TCR_Public/170228.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, February 28, 2017, Vol. 21, No. 58

                            Headlines

1011778 BC: Moody's Affirms B1 Corporate Family Rating
4 ACES BINGO: Sale of Aurora Property for $1.6 Million Approved
5 LOTS: Disclosures OK'd; Plan Confirmation Hearing on April 4
900 RETAIL: Hires Cardet Law as Attorney
A GREENER GLOBE: Trustee Taps Wallace-Kuhl as Env'l. Consultant

A. SCHULMAN: S&P Lowers CCR to 'B+' on Weaker Performance
ABENGOA BIOENERGY: Unsecured Creditors to Recoup 31.5% Under Plan
ABENGOA KANSAS: Wants to Extend Plan Filing Deadline to April 20
ABRAHAM S BIEGELEISEN: Hires Benjamin Mintz as Accountant
ACHAOGEN INC: FMR LLC Has 8.5% Equity Stake as of Dec. 30

ACHAOGEN INC: Versant Entities Cease to be 5% Shareholders
ADG COPPER: Seeks to Hire Whitaker Chalk as Legal Counsel
ADMI CORP: $175MM Loan Add-On is Credit Negative, Moody's Says
ADMI CORP: S&P Affirms 'B' Rating on 1st Lien Secured Facility
ADVANTAGE AVIATION: Disclosures OK'd; Plan Hearing on April 10

AIM STEEL: Hires Kan & Clark to Replace Falcone as Counsel
ALFA MEDICAL: Seeks Court Approval to Use IRS Cash Collateral
AMERICAN AXLE: Fitch Lowers LT Issuer Default Ratings to BB-
AMERICAN AXLE: Moody's Lowers Corporate Family Rating to B1
AMERICAN AXLE: S&P Affirms 'BB-' CCR; Outlook Stable

ANDERSON SHUMAKER: Case Summary & 20 Largest Unsecured Creditors
ATRIUM INNOVATIONS: Moody's Affirms B2 Corporate Family Rating
BASS PRO: Bank Debt Trades at 4% Off
BAYWAY HAND: Trustee Taps AEI as Environmental Expert
BELK INC: Bank Debt Trades at 14% Off

BOOM LIMO: Seeks to Hire Raymond Miller as New Legal Counsel
BREITBURN ENERGY: Asks Court to Move Plan Filing Period to May 12
BROOKLYN NAVY: Moody's Raises Secured Debt Rating to 'B2'
CADIZ INC: Odey Asset et al. Hold 6.21% Stake as of Dec. 31
CALMARE THERAPEUTICS: Two Directors Resign From Board

CARAUSTAR INDUSTRIES: S&P Assigns 'B+' Rating on 1st Lien Loan
CDW LLC: Moody's Assigns Ba3 Rating to New $500MM Unsec. Notes
CDW LLC: S&P Assigns 'BB-' Rating on New $500MM Unsec. Notes
CHAPARRAL ENERGY: Asks Court to Okay Velma Pipeline Sale
CHESAPEAKE ENERGY: Reports Full Year & Fourth Quarter 2016 Results

CHURCH HOME: Fitch Affirms 'BB' Rating on 2016A Fixed Rate Bonds
COLOGIX HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable
COMBIMATRIX CORP: Bard Associates Has 5.9% Stake as of Dec. 31
COMMERCIAL METALS: S&P Affirms 'BB+' CCR; Outlook Stable
COMMUNICATIONS SALES: Hunt Purchase No Impact Moody's Rating

CORENO MARBLE: Unsecured Creditors to Recoup 40% in 78 Months
CORWIN PLACE: Hires Howard Hanna as Real Estate Broker
DACCO TRANSMISSION: Examiner Taps Jenner & Block as Attorneys
DANG GOOD: DLLR to Get $164.74 Per Month Plus 18% Until April 2021
DELCATH SYSTEMS: OKs Temporary Reduction to Notes Conversion Price

DIGIPATH INC: Signs Joint Venture Pact with Strategic Investor
DIGITALGLOBE INC: Merger with MDA No Impact on Moody's Ba3 CFR
DIGITALGLOBE INC: S&P Puts 'BB' CCR on CreditWatch Developing
DILLARD'S INC: S&P Corrects Rating on US$200MM Cap Secs to 'BB'
DISPENSING DYNAMICS: S&P Withdraws 'CCC' ICR

DOLPHIN DIGITAL: Sold $500,000 Common Shares to Investor
EASTERN OUTFITTERS: Taps KCC as Claims & Noticing Agent
EASTERN UNIVERSITY: S&P Affirms 'BB+' Rating on 2012 Rev. Bonds
EL RANCHO OF KALAMAZOO: Unsecureds to Get $5K Annually for 4 Yrs.
ENDLESS SALES: Has Permission to Use BBVA Compass Cash Collateral

EQUINOX HOLDINGS: S&P Rates Proposed $950MM Loans 'B+'
ERIN ENERGY: CEO Segun Omidele Resigns
EVEN ST. PRODUCTIONS: Seeks to Hire Loeb & Loeb as Special Counsel
EXGEN TEXAS: S&P Lowers Rating on $675MM Loan to 'CCC+'
FANOUS JEWELERS: Unsecureds to Get $500 per Month for 2 Yrs.

FIRST DATA: Fitch Hikes Long-Term Issuer Default Rating to 'B+'
FORBES ENERGY: Seeks to Hire Jefferies LLC as Investment Banker
FOUNTAINS OF BOYNTON: Hanover to Recover 95% Under Plan
FOUNTAINS OF BOYNTON: Plan Solicitation Period Extended to March 31
FOUR SEASONS LANDSCAPE: Hires Ironstone Tax as Accountant

FREEDOM MORTGAGE: Fitch Gives 'B+/RR4' Rating to $450MM Term Loan
FRONTIER COMMUNICATIONS: Fitch Lowers IDR to BB-; Outlook Negative
GASTAR EXPLORATION: Conditionally Calls 8-5/8% Notes for Redemption
GELTECH SOLUTIONS: Estimates $3 to $3.5 Million Revenues in 2017
GEO GROUP: S&P Affirms 'BB-' CCR & Lowers Unsec. Notes Rating to B+

GEORGINA LLC: Taps Chaparral Land as Real Estate Broker
GERALEX INC: Plan Confirmation Hearing on March 30
GIBSON BRANDS: S&P Affirms 'CCC' CCR & Revises Outlook to Positive
GLOYD GREEN: Gun Collection Auction on Feb. 2 by Erkelens Approved
GOODYEAR TIRE: Repriced 2nd Lien Loan No Impact on Fitch's Ratings

GREATER LEWISTOWN: Voluntary Chapter 11 Case Summary
HORNBECK OFFSHORE: Moody's Lowers CFR to Caa3, Outlook Negative
INTERNET BRANDS: Moody's Affirms B2 Corporate Family Rating
IPC CORP: S&P Puts 'B' CCR on CreditWatch Negative
IRVINGTON COMMUNITY: S&P Affirms 'B-' Rating on 2009A/B Rev. Bonds

JACK ROSS: Intends to File Plan of Reorganization By April 24
JG NASCON: Selling Wheel Loader for $20K to Pay M&T Bank
KCD IP: Moody's Lowers Rating on Class A Notes to Caa1(sf)
KCG HOLDINGS: Moody's Affirms B1 Senior Secured Debt Rating
KEMET CORP: Inks Deal to Acquire NEC Tokin

LANTHEUS MEDICAL: Moody's Puts B3 CFR Under Review for Upgrade
LAST FRONTIER: Names Eric Liepins as Counsel
LEGACY RESERVES: Reports $110.1 Million Net Loss for 4th Quarter
LENNAR CORP: Fitch Rates $250MM Unsecured Notes at BB+
LEVI STRAUSS: Fitch Assigns BB Rating to EUR450MM Unsec. Notes

LEWIS HEALTH: Hearing on Plan Outline OK Scheduled for March 28
LPL HOLDINGS: Moody's Assigns Ba2 Rating to $1.7BB Sr. Term Loan
MARACAS CLUB: Trustee Taps Klestadt Winters as Legal Counsel
MATADOR RESOURCES: S&P Affirms 'B' Rating on Sr. Unsecured Notes
MAUI LAND: TSP Capital Owns 6.4% Equity Stake as of Dec. 31

MF GLOBAL: Has No Right To Pursue $1.7M Claims, Co-Op Says
MIDWAY GOLD: 0862130 Buying Tonopah Project for $25K
MOSAIC MANAGEMENT: Court Moves Exclusive Plan Period to March 3
MOTORS LIQUIDATION: Unsecured Creditors' Trust May Use Almost $10M
NAVIDEA BIOPHARMACEUTICALS: Agrees to $59-Mil. Settlement with CRG

NEIMAN MARCUS: Bank Debt Trades at 21% Off
NORTH LAS VEGAS, NV: Fitch Affirms B+ Rating on $400MM LTGO Bonds
NOVITEX ACQUISITION: S&P Puts 'B' CCR on CreditWatch Positive
OCH-ZIFF CAPITAL: Fitch Lowers Long-term IDRs to BB-
ONCOLOGY INSTITUTE: Taps Luis Cruz Lopez as Accountant

