership renewals, new memberships, and regular seasonal
revenues.  In addition, the Debtor told the Court that it is in
discussions with certain creditors in an effort to reach an
agreement regarding their secured positions.

                      About Crystal Lake Golf Club LLC

Crystal Lake Golf Club, LLC, filed a chapter 11 petition (Bankr. D.
Mass. Case No. 16-41324) on July 27, 2016.  The petition was signed
by Michael J. Maroney, managing member.  The case is assigned to
Judge Christopher J. Panos.  The Debtor estimated assets at
$500,000 to $1 million and liabilities at $1 million to $10 million
at the time of the filing.

The Debtor is represented by Richard A. Mestone, Esq., at Mestone &
Associates LLC.  The Debtor employed Jeffrey M. Dennis, CPA, as
accountant.


CRYSTAL LAKE: Can Continue Using Cash Through Jan. 13
-----------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Crystal Lake Golf Club, LLC,
to continue using cash collateral through Jan. 13, 2017.  A
full-text copy of the Order, dated Dec. 9, 2016, is available at
http://bankrupt.com/misc/CrystalLake2016_1641324_78.pdf

             About Crystal Lake Golf Club

Crystal Lake Golf Club, LLC, filed a chapter 11 petition (Bankr. D.
Mass. Case No. 16-41324) on July 27, 2016.  The petition was signed
by Michael J. Maroney, managing member.  The case is assigned to
Judge Christopher J. Panos.  The Debtor estimated assets at
$500,000 to $1 million and liabilities at $1 million to $10 million
at the time of the filing.

The Debtor tapped Richard A. Mestone, Esq., at Mestone & Associates
LLC, as counsel; and Jeffrey M. Dennis, CPA, as accountant.


D & N ELECTRIC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: D & N Electric, A Carter Brothers Company
        3015 R.N. Martin Street
        Atlanta, GA 30344

Case No.: 16-72113

Chapter 11 Petition Date: December 11, 2016

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

Debtor's Counsel: Herbert C. Broadfoot, II, Esq.
                  HERBERT C. BROADFOOT II, PC
                  Suite 200
                  3343 Peachtree Road, NE
                  Atlanta, GA 30326
                  Tel: (404) 926-0058
                  Fax: (404) 926-0055
                  E-mail: bert@hcbroadfootlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by John F. Carter, CEO.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb16-72113.pdf


DMP PARTNERS: Case Summary & 6 Unsecured Creditors
--------------------------------------------------
Debtor: DMP Partners Arizona, LLC
           dba Affordable Cremation & Burial Chapel
        100 48th Aveneue NW
        Norman, OK 73072

Case No.: 16-14920

Chapter 11 Petition Date: December 9, 2016

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Judge: Hon. Janice D. Loyd

Debtor's Counsel: Gary D. Hammond, Esq.
                  MITCHELL & HAMMOND
                  512 NW 12th Street
                  Oklahoma City, OK 73103
                  Tel: (405) 216-0007
                  Fax: 405-217-0707
                  E-mail: gary@okatty.com

Total Assets: $1.61 million

Total Liabilities: $2.23 million

The petition was signed by Hal William Ezzell, member.

A copy of the Debtor's list of six unsecured creditors is available
for free at http://bankrupt.com/misc/okwb16-14920.pdf


DON GREEN: Court Allows Cash Collateral Use Until Dec. 20
---------------------------------------------------------
Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern
District of Florida authorized Don Green Farms, Inc., to use cash
collateral on an interim basis up to Dec. 20, 2016.

The Debtor is authorized to pay for expenses in the total amount of
$2,968.

The Debtor is directed to file an amended motion to use cash
collateral setting forth in detail the amounts the Debtor seeks
authority to use, the source of the Debtor's income subject to an
asserted lien on such cash collateral, the basis for assertion that
such sources of income are subject to a valid lien, and any
adequate protection the Debtor intends to provide the holder of
such lien on the Debtor's cash collateral.

An evidentiary hearing on the Debtor's amended motion to use cash
collateral is scheduled for Dec. 20, 2016 at 9:45 a.m.

A full-text copy of the Order, dated Dec. 9, 2016, is available at

http://bankrupt.com/misc/DonGreen2016_1610261kks_31.pdf

                   About Don Green Farms

Don Green Farms, Inc., filed a Chapter 11 petition (Bankr. N.D.
Fla. Case No. 16-10261), on Nov. 16, 2016.  The petition was signed
by Donald R. Green, president.  The Debtor is represented by Seldon
J. Childers, Esq., at ChildersLaw, LLC.  The Debtor disclosed total
assets at $13,987 and total liabilities at $3.95 million.


DORAL DENTAL: IRS To Be Paid $34,343 in Five Years
--------------------------------------------------
Doral Dental, P.A., filed with the U.S. Bankruptcy Court for the
Southern District of Florida an amended disclosure statement
describing the Debtor's plan of reorganization.

Class 1 - Priority Claims (IRS) are impaired under the Plan and
will be paid $731.50 per month for 50 months.  About $34,343.43
will be paid within five years of the Petition Date, starting
February 2017.  It will include 3% interest on any unpaid claim
amounts after the Effective Date.

Payments and distributions under the Plan will be funded by the
Debtor by the ongoing operation of the business.

The Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/flsb16-13927-89.pdf

As reported by the Troubled Company Reporter on Oct. 25, 2016, the
Debtor filed with the Court a disclosure statement describing a
Chapter 11 plan, which classified general unsecured creditors in
Class 5 and proposed to pay them 100% of their allowed claims.

Doral Dental, PA, is a professional corporation, a dental practice
located at 10818 NW 58 St, Miami, Florida 33178.  Insiders of the
Debtor consist of owner Dr. Kerry Smith, the dentist.

The Debtor filed a Chapter 11 Petition (Bankr. S.D. Fla. Case No.
16-13927) on March 21, 2016.  The Debtor is represented by Joel M.
Aresty, Esq.


DUCK NECK: Court Grants Final OK to Disclosures, Confirms Plan
--------------------------------------------------------------
The Hon. Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland has granted Duck Neck Campground, LLC, and WBR
Investment Corporation final approval of the Debtors' joint fourth
amended disclosure statement and has confirmed the Debtors' fourth
amended joint plan of liquidation.

As reported by the Troubled Company Reporter on Oct. 4, 2016, the
Debtors filed the Plan, which proposes that holders of allowed
Class 5 General Unsecured Claims be paid from the net proceeds,
after payment of Class 1, 2, 3 and 4 creditors, from the sales of
(1) the Campground; (2) the Salisbury Farm and Residence; and (3)
the Salisbury Outparcel.

                 About Duck Neck

Salisbury, Maryland-based WBR Investment Corporation owns
approximately 90 acres of campground located at 500 Double Creek
Point Road, Chestertown, Maryland, on which Chestertown,
Maryland-based Duck Neck Campground LLC operates a campground and
trailer park, with approximately 300 trailer sites, water and
electrical hookups, and sewer connections for its RV visitors.

Headquartered in Chestertown, Maryland, Duck Neck Campground LLC
filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No.
15-15973) on April 27, 2015.  The petition was signed by Wilson
Reynold, sole member.  The Debtor is represented by Alan M.
Grochal, Esq., at Tydings & Rosenberg, LLP.  The case is assigned
to Judge Thomas J. Catliota.  The Debtor estimated its assets and
liabilities at $1 million and $10 million, at the time of the
filing.

No trustee or examiner has been appointed, and no official
committee of creditors has been established.


EKD REALTY: Unsecureds May Recoup 10% Under Plan
------------------------------------------------
EKD Realty LLC and Amadeus 140 LLC filed with the U.S. Bankruptcy
Court for the Southern District of New York an amended disclosure
statement dated Nov. 23, 2016, for the Debtors' amended joint plan
of reorganization.

Class A4 Unsecured Claims -- $514,879 in scheduled or filed claims
-- are impaired under the Plan.  The holder of the allowed
unsecured claims against EKD will receive, in full satisfaction,
settlement, release and discharge of the Class 4 Allowed Unsecured
Claims will receive:

     (a) if the EKD Secured Claim is paid by Jan. 15, 2017, 10% of

         their Allowed Unsecured Claim 60 days after the EKD
         Effective Date; or

     (b) if the EKD Secured Claim is not paid by Jan. 15, 2017,
         and the EKD property is sold at auction, the holders of
         Unsecured Claims will receive on the EKD Effective Date,
         their pro rata share of the EKD property sales proceeds,
         after payment in full plus interest at the federal
         Judgment rate to all senior creditors.

For Amedeus, Class B4 Unsecured Claims -- $257,424 in scheduled or
filed claims -- are impaired.  The holder of the Allowed Unsecured
Claims against Amadeus will receive, in full satisfaction,
settlement, release and discharge of the Class 4 Allowed Unsecured
Claims will receive:

     (a) if the EKD Secured Claim is paid by Jan. 15, 2017, 10% of

         their allowed Unsecured Claim 60 days after the Amadeus
         Effective Date; or

     (b) if the Amadeus Secured Claim is not paid by Jan. 15, 2017,

         then allowed holders of Unsecured Claims against Amadeus
         will receive:

         (i) if the Amadeus Secured Claim is paid in full either
             through payment of the remaining EKD sales proceeds
             or through refinancing of the Amadeus property, 10%
             of their allowed Unsecured Claim 60 days after the
             Amadeus Effective Date; or

        (ii) if the Amadeus Property is sold at auction, holders
             of allowed Unsecured Claims will receive on the
             Amadeus Effective Date, their pro rata share of the
             Amadeus property sales proceeds, after payment in
             full plus interest at the federal judgment rate to
             all senior creditors.

Funding for the Plan will be from either (a) financing sufficient
to pay the EKD Secured Claim and Amadeus Secured Claim by Jan. 15,
2017, or (b) from a sale of the EKD Property to satisfy the claims
and interests against EKD, with any remaining EKD sale proceeds to
be contributed towards funding payments to satisfy claims and
interests against Amadeus.  To the extent the EKD sale proceeds are
insufficient to pay these claims, Amadeus will either secure
additional financing or sell the Amadeus property to fund payments
for remaining Claims.  If required, the contribution amount will be
paid on or before the EKD Effective Date and Amadeus Effective
Date, and will be used to pay certain of the creditors' claims
under this Plan, including, but not limited to, payment of
administrative claims, bankruptcy fees, tax claims and the
unsecured creditors' claims.

The Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/nysb16-11957-32.pdf

As reported by the Troubled Company Reporter on Oct. 20, 2016, the
Debtors filed with the Court a disclosure statement for the
Debtors' joint plan of reorganization, which proposed that holders
of the allowed Class B4 Unsecured Claims against the Debtor would
receive on the Effective Date, in full satisfaction, settlement,
release and discharge of the allowed Class 4 Unsecured Claims would
receive the full amount of their allowed unsecured claim in cash,
payable in five installments as follows: 20% to be paid on the
Effective Date, 20% to be on the first year anniversary of the
Effective Date; 20% to be on the second year anniversary of the
Effective Date; 20% to be paid on the third year anniversary of the
Effective Date; and 20% to be paid on the fourth year anniversary
of the Effective Date.

                       About EKD Realty LLC

EKD Realty LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 16-11957) on July 8, 2016.  The petition was signed by
Haroutiun Derderian, member.  The Debtor is represented by Arnold
Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese &
Gluck, P.C.  The case is assigned to Judge Shelley C. Chapman.  The
Debtor disclosed total assets at $9 million and total liabilities
at $4.84 million.


ELIZABETH CAMPBELL: Unsecureds To Recoup 7% Under R. Campbell Plan
------------------------------------------------------------------
Robert David Campbell filed with the U.S. Bankruptcy Court for the
Southern District of New York a disclosure statement in connection
with the Debtors' Chapter 11 plan of reorganization.

Holders of allowed Class 2 General Unsecured Claims will receive a
pro rata cash distribution of the balance of the sale proceeds
available after deduction of the homestead exemption and full
payment of all statutory fees, administrative claims, priority tax
claims, and the Canon Point South secured claim in Class 1, but not
to exceed payment in full plus interest at the legal rate, which
payment to be made (1) for Class 2 General Unsecured Claims that
are allowed as of the Effective Date, on the Effective Date, or (2)
for Class 2 General Unsecured Claims that are disputed claims as of
the Effective Date, within 10 days of a disputed claim becoming an
allowed Class 2 General Unsecured Claim.  The Debtor presently
estimates that holders of allowed General Unsecured Claims will
recover approximately 7% of the allowed amounts of their claims.

The Plan contemplates that it will be funded entirely by the sale
of the Debtor's primary assets, i.e., the Coop Unit.  The funds
needed to make all of the distributions called for under the Plan
will be available upon the closing of a sale of the Coop Unit.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/nysb16-12334-42.pdf

The Plan was filed by the Debtors' counsel:

     Douglas J. Pick, Esq.
     Eric C. Zabicki, Esq.
     PICK & ZABICKI LLP
     369 Lexington Avenue, 12th Floor
     New York, New York 10017
     Tel: (212) 695-6000
     E-mail: dpick@picklaw.net

Elizabeth Campbell is a 69-year old retiree whose only income is
Social Security.  She filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 16-12334) on Aug. 12, 2016.  

Robert David Campbell filed for Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 16-12867) on Oct. 14, 2016.  

Douglas J. Pick, Esq., at Pick & Zabicki LLP serves as the Debtors'
bankruptcy counsel.

The cases are jointly administered under Case No. 16-12334,
Elizabeth Campbell's case.  


EXACT PLUMBING: Asks Court to Allow Cash Collateral Use
-------------------------------------------------------
Exact Plumbing, Inc., asks the U.S. Bankruptcy Court for the Middle
District of Florida for authorization to use cash collateral.

Readycap Lending, LLC, holds a claim secured by a mortgage on real
property located at 401 Sanford Avenue, Sanford, Florida, which the
Debtor uses for storage.

The Debtor contends that it executed an Assignment of Rents in
relation to the Readycap Mortgage, and that Readycap Lending did
not file a UCC-1 financing statement.  The Debtor further contends
that because of Readycap Lending's failure to file a UCC-1
financing statement, Readycap Lending may not hold a perfected
security interest in cash collateral.

The Debtor relates that BMO Harris Bank, N.A. filed a judgment lien
certificate in the amount of $11,264.  The Debtor proposes to make
adequate protection payments to BMO Harris Bank in the amount of
$40 per month.

The Debtor further relates that Bond Plumbing Supply, Inc., filed a
judgment lien certificate in the amount of $17,368.  The Debtor
proposes to make adequate protection payments of $60 per month to
Bond Plumbing Supply.

The Debtor tells the Court it needs to use its pledged cash
collateral in order to meet postpetition obligations related to its
plumbing business.  The Debtor further tells the Court that without
the ability to use the cash collateral and pay necessary expenses
such as payroll, the Debtor's business operations will cease and
the Debtor will be prevented from effectively reorganizing debts
through the Chapter 11 case.

The Debtor's proposed monthly Budget provides for total expenses in
the amount of $90,214.

The Debtor contends that it is willing to enter into an agreement
with the secured creditors to provide them with a post-petition
replacement lien, in the same priority and extent of any
prepetition lien, without determining the extent or existence of
such lien.

A full-text copy of the Debtor's Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/ExactPlumbing2016_616bk07991rac_5.pdf

Exact Plumbing, Inc., is represented by:

          Taylor J. King, Esq.
          LAW OFFICES OF MICKLER & MICKLER
          5452 Arlington Expressway
          Jacksonville, FL 32211
          Telephone: (904) 725-0822
          E-mail: tjking@planlaw.com

Bond Plumbing Supply, Inc., is represented by:

          BOND PLUMBING SUPPLY, INC.
          1250 N.W. 23rd Street
          Miami, FL 33142-7620

Readycap Lending, LLC, can be reached at:

          READYCAP LENDING, LLC
          c/o Brendan Eccleston, Manager
          420 Mountain Avenue
          3rd Floor
          New Providence, NJ 07974

BMO Harris Bank, N.A., can be reached at:

          BMO HARRIS BANK, N.A.
          640 East State Road 434
          Longwood, FL 32750

The case is In re Exact Plumbing, Inc. (Bankr. M.D. Fla. Case No.
16-07991).


EXTREME PLASTICS: Blue Wolf Capital Acquires Assets of Business
---------------------------------------------------------------
Blue Wolf Capital Partners LLC, the New York-based private equity
firm, on Dec. 12, 2016, disclosed that Blue Wolf Capital Fund III,
L.P., an affiliate of Blue Wolf, has acquired the assets of Extreme
Plastics Plus, Inc., an environmental containment company that
primarily serves the domestic oil and gas industry.  On October 20,
Blue Wolf was named the stalking horse bidder for the assets of EPP
by the United States Bankruptcy Court, District of Delaware and
prevailed in an auction held on November 17, 2016.  Terms of the
transaction were not disclosed.

EPP was founded in 2007, is headquartered in Fairmont, West
Virginia and has additional locations in Pennsylvania, Texas,
Oklahoma and New Mexico.  The Company provides a variety of
environmental containment services, including environmental liner
installation, above ground storage tank rentals and composite mat
rentals, to oil and gas companies operating in the Marcellus,
Utica, Eagle Ford, Permian and Mid-Continent basins.  Impacted by
the cyclical decline in the U.S. energy markets, EPP filed for
Chapter 11 bankruptcy protection on January 31, 2016.

Blue Wolf's investment has allowed EPP to exit bankruptcy with a
debt-free balance sheet and will position the Company for an
eventual oil and gas market recovery.  This transaction marks the
first investment from a partnership Blue Wolf entered into earlier
this year with K2 Energy Capital, LLC ("K2") and its founder, Kevin
W. Kuykendall, to pursue energy services investments. Current EPP
management, including Founder and President Bennie Wharry, will
remain with the Company.

Adam Blumenthal, Managing Partner of Blue Wolf, said, "We believe
EPP's environmental containment solutions are best-in-class and
will be in high demand as the energy sector gets back on track.  We
are excited to have closed our first investment with K2 and to work
alongside Bennie and the entire EPP team as we steer the company
towards long-term success."

Mr. Wharry added, "We are extremely pleased that Blue Wolf was
named the buyer of the assets of EPP.  This investment is the
culmination of over eight months of collaboration between EPP, Blue
Wolf and K2.  Our new partners have shown a commitment to
supporting our employees and to assisting us in the execution of
our business plan.  We believe that our partnership with Blue Wolf
and K2, coupled with our debt-free balance sheet, will allow EPP to
maintain its leading position in the market."

                About Blue Wolf Capital Partners

Blue Wolf Capital Partners LLC -- http://www.bluewolfcapital.com/
-- is a private equity firm that specializes in control investments
in middle market companies.  Blue Wolf manages challenging
situations and complex relationships between business, customers,
employees, unions, and regulators to build value for stakeholders.


                 About K2 Energy Capital, LLC

Headquartered in Dallas, Texas, K2 Energy Capital, LLC --
http://www.k2energycapital.com/-- is a private investment firm
that targets control transactions in the energy services sector,
including oilfield services, utility services, and equipment
manufacturing.  K2's founder, Kevin W. Kuykendall, has made
successful investments in a broad array of energy subsectors
including oil and gas production, coal production, drilling fluids
services, fluids transportation and disposal services, downhole
tool manufacturing, manufacturing of high pressure flow control
equipment, ethanol production, underground utility locating
services, drill bit manufacturing, and others.

                   About Extreme Plastics Plus

Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry.  Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.

The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc.  The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.

Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.

Extreme Plastics estimated $10 million to $50 million in assets and
$50 million to $100 million in debt.  EPP Intermediate estimated $1
million to $10 million in assets and $50 million to $100 million in
debt.

As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent.  The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.

The Debtors are represented by William D. Sullivan, Esq., at
Sullivan Hazeltine Allinson LLC, and have retained Epiq Bankruptcy
Solutions, LLC, as claims and noticing agent.

The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors.  The Committee selected Reed
Smith LLP as counsel.


FIRST UNITED BANK: Directors Must Defend Against FDIC Suit
----------------------------------------------------------
William Gorta, writing for Bankruptcy Law360, reported that U.S.
District Judge Charles P. Kocoras in Illinois refused to toss an $8
million lawsuit brought by the Federal Deposit Insurance Corp.
against six former directors at First United Bank, which was forced
into receivership after an allegedly "overly aggressive growth
program" led to loans that violated sensible lending standards.

The former bosses at First United asked Judge Kocoras to toss the
complaint that alleged negligence and breach of fiduciary duty
under Illinois law and gross negligence under federal law.

First United Bank of Crete, Ill., was closed on Friday, Sept. 28,
2012, by the Illinois Department of Financial and Professional
Regulation - Division of Banking, which appointed the Federal
Deposit Insurance Corporation as receiver.  To protect the
depositors, the FDIC entered into a purchase and assumption
agreement with Old Plank Trail Community Bank, National
Association, of New Lenox, Ill., to assume all of the deposits of
First United Bank.


FLEX ACQUISITION: S&P Assigns 'B' CCR; Outlook Negative
-------------------------------------------------------
S&P Global Ratings said that it has assigned its 'B' corporate
credit rating to Flex Acquisition Holdings Inc.  The outlook is
negative.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed $1.875 billion senior
secured credit facilities, which comprise a $300 million revolver
due 2021 and a $1.575 billion first-lien term loan due 2023.  The
'3' recovery rating reflects S&P's expectation for meaningful
(50%-70%; lower half of the range) recovery in a payment default
scenario.

In addition, S&P assigned its 'CCC+' issue-level rating and '6'
recovery rating to the company's proposed $625 million senior
unsecured notes.  The '6' recovery rating reflects S&P's
expectation for negligible (0%-10%) recovery in a payment default
scenario.

Flex Acquisition Co. Inc., a subsidiary of Flex Acquisition
Holdings Inc., is the borrower under the senior secured and
unsecured debt.

S&P also revised its outlook on Novolex Holdings Inc. to negative
from stable and affirmed all of S&P's ratings on the company.  S&P
intends to withdraw its ratings on the company's existing debt once
the financing transaction and associated repayment have been
completed.

"Although leverage will increase following the transaction, we
believe that Novolex's solid market position, enhanced
profitability, free cash generation, and successful track record of
achieving acquisition-related synergies will allow it to deleverage
to about 6.5x over the next 12 months, which is appropriate for the
rating," said S&P Global credit analyst Nadine Totri.  The negative
outlook recognizes the company's high debt leverage and
incorporates the risk that operational weakness, additional
debt-funded acquisitions, or shareholder-friendly financial policy
decisions could delay a leverage reduction.

The negative outlook on Novolex reflects S&P's view that there is a
one-in-three likelihood that it will lower its ratings on the
company over the next year if it is unable to reduce its debt
leverage to appropriate levels for the current rating.  Pro forma
for the transaction, S&P estimates adjusted leverage to be about
7.5x.  Under S&P's base-case scenario, it expects Novolex will be
able to reduce leverage to about 6.5x over the next 12 months while
its liquidity remains adequate.

S&P could lower its ratings on Novolex if its operating performance
is significantly weaker than S&P expects due to, for example,
shifts in consumer preferences, increased legislative pressure, or
unexpected difficulties related to the integration of previous
acquisitions, causing its debt-to-EBITDA metric to remain above 7x
without any prospect for recovery.  S&P could also consider
downgrading Novolex if the company pursued a large debt-funded
acquisition or dividend recapitalization, or if its free cash flow
deteriorated significantly enough for S&P to revise its assessment
of its liquidity to less than adequate.

S&P could revise its outlook on Novolex to stable if management
makes progress with its debt reduction and successfully deleverages
the company such that its adjusted debt-to-EBITDA approaches 6.5x
over the next 12 months.



FOGGIA REAL ESTATE: Dec. 14 Hearing Set for Cash Collateral Motion
------------------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts scheduled Foggia Real Estate, LLC's Cash
Collateral Motion for hearing on Dec. 14, 2016 at 11:15 a.m.

The Debtor requests authority to use cash collateral, specifically,
rental income generated by the Debtor's properties to maintain the
Debtor's finances and to
provide necessary funding for the Debtor's continued
reorganization.

The Debtor owns ten rental properties.  Eight of the rental
properties are located in Worcester, Massachusetts.  The Worcester
properties are all single unit residences.

                 About Foggia Real Estate

Foggia Real Estate LLC filed for Chapter 11 bankruptcy protection
(Bankr. D. Mass. Case No. 16-41832) on Oct. 27, 2016, estimating
its assets and liabilities between $500,001 and $1,000,000.  The
petition was signed by Joseph L. Cariglia, manager.  James P.
Ehrhard, Esq., at Ehrhard & Associates, P.C., serves as the
Debtor's bankruptcy counsel.


FOGGIA REAL ESTATE: Seeks Authority to Use Cash Collateral
----------------------------------------------------------
Foggia Real Estate, LLC requests the U.S. Bankruptcy Court for the
District of Massachusetts for authority to use cash collateral.

The Debtor seeks to use rental income generated by the Debtor's
properties to maintain the Debtor's finances and to provide
necessary funding for the Debtor's continued reorganization.

The Debtor tells the Court that its continued use of cash
collateral is essential to its viability, allowing for the
maintenance of the properties, the making of required mortgage
payments and providing for payments to utilities.

The Debtor further tells the Court that it has cash of
approximately $1,000 at the time of filing and no other assets, and
that since the bankruptcy was filed the Debtor has paid the
following:

      (a) $1,170.00 in management fees;

      (b) $197.00 for Charlton Oil for 82 Berlin Street;

      (c) $160.00 to Paul Cowdeen Exterminators for 34 Barclay
Street.

The Debtor owns 10 rental properties -- all single unit residences
-- located at the following addresses:

      (a) 12 Second Street, Worcester, MA

      (b) 34 Barclay Street, Worcester, MA

      (c) 142 Chandler Street, Worcester, MA

      (d) 63 Rodney Street, Worcester, MA

      (e) 83 Richland Street, Worcester, MA

      (f) 129 Endicott Street, Worcester, MA

      (g) 70 Southbridge Street, Unit 303, Worcester, MA

      (h) 24 Lyon Street, Worcester, MA

      (i) 11 New Street, Oxford, MA

      (j) 82 Berlin Street, Auburn, MA

Charlestown Capital, Inc. has a wrap-around mortgage on the
properties located at 12 Second Street, 34 Barclay Street and 11
New Street with an approximate remaining balance of $305,000.

RCN Capital Funding has a wrap-around mortgage on the properties
located at 142 Chandler Street, 63 Rodney Street, 83 Richland
Street and 82 Berlin Street with an approximate remaining balance
of $325,000.

RCN Capital Funding has a mortgage on the property located at 129
Endicott Street with an approximate remaining balance of $120,000.

Arthur Fisher has a wrap-around mortgage on the properties located
at 24 Lyons Street and 70 Southbridge Street with an approximate
remaining balance of $60,000.

A full-text copy of the Debtor's Motion, dated December 8, 2016, is
available at https://is.gd/4Gbzwm

                       About Foggia Real Estate LLC                


Foggia Real Estate LLC filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 16-41832), on October 27, 2016.  The Petition was signed
by Joseph L. Cariglia, Manager.  The Debtor is represented by James
P. Ehrhard, Esq. at Ehrhard & Associates, P.C.  At the time of
filing, the Debtor estimated assets and liabilities at $500,000 to
$1 million each.


FRESH & EASY: Needs Until March 28 to File Chapter 11 Plan
----------------------------------------------------------
Fresh & Easy, LLC seeks a 90-day extension from the U.S. Bankruptcy
Court for the District of Delaware of the exclusive periods during
which the debtor has the exclusive right to file a chapter 11 plan
and solicit acceptances of and confirm such a plan -- through and
including March 28, 2017 and May 30, 2017, respectively.

The Debtor's initial Exclusive Filing Period and Exclusive
Solicitation Period were extended through and including February
27, 2016 and April 27, 2016, respectively.  Upon motions of the
Debtor, the Court has entered orders extending the Exclusive
Periods, and currently, the Debtor has until December 28 to file a
plan and until February 28, 2017 to obtain votes and confirmation
of such plan.

The Debtor relates that since the entry of the Third Exclusivity
Extension Order, it has continued to diligently prosecute its
Chapter 11 Case.  The Debtor further relates its progress to date
and the nature and extent of its Chapter 11 activities contemplated
for the next couple of months provides ample cause to extend the
Exclusive Periods.

The Debtor submits that accomplishing these tasks has been a
labor-intensive and time consuming process for the Debtor, the
Chief Restructuring Officer and other professionals.  Among other
things, the Debtor has been:

      (a) reviewing, reconciling and objecting to claims filed
against the Debtor's estate, including omnibus and individual claim
objections and objections to purported class claims;

      (b) negotiating the proposed sale of intellectual property;

      (c) negotiating and seeking Court approval of the sale of
liquor licenses;

      (d) defending adversary proceedings;

      (e) negotiating and seeking approval of a class action
settlement resolving all proofs of claim seeking accrued, unused
and unpaid paid time off filed by former employees in Arizona and
Nevada, including the proposed resolution of the adversary action
captioned Darlene Lewis, on behalf of herself and all others
similarly situated v. Fresh & Easy, LLC and DOES 1 through 25,
inclusive, Adv. Pro. No. 16-50030 (BLS);

      (f) retaining a broker to provide insurance brokerage
services;

      (g) continuing the wind down of the Debtor's 401-K plan;

      (h) providing information to the Committee’s professionals
related to claims and preference actions;

      (i) filing the monthly operating reports;

      (j) reporting on ordinary course professionals;

      (k) addressing various other issues and tasks related to the
administration of the Chapter 11 Case.

      (l) continuing discussions with the Committee and YFE
Holdings, Inc. in an effort to reach a global resolution of the
bankruptcy case, including resolving those issues raised in the
Committee's pending adversary proceeding against the YFE parties,
captioned as "The Official Committee of Unsecured Creditors of
Fresh & Easy, LLC v. YFE Holdings, Inc., et al., Adv. Pro. No. 16-
50993 (BLS)"; and

      (m) working together with the Committee to formulate the
terms of, and draft, a combined plan of liquidation and disclosure
statement.

The Debtor believes that the parties will reach agreement on the
terms of a liquidating plan and the Committee will be a plan
co-proponent in the Chapter 11 Case. Moreover, the Debtor intends
to continue to work cooperatively with the Committee and its
professionals on all major issues, including finalizing the terms
of a liquidating plan.

A hearing on the Debtor's motion will be held on January 12, 2017
at 11:00 a.m. Any objections must be filed  and served on or before
December 27, 2016.

                      About Fresh & Easy, LLC

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 CFO.  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 Official Committee of Unsecured Creditors hired Fox Rothschild
LLP and ASK LLP as counsel.

                            *     *     *

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.


GABRIEL H. TORRES: Hearing on Disclosures Set For Jan. 12
---------------------------------------------------------
The Hon. Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of New Jersey has scheduled for Jan. 12, 2017, at 11:00
a.m. Gabriel H. Torres' disclosure statement referring to the
Debtor's plan of reorganization.

Written objections to the adequacy of the Disclosure Statement
shall be filed with the Clerk of this Court and served upon counsel
for the Debtor, counsel for the creditor's committee and upon the
U.S. Trustee no later than 14 days prior to the hearing before this
Court.

Gabriel H. Torres filed for Chapter 11 bankruptcy protection
(Bankr. D.N.J. Case No. 15-17330) on April 22, 2015.


GARRETT BISOGNO: Unsecureds To Be Paid $500 Monthly for 60 Months
-----------------------------------------------------------------
Garrett Bisogno and Kimberly Bisogno filed with the U.S. Bankruptcy
Court for the District of Florida a disclosure statement
accompanying their first plan of reorganization, which proposes to
pay unsecured creditors $500 each month for 60 months.

Under the plan, Class 3 consists of the claim of The Bank of New
York Mellon, Trustee, in the amount of $1,620,091, which arises
from a note secured by a first mortgage on 18181 SW 52 Lane
Southwest Ranches, in Florida.  The New York Bank of Mellon will
retain its first mortgage lien.  The Debtor will negotiate with
BoNY Mellon directly and outside the plan with respect to the note
and first mortgage. The BoNY Mellon will retain all liens.

Class 4 consists of Allowed Unsecured Claims:

   AMEX (Claim 3)                 $16,943
   Heartland Natl Bank (Claim 2) $145,938
   Heartland Natl Bank (Claim3)  $157,977
   Florida DOR Claim 4             $6,666
   HSBC Bank USA, NA
      as Trustee for Sequoia
      Mortgage Trust 2004-6      $155,062

The Debtor will pay Class 4 creditors the sum of $500.00 each month
for 60 months which sum will be disbursed to creditors on a pro
rata basis in complete satisfaction of class 4 claims. Payments
will commence on the first day of the month following the Effective
Date.

Class 5 will consist of the individual Debtors who will not receive
any distribution under the plan.

Payment to all creditors will be made from the Debtors’
disposable income.

A full-text copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/flsb15-28907-49.pdf

The Debtors are represented by:
     
     Susan D. Lasky, PA
     915 Middle River Dr./Suite 420
     Ft Lauderdale, FL 33304
     fax: 954-400-7474/954-206-0628
     Sue@SueLasky.com

Garrett Bisogno and Kimberly Bisogno sought Chapter 11 protection
(Bankr. S.D. Fla. Case No. 15-28907) on Oct. 26, 2015.


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

    Debtor                                        Case No.
    ------                                        --------
    Gator Equipment Rentals of Iberia, LLC        16-51667
    P.O. Box 3298
    Houma, LA 70361

    Gator Equipment Rentals of Fourchon, LLC      16-51668
    1107 West Tunnel Blvd.
    Houma, LA 70360

    Gator Crane Service, L.L.C.                   16-51669
    1107 West Tunnnel Blvd.
    Houma, LA 70360

    Gator Equipment Rentals, LLC                 16-51671
    1107 West Tunnel Blvd.
    Houma, LA 70360

Chapter 11 Petition Date: December 12, 2016

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Hon. Robert Summerhays

Debtors' Counsel: Brandon A. Brown, Esq.
                  STEWART ROBBINS & BROWN, LLC
                  620 Florida Street, Suite 100
                  P.O. Box 2348
                  Baton Rouge, LA 70821-2348
                  Tel: (225) 231-9998
                  Fax: (225) 709-9467
                  E-mail: bbrown@stewartrobbins.com

                           - and -

                  Ryan James Richmond, Esq.
                  STEWART ROBBINS & BROWN, LLC
                  620 Florida St. Suite 100
                  Baton Rouge, LA 70801
                  Tel: (225) 231-9998
                  Fax: (225) 709-9467
                  E-mail: rrichmond@stewartrobbins.com

                           - and -

                  Paul Douglas Stewart, Jr., Esq.
                  STEWART ROBBINS & BROWN, LLC
                  620 Florida Street, Suite 100
                  P.O. Box 2348
                  Baton Rouge, LA 70821-2348
                  Tel: (225) 231-9998
                  Fax: (225) 709-9467
                  E-mail: dstewart@stewartrobbins.com

                                          Estimated   Estimated
                                            Assets    Liabilities
                                          ---------   -----------
Gator Equipment Rentals of Iberia          $0-$50K     $1M-$10M
Gator Equipment Rentals of Fourchon        $0-$50K     $1M-$10M
Gator Crane Service                        $1M-$10M    $1M-$10M
Gator Equipment Rentals                    $1M-$10M    $1M-$10M

The petitions were signed by Joey Pierce, manager.

A copy of Gator Equipment Rentals of Iberia's list of 20 largest
unsecured creditors is available for free at:

           http://bankrupt.com/misc/lawb16-51667.pdf

A copy of Gator Equipment Rentals of Fourchon's list of three
unsecured creditors is available for free at:

           http://bankrupt.com/misc/lawb16-51668.pdf

A copy of Gator Crane Service's list of 19 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/lawb16-51669.pdf

A copy of Gator Equipment Rentals, LLC's list of 20 largest
unsecured creditors is available for free at
http://bankrupt.com/misc/lawb16-51671.pdf


GENERAL MOTORS: Lenders' Bid to Seal Investor Info Denied
---------------------------------------------------------
Martin O'Sullivan, writing for Bankruptcy Law360, reported that a
Manhattan bankruptcy judge has declined to allow a group of General
Motors' former lenders fighting the company over transfers related
to a $1.5 billion term loan to seal information about their
investors, saying the public's right to a transparent case
outweighs privacy concerns.

The lawsuit seeks to claw back payments related to a term loan that
GM made prior to the company's 2009 bankruptcy sale.  The report
noted that various lenders targeted in the lawsuit had requested to
seal statements identifying their equity holders.

                    About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

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

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

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

Motors Liquidation had $669 million in total assets, $56.4 million
in total liabilities and $613 million in net assets in liquidation
as of Dec. 31, 2015.


GILLESPIE OFFICE: Awaits Post-Trial Settlements to Finalize Plan
----------------------------------------------------------------
Gillespie Office and Systems Furniture, Inc. requests the U.S.
Bankruptcy Court for the District of Nevada to extend its exclusive
periods to file and confirm a plan of reorganization for an
additional three months, or through March 31, 2017 and June 1,
2017, respectively.

The Debtor submits that it has obtained an extension of the
exclusivity periods to file a plan and solicit acceptances thereto
to December 31, 2016 and March 1, 2017, respectively.

The Debtor relates that one of the events which propelled into
bankruptcy court was the Ronni Council Litigation, which was a
claim brought in the Clark County Eight Judicial District Court,
styled "Ronni Council, et al. v. Gillespie Office and Systems
Furniture, LLC, et al., Case No. A-14-696265.  The Debtor further
relates that the Court has granted Ronni Council relief from stay
on May 31, 2016 in order to proceed with trial in the Council
Litigation, which was subsequently concluded in November 2016.

The Debtor also relates that a verdict was reached in the Ronni
Council Litigation on November 18, 2016, with judgment awarded
against the Debtor in total amounts of $3,700,000.  The Debtor
anticipates that Ronni Council may request for additional awards,
and the Debtor also intends to seek for reduction or set aside the
verdict, and as such, settlement discussions  are also
contemplated.

The Debtor tells the Court that the bankruptcy attorney for Ronni
Council, on December 8, 2016, has suggested that the Debtor seek an
additional extension of exclusivity in order for post-trial motions
to be concluded given that the course of the Debtor's
reorganization could be affected by the magnitude of the Ronni
Council claim.

The Debtor believes that it would be in the best interest of the
Debtor, its creditors and the estate to delay proposal of a plan in
order for the parties to be able to continue their settlement
discussions, as well as for post-trial motions to be heard.

The Debtor also tells the Court that while no plan has yet been
proposed, the Debtor has made progress in its reorganization
efforts, is current in its payment of post-petition obligations,
has generated post-petition profits, and is proceeding towards
drafting a confirmable plan of reorganization.  However, the Plan
will be greatly influenced by the developments in the Ronni Council
Litigation over the next 60-75 days, and thus, the Debtor needs the
requested exclusivity extension.

                    About Gillespie Office and Systems

Gillespie Office and Systems Furniture, Inc., does business as A&B
Printing, located at 2908 South Highland Drive, Set. B, Las Vegas,
Nevada.  The Company has been providing printing and mailing
services to customers in the Las Vegas since 1979.

Gillespie Office and Systems Furniture filed a Chapter 11
bankruptcy petition (Bankr. D. Nev. Case No. 16-11943) on April 11,
2016.  Zachariah Larson, Esq., at Larson & Zirzow, serves as
bankruptcy counsel.


GRAND VOLUTE: Plan Confirmation Hearing on Jan. 19
--------------------------------------------------
The Hon. James W. Boyd of the U.S. Bankruptcy Court for the Western
District of Michigan has conditionally approved Grand Volute
Ballrooms, LLC's disclosure statement referring to the Debtor's
plan of reorganization.

The Debtor filed a Combined Small Business Plan and Disclosure
Statement on Nov. 21, 2016.

A hearing on the final approval of the Disclosure Statement as well
as the confirmation of the Plan will be held on Jan. 19, 2017, at
11:00 a.m.

Jan. 12, 2017, is the last day to file written objections to the
Disclosure Statement and Plan, the last day to file acceptances or
rejections of the Plan, and the last day to file proofs of claim.

                         About Grand Volute

Grand Volute Ballrooms, LLC, based in Lowell, Michigan, filed a
Chapter 11 petition (Bankr. W.D. Mich. Case No. 16-04314) on Aug.
19, 2016.  The petition was signed by Kent O. McKay, sole member.
The case is assigned to Judge James W. Boyd.  The Debtor is
represented by James R. Oppenhuizen, Esq., at Oppenhuizen Law Firm,
PLC.  The Debtor disclosed $2.27 million total assets and $3.45
million total liabilities.  

No official committee of unsecured creditors has been appointed in
the case.


GREATHOUSE RESTAURANTS: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Greathouse Restaurants, LLC
        d/b/a Greathouse Sports Grill
        PO Box 557
        Laveen, AZ 85339-0557

Case No.: 16-14015

Chapter 11 Petition Date: December 12, 2016

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Brenda Moody Whinery

Debtor's Counsel: Andrew M Ellis, Esq.
                  ANDREW M. ELLIS LAW, PLLC
                  PO Box 16272
                  Phoenix, AZ 85011-6272
                  Tel: 602-524-8911
                  Fax: 602-635-3264
                  E-mail: AME@AMEllisLaw.com
                          Andrew.Ellis@azbar.org

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Arthur D. Greathouse, managing member.

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

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

          http://bankrupt.com/misc/azb16-14015.pdf


GREEN STAR LIGHTING: Allowed to Use Cash on Interim Basis
---------------------------------------------------------
Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized Green Star Lighting
Technologies, LLC to use cash collateral on an interim basis.

Creditors Channel Partners Capital, LLC and Charis Finance, LLC had
agreed to the Debtor's use of the inventories, equipment vehicles,
cash and receivables, which comprise cash collateral securing the
claims of Channel Partners and Charis Finance.

The Debtor was authorized to use the cash collateral in substantial
compliance with the budget until the expiration of 45 days from
December 28, 2016, or b if a disclosure statement and proposed plan
of reorganization are filed before the expiration of 45 days from
the date of entry of the order, then the date set for the hearing
on Debtor's Chapter 11 disclosure statement.

Judge Hagenau approved a Budget covering the period December 8,
2016 through May 8, 2017, which reflects total monthly operating
expenses of $17,025.

Judge Hagenau held that all prepetition liens of Channel Partners
and Charis Finance will continue until further order of the Court,
and the Debtor will continue to operate and maintain its business
and properties in accordance with the Budget.

