TCR_Public/161227.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, December 27, 2016, Vol. 20, No. 361

                            Headlines

A PLUS SEWER: Unsecureds To Get $500 Per Month For 1 Year
ACHAOGEN INC: Foresite Capital Reports 7.5% Stake as of Dec. 12
ADVANZEON SOLUTIONS: Louis Plung Replaces Isdaner as Accountants
APPALACHIAN CHRISTIAN: May Violate Loan Covenants, Fitch Warns
ARGON CREDIT: Wants Court Approval for Cash Collateral Use

AURORA DIAGNOSTICS: Blair Tikker Quits from Board of Managers
AUTHENTIDATE HOLDING: Fails to Reach Separation Pact with Ex-CEO
AUTHENTIDATE HOLDING: Issues Former Members of AEON Earnout Shares
BAILEY HILL: Seeks to Hire Maltz Auctions as Real Estate Broker
BASIC ENERGY: Gets Approval to List New Stock Following Ch.11 Exit

BENNU TITAN: Trustee Proposes $26-Mil. DIP Loan From Beal Bank
BIOSHAFT WATER: Access to Financing Raises Going Concern Doubt
BLUE BEE: Seeks to Hire Force Ten as Financial Advisor
BONANZA CREEK: Has Restructuring Pact, to File for Ch. 11 by Jan. 5
BPS US HOLDINGS: Equity Panel Taps Brown Rudnick as Co-Counsel

BPS US HOLDINGS: Equity Panel Taps Montgomery as Delaware Counsel
CECCHI GORI PICTURES: DOJ Watchdog Seeks Trustee, Ch. 7 Conversion
CENTRAL IOWA: Susan N. Goodman Appointed Patient Care Ombudsman
CHARMING CHARLIE: Moody's Lowers CFR & Term Loan to Caa1
CLUB VILLAGE: Asks Court to Extend Plan Filing Period to Mar. 20

COGECO COMMUNICATIONS: DBRS Confirms BB(high) Issuer Rating
COMPREHENSIVE PHYSICIAN: U.S. Trustee Unable to Appoint Committee
CONNECT TRANSPORT: Committee Taps GlassRatner as Financial Advisor
CORIUM INTERNATIONAL: Deloitte & Touche Casts Going Concern Doubt
CORNED BEEF EXPRESS: Seeks May 18 Exclusive Plan Filing Extension

CRISTALEX INC: Seeks to Hire Falcon-Sanchez as Accountant
CTI BIOPHARMA: Reverse Stock Split to Take Effect Jan. 1
CUMULUS MEDIA: Approves $422K Cash Incentive Award to CFO
D.J. SIMMONS: Sale of 18 Leases to Foreland for $111K Approved
DARLING INGREDIENTS: S&P Affirms BB+ Rating on Sr. Unsec. Debt

DEPENDABLE AUTO: Jan. 5 Meeting Set to Form Creditors' Panel
DIRECT MEDIA: Can Use Cash Collateral Through Jan. 15
DIRECTORY DISTRIBUTING: DOJ Watchdog Seeks Ch.11 Trustee, Examiner
DOMINION PAVING: Seeks to Hire Chesterfield as Real Estate Broker
ELENA DELGADILLO: Irma Edmonds Named Chapter 11 Trustee

EMERALD OIL: Koch Exploration, MSD Partners Leave Creditors' Panel
FLEXI-VAN LEASING: Moody's Cuts Corp. Family Rating to 'B3
FREEDOM COMMUNICATIONS: Has Until Feb. 27 to File Chapter 11 Plan
FRESH & EASY: Wild Oats Buying IP Assets for $100K
GARY MICHAEL SLAGLE: U.S. Trustee Forms 3-Member Committee

GLOBAL SHIP: S&P Affirms 'B' CCR on Resilient Performance
GREATHOUSE RESTAURANTS: Taps Andrew M. Ellis as Legal Counsel
GTT COMMUNICATIONS: Moody's Corrects Ratings on Certain Loans
HISTORIC TIMBER: Plan Filing Period Extended to March 31
HOOPER TIMBER: U.S. Trustee Unable to Appoint Committee

HUDSON VALLEY MALL: Loan Continues to Underperform, Fitch Says
III EXPLORATION II: Sale of Eastern Uintah Basin Property Approved
III EXPLORATION: Pivotal Buying North Dakota Assets for $7.5M
INNOPHOS HOLDINGS: Moody's Rates New $450MM Revolver Ba2
J G NASCON: Sale of Dump Trailer to Calvin Group for $10K Approved

J G NASCON: Sale of Paver to Calvin Group for $225K Approved
KEVIN FLEEK: Kollars Buying Lewis County Parcels for $35K
KIRWAN OFFICES: Lynch's Bid to Stay Appeal Granted
KUBCO DECANTER: Sale of Surplus Trucks Approved
LAKE WALKER COMMUNITY: U.S. Trustee Names Stevanne Ellis as PCO

LAS VEGAS JOHN: Sale of Las Vegas Apartments for $1.7M Approved
LAW-DEN NURSING: PCO Files 3rd Report
LEHR CONSTRUCTION: Dismissal of Faithless Servant Claim Affirmed
LINN ENERGY: Jan. 24 Plan Confirmation Hearing for Berry Plan
LKN PROPERTIES: Sale of Irvine Property for $4.2 Million Approved

M/I HOMES: S&P Raises Subordinated Debt Rating to B
MAGNETATION LLC: Sale of Remaining Assets for $22.5M Approved
MARJASU CORP: Hearing on Disclosures Set For Feb. 8
MASCO CORP: Fitch Raises Issuer Default Rating From BB+
MAXUS ENERGY: Court Extends Plan Filing Period to Jan. 18

MELODY GOOD GIRL: Taps McIntyre Thanasides as Legal Counsel
MICHAEL A. GRAL: Court OKs Michael F. Dubis as Ch. 11 Examiner
MICROVISION INC: Agrees to Sell 2 Million Shares to Investor
MILLENNIUM HOME: PCO Monitoring Patients' Transition of Care
MOTEL TROPICAL: IRS To Be Paid in $419 Monthly Payments, at 3.25%

MSES CONSULTANTS: Unsecureds To Recoup 13.8% Under Plan
MYND ANALYTICS: Anton & Chia LLP Raises Going Concern Doubt
NAB HOLDINGS: Moody's Lowers CFR to B2 on Increased Biz Risks
NASTY GAL: In Talks With Bidders; Asks for Cash Use Until Jan. 5
NEENAH ENTERPRISES: S&P Affirms 'B-' CCR, Off CreditWatch Negative

NNN 400: Wants Approval for Use of Wells Fargo Cash Collateral
NORTEL NETWORKS: Deal Removes PBGC's Threat to $7.3-Bil. Pact
NORTEL NETWORKS: Has Deal to Allow PBGC $624M Unsec. Claim
ONSITE TEMP: JRS Group Seeks Ch. 11 Trustee Appointment
OPTIMA SPECIALTY: Cash Collateral Use on Interim Basis Allowed

OUTER HARBOR: Wants Court to Extend Plan Filing Period to Mar. 27
OVERLAND PARK DEVT: Fitch Affirms BB Rating on $61MM 2007B Bonds
PACIFIC ANDES: Wants Plan Filing Period Extended to March 31
PARETEUM CORP: In Talks on Possible NYSE Plan Deadline Extension
PARETEUM CORP: Modifies Terms of $3.5 Million Promissory Notes

PASS BUSINESS: Hires Matthew Pepper as Counsel
PAUL NGUYEN: Kalashyan Buying Garden Grove Property for $1.2M
PBA EXECUTIVE: Seeks to Use Valley National Bank Cash Collateral
PEACH STATE: Approval of Theo Davis Mann as Ch. 11 Trustee Sought
PEACH STATE: DOJ Watchdog Directed to Appoint Chapter 11 Trustee

PODS LLC: S&P Raises CCR to 'B+' on Updated Criteria
PORTER BANCORP: Reverse Stock Split Takes Effect
PRESTIGE BRANDS: Moody's May Cut "B2" CFR Amid CB Fleet Deal
RESIDENTIAL CAPITAL: Wells Fargo Reaches Deal Over Toxic Mortgages
RESOLUTE ENERGY: John Goff Reports 7.8% Stake as of Dec. 19

SCOTTI HOLDINGS: Hires Thomas Woodward as Attorney
SHORELINE ENERGY: First Lien Lenders To Recoup 75%-100% Under Plan
SPD LLC: Wants to Use South Side Trust Cash Until March 2017
SPECTRUM HEALTHCARE: PCO Files Report on 4 Facilities
STEINWAY MUSICAL: Moody's Cuts Corp. Family Rating to Caa1

STEINY AND COMPANY: U.S. Trustee Forms 3-Member Committee
STONE ENERGY: Court Denies Equity Committee Appointment
SUNEDISON INC: Selling 100% Interest in 7 Project Cos. for $21M
SYNIVERSE HOLDINGS: S&P Revises Outlook to Neg. & Affirms 'B' CCR
TERRAFORM GLOBAL: KPMG LLP Raises Going Concern Doubt

TRIANGLE USA: CEC II Takes Chambers' Spot in Ad Hoc Noteholders
URBANCORP INC: January 2017 Claims Bar Date for Canadian Units
VALUEPART INC: Committee Taps Kane Russell as Legal Counsel
VANGUARD HEALTHCARE: Court Allows BCF Insurance Premium Financing
VASSALLO INT'L: Hires Charles Cuprill as Legal Counsel

VASSALLO INT'L: Hires Luis Carrasquillo as Financial Consultant
VERENGO INC: Wants April 24 Exclusive Plan Filing Period Extension
VIRGIN ISLANDS PFA: S&P Puts 'BB' Rating on CreditWatch Negative
WEST VIRGINIA HIGH: Ch. 11 Trustee Sought to Manage Finances
[] Fitch: Dec. Loan Default Rate 1.8%, Higher Post-Default Pricing


                            *********

A PLUS SEWER: Unsecureds To Get $500 Per Month For 1 Year
---------------------------------------------------------
A Plus Sewer & Water Co. filed with the U.S. Bankruptcy Court for
the District of Utah an amended disclosure statement dated Dec. 12,
2016.

Class 4 - General Unsecured Creditors are impaired under the Plan.
All unsecured claims will be satisfied by receiving a pro rata
distribution of $500 per month for 12 months commencing 48 months
after the Effective Date.  From time to time if the Debtor
generates enough funds to pay creditors in Class 4 early, it may do
so without penalty.  No interest shall be paid to creditors in this
class.  These claims will be discharged upon the distribution of
their pro rata portion of $6,000.

Payments and distributions under the Plan will be funded by (1) the
operations of the Reorganized Debtor, (2) capital contribution of
$10,000 from the Post Confirmation Manager to be, and (3) sale of
assets held by the Reorganized Debtor that are no longer necessary
for ongoing business operations.  Specifically the Reorganized
Debtor intends to scrap or sell the Debtor's property with an
appraised value of $32,250 and to liquidate the property at or
above the estimated liquidation value of $23,075.  The capital
contribution and sale of excess property will be used to pay
allowed administrative expense claims.  The Reorganized Debtor will
be authorized to complete the sale of the excess property without
further order of the Court.

The Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/utb15-29123-155.pdf

A Plus Sewer & Water Co. filed for Chapter 11 bankruptcy protection
(Bankr. D. Utah Case No. 15-29123) on Sept. 29, 2015.  Matthew K.
Broadbent, Esq., at Vannova Legal, PLLC, serves as the Debtor's
bankruptcy counsel.


ACHAOGEN INC: Foresite Capital Reports 7.5% Stake as of Dec. 12
---------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Foresite Capital Fund III, L.P., Foresite Capital
Management III, LLC, and James Tananbaum disclosed that as of
Dec. 12, 2016, they beneficially own 2,607,984 shares of common
stock of Achaogen, Inc., representing 7.5 percent of the shares
outstanding.  A full-text copy of the regulatory filing is
available for free at http://tinyurl.com/gol4wt9

                        About Achaogen

Achaogen, Inc. is a clinical-stage biopharmaceutical company
passionately committed to the discovery, development, and
commercialization of novel antibacterials to treat multi-drug
resistant gram-negative infections.  The Company is developing
plazomicin, its lead product candidate, for the treatment of
serious bacterial infections due to MDR Enterobacteriaceae,
including carbapenem-resistant Enterobacteriaceae.  In 2013, the
Centers for Disease Control and Prevention identified CRE as a
"nightmare bacteria" and an immediate public health threat that
requires "urgent and aggressive action."

Achaogen reported a net loss of $27.09 million in 2015, a net loss
of $20.17 million in 2014 and a net loss of $13.11 million in
2013.  As of Sept. 30, 2016, Achaogen had $80.66 million in total
assets, $49.64 million in total liabilities and $31.01 million in
total stockholders' equity.

The Company's independent accounting firm Ernst & Young LLP, in
Redwood City, California, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2015, citing that the Company's recurring losses from
operations and its need for additional capital raise substantial
doubt about its ability to continue as a going concern.


ADVANZEON SOLUTIONS: Louis Plung Replaces Isdaner as Accountants
----------------------------------------------------------------
Advanzeon Solutions, Inc. and Isdaner & Company, LLP, mutually
agreed to terminate their relationship and the Company accepted
their resignation as the Company's accountant on Dec. 19, 2016.  On
the same date, the Audit Committee of the Board of Directors of the
Company unanimously recommended and authorized the engagement of
Louis Plung & Company, LLP to serve as the Company's independent
registered public accounting firm to audit the Company's
consolidated financial statements for the 2013, 2014 and 2015
fiscal years.  The appointment is effective Dec. 19, 2016. Isdaner
issued no audit report on the Company's consolidated financial
statements having only been appointed on Nov. 7, 2016, as disclosed
in a Form 8-K report filed with the Securities and Exchange
Commission.

The Company said that prior to the engagement of Louis Plung
neither the Company nor anyone on its behalf consulted Louis Plung
regarding, (i) the application of accounting principles to a
specific transaction, either completed or proposed or the type of
audit opinion that might be rendered on the Company's consolidated
financial statements and no written report or oral advice was
provided by Louis Plung to the Company that Louis Plung concluded
was an important factor considered by the Company in reaching a
decision as to accounting, auditing or financial reporting issue,
or (ii) any matter that was either the subject of a disagreement
(as described in Item 304(a)1)(iv) of Regulation S-K and related
instructions) or a reportable event (as described in Item
304(a)(1)(iv) of Regulation S-K).

                   About Advanzeon Solutions

Tampa, Fla.-based Comprehensive Care Corporation, n/k/a Advanzeon
Solutions, provides managed care services in the behavioral
health, substance abuse, and psychotropic pharmacy management
fields.

Mayer Hoffman McCann P.C., in Clearwater, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012.  The independent auditors noted
that the Company has suffered recurring losses from operations and
has not generated sufficient cash flows from operations to fund
its working capital requirements.  This raises substantial doubt
about the Company's ability to continue as a going concern.

Comprehensive Care incurred a net loss attributable to common
stockholders of $6.99 million for the year ended Dec. 31, 2012, as
compared with a net loss attributable to common stockholders of
$14.08 million for the year ended Dec. 31, 2011.

As of June 30, 2013, Comprehensive Care had $3.07 million in total
assets, $28.3 million in total liabilities, and a $25.2 million
stockholders' deficiency.


APPALACHIAN CHRISTIAN: May Violate Loan Covenants, Fitch Warns
--------------------------------------------------------------
Fitch Ratings has downgraded to 'BB+' from 'BBB-' and places on
Rating Watch Negative the following bonds issued by the Health and
Educational Facilities Board of the City of Johnson City, Tennessee
on behalf of Appalachian Christian Village (d/b/a Cornerstone
Village) (ACV):

-- $18,450,000 revenue refunding and improvement bonds (Appalachian
Christian Village), series 2013.

At the same time, Fitch places ACV's rating on Rating Watch
Negative (RWN).

SECURITY

Pledge of gross revenues and a mortgage on certain property of the
obligated group, consisting of Appalachian Christian Village and
the Appalachian Christian Village Foundation, Inc. A fully funded
debt service reserve fund provides additional security.

KEY RATING DRIVERS
POTENTIAL COVENANT VIOLATIONS: The RWN reflects the potential for
ACV to violate either a debt service or liquidity covenant in
FY2017 (March 31 year-end). Six-month FY2017 interim disclosure
shows ACV's coverage at a very thin 0.65x and days cash on hand
(DCOH) at 121 days. Coverage below 1.2x would require a consultant
call-in and coverage below 1x would be a technical default that
could lead to acceleration. The DCOH covenant is 120 days but would
not require a consultant call-in nor is it an event of default for
the first violation. ACV is tested on coverage at its fiscal
year-end and on liquidity bi-annually.

THINNER FINANCIAL PROFILE: The downgrade reflects ACV's financial
profile, which has weakened and is now more consistent with the
'BB+' rating level. ACV unrestricted cash and investments have
fallen by 20% since FY2013, with DCOH on hand at a thin 105 days
(Fitch's calculation differs from the covenant calculation) and
cash to debt at 26.6% at Sept. 30, 2016. Revenue-only coverage,
which had historically been around 2x, was also thin at 1.1x in
FY2016 and 0.8x in the six-month FY2017 interim period. Strong
revenue-only coverage had been a key credit strength, as ACV's
yearly net entrance fee receipts do not generate high levels of
coverage.

SKILLED NURSING INVESTMENT: In calendar 2016, ACV upgraded 39
skilled nursing beds to enable the provision of ventilator care
services in these rooms. Ventilator services are reimbursed at a
high rate from Medicare, especially relative to other payors and
other skilled nursing services, but ACV will need to attract
sufficient levels of referrals. ACV spent $560,000 on the project,
with the rooms opening in late November. Currently, 28 of the 39
units are occupied.

WEAKER FY2017 YTD PERFORMANCE: Patient service revenue fell year
over year for the six-month FY2017 interim period. This drop was
largely due to the skilled nursing beds being offline for the
ventilator project (about 40% of ACV's skilled nursing beds). As a
result of the revenue drop, ACV's operating ratio climbed to a high
101.5% and its net operating margin fell to a negative 0.1% in the
six-month FY2017 interim period. Operations are expected to improve
in the second half of FY2017 with the ventilator units coming on
line in late November, but the weak interim performance, especially
the low debt service coverage levels, are driving the RWN.

IL OCCUPANCY CHALLENGES CONTINUE: Independent living (IL) occupancy
was 74% at Sept. 30, 2016, fairly consistent with the prior four
audited years. The lower IL occupancy continues to affect ACV's
financial profile. ACV management reported that sales in FY2017
have been good, with 30 sales as of mid-December, relative to 22 in
all of FY2016. Should that trend continue for the rest of the
fiscal year, occupancy should improve.

RATING SENSITIVITIES
RESOLUTION OF RATING WATCH: Within 45 days after March 31, 2017,
Appalachian Christian Village (d/b/a Cornerstone Village) (ACV)
will release a year-end disclosure package that will include
calculations for debt service coverage and days cash on hand. The
Rating Watch would likely be lifted if ACV makes its covenant
levels. Should ACV violate a covenant, the Watch would likely not
be resolved until after an outcome - a consultant call-in, or
waiver - for any violations are reached. Coverage below 1x could
lead to further negative rating actions.

OPERATING PERFORMANCE IMPROVEMENT: Failure to improve the operating
performance by year-end FY2017 or FY2018 or a further weakening in
liquidity would likely lead to further negative rating action.

CREDIT PROFILE
ACV is a Type-C CCRC in Johnson City, TN with 177 ILUs, 89 assisted
living units (ALUs), and 103 skilled nursing beds (SNFs) located on
two campuses - Sherwood and Pine Oaks. Of the 89 ALUs, 69 are
located at Pine Oaks Assisted Living Community, which is leased and
operated by ACV, but not part of the obligated group. Fitch
reviewed the financial results of the obligated group, which
generated approximately $16 million in total operating revenues in
FY2016.

WEAKER FINANCIAL PROFILE

The downgrade reflects a continued downward trend in performance
that began in FY2013 and has continued through the FY2017 interim
period. Over this time, debt service coverage has remained below
2x, falling to a low 1.3x in FY2016, and IL occupancy has fallen
below 80%, where it has remained. In addition, liquidity and
revenue growth has remained thin.

Key drivers of the weaker performance have been lower IL occupancy
and an erosion of ACV's skilled nursing payor mix. Medicare, which
provides the highest daily skilled nursing reimbursement rate, was
39% of gross revenues in FY2010 but had fallen to 24% in the six
month FY2017 interim period. Medicaid, which generally provides the
lowest daily reimbursement rate, rose to approximately 40% from 30%
over this time.

ACV is trying to address this shift in payor mix through a recent
investment in upgrading 39 skilled nursing beds to allow for
ventilator services. ACV management reports that there is a market
need for ventilator beds in the community, and the person ACV has
hired to manage the program led a successful ventilator program at
another facility in the region.

Separately, ACV regained its five-star CMS rating in its health
center. ACV's rating had suffered due to a serious incident that
occurred in its health center in 2012. At the time, the CMS rating
was lowered, and ACV management reports that its reputation
suffered in the community. Fitch believes the regaining of the
highest CMS rating, along with the addition ventilator services,
should help reverse the trend in the Medicare census. Additional
Medicare revenue would help stabilize ACV's performance at the
lower rating level.

Debt Profile
ACV has one series of fixed-rate bonds totaling $19.2 million,
producing level debt service of $1.2 million. Debt burden is
relatively low, with MADS as a percentage of revenues at 6.9% at
Sept. 30, 2016, which is very good for the rating level and takes
some pressure off the operational performance.

DISCLOSURE

ACV covenants to provide annual audited financial statements within
150 days of the end of each fiscal year and quarterly unaudited
financial disclosure within 45 days of each quarter end.


ARGON CREDIT: Wants Court Approval for Cash Collateral Use
----------------------------------------------------------
Argon Credit LLC and Argon X LLC ask the U.S. Bankruptcy Court for
the Northern District of Illinois for authorization to use cash
collateral.

The Debtors tell the Court that without the immediate use of Cash
Collateral, the Debtors would likely have to cease operations,
which would result in a loss of jobs for the Debtors' 29 employees,
and would greatly reduce the value of the Debtors' business and
assets, as well as the value of their wholly-owned affiliates.

The Debtors contend that Senior Lenders Fintech Financial, LLC and
Princeton Alternative Income Fund, LP assert liens in substantially
all the Debtors' assets existing as of the Petition Date.  The
Debtors further contend that to the extent the Senior Lenders'
liens are valid and perfected, the Senior Lenders are adequately
protected in connection with the Debtors' use of cash collateral
and the continued operations of the Debtors' business by an equity
cushion in the collateral of the Senior Lenders.

The Debtors' proposed four-week Budget covers the period beginning
the week ending Dec. 24, 2016 through the week ending Jan. 14,
2017.  The Budget provides for total operating disbursements in the
amount of $428,494.

The Debtors propose to make an adequate protection payment in the
amount of $350,000 to the Senior Lenders during the four-week
period provided for in their proposed Budget.  The Debtors further
propose to provide the Senior Lenders with replacement liens on any
accounts, and new consumer loans acquired or generated by the
Debtors in the ordinary course of their business operations after
the Petition Date.

The Debtors relate that their use of the cash collateral is
required to cover the necessary costs and expenses incurred in both
servicing the loans acquired and generated by the Debtors and
maintaining the integrity of the collateral, and will generate the
revenue required to allow the Debtors to the continue to operate,
while working to restructure their indebtedness and rehabilitate
and improve on their relationship with vendors, service providers
and related parties in interest.

A full-text copy of the Debtors' Motion, dated Dec. 19, 2016, is
available at
http://bankrupt.com/misc/ArgonCredit2016_1639654_9.pdf

A full-text copy of the proposed Budget, dated Dec> 19, 2016, is
available at
http://bankrupt.com/misc/ArgonCredit2016_1639654_9_1.pdf

Fintech Financial, LLC can be reached at:

          FINTECH FINANCIAL, LLC
          Attn: Mindi Park
          101 Research Park Dr.
          Mission, SD 57555

                      About Argon Credit LLC

Argon Credit LLC and Argon X LLC each filed chapter 11 petitions
(Bankr. N.D. Ill. Case Nos. 16-39654 and 16-39655, respectively) on
Dec. 16, 2016.  The petitions were signed by Raviv Wolfe, chief
executive officer.  The Debtors are represented by Matthew T.
Gensburg, Esq. and Philip E. Groben, Esq., at Dale & Gensburg, P.C.
The cases are assigned to Judge Timothy A. Barnes.  At the time of
the filing, Argon Credit estimated assets at $1 million to $10
million, and liabilities at $50 million t0 $100 million.  Argon X
estimated assets at $10 million to $50 million, and liabilities at
$50 million to $100 million.

Organized under the laws of the State of Delaware, the Debtor was
founded in May of 2014.  In conjunction with its affiliates, the
Debtor operates a domestic based online lending platform
specializing in near-prime consumer installment loans.  The
Debtor's customer base is the large near-prime population which is
an underserved community with limited access to credit.  The
Debtor, through its non-debtor affiliates, Argon Credit of Alabama
LLC, Argon Credit of California LLC, Argon Credit of Georgia LLC,
Argon Credit of Illinois LLC, Argon Credit of Louisiana LLC and
Argon Credit of Utah LLC, operates on a state-by-state licensing
model, providing vital liquidity and access to credit.  To date,
the Debtor through its affiliates has originated over $50 million
in consumer installment loans.


AURORA DIAGNOSTICS: Blair Tikker Quits from Board of Managers
-------------------------------------------------------------
Mr. Blair Tikker, one of KRG Capital Partners' designees, notified
Aurora Diagnostics Holdings, LLC of his resignation as a member of
the Company's Board of Managers effective on Dec. 19, 2016, in
connection with his resignation from KRG Capital effective
Dec. 31, 2016.  At this time, a replacement member has not been
appointed to fill the vacancy created by Mr. Tikker's resignation,
the Company disclosed in a regulatory filing with the Securities
and Exchange Commission.  

The terms of Aurora Diagnostics' Amended and Restated Limited
Liability Company Agreement provide for the designation of up to
three of the Company's managers by KRG Capital Partners, one of the
Company's principal equityholders.

                    About Aurora Diagnostics

Headquartered in Palm Beach Gardens, Florida, Aurora Diagnostics
Holdings, LLC, through its subsidiaries, provides physician-based
general anatomic and clinical pathology, dermatopathology,
molecular diagnostic services and other esoteric testing services
to physicians, hospitals, clinical laboratories and surgery
centers.  The company recognized approximately $260 million in
revenue for the 12 months ended June 30, 2013.  The company is
majority owned by equity sponsors KRG Capital Partners and Summit
Partners.

Aurora Diagnostics reported a net loss of $83.4 million on $264
million of net revenue for the year ended Dec. 31, 2015, compared
to a net loss of $55.5 million on $243 million of net revenue for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Aurora Diagnostics had $251 million in total
assets, $457.7 million in total liabilities and a members' deficit
of $206.7 million members' deficit.

                          *    *    *

In April 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Aurora Diagnostics to 'Caa3' from 'Caa2' and the
Probability of Default Rating to 'Caa3-PD' from 'Caa2-PD'.  The
downgrade reflects Moody's heightened expectation that Aurora will
pursue some transaction within the next 12 months which the rating
agency would consider a default.  This could include a transaction
which Moody's considers a distressed debt exchange, or a bankruptcy
filing.

As reported by the TCR on Nov. 28, 2016, S&P Global Ratings
lowered its corporate credit rating on Palm Beach Gardens,
Fla.-based Aurora Diagnostic Holdings LLC to 'CCC' from 'CCC+'.
"Our rating actions reflect the shortening window of time during
which the company must refinance its capital structure," said S&P
Global Ratings credit analyst Shannan Murphy.  "While the earliest
stated maturity is Aurora's senior notes, which mature in 2018, the
company's senior secured credit facilities are subject to a
springing maturity in October 2017 if its senior notes are not
refinanced by that time."


AUTHENTIDATE HOLDING: Fails to Reach Separation Pact with Ex-CEO
----------------------------------------------------------------
As previously reported, Authentidate Holding Corp. announced that
on Aug. 7, 2016, the employment of Richard Hersperger, chief
executive officer of the Company, terminated and that Hanif Roshan,
the Company's chairman, assumed the position of chief executive
officer.  Since that time, the Company has not been able to enter
into a mutually agreeable separation agreement with Mr. Hersperger,
as originally anticipated.  The Company and Mr. Hersperger continue
to dispute Mr. Hersperger's entitlement to any shares of the
Company's Common Stock and other severance benefits, as disclosed
in a Form 8-K report filed with the Securities and Exchange
Commission.

                       About Authentidate

Authentidate Holding Corp. and its subsidiaries provide secure
web-based revenue cycle management applications and telehealth
products and services that enable healthcare organizations to
increase revenues, improve productivity, reduce costs, coordinate
care for patients and enhance related administrative and clinical
workflows and compliance with regulatory requirements.  The
Company's web-based services are delivered as Software as a Service
(SaaS) to its customers interfacing seamlessly with billing,
information and document management systems.  These solutions
incorporate multiple features and security technologies such as
business-rules based electronic forms, intelligent routing,
transaction management, electronic signatures, identity
credentialing, content authentication, automated audit trails and
remote patient management capabilities.  Both web and fax-based
communications are integrated into automated, secure and trusted
workflow solutions.

Authentidate reported a net loss of $9.7 million on $3.68 million
of total revenues for the year ended June 30, 2015, compared to a
net loss of $7.14 million on $5.55 million of total revenues for
the year ended June 30, 2014.

As of March 31, 2016, Authentidate had $55.2 million in total
assets, $11.5 million in total liabilities and $43.7 million in
total shareholders' equity.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company's recurring losses
from operations and negative cash flows from operations raise
substantial doubt about its ability to continue as a going concern.


AUTHENTIDATE HOLDING: Issues Former Members of AEON Earnout Shares
------------------------------------------------------------------
Authentidate Holding Corp. and Peachstate Health Management LLC,
d/b/a AEON Clinical Laboratories entered into an Amended and
Restated Agreement and Plan of Merger, and on Jan. 27, 2016, the
parties completed the merger.  As a result of the merger, AEON
became a wholly-owned subsidiary of AHC.

Pursuant to the Merger Agreement, and as previously reported,
former members of AEON may be entitled to additional earnout
payments, payable by AHC in shares of its common stock based upon
stockholder approval and the achievement of certain earnings
milestones of the AEON business.

To date, the parties have determined that an aggregate of 1,396,126
Earnout Shares have been earned in accordance with the Merger
Agreement.  On Dec. 15, 2016, the parties entered into Amendment
No. 2 to the Merger Agreement to modify the definition of "Target
Members" as set forth in the Merger Agreement, and subsequently
issued the aforementioned Earnout Shares.  Following such issuance,
there are 7,168,159 shares of AHC Common Stock outstanding.

                      About Authentidate

Authentidate Holding Corp. and its subsidiaries provide secure
web-based revenue cycle management applications and telehealth
products and services that enable healthcare organizations to
increase revenues, improve productivity, reduce costs, coordinate
care for patients and enhance related administrative and clinical
workflows and compliance with regulatory requirements.  The
Company's web-based services are delivered as Software as a Service
(SaaS) to its customers interfacing seamlessly with billing,
information and document management systems.  These solutions
incorporate multiple features and security technologies such as
business-rules based electronic forms, intelligent routing,
transaction management, electronic signatures, identity
credentialing, content authentication, automated audit trails and
remote patient management capabilities.  Both web and fax-based
communications are integrated into automated, secure and trusted
workflow solutions.

Authentidate reported a net loss of $9.7 million on $3.68 million
of total revenues for the year ended June 30, 2015, compared to a
net loss of $7.14 million on $5.55 million of total revenues for
the year ended June 30, 2014.

As of March 31, 2016, Authentidate had $55.2 million in total
assets, $11.5 million in total liabilities and $43.7 million in
total shareholders' equity.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company's recurring losses
from operations and negative cash flows from operations raise
substantial doubt about its ability to continue as a going concern.


BAILEY HILL: Seeks to Hire Maltz Auctions as Real Estate Broker
---------------------------------------------------------------
Bailey Hill Management, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Connecticut to hire a real estate
broker.

The Debtor proposes to hire Maltz Auctions, Inc. to market and sell
by public auction its real properties located in East Killingly,
Connecticut.

The winning bidder will pay Maltz a buyer's premium on the high bid
of the properties sold at auction, representing Maltz's sole
compensation, which shall be a 6% buyer's premium.

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

The firm can be reached through:

     Richard B. Maltz
     Maltz Auctions, Inc.
     39 Windsor Place
     Central Islip, NY 11722
     Phone: 516-349-7022
     Fax: 516-349-0105
     Email: info@MaltzAuctions.com

                  About Bailey Hill Management

Bailey Hill Management, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Conn. Case No. 16-20005) on Jan. 4, 2016.  The Hon. Ann
M. Nevins presides over the case.  Groob Ressler & Mulqueen, P.C.
represents the Debtor as counsel.  In its petition, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
The petition was signed by Edward R. Eramian, managing member of
the Debtor.


BASIC ENERGY: Gets Approval to List New Stock Following Ch.11 Exit
------------------------------------------------------------------
Basic Energy Services, Inc., on Dec. 22, 2016, disclosed that the
Company received approval to list its new common stock with the new
CUSIP number 06985P 209 on the New York Stock Exchange under the
same NYSE ticker symbol "BAS" as the existing shares of the
Company's issued common stock (the "Existing Shares"), in
conjunction with its anticipated emergence from chapter 11
reorganization in accordance with the First Amended Joint
Prepackaged Chapter 11 Plan of Basic Energy Services, Inc. and its
Affiliated Debtors (as confirmed, the "Prepackaged Plan") that was
confirmed on December 9, 2016 by the United States Bankruptcy Court
for the District of Delaware.

The Company currently anticipates emerging from bankruptcy on Dec.
23, 2016 (the "Effective Date").  The stockholders of record at the
close of business on the Effective Date will be entitled to receive
New Common Shares and warrants with the CUSIP number 06985P 118
(the "Warrants") in accordance with the Prepackaged Plan.  In
addition, participants in the Company's previously announced rights
offering (the "Rights Offering') who have properly exercised their
rights pursuant thereto, and/or are backstop parties to the Rights
Offering, will also receive New Common Shares on the Effective
Date.  All Existing Shares (with the CUSIP number 06985P 100) will
be cancelled after the close of business on the Effective Date, and
the New Common Shares and Warrants will be issued at such time.

Assuming emergence on the Effective Date of December 23, 2016,
trading in the New Common Shares is expected to commence on
December 27, 2016, under the ticker symbol "BAS," which is the same
trading symbol used for the Company's common stock previously
listed on the NYSE.  The Warrants will not be listed on the NYSE or
any other exchange at this time.

Because the Company will retain the ticker symbol "BAS" after the
effective date of the Prepackaged Plan, holders of Existing Shares,
and brokers, dealers and agents effecting trades in Existing
Shares, and persons who expect to receive New Common Shares or
effect trades in New Common Shares, should take note of the
anticipated cancellation of the Existing Shares and issuance of New
Common Shares, and the two different CUSIP numbers signifying the
Existing Shares and the New Common Shares, in trading or taking any
other actions in respect of shares of the Company that trade under
the "BAS" ticker.

Pro Forma Ownership Summary

As previously disclosed, under the Prepackaged Plan, pre-petition
holders of the Company's unsecured notes will receive 14,925,000
New Common Shares, representing approximately 57.8% of the New
Common Shares after giving effect to shares issuable in connection
with the rights offering and before giving effect to the shares
issuable under the management incentive plan (the "MIP") and the
Warrants.  The pre-petition Basic stockholders will receive 75,000
New Common Shares, or an equivalent of an approximate
1-for-570.093480 reverse stock split, and Warrants to purchase
2,066,598 New Common Shares, or approximately 1 Warrant for each
20.689564 Existing Shares (each based on approximately 42.8 million
Existing Shares issued and outstanding and subject to rounding).

The occurrence of the Effective Date is subject to conditions set
forth in the Prepackaged Plan, and the Company can make no
assurances as to whether the Effective Date will occur on December
23, 2016.

A table summarizing the new ownership structure of Basic is
available at:

                       https://is.gd/2eUe1x

                   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.


BENNU TITAN: Trustee Proposes $26-Mil. DIP Loan From Beal Bank
--------------------------------------------------------------
Gerald H. Schiff, Chapter 11 Trustee of Bennu Tital LLC, asks the
U.S Bankruptcy Court for the District of Delaware for authorization
to obtain postpetition financing from Agent CLMG Corp. and Lender
Beal Bank USA, and use cash collateral.

The Debtor is presently indebted to Beal Bank USA, as lender, and
CLMG, as agent, in the amount of $180,415,445 pursuant to a
prepetition facility, plus accrued and unpaid interest, fees,
expenses, and other obligations.  The Prepetition Secured Parties
were granted liens and security interests that encumber
substantially all of the Debtor's assets.

The Chapter 11 Trustee contends that an immediate need exists to
obtain funds and liquidity in order to satisfy in full the costs
and expenses of administering the case and to preserve the value of
the Estate pending a sale of all or substantially all of the
Debtor's assets and property.  The Chapter 11 Trustee further
contends that his ability to preserve and maintain the value of the
Debtor's assets and to maximize the return for all creditors
requires the availability of the post-petition facility and the use
of cash collateral.

The relevant terms, among others, of the postpetition credit
agreement are:

     (1) Postpetition Facility: A multiple-draw, non-revolving term
loan.

     (2) Availability: $1,000,000 on an interim basis and
$25,000,000 on a final basis.

     (3) Maturity Date: The earliest to occur of:

          (a) the 30th day after entry by the Bankruptcy Court of
the Interim Order, if the Bankruptcy Court has not entered the
Final Order approving the Post-petition Facility;

          (b) Sept. 15, 2017;

          (c) the effective date of a chapter 11 plan in the
chapter 11 case, which chapter 11 plan is confirmed by an Order of
the Bankruptcy Court;

          (d) the date of termination of the Commitment of the
Lender and its obligations to make Loans pursuant to the exercise
of remedies as a result of the occurrence of an Event of Default
which is continuing; and

          (e) the date of closing of a Sale pursuant to an
Acceptable Sale Process.

     (4) Use of Postpetition Facility: To pay fees and expenses
related to the administration of the Chapter 11 Case, including the
marketing of the Debtor's assets, as set forth in the Approved
Budget.

     (5) Interest Rate: The greater of 0.75% and the rate on
Reuters Screen LIBOR01 Page, plus eight percent per annum.  During
an Event of Default, interest will accrue at the LIBOR Rate, plus
two percent per annum.

     (6) Postpetition Liens and Priorities: The proposed
Postpetition Facility and all other liabilities and obligations of
the Borrower under the Loan Documents will be entitled to
superpriority administrative claim status, and will also be
secured:

          (a) by a lien on all assets of the Postpetition Borrower,
currently owned or after acquired, that was not otherwise subject
to any valid, enforceable, perfected and non-avoidable lien as of
Petition Date;

          (b) by a junior lien on all assets of the Postpetition
Borrower, currently owned or after acquired, subject to a valid,
enforceable, perfected and non-avoidable lien as of Petition Date
that was permitted by the terms of the Prepetition Credit
Agreement; and

          (c) by a senior priming lien on all assets of the
Postpetition Borrower, currently owned or after acquired, which
Priming Lien will prime all liens securing the Prepetition Credit
Agreement and any liens that are pari passu or junior thereto, and
will also be senior to any liens arising after the Petition Date in
respect of any liens to which the Priming Lien is senior.

     (7) Adequate Protection: The Prepetition Agent, for the
benefit of the Prepetition Secured parties shall receive
replacement liens, superpriority claims and cash payment of:

          (a) all accrued and unpaid interest on the Prepetition
Secured Obligations, and all other accrued and unpaid fees and
disbursements owing to the Prepetition Secured Parties under the
Prepetition Loan Documents and incurred prior to the Petition Date;


          (b) when due, all principal amortization payments,
accrued but unpaid interest on the Prepetition Secured Obligations,
and all letter of credit, unused commitment and other fees owing by
the Debtor under the Prepetition Loan Documents; and

          (c) to the extent allowed by the Bankruptcy Code, all
reasonable professional and advisory fees, costs and expenses of
the Prepetition Secured Parties incurred in connection with the
administration and monitoring of the Prepetition Loan Documents
and/or the Postpetition Facility subject to the notice and
objection provisions contained in the Court's Interim Order.

     (8) Carve Out: The sum of amounts owed at the time of the
Carve-Out Trigger Notice, plus $200,000.

A full-text copy of the Debtor's Motion, dated Dec. 20, 2016, is
available at
http://bankrupt.com/misc/BennuTitan2016_1611870lss_109.pdf

A full-text copy of the Credit Agreement, dated Dec. 20, 2016, is
available at
http://bankrupt.com/misc/BennuTitan2016_1611870lss_109_3.pdf

                    About Bennu Titan LLC

Bennu Titan LLC, formerly known as ATP Titan LLC, is part of a
business enterprise
engaged in the acquisition, exploration, development, and
production of oil and natural  gas properties in the Gulf of
Mexico.  It is a limited liability company formed in May 2010 as a
special purpose vehicle with one member, Bennu Titan Holdco LLC.
Bennu Holdco
has one member, Bennu Oil & Gas, LLC ("Bennu O&G"); and Bennu O&G
has one member,
Bennu Holdings, LLC ("Bennu Holdings").

Bennu Titan owns a multi-column, deep draft, floating drilling and
production
platform commonly known as Titan as well as two oil and gas export
pipelines and related rights of way.

Beal Bank USA and CLMG Corp. filed an involuntary Chapter 11
petition against Texas-based offshore drilling firm Bennu Titan LLC
f/k/a ATP Titan LLC (Bankr. D. Del. Case No. 16-11870) on Aug. 11,
2016.  The court entered an order for relief on Sept. 9, 2016.

The Debtor is represented by William P. Bowden, Esq., at Ashby &
Geddes, P.A.

The petitioning creditors are represented by Michael J. Farnan,
Esq., and Joseph J. Farnan, Esq., at Farnan LLP and Thomas E.
Lauria, Esq., at White & Case LLP.