ORANGE PEEL: Court Extends Plan Filing Deadline Until April 7
OUTER HARBOR: Must Face $13M Damage Claim for Breaching Pact
PACIFIC DRILLING: Reports $43 Million Net Loss for Fourth Quarter
PAR TWO INVESTORS: April 5 Plan Confirmation Hearing
PARAMOUNT RESOURCES: S&P Affirms 'B-' CCR; Outlook Stable

PDC ENERGY: Moody's Changes Outlook to Pos. & Affirms B1 CFR
PET EXPRESS USA: Seeks to Hire Landrau Rivera as Legal Counsel
POST EAST: Allowed to Use Connect REO Cash Collateral Thru April 30
QUIKSILVER INC: Court Okays Settlement With 26 Former Workers
RADIO SYSTEMS: Moody's Affirms B2 Corporate Family Rating

RADIOLOGY SUPPORT: Seeks Court Permission to Use Cash Collateral
RELIANT MEDICAL: Fitch Rates $142MM Series 2017 Bonds 'BB'
RESOLUTE ENERGY: Enters Into New $150 Million Credit Facility
RESTAURANT BRANDS: S&P Affirms 'B+' CCR; Outlook Stable
RIVERBED PARENT: S&P Assigns 'B' CCR; Outlook Stable

ROSETTA GENOMICS: Closes 2nd Tranche of Private Placement
RSI HOME: S&P Raises CCR to 'BB-', Outlook Stable
RYDER MEMORIAL: S&P Lowers Rating on $7.8MM 1994A Bonds to 'B+'
SABINE PASS: Moody's Assigns Ba1 Rating on New $800MM Sr. Notes
SANTA CRUZ PLUMBING: Needs Court Authority to Use Cash Collateral

SERVICE WELDING: Has Until June 19 to File Plan & Disclosures
SOURCEHOV LLC: Novitex Merger No Impact on Moody's Ratings
SOURCEHOV LLC: S&P Puts 'CCC+' Rating on CreditWatch Positive
SOUTHCROSS ENERGY: S&P Affirms 'CCC+' CCR on Covenant Relief
SPANISH BROADCASTING: PlusTick Management Owns 8.9% Class A Shares

SPANISH BROADCASTING: Renaissance Technologies Owns 7% CL-A Shares
SRAM CORP: Moody's Assigns B2 Rating to $570MM 1st Lien Term Loan
SRAM LLC: S&P Assigns 'B' Rating on Proposed Senior Secured Debt
SS&C TECHNOLOGIES: Moody's Hikes Corporate Family Rating to Ba3
STEMTECH INTERNATIONAL: Intends to Use Opus Bank Cash Collateral

SULLIVAN VINEYARDS: Allowed to Pay $12K in Shipping Expenses
SUNSET9 LLC: Seeks to Hire Louis J. Esbin as Legal Counsel
TALLAHASSEE INDOOR: Hearing on Plan Outline Set For March 23
TARTAN CONTROLS: Receiver Selling All Assets to Eastar Premium
TULARE LOCAL: Fitch Alters Watch on BB- 2007 Bonds Rating to Neg

TURNING LEAF: Taps Michael O'Brien Law Firm as Counsel
ULTRA PETROLEUM: Has Until April 15 to File Reorganization Plan
UNIT CORP: Moody's Revises Outlook to Stable & Affirms B2 CFR
UNITED MOBILE: Allowed to Continue Using Cash Through March 31
VERUS SECURITIZATION 2017-1: S&P Rates Class B-2 Certificates BB

VIA NIZA: Seeks to Hire Luis Cruz Lopez as Accountant
WARRIOR MET: S&P Assigns 'B-' CCR; Outlook Stable
WAYNE, MI: Moody's Lowers Issuer Rating to 'B1'
WILTON INDUSTRIES: Bank Debt Trades at 3% Off
WOONSOCKET, RI: Moody's Affirms Ba3 Rating on GO Debt

YORK RISK: Bank Debt Trades at 3% Off
ZAMINDAR PROPERTIES: Taps Calaiaro Valencik as Legal Counsel
[*] Moody's Takes Action on Armor, GFI & Oppenheimer
[^] Large Companies with Insolvent Balance Sheet

                            *********

1011778 BC: Moody's Affirms B1 Corporate Family Rating
------------------------------------------------------
Moody's Investors Service affirmed the ratings of 1011778 B.C.
Unlimited Liability Company, including the company's B1 Corporate
Family Rating (CFR), B1- PD Probability of Default Rating (PDR),
Ba3 first lien bank ratings, Ba3 first lien note rating, and B3
second lien note rating. The company's SGL-1 Speculative Grade
Liquidity Rating and Tim Hortons Inc.'s B2 senior unsecured legacy
notes rating were also affirmed. The ratings outlook was changed to
stable from positive.

The change in outlook was prompted by the recent announcement that
Restaurant Brands International Inc., ("RBI"), the parent company
of 1011778 B.C., entered into a definitive agreement to acquire
Popeyes Louisiana Kitchen, Inc. ("Popeyes") for approximately $1.8
billion in cash. The transaction is expected to be funded with
approximately $1.3 billion of new debt and $600 million in cash.
The transaction is expected to close in early April 2017.

"The change in outlook to stable from positive reflects the
expected increase in funded debt levels required to fund the
acquisition of Popeyes that will result in a deterioration in
credit metrics, particularly leverage." Stated Bill Fahy, Moody's
Senior Credit Officer. "However, the affirmation considers that
despite the higher debt levels, pro forma credit metrics should be
appropriate for the B1 CFR as credit metrics gradually strengthen
over time through improved earnings and required amortization."
stated Fahy. The affirmation and stable outlook also take into
account the larger scale of the combined company, greater revenue
diversification of the brands and product offerings, and potential
growth in new markets.

Should the transaction close as proposed, Moody's pro forma
adjusted leverage will likely increase to around 5.5 times from
about 5.0 times for the twelve month period ending December 2016.
In addition to its outstanding debt, RBI has $3.0 billion of 9%
cumulative compounding perpetual preferred stock. Although not
included in Moody's leverage calculation, this high coupon
preferred stock is redeemable at the company's option beginning in
December 2017 at a price of 109.9% of par value plus accrued and
unpaid dividends and unpaid make whole dividends.

Ratings affirmed include:

Outlook Actions:

Issuer: 1011778 B.C. Unltd Liability Co.

-- Outlook, Changed To Stable From Positive

Affirmations:

Issuer: 1011778 B.C. Unltd Liability Co.

-- Probability of Default Rating, Affirmed B1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-1

-- Corporate Family Rating, Affirmed B1

-- Senior Secured Bank Credit Facility, Affirmed Ba3(LGD3)

-- Senior Secured 1st Lien Regular Bond/Debenture, Affirmed
Ba3(LGD3)

-- Senior Secured 2nd Lien Regular Bond/Debenture, Affirmed
B3(LGD5)

Issuer: Tim Hortons Inc.

-- Senior Unsecured Regular Bond/Debenture, Affirmed B2(LGD5)

RATINGS RATIONALE

The B1 CFR reflects 1011778 B.C.'s relatively high leverage, modest
cash flow metrics, aggressive financial policy and significant
remodeling requirements of its franchisees. Moody's also believes
that high levels of promotional activities by competitors and a
value focused consumer will continue to pressure operating
performance. However, the ratings also reflect the brand
recognition and meaningful scale of the combined company,
diversified day part and food offerings which boosts returns on
invested capital and profit margins, and very good liquidity.

Factors that could result in an upgrade include a sustained
strengthening of debt protection metrics with debt to EBITDA
migrating towards 4.5 times and EBITA coverage of interest moving
towards 3.0 times. A higher rating would also require maintaining
very good liquidity.

Factors that could result in a downgrade include an inability to
strengthen credit metrics with debt to EBITDA exceeding 5.5 times
or EBITA to interest approaching 2.0 times on a sustained basis. A
deterioration in liquidity for any reason could also result in a
downgrade.

1011778 B.C. Unlimited Liability Company, owns, operates and
franchises over 15,700 Burger King hamburger quick service
restaurants and more than 4,600 Tim Horton restaurants. Annual
revenues are around $4.1 billion, although systemwide sales are
over $24 billion. 3G Restaurant Brands Holdings LP, owns
approximately 43% of the combined voting power with respect to RBI
and is affiliated with private investment firm 3G Capital Partners,
Ltd.

The principal methodology used in these ratings was Restaurant
Industry published in September 2015.


4 ACES BINGO: Sale of Aurora Property for $1.6 Million Approved
---------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado authorized 4 Aces Bingo, Inc.'s sale of real
property located at 16000 E. Colfax Ave., Aurora, Colorado, to
Bridge House for $1,600,000.

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

The Debtor is authorized to pay necessary costs of closing and
distribute funds to pay secured creditors Guaranty Bank and the
Arapahoe County Treasurer, in full.

                   About 4 Aces Bingo

4 Aces Bingo Inc is a privately held company in Aurora, CO.  It
was established in 1992.  4 Aces Bingo filed a Chapter 11
bankruptcy petition (Bankr. D. Colo. Case No. 16-22413) on Dec.
28,
2016.  4 Aces Bingo is a Single Asset Real Estate debtor.  The
Hon. Elizabeth E. Brown oversees the case.  Jeffrey S. Brinen,
Esq., at Kutner Brinen, P.C., serves as counsel to the
Debtor.  In its petition, the Debtor estimated $1 million to $10
million in assets; and liabilities between $500,000 and $1
million.  The petition was signed by William Weaver, president.