Judge Hagenau directed the Debtor to make monthly payments to
Channel Partners and Charis Finance in the amount of $1,500 each,
commencing on December 20, 2016.

A full-text copy of the Order, dated December 8, 2016, is available
at https://is.gd/5Jyb4l

                  About Green Star Lighting Technologies, LLC

Green Star Lighting Technologies, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N. D. Ga. Case No.
16-70495) on November 14, 2016.  The Petition was signed by its
sole member, Lawrence Jarman.  The case is assigned to Judge Wendy
L. Hagenau.  At the time of filing, the Debtor estimated assets at
$50,000 to $100,000 and liabilities at $100,000 to $500,000.

The Debtor is represented by Douglas Jacobson, Esq., at the Law
Offices of Douglas Jacobson, LLC.


HAMILTON SUNDSTRAND: Bank Debt Trades at 10.60% Off
---------------------------------------------------
Participations in a syndicated loan under Hamilton Sundstrand
Industrial is a borrower traded in the secondary market at 89.40
cents-on-the-dollar during the week ended Friday, December 2, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.78 percentage points from the
previous week.  Hamilton Sundstrand Industrial pays 300 basis
points above LIBOR to borrow under the $1.675 billion facility. The
bank loan matures on Dec. 10, 2019 and carries Moody's B3 rating
and Standard & Poor's B rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended December
2.


HANISH LLC: Jan. 9 Plan Confirmation Hearing
--------------------------------------------
Judge Bruce A. Harwood of the  U.S. Bankruptcy Court for the
District of New Hampshire approved Hanish, LLC's Second Amended
Disclosure Statement for its Second Amended Plan of Reorganization,
dated Nov. 23, 2016.

Jan. 3, 2017 is fixed as the last day for filing written
acceptances or rejections of the Plan.

Jan. 3, 2017 is fixed as the last day for filing and serving
written objections to confirmation of the Plan.

A hearing on the confirmation of the Plan will be held on Jan. 9,
2017 at 9:00 a.m.

The Debtor's Second Amended Plan provides for the curing of the
default of the Marriott Agreement by the initial funding of
$175,000 towards the cure by Debtor. The remainder of the Cure of
the Contract will be funded through operations and if necessary
through additional investment. The Cure of Contract will be
initially and partially funded through the repayment of a $200,000
preference claim against Jiten Hotel Management, Inc. ("JHM"). JHM
received payment on a debt pre-petition. As part of the Plan, the
funds will be repaid by JHM to the Debtor and earmarked for the
Cure of Contract, the refurbishing of the Hotel and JHM will
receive a release of claims against it. The refurbishing of the
Hotel will not only begin the cure of the Marriott default, but it
will increase (rather than reduce) the value of the Hotel, which is
in everyone's interest. The remaining $25,000 of the $200,000
re-payment will be used for administrative expenses, if necessary,
or if not, for the Cure of the Contract.

General Unsecured Creditors are few in the case and will be paid in
cash installments over 7-10 years. Priority claims will be paid in
accordance with the Code.  

The Plan will be funded from four sources: (1) operations; (2) $4
million dollars in new loans with all net proceeds going to the
Lender; (3) Cure of the Contract Funds and (4) $2.88 million
dollars in secured notes payable to the Lender.

A full-text copy of the Second Amended Disclosure Statement is
available at:

          http://bankrupt.com/misc/nhb16-10602-144.pdf

                   About Hanish, LLC

Hanish, LLC owns and operates a 59-unit Fairfield Inn & Suites by
Marriott in Hooksett, N.H.  The company sought chapter 11
protection (Bankr. D. N.H. Case No. 16-10602) on Apr. 26, 2016,
and
is represented by Steven M. Notinger, Esq., at Notinger Law, PLLC,
in Nashua, N.H.  The petition was signed by Nayan Patel, managing
member.

Judge Bruce A. Harwood presides over the case.

The Debtor estimated its assets and debts at less than $10 million
at the time of the filing.   A list of the Debtor's 20 largest
unsecured creditors is available for free at
http://bankrupt.com/misc/nhb16-10602.pdf


HANISH LLC: Unsecureds To Recoup 80%-100% Under Plan
----------------------------------------------------
Hanish, LLC, filed with the U.S. Bankruptcy Court for the District
of New Hampshire a second amended disclosure statement for the
Debtor's second amended plan of reorganization dated Nov. 23,
2016.

About $7,500 per year on the first anniversary of the Effective
Date for seven to 10 consecutive years (depending upon the amount
of General Unsecured Claims over $5,000) will constitute complete
payment under the Plan -- a total payment of $75,000 for the term
of the Plan.  A dividend of 100% is for larger unsecured claims,
while small unsecured claim of under $5,000.00 will be paid 80% of
their claims in cash on the Effective Date.

The Plan will be funded from four sources: (1) operations, see
confirmation budget attached as Exhibit 1; (2) $4 million dollars
in new loans with all net proceeds going to Phoenix, Reo, LLC; (3)
the cure of contract funds; and (4) $2.88 million dollars in
secured notes payable to the Lender.

The Second Amended Disclosure Statement is available at:

            http://bankrupt.com/misc/nhb16-10602-138.pdf

The Plan was filed by the Debtor's counsel:

     Steven M. Notinger, Esq.
     NOTINGER LAW PLLC
     7A Taggart Drive
     Nashua, NH 03060
     Tel: (603) 417-2158
     E-mail: steve@notingerlaw.com

                        About Hanish, LLC

Hanish, LLC, owns and operates a 59-unit Fairfield Inn & Suites by
Marriott in Hooksett, N.H.  The company sought Chapter 11
protection (Bankr. D. N.H. Case No. 16-10602) on April 26, 2016,
and is represented by Steven M. Notinger, Esq., at Notinger Law,
PLLC, in Nashua, N.H.  The petition was signed by Nayan Patel,
managing member.

Judge Bruce A. Harwood presides over the case.

The Debtor estimated its assets and debts at less than $10 million
at the time of the filing.  A list of the Debtor's 20 largest
unsecured creditors is available for free at
http://bankrupt.com/misc/nhb16-10602.pdf


HOANA MEDICAL: Plan Confirmation Hearing Set for Jan. 9
-------------------------------------------------------
Judge Robert J. Faris of the U.S. Bankruptcy Court for the District
of Hawaii approved Hoana Medical, Inc.'s  First Amended Disclosure
Statement and its accompanying plan of reorganization, dated Oct.
18, 2016.

Jan. 2, 2017 is fixed as the last day for filing written
acceptances or rejections of the Plan of Reorganization.

Jan. 9, 2017 is the last day for creditors to return their Ballots
to accept or reject the Plan of Reorganization.

Jan. 9, 2016 at 2:00 P.M. is fixed for the hearing on confirmation
of the Plan of Reorganization.

                About Hoana Medical

Hoana Medical Inc., a medical device company, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Hawaii Case No.
15-01493) on December 8, 2015.  The petition was signed by Edward
Chen, president and COO.

The case is assigned to Judge Marvin Isgur.

At the time of the filing, the Debtor estimated assets of $100,000
to $500,000 and debts of $1 million to $10 million.


HOLSTED MARKETING: Wants $200K DIP Loan From Owner
--------------------------------------------------
Holsted Marketing, Inc., d/b/a Holsted Jewelry, asks the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to obtain postpetition financing from Victor Benson.

The Debtor tells the Court it has struggled with liquidity issues
while it attempted to downsize its business model, and has remained
at or near the maximum level of its credit limit on its
debtor-in-possession financing.  The Debtor has determined, after
several meetings with the Official Committee of Unsecured
Creditors, that it will not be able to confirm a plan of
reorganization in its case and that the Debtor's estate should be
liquidated for the benefit of its creditors.

The Debtor relates it has proposed the wind-down of its business to
the Official Committee of Unsecured Creditors and its
debtor-in-possession lender, Rosenthal & Rosenthal, Inc.  In order
to facilitate the wind-down, the Debtor requires additional funding
of approximately $200,000 to ensure that it remains current in its
postpetition obligations, including payments to estate
professionals.

The Debtor's president and majority shareholder, Victor Benson, who
has personally guaranteed the Debtor's debt to Rosenthal, has
offered to loan the Debtor the required $200,000 in exchange for an
administrative claim, which will be subordinate to other
administrative claims against the Debtor's estate.  Without
immediate access to the Benson Loan, the Debtor says it may be
forced to terminate its business and/or convert its case to a case
under chapter 7 of the Bankruptcy Code.  The Debtor avers that such
a result would destroy the going-concern value of the Debtor's
assets and would prevent the Debtor from maximizing the value of
its assets for its creditors.

The hearing on the Debtor's Motion is scheduled on Dec. 15, 2016 at
2:00 p.m.  The deadline for the filing of objections is set on Dec.
14, 2016.

A full-text copy of the Debtor's Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/HolstedMarketing2016_1611683jlg_95.pdf

                      About Holsted Marketing

Founded in 1971, Holsted Marketing is a New York-based
multi-channel direct-marketing company, and has supplied fashion
jewelry and accessories to millions of customers in the United
States, Canada and the United Kingdom.

Holsted filed its second chapter 11 petition (Bankr. S.D.N.Y. Case
No. 16-11683) on June 8, 2016.  The petition was signed by Roy
Rathbun, senior vice president of finance and IT.  The case is
assigned to Judge James L. Garrity, Jr.  The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.
  
The Debtor is represented by Gerard R. Luckman, Esq., at
SilvermanAcampora, LLP. The Debtor employs Leonard Harris, CPA as
accountants.

The Office of the U.S. Trustee appointed three creditors of Holsted
Marketing, Inc., to serve on the official committee of unsecured
creditors.  The Committee retains Troutman Sanders, LLP as counsel.


IHEARTCOMMUNICATIONS INC: Moody's Affirms Caa2 CFR; Outlook Neg.
----------------------------------------------------------------
Moody's Investors Service changed iHeartCommunications, Inc.'s
outlook to negative from stable.  All the existing debt ratings
including the Caa2 corporate family rating (CFR) and Caa3-PD
probability of default rating are affirmed at current levels.  The
speculative grade liquidity rating was downgraded to SGL-4 from
SGL-3.

The change in outlook reflects the elevated possibility that the
company will restructure its debt over the next year.  iHeart
recently attempted to obtain consent solicitations that would make
it easier for iHeart to restructure its debt, from five different
classes of priority guarantee notes (PGN) which was not successful,
and from its 2021 senior note which was approved by note holders.
Moody's would likely consider an exchange of the company's existing
debt for another security as a distressed exchange and categorize
it as a Limited Default.  The outlook also reflects the negative
impact that the current strength of the US$ would have on its
financial performance in the near term and the company's largely
US$ denominated debt structure.

Affirmations:

Issuer: iHeartCommunications, Inc.
  Probability of Default Rating, Affirmed Caa3-PD
  Corporate Family Rating, Affirmed Caa2
  Senior Secured Bank Credit Facility, Affirmed Caa1 (LGD2)
  Senior Secured PGN Notes, Affirmed Caa1 (LGD2)
  Senior Unsecured LBO Exchange Note, Affirmed Ca (LGD4)
  Senior Unsecured Notes, Affirmed Ca (LGD5)

Issuer: CCU Escrow Corporation (Assumed by iHeartCommunications,
Inc.)

  Senior Unsecured note, Affirmed Ca (LGD5)

Downgrades:

Issuer: iHeartCommunications, Inc.
  Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
   SGL-3

Outlook Actions:

Issuer: iHeartCommunications, Inc.
  Outlook, Changed To Negative from Stable

                        RATINGS RATIONALE

iHeart's Caa2 CFR reflects the very high leverage level of 11.9x on
a consolidated basis as of Q3 2016 (pro-forma for asset sales, but
excluding Moody's standard lease adjustments), negative free cash
flow, and weak interest coverage of approximately 0.9x. Higher
interest rates following the extension of its debt maturities leave
the company vulnerable to a slowdown in the economy given the
heightened sensitivity that its radio and outdoor businesses have
to consumer ad spending.  The combination of higher interest rates
and lower EBITDA in the event of a future economic downturn could
materially impair its already weak interest coverage and liquidity
position.  In addition, there are secular pressures on its
terrestrial radio business that could weigh on results as
competition for advertising dollars and listeners are expected to
remain high going forward.  Efforts to improve its liquidity
position over the past few years have led to higher expenses or
lower EBITDA as assets are sold.  Also incorporated in the rating,
is the expectation that leverage will remain high over the rating
horizon compared to the underlying asset value of the firm and the
company will remain poorly positioned to withstand another economic
recession or any material weakness in terrestrial radio in the
future.

Despite the company's highly leveraged balance sheet, iHeart
possesses significant share, geographic diversity and leading
market positions in most of the over 150 markets in which the
company operates.  The company benefits from the strength of its
iHeartRadio service and its live events as well as the
outperformance of its terrestrial radio business.  The rating also
reflects the 90% ownership stake in Clear Channel Outdoor Holdings
Inc. (CCOH) which is one of the largest outdoor media companies in
the world, although it is not a guarantor to iHeart's debt.  Its
outdoor assets generate attractive EBITDA margins, good free cash
flow, and will benefit from digital billboards that offer higher
EBITDA margins than static billboards.

The SGL-4 liquidity rating reflects the company's weak liquidity
profile, although we expect iHeart will continue to make required
interest and principal payments in the near term.  The company has
a $543 million cash balance as of Q3 2016 (which includes $394
million held at CCOH).  In October 2016, the company sold its
International outdoor business in Australia for cash proceeds of
$204 million which increases the cash available at CCOH.  iHeart's
$535 million ABL revolver matures in December 2017 and has $230
million outstanding on the facility as of Q3 2016.  The company has
$193 million of notes due on Dec. 15, 2016, (net of
$57 million held by its subsidiary) and Moody's projects the
company will have adequate resources to repay this obligation.
Moody's expects the company will also look to extend the 2017
maturity of its ABL revolver in the near term.  In July 2016,
iHeart's subsidiary repurchased $383 million of its 10% senior
notes due 2018 at a discount for an aggregate purchase price of
approximately $222 million.  There are currently $347 million
outstanding of the 10% senior notes and a $175 million 6.875%
senior note which is also due in 2018.  In 2019, $8.3 billion of
debt comes due which increases the need to improve its balance
sheet if the company is to avoid a default at maturity.  Moody's
projects free cash flow to be negative for the foreseeable future
absent a dramatic reduction of its debt obligations, although the
company is expected to continue to have the ability to sell assets
to enhance its liquidity position.  The company has spent
$305 million in capex over the LTM as of Q3 2016 and Moody's
expects capex will continue in this range going forward.

iHeart has a Corporate Services Agreement with CCOH that allows for
free cash flow generated at CCOH to be up streamed to iHeart. There
is a revolving promissory note due from iHeart to CCOH in the
amount of $770 million as of Q3 2016 which is payable on demand.
Moody's expects the amount due to generally remain below $1.15
billion (given current ownership and shares outstanding) as
balances at approximately that level would likely lead to a demand
for a paydown and a subsequent dividend to all shareholders (iHeart
would receive approximately 90% given their ownership position).

iHeart has a substantial cushion under its secured leverage
covenant of 8.75x as of Q3 2016 (which excludes the senior notes at
Clear Channel Worldwide Holdings, Inc.).  The current secured
leverage metric defined by the terms of the credit agreement, is
calculated net of cash, at 6.6x as of Q3 2016.  The company also
has the ability to buy back its term loans through a Dutch
auction.

The negative outlook reflects the elevated risk of a restructuring
of its debts which Moody's would likely characterize as a Limited
Default.  Moody's expects EBITDA growth to be relatively flat to
negative in 2017 due to the headwinds expected from the strong US$
and the decline in political ad spend in 2017 which will offset
positive growth on a constant currency basis at its international
operations.  Additional asset sales to improve liquidity are also
possible which would reduce EBITDA and lead to higher leverage.

An upgrade in the near term is unlikely due to the high leverage,
weak liquidity, and the risk of a distressed exchange.  However, a
reduction in leverage to well under 10.5x with sustained revenue
and EBITDA growth could lead to an upgrade.  Free cash flow would
have to be positive with a free cash flow to debt ratio of at least
1.5%.  Confidence that any pending debt maturities would be met
would also be required.

The rating would be downgraded if EBITDA were to materially decline
due to economic weakness or if secular pressures in the radio
industry escalate so that leverage increased above 13x. Ratings
would also be lowered if a default was likely and a distressed
exchange would likely be considered a Limited Default by Moody's.
A deterioration in its liquidity position could also lead to
negative rating pressure.

The principal methodology used in these ratings was "Global
Broadcast and Advertising Related Industries" published in May
2012.

iHeartCommunications, Inc. (iHeart) (fka Clear Channel
Communications, Inc.) with its headquarters in San Antonio, Texas,
is a global media and entertainment company specializing in mobile
and on-demand entertainment and information services for local
communities and advertisers.  The company's businesses include
digital music, radio broadcasting and outdoor displays (via the
company's 90% ownership of Clear Channel Outdoor Holdings Inc.
(CCOH).  iHeart's consolidated revenue for the LTM period ending Q3
2016 was approximately $6.3 billion.


ILLINOIS POWER: Files Chapter 11 After Soliciting Votes
-------------------------------------------------------
Dynegy Inc. and Illinois Power Generating Company (Genco), an
indirect, wholly owned subsidiary of Dynegy, on Dec. 9, 2016,
disclosed that they received the requisite accepting votes in favor
of a prepackaged plan of reorganization (the Plan) for Genco.
Genco subsequently filed a case under Chapter 11 of the United
States Code (the Chapter 11 Case) in the United States Bankruptcy
Court for the Southern District of Texas, Houston Division, to
pursue confirmation of the Plan.

The filing followed the successful solicitation of acceptances for
the Plan pursuant to an Offering Memorandum and Disclosure
Statement, dated Nov. 7, 2016 with respect to (1) an out-of-court
exchange offer (the Exchange Offer) relating to Genco's outstanding
7.00% Senior Notes, Series H, due 2018, 6.30% Senior Notes, Series
I, due 2020 and 7.95% Senior Notes, Series F, due 2032
(collectively, the Genco Notes) and (2) the concurrent solicitation
of votes in favor of the Plan.

The Exchange Offer was terminated because the requisite
participation threshold of 97% of the outstanding principal amount
of Genco Notes was not satisfied, but Genco received votes
approving the Plan from approximately 97% in amount and 83% in
number out of the holders of Genco Notes who voted on the Plan.

RECEIVING DISTRIBUTIONS ON GENCO NOTES UNDER THE PLAN

The Plan distributions will be the same as those disclosed in our
November 7, 2016 news release.  Additional information will be
provided to the holders of Genco Notes with respect to the
procedures that will be required in order to receive Plan
distributions.  If such procedures are approved by the Court, any
holder who fails to follow the required distribution procedures
with respect to its Genco Notes on or prior to the 165th day after
the effective date of the Plan will have its Noteholder Claim (as
defined in the Offering Memorandum and Disclosure Statement) and
its distribution pursuant to the Plan on account of such Noteholder
Claim discharged and forfeited and will not receive any
distribution under the Plan.  Any property in respect of such
forfeited Noteholder Claims will revert to Dynegy or Genco, as
applicable.

OPERATIONS TO CONTINUE AS USUAL

Genco has asked the Court for authority for standard and customary
"first day" relief to continue its operations in the ordinary
course during the restructuring process.  Illinois Power Marketing
Company (including Homefield Energy) and Dynegy Energy Services are
not a part of the filing.  The men and women operating the Genco
plants (Coffeen and Newton Power Stations) remain dedicated to
upholding the highest standards of operational safety and
environmental stewardship during the financial restructuring.

ADDITIONAL INFORMATION

Genco retained Epiq Bankruptcy Solutions, LLC to serve as the
voting agent for the Plan Solicitation.  Plan voting documents were
included in the solicitation package sent via first class mail to
beneficial owners or their nominee (as applicable).  Banks, brokers
and holders of Genco Notes may contact genco@epiqsystems.com to
request documents related to the Chapter 11 Case (including a copy
of the Offering Memorandum and Disclosure Statement and the Plan),
which documents are also available free of charge by visiting the
website maintained by the voting agent at
http://dm.epiqll.com/IPG.

This news release shall not constitute a solicitation of consents
or votes, an offer to sell or a solicitation of an offer to buy any
security, nor shall there be any sale of any security in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such jurisdiction.

                       About Illinois Power

Illinois Power Generating Company is an electric generation
subsidiary of Illinois Power Resources, LLC, which is an indirect
wholly-owned subsidiary of Dynegy Inc.  The Company is
headquartered in Houston, Texas and were incorporated in Illinois
in March 2000.  It owns and operates a merchant generation business
in Illinois.  The Company has an 80 percent ownership interest in
Electric Energy, Inc., which it consolidates for financial
reporting purposes.  EEI operates merchant electric generation
facilities in Illinois and FERC-regulated transmission facilities
in Illinois and Kentucky.  The Company also consolidates its
wholly-owned subsidiary, Coffeen and Western Railroad Company, for
financial reporting purposes.

Illinois Power reported a net loss of $563 million on $534 million
of revenues for the year ended
Dec. 31, 2015, compared to a net loss of $48 million on $648
million of revenues for the year ended Dec. 31, 2014.

As of June 30, 2016, the Company had $550 million in total assets,
$986 million in total liabilities, and a total deficit of $436
million.

                          *     *     *

In June 2016, S&P Global Ratings revised its outlook on Illinois
Power Generating Co. to negative from stable.  At the same time,
S&P affirmed the 'CCC+' corporate credit rating and 'CCC+' ratings
on the senior unsecured debt.

In October 2016, Moody's Investors Service downgraded the corporate
family rating, Probability of Default rating (PD) and senior
unsecured rating of Illinois Power Generating Company to 'Ca' from
'Caa3'.  The speculative grade liquidity rating is affirmed at
'SGL-4'.  The rating outlook is negative.


IMPLANT SCIENCES: Cancels Auction, to Seek Approval of L-3 Deal
---------------------------------------------------------------
Counsel to IMX Acquisition Corp., et al., informed the Bankruptcy
Court on Dec. 9, 2016, that no other qualified bids were received
by the Dec. 8 bid deadline, and the Debtors have canceled the
auction for their assets.  The Debtors will seek entry of an order
approving the sale to L-3 Communications Corporation at the sale
hearing scheduled for Dec. 16 at 9:30 a.m. (ET).  

As reported by the Troubled Company Reporter, the Court on Oct. 31,
2016, entered an order establishing certain procedures that
governed the sale and auction.  Pursuant to the Bidding Procedures
Order, the deadline for Qualified Bidders to submit bids was
Dec. 8 at 4:00 p.m. (ET), and to the extent that no Qualified Bids
(other than the Lead Bid of L-3 Communications) were received by
the Bid Deadline, the Auction was to be canceled.

When they filed for bankruptcy, Implant Sciences and its
subsidiaries, C Acquisition Corp., Accurel Systems International
Corporation and IMX Acquisition Corp., entered into an asset
purchase agreement with L-3 Communications Corporation, a
wholly-owned subsidiary of L-3 Communications Holdings Inc.
Pursuant to the Purchase Agreement, the Sellers agreed to sell
substantially all of their assets, including their explosives
trace
detection (ETD) business, to Buyer pursuant to a sale conducted
under Section 363 of the Chapter 11 of the Bankruptcy Code.  

As reported in the Oct. 12, 2016 edition of the Troubled Company
Reporter, before filing for bankruptcy, Implant Sciences and its
affiliates entered into a stalking horse purchase agreement with
L-3 Communications pursuant to which L-3 has agreed to acquire
substantially all of the Debtors' assets for $117.5 million in
cash, plus assumption of specified liabilities. L-3 has agreed to
preserve the Debtors' business as a going concern.              

                       About IMX Acquisition

IMX Acquisition Corp., also known as Ion Metrics Inc., and its
affiliates, comprise a leading designer and manufacturer of
systems
and sensors that detect trace amounts of explosives and drugs.
Their products, which include handheld and desktop detection
devices, are used in a variety of security, safety, and defense
industries, including aviation, transportation, and customs and
border protection. The Debtors have sold more than 5,000 of their
detection products to customers such as the United States
Transportation Security Administration, the Canadian Air
Transportation Security Authority, and major airports in the
European Union.

IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del.
Case No. 16-12238) on Oct. 10, 2016. Its affiliates, Implant
Sciences, C Acquisition Corp. and Accurel Systems International
Corp. also sought Chapter 11 protection.  The cases are assigned
to
Judge Brendan Linehan Shannon.

IMX estimated assets and liabilities in the range of $100 million
to $500 million. The Debtors tapped Paul V. Shalhoub, Esq. and
Debra C. McElligott, Esq. and Jennifer J. Hardy, Esq. at Willkie
Farr & Gallagher, LLP as counsel.

The petitions were signed by William J. McGann, president.

Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016,
appointed Harold Coe and four others to serve on the official
committee of equity security holders.  Co-counsel to the
Official Committee of Equity Security Holders are William R.
Baldiga, Esq., and Gerard T. Cicero, Esq., at Brown Rudnick LLP,
in
New York, and Sunni P. Beville, Esq., at Brown Rudnick LLP, in
Boston, Massachusetts; and Mark Minuti, Esq., at Saul Ewing LLP,
in
Wilmington, Delaware. The Equity Committee tapped FTI Consulting,
Inc. as financial advisor.

Tannor Partners Credit Fund, LP., the New DIP Lender, is
represented in the case by Andrew M. Felner, Esq., at Sheppard,
Mullin, Richter & Hampton, LP.


INFORMATICA CORP: Bank Debt Trades at 2.08% Off
-----------------------------------------------
Participations in a syndicated loan under Informatics Corp is a
borrower traded in the secondary market at 97.92
cents-on-the-dollar during the week ended Friday, December 2, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.40 percentage points from the
previous week.  Informatica Corp. pays 350 basis points above LIBOR
to borrow under the $1.875 billion facility. The bank loan matures
on June 1, 2022 and carries Moody's B2 rating and Standard & Poor's
B rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended December 2.


ITUS CORPORATION: Haskell & White LLP Raises Going Concern Doubt
----------------------------------------------------------------
ITUS Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$5.02 million on $300,000 of total revenue for the fiscal year
ended October 31, 2016, compared with net loss $1.38 million on
$9.25 million of total revenue for the fiscal year ended October
31, 2015.

Haskell & White LLP in Irvine, Calif., issued a "going concern"
qualification on the consolidated financial statements for the
fiscal year ended October 31, 2016, citing that the Company has
limited working capital and limited revenue-generating operations
and a history of net losses and net operating cash flow deficits.

At October 31, 2016, ITUS Corporation had total assets of $5.63
million, total liabilities of $4.64 million, and $987,475 in total
stockholders' equity.

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

                     http://bit.ly/2heO9yh

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

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



J. CREW: Bank Debt Trades at 35.96% Off
---------------------------------------
Participations in a syndicated loan under J. Crew is a borrower
traded in the secondary market at 64.04 cents-on-the-dollar during
the week ended Friday, December 2, 2016, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents an increase
of 2.64 percentage points from the previous week.  J. Crew pays 300
basis points above LIBOR to borrow under the $1.560 billion
facility. The bank loan matures on Feb. 27, 2021 and Moody's Caa1
rating and Standard & Poor's B- rating.  The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
December 2.


J. CREW: Battles Clock as Moody's Warns of Debt Swap
----------------------------------------------------
Lindsey Rupp and Rick Green, writing for Bloomberg Brief, reported
that J. Crew Group Inc.'s heavy leverage is fueling concern that
the preppy-apparel chain will be joining retailers headed for a
restructuring next year.

The Bloomberg report, citing a December 1 report by Moody's, said
the brand is still iconic, but that's not enough to support what
Moody's sees as "very high leverage and an unsustainable capital
structure."

The Troubled Company Reporter, on Dec. 5, 2016, reported that
Moody's Investors Service downgraded Chinos Intermediate Holdings
A, Inc.'s (indirect parent company of J. Crew Group, Inc.
[together, "J. Crew"]) Corporate Family Rating to 'Caa2' from 'B3',
Probability of Default Rating to 'Caa2-PD' from 'B3-PD', and the
rating on its PIK toggle notes to 'Ca' from 'Caa2'.  The
Speculative Grade Liquidity Rating was also downgraded to SGL-3.
Concurrently, Moody's downgraded J. Crew Group's Secured Term Loan
to 'Caa1' from 'B2'.  The ratings outlook is stable.

The Bloomberg report pointed out that U.S. retailers have been
beset by weak mall traffic and online competition.  Moody's said J.
Crew has improved inventory management and supply chain, and it has
curtailed expenses while closing underperforming stores, the report
related.  Cash should hold out for at least the next 12 months, but
J. Crew may not have enough time to "meaningfully improve
profitability" and cut leverage before pay-in-kind toggle notes
mature on May 1, 2019, Bloomberg said, citing Moodys.

"It's an incredibly challenging situation," Bloomberg cited Allen
Adamson, who runs the branding firm Brand Simple Consulting in New
York.  "Any change takes time, and any change takes deep pockets,"
he said. "Nipping and tucking typically doesn't work anymore."

J. Crew originally issued $500 million of the securities, which can
pay interest in the form of more notes, with about $543 million now
outstanding, according to data compiled by Bloomberg.  They traded
in the week of December 6 at 35 cents on the dollar, Bloomberg
said, citing Trace, the bond-price reporting system of the
Financial Industry Regulatory Authority.


JACK COOPER: Moody's Changes PDR to Ca-PD/LD; Outlook Negative
--------------------------------------------------------------
Moody's Investors Service changed the Probability of Default Rating
of Jack Cooper Enterprises, Inc. to Ca-PD/LD from Ca-PD, as
previously indicated in Moody's press release dated November 17,
2016.  All other ratings remain unchanged at this time, including
the Caa3 rating on the senior secured notes due 2020 (issued by
Jack Cooper Holdings Corp.), the C rating on the senior unsecured
PIK notes due 2019 (issued by Jack Cooper Enterprises, Inc.), and
the Caa3 Corporate Family Rating.  The ratings outlook is
negative.

                         RATING RATIONALE

The change in the PDR follows the company's disclosure that it will
extinguish approximately $131 million of its senior unsecured PIK
notes, the result of an exchange offer for the majority of the PIK
notes that expired early Dec. 8, 2016.  The exchange offer is
expected to be settled on Dec. 9, 2016.  At the time of the offer
announcement (on Nov. 2, 2016), the principal amount of PIK notes
outstanding was approximately $187 million.  The notes are expected
to be exchanged for cash and warrants (to purchase Class B
non-voting common stock) with the holders recouping no greater than
about 30% of the original value.  Moody's considers the transaction
a distressed exchange, which is an event of default under Moody's
default definition.  As noted above, Moody's appended the Ca-PD PDR
with an "/LD" designation, indicating a limited default, which
Moody's will be removed after 3 business days.

Moody's made these changes:

Issuer: Jack Cooper Enterprises, Inc.
  Probability of Default Rating, Changed to Ca-PD/LD from Ca-PD

Jack Cooper Enterprises, Inc. is the direct parent of Jack Cooper
Holdings Corp., based in Kansas City, MO, a leading provider of
over-the-road transportation of automobiles, SUVs and light trucks
in the U.S. and Canada.  Revenues were $693 million for the last
twelve months ended Sept. 30, 2016.

The principal methodology used in this rating/analysis was "Global
Surface Transportation and Logistics Companies" published in April
2013.



JACK COOPER: Retires $131.2 Million of PIK Notes
------------------------------------------------
Jack Cooper Enterprises, Inc., on Dec. 8, 2016, announced its
previously reported exchange transactions that will result in
$131.2 million of its 10.50%/11.25% Senior PIK Toggle Notes due
2019 (the "Existing PIK Notes") being retired.

Michael Riggs, the Company's CEO, commented, "We are pleased to
announce the results of the public and private exchange
transactions for the Existing PIK Notes.  The exchange transactions
will result in over $131 million of Existing PIK Notes being
extinguished for the Company.  This deleveraging event is a
milestone in the Company's efforts to create a healthy and
sustainable balance sheet for all of our constituencies --
including our lenders and investors, employees, unions, owners, and
most importantly, our customers.  In addition, as of today the
Company had cash on hand in excess of $23 million after paying the
semi-annual interest payment on November 30th and after giving
effect to the payment of the cash consideration due as part of the
exchange transactions."

The exchange transactions included an unregistered offer to
exchange (the "Exchange Offer") up to $80,450,000 aggregate
principal amount of Existing PIK Notes and a private exchange (the
"Private Exchange") with certain holders of the Existing PIK Notes
that beneficially own approximately $96,919,778 aggregate principal
amount (representing 51.9% of the total Existing PIK Notes
outstanding) of the Existing PIK Notes (the "Private Exchange
Noteholders").

As of the Expiration Time of the Exchange Offer (which was 12:01
a.m., New York City time, on December 8, 2016), $34,268,763
aggregate principal amount of Existing PIK Notes had been validly
tendered and not withdrawn in the Exchange Offer.  The Exchange
Offer included an exchange of Existing PIK Notes for (i) cash and
(ii) warrants to purchase shares of Class B Common Stock of the
Company, par value $0.0001 per share ("Class B Common Stock"), that
are each exercisable into one share of Class B Common Stock (the
"Exchange Warrants"), upon the terms and conditions included in the
confidential offering memorandum, dated Nov. 1, 2016, as amended
(the "Offering Memorandum").  The settlement of the Exchange Offer
is expected to occur tomorrow, on December 9, 2016.

The Private Exchange for an additional $96,919,778 aggregate
principal amount of the Existing PIK Notes will settle concurrently
with the Exchange Offer.  In the Private Exchange, the Private
Exchange Noteholders will also receive cash and Exchange Warrants.
As noted above, the settlement of the Exchange Offer and the
Private Exchange will result in the retirement of $131.2 million of
Existing PIK Notes.

With the successful completion of the deleveraging transactions,
the Company's primary focus will continue to be customer service
and operational efficiencies.  The Company will also continue to
evaluate additional deleveraging transactions.

J.P. Morgan Securities, LLC and Imperial Capital, LLC served as
Dealer Managers for the Exchange Offer.

                       *     *     *

The Troubled Company Reporter, on Dec. 6, 2016, reported that S&P
Global Ratings said that it has lowered its corporate credit rating
on Kansas City, Mo.-based Jack Cooper Holdings Corp. to 'CC' from
'CCC+' and placed the rating on CreditWatch with negative
implications.


JACK COOPER: S&P Lowers CCR to SD on Completed Distressed Exchange
------------------------------------------------------------------
S&P Global Ratings said that it has lowered its corporate credit
rating on Kansas City, Mo.-based Jack Cooper Holdings Corp. to 'SD'
from 'CC'.

At the same time, S&P lowered its issue-level rating on the
company's senior unsecured PIK toggle notes to 'D' from 'C'.  The
'6' recovery rating remains unchanged, indicating its expectation
for minimal recovery (0%-10%) in the event of a payment default.

S&P's 'C' issue-level rating and '5' recovery rating on Jack
Cooper's $375 million senior secured notes due 2020 remain
unchanged because it currently expects that the company will
continue to service this debt as originally contracted.  The '5'
recovery rating indicates S&P's expectation for modest recovery
(10%-30%; upper half of the range) in the event of a payment
default.

"The downgrade follows Jack Cooper's announcement that it has
completed the exchange of its senior unsecured PIK toggle notes due
2019 for a combination of cash and warrants in a transaction that
we consider a distressed exchanged," said S&P Global credit analyst
Michael Durand.  "For each $1,000 in principal amount, the PIK
noteholders received $135 in cash and warrants to purchase shares
of the company's class B non-voting stock.  The exchange offer
allowed the company to retire about $131 million of its PIK
notes."

"We expect to review our corporate credit and issue-level ratings
on Jack Cooper to incorporate any ongoing developments and default
risk," S&P said.

Ratings List

Downgraded; CreditWatch Action
                                 To          From
Jack Cooper Holdings Corp.
Corporate Credit Rating         SD/--       CC/Watch Neg/--

Jack Cooper Enterprises Inc.
Senior Unsecured                D           C/Watch Neg
  Recovery Rating                6           6

Ratings Affirmed

Jack Cooper Holdings Corp.
Senior Secured                  C
  Recovery Rating                5H



JESUS MISSION CHURCH: Can Use Cash Collateral on Final Basis
------------------------------------------------------------
Judge C. Ray Mullins of the U.S. Bankruptcy Court for the Northern
District of Georgia authorized Jesus Mission Church of Atlanta,
Inc. to use of cash collateral on a final basis.

Judge Mullins held that the Amended Consent Order Authorizing Use
of Cash Collateral entered on November 21, 2016 become the final
order governing the use of cash collateral, including adequate
protection payments to Cumberland Presbyterian Church Investment
Loan Program, Inc. and Williams' Way, Inc., until the entry of an
order confirming a Plan of Reorganization, or a subsequent order of
the Court modifying the terms for the use of cash collateral and
adequate protection payments.

A full-text copy of the Final Order, entered on December 12, 2016,
is available at http://tinyurl.com/z6kobbd

                       About Jesus Mission Church of Atlanta

Jesus Mission Church of Atlanta, Inc. filed a chapter 11 petition
(Bankr. N.D. Ga. Case No. 16-67623) on Oct. 3, 2016.  The petition
was signed by Heung Lee, secretary.  The Debtor is represented by
Edward F. Danowitz, Jr., Esq., at Danowitz & Associates, P.C.  The
Debtor estimated assets and liabilities at $1 million to $10
million.

The Debtor's business is Christian ministry, religious services,
education, counseling, and related activities.


JESUS MISSION: Court Allows Cash Collateral Use on Final Basis
--------------------------------------------------------------
Judge Ray C. Mullins of the U.S. Bankruptcy Court for the Northern
District of Georgia authorized Jesus Mission Church of Atlanta,
Inc., to use cash collateral on a final basis.

Judge Mullins held that the Amended Consent Order Authorizing Use
of Cash Collateral is the Final Order in the case governing the use
of cash collateral and adequate payments thereon until the entry of
an order confirming a Plan of Reorganization, or a subsequent Order
of the Court modifying the terms for the use of cash collateral and
adequate protection payments.

As previously reported by the Troubled Court Reporter, the Debtor
is indebted to Cumberland Presbyterian Church Investment Loan
Program, Inc., in the outstanding principal amount of $1,183,427,
with interest at 4.75%.  The Debtor executed a Deed to Secure Debt,
Assignment of Rents and Security Agreement in which the Debtor
pledged to Cumberland Presbyterian contract rights, personal
property, rents and claims.

The Debtor told the Court that it has been unable to locate a UCC-1
Financing Statement in the public records.  It further told the
Court that if Cumberland Presbyterian has a valid and perfected
interest in the Debtor's rental income, the security interest is an
interest in cash collateral.

The Debtor required the immediate use of cash collateral on an
interim basis for the payment of ordinary expenses incurred on a
daily basis that are essential to the ongoing operation of the
Debtor's business.  The Debtor contended that without the use of
cash collateral, it would be unable to operate the business and
will be unable to effectively reorganize.

The Debtor's proposed six-month Budget provided for total expenses
in the amount of $53,481.

The Debtor proposed to make adequate protection payments to
Cumberland Presbyterian at the contractual rate of interest on the
principal outstanding balance owing to Respondent, in the amount of
$56,213 per year, or $4,684 per month.

A full-text copy of the Final Order, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/JesusMission2016_1667623crm_33.pdf

             About Jesus Mission Church of Atlanta

Jesus Mission Church of Atlanta, Inc., filed a chapter 11 petition
(Bankr. N.D. Ga. Case No. 16-67623) on Oct. 3, 2016.  The petition
was signed by Heung Lee, secretary.  The Debtor is represented by
Edward F. Danowitz, Jr., Esq., at Danowitz & Associates, P.C.  The
Debtor estimated assets and liabilities at $1 million to $10
million.

The Debtor's business is Christian ministry, religious services,
education, counseling, and related activities.


JOHN E. MAYER: Unsecureds To Recoup 10% Under Plan
--------------------------------------------------
Dr. John E. Mayer filed with the U.S. Bankruptcy Court for the
Northern District of Illinois a disclosure statement dated Nov. 20,
2016, referring to the Debtor's plan of reorganization.

Class 3 General Unsecured Claims Consist of the allowed
non-priority unsecured claims in the total amount of $232,414.94.
This amount includes general unsecured claim of the IRS in the
amount of $132,379.08.  Distribution will be made on these claims
over a 72 month period in aggregate monthly payments of approximate
$322.79, without interest.  All payments will start on the 1st day
of the month following the effective date of the Plan.  This class
has 6 claims totaling $232,414.49, which will be paid pro rata at
10% over 72 months.

All post petition payments and cash collateral payments are current
as of the filing of this Disclosure Statement.

The Debtor has rebuilt his practice and is now counseling and
lecturing and earning sufficient income to fund the Plan.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/ilnb16-16536-89.pdf

The Plan was filed by the Debtor's counsel:

     William E. Jamison, Jr., Esq.
     WILLIAM E. JAMISON & ASSOCIATES
     53 W. Jackson Boulevard
     Suite No. 309
     Chicago, IL 60604
     Tel: (312) 226-8500
     E-mail: wjami39246@aol.com

Dr. John E. Mayer is a practicing clinical psychologist
specializing in the treatment of adolescents, children, and
families violent and acting out patients, substance abusers and
disorders of young adults.  Dr. Mayer lectures around the country
as well as to federal government and law enforcement agencies.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 16-16536) on May 17, 2016.  William E. Jamison, Jr.,
Esq., serves as the Debtor's bankruptcy counsel.


JOY-KAY INC: Disclosures Has Prelim. OK; Plan Hearing on Dec. 22
----------------------------------------------------------------
The Hon. Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey has conditionally approved Joy-Kay, Inc.'s
disclosure statement referring to the Debtor's plan of
reorganization dated Nov. 18, 2016.

A hearing to consider the final approval of the Disclosure
Statement and for confirmation of the Plan will be held on Dec. 22,
2016, at 2:00 p.m.

Objections to the Disclosuer Statement and confirmation of the Plan
must be filed by Dec. 15, 2016, which is also the last day for
filing of written acceptances or rejections of the Plan.

Joy-Kay, Inc. t/a Super Saver Liquors, operated a liquor store/bar
from premises it had leased for approximately 23 years in the Plaza
Shopping Center in Wayne, New Jersey.

Joy-Kay, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 16-11988) on Feb. 3, 2016.