On Nov. 21, 2016, the U.S. Trustee nominated Gerald H. Schiff to
serve as the Chapter 11 Trustee and moved for an order approving
the appointment of Mr. Schiff as the Chapter 11 Trustee.  On Nov.
23, 2016, the Court entered an order approving the appointment of
Mr. Schiff as the Chapter 11 Trustee.

No official committee of unsecured creditors has been appointed.

Proposed Counsel for the Chapter 11 Trustee:

          SULLIVAN HAZELTINE ALLINSON LLC
          William D. Sullivan
          William A. Hazeltine
          901 North Market Street, Suite 1300
          Wilmington, DE  19801
          Tel: (302) 428-8191
          Fax: (302) 428-8195
          E-mail: bsullivan@sha-llc.com
                  whazeltine@sha-llc.com

                 - and -

          KELLY HART PITRE
          Louis M. Phillips
          Patrick (Rick) M. Shelby
          One American Place
          301 Main Street, Suite 1600
          Baton Rouge, LA 70801-1916
          Telephone: (225) 381-9643
          Facsimile: (225) 336-9763
          E-mail: louis.phillips@kellyhart.com
                  rick.shelby@kellyhart.com


BIOSHAFT WATER: Access to Financing Raises Going Concern Doubt
--------------------------------------------------------------
Bioshaft Water Technology, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $184,557 on $7,000 of total revenues for the three
months ended October 31, 2016, compared to a net loss of $46,647 on
$633,652 of total revenues for the same period in 2015.

For the six months ended October 31, 2016, the Company recorded a
net loss of $358,389 on $7,000 of total revenues, compared to a net
loss of $220,505 on $647,416 of total revenues for the same period
last year.

The Company's balance sheet at October 31, 2016, showed total
assets of $1.24 million, total liabilities of $4.94 million, and a
stockholders' deficit of $3.70 million.

If revenues were to decrease, the Company would have significant
difficulty sustaining its operations without additional support.
The ability of the company to meet its financial liabilities and
commitments is primarily dependent upon the continued financial
support of directors and shareholders, the continued issuance of
equity to new stockholders and the Company's ability to maintain
profitable operations.

Management believes that its cash on hand, cash equivalents, and
any cash revenue provided by its operating activities will be
insufficient to meet its working capital requirements for the next
twelve month period.  The Company estimate that it will require an
additional $2,770,000 over the next twelve month period to fund its
operating cash shortfall.  The Company plans to raise the capital
required to satisfy its immediate short-term needs and additional
capital required to meet Company's estimated funding requirements
for the next twelve months primarily through the private placement
of its equity securities.  There are no assurances that it will be
able to obtain funds required for its continued operation.  There
can be no assurance that additional financing will be available to
the Company when needed or, if available, that it can be obtained
on commercially reasonable terms.  If the Company is not able to
obtain the additional financing on a timely basis, it will not be
able to meet its other obligations as they become due and it will
be forced to scale down or perhaps even cease the operation of its
business.

There is substantial doubt about the Company's ability to continue
as a going concern as the continuation of its business is dependent
upon obtaining further long-term financing, successful and
sufficient market acceptance of its products and achieving a
profitable level of operations.  The issuance of additional equity
securities by the Company could result in a significant dilution in
the equity interests of its current stockholders.  Obtaining
commercial loans, assuming those loans would be available, will
increase its liabilities and future cash commitments.

A full-text copy of the Company's Form 10-Q is available at:
                
                   http://bit.ly/2i9pn3p

Bioshaft Water Technology, Inc., owns worldwide patented technology
and is in the business of designing, manufacturing and installing
wastewater (sewage) treatment plants using its technology.


BLUE BEE: Seeks to Hire Force Ten as Financial Advisor
------------------------------------------------------
Blue Bee, Inc. seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire a financial advisor.

The Debtor proposes to hire Force Ten Partners LLC to provide these
services:

     (a) assist in the preparation of the Debtor's schedules of
         assets and liabilities and statement of financial
         affairs;

     (b) review monthly operating reports and assist in the
         preparation of those reports;

     (c) evaluate the Debtor's business operations and financial
         performance;

     (d) assist in the preparation of cash flow projections to be
         used in connection with any proposed plan of
         reorganization and the Debtor's requests for authority to

         use cash collateral; and

     (e) provide expert testimony.

The hourly rates charged by the firm range from $195 to $650.  

Adam Meislik, a partner at Force Ten, disclosed in a court filing
that his firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Adam Meislik
     Force Ten Partners LLC
     SW Birch, Suite 220
     Newport Beach, CA 92660

                       About Blue Bee Inc.

Blue Bee, Inc., d/b/a ANGL, filed a chapter 11 petition (Bankr.
C.D. Cal. Case No. 16-23836) on Oct. 19, 2016.  The petition was
signed by Jeff Sungkak Kim, president.  The Debtor is represented
by Juliet Y. Oh, Esq., at Levene, Neale, Bender, Yoo & Brill LLP.
The case is assigned to Judge Sandra R. Klein.  The Debtor
estimated assets and liabilities at $1 million to $10 million.

The Debtor is a retailer doing business under the "ANGL" brand
offering stylish and contemporary women's clothing at reasonable
prices to its fashion-savvy customers.  The Debtor currently owns
and operates 21 retail stores located primarily in shopping malls
throughout the state of California.  Since the opening of its first
Retail Store in 1992 along Melrose Avenue in Los Angeles,
California, the Debtor has focused on bringing designer fashion to
a wider audience.


BONANZA CREEK: Has Restructuring Pact, to File for Ch. 11 by Jan. 5
-------------------------------------------------------------------
Bonanza Creek Energy, Inc. and its subsidiaries on Dec. 23, 2016,
disclosed that it entered into a restructuring support agreement
(the "RSA") with certain holders (the "Supporting Noteholders") of
its 6.75% senior notes due 2021 (the "2021 Notes") and 5.75% senior
notes due 2023 (the "2023 Notes" and together with the 2021 Notes,
the "Senior Notes") collectively holding 51.1% of its outstanding
Senior Notes, and one of its crude oil purchase and sale pipeline
counterparties, NGL Crude Logistics, LLC and its parent, NGL Energy
Partners, LP (collectively, "NGL"), to effectuate a proposed
prepackaged plan of reorganization (the "Plan") that will
significantly deleverage the Company's balance sheet and provide
the Company with $200 million of additional liquidity from an
equity rights offering backstopped by certain holders of the Senior
Notes.  The RSA contemplates that the Company will commence its
prepackaged bankruptcy case in the United States Bankruptcy Court
for the District of Delaware (the "Bankruptcy Court") on or prior
to January 5, 2017.

Richard Carty, Bonanza Creek's Chief Executive Officer, commented,
"During 2016 we have been working diligently to reduce our cost
structure and improve operating efficiencies under our commitment
to rapid continuous improvement initiatives.  The Restructuring
Support Agreement announced on Dec. 23 further increases our
competitive position with significant improvements in firm
transportation commitments, a comprehensive elimination of more
than $850 million in unsecured balance sheet principal, accrued
interest, and prepayment premiums, and a concurrent injection of
$200 million in equity to fund our go-forward development plan.
Effected by way of a proposed prepackaged chapter 11 filing, this
represents the culmination of countless hours of hard work from
various parties to resolve legacy encumbrances that restricted our
access to liquidity and constrained asset development."  

"We are appreciative that our business partners and creditors
recognize the value of Bonanza Creek's employees and assets, and we
are pleased that the agreement with our noteholders provides value
for all of our stakeholders, including existing equity holders.  We
look forward to completing the restructuring quickly with minimal
disruption to our business, and to repositioning our company as a
galvanized operator with an expectation to emerge with no debt and
a strengthened liquidity position to execute upon our extensive
asset development opportunities."

Upon effectuation, the consensual financial restructuring would,
among other things:

   -- Eliminate more than $850 million of principal, accrued
interest and prepayment premiums in respect of the Senior Notes.
In exchange, approximately 95.5% of reorganized Bonanza Creek's
equity as of the effective date of the Plan (the "Effective Date")
(subject to dilution by a rights offering for new equity, a
management incentive plan, and warrants for existing equity
holders) and the opportunity to participate in an equity rights
offering that will raise $200 million of new capital will be made
available to holders of general unsecured claims against the
Company as provided for in the Plan.  This new capital commitment
will be backstopped pursuant to an agreement to be entered into by
certain Supporting Noteholders, subject to approval by the
Bankruptcy Court.  Bonanza Creek anticipates emerging from chapter
11 with no funded debt and has sufficient liquidity to operate
during the case.

   -- Restructure Bonanza Creek's crude oil purchase and sale
agreement with NGL on more favorable terms to the Company.

   -- Pay all customer, employee, royalty and working interest
obligations in full in the ordinary course.

   -- Provide the Company's existing shareholders, in exchange for
the releases by such shareholders of the Released Parties (as
defined in the Plan), with consideration in the form of 4.5% of
reorganized Bonanza Creek's equity on the Effective Date (subject
to dilution by a rights offering for new equity, a management
incentive plan, and warrants for existing equity holders) and
3-year warrants to acquire up to 7.5% of equity in reorganized
Bonanza Creek.

In addition, the Company is currently engaged in discussions with
KeyBank, National Association, as administrative agent under the
Company's revolving credit facility, with respect to both the
treatment of the revolving credit facility in a chapter 11
proceeding and the terms of a renegotiated revolving credit
facility after emergence from chapter 11.  There can be no
assurance an agreement will be reached.  All aspects of the Plan
remain subject to Bankruptcy Court approval and the satisfaction of
conditions set forth in the Plan.

Bonanza Creek intended to commence solicitation on the Plan on Dec.
23.  Votes on the Plan must be received by Prime Clerk, LLC, the
Company's voting agent, by January 23, 2017, unless the deadline is
extended.  The record date for voting has been set as December 20,
2016.  Subject to approval by Bonanza Creek's board of directors,
the Company anticipates filing voluntary petitions for relief under
chapter 11 in the Bankruptcy Court by January 5, 2017.  Subject to
Bankruptcy Court approval of the Plan and the satisfaction of
certain conditions to the Plan and related transactions, the
Company expects to consummate the Plan and emerge from chapter 11
before the end of the first quarter of 2017.  There can be no
assurances that the Plan will be approved or confirmed pursuant to
the Bankruptcy Code.

The Company recommends that its creditors, including the holders of
Senior Notes, refer to the information in the Company's Disclosure
Statement, which attaches a copy of the Plan.  A copy of the
Disclosure Statement can be found at
https://cases.primeclerk.com/bcei.  Information contained in the
Disclosure Statement is subject to change, whether as a result of
amendments, actions of third parties or otherwise.  Additional
inquiries should call the information call center at
(855) 252-4427 (toll free) or 1+(917) 258-6104 (international).  


The Company has been in contact with the New York Stock Exchange
("NYSE") and anticipates the continued listing of its common stock
on the NYSE throughout the bankruptcy process so long as the
Company continues to meet the minimum continued listing standards
set forth by the NYSE.

Advisors

Davis, Polk & Wardwell LLP is acting as legal counsel, Perella
Weinberg Partners LP is acting as financial advisor, and Alvarez &
Marsal North America LLC is acting as restructuring advisor to the
Company in connection with its restructuring efforts.  Kirkland &
Ellis LLP is acting as legal counsel and Evercore Group LLC is
acting as financial advisor to the ad hoc committee of noteholders.
  

                      About Bonanza Creek

Bonanza Creek Energy, Inc., is an independent energy company
engaged in the acquisition, exploration, development and production
of onshore oil and associated liquids-rich natural gas in the
United States.  Bonanza Creek Energy, Inc. was incorporated in
Delaware on Dec. 2, 2010, and went public in December 2011.

The Company reported a net loss of $746 million in 2015 following
net income of $20.3 million in 2014.

As of Sept. 30, 2016, Bonanza had $1.22 billion in total assets,
$1.13 billion in total liabilities and $84.75 million in total
stockholders' equity.

                         *     *     *

As reported by the TCR on Oct. 19, 2016, S&P Global Ratings lowered
its corporate credit rating on U.S.-based oil and gas exploration
and production company Bonanza Creek Energy Inc. to 'D' from 'CC'.
"The downgrade follows Bonanza Creek's announcement that it elected
not to make the Oct. 15, 2016 interest payment on the 6.75% senior
unsecured notes due 2021," said S&P Global Ratings credit analyst
Daniel Krauss.


BPS US HOLDINGS: Equity Panel Taps Brown Rudnick as Co-Counsel
--------------------------------------------------------------
The official committee of equity security holders of BPS US
Holdings Inc. seeks approval from the U.S. Bankruptcy Court in
Delaware to hire Brown Rudnick LLP.

Brown Rudnick will serve as co-counsel to the equity committee.
The services to be provided by the firm include the preparation of
a bankruptcy plan for BPS and its affiliates, assisting the equity
committee in its examination of the conduct of the Debtors'
affairs, and provide other legal services.

The hourly rates charged by the firm are:

     Partners     $720 - $1,360
     Associates     $435 - $800
     Paralegals     $335 - $355

The primary attorneys who will represent the equity committee, and
their hourly rates are:

     Robert J. Stark      $1,240
     Steven B. Levine     $1,100
     James W. Stoll       $1,080
     Andrew M. Carty        $685

Robert Stark, Esq., at Brown Rudnick, disclosed in a court filing
that his firm does not hold or represent any interest adverse to
the Debtors' bankruptcy estates.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Stark disclosed that his firm has not agreed to any variations
from, or alternatives to, its billing arrangements.  

Mr. Stark further disclosed that the equity committee has reviewed
and approved Brown Rudnick's proposed hourly billing rates and
staffing plan for the Debtors' bankruptcy cases.

The firm can be reached through:

     Robert J. Stark, Esq.
     Brown Rudnick LLP
     7 Times Square
     New York, NY 10036
     Phone: +1.212.209.4862 / +1.212.209.4800
     Fax: +1.212.209.4801
     Email: rstark@brownrudnick.com

                    About Performance Sports

Exeter, N.H.-based Performance Sports Group Ltd. (NYSE: PSG) (TSX:
PSG) -- http://www.PerformanceSportsGroup.com/-- is a developer   
and manufacturer of ice hockey, roller hockey, lacrosse, baseball
and softball sports equipment, as well as related apparel and
soccer apparel. Its products are marketed under the BAUER, MISSION,
MAVERIK, CASCADE, INARIA, COMBAT and EASTON brand names and are
distributed by sales representatives and independent distributors
throughout the world. In addition, the Company distributes its
hockey products through its Burlington, Massachusetts and
Bloomington, Minnesota Own The Moment Hockey Experience retail
stores.

On Oct. 31, 2016, Performance Sports Group Ltd. and certain of its
affiliates have filed voluntary petitions under Chapter 11 of the
Bankruptcy Code in the District of Delaware and commenced
proceedings under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice.

The U.S. Debtors are: BPS US Holdings Inc.; Bauer Hockey, Inc.;
Easton Baseball/Softball Inc.; Bauer Hockey Retail Inc.; Bauer
Performance Sports Uniforms Inc.; Performance Lacrosse Group Inc.;
BPS Diamond Sports Inc.; and PSG Innovation Inc.

The Canadian Debtors are: Performance Sports Group Ltd.; KBAU
Holdings Canada, Inc.; Bauer Hockey Retail Corp.; Easton Baseball
/Softball Corp.; PSG Innovation Corp. Bauer Hockey Corp.; BPS
Canada Intermediate Corp.; BPS Diamond Sports Corp.; Bauer
Performance Sports Uniforms Corp.; and Performance Lacrosse Group
Corp.

The Debtors have hired Paul, Weiss, Rifkind, Wharton & Garrison LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Stikeman Elliott LLP as Canadian legal counsel; Centerview LLP as
investment banker to the special committee; Alvarez & Marsal North
America, LLC, as restructuring advisor; Joele Frank, Wilkinson,
Brimmer, Katcher as communications & relations advisor; KPMG LLP as
auditors; Ernst & Young LLP as CCAA monitor; and Prime Clerk LLC as
notice, claims, solicitation and balloting agent.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Nov. 10
appointed three creditors of BPS US Holdings, Inc., parent of
Performance Sports, to serve on the official committee of unsecured
creditors.  The Creditors' Committee retained by Blank Rome LLP as
counsel, Cassels Brock & Blackwell LLP as Canadian co-counsel, and
Province Inc. as financial advisor.

The U.S. Trustee appointed a committee of equity security holders.

The equity committee is represented by Natalie D. Ramsey, Esq., and
Mark A. Fink, Esq., at Montgomery, McCracken, Walker & Rhoads, LLP;
and Robert J. Stark, Esq., Steven B. Levine, Esq., James W. Stoll,
Esq., and Andrew M. Carty, Esq., at Brown Rudnick LLP.

                           *     *     *

The Bankruptcy Court for the District of Delaware and the Ontario
Superior Court of Justice have granted the Company approval of,
among other things, the bidding procedures and "stalking horse" bid
protections in connection with a "stalking horse" asset purchase
agreement, under which an acquisition vehicle to be co-owned by an
affiliate of Sagard Capital Partners, L.P. and Fairfax Financial
Holdings Limited, intends to acquire substantially all of the
assets of the Company and its North American subsidiaries for U.S.
$575 million in aggregate and assume related operating
liabilities.

Interested parties must submit qualified bids to acquire
substantially all of the assets of the Company no later than
January 25, 2017.  The auction is set for January 30, 2017.  A
final sale approval hearing is expected to take place shortly after
completion of the auction with the anticipated closing of the
successful bid to occur by the end of February 2017, subject to
receipt of applicable regulatory approvals and the satisfaction or
waiver of other customary closing conditions.


BPS US HOLDINGS: Equity Panel Taps Montgomery as Delaware Counsel
-----------------------------------------------------------------
The official committee of equity security holders of BPS US
Holdings Inc. seeks approval from the U.S. Bankruptcy Court in
Delaware to hire Montgomery, McCracken, Walker & Rhoads LLP.

Montgomery will serve as the equity committee's Delaware bankruptcy
counsel.  The services to be provided by the firm include giving
legal advice regarding the committee's duties under the Bankruptcy
Code and assisting Brown Rudnick LLP, the Debtor's proposed
co-counsel.

The primary attorneys and paralegals expected to represent the
equity committee and their hourly rates are:

     Natalie Ramsey     DE partner                $700
     Mark Fink          DE and NY partner         $610
     Katherine Fix      Aassociate                $310
     Octavia Frias      Paralegal                 $165

Mark Fink, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Fink disclosed that his firm has not agreed to any variations from,
or alternatives to, its billing arrangements.  

Mr. Fink further disclosed that he did not request a budget or
staffing report from Montgomery from the period of its retention
through December 31, 2016.  The firm will provide the committee
with monthly budgets and staffing reports, if requested, he said.

The firm can be reached through:

     Natalie D. Ramsey, Esq.
     Mark Fink, Esq.
     Montgomery, McCracken, Walker & Rhoads LLP
     1105 North Market Street, 15th Floor
     Wilmington, DE 19801
     Phone: 302-504-7800
     Fax: 302-504-7820
     Email: nramsey@mmwr.com
     Email: mfink@mmwr.com

                    About Performance Sports

Exeter, N.H.-based Performance Sports Group Ltd. (NYSE: PSG) (TSX:
PSG) -- http://www.PerformanceSportsGroup.com/-- is a developer   
and manufacturer of ice hockey, roller hockey, lacrosse, baseball
and softball sports equipment, as well as related apparel and
soccer apparel. Its products are marketed under the BAUER, MISSION,
MAVERIK, CASCADE, INARIA, COMBAT and EASTON brand names and are
distributed by sales representatives and independent distributors
throughout the world. In addition, the Company distributes its
hockey products through its Burlington, Massachusetts and
Bloomington, Minnesota Own The Moment Hockey Experience retail
stores.

On Oct. 31, 2016, Performance Sports Group Ltd. and certain of its
affiliates have filed voluntary petitions under Chapter 11 of the
Bankruptcy Code in the District of Delaware and commenced
proceedings under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice.

The U.S. Debtors are: BPS US Holdings Inc.; Bauer Hockey, Inc.;
Easton Baseball/Softball Inc.; Bauer Hockey Retail Inc.; Bauer
Performance Sports Uniforms Inc.; Performance Lacrosse Group Inc.;
BPS Diamond Sports Inc.; and PSG Innovation Inc.

The Canadian Debtors are: Performance Sports Group Ltd.; KBAU
Holdings Canada, Inc.; Bauer Hockey Retail Corp.; Easton Baseball
/Softball Corp.; PSG Innovation Corp. Bauer Hockey Corp.; BPS
Canada Intermediate Corp.; BPS Diamond Sports Corp.; Bauer
Performance Sports Uniforms Corp.; and Performance Lacrosse Group
Corp.

The Debtors have hired Paul, Weiss, Rifkind, Wharton & Garrison LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Stikeman Elliott LLP as Canadian legal counsel; Centerview LLP as
investment banker to the special committee; Alvarez & Marsal North
America, LLC, as restructuring advisor; Joele Frank, Wilkinson,
Brimmer, Katcher as communications & relations advisor; KPMG LLP as
auditors; Ernst & Young LLP as CCAA monitor; and Prime Clerk LLC as
notice, claims, solicitation and balloting agent.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Nov. 10
appointed three creditors of BPS US Holdings, Inc., parent of
Performance Sports, to serve on the official committee of unsecured
creditors.  The Creditors' Committee retained by Blank Rome LLP as
counsel, Cassels Brock & Blackwell LLP as Canadian co-counsel, and
Province Inc. as financial advisor.

The U.S. Trustee appointed a committee of equity security holders.

The equity committee is represented by Natalie D. Ramsey, Esq., and
Mark A. Fink, Esq., at Montgomery, McCracken, Walker & Rhoads, LLP;
and Robert J. Stark, Esq., Steven B. Levine, Esq., James W. Stoll,
Esq., and Andrew M. Carty, Esq., at Brown Rudnick LLP.

                           *     *     *

The Bankruptcy Court for the District of Delaware and the Ontario
Superior Court of Justice have granted the Company approval of,
among other things, the bidding procedures and "stalking horse" bid
protections in connection with a "stalking horse" asset purchase
agreement, under which an acquisition vehicle to be co-owned by an
affiliate of Sagard Capital Partners, L.P. and Fairfax Financial
Holdings Limited, intends to acquire substantially all of the
assets of the Company and its North American subsidiaries for U.S.
$575 million in aggregate and assume related operating
liabilities.

Interested parties must submit qualified bids to acquire
substantially all of the assets of the Company no later than
January 25, 2017.  The auction is set for January 30, 2017.  A
final sale approval hearing is expected to take place shortly after
completion of the auction with the anticipated closing of the
successful bid to occur by the end of February 2017, subject to
receipt of applicable regulatory approvals and the satisfaction or
waiver of other customary closing conditions.


CECCHI GORI PICTURES: DOJ Watchdog Seeks Trustee, Ch. 7 Conversion
------------------------------------------------------------------
Tracy Hope Davis, United States Trustee for Region 17, filed a
Motion before the U.S. Bankruptcy Court for the Northern District
of California to enter an Order directing the appointment of a
Chapter 11 Trustee in the jointly administered cases of Cecchi Gori
Pictures and Cecchi Gori USA, Inc., or in the alternative, enter an
order converting the cases to one under Chapter 7 or dismissing the
cases.

The Debtors are privately held corporations, incorporated in the
State of California and were formerly engaged in the motion picture
and entertainment business. Both Debtors filed the List of
Creditors Who Have the 20 Largest Unsecured Claims with the
voluntary petition. It indicates that there are seven creditors
holding total claims of at least US$1,866,446.57.

The U.S. Trustee has argued that cause for the appointment of a
Chapter 11 Trustee because the Debtors and their current management
are unable to ascertain the Debtors' financial situation; are
incapable of managing the Debtors' estate; and are unable to
fulfill their statutory, regulatory, and fiduciary obligations. For
the same reasons, the U.S. Trustee moves in the alternative to
convert the case to Chapter 7 or dismiss the case for cause under
section 1112(b).

             About Cecchi Gori Pictures

Cecchi Gori Pictures has filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No.: 16-53499) on December 14, 2016, and is represented
by Ori Katz, Esq., in San Francisco, California.

At the time of filing, the Debtor had $1 million to $10 million in
estimated assets and $1 million to $10 million in estimated
liabilities.

The petition was signed by Andrew De Camara, chief executive
officer.

A copy of the Debtor's list of seven unsecured creditors is
available for free at http://bankrupt.com/misc/canb16-43499.pdf


CENTRAL IOWA: Susan N. Goodman Appointed Patient Care Ombudsman
---------------------------------------------------------------
Daniel M. McDermott, the United States Trustee for the Southern
District of Iowa, appointed Susan N. Goodman as the Patient Care
Ombudsman for Central Iowa Healthcare.

The Notice states that, unlike a State Long Term Care Ombudsman,
who are authorized to have access to records by the Older Americans
Act, a PCO is subject to the requisite requirements of the Health
Insurance Portability and Accountability Act of 1996 (HIPAA).
Accordingly, the appointment/motion is done to address issues
raised by the "Final HIPAA Rules" located at 45 CFR Secs. 160 &
164.

Ms. Goodman will be paid at an hourly rate of $350 and $145-$195
for her paraprofessional rates.

Ms. Goodman, Esq., a member of Mesch Clark Rothschild, 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.

                About Central Iowa Healthcare

Central Iowa Healthcare, formerly doing business as Marshalltown
Medical Surgical Center, is a not-for-profit corporation formed
under the laws of the State of Iowa, and is tax exempt pursuant to
section 501(c)(3) of the Internal Revenue Code.  CIH is governed by
a 14-member Board of Trustees of which two members serve on an
ex-officio basis.  

CIH operates a community hospital in Marshalltown, Iowa, which is
located between Des Moines and Cedar Rapids.  CIH's 49-bed, acute
care facility is the only fullservice medical center in the area.
CIH provides inpatient, outpatient, emergency care, and medical
clinic services for the residents of Marshall, Tama, and Grundy
counties. These counties combined have a population of over 60,000
and are home to several large companies that are significant local
employers. CIH is the sixth largest employer in Marshalltown.
According to U.S. Census 2015 data, Marshalltown's population is
estimated at 27,620 and a median income of $50,396.

Declining revenues over the past several years have placed a
considerable financial strain on CIH and led to uncertainty about
the hospital's ability to continue as a going concern.

Central Iowa Healthcare sought Chapter 11 protection (Bankr. S.D.
Iowa Case No. Case No. 16-02438-1) on Dec. 20, 2016.


CHARMING CHARLIE: Moody's Lowers CFR & Term Loan to Caa1
--------------------------------------------------------
Moody's Investors Service downgraded Charming Charlie LLC's
Corporate Family Rating ("CFR") and $150 million senior secured
term loan rating to Caa1 from B3. The Probability of Default Rating
was also downgraded to Caa1-PD from B3-PD and the outlook remains
negative.

The downgrade reflects ongoing weak operating trends and Moody's
expectation that the company will be unable to reverse operating
performance over the next 12 months to a level sufficient to remain
compliant with its financial maintenance covenants. As of October
29, 2016 the company had less than a 10% cushion on both its total
leverage test and interest coverage test, with step downs on both
covenants over the next few quarters. As a result, Moody's
anticipates Charming Charlie will need to once again address the
terms of its credit facility either through a second amendment,
equity contribution, or full refinancing, and believes there is
heightened risk of a distressed exchange. In May of 2016 Charming
Charlie amended its agreement which, among other items, loosened
the financial maintenance covenants, required a modest equity
investment, and required a $10 million repayment of the term loan.

LTM operating performance has struggled in a challenging retail
environment with topline performance lower as a result of negative
same store sales and lower traffic, while margins have been
negatively impacted from higher promotional activity, unfavorable
product mix, and the deleveraging of some fixed cost. The quarter
ended October 29, 2016 did show signs of improvement, as revenue
was modestly positive for the first time in 5 quarters, however,
same store sales were still negative (albeit by a smaller amount)
and margins remained below historical levels. Moody's notes that
lease adjusted leverage is high, but modest for the rating in the
low-5 times, however interest coverage is below 1.0 time
(EBIT/Interest Expense), which is more indicative of the Caa1 CFR.

Moody's took the following rating actions:

Issuer: Charming Charlie LLC

Corporate Family Rating, Downgraded to Caa1 from B3

Probability of Default Rating, Downgraded to Caa1-PD from B3-PD

$150 million senior secured term loan, Downgraded to Caa1 (LGD-3)
from B3 (LGD-3)

Outlook, Remains Negative

RATINGS RATIONALE

Charming Charlie's Caa1 CFR reflects the company's weak liquidity
profile, which is primarily driven by Moody's expectation that the
company will be challenged to remain in compliance with its
financial maintenance covenants over the next 12 months, combined
with weaker than anticipated operating performance. The rating also
reflects the company's small scale and narrow product focus in
fashion jewelry and accessories. The fashion jewelry and
accessories market is highly fragmented, with many competitors
possessing greater overall scale, product diversity, and financial
resources than the company. The rating is supported by the
company's modest leverage for the rating, and Moody's expectation
for marginally positive free cash flow over the next 12-18 months.

Charming Charlie's weak liquidity profile is driven by Moody's
expectation that the company will likely need to address its
financial maintenance covenants over the next 12 months, absent a
meaningful improvement in operating performance. Liquidity is
supported by Moody's expectation for free cash flow generation and
revolver availability sufficient to cover working capital, capital
spending and modest debt amortization over the next 12-18 months.
The company had approximately $6 million of balance sheet cash, and
just over $26 million of availability under its $60 million ABL
revolver (unrated). Moody's anticipates that borrowings under the
company's revolver will come down in the fourth quarter, which has
historically been the strongest period for the company.

The Caa1 rating assigned to Charming Charlie's $150 million senior
secured term loan reflects its first lien on substantially all of
the company's assets, except cash, inventory and receivables,
against which it has a second lien behind the $60 million
asset-based revolving credit facility. The term loan comprises the
majority of funded debt in the capital structure.

The negative outlook reflects the expectation that bank covenant
compliance will be pressured over the next 12 months. Moody's
expects some improvement to margins (off of the LTM period) but
believes topline improvements will continued to be challenged in a
difficult retail environment which will limit meaningful
improvement to credit metrics.

Ratings could be downgraded if the company is unable to reverse
ongoing operating trends which would make covenant compliance less
likely. Flat to negative same-store sales growth and operating
margins, or a further weakening of the company's liquidity profile
would also pressure the rating.

Given the negative outlook, a ratings upgrade is unlikely over the
near term. However, if the company is able address its ongoing
covenant compliance issues with a viable long term solution and
reverse current operating trends, ratings could be upgraded. An
upgrade would require sustained profitable growth with positive
comparable store sales, an adequate liquidity profile, and
conservative financial policies.

Charming Charlie, based in Houston, TX, is a retailer of
value-priced fashion jewelry and accessories targeting women
between ages 22 to 54. As of October 29, 2016, the company operated
370 stores with LTM revenue of approximately $492 million. The
company is majority owned by its founder and CEO, Charlie
Chanaratsopon, who holds close to 60% of the equity in the
business, with the remainder of equity held by third party
investors including Hancock Park Associates, the company's prior
majority shareholder.


CLUB VILLAGE: Asks Court to Extend Plan Filing Period to Mar. 20
----------------------------------------------------------------
Club Village, LLC asks the U.S. Bankruptcy Court for the Southern
District of Florida to extend its exclusive periods for filing a
plan and disclosure statement, and soliciting acceptances to the
plan, through March 20, 2017 and May 22, 2017, respectively.

Absent an extension, the Debtor's exclusive right to file a plan of
reorganization would have expired on December 20, 2016.  The
Debtor's exclusive right to solicit acceptances to its plan is set
to expire on February 21, 2017.

The Court had entered its Order which authorized the sale of
substantially all of the Debtor's assets. The Debtor relates that
the sale is scheduled to close no later than January 6, 2017.  The
Debtor further relates that the result of the sale will have a
material effect on the Debtor's proposed plan.

              About Club Village, LLC

Club Village, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 16-21497) on Aug. 22, 2016.  The petition was signed by
Fred DeFalco, managing member.  The Debtor is represented by Aaron
A. Wernick, Esq., at Furr & Cohen.  The case is assigned to Judge
Erik P. Kimball.  The Debtor disclosed total assets at $11.5
million and total debts at $11.2 million.

The Debtor has retained Brian Korte, Esq., at The Law Office of
Korte & Wortman as Special Counsel, and Paul Rubin, EA, Mtax and
Rubin and Associates, CPA Firm, PA as accountants.

No Official Committee of Unsecured Creditors has been appointed in
the case.


COGECO COMMUNICATIONS: DBRS Confirms BB(high) Issuer Rating
-----------------------------------------------------------
DBRS Limited confirmed Cogeco Communications Inc.'s Issuer Rating
at BB (high), Senior Secured Notes & Debentures rating at BBB (low)
with a recovery rating of RR1 and Senior Unsecured Notes rating at
BB with a recovery rating of RR5. All trends are Stable. The
confirmations are supported by Cogeco's continued efforts to
diversify earnings and its improved credit metrics as a result of
deleveraging efforts. The ratings continue to reflect the Company's
established footprint in existing markets and the growth potential
of the U.S. cable segment, while reflecting intensifying
competition, risks associated with technological and regulatory
changes, the lack of wireless offerings and ongoing repositioning
of the data services business.

Consolidated revenues rose by 6.5% to nearly $2.2 billion in F2016,
supported by acquisitive growth in the U.S. cable business,
favourable currency tailwinds and new product enhancements, which
more than offset disappointing results at Cogeco Peer 1. EBITDA
margins remained healthy at 45.2%. As such, EBITDA grew by 5.7% to
$983 million in F2016. However, DBRS notes that the Company
recorded a sizable non-cash, non-recurring impairment charge in its
Cogeco Peer 1 business, reflecting diminished longer-term growth
prospects than previously anticipated. Nevertheless, cash
generation remained healthy, and the Company used free cash flow
and cash on hand to repay maturing debt and amounts outstanding on
its revolver. As such, credit metrics improved, with gross
debt-to-EBITDA declining to 2.95 times (x) as at August 31, 2016
(versus 3.53x a year prior), and the EBITDA interest coverage ratio
and cash flow-to-debt improved to 7.46x and 24.5%, respectively, in
F2016 (compared with 7.06x and 22.8%, respectively, in F2015).

Going forward, DBRS expects Cogeco's earnings profile to remain
pressured by competitive forces in the core Canadian cable unit and
restructuring efforts in the Cogeco Peer 1 business, although
growth prospects in the U.S. cable segment should provide an
offset. DBRS will continue to focus on subscriber erosion and the
competitive landscape in Canada, as well as monitor developments in
the enterprise segment and risks associated with any potential
acquisitions. Revenues are forecast to climb to over $2.2 billion
in F2017, reflecting rate increases, continued subscriber gains and
improved penetration in the U.S. cable segment. EBITDA margins,
however, are expected to continue to decline toward the high 44%
range. As such, EBITDA should be between $990 million and $1.0
billion in F2017.

DBRS expects the Company's financial profile to remain supportive
of the current ratings over the near term because of steady free
cash generation, in the absence of debt-financed acquisitions. Cash
flow from operations is expected to grow to between $790 million
and $810 million in F2017. The Company's capital intensity ratio
should decline to roughly 20%, with capital expenditures declining
to $445 million. Cash dividend payments are expected to grow to $85
million. As such, normalized free cash flow before changes in
working capital (and after dividend payments) should be in the $260
million to $280 million range in F2017. DBRS notes that management
continues to explore potential tuck-in acquisitions within the
fragmented U.S. cable market. In light of a challenging operating
environment within the Canadian cable business and the ongoing
repositioning of Cogeco Peer 1, DBRS believes that while future
debt-financed acquisitions could be manageable within the current
ratings; however, this will require gross debt-to-EBITDA to remain
below 3.5x and the establishment of a credible deleveraging plan.
Otherwise, DBRS expects the Company to continue deleveraging toward
2.5x over the near term through a combination of debt repayment and
growth in operating income, which would strengthen the Company's
position within the current rating categories.


COMPREHENSIVE PHYSICIAN: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee on Dec. 22 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Comprehensive Physician
Services, Inc.

Headquartered in Riverview, Florida, Comprehensive Physician
Services, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 16-09905) on Nov. 18, 2016, estimating its
assets and liabilities at between $500,001 and $1 million each.

Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Postler,
P.A., serves as the Debtor's bankruptcy counsel.


CONNECT TRANSPORT: Committee Taps GlassRatner as Financial Advisor
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Murphy Energy
Corp. and Connect Transport, LLC seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to retain
GlassRatner Advisory & Capital Group, LLC as financial advisor for
the Committee, effective as of October 28, 2016.

The Committee requires GlassRatner to:

   (a) meet with Debtors' investment banker to review all efforts
       to sell the Debtors, either in whole or in part, including
       but not limited to all contact lists and related
       correspondence associated with solicitations of interest,
       NDAs, LOIs, APAs and Stalking Horse agreements;

   (b) assist the Debtors in the identification and qualification
       of additional strategic/nonstrategic bidders;

   (c) prepare various analyses to determine the net economic
       impact to the Debtors' estates of each qualified bid;

   (d) review and provide an assessment of any valuations and/or
       appraisals performed by the Debtors or on the Debtors'
       behalf within the past 12 months;

   (e) provide forensic accounting expertise to engage the Debtors

       and their advisors in an initial assessment of the
       magnitude of accounting and financial reporting
       inaccuracies/misstatements and potential fraud;

   (f) conduct weekly calls with the Debtors' advisors and
       investment banker to assess sale progress, efforts
       associated with the recreation of the Debtors' books and
       records and a review of operating performance relative to
       the DIP budget; and

   (g) assist Committee Counsel in the initial investigation of
       the validity of liens as it relates to asserted secured
       claims, the quantification of those claims and their
       impact on proceeds available to unsecured creditors.

GlassRatner will be paid at these hourly rates:

       Michael Thatcher, Sr. Managing Director   $425
       Mark Shapiro, Sr. Managing Director       $425
       Chris Meadors, Sr. Managing Director      $395
       Tess Wolff, Assistant Director            $295
       Other Professional Staff                  $175-$285

GlassRatner agreed to use a maximum blended rate not to exceed $375
per hour.

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

Subject to this Court's approval and the terms of the Engagement
Letter, GlassRatner has agreed to perform such advisory services on
an hourly basis at the rates set forth in the Engagement Letter;
provided, however, that GlassRatner's total fees for the Services
shall not exceed $50,000, excluding reasonable expenses.

Michael Thatcher, senior managing director of GlassRatner, 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.

GlassRatner can be reached at:

       Michael Thatcher
       GLASSRATNER ADVISORY &
       CAPITAL GROUP, LLC
       3500 Maple Avenue, Suite 350
       Dallas, TX 75219
       Tel: (347) 678-2575
       E-mail: mthatcher@glassratner.com

                     About Connect Transport

Privately-held Connect Transport, LLC, provides transportation,
storage, producer, and marketing services for crude oil, natural
gas liquids, and condensates.

Connect Transport and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Lead Case No.
16-33971) on Oct. 4, 2016.

The affiliated debtors are Big Rig Tanker, L.L.C., MG Rolling Stock
Land, L.L.C., Murphy Energy Corporation, Murphy Holdings, Inc.,
Port Allen Terminal, LLC, Port Hudson Terminal, LLC, Murphy
Terminals, LLC, and Connect Terminals, LLC (Case Nos. 16-33972 to
16-33979).

Connect Transport estimated assets of $500,000 to $1 million and
liabilities of $50 million to $100 million.  Murphy Energy Corp.
estimated $100 million to $500 million in both assets and
liabilities.

The Debtors tapped Dykema Cox Smith as legal counsel.  Houlihan
Lokey Capital, Inc., serves as the Debtors' investment banker while
Kurtzman Carson Consultants LLC serves as claims and noticing
agent.

The U.S. Trustee has formed an Official Committee of Unsecured
Creditors.  The Committee retained McCathern, PLLC, as counsel.


CORIUM INTERNATIONAL: Deloitte & Touche Casts Going Concern Doubt
-----------------------------------------------------------------
Corium International, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $36.70 million on $33.02 million of total revenues for
the fiscal year ended September 30, 2016, compared to a net loss of
$28.45 million on $40.92 million of total revenues for the fiscal
year ended September 30, 2015.

Deloitte & Touche LLP states that the Company's recurring and
continuing losses from operations, the potential to not satisfy one
of the Company's financial covenants, and its need to obtain
additional capital raise substantial doubt about its ability to
continue as a going concern

The Company's balance sheet at September 30, 2016, showed total
assets of $67.15 million, total liabilities of $64.30 million, and
a stockholders' equity of $2.85 million.

A full-text copy of the Company's Form 10-K is available at:
                
                   http://bit.ly/2hGk8EX

Corium International, Inc., is a commercial-stage biopharmaceutical
company focused on the development, manufacture and
commercialization of specialty pharmaceutical products that
leverage its broad experience with advanced transdermal and
transmucosal delivery systems.  The Company has multiple
proprietary programs in preclinical and clinical development
focusing primarily on the treatment of neurological disorders, with
two lead programs in Alzheimer's disease.


CORNED BEEF EXPRESS: Seeks May 18 Exclusive Plan Filing Extension
-----------------------------------------------------------------
Corned Beef Express, LLC asks the U.S. Bankruptcy Court for the
Southern District of New York to extend its exclusive period to
file a plan of reorganization to May 18, 2017.

The Debtor's current exclusivity period expires on January 18,
2017.  

The Debtor relates that since the it has been in bankruptcy, it has
been primarily focused on restructuring its business operation and
maintaining profitability, which the Debtor has done since it
filed.  The Debtor further relates that it is current on its
postpetition obligations and expects to generate a profit through
the winter months.

The Debtor contends that since the initial hurdle of stabilizing
its business since the Petition Date has been overcome, the Debtor
is now focusing its efforts on determining whether it is able to
assume its lease and continue operations.  The Debtor further
contends that its deadline to assume or reject its lease has been
extended through February 19, 2017, so long as it remains current
on its postpetition obligations.  The Debtor adds that its
Exclusivity period expires on January 18, 2017, a month before its
lease election deadline.