5 LOTS: Disclosures OK'd; Plan Confirmation Hearing on April 4
--------------------------------------------------------------
The Hon. Madeleine C. Wanslee of the U.S. Bankruptcy Court for the
District of Arizona has approved 5 Lots, LLC's disclosure statement
and plan of reorganization.

A hearing to consider the confirmation of the Plan will be held on
April 4, 2017, at 10:00 a.m.

The last date for filing with the court written acceptances or
rejections of the Plan is March 28, 2017.

The written report by the plan proponent is to be filed no later
than three business days prior to the hearing date set for
confirmation of the Plan.

5 Lots, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 16-06224).

David Allegrucci, Esq., at Allegrucci Law Office, PLLC, serves as
the Debtor's bankruptcy counsel.


900 RETAIL: Hires Cardet Law as Attorney
----------------------------------------
900 Retail 101, LLC, seeks authorization from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Alberto M.
Cardet of the law firm Cardet Law, P.A., as attorney.

The Debtor requires Cardet Law to:

   (a) give advice to the Debtor with respect to its powers and    

       duties as a debtor-in-possession and the continued
       management of its business operations;

   (b) advise the Debtor with respect to its responsibilities
       complying with the U.S. Trustee's Operating Guidelines and
       Reporting Requirements and with the rules of the Court;

   (c) prepare motions, pleadings, orders, applications, adversary

       proceedings, and other legal documents necessary in the
       administration of the case;

   (d) protect the interest of the Debtor in all matters pending
       before the Court; and

   (e) represent the Debtor in negotiation with its creditors in
       the preparation of a plan.

Cardet Law will be reimbursed for reasonable out-of-pocket expenses
incurred.

Alberto M. Cardet 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.

Cardet Law can be reached at:

       Alberto M. Cardet, Esq.
       ALBERTO M. CARDET, P.A.
       1330 Coral Way #301
       Miami, FL 33145
       Tel: (305) 403-7783
       Fax: (305) 403-7824
       E-mail: alcardet@gmail.com

                      About 900 Retail, LLC

900 Retail 101, LLC, a single asset real estate business based in
Miami, Florida, filed a chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-10942) on Jan. 26, 2017.  The petition was signed by Jose F.
Fena, manager.  The case is assigned to Judge Robert A. Mark.  The
Debtor is represented by Alberto M. Cardet, Esq., at Alberto M.
Cardet, P.A.  The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.




A GREENER GLOBE: Trustee Taps Wallace-Kuhl as Env'l. Consultant
---------------------------------------------------------------
Russell Burbank, the Chapter 11 trustee for A Greener Globe, seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
California to hire Wallace-Kuhl & Associates as environmental
consultant.

The services to be provided by the firm will be broken down into
two phases.

Phase I will include reviewing documents and working with the
Central Valley Regional Water Quality Control Board to create a
plan to perform an environmental investigation of the Debtor's
landfill.  Wallace-Kuhl will receive a flat fee of $15,000 payable
upon completion of Phase I.

Phase II will include performing the actual environmental
investigation, including a geophysical survey of the landfill and
analytical laboratory testing.  

Once the environmental investigation is complete, the firm will
prepare a report to be used by the trustee to market and auction
the Debtor's real property in Roseville, California.  Phase II will
also include assisting the trustee to address questions during the
auction process.  

Wallace-Kuhl has agreed to perform Phase II, which the firm
estimates will cost $173,500, payable as invoiced up to $190,850
without further court order.  Most of the Phase II work includes
payments to subcontractors for the actual testing and analysis,
according to court filings.

Wallace-Kuhl does not hold or represent any interest adverse to the
Debtor's bankruptcy estate or creditors.

The firm can be reached through:

     Kurt M. Balasek
     Wallace-Kuhl & Associates
     3050 Industrial Boulevard
     West Sacramento, CA 95691
     Phone: 916-372-1434
     Fax: 916-372-2565

                      About A Greener Globe

A Greener Globe is a California corporation qualified to do
business as a non-profit public benefit corporation.  Incorporated
on December 7, 1993, the Debtor was formed to operate recycling
centers, provide educational materials and information on
conservation and recycling, and provide employment for physically
and mentally challenged individuals.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Cal. Case No. 16-21900) on March 28, 2016,
disclosing under $1 million in both assets and liabilities.  The
Debtor is represented by W. Steven Shumway, Esq.

On June 14, 2015, the court approved the Office of the U.S.
Trustee's appointment of Russell K. Burbank as the Chapter 11
trustee. The trustee taps Felderstein Fitzgerald Willoughby &
Pascuzzi LLP as legal counsel, and Burr, Pilger Mayer, Inc. as his
accountant.

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


A. SCHULMAN: S&P Lowers CCR to 'B+' on Weaker Performance
---------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on A.
Schulman Inc. to 'B+' from 'BB-'.  The outlook is negative.

At the same time, S&P lowered the issue-level rating on the
company's senior secured debt to 'BB-' from 'BB'.  The recovery
rating remains '2', indicating S&P's expectation of substantial
(70%-90%; rounded estimate 70%) recovery in the event of a payment
default.  S&P also lowered the issue-level ratings on the company's
senior unsecured debt to 'B' from 'B+'.  The recovery ratings
remain '5', indicating S&P's expectations of modest (10%-30%;
rounded estimate 15%) recovery in the event of a payment default.

The downgrade follows A. Schulman's fiscal year 2016 (ended August
2016) EBITDA and first fiscal quarter of 2017 (ended November 2016)
EBITDA, which was weaker than S&P had forecasted and resulted in
credit measures which no longer supported the 'BB-' corporate
credit rating.  In fiscal year 2017, S&P expects A. Schulman to
maintain weighted average funds from operations (FFO) to adjusted
debt of above 10% and then gradually improve in following years.

"The negative outlook reflects the risk that the company's
performance weakens from our base case and the potential for
deteriorating cushion under the net leverage covenant if this
occurred.  At the current ratings we expect weighted average FFO to
debt above 10% and for liquidity to remain adequate," said S&P
Global Ratings credit analyst Mark Tarnecki.  "We expect that
financial policies will be supportive of maintaining current credit
quality, and believe management will prioritize utilizing free cash
flows towards reducing leverage, as opposed to acquisitions or
share repurchases," he added.

S&P could lower the ratings over the next 12 months if it expects
weighted average FFO to debt to decline to below 10% on a
sustainable basis.  For this to occur, EBITDA margins would need to
decrease by 200 basis points (bps) from S&P's current projections.
S&P could also consider a downgrade if liquidity diminished and
covenant compliance became a risk.  S&P could also consider a
one-notch downgrade if problems from the Citadel acquisition
persist or if the base business weakens such that S&P views the
business risk profile as weaker than its current view.

S&P could revise the outlook to stable over the next 12 months if
it expects weighted average FFO to debt to increase to 12% on a
sustainable basis.  For this to occur, EBITDA margins would need to
increase by 200 bps from S&P's current projections either from
operations improvements or pricing improvements that has not been
built into S&P's base case.  To consider an outlook change, S&P
would also expect the company's business risk profile to not weaken
and for the company to maintain adequate liquidity.


ABENGOA BIOENERGY: Unsecured Creditors to Recoup 31.5% Under Plan
-----------------------------------------------------------------
A hearing to consider the confirmation of the joint plans of
liquidation for Abengoa Bioenergy US Holding, LLC, and its debtor
affiliates, and the Official Committee of Unsecured Creditors will
be held on April 26, 2017, at 10:00 a.m.  Objections to the
confirmation of the Plan is April 19, 2017, at 5:00 p.m.  Voting
deadline is April 19, 2017, at 5:00 p.m.

Class 2 General Unsecured Claims against ABI/ABIL Debtor Group --
estimated at $11,402,000 -- will recover 100% under the Plan.  On
or as soon as practicable after the Effective Date, each holder of
an allowed General Unsecured Claim will receive its pro rata share
of the ABI/ABIL General Unsecured Claims Fund, except to the extent
that a Holder of an Allowed General Unsecured Claim has been paid
prior to the Effective Date or agrees to a less favorable
classification and treatment

Class 2 General Unsecured Claims against Bioenergy Debtor Group --
estimated at $385,007,000 -- will recover 31.5%.  On or as soon as
practicable after the Effective Date, each Holder of an Allowed
General Unsecured Claim shall receive its pro rata share of the
Bioenergy General Unsecured Claims Fund, except to the extent that
a holder of an Allowed General Unsecured Claim has been paid prior
to the Effective Date or agrees to a less favorable classification
and treatment.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/moeb16-41161-996.pdf

As reported by the Troubled Company Reporter on Feb. 20, 2017, the
Debtors and the Committee filed with the Court a first amended
disclosure statement dated Feb. 13, 2017, referring to the joint
plans of liquidation, which proposed that Class 2 General Unsecured
Claims recover 34.2%.  In the ordinary course of their businesses,
the Debtors required cash on hand and cash flow from their
operations to fund their working capital, liquidity needs and other
routine payables.  In addition, the Debtors required cash on hand
to fund their Chapter 11 Cases and to successfully reorganize.
Accordingly, during the course of these Chapter 11 Cases, the
Debtors sought and obtained approval from the Bankruptcy Court, on
a final basis, to obtain post-petition financing: (i) in the
principal aggregate amount of up to $41 million in substantially
the form attached to the final order authorizing post-petition
financing; and (ii) in the principal aggregate amount of up to $14
million in substantially the form attached to the final order
authorizing post-petition financing.  On Sept. 26, 2016, and Sept.
30, 2016, respectively, the Debtors satisfied in full all of their
indebtedness and other obligations under the Deutsche Bank DIP
Financing and the Sandton DIP Financing.