JRJR33 INC: Needs to Restructure Debt to Continue as Going Concern
------------------------------------------------------------------
JRjr33, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $5.87 million on $36.41 million of revenue for the three months
ended June 30, 2016, compared to a net loss of $4.04 million on
$36.03 million of revenue for the same period in 2015.

For the six months ended June 30, 2016, the Company recorded a net
loss of $13.60 million on $72.49 million of revenue, compared to a
net loss of $8.83 million on $55.91 million of revenue for the same
period last year.

The Company's balance sheet at June 30, 2016, showed total assets
of $69.45 million, total liabilities of $73.24 million, and a
stockholders' deficit of $3.80 million.

As of June 30, 2016, the Company had an accumulated deficit of
approximately $56.6 million and recurring losses from operations.
The Company also had negative working capital of approximately
$15.4 million and debt with maturities of approximately $14.7
million as of June 30, 2016.

The Company is in negotiations with current debt holders to
restructure and extend payment terms of the existing short term
debt as well as potentially refinancing the debt.  The Company is
seeking additional funds to finance its immediate and long-term
operations.  The successful outcome of future financing activities
cannot be determined at this time and there is no assurance that if
achieved, the Company will have sufficient funds to execute its
intended business plan or generate positive operating results.
These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern.

A full-text copy of the Company's Form 10-Q is available at:
                
                   http://bit.ly/2gC7UiK

JRjr33, Inc., is a global platform of multiple direct-to-consumer
brands, a place where independent sales representatives in markets
around the world can pursue earning opportunities at their own
pace, using company-provided IT systems, including back office
tools and "business in a box," with e-commerce tools to enhance
their ability to serve customers.




JYR'S EL MAGUEY: Disclosures Okayed, Plan Hearing on Jan. 4
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Missouri will
consider approval of the Chapter 11 plan of JYR's El Maguey Corp.
and El Pato Inc. at a hearing on Jan. 4, at 1:30 p.m.

The hearing will be held at the U.S. Courthouse, Courtroom 6B, 400
E. 9th Street, Kansas City, Missouri.

The court will also consider at the hearing the final approval of
the companies' disclosure statement, which it conditionally
approved on Nov. 29.

The order set a Dec. 29 deadline for creditors to cast their votes
and file their objections.

The Debtors' Plan provides that creditors will be paid the amount
of their claims over a nine-year period upon confirmation of said
Plan.  Class 5 – General Unsecured Claims, including the general
unsecured claim of the Internal Revenue Service, will be paid,
starting in Year 3, quarterly payments of $300 to completely pay
the IRS's general unsecured claim.  Class 5 is impaired.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/mowb16-42918-35.pdf

The Plan was filed by the Debtors' counsel:

     Michael J. Wambolt, Esq.
     Bradley D. McCormack, Esq.
     THE SADER LAW FIRM
     2345 Grand Boulevard, Suite 2150
     Kansas City, Missouri 64108
     Tel: (816) 561-1818
          (816) 595-1801
     Fax: (816) 561-0818
     E-mail: mwambolt@saderlawfirm.com
             bmccormack@saderlawfirm.com

                      About JYR's El Maguey

JYR's El Maguey Corporation and El Pato, Inc. filed Chapter 11
petitions (Bankr. W.D. Mo. Lead Case No. No. 16-42918) on October
21, 2016.  

The cases are assigned to Judge Arthur B. Federman.  The Debtors
are represented by Bradley D. McCormack, Esq., at The Sader Law
Firm, LLC.  

At the time of the filing, JYR's estimated assets and liabilities
of less than $1 million.


KING & WOOD MALLESONS: In Merger Talks with Handful of Firms
------------------------------------------------------------
Tabby Kinder, writing for TheLawyer.com, reported that King & Wood
Mallesons has confirmed it has received a number of "indicative
purchase offers" and is now "entering into detailed discussions
with a small number of parties".

Thomas Connelly, writing for LegalCheek.com, reported that the firm
entered into merger talks after its bank lender, Barclays, had
taken out additional security against the firm's assets,

According to the LegalCheek.com report, KWM released a statement
saying: [P]leased to confirm that it has received a number of
indicative purchase offers.  The management team and its financial
advisers have reviewed these and are now entering into detailed
discussions with a small number of parties."

The firm said it will not be commenting further given the
confidential nature of the discussions.  A further announcement
will be made once discussions have been completed.

According to LegalCheek.com, KWM is in discussions for a potential
merger with Dentons.  The report said Dentons is reportedly
interested in acquiring KWM's entire European arm.

LegalCheek.com also said other rumored suits are DLA Piper,
Greenberg Traurig and Winston & Strawn.

The LegalCheek.com report recounted that KWM in November revealed
that a planned GBP14 million partner-funded lifeline to cover its
debts had not been given the go-ahead. Initially put on hold due to
several high profile partner resignations, KWM eventually confirmed
that the "planned recapitalisation program" had failed.  According
to a statement released at the time, KWM will now be considering "a
range of strategic options," including the possibility of a
merger.

The law firm of King & Wood Mallesons -- http://www.kwm.com/-- has
2,700 lawyers across more than 30 international offices.  It claims
to be the only firm in the world able to practice PRC, Hong Kong,
Australian, English, US and a significant range of European and
Middle Eastern laws.


KING & WOOD MALLESONS: Told Lawyers 2017 Salaries Not Guaranteed
----------------------------------------------------------------
Tabby Kinder, writing for TheLawyer.com, reported that King & Wood
Mallesons has told lawyers and staff they will be paid in January
2017 but salaries cannot be guaranteed beyond then.

Thomas Connelly, writing for LegalCheek.com, reported that this
information appears to be based on the proviso that a potential
merger deal will not go ahead.

KWM declined to comment, LegalCheek.com said.

The law firm of King & Wood Mallesons -- http://www.kwm.com/-- has
2,700 lawyers across more than 30 international offices.  It claims
to be the only firm in the world able to practice PRC, Hong Kong,
Australian, English, US and a significant range of European and
Middle Eastern laws.


LA PERRONA: Latest Plan to Pay Unsecured Creditors in 2020
----------------------------------------------------------
Unsecured creditors of La Perrona Botas Y Ropa I LLC will receive
payments for their claims starting in October 2020, according to
the company's latest plan to exit Chapter 11 protection.

Under the restructuring plan, California Bank & Trust and five
other unsecured creditors, which assert a total of $1.25 million in
claims, will receive their pro-rata distribution of the
"liquidation equity" in these amounts:

     Creditors                  Allowed Amount
     ---------                  --------------
     Internal Revenue Service      $6,547.99
     Arizona Dept. of Revenue      $6,706.15
     Ghacham, Inc.               $148,463.00
     Century Link                  $1,054.24
     Univision Radio/KHOT          $9,539.09
     California Bank & Trust     $181,868.09

These La Perrona claimants are the only unsecured creditors that
have filed claims as of Nov. 24.  The deadline for filing claims
expired on July 29.

Meanwhile, unsecured creditors of Ana Maria De Anda, a member of La
Perrona whose Chapter 11 case is jointly administered with that of
the company, will receive payments starting in September 2020.

These creditors, which assert a total of $1.21 million in unsecured
claims, will receive their pro-rata distribution of the liquidation
equity in these amounts:

     Creditors                   Allowed Amount
     ---------                   --------------
     Internal Revenue Service        $27,271.43
     Toyota Motor Credit             $19,125.33
     City of Phoenix Water Services     $519.45
     Sprint                             $546.70
     Tucson Mall                     $28,787.77
     KLNZ-FM/Entravision             $49,442.96
     California Bank & Trust/SBA    $181,868.09

Payments to Ms. De Anda's creditors will be funded by her
post-petition earnings and excess cash flow.  Meanwhile, payments
to La Perrona's creditors will be funded by its operations and
excess cash flow, according to the latest disclosure statement
filed on Nov. 24 with the U.S. Bankruptcy Court in Arizona.

A copy of the amended disclosure statement is available for free at
https://is.gd/bmw83t

                         About La Perrona

La Perrona Botas Y Ropa I, LLC, sought protection under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Arizona (Phoenix) (Bankr. D. Ariz., Case No. 16-00434)
on Jan. 19, 2016.  The petition was signed by Ana De Anda, member.

Ana Maria De Anda filed a Chapter 11 petition (Bankr. D. Ariz. Case
No. 16-00435) on Jan. 19, 2016.  The cases are jointly administered
under LPI's Chapter 11 case.

De Anda is self-employed as a consultant and has 100% ownership
interest in LPI, which operates as a retail clothing store.

The Debtor is represented by Patrick F. Keery, Esq., at Hague Keery
& McCue, PLLC.  The case is assigned to Judge Madeleine C.
Wanslee.

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


LAKEWOOD AT GEORGIA: Case Summary & 13 Unsecured Creditors
----------------------------------------------------------
Debtor: Lakewood At Georgia Avenue LLC
        c/o George E. Christopher, Suite 600
        11 N. Washington St
        Rockville, MD 20850

Case No.: 16-26171

Chapter 11 Petition Date: December 10, 2016

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

Judge: Hon. Thomas J. Catliota

Debtor's Counsel: Marla L. Howell, Esq.
                  DECARO & HOWELL P.C.
                  14406 Old Mill Rr., No 201
                  Upper Marlboro, MD 20772
                  Tel: (301) 464-1400
                  E-mail: mhowell@decarohowell.com

                    - and -

                  Thomas F. DeCaro, Jr., Esq.
                  DECARO & HOWELL P.C.
                  14406 Old Mill Road, Suite 201
                  Upper Marlboro, MD 20772
                  E-mail: tfd@erols.com

Total Assets: $6.04 million

Total Liabilities: $4.35 million

The petition was signed by George E. Christopher, president of
managing member Lakewood Investment Corp.

A copy of the Debtor's list of 13 unsecured creditors is available
for free at http://bankrupt.com/misc/mdb16-26171.pdf


LAWRENCE SCHIFF: Unsecureds To Recoup 35%-45% Under Amended Plan
----------------------------------------------------------------
William G. Schwab, Chapter 11 Trustee for Lawrence Schiff Silk
Mills, Inc., filed with the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania an amended disclosure statement with
respect to the Debtor's plan of liquidation.

Under the Amended Plan, as of the Effective Date, the Allowed Class
5 Claims are estimated to total $1,004,760.  The distribution to
holders of allowed general unsecured claims is estimated to be
between 35% and 45%.

The funds to effect the payments under the Plan will be from the
Distribution Account and any other funds that may be received by
the Plan Administrator for the benefit of the Estate after the
Effective Date.

Class 1, Secured Claim of Accord, is unimpaired. The compromised
amount of Accord's Class 1 Secured Claim has been paid in full and
Accord will receive no Distribution under the Plan.

Class 2, Secured Claim of RJLS, is impaired. This Secured Claim has
been paid in full and RJLS will receive no Distribution under the
Plan. Any of RJLS's Liens filed against the Debtor, to the extent
not previously extinguished, shall be extinguished on the Effective
Date.

Class 5, General Unsecured Claims, is impaired. As soon as
reasonably practicable after full payment of all allowed amounts
of, or after reserving the full disputed amount of any disputed
amount of, administrative claims, fee claims, priority tax claims
and claims classified in Classes 1, 2, 3, and 4, the plan
administrator, in accordance with the Plan, will make one or more
distributions from the distribution account to holders of allowed
Class 5 General Unsecured Claims on a pro rata basis, as and when
funds are available for the purpose. No interest will be paid on
account of allowed Class 5 Claims. No portion of any Class 5 Claim
will be allowed to the extent that it is for post-petition interest
or other similar post-petition charges.

The Amended Disclosure Statement is available at:

       http://bankrupt.com/misc/paeb16-12396-251.pdf

             About Lawrence Schiff Silk Mills

Founded in 1918 and headquartered in Quakertown, Pennsylvania,
Lawrence Schiff Silk Mills, Inc.'s primary business was the
manufacturing of ribbons, bows, ties, straps, webbing and over 500
additional woven, fabricated materials for more than 1,000
customers worldwide.  LSSM served the global industrial,
apparel,
military, medical, packaging and hospitality markets.

On April 5, 2016, Pyramid Realty Group, LP, Aero Energy and Grant
Industries, Inc., filed an involuntary petition under Chapter 11
of
Title 11 of the United States Code pursuant to Sec. 303 of the
Bankruptcy Code against Lawrence Schiff Silk Mills (Bankr. E.D.
Pa.
Case No. 16-12396).  Pyramid is owned by Richard J. Schiff, who
holds a minority equity stake in Debtor, owns RJLS Enterprises,
Inc., and owns or owned the Debtor's predecessor entities.


LEVEL 1: Disclosures Conditionally OK'd; Plan Hearing on Jan. 12
----------------------------------------------------------------
The Hon. Cynthia C. Jackson of the U.S. Bankruptcy Court for the
Middle District of Florida has conditionally approved Level 1,
Inc.'s disclosure statement referring to the Debtor's plan of
reorganization.

An evidentiary hearing to consider the approval of the combined
Disclosure Statement and the confirmation of the Plan will be held
on Jan. 12, 2017, at 2:00 p.m.

Any party desiring to object to the Disclosure Statement or to
confirmation will file its objection no later than seven days
before the date of the Confirmation Hearing.

The Debtor will file a ballot tabulation no later than four days
before the date of the Confirmation Hearing.

All creditors and parties in interest that assert a claim against
the Debtor which arose after the filing of this case, including all
attorneys, accountants, auctioneers, appraisers, and other
professionals for compensation from the estate of the Debtor must
timely file applications for the allowance of the claims with the
Court allowing at least 21 days notice time prior to the date
of the Confirmation Hearing.

An election pursuant to 11 U.S.C. Section 1111(b) must be filed no
later than 7 days before the date of the Confirmation Hearing.

                      About Level 1, Inc.

Level 1, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D.
Fla. Case No. 16-07454) on Nov. 15, 2016, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by David R. McFarlin, Esq., at Fisher Rushmer, P.A.


LEVI STRAUSS: S&P Raises CCR to 'BB+' on Improved Credit Metrics
----------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on San Francisco, Calif.-based apparel company Levi Strauss & Co.
to 'BB+' from 'BB'.  The outlook is stable.

At the same time, S&P raised issue-level rating on the company's
senior unsecured debt to 'BB+' from 'BB'.  The recovery rating is
unchanged at '3', which indicates S&P's expectation for lenders to
receive meaningful (upper half of the 50%-70% range) recovery in
the event of payment default.

S&P estimates the company's adjusted debt was approximately
$1.7 billion as of Aug. 28, 2016, which includes S&P's adjustments
for operating leases and postretirement benefit obligations.

The upgrade reflects S&P's view that Levi Strauss will be able and
willing to sustain debt leverage at or below 2.5x over S&P's
forecast horizon and continue to improve its operating margin on
the back of cost initiatives.

In S&P's base case scenario, it expects debt-to-EBITDA at about
2.2x in 2016 (2.4x in 2015) and forecast its credit metrics to
remain stable at just above 2x in 2017.  This is largely a result
of solid EBITDA growth, which supports healthy cash flow generation
that we expect the company will apply toward reducing debt and
investing in the business.

S&P expects strong overseas top-line growth, in particular in the
higher-margin European denim market, following the women's line
launch last year.  This should help offset modestly declining
domestic revenue from continuing softness in Levi's and Dockers in
its wholesale channel and the ongoing foreign exchange headwinds
resulting from a strong dollar.  S&P expects that continuing
expansion via new stores, franchisees, and e-commerce initiatives
will support revenue diversity and growth.

S&P's expectation of EBITDA growth is the result of a modestly
growing top line as well as recent initiatives to streamline its
global supply chain, rationalize its SKU count, and move its design
center to the U.S. (from Turkey).  S&P believes these initiatives
strengthened the company's design and fashion capabilities while
improving sell-through and speed to market.  S&P forecasts only
minimally increasing dividend payments to family shareholders, in
line with historical trends and a continued prioritization of debt
reduction and investments in its business.

The business risk profile reflects the company's leading global
market position in denim bottoms, strong brand equity from its
well-known Levi's brand, steady demand for denim products as a
staple component of consumers' wardrobe, good channel diversity,
and the company's ongoing efforts to improve operating efficiency.
Our assessment also factors in the company's participation in the
highly competitive denim and casual pants apparel segment, inherent
industry fashion risk, and narrow business focus.

The company's supply chain is global and includes third-party
manufacturers with no concentrations by country.  The primary input
cost is cotton, and S&P do not foresee any large price swings in
cotton during the forecast period.  However, an unexpected spike in
cotton prices could harm profitability, as Levi Strauss and its
sector peers are unlikely to be able to pass on the entire cost to
the end consumer.

S&P's assessment of Levi Strauss reflects S&P's base forecast that
debt-to-EBITDA and funds from operations (FFO)-to-debt will improve
slightly in 2017, to near 2x and about 33%, respectively, from
about 2.2x and 31% in 2016.  S&P's base case assumes no material
acquisitions and that the company will maintain its focus on
further strengthening its balance sheet over meaningful shareholder
distributions.  S&P's expectation is based on these key outcomes of
its forecast:

   -- U.S. real annual GDP growth of 1.6% in 2016 and 2.4% in 2017

      and U.S. unemployment of 4.9% in 2016 and 4.6% in 2017.
      Asia-Pacific growth of 5.4% and 5.5% in 2016 and 2017,
      respectively, and eurozone growth of 1.6% and 1.4% for the
      same periods.

   -- Revenue growth of about 1% in 2016 and 2017, reflecting
      constant currency growth of slightly above 3% offset by
      foreign exchange headwinds.

   -- Adjusted EBITDA margin just below 16% in 2016 and increasing

      to above 16% in 2017, reflecting improving supply chain
      efficiency and solid control of operating costs.

   -- FFO of about $485 million in 2016 and about $510 million in
      2017.

   -- Capital spending of about $120 million per year, mainly on
      maintaining stores, new stores, and franchisee acquisition.

   -- Dividends of $60 million in 2016 and $70 million in 2017.

The stable outlook reflects S&P's view that Levi Strauss will
maintain debt-to-EBITDA leverage at or below 2.5x over S&P's
forecast horizon.  S&P believes the company is well-positioned for
maintaining credit metrics near current levels, mainly as a result
of declining debt levels, good cash flow, and gradually improving
profitability.  S&P believes, however, Levi Strauss' financial risk
profile is influenced by how much free cash flow the company
chooses to allocate among acquisitions, debt reduction, and
unexpected shareholder distributions.

Downside Scenario
S&P could lower its corporate credit rating on Levi Strauss if S&P
projects credit metrics to weaken, including debt-to-EBITDA
leverage sustained in the high-2x area.  This could occur from an
unexpected rise in cotton prices that the company is unable to pass
on to customers due to intense competition, material unfavorable
foreign exchange movements eroding its competitive cost position
vis-a-vis international peers, fashion misses, or a material
debt-financed acquisition or shareholder distribution.  S&P
estimates this could occur if EBITDA declines by approximately 10%
or debt increases by $200 million (assuming current debt and
EBITDA.)

Upside Scenario
S&P could raise its rating if Levi Strauss continues to strengthen
profitability, broadens its scope and brand diversity, and
maintains solid revenue growth, which could lead S&P to revise its
business risk profile upwards.  In addition, S&P could upgrade the
company if it keeps shareholder rewards near current levels and
directs the majority of its future cash flow to debt reductions,
resulting in financial leverage sustained below 2x.  S&P estimates
this could occur if the company pays down approximately
$150 million-$200 million of debt (assuming current debt and
EBITDA.)

RATINGS SCORE SNAPSHOT

Corporate Credit Rating: BB+/Stable/--

Business risk: Fair
   -- Industry risk: Low
   -- Country risk: Very low
   -- Competitive position: Fair

Financial risk:
   -- Cash flow/leverage: Intermediate

Anchor: bb+

Modifiers
   -- Diversification/portfolio effect: Neutral (no impact)
   -- Capital structure: Neutral (no impact)
   -- Liquidity: Strong (no impact)
   -- Financial policy: Neutral (no impact)
   -- Management and governance: Fair (no impact)
   -- Comparable rating analysis: Neutral (no impact)



LEVITT HOMES: Disclosure Statement Hearing Set for Feb. 2
---------------------------------------------------------
Judge Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court for
the District of Puerto Rico will hold a hearing on Feb. 2, 2017 at
10:00 A.M. to consider approval of the disclosure statement filed
by Levitt Homes Corp.

Objections to the form and content of the disclosure statement
should be in writing and filed not less than 14 days prior to the
hearing.

Headquartered in San Juan, Puerto Rico, Levitt Homes Corp. filed
for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case
No.15-03368) on May 4, 2015, listing $4.5 million in total assets
and $4.6 million in total liabilities. The petition was signed by
Jose Manuel Rodriquez, CPA, vice-president.


LIMITLESS MOBILE: Allowed To Use Up To $400K of Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Limitless Mobile, LLC to use cash collateral.

The Debtor was authorized to use up to $400,000 for working capital
purposes, and payment of certain obligations as set in the Budget.

The Court approved a 14-week budget for the period from December 9,
2016 through March 10, 2017, which provides for total operating
disbursements of $2,563,451 and chapter 11 disbursements of
$370,000.

The Court acknowledged that the Debtor has an immediate need to use
cash collateral on an interim basis in order to fund its payroll
obligations and pay other operating expenses in accordance with the
Budget.  The Court further acknowledged that absent the ability to
use cash collateral, the Debtor will not be able to maintain its
business operations and continue its restructuring efforts.

The Debtor is indebted to Tower Bridge LLM Partners, LLC, pursuant
to a certain Credit and Security Agreement, whereby Tower Bridge
made a $9 million credit facility for the benefit of the Debtor.

The Debtor is also indebted to the United States of America acting
through the administrator of the Rural Utilities Services, which
provided the Debtor with a loan in the original principal amount of
$11,096,780.

Tower Bridge and the Rural Utilities Services asserted that the
Loans are secured by first priority liens on and security interests
in and to all fixtures and real and personal property, tangible and
intangible, of every kind, nature and description, acquired by the
Debtor with the proceeds of the RUS Loan, as well as accounts and
revenues derived from any source and proceeds, products and
accessions thereof and thereto.  The Debtor believed that, as of
the Petition Date, the aggregate outstanding principal balance of
the loans -- approximately $18.2 million -- exceeds the value of
the collateral.

Tower Bridge and the Rural Utilities Services were granted with
Replacement Liens on the Debtor's personal property, which will be
equal to the aggregate diminution in value of the collateral, if
any, after the the Petition Date.  The Replacement Liens will be of
the same validity and priority as the liens of Tower Bridge and the
Rural Utilities Services on the collateral, which will be subject
and subordinate to fees payable to the U.S. Trustee and the Clerk
of the Bankruptcy Court.

The final hearing to consider the entry of a final order
authorizing and approving use of cash collateral is scheduled for
January 4, 2017 at 11:00 a.m.

A full-text copy of the Order, dated December 7, 2016, is available
at https://is.gd/mQAll0

                      About Limitless Mobile, LLC

Limitless Mobile, LLC filed a Chapter 11 petition (Bankr. D. Del.
Case No. 16-12685), on December 2, 2016.  The Petition was signed
by Amir Rajwany, chief operating officer.  At the time of filing,
the Debtor estimated assets at $10 million to $50 million and
liabilities at $50 million to $100 million.

The Debtor is represented by Jesse N. Silverman, Esq. and Martin J.
Weis, Esq., at Dilworth Paxson, LLP.  The Debtor's Claims &
Noticing Agent is Rust Consulting/Omni Bankruptcy.


LODGE PARTNERS: Receiver Can Keep Control of Hotel, Court Says
--------------------------------------------------------------
The American Bankruptcy Institute, citing David Wichner of The
Arizona Daily Star, reported that a bankruptcy judge held that the
historic Lodge on the Desert will remain under control of a
receiver appointed by a state court, at least until continuation of
the hotel's Chapter 11 bankruptcy case is decided in January.

According to the report, the hotel's major secured creditor,
Palatine Tucson LLC, has asked the bankruptcy judge to dismiss
Lodge's most recent bankruptcy case, contending it was filed in bad
faith to avoid foreclosure and that the debtor's second attempt at
bankruptcy reorganization will likely fail.  The report recalled
that Palatine filed a foreclosure action and prompted a state court
to appoint a receiver for the hotel in early November.  A
foreclosure sale of the hotel at 306 N. Alvernon Way was scheduled
for Jan. 5, the report noted.

Lodge Partners had asked the judge to force the hotel's receiver to
relinquish control, citing bankruptcy case law commonly requiring
such "turnover" except in narrow circumstances generally involving
mismanagement or fraud, the report related.

But U.S. Bankruptcy Judge Brenda Moody Whinery agreed to allow the
receiver, San Diego-based Trigild Inc., to maintain control on an
interim basis until she decides the motion to dismiss the case, the
report further related.  A hearing on that motion is set for Jan.
12, the report added.

Judge Whinery reasoned that keeping the receiver in place would
cause the least disruption to the 80-year-old, 103-room boutique
hotel's operation during the critical holiday season, the report
said.

She noted that hotel operations already were disrupted in November,
when Trigild took control and fired and rehired most employees of
Lodge Partner's management company, Coastal Hotel Group, the report
added.

Judge Whinery also ordered Trigild to follow the orders of the
court and submit regular financial reports on the hotel, the report
said.

                    About Lodge Partners

Lodge Partners, LLC, d/b/a Lodge on The Desert, filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 16-13418) on Nov. 23, 2016.  The
petition was signed by John E. Rutherford, II, manager.  The case
is assigned to Judge Brenda Moody Whinery.  The Debtor is
represented by Michael W. McGrath, Esq. and Isaac D. Rothschild,
Esq. of Mesch Clark & Rothschild, PC.  At the time of filing, the
Debtor had estimated $10 million to $50 million in both assets and
liabilities.

The Debtor previously filed for Chapter 11 bankruptcy (Bankr. D.
Ariz. Case No. 13-07952) on May 12, 2013.  The Court entered an
order confirming the Debtor's 2013 Reorganization Plan on June 11,
2014, over the objection of secured lender, Wells Fargo.  The Court
entered an order granting final decree and closing the case on Nov.
29, 2015.


M SPACE: Court Extends Plan Filing Deadline Through February 28
---------------------------------------------------------------
Judge Joel T. Marker of the U.S. Bankruptcy Court for the District
of Utah extended the exclusive periods within which M Space
Holdings, LLC has the exclusive right to (a) file a Chapter 11
plan, through and including February 28, 2017, and (b) solicit
acceptances of such plan, through and including March 15, 2017.

The Troubled Company Reporter said the Debtor sought a Jan. 14,
2017 plan exclusivity extension, citing ongoing negotiations with
PNC Bank, National Association, as agent for itself and HSBC Bank
USA, National Association, regarding their support of a potential
plan of reorganization.  The Debtor believed that, if PNC Bank will
agree, it can use certain sales proceeds to generate a sufficient
cash flow to reorganize its business.

The Debtor also contended that it has sought bankruptcy relief with
the intention of liquidating its assets through the assistance of
Gordon Brothers Commercial & Industrial, LLC, but the sales and
marketing have not met the initial projections. However, while
marketing its assets in good faith, the Debtor continues to operate
its business and pay its bills on time.

In addition, the Debtor continues to be actively engaged in
resolving disputes with creditors; the Debtor is very close to
settling its disputes regarding the Bison Run project. If
finalized, the settlement would resolve substantial claims against
the estate.

                               About M Space Holdings

M Space Holdings, LLC, is a provider of turnkey complex modular
space solutions.  M Space sought protection under Chapter 11
(Bankr. D. Utah Case No. 16-24384) on May 19, 2016.  The petition
was signed by Jeffrey Deutschendorf, CEO and president.  The case
is assigned to Judge Joel T. Marker.  At the time of filing, the
Debtor estimated both assets and liabilities of $50 million to $100
million.

The Debtor is represented by Mona L. Burton, Esq., Sherilyn A.
Olsen, Esq., and Ellen E. Ostrow, Esq., at Holland & Hart LLP.  The
Debtor's asset Liquidator is Gordon Brothers Commercial &
Industrial, LLC.

No request has been made for the appointment of a trustee or
examiner, and an official unsecured creditors' committee was
appointed on June 1, 2016.


MANAGEMENT FITNESS: Seeks to Hire Hofmeister as Legal Counsel
-------------------------------------------------------------
Management Fitness Associates, LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to hire the Law Firm of Brian W. Hofmeister,
LLC to provide legal services necessary to achieve a successful
reorganization or sale of its assets.

Brian Hofmeister, Esq., will be paid an hourly rate of $425 while
the paralegal assisting him will be paid $195 per hour.

The firm does not hold or represent any interest adverse to the
Debtor's bankruptcy estate, and is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code, according to
court filings.

The firm can be reached through:

     Brian W. Hofmeister, Esq.
     Law Firm of Brian W. Hofmeister, LLC
     3131 Princeton Pike
     Building 5, Suite 110
     Lawrenceville, NJ 08648
     Tel: (609) 890-1500
     Fax: (609) -890-6961
     Email: bwh@hofmeisterfirm.com

              About Management Fitness Associates

Management Fitness Associates, LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 16-33395) on
December 8, 2016.  

At the time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of less than $1 million.


MARILYN DEREGGI: Wilmington Trust To Get $2,157 Per Month at 5.5%
-----------------------------------------------------------------
Marilyn J. DeReggi filed with the U.S. Bankruptcy Court for the
District of Maryland a disclosure statement referring to the
Debtor's first amended plan of reorganization.

Class 3 consists of the Secured Claim of Wilmington Trust and are
impaired under the Plan.  

Wilmington Trust, in full and complete settlement, satisfaction and
discharge of its allowed secured claim, and incorporating the
Court's order bifurcating the claim of Wilmington Trust, will have
an allowed secured claim of the amount of $380,000 secured by a
lien against the properties located at 15445 Barnesville Road,
Boyds, Maryland 20841, valued at $380,000.  The Debtor will provide
monthly mortgage payments of $2,157.60, at 5.5% interest amortized
over 30 years, with a balloon payment of $312,330.03 due on the
tenth anniversary of the Effective Date.  The Debtor will also pay
monthly escrow payments of one twelfth of the real estate taxes due
on the 15445 Property to Wilmington Trust.  The Debtor will issue a
customary promissory note to Bank of Wilmington Trust to this
effect.  The Debtor will maintain homeowners insurance listing
Wilmington Trust as an insured party on the 15445 Property
sufficient to satisfy the Allowed Secured Claim of Wilmington Trust
in this case.

All property of the estate will revest in the Debtor on the
Effective Date, free and clear of all other liens, claims,
interests and encumbrances, except for the liens specifically
granted by the Plan.
  
The Disclosure Statement is available at:

          http://bankrupt.com/misc/mdb15-26939-150.pdf

As reported by the Troubled Company Reporter on Oct. 10, 2016, the
Debtor filed with the Court a disclosure statement with respect to
the Debtor's plan of reorganization.  That plan stated that the
total amount to be paid to Class 7 creditors is at least $36,000.
This sum provided a projected recovery of at least 8.8% of the
allowed claims of Class 7 creditors, plus the proceeds of
litigation and the sale of the Buffalo County Land.  

                         About M. DeReggi

Marilyn J. DeReggi is a 75 year-old woman living in Boyds,
Maryland.  She resided at a property known as the Boyd-Maughlin
House, located at 15215 Clarksburg Road, Boyds, Maryland 20841.

Ms. DeReggi filed for Chapter 13 bankruptcy protection (Bankr. D.
Md. Case No. 15-26939) on Dec. 8, 2015.  Nancy Spencer-Grigsby was
appointed as Chapter 13 Trustee.

Subsequent to the Petition Date, the Debtor determined that her
debts were in excess of the limits for Chapter 13 debtors.  On
March 14, 2016, the Debtor filed a motion to convert her case to
Chapter 11.  On April 4, 2016, the Court entered an order granting
the motion to convert.


MARK CAREY COMEAUX: Tammariellos Object to Disclosure Statement
---------------------------------------------------------------
Mark Ralph Tammariello and Leslie Tammariello, individually and on
behalf of their minor son, Mark Rafaele Tammariello, filed with the
U.S. Bankruptcy Court for the Western District of Louisiana
objections to the Second Amended Plan and Disclosure Statement
filed by Mark Carey Comeaux and Lisa Dugas Comeaux on Oct. 6, 2015.


The Tammariellos submit that the Second Amended Plan and Disclosure
Statement wrongfully disputes their claims for personal injury and
wrongfully seeks to have them permanently enjoined from pursuing
those claims on the sole basis that no proof of claim was filed
into the record of these proceedings.  They also object for the
reasons set forth in their Motion to Allow Late Claim filed on Dec.
1, 2016.

The Creditors, on behalf of their minor son, urge the Court to deny
confirmation of the Debtors' Second Amended Plan and Disclosure
Statement.

                 About Mark and Lisa Comeaux

Mark Carey Comeaux and Lisa Dugas Comeaux sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No.
15-20865) on Oct. 6, 2015.



MARK KLAMRZYNSKI: Ford Motor Credit To Get $1,303 Monthly For 5 Yrs
-------------------------------------------------------------------
Mark Jeffrey Klamrzynski filed with the U.S. Bankruptcy Court for
the District of Arizona an amended disclosure statement dated Nov.
23, 2016, referring to the Debtor's plan of reorganization dated
Sept. 28, 2016.

The Class 2A claim of Ford Motor Credit totaling $68,650.49 is
impaired under the Plan.  Ford Motor Credit will be paid $1,303 per
month for five years.

The Plan will be funded from the Debtor's post-confirmation income
from employment and retirement income.  Through hard work in his
profession and by restructuring the debt, the Debtor believes he
can fulfill the obligations under the Plan.

The Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/azb16-02390-66.pdf

As reported by the Troubled Company Reporter on Oct. 6, 2016, the
Debtor filed with the Court a disclosure statement dated Sept. 28,
2016, describing the Debtor's plan of reorganization dated Sept.
28, 2016.  Under the Plan, general unsecured creditors are
classified in Class 3, and will receive a pro rata portion of
$50,400, likely to result in a 16.12% recovery of allowed claims.
This class is impaired and is entitled to vote on confirmation of
the Plan.

Mark Jeffrey Klamrzynski filed for Chapter 11 bankruptcy protection
(Bankr. D. Ariz. Case No. 16-02390) on March 10, 2016, and is
represented by Kenneth L. Neeley, Esq., and Chris J. Dutkiewicz,
Esq., at Neeley Law Firm, PLC, in Chandler, Arizona.


MEDICAL CASE MANAGEMENT: Dec. 29 Plan Confirmation Hearing
----------------------------------------------------------
Medical Case Management & Social Services Inc. is now a step closer
to emerging from Chapter 11 protection after a bankruptcy judge
approved the outline of its plan of reorganization.

Judge Mark Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas gave the thumbs-up to the disclosure statement
after finding that it contains "adequate information."

The order set a Dec. 21 deadline for creditors to cast their votes
and file their objections.

A court hearing to consider confirmation of the plan is scheduled
for Dec. 29, at 1:30 p.m.  The hearing will take place at the
Bankruptcy Court, Room 128, 501 W. Tenth Street, Fort Worth,
Texas.

                 About Medical Case Management

Medical Case Management & Social Services, Inc. provides services
to critically ill children and young adults.  The Debtor's services
are provided to its clients at a leased residential home located in
Arlington, Texas.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N. D. Texas Case No. 15-43260) on August 12, 2015, and
is represented by Marilyn D. Garner, Esq., in Arlington, Texas.
The petition was signed by Donald Ramsey, president.  

The case is assigned to Judge Mark X. Mullin.

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.


MGQ INVESTMENTS: Case Summary & 3 Unsecured Creditors
-----------------------------------------------------
Debtor: MGQ Investments & Development, Inc.
        408 Lyons Avenue
        Newark, NJ 07112

Case No.: 16-33513

Chapter 11 Petition Date: December 9, 2016

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

Judge: Hon. Stacey L. Meisel

Debtor's Counsel: Harrison Ross Byck, Esq.
                  KASURI BYCK, LLC
                  340 Route 1 North
                  Edison, NJ 08817
                  Tel: 732-253-7630
                  Fax: 732-253-7632
                  E-mail: lawfirm@kasuribyck.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Halim Quddus, vice president.

A copy of the Debtor's list of three unsecured creditors is
available for free at http://bankrupt.com/misc/njb16-33513.pdf


MIAMI TEES: Treatment of Tax Claims Still Under Negotiations
------------------------------------------------------------
Miami Tees, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Florida a first amended disclosure statement
describing its first amended plan of reorganization, dated Dec. 1,
2016, a full copy of which is available at:

        http://bankrupt.com/misc/flsb16-13346-97.pdf

According to the First Amended Plan, treatment of Class 2 claims,
composed of tax claims filed by the Miami-Dade County, the IRS, and
the State of Florida Department of Revenue, remains in
negotiations.  Proposed treatment includes extended monthly payment
plan; including principal and interest.

Allowed Secured Claims are claims secured by property of the
Debtor's bankruptcy estate to the extent allowed as secured claims
under section 506 of the Code. If the value of the collateral or
setoffs securing the creditor's claim is less than the amount of
the creditor's allowed claim, the deficiency will be classified as
a general unsecured claim.

Class 1 Secured Claimants are Bank of America, the Internal Revenue
Service, and Nazdar Digital Printer. All three claimants will
recover 100% under the Plan.

General unsecured claims are not secured by property of the estate
and are not entitled to
priority under section 507(a) of the Code.  The Debtor is proposing
a Carve-out for the General Unsecured Creditors at confirmation.
This Carve-out would be enabled by the IRS permitting the Carve-out
and permitting the sections 363 Buyer to repay the IRS the amount
of the Carve-out over-time with principal and interest at the rate
of 4% per annum.

Class 3 General Unsecured Claimants include,
Safety-Kleen/Cleanharbors, United Parcel Service, and Rennert,
Vogel, Mandler & Rodriguez, P.A. All of which will recover 17.25%
under the Plan.

Payments and distributions under the Plan will be funded by an
insider U.S.C. sections 363
and/or 1123(a)(5)(D) the sections 363 Sale Proceeds and from
surplus cash flow generated by the sections 363 Purchaser’s
operations.

                    About Miami Tees

Miami Tees, Inc., was formed on Aug. 17, 1988, as a Florida
corporation. In its 28 years of operation, the Debtor achieved
significant brand success and revenues in the apparel industry,
primarily as a silk screen printer for casual wear and T-shirts.

The Debtor filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
16-13346) on March 9, 2016. The petition was signed by Michael J.
Chavez, president.

The Debtor is represented by William J. Maguire, Esq., at Maguire
Law Chartered. The case is assigned to Judge Jay A. Cristol.

The Debtor disclosed total assets of $1.86 million and total debt
of $1.42 million.


MOHSEN MEHRTASH: Court Approves Disclosure Statement
----------------------------------------------------
A U.S. bankruptcy judge approved the disclosure statement, which
explains the plan proposed by Mohsen Mehrtash to exit Chapter 11
protection.

The order issued on Nov. 29 by Judge Catherine Bauer of the U.S.
Bankruptcy Court for the Central District of California would allow
the Debtor to begin soliciting votes from creditors for the
restructuring plan.

Under the plan, each Class 6(a) general unsecured creditor with an
allowed claim of $100 or which elects to reduce its claim to $100
will receive a single payment equal to 100% of its allowed claim on
the effective date of the plan.

Cash in the amount of $25,000 will be available on the effective
date, which will be the source of payments under the plan,
according to court filings.

                      About Mohsen Mehrtash

Mohsen Mehrtash filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Cal. Case No. 16-11039) on March 11, 2016.  The case is
assigned to Judge Catherine Bauer.  Anerio V. Altman, Esq., at Lake
Forest Bankruptcy serves as the Debtor's bankruptcy counsel.


MOTHERS FOOD: Unsecureds To Recoup 100% in Five Years
-----------------------------------------------------
Mothers Food, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Illinois an amended disclosure statement,
referring to the Debtor's  plan of reorganization dated Nov. 28,
2016.

General unsecured creditors classified in Class 1 will receive a
distribution of 100% of their allowed claims payable in monthly
installments to be distributed over a five-year period.

Payments and distributions under the Plan will be funded by income
generated from sales and operation of the business.

The Amended Disclosure Statement is available at:

         http://bankrupt.com/misc/ilnb16-08646-76.pdf

As reported by the Troubled Company Reporter on Nov. 21, 2016, the
Debtor filed with the Court an amended disclosure statement dated
Nov. 7, 2016, referring to the Debtor's plan of reorganization
dated Nov. 7, 2016.  Under the Plan, Class 2 Illinois State Lottery
claim is impaired and unsecured.  The Debtor will pay 100% of the
claim.  

                        About Mothers Food

Mothers Food, Inc., is a non-public corporation.  Since 2011, the
Debtor has been in the business of Debtor is an Illinois
Corporation that was incorporated Dec. 13, 2011.  The business is
located 4758 S Wood Street, Chicago, Illinois 60609 and it is owned
by Odieh J. Ayesh who is the sole shareholder.  The Debtor operates
a small grocery store.  The Debtor's family helps with the store
the owner is the only person receiving income from the store at
this time.  

The Debtor filed a Chapter 11 petition (Bankr. N.D. Ill. Case No.
16-08646), on March 14, 2016.  The Petition was signed by its
President, Odieh Ayesh.  The Debtor is represented by Robert J.
Adams, Esq., at Robert J Adams & Associates.

At the time of filing, the Debtor had $50,000 in estimated assets
and $50,000 to $100,000 in estimated liabilities.


NAS HOLDINGS: Court to Take Up Plan Outline at Jan. 11 Hearing
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North Carolina
is set to hold a hearing on Jan. 11, at 2:00 p.m., to consider
approval of the disclosure statement explaining the Chapter 11 plan
of NAS Holdings, Inc.

The hearing will take place at Courtroom 1, First Floor, 226 South
Liberty Street, Winston−Salem, North Carolina.  Objections are
due by Jan. 5.

NAS Holdings filed its Chapter 11 plan and disclosure statement on
Nov. 28.  Under the Plan, the holder of Class D (General Unsecured
Claims) will be paid 100% of the claim within 14 days of
confirmation.  Discover Bank will be paid $526.11.  This class is
impaired.

Funds for implementation of the Plan will be derived from the
Debtors' income.