The Debtor submits that the Exclusivity Period should be extended
to May 18, 2017, a date beyond the lease election deadline.  the
Debtor tells the Court that it needs time to determine if it can
assume its lease, and once it does, to propose a feasible plan.
The Debtor further tells the Court that if it decides to move
forward with its reorganization and assume the lease, it is
critical that the Debtor maintain the exclusive right to file a
plan, so that the Debtor does not have to use estate resources in
filing a plan that may not proceed due to the unresolved
contingencies.

             About Corned Beef Express, LLC

Corned Beef Express, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 16-12096) on July 22, 2016.  The petition
was signed by Arun Kumar, manager.  The Debtor is represented by
Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene
Genovese & Gluck, P.C.  The Debtor estimated $100,001 to $500,000
in assets and $500,001 to $1 million in liabilities.


CRISTALEX INC: Seeks to Hire Falcon-Sanchez as Accountant
---------------------------------------------------------
Cristalex Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Puerto Rico to hire an accountant.

The Debtor proposes to hire Falcon-Sanchez & Associates PSC to
provide general accounting, tax and financial consulting services.

The hourly rates charged by the firm are:

Ismael Falcon Ortega     $200
CPA Supervisor           $125
Senior Accountant        $100
Staff Accountant          $75

Ismael Falcon Ortega, a certified public accountant, disclosed in a
court filing that his firm is a "disinterested party" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Ismael Falcon Ortega     
     Falcon-Sanchez & Associates PSC
     P.O. Box 366397
     San Juan, PR 00936-6397
     Tel: (787) 273-7979
     Fax: (787) 273-9797
     Email: ifalcon@falcon-sanchez.com

                      About Cristalex Inc.

Cristalex, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 16-06385) on August 11,
2016.  The petition was signed by Marta Pagan Batista, president.

At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $500,001 to $1 million.


CTI BIOPHARMA: Reverse Stock Split to Take Effect Jan. 1
--------------------------------------------------------
CTI BioPharma Corp. announced that it has filed with the Secretary
of State of the State of Washington an amendment to CTI BioPharma's
Amended and Restated Articles of Incorporation to implement the
1-for-10 reverse stock split announced on Dec. 9, 2016.  The
Reverse Stock Split is anticipated to be effective on Jan. 1, 2017.
CTI BioPharma will file a copy of the amendment with Borsa
Italiana and will file a Current Report on Form 8-K, including a
copy of the amendment to the Articles of Incorporation, with the
U.S. Securities and Exchange Commission  and such Current Report on
Form 8-K will be available on the websites of the SEC (www.sec.gov)
and of CTI BioPharma (www.ctibiopharma.com, in the "Investors"
section).

As a result of the amendment to the Articles of Incorporation,
which will be effective on Jan. 1, 2017, CTI BioPharma's total
number of authorized shares will be decreased from 415,333,333
shares to 41,533,333 shares; CTI BioPharma's total number of
authorized shares of common stock will be decreased from
415,000,000 shares of common stock to 41,500,000 shares of common
stock; and CTI BioPharma's total number of authorized shares of
preferred stock will be decreased from 333,333 shares of preferred
stock to 33,333 shares of preferred stock.

The Common Stock is quoted on The NASDAQ Capital Market under the
symbol "CTIC" and on the Mercato Telematico Azionario stock market
in Italy under the symbol "CTIC."  The Common Stock is scheduled to
begin trading on a split-adjusted basis on the MTA in Italy on Jan.
2, 2017, and on The NASDAQ Capital Market in the United States on
Jan. 3, 2017.  The Company's trading symbol on The NASDAQ Capital
Market and the MTA will not change due to the Reverse Stock Split.

                      About CTI BioPharma

CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis.  CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.

CTI Biopharma reported a net loss attributable to common
shareholders of $122.62 million on $16.11 million of total revenues
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $96.0 million on $60.07
million of total revenues for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, CTI Biopharma had $76.48 million in total
assets, $63.96 million in total liabilities and $12.51 million in
total shareholders' equity.

The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on its
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, and for the year ended
Dec. 31, 2014, regarding their substantial doubt as to the
Company's ability to continue as a going concern.  The Company said
that although its independent registered public accounting firm
removed this going concern explanatory paragraph in its report on
our Dec. 31, 2015, consolidated financial statements, the Company
expects to continue to need to raise additional financing to fund
its operations and satisfy obligations as they become due.
According to the Company, the inclusion of a going concern
explanatory paragraph in future years may negatively impact the
trading price of its common stock and make it more difficult, time
consuming or expensive to obtain necessary financing, and the
Company cannot guarantee that it will not receive such an
explanatory paragraph in the future.


CUMULUS MEDIA: Approves $422K Cash Incentive Award to CFO
---------------------------------------------------------
The compensation committee of the board of directors of Cumulus
Media Inc. approved for payment one-time discretionary cash
incentive compensation awards to the following executive officers:
John Abbot, the executive vice president, treasurer and chief
financial officer ($421,875), and Richard Denning, senior vice
president, secretary and general counsel ($165,000), as disclosed
in a regulatory filing with the Securities and Exchange Commission.


The cash awards were made in recognition of, among other things,
the exceptional efforts and contributions made by those executive
officers during 2016, both individually and as members of the
management leadership team, in the initial phase of the Company's
operational turnaround plan and ongoing operational and financial
restructuring.  These cash incentive award payments have been made
in lieu of any award to which those executive officers might have
been entitled under the Company's annual incentive plan for 2016,
as previously disclosed.  As a result, no payments will be made
under the EIP for 2016 to those executive officers.

                     About Cumulus Media

Atlanta, Georgia-based Cumulus Media Inc. --
http://www.cumulus.com/-- is a radio broadcasting company.  The
Company is also a provider of country music and lifestyle content
through its NASH brand, which serves through radio programming,
NASH Country Weekly magazine and live events.  Its product lines
include broadcast advertising, digital advertising, political
advertising and non-advertising based license fees.  Its broadcast
advertising includes the sale of commercial advertising time to
local, national and network clients.  Its digital advertising
includes the sale of advertising and promotional opportunities
across its Websites and mobile applications.  Its across the nation
platform generates content distributable through both broadcast and
digital platforms.

Cumulus Media put AR Broadcasting Holdings Inc. and three other
units to Chapter 11 protection (Bankr. D. Del. Lead Case No.
11-13674) in 2011 after struggling to pay off debt that topped
$97 million as of June 30, 2011.

Cumulus Media reported a net loss attributable to common
shareholders of $546 million on $1.16 billion of net revenue for
the year ended Dec. 31, 2015, compared to net income attributable
to common shareholders of $11.8 million on $1.26 billion of net
revenue for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Cumulus Media had $3.05 billion in total
assets, $2.99 billion in total liabilities and $51.39 million in
total stockholders' equity.

                          *     *     *

In December 2016, S&P Global Ratings lowered its corporate credit
ratings on Cumulus Media Inc. and its subsidiary Cumulus Media
Holdings Inc. to 'CC' from 'CCC'.  The rating outlook is negative.
"The downgrade follows Cumulus' announcement that it has offered to
exchange its 7.75% senior notes due 2019 for debt and common stock
in the company," said S&P Global Ratings' credit analyst Jeanne
Shoesmith.

In March 2016, Moody's Investors Service downgraded Cumulus Media
Inc.'s Corporate Family Rating to 'Caa1' from 'B3' and Probability
of
Default Rating to 'Caa1-PD' from 'B3-PD'.  Cumulus' 'Caa1'
Corporate
Family Rating reflects the company's excessive leverage with
debt-to-EBITDA exceeding 9.5x (including Moody's standard
adjustments) and Moody's revised expectation that debt-to-EBITDA
will remain elevated over the next 12 months due to continued
declines in network revenue and increased operating expenses more
than offsetting the benefits from an expected increase in station
group revenue and political ad sales in 2016.


D.J. SIMMONS: Sale of 18 Leases to Foreland for $111K Approved
--------------------------------------------------------------
Judge Joseph G. Rosania, Jr. of the U.S. Bankruptcy Court for the
District of Colorado authorized the sale by D.J. Simmons Co. Ltd.
Partnership, Kimbeto Resources, LLC, and D.J. Simmons, Inc., of
their 100% working interest in 18 leases, covering 222 net acres
under 317 gross acres of lands within the northeastern portion of
the San Juan Basin, Rio Aruba County, New Mexico, to Foreland
Resources, LLC for $1,500 per acre or $110,940.

The sale is free and clear of all encumbrances or liabilities.

The Court further finds good cause for the Debtors to proceed to
complete the transaction and any stay imposed by Rules 6004(h) is
waived.

                 About D.J. Simmons Company

Farmington, New Mexico-based D.J. Simmons Inc. --
http://www.djsimmons.com/-- is an independent oil and gas        
exploration and production company.  D.J. Simmons and its
affiliates have oil and natural gas reserves from approximately
100
wells operated by DJS, Inc., and 500 wells operated by third
parties in Colorado, New Mexico, Utah, and Texas.  Kimbeto
Resources, LLC, owns 13 wells in Rio Arriba County, New Mexico.
DJS, Inc., also operates the wells owned by Kimbeto.  D.J. Simmons
Company Limited Partnership holds most of the oil and gas and
other
assets.  Kimbeto holds oil, gas, and other related assets on land
owned by the Jicarilla Apache Tribe.  DJS, Inc, operates the
Assets
and employs a small administrative staff.

DJS Co. LP, Kimbeto and DJS, Inc., filed Chapter 11 petitions
(Bankr. D. Colo. Case Nos. 16-11763, 16-11765 and 16-11767) on
March 1, 2016.  The cases are jointly administered under Lead Case
No. 16-11763.

The petitions were signed by John Byrom, president of DJS, Inc.

DJS Co. LP disclosed $9.94 million in total assets and
$12.9 million in total liabilities.  Kimbeto disclosed $976,190 in
total assets and $9.81 million in total liabilities.

Ethan Birnberg, Esq., at Lindquist & Vennum LLP, serves as the
Debtors' counsel.


DARLING INGREDIENTS: S&P Affirms BB+ Rating on Sr. Unsec. Debt
--------------------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level ratings for Darling Ingredients Inc. and its
subsidiaries that were labeled as "under criteria observation"
(UCO) after publishing its revised recovery ratings criteria on
Dec. 7, 2016.  In addition, the company recently amended its credit
facility, which, among other changes, extended the maturity dates
of the revolving credit facility and term loans A.  With S&P's
criteria review completed, it removed the UCO designation from all
Darling issue-level ratings and lowered the issue-level ratings to
'BBB-' from 'BBB' on the company's recently extended
$1 billion revolving credit facility now maturing in 2021
(co-borrowed by Darling Ingredients Inc., Darling International
Canada Inc., Darling International NL Holdings B.V., Darling
Ingredients International Holding B.V., Darling Ingredients
International Financial Services B.V., and Darling Ingredients
Germany Holding GmbH), as well as its extended $200 million ($73.3
million outstanding) U.S. and C$150 million (C$117.6 million
outstanding) Canadian term loans A, also maturing in 2021.  The
issue-level rating on the term loan B maturing 2021 was also
lowered to 'BBB-' from 'BBB'.  All the secured credit facilities
have an unchanged '1' recovery rating, indicating a very high
recovery in the 90%-100% range.

Under the new criteria there is a cap on issue ratings at 'BBB-'
for companies with 'BB' or 'BB+' corporate credit ratings.  The
downgrades of Darling's secured debt reflect the application of
this cap.

In addition, S&P affirmed the issue-level ratings on the unsecured
notes at 'BB+' while revising the recovery rating on the notes to
'4' (indicating S&P's expectation of recovery at the high end of
the 30%-50% range) from '3' (indicating S&P's expectation of
recovery at the high end of the 50%-70% range).

Darling is a global independent leader in rendered animal
byproducts, albeit in a fragmented industry, in which a large
portion of rendering is done by "captive" renderers such as protein
processors.  Following a series of acquisitions in 2014 the company
now has good geographic diversification, including a defendable
foothold in Canada, Western Europe, Asia-Pacific, and, to a lesser
degree, South American markets, reducing its U.S. earnings mix to
about 50% and diversifying its product mix to include gelatin-based
products for the food and pharmaceutical industries, casings, and
edible fats.  That said, the company's product diversity is
somewhat limited as it derives the majority of its profits from
fats and proteins for feed applications, which makes it vulnerable
to feed substitutes such as corn, soybean, and industrial oils.

RATINGS LIST

Darling Ingredients Inc.
Corporate credit rating             BB+/Stable/--

Issue Ratings Lowered, Recovery Ratings Unchanged Due To Revised
Recovery Rating Criteria For Speculative-Grade Corporate Issuers

                                     To          From
Darling Ingredients Inc.
Darling International Canada Inc.
Darling International NL Holdings BV
Darling Ingredients International Holding B.V.
Darling Ingredients International Financial Services B.V.
Darling Ingredients Germany Holding GmbH
Senior Secured                      BBB-        BBB
   Recovery Rating                   1           1

Issue Ratings Affirmed, Recovery Ratings Revised Due To Revised
Recovery Rating Criteria For Speculative-Grade Corporate Issuers

Darling Ingredients Inc.
Darling Global Finance B.V.
Senior unsecured                    BB+         BB+
   Recovery Rating                   4H          3H


DEPENDABLE AUTO: Jan. 5 Meeting Set to Form Creditors' Panel
------------------------------------------------------------
William T. Neary, Acting United States Trustee for Region 6, will
hold an organizational meeting on Jan. 5, 2016, at 10:00 a.m. in
the bankruptcy case of Dependable Auto Shippers, Inc., d/b/a DAS,
d/b/a Dependable, et al. (Case No. 16-34855–BJH-11).

The meeting will be held at:

               Office of the U. S. Trustee
               Earl Cabell Federal Building
               1100 Commerce Street, Room 524
               Dallas, Texas 75242

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.



DIRECT MEDIA: Can Use Cash Collateral Through Jan. 15
-----------------------------------------------------
Judge Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Direct Media Power, Inc.,
to use cash collateral on an interim basis through January 15,
2017.

The approved Budget covers the period from Nov. 28, 2016 through
Jan. 15, 2017.  The Budget provides for total expenses in the
amount of $238,460.

The Debtor's Lender is granted replacement liens in the Debtor's
post-petition assets, to the same extent, validity and priority as
its prepetition liens.

A final hearing on the Debtor's Motion is scheduled on Jan. 11,
2017 at 11:00 a.m.  The deadline for the filing of objections to
the Debtor's Motion is set on Jan. 6, 2017.

A full-text copy of the Interim Order, dated Dec. 19, 2016, is
available at
http://bankrupt.com/misc/DirectMedia2016_1636934_52.pdf

                About Direct Media Power, Inc.

Established in 2010 and located Wood Dale, Illinois, Direct Media
Power, Inc., also known as DMP Teleservices, Inc., is a large
privately owned liquidator of unsold prime commercial radio airtime
nationwide.

Direct Media Power sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 16-36934) on Nov. 21, 2016.  The petition was signed by
Dean Tucci, president.  The Debtor is represented by Adam S. Tracy,
Esq., at The Tracy Firm, Ltd.  The case is assigned to Judge
Timothy A. Barnes.  The Debtor estimated assets at $100,000 to
$500,000 and liabilities at $1 million to $10 million at the time
of the filing.


DIRECTORY DISTRIBUTING: DOJ Watchdog Seeks Ch.11 Trustee, Examiner
------------------------------------------------------------------
Daniel J. Casamatt, the Acting United States Trustee, asks the U.S.
Bankruptcy Court for the Eastern District of Missouri to direct the
appointment of a Chapter 11 Trustee for Directory Distributing
Associates, Inc., or in the alternative, direct the appointment of
a Chapter 11 Examiner.

The Debtor is a private company, founded by John W. Runk, that was
in the business of distributing telephone directories.  The Debtor
ceased operating at the end of 2015. Due to the declining use of
paper telephone directories, the Debtor does not expect to resume
operations. The Debtor's objective in filing the chapter 11 case is
to conduct an orderly liquidation of its assets and distribute the
proceeds to the Debtor's creditors.

According to the U.S. Trustee, appointment of a Chapter 11 Trustee
would be in the interest of the Debtors' creditors. There is no
creditors' committee representing their interests, and the Debtor
has not shown a willingness or capability to carry out its
fiduciary duties to the creditors, the U.S. Trustee says.  The U.S.
Trustee further states that appointing a chapter 11 Trustee would
ensure that appropriate consideration is given to possible
fraudulent conveyance or preference actions against insiders, that
actions taken by the Debtor during the case are in the best
interests of creditors, and that the Debtor makes full disclosure
of its finances and transactions.

The U.S. Trustee points out that the Debtor is currently controlled
by someone who cannot objectively investigate its transactions and
determine whether there are any causes of action available against
the beneficiaries of the transactions.  To assure that the Debtor's
affairs and fully and fairly scrutinized, the U.S. Trustee asks
that the Court direct the appointment of an examiner if the Court
decides not to order the appointment of a Chapter 11 Trustee.

The U.S. Trustee is represented by:

         Carole J. Ryczek, Esq.
         TRIAL ATTORNEY
         111 S. 10th Street, Suite 6.353
         St. Louis, MO 63102
         Tel.: (314) 539-2982
         Fax: (314) 539-2990
         Email: carole.ryczek@usdoj.gov

Directory Distributing Associates, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E. D. Mo. Case No. 16-
47428) on October 14, 2016. The petition was signed by Kristy Runk
Bryan, Esq., attorney.

The case is assigned to Judge Kathy A. Surratt-States.  The Debtor
is represented by Carmody MacDonald P.C.

At the time of the filing, the Debtor estimated assets of $1
million to $10 million, and liabilities of less than $500,000.


DOMINION PAVING: Seeks to Hire Chesterfield as Real Estate Broker
-----------------------------------------------------------------
Dominion Paving & Sealing Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to hire a
real estate broker.

The Debtor proposes to hire Chesterfield Commercial Realty to
market and sell its real property as part of its Chapter 11 plan of
reorganization.

Chesterfield will only be compensated if the transaction to sell
the property is approved and closed.  The firm will receive a
commission of 6% of the purchase price, which is to be equally
divided with the purchaser's own broker.

Terry Earnest, a broker employed with Chesterfield, disclosed in a
court filing that the firm does not hold any interest adverse to
the Debtor.

The firm can be reached through:

     Terry Earnest
     Chesterfield Commercial Realty
     5102 W. Village Green Drive, Suite 107
     Midlothian, VA 23112

                      About Dominion Paving

Dominion Paving & Sealing, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E. D. Va. Case No. 15-32966) on
June 10, 2015.  The petition was signed by Stephen H. Parham,
president.

The case is assigned to Judge Keith L. Phillips.

At the time of the filing, the Debtor estimated its assets at $1
million to $10 million.  The Debtor did not disclose its total
liabilities at the time of the filing.


ELENA DELGADILLO: Irma Edmonds Named Chapter 11 Trustee
-------------------------------------------------------
Judge Ronald H. Sargis of the U.S. Bankruptcy Court for the Eastern
District of California entered an Order approving the appointment
of Irma Edmonds as Chapter 11 Trustee for Elena Delgadillo.

The Order was made in response of the United States Trustee's
Application for Order Approving the Appointment of a Chapter 11
Trustee and the Declaration of Irma Edmonds.

The approval of Ms. Edmonds as Chapter 11 Trustee follows Judge
Sargis's Order granting the Motion to Appoint a Chapter 11
Trustee.

Elena Delgadillo filed a Chapter 11 petition (Bankr. E.D. Cal. Case
No. 16-90500) on June 9, 2016, and is represented by David C.
Johnston, Esq.


EMERALD OIL: Koch Exploration, MSD Partners Leave Creditors' Panel
------------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Emerald Oil, Inc., et al., filed on Dec. 22,
2016, with the U.S. Bankruptcy Court for the District of Delaware a
supplemental verified statement, stating that Koch Exploration
Company, LLC, and MSD Partners, L.P., have left the Committee.

Koch Exploration left on July 5, 2016, while MSD Partners left on
Sept. 22, 2016.

On April 6, 2016, the U.S. for the District of Delaware appointed
the Committee pursuant to Section 1102(a) of title 11 of the U.S.
Code.  The Committee originally consisted of these seven members:
(i) UBS O'Connor; (ii) U.S. Bank National Association, as Indenture
Trustee; (iii) Stoneham Drilling Corp.; (iv) FTS International
Services, LLC; (v) Koch Exploration Company, LLC; (vi) MSD
Partners, L.P.; and (vii) Wolverine Flagship Fund Trading Limited.


The Committee now includes:

     (1) U.S. Bank National Association, as Indenture Trustee
         60 Livingston Avenue
         St. Paul, MN 55107

         Nature and Amount of Disclosable Economic Interests:
         Convertible Notes: $149,919,000
         U.S. Bank National Association is indenture trustee under

         the indenture governing the Convertible Notes, which
         notes were issued in the aggregate principal amount of
         $172,500,000.

     (2) FTS International Services, LLC
         777 Main Street
         Suite 2900
         Ft. Worth, TX 76102

         Nature and Amount of Disclosable Economic Interests:
         Unsecured claim of approximately $1,206,291.08 arising
         from its position as trade creditor.

     (3) UBS O'Connor
         299 Park Avenue
         New York, NY 10171

         Nature and Amount of Disclosable Economic Interests:
         Convertible Notes: $28,000,000
         
     (4) Wolverine Flagship Fund Trading Limited
         175 W. Jackson Boulevard
         Suite 340
         Chicago, IL 60604

         Nature and Amount of Disclosable Economic Interests:
         Convertible Notes: $27,675,000

     (5) Stoneham Drilling Corp.
         707 17th Street
         Suite 3250
         Denver, CO 80202

         Nature and Amount of Disclosable Economic Interests:
         Unsecured claim of approximately $2,207,541.24 arising
         from its position as trade creditor.

The Committee members hold unsecured claims against, and act as
agent or indenture trustee for holders of unsecured claims against,
the Debtors' estates arising from a variety of relationships,
including, among others, that of indenture trustee, holders of
unsecured convertible notes and trade creditors.  

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

The Committee is represented by:

     Christopher M. Samis, Esq.
     L. Katherine Good, Esq.
     WHITEFORD TAYLOR PRESTON LLP
     The Renaissance Centre, Suite 500
     405 North King Street
     Wilmington, Delaware 19801-3700
     Tel: (302) 353-4144
     Fax: (302) 661-7950
     E-mail: csamis@wtplaw.com
             kgood@wtplaw.com

          -- and --

     David H. Botter, Esq.
     ANDAKIN GUMP STRAUSS HAUER & FELD LLP
     One Bryant Park
     New York, New York 10036-6745
     Tel: (212) 872-1000
     Fax: (212) 872-1002
     E-mail: dbotter@akingump.com

          -- and --

     Sarah Link Schultz, Esq.
     1700 Pacific Avenue, Suite 4100
     Dallas, Texas 75201-4624
     Tel: (214) 969-2800
     Fax: (214) 969-4343
     E-mail: sschultz@akingump.com
             mbrimmage@akingump.com

                      About Emerald Oil

Emerald Oil, Inc., is a Denver-based independent exploration and
production company that is focused on acquiring acreage and
developing wells in the Williston Basin of North Dakota.

Emerald Oil, Inc., Emerald DB, LLC, Emerald NWB, LLC, Emerald WB
LLC and EOX Marketing, LLC filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10704 to 16-10708) on March
22, 2016.  Ryan Smith signed the petitions as chief financial
officer.

The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Pachulski Stang
Ziehl & Jones LLP as local counsel, Intrepid Financial Partners,
LLC as investment banker, Opportune LLP as restructuring advisor
and Donlin Recano & Company, Inc., as claims and noticing agent.

Judge Kevin Gross has been assigned the cases.

Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of Emerald Oil, Inc., to serve on the official committee
of unsecured creditors.  The Committee retains Whiteford, Taylor &
Preston LLC as Delaware counsel, and Akin Gump Strauss Hauer & Feld
LLP as co-counsel.

Cortland Capital Market Services, LLC is represented by Joseph H.
Smolinsky, Esq., and David N. Griffiths, Esq., at Weil Gotshal &
Manges LLP, and Mark D. Collins, Esq., Zachary I. Shapiro, Esq.,
and Andrew M. Dean, Esq., at Richards Layton & Finger PA.


FLEXI-VAN LEASING: Moody's Cuts Corp. Family Rating to 'B3
----------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
("CFR") of Flexi-Van Leasing, Inc. ("Flexi-Van") to B3, from B1.
Concurrently, Moody's downgraded the company's Probability of
Default Rating to B3-PD from B2-PD and the rating of the $265
million notes due August 2018 to Caa1, from B3. The rating outlook
changed to negative, from stable.

RATINGS RATIONALE

The rating downgrade reflects the impact of the steep decline in
intermodal chassis rental revenues on Flexi-Van's profitability and
credit metrics, which Moody's expects are unlikely to revert
swiftly to levels seen prior to 2016. Revenues are likely to
decline more than 20% in 2016 following weak U.S. containerized
imports and exports, the loss of a major customer due to
bankruptcy, a timing difference between the expiration of contracts
at year-end 2015 and new contract wins in 2016, and pricing
pressures exerted by ocean carriers on chassis rental companies.
The company is adjusting its chassis pool sizes to the drop in
demand by moving chassis to storage locations. However, this
process requires some time, which has hindered the company's
ability to control maintenance and repair expenses that is often
carried out by high-cost third-party labor in port locations.

Under more stable demand conditions in 2017, Moody's expects
Flexi-Van's (adjusted) operating margin to be close to 8%, well
below margins in excess of 12% prior to 2016, although (adjusted)
EBITDA margins are likely to revert towards historical levels of
more than 30%. Furthermore, Moody's anticipates debt/EBITDA to be
approximately 7 times in 2017, which is high for the B3 rating
category.

Moody's considers Flexi-Van's liquidity weak because the company is
reliant on uncommitted external sources to refinance its debt,
substantially all of which matures in the next two years.
Nevertheless, cash flows from operations are sufficient to fund the
company's substantial capital expenditures.

The negative rating outlook reflects Moody's expectation that the
time path of margin improvement and deleveraging will be
protracted, leaving little margin for the company to contend with
any additional adverse developments. The negative outlook also
takes into account the need for Flexi-Van to timely address its
debt maturities, including the $164 million outstanding under the
company's asset-based revolving credit facility that matures in
August 2017.

The $265 million senior unsecured notes due August 2018 are rated
Caa1, one notch below the B3 CFR. This reflects the higher ranking
in Moody's Loss Given Default analysis of the $275 million
revolving credit facility that is secured by substantially all of
the company's assets.

The ratings could be upgraded if Flexi-Van materially improves its
(adjusted) operating margins to at least 10% and demonstrates
consistently positive net cash flow (inclusive of proceeds from the
sale of used equipment) such that (RCF-capex)/debt is about 2.5%.
Debt/EBITDA of 5.5 times and FFO+interest/interest of 2.5 times
would also be supportive of a ratings upgrade.

The ratings could be downgraded in the absence of steady progress
towards decreasing debt/EBITDA to less than 6.5 times while
maintaining FFO+interest/interest at 2 times. Ratings could also be
downgraded if Flexi-Van is unable to generate positive free cash
flow (inclusive of proceeds from the sale of used equipment) or to
timely address its debt maturities in 2017 and 2018.

Downgrades:

Issuer: Flexi-Van Leasing, Inc.

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Corporate Family Rating, Downgraded to B3 from B1

Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1(LGD5)
from B3(LGD4)

Outlook Actions:

Issuer: Flexi-Van Leasing, Inc.

Outlook, Changed To Negative From Stable

The principal methodology used in these ratings was Global Surface
Transportation and Logistics Companies published in April 2013.

Flexi-Van is one of three main providers of chassis to the
intermodal transportation industry in North America, with a total
chassis fleet of approximately 127,000 units. Flexi-Van is a
private company, owned indirectly by Mr. David H. Murdock, Chairman
and CEO of the company.


FREEDOM COMMUNICATIONS: Has Until Feb. 27 to File Chapter 11 Plan
-----------------------------------------------------------------
Judge Mark S. Wallace of the U.S. Bankruptcy Court for the Central
District of California extended Freedom Communications, Inc., et
al.'s exclusive periods for filing a chapter 11 plan and soliciting
acceptances to the plan, through February 27, 2017 and April 28,
2017, respectively.

Absent the extension the Debtors' exclusive plan filing period
would have expired on November 29, 2016.  The Debtors' exclusive
solicitation period would have expired on January 28, 2017.

The Debtors, together with the Official Committee of Unsecured
Creditors, sought the extension of the Debtors' exclusivity
periods, relating that since the beginning of the chapter 11 cases,
the Debtors have directed their efforts toward marketing their
assets and soliciting offers for the purchase of their assets.
They further related that as a result, the Debtors were able to
close a sale with MediaNews Group, Inc., d/b/a Digital First Media.


The Movants contended that since the closing of the Sale, they had
focused their attention on negotiating and preparing a joint
chapter 11 plan of liquidation pursuant to which, among other
things, the proceeds of the Sale would be distributed.  The Movants
further contended that in order to assist themselves in formulating
a plan, the Debtors had filed seven omnibus objections to claims to
determine an accurate amount of estimated liabilities.   The
Movants further contended that although all of the objections have
been resolved, except one claim that is part of the seventh omnibus
objection to claims, the Debtors continue to review other claims
filed against its estates for other potential objections.

The Movants said that there was a pending motion for an order
authorizing rejection of certain unexpired leases, filed on Nov.
22, 2016, which would eliminate the Debtors' obligations to perform
under certain unexpired leases and executory contracts, and would
prevent the accrual of any additional potential administrative
expense obligations without any benefit to the Debtors' estates.

The Movants told the Court that an action seeking to invalidate a
lien against the proceeds from the Sale and seeking additional
office furniture recoveries from OC Media, et al. was commenced and
remains unresolved.  The Movants further told the Court this action
was scheduled for mediation on Dec. 20, 2016, and the Debtors were
optimistic that this matter would be settled through mediation.

The Debtors contended that they were actively pursuing the recovery
of substantial tax refunds from the State Board of Equalization,
which may include Bankruptcy Court intervention.

             About Freedom Communications, Inc.

Headquartered in Santa Ana, California, Freedom Communications,
Inc., owns two daily newspapers -- The Press-Enterprise in
Riverside, California and The Orange County Register in Santa Ana,
California.

Freedom Communications and 24 of its affiliates sought Chapter 11
bankruptcy protection in California with the intention of selling
their assets to a group of local investors led by Rich Mirman,
Freedom's chief executive officer and publisher.

Headquartered in Santa Ana, California, Freedom owns two daily
newspapers -- The Press-Enterprise in Riverside, Calif. and The
Orange County Register in Santa Ana, Calif.

Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy
petitions (Bankr. C.D. Cal. Proposed Lead Case No. 15-15311) on
Nov. 1, 2015.  Richard E. Mirman signed the petition as chief
executive officer.  Freedom Communications Holdings estimated both
assets and liabilities in the range of $10 million to $50 million.

The Debtors are represented by William N. Lobel, Esq., Alan J.
Friedman, Esq., Beth E. Gaschen, Esq., and Christopher J. Green,
Esq., at Lobel Weiland Golden Friedman LLP serves as the Debtors'
counsel.

The Debtors employed GlassRatner Advisory & Capital Group LLC as
their financial advisor and consultant. The Debtors retained
Donlin, Recano & Company, Inc., as the noticing, claims and
balloting/solicitation agent.

The Official Committee of Unsecured Creditors is represented in the
case by Robert J. Feinstein, Esq. and Jeffrey W. Dulberg, Esq., at
Pachulski Stang Ziehl  & Jones LLP.


FRESH & EASY: Wild Oats Buying IP Assets for $100K
--------------------------------------------------
Fresh & Easy, LLC, asks the U.S. Bankruptcy Court for the District
of Delaware to authorize the purchase agreement with Wild Oats
Marketing, LLC, in connection with the private sale of intellectual
property assets for $100K, subject to higher and better offers.

A hearing on the Motion is set for Jan. 12, 2017 at 11:00 a.m.
(ET).  The objection deadline is Jan. 4, 2017 at 4:00 p.m. (ET).

The Debtor commenced the chapter 11 proceeding because it concluded
that it is unable to reorganize on a standalone basis.
Accordingly, the Debtor determined that the best way to maximize
value for the benefit of all interested parties was a prompt and
orderly wind-down of its business.  As more fully discussed in the
First Day Declaration, the conclusion to liquidate was reached
following a lengthy process in which the Debtor considered and
explored reasonable strategic alternatives.  Since that time, the
Debtor has liquidated the majority of its physical assets and real
property lease portfolio.

In furtherance of the wind-down, the Debtor engaged Hilco IP
Services, LLC (doing business as Hilco Streambank) as its
intellectual property consultant nunc pro tunc to Feb. 24, 2016.
Hilco Streambank, with the assistance and oversight of the Debtor's
chief restructuring officer, Amir Agam of FTI Consulting, Inc.
("CRO") and counsel, fulsomely marketed the Debtor's intellectually
property portfolio for sale.

As part of the effort, Hilco Streambank prepared sale materials
providing an overview of the Debtor's intellectual property assets,
including a brand book.  The brand book was sent electronically to
over 10,000 industry professionals in the database of Hilco
Streambank and posted on Hilco Streambank's website.  Hilco
Streambank also engaged in additional direct outreach to its food
and grocery store contacts, and companies considering entry into
the industry.  All parties were asked to submit initial expressions
of interest by May 19, 2016, which deadline was later extended to
June 2, 2016 by the Debtor on its own initiative.

As a result of these efforts, 6 parties executed non-disclosure
agreements to be provided access to an online diligence data room
maintained by Hilco Streambank, and two parties submitted bids.

One of two bids was received by Peach Systems, Inc., doing business
as Specialty Cellars, and sought certain rights relating to the
Debtor's in-house wine brand, "Big Kahuna."  The other bid was that
of Wild Oats, for a more comprehensive array of the Debtor's
intellectual property assets.  After separate arms-length
negotiations with both parties, Hilco Streambank obtained
additional consideration from each, raising the offer of Wild Oats
to $100,000, and obtained the removal of those assets sought by
Specialty Cellars from the bid of Wild Oats.

In the business judgment of the Debtor proceeding with such a
private sale ensures a recovery to the Debtor's estate and
eliminates the risk that the Debtor would be unable to find an
alternative bid for the assets subject to the PSA. Moreover, the
Debtor believes that the many months of marketing conducted by
Hilco Streambank have confirmed that the market for its
intellectual property assets is limited.  Wild Oats presents the
highest, best, and only known viable offer for the Debtor's
intellectual property assets aside from the limited sale to
Specialty Cellars, which the Debtor also intends to consummate.
Thus, the Debtor submits that proceeding by private sale is
warranted under the circumstances and will maximize the value
realized by the Debtor's estate for the benefit of all
stakeholders.

Understanding that the Debtor has a fiduciary duty to maximize the
value of its assets and must necessarily entertain other offers to
the extent they arise, the Debtor has informed Wild Oats that it
will further consider alternative offers for some or all of the
assets subject to the PSA until Jan. 4, 2017.

The Debtor is not aware of any third parties that will be inclined
to put forth a higher and better offer for the assets subject to
the PSA.

Notwithstanding the scenario, however, the Debtor believes it is
important to subject the PSA to higher and better offers, and will
serve the Motion on all parties that executed a non-disclosure
agreement as part of the Hilco Streambank marketing process.

Following extensive arms'-length negotiations, the Debtor and Wild
Oats entered into the PSA.

The salient terms of the PSA are:

   a. Wild Oats would acquire the Seller Marks, Seller Domain Names
and Seller Recipes listed on the Schedules to the PSA.

   b. Wild Oats would pay the Debtor a purchase price of $100,000.

   c. Wild Oats will assume all liabilities relating to the
Acquired Assets.  Wild Oats will pay all Transfer Taxes relating to
the sale.  All other taxes imposed upon or assessed directly
against the Acquired Assets (including personal property taxes and
similar taxes) for the tax period in which the Closing occurs, if
any, will be the responsibility of Wild Oats.

A copy of the PSA attached to the Motion is available for free at:

         http://bankrupt.com/misc/Fresh_&_Easy_1735_Sales.pdf

The Debtor asks that the transactions contemplated by the PSA be
approved by the Court "free and clear."

The Debtor has satisfied the requirements of section 365 of the
Bankruptcy Code, to the extent applicable.  The assumption and
assignment of any executory contracts on the terms set forth in the
PSA is in the best interests of the Debtor's estate and should be
approved.

Finally, the Debtor requests a waiver of the 14-day stay that would
otherwise apply to the sale (and any assumption and assignment)
pursuant to Bankruptcy Rules 6004(h) and 6006(d).  Doing so will
allow for a prompt closing of the sale.  The Court should approve
the waiver of the 14-day stay under Bankruptcy Rules 6004(h) and
6006(d), to the extent applicable.

The Purchaser can be reached at:

          WILD OATS MARKETING, LLC
          4500 Westgrove Dr., #215
          Addison, TX 75001
          Attn: Tom Dahlen

                      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.


GARY MICHAEL SLAGLE: U.S. Trustee Forms 3-Member Committee
----------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 4, on Dec. 22, 2016,
appointed three creditors of Gary Michael Slagle, II, to serve on
the official committee of unsecured creditors.

The committee members are:

     (1) Grubb Lumber Company
         Attn: Jeff Haggerty, Vice President
         200 A Street 1761
         Wilmington, DE 19899
         Tel: (302) 652-2800

     (2) Crouse Brothers HVAC, Inc.
         Attn: Larry W. Crouse, Jr., Vice President
         208 North Street
         Elkton, MD 21921
         Represented by: Jay C. Emrey, III, Esq.
         Baker, Thomey & Emrey, P.A.
         153 E. Main Street
         Elkton, MD 21921
         Tel: (410) 398-3536

     (3) Frederick E. Mootz
         Colora Road
         Colora, MD 21917-1417
         Tel: (201) 927-8020

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

Gary Michael Slagle, II, filed for Chapter 11 bankruptcy protection
(Bankr. D. Md. Case No. 16-25559) on Nov. 28, 2016, estimating its
assets at between $500,001 to $1 million and its liabilities at
between $1 million to $10 million.


GLOBAL SHIP: S&P Affirms 'B' CCR on Resilient Performance
---------------------------------------------------------
S&P Global Ratings said that it affirmed its 'B' corporate credit
rating and issue-level rating on Marshall Island-registered
container shipping company Global Ship Lease, Inc. (GSL).  The
outlook is stable.

At the same time, S&P raised its issue rating on GSL's $40 million
super senior revolving credit facility (RCF) to 'BB-' from 'B+'. In
addition, S&P revised downward the recovery rating on the
$420 million first priority ship mortgage notes to '4' from '3',
reflecting S&P's expectation of lower recovery in the 30%-50% range
in the event of a default due to deteriorated vessel market
values.

The affirmation reflects GSL's long-to-medium term contract
coverage and the resulting good cash flow predictability--provided
charters deliver on their commitments--, which will largely cushion
the impact of weak and volatile container shipping industry
conditions.  S&P forecasts a relatively stable performance of GSL
in 2017, with EBITDA of $100 million-
$105 million followed by a drop to $80 million-$85 million in 2018
after seven vessels were re-chartered at lower rates (than the
rates in the existing contracts) during 2017 and 2018.  S&P also
forecasts that the impact of lower EBITDA will be counterbalanced
by debt reduction, which will result in rating-commensurate credit
metrics.  S&P also believes that CMA CGM S.A.'s (a France-based
container liner and the largest charterer of GSL) nonperformance
under the charter agreements would significantly weigh on GSL's
cash flows and consequently on its liquidity--most notably if GSL
had to re-charter its vessels at market rates, which are far below
(55%-80%) the rates in the existing contracts.  S&P do not
specifically capture the possibility of loss or renegotiation of
contracts with CMA CGM in S&P's near-term base-case forecast, but
S&P includes this risk in its overall financial profile
assessment.

In S&P's view, GSL's substantial dependence on CMA CGM (the lessee
of 15 of its vessels); and the company's comparatively narrow
business scope (as compared with global transport companies) with a
business model built around 18 containerships, continue to
constrain its business profile.  S&P furthermore considers the
container shipping sector to have higher-than-average industry
risks.  This, S&P believes, stems from the industry's capital
intensity, high fragmentation, frequent supply-demand imbalances,
lack of meaningful supply discipline, and limited ability to
differentiate services provided.

Partly mitigating these risks, S&P believes GSL's
long-to-medium-term time-charter profile underpinned by attractive
rates, which to some extent insulates the company from the
structurally oversupplied industry and historically low charter
rates, will support its solid EBITDA generation S&P forecasts in
2017.  S&P understands that the charter profile includes fully
noncancellable contracts, has a remaining average duration of 4.2
years, and implies about $680 million of future contracted revenues
as of Sept. 30, 2016.  This should add to operating visibility,
provided CMA CGM and the other charterers deliver on their
commitments. Furthermore, GSL benefits from its competitive and
predictable cost base, with no exposure to volatile bunker fuel
prices and other voyage expenses, which are borne by the
counterparty as stipulated in the time-charter agreements.

S&P believes that the containership charter rate conditions will
remain sluggish in 2017, reflecting the overcapacity in the sector
and weak demand for containerships from container liners, which
themselves face low and volatile freight rates, struggle to remain
profitable, and therefore they take measures to reduce the cost of
their chartered-in tonnage.  With persistently high scrapping, no
stimulus toward placing new orders (with limited contracting
activity since late 2015), and capital constraints, the imbalance
between demand and supply in the containership industry should
tighten as S&P progress into late-2017 and 2018.  Consequently, S&P
do not anticipate any rebound in average charter rates in 2017, but
it do expect a gradual recovery from 2018.

In S&P's base-case scenario for the next two years, it assume:

   -- Continuation of the muted global economic expansion of
      recent years, with GDP growth of 3.5% in 2016 and 3.7% in
      2017, after 3.4% last year.

   -- This average GDP growth rate hides wide regional variations.