                About Abengoa Bioenergy US Holding

Abengoa Bioenergy is a collection of indirect subsidiaries of
Abengoa S.A., a Spanish company founded in 1941.  The global
headquarters of Abengoa Bioenergy is in Chesterfield, Missouri.  

With a total investment of $3.3 billion, the United States has
become Abengoa S.A.'s largest market in terms of sales volume,
particularly from developing solar, bioethanol, and water
projects.

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

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

Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC ("ABNE")
and on Feb. 11, 2016, filed an involuntary Chapter 7 petition for
Abengoa Bioenergy Company, LLC ("ABC").  ABC's involuntary Chapter
7 case is Bankr. D. Kan. Case No. 16-20178.  ABNE's involuntary
Case is Bankr. D. Neb. Case No. 16-80141.  An order for relief has
not been entered, and no interim Chapter 7 trustee has been
appointed in the Involuntary Cases.  The petitioning creditors are
represented by McGrath, North, Mullin & Kratz, P.C.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC, and five
affiliated debtors each filed a Chapter 11 voluntary petition in
St. Louis, Missouri, disclosing total assets of $1.3 billion and
debt of $1.2 billion.  The cases are pending before the Honorable
Kathy A. Surratt-States and are jointly administered under Bankr.
E.D. Mo. Case No. 16-41161.

The Debtors have engaged DLA Piper LLP (US) as counsel, Armstron
Teasdale LLP as co-counsel, Alvarez & Marsal North America, LLC as
financial advisor, Lazard as investment banker and Prime Clerk LLC
as claims and noticing agent.

The Troubled Company Reporter, on March 14, 2016, reported that the
Office of the U.S. Trustee appointed seven creditors of Abengoa
Bioenergy US Holding LLC and its affiliates to serve on the
official committee of unsecured creditors.  The Office of the U.S.
Trustee on June 14 appointed three creditors of Abengoa Bioenergy
Biomass of Kansas LLC to serve on the official committee of
unsecured creditors.

The Creditors' Committee of Abengoa Bioenergy US Holdings, et al.,
retained Lovells US LLP as counsel, Thompson Coburn LLP as local
counsel, and FTI Consulting, Inc., as Financial Advisor.

The Creditors' Committee of Abengoa Bioenergy Biomass of Kansas,
LLC, retained Baker & Hostetler LLP as counsel, Robert L. Baer as
local counsel, and MelCap Partners, LLC as financial advisor and
investment banker.


ABENGOA KANSAS: Wants to Extend Plan Filing Deadline to April 20
----------------------------------------------------------------
Abengoa Bioenergy Biomass of Kansas, LLC, requests the U.S.
Bankruptcy Court for the District of Kansas to extend the exclusive
periods within which to file and solicit acceptances of a chapter
11 plan of reorganization or liquidation by 45 days, to April 20,
2017 and June 22, 2017, respectively.

The Debtor relates that since the commencement of its chapter 11
case, the Debtor and its professionals have undertaken substantial
efforts to accomplish these three major tasks: (a) assuring smooth
transition to operating as a debtor in possession; (b) effectuating
a marketing process for the Debtor's assets; and (c) consummating a
sale process.

To that end, the Debtor also relates that it worked diligently with
its advisors to obtain DIP Financing, and to develop a budget that
would enable to the Debtor to facilitate the marketing process in
order to maximize the value of the Debtor's assets.

Consequently, the Debtor has obtained the Court's approval of the
sale of substantially all of its assets to Synata Bio, Inc. or its
designee, for a purchase price of $48.5 million. The Sale closed on
December 8, 2016.

The Debtor contends that after the Sale, it has focused on
developing a Plan together with its advisors. The Debtor adds that
it has been working with the Committee and its advisors, as well as
other interested parties in this chapter 11 case, in an attempt to
consensually resolve any potential issues with a proposed Plan, to
save estate resources and wind down this chapter 11 case in a
timely and efficient fashion. The Debtor's efforts are especially
illustrated through the Settlement Agreements, which save the
Debtor's estate significant resources.

The Debtor, on February 13, 2017, has also obtained the Court's
approval of various Settlement Agreements with certain mechanics'
lienholders, which resolves the Lienholders' claims and adversary
litigation in exchange for settlement payments to the Lienholders.
Likewise, the Court granted on February 18, 2017 the United States
of America, on behalf of the Department of Energy's Motion allowing
the DOE to intervene as a plaintiff-intervenor in the adversary
litigation.

Accordingly, the Debtor avers that a further extension of the
Exclusivity Periods will allow the Debtor to continue to develop
and take all the necessary steps to implement the strategy that
will result in the best outcome for all stakeholders of the Debtor.


              About Abengoa Bioenergy US

Abengoa Bioenergy is a collection of indirect subsidiaries of
Abengoa S.A., a Spanish company founded in 1941.  The global
headquarters of Abengoa Bioenergy is in Chesterfield, Missouri.
With a total investment of $3.3 billion, the United States has
become Abengoa S.A.'s largest market in terms of sales volume,
particularly from developing solar, bioethanol, and water
projects.

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

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

Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC ("ABNE")
and on Feb. 11, 2016, filed an involuntary Chapter 7 petition for
Abengoa Bioenergy Company, LLC ("ABC").  ABC's involuntary Chapter
7 case is Bankr. D. Kan. Case No. 16-20178. ABNE's involuntary case
is Bankr. D. Neb. Case No. 16-80141. An order for relief has not
been entered, and no interim Chapter 7 trustee has been appointed
in the Involuntary Cases. The petitioning creditors are represented
by McGrath, North, Mullin & Kratz, P.C.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and five
affiliated debtors each filed a Chapter 11 voluntary petition in
St. Louis, Missouri, disclosing total assets of $1.3 billion and
debt of $1.2 billion.  The cases are pending before the Honorable
Kathy A. Surratt-States and are jointly administered under Bankr.
E.D. Mo. Case No. 16-41161.

The Debtors have engaged DLA Piper LLP (US) as counsel, Armstrong
Teasdale LLP as co-counsel, Alvarez & Marsal North America, LLC as
financial advisor, Lazard as investment banker and Prime Clerk LLC
as claims and noticing agent.


               About Abengoa Bioenergy Biomass of Kansas

On March 23, 2016, three subcontractors asserting disputed state
law lien claims against Abengoa Bioenergy Biomass of Kansas, LLC
filed an involuntary petition under chapter 7 of the Bankruptcy
Code.  The case was converted to a case under chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 16-10446) on April 8,
2016.

In April 2016, Chief Bankruptcy Judge Robert E. Nugent denied the
request of Abengoa Bioenergy Biomass of Kansas to transfer its case
to the Bankruptcy Court for the District of Delaware where cases
involving its indirect parent companies and other affiliates are
pending.  Judge Nugent said the facts and unique circumstances
surrounding the debtor and its known creditors do not warrant
transferring the case.

The Debtor is represented by Christine L. Schlomann, Esq., Richard
W. Engel, Jr., Esq., and Erin M. Edelman, Esq., at Armstrong
Teasdale LLP, Vincent P. Slusher, Esq., David E. Avraham, Esq., R.
Craig Martin, Esq., and Kaitlin M. Edelman, Esq., at DLA Piper LLP
(US).

Petitioning creditor Brahma Group, Inc. is represented by W. Rick
Griffin, Esq. -- wrgriffin@martinpringle.com -- and Samantha M
Woods, Esq. -- smwoods@martinpringle.com -- at Martin Pringle
Oliver Wallace & Bauer.  Petitioning creditors CRB Builders LLC and
Summit Fire Protection Co. are represented by Robert M.Pitkin, Esq.
-- rPitkin@hab-law.com -- and Danne W Webb, Esq. --
dwebb@hab-law.com -- at Horn Aylward & Bandy LLC.

The Official Committee of Unsecured Creditors is represented in the
Kansas bankruptcy case by Adam L. Fletcher, Esq., Michelle
Manzoian, Esq., Alexis C. Beachdell, Esq., Michael A. VanNiel,
Esq., and Kelly S Burgan, Esq., at Baker & Hostetler LLP and Robert
L. Baer, Esq., at Cosgrove, Webb & Oman.


ABRAHAM S BIEGELEISEN: Hires Benjamin Mintz as Accountant
---------------------------------------------------------
Abraham S. Biegeleisen, DDS, P.C., seeks authorization from the
U.S. Bankruptyc Court for the Eastern District of New York to
employ Benjamin Mintz, CPA, PLLC as accountant.

The Debtor requires Mr. Mintz to:

    -- review the Debtor's financial statements;

    -- prepare the Debtor's monthly operating reports, accounting
       statements, and cash flow reports;

    -- prepare tax returns; and

    -- assist in the preparation of financial reports for the
       Debtor's plan of reorganization.

The accounting firm will be paid at these hourly rates:

       Benjamin Mintz        $240
       Staff                 $90

The accounting firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

As of the filing date, the Debtor owed Mr. Mintz $590 for
prepetition services.