The Disclosure is available at:

         http://bankrupt.com/misc/ncmb16-50346-158.pdf

                        About NAS Holdings

NAS Holdings, Inc. sought chapter 11 protection (Bankr. M.D.N.C.
Case No. 16-50346) on April 1, 2016.  The petition was signed by
Neeket Vadgama, vice president. The Debtor is represented by
Kenneth Love, Esq., at Love and Dillenbeck Law, PLLC. The case is
assigned to Judge Catharine R. Aron.  The Debtor estimated assets
of $500,000 to $1 million and debt of $1 million to $10 million.  

The Debtor is a holding company, running three franchises of Brixx
Wood Fired Pizza in Greensboro and Winston Salem, North Carolina
and in Marietta, Georgia.

The Bankruptcy Administrator was unable to form a creditors'
committee in the Debtor's chapter 11 cases.


NEIMAN MARCUS: Bank Debt Trades at 9.46% Off
--------------------------------------------
Participations in a syndicated loan under Neiman Marcus Group Inc
is a borrower traded in the secondary market at 90.54
cents-on-the-dollar during the week ended Friday, December 2, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.26 percentage points from the
previous week.  Neiman Marcus Group Inc pays 300 basis points above
LIBOR to borrow under the $2.900 billion facility. The bank loan
matures on Oct. 16, 2020 and carries Moody's B2 rating and Standard
& Poor's B- rating.  The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended December 2.




NEW STREAMWOOD: Can Continue Using Cash Through Jan. 13
-------------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized New Streamwood Lanes, Inc.
to use the cash collateral of Waterfall Olympic Master Fund Grantor
Trust, Series II on an interim basis, from December 7, 2016 through
January 13, 2017.

The Debtor was authorized to use cash collateral for operations of
its business and the administration of its Chapter 11 case.  The
approved Budget reflects anticipated expenditures of $84,900 on a
monthly basis.

Waterfall Olympic holds a valid first priority security in and lien
on the prepetition collateral pursuant to a mortgage and assignment
of rents securing a loan made by Waterfall Olympic in the original
amount of $1,875,000.  As of Petition Date, the Debtor's
prepetition indebtedness to Waterfall Olympic was outstanding in
the amount of $3,025,305.  As security for the prepetition
indebtedness, the Debtor granted Waterfall Olympic security
interests in but not limited to, commercial assets, real estate,
and any and all rents, revenues, income, profits and proceeds
generated from the real estate and commercial assets.

Waterfall Olympic was granted a valid and perfected security
interests in and liens on all assets of the Debtor of any nature.
As additional adequate protection for the Debtor's use of the cash
collateral, the Debtor was directed to make monthly provisional
payments to Waterfall Olympic in the amount of $6,188 per month.
The Debtor previously authorized Waterfall Olympic to apply and
retain $55,000 in funds that were held by Waterfall Olympic as
additional adequate protection.

Judge Barnes directed the Debtor to remain current on all
post-petition property tax obligations for the Property, including
the obligation to escrow funds in equal monthly amounts sufficient
to enable the Debtor to timely pay all post-petition property
taxes, which are currently $10,000 per month.

A hearing on the Debtor's continuing motion for use of cash
collateral, and any objections thereto will be held on January 10,
2017 at 10:30 a.m.

A full-text copy of the Order, dated December 7, 2016, is available
at https://is.gd/yuvmgS

                     About New Streamwood Lanes

New Streamwood Lanes, Inc., filed a chapter 11 petition (Bankr.
N.D. Ill. Case No. 14-20808) on June 2, 2014.  The petition was
signed by Terence Vaughn, president.  The case is assigned to Judge
Benjamin Godgar.  The Debtor is represented by Ryan Kim, Esq., at
Inseed Law PC.  The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.


NEXXLINX CORP: Seeks March 31 Extension to Obtain Plan Votes
------------------------------------------------------------
NexxLinx Corporation, Inc. and its affiliated Debtors request the
U.S. Bankruptcy Court for the Northern District of Georgia for an
extension of the exclusive period within which they may solicit
acceptances of one or more Chapter 11 plan(s) through and including
March 31, 2017.

The Debtors filed their Plan of Reorganization and Disclosure
Statement on October 4, 2016, which was within the initial 120 days
exclusivity period, however, the Committee filed objections to the
Disclosure Statement and indicated that it intended to raise
certain objections to the Plan.

The Debtors tell the Court that they are currently working with the
Committee to resolve objections to the Disclosure Statement and
potential objections to the Plan.  The parties believe that they
will be able to negotiate amendments to the Debtors' Plan which
will resolve potential objections by the Committee and obtain the
Committee's support for the Plan. However, the Debtor further says
it is likely that any consensual resolution will involve structural
changes to the Plan and accompanying Disclosure Statement, which
will require additional time.

The Debtors also tell the Court that simultaneous with the filing
of this Motion, they have filed a joint motion with the Committee,
seeking a continuance of the hearing on the Disclosure Statement to
allow the parties to explore the possibility of a consensual
resolution.

                       About NexxLinx Corporation

NexxLinx Corporation, Inc. provides cloud-based outsourced business
process and marketing services. The company designs custom
solutions for inbound and outbound customer care, telemarketing and
data collection, help desk, e-mail processing, live Web and voice
interaction, and back-end data processing. It also provides
multichannel communication, customer retention, inbound sales
conversion, government contact center, back office support,
technical support, and fulfillment solutions.

NexxLinx Corporation, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-61225) on June 28,
2016.  The petition was signed by D. Alan Quarterman, CEO.  The
Company has estimated assets and liabilities of $10 million to $50
million.

These affiliates also sought Chapter 11 protection on June 28:
CustomerLinx of North Carolina, Inc., Microdyne Outsourcing, Inc.,
NexxLinx Global, Inc., NexxLinx of New York, Inc., and NexxLinx of
Texas, Inc.

The Court on June 30, 2016, entered an order jointly administering
the Chapter 11 cases.

NexxPhase, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 16-62269) on July 14, 2016.

The cases are assigned to Judge Paul Baisier. The Debtors are
represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson,
Esq., at Scroggins & Williamson, P.C. GGG Partners, LLC serves as
the Debtors' financial consultant.

Guy Gebhardt, acting U.S. trustee for Region 21, on July 11, 2016,
appointed five NexxLinx creditors to serve on the official
committee of unsecured creditors.  The Committee has retained Mark
I. Duedall, Esq., at Bryan Cave LLP, as counsel.


NEXXLINX CORPORATION: Panel Hires QueensGate as Advisor
-------------------------------------------------------
The Official Committee of Unsecured Creditors of Nexxlinx
Corporation, Inc., et al., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Georgia to retain
QueensGate Corporate Finance LLC as valuation advisor to the
Committee, nunc pro tunc to November 3, 2016.

The Committee requires QueensGate to:

   (a) prepare a preliminary valuation of the Debtors for use with

       the disclosure statement, and then a full expert report if
       necessary to serve as the Committee's valuation expert;

   (b) assist the Committee with any other financial aspects of
       the Plan and its alternatives, such as feasibility,
       liquidation analyses, and plan alternatives; and

   (c) if necessary, testimony for the Committee, deposition, and
       assist the Committee counsel in evaluating and testing any
       alternative valuation prepared by the Debtors or their
       professionals.

QueensGate agreed to charge the Committee a flat fee of $8,000 to
prepare a preliminary financial and valuation analysis, and a flat
fee of $15,000 to prepare an expert report and full valuation
analysis, if that should become necessary.

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

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

QueensGate can be reached at:

       Timothy Smith
       QUEENSGATE CORPORATE
       FINANCE LLC
       791 Virginia Avenue, NE
       Atlanta, GA 30306
       Tel: (470) 210-8682

                   About NexxLinx Corporation

NexxLinx Corporation, Inc. provides cloud-based outsourced business
process and marketing services. The company designs custom
solutions for inbound and outbound customer care, telemarketing and
data collection, help desk, e-mail processing, live Web and voice
interaction, and back-end data processing. It also provides
multichannel communication, customer retention, inbound sales
conversion, government contact center, back office support,
technical support, and fulfillment solutions.

NexxLinx Corporation, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-61225) on June 28,
2016.  The petition was signed by D. Alan Quarterman, CEO.  The
Company has estimated assets and liabilities of $10 million to $50
million.

These affiliates also sought Chapter 11 protection on June 28:
CustomerLinx of North Carolina, Inc., Microdyne Outsourcing, Inc.,
NexxLinx Global, Inc., NexxLinx of New York, Inc., and NexxLinx of
Texas, Inc.

The Court on June 30, 2016, entered an order jointly administering
the Chapter 11 cases.

NexxPhase, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 16-62269) on July 14, 2016.

The cases are assigned to Judge Paul Baisier. The Debtors are
represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson,
Esq., at Scroggins & Williamson, P.C. GGG Partners, LLC serves as
the Debtors' financial consultant.

Guy Gebhardt, acting U.S. trustee for Region 21, on July 11, 2016,
appointed five NexxLinx creditors to serve on the official
committee of unsecured creditors.


NFKA CORPORATION: Case Summary & 6 Unsecured Creditors
------------------------------------------------------
Debtor: NFKA Corporation
          dba Acappella
        One Hudson Street
        New York, NY 10013
        Tel: (212) 240-0163

Case No.: 16-13474

Chapter 11 Petition Date: December 13, 2016

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

Judge: Hon. Mary Kay Vyskocil

Debtor's Counsel: Lorraine M Medeiros, Esq.
                  LAW OFFICES OF LORRAINE MeEDEIROS
                  56 Ferry Street, Suite 1
                  Newark, NJ 07105
                  Tel: 973-589-1785
                  E-mail: lmmesq@lorrainemedeiroslaw.com

Total Assets: $51,000

Total Liabilities: $4.30 million

The petition was signed by Sergio N. Zherka, president.

A copy of the Debtor's list of six unsecured creditors is available
for free at http://bankrupt.com/misc/nysb16-13474.pdf


NNN 400 CAPITOL: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                        Case No.
     ------                                        --------
     NNN 400 Capitol Center 16, LLC                16-12728
     2711 Centerville Road, Suite 400
     Wilmington, DE 19808

     NNN 400 Capitol Center 10, LLC                16-12730
     2711 Centerville Road, Suite 400
     Wilmington, DE 19808

     NNN 400 Capitol Center 11, LLC                16-12731
     2711 Centerville Road, Suite 400
     Wilmington, DE 19808

     NNN 400 Capitol Center 12, LLC                16-12732
     NNN 400 Capitol Center 13, LLC                16-12733
     NNN 400 Capitol Center 14, LLC                16-12735
     NNN 400 Capitol Center 15, LLC                16-12736
     NNN 400 Capitol Center 17, LLC                16-12737
     NNN 400 Capitol Center 18, LLC                16-12738
     NNN 400 Capitol Center 19, LLC                16-12739
     NNN 400 Capitol Center 2, LLC                 16-12741
     NNN 400 Capitol Center 20, LLC                16-12742
     NNN 400 Capitol Center 21, LLC                16-12743
     NNN 400 Capitol Center 22, LLC                16-12744
     NNN 400 Capitol Center 24, LLC                16-12746
     NNN 400 Capitol Center 26, LLC                16-12747
     NNN 400 Capitol Center 27, LLC                16-12748
     NNN 400 Capitol Center 28, LLC                16-12749
     NNN 400 Capitol Center 3, LLC                 16-12750
     NNN 400 Capitol Center 32, LLC                16-12751
     NNN 400 Capitol Center 4, LLC                 16-12752
     NNN 400 Capitol Center 5, LLC                 16-12753
     NNN 400 Capitol Center 6, LLC                 16-12754
     NNN 400 Capitol Center 9, LLC                 16-12755

Chapter 11 Petition Date: December 9, 2016

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

Judge: Hon. Kevin Gross

Debtors' Counsel: Thomas Joseph Francella, Jr., Esq.
                  WHITEFORD, TAYLOR & PRESTON LLC
                  The Renaissance Centre, Suite 500
                  405 North King Street
                  Wilmington, DE 19801
                  Tel: 302-357-3252
                  Fax: 302-357-3272
                  E-mail: tfrancella@wtplaw.com

Debtors'          
Special
Corporate &
Litigation
Counsel:          RUBIN AND RUBIN, P.A.

                                          Estimated    Estimated
                                           Assets     Liabilities
                                          ---------   -----------
NNN 400 Capitol Center 16                 $10M-$50M    $10M-$50M
NNN 400 Capitol Center 10                 $10M-$50M    $10M-$50M
NNN 400 Capitol Center 11                 $10M-$50M    $10M-$50M

The petitions were signed by Charles D. Laird & Peggy Laird on
behalf of Charles D. Laird and Peggy Laird Revocable Trust dated
4/21/1999, member.

Debtors' List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Moses Tucker Real Estate, Inc.                          $145,000

Colliers International Valuation                        $145,000
& Advisory Services, LLC

Entergy                                                  $60,286

JK Janitorial Services                                   $54,447

First Guardian Group                                     $24,524

Whelan Security Co. Inc.                                 $19,575

OTIS Elevator Company                                    $14,640

Dental & Medical Counsel                                  $7,500

Qauttlebaum Grooms Tull & Burrow                          $3,012

Arkansas Filter Inc.                                        $997

All Electric Supply Inc.                                    $852

AT&T                                                        $771

Arkansas Pro Wash, Inc.                                     $659

R&S Landscaping                                             $565

Staples Advantage                                           $508

Plantation Services Inc.                                    $493

Cintas Corp.                                                $427

Affordable Rooter Service, LLC                              $350

Powers Mechanical Service Co.                               $346

Terminix Processing Center                                  $313


NUSTAR ENERGY: S&P Raises Rating on Subordinated Notes to 'BB-'
---------------------------------------------------------------
S&P Global Ratings said it raised its issue-level rating on NuStar
Logistics L.P.'s subordinated notes to 'BB-' from 'B+'.  The
recovery rating of '6' on this issuance is unchanged.  S&P also
removed the rating from UCO, where we had placed it on Dec. 7,
2016, as a result of S&P's revised recovery rating criteria.

All S&P's other ratings on the company are unchanged.

"The rating outlook on San Antonio, Texas-based NuStar Energy L.P.
is stable and reflects our view that the partnership will have
adjusted debt to EBITDA of about 4.7x through 2016, maintain its
distribution coverage ratio at more than 1x, and have sufficient
liquidity under its revolving credit facility to fund some of its
growth initiatives without accessing capital markets, which could
be challenging now," said S&P Global Ratings credit analyst Michael
Ferguson.

S&P could consider lowering the ratings or revising the outlook if
NuStar cannot maintain a distribution coverage ratio of at least 1x
and leverage of about 5x during the next 18 months.  S&P also could
lower the rating if NuStar exhibits a more aggressive strategy in
managing its portfolio of businesses, such that there is a renewed
focus on segments with a higher degree of business risk and more
volatile cash flows.

S&P does not currently expect a higher rating, but an upgrade is
possible over time if S&P sees management embrace more conservative
financial policies and demonstrate that it can consistently
maintain leverage in the low-4x area.  NuStar's continued
participation in lower risk activities could also contribute to an
improved business risk profile.



OCI BEAUMONT: Moody's Affirms B2 CFR; Outlook Stable
----------------------------------------------------
Moody's Investors Service changed the outlook for OCI Beaumont LLC
to stable from negative as a result of the improved covenant
compliance, changed capital structure, and a proposed buy-out of
its MLP units by OCI NV.  Moody's also anticipates that OCI will
realize some margin improvement in 2017 as better methanol prices
are expected along with a stabilization of ammonia prices.  Moody's
affirmed OCI's Corporate Family Rating at B2.  The ratings on the
$440 million senior secured first lien term loan B due 2019 were
raised to Ba3 from B2 as a result of the addition of a $200 million
subordinated intercompany term loan (unrated) that was used to
repay $200 million of the term loan B.  The reduced size and
priority position of the term loan B in the capital structure
elevated its recovery position.  Moody's also raised the
Speculative Grade Liquidity (SGL) Rating to SGL-3 from SGL-4 due to
the improved covenant terms, the option for PIK interest on the
intercompany loan, and the proposed buy-out of the MLP units which
would remove the MLP structure along with its variable rate
distributions once effected.  OCI's MLP buy-out transaction is
expected to close early in the second quarter of 2017.

Moody's has taken these rating actions:

OCI Beaumont LLC
  Corporate Family Rating Affirmed at B2
  Probability of Default Rating Affirmed B2-PD
  $240 million First Lien Term Loan B due 2019 Upgraded to Ba3
   (LGD2) from B2 (LGD3)
  Speculative Grade Liquidity Rating, Raised to SGL-3 from SGL-4
  Outlook is stable

                         RATINGS RATIONALE

OCI's B2 CFR reflects the elevated leverage of 5.8x Debt/EBITDA and
compressed margins resulting from lower methanol and ammonia
prices.  The severe downturn in prices in 2016 will likely cause
LTM leverage to rise over 6.0x for the next couple of quarters as
the earnings from more profitable quarters in 2015 roll off,
however Moody's expects leverage to be under 6.0x by year end 2017
due to recent methanol price improvement.  The rating is
constrained by OCI's single site location on the Gulf Coast, small
scale as measured by revenue and production assets, and its
customer and supplier concentration. (While methanol prices have
recovered from the bottom seen in the first quarter, they still
remain at relatively low levels with limited upside over the near
term.  Prices for ammonia have stabilized, but could remain
pressured in 2017 as new capacity in the US comes on-stream.)

OCI's variable distribution master limited partnership (MLP)
structure, that typically results in nearly all free cash flow
distributed to unit holders over time, has historically pressured
the rating.  However, the recent offer by the parent, OCI NV, to
purchase all of the public outstanding MLP units would result in
the removal of the MLP structure and improve liquidity by the
elimination of distributions.  OCI NV has offered to exchange the
public units of OCI for OCI NV equity shares at a premium estimated
around 25% based on a 30-day trading average on Dec. 5, 2016.
Moody's expects the deal to be successfully executed, since it is
subject to approval of a majority of OCI Partners unitholders, of
which OCI NV controls 80%.  OCI NV expects the transaction to close
by early second quarter 2017.

OCI's rating is supported by its advantaged North American natural
gas feedstock position, strategic production location on the Texas
Gulf Coast, and stable relationships with large customers.  OCI's
rating is supported by its majority owner, OCI Partners LP, a
subsidiary of its ultimate parent OCI N.V.  The rating incorporates
the parent support demonstrated by supportive actions including
equity contributions of $120 million over 2014 and 2015 to complete
its expansion projects, and the suspension of its distributions in
the first and second quarters of 2015 during the plant shutdown to
complete construction tie-ins.  In 2016, the parent cut or
suspended the MLP distributions; only $5 million distributed in the
first quarter, none in the second quarter, and none in the third
quarter.  Additionally, the parent has implemented an intercompany
loan and revolver that are subordinated to the first lien, reduced
the first lien amount by $200 million, amended the covenants, has a
PIK option on the subordinated debts interest payment, and has now
proposed the removal of the MLP structure. (The company paid out
$33 million in April 2016 for its fourth quarter 2015 and first
quarter 2016 distributions combined.)

The methanol and ammonia industries have experienced significant
price contraction; the price of ammonia has fallen by roughly 50%
year-on-year (yoy) and methanol has increased about 7% yoy after
declining by about 50% from early 2015 to early 2016.  In 2017,
Moody's anticipates that modest margin expansion will support
improved profitability, but that earnings will not return to levels
reached in 2015.  However, if current methanol and ammonia pricing
holds through 2017 and OCI executes its removal of the MLP
structure such that cash generated reduces revolver borrowings,
leverage could track below 5.5x by yearend.

Liquidity
OCI's SGL-3 reflects its adequate liquidity supported by the
$11 million cash on the balance sheet at Sept. 30, 2016, and
expectations for positive free cash flow in 2017 due to product
price improvement.  The company also has a $40 million revolver to
support its liquidity needs.  Additionally, the proposed buy-out of
the public OCI units, which would remove the MLP structure and its
associated variable rate distribution would be positive for OCI's
liquidity position and could result in an SGL upgrade.

OCI's $40 million intercompany revolving credit facility is
provided by OCI USA Inc., and it is subordinated to the senior
secured term loan B. (OCI USA is an indirect wholly-owned
subsidiary of OCI N.V., the ultimate parent.) OCI's intercompany
revolver has $35 million drawn as of Sept. 30, 2016.  The company
also has a $40 million revolving bank credit agreement due March
2017; however, total borrowings from the bank revolving credit
agreement and intercompany revolving facility cannot exceed
$40 million.  As of Sept. 30, 2016, the bank revolver had no
borrowings.

The company also has a $200 million subordinated intercompany term
facility provided by OCI USA.  Both the intercompany revolver and
term facility are due January 20, 2020 and are subordinated to the
term loan credit facility and revolver.  Interest payments on the
intercompany loan can be paid in cash or paid in kind (PIK).

The company's $440 million senior secured first lien term loan-B is
due August 20, 2019 and has been reduced by $200 million from
borrowings on the intercompany subordinated term facility.  Both
the term loan and bank revolving credit agreement have financial
covenants.  On Nov. 30, 2016, OCI amended the covenants in order to
provide additional cushion to the maximum senior secured net
leverage ratio, which was set at 6.25x for the first quarter 2017,
5.5x for the second and third quarters in 2017, and 5.25x for the
fourth quarter 2017, and 4.75x for the first quarter 2017 and all
subsequent quarters.  Additionally the minimum interest coverage
ratio was changed to exclude the interest recorded on the
subordinated debt since it can be PIK at the option of OCI NV.
Moody's expects that the company will be in compliance with its
covenants for the next 12-18 months.  There are change of control
provisions on both the revolver and term loan.  OCI has
amortization payments of 1% annually on the term loan due 2019,
payable quarterly, for roughly $4.5 million.

The stable outlook reflects the significant parent support that has
facilitated increased covenant cushion, elevated the senior secured
term loan, and added a PIK feature to interest payments on the
subordinated debt as well as proposed the removal of the MLP
structure, which will improve liquidity.  The outlook also reflects
Moody's expectations for margin gains as a result of better
methanol industry dynamics and increased pricing as well as some
stabilization in ammonia markets and pricing.  While LTM leverage
could increase in the first half of 2017, as the stronger quarterly
results in prior periods roll off, Moody's anticipates that 2017
will realize better earnings than 2016, due to higher yoy methanol
prices.

The rating could be upgraded if the company can maintain leverage
below 5.0x, successfully remove its MLP structure, and demonstrate
meaningful liquidity improvements.  Conversely, if industry
conditions deteriorate such that free cash flow is negative for
several quarters Moody's could lower the rating.  Additionally if
leverage is sustainably above 6.0x or liquidity deteriorates a
downgrade would be considered.

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.

Corporate Profile
OCI Beaumont LLC (OCI), headquartered in Beaumont, TX, operates a
single-site Gulf Coast petrochemical facility that has nameplate
capacity of 913 thousand tonnes per year of methanol and 331
thousand tonnes per year of ammonia.  OCI had revenues of
approximately $281 million for the twelve months ended
September 30, 2016.  OCI is 100% owned by OCI Partners LP, a
variable distribution public master limited partnership (MLP),
which is 80% owned by OCI N.V. (unrated).

OCI N.V., the general partner and majority owner of OCI Partners LP
is a global nitrogen fertilizer producer based in the Netherlands.
OCI N.V. was formerly known as Orascom Construction Industries
S.A.E. (Egypt).  OCI N.V. operates nitrogen fertilizer plants in
Egypt, Algeria, The Netherlands and the US.  It is also a
distributor of fertilizers globally.  OCI N.V. is listed on the
NYSE Euronext in Amsterdam and has a market capitalization of
roughly $3.0 billion as of Dec. 2, 2016.


ORANGE PEEL: Seeks Feb. 6 Plan Extension as Sale Attempts Fail
--------------------------------------------------------------
Orange Peel Enterprises, Inc. requests the U.S. Bankruptcy Court
for the Southern District of Florida to extend, by 61 days the
exclusive periods within which the Debtor has the exclusive right
to file a plan and disclosure statement, and solicit acceptances to
a plan, through February 6, 2017 and April 6, 2017, respectively.

Based on the date of the Debtor's petition, the Exclusive Filing
Period expired on December 7, 2016 and the Exclusive Solicitation
Period would expire on February 5, 2017.

The Debtor relates that it has only been in bankruptcy since August
of 2016, and it is generally paying its post-petition debts as they
come due and is not seeking the requested extensions as a means to
pressure creditors.

The Debtor seeks the extensions in order to formulate a plan that
satisfies allowed claims, as it has originally intended to propose
a plan providing for a sale of substantially all of its assets
which would enable the Debtor to fully satisfy all allowed claims.


In pursuit of this goal, the Debtor hired an investment banker to
market its assets.  Unfortunately, the Debtor relates that the
offers received thus far have been insufficient to meet the
Debtor's allowed claim payment goals, and therefore, the Debtor has
to shift to a reorganization funded by debtor in possession
financing and is making good faith progress toward effectuating
this shift.

                 About Orange Peel Enterprises, Inc.

Orange Peel Enterprises, Inc. dba GREENS+, based in Vero Beach,
Fla., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case
No. 16-21023) on August 9, 2016.  The petition was signed by Jude
A. Deauville, CEO.  The Hon. Erik P. Kimball presides over the
case.  Bradley S. Shraiberg, Esq., at Shraiberg Ferrara Landau &
Page PA, as bankruptcy counsel.  In its petition, the Debtor
estimated $1 million to $10 million in assets and $100 million to
$500 million in liabilities.

The Office of the U.S. Trustee on Sept. 23 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Orange Peel Enterprises, Inc.


ORLANDO GATEWAY: JBL Acquires Shopping Malls for $23-Mil.
---------------------------------------------------------
Kathryn Deen, writing for Orlando Business Journal, reported that
JBL Asset Manager on Dec. 7, 2016, closed on the acquisition of the
nearly 64-acre, $23 million purchase of Orlando Gateway just north
of Orlando International Airport.

According to the report, citing Orange County records, the deal
took place in four transactions with sellers Orlando Gateway
Partners LLC and Nilhan Hospitality LLC, as well as these buyers:

     -- BL Gateway HTP AB LLC,
     -- JBL Gateway 471 AB LLC,
     -- JBL Gateway 282 AB LLC and
     -- JBL Gateway Investors AB LLC

The report said the court appointed Emerson Noble as the trustee
for the bankruptcy auction.

The report related that the six parcels bought include two shopping
center buildings about 15,000 square feet each, a car rental site
with additional acreage and three vacant commercial sites,
according to an auction marketing package by Ewald Auctions.

JBL Asset Management develops shopping centers and is based in
Hollywood.   JBL's leasing manager told Orlando Business Journal
that there are no current plans for the property.  

JBL Asset Management may be reached through Jacob Khotoveli --
jacob@jblmgmt.com -- its Managing Director.

        About Orlando Gateway & Nilhan Hospitality

Nilhan Hospitality, LLC, owned approximately 15.75 acres of
commercial real estate located near the Orlando International
Airport on the West side of South Semoran Boulevard and North of
the State Road 528/The Beachline Expressway.  One parcel
(approximately 7.27 acres) has been partially developed as and has
two buildings located at 5463 Gateway Village Circle and 5475
Gateway Village Circle, which are approximately 15,000 square feet
in size.  

Orlando Gateway Partners, LLC, owned approximately 47.95 acres of
commercial real estate located near the Orlando International
Airport on the West side of South Semoran Boulevard and North of
the State Road 528/The Beachline Expressway.  The property is
comprised of four separate parcels, one parcel (approximately 17
acres) has been partially developed and a portion of it is leased
to Sixt Rent-A-Car, LLC. The second parcel (approximately .14
acres) is rented to Clear Channel Worldwide and contains a
billboard. The remaining two parcels (approximately 10.75 and
20.10 acres respectively) are vacant.

Nilhan Hospitality and Orlando Gateway and related entities have
been involved in extensive litigation with Good Gateway, LLC, SEG
Gateway, LLC and other parties since 2009.  In October 2014,
separate judgments were entered in favor of SEG and Good Gateway.

To prevent the assets from being sold at judicial foreclosure
sales, Nilhan Hospitality and Orlando Gateway Partners commenced
Chapter 11 bankruptcy cases (Bankr. M.D. Fla. Case No.15-03447 and
15-03448, respectively) in Orlando, Florida on April 20, 2015.

Chittranjan "Chuck" Thakkar owns 70% of the Nilhan's outstanding
membership interests, and indirectly owns and controls OGP.
Thakkar, as manager, signed the bankruptcy petitions.

Nilhan estimated $1 million to $10 million in assets and $10
million to $50 million in debt while Orlando Gateway estimated
at least $10 million in assets and debt.

The Debtors are represented by Kenneth D Herron, Jr., Esq.,
at Wolff, Hill, McFarlin & Herron, P.A.

                          *    *    *

The Debtors, with the consent of Good Gateway and SEG, won
from the Bankruptcy Court an order lifting the automatic stay to
allow their appeals of the judgments to go forward.

On June 8, 2015, the U.S. Trustee filed a motion to dismiss or
convert to Chapter 7 the Debtors' bankruptcy cases.  On June 15,
2015, the Good Gateway and SEG file a motion to appoint a Chapter
11 trustee for the Debtors.  On June 16, 2015, the Debtors filed
their Application to Retain Larry S. Hyman, CPA, as Restructuring
Advisor and Chief Restructuring Officer.  Following mediation, the
parties agreed that (i) the Debtors would withdraw the Hyman
Application; (ii) the Trustee motions would be withdrawn, and the
(iii) the Debtors would file an application to employ Tery Soifer
as CRO.

On Aug. 12, 2015, the Court entered an order denying the motion to
dismiss the Chapter 11 cases.  The Court also entered an order
terminating the Debtors' exclusive periods to propose a Chapter 11
plan as of July 31, 2015.

Three competing plans have been filed in the Chapter 11 cases by:
(1) the Debtors, (ii) Good Gateway and SEG, and (iii) secured
creditor SummitBridge National Investments IV LLC.  After mediation
by the parties, Good Gateway and SEG Gateway, and Summitbridge
opted to file a combined Chapter 11 plan that provides for
reorganization and sale options.


P3 FOODS: Has Approval to Continue Using Cash Through Dec. 13
-------------------------------------------------------------
Judge Donald Cassling of the U.S. Bankruptcy Court for the Northern
District of Illinois extended P3 Foods LLC's authority to use cash
collateral through December 13, 2016 under the same terms and
conditions set forth in the Court's November 8, 2016 Order.

As previously reported by the Troubled Company Reporter, Judge
Cassling authorized the Debtor to use cash collateral to pay the
necessary costs associated with the operation of the Debtor's
franchises/properties, including payments to Burger King for rent,
real estate taxes, royalties and advertising, and also rent for the
store in Brainerd.

The approved Budget projects total expenses of $1,040,517 for the
period November 4, 2016 through December 2, 2016. The Budget also
includes remaining payments from October 6, 2016 to November 3,
2016 for food & supplies, payroll, taxes, repairs, utilities,
scavenger, contingency amounting to $342,000.

Element Financial Corp. asserted a secured claim in the amount of
$689,966 as of the Petition Date.  The Debtor's indebtedness to
Element Financial is secured by a first priority, perfected
security interest in all the Debtor's personal property,
intellectual property, goodwill, leaseholds interests, cash and
insurance proceeds.   

Element Financial, 20/20 Franchisee Funding LLC, Leaf Capital
Funding LLC, and American Express Bank were granted with
postpetition replacement liens, to the same extent and with the
same priority as held prepetition.

The Debtor was directed to pay these secured creditors, the regular
prepetition payment of principal and interest, on or before Nov.
10, 2016:

     (a) Element Financial Corp.           $16,428

     (b) 20/20 Franchise Funding LLC       $4,835

     (c) American Express                  $7,802

     (d) Leaf Capital Funding              $797

The status hearing on the Debtor's use of cash collateral is
continued to December 13, 2016 at 10:00 a.m.

A full-text copy of the Second Interim Order, dated November 8,
2016, is available at http://tinyurl.com/nzhnqoo

                          About P3 Foods, LLC

P3 Foods, LLC, operates nine Burger King franchises in Minneapolis,
Minnesota.  P3 Foods filed a chapter 11 petition (Bankr. N.D. Ill.
Case No. 16-32021) on Oct. 6, 2016.  The case is assigned to Judge
Donald Cassling.  The Debtor is represented by Richard L. Hirsh,
Esq., at Richard L. Hirsh, P.C.

An official committee of unsecured creditors has not yet been
appointed.


PARADISE MEDSPA: Can Use Ready Cap Cash  on Interim Basis
---------------------------------------------------------
Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court for the
District of Arizona authorized Paradise Medspa, PLLC to use cash
collateral for the payment of its operating expenses and
maintenance of its properties.

The Troubled Company Reporter had earlier reported that the Debtor
was indebted to Ready Cap Lending in the amount of $910,133, and as
security for payment of such indebtedness, Ready Cap Lending had
been granted a perfected lien on the Debtor's equipment and other
proceeds.  

The Debtor proposed to provide Ready Cap Lending with a replacement
lien to the same priority and extent of the value of Ready Cap
Lending's interest in collateral, and a monthly adequate protection
payment of $6,166 to be applied to the outstanding principal.

A full-text copy of the Order, dated December 7, 2016, is available
at https://is.gd/rYrYvd

                         About Paradise Medspa, PLLC

Paradise Medspa PLLC and Paradise Medspa & Wellness PLLC filed
chapter 11 petitions (Bankr. D. Ariz. Case No. 16-13065) on
November 15, 2016.  The petitions were signed by Rebecca Weiss
Glasow, member.  The Debtors are represented by Randy Nussbaum,
Esq., at Nussbaum Gillis & Dinner, P.C.  The cases are assigned to
Judge Madeleine C. Wanslee.  Paradise Medspa PLLC estimated assets
at $50,000 to $100,000 and liabilities at $1 million to $10
million.  Paradise Medspa & Wellness PLLC estimated both assets and
liabilities at $0 to $50,000.


PERIODONTAL CARE: Disclosures OK'd; Plan Hearing on Jan. 10
-----------------------------------------------------------
The Hon. Charles M. Walker of the U.S. Bankruptcy Court for the
Middle District of Tennessee has approved Periodontal Care Center,
PLLC's disclosure statement referring to the Debtor's plan of
reorganization.

The hearing on the confirmation of the Plan will be held on Jna.
10, 2017, at 9:00 a.m.

Objections to the confirmation of the Plan as well as written
acceptances or rejections of the Plan must be filed by Dec. 23,
2016.

As reported by the Troubled Company Reporter on Dec. 5, 2016, the
Debtor filed with the Court a first amended disclosure statement
accompanying first amended plan of reorganization, dated Nov. 22,
2016, which offers all creditors an opportunity to be paid in full
up to the value of their collateral.  Class 8 consists of all
Allowed General Unsecured Claims not entitled to priority.  The
Class 8 Claimants will receive 10% of their Allowed Claims, payable
over 60 months.  The first payment will be due on or before the
first day of the month following the Effective Date of the Plan.

                  About Periodontal Care Center

Periodontal Care Center, PLLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M. D. Tenn. Case No. 15-08656) on
Dec. 2, 2015.  The petition was signed by Jean-Max Jean-Pierre,
owner and member.  

The case is assigned to Judge Charles M. Walker.

At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of $1 million to $10 million.


PERPETUAL ENERGY: S&P Lowers CCR to 'CC' on Debt Exchange Offer
---------------------------------------------------------------
S&P Global Ratings said it lowered its long-term corporate credit
rating on Calgary, Alta.-based Perpetual Energy Inc. to 'CC' from
'CCC'.  The outlook is negative.  At the same time, S&P Global
Ratings lowered its issue-level rating on the company's senior
unsecured notes to 'C' from 'CC'.  S&P Global Ratings revised its
recovery rating on the debt to '5' from '6', indicating its
expectation of modest recovery (10% to 30%; in the high end of the
range) in the event of a default.  S&P Global Ratings removed the
ratings from under criteria observation (UCO), where it had placed
them Dec. 7, 2016, following the publication of its revised
recovery rating criteria.

The downgrade follows Perpetual's announcement that it has launched
a securities swap proposal to existing holders of its 8.75% senior
unsecured notes (both due 2018 and 2019) for a new 8.75% senior
unsecured note due 2021.  The company is offering an increased
annual interest rate for the first year, and only for the first
year, that the exchange senior notes are outstanding of 9.75%
instead of 8.75%, which is equal to $10 per $1,000 principal amount
of existing senior notes validly tendered under the note exchange
proposal.  "In our view, even with the additional compensation, the
noteholders will receive less than the original promised on the
original securities, which would characterize a distressed exchange
offer," said S&P Global Ratings credit analyst Michelle Dathorne.

The expected closing date is Dec. 23, 2016.

The negative outlook reflects S&P's expectation that it would lower
the corporate credit rating to 'SD' (selective default) and the
senior unsecured notes rating to 'D' (default) on the swap's
completion.  Subsequently, S&P would reassess the company's
prospective credit profile, and assign a long-term corporate credit
rating and outlook that would reflect our assessment of its
business risk profile, as well as its financial risk profile, based
on its revised capital structure.

S&P could raise the ratings if the transaction does not close, at
which point it would reassess the company's perspective business
plan and projected cash flow generation



PETER OZOH: Unsecureds To Get Quarterly Distributions Over 5 Yrs.
-----------------------------------------------------------------
Peter O. Ozoh and Ngozi F. Ozoh filed with the U.S. Bankruptcy
Court for the Eastern District of Virginia a first amended
disclosure statement dated Nov. 22, 2016.

Allowed Unsecured Claims will receive quarterly pro rata
distributions from the Debtors' net earnings and rental income over
a five-year period which will be distributed to holders of allowed
Unsecured Claims on a pro rata basis.  The Plan requires that a
minimum of $15,000 be distributed to Unsecured creditors over the
course of the Plan.

The Debtors also propose to surrender three properties, known
commonly as 65 Dumont Ct., Emporia, Virginia, 682 Goose Creek,
Virginia Beach, Virginia, and 1112 Meadow Sage, Virginia Beach,
Virginia.  Unless creditors agree to deeds in lieu of foreclosure,
the Debtors anticipate deficiency claims which will be treated in
Class 13.

The First Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/vaeb15-72398-89.pdf

As reported by the Troubled Company Reporter on Oct. 10, 2016, the
Debtors filed with the Court a plan and disclosure statement, which
provided for 12 classes of Secured Claims and one class of
Unsecured Claims.  Under that plan, the secured claims against the
Debtors' properties located at 104 Tee Box Lane, 361 Georgetown
Loop and 2023 Queens Point Road would be repaid pursuant to the
terms of mortgage modification agreements entered into by the
Debtors on such properties, with any arrearages reamortized over
the remaining term of the Note.  All other claims secured by real
estate owned by the Debtors that exceed the value of its collateral
(after accounting for any senior liens), would be
stripped down to the value of the collateral, with the remainder
treated as a general unsecured Class 13 claims unless otherwise
stated.

Peter O. Ozoh and Ngozi Frances Ozoh live in Suffolk with their
three children.  Mr. Ozoh has worked as a Chemical Engineer but is
currently unemployed, he hopes to return to work, even if it is at
a position beneath his qualification level.  Mrs. Ozoh has worked
as an appeals examiner for the Virginia Employment Commission for
the past ten years.  Additionally, the Ozohs anticipate receiving
some small amount of net positive income from the rental
properties.

The Debtors filed for Chapter 11 bankruptcy protection (Bankr. E.D.
Va. Case No. 15-72398) on July 14, 2015.

They are represented by W. Greer McCreedy, II, Esq., at The
McCreedy Law Group, PLLC.


PICKETT BROTHERS: CNH Industrial Tries To Block Plan Outline OK
---------------------------------------------------------------
CNH Industrial Capital America LLC, successor by name change to CNH
Capital America LLC, a secured creditor and party-in-interest,
filed with the U.S. Bankruptcy Court for the Western District of
Louisiana an objection to Pickett Brothers Partnership's disclosure
statement filed on Nov. 7, 2016, referring to the Debtor's plan of
reorganization.

CNH Industrial complains that the Disclosure Statement does not
contain adequate information on the value or how the Debtor
determined the value of the equipment collateral of CNH Industrial
that it proposes to retain under its Plan.  The Disclosure
Statement also does not contain adequate information about the
feasibility of the Debtor's Plan.

As reported by the Troubled Company Reporter on Nov. 21, 2016, the
Debtor filed with the Court a disclosure statement with respect to
the Debtor's Chapter 11 plan.  Under the Plan, Class 3 General
Unsecured Claims is impaired.  Allowed unsecured claims will be
paid a pro rata portion of the net proceeds from the sale of the
Debtor's equipment that is free and clear of liens.

CNH Industrial is represented by:

     R. Joseph Naus, Esq.
     WIENER, WEISS & MADISON
     A Professional Corporation
     333 Texas Street, Suite 2350 (71101)
     P.O. Box 21990
     Shreveport, LA 71120-1990
     Tel: (318) 226-9100
     Fax: (318) 424-5128
     E-mail: rjnaus@wwmlaw.com

Headquartered in Washington, Louisiana, Pickett Brothers
Partnership filed for Chapter 11 bankruptcy protection (Bankr. W.D.
La. Case No. 16-50638) on May 9, 2016, estimating its assets and
liabilities at between $1 million and $10 million each.  The
petition was signed by Thomas A. Pickett, partner.

Judge Robert Summerhays presides over the case.

Thomas E. St. Germain, Esq., at Weinstein & St. Germain serves as
the Debtor's bankruptcy counsel.


PIONEER BREAKER: Seeks Approval to Use Chase Bank Cash Collateral
-----------------------------------------------------------------
Pioneer Breaker & Control Supply, Co. asks the U.S. Bankruptcy
Court for the Western District of Texas for authorization to use
cash collateral in the operation of its business.

The Debtor seeks to use cash collateral consisting of revenues
received from the sale of breakers and other electronic parts.

The Debtor has s doing business at 2216-B Rutland Dr., Austin,
Texas.  The Property is subject to security interests or liens in
favor of these secured creditors: (a) JP Morgan Chase Bank N.A. aka
"Chase Bank", (b) NuLook Capital LLC, (c) New Era Lending LLC, and
(d) Industrial Control and Supply Inc.

Both NuLook Capital LLC and New Era Lending LLC are judgment
creditors of the Debtor, and one or both of these two judgment
creditors sent levy, freeze, garnishment, or hold notices to Chase
Bank, Chase Bank affiliates, and PayPal directing them not to pay
the funds to Debtor but instead to hold the funds or pay them to
the judgment notice creditors.