      In China--a key engine of shipping growth--as well as many
      of the emerging market economies, expansion is slowing;
      Brazil and Russia are in recession; while economic growth in

      the U.S. and the eurozone should hold up.  Given the global
      nature of shipping sector demand, S&P considers GDP growth
      to be a major contributor to trade volumes.

   -- Current fleet performing according to the contracted charter

      rates and durations, with the earliest charter contracts
      coming up for renewal in September 2017.

   -- Debt amortization of about $28 million in 2017.  This means
      that bondholders accept the $20 million excess cash flow
      tendered and $8 million on further debt amortization.

   -- Capital expenditures (capex) of about $6.5 million annually
      consisting of dry docking expenses.

   -- No acquisition of new vessels due to a current shortage of
      accretive opportunities.

Based on these assumptions, S&P arrives at these credit measures:

   -- A ratio of S&P Global Ratings-adjusted FFO to debt of about
      13%-15% in 2016 and 2017 (up from about 12% in 2015).

   -- A ratio of adjusted FFO cash interest coverage of about
      2.0x-2.5x in 2016 and 2017 (similar to 2015).

The stable outlook reflects S&P's view that GSL's medium- to
long-term and fixed-rate charter profile and the resulting
predictable cash flows will enable the company to sustain its
rating-commensurate credit profile in the context of continued weak
industry prospects.  S&P considers a ratio of adjusted FFO to debt
of above 9% to be consistent with S&P's 'B' rating on GSL and S&P
expects the company to meet this guideline over the next 12 months.
Furthermore, the rating is predicated on the assumption that GSL's
counterparties will fulfill their commitments under the charter
agreements with GSL and that any additional vessels that the
company may acquire in the future (although unlikely in 2017) will
be employed at a cash-accretive charter rate.

Downward rating pressure could arise, for example, if CMA CGM's
liquidity profile appears to deteriorate, increasing the risk of
delayed payments or nonpayment under the charter agreements, or if
GSL's debt increased unexpectedly on account of sizable vessel
acquisitions.  This could materially weaken its liquidity and
credit measures, for example, with the ratio of adjusted FFO to
debt falling sustainably below 9%.  S&P believes that CMA CGM's
continuing performance under the charter agreements is critical for
GSL to preserve its rating-commensurate credit profile.  Given that
rates embedded in the agreements are substantially higher than the
current and forecast market rates, GSL's earnings--and consequently
its liquidity--would come under significant pressure if the company
were forced to re-employ its vessels at market rates.

Although unlikely in the next 12 months, an upgrade would follow
GSL's improvement of credit measures to reach, for example, a ratio
of adjusted FFO to debt of more than 15% on a sustainable basis.
This could stem from charter rates strengthening above S&P's base
case and continued debt reduction from excess cash flows, combined
with the continuation of the company's strategy of accretive fleet
expansion.  Because of high exposure to CMA CGM, an upgrade of GSL
would also depend upon S&P's view of whether CMA CGM's credit
quality, and therefore its financial capacity to deliver on charter
commitments, supported a higher rating on GSL.


GREATHOUSE RESTAURANTS: Taps Andrew M. Ellis as Legal Counsel
-------------------------------------------------------------
Greathouse Restaurants, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Arizona to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire Andrew M. Ellis Law, PLLC to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, and provide other legal
services.

The hourly rates charged by the firm range from $160 to $395 for
attorneys and $85 to $165 for paralegals.  Andrew Ellis, Esq., the
attorney designated to represent the Debtor, will be paid an hourly
rate of $285.

Andrew M. Ellis Law is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.

The firm can be reached through:

     Andrew M. Ellis, Esq.
     Andrew M. Ellis Law, PLLC
     P.O. Box 16272
     Phoenix, AZ 85011-6272
     Phone: (602) 524-8911
     Email: Andrew.Ellis@azbar.org

                  About Greathouse Restaurants

Greathouse Restaurants, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-14015) on December
12, 2016.  The petition was signed by Arthur D. Greathouse,
managing member.  

The case is assigned to Judge Brenda Moody Whinery.

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.


GTT COMMUNICATIONS: Moody's Corrects Ratings on Certain Loans
-------------------------------------------------------------
Moody's Investors Service is correcting the ratings on the GTT
Communications, Inc.'s Senior Secured 1st Lien Revolving Credit
Facility due 2020 and Senior Secured Term Loan B due 2022 to B2 (on
review for downgrade)/LGD3 from WR. Due to an internal
administrative error, the ratings were incorrectly withdrawn on
November 28, 2016.



HISTORIC TIMBER: Plan Filing Period Extended to March 31
--------------------------------------------------------
Judge William V. Altenberger of the U.S. Bankruptcy Court for the
Southern District of Illinois extended Historic Timber & Plank,
Inc.'s exclusive period to file a chapter 11 plan from December 27,
2016 through March 31, 2017.

The Debtor previously sought the extension of its exclusive period,
relating that since the Petition Date, it has obtained
post-petition financing to provide working capital for its business
operations and has increased its gross revenues due to the
expansion of international sales.  The Debtor further related that
the increased operations had generated interest from third parties
for potential investment in the Debtor, or, alternatively, for the
potential sale of the business operation and assets.

The Debtor told the Court that it was engaged in serious
discussions with an interested party, although no formal offer for
investment or purchase had been made to the Debtor.

The Debtor further told the Court that should the discussions not
result in additional investment or an asset sale, the Debtor's plan
of reorganization could look substantially different from a plan
that contemplates the sale of assets or capital investment from a
third party.

The Debtor added that it anticipated that any asset sale would be
approved and closed prior to the filing of a plan, which would
require approximately 90-120 days from notice to closing.

The Debtor contended that additional time was needed for it to
develop a plan of reorganization due to the uncertainty regarding
the direction of the plan.

              About Historic Timber & Plank, Inc.

Historic Timber & Plank, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 16-31007) on June
28, 2016.  The petition was signed by Joseph Adams, president.  The
Debtor is represented by Mary E. Lopinot, Esq., at Mathis, Marifian
& Richter, Ltd.  The case is assigned to Judge William V.
Altenberger.  At the time of the filing, the Debtor estimated its
assets at $0 to $50,000 and debts at $1 million to $10 million.


HOOPER TIMBER: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The Office of the U.S. Trustee on Dec. 22 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Hooper Timber Company, LLC.

Hooper Timber Company, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 16-29970) on
Oct. 28, 2016.  The petition was signed by Timothy D. Hooper,
member.  

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

Russell W. Savory, Esq., at Beard & Savory, PLLC, serves as the
Debtor's legal counsel.


HUDSON VALLEY MALL: Loan Continues to Underperform, Fitch Says
--------------------------------------------------------------
Fitch Ratings has placed four classes of CFCRE Commercial Mortgage
Trust 2011-C1 commercial mortgage pass-through certificates on
Rating Watch Negative.

KEY RATING DRIVERS

The Rating Watch Negative (RWN) placement is due to the continuing
underperformance of the largest loan, the specially serviced Hudson
Valley Mall, which is now 90 days delinquent, and any disposition
of the loan could indicate significant losses to the trust. The
loan transferred to special servicing in April 2015 for imminent
default. The mall has experienced a sharp decline in occupancy with
two anchor tenants, Macy's and JCPenney, going dark prior to lease
expiration in 2017. A Fitch analyst recently visited the mall and
confirmed the high vacancy.

RATING SENSITIVITIES

The placement of the classes on Rating Watch Negative could result
in downgrades of multiple notches or categories due to increasing
concentrations and the size of the specially serviced loan relative
to the remaining loans. Rating actions are expected in the next
three months.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G-10

No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch places the following classes on Rating Watch Negative:

-- $14.3 million class D 'BBB+sf';
-- $27 million class E 'BBsf';
-- $7.9 million class F 'Bsf';
-- $7.9 million class G 'CCCsf'.

                            *     *     *

According to Hudson Valley News Network, the mall is owned or run
by Edgewater Management Company in Liverpool, N.Y.


III EXPLORATION II: Sale of Eastern Uintah Basin Property Approved
------------------------------------------------------------------
Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the
District of Utah authorized III Exploration II LP's sale of
substantially all of its eastern Uintah basin property to Crescent
Point Energy U.S. Corp. or its designee for $3,500,000.

The sale is free and clear of Interests of any kind whatsoever.

The Debtor is authorized to distribute to the First Lien Lenders
proceeds of the sale only after the disputes raised in the QEP
Energy Co. Objection concerning the Cure Amount as to QEP Contracts
and the asserted liens, claims and interests of QEP are determined
and resolved either by agreement between QEP and the Debtor, with
the consent of the First Lien Agent, or by a further order of the
Court, and only after the amounts so agreed upon or determined have
first been distributed to QEP from the sale proceeds in full
satisfaction of QEP's Cure Amount.  Upon resolution of amounts due
QEP either as payment of the QEP Cure Amount or any lien asserted
by QEP with respect to the property and payment of such amounts to
QEP, QEP will promptly deliver to Buyer executed lien releases with
respect to the property for recording by the Buyer as appropriate.

Upon the closing of the sale, the Debtor is authorized and directed
to assume and assign all of the Assigned Contracts to the Buyer
and, for purposes of assumption and assignment of the Assigned
Contracts to the Buyer, the Cure Amount of all Assigned Contracts
is deemed to be zero.

Notwithstanding Bankruptcy Rules 6004(h) and 6006(d), and to any
extent necessary under Bankruptcy Rule 9014 and Rule 54(b) of the
Federal Rules of Civil Procedure, as made applicable by Bankruptcy
Rule 7054, the Court expressly finds that there is no just reason
for delay in the implementation of the Order, waives any stay under
Rules 6004(h) and/or 6006(d), and expressly directs entry of
judgment as set forth.

                   About III Exploration II

III Exploration II LP and its general partner, Petroglyph Energy,
Inc., are headquartered in Boise, Idaho.  The Debtor is engaged in
the exploration and production of oil and natural gas deposits,
primarily in the Uinta Basin in Utah.  The Debtor also has an
interest in approximately 42,100 undeveloped acres in the Raton
Basin located in Colorado, and participates in joint ventures with
respect to properties in the Williston Basin in North Dakota.

III Exploration filed a chapter 11 petition (Bankr. D. Utah Case
No. 16-26471) on July 26, 2016.  The petition was signed by
Paul R. Powell, president. The Debtor estimated assets at $50
million to $100 million and debt at $100 million to $500 million.

The case is assigned to Judge R. Kimball Mosier.  

The Debtor tapped George Hofmann, Esq., Steven C. Strong, Esq.,
and
Adam H. Reiser, Esq., at Cohne Kinghorn, P.C., to serve as its
general counsel; and A. John Davis, Esq., at Holland & Hart LLP to
serve as special counsel.  Tudor Pickering Holt & Co. has been
tapped as investment banker.  Donlin Recano & Company Inc. acts as
claims and noticing agent.


III EXPLORATION: Pivotal Buying North Dakota Assets for $7.5M
-------------------------------------------------------------
III Exploration II, LP, asks the U.S. Bankruptcy Court for the
District of Utah to authorize the sale of substantially all of its
North Dakota assets to Pivotal Williston Basin II, LP or its
designee, for $7,250,000, subject to adjustments.

The Debtor essentially is a real property holding company, which
holds a variety of working interests in approximately 900 oil and
gas leases in Utah, Colorado, and North Dakota ("Property") and
generates the majority of its revenue through sales of crude oil
and natural gas extracted from the Property by operators.

Prior to the Petition Date, the Debtor obtained financing from
certain lenders ("First Lien Lenders") pursuant to a senior secured
credit facility evidenced by that certain Credit Agreement dated
Feb. 19, 2013 among the Debtor, as borrower, Wilmington Trust,
National Association ("First Lien Agent"), as successor
administrative agent to KeyBank National Association, and the First
Lien Lenders (as amended, "First Lien Facility").  The Debtor also
obtained a second priority secured financing from KeyBank National
Association, acting as administrative agent for certain lenders
("Second Lien Lenders").  The obligations owing to the First Lien
Lenders and Second Lien Lenders are secured by a pledge of
substantially all of the assets of the Debtor.

Prior to the Petition Date, the Debtor explored a range of possible
restructuring options, including a refinancing, recapitalization or
a sale of some or all of the Debtor's assets outside of bankruptcy.
In connection with such process, the Debtor engaged Tudor
Pickering Holt & Co. ("TPH"), an investment bank focused on the
energy market.  The Debtor was unable to identify a workable
solution to improve its liquidity, solve the ongoing events of
default under the First Lien Facility and continue its current
operations.  As such, because the Debtor's existing capital
structure was unsustainable, the Debtor filed for chapter 11
protection and quickly sought debtor in possession financing.  The
financing that was available, however, was provided on the
condition that a substantial sale transaction be completed within
an expedited time-frame.

Thus, the Debtor commenced the chapter 11 case to effectuate a sale
of substantially all of its assets on a going concern basis.  The
Debtor, in consultation with TPH and the First Lien Lenders,
determined that given its leveraged financial position, its
diminishing revenue stream, and its conclusions about the valuation
of the Debtor's business and assets, the most effective way to
preserve the Debtor's going concern value for the benefit of all
constituencies would be an expedited sale of the Property following
a thorough marketing process.

On Aug. 23, 2016, the Court entered Bid Procedures Order approving
the "Bid Procedures" by which the Debtor would identify potential
bidders for the Property, market the Property to the potential
bidders, elicit offers from the potential bidders, and qualify
offers from potential bidders ("Qualified Bid").  Potential bidders
that submitted a Qualified Bid would become "Qualified Bidders" and
be eligible to bid at the Auction for the Property.

Pursuant to the discretion afforded to the Debtor in the Initial
Bid Procedures and in consultation with TPH, the Debtor divided the
Property into four separate lots: (1) the Western Uintah Basin
Property, (2) the Eastern Uintah Basin Property, (3) the North
Dakota Assets, and (4) the Colorado Raton Property.

The Debtor, in consultation with TPH and approval of the First Lien
Agent, extended the sale process on two separate occasions in an
effort to maximize value and to accommodate Potential Bidders.

The Initial Auction took place on Nov. 4, 2016 at 10:00 a.m. (PMT)
at the offices of the Debtor's counsel, Cohne Kinghorn, PC, 111
East Broadway, 11th Floor, Salt Lake City, Utah.  The Initial
Auction resulted in the Debtor's designation of Successful (and
Backup) Bidders for the Western Uintah Basin Property and the
Eastern Uintah Basin Property.  The Debtor, in consultation with
TPH, determined to continue the auction solely with respect to the
North Dakota Assets in order to maximize the value of such assets.

On Nov. 22, 2016, the Court entered North Dakota Bid Procedures
Order approving the North Dakota Bid Procedures, which modified
certain terms of the Initial Bid Procedures Order.  Pursuant to the
North Dakota Bid Procedures and the Debtor's Notice of Extended Bid
Deadline and Auction Date for Sale of Debtor's North Dakota Assets,
the "Continued Auction" of the North Dakota Assets proceeded
according to these deadlines:

   a. Bid Deadline: Nov. 30, 2016

   b. Deadline for Debtor to notify Bidders if their Bids have been
determined to be Qualified Bids: Dec. 2, 2016

   c. Continued Auction: Dec. 6, 2016

The Continued Auction was conducted on Dec. 6, 2016 by the Debtor's
counsel, George Hofmann, in the offices of Cohne Kinghorn in Salt
Lake City.  The opening bid for the North Dakota Assets was the
qualified bid of Pivotal, in the amount of $6,244,970, and the
bidding proceeded among Castle Peak, Pivotal and GREP until Castle
Peak made its final bid of $7,050,000 and Pivotal made its final
bid of $7,250,000.  No higher or better bids were made, and the
Debtor, in consultation with the First Lien Agent, declared,
pursuant to the Initial Bid Procedures and North Dakota Bid
Procedures, the $7,250,000 bid of Pivotal as the winning bid
("Successful Bid") and declared the $7,050,000 bid of Castle Peak
as the binding backup bid ("Backup Bid").

As stated on the record at the Continued Auction, finalization of
the Successful Bid required a few modifications to the Purchase and
Sale Agreement that Pivotal submitted in its Required Bid
Documents.

A copy of the Purchase Agreement and list of Assigned Contracts
attached to the Motion is available for free at:

          http://bankrupt.com/misc/III_Exploration_206_Sales.pdf

In connection with the sale of the North Dakota Assets, the Debtor
seeks authority to assume and assign to Pivotal certain unexpired
leases and executory contracts.

The Debtor is not currently aware of any Interests in the North
Dakota Assets other than the liens of the First Lien Lenders and
Second Lien Lenders.

The First Lien Lenders and Second Lien Lenders consent to the Sale.
Therefore, the North Dakota Assets may be sold free and clear of
any Interests asserted by the First Lien Lenders and Second Lien
Lenders.

Because the Debtor is not currently aware of any Interests in the
North Dakota Assets other than the liens of the First Lien Lenders
and Second Lien Lenders, the Debtor asks authority to distribute
the proceeds of the sale at the closing to the First Lien Lenders.

The Debtor does not believe that any defaults exist under any of
the contracts and leases to be assumed and assigned under the sale
of the North Dakota Assets.  The Cure Amounts are listed as $0.  At
the Sale Hearing, the Debtor will request that the Cure Amounts
identified become final and binding on the nondebtor parties as to
all Assigned Contracts where the nondebtor party has not objected
to the amount identified.  Thus, the Court will have a sufficient
basis to authorize the Debtor to assume and assign contracts as
will be set forth in the PSA.

The Debtor respectfully asks that, under the circumstances of the
case, time is of the essence, and the Court should waive the 14-day
stay otherwise imposed by Fed. R. Bankr. P. 6004(h).  In
particular, the Debtor has significant ongoing expenses that will
be reduced substantially after the sale closes.

The Purchaser:

          PIVOTAL WILLISTON BASIN II, LP
          2021 McKinney Avenue, Suite 1250
          Dallas, TX 75201
          Attn: William DeArman
          E-mail: wdearman@tailwatercapital.com

The Purchaser is represented by:

          Jason Schumacher, Esq.
          LOCKE LORD LLP
          2200 Ross Avenue, Ste. 2800
          Dallas, TX 75201
          Telephone: (214) 740-8417
          E-mail: jaschumacher@lockelord.com

                About III Exploration II LP

III Exploration II LP and its general partner, Petroglyph Energy,
Inc., are headquartered in Boise, Idaho.  The Debtor is engaged in
the exploration and production of oil and natural gas deposits,
primarily in the Uinta Basin in Utah.  The Debtor also has an
interest in approximately 42,100 undeveloped acres in the Raton
Basin located in Colorado, and participates in joint ventures with
respect to properties in the Williston Basin in North Dakota.

III Exploration filed a chapter 11 petition (Bankr. D. Utah Case
No. 16-26471) on July 26, 2016.  The petition was signed by Paul
R.
Powell, president.  The Debtor estimated assets at $50 million to
$100 million and debt at $100 million to $500 million.

The case is assigned to Judge R. Kimball Mosier.  

The Debtor tapped George Hofmann, Esq., Steven C. Strong, Esq.,
and
Adam H. Reiser, Esq., at Cohne Kinghorn, P.C., to serve as its
general counsel; and A. John Davis, Esq., at Holland & Hart LLP to
serve as special counsel.  Tudor Pickering Holt & Co. has been
tapped as investment banker.  Donlin Recano & Company Inc. acts as
claims and noticing agent.


INNOPHOS HOLDINGS: Moody's Rates New $450MM Revolver Ba2
--------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the new $450
million senior secured revolving credit facility of Innophos
Holdings, Inc. Moody's also affirmed the company's Ba2 corporate
family rating, Ba3-PD probability of default rating, and SGL-2
speculative grade liquidity rating. Proceeds from the new revolver
will be used to refinance borrowings under the existing $225
million senior secured revolver and the $85 million senior secured
term loan, as well as to pay related fees and expenses. The ratings
outlook is stable.

"The terms of the new facility along with more challenging business
fundamentals leave the company weakly placed in the rating
category. Event risk has increased significantly as the company
plans to accelerate growth through acquisitions," said Moody's
analyst Anastasija Johnson.

Moody's took the following rating actions:

Innophos Holdings, Inc.

Rating Assigned:

$450 million Senior Secured Revolving Credit Facility due December
2021 --Ba2 (LGD3)

Ratings Affirmed:

Corporate Family Rating -- Ba2

Probability of Default Rating -- Ba3-PD

Speculative grade liquidity rating -- SGL-2

Rating outlook -- Stable

RATINGS RATIONALE

Innophos' Ba2 corporate family rating reflects the company's modest
scale (revenue base of less than $1 billion) and limited
operational and product diversity, offset by strong credit metrics,
including low leverage and strong interest coverage. Innophos
generates 94% of its revenue from specialty phosphates (including
some commodity products, such as phosphoric acid) and the rest from
commodity phosphate fertilizers. Operationally, the company relies
heavily on its Mexican plant for its merchant green phosphoric acid
(MGA), but it can produce purified phosphoric acid (PPA) at both
Mexican and US plants. Innophos' vertical back-integration into MGA
provides a meaningful advantage versus the competitors. However,
increased competition from Chinese and European imports and low
organic growth in its core markets, such as food and beverage, have
impacted profitability and reduced financial flexibility given the
company's ongoing dividend. The company's strong credit metrics,
such as Debt/EBITDA of 1.9x, and the expectation that profitability
should improve in 2017provide some cushion for management to
undertake small to mid-sized acquisitions.

The stable rating outlook reflects Moody's expectations that credit
metrics will remain strong for the Ba2 rating, that financial
performance will improve in 2017 and that management will not
undertake acquisitions costing more than $100 million in 2017 or
until free cash flow sustainably increases to over $40 million per
year. The company's rating could be downgraded, if Debt/EBITDA
rises above 2.5x and Retained Cash Flow/Debt falls below 20%, or if
the company undertakes acquisitions costing more than $100
million.

Though not expected due to Innophos' modest scale and narrow
product offering, Moody's would consider raising the company's
rating if it were able to (1) diversify its revenue stream (such
that the mineral nutrients business accounted for at least 25% of
earnings); (2) grow revenues above $1.5 billion; and (3) strengthen
credit metrics such that Debt/EBITDA remains 2.0x and Retained Cash
Flow/Debt remains above 25% on a sustained basis.

Moody's expects Innophos to have good liquidity through 2017
supported by increased availability under its new $450 million
revolving credit facility and expanded headroom under its financial
covenants. The company will draw $202 million on the new revolver
to repay its borrowings under its previous revolver and the term
loan. The new credit facility matures in December 2021 and has a
$150 million incremental facility, which can be accessed at any
time prior to the maturity date with minimum incremental increase
of $25 million up to six times. The credit facility has two
financial covenants including a total leverage ratio at 3.5 times
which may step up to 4 times for four consecutive fiscal quarters
following a permitted acquisition, and an interest coverage ratio
at 3 times. We expect it to be in compliance with the covenants
over the next 12 months. Innophos does not have any material
near-term debt maturities.

The proposed new revolving credit facility is rated Ba2, the same
as the Ba2 corporate family rating. The rating reflects the
revolving credit facility is the only debt in the capital
structure. The credit facility is secured by substantially all
assets of its U.S. subsidiaries as well as 65% of the voting equity
interests and 100% nonvoting equity interests of its first tier
Foreign subsidiaries. Guarantors generate approximately 45% of the
consolidated EBITDA.

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.

Innophos Holdings, Inc. is a US-based producer of specialty
phosphate salts, acids and related products used by food and
beverage, pharmaceutical, industrial and agricultural end markets.
The company has manufacturing operations in the US, Canada, Mexico,
and China. Innophos' revenues totaled $728 million in the twelve
months ended September 2016.


J G NASCON: Sale of Dump Trailer to Calvin Group for $10K Approved
------------------------------------------------------------------
Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized J.G. Nascon, Inc.'s
sale of a 1999 International Dump Trailer, VIN # 1Z9DC3027XM048492,
to Calvin Group, Inc. for $10,000.

The sale is free and clear of liens, claims and encumbrances.

The stay provisions set forth in Federal Rule of Bankruptcy
Procedure 6004(h) are waived and closing may occur immediately.

The obligations of the Debtor to close will be binding upon the
Debtor and any successor in interest to the Debtor.  Moreover, if
the Debtor is reorganized in Chapter 11, or if the Debtor's
bankruptcy case is converted to a case under chapter 7 of the
Bankruptcy Code and/or if a trustee is subsequently appointed in
the bankruptcy proceeding under the chapter 11, the reorganized
debtor and such trustee will be obligated to close with the Buyer.

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


J G NASCON: Sale of Paver to Calvin Group for $225K Approved
------------------------------------------------------------
Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized J.G. Nascon, Inc.'s
sale of Roadtec RP 195 Rubber Track Asphalt Paver w/ Light Package,
Reversin Augers and Sonic Grade & Slope Control, S/N 276 ("Paver"),
to Calvin Group, Inc., for $225,000.

The sale is free and clear of any and all liens, encumbrances,
interests and claims.

Notwithstanding anything to the contrary in the Motion or the
Order, the Paver will remain subject to any and all liens and
encumbrances held by Signature Financial, LLC, unless within 5 days
of Closing, Signature Financial receives a total of $185,000.

The stay provisions set forth in Federal Rule of Bankruptcy
Procedure 6004(h) are waived and closing may occur immediately.

The obligations of the Debtor to close will be binding upon the
Debtor and any successor in interest to the Debtor.  Moreover, if
the Debtor is reorganized in Chapter 11, or if the Debtor's
bankruptcy case is converted to a case under chapter 7 of the
Bankruptcy Code and/or if a trustee is subsequently appointed in
the bankruptcy proceeding under the chapter 11, the reorganized
debtor and such trustee will be obligated to close with the Buyer.

The Buyer is not a successor to the Debtor or otherwise liable for
any liability or claim against the Debtor.

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


KEVIN FLEEK: Kollars Buying Lewis County Parcels for $35K
---------------------------------------------------------
Kevin Forest Fleek and Lori Marie Fleek ask the U.S. Bankruptcy
Court for the Western District of Washington to authorize the sale
of two adjacent parcels of raw land in the Paradise Estates in
Lewis County, parcel numbers 010556000000 and 010556001000, to
Steven J. Kollar and Amy K. Kollar for $35,000.

A hearing on the Motion is set for Jan. 19, 2017 at 9:00 a.m.  The
objection deadline is Jan. 12, 2017.

A copy of the Purchase Agreement attached to the Motion is
available for free at:

          http://bankrupt.com/misc/Kevin_Fleek_45_Sales.pdf

Paradise Estates is a development with a mix of RV spaces, camping
spaces, and some more permanent cabins.  Both of the lots are
co-owned with Mrs. Fleek's aunt and her husband, Brenda and Les
Atkins.  They had originally purchased the parcels together with
the plan that his uncle, who was a contractor, would undertake
certain improvements to the properties that would allow them to be
developed into RV lots and/or cabins (such as adding in water and
septic).  Unfortunately, that plan ultimately did not work out.

Given this development, and the fact that the properties otherwise
will continue to cost them money in the form of property taxes and
dues to Paradise Estates, they believe sale of the land is in the
best interest of the estate.

When they originally decided to sell the properties, they could not
find an agent willing to list them at the price they wanted; they
suggested maximum listing prices of $10,000 each.  Because of its
distance from an urban area and its mixed use for recreation,
Paradise Estates properties normally sell by word of mouth or more
informal means than the MLS.  For all those reasons, her uncle put
an ad on Craigslist and posted "for sale" signs in the area, which
is how he ultimately obtained the current Buyers.

Based on their consultations with realtors and their proposed
listing price, as well as the Lewis County tax assessor valuations
of $15,000 per lot, they believe the current sale represents a good
and reasonable fair market value for the two parcels.

There is no deed of trust or other lien on the real estate.  The
proposed settlement statement from the title company, closing costs
are estimated
at $1,525 (for insurance, escrow fees, and excise tax).  This
results in total proceeds of approximately $33,475, leaving
approximately $16,737 for their half-portion.  Mrs. Fleek's aunt is
holding the $5,000 earnest money deposit in her savings account,
which will be accounted for by adjusting their respective payments
from closing.

They had claimed exemptions totaling $12,850 in these two parcels,
leaving $3,887 in non-exempt funds.  They would propose to have
those funds sent to their attorneys' trust account to be held
pending court approval, with the idea that they could be applied
toward approved administrative fees and/or priority claims under a
plan, as applicable.

The Purchasers can be reached at:

          Steven J. Kollar and Amy K. Kollar
          305 Courtland St.
          Centralia, WA 98531
          Telephone: (360) 736-3070
          Facsimile: (360) 508-8458
          E-mail: stevejk@comcast.net

Counsel for the Debtors:

          Emily Jarvis, Esq.
          WELLS AND JARVIS, P.S.
          502 Logan Building
          500 Union Street
          Seattle, WA 98101-2332
          Telephone: (206) 624-0088
          Facsimile: (206) 624-0086


KIRWAN OFFICES: Lynch's Bid to Stay Appeal Granted
--------------------------------------------------
Judge Vincent L. Briccetti of the United States District Court for
the Southern District of New York granted Stephen P. Lynch's motion
to stay his appeal in the case captioned STEPHEN P. LYNCH,
Appellant, V. MASCINI FIOLDINGS LIMITED, and LAPIDEM LIMITED,
Appellees, No. 16 CV 6300 (VB)(S.D.N.Y.).

On March 15, 2016, Mascini Holdings Limited and Lapidem Limited
filed an involuntary Chapter 11 bankruptcy petition against Kirwan
Offices S.a.R.L.  On April 6, 2016, Lynch filed a Motion for
Intervention and Dismissal, Abstention, or Stay, in which he sought
six different forms of relief.  Lynch requested permission to
intervene in the bankruptcy proceeding on behalf of Kirwan, and
sought dismissal of the bankruptcy petition pursuant to Section
1112 of the Bankruptcy Code.

On July 5, 2016, the Bankruptcy Court entered an "Order (I) for
Relief Under Chapter 11 of the Bankruptcy Code and (II) Denying, in
Part, Stephen P. Lynch's Motion for Intervention and Dismissal,
Abstention or Stay."  The Order for Relief denied Lynch's motion to
intervene, but reserved decision on other issues, including his
Section 1112 dismissal motion, which continue to be litigated in
the bankruptcy proceedings.

On August 9, 2016, Lynch appealed the Order for Relief to the
District Court.  The same day, he moved to stay his appeal.

Judge Briccetti found that stay will not delay the bankruptcy
proceedings and that judicial economy will be served by a stay.
"As Lynch pointed out, if the Bankruptcy Court grants Lynch's
Section 1112 dismissal motion, that decision would moot this
appeal.  In addition, it will be more efficient for the Court to
consider a single appeal of all of the rulings made on Lynch's
Motion to Intervene or for Dismissal than to consider some now and
others later, in a piecemeal fashion," the judge said.

Judge Briccetti also noted that neither Lynch nor the appellees
identified any third parties or compelling public interests that
would be affected one way or the other by a stay.

Judge Briccetti ordered the parties to submit, by February 1, 2016,
and every 30 days thereafter, a joint letter regarding the status
of the bankruptcy proceeding, and specifically stating whether the
remaining issues raised in Lynch's motion to intervene or for
dismissal have been resolved.  In addition, the parties were also
ordered to inform the District Court within one week of the
Bankruptcy Court's determination of the remainder of the issues
raised in Lynch's motion to intervene or for dismissal currently
pending before the Bankruptcy Court, and propose a briefing
schedule for the appeal.

A full-text copy of Judge Briccetti's December 5, 2016 opinion and
order is available at https://is.gd/RJXDox from Leagle.com.

Stephen P. Lynch is represented by:

          Richard Beryl Levin, Esq.
          Stephen Louis Ascher, Esq.
          JENNER & BLOCK LLP
          919 Third Avenue
          New York, NY 10022-3908
          Tel: (212)891-1600
          Fax: (212)891-1699
          Email: rlevin@jenner.com
                 sascher@jenner.com

Mascini Holdings Limited, Lapidem Limited is represented by:

          Jay Michael Goffman, Esq.
          SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
          4 Times Square
          New York, NY 10036
          Tel: (212)735-3000
          Fax: (212)735-2000
          Email: jay.goffman@skadden.com

                            About Kirwan Offices S.a r.l.
                       
Kirwan Offices S.A.R.L. is a Luxembourg special-purpose entity
whose principal asset is a participatory (membership) interest in a
wholly-owned Russian subsidiary, OOO Promneftstroy.  PNS is
currently involved in Dutch litigation against third parties in
which it seeks to recover assets worth nearly $1 billion. Kirwan's
carefully negotiated Shareholder Agreement requires unanimous
shareholder agreement to settle this litigation, as well as for
"any decision which would result in the Company's liquidation,
placing into receivership or administration of the Company."

Petitioning Creditors, Mascini Holdings Limited and Lapidem
Limited, filed an involuntary Chapter 11 Petition for Kirwan
Offices S.a r.l. (Bankr. S.D.N.Y. Case No. 16-22321) on March 15,
2016.


KUBCO DECANTER: Sale of Surplus Trucks Approved
-----------------------------------------------
Judge Jeff Bohm of the U.S. Bankruptcy Court for the Southern
District of Texas authorized Kubco Decanter Services, Inc.'s sale
of surplus trucks to auto dealers, including CarMax, Joe Myers Ford
and similar entities.

The sale is free and clear of all claims against the estate, with
the lienholders paid at time of sale.

A copy of the list of trucks to be sold attached to the Order is
available for free at:

           http://bankrupt.com/misc/Kubco_Decanter_47_Order.pdf

The Debtor is authorized and directed to pay from the sale proceeds
the lienholders in the "amount lien" described in the list.

                 About Kubco Decanter Services

Kubco Decanter Services, Inc., filed a Chapter 11 petition (Bankr.
S.D. Tex. Case No. 16-34581) on Sept. 9, 2016.  The petition was
signed by Russel O'Brien, vice-president.  The case is assigned to
Judge Jeff Bohm.  The Debtor is represented by Peter Johnson,
Esq., at the Law Offices of Peter Johnson of Houston, TX.  At the
time of filing, the Debtor disclosed $1.26 million in total assets
and
$1.63 million in total liabilities.


LAKE WALKER COMMUNITY: U.S. Trustee Names Stevanne Ellis as PCO
---------------------------------------------------------------
Judy A. Robbins, the United States Trustee for Region Four,
submitted a Notice of Appointment of Patient Care Ombudsman before
the United States Bankruptcy Court for the District of Maryland
naming Stevanne Ellis as the Patient Care Ombudsman in the
bankruptcy case of Lake Walker Community Health, LLC.

Ms. Ellis has been asked to submit her first written report
regarding the quality of care provided to patients of the Debtor
not later than 60 days after the date of the December 23, 2016
Notice.

Ms. Ellis can be reached at:

         Stevanne Ellis
         State Long-Term Care Ombudsman
         MARYLAND DEPARTMENT OF AGING
         301 West Preston Street, Suite 1007
         Baltimore, MD 21201

               About Lake Walker

Lake Walker Community Health, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. D. Md. Case No. 16-24337) on October 28, 2016,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Ronald J Drescher, Esq., at Drescher &
Associates, P.A.


LAS VEGAS JOHN: Sale of Las Vegas Apartments for $1.7M Approved
---------------------------------------------------------------
Judge August B. Landis of the U.S. Bankruptcy Court for the
District of Nevada authorized Las Vegas John, L.L.C.'s private sale
of 36 unit apartment complex and related real property and
improvements commonly known as the Las Vegas John Apartments
located at 16 230 S. Maryland Parkway, Las Vegas, Clark County,
Nevada, to Atomic Cocktail, LLC, or its nominee, for $1,700,000.

A hearing on the Motion was held on Dec. 22, 2016 Time: 9:30 a.m.

The sale is free and clear of all Liens and Claims.

The Debtor is authorized and directed to pay the commissions
provided for in the Settlement Statement of 6% of the gross sales
price of the Property received from the proceeds of sale and
directly from escrow.  The Debtor is also authorized to pay all of
the other claims listed on the Settlement Statement immediately and
in conjunction with the close of escrow.  

With respect to the Lender's claim in particular, the Debtor and
the Lender agree that the Lender's entire claim as set forth in the
Payoff Statement, save and except for the late fees of $4,424, will
be and is allowed in full and will be paid in full immediately and
directly from escrow, including also the listed per diem until
close of escrow.

With respect to all other sums listed on the Settlement Statement
other than the Lender's claim, the Debtor and the title company are
fully authorized and directed to pay all actual fees and cost as
listed therein, without further order of the Court.

All other remaining proceeds of sale after payment of the amounts
in the Settlement Statement will continue to be held in escrow by
the title company and no further sums will be disbursed therefrom
to the Debtor or any other creditor absent further order of the
Court.

The Purchaser will not have any liability or other obligation of
the Debtor arising under or related to any of the Property.

The assumption and assignment of the Contracts and Leases as
specified in the Purchase Agreement, and the rejection of any other
Contracts and Leases not included therein is approved pursuant to
section 365 of the Bankruptcy Code, and no cure costs are owing on
any assumed and assigned Contracts and Leases.  To the extent any
Contracts or Leases are rejected, the counterparty to the Contract
or Lease so rejected will have 30 days from entry of the Order to
file such a rejection damages claim pursuant to section 502(g) of
the Bankruptcy Code as a result thereof or such claim will be
forever barred against the Debtor or its estate.

Notwithstanding the provisions of Bankruptcy Rules 6004(h),
6006(d), or as otherwise provided in the Bankruptcy Code, the
Bankruptcy Rules, the Local Rules, or otherwise, the Order will not
be stayed for 14 days after the entry hereof, but will be effective
and enforceable immediately upon entry, and the 14-day stay
provided in such rules is waived and will not apply.

Time is of the essence in consummating the transaction set forth in
the Purchase Agreement.  All parties, including the Debtor, the
Purchaser and the title company are permitted to close on the
transaction immediately and without further order of the Court, and
to take any and all other necessary actions to consummate the
transaction set forth in the Purchase Agreement.

                    About Las Vegas John

Las Vegas John, L.L.C., filed a chapter 11 petition (Bankr. D.
Nev. Case No. 16-14273) on Aug. 3, 2016.  The petition was signed
by
Dmitrios P. Stamatakos, managing member.  The Debtor is
represented by Matthew C. Zirzow, Esq., at Larson & Zirzow.

The case is assigned to Judge August B. Landis. The Debtor
estimated assets at $1 million to $10 million and debts at
$500,000 to $1 million at the time of the filing.

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


LAW-DEN NURSING: PCO Files 3rd Report
-------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for Law-Den Nursing
Home, Inc., has filed a third report for the period November 1,
2016 to December 22, 2016.

The PCO noted that the Debtor has continued the same quality of
care post-petition as it did prepetition.

The PCO reported that there were no complaints regarding the
Debtor's quality of care to its residents. The PCO observed that
the facility was generally clean. All doors were tested and the
door/alarm were functioning. Moreover, the administration has
confirmed that the Debtor has maintained its relationship with its
pre-petition suppliers and there have been no interruptions in
service, nor any changes in medical supplies.

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

         http://bankrupt.com/misc/mieb16-52058-94.pdf

                 About Law-Den Nursing Home

Law-Den Nursing Home, Inc., filed a Chapter 11 petition (Bankr.
E.D. Mich. Case No. 16-52058) on August 30, 2016.  The petition was
signed by Todd Johnson, administrator.  The Debtor is represented
by Clinton J. Hubbell, Esq., at Hubbell Duvall PLLC, in Southfield,
Michigan. The case is assigned to Judge Phillip J. Shefferly. At
the time of its filing, the Debtor estimated assets at $0 to
$50,000 and liabilities at $1 million to $10 million.


LEHR CONSTRUCTION: Dismissal of Faithless Servant Claim Affirmed
----------------------------------------------------------------
In the appeals case captioned JONATHAN L. FLAXER, not individually
but solely in his capacity as Chapter 11 trustee for Lehr
Construction Corp., Appellant, v. PETER GIFFORD, Appellee, No.
16-350 (2nd Cir.), the United States Court of Appeals for the
Second Circuit affirmed the judgment of the district court, which
affirmed an order of the U.S. Bankruptcy Court for the Southern
District of New York granting appellee Peter Gifford's motion to
dismiss the Trustee's faithless servant claim.

In February 2013, Jonathan Flaxer, in his capacity as Chapter 11
trustee of Lehr Construction Corp., brought a faithless servant
claim against Peter Gifford under New York common law, seeking to
disgorge more than $1.2 million in compensation and legal fees
based on Gifford's participation in a fraud for which Lehr was
previously convicted.

Gifford filed a motion for judgment on the pleadings pursuant to
Federal Rule of Civil Procedure 12(c), asserting, inter alia, the
affirmative defense of in pari delicto.  The bankruptcy court
granted the motion on the basis that the Trustee was in pari
delicto with Gifford.  The district court affirmed on the same
ground.

On appeal, the Trustee contended that an employee may not impute
his conduct to his principal to defend against the principal's
claims and thus may not assert in pari delicto as a defense against
his employer.  The Trustee contended that to hold otherwise would
be irreconcilable with New York's faithless servant doctrine, which
entitles a principal to disgorge a disloyal agent's compensation
regardless of whether the agent's "services were beneficial to the
principal."

The Second Circuit held that the Trustee's argument that in pari
delicto and imputation arise only in the context of a principal's
claim against a third party is belied by New York law.  The
appellate court explained that, as the New York Court of Appeals
recently emphasized, "a fundamental principle that has informed the
law of agency and corporations for centuries" is that "the acts of
agents . . . are presumptively imputed to their principals."
Accordingly, the Second Circuit rejected the Trustee's contention
that employees are categorically barred from asserting an in pari
delicto defense against their employers.

The Second Circuit also held that neither does the adverse interest
exception avail the Trustee, because the fraud in which Gifford
participated was committed on behalf of Lehr and not against it.

As for the Trustee's contention that allowing an employee to assert
an in pari delicto defense against his employer inherently
conflicts with the faithless servant doctrine, the Second Circuit
held that such conflict would appear to arise only where the basis
for the in pari delicto defense is the imputation of the
defendant's misconduct.  The appellate court found, however, that
such is not the case where the basis for the in pari delicto
defense was Lehr's conviction on 13 felony counts for a scheme that
was overseen by Gifford's superiors -- including several Lehr
officers and department heads -- and for which Gifford was not
convicted.