Benjamin Mintz 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 accounting firm can be reached at:

       Benjamin Mintz
       BENJAMIN MINTZ CPA PLLC
       100 Merrick Road, Suite 500e
       Rockville Centre, NY 11570
       Tel: (516) 764-0926

Abraham S. Biegeleisen DDS, P.C., filed a Chapter 11 bankruptcy
petition (Bankr. E.D.N.Y. Case No. 16-45610) on Dec. 13, 2016,
disclosing under $1 million in both assets and liabilities.  The
Debtor is represented by Gary C Fischoff, Esq.


ACHAOGEN INC: FMR LLC Has 8.5% Equity Stake as of Dec. 30
---------------------------------------------------------
FMR LLC and Abigail P. Johnson disclosed in an amended Schedule 13G
filed with the Securities and Exchange Commission that as of
Dec. 30, 2016, they beneficially owned 2,906,489 shares of common
stock of Achaogen, Inc. representing 8.560 percent of the shares
outstanding.  Abigail P. Johnson is a director, the chairman and
the chief executive officer of FMR LLC.

Members of the Johnson family, including Abigail P. Johnson, are
the predominant owners, directly or through trusts, of Series
B voting common shares of FMR LLC, representing 49% of the voting
power of FMR LLC.  The Johnson family group and all other Series B
shareholders have entered into a shareholders' voting agreement
under which all Series B voting common shares will be voted in
accordance with the majority vote of Series B voting common shares.
Accordingly, through their ownership of voting common shares and
the execution of the shareholders' voting agreement, members of the
Johnson family may be deemed, under the Investment Company Act of
1940, to form a controlling group with respect to
FMR LLC.

A full-text copy of the regulatory filing is available at:

                    https://is.gd/yr67oy

                       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.


ACHAOGEN INC: Versant Entities Cease to be 5% Shareholders
----------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Versant Affiliates Fund II-A, L.P., Versant Side Fund
II, L.P., Versant Venture Capital II, L.P. and Versant Ventures II,
LLC disclosed that they have ceased to be the beneficial owners of
more than five percent of shares of common stock of Achaogen, Inc.

The following information with respect to the ownership of the
Common Stock by the Reporting Persons filing the statement on
Schedule 13G is provided as of Dec. 31, 2015:

           Reporting        Beneficial   Percentage
            Persons          Ownership    of Class
           ---------        ----------   ----------
           VAF II-A           23,118         0.1%
           VSF II             11,139         0.1%
           VVC II           1,246,895        4.5%
           VV II             1,281,152       4.7%

The percentages are calculated based upon 27,451,400 shares of
Common Stock outstanding as of Nov. 2, 2016, as set forth in the
Issuer's most recent 10-Q filed with the Securities and Exchange
Commissions on Nov. 7, 2016.

A full-text copy of the regulatory filing is available at:

                      https://is.gd/I2yV0H

                         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.


ADG COPPER: Seeks to Hire Whitaker Chalk as Legal Counsel
---------------------------------------------------------
ADG Copper Canyon, Ltd. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire Whitaker Chalk Swindle & Schwartz, PLLC
to assist in obtaining financing, give advice regarding a potential
sale or use of its assets, investigate fraudulent transfers, assist
in the implementation of a plan, and provide other legal services.

The hourly rates charged by the firm are:

     Robert Simon          Member     $450
     Brandon Scot Pierce   Member     $350
     Associates                       $200 - $275
     Bonnie Peck           Paralegal  $125

Whitaker does not hold or represent any adverse interest, and is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code, according to court filings.

The firm can be reached through:

     Robert A. Simon, Esq.
     Whitaker Chalk Swindle & Schwartz, PLLC
     301 Commerce Street, Suite 3500
     Fort Worth, TX 76107
     Tel: (817) 878-0543
     Fax: (817) 878-0501
     Email: rsimon@whitakerchalk.com

                     About ADG Copper Canyon

ADG Copper Canyon, Ltd. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Texas Case No. 17-40508) on February
6, 2017.  The petition was signed by Scott Schambacher, manager of
general partner.  The case is assigned to Judge Russell F. Nelms.
At the time of the filing, the Debtor estimated assets and
liabilities of $1 million to $10 million.


ADMI CORP: $175MM Loan Add-On is Credit Negative, Moody's Says
--------------------------------------------------------------
Moody's Investors Service said that ADMI Corp.'s proposed $175
million first lien term loan add-on, and the $15 million increase
in senior unsecured notes (not rated by Moody's) is credit
negative, but does not impact the company's credit ratings. These
include the B2 Corporate Family Rating, B2-PD Probability of
Default Rating and B1 rating on the first lien senior secured
credit facilities. The rating outlook remains stable.

ADMI Corp. is a holding company whose principal operating
subsidiary is Aspen Dental Management, Inc. (ADMI). ADMI provides
business support services to dentist owned professional
corporations operating under the Aspen Dental trade name.


ADMI CORP: S&P Affirms 'B' Rating on 1st Lien Secured Facility
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issue-level rating on ADMI
Corp.'s first-lien senior secured credit facility.  The recovery
rating is '3', indicating S&P's expectation for meaningful
(estimated 50%) recovery in the event of payment default.

At the same time, S&P affirmed its 'CCC+' issue-level rating on the
senior unsecured notes.  The recovery rating is '6', indicating
negligible (estimated 0%) recovery of principal in the event of a
payment default.

S&P's 'B' corporate credit rating on ADMI Corp. is not affected by
this transaction.  The rating outlook is stable.

"Our ratings on Aspen Dental reflect the increase in leverage
resulting from the proposed issuance of a $175 million add-on to
its senior secured first-lien term loan and a $15 million increase
to its senior unsecured notes," said S&P Global Ratings credit
analyst Matthew Todd.  S&P expects that leverage will remain above
5x and funds from operations to debt will remain in the
low–double-digit percentages over the long term.  While leverage
increases modestly as a result of the dividend, S&P expects Aspen
Dental to continue to generate some positive free cash flow.  While
S&P expects some deleveraging from EBITDA growth, S&P believes that
any deleveraging will be temporary because Aspen Dental is owned by
private equity financial sponsor American Securities LLC, and S&P
expects the company to prioritize growth and shareholder dividends
over debt repayment.

S&P's corporate credit rating on Aspen Dental continues to reflect
its position as the largest dental services organization (DSO) in
the U.S., offset by its narrow operating focus in the highly
fragmented and increasingly competitive dental services industry,
which has low barriers to entry.  While its strategy of de
novo-based growth is not unique, Aspen Dental has been more
successful than other DSOs S&P rates at executing a consistent
strategy and converting capital expenditure investments into cash
flow.  It also reflects S&P's expectation that leverage will remain
above 5x, with free cash flow and debt capacity used to grow the
business and return capital to shareholders.



ADVANTAGE AVIATION: Disclosures OK'd; Plan Hearing on April 10
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
approved Advantage Aviation Technologies, Inc., and Advantage
Aviation Technologies II, LLC's disclosure statement, referring to
the Debtors' plan of reorganization.

The plan confirmation hearing will commence on April 10, 2017, at
1:30 p.m. (Prevailing Central Time).

The plan objection deadline will be April 3, 2017, at 4:00 p.m.
(Prevailing Central Time).

The voting deadline will be April 3, 2017, at 4:00 p.m. (Prevailing
Central Time).

The Debtors may file and serve (i) as appropriate, replies or an
omnibus reply to objections or responses that may be served and
filed, and (ii) a memorandum in support of confirmation of the
Plan, on or before April 5, 2017.

As reported by the Troubled Company Reporter on Jan. 16, 2017, the
Debtors filed with the Court a proposed plan to exit Chapter 11
protection, wherein holders of Class 1 general unsecured claims
against AAT will not receive a distribution from the company and
instead must look to AAT II, if applicable.  Class 9 general
unsecured creditors of AAT II, which hold $851,302 in claims, will
recover 30% of their claims.

                    About Advantage Aviation

Advantage Aviation Technologies, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N. D. Texas Case No.
16-30633) on Feb. 12, 2016.  On May 15, 2016, Advantage Aviation
Technologies II, LLC, filed Chapter 11 petition (Bankr. N. D. Texas
Case No. 16-31973).  The cases are jointly administered under Case
No. 16-30633).

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

Rakhee V. Patel, Esq., and Annmarie Chiarello, Esq., at Winstead PC
serves as the Debtors' bankruptcy counsel.


AIM STEEL: Hires Kan & Clark to Replace Falcone as Counsel
----------------------------------------------------------
Aim Steel International, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Georgia to employ Kan
& Clark, LLP, as attorney.