The Debtor also asks the Court to direct JP Morgan Chase Bank N.A.,
also known as Chase Bank, to turnover to the Debtor any funds held
by Chase Bank that were withheld from Debtor pre or post Chapter 11
filing, whether the withholding was based on:
      
      (a) Chase Bank's offset or other rights,

      (b) New Era Lending LLC's hold, levy or other legal action
served upon Chase Bank or Paypal, or

      (c) NuLook Capital LLC's hold, levy or other legal Notice or
action served upon Chase Bank.

The Debtor contends that it needs to have access to and use of its
inventory sale produced cash and funds from the Property in order
to operate the business during its Chapter 11 case, and to protect
and preserve the value of the Property and business for the benefit
of all parties having an interest in the case.

The Debtor further contends that it needs to pay the following
general categories of ongoing expenses relating to operation of the
Debtor's business: utilities, insurance, sales tax, payroll taxes,
payroll, processing and wire fees, rent, postage, building
maintenance, shipping, office supplies, computer/office equipment,
software charges, fuel, vehicle loan, processing fees to online
processors, phone/internet fees, check printing, online marketing
costs, worker's compensation insurance, drop/ship sales, and
post-petition vendor's bills for inventory and supplies.

The Debtor tells the Court that the Sales Proceeds Funds received
or to be received by the Debtor from the sale of its inventory are
the cash collateral of at least secured creditor Chase Bank.  The
Debtor further tells the Court that the other lien creditors may
claim to have cash collateral rights as well, but Debtor disputes
such alleged rights, based on filing or lack of filing of necessary
documents to perfect any such liens.

The Debtor asserts that the interests of each of the secured
creditors having interest in the Property is adequately protected
because each creditor will retain its lien or security interest, if
any, in the Property, with the same priority as such lien/interest
now attaches to the Property.  The Debtor further asserts that the
value of the Property exceeds the aggregate liens against the
Property.

A full-text copy of the Debtor's Motion, dated December 6, 2016, is
available at https://is.gd/Qp4Ju4

                  About Pioneer Breaker & Control Supply, Co.

Pioneer Breaker & Control Supply, Co. filed a Chapter 11 petition
(Bankr. W.D. Tex. Case No. 16-11095), on September 21, 2016.  The
Petition was signed by Elod Tamas Toldy, president.  The case is
assigned to Judge Tony M. Davis.  The Debtor is represented by
William T. Peckham, Esq., at the Law Office of William T. Peckham.
At the time of filing, the Debtor disclosed $501,000 in total
assets and $1.58 million in total liabilities.


PIONEER CARRIERS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Pioneer Carriers, LLC
        724 E 19th Street
        Houston, TX 77008

Case No.: 16-36356

Chapter 11 Petition Date: December 12, 2016

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Jeff Bohm

Debtor's Counsel: Reese W Baker, Esq.
                  BAKER & ASSOCIATES
                  5151 Katy Freeway Ste 200
                  Houston, TX 77007
                  Tel: 713-869-9200
                  Fax: 713-869-9100
                  E-mail: courtdocs@bakerassociates.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Pedro Lagos, president.

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

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

           http://bankrupt.com/misc/txsb16-36356.pdf


PLANTATION SWEETS: Court Prohibits Continued Cash Use
-----------------------------------------------------
Judge Edward J. Coleman, III of the U.S. Bankruptcy Court for the
Southern District of Georgia prohibited Plantation Sweets, Inc. and
Vidalia Plantation, Inc. from using cash collateral.  

Judge Coleman directed the Debtors to immediately remit any funds
received after the date of the Court's Order to Wells Fargo Bank,
National Association, to be held in a segregated account, subject
to the rights of Stanley Produce Georgia, LLC, pursuant to its PACA
Claim.

The Debtors were further directed provide to Wells Fargo with
inventory reports and accounts receivable agings regarding the
Debtors' crop inventory as of November 1, 2016 and December 8,
2016, and allow Wells Fargo and each person designated by Wells
Fargo access to all properties where inventory is stored to count
inventory and to inspect and monitor the inventory and crops and
the harvest and storage of such crops.  

The Debtors were ordered to provide an accounting of all funds
received by them and all amounts paid by the Debtors for the period
commencing November 1, 2016 through December 8, 2016, and in
addition to the reports and information required under the Fourth
Interim Order, the Debtors will provide a weekly accounting of all
funds received after the date of the Order.

A full-text copy of the Order, dated December 8, 2016, is available
at https://is.gd/9nWfXG

Wells Fargo Bank, National Association is represented by:

          Brian P. Hall, Esq.
          SMITH, GAMBRELL & RUSSELL, LLP
          1230 Peachtree Street, NE
          Suite 3100, Promenade
          Atlanta, Georgia 30309
          Telephone: (404) 815-3537
          Facsimile: (404) 685-6837
          Email: bhall@sgrlaw.com


                        About Plantation Sweets, Inc.

Plantation Sweets, Inc. filed a Chapter 11 petition (Bankr. S. D.
Ga. Case No. 16-60300), on July 12, 2016.  The Petition was signed
by Ronald A. Collins, president/CEO.  The case is assigned to Judge
Edward J. Coleman, III.  The Debtor is represented by James L.
Drake, Jr., Esq., at James L. Drake, Jr., P.C.  At the time of
filing, the Debtor estimated assets at $0 $50,000 and liabilities
at $10 million to $50 million.

A copy of the Debtor's list of its 20 largest unsecured creditors
is available for free at: http://bankrupt.com/misc/gasb16-60300.pdf



QUAD/GRAPHICS INC: S&P Alters Outlook to Stable & Affirms 'BB-' CCR
-------------------------------------------------------------------
S&P Global Ratings said that it revised its rating outlook on
Sussex, Wis.-based printing company Quad/Graphics Inc. to stable
from negative.  At the same time, S&P affirmed its ratings on the
company, including the 'BB-' corporate credit rating.

"The outlook revision reflects Quad's better-than-expected
operating performance through the first three quarters of 2016 and
its reduced debt and capital investment levels, which have allowed
it to maintain credit measures that are appropriate for the current
rating," said S&P Global Ratings' credit analyst Minesh Patel.

The stable outlook reflects S&P's expectation that Quad will
maintain FOCF to debt of about 20%, leverage in the low-3x area,
and adjusted EBITDA margins in the 10% area, despite S&P's
base-case forecast that revenue will decline in the low- to
mid-single-digit percentage range in 2017.  S&P also expects that
Quad will continue to effectively manage its costs and capital
investment to maintain its healthy free cash flow generation.

S&P could lower the corporate credit rating if it believes Quad is
likely to maintain FOCF to debt below 15% and leverage above 3.5x.
This could result from mid- to high-single-digit percentage revenue
declines or EBITDA margin declines due to the difficulties reducing
costs in line with revenue declines.  Furthermore, S&P could lower
the rating if covenant cushion declines below 15% or if the company
purses a large debt financed acquisition that results in a sharp
increase in leverage.

"Although unlikely, given the industry sector's decline, we could
raise the rating if the company stabilizes and grows organic
revenue, and continues to lower leverage.  Under this scenario, we
would be more confident that growth in the company's multichannel
marketing revenues could offset print revenue declines," S&P said.



REGAL PETROLEUM: Case Summary & 10 Unsecured Creditors
------------------------------------------------------
Debtor: Regal Petroleum Company, Inc.
        P.O. Box 52975
        Knoxville, TN 37950-2975

Case No.: 16-33660

Chapter 11 Petition Date: December 12, 2016

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

Judge: Hon. Suzanne H. Bauknight

Debtor's Counsel: Keith L Edmiston, Esq.
                  EDMISTON FOSTER
                  PO Box 30782
                  Knoxville, TN 37930
                  Tel: (865) 248-6038
                  Fax: (865) 383-0354
                  E-mail: keith.edmiston@edmistonfoster.com

Total Assets: $6.33 million

Total Liabilities: $1.56 million

The petition was signed by Scott Smith, president.

A copy of the Debtor's list of 10 unsecured creditors is available
for free at http://bankrupt.com/misc/tneb16-33660.pdf


REXNORD LLC: S&P Assigns 'BB-' Rating on Proposed $1.6BB Loan
-------------------------------------------------------------
S&P Global Ratings said that it assigned its 'BB-' issue-level
rating and '3' recovery rating to Milwaukee-based industrial
machinery manufacturer Rexnord LLC's proposed $1.6 billion
first-lien term loan.  The '3' recovery rating indicates S&P's
expectation for meaningful (upper end of the 50%-70% range)
recovery in the event of a payment default.

At the same time, S&P affirmed all of its other ratings on Rexnord,
including its 'BB-' corporate credit rating.  The outlook remains
stable.

The rating affirmation incorporates the company's expected
improvement in credit measures by fiscal-year 2018 following its
recent preferred stock issuance and proposed refinancing of its
term loan, which includes some debt pay down.  It also recognizes
that Rexnord's weaker-than-expected operating performance through
Sept. 30, 2016, will continue to be constrained by end-market
weakness over the next 12 months.

On Dec. 7, 2016, Rexnord issued $402 million of mandatory
convertible 5.75% preferred stock that will rank junior to all
Rexnord's existing and future debt.  About $200 million of the
proceeds will be used to refinance the company's existing
$1.95 billion term loan due in 2020 ($1.8 billion outstanding) with
a new $1.6 billion term loan due in 2023.  These transactions will
reduce Rexnord's reported debt levels and improve the company's
debt maturity profile.

"We view this mandatory convertible preferred stock as having
minimal equity content (100% debt treatment) until November 2017,
at which point we expect to classify it as having high equity
content (100% equity treatment).  This treatment stems from the
November 2019 mandatory conversion date, which exceeds the required
two-year conversion timeframe pertaining to issuers rated in the
'BB' category.  We believe this mandatory convertible preferred
stock will receive high (100%) equity treatment within a two-year
conversion period starting in November 2017," S&P said.

With about 1.9 billion in sales as of the fiscal year ending
March 31, 2016, Rexnord is a global industrial company that
operates two platforms, Process and Motion Control and Water
Management.  The Process and Motion Control segment manufactures a
broad range of engineered mechanical components for customers in
variety of industrial end markets.  These products are typically
used within complex systems, and the costs of failure or downtime
can often be substantial.  The Water Management segment
manufactures products that provide and enhance water quality,
safety, flow control, and conservation.

Rexnord operates in cyclical and highly competitive end markets,
such as the construction, aerospace, energy, and general
industrial.  Rexnord competes against large international and many
regional competitors but generally maintains good market positions
(No. 1 or No. 2 in most of the markets it serves).  In addition,
the company's engineering capabilities present a barrier to entry
for competitors.

The company has a broad product portfolio within the markets it
serves and operates with fair geographic diversity.  It generated
about 70% of fiscal 2016 sales in the U.S., with the remainder
split between Europe and the rest of the world. Rexnord also
benefits from a sizeable percentage of aftermarket sales, which
tend to carry higher margins. Rexnord's adjusted EBITDA margins are
routinely in the 17% range, similar to those of many other
manufacturers in the capital goods industry that S&P rates.  S&P
considers Rexnord's presence across two reported operating segments
(Process and Motion Control and Water Management) to provide some
diversification benefits.  But its scale remains smaller than that
of other issuers that S&P assess as having the same business risk
profile.

Under S&P's base-case forecast it assumes:

   -- Revenue declines in the low- to mid-single-digit percent
      area in fiscal 2017, with mid–single-digit percent organic

      declines in Water Management, flat to low–single-digit
      percent organic declines in Process and Motion Control, and
      the incremental revenue contribution from its acquisition of

      Cambridge International Holdings Corp. in June 2016.  For
      fiscal 2018, S&P assumes a flat to low-single-digit percent
      increase in revenue.

   -- Adjusted EBITDA margins of about 17%.  In fiscal 2018, S&P
      assumes that the company's margins will improve by 10-20
      basis points (bps) as restructuring and cost improvement
      initiatives are completed and realized.

   -- Capital expenditures (capex) of around 3% of revenues
      annually.  Acquisition spending of about $300 million in
      fiscal 2017, which includes $215 million spent on Cambridge.

      For fiscal 2018, S&P assumes moderate acquisition activity
      of about $100 million.

Based on these assumptions, S&P arrives at these credit measures:

   -- Adjusted debt to EBITDA of about 6x in fiscal 2017,
      improving to about 4.5x in fiscal 2018.

   -- Adjusted funds from operations (FFO) to debt of about 10% in

      fiscal 2017 and about 13.5% fiscal 2018.

   -- Free operating cash flow (FOCF) of at least $120 million in
      fiscal 2017 and fiscal 2018.

Note: Rexnord's 2017 fiscal year runs from April 1, 2016, through
March 31, 2017.  Additionally, these credit metrics incorporate our
adjustments for operating leases and postretirement obligations,
and about $400 million in preferred stock, which S&P considers to
have minimal equity content (100% debt treatment) until November
2017, after which S&P will treat it as having high equity content
(100% equity treatment).

S&P believes Rexnord has adequate sources of liquidity to cover its
needs over the next 12-18 months.  S&P expects that the company's
sources of liquidity, including cash and credit facility
availability, will be 1.2x its uses or more over this period.  S&P
also expects that the company's net liquidity sources will remain
positive even if its EBITDA declines by 15%.  Nevertheless, S&P
believes that the qualitative factors relating to the company's
liquidity, risk management, and relationships with its banks all
support S&P's adequate assessment.

Principal liquidity sources:

   -- Pro forma for the preferred stock issuance and proposed
      refinancing, cash and cash equivalents of $395 million as of

      Sept. 30, 2016.

   -- Access to an undrawn $265 million revolver, which matures in

      2019.

   -- Cash FFO around $200 million annually.

Principal liquidity uses:
   -- Capex of about 3% of revenues annually.
   -- Moderate intra-year working capital.
   -- 1% annual amortization on the new term loan, amounting to
      approximately $16 million annually.

Covenants:
The company's credit agreement is subject to a total net leverage
ratio covenant stipulating a maximum leverage ratio of 6.75x.  As
of Sept. 30, 2016, the company was in compliance, and following the
preferred stock issuance S&P expects it to remain so over the next
few quarters, with at least 15% headroom.

The stable outlook reflects S&P's expectation that Rexnord's credit
measures will improve from current levels and that after November
2017 it will have adjusted debt to EBITDA of 5x or less. It also
includes S&P's expectation that Rexnord will continue to generate
good levels of free cash flow and maintain adequate liquidity.

S&P could lower its ratings on Rexnord if the company can't reduce
its leverage from current levels and S&P sees limited prospects for
adjusted debt to EBITDA of 5x or less after November 2017. This
could occur as a result of further end-market deterioration or
operational missteps associated with its restructuring initiative,
which would result in declining revenues and margin deterioration.

S&P could raise its ratings if Rexnord improves its adjusted
leverage below 4x and demonstrates a willingness and ability to
sustain leverage at these levels.  S&P could also raise its ratings
if the company significantly improves its scope, scale, and
end-market diversity--either organically or via acquisitions--while
maintaining adjusted leverage of less than 5x on a sustained
basis.



ROJO ONE: Court Allows Cash Collateral Use on Interim Basis
-----------------------------------------------------------
Judge Maria L. Oxholm of the U.S. Bankruptcy Court for the Eastern
District of Michigan authorized Rojo One, LLC, and its affiliated
debtors to use cash collateral on an interim basis.

The Debtors are indebted to First State Bank, Rewards Network
Establishment Services, Iinc., and Strategic Funding Source, Inc.
The Creditors assert valid and perfected security interests as to
some or all of the Debtor entities, in substantially all of the
Debtors' property.

Judge Oxholm acknowledged that the Debtors need to use cash
collateral in order to operate their businesses.

According to the Interim Order, the Debtors are directed to make
monthly adequate protection payments to First State Bank and
Rewards Network in the amount of $3,000 to each Creditor.  First
State Bank, Rewards Network, Strategic Funding Source, and Luna
Properties Novi, LLC, are granted valid and perfected replacement
liens on the Debtors' assets.  

The Interim Order provides that each of the Debtors until Feb. 1,
2017 to file a sale motion.  She held that each Debtor that has not
filed a sale motion by Feb. 1, 2017 will stipulate to covert its
respective case to Chapter 7 by Feb. 2, 2017.

The Debtors' Motion is scheduled for hearing on Dec. 15, 2016 at
11:00 a.m.

A full-text copy of the Interim Order, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/RojoOne2016_1654348mlo_64.pdf

                   About Rojo One, LLC

Rojo One, LLC and its four affiliates filed Chapter 11 petitions
(Bankr. E.D. Mich. Lead Case No. 16-54348) on Oct. 20, 2016.  The
petitions were signed by Daniel R. Linnen, sole member.  The
Debtors are represented by Aaron J. Scheinfield, Esq., at Goldstein
Bershad & Fried PC.

The Debtors' cases were procedurally consolidated and are jointly
administered.  The cases are assigned to Judge Maria L. Oxholm.

The Debtors each estimated assets at $0 to $50,000.  All the
Debtors, except for Rojo Five, estimated liabilities at $500,000 to
$1 million.  Rojo Five estimated its liabilities at $1 million to
$10 million.


ROLLOFFS HAWAII: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Rolloffs Hawaii, LLC
          dba The KNG Group
          dba Hawaii Pacific Hydraulics
          dba Rolloffs Hawaii
        P.O. Box 30046
        Honolulu, HI 96820

Case No.: 16-01294

Chapter 11 Petition Date: December 9, 2016

Court: United States Bankruptcy Court
       District of Hawaii (Honolulu)

Judge: Hon. Robert J. Faris

Debtor's Counsel: Jeffery S. Flores, Esq.
                  O'CONNOR PLAYDON & GUBEN LLP
                  Pacific Guardian Center
                  Makai Tower, Suite 2400
                  733 Bishop Street
                  Honolulu, HI 96813
                  Tel: 808-524-8350
                  Fax: 808-531-8628
                  E-mail: jsf@opglaw.com

                    - and -

                  Jerrold K. Guben, Esq.
                  O'CONNOR PLAYDON & GUBEN LLP
                  733 Bishop St., Fl. 24
                  Honolulu, HI 96813
                  Tel: 808.524.8350
                  Fax: 808.531.8628
                  E-mail: jkg@opglaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Craig Enenstein, manager of TrashMasters
LLC, manager of Rolloffs Hawaii, LLC.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/hib16-01294.pdf


ROLLOFFS HAWAII: Seeks Approval to Use ASB Cash Collateral
----------------------------------------------------------
Rolloffs Hawaii, LLC, asks the U.S. Bankruptcy Court for the
District of Hawaii for authorization to use the cash collateral of
its secured creditor, American Savings Bank.

The Debtor owes American Savings Bank the principal amount of
approximately $6.5 million.  American Savings Bank has a security
interest in the Debtor's inventory.

The Debtor tells the Court that it seeks to use American Savings
Bank's cash collateral to pay operating expenses for a period of
not less than 15 days, until the Court schedules a final hearing.
The Debtor further tells the Court that it must have the immediate
use of the cash collateral to meet payroll, and reasonable
expenses, to meet the daily costs and expenses of operating, to
promptly pay its vendors to keep the Debtor operating.  The Debtor
adds that any delay in the Debtor's ability to meet any of these
needs could deprive the Debtor of its business and the ability to
successfully reorganize its financial affairs, to the prejudice of
all creditors and parties in interest.

The Debtor proposes to provide American Savings Bank with a
replacement lien having the same validity, priority and extent as
its existing security interest in the pre-petition collateral.  The
Debtor further proposes to make adequate protection payments to
American Savings Bank in an amount equal to the monthly interest on
the ASB secured debt.

A full-text copy of the Debtor's Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/RolloffsHawaii2016_1601294_3.pdf

A full-text copy of the Debtor's proposed Budget, dated Dec. 9,
2016, is available at
http://bankrupt.com/misc/RolloffsHawaii2016_1601294_3_2.pdf

Rolloffs Hawaii is represented by:

          Jerrold K. Guben, Esq.
          Jeffery S. Flores, Esq.
          O'CONNOR PLAYDON & GUBEN LLP
          733 Bishop Street, Suite 2400
          Honolulu, Hawaii 96813
          Telephone: (808) 524-8350
          E-mail: jkg@opglaw.com
                  jsf@opglaw.com

                  About Rolloffs Hawaii

Rolloffs Hawaii, LLC, owns and operates a refuse collection and
trash disposal business in the State of Hawaii.

Rolloffs Hawaii filed a chapter 11 petition (Bankr D. Hawaii Case
No. 16-01294) on Dec. 9, 2016.  The Debtor is represented by
Jerrold K. Guben, Esq. and Jeffrey S. Flores, Esq., at O'Connor
Playdon & Guben LLP.


ROLLOFFS HAWAII: WOA Buying All Assets for $5.5 Million
-------------------------------------------------------
Rolloffs Hawaii, LLC, asks the U.S. Bankruptcy Court for the
District of Hawaii to authorize overbidding procedures in
connection with the sale of substantially all assets to West Oahu
Aggregate Co., Inc., for $5,000,000, subject to overbid.

At the time of the filing, the Debtor operated a trash hauling
business on Oahu.  Prior to the filing of the Petition for Relief,
the Debtor received a "stalking horse" bid from WOA to purchase the
assets of the Estate for $5,000,000 plus an obligation to pay
accounts payable not more than 60 days past due up to $300,000 over
the Rolloffs accounts receivable.

Given the condition of the Debtor's operations, the Debtor, and the
only secured creditor, American Savings Bank ("ASB") have agreed
that the sale of the Debtor's assets, as a going concern operation,
would be in the best interests of ASB and the other creditors.

In addition to the base purchase price, or any overbid, WOA or the
Successful Bidder must be prepared, as a condition of bidding, to
pay, in addition to the purchase price or overbid accepted by the
Court, the Current AP and AP not more than 60 days past due, if
any, remaining after collection by WOA or the Successful Bidder of
Rolloffs AR.  However in no event will WOA or the Successful Bidder
be responsible for (i) payment of any AP more than 60 days past due
and (ii) for the payment of AP, current and not more than 60 days
past due, if said AP exceeds $300,000 over the AR collected by WOA
or the Successful Bidder.  WOA or the Successful Bidder will be
responsible for the AP, current and not more than 60 days past due,
up to $300,000 if the Rolloffs AR is insufficient to pay these
particular AP.  Rolloffs will responsible for (i) all AP more than
60 days
past due, and (ii) current AP and AP not more than 60 days past
due, if such AP exceeds $300,000 over the AR collected by WOA or
the Successful Bidder.

The Debtor proposes to sell the assets free and clear of all liens
and encumbrances.

In addition to the Asset Purchase Agreement, the Debtor asks the
Court to approve, the Overbid Procedures.

The Overbid Procedures provide in part:

   a. for a "stalking horse" bid of $5,000,000 by WOA, plus the
payment by the Successful Bidder of all current accounts payable
and all accounts payable not more than 60 days past due, provided
that this payment by the Successful Bidder does not exceed $300,000
over the receipts collected by the Successful Bidder from the
Rolloffs' AR.

   b. an all initial Overbid of $300,000;

   c. subsequent overbids in increments of $30,000;

   d. a break-up fee of $100,000 for WOA.

ASB is allowed to credit bid up to the full amount of the claim,
not just the value of their lien in the vessels.

A copy of the Purchase Agreement and Bidding Procedures attached to
the Motion is available for free at:

         http://bankrupt.com/misc/Rolloffs_Hawaii_14_Sales.pdf

The Debtor asks the Court to authorize the sale of assets to WOA
subject to the terms and conditions of the Assets Purchase
Agreement and the Overbidding Procedures.

The Purchaser:

          WEST OAHU AGGREGATE CO., INC.
          855 Umi Street
          Honolulu, HI 96819-1770
          Attn: Georgette Silva
          Telephone: (808) 847-6746
          Facsimile: (808) 306-5643

The Purchaser is represented by:

          Karl K. Kobayashi, Esq.
          Tom Roesser, Esq.
          CARLSMITH BALL LLP
          1001 Bishop Street, Suite 2100
          Honolulu, HI 96813
          Telephone: (808) 523-2535
          Facsimile: (808) 523-0842

Counsel for the Debtor:

          Jerrold K. Guben, Esq.
          Jefferey S. Flores, Esq.
          O'CONNOR PLAYDON & GUBEN LLP
          Makai Tower, 24th Floor
          733 Bishop Street
          Honolulu, HI 96813
          Telephone: (808) 524-8350
          Facsimile: (808) 531-8628
          E-mail: ikg@opg1aw.com
                  isf@opglaw.com

Rolloffs Hawaii, LLC, sought Chapter 11 protection (Bankr. D.
Hawaii Case No. 16-01294) on Dec. 9, 2016.


RSG REAL ESTATE: Case Summary & Unsecured Creditor
--------------------------------------------------
Debtor: RSG Real Estate Enterprises LLC
        1315 Lone Pine
        Bloomfield Hills, MI 48301

Case No.: 16-56587

Chapter 11 Petition Date: December 12, 2016

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Hon. Mark A. Randon

Debtor's Counsel: Scott Kwiatkowski, Esq.
                  GOLDSTEIN BERSHAD & FRIED PC
                  4000 Town Center, Suite 1200
                  Southfield, MI 48075
                  Tel: (248) 355-5300
                  Fax: (248) 355-4644
                  E-mail: scott@bk-lawyer.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Richard Glisky, managing member.

The Debtor listed Shelby County Treasurer as its unsecured creditor
holding an unknown amount of claim.

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

          http://bankrupt.com/misc/mieb16-56587.pdf


RSP PERMIAN: Moody's Rates New $350MM Sr. Notes 'B3'
----------------------------------------------------
Moody's Investors Service assigned a B3 rating to RSP Permian,
Inc.'s proposed $350 million senior notes and placed the rating on
review for upgrade.  Net proceeds from the new notes will be used
to partially fund the cash portion of the company's proposed
acquisition of SHEP II (defined below).  All existing ratings,
including the B2 Corporate Family Rating (CFR), are unchanged, and
the ratings remain on review for upgrade.  Moody's ratings are
subject to review of all final documentation.

"RSP Permian is coming to market to fund a portion of the SHEP II
acquisition cost while taking advantage of relatively low interest
rates," stated Amol Joshi, Moody's Vice President.

Assignments:

Issuer: RSP Permian, Inc.
  Senior Unsecured Regular Bond/Debenture due 2025, Assigned B3
   (LGD5); Placed Under Review for Upgrade

                         RATINGS RATIONALE

The B3 rating on the new $350 million senior unsecured notes
reflects the subordination to the secured borrowing base revolving
credit facility and its priority claim to the company's assets. The
size of the revolver relative to RSP Permian's outstanding senior
unsecured notes results in the notes being rated one notch below
the B2 CFR under Moody's Loss Given Default Methodology.  If RSP
Permian increases the revolver's size, and the proportion of
revolver debt to senior unsecured notes becomes high, the company's
senior unsecured notes could be rated two notches below the CFR.

The B2 CFR reflects RSP Permian's cash margins derived from
high-quality oil production and moderate cash flow based leverage
metrics, while factoring in the significant capital that is needed
to develop the company's assets in West Texas.  The rating also
considers the company's modest size and scale with additional
growth opportunities embedded in the company's prolific Permian
Basin acreage.  Moody's expects RSP Permian to continue to outspend
cash flow through 2017.  The company operates almost all of its
proved reserves, providing a high degree of operational control and
with it the flexibility to reduce spending in a low commodity price
environment.

On Oct. 14, 2016, Moody's placed RSP Permian on review for upgrade
following the announcement that it entered into definitive
agreements to acquire Silver Hill Energy Partners, LLC (SHEP I,
unrated) and Silver Hill E&P II, LLC (SHEP II, unrated, and
together with SHEP I, Silver Hill) for $1.25 billion in cash and 31
million shares of RSP Permian common stock.  The acquisition is
sizeable, diversifying its assets in the Delaware Basin in Texas,
and increasing RSP Permian's net acreage position by about 60% to
over 100,000 net acres and its production by about 50% to approach
45,000 barrels of oil equivalent per day on a pro forma basis.  The
acreage is oil and liquids rich, and the company will maintain
significant operational control with over 80% of the acreage
operated, and an average working interest of 83% in the operated
properties.

The acquisition will close in two steps: SHEP I, which closed on
Nov. 28, 2016, for $604 million of cash and 15 million shares of
RSP common stock; and SHEP II, which the company anticipates will
close on or around March 1, 2017 following shareholder approval
regarding the issuance of shares to fund the transaction.  Moody's
expects to conclude the review following the close of the SHEP II
transaction, which is subject to certain closing conditions,
customary purchase price adjustments, and regulatory and third
party approvals.

RSP Permian should have good liquidity through 2017 as indicated by
the SGL-2 Speculative Grade Liquidity Rating.  RSP's existing
borrowing base is $600 million; however, the company's borrowing
base could increase following the SHEP I or SHEP II acquisitions
due to an increase in its reserve base.  At Sept. 30, 2016, the
company had $35 million of borrowings and $0.6 million of letters
of credit outstanding under its revolving credit facility, as well
as $22 million in cash on the balance sheet.  Following the
announcement of Silver Hill's acquisition, RSP Permian raised net
proceeds of approximately $976.8 million through an equity offering
to fund a portion of the acquisition purchase price. Nonetheless,
following the acquisition we anticipate RSP Permian's 2017 capital
budget will exceed cash flow, which is expected to be funded with
cash on hand, possible drawings under the revolver, or additional
equity or debt offerings.  The revolver requires RSP Permian to
maintain a current ratio in excess of 1x, debt to EBITDA below
4.5x, and secured debt to EBITDA below 3.5x.  The company could
also amend these covenants in conjunction with any increase in its
borrowing base.

The review for upgrade reflects the improved scale and the
potential for improved cash flow and leverage metrics over time
based on Moody's expectation that both Silver Hill transactions
will be significantly equity funded.  Moody's expects that the CFR
could be upgraded one, or possibly two, notches.  RSP Permian could
be upgraded if it can increase production above 30,000 boe per day
while maintaining retained cash flow to debt above 15%.  A
downgrade would be considered if RSP Permian's retained cash flow
to debt is sustained below 10%.  Accelerated capital spending
leading to weak liquidity could also prompt a downgrade.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011.

SP Permian, Inc. is an independent exploration and production (E&P)
company formed in September 2013, focused on the acquisition,
exploration, development and production of unconventional oil and
associated liquids-rich natural gas reserves in the Permian Basin
of West Texas.



RSP PERMIAN: S&P Assigns 'B+' Rating on $350MM Sr. Unsecured Notes
------------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating (the same
as the corporate credit rating) and '4' recovery rating to
U.S.-based exploration and production (E&P) company RSP Permian
Inc.'s proposed $350 million senior unsecured notes due 2025.  The
'4' recovery rating indicates S&P's expectation of average (30% to
50%; lower half of the range) recovery in the event of default. The
rating reflects S&P's expectation the company will use note
proceeds to partially fund its proposed acquisition of Silver Hill
E&P II LLC.  

The ratings on RSP Permian reflect S&P's assessment of the
company's weak business risk and aggressive financial risk
profiles.  These assessments reflect S&P's view of the company's
geographic concentration in the Permian Basin, as well as its
aggressive capital spending over the past few years, which S&P
expects to continue as the company expands into the Delaware Basin.
The ratings also reflect S&P's view of the volatility and
capital-intensive nature of the oil and gas E&P industry.  These
weaknesses are partially buffered by the company's significant
growth potential in the Midland and Delaware Basins and the
company's willingness to fund capital spending and acquisitions
with equity issuance.

RSP Permian Inc.

Corporate credit rating                 B+/Stable/--

New Rating
RSP Permian Inc.
$350 mil sr unsecd nts due 2025        B+
  Recovery rating                       4L



RUBICON MINERALS: Ontario Court Approves Restructuring Under CCAA
-----------------------------------------------------------------
Rubicon Minerals Corporation on Dec. 9, 2016, disclosed that the
Ontario Superior Court of Justice (Commercial List) (the "Court")
granted an order (the "Sanction Order") on December 8, 2016
approving the Company's plan of compromise and arrangement (the
"Plan") pursuant to the Companies' Creditors Arrangement Act
(Canada) ("CCAA") pursuant to which the Company's previously
announced refinancing and restructuring transaction (the
"Restructuring Transaction") is to be implemented.  Implementation
of the Plan is subject to satisfaction or waiver of certain
conditions precedent set forth in the Plan.  Assuming satisfaction
or waiver of these conditions within the expected time frames, the
Company anticipates implementing the Plan and completing its
Restructuring Transaction as soon as possible.

Headquartered in Toronto, Canada, Rubicon Minerals Corporation --
http://www.rubiconminerals.com-- is an exploration-stage company.  
The Company owns the Phoenix gold project, located in the Red Lake
gold district in northwestern Ontario, Canada.  The Company's
segment is the mining business in North America.  It also controls
over 100 square miles of exploration ground in the Red Lake gold
district and approximately 350 square miles of mineral property
interests in the Long Canyon gold district that straddles the
Nevada-Utah border in the United States.


RUE21 INC: Moody's Lowers CFR to Caa1; Outlook Negative
-------------------------------------------------------
Moody's Investors Service downgraded rue21, inc.'s ratings,
including its Corporate Family Rating to Caa1 from B3, Probability
of Default Rating to Caa1-PD from B3-PD and Secured Term Loan
rating to B3 from B2.  The company's Unsecured Note rating was
affirmed at Caa2.  The ratings outlook is negative.

The downgrade to Caa1 reflects rue21's weak operating performance
and credit metrics stemming from both a very challenging apparel
retail environment, characterized by soft customer traffic and high
promotional activity, and execution issues around inventory and
merchandise management.  While reporting a 1.8% revenue increase in
the third quarter ended Oct. 29, 2016, on a higher store count
year-over-year, the company's comparable store sales fell 1.9%.
Adjusted EBITDA (as defined by the company) fell 56% due to
increased markdown activity to clear excess inventory and higher
operating expenses.  With unadjusted debt/EBITDA increasing to
around 12x, EBITDA-Net Capex/interest well below one time and
negative free cash flow, the company's capital structure is
unsustainable at this level of performance.  Thus, it faces a
heightened probability of default, including the potential for a
distressed exchange, over the next 12-18 months should turnaround
efforts fail to improve profitability and cash flow.

Despite planned working capital and capital expenditure reductions,
earnings and free cash flow will likely remain under pressure over
the next twelve months.  Excess revolver availability should be
sufficient to cover cash needs during this timeframe including
reduced capital expenditures.  However, lack of earnings
improvement or any deterioration in working capital would likely
further constrain availability, particularly when considering that
the company would need to comply with a fixed charge coverage
covenant if availability fell below 10% of the maximum borrowing
amount or $10 million.  The company had $86 million of
availability, before considering this test, as of
Oct. 29, 2016.  The company's $150 million ABL revolver set to
expire in October 2018 and Secured Term Loan set to mature in
2020.

Moody's took these rating actions on rue21, inc.

   -- Corporate Family Rating, downgraded to Caa1 from B3;
   -- Probability of Default Rating, downgraded to Caa1-PD from
      B3-PD;
   -- Senior Secured Term Loan due 2020, downgraded to B3 (LGD3)
      from B2 (LGD3);
   -- Senior Unsecured Notes due 2021, affirmed at Caa2 (LGD5);
   -- Outlook changed to Negative from Stable

                        RATINGS RATIONALE

rue21's Caa1 Corporate Family Rating reflects the company's high
debt and weak credit metrics stemming from the October 2013
acquisition of the company by Apax Partners L.P. and recent weak
operating performance.  With unadjusted debt/EBITDA increasing to
around 12x, EBITDA-Net Capex/interest well below one time and
negative free cash flow, the company's capital structure is
unsustainable at this level of performance.  Thus, it faces a
heightened probability of default, including the potential for a
distressed exchange, over the next 12-18 months should turnaround
efforts fail to improve profitability and cash flow.  Given the
discretionary nature of rue21's product, pressures facing the
company's lower income target customer and ongoing challenging
apparel retail environment, metrics are likely to remain weak over
the near-to-intermediate term.  The rating also reflects the
company's high business risk as a specialty apparel retailer and
the moderate degree of differentiation within the highly
competitive and fragmented 'fast fashion' industry.

The rating also considers Moody's expectation that in order to
preserve liquidity as it executes a turnaround strategy, rue21 will
maintain discipline with regards to inventory management and
capital spending, including new store openings, the growth of its
digital commerce platform, store remodels and reconfigurations, and
the continued diversification of its product offering through its
rue+ and rueGuy store conversions.

The negative outlook reflects the risk that turnaround efforts do
not lead to improved performance or cash flow over the very near
term, pressuring liquidity and increasing the company's probability
of default.

The ratings could be downgraded if liquidity deteriorates or if the
probability of a default increases for any reason.

The ratings could be upgraded if the company sustainably improves
operations through a return to EBITDA growth and margin expansion,
and improves liquidity.  Specific metrics include reducing
lease-adjusted debt/EBITDAR to below 7x and improving
EBITA/Interest above 1.0x on a sustained basis.

rue21, inc. is a specialty apparel and accessories retailer
operating 1,211 stores in 48 states, and generating over
$1.1 billion in revenue for the twelve months ended Oct. 29, 2016.
The company is wholly owned by Apax Partners L.P. following the
acquisition on Oct. 10, 2013.

The principal methodology used in these ratings was "Retail
Industry" published in October 2015.



S DIAMOND STEEL: Has Until January 15 to File Chapter 11 Plan
-------------------------------------------------------------
Judge Brenda K. Martin of the U.S. Bankruptcy Court for the
District of Arizona extended the exclusive period within which S
Diamond Steel, Inc. may file a chapter 11 plan and disclosure
statement through January 15, 2017.

The Troubled Company Reporter has earlier reported that the Debtor
sought for exclusivity extension because it still has one disputed
claim, that of the Board of Trustee of California Iron Workers
Pension Trust, as per its Schedules.  The Debtor related that the
California Iron Workers Pension Trust has sought  relief from the
Automatic Stay, which the Debtor had filed a Response to the
Motion, but a hearing on the Motion has not yet been set.  The
Debtor contended that the California Iron Workers Pension Trust has
yet to file its Proof of Claim.  In addition, the Debtor also
anticipated that litigation between it and the California Iron
Workers Pension Trust will have an impact on the preparation and
timing of the filing of a chapter 11 plan and disclosure
statement.

                 About S Diamond Steel, Inc.

S Diamond Steel, Inc., based in Phoenix, AZ, filed a Chapter  11
petition (Bankr. D. Ariz. Case No. 16-07846) on July 11, 2016. The
petition was signed by Matthew Miles Stevens, president.  The case
is assigned to Judge Brenda K. Martin.  The Debtor is represented
by Allan NewDelman, Esq., at Allan D. NewDelman P.C.  The Debtor
disclosed $1.59 million in total assets and $5.58 million in total
liabilities.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of S Diamond Steel, Inc.


S HEMENWAY: Unsecureds To Recover 5% Under Plan
-----------------------------------------------
S. Hemenway, Inc., filed with the U.S. Bankruptcy Court for the
District of Minnesota a disclosure statement referring to the
Debtor's plan of reorganization.

The Debtor filed on Nov. 23, 2016, an application for conditional
approval of the Disclosure Statement.

Class 4 - Unsecured Creditors are impaired under the Plan.  The
non-insider Unsecured Creditors of the Debtor total approximately
$130,000.  The Debtor will pay each allowed unsecured creditor 5%
of the allowed unsecured Claim in Class 4 on or before Dec. 30,
2017.

The Debtor intends to make payments required under the Plan from
ongoing cash flow generated by continued operations.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/mnb16-31466-80.pdf

The Plan was filed by the Debtor's counsel:

     Steven B. Nosek, Esq.
     STEVEN NOSEK
     2855 Anthony Lane South, #201
     St. Anthony, MN 55418
     Tel: (612) 335-9171
     Fax: (612) 789-2109
     E-mail: snosek@noseklawfirm.com

S. Hemenway Inc., operator of a Visiting Angel franchised nursing
home, filed a Chapter 11 bankruptcy petition (Bankr. D. Minn. Case
No. 16-31466) on May 2, 2016.  The petition was signed by Scott
Hemenway, the president.  Judge Katherina A. Constantine has been
assigned the case.


SABINE OIL: 2nd Cir. Junks Committee's Bid for Standing to Sue
--------------------------------------------------------------
Bloomberg Brief reported that Sabine Oil & Gas Corp.'s creditors
committee is trying to keep its confirmation appeal alive despite
Sabine's Aug. 11, 2016, emergence and its failure to get any
traction in its appellate efforts thus far.

According to the report, Sabine is seeking to dismiss the appeal,
arguing that the plan's consummation has rendered it moot.  On Nov.
22, the Second Circuit dismissed the committee's earlier effort to
bring claims on Sabine's behalf, the report related.

A decision on the creditors' appeal is expected by Dec. 31,
Bloomberg said.

               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 has also engaged Blackstone Advisory Partners L.P.
as
investment banker; and Berkeley Research Group, LLC as financial
advisor.

Judge Shelley C. Chapman of the United States Bankruptcy Court for
the Southern District of New York on August 2016 confirmed the
Second Amended Joint Chapter 11 Plan of Reorganization of Sabine
Oil & Gas Corporation and its debtor affiliates, and approved the
settlement contained in the plan.


SAN JUAN OIL: Disclosures OK'd; Plan Hearing on Feb. 17
-------------------------------------------------------
The Hon. Edward A Godoy of the U.S. Bankruptcy Court has approved
San Juan Oil Company Inc.'s disclosure statement filed on Aug. 29,
2016, referring to a Chapter 11 plan filed on Aug. 29, 2016.

A hearing for the consideration of confirmation of the Plan will be
held on Feb. 17, 2017, at 9:30 a.m.

Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on or before 14 days prior to the date of
the hearing on confirmation of the Plan.

Any objection to confirmation of the Plan will be filed on or
before 14 days prior to the date of the hearing on confirmation of
the Plan.

The Debtor estimates Class 6 General Unsecured Creditors to total
$22,246,151.  This Class will receive a lump sum payment of a total
amount of $10,000, on the effective date of the Plan.  Each member
of this class holding an allowed claim will start receiving a
pro-rata dividend of the proposed distribution, as per the schedule
payments under the Plan.  This class is impaired.