A full-text copy of the Second Circuit's December 9, 2016 order is
available at https://is.gd/a74D46 from Leagle.com.

Appellant is represented by:

          Michael S. Devorkin, Esq.
          Daniel N. Zinman, Esq.
     GOLENBOCK EISEMAN ASSOR BELL & PESKOE LLP
     711 Third Avenue (44th + 45th)
     New York, NY 10017
     Tel: (212)907-7300
     Fax: (212)754-0330
     Email: mdevorkin@golenbock.com
            
       -- and --

     Joseph Aronauer, Esq.
     ARONAUER & YUDELL, LLP
     One Grand Central Place
     60 East 42nd Street, Suite 1420
     New York, NY 10165
     Tel: (212)755-6000
     Fax: (212)755-6006
     Email: jaronauer@ayllp.com

Amicus Curiae National Association of Bankruptcy Trustees is
represented by:

     J. Maxwell Beatty, Esq.
     Richard I. Janvey, Esq.
     Adam L. Rosen, Esq.
     Sheryl P. Giugliano, Esq.
     DIAMOND MCCARTHY LLP
     489 Fifth Avenue, 21st Floor
     New York, NY 10017
     Tel: (212)430-5400
     Fax: (212)430-5499
     Email: mbeatty@diamondmccarthy.com
            rjanvey@diamondmccarthy.com
            arosen@diamondmccarthy.com
            sgiugliano@diamondmccarthy.com

       -- and --

     Ronald R. Peterson, Esq.
     JENNER & BLOCK LLP
     353 N. Clark Street
     Chicago, IL 60654-3456
     Tel: (312)222-9350
     Fax: (312)527-0484
     Email: rpeterson@jenner.com

                     About Lehr Construction

New York-based Lehr Construction Corp. was founded in 1979.  It
specializes in interior construction and serves clients mainly
throughout the New York metropolitan area.  It serves as
construction manager and general contractor for its clients.

Lehr filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y.
Case No. 11-10723) on Feb. 21, 2011.  The Debtor estimated its
assets and debts at $10 million to $50 million.  

The Debtor tapped James A. Beldner, Esq., at Cooley LLP, as
bankruptcy counsel.  Rust Consulting/Omni Claims Agent serves as
claims and noticing agent.

Jonathan Flaxer was appointed Chapter 11 Trustee for Lehr
Construction.  He is represented by Douglas L. Furth, Esq., at
Goldenbock Eiseman Assor Bell & Peskoe LLP, in New York.  Wolf
Haldenstein Adler Freeman & Hertz serves as conflicts counsel to
the trustee.  Marotta Gund Budd & Dzera, LLC, serves as trustee's
financial advisor.

Tracy Hope Davis, the U.S. Trustee for Region 2, appointed five
creditors to serve on the Official Committee of Unsecured Creditors
in the Debtor's case.  Fred Stevens at Klestadt & Winters, LLP
represents the Committee.


LINN ENERGY: Jan. 24 Plan Confirmation Hearing for Berry Plan
-------------------------------------------------------------
Judge David R. Jones of the U.S. Bankruptcy Court for the Southern
District of Texas approved on December 21, 2016, the disclosure
statement explaining the amended joint Chapter 11 plan of
reorganization filed by Linn Acquisition Company, LLC, and Berry
Petroleum Company, LLC.

The following dates are established with respect to the
solicitation of votes to accept, and voting on, the Plan and
confirming the Plan (all times prevailing Central Time):

   Plan Objection Deadline                January 17
   Voting Deadline                        January 20
   Plan Objection Response Deadline       January 20
   Deadline to File Confirmation Brief    January 20
   Deadline to File Voting Report         January 23
   Confirmation Hearing Date              January 24

The Plan provides for the reorganization of the Berry Debtors as a
going concern and will significantly reduce long-term debt and
annual interest payments of Reorganized Berry, resulting in a
stronger, de-levered balance sheet for the Reorganized Berry
Debtors.

Specifically, the Plan provides for: (a) the Berry Rights
Offerings; (b) a full recovery for the Berry Lenders consisting of
(i) if such Holder elects to participate in the Berry Exit
Facility, its Pro Rata share of (A) the Berry Exit Facility and (B)
and the Berry Lender Paydown, or (ii) if such Holder elects not to
participate in the Berry Exit Facility, its Pro Rata share of
non-conforming term notes; (c) the issuance of (i) the Reorganized
Berry Common Stock/Noteholder Distribution to Holders of Berry
Unsecured Notes Claims or (ii) a Pro Rata share of the Berry GUC
Cash Distribution Pool for those Holders of Berry Unsecured Notes
Claims that elect to certify that they are a Non-Accredited
Investor; and (d) the issuance of either (i) the Reorganized Berry
Common Stock/General Distribution or (ii) a Pro Rata share of a $35
million Cash pool to Holders Berry General Unsecured Claims.

Under the Debtor's December 13 Plan, Class B5 Berry General
Unsecured Claims are impaired under the Plan.  On the Effective
Date, or as soon as reasonably practicable thereafter, except to
the extent that a holder of an allowed Berry General Unsecured
Claim agrees to a less favorable treatment of its allowed claim, in
full and final satisfaction, settlement, release, and discharge of
vis-a-vis the Debtors and their estates and in exchange for each
Berry General Unsecured Claim, each holder will receive, up to the
allowed amount of its claim, its pro rata share of the Reorganized
Berry Common Stock/General Distribution.

The Berry Debtors will fund distributions under the Plan with
respect to the Berry Debtors, as applicable, with one or more of
the following, subject to appropriate definitive agreements and
documentation: (1) the Berry exit facility; (2) the Reorganized
Berry non-conforming term notes (if any); (3) encumbered and
unencumbered cash on hand, including cash from operations of the
Berry Debtors; (4) cash proceeds of the sale of the Reorganized
Berry preferred stock pursuant to the Berry rights offerings; and
(5) the Reorganized Berry common stock.

The Disclosure Statement dated December 21 is available at:

         http://bankrupt.com/misc/txsb16-60040-1391.pdf

The Disclosure Statement dated December 13 is available at:

         http://bankrupt.com/misc/txsb16-60040-1342.pdf

                     About Linn Energy

Headquartered in Houston, Texas, Linn Energy, LLC, and its
affiliates are independent oil and natural gas companies.  Each of
Linn Energy, LLC, and 14 of its subsidiaries filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex.
Lead Case No. 16-60040) on May 11, 2016.  The petitions were signed
by Arden L. Walker, Jr., chief operating officer of LINN Energy.

The Debtors have hired Paul M. Basta, Esq., Stephen E. Hessler,
Esq., Brian S. Lennon, Esq., James H.M. Sprayregen, Esq., and
Joseph M. Graham, Esq., at Kirkland & Ellis LLP and Kirkland &
Ellis International LLP as general bankruptcy counsel, Jackson
Walker L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial
advisor, AlixPartners as restructuring advisor and Prime Clerk LLC
as claims, notice and balloting agent.

Judge David R. Jones presides over the cases.

The Office of the U.S. Trustee has appointed five creditors of
Linn Energy LLC to serve on the official committee of unsecured
creditors.  The Committee tapped Mark I. Bane, Esq., and Keith H.
Wofford, Esq., at Ropes & Gray LLP; and Moelis & Company LLC as
investment banker.  It also retained as Texas Oil & Gas Counsel,
John P. Melko, Esq., David S. Elder, Esq., and Michael K. Riordan,
Esq., at Gardere Wynne Sewell LLP.


LKN PROPERTIES: Sale of Irvine Property for $4.2 Million Approved
-----------------------------------------------------------------
Judge Catherine E. Bauer of the U.S. Bankruptcy Court for the
Central District of California authorized LKN Properties, Inc.'s
sale of real property located at the corner of 15 Studebaker/1
Bendix, Irvine, California, to Gouvis Engineering for $4,160,000.

A hearing on the Motion was held on Dec. 14, 2016 at 10:00 a.m.

The Debtor is authorized to sign any and all documents convenient
and necessary in pursuit of the sale of the Property pursuant to
the Purchase Agreement, including but not limited to any and all
conveyances contemplated by the sale and such purchase and sale
documents as will be finalized and filed with the Court prior to
the hearing on the Motion.

The sale of the Property free and clear of the disputed Liens and
Encumbrances, including the disputed mechanic's lien in favor of
Orange Woodworks, Inc. and the disputed amount asserted by BofA
related to the IRST termination fee, with all disputed Liens and
Encumbrances impacting the Property, to be unconditionally
released, discharged and terminated, and with any disputed Liens
and Encumbrances not resolved through the sale to attach only to
the proceeds of the transaction with the same priority, validity,
force and effect as they existed with respect to the Property
before the closing of the sale pending further Court order or
agreement with the parties.

The Court authorized the payment to BofA, less the disputed amount
of the IRST termination fee, and the County of Orange from the
proceeds of the sale.

The Debtor is authorized to pay from the proceeds of the sale of
the Property all reasonable and customary escrow fees, recording
fees, title insurance premiums and closing costs necessary and
proper to close escrow.

The Court approved the payment of the real estate commission in the
total amount not to exceed 6% of the purchase price.

The Court Waived the 14-day stay of the order approving the sale of
the Property under Federal Rules of Bankruptcy Procedure 6004(h).

                   About LKN Properties Inc.

LKN Properties Inc. is a nonresidential building operator located
at 3762 Hendrix Street, Irvine, California.

LKN filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Lead
Case No. 16-13734) on Sept. 6, 2016.  The petition was signed by
Lien Nguyen, President.  Judge Catherine E. Bauer is assigned to
the case.

The Debtor estimated assets and debt of $1 million to $10 million.

The Debtor hired Shulman Hodges and Bastian LLP as counsel.


M/I HOMES: S&P Raises Subordinated Debt Rating to B
---------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level ratings in the U.S. homebuilder and real estate
developer sector for speculative-grade corporate issuers that were
labeled 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 them as appropriate.

The release pertains to rated companies in the U.S. homebuilder and
real estate developer sector.  The ratings list below is arranged
alphabetically by issuer and identifies the affected debt
instruments.  Issue-level ratings on M/I Homes Inc. and Shea Homes
L.P. were both raised by one notch.  The rating on M/I Homes'
subordinated rated notes was raised to 'B' from 'B-', and the
rating on Shea Homes' senior unsecured notes was raised to 'BB-'
from 'B+'.

As an overview, S&P is raising the issue-level ratings on two rated
debt issues in the sector.  In both instances, the change results
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

Issue Ratings Raised; Recovery Ratings Revised Due To Revised
Recovery Rating Criteria For Speculative-Grade Corporate Issuers

                                 To         From
M/I Homes Inc.
Subordinated                    B          B-
  Recovery rating                5H         6

Shea Homes L.P.
Shea Homes Funding Corp.
Senior Unsecured                BB-        B+
  Recovery rating                2H         3H

Issue Ratings Affirmed; Recovery Ratings Unchanged Due To Revised
Recovery Rating Criteria For Speculative-Grade Corporate Issuers

M/I Homes Inc.
Senior Unsecured                BB-
  Recovery Rating                2H
Preferred Stock                 CCC-


MAGNETATION LLC: Sale of Remaining Assets for $22.5M Approved
-------------------------------------------------------------
Judge William J. Fisher of the U.S. Bankruptcy Court for the
District of Minnesota authorized the sale by Magnetation, LLC and
affiliates of substantially all of their remaining assets to ERP
Iron Ore, LLC, for $22,500,000.

A Sale Hearing was held on Dec. 15, 2016.

The hearing on assumption and assignment and any related Cure
Costs, or rejection, for other Contracts or Leases designated for
potential assumption and assignment to the Buyer in the Motion, but
which do not constitute Assigned Contracts, will be adjourned to
Dec. 27, 2016 at 1:00 p.m. (CT) and noticed by the Debtors to the
applicable non-Debtor counterparties.

Except for the Permitted Encumbrances and Assumed Liabilities, the
Purchased Assets will be transferred at Closing to the Buyer as
required under the Asset Purchase Agreement  free and clear of all
Encumbrances.

Contemporaneously with and conditioned upon the Closing and the
execution and consummation of documentation required by the Letter
of Intent between Progress Rail Leasing Corp. ("Progress Rail") and
the Buyer, the Debtors have agreed to assume and assign to the
Buyer certain leases with Progress Rail or Caterpillar Financial
Services Corp., concerning 780 railcars ("Railcar Leases") as
Assigned Contracts.

Upon the Closing and the execution and consummation of the Progress
Documents, the Debtors, the Buyer and CAT have agreed that:

   a. CAT will cancel or release that certain Irrevocable Standby
Letter of Credit issued by JPMorgan Chase Bank, N.A. (as described
in the Letter of Intent) in a manner satisfactory to JPMorgan and
any other security, credit enhancement, financial assurance, or
guaranty provided by or on behalf of the Debtors in favor of CAT
concerning the Railcar Leases, following which CAT will have no
further rights or claims under the Letter of Credit or any other
security, credit enhancement, financial assurance, or guaranty
provided by or on behalf of the Debtors in favor of CAT concerning
the Railcar Leases;

   b. the Debtors will (i) provide Progress Rail with all
applicable information necessary for Progress Rail to register the
railcars in the Universal Machine Language Equipment Register
("UMLER"), including, without limitation, any necessary pass keys,
logins or passwords; and (ii) assign to Progress Rail the
Debtors’ rights in the "MGPX" reporting marks owned or otherwise
held in the name of Debtors, which are registered on UMLER; and

          c. the Buyer has agreed to pay Cure Costs to Progress
Rail with respect to the Railcar Leases in the amount of $100,000.

If the Progress Documents are not entered into and/or consummated,
the Debtors, the Buyer and CAT have agreed that the Railcar Leases
shall not be Assigned Contracts and CAT, the Buyer, the Debtors and
the Credit Bidding Parties will be returned to the status quo ante
with respect to the Letter of Credit and any other security, credit
enhancement, financial assurance, or guaranty provided by or on
behalf of the Debtors in favor of CAT concerning the Railcar
Leases; the Railcar Leases; and UMLER and MGPX reporting marks such
that the Order will be of no effect with respect thereto or have no
affect thereon.

Contemporaneously with and conditioned upon the Closing and the
execution and consummation of definitive documentation ("CFSC
Documents"), the Debtors have agreed to assume and assign to Buyer
certain leases with CFSC to the Sale Order Exhibits concerning
miscellaneous equipment ("CFSC Equipment Leases") as Assigned
Contracts.  Upon the Closing and the execution and consummation of
the CFSC Documents, the Debtors, the Buyer and CFSC have agreed
that: (a) CFSC will cancel or release any letter of credit,
security, credit enhancement, financial assurance, or guaranty
provided by or on behalf of the Debtors in favor of CFSC concerning
the CFSC Equipment Leases, following which CFSC will have no
further rights or claims under such letter of credit, security,
credit enhancement, financial assurance, or guaranty provided by or
on behalf of the Debtors in favor of CFSC concerning the CFSC
Equipment Leases, and (b) the Cure Costs and any post-Closing
payments under the CFSC Equipment Leases will be set in amount and
payable to CFSC over time as agreed by Buyer and CFSC.

If the CFSC Documents are not entered into and/or consummated, the
Debtors, Buyer and CFSC have agreed that the Equipment Leases will
not be Assigned Contracts and CFSC, the Buyer, the Debtors and the
Credit Bidding Parties will be returned to the status quo ante with
respect to any letter of credit, security, credit enhancement,
financial assurance, or guaranty provided by or on behalf of the
Debtors in favor of CFSC concerning the Equipment Leases; and the
Equipment Leases such that the Order will be of no effect with
respect thereto or have no affect thereon.

Upon the Closing and the execution and consummation of the Progress
Documents and the CFSC Documents, the Debtors and CAT have agreed
that the Notice of Rejection of Executory Contracts and Unexpired
Leases, dated Nov. 2, 2016, and the Objection of Caterpillar
Financial Services Corporation and Progress Rail Leasing
Corporation to the Notice of Rejection of Executory Contracts and
Unexpired Leases, dated Nov. 16, 2016 will be deemed withdrawn.

Notwithstanding anything to the contrary in the Order or the Asset
Purchase Agreement, (i) the Sellers will not waive the closing
condition in Section 10.03 that the Deferred Payment Amount will
have been paid in full in cash without the written consent of
JPMorgan, Associated Bank, N.A. and BMO Harris Bank N.A. ("Agent
and the Revolving Lenders") and (ii) ERP Iron Ore, for itself or on
its behalf, has agreed it will not execute any agreement with the
State of Minnesota with respect to letters of credit issued under
the Credit Agreement, dated as of May 20, 2013, as amended, among
the Sellers, the Agent and the Revolving Lenders, unless ERP Iron
Ore's agreement provides that the applicable letter(s) of credit
will be returned, undrawn after the entry of the Order, by the
respective beneficiary for cancellation or such other treatment as
is agreed to by the Agent and the Revolving Lenders.

The Debtors are authorized to enter into and consummate to be
agreed definitive documentation that they will be party to that is
contemplated by the Settlement Term Sheet between Itasca County,
the Debtors and the Buyer.  All parties to the Itasca County
Documents agree to negotiate, enter into and/or consummate the
Itasca County Documents and to do so expeditiously in order that
Closing can occur as promptly as practicable, and that the
enforceability of the Itasca County Documents is conditioned upon
and occurs concurrently with the Closing.

The Debtors are authorized to enter into and consummate to be
agreed definitive documentation that they will be party to that is
contemplated by the Settlement Term Sheet between White County, the
Debtors and the Buyer.  All parties to the White County Documents
agree to negotiate and make a good faith effort to enter into
and/or consummate the White County Documents and to do so
expeditiously in order that Closing can occur as promptly as
practicable, and that the enforceability of the White County
Documents is conditioned upon and occurs concurrently with the
Closing.

The Debtors are authorized to enter into and consummate to be
agreed definitive documentation that they will be party to that is
contemplated by the Term Sheet between the State of Minnesota, the
Debtors and the Buyer.  All parties to the State Documents agree to
negotiate, enter into and/or consummate the State Documents and to
do so expeditiously in order that Closing can occur as promptly as
practicable, and that the enforceability of the State Documents is
conditioned upon and occurs concurrently with the Closing.

No brokers were involved in consummation of the Sale, and no
brokers' commissions are due to any person in connection with the
Sale; provided, however, that the provision does not impact any
transaction or other fees due to investment bankers or financial
advisors employed by the Debtors or certain of their creditors for
which the Debtors may be obligated to pay in accordance with an
engagement letter with such professional(s).

Notwithstanding the provisions of Bankruptcy Rules 6004(h) and
6006(d), the Order will not be stayed for 14 days after its entry
and shall be effective immediately upon entry, and the Debtors and
the Buyer are authorized to close the transactions contemplated by
the Asset Purchase Agreement immediately upon entry of the Order.
Time is of the essence in closing the transactions referenced
herein, and the Debtors, Bidco, and the Buyer intend to close the
transactions as soon as practicable.

All time periods set forth in the Order will be calculated in
accordance with Bankruptcy Rule 9006(a).

                     About Magnetation LLC

Magnetation LLC -- http://www.magnetation.com/-- is a joint  
venture between Magnetation, Inc. (50.1% owner) and AK Iron
Resources, LLC, an affiliate of AK Steel Corporation (49.9%
owner).

Magnetation LLC recovers high-quality iron ore concentrate from
previously abandoned iron ore waste stockpiles and tailings
basins.

Magnetation LLC owns iron ore concentrate plants located in
Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore
pellet plant in Reynolds, IN.

Magnetation LLC, Mag Lands, LLC, Mag Finance Corp., Mag Mining,
LLC
and Mag Pellet, LLC filed chapter 11 petitions (Bankr. D. Minn.
Case Nos. 15-50307 to 15-50311) on May 5, 2015, after reaching a
deal with secured noteholders on a balance sheet restructuring.
The cases are assigned to Chief Judge Gregory F. Kishel.

The Debtors have tapped Marshall S. Huebner, Esq., Damiam S.
Schaible, Esq., and Michelle M. McGreal, Esq., at Davis Polk &
Wardwell LLP and Clinton E. Cutler, Esq., James C. Brand, Esq.,
and
Sarah M. Olson, Esq., at Fredrikson Byron, P.A. as attorneys;
Blackstone Advisory Partners LP as financial advisor; and Donlin,
Recano & Company, Inc., as the claims agent.

The Debtors estimated assets at $100 million to $500 million and
liabilities at $500 million to $1 billion.

The U.S. Trustee for Region 12 appointed three creditors of
Magnetation LLC to serve on an official committee of unsecured
creditors.


MARJASU CORP: Hearing on Disclosures Set For Feb. 8
---------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico has scheduled for Feb. 8, 2017, at 9:00
a.m. the hearing to consider the approval of Marjasu Corp's
disclosure statement referring to the Debtor's plan of
reorganization.

Objections to the Disclosure Statement must be filed not less than
14 days prior to the hearing.

Marjasu Corp, filed a Chapter 11 bankruptcy petition (Bankr. D.P.R.

Case No. 14-07793) on Sept. 22, 2014.


MASCO CORP: Fitch Raises Issuer Default Rating From BB+
-------------------------------------------------------
Fitch Ratings has upgraded the ratings of Masco Corporation (NYSE:
MAS), including the company's Issuer Default Rating (IDR) to 'BBB-'
from 'BB+'. The Rating Outlook has been revised to Stable from
Positive.

KEY RATING DRIVERS

The upgrade of Masco's IDR to investment grade reflects the
company's improving credit metrics, including debt/EBITDA of 2.5x,
EBITDA/interest of 6.3x, and FCF margin of 4.6% for the
latest-12-month (LTM) period ending Sept. 30, 2016. The upgrade
also reflects Fitch's view that operational improvements achieved
during the past few years, combined with lessened exposure to the
more volatile new home construction market (from the spin-off of
its installation business), should allow Masco to sustain
investment grade credit metrics through the cycle.

Masco's rating also reflects the company's leading market position
with strong brand recognition in its various business segments, the
breadth of its product offerings, solid FCF generation, and healthy
liquidity position. Risk factors include sensitivity to general
economic trends, heightened customer concentration, and the
cyclicality of the residential construction market.

The Stable Outlook reflects Fitch's expectation that overall demand
will grow modestly during 2017 as housing activity in the U.S.
maintains its moderate recovery.

SUSTAINED IMPROVEMENT IN CREDIT METRICS

Masco's operating and credit metrics have shown sustained
improvement over the past five years as the company continues to
benefit from the recovering housing and home improvement markets as
well as business rationalization and cost reduction initiatives put
in place over the past few years. The company has also focused on
strengthening its balance sheet, lowering debt by about $1.1
billion since the end of 2010.

Debt/EBITDA declined from 7.1x at year-end (YE) 2011 to 5.3x at YE
2012, 3.7x at YE 2013, 3.3x at YE 2014, 3.2x at YE 2015 and 2.5x
for the Sept. 30, 2016 LTM period. Similarly, interest coverage
increased from 2.2x during 2011 to 2.5x during 2012, 3.9x during
2013, 4.7x during 2014, 5.0x during 2015 and 6.3x for the LTM
period ending Sept. 30, 2016. (Note: The credit metrics from for
2011-2014 includes the installation services business, which was
spun-off in June 2015.) The improvement in credit metrics was
achieved from a combination of debt reduction as well as EBITDA and
EBITDA margin growth. Fitch expects these credit metrics will be
relatively stable through 2017. Management is committed to an
investment-grade rating and indicated that it will continue to
focus on strengthening the company's balance sheet.

IS THIS A CYCLICAL UPGRADE?

While Masco's financial results and credit metrics have benefited
from the moderate recovery in housing, management has also taken
steps to reduce its cost structure, allowing the company to achieve
its strong credit metrics on lower revenues and less robust housing
environment compared with peak levels. Unlike previous housing
recoveries, which tended to be V-shaped, this recovery has been
more subdued and will extend longer than the typical three to five
year upturn. Entering the sixth year of the recovery, Fitch's
projected total housing starts of 1.26 million for 2017 remains
below the 1.5 million average housing starts reported between 1959
and 2015.

Masco reported EBITDA margin of about 17% on $7.3 billion of
revenues during the LTM ending Sept. 30, 2016. By comparison, the
company had EBITDA margin of 14.1% on revenues of $12.8 billion
during 2006. Total housing starts are projected to be about 1.17
million this year compared with 1.8 million starts in 2006.
Existing home sales are forecast to be 5.4 million in 2016 compared
with 6.5 million in 2006.

Masco has also lessened its exposure to the more volatile new
construction market with the spin-off of its installation business
in 2015. The company estimates that its sales to the new home
construction market were reduced from 28% to 17% following the
spin-off.

Furthermore, management has shown discipline in its capital
allocation strategy, refraining from making meaningful share
repurchases and significantly lowering its dividend payments during
the downturn. The company also maintained a healthy liquidity
position while also reducing debt levels. During the past 10 years,
Masco had at least $900 million of cash and equivalents on the
balance sheet even after reducing debt from almost $5 billion at
the end of 2006 to about $3 billion currently.

Fitch believes that Masco's improved cost structure, lesser
exposure to new residential construction, lower debt levels and
management's demonstrated discipline in its capital allocation
strategy should allow the company to sustain investment grade
credit metrics through the cycle.

HOUSING RECOVERY CONTINUES

Masco markets its products primarily to the residential
construction sector. During 2015, management estimates that 83% of
Masco's sales were directed to the repair and remodel segment, with
the remaining 17% to the new-construction market. Revenues in North
America accounted for about 79% of its 2015 worldwide sales.

Fitch expects the housing recovery to continue next year, and 2017
could prove to be almost a mirror image of 2016. Economic growth
should be somewhat stronger in 2017, although overall inflation
should be more pronounced. Interest rates will rise further but
demographics and employment growth should be at least as positive
in 2017. First-time buyers will continue to gradually represent a
higher portion of housing purchases as millennials are making an
entry in the home-buying market and credit qualification standards
loosen further. Fitch projects single-family starts will expand 10%
while multi-family volume grows about 1%. Total starts would be
approximately 1.26 million, up 7% from 2016. New and existing home
sales should advance 10% and 1.7%, respectively

Home improvement spending is expected to sustain its steady
increase during 2017, driven by an expanding U.S. economy, a
continued recovery in housing and higher home values realized over
the past few years. National home price indices have been broadly
increasing over the past few years and more modest but steady home
price inflation ahead should further encourage remodeling spending,
particularly for discretionary projects. Fitch projects home
improvement spending will grow 4.0% in 2017 after improving an
estimated 4.5% in 2016.

SOLID LIQUIDITY SUPPORTS CAPITAL ALLOCATION STRATEGY

The company continues to have solid liquidity, with cash and
equivalents and short-term bank deposits of $1.2 billion and no
borrowings under its $750 million revolving credit facility that
matures in 2020. In March 2016, the company issued $900 million in
senior notes that were used, together with cash on hand, to repay
$1 billion of senior notes due October 2016 and $300 million of
senior notes due March 2017. The company does not have any debt
maturities until April 2018, when $114 of senior notes will mature.


Masco reported strong FCF during the past few years, generating
$338 million (4.6% of sales) during the LTM ending Sept. 30, 2016,
$379 million (5.3%) during 2015, $323 million (3.8%) during 2014
and $378 million (4.6%) during 2012. By comparison, the company had
FCF of $15 million (0.2%) during 2012 and negative $37 million
during 2011. Masco has historically reported strong FCF, generating
in excess of $5.7 billion during the 2000-2010 periods (about 5.2%
of total revenues during the time period). Fitch expects Masco will
generate FCF margins of 4.0% - 5.0% during the next few years.

In May 2014, Masco's board approved a 20% increase in its quarterly
common stock dividend, from $0.075 per common share to $0.09 per
share. In May 2015, the board approved an increase to $0.095 per
share and was further increased to $0.10 per share in September
2016. Dividend payments totalled $127 during the Sept. 30, 2016 LTM
period.

In September 2014, Masco announced a share repurchase program for
an aggregate of 50 million shares of its common stock, representing
about $1.2 billion based on the share price at the time of the
announcement. The program will be funded with FCF and cash on the
balance sheet. Masco expects to execute the share repurchase
program over several years. The company repurchased $158 million of
its stock during 2014 and $456 million during 2015. Through the
first nine months of 2016, Masco has repurchased $252 million of
its stock and expects to repurchase between $400 million - $500
million this year. Fitch expects the company will continue with
moderate share repurchases, funded primarily with FCF.

Fitch is comfortable with Masco's capital allocation strategy given
the company's strong liquidity position. In the past, management
has also demonstrated its commitment to preserving the company's
liquidity position during difficult market conditions. Masco
refrained from share repurchases between July 2008 and September
2014, except to offset the dilutive effect of stock grants. In
2009, Masco also reduced its quarterly dividend from $0.235 per
common share ($0.94 annually) to $0.075 per share ($0.30 annually),
saving about $225 million annually.

BROAD PRODUCT PORTFOLIO

Masco is one of the world's leading manufacturers of home
improvement and building products, which include brand names such
as Delta and Hansgrohe faucets and shower heads, Kraftmaid and
Merillat cabinets, Behr and Kilz paint, and Milgard windows.

HEIGHTENED CUSTOMER CONCENTRATION

Following the spin-off of its installation business in 2015, the
concentration of Masco's sales to its two largest customers
increased modestly. During 2015, net sales to The Home Depot
(Masco's largest customer) totalled $2.4 billion or about 33% of
net sales. This compares to about $2.3 billion or 27% of net sales
during 2014. Masco's Behr paint is sold exclusively at The Home
Depot. Sales to Lowe's, the company's second largest customer,
accounted for less than 10% of Masco's net sales for the past two
years.

Fitch believes that Masco benefits from the large retail network of
The Home Depot and Lowe's, including these retailers' strength in
the DIY channel and their push to play a bigger role in the
professional segment. However, these retailers also have
significant bargaining power, which could limit Masco's ability to
raise prices. Additionally, these large home improvement stores
also sometimes request product exclusivity, which may limit Masco's
ability to offer certain of its products to other distribution
channels/customers.

INTERNATIONAL OPERATIONS

Approximately 21% of the company's sales are directed to
international markets, primarily Europe. Management estimates that
the UK accounts for about 29% of its international operations,
while Central Europe and Eastern Europe make up 26% and 5%,
respectively. Southern Europe is about 8% of its international
operations. Emerging market sales accounted for about 17% of
international sales. Fitch expects slight growth in the European
markets, as Eurozone GDP is projected to improve by 1.4% during
2017. GDP growth for emerging markets is forecast to grow 4.8% next
year.

KEY ASSUMPTIONS

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

-- Total housing starts improve 7%, while new and existing home
sales grow 10% and 1.7%, respectively, in 2017;
-- Home improvement spending advances 4% in 2017;
-- Masco's revenues grow low-to-mid single-digits next year;
-- FCF margin of 4% to 5% during the next few years;
-- Debt/EBITDA settles at or slightly below 2.5x and interest
coverage remains above 6.0x in 2017;
-- Share repurchases of $400 to $500 million in 2016 and Masco
continues with modest share repurchases in 2017 and 2018.

RATING SENSITIVITIES

Positive rating actions may be considered if Masco shows further
steady improvement in credit metrics (such as debt to EBITDA
consistently approaching 2x, FFO adjusted leverage sustained at or
below 3x and interest coverage above 7x and demonstrates the
ability to sustain these credit metrics through the cycle) while
maintaining a healthy liquidity position.

Negative rating actions may be considered if there is sustained
erosion of profits due to either weak housing activity, meaningful
and continued loss of market share, and/or continuous materials and
energy cost pressures resulting in margin contraction, including
EBITDA margins of less than 13%, debt/EBITDA consistently above 3x,
FFO adjusted leverage sustained above 4x and interest coverage
below 5x for an extended period.

FULL LIST OF RATING ACTIONS

Fitch has upgraded the following ratings for Masco Corporation:

-- Long-term IDR to 'BBB-' from 'BB+';
-- Senior unsecured debt to 'BBB-' from 'BB+/RR4';
-- Unsecured revolving credit facility to 'BBB-' from 'BB+/RR4'.

The Rating Outlook has been revised to Stable from Positive.


MAXUS ENERGY: Court Extends Plan Filing Period to Jan. 18
---------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware extended Maxus Energy Corporation, et al.'s
exclusive periods for filing a chapter 11 plan and soliciting
acceptances to the plan through January 18, 2017 and March 18,
2017, respectively.

Judge Sontchi held that the Exclusive Filing Period will terminate
if the Debtors fail to file an initial Plan by December 31, 2016.

The Debtors previously sought the extension of their exclusive
periods, relating that they adopted amended bylaws that grant the
Debtors' two independent directors exclusive authority over any
conflict matters, which  include all claims, transactions,
litigations, disputes, arrangements or other matters between the
Debtors and YPF, S.A., the Debtors' ultimate corporate parent.  The
Debtors further related that this vested authority extends to a
settlement agreement with YPF, the DIP financing agreement, and all
plan matters that implicate YPF.

The Debtors told the Court that they and their advisors continue to
confer with major stakeholders regarding plan structures.  The
Debtors further told the Court that the discussions addressed the
Settlement Agreement, as well as more granular chapter 11 plan
matters such as means of plan implementation, timing, claims
reconciliation and estimation, and the like.  The Debtors added
that they and and the Committee of Unsecured Creditors have
exchanged and discussed preliminary lists of plan issues that are
likely to form the framework of the plan.  The Debtors hoped to
extend these discussions to include representatives of a section
1114 retiree committee once appointed, and anticipated meeting with
Occidental Chemical Corporation during the week of December 5, 2016
to discuss potential plan structures.

The Debtors contended that although they have accomplished much
over a relatively short period of time, additional work had to be
done and more time was needed before a confirmable chapter 11 plan
can be proposed.  The Debtors further contended that the general
bar date was October 31, 2016 and the Debtors and their advisors
had been hard at work evaluating those claims.  The Debtors averred
that the outcome of that review would significantly shift and/or
dilute distributable value under a plan.

              About Maxus Energy Corporation

Maxus Energy Corporation and four of its subsidiaries filed
voluntary petitions for reorganization under Chapter 11 (Bankr. D.
Del., Case No. 16-11501) on June 17, 2016. The Debtors intend to
use the breathing spell afforded by the Bankruptcy Code to decide
whether their existing environmental remediation operations and oil
and gas operations can be restructured as a sustainable,
stand-alone enterprise.

The Debtors have engaged Young Conaway Stargatt & Taylor, LLP as
local counsel, Morrison & Foerster LLP as general bankruptcy
counsel, Zolfo Cooper, LLC as financial advisor and Prime Clerk LLC
as claims and noticing agent, all are subject to the Bankruptcy
Court's approval.

On July 7, 2016, the United States Trustee for the District of
Delaware filed Notice of Appointment of Committee of Unsecured
Creditors. The Committee selected Schulte Roth & Zabell LLP as
counsel, and Cole Schotz as Delaware co-counsel. Berkeley Research
Group, LLC, serves as financial advisor for the Committee.

The Debtors hired Keen-Summit Capital Partners LLC as real estate
broker.  The Debtors also engaged Hilco Steambank to market and
sell their internet protocol numbers and other internet number
resources, and EnergyNet.com to market and sell the Debtors'
rights, title, and interest in and to the oil and gas properties.

Andrew Vara, acting U.S. Trustee for Region 3, appointed the
following to a committee of retirees: John Leslie Jackson, Sr.,
Gerald G. Carlton, and Robert E. Garbesi.


MELODY GOOD GIRL: Taps McIntyre Thanasides as Legal Counsel
-----------------------------------------------------------
Melody, Good Girl Incorporated seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to hire McIntyre Thanasides Bringgold Elliott
Grimaldi & Guito, P.A. to give legal advice regarding its duties
under the Bankruptcy Code, assist in the preparation of a
bankruptcy plan, represent the Debtor in any negotiations with
potential financing sources, and provide other legal services.

Prior to the Debtor's bankruptcy filing, McIntyre received a
retainer in the amount of $21,717.

James Elliott, Esq., at McIntyre, disclosed in a court filing that
his firm does not hold any interest adverse to the Debtor's
bankruptcy estate.

The firm can be reached through:

     James W. Elliott, Esq.
     McIntyre Thanasides Bringgold
     Elliott Grimaldi & Guito, P.A.
     500 E. Kennedy Blvd., Suite 200
     Tampa, FL 33602
     Phone: 813.223.0000
     Fax: 813.899.6069
     Email: james@mcintyrefirm.com

                     About Melody, Good Girl

Melody, Good Girl Incorporated sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M. D. Fla. Case No. 16-10587) on
December 13, 2016.  The petition was signed by Christopher E.
Brill, president.  

At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.


MICHAEL A. GRAL: Court OKs Michael F. Dubis as Ch. 11 Examiner
--------------------------------------------------------------
Judge G. Michael Halfenger of the U.S. Bankruptcy Court for the
Eastern District of Wisconsin entered an Order Approving the
Appointment of Michael F. Dubis as the Chapter 11 Examiner of
Michael A. Gral.

The Order was made in response of the U.S. Trustee's proposed
appointment of Michael F. Dubis as Chapter 11 Examiner.

Mr. Dubis will be paid at an hourly rate of $300.

The Court further orders that Mr. Dubis may apply to the Court for
approval of payment of interim attorney's fees and costs on a
monthly basis, consistent with the local rules governing fee
applications. Moreover, beginning on April 21, 2017, Mr. Dubis is
ordered to file a 120-day interim application for compensation
requesting interim approval of all fees and costs incurred between
December 8, 2016, through March 31, 2017.

                  About Michael A. Gral

Michael A. Gral sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D Wis. Case No. 16-21329) on February 20,
2016.

The Office of the U.S. Trustee on July 1 appointed three creditors
of Michael Gral to serve on the official committee of unsecured
creditors.


MICROVISION INC: Agrees to Sell 2 Million Shares to Investor
------------------------------------------------------------
MicroVision, Inc., entered into a Subscription Agreement with Ben
Lawrence-Farhi on Dec. 21, 2016, pursuant to which the Company
agreed to issue and sell to the Investor 2,000,000 shares of the
Company's common stock, par value $0.001 per share, at a price of
$1.07 per share.

The Company intends to use the net proceeds from the sale of the
Shares for general corporate purposes.

The Shares are being issued and sold pursuant to the Company's
registration statement on Form S-3 (Registration No. 333-211869)
declared effective by the Securities and Exchange Commission on
June 22, 2016.  A prospectus supplement relating to the sale of the
Shares will be filed with the SEC.

                      About MicroVision
  
Redmond, Washington-based MicroVision, Inc., is developing its
PicoP(R) display technology that can be adopted by its customers to
create high-resolution miniature laser display and imaging modules.
This PicoP display technology incorporates the company's patented
expertise in two-dimensional Micro-Electrical Mechanical Systems
(MEMS), lasers, optics and electronics.

MicroVision reported a net loss of $14.5 million on $9.18 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $18.1 million on $3.48 million of total revenue for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, MicroVision had $11.90 million in total
assets, $13.20 million in total liabilities and a total
shareholders' deficit of $1.29 million.

Moss Adams LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.


MILLENNIUM HOME: PCO Monitoring Patients' Transition of Care
------------------------------------------------------------
Pamela Rose, the patient care ombudsman appointed for Millennium
Home Health Care, Inc., has filed a Report before the U.S.
Bankruptcy Court for the Western District of Texas on December 22,
2016, concerning with the patients' transition of care under the
new agencies.

Upon reviewing with the the patient records and employee files, the
PCO found that some employee files were missing updated licensures,
and insurance coverages. The Human Resource Director then reported
to contact employees and get files updated.

The PCO also requested to be notified of any changes regarding the
Debtor's patient care, following the Debtor's Administrator's
statement of the possible changes with the agency. Meanwhile, the
PCO noted that the Debtor had presented its patients with a letter
stating that the agency was closing. The PCO was informed that all
of the patients would be discharged from the agency by December 16,
2016.

The PCO further noted that the discharge process is going well,
except patients reporting shock of the agency closure and reporting
anxiety of anticipation of continuity of care. Many of the patients
reported were saddened by the closure, but are transitioning to new
agencies. The PCO will continue to contact the patients and monitor
the patients' transition of care with the new agencies.

Moreover, the PCO requested the Debtor to immediately contact her
for any new developments as regards to starting up any type of
patient care in the agency if they are continuing to reorganize the
company.

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

           http://bankrupt.com/misc/txwb16-51822-45.pdf

              About Millennium Home Health Care

Millennium Home Health Care, Inc. filed a chapter 11 petition
(Bankr. W.D. Tex. Case No. 16-51822) on Aug. 10, 2016. The Debtor
operates as a home health care agency, providing skilled nursing to
patients receiving care through Medicare, Medicaid and certain
other private insurers. It also contracts with third parties to
provide occupational therapy, speech therapy and physical therapy
to its patients.


MOTEL TROPICAL: IRS To Be Paid in $419 Monthly Payments, at 3.25%
-----------------------------------------------------------------
Motel Tropical Inc. filed with the U.S. Bankruptcy Court for the
District of Puerto Rico an amended disclosure statement referring
to the Debtor's plan of reorganization.

The Debtor will commence payments to Class 2 (a) Internal Revenue
Service upon the confirmation of the Plan and will be paid in full
in monthly installments of not less than $419.17 including interest
at the rate of 3.25%.

The funds required to implement the Plan will come from income
derived by Debtor from its continued motel business operation.

The Amended Disclosure Statement is available at:

            http://bankrupt.com/misc/prb16-00966-80.pdf

As reported by the Troubled Company Reporter on Oct. 6, 2016, the
Debtor filed a first amended disclosure statement, dated Sept. 26,
2016.  The Debtor stated in the First Amended Disclosure Statement
that the Plan, as submitted, contemplated a 10% dividend to
unsecured claims, yet upon futher evaluation of the real
postpetition experience regarding the actual proceeds generated
postpetition, the Debtor has recalculate the dividend to unsecured
creditor.  The projections as amended contemplate a 1% dividend,
which is still more that if the business is liquidated under a
Chapter 7 scenario.