The Debtor requires Kan & Clark to:

   (a) advise, assist and represent the Debtor with respect to the

       Debtor's rights, powers, duties, and obligations in the
       administration of this case, the operation of the business
       of the Debtor in accordance with applicable bankruptcy law,

       the disposition of any assets which are not necessary for
       an effective reorganization on accordance with the
       applicable bankruptcy law, the management of property of
       the Debtor in accordance with applicable bankruptcy law,
       and the collection, preservation and administration of
       assets of the Debtor's estate;

   (b) advise, assist and represent the Debtor in connection with
       analysis of the assets, liabilities and financial condition

       of the Debtor and other matters relating to the business of

       the Debtor and the preparation and filing of schedules,
       lists and statements, in compliance with the U.S. Trustee's

       guidelines, and filing of a Plan of Reorganization;

   (c) in connection with the filing of a Plan of Reorganization,
       to advise, assist, and represent the Debtor, with regard to

       (i) negotiations with parties in interest concerning a
       plan; (ii) the formulation, preparation, and presentation
       of a plan; (iii) any and all matters relating to
       confirmation of a plan; (iv) review and analyze the
       requirements of the Bankruptcy Code with regard to the
       foregoing, including without limitation the mandatory and
       optional; provisions of a plan; classification and
       impairment of creditors, any equity security holders, and
       other parties in interest; formulation, preparation, and
       presentation of a Disclosure Statement, notice
       requirements; and similar matters; and (v) assistance,
       advice and representation with regard to compliance with
       applicable legal requirements;

   (d) advise, assist and represent the Debtor with regard to
       objections to or subordination of claims and with regard to

       other litigation as required by the Debtor; and to advise
       and represent the Debtor with regard to the review and
       analysis of any legal issues incident to any of the
       foregoing;

   (e) advise, assist and represent the Debtor with regard to the
       investigation of the desirability and feasibility of the
       rejection or assumption and potential assignment of any
       executory contracts or unexpired leases and to provide
       review and analysis with regard to the requirements of the
       Bankruptcy Code and Federal Rules of Bankruptcy and the
       estate's rights and powers with regard to such
       requirements, and the initiation and prosecution of
       appropriate proceedings in connection therewith;

   (f) advise, assist and represent the Debtor with regard to all
       applications, motions or complaints concerning reclamation,

       adequate protection, sequestration, relief from stays, use
       of collateral, disposition or other use of assets of the
       estate, and all other similar matters;

   (g) advise, assist and represent the Debtor with regard to the
       sale or other dispositions of any assets of the estate,
       including without limitation the investigation and analysis

       of the alternative methods of effecting same, employment of

       auctioneers, appraisers or other person to assist with
       regard thereto; and the preparation, filing and service as
       requires of appropriate motions, notices and other
       pleadings as may be necessary to comply with the Bankruptcy

       Code and Bankruptcy Rules with regard to all of the
       foregoing;

   (h) prepare pleadings, applications, motions, reports and other

       papers incidental to administration, and to conduct
       examinations as may be necessary pursuant to Federal Rule
       of Bankruptcy Procedure 2004 or as otherwise permitted
       under applicable law;

   (i) provide support and assistance to the Debtor with regard to

       the proper receipt, disbursement and accounting for funds
       and property of the estate; and

   (j) perform any and all other legal services incident or
       necessary to the proper administration of this case and the

       representation of the Debtor in the performance of the
       Debtors' duties and exercise of the Debtor's rights and
       powers under the Bankruptcy Code and Bankruptcy Rules.

Kan & Clark will be paid at these hourly rates:

       Attorneys               $300
       Paralegals              $110

Kan & Clark will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Alan Kan, member of Kan & Clark, 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.

On Oct. 14, 2016, the Court had approved Ian M. Falcone, Esq., at
The Falcone Law Firm, P.C. as the Debtor's attorney.  On Jan. 19,
2017, Mr. Falcone filed a motion to withdraw as attorney of Record
of Debtor.  The Court granted Mr. Falcone's motion on Feb. 2, 2017
and provided the Debtor a limited opportunity to retain a new
counsel.

The new counsel, Kan & Clark, can be reached at:

       Alan Kan, Esq.
       KAN & CLARK, LLP
       2849 Paces Ferry Road, Suite 215
       Atlanta, GA 30339
       Tel: (678) 298-7911
       E-mail: akan@kanclarklaw.com

                       About AIM Steel

AIM Steel International, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-67661) on Oct.
3, 2016.  The petition was signed by David Brown, general manager.
At the time of the filing, the Debtor disclosed $578,812 in assets
and $2.67 million in liabilities.

Guy G. Gebhardt, Acting U.S. Trustee for Region 21, on Oct. 27,
2016, appointed three creditors of AIM Steel  to serve on the
official committee of unsecured creditors.


ALFA MEDICAL: Seeks Court Approval to Use IRS Cash Collateral
-------------------------------------------------------------
Alfa Medical Equipment & Supplies, Inc., seeks authorization from
the U.S. Bankruptcy Court for the Eastern District of Michigan to
use cash collateral.

The Internal Revenue Service asserts a first priority security
interest in the Debtor's assets to secure payment of prepetition
payroll taxes totaling approximately $6,000. The Debtor asserts
that the aggregate market value of its property is approximately
$25,000, which is in excess of the secured debt owing to the IRS.

The Debtor believes that the IRS' over-collateralized position
provides them with adequate protection. Additionally, the Debtor
will provide the IRS with replacement liens to the extent that said
use of cash collateral results in any decrease in the value of the
its liens.

As set forth in the Income Statement, the Debtor has projected
monthly expenses including rent, gas and oil, vehicle leases,
utilities, payroll insurance, office supplies, and inventory
replacement of approximately $16,000.

The Debtor tells the Court that it needs to continue its business
in order to be able to propose a Plan of Reorganization. However,
the Debtor further tells the Court that it has no alternative
borrowing source. As such, the Debtor contends that in order to
remain in business it must be permitted to utilize the cash
proceeds of its accounts receivables to pay employees and continue
its affairs.

A full-text copy of the Debtor's Motion, dated Feb. 21, 2017, is
available at https://is.gd/qtTdQ6

A copy of the Debtor's Income Statement is available at
https://is.gd/hc2H53

              About Alfa Medical Equipment & Supplies, Inc.

Alfa Medical Equipment & Supplies, Inc. filed a Chapter 11 petition
(Bankr. E.D. Mich. Case No. 17-42144), on February 17, 2017. The
petition was signed by Zakhar Volozin, General Manager.  The Debtor
is represented by Jay S. Kalish, Esq. at Jay S. Kalish &
Associates, P.C.  At the time of filing, the Debtor had both assets
and liabilities estimated to be less than $50,000 each.


AMERICAN AXLE: Fitch Lowers LT Issuer Default Ratings to BB-
------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term (LT) Issuer Default
Ratings (IDRs) of American Axle & Manufacturing Holdings, Inc.
(AXL) and its American Axle & Manufacturing, Inc. (AAM) subsidiary
to 'BB-' from 'BB'. Fitch has removed the ratings from Rating Watch
Negative. In addition, Fitch has assigned a rating of 'BB+/RR1' to
AAM's new secured credit facility, consisting of an $800 million
revolver, a $100 million term loan A, and a $1.55 billion term loan
B. Fitch has also affirmed the rating on AAM's existing secured
revolving credit facility at 'BB+/RR1'. Fitch has downgraded AAM's
senior unsecured notes rating to 'BB-/RR4' from 'BB/RR4'. The
Rating Outlooks for both AXL and AAM are Stable.

KEY RATING DRIVERS

The downgrade of the IDRs for both AXL and AAM is the result of the
company's pending acquisition of Metaldyne Performance Group Inc.
(MPG), which the companies expect to close in the first half of
2017. Although the acquisition will significantly enhance the
customer, product and geographic diversification of AXL's business,
Fitch expects the incremental debt needed to complete the
acquisition will result in intermediate-term leverage above a level
consistent with AXL's prior LT IDR of 'BB'. The increase in
leverage is particularly significant, given the cyclicality of the
auto industry. Fitch expects sales in North America, the largest
market for both AXL's and MPG's sales, to slow over the next
several years, and although U.S. sales are likely to plateau at
historically strong levels for at least several more years, a more
pronounced decline in demand could hinder AXL's ability to de-lever
its balance sheet as expeditiously as planned.

Over the longer term, the acquisition will significantly enhance
the diversity of AXL's book of business, a key part of the
company's post-recession strategy that Fitch expects will make it
more resilient to the effects of future down cycles. Driveline
components will make up less than 50% of AXL's sales following the
acquisition, down from about 90% today. By 2019, sales related to
General Motors Company's (GM) full-size light truck program will
likely comprise less than 30% of AXL's revenue base, down from
nearly half today. Geographically, the acquisition will
significantly grow AXL's presence in Europe, while providing
enhanced opportunities to sell MPG's products in Asia, where MPG
has a relatively minor presence today. Growth in product, customer
and geographic diversification could take on added importance if
the U.S. government enacts border adjustment taxes or import
tariffs.

Aside from the increase in leverage, there are other
transaction-related risks that Fitch has incorporated into the
downgrade of the IDRs. In particular, merging both companies'
sizeable operations could lead to integration issues and
higher-than-expected integration costs. It could also delay the
attainment of expected synergies or reduce the size of the
transaction's potential synergies. The change in ownership, which
will result in American Securities holding the largest equity stake
in AXL, adds a further element of uncertainty about the credit
profile. Although there are mitigants to each of these issues, they
nonetheless heighten intermediate-term risk in the company's
operating and credit profiles.

AXL intends to fund the acquisition with a combination of cash and
stock. AXL also plans to refinance about $1.9 billion in MPG debt
as part of the transaction. The cash will be primarily funded by
the new term loans and proceeds from $1.2 billion in senior
unsecured notes that the company intends to issue at a later date.
Fitch estimates that total debt at closing will be about $4.3
billion, including roughly $40 million in factoring at MPG that
Fitch treats as debt.