                       About San Juan Oil

Headquartered in Carolina, Puerto Rico, San Juan Oil Company Inc.
is a closely held domestic corporation organized and existing under
the laws of the Commonwealth of Puerto Rico since Feb. 2, 1973.
For some years up to 2008, the Debtor thrived in businesses as a
wholesaler of gasoline.  The Debtor distributed gas to retailers
and gas stations around the island.  In addition, the Debtor owned
several real properties which were destined and/or operated as gas
stations in their majority.  Currently, Debtor is the owner of the
following six gas stations, which are scattered around the
Commonwealth of Puerto Rico.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
P.R. Case No. 15-09593) on Dec. 1, 2015, estimating its assets at
between $1 million and $10 million and its liabilities at between
$10 million and $50 million.  The petition was signed by Nestor del
Castillo-Hernandez, president.

Wigberto Lugo Mender, Esq., at Lugo Mender Group, LLC, serves as
the Debtor's bankruptcy counsel.


SANDERS NURSERY: Has Until February 27 to Obtain Plan Votes
-----------------------------------------------------------
Judge Tom R. Cornish of the U.S. Bankruptcy Court for the Eastern
District of Oklahoma extended Sanders Nursery & Distribution
Center, Inc.'s exclusive period for obtaining acceptance of its
chapter 11 plan of reorganization through February 27, 2017.

The Troubled Company Reporter had disclosed that the Debtor filed
its chapter 11 Plan of Reorganization and Disclosure Statement on
April 1, 2016, and amended Plan of Reorganization and corresponding
Disclosure Statement on May 23, 2016, and that the voting deadline
was scheduled for July 22, 2016.  The Debtor contended that the
Plan enjoys broad creditor support, including Committee support.  

The Debtor related that all ballots received were cast in favor of
the Plan, with the exception of the ballots of BFN Operations, LLC,
which is based, in part, upon the report and opinions of a putative
expert.  In response to the BFN Objection, the Debtor filed an
application seeking to expand the employment of HoganTaylor LLP, to
prepare an expert report and testify in support of the Plan.

The Debtor contended that it had engaged in settlement discussions
with BFN Operations, but thus far have been unable to reach an
agreement on consensual Plan treatment of BFN Operations' claims,
and therefore, it is apparent from the BFN Objection, and competing
expert opinions, that further discovery and an evidentiary hearing
will be necessary to confirm the Plan.

         About Sanders Nursery & Distribution Center, Inc.

Headquartered in Tahlequah, Oklahoma, Sanders Nursery &
Distribution Center, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Okla. Case No. 15-81312) on Dec. 4, 2015.
The petition was signed by Burl Berry, vice president.  Judge Tom
R. Cornish presides over the case.  The Debtor estimated its assets
and liabilities at $1 million to $10 million at the time of the
filing.  Brandon Craig Bickle, Esq., at Gable & Gotwals, P.C.,
serves as the Debtor's bankruptcy counsel.


SANJECK LLP: Asks Court to Conditionally Approve Plan Outline
-------------------------------------------------------------
Sanjeck LLP filed with the U.S. Bankruptcy Court for the Northern
District of Texas an application for conditional approval of the
the disclosure statement dated Nov. 22, 2016.

The Debtor's Plan provides that Class 6 - Allowed General Unsecured
Claims will be paid pro-rata at a rate of $500.00 per month by the
Reorganized Debtor once Allowed over 60 months.

The payments shall commence on the first day of the month
following
the Effective Date and shall continue on the first day of each
succeeding month thereafter until the end of the payment term as
defined herein. This is a 27% return to unsecured creditors.

Class 5 - Allowed Secured Claim of Wells Fargo will be for an
amount of $1, 1,105,743.22. This claim will be paid out fully in
60
months from the Effective Date and amortized over a period of 300
months, with interest at a rate of 5% per annum, accruing as of
the
Confirmation Date. Payments (constituting payments of both
principal and interest) shall be made in equal monthly payments
based on a standard 25-year amortization. The first payment is due
on the first day of the first month following the Effective Date
and all subsequent payments shall continue on the first day of
each
month thereafter until the allowed amount of the claim is paid in
full. This amount does not take into consideration the adequate
protection payments made by the Debtor.

The major source of funding for the Plan will come from the
Debtor's future income. To the extent that the Debtor's business
generates income, such income will be used to fund the Plan.

A full-text copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/txnb16-32818-11-30.pdf  

                        About Sanjeck LLP

Sanjeck LLP filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
16-32818) on July 15, 2016.  The petition was signed by Joel Nwoke,
limited partner. The case is assigned to Judge Stacey G. Jernigan.
The Debtor's counsel is Joyce W. Lindauer, Esq., of Joyce W.
Lindauer Attorney, PLLC. The Debtor disclosed $1.66 million in
assets and $1.29 million in liabilities.


SCOTT SWIMMING: Can Continue Using Cash Through Dec. 31
-------------------------------------------------------
Judge Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut authorized Limitless Mobile, LLC to use
cash collateral through December 31, 2016.

Judge Manning approved the Debtor's December 2016 Budget providing
for total operating expenditures of approximately $385,645.

The Debtor is engaged in the business of construction, sales of and
servicing of pools.  Substantially all of the Debtor's revenue is
derived from contracts and receivables obtained from operating its
pool business.  

The Debtor is indebted to Webster Bank in the amount of $451,000 as
of the Petition Date.  Pursuant to certain Loan and Security
Agreements, Webster Bank provided the Debtor with a loans and
credit facilities secured by liens and/or security interests in
substantially all of the Debtor's assets.  

Webster Bank was granted post-petition claims against the Debtor's
estate which will have priority in payment over any other
indebtedness and/or obligations now in existence or incurred
hereafter by the Debtor and over all administrative expenses or
charges against property subject only to the Carve-Out.

Webster Bank was also granted an enforceable and perfected
replacement lien and/or security interest in the post-petition
assets of the Debtor's estate equivalent in nature, priority and
extent to the liens and/or security interests of Webster Bank, in
the Pre-Petition Collateral and the proceeds and products thereof,
subject to the Carve-Out.

The Carve-Out consists of:

     (a) the allowed administrative claims of attorneys and other
professionals retained by the Debtor in the aggregate amount of
$25,000; and

     (b) amounts payable pursuant to 28 U.S.C. Section 1930(a)(6).

The Debtor was directed to pay Webster Bank monthly installments of
interest on the loan pursuant to the terms of the Parties' Note.

A further hearing on the continued use of Cash Collateral will be
held on January 3, 2017, at 2:00 p.m.  The deadline for the filing
of objections to the continued use of cash collateral is set on
December 29, 2016.

A full-text copy of the Order, dated December 7, 2016, is available
at https://is.gd/fAu5YK

                         About Scott Swimming Pools

Based in Woodbury, Conn., Scott Swimming Pools, Inc., constructs,
sells and services swimming pools.  The Debtor's offices and
property are located at 75 Washington Road, Woodbury, CT.  The
company filed a chapter 11 petition (Bankr. D. Conn. Case No.
15-50094) on Jan. 22, 2014.  The petition was signed by James M.
Scott, president.  The Debtor is represented by James M. Nugent,
Esq., at Harlow, Adams, and Friedman, P.C.  The case is assigned to
Judge Alan H.W. Shiff.  The Debtor disclosed that it had no assets
and owed creditors $3.79 million.


SCOTTS MIRACLE-GRO: Moody's Assigns B1 Rating on $250MM Unsec Notes
-------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to The Scotts
Miracle-Gro Company's (Scotts or SMG), $250 million senior
unsecured notes offering.  Net proceeds from this offering will be
used to reduce borrowings under SMG's $1.6 billion senior secured
revolving credit facility.  Approximately $300 million of revolver
borrowings will remain outstanding after the offering.

                         RATINGS RATIONALE

Scotts' Ba2 Corporate Family Rating reflects its strong market
position within the fragmented lawn and garden industry, solid
credit metrics with debt/EBITDA around 3.0 times, long-standing
customer relationships and commitment to brand support and product
development.  Moody's recognizes the long-term favorable growth
trends for lawn and garden products driven by favorable demographic
and macro-economic trends, including the recovery of the housing
market.  The rating is constrained by the seasonality of earnings
and cash flows, weather dependency, shareholder focus and exposure
to volatile raw materials prices.  The rating is also inhibited by
the somewhat discretionary nature of SMG's products and by its
highly concentrated customer base.

The B1 rating on the senior unsecured notes is two notches lower
than the Ba2 Corporate Family Rating reflecting its effective
subordination to the unrated $1.9 billion senior secured credit
facility.  The senior secured credit facility, comprised of a
$1.6 billion revolver and a $300 million term loan, is secured by a
first lien on the equipment, inventory and receivables of the
company and its subsidiaries and 65% capital stock of its foreign
subsidiaries.  The unsecured notes reflect upstream guarantees from
operating subsidiaries.

The stable rating outlook reflects Moody's view that Scotts will
modestly grow earnings, generate positive free cash flow, and
pursue small bolt-on acquisitions over the next two years while
maintaining seasonally adjusted debt to EBITDA between 3 and 4
times.

The rating could be upgraded if Scott's meaningfully increases
revenue, improves its operating performance, and credit metrics are
sustained at strong levels.  Scott's needs to maintain debt/EBITDA
around 2.5 times while increasing revenue in the neighborhood of $4
billion.

The rating could be downgraded if financial metrics weaken due to
deteriorating operating performance or the company incurs a
material amount of debt to fund an acquisition or shareholder
distribution.  Key credit metrics driving a downgrade is seasonally
adjusted debt/EBITDA sustained above 4 times.

The Scotts Miracle-Gro Company is a manufacturer and marketer of
consumer lawn care and garden products, primarily in North America
(approximately 85% of sales) and Europe.  The company is
headquartered in Marysville, Ohio.  Revenues approximated
$2.9 billion for the twelve months ending Oct. 2, 2016 pro-forma
for the divestiture of the controlling interest of the lawn care
business in August 2016.

The principal methodology used in this rating was the Global
Packaged Goods published in June 2013.



SCOTTS MIRACLE-GRO: S&P Rates New $250MM Sr. Notes 'B+'
-------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to
Marysville, Ohio-based The Scotts Miracle-Gro Co.'s proposed
$250 million senior unsecured notes due 2026.  S&P expects the net
proceeds from the leverage-neutral transaction will be used to
reduce borrowings under the $1.6 billion senior secured revolving
credit facility.  The recovery rating on the proposed notes is '6',
indicating that creditors could expect negligible (0% to 10%)
recovery in the event of a payment default.  The notes will be
guaranteed by each of the company's existing and future domestic
subsidiaries.  S&P's ratings assume the transaction closes
substantially on the terms provided to S&P.  Debt outstanding pro
forma for the proposed transaction is about $1.3 billion.

All of S&P's existing ratings on the company, including S&P's 'BB'
corporate credit rating, are unchanged.  The outlook is stable.

"Our ratings on Scotts reflect the company's dominant position in
the lawn and garden product industry, which we consider to be a
large and important category for Scotts' key retail customers; and
the solid market shares and good consumer awareness of its Scotts,
Miracle-Gro and Ortho brands.  The company is also Monsanto Co.'s
exclusive marketing and distribution agent in certain countries for
the popular consumer herbicide Roundup, which accounts for about
15% to 20% of Scotts' profits.  Our ratings also incorporate
Scotts' focus in a highly seasonal industry, which adverse weather
conditions can hurt; the potential for volatile input costs; the
company's high customer concentration (albeit with long-term
relationships with financially solid retailers); and ongoing
perceived health and environmental risks associated with many of
its products, which we assume the company will continue to
successfully mitigate.  We expect credit ratios will weaken
modestly over the next 18-24 months due to higher share repurchase
activity, resulting in adjusted debt to EBITDA around 3.5x,
compared to around 3x presently," S&P said.

RATINGS LIST

The Scotts Miracle-Gro Co.
Corporate credit rating             BB/Stable/--

Ratings Assigned
The Scotts Miracle-Gro Co.
Senior unsecured
  $250 mil. notes due 2026           B+
   Recovery rating                   6



SCOUT MEDIA: Files Chapter 11 Petition to Facilitate Sale
---------------------------------------------------------
Scout Media Inc., on Dec. 12, 2016, disclosed that it has commenced
a sale process ("transaction") and is currently in discussions with
numerous interested parties.  To facilitate the transaction, the
Company and certain of its subsidiaries have filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code.  The petitions were filed on Dec. 8, 2016 in the
U.S. Bankruptcy Court for the Southern District of New York.
During these proceedings, the Company will continue to operate in
the ordinary course of business.

"This culminates months of hard work and puts a difficult chapter
behind us," said Craig Amazeen, President of Scout.  "Over the past
six months, we have refocused the company and stabilized the
business.  Through this process, we will be able to rectify our
tenuous financial position and find a buyer who recognizes the
value of the business and its incredible potential.  With a strong
core business and the liquidity necessary to carry out this
process, Scout will carry on its recent ascension into the dominant
sports media company we all believe it will be."

Scout has determined that a sale through the Chapter 11 process
under Bankruptcy Code section 363 is in the best interest of the
Company, its employees, publishers, customers, and other creditors
and stakeholders.  The Company has received a debtor-in-possession
financing commitment of up to $6.2 million from its existing
lender, Multiplier Capital to fund ongoing operations during this
time.

"Our day-to-day business operations will remain the same," Mr.
Amazeen continued.  "Scout is a content machine, on a proprietary
platform, serving millions of users a month.  This relationship
between publishers and their users will remain uninterrupted."

Womble, Carlyle, Sandridge & Rice is acting as legal counsel and
Sherwood Partners is providing financial advisory services.

For access to Court documents and other general information about
the Chapter 11, please visit http://dm.epiq11.com/ScoutMedia

Headquartered in Minnetonka, MN, Scout Media, Inc. --
http://www.scout.com/-- operates a digital media network that
allows users to view content and participate in forums.


SCOUT MEDIA: Proposes $6.2-Mil. DIP Loan From Multiplier Capital
----------------------------------------------------------------
Scout Media, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to obtain postpetition term loan financing from
Multiplier Capital, LP.

The Debtors are indebted to Multiplier Capital in the outstanding
principal amount of $10,927,060 as of the Petition Date.  The
indebtedness is secured by properly perfected security interests in
substantially all of each of the Debtors' assets.

Debtor Scout Media Holdings, Inc., is indebted to the Bridge Loan
Lenders in the aggregate outstanding amount of $11.6 million, plus
accrued interest, fees, and other specified obligations, as of the
Petition Date.  The indebtedness is secured by security interests
in assets owned by Scout Media Holdings.

The Debtors tell the Court that they are in need of an immediate
infusion of liquidity.  As of the Petition Date, the Debtors have a
limited amount of cash with which to operate their businesses and
fund their cases.  Without an infusion of incremental liquidity,
the Debtors believe they will not be able to operate their
businesses.

The Debtors relate that certain of Scout Media's alleged creditors
filed an involuntary petition under chapter 11 against Scout Media
due to its inability to remain current on its obligations.  In the
months leading up to the filing of their cases, the Debtors were
borrowing funds from Multiplier Capital to operate their
businesses.  This cost structure was not sustainable, and as a
result, they began to explore strategic options, including a sale
of certain of their assets.

The Debtors relate that the board of Scout Media Holdings
authorized and consented to a sales process for a sale of
substantially all of Debtors Scout Media and Scout.com, LLC's
assets.  Despite a robust marketing process, no one has submitted a
letter of intent or provided any other definitive sale offer.

The principal terms of the DIP Credit Facility, among others, are:

    (1) DIP Credit Facility: Subject to the Carve-Out, senior
secured super-priority revolving credit facility in an aggregate
principal amount not to exceed $6.2 million, less any reserves.

    (2) Carve-Out: The DIP Credit Agreement provides a carve-out
for the payment of allowed professional fees and disbursements
incurred by bankruptcy counsel and financial advisor, retained
pursuant to Sections 327 or 1103(a)(i) of the Bankruptcy Code,
subject to the amounts set forth in the Initial Approved Budget:

          (i) arising from services performed or expenses incurred
prior to the earlier of the date on which the DIP Lender provides
written notice to Debtors that either an Event of Default has
occurred or the DIP Loan Agreement is terminated or the Termination
Date; and

          (ii) in an amount not to exceed $50,000 arising from
services performed or expenses incurred following the Carve-Out
Trigger Notice.

    (3) Interest Rate: 13% per annum.

    (4) Priority and Security: The DIP Lender under the DIP Credit
Facility will have a DIP Liens that are senior and superior in
priority to all secured and unsecured creditors of the Debtors'
estates, over all the assets or property of the Debtors, subject to
the Carve-Out and any valid, perfected, enforceable and
non-avoidable liens existing as of the Petition Date that are
senior to the Prepetition Liens.

    (5) Maturity/Termination Date:  The Maturity Date means the
earlier to occur of:

          (a) Feb. 6, 2017, or

          (b) the consummation of the sale of all or substantially
all of the assets of the Borrower pursuant to a 363 sale.

          The Termination Date means the earliest to occur of:

          (a) the Maturity Date, or

          (b) the earlier of:

               (i) the date upon which the Interim Order expires,
or

               (ii) 23 days after the entry of the Interim order,
in either case, if the Final Order has not been entered prior to
the expiration of such period;

          (c) if a Reorganization Plan has been confirmed by order
the Bankruptcy Court, the earlier of:

               (i) the effective date of such Reorganization Plan
or

              (ii) the 30th day after the date of entry of the
confirmation order;

          (d) the date of indefeasible prepayment in full by the
Borrower of all obligations under the DIP Credit Facility; or

          (e) upon acceleration of the Obligations upon the
occurrence of an Event of Default.

    (6) Adequate Protection: Granting the Adequate Protection Liens
and the Pre-Petition Lender Superpriority Claims, junior only to
the DIP Obligations, the Superpriority DIP Claim, the Carve-Out,
and any validly perfected secured claim, effective and perfected
upon the date of entry of the Interim Order, which will secure the
payment of an amount equal to the diminution in the value of the
Prepetition Secured Parties' interests in FTFS Acquisition, LLC and
continuing, valid, binding, enforceable and perfected post-petition
replacement liens on the Pre-Petition Collateral from and after the
Petition Date.

The DIP Credit Agreement has set these milestones:

     (1) the date of the Petition occurs no later than Dec. 9,
2016;

     (2) the Court enters a final order approving the DIP Credit
Facility, in form acceptable to Multiplier, no later than Jan. 5,
2017;

     (3) the Bankruptcy Court approves bidding procedures for the
Sale, in a form acceptable to Multiplier, no later than Jan. 5,
2017;

     (4) Borrower holds an auction for the Sale pursuant to the
bidding procedures order no later than Feb. 2, 2017;

     (5) a sale hearing approving the Sale pursuant to the bidding
procedures order entered by the Bankruptcy Court, occurs no later
than Feb. 3, 2017; and

     (6) the Sale is consummated no later than Feb. 6, 2017.

The proposed Budget covers a 17-week period, beginning on Dec. 9,
2016 and ending on the week beginning March 31, 2017.  The Budget
provides for total cash disbursements in the amount of $7,333,596.

A full-text copy of the Debtors' Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/ScoutMedia2016_1613369mew_15.pdf

A full-text copy of the Debtors' proposed Budget, dated Dec. 9,
2016, is available at
http://bankrupt.com/misc/ScoutMedia2016_1613369mew_15_2.pdf

                        About Scout Media
                        About Scout Media

Scout Media, Inc., is a privately held digital sports media company
that publishes and distributes content related to the National
Football League, fantasy sports, college football and basketball,
high school recruiting, hunting, fishing, outdoors, military, and
history.  Scout Media owns and operates a digital network of 150
team-specific, credentialed publishers, and their respective social
communities.  Scout Media is the only sports network with a
full-time video channel for every NFL and major college team. North
American Membership Group Holdings, Inc., bought Scout Media from
Scout Media in 2013.

An involuntary Chapter 11 petition was filed against Scout Media,
Inc. (Bankr. S.D.N.Y. Case No. 16-13369) on Dec. 1, 2016 by LSC
Communications, Inc. f/d/b/a R.R. Donnelley & Sons Co., On Safari
Foods, and Imatch.  The petitioners are represented by Joy R.
Grafton, Esq., at Popper & Grafton.

On Dec. 8, 2016, affiliates of Scout Media filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code. The
Debtors filed a motion seeking joint administration of the chapter
11 cases pursuant to Rule 1015(b) of the Federal Rules of
Bankruptcy Procedure.

The Debtors are continuing in possession of their properties and
are managing their businesses, as debtors in possession, pursuant
to Sections 1107(a) and 1108 of the Bankruptcy Code.  No official
committee of unsecured creditors has been appointed in the cases.


The Debtors' attorneys:

         Matthew P. Ward
         Ericka F. Johnson
         Morgan L. Patterson
         Nicholas T. Verna
         222 Delaware Avenue, Suite 1501
         Wilmington, DE 19801
         Telephone: (302) 252-4320
         Facsimile: (302) 252-4330
         E-mail: maward@wcsr.com
                 erjohnson@wcsr.com
                 mpatterson@wcsr.com
                 nverna@wcsr.com


SCOUT MEDIA: Proposes Jan. 19 Auction for All Assets
----------------------------------------------------
Scout Media, Inc., and Scout.com, LLC, ask the U.S. Bankruptcy
Court for the Southern District of New York to authorize the
bidding procedures in connection with the sale of substantially all
their assets at auction.

In September 2016, the Debtors retained Sherwood as their financial
advisors, and in October, Sherwood began to explore and solicit
interest in a sale of Scout Media Holdings, Inc.'s stock in the
Debtors.  Sherwood undertook a robust marketing process for the
Assets.  Specifically, Sherwood made initial contact with 154
potential purchasers.  Of the 154 potential strategic and financial
buyers Sherwood contacted, 20 parties signed non-disclosure
agreements and have been provided with access to extensive
diligence materials.  Despite varying levels of due diligence and
meetings by and among interested parties, Scout management and
Sherwood, no one has submitted a letter of intent or provided any
definitive sale offer at this time.

It became clear during the summer of 2016 that the Debtors could
not continue as they were, and they hired a financial advisor and
began a sales process, seeking a buyer for the shares of Scout
Media to purchase such shares through an assignment for the benefit
of creditors.  While many parties expressed an interest in
purchasing Scout Media, it became clear that buyers would be more
willing to do so through an organized chapter 11 process that
includes protections from successor liability.  Accordingly,
unfortunately, to date no stalking horse bidder has been selected.


The Debtors have commenced these chapter 11 cases with the hope of
selling the assets of Debtors as a going concern in a competitive
auction to be held in January 2017.  The Debtors intend to continue
operating as usual in these Cases during the period leading up to
the auction so as to preserve the value of their businesses,
thereby encouraging a going concern sale that would save jobs and
maximize returns to creditors.

In September 2016, facing liquidity constraints caused by judgment
liens and multiple garnishments, the Debtors retained Sherwood
Partners, Inc., and in October, Sherwood began to explore and
solicit interest in a sale of Scout Media Holdings, Inc.'s stock in
the Debtors.  In November 2016, the Debtors and Sherwood determined
that a sales process would be more effective through the
commencement of chapter 11 cases and the modified the restructuring
goal to be a sale of substantially all of Debtors' assets.

Sherwood conducted a robust marketing process, canvassing the
market and contacting 154 potential strategic and financial buyers
that, based on Sherwood's experience and involvement in the sports
marketing arena, might be interested in the Debtors' businesses.
Despite varying levels of due diligence and meetings with
interested parties, no one has submitted a letter of intent or
provided any other definitive sale offer at this time.

The Debtors have prepared a form asset purchase agreement ("APA")
which will be provided to all "Potential Bidder" in connection with
a marketing process for the Assets.  Potential Bidders will be
required to submit to the Debtors an executed "Modified APA"
reflecting the terms upon which the Potential Bidder would seek to
effect a purchase of the Assets and the assumption of certain
liabilities as soon as is practicable, but no later than Jan. 17,
2017 at 5:00 p.m. (PET).

The Debtors will also entertain entering into a "Stalking Horse
Agreement" with a "Stalking Horse Purchaser" as may be determined
by the Debtors in their business judgment prior to the hearing on
the Motion.

Upon the selection of a Stalking Horse Purchaser, if any, the
Debtors will file and serve a notice that includes: (i) the
identity of the proposed Stalking Horse Purchaser; (ii) a summary
of the key terms of the Stalking Horse Agreement; (iii) a summary
of the type and amount of "Bid Protections", if any, being offered
to the proposed Stalking Horse Purchaser; (iv) a summary of any
necessary modifications or amendments to the Bid Procedures; and
(v) a copy of the Stalking Horse Agreement. In the event a Stalking
Horse Purchaser is selected, the Debtors will request that the
Court set a hearing to approve any such Stalking Horse Purchaser,
Stalking Horse Agreement, and accompanying Bid Protections on an
expedited basis.

In the event that the Debtors do not select a Stalking Horse
Purchaser, the Debtors will provide to the Notice Parties a summary
of the principal terms of any Successful Bids (as defined in the
Bid Procedures Order) prior to the Sale Hearing.  The Debtors
request that the Court schedule the Sale Hearing on Jan. 27, 2017,
or such other time that the Court is available.  The Debtors may
adjourn the Sale Hearing at any time in their discretion without
further written notice.

The Debtors believe that holding an Auction for the Assets
represents the best means to generate value for their estates and
maximize creditor returns.

The Debtors propose to conduct the Sale process and Auction on this
timeline:

   a. Dec. 22, 2016: Hearing to Consider Entry of the Bidding
Procedures Order

   b. Dec. 23, 2016: Deadline to Serve Sale Notice and Notice of
Assumption and Assignment

   c. Dec. 30, 2016: Sale Notice Publication Deadline

   d. Jan. 6, 2017 at 5:00 p.m. (PET): Deadline to file Cure
Objections and Assignability Objections

   e. Jan. 17, 2017 at 5:00 p.m. (PET): Bid Deadline

   f. Jan. 18, 2016 at 5:00 p.m. (PET): Deadline for Debtors to
notify bidders of their status as Qualified Bidders

   g. Jan. 19, 2017 at 10:00 a.m. (PET): Auction, to be held at the
offices of Womble Carlyle Sandridge & Rice, LLP, 222 Delaware Ave.,
Suite 1501, Wilmington, Delaware.

   h. Jan. 20, 2017 at 5:00 p.m (PET): Deadline to File Auction
Results

   i. Jan. 24, 2017 at 5:00 p.m (PET): Deadline to file objections
to Sale Transaction(s) (other than Cure Objections and
Assignability Objections)

   j. Jan. 24, 2017 at 5:00 p.m. (PET): Deadline to file Adequate
Assurance Objections

   k. Jan. 27, 2017: Proposed hearing to approve proposed Sale
Transaction(s)

The Debtors believe that conducting the Sale process within the
time periods set forth is reasonable in light of the Debtors'
liquidity, and will provide parties with sufficient time and
information necessary to formulate a bid to purchase the Assets.
Specifically, potential bidders will have access to comprehensive
information prepared by the Debtors and their advisors and a
substantial body of data, inclusive of presentations with myself
and my colleagues, as well as the Debtors' management, membership
reports, publisher reports, and historical financial data and
projections.  Because the Debtors are no longer able to operate
their businesses as currently constituted without near-constant
infusions of cash the expedited Sale process is the most efficient
avenue for selling their operations while they still have
realizable value and can be maintained as a going concern.

The Bidding Procedures are intended to provide for a fair, timely,
and competitive sale process consistent with the timeline of these
Cases.  The Bidding Procedures, if approved, will enable the
Debtors to identify bids from potential buyers that would
constitute the best and highest offer for the Assets.

The terms of the Bidding Procedures are:

   a. Bid Deadline: Jan. 17, 2017 at 5:00 p.m. (PET)

   b. Good Faith Deposit: An amount equal to 10% of the purchase
price offered to purchase the Assets.

   c. Credit Bidding: In connection with the Sale of the Assets, a
person or entity holding a properly perfected security interest in
such Assets may seek to credit bid some or all of their claims that
are not subject to a bona fide dispute for their respective
collateral.

   d. Representations and Warranties: A Qualified Bid must include
the representations and warranties.

   e. Selecting Qualified Bidders: January 18, 2017 at 5:00 p.m.
(PET)

   f. Bid Protections: Other than the Bid Protections that may be
provided to a Stalking Horse Purchaser, no party submitting a bid,
whether or not such bid is determined by the Debtors to qualify as
a Qualified Bid, will be entitled to a break-up fee or expense
reimbursement, or any other bid protection, unless such break-up
fee, expense reimbursement, or other bid protection is approved by
the Bankruptcy Court.

   g. Auction: At the offices of Womble Carlyle Sandridge & Rice,
LLP, 222 Delaware Avenue, Suite 1501, Wilmington, Delaware, Jan.
19, 2017 at 10:00 a.m (PET).

   h. Baseline Bid: Bidding will commence at the amount of the
Qualified Bid that the Debtors, in consultation with the
Consultation Parties, determine in their business judgment to be
the highest or otherwise best Qualified Bid.

   i. Minimum Overbid: Qualified Bidders may submit successive bids
higher than the previous bid, based on and increased from the
Baseline Bid for the relevant Assets; provided, however, that to
the extent that there is more than one Qualified Bid for the
Stalking Horse Assets, the bidding for Stalking Horse Assets will
start at an amount equal to the proposed purchase price, plus the
aggregate amount of the Break Up Fee and the Expense Reimbursement,
if any.

   j. Auction Results: On Jan. 20, 2017 at 5:00 p.m. (PET), the
Debtors will file with the Bankruptcy Court and serve on the Sale
Notice Parties the results of the Auction.  On Jan. 20, 2017, the
Debtors will file with the Bankruptcy Court and serve on the Sale
Notice Parties the Notice of the Proposed Assumed Contracts.

In connection with any Sale Transaction, the Debtors propose to
assume and assign to the Successful Bidder(s) the Proposed Assumed
Contracts.  The Assumption and Assignment Procedures will, among
other things, notice the Counterparties of the potential assumption
and assignment of their Contracts and the Debtors' calculation of
Cure Costs with respect thereto. The Debtors ask the Court to
authorize the assumption and assignment to the Successful Bidder(s)
the Proposed Assumed Contracts.

The Bidding Procedures were designed with the goal of producing a
fair and transparent bidding process to allow the Debtors to
generate the best offer for the Assets.  As such, the Debtors
request that the ultimate purchaser of the Assets be entitled to
the protections of Bankruptcy Code section 363(m).

A copy of the APA and the Bidding Procedures attached to the Motion
is available for free at:

                http://bankrupt.com/misc/Scout_Media_20_Sales.pdf

The relief requested is necessary and appropriate to maximize the
value of the Debtors' estates for the benefit of their economic
stakeholders.  Accordingly, the Debtors submit that ample cause
exists to justify (a) the immediate entry of an order granting the
relief sought and (b) a waiver of the 14-day stay imposed by
Bankruptcy Rules 6004(h) and 6006(d), to the extent that each Rule
applies.

Proposed Counsel to the Debtors:

          Matthew P. Ward, Esq.
          Ericka F. Johnson, Esq.
          Morgan L. Patterson, Esq.
          Nicholas T. Verna, Esq.
          WOMBLE CARLYLE SANDRIDGE & RICE, LLP
          222 Delaware Avenue, Suite 1501
          Wilmington, DE 19801
          Telephone: (302) 252-4320
          Facsimile: (302) 252-4330
          E-mail: maward@wcsr.com
                  erjohnson@wcsr.com
                  mpatterson@wcsr.com
                  nverna@wcsr.com

                        About Scout Media

Scout Media, Inc., is a privately held digital sports media company
that publishes and distributes content related to the National
Football League, fantasy sports, college football and basketball,
high school recruiting, hunting, fishing, outdoors, military, and
history.  Scout Media owns and operates a digital network of 150
team-specific, credentialed publishers, and their respective social
communities.  Scout Media is the only sports network with a
full-time video channel for every NFL and major college team. North
American Membership Group Holdings, Inc., bought Scout Media from
Scout Media in 2013.

An involuntary Chapter 11 petition was filed against Scout Media,
Inc. (Bankr. S.D.N.Y. Case No. 16-13369) on Dec. 1, 2016 by LSC
Communications, Inc. f/d/b/a R.R. Donnelley & Sons Co., On Safari
Foods, and Imatch.  The petitioners are represented by Joy R.
Grafton, Esq., at Popper & Grafton.

On Dec. 8, 2016, affiliates of Scout Media filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code. The
Debtors filed a motion seeking joint administration of the chapter
11 cases pursuant to Rule 1015(b) of the Federal Rules of
Bankruptcy Procedure.

The Debtors are continuing in possession of their properties and
are managing their businesses, as debtors in possession, pursuant
to Sections 1107(a) and 1108 of the Bankruptcy Code.  No official
committee of unsecured creditors has been appointed in the cases.


SH 130 CONCESSION: $75-Mil. Exit Facility To Fund Plan Payments
---------------------------------------------------------------
SH 130 Concession Co., LLC, et al., filed with the U.S. Bankruptcy
Court for the Western District of Texas its second amended
disclosure statement for their second amended joint plan of
reorganization, dated Dec. 1, 2016, which provide for, among other
things, (i) a comprehensive restructuring of the Debtors'
pre-bankruptcy financial debt obligations, (ii) payment in full or
reinstatement of unsecured trade creditors' claims, (iii) the
cancellation of all existing equity of SH 130, and (iv) the entry
into the Exit Facility.

The Exit Facility will be in an amount of $75 million and will have
an interest rate of Adjusted LIBOR + up to 4.00%; provided, that to
the extent that lenders of the Exit Facility agree to fund all or a
portion of the Term Debt Facility referred to below, the interest
rate may increase to up to
Adjusted LIBOR + 5.00%.

Under the Second Amended Plan, holders of Equity Interests in SH
130 (Class 7A) and CINTRA TX (Class 7B) will not receive any
distributions or retain any property, and these Interests will be
cancelled.  Holders of Equity Interests in Zachry Toll Road (Class
7C) will receive Cash remaining in the Zachry Account.

Class 4 - Senior Secured Claims are projected to recover 37%.  Each
holder of Class 4 Claim will receive, on the Effective Date or as
soon as reasonably practicable thereafter, its Pro Rata share of
the following:

   (i) in the event that the lenders providing financing pursuant
to the Exit Facility agree to provide an Exit Facility in excess of
$75 million and the amount of the Exit Facility in excess of $75
million is greater than the aggregate Allowed amount of all
Priority Lender Claims, then from the amount of the Exit Facility
in excess of $75 million that is greater than the aggregate Allowed
amount of all Priority Lender Claims: Cash will be distributed
ratably to the Holders of the Senior Secured Claims in satisfaction
of an equivalent face amount of such Senior Secured Claims; and

  (ii) with respect to the balance of each the Holder's Allowed
Senior Secured Claim, the Holder will receive its Pro Rata share of
the following: (A) Term Debt (remaining after the amounts allocated
to the Holders of the Priority Lender Claims); (B) 100% of the
PIK/Toggle Debt; and (C) 100% of the Company Units; provided,
however, that each Holder who is a Senior Lender will have the
right to elect to receive: (i) the Company Units; (ii) SH1 PIK
Notes and SH1 Units in lieu of its respective distribution of
Company Units, or (iii) SH2 PIK Notes and SH2 Units in lieu of its
respective distribution of Company Units.

Class 5 - General Unsecured Trade Claims are projected to recover
100%.  Each Holder will receive, at the option of the Reorganized
Debtors: (i) payment in full in Cash of the Allowed amount of the
Allowed General Unsecured Trade Claim; (ii) Reinstatement of the
Allowed General Unsecured Trade Claim; or (iii) other treatment
rendering such Allowed General Unsecured Trade Claim Unimpaired.

Class 6 - Other General Unsecured Claims are projected to recover
0%.  On the Effective Date, Class 6 Claims will be cancelled and
extinguished.

A full-text copy of the Second Amended Statement is available at:

         http://bankrupt.com/misc/txwb16-10262-444.pdf

                    About SH 130 Concession

Headquartered in Buda, Texas, SH 130 Concession Company, LLC (the
"Concessionaire") was formed to finance, develop, design,
construct, operate, and maintain segments five and six of Texas
State Highway 130 in partnership with the Texas Department of
Transportation.

The Concessionaire, Zachry Toll Road - 56 LP and Cintra TX 56 LLC
filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Case Nos.
16-10262, 16-10263 and 16-10264, respectively) on March 2, 2016.
The petitions were signed by Alfonso Orol as chief executive
officer.  The Debtors estimated both assets and debts in the range
of $1 billion to $10 billion.

Toll Road - 56 and TX 56 are holding companies that collectively
hold the equity interests in the Concessionaire.  They have no
operations and have no creditors.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Jackson Walker L.L.P. as local counsel, and Prime Clerk
LLC as notice, claims, solicitation, balloting and tabulation
agent.

Judge Tony M. Davis has been assigned the case.


SHEPHERD AVE REALTY: Unsecureds to Get Full Amount Over 5 Yes at 5%
-------------------------------------------------------------------
Shepherd Ave. Realty, Inc., filed with the U.S. Bankruptcy Court
for the Eastern District of New York a disclosure statement
explaining its plan of reorganization, which proposes to pay
general unsecured creditors (Class 3) the full amount of their
allowed claims over the course of a five-year period at an interest
rate of 5% per annum; payable in equal installments.

Under the plan, Class 2 consists of the Secured Claim of US
National Bank.  The Debtor will pay the Class 2 Creditor in full
over the course of five years as follows: (i) interest only
payments at a rate of 5% per annum for a period of 60 months; and
(ii) at the end of the 60th month, a balloon payment for the
outstanding balance.  Alternatively, on the Effective Date, the
Debtor will pay the Class 2 Creditor an amount as agreed upon by
the Debtor and the Class 2 Creditor.

The source of funds to achieve consummation of and carry out the
Plan will come from Cash from the continuing operations of the
Debtor's business.

A full-text copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/nyeb1-16-42758-43.pdf

Shepherd Ave Realty Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 16-42758) on June 23, 2016.  The
Debtor
is represented by Eric H. Horn, Esq. of Vogel Bach & Horn, P.C.


SHIRLEY BUAFO: Jan. 24 Disclosures, Plan Confirmation Hearing
-------------------------------------------------------------
Judge Austin E. Carter of the U.S. Bankruptcy Court for the Middle
District of Georgia will convene a hearing on Jan. 24, 2017, at
9:30 A.M. to consider approval of the disclosure statement and
accompanying plan of reorganization filed by Shirley Monica Buafo
and Charles Kingsford Buafo on Nov. 28, 2016.

Written Objections to the Disclosure Statement must be filed on or
before Jan. 6, 2017.

                    About the Buafos

Shirley Monica Buafo and Charles Kingsford Buafo own certain
residential real estate located at 6597 Nicholas Blvd., #1102,
Naples, Florida 34108.  The Property is a condominium and was
purchased by Debtors as a second home and long-term investment.

The Buafos sought Chapter 11 protection (Bankr. M.D. Ga. Case No.
16-51087) on June 2, 2016.  The Debtors are currently managing
their estate as debtors-in-possession pursuant to Section 1107 of
the Bankruptcy Code.

No official committee of unsecured creditors has been appointed in
this case.


SHIROKIA DEVELOPMENT: Case Summary & 6 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Shirokia Development, LLC
        142-28 38th Avenue
        Flushing, NY 11354

Case No.: 16-45568

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: December 9, 2016

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

Judge: Hon. Nancy Hershey Lord

Debtor's Counsel: Dawn Kirby, Esq.
                  DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR,
LLP
                  One North Lexington Avenue, 11th Floor
                  White Plains, NY 10601
                  Tel: 914-681-0200
                  E-mail: dkirby@ddw-law.com

Total Assets: $27.00 million

Total Debts: $21.80 million

The petition was signed by Hong Qin Jiang, sole member Shirokia
Mezz I LLC, sole member of Shirokia Dev.

Debtor's List of Six Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
AALM Financial Group                                    $210,750

Mavroudis Law LLC                                       $210,750

Westerman Ball Ederer Miller            
& Sharfstein, LLP                     Legal Fees         $51,887

Rosenberg & Estes                     Legal Fees         $25,793

Con Edison Bankruptcy Gro              Utility            $5,000

NYC Dept of Environmental            
Protection                           Water Bill               $1


STEVEN MOLASKY: Intervenor May Lead Suit, 9th Circuit Says
----------------------------------------------------------
Martin O'Sullivan, writing for Bankruptcy Law360, reported that the
U.S. Court of Appeals for the Ninth Circuit said that an intervenor
can continue to pursue an adversary case regarding his or her own
interests against a debtor after the party that filed the case in
the intervenor's interest is dropped for failing to prosecute.
Augustine Bustos was an investor in a loan given to OneCap Funding
Corp. owner Steven Molasky.  After Molasky filed for Chapter 11,
OneCap sued him in objection to a discharge due to his alleged
misrepresentations, and Bustos intervened.

Steven D. Molasky filed for Chapter 11 bankruptcy protection
(Bankr. D. Nev. Case No. 08-14517) on May 3, 2008.  When Mr.
Molasky filed for bankruptcy, he estimated assets of $50 million to
$100 million and debt of $50 million to $100 million.

Mr. Molasky's attorney is Laurel Davis, Esq., at Fennemore Craig.
Gregory Garman of Gordon Silver represents the unsecured creditors
committee.  Attorney Richard Holley of Santoro, Driggs, Walch,
Kearney, Holley & Thompson represents Irwin Union Bank of Columbus,
Ind., one of the largest unsecured claimants in that case at $9.2
million.


STONE ENERGY: Enters Into Amended Restructuring Support Agreement
-----------------------------------------------------------------
Stone Energy Corporation and certain of its subsidiaries, on Dec.
9, 2016, announced extensions to a restructuring support agreement,
a purchase and sale agreement and a credit agreement.

Fourth Amendment to Restructuring Support Agreement

On Oct. 20, 2016, Stone and certain of its subsidiaries entered
into a restructuring support agreement, as amended on Nov. 4, 2016,
Nov. 9, 2016, and Nov. 15, 2016 (the "RSA"), with certain (i)
holders of the Company's 1 3/4% Senior Convertible Notes due 2017
(the "Convertible Notes") and (ii) holders of the Company's 7 1/2%
Senior Notes due 2022 (together with the Convertible Notes, the
"Notes" and the holders thereof, the "Noteholders"), to support a
restructuring on the terms of a pre-packaged plan of reorganization
as described therein (the "Plan").  On Dec. 9, 2016, the Company
and the Noteholders entered into a fourth amendment to the RSA (the
"Fourth RSA Amendment") pursuant to which the requirement to
commence the chapter 11 cases will be extended from Dec. 9, 2016 to
Dec. 13, 2016.