                    About Motel Tropical

Motel Tropical Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 16-00966) on Feb. 11,
2016, disclosing under $1 million in both assets and liabilities.
The Debtor is represented by Isabel M. Fullana, Esq., at
Garcia-Arregui & Fullanan PSC.

The Debtor manages a motel business located at Carr 2.KM 110.7
Ave.
Militar, Isabel Puerto Rico. The property on which the Debtor
operates is leased to Manuel Gonzalez Valeting.

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


MSES CONSULTANTS: Unsecureds To Recoup 13.8% Under Plan
-------------------------------------------------------
MSES Consultants, Inc., filed with the U.S. Bankruptcy Court for
the Northern District of West Virginia a first amended disclosure
statement dated Dec. 12, 2016, referring to the Debtor's plan of
reorganization.

General unsecured creditors are classified in Class 5, and will
receive a distribution of 13.8% of their allowed claims,1 to be
distributed in 60 equal monthly payments, with the first payment
being made on Jan. 22, 2017.

Payments and distributions under the Plan will be funded by the
continued cash-flow of the Debtor.  Specifically, the Debtor will
continue operations and continue to collect for its services.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/wvnb15-01204-209.pdf

Headquartered in Clarksburg, West Virginia, MSES Consultants, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. N.D. W.V. Case
No. 15-01204) on Dec. 14, 2015, estimating its assets at between
$50,000 and $100,000 and liabilities at between $1 million and $10
million.  The petition was signed by Lawrence M Rine, president.

Judge Patrick M. Flatley presides over the case.

Richard R. Marsh, Esq., at McNeer, Highland, McMunn And Varner, LC,
serves as the Debtor's bankruptcy counsel.


MYND ANALYTICS: Anton & Chia LLP Raises Going Concern Doubt
-----------------------------------------------------------
MYnd Analytics, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$5.94 million on $85,100 of revenues for the year ended September
30, 2016, compared to a net loss of $3.38 million on $100,100 of
revenues for the year ended September 30, 2015.

Anton & Chia, LLP, states that the Company has recurring losses
from operations and a net capital deficiency.  These conditions,
among others, raise substantial doubt about the Company's ability
to continue as a going concern.

The Company's balance sheet at September 30, 2016, showed total
assets of $1.32 million, total liabilities of $1.58 million, and a
stockholders' deficit of $256,500.

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

MYnd Analytics, Inc., is a predictive analytics company that has
developed a decision support tool to help physicians reduce trial
and error treatment in mental health and provide more personalized
care to patients.  The Company provides objective clinical decision
support to mental healthcare providers for the personalized
treatment of behavioral disorders, including depression, anxiety,
bipolar disorder, post-traumatic stress disorder ("PTSD") and other
non-psychotic disorders.



NAB HOLDINGS: Moody's Lowers CFR to B2 on Increased Biz Risks
-------------------------------------------------------------
Moody's Investors Service downgraded NAB Holdings, LLC's ("NAB")
Corporate Family Rating (CFR) to B2, from B1, its Probability of
Default Rating to B3-PD, from B2-PD, and the ratings for its senior
secured credit facilities to B2, from B1. The ratings have a stable
outlook.

RATINGS RATIONALE

The downgrade of the CFR reflects Moody's assessment that NAB's
business risks have increased as a result of the growth in cash
advances extended to small merchants, which totaled about $64
million as of September 30, 2016 or about 31% of total assets. The
amount of merchant cash advances has not declined meaningfully as
anticipated by Moody's. NAB's credit exposure to high risk
merchants has heightened its risks relative to the other rated
payment processing companies that derive their operating profits
from processing payment transactions. NAB's EBITDA (Moody's
adjusted) grew by over 60% in the YTD 3Q 2016 period, partly
boosted by the growth in income from cash advances, and total debt
to EBITDA (Moody's adjusted) has declined to 3.3x at 3Q 2016, from
about 4.9x a year ago. Operating cash flow has improved
significantly in 2016 as a result of the EBITDA growth and lower
utilization of cash to fund growth in cash advances.
Notwithstanding the company's strong operating performance in 2016,
the high level of cash advances increases the potential for
performance volatility due to credit losses or slower cash receipts
in adverse macroeconomic conditions.

The B2 CFR additionally reflects NAB's modest operating scale and
its intensely competitive operating environment. The rating also
incorporates "key man risk" attributed to its founder and
shareholder and the potential for periodic debt-funded returns to
shareholders. The rating is supported by NAB's strong revenue
growth and recurring, transaction-based revenues in its core
payment processing business. Moody's expects the company to
maintain total debt to EBITDA below 4x and generate free cash flow
in excess of 20% of adjusted debt in 2017.

The stable rating outlook incorporates Moody's expectation that NAB
will reduce its credit exposure to merchant advances through use of
third-party funding arrangements which bear the risks from the
credit portfolio. Moody's expects NAB to maintain adequate
liquidity consisting of availability under the revolving credit
facility and free cash flow.

NAB's ratings could be downgraded if its liquidity deteriorates or
Moody's believes that NAB's merchant advances are not expected to
decline. The ratings could be downgraded if leverage is expected to
remain above 4.5x (Moody's adjusted) and the ratio of free cash
flow (net of customer acquisition costs) to adjusted debt declines
to below 10%. Conversely, Moody's could raise NAB's ratings if
merchant cash advances decline significantly, the company
establishes a track record of maintaining conservative financial
policies and generates organic revenue growth in the mid-single
digit rates. The ratings could be upgraded if Moody's expects NAB
to sustain total debt to EBITDA below 3.5x and free cash flow in
excess of 20% of total debt.

Downgrades:

Issuer: NAB Holdings, LLC

Corporate Family Rating, Downgraded to B2 from B1

Probability of Default Rating, Downgraded to B3-PD from B2-PD

Senior Secured Bank Credit Facilities, Downgraded to B2 (LGD3)
from B1 (LGD3)

Outlook Actions:

Issuer: NAB Holdings, LLC

Outlook, Changed To Stable From Negative

NAB provides electronic payment processing services to small and
mid-sized business merchants in the United States.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.


NASTY GAL: In Talks With Bidders; Asks for Cash Use Until Jan. 5
----------------------------------------------------------------
Nasty Gal Inc. asks the U.S. Bankruptcy Court for the Central
District of California for authorization to use the cash collateral
of Hercules Capital, Inc. f/k/a Hercules Technology Growth Capital,
Inc., as administrative agent for itself and several banks and
other financial entities, pursuant to the terms of their Third
Stipulation.

The Court had previously authorized the Debtor to use cash
collateral through Dec. 20, 2016.

The Debtor tells the Court that it is engaged in discussions with
several parties that have expressed an interest in purchasing the
Debtor's business as a going concern, and that it is also
evaluating a potential restructuring plan.  The Debtor further
tells the Court that due to the uncertainty regarding the Estate's
reorganization plan, which will likely be determined in the coming
weeks, the Debtor believes that it is in the best interests of the
Estate to enter into a stipulation with the Prepetition Lender
regarding another short period for the interim consensual use of
the Prepetition Lender's cash collateral.  It adds that by Jan. 5,
2017, the Debtor and the Prepetition Lender will be prepared to
stipulate to the use of cash collateral on a final basis.

The terms of the Third Stipulation between the Debtor and the
Prepetition Lender, contains the same terms as the Second Interim
Stipulation, with the following substantive changes:

     (1) the use of cash collateral will be for the period of Dec.
20, 2016 through
Jan. 5, 2017;

     (2) a new cash collateral budget for the interim period; and

     (3) the Debtor will make an adequate protection payment of
$250,000 to the Prepetition Lender.

The Debtor's proposed Budget covers a 13-week period, beginning on
the week ending
Dec. 17, 2016 and ending on March 11, 2017.  The Budget provides
for expenses in the amount of $1,376,000 for the week ending Dec.
24, 2016, $483,000 for the week ending Dec. 31, 2016, and
$1,721,000 for the week ending Jan. 7, 2017

A full-text copy of the Debtor's Motion, dated Dec. 19, 2016, is
available at
http://bankrupt.com/misc/NastyGal2016_216bk24862bb_170.pdf

                        About Nasty Gal Inc.

Nasty Gal Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 16-24862) on Nov. 9, 2016.  The petition was signed by Joe
Scirocco, president.  The case is assigned to Judge Sheri Bluebond.
The Debtor is represented by Scott F. Gautier, Esq., at Robins
Kaplan LLP.  At the time of filing, the Debtor estimated assets and
liabilities at $10 million to $50 million.


NEENAH ENTERPRISES: S&P Affirms 'B-' CCR, Off CreditWatch Negative
------------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'B-' corporate credit
rating on Neenah Enterprises Inc. and removed it from CreditWatch,
where it was placed with negative implications on Sept. 1, 2016.
The outlook is negative.

At the same time, S&P assigned its 'B' issue-level rating and '2'
recovery rating to the company's new term loan due in 2019,
indicating S&P's expectation for substantial (70%-90%) recovery in
the event of a payment default.

The rating affirmation and negative outlook reflect S&P's
expectation for continued weakness in the heavy-truck,
construction, and agricultural end markets served by Neenah's
industrial segment.  That will lead to lower casting volumes and
profitability, putting further stress on earnings in the next 12
months.  S&P expects Neenah's adjusted-debt-to-EBITDA ratio will
increase meaningfully to above 6x in the next 12 months.

S&P resolved its CreditWatch placement with negative implications
following the company's recent refinancing of its ABL revolver and
term loan, which included a maturity extension until 2019 and
improved covenant headroom under the net leverage covenant.  These
benefits are partially offset by our expectation for weaker than
anticipated demand in Neenah's key industrial end markets, leading
to profitability and cash flow pressure.

Neenah is a manufacturer of casting and forging products for the
municipal (46% of sales for the fiscal year ended Sept. 30, 2016)
and industrial (54%) markets.  It benefits from some revenue
diversity.  Municipal castings include manhole frames, storm
drains, trench castings, and decorative tree grates.

Industrial castings have a variety of applications in multiple end
markets.  These include gearboxes, chassis and axle components, and
drivetrain components.  The majority of Neenah's industrial
business is the heavy-duty truck segment, with the material
handling, construction, agricultural, and other segments
contributing smaller portions of its industrial sales.  Neenah has
greater end-market diversity than its strictly industrial-focused
competitors Grede and Hitachi Metals-owned Waupaca, which dampens
the effects of a downturn in the industrial market.

The company is majority-owned by funds affiliated with Golden Tree
Asset Management L.P., which S&P do not view as a traditional
financial sponsor.  However, S&P views Neenah's financial risk
profile as highly leveraged because of its weak credit measures. As
of Sept. 30, 2016, its adjusted debt to EBITDA was 5.4x.  S&P
expects that will rise above 6x in fiscal-year 2017 before
potentially easing back below 6x in fiscal 2018.

S&P expects Neenah to maintain adequate liquidity over the next 12
months.  S&P estimates that the company's sources of liquidity will
be at least 1.2x its uses and believe that its net sources will
remain positive even if its forecast EBITDA declines by 15%. S&P
believes the qualitative factors related to Neenah's liquidity,
such as its standing in the credit markets and its relationship
with its banks, support S&P's adequate assessment.

Principal liquidity sources:

   -- Minimal cash and cash equivalents;
   -- $44 million of available borrowing capacity under its
      $75 million ABL revolver due in 2019;
   -- Annual funds from operations of $15 million-$20 million; and
   -- Working capital inflows of $1 million-$3 million.

Principal liquidity uses:

   -- Debt amortization of about $5 million per year; and
   -- Annual capital expenditures of $10 million-$15 million per
      year.

Covenants:

The new term loan is subject to a total net leverage ratio
financial maintenance covenant.  The ABL revolver is subject to a
springing fixed charge coverage ratio when availability is less
than 10% of the commitment of $75 million.  S&P do not anticipate
that Neenah will draw on the revolver such that the covenant will
be tested in the next 12 months.

The negative outlook reflects S&P's expectation for continued
weakness in the heavy-truck, construction, and agricultural end
markets served by Neenah's industrial segment that will lead to
lower casting volumes and profitability, putting further stress on
earnings in the next 12 months.  S&P expects Neenah's adjusted debt
to EBITDA will increase to above 6x in the next 12 months from 5.4x
at Sept. 30, 2016.

S&P could lower its ratings if S&P anticipates continued or
deepening weakness in the heavy-truck and other industrial markets
is likely to put further stress on earnings without a sufficiently
positive offset from Neenah's relatively stable municipal business.
This could result in free cash flow becoming meaningfully negative
and the company's liquidity becoming constrained, reflected by a
narrowing of the covenant cushion to less than 10%.

S&P could revise our outlook to stable during the next year if the
company's operating performance, particularly in the industrial
segment, improves driven by recovery in its heavy truck,
construction, and agriculture end markets.  This could include the
industrial segment returning to profitability and free operating
cash flow (FOCF) becoming significantly positive, used by the
company to pay down debt.

   -- S&P assigned a recovery rating of '2' and a 'B' issue-level
      rating to the new term loan.
   -- The gross enterprise value of $150 million is based on
      $30 million of EBITDA at emergence and a 5x EBITDA multiple.
   -- Simulated year of default: 2018
   -- Revolver draw: 60%
   -- Emergence EBITDA: $30 million
   -- Multiple: 5x
   -- Gross recovery value: $153 million
   -- Pension adjustment: $13 million
   -- Gross recovery value after pension adjustment: $140 million
   -- Net recovery value for waterfall after administrative
      expenses (5%): $133 million
   -- Obligor/nonobligor valuation split: 100%/0%
   -- Estimated first-lien claim: $106 million
      -- Recovery range: 70%-90% (at the higher end)


NNN 400: Wants Approval for Use of Wells Fargo Cash Collateral
--------------------------------------------------------------
NNN 400 Capital Center 16, LLC, and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of Delaware for
authorization to use cash collateral.

Each Debtor acquired an undivided tenant-in-common, or TIC,
interest in the Regions Center, an approximately 547,000 square
foot office building located in Little Rock, Arkansas.  The
Property is occupied by multiple tenants under various commercial
office leases.

Secured Creditor Wells Fargo Bank, N.A., as Trustee for the
Registered Holders of COMM 2006-C8 Commercial Mortgage Pass-Through
Certificates, has an interest in the cash collateral.  It asserts
secured prepetition indebtedness against the Debtors and the other
TIC owners in the amount of approximately $30 million.  The Secured
Creditor has not given its consent to the Debtor's use of cash
collateral.

The Debtors relate that they intend to use the cash collateral to
pay for the operating expenses of their Property and to pay for
certain administrative expenses of their bankruptcy cases in
accordance with a proposed budget, on an interim basis.

The Debtors' proposed 12-week Budget covers the period of the week
with Dec. 19, 2016 through the week with March 6, 2017.  The Budget
provides for total disbursements in the amount of $720,854,000.

The Debtors propose to provide the Secured Creditor with:

     (1) monthly interest payments based on the outstanding
principal balance of the secured debt at the non-default interest
rate;

     (2) a replacement lien on all the Debtors' post-petition
assets, to the extent of diminution in the value of the Secured
Creditor's interest in cash collateral; and

     (3) an administrative priority expense claim, to the extent
there is diminution in value of the Secured Creditor's interest in
cash collateral.

A full-text copy of the Debtors' Motion, dated Dec. 19, 2016, is
available at http://bankrupt.com/misc/NNN4002016_1612728kg_21.pdf

A full-text copy of the Debtors' proposed Budget, dated Dec. 19,
2016, is available at
http://bankrupt.com/misc/NNN4002016_1612728kg_21_1.pdf

                   About NNN 400 Capitol Center 16

NNN Capitol Center 16, LLC, et al., are limited liability companies
that acquired an undivided tenant-in-common interest in the Regions
Center, an approximately 547,000 square foot office building
located in Little Rock, Arkansas.

NNN Capitol Center 16 and its affiliated debtors filed chapter 11
petitions (Lead Case No. 16-12728) on Dec. 9, 2016.  The petitions
were signed by Charles D. Laird and Peggy Laird, on behalf of the
Charles D. Laird and Peggy Laird Revocable Trust dated 4/21/1999,
member.  

The Debtors are represented by Thomas Joseph Francella, Jr., Esq.,
at Whiteford, Taylor & Preston LLC. The Debtors retained Rubin and
Rubin, P.A. as their Special Corporate and Litigation Counsel. The
cases are assigned to Judge Kevin Gross.

At the time of the filing, NNN 400 Capitol Center 16, NNN 400
Capitol Center 10, and NNN 400 Capitol Center 11 each estimated
assets and liabilities at $10 million to $50 million.


NORTEL NETWORKS: Deal Removes PBGC's Threat to $7.3-Bil. Pact
-------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that Nortel Networks Corp.'s U.S. unit agreed to
contribute up to $565 million toward pension funding gaps,
neutralizing a threat to the hard-fought settlement over the
telecommunication firm’s liquidation proceeds.

According to the report, citing papers filed in U.S. Bankruptcy
Court, Nortel's U.S. unit reached a bankruptcy-court settlement
with the Pension Benefit Guaranty Corp., the U.S. pension insurer,
a critical step toward executing a cross-border liquidation plan
that divvies up $7.3 billion among various groups of creditors.

Lawyers had warned that the PBGC's sizable claims were threatening
to spark renewed fights among the U.S. unit, its Canadian parent
and Nortel units in Europe, the report related.  The bankruptcy
judge overseeing the U.S. case is scheduled to consider approving
it next month, the report said.

Nortel's inability to reach consensus over the PBGC's claim had
jeopardized the broader international settlement over how to divide
the money raised from selling Nortel’s businesses and patents,
the report further related.

Acting as the federal government's retiree safety net, the PBGC
took over the U.S. unit's underfunded pension plan soon after
Nortel's 2009 collapse into insolvency, the report added.  The
arrangement kept checks flowing to 22,000 of Nortel's U.S.-based
retirees, but it also gave rise to hundreds of millions of dollars
in claims against the defunct telecommunications company, which the
PBGC has been trying to collect, the report said.

Then in July 2014, nearly five years after first filing its
bankruptcy claims, the PBGC upped its demands, asking for at least
another $114 million, the report noted, citing court papers. That
allocation agreement is at the heart of the payment schemes in the
U.S. unit's proposed chapter 11 plan, which comes up for
confirmation in January, the report said.  The PBGC estimated it
was seeking about $708 million from the portion of the settlement
earmarked for U.S. creditors, the report added.

The deal eliminates the need for U.S. Bankruptcy Judge Kevin Gross
to decide whether the agency got the math right, the Journal said.
The PBGC agreed to accept a $624 million unsecured claim, a
downgrade from the priority claim it had previously asserted, with
its actual recoveries capped at $565 million, the news agency
added.

                     About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
Commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group.
That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New
York, serve as the U.S. Debtors' general bankruptcy counsel; Derek
C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP,  in
Wilmington, serves as Delaware counsel.  The Chapter 11  Debtors'
other professionals are Lazard Freres & Co. LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims and notice
agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor.  The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014.  The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.

According to The Wall Street Journal, Justice Frank Newbould of
the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money.


NORTEL NETWORKS: Has Deal to Allow PBGC $624M Unsec. Claim
----------------------------------------------------------
BankruptcyData.com reported that Nortel Networks filed with the
U.S. Bankruptcy Court a motion to approve a compromise and
settlement agreement by and among the Debtors and the Pension
Benefit Guaranty Corporation with respect to PBGC claims and
related issues.  The motion explains, "As a result of a mediation
overseen by the Court-appointed mediator, Judge Joseph Farnan, the
Debtors and the PBGC have reached an agreement that provides the
PBGC with a single allowed general unsecured claim against each of
the Debtors in their respective Chapter 11 Cases in the amount of
$624,601,972, subject to a cap on the PBGC's right to receive
distributions on such allowed claims in the maximum aggregate
amount of $565,000,000.  This allowed claim, as capped, would be
granted in full satisfaction of any claims the PBGC may have
against the Debtors, which have been asserted in an amount in
excess of $700,000,000.  After vigorous arms-length negotiations,
the Debtors and the PBGC were able to reach a compromise to settle
the dispute over the PBGC Claims and the Objection.  Subject to the
Court's approval, the Settlement Agreement provides, in pertinent
part, that the PBGC shall receive a single allowed general
unsecured claim against each of the Debtors in the amount of
$624,601,972 (the 'Allowed Unsecured Claim'); the allowance of the
Allowed Unsecured Claim shall be granted in full satisfaction of
any and all claims that have been or could have been asserted by
the PBGC against the Debtors; the PBGC shall not have any further
claims against any of the Debtors; the maximum aggregate
distributions the PBGC shall receive on its Allowed Unsecured Claim
from the Debtors is $565 million."  The Court scheduled a January
9, 2017 hearing to consider the motion, with objections due by
January 5, 2017.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
Commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors.  Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel Group.
That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New
York, serve as the U.S. Debtors' general bankruptcy counsel; Derek
C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP,  in
Wilmington, serves as Delaware counsel.  The Chapter 11  Debtors'
other professionals are Lazard Freres & Co. LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims and notice
agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor.  The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014.  The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.

According to The Wall Street Journal, Justice Frank Newbould of the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money.


ONSITE TEMP: JRS Group Seeks Ch. 11 Trustee Appointment
-------------------------------------------------------
The JRS Group asks the U.S. Bankruptcy Court for the District of
Arizona to direct the appointment of a Chapter 11 Trustee for
Onsite Temp Housing Corporation.

The JRS Group is composed of JRS Funding, L.L.C., James Riley,
Joseph Zerbib and Diane Zerbib, Michael Zerbib and Michelle Zerbib,
David Riley, Richard T. Lommen as Trustee of the Richard T. Lommen
Jr., 2004 Revocable Trust, Scott A. Gould, Gould Investments,
L.L.C., LLindell, LLC, Katherine McClerkin, 3 Dog Lending, LLC, RK
Lending, LLC and Empire J. Investments, LLC.

The Debtor is owned by William Bradford C. Blaicher and Donn
Kaebisch. At various times, each member of the JRS Group loaned the
Debtor's monies to purchase travel trailers. The Debtor executed an
Agreement evidencing the debt owed to each lender and conveying a
lien on each trailer to each member of the JRS Group.  

According to the JRS Group, cause exists for the appointment of a
trustee because the current management of the Debtor, Messrs.
Kaebisch and Blaicher, has grossly mismanaged the financial affairs
of the Debtor, engaged in fraud, conversion and self-dealing and
breached their fiduciary duties to the detriment of their
creditors.

                About Onsite Temp

Onsite Temp Housing Corporation, based in Phoenix, Arizona, filed a
Chapter 11 petition (Bankr. D. Ariz. Case No. 16-10790) on Sept.
20, 2016.  The Hon. Paul Sala presides over the case.  Harold E.
Campbell, Esq., at Campbell & Coombs, P.C. serves as bankruptcy
counsel.

In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Donald Kaebisch, authorized representative.

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


OPTIMA SPECIALTY: Cash Collateral Use on Interim Basis Allowed
--------------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware authorized Optima Specialty Steel, Inc., and its
affiliated debtors to use cash collateral on an interim basis.

The Debtors are indebted to Wilmington Trust, National Association
as trustee and noteholder collateral agent, for the benefit of
secured noteholders of $175 million secured notes.  The secured
notes are secured by substantially all the Debtors' assets.  As of
the Petition Date, the Debtors owe the Secured Parties
approximately $161 million, exclusive of accrued and unpaid
interest, and certain fees, costs, and expenses.

The Debtors sought to use cash collateral in order to, among other
things, preserve and maintain their going concern value.  The
Debtors contended that the preservation and maintenance of their
assets and business is necessary to maximize the value of the
Debtors' estates.

The approved Budget covers a four-week period from December 15,
2016 through January 6, 2017.  The Budget provides for total
operating disbursements in the amount of $28,209,000.

Wilmington Trust, for the benefit of itself and the secured
noteholders, was granted:

     (1) additional and replacement valid, binding, enforceable,
non-avoidable, and automatically perfected postpetition security
interests in and liens on all the Debtors' property, subject to the
Carve-Out and other valid, perfected and unavoidable liens, if any,
existing as of the Petition Date that are senior in priority to the
Prepetition Liens of the Secured Parties; and

     (2) an allowed administrative expense claim in the Debtors'
cases ahead of and senior to any and all other administrative
expense claims, to the extent of any postpetition diminution in
value, subject to the Carve-Out.

The Carve-Out consists of:

     (1) all fees required to be paid to the Clerk of the Court and
to the Office of the United States Trustee;

     (2) fees and expenses up to $50,000 incurred by a trustee;

     (3) all accrued but unpaid costs, fees, and expenses incurred
by persons or firms retained by the Debtors and any official
committee appointed in the cases, at any time before the first
business day following the delivery by the Indenture Trustee or the
Secured Noteholder Group of a Carve-Out Trigger Notice; and

    (4) after the first business day following delivery by the
Indenture Trustee or the Secured Noteholder Group of the Carve-Out
Trigger Notice, in an aggregate amount not to exceed $250,000 with
respect to the Debtor Professionals, and $50,000 with respect to
the Committee Professionals.

A final hearing on the Debtors' Motion is scheduled on January 13,
2017 at 11:00 a.m.  The deadline for the filing of objections to
the Debtors' Motion is set on January 10, 2017 at 4:00 p.m.

A full-text copy of the Interim Order, dated December 19, 2016, is
available at
http://bankrupt.com/misc/OptimaSpecialty2016_1612789kjc_54.pdf

A full-text copy of the approved Budget, dated December 19, 2016,
is available at
http://bankrupt.com/misc/OptimaSpecialty2016_1612789kjc_54_1.pdf

              About Optima Specialty Steel

Optima Specialty Steel, Inc. and its affiliates are leading
independent manufacturers of specialty steel products.  All of the
Debtors' manufacturing facilities are located in the United States,
and each of the Debtors' operating units have operated in the steel
industry for more than 50 years.  The Debtors collectively employ
more than 900 people.

Optima Specialty Steel, Inc. and its affiliated Debtors filed
separate Chapter 11 bankruptcy petitions on December 15, 2016:
Optima Specialty Steel, Inc. (Bankr. D. Del. 16-12789); Niagara
LaSalle Corporation (Bankr. D. Del. 16-12790); The Corey Steel
Company (Bankr. D. Del. 16-12791); KES Acquisition Company (Bankr.
D. Del. 16-12792); and Michigan Seamless Tube LLC (Bankr. D. Del.
16-12793).  The petitions were signed by Mordechai Korf, chief
executive officer.  At the time of filing, the Debtors' estimated
assets and liabilities at $100 million to $500 million.

The Debtor is represented by Dennis A. Meloro, Esq., Greenberg
Traurig, LLP.  The Debtors' retained Ernst & Young LLP as their
Financial Advisor, and Garden City Group, LLC as their Claims &
Noticing Agent.

No request has been made for the appointment of a trustee or
examiner and the U.S. Trustee has not yet appointed an official
committee of unsecured creditors.


OUTER HARBOR: Wants Court to Extend Plan Filing Period to Mar. 27
-----------------------------------------------------------------
Outer Harbor Terminal, LLC asks the U.S. Bankruptcy Court for the
District of Delaware to extend its exclusive periods for filing a
chapter 11 plan and soliciting acceptances to the plan, through
March 27, 2017 and May 26, 2017, respectively.

The Debtor contends that since its wind down is substantially
complete, the Debtor and its advisors are now primarily focused on
completing the claims reconciliation process and formulating and
proposing a plan of liquidation for the benefit of its creditors.
The Debtor believes it will be able to settle certain of its
pending claim objections and that those anticipated settlements
will provide the Debtor with the ability to make a distribution to
creditors.  The Debtor further contends that it has begun drafting
a plan of liquidation and disclosure statement that it hopes to
file with the Court in the near term.

The Debtor tells the Court that it is seeking an extension of its
Exclusive Periods in order to allow the Debtor to finalize and
document the anticipated claim settlements and complete the
drafting of its plan of liquidation and disclosure statement.  The
Debtor further tells the Court that the requested extensions of the
Exclusive Periods, will allow the Debtor to continue such
plan-related efforts without the distraction of dealing with any
competing plans filed and, accordingly, are in the best interest of
the Debtor’s estate and creditors.

The Debtor's Motion is scheduled for hearing on January 12, 2017 at
9:30 a.m.  The deadline for the filing of objections to the
Debtor's Motion is set on January 5, 2017 at 4:00 p.m.

             About Outer Harbor Terminal, LLC

Outer Harbor Terminal, LLC -- aka Ports America Outer Terminal,
LLC, PAOH, and PAOHT -- is an Oakland, California-based port
operator. It is a joint venture between Ports America and Terminal
Investment Ltd.

Outer Harbor is winding down operations.  Ports America is leaving
Oakland to concentrate its investments in other terminals that the
company operates in Tacoma, Los Angeles-Long Beach, New York-New
Jersey and Baltimore.

Oakland, California-based port operator Outer Harbor Terminal, LLC
filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-10283)
on Feb. 1, 2016.  The petition was signed by Heather Stack, chief
financial officer.  The case is assigned to Judge Laurie Selber
Silverstein.

The Debtor disclosed $103 million in assets and $370 million in
debt.

Milbank, Tweed, Hadley & Mccloy LLP is the Debtor's general
counsel.  Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A., serves as its Delaware counsel.  Prime Clerk LLC is the
claims and noticing agent.


OVERLAND PARK DEVT: Fitch Affirms BB Rating on $61MM 2007B Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the following bonds for Overland Park
Development Corporation, Kansas (the corporation):

-- $61.325 million outstanding second tier refunding revenue
bonds, series 2007B (Overland Park convention center hotel project)
at 'BB'.

The Rating Outlook is Stable.

SECURITY

The bonds are special limited obligations payable from a
subordinate lien on the net operating revenues of the convention
center hotel, a senior lien on a 4.5% citywide transient guest tax
(TGT), subject to annual appropriation, and a cash funded debt
service reserve funded to the IRS standard. The bonds also have a
leasehold interest on the convention center hotel and a subordinate
lien on a 1.5% TGT supporting superior lien bonds (not rated by
Fitch).

KEY RATING DRIVERS

The 'BB' rating is based on slow prospects for continued TGT growth
and weak coverage of maximum annual debt service (MADS), which, due
to the ascending debt service is only 0.7x based on fiscal 2015
pledged revenues. The revenues would have to grow at a compound
annual growth rate of approximately 2% to achieve 1.0x coverage
annually through the life of the bonds, which mature in FY 2032.
While the $6.6 million DSRF provides some additional security, the
necessary annual growth to cover annual debt service is a
significant credit weakness.

RATING SENSITIVITIES
Changes in Resilience: The 'BB' rating is sensitive to sustained
deterioration in TGT collections, which may cause pledged revenue
to be insufficient to demonstrate resilience to economic declines
without the use of nontax revenues.

CREDIT PROFILE

The corporation is a component unit of the city of Overland Park
(GO bonds rated 'AAA' by Fitch), which benefits from its proximity
to the Kansas City metro area. The city features an extensive
transportation network and well-educated work force that help drive
growth in population and the economy. The city is home to several
Fortune 500 companies, with Sprint as its leading employer. Both
the financial services and professional and business service
sectors account for a greater percentage of total countywide
employment than the national average. The city has seen growth in
its hotel supply (4.7% in FY 2016 and forecasted growth of 2.2% in
FY 2017).

The not-for-profit corporation was created for the sole purpose of
constructing and owning a 412 room convention center hotel located
adjacent to the city's convention center. The corporation board is
comprised of six members of the city's governing body, appointed by
the mayor and approved by the city council.

The convention center hotel opened in December 2002 and is operated
as a Sheraton hotel under a hotel operating agreement with Starwood
Hotels & Resort that expires in November 2022. The city's
convention center opened in 2002 and primarily hosts regional
business and community needs in 60,000 square feet of exhibit space
and a 25,000 square foot ballroom.

Primary support for the rating is derived from the coverage
generated from the first lien on the 4.5% and second lien on the
1.5% citywide TGT imposed upon the roughly 5,300 available hotel
rooms located within the city. A citywide hotel tax has been levied
since 1982 and is collected by the state and remitted to the city
quarterly net of a 2% collection fee.

Overland Park has covenanted to budget sufficient citywide hotel
tax revenues to pay the next year's debt service on the bonds
pursuant to a debt service support agreement between the city and
the corporation. The allocation of TGT revenues is capped at
amounts received solely from the 4.5% and 1.5% TGT. Once the city
appropriates funds, the obligation to pay debt service is absolute
and unconditional without abatement, deduction or setoff and
counterclaim.

The bonds also have a subordinate pledge of net revenues from the
convention center hotel. Fitch gives this pledge little weight
given the unpredictability of the operating performance of a single
hotel. In recent years, net hotel revenues have provided support
for the superior lien bonds, thus freeing up much of the additional
1.5% TGT revenues upon which the series 2007B bonds have a
subordinate lien. However, the ascending debt service schedule and
variability of net hotel revenues make it uncertain that this will
continue to the same extent. Debt service on both series of bonds
grows at a compound annual rate of about 2.8% through maturity in
2032. Debt service on the Fitch rated bonds comprises 60% of total
debt service.

The commitment of citywide TGT revenues can be released if debt
service coverage from net revenues of the convention center hotel
exceeds 2.25x for three consecutive calendar years. However, these
revenues would be reinstated if coverage subsequently fell below
1.75x at any time through maturity.

Coverage of fiscal 2015 second tier debt service by pledged TGT
revenues was 1.13x, increasing to 1.74x with surplus revenue after
debt service on the first tier bonds. MADS coverage , however, was
only 0.71x and 1.09x with surplus revenue from the first tier.
Based on a conservative 1% annual growth rate (10-year CAGR has
been 2.5%), MADS coverage would increase to 0.84x through FY 2032
(the year of MADS). This would result in the use of some of the
DSRF beginning in FY 2021.

Security not Resilient to Declines: To evaluate the sensitivity of
the dedicated revenue stream to cyclical decline, Fitch considers
both revenue sensitivity results (using a 1% decline in national
GDP scenario) and the largest decline in revenues over the period
covered by the revenue sensitivity analysis. Based on pledged
revenue history, Fitch's analytical sensitivity tool (FAST)
generates a high 6.3% scenario decline in pledged revenues. The
largest consecutive decline in pledged TGT revenue was 25.1%.

Since current coverage of debt service by pledged revenues is below
1.0x MADS, revenue would not be able to withstand a decline similar
to that depicted by FAST or the largest consecutive historical
decline without using the DSRF. Not only does the revenue not
currently cover MADS and would provide no resilience through
economic declines, TGT revenue would have to grow at a rate above
2% annually to cover annual debt service payments through the life
of the bonds. Fitch believes this level of resilience is consistent
with a 'BB' category rating.

Slow Revenue Growth: The 10-year CAGR on the TGT revenue has been
2.5% through FY 2015, slightly above the rate of inflation. Second
tier TGT revenues have increased each year since 2011 and are
projected to increase by 1.4% in FY 2016 to $5.1 million.


PACIFIC ANDES: Wants Plan Filing Period Extended to March 31
------------------------------------------------------------
Pacific Andes Resources Development Limited, also known as PARD,
asks the U.S. Bankruptcy Court for the Southern District of New
York to extend its exclusive periods for filing a chapter 11 plan
and soliciting acceptances to the plan through March 31, 2017 and
May 31, 2017, respectively.

William Brandt, the Chapter 11 Trustee for Debtor CFG Peru
Investments Pte. Limited (Singapore), also known as CFG Peru
Singapore, has expressed his support for the requested extension
while he works to assess and stabilize the Peruvian businesses.
The Trustee has specifically requested that the Debtors hold off on
their own independent efforts to develop and communicate a chapter
11 plan term sheet and business plan.  This development, coupled
with the fact that the Debtors’ cases have several layers of
complexity, including with respect to the number of Debtors and
their affiliates, their location around the world, their
involvement in insolvency proceedings in at least four other
jurisdictions, and the complex reporting all support the extension
requested by PARD.

Immediately prior to the appointment of the Chapter 11 Trustee, the
Debtors and their professionals had been prepared to propose a
framework for a restructuring and to provide their creditors and
interest holders with a term sheet, and then meet with various
creditor constituencies the week of November 14th.  Immediately
after the Chapter 11 Trustee’s appointment, just days before the
week of the 14th when David Prager of Goldin Associates was
scheduled to fly again to Hong Kong for such term sheet meetings,
the Chapter 11 Trustee conveyed his strong preference for PARD and
the Affiliated Debtors to suspend work on the term sheet and/or
related business plan in order to allow him time to assess the
situation and take such other actions as he deemed necessary prior
to commencement of restructuring negotiations.

PARD relates that the Debtors have complied with the Chapter 11
Trustee’s request.  PARD contends that there is optimism in the
Peruvian fishing industry that the El Niños have ended, quotas
will be increased, and catches and revenue will improve in the
seasons to come.

PARD says that the Debtors have kept their lender group apprised of
these developments while maintaining timely compliance with their
reporting requirements.  PARD further says that the lenders have
also met independently with the Trustee, and asserts that the
current circumstances of these cases warrant an extension of
exclusivity for PARD.

The Debtor's Motion is scheduled for hearing on January 4, 2017 at
11:00 a.m.  The deadline for the filing of objections to the
Debtor's Motion is set on December 28, 2016.

            About Pacific Andes Resources Development Limited

Pacific Andes Resources Development Limited sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S. D. N.Y. Case No.
16-12739) on September 29, 2016.  The petition was signed by Ng
Puay Yee, Annie (Jessie), executive chairman.

The Debtor is represented by Tracy L. Klestadt, Esq., at Klestadt
Winters Jureller Southard & Stevens, LLP.  The case is assigned to
Judge James L. Garrity Jr.

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

The Debtor's case is not jointly administered with the case of its
affiliate China Fishery Group Ltd. (Cayman), which sought Chapter
11 protection on June 30, 2016.


PARETEUM CORP: In Talks on Possible NYSE Plan Deadline Extension
----------------------------------------------------------------
Pareteum Corporation previously disclosed a Dec. 31, 2016, plan
deadline date under NYSE MKT rules.  The Company said it remains in
discussions with the Exchange regarding a further potential
extension of time, pursuant to NYSE MKT rules.

                      Pareteum Corp

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.

Elephant Talk reported a net loss of $5.00 million on $31.0 million
of revenues for the year ended Dec. 31, 2015, compared to a net
loss of $21.9 million on $20.4 million of revenues for the year
ended Dec. 31, 2014.

As of Sept. 30, 2016, Pareteum had $15.26 million in total assets,
$21.66 million in total liabilities and a total stockholders'
deficit of $6.40 million.

Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda &
Williamson, LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, has an accumulated deficit of
$256 million and has negative working capital.  This raises
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


PARETEUM CORP: Modifies Terms of $3.5 Million Promissory Notes
--------------------------------------------------------------
Pareteum Corporation, on Dec. 16, 2016, entered into a letter
agreement with certain holders of 9% Unsecured Subordinated
Convertible Promissory Notes in the aggregate amount of $3,548,000
and warrants previously issued by the Company pursuant to a private
placement memorandum dated Dec. 1, 2015, as amended.

Pursuant to the Agreement, the Company and the Holders agreed to
modify certain terms of the Notes whereby the principal amount
thereof will be increased by 10%, which interest will begin to
accrue as of the date of the Agreement.  In addition, the holders
of the Notes are granted the right, exercisable at any time prior
to the maturity date of the Note, to convert the principal amount
then outstanding into shares of the Company's common stock, at a
conversion price of $0.15 per share.  Upon a voluntary conversion
prior to the maturity date, 100% of the interest that would have
been payable between the date of the voluntary conversion and the
maturity date will be converted into such number of shares of
Common Stock equal to the Unpaid Interest Amount divided by the
conversion price.  Further, the parties have agreed to the removal
of certain anti-dilution protections granted under the Note.

The Agreement also provides for a 10% increase in the number of
shares of common stock issuable upon the exercise of the Warrants,
as well as a reduction in the exercise price for the Warrants to
fifteen cents ($0.15) per share.  Further, certain provisions
contained in the Warrants granting the Holders full ratchet anti
dilution protection have also been deleted pursuant to the
Agreement.

The Holders were further granted certain piggy back registration
rights under the Agreement.

As of Dec. 16, 2016, Holders of an aggregate of $1,150,000 of Notes
have provided the Company with a conversion notice.  The issuance
of the shares of the Company's common stock under the Agreement is
pursuant to an exemption from registration under Section 4(a)(2)
and Regulation D of the Securities Act.

                       Pareteum Corp

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.

Elephant Talk reported a net loss of $5.00 million on $31.0 million
of revenues for the year ended Dec. 31, 2015, compared to a net
loss of $21.9 million on $20.4 million of revenues for the year
ended Dec. 31, 2014.

As of Sept. 30, 2016, Pareteum had $15.26 million in total assets,
$21.66 million in total liabilities and a total stockholders'
deficit of $6.40 million.

Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda &
Williamson, LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, has an accumulated deficit of
$256 million and has negative working capital.  This raises
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


PASS BUSINESS: Hires Matthew Pepper as Counsel
----------------------------------------------
Pass Business Terminal, LLC seeks authorization from the Hon.
Katharine Malley Samson of the U.S. Bankruptcy Court for the
Southern District of Mississippi to employ Matthew Pepper as
counsel.

The Debtor requires the firm to represent in analyzing and
prosecuting their bankruptcy case.

The firm's regular and customary rate is $175 per hour.

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

Matthew L. Pepper 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 Debtor and its estate.

The firm can be reached at:

       Matthew L. Pepper, Esq.
       25211 Grogans Mill Rd., Suite 450
       The Woodlands, TX 77380
       Tel: (281) 367-2266
       Fax: (281) 292-6072

                 About Pass Business Terminal

Pass Business Terminal, LLC, filed a chapter 11 petition (Bankr.
S.D. Miss. Case No. 16-51767) on Oct. 11, 2016.  The petition was
signed by Roger L. Caplinger, owner.  The Debtor is represented by
Matthew Louis Pepper, Esq., at Matthew Perry, Attorney at Law.  The
Debtor estimated assets and liabilities at $500,001 to $1 million
at the time of the filing.