The recovery rating of 'RR1' assigned to AAM's new secured credit
facility reflects its collateral coverage, which includes virtually
all the assets of AXL and MPG, leading to expected recovery
prospects in the 90% to 100% range in a distressed scenario. The
recovery rating of 'RR4' assigned to AAM's senior unsecured notes
reflects Fitch's expectation that recovery prospects would be
average, in the 30% to 50% range, in a distressed scenario.

With pro forma latest 12 months (LTM) EBITDA of about $1.2 billion
(including $100 million to $120 million of expected synergies)
Fitch expects pro forma leverage to be 3.6x at closing. Financing a
portion of the transaction with term loans will provide AXL with
the flexibility to use free cash flow (FCF) to reduce debt, and
with a combination of lower debt and increased EBITDA, Fitch
expects leverage to decline to the low-3x range by year-end 2018
and to the mid-2x range by year-end 2019. By way of comparison,
AXL's standalone debt at year-end 2016 was $1.4 billion and EBITDA
leverage was 2.2x. Fitch expects funds from operations (FFO)
adjusted leverage to decline from around 4x on a pro forma basis at
closing to the mid-3x range at year-end 2018 and the low-3x range
by year-end 2019.

Following the closing of the transaction, Fitch expects AXL to
produce relatively strong FCF over the intermediate term, with FCF
margins running in the mid-single digit range over the next couple
of years and potentially higher beyond that as the company benefits
from the expected cost synergies. Fitch expects capital spending as
a percentage of revenue to run in the 6% to 7% range over the next
several years as the company makes investments to support its
growing book of business.

Fitch also expects AXL's liquidity to remain strong over the
intermediate term, with its cash on hand augmented by the new $800
million secured revolver. Fitch expects the company will not engage
in any notable share repurchases for several years as it de-levers,
however, as noted in its recent 10-K filing, it plans to acquire a
subsidiary of U.S. Manufacturing Corporation in the first quarter
of 2017 for $162.5 million. Fitch has included this acquisition in
its forecasts.

Both AXL and MPG have defined benefit pension plans, but MPG's are
relatively minor. As of year-end 2015 (the most recent available
information), MPG's global pensions were underfunded by only $33
million, most of which was due to unfunded plans outside the U.S.
MPG's U.S. plan was underfunded by only $8.9 million. At year-end
2016, AXL's global pension plans were 85% funded, with an
underfunded status of $106 million. Given AXL's post-acquisition
liquidity and FCF prospects, Fitch does not view the company's
pension plans as a meaningful credit risk.

KEY ASSUMPTIONS

-- AXL's acquisition of MPG is completed as planned in the first
half of 2017;

-- U.S. light vehicle sales plateau at around 17 million for the
next several years, while global sales continue to rise modestly in
the low-single digit range;

-- AXL's debt rises to about $4.3 billion at the transaction
close, but the company targets all available FCF toward debt
reduction until it hits its net leverage target (according to its
own calculation) of 1.5x;

-- Capital spending runs at about 6% to 7% of revenue over the
intermediate term;

-- The company keeps between $300 million and $400 million in cash
on hand;

-- The company completes the $162.5 million acquisition of a
subsidiary of U.S. Manufacturing Corporation in the first quarter
of 2017;

-- The company suspends its share repurchase program while it
focuses on debt reduction.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

-- Sustained FCF margins of 4% or higher;
-- Sustained EBITDA leverage below 3x;
-- Sustained FFO adjusted leverage in the low 3x range.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- Significant disruptions or inefficiencies resulting from
acquisition integration issues;

-- Sustained EBITDA leverage above 3.5x;

-- Sustained FFO adjusted leverage above 4x;

-- A sustained decline in the EBITDA margin to below 12%;

-- Sustained FCF margins below 2%.

Fitch has taken the following rating actions on AXL and AAM:

AXL
-- IDR downgraded to 'BB-' from 'BB'.

AAM
-- IDR downgraded to 'BB-' from 'BB';
-- New $800 million secured revolving credit facility rating
assigned at 'BB+/RR1';
-- New $100 million secured term loan A rating assigned at
'BB+/RR1';
-- New $1.55 billion secured term loan B rating assigned at
'BB+/RR1';
-- Existing $523.5 million secured revolving credit facility
rating affirmed at 'BB+/RR1';
-- Senior unsecured notes rating downgraded to 'BB-/RR4' from
'BB/RR4'.

The Rating Outlook is Stable.


AMERICAN AXLE: Moody's Lowers Corporate Family Rating to B1
-----------------------------------------------------------
Moody's Investors Service downgraded the ratings of American Axle &
Manufacturing Holdings, Inc.'s - Corporate Family and Probability
of Default Ratings to B1 and B1-PD, from Ba3 and Ba3-PD,
respectively. The downgrade incorporates American Axle's proposed
capital structure related to the financing of its announced
transaction to acquire all outstanding shares of Metaldyne
Performance Group Inc. ("MPG") in a cash and stock transaction
valued at approximately US$1.6 billion, and repay approximately
$1.9 billion of debt at MPG. In a related action, Moody's
downgraded the ratings of American Axle & Manufacturing, Inc.'s
existing senior unsecured notes to B2 from B1, and assigned a Ba2
rating to the proposed senior secured bank credit facilities. The
proposed senior secured bank credit facilities will be used to
partially finance the above transaction. American Axle's
Speculative Grade Liquidity Rating was affirmed at SGL-2. The
rating outlook is stable. This action concludes the review for
downgrade initiated on November 3, 2016.

American Axle & Manufacturing Holdings, Inc.:

Corporate Family Rating, to B1 from Ba3;

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

American Axle & Manufacturing, Inc.:

$200 million senior unsecured notes due 2019, to B2 (LGD5) from B1
(LGD4);

$550 million senior unsecured notes due 2022, to B2 (LGD5) from B1
(LGD4);

$400 million senior unsecured notes due 2021, to B2 (LGD5) from B1
(LGD4);

$200 million senior unsecured notes due 2019, to B2 (LGD5) from B1
(LGD4).

The following ratings were assigned:

American Axle & Manufacturing, Inc.:

Ba2 (LGD2) to the $800 million senior secured revolving credit
facility due 2022;

Ba2 (LGD2) to the $100 million senior secured term loan A due
2022;

Ba2 (LGD2) to the $1.550 billion senior secured term loan B due
2024;

The following rating was affirmed:

American Axle & Manufacturing Holdings, Inc.:

Speculative Grade Liquidity Rating, at SGL-2

Following this rating action American Axle & Manufacturing
Holdings, Inc.'s Corporate Family, Probability of Default, and
Speculative Grade Liquidity Ratings will be withdrawn and assigned
to American Axle & Manufacturing, Inc.

RATINGS RATIONALE

The downgrade of American Axle's CFR to B1 incorporates the
company's expected increased leverage following the transaction
combined with headwinds in certain of MPG's end-markets. As part of
the transaction, American Axle will acquire all outstanding shares
of MPG in a cash and stock transaction valued at approximately
US$1.6 billion, and will repay approximately $1.9 billion of debt
at MPG. The transaction represents about a 7.6x multiple of MPG's
EBITDA (inclusive of Moody's standard adjustments) for the 12
months ended September 30, 2016, before any synergies. On a pro
forma basis, Moody's estimates American Axle's debt/EBITDA to
increase to about 4.2x (inclusive of Moody's standard adjustments
and before synergies) from 2.6x as of December 31, 2016. The
transaction is expected to close in the first half of 2017, subject
to certain conditions, including approval of American Axle's and
MPG stockholders, receipt of regulatory approvals and other
customary closing conditions.

American Axle will be challenged over the near-term with its first
major acquisition as global automotive demand plateaus in 2017,
inclusive of volume declines in the U.S. at about 0.6% in 2017
according to Moody's forecast. American Axle also will lose a
portion of business provided to its largest customer, General
Motors, for model year 2019. While the company has made significant
progress in replacing this business, this new business will likely
reflect comparatively lower profit margins. Demand for commercial
vehicles (about 10% of MPG's 2015 sales) is expected to continue to
decline through the first half of 2017. While weak, industrial
demand (about 8% of MPG's 2015 sales) is anticipated to show signs
of stability. Concurrently, American Axle must manage improving the
profitability of Brillion Iron Works, Inc., acquired by MPG in
September 2016.

The transaction is expected to bring several positives to American
Axle including increased scale, and higher levels of customer,
geographic, and industry diversity. In addition American Axle
expects synergies of at least $100 million to $120 million in
identified annual savings.

American Axle is expected to have a good liquidity profile over the
next 12-18 months supported by positive free cash flow generation
and cash on hand. Pro forma for the close of the transaction, the
company is estimated to have about $387 million of cash on hand.
Both American Axle and MPG have generated positive free cash flow
on an LTM basis over the recent years. As such, the combined entity
should generate positive free cash flow in the mid to high single
digits as a percentage of debt over the near-term. There are no
major maturities until 2019. Pro Forma for the close of the
transaction, the proposed $800 million revolving credit facility is
expected to be unused but for a small level of outstanding letters
of credit and is anticipated to remain unfunded over near-term.
Financial covenants under the proposed revolving credit and term
loan A facilities include a maximum total net leverage ratio and a
minimum EBITDA/cash interest expense ratio; the term loan B
facility will not have financial maintenance covenants.