First Amendment to Purchase and Sale Agreement

On Oct. 20, 2016, the Company entered into a purchase and sale
agreement (the "PSA") with TH Exploration III, LLC, an affiliate of
Tug Hill, Inc. ("Tug Hill").  Pursuant to the terms of the PSA,
Stone agreed to sell approximately 86,000 net acres in the
Appalachia regions of Pennsylvania and West Virginia (the
"Properties") to Tug Hill for $360 million in cash, subject to
customary purchase price adjustments.  On December 9, 2016, Tug
Hill and Stone entered into a first amendment to the PSA (the
"First PSA Amendment") pursuant to which the requirement to
commence the chapter 11 cases will be extended from December 9,
2016 to December 14, 2016.

Fourth Amendment to Credit Agreement

On Dec. 9, 2016, Stone entered into Amendment No. 4 (the "Fourth
Credit Agreement Amendment") to the Fourth Amended and Restated
Credit Agreement dated as of June 24, 2014 (as amended, the "Credit
Agreement") among Stone, certain of Stone's subsidiaries, as
guarantors, and the financial institutions party thereto.  The
Fourth Credit Agreement Amendment amends the Credit Agreement to
modify the anti-hoarding cash provisions therein, which become
effective as of December 10, 2016.

Stone -- http://www.stoneenergy.com/-- is an independent oil and
natural gas exploration and production company headquartered in
Lafayette, Louisiana with additional offices in New Orleans,
Houston and Morgantown, West Virginia.  Stone is engaged in the
acquisition, exploration, development and production of properties
in the Gulf of Mexico and Appalachian basins.


STRATEGIC ENVIRONMENTAL: Trustee Taps Bederson as Accountant
------------------------------------------------------------
Eric Perkins seeks approval from the U.S. Bankruptcy Court for the
District of New Jersey to hire an accountant in connection with the
Chapter 11 case of Strategic Environmental Partners LLC.

Mr. Perkins, Chapter 11 trustee for company owners Richard and
Marilyn Bernardi who filed a separate bankruptcy case, proposes to
hire Bederson, LLP to review SEP's books and records, prepare tax
returns, advise the trustee regarding any proposed sale of assets
of the company, and other services.

The hourly rates charged by the firm are:

     Partners:       $380 - $515
     Managers:              $320
     Supervisors            $260
     Senior Accountants     $250
     Semi Sr. Accountant    $210
     Staff Accountants      $175
     Para Professionals     $160

Bederson does not hold or represent any interest adverse to the
Debtor's bankruptcy estate, and is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code, according to
court filings.

The firm may be reached at:

     Matt Schwartz
     Tim King
     347 Mt. Pleasant Avenue, Suite 200
     West Orange, NJ 07052
     Phone: 973-736-3333
     Fax: 973-736-9219
     Email: Matthew.schwartz@bederson.com
     Email: tking@bederson.com

             About Strategic Environmental Partners

Strategic Environmental Partners, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Case No.
16-27757) on September 16, 2016.  The petition was signed by
Marilyn Bernardi, owner.  

The case is assigned to Judge Christine M. Gravelle.

At the time of the filing, the Debtor disclosed $18.02 million in
assets and $5.39 million in liabilities.


SUTTON LUMBER: Unsecured Creditors to Get 2.6% Under Latest Plan
----------------------------------------------------------------
Unsecured creditors of Sutton Lumber Co., Inc. will get 2.6% of
their claims under the company's latest plan to exit Chapter 11
protection.

Under the restructuring plan, each holder of a Class 7 general
unsecured claim will share pro-rata in 60 monthly payments of $500
or an estimated total distribution of $30,000.

Class 7 claims are impaired and general unsecured creditors are
entitled to vote to accept or reject the proposed restructuring
plan, according to the latest disclosure statement filed on Nov.
29.

A copy of the revised disclosure statement is available for free at
https://is.gd/2N5dy0

                       About Sutton Lumber

Headquartered in Tennga, Georgia, Sutton Lumber Co., Inc., operates
a sawmill, planning mill, chip mill and power plant located on
property owned by the Debtor.  At the sawmill, the Debtor converts
logs that it purchases from third parties into lumber.  At the
planning mill, the Debtor takes cut and seasoned boards or lumber
from the sawmill and turns them into finished, smoothed,
dimensional lumber for various uses by its customers.  At the chip
mill, the Debtor grinds whole logs into wood chips for use in paper
for the Debtor's customers.  At the power plant, the Debtor
generates power which it uses to run its operations and sells the
excess power to the Tennessee Valley Authority.  The Debtor is
owned by Harold Sutton and Doyle Sutton.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.

Ga. Case No. 16-40233) on Feb. 1, 2016, estimating its assets at up
to $50,000 and its liabilities at between $1 million and $10
million.  The petition was signed by Harold Sutton, president.

Judge Paul W. Bonapfel presides over the case.

Leslie M. Pineyro, Esq., at Jones And Walden, LLC, serves as the
Debtor's bankruptcy counsel.


SYNTAX-BRILLIAN: Judge Won't Recuse Self in Shareholder Appeal
--------------------------------------------------------------
Martin O'Sullivan, writing for Bankruptcy Law360, reported that
U.S. District Judge Gregory M. Sleet in Delaware denied a recusal
bid by a former Syntax-Brillian Corp. shareholder in appeal
proceedings over alleged misconduct by Greenberg Traurig LLP during
its representation of bankrupt Syntax, saying the investor hasn't
alleged any actual bias.  Judge Sleet declined to recuse himself
from appeal proceedings by Syntax shareholder Ahmed Amr.  Mr. Amr
is seeking to overturn a bankruptcy judge's denial of his bid to
seize company records and to pursue allegations of misconduct
against Greenberg Traurig.

As reported by the Troubled Company Reporter, Law360's Vince
Sullivan said Greenberg Traurig had objected to the recusal
request, calling it unfounded.  

                   About Syntax-Brillian

Based in Tempe, Arizona, Syntax-Brillian Corporation manufactured
and marketed LCD HDTVs, digital cameras, and consumer electronics
products including Olevia(TM) brand high-definition widescreen LCD
televisions and Vivitar brand digital still and video cameras.
Syntax-Brillian was the sole shareholder of California-based
Vivitar Corporation.

The Company and two of its affiliates -- Syntax-Brillian SPE,
Inc., and Syntax Groups Corp. -- filed for Chapter 11 protection
on July 8, 2008 (Bankr. D. Del. Lead Case No.08-11407.  Lawyers at
Greenberg Traurig LLP represented the Debtors as counsel.  Five
members composed the official committee of unsecured creditors.
Pepper Hamilton, LLP, represented the Committee as counsel.  Epiq
Bankruptcy Solutions, LLC, served as the Debtors' balloting,
notice, and claims agent.  When the Debtors filed for protection
against their creditors, they disclosed total assets of
$175,714,000 and total debts of $259,389,000.

The Bankruptcy Court confirmed the Debtors' Joint Chapter 11
Liquidation Plan in an order dated July 6, 2009.  Under the Plan,
general unsecured claims were to received pro rata distributions
from a liquidating trust after payment of the trust's expenses and
a "liquidating trust funding reimbursement."  Holders of allowed
prepetition credit facility claims were to receive their pro rata
distributions from a lender trust, after payment in full of
allowed DIP facility claims.  A full-text copy of the Debtors' 2nd
amended Chapter 11 liquidating plan is available at:

   http://bankrupt.com/misc/syntax-brillian2ndamendedplan.pdf     


The SB Liquidation Trust is represented by David M. Fournier,
Esq., and Evelyn J. Meltzer, Esq., at Pepper Hamilton LLP; and
Allan B. Diamond, Esq., Andrea L. Kim, Esq., Eric D. Madden, Esq.,
and Michael J. Yoder, Esq., at Diamond McCarthy LLP.  


TEKNI-PLEX INC: S&P Retains 'B' Rating on 1st Lien Credit Facility
------------------------------------------------------------------
S&P Global Ratings said that its 'B' issue-level rating and '3'
recovery rating on Wayne, Pa.-based Tekni-Plex Inc.'s first-lien
credit facility are unchanged following the company's announcement
that it is upsizing the loan by $45 million to $606 million
(outstanding amount).  The '3' recovery rating reflects S&P's
expectation for meaningful (50%-70%; lower half of the range)
recovery in a payment default scenario.

All of S&P's other ratings on the company also remain unchanged.

S&P expects that Tekni-Plex will use the proceeds from this
transaction, along with cash from its balance sheet, to pay down a
portion of its $160 million second-lien term loan.

RATINGS LIST

Tekni-Plex Inc.
Corporate Credit Rating             B/Stable/--

Ratings Unchanged

Tekni-Plex Inc.
First-Lien Credit Facility          B
  Recovery Rating                    3L


TERESA GIUDICE: May Pursue Malpractice Case; Trustee Deal Okayed
----------------------------------------------------------------
Bill Wichert, writing for Bankruptcy Law360, reported that U.S.
Bankruptcy Judge Stacey L. Meisel in New Jersey signed off on Dec.
9, 2016, on a deal allowing Teresa Giudice, the formerly
incarcerated star of "The Real Housewives of New Jersey," to pursue
a malpractice action against her former bankruptcy attorney and
share any proceeds with her creditors.  Judge Meisel said she would
issue an order approving a settlement between Ms. Giudice and a
bankruptcy trustee, praising them for reaching an agreement that
the judge didn't think was possible after the parties had taken
"extreme" positions in the case.

As reported by the Troubled Company Reporter, a prior report by
Law360's Wichert said Judge Meisel tossed James A. Kridel Jr.'s
motion seeking to intervene in the bankruptcy matter and asking the
judge to reject the proposed settlement between Teresa Giudice and
a bankruptcy trustee.

According to a report by The American Bankruptcy Institute, citing
Vicki Hyman of NJ.com, Ms. Giudice sued Mr. Kridel in 2015 for
legal malpractice, claiming his bad advice and mistakes led to her
conviction for bankruptcy fraud.  After a contentious mediation,
Ms. Giudice's lawyers Anthony Rainone and Carlos Cuevas settled
with John Sywilok, the trustee who represented Ms. Giudice's
creditors, agreeing that her creditors will get 45% of any
winnings, and that Sywilock will join Ms. Giudice's malpractice
case as a plaintiff.

                       About the Giudices

In June 2010, Teresa Giudice, who portrays a role in Real
Housewives of New Jersey, and her husband, Joe, filed for
bankruptcy under Chapter 11 in the U.S. Bankruptcy Court in New
Jersey.  The Giudices owe creditors $10.85 million.

Chapter 7 trustee John Sywilok sued the Giudices.  The suit
claimed that the Debtors concealed key documents about their
finances and business transactions.  Mr. Sywilok also accused the
couple of making false statements under oath about their assets,
income and expenses.


TERRAFORM POWER: SunEdison Consolidation Raises Going Concern Doubt
-------------------------------------------------------------------
TerraForm Power, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $33.50 million on $153.92 million of operating revenues for the
three months ended March 31, 2016, compared to a net loss of $83.66
million on $70.51 million of operating revenues for the same period
in 2015.

The Company's balance sheet at March 31, 2016, showed total assets
of $8.20 billion, total liabilities of $5.11 billion, $177.74
million in redeemable non-controlling interests, and a total
non-controlling interests and stockholders' equity of $2.91
billion.

TerraForm's sponsor, SunEdison, Inc., and certain of its affiliates
filed for bankruptcy on April 21, 2016.  The Company believe that
they have observed formalities and operating procedures to maintain
their separate existence, that their assets and liabilities can be
readily identified as distinct from those of SunEdison and that
they do not rely substantially on SunEdison for funding or
liquidity and will have sufficient liquidity to support the
Company's ongoing operations.  The Company's contingency planning
with respect to the SunEdison Bankruptcy has and will include,
among other things, establishing stand-alone information
technology, accounting and other critical systems and
infrastructure, establishing separate human resources systems and
employee retention efforts, and retaining backup or replacement
operation and maintenance and asset management services for their
power plants from other providers.

However, there is a risk that an interested party in the SunEdison
Bankruptcy could request that the assets and liabilities of the
Company be substantively consolidated with SunEdison and that the
Company and/or its assets and liabilities be included in the
SunEdison Bankruptcy.  While it has not been requested to date and
they believe there is no basis for substantive consolidation in
their circumstances, the company cannot assure that substantive
consolidation will not be requested in the future or that the
bankruptcy court would not consider it. Substantive consolidation
is an equitable remedy in bankruptcy that results in the pooling of
assets and liabilities of the debtor and one or more of its
affiliates solely for purposes of the bankruptcy case, including
for purposes of distributions to creditors and voting on and
treatment under a reorganization plan. Bankruptcy courts have broad
equitable powers, and as a result, outcomes in bankruptcy
proceedings are inherently difficult to predict.

To the extent the bankruptcy court were to determine that
substantive consolidation was appropriate under the Company's facts
and circumstances, then the assets and liabilities of the Company
could be made available to help satisfy the debt or contractual
obligations of SunEdison.

Additionally, there have been covenant defaults under a number of
financing arrangements, mainly because of delays in the delivery of
project-level audited financial statements and the delay in the
filing of the Company’s audited annual financial statements for
2015 on Form 10-K. In addition, in a number of cases the SunEdison
Bankruptcy resulted in defaults because SunEdison Debtors have been
serving as operation and maintenance and asset management services
providers or as guarantors under relevant contracts. The Company
has been working diligently with our lenders to cure or waive
instances of default, including through the completion of
project-level audits and the retention of replacement service
providers. However, there can be no assurance that all remaining
defaults will be cured or waived. If the remaining defaults are not
cured or waived, this would restrict the ability of the
project-level subsidiaries to make distributions, which may affect
the Company's ability to meet certain covenants related to
revolving credit facility at the corporate level, or entitle the
related lenders to demand repayment or enforce their security
interests, which could have a material adverse effect on its
business, results of operations, financial condition and ability to
pay dividends.

The risk of substantive consolidation of the Company with SunEdison
and inclusion in the SunEdison Bankruptcy as well as the existing
covenant defaults and risks of future covenant defaults under a
number of financing agreements, raise substantial doubt about the
Company's ability to continue as a going concern.

A full-text copy of the Company's Form 10-Q is available at:
                
                   http://bit.ly/2gCcbT2

TerraForm Power, Inc., a controlled affiliate of SunEdison, Inc.,
is a holding company and its sole asset is an equity interest in
TerraForm Power, LLC ("Terra LLC"), an owner of renewable energy
facilities that have long-term contractual arrangements to sell the
electricity generated by these facilities to third parties.  The
related green energy certificates, ancillary services and other
environmental attributes generated by these facilities are also
sold to third parties.  TerraForm Power is the managing member of
Terra LLC, and operates, controls and consolidates the business
affairs of Terra LLC.


TERVITA CORP: Alberta Court Approves Recapitalization Transaction
-----------------------------------------------------------------
Tervita Corporation and certain of its affiliates on Dec. 6, 2016,
disclosed that, in connection with the previously announced
proposed recapitalization transaction described in the Company's
management information circular dated Oct. 28, 2016, the Company
obtained a final court order from the Alberta Court of Queen's
Bench approving its plan of arrangement under the Canada Business
Corporations Act (the "Plan of Arrangement") pursuant to which the
Recapitalization Transaction is being implemented.  

The Plan of Arrangement was approved by the Company's unsecured and
subordinated noteholders and the shareholders of Red Sky
Acquisition Corp. at meetings held on November 30, 2016.

It is expected that the Recapitalization Transaction will be
completed in December 2016, subject to the satisfaction or waiver
of all other conditions to the Plan of Arrangement.

"The Court approval represents one of the final steps towards
Tervita's successful recapitalization transaction," said Chris
Synek, President and CEO.  "We are in the process of completing
financial arrangements which will provide the capital our Company
needs to grow and prosper moving forward."

New Credit Agreement

In connection with the Recapitalization Transaction, and in order
to provide it with continued financial flexibility going forward,
Tervita also announced that it is negotiating and expects to enter
into a C$200,000,000 credit agreement, pursuant to which
C$175,000,000 is a revolving facility provided by a syndicate of
lenders led by The Toronto-Dominion Bank in its capacity as
administrative agent, and C$25,000,000 is an operating facility
available from The Toronto-Dominion Bank, as lender.  Tervita's
cost of funds under the Credit Agreement will be based on a
floating rate that is determined by applying certain tests to
Tervita's financial information.  Tervita's obligations under the
credit agreement will be secured by a first priority lien over
substantially all of Tervita's assets.

Tervita's legal advisors in connection with the Recapitalization
Transaction are Osler, Hoskin & Harcourt LLP, Fasken Martineau
DuMoulin LLP and Latham & Watkins LLP, and its financial advisor is
Barclays Capital Inc.

The plan sponsors' legal advisors in connection with the
Recapitalization Transaction are Bennett Jones LLP and Davis Polk &
Wardwell LLP, and its financial advisors are Moelis & Company LLC
and Peters & Co. Limited.

                        About Tervita

Headquartered in Calgary, Alberta, the Tervita Group's largest line
of business is "midstream services."  The Tervita Group delivers
waste processing and management solutions for fluids and solid
waste used in and generated by oil and gas drilling and production.
This includes, among many other services: (i) processing and
disposing of waste by-products created by resource extraction and
(ii) managing the sale of oil and condensate processed and
recovered through the Tervita Group's waste processing facilities.
The Tervita Group also has other lines of business, including
environmental services.

Tervita Corporation and its debtor-affiliates filed for Chapter 15
protection on Oct. 18, 2016 (Bankr. S.D.N.Y. Lead Case No.
16-12920).  Rob Van Walleghem is the authorized representative of
the Debtors.  Mark A. Broude, Esq., and Annemarie V. Reilly, Esq.,
at Latham & Watkins LLP, represents Mr. Van Walleghem.

The Debtors estimated total assets of C$1.7 billion as of Aug. 31,
2016, and total debt of $2.6 billion as of June 30, 2016.


THOMAS A. PICKETT: CNH Industrial Tries To Block Disclosures OK
---------------------------------------------------------------
CNH Industrial Capital America LLC, successor by name change to CNH
Capital America LLC, a secured creditor and party-in-interest,
filed with the U.S. Bankruptcy Court for the Western District of
Louisiana an objection to Thomas A. Pickett and Katherine D.
Pickett's disclosure statement filed on Oct. 17, 2016, referring to
the Debtors' plan of reorganization.

CNH Industrial claims that the Disclosure Statement does not comply
with 11 U.S.C. Section 1125 because it does not contain "adequate
information" as defined by 11 U.S.C. Section 1125 (a)(1).

According to CNH Industrial, the Disclosure Statement does not
contain adequate information on the value or how the Debtors
determined the value of the equipment collateral of CNH Industrial
that they propose to retain under their Plan.

The Disclosure Statement also does not contain adequate information
about the feasibility of the Debtors' Plan.

As reported by the Troubled Company Reporter on Oct. 27, 2016, the
Debtors filed a plan of reorganization, which states that Class 11
General Unsecured Claims are impaired.  Holders of these claims
will be paid a pro rata portion of $15,833.33 per year until all
allowed unsecured claims are paid in full or a total of $95,000 has
been paid (six years), whichever occurs first.  The payments will
not bear any interest.  The first annual payment will be due Feb.
15, 2017, or 30days after the Effective Date, whichever is later.
Subsequent payments will be made on the 15th of February for the
next five years.  The payments will be completed in five years.  If
any disputed claim is allowed and not paid by insurance proceeds,
then that creditor will receive a pro rata share of $15,833.33 per
year and the payments on all other allowed claims will be reduced
accordingly.  Base on undisputed unsecured claims not covered by
insurance proceeds or surrendered items of $940,273.58, these
payments will result in an estimated 10% dividend to unsecured
creditors.

CNH Industrial is represented by:

     R. Joseph Naus, Esq.
     WIENER, WEISS & MADISON
     A Professional Corporation
     333 Texas Street, Suite 2350 (71101)
     P.O. Box 21990
     Shreveport, LA 71120-1990
     Tel: (318) 226-9100
     Fax: (318) 424-5128
     E-mail: rjnaus@wwmlaw.com

Thomas A. Pickett and Katherine D. Pickett filed for Chapter 11
bankruptcy protection (Bankr. W.D. La. Case No. 16-50534) on April
18, 2016.  Thomas E. St. Germain, Esq., at Weinstein Law Firm
serves as the Debtor's bankruptcy counsel.


TLD BAR: Wants Court Approval for Rigdon's Use of Cash Collateral
-----------------------------------------------------------------
TLD Bar Ranch, LP, Bettye J. Rigdon, and Carousel Properties, LLC,
ask the U.S. Bankruptcy Court for the Northern District of Texas to
authorize Bettye J. Rigdon to use cash collateral in her individual
capacity.

Ms. Rigdon owns approximately 250 acres of real estate in Wise
County, Texas.  

Five tracts of the Property are pledged as collateral to secure
three notes in favor of First State Bank (Chico):

   * Real Estate Lien Note dated Feb. 25, 2012, in the original
principal amount of $134,962;

   * Real Estate Lien Note dated Nov. 21, 2012, in the original
principal amount of $297,188; and

   * Real Estate Lien Note dated Nov. 3, 2012, in the original
principal amount of $199,424.

The Internal Revenue Service asserts a claim against Ms. Rigdon for
unpaid income taxes.  The IRS has a lien on all property and rights
to property belonging to Ms. Rigdon, which include cash and cash
equivalents that were on hand as of the Petition Date and that will
be received post-petition.

Ms. Rigdon's proposed monthly Budget provides for total expenses in
the amount of $2,805.

Ms. Rigdon contends that the IRS's interests are adequately
protected by its lien on the Property and the other assets of the
Debtor.  She proposes to grant the IRS additional adequate
protection in the form of replacement liens upon all categories of
property of the Debtor, upon which the IRS held prepetition liens
and security interests and all proceeds, rents, products or their
profits, provided that such liens will not prime any pre-existing
liens which have priority over the IRS's prepetition liens, such as
the liens of ad valorem taxing authorities and the liens securing
the First State Notes.  

A full-text copy of the Debtors' Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/TLDBar2016_1644622mxm11_21.pdf

A full-text copy of the Debtors' proposed Budget, dated Dec. 9,
2016, is available at
http://bankrupt.com/misc/TLDBar2016_1644622mxm11_21_1.pdf

                       About TLD Bar Ranch, LP

TLD Bar Ranch, L.P., filed a chapter 11 petition (Bankr. N.D. Tex.
Case No. 16-44622) on Dec. 2, 2016.  The petition was signed by
Bettye Jean Rigdon, manager of BJR Re Management, LLC, as the
general partner of TLD Bar Ranch L.P.  The case is assigned to
Judge Mark X. Mullin.  TLD Bar Ranch estimated assets at $1 million
to $10 million and liabilities at $500,000 to $1 million at the
time of the filing.  The Debtor is represented by Jeff P. Prostok,
Esq., at Forshey & Prostok, LLP.


TMOV INC: EK Line Buying Trademarks for $40K
--------------------------------------------
The U.S. Bankuptcy Court for the Central District of California
will convene a hearing on Jan. 5, 2017 at 8:30 a.m. to consider
TMOV, Inc.'s sale of trademarks registered with the United States
patent and Trademark Office, Registration Nos. 3,733,829,
3,814,483, 3,133,409, 3,900,780, 4,068,502, and 3,848,910
("Property") outside the ordinary course of business to EK Line,
Inc. for $40,000, subject to overbid.

The objections must be filed 7 days prior to the hearing of the
Motion.

TMOV was involved in the business of garment manufacturing for
children's, men's and women's denim jeans and bottoms in cotton
blended fabric.

TMOV is the sole owner of the Property.  The fair market value of
the Property was $40,000 as of the Petition Date.

Pursuant to the trademark Purchase and Assignment Agreement
("Agreement"), dated Oct. 1, 2016, the sale is on an "as is, where
is, with all faults," bass, without any warranties or
representations, and free and clear of all liens and encumbrances.
The transaction has been consummated in good faith and on an arm's
length basis.

A copy of the Agreement attached to the Motion is available for
free at:

          http://bankrupt.com/misc/TMOV_Inc_62_Sales.pdf

Hana Financial, Inc., and Hana Small Business Lending, Inc., hold
perfected security interests in TMOV's assets, including the
Property.

On Oct. 13, 1998, Hana Financial and It Jeans entered into a
"Collection Date Factoring Agreement."  On Jan. 4, 2000, they
entered into a "Loan And Security Agreement."  Section 1 of the
Loan And Security Agreement describe the collateral, including
general intangibles, in which Hana Financial received a security
interest in return for the providing financing to It Jeans.
Effective Aug. 1, 2007, they entered into an "Amended Factoring
Agreement," which replaced the amended and restated loan and
security agreement, dated Jan. 24, 2005.  On Jan. 1, 2012, they
entered into a "Security Agreement," which sets forth that Hana
Financial agreed to restructure certain financial arrangements with
It Jeans on the condition that certain additional security is
pledged by It Institution, as guarantor, to secure It Jeans'
obligations pursuant to the Amended Factoring Agreement.  The
"Existing Trademarks" schedule attached to the Security Agreement
lists the Property.  Hana Financial filed UCC-1 Financing Statement
with the California Secretary of State to perfect its blanket
personal property security interest.

On Nov. 24, 2010, It Jeans executed a "Note" in favor of Hana Small
Business Lending in the principal amount of $2,700,000.  Commercial
Security Agreements between the It Jeans and Star Production, on
the one hand, and Hana Small Business Lending, on the other hand,
were also entered on Nov. 24, 2010.  Hana Small Business Lending
filed UCC-1 Financing Statement with the California Secretary of
State to perfect its security entered in the subject collateral.

On Dec. 2, 2010, Hana Financial caused to be filed UCC-1 Financing
Statement Amendments reflecting the agreement of Hana Financial to
subordinate its blanket personal property security interest in the
collateral pledged by It Jeans, except accounts receivable, to Hana
Small Business Lending.

On March 11, 2015, Hana Small Business Lending, Hana Financial and
Star Production entered into an "Inter-Creditor And Subordination
Agreement," pursuant to which Hana Financial agreed to subordinated
its security interest, with the exception of accounts receivable,
in favor of Hana Small Business Lending.

On Jan. 22, 2016, Item Denim, It Jeans, It Shoppe and Star
Production merged into It Institution, as evidence by a
"Certificate of Ownership," filed with the California State
Secretary of State on Feb. 8, 2016.

On Jan. 23, 2016, It Institution executed a "Certificate of
Amendment of Articles of Incorporation," evidencing the change of
its name from It Institution to TMOV.  The Certificate of Amendment
of Articles was filed with the California State Secretary of State
on Feb. 29, 2016.

TMOV is not aware of any other entities holding valid and
enforceable liens against the Property.

The primary purpose for TMOV's bankruptcy filing was to afford TMOV
an opportunity to restructure its debts.  TMOV's reorganization
efforts have proven to be unsuccessful.  TMOV therefore seeks to
liquidate its assets for as much as possible.

By the Agreement, TMOV asks the Court to authorize the Debtor to
sell the Property for $40,000 and to pay from the sale proceeds the
claim of the Aver Firm for the attorney's fees and costs incurred
in preparing and prosecuting the instant motion and to utilize any
remaining sale proceed to pay Hana Small Business Lending and Hana
Financial, as they may decide, in partial satisfaction of their
claims against the estate.  Both Hana Small Business Lending and
Hana Financial approved the Agreement.

The Debtor asks the Court to waive the 14-day stay period under the
Federal Rule Bankruptcy Procedure 6004(h) with respect to the sale
of the Property.

                         About TMOV Inc.

TMOV, Inc., was involved in the business of garment manufacturing
for children's, men's and women's denim jeans and bottoms in cotton
blended fabric.

TMOV, Inc. sought protection under Chapter 11 of the Bankruptcy
Code in the Central District of California (Los Angeles) (Case No.
16-13649) on March 22, 2016.  The petition was signed by Kimmy
Song, president.

The Debtor is represented by Raymond H. Aver, Esq., at Law Offices
of Raymond H. Aver APC. The case is assigned to Judge Sandra R.
Klein.

The Debtor estimated assets of $50,000 to $100,000 and debts of
$10
million to $50 million.


TRICIA STAR WASHINGTON: Jan. 19 Plan Confirmation Hearing
---------------------------------------------------------
Tricia Star Washington filed a motion asking the U.S. Bankruptcy
Court for the Central District of California to approve her
disclosure statement in support of her plan of reorganization,
dated Dec. 1, 2016.

A hearing on the confirmation of the Plan is set for Jan. 19, 2017
at 1:30 P.M.

The Amended Disclosure statement sets forth the following: (i)
Critical Plan provisions, including the sources of money earmarked
to pay Debtor's creditors and interest holders; (ii) description of
Debtor's assets and the values of such assets; (iii) information
regarding the anticipated future operations and performance of the
reorganized Debtor; (iv) description of Debtor's assets and the
values of such assets; (v) information regarding the anticipated
future operations and performance of the reorganized Debtor; (vi) a
discussion of claims asserted against Debtor; and a detailed
discussion of the effects of confirmation of the Plan.

The Amended Disclosure Statement, therefore, clearly provides
"adequate information" within the meaning of Bankruptcy Code
Section 1125 and should be approved for use in soliciting the votes
of Debtor creditors.

Accordingly, the Debtor requests the Court to find that the
Individual Debtor Amended Disclosure statement in Support of Plan
of Reorganization and declaration of Tricia Star Washington filed
on Dec. 1, 2016 contains "adequate information within the meaning
of Section 1125(a) of the Bankruptcy Code; authorize the Debtor to
disseminate Disclosure Statement; and fix requisite dates,
deadlines and briefing procedures.

Tricia Star Washington filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Cal. Case No. 15-25096) on Sept. 30, 2015.  Onyinye N
Anyama, Esq., at Anyama Law Firm serves as the Debtor's bankruptcy
counsel.


TRUMP ENTERTAINMENT: Plan Trustee Files Clawback Suits
------------------------------------------------------
Matt Chiappardi, writing for Bankruptcy Law360, reported that the
Trump Entertainment Resorts Inc. bankruptcy distribution trustee
launched several lawsuits Dec. 8, 2016, looking to claw back more
than $6 million in payments made before it filed for Chapter 11
protection to entities that include its union health care trust and
utility provider Atlantic City Electric Co.  The distribution
trustee, Nathan A. Schultz, filed three adversary actions in the
Delaware bankruptcy court.

                 About Trump Entertainment Resorts

Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on Sept.
9, 2014, with plans to shutter its casinos.  TER and its affiliated
debtors owned and operated two casino hotels located in Atlantic
City, New Jersey.  At the time of the filing, TER said it would
close the Trump Taj Mahal Casino Resort by Sept. 16, 2014, and,
absent union concessions, the Trump Plaza Hotel and Casino by Nov.
13, 2104.  

Judge Kevin Gross presides over the Chapter 11 cases.  The Debtors
tapped Young, Conaway, Stargatt & Taylor, LLP, as counsel; Stroock
& Stroock & Lavan LLP, as co-counsel; Houlihan Lokey Capital, Inc.,
as financial advisor; and Prime Clerk LLC, as noticing and claims
agent.

TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.  The Debtors as of Sept. 9, 2014, owed $285.6
million in principal plus accrued but unpaid interest of $6.6
million under a first lien debt issued under their 2010
bankruptcy-exit plan.  The Debtors also had trade debt in the
amount of $13.5 million.

In March 2015, Judge Gross confirmed Trump Entertainment Resorts'
Third Amended Joint Plan of Reorganization and Disclosure Statement
pursuant to Section 1129 of the Bankruptcy Code.  The Plan
converted $292.3 million in debt owed to lenders affiliated with
Carl Icahn and Icahn Enterprises into 100% of newly issued common
stock in the reorganized company, while general unsecured creditors
would get $3.5 million.  The Disclosure Statement said general
unsecured creditors were estimated to recover 0.47% to 0.43% of
their total allowed claim amount.  

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009 (Bankr.
D.N.J. Lead Case No. 09-13654).  The Company tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel.  Ernst & Young LLP served
as the Company's auditor and accountant and Lazard Freres & Co. LLC
was the financial advisor.  Garden City Group was the claims agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of Dec. 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D.N.J. Case No. 04-46898
through 04-46925).  Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it exited
from bankruptcy under the name Trump Entertainment Resorts Inc.


UNIVERSAL SOFTWARE: Wants to Use TD Bank Cash Until March 31
------------------------------------------------------------
Universal Software Corporation asks the U.S. Bankruptcy Court for
the District of Massachusetts for authorization to continue using
TD Bank, N.A.'s cash collateral, through March 31, 2017.

The Court had previously authorized the Debtor to use cash
collateral on a final basis through Dec. 30, 2016.

The Debtor relates that TD Bank had agreed to the Debtor's further
use of cash collateral through March 31, 2017.

The Debtor's proposed Budget, which covers the period from Jan. 1,
2017 to March 31, 2017, provides for total expenses in the amount
of $1,962,400.

A full-text copy of the Debtor's Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/UniversalSoftware2016_1640872_156.pdf

A full-text copy of the Debtor's proposed Budget, dated Dec. 9,
2016, is available at
http://bankrupt.com/misc/UniversalSoftware2016_1640872_156_1.pdf

                 About Universal Software Corporation

Universal Software Corporation filed for Chapter 11 protection
(Bankr. D. Mass. Case No. 16-40872) on May 18, 2016.  The petition
was signed by Kishore Deshpande, president.  The Debtor is
represented by George J. Nader, Esq., at Riley & Dever, P.C. Judge
Christopher J. Panos presides over the case.  The Debtor estimated
assets of $1 million to $10 million and estimated liabilities of $1
million to $10 million.


UPPER ROOM BIBLE: Can Use Cash Collateral on Final Basis
--------------------------------------------------------
Judge Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern
District of Louisiana authorized The Upper Room Bible Church, Inc.
to use the cash collateral of the Internal Revenue Service on a
final basis.

The approved 13-Week Budget reflects planned expenses of
approximately $113,902 and payroll expenses in the aggregate amount
of $68,886, for the period beginning October 31, 2016 through
January 29, 2017.

Judge Brown granted the IRS with adequate protection liens upon the
cash collateral, and the proceeds, products, rents, offspring, and
profits thereof to secure the amount of any post-petition
diminution in the value of IRS' interests in the cash collateral to
the extent such interests are entitled to adequate protection
against such diminution under the Bankruptcy Code.

Judge Brown directed the Debtor to make monthly payments to the IRS
in the amount of $2,819.64 beginning November 21, 2016.

The Debtor's use of cash collateral will expire, on the earliest to
occur of:

      (a) the effective date of a plan confirmed under 11 U.S.C.
Section 1129;

      (b) the dismissal or conversion of this Chapter 11 case to a
case under Chapter 7 of Title 11 of the United States Code; or

      (c) the appointment of a trustee or examiner under Bankruptcy
Code Section 1104.

A full-text copy of the Order, dated December 8, 2016, is available
at https://is.gd/c5Qhqq

                         About The Upper Room Bible

The Upper Room Bible Church, Inc. filed a Chapter 11 petition
(Bankr. E.D. La. Case No. 16-12757), on November 8, 2016.    The
Petition was signed by  Herbert H. Rowe, Jr.   The Debtor is
represented by P. Douglas Stewart, Jr., Esq., Brandon A. Brown,
Esq., and Ryan J. Richmond, Esq., at Stewart Robbins & Brown, LLC.
At the time of filing, the Debtor estimated assets and liabilities
at $0 to $50,000.


VALUEPART INC: Can Continue Using ACF FinCo Cash Collateral
-----------------------------------------------------------
Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the
Northern District of Texas authorized ValuePart, Incorporated to
use cash collateral on an interim basis.

Judge Hale acknowledged that the Debtor's use of cash collateral to
cover the expenditures set forth on the Budget is necessary to
avoid immediate and irreparable harm to Debtor's estate pending a
final hearing on the Debtor's Motion. The approved Budget reflected
total operating disbursements of $653,939 for the week ending
December 10, 2016 and $864,703 for the week ending December 17,
2016.

The Debtor named ACF FinCo I LP, its senior lender, and Skokie
Investrade, Inc., its junior lenders, as the secured creditors with
interests in the cash collateral. Judge Hale acknowledged that the
operating expenses proposed to be paid by the Debtor are reasonable
and necessary to prevent irreparable injury, loss, or damage to the
Debtor's estate.  He further acknowledged that the Debtor's use of
cash collateral will allow for the continued operation of the
Debtor's existing business and preserve value for all
constituents.

The adequate protection granted to the secured creditors are:

     (1) From the Petition Date until such time as the Debtor no
longer uses ACF FinCo's cash collateral, the Debtor will deliver to
ACF FinCo, timely and current monthly payments of accrued interest
at the non-default rate.

     (2) ACF FinCo and Skokie Investrade are each granted
replacement liens and security interests in all of the Debtor's
assets, in the same nature, extent, priority, and validity that
such liens, existed on the Petition Date, in the amount equal to
the aggregate diminution in value of the prepetition collateral, to
the extent of their interests therein.

The Debtor's right to use cash collateral will end at the earlier
of the last day of the time period set forth in the approved Budget
or a final hearing on the Debtor's Motion to use cash collateral.

A full-text copy of the Third Interim Order, dated December 6,
2016, is available at https://is.gd/oKtwoE

                        About ValuePart, Incorporated

ValuePart, Incorporated is a Chicago-based distributor of high
quality, competitively priced, aftermarket replacement parts for
off-highway earthmoving equipment manufacturers such as
Caterpillar, Case, Komatsu, Deere, International, Bobcat and
Hitachi, along with many others. The Debtor operates from 8
locations in Illinois, Texas, Nevada, Washington, Ohio, Georgia,
Vancouver and Toronto, and employs approximately 70 employees.
Although headquartered in Vernon Hills, Illinois, the Debtor's
largest distribution center is located in Dallas, Texas.

ValuePart filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
16-34169), on Oct. 27, 2016.  The petition was signed by Isa
Passini, vice president.  The case is assigned to Judge Harlin
DeWayne Hale.  At the time of filing, the Debtor estimated both
assets and liabilities at $10 million to $50 million.

The Debtor is represented by Marcus Alan Helt, Esq., Mark C. Moore,
Esq. and Thomas C. Scannell, Esq., at Gardere Wynne Sewell LLP.
The Debtor's Restructuring Advisor is CR3 Partners, LLC; and the
Debtor's Claims and Noticing Agent is Upshot Services LLC.

The Office of the U.S. Trustee appointed the following creditors to
serve on the Official Committee of Unsecured Creditors: Federal
Mogul, Kunshan Taiheiya Precision Machinery, Pukdoo Industrial Co.,
Ltd, and Modena Parts S.R.L.


VALUEPART INC: Wants Approval for Insider Payments to Passini
-------------------------------------------------------------
ValuePart Incorporated asks the U.S. Bankruptcy Court for the
Northern District of Texas to approve contractual insider payments
for technical services.

Passini Holdings S.r.l., provides certain essential technical
services to the Debtor.  Passini Holdings is owned 100% by the
Passini Family, which in turn owns the parent company of the
company that owns the Debtor.

Passini Holdings provides technical services to the Debtor which
include:

     (a) design and computerized prototyping for design, research,
and laboratory testing of replacement parts to be distributed by
the Debtor;

     (b) quality control related to the parts to be distributed by
the Debtor;

     (c) purchasing of the parts to be distributed by the Debtor;
and

     (d) maintenance of a website for inventory that includes
technical information, part numbers, new material, etc.

In exchange for the Technical Services, the Debtor pays Passini
Holdings an annual total of $400,000, which is paid in monthly
payments of $33,333.

The Debtor relates that the monthly contract payments are made in
the Debtor's ordinary course of business, and based on invoices the
Debtor receives for the Technical Services in the ordinary course
of its business.

The Debtor tells the Court that the Technical Services are critical
to the Debtor's business.  The Debtor further tells the Court that
without them, the Debtor would not be able to purchase, design for
order, or inspect the quality of goods manufactured at the quality
and cost that is necessary for the Debtor's success.

The Debtor is indebted to ACF FinCo I LLP, which provided the
Debtor with a maximum revolving loan not to exceed $35,000,000.
The Debtor contends that ACF FinCo was aware of the Technical
Services Contract at the time the Loan Agreement was made and
consented to the use of the loaned funds for the Contract
Payments.

The Debtor relates that it has been using ACF FinCo's cash
collateral during the Chapter 11 case by both agreement and Order
of the Court.  The Debtor further relates that every cash
collateral budget approved by the Court has provided for the
Contract Payments as Operating Disbursements.

The Debtor says that it intends to continue the payments because
the Technical Services provided by the Supplier are critical to the
Debtor's operations and goal of maximizing value for the bankruptcy
estate and its stakeholders.

A full-text copy of the Debtor's Motion, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/ValuePartInc2016_1634169hdh11_119.pdf

                  About ValuePart Incorporated

ValuePart, Incorporated is a Chicago-based distributor of high
quality, competitively priced, aftermarket replacement parts for
off-highway earthmoving equipment manufacturers such as
Caterpillar, Case, Komatsu, Deere, International, Bobcat and
Hitachi, along with many others. The Debtor operates from 8
locations in Illinois, Texas, Nevada, Washington, Ohio, Georgia,
Vancouver and Toronto, and employs approximately 70 employees.
Although headquartered in Vernon Hills, Illinois, the Debtor's
largest distribution center is located in Dallas, Texas.

ValuePart filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
16-34169) on Oct. 27, 2016.  The petition was signed by Isa
Passini, vice president.  The case is assigned to Judge Harlin
DeWayne Hale.  The Debtor is represented by Marcus Alan Helt, Esq.,
Mark C. Moore, Esq. and Thomas C. Scannell, Esq., at Gardere Wynne
Sewell LLP.  

The Debtor's Restructuring Advisor is CR3 Partners, LLC; and the
Debtor's Claims and Noticing Agent is Upshot Services LLC.

At the time of filing, the Debtor estimated both assets and
liabilities at $10 million to $50 million.

The Office of the U.S. Trustee appointed the following creditors to
serve on the Official Committee of Unsecured Creditors:
Federal-Mogul, Kunshan Taiheiya Precision Machinery, Pukdoo
Industrial Co., Ltd., and Modena Parts S.R.L.


WALTER H. BOOTH: Cash Collateral Use Through Dec. 31 Approved
-------------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire authorized Walter H. Booth Clause 4 Trust
to use Ocwen Loan Servicing, LLC's cash collateral on an interim
basis, November 16, 2016 through December 31, 2016.