PAUL NGUYEN: Kalashyan Buying Garden Grove Property for $1.2M
-------------------------------------------------------------
Judge Scott Clarkson of the U.S. Bankruptcy Court for the Central
District of California will convene a hearing on Jan. 12, 2017, at
11:00 a.m. to consider Paul Chieu Nguyen's and Trask Developers,
LLC's bid procedures in connection with the sale of industrial real
property located at 10552 Trask Avenue, Garden Grove, California,
APN 099-641-10, to Patrick Kalashyan for $1,135,422, subject to
overbid.

The property is one of the Debtor Nguyen's primary assets and is a
proposed source of funding for his chapter 11 reorganization.

On May 23, 2016, the Court entered an Order authorizing the joint
administration of the Debtor's case with the related case of In re
Trask Developers, LLC.  The Debtor's case has been designated as
the "Lead Case."  

On May 23, 2016, the Court also entered an Order authorizing the
Debtor's employment of Voit Real Estate Services to serve as his
broker for the purpose of marketing the property for sale.

On Dec. 1, 2016, the Court confirmed Paul and Trask's First Amended
Joint Chapter 11 Plan of Reorganization (as Modified on Nov. 4,
2016).  The Joint Plan provides for payment in full of all Allowed
Claims of the Debtors' Estates, generated from the sale of some or
all of the Debtors' industrial real property.

The Debtor and the Purchaser entered into Standard Offer, Agreement
and Escrow Instructions for Purchase of Real Estate, dated Sept.
19, 2016.  

The salient terms of the Purchase Agreement are:

    a. Purchased Asset: 10552 Trask Avenue, Garden Grove,
California, APN 099-641-10

    b. Purchase Price: $1,135,422, cash

    c. Buyer: Patrick Kalashyan

    d. Deposit: $25,000

    e. Terms: The Property is being sold on an "as is, where is"
basis, with no warranties, recourse, contingencies, or
representations of any kind.

    f. The Buyer will have 5 business days following the later of
(i) the date the order approving the Motion becomes a final order;
or (ii) the removal of the gantry machine to deposit the remainder
of the purchase price into escrow.

A copy of the Purchase Agreement attached to the Motion is
available for free at:

          http://bankrupt.com/misc/Paul_Nguyen_143_Sales.pdf

The sale of the property is subject to overbid pursuant to these
Overbid Procedures:

    a. Initial Overbid: At least $30,000 more than the current
selling price of $1,135,422.

    b. Overbid Deadline: Jan. 10, 2017 at 12:00 p.m. (PST)

    c. Overbid Increments: Additional increments of not less than
$15,000, commencing with the bid amount of $1,180,422.

    d. All due diligence is to be completed prior to the hearing,
as the sale is on an "as is, where is" basis with no warranties,
representations, recourse, or contingencies of any kind.

    e. Bid Deposit: $50,000

    f. Auction: If the Debtor timely receives a higher and better
offer than the offer submitted by the Buyer, an auction will be
conducted at the hearing set for the Motion, either in the
courtroom or elsewhere, as ordered by the Court.  The Debtor will
request authority to sell the property to the bidder with the
highest Overbid, and for authority to sell the Property to the next
highest bidder if the Winning Bidder fails to perform.

    g. The Winning Bidder's deposit will be applied toward the
total purchase price.  The Winning Bidder must tender the balance
of the total purchase price by wire transfer to the Debtor's
bankruptcy counsel's client trust account within 5 business days
following the later of (i) the date the order approving the Motion
becomes a final order; or (ii) the removal of the gantry machine.
The deposit of the Back-Up Bidder will be retained by the Debtor
pending closing of the sale to the Winning Bidder.  Should the sale
to the Winning Bidder close, the Back-Up Deposit will be returned
promptly.  In the event that the Winning Bidder does not tender the
balance of the purchase price by such date and/or close the sale in
accordance with the terms of the Purchase Agreement, the Debtor
will be authorized to accept the offer made by the next highest
Overbidder and close the sale of the property to such Back-Up
Bidder.  

The Debtor submits that the sale of the property, based upon the
terms and conditions described, will benefit the Estate and its
creditors by maximizing the value of the property.

Subject to Court approval, the Debtor seeks approval for the sale
of the property, to the Buyer, or any successful Overbidder, free
and clear of all liens, claims, and encumbrances.  As part of the
approval of the sale of the property, the Debtor also seeks
authority to pay certain costs of sale (estimated to be $6,292),
the broker's commission (estimated to be $34,063), any association
fees, and accrued real property taxes upon the close of escrow.

The Debtor is aware of these asserted liens or other interests in
the property: (i) tax liens asserted by the Orange County Tax
Collector against the Property (estimated to be $58,602); and (ii)
cross-defaulted lien held by American Plus Bank in the original
principle amount of $1,1762,000.  Any undisputed claims of the
Orange County Tax Collector arising from unpaid taxes for the
Property will be paid from the proceeds of the sale.

Furthermore, based on discussions between the Debtor's bankruptcy
counsel and counsel for the Bank, the Debtor anticipates obtaining
the Bank's consent to the Sale as contemplated – wherein the Bank
will receive, by wire transfer directly from escrow, the net sale
proceeds remaining after payment in full of all costs of sale,
commissions, any association fees, taxes, and the tax liens of the
Orange County Tax Collector.  To the extent not fully satisfied by
the net proceeds from the sale, the Bank will retain its lien
against other assets of the jointly-administered Estates, as well
as any guaranties, and any other rights provided for under the loan
documents.

Under Rule 6004(h) of the Federal Rules of Bankruptcy Procedure, an
order authorizing the sale of property, other than cash collateral,
is stayed for 14 days after entry of the order unless the court
orders otherwise.  In this case, cause exists to waive the stay
because waiver will expedite the consummation of the Sale and the
infusion of the net sale proceeds to the Estate.

The Purchaser can be reached at:

          Patrick Kalashyan
          Telephone: (323) 855-1718

Counsel for the Debtors:

          David S. Kupetz, Esq.
          Jessica L. Vogel, Esq.
          SULMEYER KUPETZ
          333 South Hope Street, 35th Floor
          Los Angeles, CA 90071-1406
          Telephone: (213) 626-2311
          Facsimile: (213) 629-4520
          E-mail: dkupetz@sulmeyerlaw.com
                  jvogel@sulmeyerlaw.com

                        About Paul Chieu Nguyen

Paul Chieu Nguyen sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 16-11619) on April 15, 2016.  The petition was signed by
the Debtor.  The Debtor estimated assets and liabilities in the
range of $1,000,001 to $10 million.  The Debtor tapped David S
Kupetz, Esq., at Sulmeyer Kupetz as counsel.


PBA EXECUTIVE: Seeks to Use Valley National Bank Cash Collateral
----------------------------------------------------------------
PBA Executive Suites, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida for authorization to use cash
collateral.

The Debtor owns a building in Tulsa, Oklahoma and operates
executive suites in Florida.  The Debtor relates that the Tulsa
property is encumbered by a promissory note and mortgage held by
Valley National Bank.  The Debtor further relates that the note
held by Valley National Bank contains an assignment of rents
provision.

The Debtor tells the Court that it receives $2,800 per month from
rents from the Tulsa property.  It further tells the Court that
mortgage payment is $2,021 per month.  The Debtor adds that other
expenses exceed $4,526 per month and that the property is operating
at a loss.

The Debtor wants to use cash collateral to continue maintaining the
Tulsa property.

The Debtor's proposed Budget projects total monthly expenses in the
amount of $6,547.

A full-text copy of the Debtor's Motion, dated Dec. 19, 2016, is
available at
http://bankrupt.com/misc/PBAExecutive2016_1626136epk_18.pdf

                 About PBA Executive Suites

PBA Executive Suites, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-26136) on Dec. 3,
2016.  The petition was signed by William Smith, CFO.  The Debtor
is represented by Brian K. McMahon, Esq., at Brian K. McMahon, P.A.
At the time of the filing, the Debtor estimated assets of less
than $1 million and liabilities of less than $500,000.


PEACH STATE: Approval of Theo Davis Mann as Ch. 11 Trustee Sought
-----------------------------------------------------------------
Guy G. Gebhardt, the Acting United States Trustee for Region 21,
asks the U.S. Bankruptcy Court for the Northern District of Georgia
to approve the appointment of Theo Davis Mann as Chapter 11 Trustee
for Peach State Ambulance, Inc..

The Counsel for the United States Trustee consulted with G. Frank
Nason, Esq., Leslie A. Berkoff, Esq., Brian P. Hall, Esq., Paul M.
Rosenblatt, Esq., and Dave Marlow regarding the appointment of Mr.
Mann as a Chapter 11 Trustee.

To the best of the U.S. Trustee's knowledge, Mr. Mann's connections
with the debtor, creditors, any other parties-in interest, their
respective attorneys and accountants, the United States Trustee,
and persons employed in the Office of the United States Trustee,
are limited to the connections stated in Mr. Mann's Verified
Statement.

The bond of the Chapter 11 Trustee will initially be set at
$900,000. The bond may require adjustment as the Trustee collects
and liquidates assets of the estate.

Mr. Mann can be reached at:

         Theo Davis Mann
         28 Jackson Street
         Newnan, GA 30264
         Tel.: (770) 253-2222

The U.S. Trustee is represented by:

         Jeneane Treace, Esq.
         UNITED STATES DEPARTMENT OF JUSTICE
         Office of the United States Trustee
         Suite 362, Richard B. Russell Building
         75 Ted Turner Drive, S.W.
         Atlanta, GA 30303
         Tel.: (404) 331-4437, ext. 122
         Fax: (404) 331-4464
         Email: jeneane.treace@usdoj.gov

Peach State Ambulance filed a chapter 11 petition (Bankr. N.D. Ga.
Case No. 16-12121) on Oct. 24, 2016. The petition was signed by
James L. Olson, president. The Debtor is represented by G. Frank
Nason, IV, Esq., at Lamberth, Cifelli, Ellis & Nason, P.A. The
Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.


PEACH STATE: DOJ Watchdog Directed to Appoint Chapter 11 Trustee
----------------------------------------------------------------
Judge W. Homer Drake of the U.S. Bankruptcy Court for the Northern
District of Georgia entered an Order directing the U.S. Trustee to
appoint a Chapter 11 Trustee for Peach State Ambulance, Inc..

The Order was made in response of the December 15, 2016 Motion of
the U.S. Trustee requesting the Court to appoint a Chapter 11
Trustee for the Debtor.

Peach State Ambulance filed a chapter 11 petition (Bankr. N.D. Ga.
Case No. 16-12121) on Oct. 24, 2016. The petition was signed by
James L. Olson, president. The Debtor is represented by G. Frank
Nason, IV, Esq., at Lamberth, Cifelli, Ellis & Nason, P.A. The
Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.


PODS LLC: S&P Raises CCR to 'B+' on Updated Criteria
----------------------------------------------------
S&P Global Ratings said that it raised its ratings on PODS LLC,
including raising the corporate credit rating to 'B+' from 'B'. The
outlook is stable.

At the same time, S&P raised the issue-level rating on the
company's first-lien debt to 'B+' from 'B' and revised S&P's
recovery rating to '4' from '3', indicating its expectation for an
average recovery (upper half of the 30%-50% range).

S&P also removed the ratings from the UCO identifier.

The action on the corporate credit rating follows S&P's publication
of updated criteria for rating operating leasing companies.

The revision of the recovery ratings follows S&P's publication of
updated criteria for recovery ratings.

The upgrade principally reflect the company's improving credit
metrics and improving financial risk profile, although S&P's
financial risk profile assessment remains aggressive.  S&P assess
the company's business risk profile as weak.  S&P previously rated
operating leasing companies using its "2008 Corporate Methodology:
Analytical Methodology," which has been retired.  S&P now applies
its "Corporate Methodology," Nov. 19, 2013, as a general framework,
and the Key Credit Factors criteria to incorporate the particular
characteristics of operating leasing companies.

PODS is a leading provider of portable storage units, mainly to the
retail customer segment, and includes transportation of the units.
S&P continues to assess PODS business risk profile as weak, which
incorporates the risks associated with operating in a niche market.
The company also has a limited product and limited end-market
diversity but benefits from its high level of brand recognition.
PODS and its portable storage competitors account for only a
fraction of the portable storage industry, which is dominated by
fixed-storage providers.  The company operates over 170,000 storage
units through more than 140 locations.  The U.S. is the company's
dominant sales region, although PODS has some operations in Canada,
Australia, and the U.K.

PODS has good operating efficiency and benefits when fuel costs are
low, due to the large transportation component of its business.
The company mainly focuses on providing portable storage containers
for retail consumers with some commercial customers.  Commercial
market customers can provide stable longer term contracts and some
efficiency regarding stable transportation and route optimization.
S&P expects the commercial segment to continue to contribute to the
company's growth over the next few years, although the main growth
engine will continue to be franchisee acquisitions and organic
growth from enhanced utilization in the company's current retail
markets.

In the storage and moving transportation sector, the company's
largest competitor is 1-800-Pack-Rat, with the two companies
competing on pricing and service level within the consumer market.
The do-it-yourself moving market, dominated by U-Haul International
Inc., allows consumers the option of daily rentals to transport
their own shipments.  The moving and storage markets are
diversified and highly fragmented, with the market being split
among large and many smaller regional competitors.

S&P continues to assess the company's financial risk profile as
aggressive under S&P's criteria.

The company's cash flow generation has improved from franchisee
acquisitions in profitable markets and improvements to its
operating efficiency, which include route optimization and higher
utilization.  It also benefits from lower oil prices and an
improving housing market, trends S&P expects to continue over the
next two years.  S&P expects EBIT interest coverage, which it uses
as its core ratio under S&P's new criteria, of 1.6x in 2016 and 2x
in 2017.  S&P also expects funds from operations (FFO) to debt in
the high-teen percents over this period.  

PODS is owned by a long-term oriented portfolio fund, Ontario
Teachers' Pension Plan (OTPP).  S&P believes based on its
experience with OTPP's similar investments that the fund will
continue to pursue financial policies that are less aggressive than
those employed by a typical financial sponsor.  The company does
not publicly disclose its financial information.

S&P's base-case assumptions include:

   -- U.S. real GDP growth of 2.4% in 2017 and 2.3% in 2018;

   -- Capital spending of around $50 million a year, and

   -- Improving EBIT margins due to continued low fuel prices and
      operating efficiency initiatives.

S&P characterizes PODS' liquidity as adequate under S&P's criteria.
S&P expects that the company's sources of liquidity will be at
least 1.2x its uses over the next 12 months and that its net
sources will remain positive even if EBITDA declines by 15%--the
minimum required level under our criteria for an adequate
designation.

The company typically relies on a combination of cash, internally
generated funds, and borrowings from its revolving credit
facilities to meet liquidity needs.  PODS has a $50 million secured
revolving credit facility, which matures in 2020.  S&P believes
that PODS will remain in compliance with its covenants, which it
does not publicly disclose.

The company's liquidity sources consist of:

   -- Cash on hand;
   -- Availability under its $50 million revolving credit
      facility; and
   -- FFO of over $100 million a year.

The company's liquidity uses consist of:

   -- Minimal debt maturities;
   -- Capital expenditures;
   -- Seasonal working capital needs; and
   -- New franchisee acquisitions.

The stable outlook on PODS reflects S&P's expectation that the
company's financial profile will gradually improve over the next
12-18 months, based on operating efficiency initiatives, franchisee
acquisitions, and organic growth.  S&P expects EBIT interest
coverage in the mid-1x-2x area over this period.

S&P could raise its ratings on PODS over the next year if the
company's financial profile improves such that its EBIT interest
coverage increases above 1.9x and remains there and its FFO to debt
is sustained over 23%.  This could occur if the company continues
to strengthen its position in the commercial customer market and
focuses on its strong brand recognition and market share growth.

S&P could lower its ratings on PODS over the next year if the
company's financial profile declines such that its EBIT interest
coverage falls to 1.3x and FFO to debt declines to below 13% for a
sustained period.  This could occur if the company's growth in key
markets decreases or if its operating efficiency initiatives do not
come to fruition.

S&P reviewed its recovery and issue-level ratings for PODS LLC that
were labeled UCO after publishing our revised recovery ratings
criteria on Dec. 7, 2016.  With S&P's criteria review complete, it
removed the UCO designation from these ratings and raised the
issue-level rating on the company's first-lien term loan to 'B+'
from 'B' and revised the recovery rating to '4' (upper half of the
30%-50% range) from '3' (lower half of the range 50%-70%).

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 on issuers of the
affected debt issues.


PORTER BANCORP: Reverse Stock Split Takes Effect
------------------------------------------------
An amendment to the articles of incorporation of Porter Bancorp,
Inc. to implement a 1-for-5 reverse stock split of the Company's
issued and outstanding Common Shares and Non-Voting Common Shares
took effect at 5:00 p.m. eastern time on Friday, Dec. 16, 2016.  At
that time:

  * Each Common Share issued and outstanding immediately before
    the effective time was automatically changed into one-fifth of
    a Common Share;

  * Each Non-Voting Common Share issued and outstanding
    immediately before the Effective Time was automatically
    changed into one-fifth of a Non-Voting Common Share; and

  * Any fractional share resulting from those changes was rounded
    up to one whole Post-Split Common Share, or one whole Post-
    Split Non-Voting Common Share, as applicable.

The following table shows the number of the Company's Common Shares
and Non-Voting Common Shares issued and outstanding immediately
before and after the Reverse Stock Split.

                      Issued & Outstanding  Issued & Outstanding
                         Before Reverse         After Reverse
                           Stock Split           Stock Split
                      --------------------  --------------------
Common Shares              23,156,969            4,632,933
Non-Voting Common Shares    7,958,000            1,591,600

The Reverse Stock Split did not change the number of Common Shares
and Non-Voting Common Shares the Company is authorized to issue.
The Company is currently authorized to issue 28,000,000 Common
Shares and 10,000,000 Non-Voting Common Shares.  Shareholders have
previously authorized our Board of Directors to increase the number
of Common Shares and Non-Voting Common Shares the Company is
authorized to issue without further shareholder approval to up to
86,000,000 Common Shares and 34,380,437 Non-Voting Common Shares.

                     About Porter Bancorp

Porter Bancorp, Inc., is a bank holding company headquartered in
Louisville, Kentucky.  Through its wholly-owned subsidiary PBI
Bank, the Company operates 18 full-service banking offices in
12 counties in Kentucky.

Porter Bancorp reported a net loss of $3.21 million on $36.57
million of interest income for the year ended Dec. 31, 2015,
compared to a net loss of $11.15 million on $39.51 million of
interest income for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Porter Bancorp had $915.3 million in total
assets, $871.7 million in total liabilities and $43.62 million in
total stockholders' equity.

The Company's auditor Crowe Horwath, LLP, in Louisville, Kentucky,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
"the Company has incurred substantial losses in 2015, 2014 and
2013, largely as a result of asset impairments resulting from the
re-evaluation of fair value and ongoing operating expenses related
to the high volume of other real estate owned and non-performing
loans.  In addition, the Company's bank subsidiary is not in
compliance with a regulatory enforcement order issued by its
primary federal regulator requiring, among other things, increased
minimum regulatory capital ratios as well as being involved in
various legal proceedings in which the Company disputes material
factual allegations against the Company.  Additional losses,
adverse outcomes from legal proceedings or the continued inability
to comply with the regulatory enforcement order may result in
additional adverse regulatory action.  These events raise
substantial doubt about the Company's ability to continue as a
going concern."


PRESTIGE BRANDS: Moody's May Cut "B2" CFR Amid CB Fleet Deal
------------------------------------------------------------
Moody's Investors Service placed Prestige Brands, Inc.'s ratings on
review for downgrade. This follows Prestige's announcement that it
plans to acquire the CB Fleet Company for $825 million, which
Moody's expects will be largely financed with debt.

Ratings placed on review for downgrade:

Corporate Family Rating at B2

Probability of Default Rating at B2-PD

Senior Secured Bank Credit Facility Term Loan at B1

Senior Unsecured Regular Bonds/Debentures at Caa1

RATINGS RATIONALE

Moody's expected in its current ratings that Prestige would pursue
acquisitions, and the purchase of Fleet is consistent with the
company's strategy of investing in mature over-the-counter (OTC)
health-care products. The acquisition will nevertheless
significantly increase the company's leverage, with debt/EBITDA
rising to approximately 6.5x (incorporating Moody's standard
adjustments) from 5.0x.

Moody's anticipates that Prestige will utilize internally generated
cash to repay debt over the next 12-18 months in the absence of
additional acquisitions. However the rating agency is concerned
that leverage will remain above the 6.5x threshold that it had set
for a downgrade for a prolonged period. Moody's also believes that
Prestige will continue to pursue acquisitions. There is also the
risk of revenue erosion due to Prestige's focus on mature and
highly promotional product categories. These factors could limit
the company's ability to reduce and sustain leverage below 5x.

In its review, Moody's will consider the benefits of the
transaction, including the increased scale and diversity of
Prestige's product portfolio, and the likely increase in cash flow.
The acquisition meaningfully expands Prestige's presence in
feminine care through the addition of Fleet's brands such as
Summer's Eve. Moody's will also evaluate projected cost synergies,
the potential for increased investment in product development and
marketing to drive incremental sales. In addition, Moody's will
evaluate Prestige's planned use of free cash flow and the potential
for additional acquisitions.

The principal methodology used in this rating was that for the
Global Packaged Goods published in June 2013.

Prestige Brands Holdings, Inc., headquartered in Tarrytown, New
York, manages and markets a broad portfolio of branded over-the
counter (OTC) healthcare and household cleaning products. The
company generates roughly $833 million in annual revenues.


RESIDENTIAL CAPITAL: Wells Fargo Reaches Deal Over Toxic Mortgages
------------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that Wells Fargo & Co. has reached a settlement tied to
bad real-estate loans that officials at Residential Capital LLC
claim helped push the subprime mortgage lender into bankruptcy,
said people familiar with the matter.

The bank reached the agreement with the trust overseeing ResCap's
liquidation, according to court documents and the people familiar,
the report related.  The settlement punctuates a forgettable 2016
for Wells Fargo, which has suffered through a scandal around its
creation of bogus customer accounts and new regulatory sanctions
over the rejection of its so-called living will, according to the
report.

It marks yet another end-of-year settlement over mortgage-backed
securities that turned toxic in the subprime crash, the Journal
noted.  The federal government struck multibillion-dollar
settlements with Deutsche Bank AG and Credit Suisse Group AG over
bad mortgage bonds and filed a separate fraud lawsuit against
Barclays Bank PLC, the report further related.

"The big banks continue to 'fess up to the errors of the mortgage
crisis," Andrew Gadlin, a research analyst with broker-dealer Odeon
Capital Group, told WSJ.

                    About Residential Capital

Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012.  Neither Ally
Financial nor Ally Bank is included in the bankruptcy filings.

ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.

ResCap disclosed $15.7 billion in assets and $15.3 billion in
liabilities at March 31, 2012.

Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap.  Morrison & Foerster LLP is acting as legal
adviser to ResCap.  Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel.  Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.

Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.

ResCap sold most of the businesses for a combined $4.5 billion.

The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.

Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11
Plan co-proposed by Residential Capital and the Official Committee
of Unsecured Creditors.

                      *     *     *

The ResCap Liquidating Trust was established in December 2013
under
the Second Amended Joint Chapter 11 Plan of Residential Capital,
LLC, et al. to liquidate and distribute assets of the debtors in
the ResCap bankruptcy case.  The Trust maintains a website at
www.rescapliquidatingtrust.com, which Unitholders are urged to
consult, where Unitholders may obtain information concerning the
Trust, including current developments.


RESOLUTE ENERGY: John Goff Reports 7.8% Stake as of Dec. 19
-----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, John C. Goff disclosed that a of Dec. 19, 2016, he
beneficially owns 1,664,808 shares of common stock, 0.0001 par
value, of Resolute Energy Corporation representing 7.8 percent of
the shares outstanding.  Also included in the regulatory filing
are:

                                    Shares      Percentage
                                 Beneficially       of
                                    Owned         Shares
                                 ------------   ----------
The John C. Goff 2010              636,608          3%
Family Trust

Goff Family Investments, LP        110,000         0.5%

Kulik Partners, LP                  82,000         0.4%

Cuerno Largo Partners, LP           82,000         0.4%

The Goff Family Foundation          15,360         0.1%

JCG 2016 Holdings, LP               674,391        3.1%

Cuerno Largo, LLC                   82,000         0.4%

Kulik GP, LLC                       82,000         0.4%

Goff Capital, Inc.                 110,000         0.5%

JCG 2016 Management, LLC           674,391         3.1%

The Shares purchased by each of Goff Family Trust, Goff Family
Investments, Kulik Partners, Cuerno Partners and Goff Foundation
were purchased with working capital in open market purchases.  The
aggregate purchase price of the 636,608 Shares beneficially owned
by Goff Family Trust is approximately $6,503,618.  The aggregate
purchase price of the 110,000 Shares beneficially owned by Goff
Family Investments is approximately $533,379.  The aggregate
purchase price of the 82,000 Shares beneficially owned by Kulik
Partners is approximately $403,821.  The aggregate purchase price
of the 82,000 Shares beneficially owned by Cuerno Partners is
approximately $400,720.  The aggregate purchase price of the 15,360
Shares beneficially owned by Goff Foundation is approximately
$91,707.  The 2,000 shares of 8 1⁄8% Series B Cumulative
Perpetual Convertible Preferred Stock, par value $0.0001 per share,
of the Company, purchased by JCG 2016 Holdings were purchased with
working capital in a private placement exempt from registration
under Rule 144A on Oct. 7, 2016.  The aggregate purchase price of
such shares of Preferred Stock, which are convertible into 67,723
Shares of Common Stock, is approximately $2,000,000.  The aggregate
purchase price of the 606,668 Shares beneficially owned by JCG 2016
Holdings, LP is approximately $3,032,881.

The 58,449 Shares purchased by John C. Goff individually, and the
6,000 Shares held in family members' accounts over which he shares
investment and/or dispositive power, were purchased with personal
funds in open market purchases.  The aggregate purchase price of
such Shares beneficially owned by John C. Goff is approximately
$308,969.

A full-text copy of the regulatory filing is available at:

                   http://tinyurl.com/h5cm3vd

                About Resolute Energy Corporation

Resolute Energy Corp. -- http://www.resoluteenergy.com/-- is an
independent oil and gas company focused on the acquisition,
exploration, exploitation and development of oil and gas
properties, with a particular emphasis on liquids focused,
long-lived onshore U.S. opportunities.  Resolute's properties are
located in the Paradox Basin in Utah and the Permian Basin in Texas
and New Mexico.

Resolute reported a net loss of $742 million in 2015, a net loss of
$21.9 million in 2014, and a net loss of $114 million in 2013.

As of Sept. 30, 2016, Resolute Energy had $294.9 million in total
assets, $634.0 million in total liabilities, and a total
stockholders' deficit of $339.1 million.

                          *    *    *

As reported by the TCR on Sept. 26, 2016, Moody's Investors
Service, upgraded Resolute Energy's Corporate Family Rating (CFR)
to 'Caa2' from 'Caa3', the Probability of Default Rating to Caa2-PD
from Caa3-PD and its senior unsecured notes rating to 'Caa3' from
'Ca'.  The Speculative Grade Liquidity rating was affirmed at
SGL-3.  The rating outlook was changed to positive from stable.

"The upgrade to Caa2 reflects Resolute's improved production and
drilling economics, which provide good visibility to continued
growth in a mid $40s oil price environment without increasing debt.
While leverage remains high, we expect moderation in the company's
reserve- and production-based debt metrics from significant
production growth at very competitive drillbit costs," noted John
Thieroff, Moody's VP-senior analyst.

Resolute Energy carries a 'CCC-' corporate credit rating,
with a negative outlook, from S&P Global Ratings.


SCOTTI HOLDINGS: Hires Thomas Woodward as Attorney
--------------------------------------------------
Scotti Holdings, LLC seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Florida to employ Thomas B.
Woodward and Thomas Woodward Law Firm, PLLC as attorney under
general retainer.

The Debtor requires the law firm to give legal advice with respect
to its powers and duties as Debtor-in-Possession.

The law firm will be paid at these hourly rates:

       Attorneys                $400
       Research Assistants      $100

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

The Debtor deposited with the law firm the non-refundable sum of
$17,500 as a retainer of services and costs.

Thomas B. Woodward 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 Debtor and its estate.

The firm can be reached at:

       Thomas B. Woodward, Esq.
       THOMAS WOODWARD LAW FIRM, PLLC
       104 W. 4th Avenue
       P.O. Box 10058
       Tallahassee, FL 32303
       Tel: (850) 222-4818
       Fax: (850) 561-3456
       E-mail: woodylaw@embarqmail.com

Scotti Holdings, LLC, filed a Chapter 11 bankruptcy petition (ankr.
N.D. Fla. Case No. 16-50316) on November 28, 2016, disclosing under
$1 million in both assets and liabilities.

The Debtor is represented by Thomas B. Woodward, Esq.


SHORELINE ENERGY: First Lien Lenders To Recoup 75%-100% Under Plan
------------------------------------------------------------------
Shoreline Energy LLC, et al., filed with the U.S. Bankruptcy Court
for the Southern District of Texas a joint disclosure statement
referring to the Debtors' plan of reorganization.

Class 6 General Unsecured Claims and Holdco Claims are impaired
under the Plan.  Holders of General Unsecured Claims will receive
their pro rata share of the nondesignated asset proceeds carveout
(if the purchaser is the successful bidder for the designated
assets).  All holders of General Unsecured Claims will receive any
proceeds from the liquidation of the liquidating trust assets
remaining after the payment of the costs of administering the
liquidating trust and the payment on account of any liquidating
trust assets to which a lien has attached, including first lien
credit agreement claims and the second lien credit facility
claims.

Class 3 First Lien Credit Agreement Claims are impaired and are
expected to recover [75-100%].

After extensive good faith and arm's length negotiations with
Morgan Stanley and Highbridge on Nov. 2, 2016, the Debtors
finalized an agreement on the terms of a restructuring as set forth
in the Restructuring Support Agreement.  In accordance with the
Restructuring Support Agreement, the Debtors, affiliates of
Highbridge and the First Lien Lenders agreed on the basic terms of
a sale process for substantially all of the assets of the Debtors
and the terms of the Plan.  Among other things, the Restructuring
Support Agreement provides that the sale process will provide for
the sale of both designated and non-designated assets, and a
partnership established by HB Parent will directly or indirectly
acquire the assets as a stalking horse for the designated assets.
Further, under the Restructuring Support Agreement the Debtors,
affiliates of Highbridge, and the first lien lenders agreed, among
other things, to support the sale process and the Plan, and to
abide by certain milestones regarding the Plan and administration
of these Chapter 11 cases.  With the consent of all parties, the
Restructuring Support Agreement was amended on Dec. 1, 2016, to
extend the dates on certain milestones, and the milestones
currently are as follows:

     A. no later than Nov. 2, 2016, the Debtors shall commence the

        Chapter 11 cases by filing bankruptcy petitions with the   
  
        Court;  

     B. on the Petition Date, the Debtors will file with the Court

        a motion seeking entry of the interim DIP court order and
        the final DIP court order;

     C. no later than Nov. 7, 2016, the Court will have entered
        the interim DIP court order;

     D. no later than Nov. 8, 2016, the Debtors will file with the

        Court a motion seeking to assume the Restructuring Support

        Agreement;

     E. no later than Nov. 21, 2016, the Debtors will file with
        the Court: (i) a motion seeking entry of the designated
        assets sale court order, and (ii) a motion seeking entry
        of the bid procedures and the bid procedures court order;


     F. no later than Dec. 12, 2016, the Debtors will file with
        the Court: (i) the Plan; (ii) the Disclosure Statement;   
        (iii) a motion seeking, among other things, (A)
        conditional approval of the Disclosure Statement, (B)
        approval of procedures for soliciting, receiving, and
        tabulating votes on the Plan and for filing objections to
        the Plan, and (C) to schedule the hearing to consider the
        Disclosure Statement and confirmation of the Plan;
  
     G. no later than Dec. 16, 2016, the Court will have entered
        (i) the final DIP court order; (ii) the RSA assumption
        court order; and (iii) the bid procedures court order;

     H. the deadline for third parties to submit higher and better

        cash offers for all or substantially all of the Debtors'
        assets, will be no later than Jan. 27, 2016, and any
        auction, if required, will be held no later than Feb. 1,
        2016;

     I. no later than Jan. 6, 2016, (i) the Court will have
        entered a court order approving the Disclosure Statement
        and the relief requested in the Disclosure Statement and
        solicitation motion; and (ii) no later than five business
        days after entry of the order approving the Disclosure
        Statement and solicitation motion, the Debtors will have
        commenced solicitation on the Plan by mailing the
        solicitation materials to parties eligible to vote on the
        Plan;

     J. no later than Feb. 8, 2017, the Court will have commenced
        the confirmation hearing and the hearing to consider entry

        of the designated assets sale court order;

     K. no later than Feb. 10, 2017, the Court will have entered
        the designated assets sale court order;

     L. no later than Feb. 10, 2017, the Court will have entered
        the confirmation court order;

     M. no later than Feb. 17, 2017, the Debtors will consummate
        the transactions contemplated by the Plan, it being
        understood that the satisfaction of the conditions
        precedent to the Effective Date will be conditions
        precedent to the occurrence of the Effective Date; and

     N. no later than Feb. 17, 2017, the Debtors will consummate
        the transactions contemplated by the APA, it being
        understood that the satisfaction of the conditions
        precedent in the APA will be conditions precedent to the
        occurrence of the sale closing date.

The DIP Lenders agreed to provide a postpetition revolving credit
facility in the aggregate principal amount of up to $46,000,000 (i)
with extensions of credit in an aggregate principal amount of up to
$5,000,000 to be available on an interim basis, (ii) with the
remaining principal amount not to exceed $46,000,000 to be
available for borrowing upon entry of the final court order, of
which $32,000,000 will be borrowed to permanently repay $32,000,000
of the outstanding loans under the first lien credit agreement;
provided the DIP facility may be increased by up to an additional
$4 million pursuant to an incremental facility.  The DIP facility
provides the Debtors with the liquidity they need to fund their
operations and the costs of these cases through emergence, which is
anticipated to occur in the first quarter of 2017.  In particular,
the DIP facility provides the Debtors with the flexibility
necessary to develop and implement a dual-track sale process and
plan confirmation.  

The Disclosure Statement is available at:

            http://bankrupt.com/misc/txsb16-35571-159.pdf

The Plan was filed by the Debtors' counsel:

     Thomas A. Howley, Esq.
     Paul M. Green, Esq.
     JONES DAY
     717 Texas, Suite 3300
     Houston, Texas 77002
     Tel: (832) 239-3939
     Fax: (832) 239-3600
     E-mail: tahowley@jonesday.com
             pmgreen@jonesday.com

As reported by the Troubled Company Reporter on Nov. 4, 2016, the
Debtors each filed a voluntary petition under Chapter 11 of the
Bankruptcy Code, after reaching an agreement with the majority of
their secured creditors on the terms of a financial restructuring.
To provide the Debtors with the needed liquidity to fund their
operations and the costs of the Chapter cases through emergence
(which is anticipated to occur in the first quarter of 2017),
Morgan Stanley Capital Group, Inc. has agreed to lend a $50 million
debtor-in-possession financing facility, which includes a $32
million roll up of the amounts owed under the prepetition first
lien credit agreement.

                     About Shoreline Energy

Headquartered in Houston, Texas, oil and gas exploration and
production company Shoreline Energy LLC and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Lead Case No. 16-35571) on November 2, 2016.  The petitions
were signed by Randy E. Wheeler, vice-president and secretary.

Judge David R. Jones presides over the case.  Jones Day serves as
counsel to the Debtors.  Imperial Capital, LLC, is the Debtors'
investment banker.  Prime Clerk LLC is the Debtors' claims and
noticing agent.

The Debtors estimated assets and liabilities at between $100
million and $500 million each.

The Office of the U.S. Trustee appointed three creditors to serve
on the official committee of unsecured creditors.


SPD LLC: Wants to Use South Side Trust Cash Until March 2017
------------------------------------------------------------
SPD, LLC fka SPD Next, LLC, asks the U.S. Bankruptcy Court for the
Central District of Illinois for authorization to use the cash
collateral of South Side Trust and Savings Bank from December 2016
through March 2017.

The Debtor owns, or is in possession of, five single family homes
located in Peoria, Illinois.  

The Debtor granted South Side Trust and Savings Bank a first
priority mortgage lien on the Properties.  The mortgage contains an
assignment of rents and leases as one of its terms and conditions.

The Debtor contends it is generating rental income from the
Properties, which may be cash collateral in which South Side Trust
and Savings Bank has an interest.  The Debtor further contends that
without the use of its revenues and the cash collateral of South
Side Trust and Savings Bank, the Debtor will be unable to pay the
expenses for the Properties.

The Debtor tells the Court that it has agreed to enter into the
Cash Collateral Order and that it has also agreed to limit its use
of the cash collateral to the expenditures set forth in its
Budget.

The Debtor's proposed monthly Budget provides for total expenses in
the amount of $1,142.

The Debtor proposes to grant South Side Trust and Savings Bank with
replacement liens upon the five single family homes, having the
same validity, extent and priority as the liens held by South Side
Trust and Savings Bank on the day before the case was commenced.
The Debtor further proposes to pay South Side Trust and Savings
Bank the amount of $675 per month as adequate protection.  

A full-text copy of the Debtor's Motion, dated Dec. 19, 2016, is
available at http://bankrupt.com/misc/SPDLLC2016_1681454_94.pdf

A full-text copy of the Debtor's proposed Budget, dated Dec. 19,
2016, is available at
http://bankrupt.com/misc/SPDLLC2016_1681454_94_1.pdf

                      About SPD, LLC.

SPD, LLC fka SPD NEXT, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Ill Case No. 16-81454) on Oct. 11, 2016.  The petition
was signed by Fulton L. Bouldin, manager and sole member.  The
Debtor is represented by Karen J. Porter, Esq., at Porter Law
Network.  The case is assigned to Judge Thomas L. Perkins.  The
Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.


SPECTRUM HEALTHCARE: PCO Files Report on 4 Facilities
-----------------------------------------------------
Nancy Shaffer, M.A., the Patient Care Ombudsman appointed for
Spectrum Healthcare LLC, et al., has reported to the U.S.
Bankruptcy Court for the District of Connecticut on December 20,
2016, the quality of life and care on behalf of the residents of
the Debtors' facilities at the Spectrum Healthcare Derby, LLC;
Spectrum Healthcare Hartford; Spectrum Healthcare Manchester; and
Spectrum Healthcare Torrington.

The PCO reported that a resident at Spectrum Derby expressed a
concern to the Regional Ombudsman during his October 2016 visit
about poor quality and availability of a specific medical supply.
The Administrator, Director of Nursing and Social Worker state that
there has not been a change in vendor nor are they aware that there
is a change in the medical supply that is ordered.

Moreover, the PCO noted that a recent Department of Public Health
survey had investigated an incident of inappropriate staff behavior
at Spectrum Hartford facility. The home was cited for deficient
practices related to mistreatment, neglect, or abuse. The
Administrator and Director of Nursing develop a Plan to address
potential mistreatment, neglect or abuse. The home will investigate
any allegations per its policy and the administrator will be
responsible for the plan and all findings will be brought to the
Quality Assurance Committee for review.

The PCO added that there have not been any recent changes in
administrative positions at Spectrum Manchester. Each section of
the campus presents clean and well-kept. There have not been any
complaints to the Ombudsman Program. The most recent licensure and
certification survey was completed in February, 2016.

Lastly, the Regional Ombudsman observes that the physical plant
requires some repair at Spectrum Torrington; there are stained
ceiling tiles throughout the facility. The Administrator reports
the home is getting estimates for possible roof repair rather than
replacing the whole roof.

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

            http://bankrupt.com/misc/ctb16-21635-216.pdf

                    About Spectrum Healthcare

Spectrum Healthcare, LLC, and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on October 6, 2016. The petitions were signed
by Sean Murphy, chief financial officer.

The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC. Blum, Shapiro & Co., P.C. serves as their accountant and
financial advisor.

At the time of filing, the Debtors listed these assets and
liabilities:

                                          Total        Estimated
                                          Assets      Liabilities
                                        ----------    -----------
Spectrum Healthcare                     $282,369      $500K-$1M
Spectrum Healthcare Derby               $2,068,467      $1M-$10M
Spectrum Healthcare Hartford            $4,188,568        N/A
Spectrum Healthcare Manchester, LLC     $2,729,410        N/A
Spectrum Healthcare Torrington, LLC     $3,321,626        N/A

Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012.

William K. Harrington, the United States Trustee for the District
of Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for Spectrum Healthcare Derby, LLC, Spectrum Healthcare
Hartford, LLC, Spectrum Healthcare Manchester, LLC, and Spectrum
Healthcare Torrington, LLC.


STEINWAY MUSICAL: Moody's Cuts Corp. Family Rating to Caa1
----------------------------------------------------------
Moody's Investors Service downgraded Steinway Musical Instrument's
(Steinway) ratings due to the company's weak operating performance
and the risk that metrics will remain soft for an extended period.
The Corporate Family Rating was downgraded to Caa1 from B2. The
rating outlook is stable.

"Leverage, measured as debt/EBITDA, is high at over 8 times," said
Kevin Cassidy, Senior Credit Officer at Moody's Investors Service.
Unless the company's operating performance significantly improves,
there is a risk that leverage will remain above 7 times as the
company attempts to refinance its ABL revolving credit facility and
its $300 million term loan. The ABL expires in May 2018 and the
term loan matures in May 2019. High leverage is putting pressure on
the company's compliance with debt covenants. "We think that the
company will need to seek covenant relief again as it did in
September 2016," noted Cassidy. This could come through another
equity cure by its owner, Paulson & Co. Inc., or a covenant
amendment.