The approved Budget for the period December 1, 2016 through
December 31, 2016, provides for total cash disbursements of
approximately $10,043.

Ocwen Loan was granted a post-petition replacement lien and
security interest in all post-petition property of the estate of
the same type against which Ocwen Loan, held validly perfected and
not avoidable liens and security interests as of the Petition Date,
which will have the same priority, validity and enforceability as
such liens on the Cash Collateral.

The Debtor was directed to pay Ocwen Loan its monthly mortgage
payment of $6,746, commencing December 1, 2016 until further order
of the Court.

The Debtor was directed to file and serve a motion for further use
of cash collateral by December 12, 2016.  

A hearing on the Debtor's motion for further use of cash collateral
will be held on December 28, 2016 at 2:00 p.m.  The deadline for
the filing of objections to the Debtor's further use of cash
collateral is set on December 21, 2016.

A full-text copy of the Order, dated December 7, 2016, is available
at https://is.gd/qVCdr4

                     About Walter H. Booth Clause 4 Trust

Walter H. Booth Clause 4 Trust filed a chapter 11 petition (Bankr.
D.N.H. Case No. 16-11598) on Nov. 16, 2016.  The petition was
signed by Stephen W. Booth, trustee.  The Debtor is represented by
Eleanor W. Dahar, Esq., at Victor W. Dahar Professional
Association.  The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.


WASHINGTON MUTUAL: Former Employees Seek Sanction v. Trustee
------------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reported that
former Washington Mutual Inc. employees pressed for sanctions
against the liquidating trustee appointed in the case.  They claim
the trustee has repeatedly failed to comply with an order to seek
clarification on rules for millions of dollars in potential
employment contract claims.  Attorneys for employees claimed that
the WMI Liquidating Trust -- which is tasked with winding up the
Chapter 11 -- has "laid waste to the spirit" of a Delaware
bankruptcy court order to sort out the trustee's obligations.

As reported by the Troubled Company Reporter, under WaMu's
confirmed reorganization plan, WaMu established a liquidating
trust to make distributions to parties-in-interest on account of
their allowed claims, which were expected to total more than $7
billion.  In addition, the plan included significant recoveries for
creditors and distribution of substantially all of the stock in the
reorganized company to equity holders.  

                    About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington    
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators.  The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively).  WaMu owned
100% of the equity in WMI Investment.

When WaMu filed for protection from its creditors, it disclosed
assets of $32,896,605,516 and debts of $8,167,022,695.  WMI
Investment estimated assets of $500 million to $1 billion with zero
debts.

WaMu was represented in the Chapter 11 case by Brian Rosen, Esq.,
at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins,
Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and
Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP. The Debtor tapped Valuation Research
Corporation as valuation service provider for certain assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represented the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represented the
Equity Committee. The official committee of equity security holders
also tapped BDO USA as its tax advisor.  Stacey R. Friedman, Esq.,
at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath
& Cobb LLP in Wilmington, Del., represented JPMorgan Chase, which
acquired the WaMu bank unit's assets prior to the Petition Date.

Records filed Jan. 24, 2012, say that Washington Mutual Inc.,
former owner of the biggest U.S. bank to fail, has spent $232.8
million on bankruptcy professionals since filing its Chapter 11
case in September 2008.

As reported in the Troubled Company Reporter on March 21, 2012,
the Debtors disclosed that their Seventh Amended Joint Plan of
Affiliated Debtors, as modified, and as confirmed by order,
dated Feb. 23, 2012, became effective, marking the successful
completion of the chapter 11 restructuring process.


WHISKEY ONE: Unsecured Creditors To Get $68,913, Plus 2%
--------------------------------------------------------
Whiskey One Eight, LLC, filed with the U.S. Bankruptcy Court for
the District of Maryland an amended disclosure statement in support
of the Debtor's second amended plan of reorganization dated Nov.
23, 2016.

The Debtor has proposed its Plan to reorganize its affairs in a
manner that permits it to use the R-22 zoning designation of the
Property to develop it for sale to one or more residential
builders.  The Plan will be funded by the proceeds of sales, as
well as court-approved financing, if any, and litigation proceeds.
The Plan provides for payment of holders of allowed claims in full
over time.  

Class 3 - Non-Insider General Unsecured Claims will be paid an
amount equal to the face amount of each claim plus interest
calculated by means of one or more distributions from and to the
extent of: (i) proceeds of the DIP or Exit Loan, if any, within 60
days after the related closing; and (ii) Net Sale Proceeds, within
60 days after the related closing.  The Class 3 Claims will accrue
simple interest from the Petition Date at a rate of 2% per annum,
or at other interest rate that the Court determines at a hearing on
Confirmation.

The Debtor estimates that it will pay the sum of $68,913 to holders
of allowed Class 3 Claims when due under the Plan, and likely just
after the initial distribution date, plus interest from the
Petition Date through the payment date at the Plan rate of 2%.

The Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/mdb15-19885-502.pdf

As reported by the Troubled Company Reporter on March 8, 2016, the
Debtor filed with the Court a plan of reorganization, which impairs
all general unsecured claims.  Under that plan, Class 3 -
Non-Insider General Unsecured Claims, Class 4 - Law Office of
William F. Jones Unsecured Claim, and Class 5 - Allowed Insider
General Unsecured Claims would be paid by means of a distribution
in an amount equal to the face amount of each claim, plus
post-petition interest from net sale proceeds.   The claims would
accrue simple interest from the Petition Date at a rate of 2% per
annum.

                       About Whiskey One

Whiskey One Eight, LLC, is a Maryland limited liability company
having a principal place of business in Anne Arundel County,
Maryland.  The Debtor was organized by the filing of Articles
of Organization with the State Department of Assessments and
Taxation on or about Aug. 9, 2005.  It was organized to hold title
to a valuable fifty-acre parcel, having a street address of 520
Brock Bridge Road, Laurel, Maryland 20724, commonly known as the
Suburban Airport Property and to conduct development-related
activities in connection with the Property.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D. Md.
Case No. 15-19885) on July 15, 2015.  Andrew Zois signed the
petition as managing member.  The Debtor disclosed total assets of
$18,008,600 and total liabilities of $5,100,057 as of the Chapter
11 filing.

Lawrence Joseph Yumkas, Esq., at Yumkas, Vedmar & Sweeney, LLC, as
the Debtor's counsel.  Judge David E. Rice presides over the case.

The Debtor, on Feb. 10, 2016, filed with the U.S. Bankruptcy Court
for the District of Maryland, Baltimore Division, a plan of
reorganization, which impairs all general unsecured claims.  A
full-text copy of the Plan is available at
http://bankrupt.com/misc/WOEplan0210.pdf


WILLIAM CONTRACTOR: To Liquidate If No Favorable Ruling in MPR Suit
-------------------------------------------------------------------
William Contractor Inc., filed with the U.S. Bankruptcy Court for
the District of Puerto Rico an amended disclosure statement
describing its plan of reorganization, a full copy of which is
available at:

         http://bankrupt.com/misc/prb15-06311-11-120.pdf

Under the Plan, Class 5 consists of Banco Popular de Puerto Rico's
unsecured claims totaling $549,658.  The Debtor listed BPPR's claim
in the total unsecured amount of $353,000, holding a lien over
Debtor's shareholder real estate.  The Debtor will provide payment
to BPPR's allowed secured claim up to the value of the collateral,
or pursuant to agreement between the parties.

Class 6 consists of all allowed general unsecured claims for
contractors and all claims related to the construction and
development business.  The liability under this class is estimated
to be in the amount of $784,919.  This class will be paid on a
prorate basis from the carve-out to be agreed with the secured
creditor or as agreed with claimant.  This class is impaired.

The Debtor has identified as income for distribution the collection
of the account receivables or from a pending adversary proceeding
alleging that BPRR, Multiplazas de Puerto Rico, owner of Plaza del
Mar shopping mall, or MPR shareholders never paid it the remaining
amounts of work already certified for $4.8 million.  The Debtor
said that if it does not obtain a favorable judgment in the
adversary proceeding, it will devise a plan of liquidation.

                  About William Contractor

Headquartered in Aguada, Puerto Rico, William Contractor Inc.
filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case
No. 15-06311) on Aug. 18, 2015, listing $6.38 million in total
assets and $2.56 million in total liabilities.  The petition was
signed by Lymari Benique Moralez, vice president - secretary.

Damaris Quinones Vargas, Esq., at Bufete Quinones Vargas & Asoc
serves as the Debtor's bankruptcy counsel.


WILLIAM MERLO: Jan. 26 Plan Confirmation Hearing
------------------------------------------------
Judge A. Jay Cristol of the U.S. Bankruptcy Court for the Southern
District of Florida approved William Merlo's disclosure statement
referring to the Debtor's plan of reorganization.

The Troubled Company Reporter previously reported that under the
Plan, Class 3 is impaired and consists of general unsecured claims.
This class will receive a pro rata distribution
of 25% of allowed claims in equal monthly payments over 48 months
starting on the effective date of the Plan.  The plan payments will
be equal to or in excess of those required to exceed the amount
unsecured creditors would receive in a case under Chapter 7.  The
effective date of the plan will occur 30 days after the date of
confirmation of the Plan.  The payments will continue for 48 months
after the effective date of the Plan unless the amount contemplated
to be paid under the plan is paid earlier.

A hearing on the confirmation of the Plan is set for Jan. 26, 2017
at 11:30 A.M.

Dec. 16, 2016 is fixed as deadline for objections to claims.

Jan. 12, 2017 is fixed as deadline for objections to confirmation
and for filing ballots accepting or rejecting the Plan.

William Merlo filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Fla. Case No. 15-25639) on Aug. 28, 2015.


XTERA COMMUNICATIONS: Allen ISD Objects to DIP Loan
---------------------------------------------------
Allen ISD, a political subdivision of the State of Texas, objects
to Xtera Communications' request for approval of post-petition
financing.

Allen ISD said it is authorized to assess and collect ad valorem
taxes pursuant to the laws of the State of Texas.  Allen ISD has
filed a secured claim totaling approximately $65,000 for ad valorem
taxes owed on the Debtors' business personal property for the 2016
tax year.

Allen ISD contends that the proponents of the DIP Financing Motion
have failed to demonstrate that its tax lien is adequately
protected as required by 11 U.S.C. Sec. 364(d)(1)(b).

Allen ISD also objects to proceeds of the sale of its collateral
being used to satisfy prepetition debt or the DIP, when the tax
claim is senior to both.  The proceeds from the sale of the
collateral of Allen ISD constitute its cash collateral, and it
objects to the use of this collateral to pay any other creditors of
this estate.  It also objects to any provisions which would allow
the DIP or prepetition lenders to credit bid at a sale pursuant to
11 U.S.C. Sec. 363.

Allens ISD's attorney can be reached at:

     Elizabeth Weller, Esq.
     LINEBARGER GOGGAN BLAIR & SAMPSON, LLP
     2777 N. Stemmons Fwy, Suite 1000
     Dallas, TX 75207
     Tel: (469)221-5075
     Fax: (469)221-5002
     E-mail: BethW@publicans.com email

                   About Xtera Communications

Xtera Communications and seven affiliated debtors filed for
Chapter
11 protection (Bankr. D. Del. Lead Case No. 16-12577) on Nov. 15,
2016.  The company sells telecommunications-related optical
transport solutions.  The company disclosed $50.47 million in
assets and $66.45 million in total debt as of the bankruptcy
filing.

Xtera tapped DLA Piper LLP as legal counsel; Cowen & Company as
investment banker; and Epiq Systems Inc. as claims agent.

On Nov. 23, 2016, the Office of the U.S. Trustee appointed five
creditors to serve on the official committee of unsecured
creditors.  Lawyers at Bayard P.A., and Lowenstein Sandler LLP
serve as counsel to the Committee.

HIG Neptune, the Postpetition Lender, is represented by Allen &
Overy LLP; and  Morris, Nichols, Arsht & Tunnell LLP.  Counsel to
Wilmington Trust, N.A., the DIP Agent is Kaye Scholer LLP.  Counsel
to the Prepetition Senior Lender are Levy, Small & Lallas; and
Chipman Brown Cicero & Cole, LLP.  Counsel to Horizon Technology
Finance Corp., the Prepetition Subordinated Lender, is K&L Gates
LLP.


XTERA COMMUNICATIONS: Committee Balks at $7.4M DIP Loan
-------------------------------------------------------
The official committee of unsecured creditors appointed in the
chapter 11 bankruptcy cases of Xtera Communications, Inc., and its
debtor-affiliates tells the Delaware bankruptcy court that it does
not fundamentally oppose the Debtors' entry into a fair and
reasonable DIP Facility that adequately funds the Chapter 11 cases,
including the proposed sale process currently underway.  The
Committee appreciates that the financing is necessary for the
Debtors to run a value-maximizing marketing and sale process that
will return significant value to all of the Debtors' creditors,
including their unsecured creditors.  However, due to certain
shortcomings and overreaching provisions in the proposed DIP
Facility that unfairly prejudice the rights of the Debtors' estates
and unsecured creditors, the Committee contends that the DIP
Facility should not be approved, as proposed, on a final basis.

The Debtors are seeking to obtain $7.4 million in DIP financing
from affiliates of HIG European Capital Partners LLP.

The Committee's primary objections and concerns with respect to the
terms of the proposed DIP Facility are:

     (i) The Committee objects to the granting of DIP liens and
claims and adequate protection liens and claims against any
unencumbered assets of the Debtors, including the 35% equity
interests in their foreign subsidiaries, Avoidance Actions and the
proceeds thereof.  

    (ii) Square 1 should not receive payment of its pre- and
post-petition fees and expenses without first demonstrating actual
diminution in the value of its Prepetition Collateral from and
after the Petition Date as a result of the Chapter 11 Cases. If
Square 1 is permitted to receive such payments, the proposed Final
DIP Order must reserve the Committee's rights to seek to have such
any such
payments reclassified as payments of principal on the Square 1
Loan.

   (iii) The Prepayment Premium equal to approximately $222,000 --
a flat 3.0% of the principal amount of any Loans repaid to the DIP
Lenders at any time prior to the Scheduled Maturity Date (Feb. 14,
2017), including upon a sale to an alternative bidder just prior to
the Scheduled Maturity Date -- is gratuitous and should not be
approved, particularly where H.I.G. is already entitled to a
$500,000 break-up fee and expense reimbursement if the Stalking
Horse Purchaser is outbid.

    (iv) The proposed waiver of the estates' rights under Section
506(c) of the Bankruptcy Code is inappropriate and prejudicial at
this stage of these cases in light of the tight DIP Budget and lack
of certainty that all administrative expenses will be paid in
full.

     (v) The proposed waiver of the estates' rights under the
equitable doctrine of marshalling and the "equities of the case"
exception in Section 552(b) of the Bankruptcy Code is inappropriate
and premature.  Those remedies should not be foreclosed at this
early juncture of the Chapter 11 Cases.

    (vi) The Committee should be granted standing to commence and
prosecute any Challenge Proceeding, the Challenge Period should not
apply to affirmative claims for recovery against the Prepetition
Secured Parties (as opposed to a lien challenge), and the Challenge
Period should be capable of extension with the consent of the
applicable lender (i.e., without any need to show "cause" if
consent is obtained).

   (vii) The Committee's investigation of potential challenges to
the Prepetition Secured Parties' liens and claims, or affirmative
claims for recovery against them, should not be hindered by the
proposed cap of $25,000 on use of Restricted Sources for such
purposes.

  (viii) The Permitted Variances from the Budget under the DIP
Facility should be increased from 5% to 10% and apply on a
cumulative basis only (not on a line item by line item basis). In
addition, if the Debtors are under-budget in earlier weeks, they
should be able to use the excess availability in later weeks.

    (ix) The Committee should receive all financial reporting that
is provided to the DIP Lenders and Prepetition Secured Parties
contemporaneously.

     (x) The Committee's right to seek an extension of the DIP
Milestones must be preserved in any Final DIP Order.

    (xi) The Debtors are improperly granting the Prepetition
Secured Parties broad releases. The Debtors are also improperly
providing additional indemnification rights to Square 1 beyond the
indemnification rights granted to Square 1 prepetition. These
releases and indemnification rights must be eliminated from any
Final DIP Order.

   (xii) The Debtors have stipulated that all cash held by the
Debtors as of the Petition Date, including all cash in any bank
accounts, were subject to valid, perfected, enforceable, first
priority liens for the benefit of the Prepetition Secured Parties,
regardless of whether such accounts were subject to account control
agreements.  This stipulation is improper.  The Debtors cannot
cleanse any deficiencies in a lender's prepetition liens via a DIP
financing order.

  (xiii) The DIP Credit Agreement and Interim DIP Order require
that all of the Debtors' cash and post-petition cash receiptsbe
deposited into a Funding Account under the exclusive control of the
DIP Agent and held in trust for the benefit of the DIP Lenders
pending approval of the sale, which shall not constitute property
of the Debtors or their estates and shall not be deemed to be a
repayment of the DIP Loan.  The Debtors' cash should not be held in
trust for the benefit of the DIP Lenders and should instead be held
by the Debtors for use in their operations. Any such cash is
without question property of the Debtors' estates.

   (xiv) The Final DIP Order should not contain any provisions
directing the payment of prepetition loans out of the proceeds of a
sale.  Payment of prepetition loans should remain subject to
further order of the Court. Moreover, any proceeds in excess of
amounts required to satisfy the Debtors' obligations under the DIP
Facility should be used to administer the Chapter 11 Cases
post-closing, or pay any shortfall in pre-closing administrative
expenses.

The Committee also notes that the Debtors have not filed a
finalized DIP Budget on the docket.  Without the benefit of a final
DIP Budget, it is difficult for the Committee to ascertain whether
all postpetition expenses, as well as Section 503(b)(9) claims, are
provided for.  Moreover, there appears to be minimal, if any,
funding under the DIP Budget available for a wind down of the
Debtors' estates post-closing.  

The Committee also asserts that, because the DIP Lenders are
seeking to use the chapter 11 process to acquire the Debtors'
assets free and clear of all liens, claims and encumbrances, any
Final DIP Order approved by the Court must require the DIP Lenders
to ensure funding for all administrative expenses in full, whether
or not such expenses are budgeted, including funding for a
post-closing wind down of the Debtors' estates.

Vince Sullivan, writing for Bankruptcy Law360, reported that
affiliates of HIG European Capital Partners LLP have committted to
provide $7.4 million in DIP financing to the Debtors; and another
HIG affiliate -- HIG Neptune Ltd -- has offered more than $10
million to acquire the Debtors' assets.  

The report said HIG Neptune is also in the process of purchasing
the first-lien debt of the company held by Square 1 Bank.  It has
sought the ability to credit bid the additional $8 million should
it acquire the first-lien debt before the auction.

According to the report, the existing $10.85 million bid from HIG
Neptune consists of a credit bid of the DIP loans along with a
small amount of cash. The bidder also has pledged to satisfy more
than $1 million in bridge notes issued shortly before the
bankruptcy filing.

The report noted that Xtera's secured debt consists of a first-lien
revolving credit facility from Square 1 Bank with an outstanding
balance of $8.2 million, and a subordinated secured term loan from
Horizon Technology Finance Corp. with a $3.9 million balance. With
the default interest added in, the company owes more than $15
million on the secured facilities. A $1.7 million bridge loan was
obtained earlier this fall to help the company get to a bankruptcy
filing.

A hearing to consider approval of the DIP financing is set for Dec.
15.

Proposed Counsel to the Official Committee of Unsecured Creditors:

     Justin R. Alberto, Esq.
     Evan T. Miller, Esq.
     BAYARD, P.A.
     222 Delaware Avenue, Suite 900
     Wilmington, DE 19801
     Telephone: (302) 655-5000
     Facsimile: (302) 658-6395
     E-mail: jalberto@bayardlaw.com
             emiller@bayardlaw.com

          - and -

     David M. Banker, Esq.
     LOWENSTEIN SANDLER LLP
     1251 Avenue of the Americas
     New York, NY 10020
     Telephone: (212) 262-6700
     Facsimile: (212) 262-7402
     E-mail: dbanker@lowenstein.com

          - and -

     Kenneth A. Rosen, Esq.
     Michael Savetsky, Esq.
     Michael Papandrea, Esq.
     LOWENSTEIN SANDLER LLP
     65 Livingston Avenue
     Roseland, NJ 07068
     Telephone: (973) 597-2500
     Facsimile: (973) 597-2400
     E-mail: krosen@lowenstein.com
             MSavetsky@lowenstein.com
             MPapandrea@lowenstein.com

Counsel to the Debtors' Postpetition Lender, HIG Neptune:

     Daniel Guyder, Esq.
     Allen & Overy LLP
     1221 Avenue of the Americas
     New York, NY 10020
     E-mail: daniel.guyder@allenovery.com

          - and -

     Curtis S. Miller, Eseq.
     Morris, Nichols, Arsht & Tunnell LLP
     1201 North Market Street, P.O. Box 1347
     Wilmington, DE 19899
     E-mail: cmiller@MNAT.com

Counsel to Wilmington Trust, N.A., the DIP Agent:

     Michael D. Messersmith, Esq.
     Seth J. Kleinman, Esq.
     Kaye Scholer LLP
     70 W. Madison Street, Suite 4200
     Chicago, IL 60614
     E-mail: michael.messersmith@kayescholer.com
             seth.kleinman@kayescholer.com

Counsel to the Prepetition Senior Lender:

     Leo D. Plotkin, Esq.
     Levy, Small & Lallas
     815 Moraga Drive
     Los Angeles, CA 90049
     E-mail: lplotkin@lslla.com

          - and -

     William E. Chipman, Jr.
     Chipman Brown Cicero & Cole, LLP
     Hercules Plaza
     1313 N. Market Street, Suite 5400
     Wilmington, DE 19801
     E-mail: chipman@chipmanbrown.com

Counsel to the Prepetition Subordinated Lender, Horizon Technology
Finance Corp.:

     Charles A. Dale III
     K&L Gates LLP
     State Street Financial Center
     One Lincoln Street
     Boston, MA 02111-2950
     E-mail: chad.dale@klgates.com

          - and -

     K&L Gates LLP
     4350 Lassiter at North Hills Avenue, Suite 300
     Raleigh, NC 27609
     A. Lee Hogewood III, Esq.
     E-mail: lee.hogewood@klgates.com

Financial advisors to the Debtors:

     Cowen and Company
     599 Lexington Avenue, 27th Floor
     New York, New York 10022
     Lorie R. Beers
     E-mail: lorie.beers@cowen.com

                   About Xtera Communications

Xtera Communications and seven affiliated debtors filed for
Chapter
11 protection (Bankr. D. Del. Lead Case No. 16-12577) on Nov. 15,
2016.  The company sells telecommunications-related optical
transport solutions.  The company disclosed $50.47 million in
assets and $66.45 million in total debt as of the bankruptcy
filing.

Xtera tapped DLA Piper LLP as legal counsel; Cowen & Company as
investment banker; and Epiq Systems Inc. as claims agent.

On Nov. 23, 2016, the Office of the U.S. Trustee appointed five
creditors to serve on the official committee of unsecured
creditors.  Lawyers at Bayard P.A., and Lowenstein Sandler LLP
serve as counsel to the Committee.

HIG Neptune, the Postpetition Lender, is represented by Allen &
Overy LLP; and  Morris, Nichols, Arsht & Tunnell LLP.  Counsel to
Wilmington Trust, N.A., the DIP Agent is Kaye Scholer LLP.  Counsel
to the Prepetition Senior Lender are Levy, Small & Lallas; and
Chipman Brown Cicero & Cole, LLP.  Counsel to Horizon Technology
Finance Corp., the Prepetition Subordinated Lender, is K&L Gates
LLP.


XTERA COMMUNICATIONS: Sale Protocol Okayed, Bids Due Jan. 23
------------------------------------------------------------
The Delaware Bankruptcy Court entered an order approving proposed
bidding procedures for the sale of assets of Xtera Communications,
Inc.

Pursuant to the Court's Order, all bids are due Jan. 23, 2017 at
5:00 p.m. (prevailing Eastern Time) and an auction to sell the
Assets will be conducted on Jan. 25 at 10:00 a.m. (prevailing
Eastern Time) at the offices of DLA Piper LLP (US), 1251 Avenue of
the Americas, 27th Floor, New York, New York 10020, or at other
location as shall be identified in a notice filed with the
Bankruptcy Court at least 24 hours before the Auction.

Xtera has a stalking horse agreement with H.I.G. Europe - Neptune
Ltd.  Vince Sullivan, writing for Bankruptcy Law360, reported that
HIG Neptune has offered more than $10 million to acquire the
Debtors' assets.  The report noted that other affiliates of HIG
European Capital Partners LLP have committed to provide $7.4
million in DIP financing to the Debtors.  The report also said HIG
Neptune is also in the process of purchasing the first-lien debt of
the company held by Square 1 Bank.  It has sought the ability to
credit bid the additional $8 million should it acquire the
first-lien debt before the auction.

According to the report, the existing $10.85 million bid from HIG
Neptune consists of a credit bid of the DIP loans along with a
small amount of cash. The bidder also has pledged to satisfy more
than $1 million in bridge notes issued shortly before the
bankruptcy filing.

In a prior report, Mr. Sullivan at Law360 said Xtera won court
approval of sale procedures after it resolved issues over its
stalking horse bidder's plans to potentially credit bid against
secured debt it may acquire against the company.  During a hearing
last week in Wilmington, Xtera attorney Stuart Brown of DLA Piper
LLP told the court that an objection to the bid procedures from
subordinated secured creditor Horizon Technology Finance Corp.
didn't oppose the auction plan itself.

The report recounted that U.S. Bankruptcy Judge Kevin J. Carey
asked why this credit bid issue was of importance, since the
stalking horse bid would leave some secured lenders, including
Horizon, far out of the money.  

According to the report, Mr. Brown told the court that there have
been expressions of interest that far exceed the baseline bid
established by HIG.  "It's our expectation that, especially given
the level of inbound interest that has been expressed since the
debtors filed, that there will be a robust auction process and
there will be other bids," he said. "We're hopeful the auction will
clear the [debtor-in-possession financing], clear Square 1's
first-lien debt and hopefully clear Horizon's subordinated debt."

The report also noted that the unsecured creditors committee has
expressed concerns that the ability of HIG to credit bid an
additional $8 million on top of its more than $10 million floor bid
would work against the possibility of receiving topping bids that
would clear all the secured debt. The credit bid may serve to scare
off other offers.

"There still is a concern that bidders may not know going into the
auction that they've got a stalking horse coming in saying they may
acquire the first lien debt," committee attorney Michael Savetsky
of Lowenstein Sandler LLP said, according to the report.  "The bid
is $10.75 million at the start of the auction, and it could be
$18.75 million because they decided two days before the auction
that they're going to acquire that first-lien debt. It will chill
bidding."

The Court's Order provides that the Stalking Horse Purchaser may
acquire the secured claims held by Square 1 and if it purchases
such secured claims, may seek to credit bid such claims, subject to
the Creditors' Committee's right to challenge such credit bid.

A hearing will be held to approve the sales of the Assets to the
Successful Bidder before the United States Bankruptcy Court for the
District of Delaware, 824 Market Street, Wilmington, Delaware 19801
on January 30, 2017 at 11:00 a.m. (prevailing Eastern Time), or at
such time thereafter as counsel may be heard or at such other time
as the Bankruptcy Court may determine.  The Sale Hearing may be
adjourned from time to time without further notice to creditors or
parties in interest other than by announcement of the adjournment
in open court on the date scheduled for the Sale Hearing.

Objections to the Sale will be filed and served so as to be
received no later than 4:00 p.m. (prevailing Eastern Time) on Jan.
23, 2017.

According to Law360, Xtera's secured debt consists of a first-lien
revolving credit facility from Square 1 Bank with an outstanding
balance of $8.2 million, and a subordinated secured term loan from
Horizon Technology Finance Corp. with a $3.9 million balance. With
the default interest added in, the company owes more than $15
million on the secured facilities. A $1.7 million bridge loan was
obtained earlier this fall to help the company get to a bankruptcy
filing.

                   About Xtera Communications

Xtera Communications and seven affiliated debtors filed for
Chapter
11 protection (Bankr. D. Del. Lead Case No. 16-12577) on Nov. 15,
2016.  The company sells telecommunications-related optical
transport solutions.  The company disclosed $50.47 million in
assets and $66.45 million in total debt as of the bankruptcy
filing.

Xtera tapped DLA Piper LLP as legal counsel; Cowen & Company as
investment banker; and Epiq Systems Inc. as claims agent.  The
company tapped Cowen & Company as investment banker and Epiq
Systems Inc. as claims agent.

On November 23, 2016, the Office of the U.S. Trustee appointed five
creditors to serve on the official committee of unsecured
creditors.  Lawyers at Bayard P.A., and Lowenstein Sandler LLP
serve as counsel to the Committee.

HIG Neptune, the Postpetition Lender, is represented by Allen &
Overy LLP; and  Morris, Nichols, Arsht & Tunnell LLP.  Counsel to
Wilmington Trust, N.A., the DIP Agent is Kaye Scholer LLP.  Counsel
to the Prepetition Senior Lender are Levy, Small & Lallas; and
Chipman Brown Cicero & Cole, LLP.  Counsel to Horizon Technology
Finance Corp., the Prepetition Subordinated Lender, is K&L Gates
LLP.


XTERA COMMUNICATIONS: Young Conaway Represents Bridge Loan Lenders
------------------------------------------------------------------
Lenders pursuant to that certain security agreement dated Sept. 13,
2016, by and among Xtera Communications, Inc., on one hand, and Jon
Richard Hopper, New Enterprise Associates, Inc., Arch Venture Fund
VI, L.P., and Clifford Higgerson, on the other hand, filed with the
U.S. Bankruptcy Court for the District of Delaware on Dec. 8, 2016,
a verified statement stating that the Bridge Loan Lenders engaged
Young Conaway Stargatt & Taylor, LLP, to represent them in
connection with the Chapter 11 cases of Xtera Communications, Inc.,
et al.

The Firm does not represent or purport to represent any other
entities in connection with these Chapter 11 cases.  The Firm does
not represent the Bridge Loan Lenders as a committee and does not
undertake to represent the interests of, and is not a fiduciary
for, any creditor, party in interest, or entity other than the
Bridge Loan Lenders.  In addition, the Bridge Loan Lenders do not
represent or purport to represent any other entities in connection
with the Debtors' Chapter 11 cases.

The Bridge Loan Lenders are:

                                         Percentage of Disclosable
                                         Economic Interests
                                         -------------------------
     Jon Richard Hopper
     2217 N. Wayne Avenue
     Chicago, IL 60614                              35.3%

     New Enterprise Associates, Inc.
     1954 Greenway Drive
     Suite 600
     Timonium, MD 21093                             29.4%

     Arch Venture Fund VI, L.P.
     8755 W. Higgins Road
     Suite 105
     Chicago, IL 60631                              29.4%

     Clifford Higgerson
     2311 Loma Prieta Lane
     Menlo Park, CA 94025                            5.9%
                                                  -------
     TOTAL                                         100%

The Firm can be reached at:

     M. Blake Cleary, Esq.
     Joseph M. Barry, Esq.
     YOUNG CONAWAY STARGATT & TAYLOR, LLP
     Rodney Square
     1000 North King Street
     Wilmington, Delaware 19801
     Tel: (302) 571-6600
     Fax: (302) 571-1253
     E-mail: mbcleary@ycst.com
             jbarry@ycst.com

                   About Xtera Communications

Xtera Communications and seven affiliated debtors filed for Chapter
11 protection (Bankr. D. Del. Lead Case No. 16-12577) on Nov. 15,
2016.  The company sells telecommunications-related optical
transport solutions.  The company disclosed $50.47 million in
assets and $66.45 million in total debt as of the bankruptcy
filing.

The company tapped Cowen & Company as investment banker and Epiq
Systems Inc. as claims agent.

On Nov. 23, 2016, the Office of the U.S. Trustee appointed five
creditors to serve on the official committee of unsecured
creditors.


YOGI CARPET: Court Allows Cash Collateral Use Through Jan. 12
-------------------------------------------------------------
Judge Cynthia C. Jackson of the U.S. Bankruptcy Court for the
Middle District of Florida authorized Yogi Carpet & Tile, Inc., to
use Unity Bank's cash collateral on an interim basis, through
January 12, 2017.

The Debtor is authorized to use cash collateral to pay for:

    (a) amounts expressly authorized by the Court, including
payments to the United States Trustee for quarterly fees;

    (b) the current and necessary expenses set forth in the Budget;
and

    (c) such additional amounts as may be expressly approved in
writing by Unity Bank.

The approved Budget covers the period beginning Nov. 28, 2016
through the week of Jan. 9, 2017.  The Budget provides for total
expenses in the amount of $15,666 for the week of Nov. 28, 2016,
$29,037 for the week of Dec. 5, 2016, $30,775 for the week of Dec.
12, 2016, $24,100 for the week of Dec. 19, 2016, $22,915 for the
week of Dec. 26, 2016, $21,287 for the week of Jan. 2, 2016, and
$20,925 for the week of Jan. 9, 2017.

Unity Bank is granted a perfected postpetition lien against cash
collateral to the same extent and with the same validity and
priority as the prepetition lien.

The Debtor is directed to maintain insurance coverage for its
property in accordance with the obligations under the loan and
security documents with Unity Bank.

A full-text copy of the Interim Order, dated Dec. 9, 2016, is
available at
http://bankrupt.com/misc/YogiCarpet2016_616bk07776ccj_26.pdf

                  About Yogi Carpet & Tile, Inc.

Yogi Carpet & Tile, Inc., is a family owned and operated flooring
business formed in June, 1995.  The Debtor owns and operates a
22,000 square foot flooring showroom at: 7309 E. Colonial Drive,
Orlando, Florida 32807 and offers a wide selection of wood, tile
and laminate flooring and carpet.

Yogi Carpet & Tile, Inc., d/b/a D'Best Carpet & Tile, d/b/a D'Best
Floorz & More, filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 16-07776) on Nov. 30, 2016.  The Petition was signed by Dario
Hernandez, president.  The Debtor is represented by Daniel A.
Velasquez, Esq. and Justin M. Luna, Esq. of Latham, Shuker, Eden &
Beaudine, LLP.  At the time of filing, the Debtor estimated assets
and liabilities at $1 million to $10 million each.


[*] Doraisamy Leaves Dentons to Join Mayer Brown in London
----------------------------------------------------------
Mayer Brown said Jay Doraisamy has been appointed as a London-based
partner in the Pensions practice.  Jay joins the firm from Dentons,
where she was a partner in the pensions practice. Prior to Dentons,
Jay headed the London pensions team at Eversheds.

Jay's work covers the full range of pensions advisory work
including funding, benefit redesign projects, scheme closures and
amendments, and defined benefit/contribution schemes. She has also
been involved in the banking reform ring-fencing requirements and
the impact of US Chapter 11 proceedings on UK pensions schemes. Jay
has considerable experience advising trustees and the employers of
large, complex pensions arrangements, including many household
names. In addition, her advisory experience spans sectors such
energy, banking, transport, chemicals, manufacturing and water.

Jay, who has more than 22 years of experience as a pensions lawyer,
sits on the Association of Pension Lawyers' international
sub-committee.

She joins Mayer Brown's line up of seven Pensions partners within
the established team with wide-ranging strengths across all areas
of pensions law, both contentious and non-contentious. The Pensions
team acts for funds associated with many of the FTSE 100/250
companies and a large number of the UK's top pension funds by asset
value. Lawyers in the team also have a reputation for advising on
innovative and complex issues, such as the successful landmark
ruling for the trustee of the Merchant Navy Rating Pensions Fund to
introduce a new deficit contribution regime.

Philippa James, head of the London Pensions practice at Mayer
Brown, said: "We are delighted that Jay has joined our Pensions
team. Jay's depth of experience, particularly with larger complex
schemes, together with her cross-sector knowledge will further
strengthen our market-leading pensions practice."

Jay said: "Mayer Brown has a large and well resourced Pensions team
which has been advising pension schemes over many decades. It has a
well-earned reputation providing cutting edge and practical
solutions in relation to all the challenges faced by pension
schemes throughout the years and is committed to the highest
standards of client service delivery. I very much look forward to
working alongside my new colleagues."


[*] S&P Hikes 12 Ratings on Insurance Sector on Revised Criteria
----------------------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level ratings in the North American insurance service sector
for speculative-grade corporate issuers that were labeled as "under
criteria observation" (UCO) after publishing its revised recovery
ratings criteria on Dec. 7, 2016.  With S&P's criteria review
complete, it is removing the UCO designation from these ratings and
are revising issue-level and recovery ratings as appropriate.

This release pertains to rated companies in the North American
insurance service sector.  The ratings list below is arranged
alphabetically by issuer and identifies the debt instruments with
ratings changes.

As an overview, S&P is revising the issue-level ratings on 12 rated
debt issues (total upgrades plus downgrades) in the North American
insurance services sector reflecting 12 upgrades and no downgrades.
In each case, the revision to the issue-level rating resulted from
a revision to the recovery rating on the debt instrument.

These rating actions stem solely from the application of S&P's
revised recovery criteria and do not reflect any change in its
assessment of the corporate credit ratings for issuers of the
affected debt issues.

RATINGS LIST

                                        To                 From
AssuredPartners Inc.
Sr sec $177.5 mil revolver due 2020    B+                 B
  Recovery Rating                       2L                 3H
Sr sec $926 mil 1st-lien term loan
  due 2022                              B+                 B
  Recovery Rating                       2L                 3H

CD&R TZ Purchaser Inc.
Sr sec $40 mil revolver due 2021       B+                 B
  Recovery Rating                       2L                 3H
Sr sec $185 mil 1st-lien term loan
  due 2023                              B+                 B
  Recovery Rating                       2L                 3H

Confie Seguros Holding II Co.
Sr sec $90 mil revolver due 2021       B+                 B
  Recovery Rating                       2L                 3H
Sr sec $665 mil 1st-lien term loan B
  due 2021                              B+                 B
  Recovery Rating                       2L                 3H

Integro Parent Inc.
Sr sec $80 second-lien term loan
  due 2023                              B-                 CCC+
  Recovery Rating                       5L                 6

MedRisk LLC
Sr sec $15 mil revolver due 2021       B+                 B
  Recovery Rating                       2L                 3H
Sr sec $202.5 mil 1st-lien term loan
  due 2023                              B+                 B
  Recovery Rating                       2L                 3H

Sedgwick Claims Management Services Inc.
Sr sec $1.085 bil 1st-lien term loan
  due 2021                              B+                 B
  Recovery Rating                       2L                 3L
Sr sec $125 mil Revolver due 2019      B+                 B
  Recovery Rating                       2L                 3L
Sr sec $325 mil incremental term loan
  due 2021                              B+                 B
  Recovery Rating                       2L                 3L


[*] S&P Raises 8 Issue Ratings on US Telecom & Cable Sector
-----------------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level ratings in the U.S. Telecom & Cable sector for
speculative-grade corporate issuers that were labeled as "under
criteria observation" (UCO) after publishing its revised recovery
ratings criteria on Dec. 7, 2016.  With S&P's criteria review
complete, S&P is removing the UCO designation from these ratings
and are revising issue-level and recovery ratings as appropriate.

This release pertains to rated companies in the U.S. Telecom &
Cable sector.  The ratings list below is arranged alphabetically by
issuer and identifies the debt instruments with ratings changes.

As an overview, S&P is revising the issue-level ratings on eight
rated debt issues, reflecting eight upgrades.  In each case, the
revision to the issue-level rating resulted from a revision to the
recovery rating on the debt instrument.

In addition, S&P is revising the recovery rating to '3' from '4' on
two rated debt instruments in the U.S. Telecom & Cable sector, as a
result of S&P's new criteria.  Since these revisions do not result
in issue-level ratings changes, S&P is affirming the issue-level
ratings for the affected issues.

These rating actions stem solely from the application of S&P's
revised recovery criteria and do not reflect any change in its
assessment of the corporate credit ratings for issuers of the
affected debt issues.

Ratings List

Convergys Corp.
Junior sub debt
  $125 mil. 5.75% notes due 2029           BB      BB-        
   Recovery rating                         5L      6       

Datapipe Inc.
Senior secured
  $56.6 mil. revolver due 2018              B+      B            
   Recovery rating                          2L      3H            

  $377.5 mil. term loan due 2019            B+      B            
   Recovery rating                          2L      3H

Global Tel*Link Corp.
Senior secured
  $40 mil. revolver due 2018                B+      B            
   Recovery rating                          2L      3H            

  $615 mil. term loan due 2020              B+      B            
   Recovery rating                          2L      3H

Hughes Satellite Systems Corp.
Senior secured
  $1.1 bil. 6.5% notes due 2019              BBB-     BB+       
   Recovery rating                           1        2H           

  $750 mil. 5.25% notes due 2026             BBB-     BB+       
   Recovery rating                           1        2H

ViaSat Inc.
Senior unsecured
  $575 mil. 6.875% notes due 2020            B+        B-         

   Recovery rating                           4H        6           


Issue Ratings Affirmed; Recovery Ratings Revised Due To Revised
Recovery
Rating Criteria For Speculative-Grade Corporate Issuers

iQor US Inc.
Senior secured
  $100 mil. revolver due 2019                B          B          

   Recovery rating                           3L        4H          
  
  $610 mil. term loan due 2021               B          B          

   Recovery rating                           3L        4H

Issue Ratings Affirmed; Recovery Expectation Revised Due To Revised
Recovery
Rating Criteria For Speculative-Grade Corporate Issuers

                                             To        From
Hughes Satellite Systems Corp.
Senior unsecured
  $900 mil. 7.625% notes due 2021            BB-         BB-
   Recovery rating                           5H          5L
  $750 mil. 6.625% notes due 2026            BB-         BB-
   Recovery rating                           5H          5L

Issue Ratings Affirmed  
Convergys Corp.
Senior unsecured
  $300 mil. revolver due 2019                BB+     
   Recovery rating                           3H     
  $350 mil. term loan due 2019               BB+     
   Recovery rating                           3H     

Datapipe Inc.
Senior secured
  $145 mil. term loan due 2019               CCC+   
   Recovery rating                           6     

Global Tel*Link Corp.
Senior secured
  $230 mil. term loan due 2020               CCC+   
   Recovery rating                           6     

iQor US Inc.
Senior secured
  $170 mil. term loan due 2022               CCC+   
   Recovery rating                           6     


                            *********

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
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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.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

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,
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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
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                   *** End of Transmission ***