Ratings downgraded:

Corporate Family Rating to Caa1 from B2;

Probability of Default Rating to Caa1-PD from B2-PD;

$300 million first lien senior secured term loan due 2019 to Caa1
(LGD 4) from B2 (LGD 4)

RATING RATIONALE:

Steinway's Caa1 Corporate Family Rating reflects its high leverage
with debt/EBITDA over 8 times, highly discretionary nature and high
price points of its flagship product (Steinway grand piano), small
size in terms of revenue and narrow product focus. The rating also
reflects the risks associated with being owned by a hedge fund,
such as dividend payments or other shareholder returns, although
not expected in the near-term. The rating is supported by
Steinway's strong brand recognition and high product quality,
geographic diversification and breadth of product offerings in
musical instruments.

The stable outlook reflects Moody's expectations that the company's
operating performance will gradually improve, but that leverage
will remain high.

For an upgrade to be considered the company's operating performance
needs to significantly improve and the upcoming maturities of the
ABL revolver and term loan addressed. For an upgrade to be
considered, debt/EBITDA would need to approach 6 times.

Ratings could be downgraded if debt/EBITDA is sustained above 8
times, liquidity deteriorates, or the company is not able to obtain
covenant relief if needed. Ratings could also be downgraded if, for
any reason, Steinway's capital structure appears to be
unsustainable.

The principal methodology used in this rating was that for Consumer
Durables Industry published in September 2014.

Steinway Musical Instruments, Inc., headquartered in New York, New
York, is one of the world's leading manufacturers of musical
instruments. The company's products include Steinway & Sons, Boston
and Essex pianos, Selmer Paris saxophones, Bach Stradivarius
trumpets, C.G. Conn French horns, King trombones, and Ludwig snare
drums. Revenues for the twelve months ended September 30, 2016,
approximated $385 million.


STEINY AND COMPANY: U.S. Trustee Forms 3-Member Committee
---------------------------------------------------------
U.S. Trustee Peter C. Anderson on Dec. 22, 2016, appointed three
creditors of Steiny and Company, Inc., to serve on the official
committee of unsecured creditors.

The committee members are:

     (1) Walters Wholesale Electric
         c/o Thomas G. Nance, Director of Credit
         2825 Temple Avenue
         Signal Hill, CA 90755
         Tel: (562) 988-3190
         E-mail: TJ.Nance@walterswholesale.com

     (2) Karish Electronics
         c/o John Horst, COO/Steve Brodock, Owner
         2294-B North Batavia Street
         Orange, CA 92865
         Tel: (714) 516-1852
         Fax: (714) 516-1853
         E-mail: John@karishelectro.com
                 Steve@karishelectro.com

     (3) Smithson Electric
         c/o Tom Smithson, President
         1938 E. Kati Avenue
         Orange, CA 92867
         Tel: (714) 997-9556
         E-mail: tom@smithsonelectric.com

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

                    About Steiny and Company

Steiny and Company, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C. D. Calif. Case No. 16-25619) on Nov. 28,
2016.  The petition was signed by Vincent P. Mauch, chief financial
officer.  

The case is assigned to Judge Julia W. Brand.

At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.

The Debtor is represented by Ron Bender, Esq., Jacqueline L. James,
Esq., and Lindsey L. Smith, Esq., at Levene, Neale, Bender, Yoo &
Brill LLP.


STONE ENERGY: Court Denies Equity Committee Appointment
-------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court issued
an agreed order resolving Stone Energy's ad hoc committee of
shareholders' motion to appoint an official committee of equity
security holders.  The Court issued a stipulation resolving the
motion.  According to the stipulation, "Holders of Prepetition
Notes Claims shall receive their respective Pro Rata share of (i)
the Prepetition Notes Cash, (ii) the New Secured Notes and (iii)
the number of shares of New Common Stock constituting ninety-five
percent (955) of the shares of New Common stock to be issued and
outstanding pursuant to the Plan on the Effective Date, prior to
dilution for the Management Equity Incentive Program and the New
Warrants; provided, that in the event the Bankruptcy Court enters
an order prior to the Effective Date appointing any official
committee of equity security holders.  The New Common Stock
distributed . . . shall be increased to ninety-six percent (96%) of
the shares of New Common Stock . . . Holder of Old Common Stock . .
.  shall receive its Pro Rata share of the number of shares of the
New Common Stock constituting five percent (55) of the shares of
New Common Stock to be issued and outstanding pursuant to the Plan
on the Effective Date . . . provided that in the event the
Bankruptcy Court enters an order prior to the Effective Date
appointing any official committee of equity security holders . . .
. The New Common Stock distributed . . . shall be reduced to four
percent (4%) of the shares of new Common Stock . . . .  The Ad Hoc
Equity Group will support confirmation of the Plan as amended."

BankruptcyData.com noted in a previous report that Stone Energy and
its ad hoc noteholder group filed with the U.S. Bankruptcy Court
separate objections to the ad hoc shareholders' committee's motion
to appoint an official committee of equity security holders.  The
Company argued, "Unfortunately, however, the incontrovertible facts
demonstrate no basis to conclude that there would be any recovery
for existing equity absent the agreement of the Consenting Banks
holding 100% of the $341,500,000 of Prepetition Banks Claims and
Consenting Noteholders holding 79.7% of the $1,075,000,000 of
Prepetition Notes Claims reflected in the Restructuring Support
Agreement and the Plan.  The appointment of an equity committee is
an extraordinary remedy.  Applicable case law provides that
solvency is a prerequisite for the appointment of an official
committee of equity holders.  Here, the movant (the 'Ad Hoc Equity
Group') has not, and cannot, meet its heavy burden to prove that
the Debtors are solvent. There is no doubt that the Debtors are
insolvent. The Ad Hoc Equity Group also has not, and cannot, meet
its heavy burden to prove that the Stone Board and the Debtors'
management are unable to adequately take into account the interests
of equity holders.  While the appointment of an equity committee is
not necessarily incompatible with an expeditious confirmation,
counsel for the Ad Hoc Equity Group has already informed the Court
that it intends to seek 'months' of remarketing of the Debtors'
Appalachia business.  Such delays may result in the Debtors' losing
the benefit of their hard-fought agreements in the Restructuring
Support Agreement and shareholders getting no recovery in these
cases."

                      About Stone Energy

Stone Energy Corp. 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.  For additional information,
contact Kenneth H. Beer, chief financial officer, at 337-521-2210
phone, 337-521-9880 fax or via e-mail at CFO@StoneEnergy.com

As of Dec. 31, 2015, the Debtors' estimated proved oil and gas
reserves, as determined by Netherland Sewell & Associates, were
approximately 57 million barrels of oil equivalent ("MMBoe"), or
approximately 342 billion cubic feet of gas equivalent ("Bcfe")
compared to Dec. 31, 2014, estimated proved oil and gas reserves of
approximately 153 MMBoe, or approximately 915 Bcfe.  Stone Energy
had 247 employees as of the bankruptcy filing.

Stone Energy Corp. and two affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Case Nos. 16-36390, 16-36391 and 16-36392) on
Dec. 14, 2016, to pursue a prepackaged plan of reorganization.

Judge Marvin Isgur is assigned to the cases.

The Debtors hired Latham & Watkins LLP as general counsel, Porter
Hedges LLP as local counsel; Alvarez & Marsal North America, LLC as
financial advisor; Lazard Freres & Co. LLC, as investment banker;
and Epiq Bankruptcy Solutions, LLC as claims, noticing,
solicitation and balloting agent.


SUNEDISON INC: Selling 100% Interest in 7 Project Cos. for $21M
---------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S Bankruptcy Court of the
Southern District of New York will convene a hearing on Jan. 12,
2017 at 10:00 a.m. (PET) to consider SunEdison, Inc.'s and SunE MN
Development, LLC (Seller)'s private sale of 100% of the equity in
the seven Project Companies listed in Schedule 1.1 to the PSA
("Equity Interests") to AES Distributed Energy, Inc. for
$20,851,700, subject to certain adjustments.

Responses or objections to the Motion and the relief requested must
be filed no later than 4:00 p.m. (PET) on Jan. 5, 2017.

The Debtors previously sought and obtained the Court's approval to
sell 22 commercial and industrial segment ("C&I") projects under
development in the State of Minnesota ("Minnesota Projects") to
SoCore MN Acquisition LLC pursuant to the terms of a certain
Purchase and Sale Agreement, dated as of Aug. 10, 2016, by and
between the Seller and SoCore ("SoCore PSA").  

SoCore subsequently exercised their right to not close on the sale
of these five particular Project Companies, which constituted a
subset of the overall assets that SoCore purchased.  The Buyer in
the sale, also elected to purchase two additional Project Companies
that were not contemplated to be sold under the SoCore PSA.

For the five Project Companies which were previously part of the
SoCore Sale, the Buyer has offered approximately 81.1% of the
consideration that would have otherwise been received from SoCore.
Given that the Equity Interests have already been marketed through
four separate processes spanning more than a year, and the Equity
Interests decline in value with the passage of time, the Seller now
seeks approval to sell the Equity Interests to the Buyer in a
private sale transaction.

Specifically, Seller (together with the other debtors and debtors
in possession) asks the Court for entry of an order authorizing (i)
the Seller to enter into, and perform its obligations under, that
certain Membership Interest Purchase and Sale Agreement, dated as
of Dec. 22, 2016, by and between the Seller and the Buyer and (ii)
the Seller to provide certain releases as set forth in, and
provided by, the PSA and as contained in the Order.

The salient terms of the PSA are:

   a. Seller: SunE MN Development, LLC, a debtor in these Chapter
11 Cases.

   b. Equity Interests: The Equity Interests consist of 100% of the
equity in the Project Companies listed in Schedule 1.1 to the PSA.

   c. Purchase Price and Sale of Equity Interests: In full
consideration for the sale and transfer by Seller of the Equity
Interests, and provided that all of the conditions precedent to the
obligations of Buyer and Seller set forth in Article 3 have been
satisfied or waived by the relevant Parties at or prior to each
Closing as described in Article 3, the Buyer will pay the purchase
price.  The purchase price is comprised of several components, paid
on a project-by-project basis at each Closing.  Under the PSA, the
Sellers' commercial and industrial team will continue developing
the Project Companies to ensure that the Closings can be achieved.

         i. Estimated Interconnection Costs: $4,378,450, payable at
Closing;

        ii. CSG Deposit Fees and Interconnection Deposit Fees that
are fully reimbursable to Project Company: $3,200,000, payable at
Closing; and

       iii. Base Price, subject to adjustment in Article 2:
$13,173,250, 90% payable at Closing and 10% payable at COD.

   d. Releases: The Seller, each of the Asset Holding Companies, as
well as SunE Origination1, LLC, SunE Origination Holdings, LLC, Sun
Edison LLC, and SunEdison, Inc. provide full releases of all Claims
with respect to the Sale Transaction.  The Court approval is only
being sought to approve Debtor releases.

The salient terms of the Extraordinary Provisions Under the Sale
Guidelines are:

   a. Private Sale: The sale of the Equity Interests pursuant to
the PSA does not contemplate an additional auction or other further
competitive bidding process.

   b. Deadlines that Effectively Limit Notice: The PSA may be
terminated if the Bankruptcy Sale Order is not entered by April 1,
2017.

   c. Good Faith Deposit: The Buyer is not required to submit a
good faith deposit, as a public auction is not contemplated.

   d. Sale Free and Clear: The Equity Interests will be transferred
free and clear of all interests to the fullest extent permitted by
Bankruptcy Code section 363.

   e. Relief from Bankruptcy Rule 6004(h): The Debtors seek relief
from the 14-day stay imposed by Bankruptcy Rule 6004(h).

The Debtors have articulated a clear business justification for
entering into the Sale Transaction.  They have determined that a
sale of the Equity Interests will maximize value and is in the best
interests of the Debtors, their creditors, their estates, their
stakeholders, and other parties in interest.  

To the knowledge of the Seller, the Equity Interests are encumbered
only by the DIP Lenders' liens.  To the extent they have not
objected by Jan. 5, 2017 at 4:00 p.m. (PET), the Debtors will
request the Court to deem such non-objection as consent to the Sale
Transaction free and clear of all interests.

The Debtors ask approval under Bankruptcy Code section 365 of the
Debtors' assumption and assignment of the Seller Permits to the
applicable Project Company.  The Seller Permits are only valuable
to the entity which holds the applicable lease to which such permit
relates.  The Debtors do not believe that there is a cure amount
associated with any of the Seller Permits.

The sale of the Equity Interests must be approved and consummated
promptly in order to preserve the value of the Equity Interests.
Therefore, time is of the essence in consummating the Sale
Transaction.  Accordingly, the Debtors respectfully request that
the Court waive the 14-day stay imposed by Bankruptcy Rule 6004(h),
as the exigent nature of the relief sought justifies immediate
relief.

                    About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.

The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed
PricewaterhouseCoopers LLP as financial advisors; and  KPMG LLP as
their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East.  Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc., also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc.,
and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury
Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SYNIVERSE HOLDINGS: S&P Revises Outlook to Neg. & Affirms 'B' CCR
-----------------------------------------------------------------
S&P Global Ratings said that it revised its outlook on Tampa,
Fla.-based transaction processor Syniverse Holdings Inc. to
negative from stable and affirmed the 'B' corporate credit rating.


S&P Global Ratings has also reviewed its recovery and issue-level
ratings for Syniverse Holdings Inc. that were labeled UCO after
publishing its revised recovery ratings criteria on Dec. 7, 2016.
With S&P's criteria review complete, it removed the UCO designation
from all of S&P's -issue level ratings on Syniverse's debt and
lowered the secured debt rating to 'B' from 'B+'.  S&P revised the
recovery rating on this debt to '4' from '2'.  The '4' recovery
rating indicates S&P's expectation for average (upper half of the
30%-50% range) recovery in the event of payment default.  S&P also
affirmed the 'CCC+' issue-level rating on the company's 9.125%
senior unsecured notes due 2019.  The '6' recovery rating indicates
S&P's expectation for negligible (0%-10%) recovery in the event of
payment default.

In addition, S&P assigned its 'B' issue-level rating and '4'
recovery rating (upper half of the 30%-50% range) to Syniverse
Foreign Holdings Corp.'s proposed $364 million 9.125% senior
unsecured notes due in 2022.  The higher recovery rating on this
debt relative to the existing unsecured notes reflects its priority
position with respect to the company's foreign subsidiaries as well
as guarantees from the parent company and all domestic
subsidiaries.

The outlook revision reflects Syniverse's weak operating and
financial results during the first nine months of 2016 compared to
the prior-year period, despite some sequential improvement.  This
was primarily the result of continued volume declines in the
company's MTS business segment and pricing pressure, which have
caused key credit metrics, including adjusted debt to EBITDA, to
deteriorate.  Moreover, S&P believes Syniverse could be challenged
to grow revenue and EBITDA in 2017 despite its cost reduction
initiatives over the last few quarters, following its restructuring
plan.  S&P expects the company's EBITDA margins will be pressured
due to a mix shift toward the lower margin EIS segment.

The company also operates in a niche market that has been shrinking
over the last few years as carriers migrate to fourth generation
Long-Term Evolution (LTE) networks and consumers increasingly use
third-party messaging applications rather than short message
service (SMS).  Despite Syniverse's leading market position and
still relatively healthy EBITDA margins, S&P views the company's
business prospects less favorably due to technology shifts and
increasing competition.  These factors support S&P's revision of
the business risk profile to weak from fair.

S&P views the company's recent announcement that it intends to
extend the maturity of about $364 million of its $475 million of
senior unsecured notes to 2022 from 2019 favorably to credit
quality.  Still, S&P believes there are still risks around
remaining 2019 debt maturities unless the company is able to
improve operating performance, grow EBITDA and reduce leverage,
which is elevated at about 8x.  Pro forma for the proposed
transaction, Syniverse will still have $111 million of notes
maturing in January 2019 and $1.65 billion of senior secured term
loans due in April 2019 remaining.

S&P's base-case forecast includes these assumptions:

   -- Revenue declines in the high-single-digit percent area in
      2016 and in the low- to mid-single-digit percent area in
      2017, due to weaker volumes in the company's core MTS z
      usiness, which is partially offset by modest growth in the
      company's EIS segment.

   -- The adjusted EBITDA margin remains in the low-30% area over
      the next couple of years due to a mix shift to lower margins

      products and services in the EIS segment, offset by the
      company's cost reduction initiatives.

   -- Capital expenditures between $60 million and $70 million
      over the next couple of years, which is consistent with
      prior years.

   -- Adjusted leverage remains elevated, at around 8x over the
      next couple of years, as modest declines in EBITDA are
      offset by mandatory amortization of the company's term
      loans.

S&P views Syniverse's liquidity as adequate based on S&P's
expectation that sources of liquidity will exceed uses by about
3.0x and that net sources will remain positive, even with a 15%
decline in forecasted EBITDA.  Although these factors would
normally lead to a higher liquidity assessment, S&P do not believe
the company has the ability to absorb high-impact, low-probability
events, and it does not have a high standing in the credit markets
as evidenced by current bond spreads.

Principal liquidity sources:

   -- About $107 million of cash as of Sept. 30, 2016.
   -- S&P's expectation that the company will generate about
      $140 million of funds from operations over the next 12
      months.

Principal liquidity uses:

   -- Capital expenditures of about $65 million over the next 12
      months.
   -- Debt amortization of about $16.5 million annually.

Covenants

Syniverse has a maximum senior secured leverage covenant that is
applicable if more than 25% of the revolving credit facility is
drawn, which S&P do not expect given the solid free operating cash
flow (FOCF) generation.  In June 2016, the covenant stepped down to
5.0x and will remain there through the maturity of the revolver in
2017.  S&P do not expect Syniverse to need the revolver; however,
S&P expects it will have access only to a maximum of 25% since its
leverage is expected to remain above the maximum covenant level.

The negative outlook reflects S&P's view that Syniverse's operating
and financial results will remain weak over the next 12 months,
which would constrain any leverage improvement from the current 8x
level.

S&P could lower the rating if the company is unable to grow revenue
and EBITDA over the next few quarters, resulting in leverage
improvement from the current 8x area.  Under this scenario, S&P
believes that FOCF could deteriorate, potentially making it more
challenging to address remaining 2019 maturities.

S&P could revise the outlook back to stable if the company can
meaningfully improve operating performance over the next 12 months
by stabilizing the MTS segment, while profitably growing the EIS
segment.  Under this scenario, S&P believes that Syniverse would be
on a trajectory to reduce leverage from FOCF generation and EBITDA
growth.


TERRAFORM GLOBAL: KPMG LLP Raises Going Concern Doubt
-----------------------------------------------------
Terraform Global, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$371.01 million on $124.12 million of operating revenues for the
year ended December 31, 2015, compared to a net loss of $5.04
million on $39.45 million of operating revenues for the year ended
December 31, 2014.

KPMG LLP states that the risk of substantive consolidation of the
Company with SunEdison and inclusion in the SunEdison bankruptcy,
as well as the risk of future covenant defaults under a number of
the Company's financing arrangements raise substantial doubt about
the Company's ability to continue as a going concern.

The Company's balance sheet at December 31, 2015, showed total
assets of $2.66 billion, total liabilities of $1.48 billion, and a
stockholders' equity of $1.18 billion.

A full-text copy of the Company's Form 10-K is available at:
                
                   http://bit.ly/2i9jh3l

Terraform Global, Inc., is a globally diversified renewable energy
company that owns long-term contracted solar and wind power plants.
The Company's portfolio consists of solar and wind power plants
located in Brazil, China, India, Malaysia, South Africa, Thailand
and Uruguay with an aggregate net capacity (based on Company's
share of economic ownership) of 916.4 MW as of October 31, 2016.



TRIANGLE USA: CEC II Takes Chambers' Spot in Ad Hoc Noteholders
---------------------------------------------------------------
Gibson, Dunn & Crutcher LLP and Young Conaway Stargatt & Taylor,
LLP, filed with the U.S. Bankruptcy Court for the District of
Delaware on Dec. 23, 2016, a supplemental verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy
Procedure, stating that Chambers Energy Capital has been replaced
with CEC II TI Pool, LP, in the ad hoc noteholders in the Chapter
11 bankruptcy case of Triangle USA Petroleum Corporation, et al.

In accordance with Bankruptcy Rule 2019, the Firms supplement the
First Verified Statement, the First Supplemental Verified
Statement, the Second Supplemental Verified Statement and the Third
Supplemental Verified Statement to provide an updated list of the
names and addresses of, and the nature and amount of all
disclosable economic interests held by, the Ad Hoc Noteholders in
relation to the Debtors as of Dec. 23, 2016:

(1) CEC II TI Pool, LP
     600 Travis Street, Suite 4700
     Houston, TX 77702
     Principal Amount 6.75% Senior Notes due 2022: $46,500,000

(2) Eaton Vance Management Two International Place
     Boston, MA 02110
     Principal Amount 6.75% Senior Notes due 2022: $11,000,000

(3) J.P. Morgan Securities LLC with respect to only its Credit
     Trading group
     383 Madison Avenue, Level 3
     New York, NY 10179
     Principal Amount 6.75% Senior Notes due 2022: $58,793,000

(4) Shenkman Capital Management, Inc., on behalf of certain
     advisory accounts in its capacity as Investment Manager
     461 Fifth Avenue, 22nd Floor
     New York, NY 10017
     Principal Amount 6.75% Senior Notes due 2022: $42,375,000

(5) Southeastern Asset Management, Inc.
     6410 Poplar Avenue, Suite 900
     Memphis, TN 38119
     Principal Amount 6.75% Senior Notes due 2022: $150,792,000

On July 25, 2016, the Firms filed the Verified Statement pursuant
to Federal Rule of Bankruptcy Procedure 2019.  In the First
Verified Statement, the Firms disclosed its representation of
Chambers Energy Capital, Eaton Vance Management, Franklin Advisers,
Inc., J.P. Morgan Securities LLC (with respect to only its Credit
Trading group), Prudential Financial, Inc., Shenkman Capital
Management, Inc. (on behalf of certain advisory accounts in its
capacity as investment manager), and Southeastern Asset Management,
Inc., in these Chapter 11 cases.

On Sept. 13, 2016, the Firms filed the First Supplemental Verified
Statement pursuant to Federal Rule of Bankruptcy Procedure 2019.
In the First Supplemental Verified Statement, the Firms disclosed
that it no longer represents Franklin Advisers, Inc., in these
Chapter 11 cases.

On Sept. 27, 2016, the Firms filed the Second Supplemental Verified
Statement pursuant to Federal Rule of Bankruptcy Procedure 2019.
In the Second Supplemental Verified Statement, the Firms disclosed
that it no longer represents Prudential Financial, Inc., in these
Chapter 11 cases.

On Nov. 15, 2016, the Firms filed the Third Supplemental Verified
Statement pursuant to Federal Rule of Bankruptcy Procedure 2019.
In the Third Supplemental Verified Statement, the Firms updated the
list of the names and addresses of, and the nature and amount of
all disclosable economic interests held by,  certain holders of the
notes in relation to the Debtors, and disclosed its retention by
Wilmington Trust, National Association, in its capacity as
Indenture Trustee under that certain indenture, dated as of July
18, 2014, in respect of the Debtors' 6.75% Senior Notes due 2022,
to serve as its special co-counsel.

The Firms make no representation regarding the amount, allowance,
or priority of the claims, and reserves all rights with respect
thereto.  The Firms also hold no disclosable economic interests in
relation to the Debtors.

Neither the filing of the Fourth Supplemental Verified Statement
nor any subsequent appearance, pleading, claim, or suit is intended
or will be deemed to waive: (i) the right to have orders in
non-core matters entered only after de novo review by a district
court; (ii) the right to trial by jury in any proceeding so triable
in any case, controversy or adversary proceeding; or (iii) the
right to have the reference withdrawn in any matter subject to
mandatory or discretionary withdrawal of the Ad Hoc Noteholders and
Indenture Trustee.  In addition, all other rights, claims, actions,
defenses, setoffs, or recoupments to which the Ad Hoc Noteholders
and Indenture Trustee are or may be entitled under agreements, in
law, or in equity, all of which rights, claims, actions, defenses,
setoffs, and recoupments are expressly reserved, and nothing
contained in this Fourth Supplemental Verified Statement should be
construed as a limitation upon, or waiver of, any of the Ad Hoc
Noteholders' and Indenture Trustee's rights to assert, file and
amend their claims or statements of interests in accordance with
applicable law and any orders entered in these Chapter 11 cases.

The Firms can be reached at:

     Sean M. Beach, Esq.
     Andrew L. Magaziner, 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: sbeach@ycst.com
             amagaziner@ycst.com

          -- and --

     Matthew J. Williams, Esq.
     Shira D. Weiner, Esq.
     GIBSON, DUNN & CRUTCHER LLP
     200 Park Avenue
     New York, New York 10166-0193
     Tel: (212) 351-4000
     Fax: (212) 351-4035
     E-mail: mjwilliams@gibsondunn.com
             sweiner@gibsondunn.com

          About Triangle USA Petroleum Corporation

Triangle USA Petroleum Corporation is an independent exploration
and production company with a strategic focus on developing the
Bakken Shale and Three Forks formations in the Williston Basin of
North Dakota and Montana.  TUSA is a wholly owned subsidiary of
Triangle Petroleum Corporation (NYSE MKT: TPLM).  Neither TPLM nor
its affiliated company, RockPile Energy Services, LLC, is included
in TUSA's Chapter 11 filing.

Triangle USA Petroleum Corporation and its affiliates filed
voluntary petitions under Chapter 11 of the Bankruptcy Code
(Bankr.
D. Del. Lead Case No. 16-11566) on June 29, 2016.  The cases are
pending before Judge Mary F. Walrath.

The Debtors have engaged Sarah E. Pierce, Esq., at Skadden, Arps,
Slate, Meagher & Flom LLP as counsel, AP Services, LLC, as
financial advisor, PJT Partners Inc. as investment banker and Prime
Clerk LLC as claims & noticing agent.

At the time of the filing, TUSA estimated assets in the range of
$500 million to $1 billion and liabilities of up to $1 billion.

Andrew R. Vara, Acting U.S. Trustee, informs the U.S. Bankruptcy
Court for the District of Delaware that a committee of unsecured
creditors has not been appointed in the Chapter 11 case of
Triangle USA Petroleum Corporation due to insufficient response to
the U.S. Trustee communication/contact for service on the
committee.


URBANCORP INC: January 2017 Claims Bar Date for Canadian Units
--------------------------------------------------------------
All persons who assert a claim against Urbancorp Cumberland 2 GP
Inc., Urbancorp Cumberland 2 LP, Bosvest Inc., Edge on Triangle
Park, and Edge Residential Inc. ("companies"), whether
unliquidated, contingent or otherwise, and all person who assert a
claim against directors and officers of the companies, must file a
proof of claim with the Fuller Landau Group Inc. on or before 5:00
p.m. (Toronto Time) on January 27, 2017, at:

   The Fuller Landau Group Inc.
   Attention: Adam Erlich
   151 Bloor Street West, 12th Floor
   Toronto, ON M5S 1S4
   Fax: 416-645-6501
   Email: AErlich@FullerLP.com

Claimants may also obtain the claims procedure order and a claims
package:
http://fullerlp.com/active_engagements/edge-triangle-park-inc/,or
by contacting Tel: 416-645-6560

Urbancorp Inc. -- http://www.urbancorp.com-- is a real estate
developer in Canada.


VALUEPART INC: Committee Taps Kane Russell as Legal Counsel
-----------------------------------------------------------
The official committee of unsecured creditors of ValuePart,
Incorporated seeks approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire legal counsel.

The committee proposes to hire Kane Russell Coleman & Logan PC to
give legal advice regarding its duties under the Bankruptcy Code,
assist the committee and the Debtor in the formulation of a
bankruptcy plan, conduct investigations into the Debtor's
operations, and provide other legal services.

The hourly rates charged by the firm are:

     Joseph Coleman               $575
     John J. Kane                 $375
     Directors             $350 – $600
     Associates            $260 – $385
     Paralegals            $125 – $225

Joseph Coleman, Esq., disclosed in a court filing that he and other
members of Kane Russell are "disinterested persons" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Joseph M. Coleman, Esq.
     John J. Kane, Esq.
     Kane Russell Coleman & Logan PC
     3700 Thanksgiving Tower
     1601 Elm Street
     Dallas, TX 75201
     Telephone: 214-777-4200
     Telecopier: 214-777-4299
     Email: jkane@krcl.com
     Email: ecf@krcl.com

                  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.


VANGUARD HEALTHCARE: Court Allows BCF Insurance Premium Financing
-----------------------------------------------------------------
Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the
Middle District of Tennesseea authorized Vanguard Healthcare, LLC,
to obtain Insurance Premium Financing from BankDirect Capital
Finance.

The Debtor is authorized and directed to timely make all payments
due under the Premium Financing Agreement and BankDirect was
authorized to receive and apply such payments to the indebtedness
owed by the Debtor to BankDirect as provided in the Premium
Financing Agreement.

Judge Mashburn held that if the Debtor does not make any of the
payments under the Court's Order or the Premium Financing Agreement
as they become due, the automatic stay will automatically lift to
enable BankDirect and/or third parties, including insurance
companies providing the protection under the Policies, to take all
steps necessary and appropriate to cancel the Policies, collect the
collateral and apply such collateral to the indebtedness owed to
BankDirect by the Debtor.

A full-text copy of the Order, dated Dec. 20, 2016, is available at

http://bankrupt.com/misc/VanguardHealthcare2016_316bk03296_727.pdf

                      About Vanguard Healthcare

Vanguard Healthcare, LLC, is a long-term care provider
headquartered in Brentwood, Tennessee, providing rehabilitation and
skilled nursing services at 14 facilities in four states (Florida,
Mississippi, Tennessee and West Virginia).

Vanguard Healthcare, LLC, and 17 of its subsidiaries each filed a
Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Lead Case No.
16-03296) on May 6, 2016.  The petitions were signed by William D.
Orand, the CEO.  The cases are assigned to Judge Randal S.
Mashburn.

Vanguard estimated assets in the range of $100 million to $500
million and liabilities of up to $100 million.

The Debtors have hired Bradley Arant Boult Cummings LLP as counsel,
and BMC Group as noticing agent.

The U.S. Trustee for Region appointed seven creditors of Vanguard
Healthcare to serve on an Official Committee of Unsecured
Creditors.  The Committee retained Bass, Berry & Sims PLC as its
legal counsel, and CohnReznick LLP as its financial advisor.


VASSALLO INT'L: Hires Charles Cuprill as Legal Counsel
------------------------------------------------------
Vassallo International Group, Inc. seeks authorization from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Charles A. Cuprill, P.S.C., Law Offices as legal counsel.

The firm will be paid at these hourly rates:

       Charles A. Cuprill-Hernández     $350
       Associates                       $250
       Paralegals                       $85

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

The firm received a $15,000 retainer from the Debtor.

Charles A. Cuprill-Hernandez 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 Debtor and its estate.

The firm can be reached at:

       Charles A. Cuprill-Hernandez, Esq.
       CHARLES A. CUPRILL, P.S.C., LAW OFFICES
       356 Fortaleza Street, Second Floor
       San Juan, PR  00901
       Tel: (787) 977–0515
       Fax: (787) 977–0518
       E–mail: ccuprill@cuprill.com

Vassallo International Group Inc., filed a Chapter 11 petition
(Bankr. D. P.R. Case No. 16-09093) on November 16, 2016.  The
petition was signed by Rafael V. Vassallo Collazo, president.  The
Debtor is represented by Charles Alfred Cuprill-Hernandez, Esq.  

The Debtor disclosed $0 million in assets and $8.4 million in
liabilities.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/prb16-09093.pdf


VASSALLO INT'L: Hires Luis Carrasquillo as Financial Consultant
---------------------------------------------------------------
Vassallo International Group, Inc. seeks authorization from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Luis R. Carrasquillo & Co., P.S.C. as financial consultant.

The Debtor requires the financial consultant to provide business
reorganizations, consulting services related to reorganization,
audit, review, and compilation, tax services and accounting and
bookkeeping.

The firm will be paid at these hourly rates:

       Luis R. Carrasquillo, Partner     $175
       Marcelo Gutierrez, Sr. CPA        $125
       Other CPAs                        $90-$125
       Lionel Rodriguez Perez            $90
       Carmen Callejas Echevarria        $85
       Alfredo J. Segarra                $80
       Janet Marrero                     $45
       Iris L. Franqui                   $45

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

Luis R. Carrasquillo Ruiz 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 Debtor and its estate.

The firm can be reached at:

       Luis R. Carrasquillo Ruiz
       Luis R. Carrasquillo & Co., P.S.C.
       28th Street, # TI-26
       Turabo Gardens Avenue
       Caguas, PR  00725       
       Tel: (787) 746-4555
       Fax: (787) 746-4564
       E-mail: luis@cpacarrasquillo.com    

Vassallo International Group Inc., filed a Chapter 11 petition
(Bankr. D. P.R. Case No. 16-09093) on November 16, 2016.  The
petition was signed by Rafael V. Vassallo Collazo, president.  The
Debtor is represented by Charles Alfred Cuprill-Hernandez, Esq.  

The Debtor disclosed $0 million in assets and $8.4 million in
liabilities.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/prb16-09093.pdf


VERENGO INC: Wants April 24 Exclusive Plan Filing Period Extension
------------------------------------------------------------------
Verengo, Inc. asks the U.S. Bankruptcy Court for the District of
Delaware to extend its exclusive periods for filing a chapter 11
plan and soliciting acceptances to the plan through April 24, 2017
and June 20, 2017, respectively.

The Debtor relates that the Auction for the sale of substantially
all of the Debtor's assets was cancelled as no other bids aside
from that of the Stalking Horse Purchaser, Crius Solar Fulfillment,
was received.  The Debtor further relates that Crius Solar
Fulfillment was named the Successful Bidder for the Purchased
Assets.

The Debtor tells the Court that the chapter 11 case has presented
various complex and time-consuming issues, including developing a
sale process that has required the full focus of the Debtor and its
professionals since the Petition Date.  The Debtor further tells
the Court that its efforts throughout the chapter 11 case has been
focused upon the execution of a comprehensive sale process in order
to maximize the value of the Debtor’s assets for the benefit of
its creditors.

The Debtor contends that it has worked and continues to work
diligently with the multiple parties, including its secured
creditors, prepetition lenders, and Crius Solar Fulfillment, LLC to
negotiate terms, which the Debtor believes will provide the
framework for the ultimate disposition of the case, and have acted
in good faith in order to achieve the most value from its assets.
The Debtor further contends that it is working towards a closing
date on the Sale.  The Debtor adds that is making obvious progress
toward proposal and confirmation of a plan and resolution of the
case.

The Debtor's Motion is scheduled for hearing on January 24, 2017 at
1:00 p.m.  The deadline for the filing of objections to the
Debtor's Motion is set on January 5, 2017 at 4:00 p.m.

                  About Verengo, Inc.

Verengo, Inc., filed a chapter 11 petition (Bankr. D. Del. Case No.
16-12098) on Sept. 23, 2016.  The petition was signed by Dan
Squiller, CEO.  The Debtor is represented by Scott D. Cousins, Esq.
and Evan T. Miller, Esq., at Bayard, P.A.  The case is assigned to
Judge Brendan Linehan Shannon.  The Debtor estimated assets and
liabilities at $10 million to $50 million at the time of the
filing.

The Debtor is a privately held corporation organized under Delaware
law, headquartered in Torrance, CA with an operations center in
Phoenix, AZ.  The Debtor originated from Ken Button and Randy
Bishop's purchase of Gemstar Builders in February 2008, which was
subsequently renamed Verengo Solar, a d/b/a of Verengo, Inc.  The
Debtor's business focuses on the installation of solar photovoltaic
systems and is one of the most well-known and respected brands in
residential solar.  Moreover, the Debtor offers a range of
energy-saving products to help users to conserve the energy
generated from their solar systems.  The Debtor also markets and
sells solar panels and semiconductor-based micro inverter systems
in the United States.

The Debtor tapped Sherwood Partners, Inc., as financial advisors,
and SSG Advisors, LLC as investment banker.


VIRGIN ISLANDS PFA: S&P Puts 'BB' Rating on CreditWatch Negative
----------------------------------------------------------------
S&P Global Ratings has placed its 'BB' and 'BB-' ratings on the
Virgin Islands Public Finance Authority's matching fund loan notes
senior- and subordinate-lien bonds, respectively, on Credit Watch
with negative implications.  At the same time, S&P Global Ratings
placed its 'B' rating on the authority's gross receipts tax bonds
on Credit Watch with negative implications.

"The CreditWatch placement follows the U.S. Virgin Islands'
decision to delay the sale of the series 2016A senior- and
subordinate-lien bonds, scheduled for Dec. 15, and reflects our
view that credit quality could deteriorate further due to liquidity
concerns if the USVI is unable to access the market on time," said
S&P Global Ratings credit analyst John Sugden.  "To be clear, the
timing of a bond sale, in and of itself, is not a credit factor and
transactions are often delayed due to changes in market conditions
that affect pricing; however, the USVI's need to access the market
for liquidity makes the timing of this transaction increasingly
important.  We recognize that recent events, such as the
post-election market selloff, the Fed's decision to increase
interest rates, and increased uncertainty in the credit markets,
have led several other issuers to delay the bond sales.  The bonds
were being issued to fund operating deficits in fiscal years 2017
and 2018 and provide much-needed liquidity in fiscal 2017.  As we
mentioned in our Dec. 1 analysis, demonstrating market access is a
pre-condition required by the lender to allow the territory to make
further draws on its line of credit.  Although the USVI has
indicated that it plans to re-enter the market in early January,
there is no guarantee that market conditions will be significantly
different, especially given the potential for continued market
uncertainty prior to and immediately after President-elect Trump's
inauguration on
Jan. 20," S&P said.

As S&P stated in its last analysis (published Dec. 1) for both
securities, in S&P's view, if market access becomes constrained, it
could lead to the territory's inadequate ability or willingness to
meet its financial obligations.

S&P expects to resolve the CreditWatch within the next 90 days and
to lower the rating if S&P views the USVI's market access to be
constrained or if S&P views the territory's ability or willingness
to meet its financial obligations is otherwise compromised.  S&P
could remove the CreditWatch should the USVI demonstrate timely and
sufficient market access to cover its liquidity needs for the
fiscal year.


WEST VIRGINIA HIGH: Ch. 11 Trustee Sought to Manage Finances
------------------------------------------------------------
The Huntington National Bank filed a Motion before the U.S.
Bankruptcy Court for the Northern District of West Virginia
requesting an order to direct the appointment of a Chapter 11
Trustee for West Virginia Hight Technology Consortium Foundation
and HT Foundation Holdings, Inc..

Huntington tells the Court that it wants the Debtors to succeed and
that is why, at the outset of the proceeding, Huntington consented
to the interim use of cash. However, the events of the past few
months have shown that Huntington's reliance on the current
management was misplaced.

According to Huntington's Motion, the Debtors' crisis is directly
attributable to the financial incompetence of its current
management. The Debtors are primarily funded by resources from
state and federal governments. Yet, rather than being responsible
stewards, the Debtors are squandering these precious and scarce
resources. Given that the Debtors' current management has
demonstrated no inclination to change course, it can no longer be
trusted to manage the Debtors through the economic crisis. Thus,
Chapter 11 Trustee is desperately needed and is appropriate before
the case.

The Motion further reasoned out that a trustee is needed
immediately to prevent a further cash burn and present the court
and creditors a business plan which reins in costs. On its present
trajectory, the Debtors will lose all its cash within a short
time-frame, and the Debtors' noble mission of promoting jobs in
West Virginia will be damaged.

The Attorneys for Huntington National Bank are:

        Kathleen Jones Goldman, Esq.
        Christopher P. Schueller, Esq.
        One Oxford Centre, 20th floor
        301 Grant Street
        Pittsburgh, PA 15219
        Tel.: 412-562-8800
        Fax: 412-562-1041
        E-mail: kathleen.goldman@bipc.com
                christopher.schueller@bipc.com

             About West Virginia High Technology
                   Consortium Foundation

West Virginia Hight Technology Consortium Foundation and HT
Foundation Holdings, Inc., filed chapter 11 petitions (Bankr. N.D.
W.Va. Case Nos. 16-00806 and 16-00807) on Aug. 4, 2016. The
petitions were signed by James L. Estep, president and CEO. Judge
Patrick M. Flatley presides over the case. The Debtors estimated
$10 million to $50 million in both assets and liabilities.

David B. Salzman, Esq., at Campbell & Levine, LLC serves as
bankruptcy counsel. The Debtors employ Rolston & Company as real
estate appraiser; Easter Valley, LLC as real estate broker; and
Arnett Carbis Toothman, LLP as accountants.


[] Fitch: Dec. Loan Default Rate 1.8%, Higher Post-Default Pricing
------------------------------------------------------------------
While the December U.S. institutional leveraged loan default rate
stands at 1.8%, slightly down from 1.9% in November, post-default
secondary bid prices improved to 47% of par from 43% last month,
according to a new Fitch Ratings report.

"In 2017, Fitch forecasts a 2% default rate, slightly above the
1.7% non-recessionary par-weighted average," said Eric Rosenthal,
Senior Director of Leveraged Finance. "We're ending 2016 on trend
with this expectation."

Two companies defaulted in December: TwentyEighty Inc. elected not
to pay interest within its grace period and La Paloma Generating
Co. filed for bankruptcy. This brings the year-to-date default
volume to $17.4 billion.

Companies in the energy and metals/mining sectors that defaulted in
the second half of 2016 (2H16) benefitted from strengthening
commodity prices. Improving enterprise values are reflected in
higher post-default bid prices. During the first half of 2016, the
par-weighted average bid price was 40% compared to nearly 80%
during 2H16, with 58% of total volume coming from the two
distressed sectors.

Robust refinancings and repricings in October and November drove
the 2020 institutional maturities down to $164 billion from $187
billion at the end of September. At the start of the year, there
was a more formidable $222 billion slated to mature in 2020.

The recent refinancings and repricings pushed the 2023 maturities
up to $227 billion from $150 billion at the end of the third
quarter.


                            *********

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
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then-ending.

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                            *********

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
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Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
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Editors.

Copyright 2016.  All rights reserved.  ISSN: 1520-9474.

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                   *** End of Transmission ***