A rating upgrade would require continued revenue and earnings
growth, resulting in strong free cash flow to support debt
reduction. Support for a positive rating action includes the
expectation of sustained EBITA/Interest coverage above 2.5x and
Debt/EBITDA at below 3.0x, while maintaining a good liquidity
profile.

A downgrade could arise if industry conditions were to deteriorate
without sufficient offsetting restructuring actions or savings by
the company. A lower rating could result if EBITA/Interest is
expected to approach 1.5x, Debt/EBITDA above 4.5x, or if liquidity
deteriorates.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in June 2016.

MPG is a leading provider of highly-engineered lightweight
components for use in powertrain and suspension applications for
the global light, commercial and industrial vehicle markets. MPG
produces these components and modules using complex metal-forming
manufacturing technologies and processes for a global customer base
of vehicle OEMs and Tier I suppliers. MPG has a global footprint
spanning more than 60 locations in 13 countries. MPG reported
revenues of $2.9 billion for LTM period ending October 2, 2016.

American Axle & Manufacturing, Inc., headquartered in Detroit, MI,
manufactures, designs, engineers and validates driveline systems
and related components and modules, chassis systems for light
trucks, SUV's, CUV's, passenger cars, and commercial vehicles. The
company has locations in the USA, Mexico, Brazil, China, Germany,
India, Japan, Luxembourg, Poland, Scotland, South Korea, Sweden and
Thailand. The company reported revenues of $3.9 billion for fiscal
year 2016.


AMERICAN AXLE: S&P Affirms 'BB-' CCR; Outlook Stable
----------------------------------------------------
S&P Global Ratings said that it has affirmed its 'BB-' corporate
credit rating on American Axle & Manufacturing Holdings Inc.  The
outlook is stable.

At the same time, S&P assigned its 'BB' issue-level rating (one
notch above S&P's corporate credit rating on the company) and '2'
recovery rating to its $1.55 billion term loan B, $100 million term
loan A, and $800 million revolving credit facility.  The '2'
recovery rating on the facility indicates S&P's expectation for
substantial (70%-90%; rounded estimate 80%) recovery in the event
of a payment default.

Additionally, S&P lowered its issue-level ratings on the company's
senior unsecured debt to 'B' from 'BB-' and revised S&P's recovery
rating on the debt to '6' from '4'.  The '6' recovery rating
indicates S&P's expectation of negligible (0%-10%; rounded estimate
5%) recovery in the event of a payment default.

"The affirmation reflects our belief that American Axle's improved
customer and product diversity following the proposed acquisition
of Metaldyne will likely somewhat offset the additional debt it
will take on to fund the transaction, which should improve the
cushion under the company's credit metrics relative to our
thresholds for the current rating," said S&P Global credit analyst
Nishit Madlani.

The stable outlook on American Axle reflects S&P's expectation that
the company will experience modest organic growth into 2017 and
that management will stay committed to lowering its debt-to-EBITDA
toward 3x over the next two years, especially given the slight
softening in auto demand and its exposure to large trucks.

S&P could revise its outlook on the company to negative or lower
S&P's ratings over the next 12 months if it come to believe that it
will not likely generate a FOCF-to-debt ratio of at least 5% on a
sustained basis.  This could occur because of
higher-than-anticipated integration costs, lower-than-expected
margins on the company's new and replacement programs, or a sharp
decline in light truck sales.  In addition, S&P could lower the
rating if the company's financial policy under Metaldyne's
controlling stockholder, American Securities LLC, indicates an
increased tolerance for debt--potentially with a larger use of cash
for shareholder friendly activities.

Though unlikely over the next 12 months, S&P could raise its rating
on American Axle if the demand in the U.S. full-size pickup and
large sport utility vehicle (SUV) markets demonstrate solid growth
and it seems likely that the company's debt-to-EBITDA will improve
toward 3x-4x before the next downturn with a free cash
flow-to-adjusted debt ratio of around 10%-15% on a sustained
basis.



ANDERSON SHUMAKER: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Anderson Shumaker Company
        824 S. Central Ave.
        Chicago, IL 60644

Case No.: 17-05206

Chapter 11 Petition Date: February 23,2017

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Donald R Cassling

Debtor's Counsel: Scott R Clar, Esq.
                  CRANE, HEYMAN, SIMON, WELCH & CLAR
                  135 S Lasalle Suite 3705
                  Chicago, IL 60603
                  Tel: 312 641-6777
                  Fax: 312 641-7114
                  E-mail: sclar@craneheyman.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Richard J. Tribble, chief executive
officer.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb17-05206.pdf


ATRIUM INNOVATIONS: Moody's Affirms B2 Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service affirmed Atrium Innovations Inc. B2
corporate family rating (CFR) and B2-PD probability of default
rating, and downgraded the ratings on first lien credit facilities
($75 million revolver and outstanding $340 million term loan) to B2
from B1 following the announced $190 million add-on to the first
lien term loan, increasing it to $530 million. The B1 and Caa1
ratings respectively on Atrium's EUR91 million (face value) first
lien term loan and $150 million (face value) second lien term loan
are unchanged and will be withdrawn when the refinance transaction
closes. The ratings outlook remains stable.

The company plans to use the net proceeds from the add-on term
loan, together with balance sheet cash to repay the existing
Euro-denominated first lien term loan and the second lien term loan
outstanding.

"The corporate family rating has been affirmed because the
transaction is leverage-neutral: adjusted Debt/EBITDA will remain
around 5.8x," said Peter Adu, Moody's AVP. "The ratings on the
first lien facilities were downgraded due to elimination of loss
absorption cushion provided by the second lien term loan", added
Adu.

The following rating actions were taken:

Ratings Affirmed:

Corporate Family Rating, B2

Probability of Default Rating, B2-PD

Ratings Downgraded:

$75 million revolving credit facility due 2019, to B2 (LGD3) from
B1 (LGD3)

$340 million first lien term loan due 2021, to B2 (LGD3) from B1
(LGD3)

Ratings Unchanged:

EUR91 million (face value) first lien term loan due 2021, B1
(LGD3); to be withdrawn at close

$150 million (face value) second lien term loan due 2021, Caa1
(LGD5); to be withdrawn at close

Outlook Action:

Remains Stable

RATINGS RATIONALE

Atrium's B2 CFR primarily reflects its narrow product profile,
exposure to increasing regulation and rising compliance costs, and
small revenue size relative to key rated peers. These attributes
are offset by Moody's expectation of leverage (adjusted
Debt/EBITDA) below 5.5x within 12 to 18 months (pro forma 5.8x),
relatively resilient business with good positions in the marketing
of dietary supplements through the growing healthcare practitioner
and health food store channels, and strong margins. The rating
considers the good long term industry growth prospects due to aging
population and increasing attention to health and wellness. The
rating also incorporates the industry's occasional product safety
recalls and exposure to product liability claims.

Atrium has very good liquidity. The company's sources of liquidity
exceed $135 million compared to mandatory debt repayments of $5.3
million in the next 12 months. Atrium's liquidity is supported by
cash of $21 million when the refinance transaction closes, expected
free cash flow in excess of $40 million for the next 4 quarters,
and full availability under its $75 million revolver due in 2019.
The revolver has no applicable financial covenant unless drawings
plus outstanding letters of credit exceed 25%, at which point a
total leverage covenant comes into effect. Moody's expects the
covenant level to have cushion in excess of 20% if applicable.
Atrium has limited ability to generate liquidity from asset sales
as its assets are encumbered.

The outlook is stable because Moody's expects modest EBITDA growth
to enable leverage to fall below 5.5x within 12 to 18 months.

A ratings upgrade to B1 would require Atrium to increase its scale
and enhance its product and manufacturing diversity in order to
reduce the risk of product recalls, while sustaining adjusted
Debt/EBITDA below 4.5x (pro forma 5.8x) and EBIT/Interest above 3x
(pro forma 2.3x). A ratings downgrade to B3 could occur if adjusted
Debt/EBITDA was sustained above 6x and EBIT/Interest below 1.5x.
Worsening liquidity, possibly due to negative free cash flow
generation or engaging in debt-funded distributions to its
financial sponsor could also lead to a downgrade.

The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.

Atrium Innovations Inc. develops, manufactures and markets natural
health products and dietary supplements. The company is
majority-owned by Permira Funds and is headquartered in Westmount,
Quebec. Revenue for the twelve months ended September 30, 2016 was
$560 million.


BASS PRO: Bank Debt Trades at 4% Off
------------------------------------
Participations in a syndicated loan under Bass Pro Group LLC is a
borrower traded in the secondary market at 96.08
cents-on-the-dollar during the week ended Friday, February 24,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.66 percentage points from
the previous week.  Bass Pro pays 500 basis points above LIBOR to
borrow under the $2.97 billion facility. The bank loan matures on
Nov. 11, 2023 and carries Moody's B1 rating and Standard & Poor's
B+ rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended February 24.


BAYWAY HAND: Trustee Taps AEI as Environmental Expert
-----------------------------------------------------
Donald Conway, the Chapter 11 trustee for Bayway Hand Car Wash
President Jose Vasquez, seeks approval from the U.S. Bankruptcy
Court in New Jersey to hire an environmental expert.

The trustee proposes to hire All Environmental Inc. to prepare an
environmental report and survey related to a real property located
at 4778 Broadway, New York.  

AEI will receive $16,500 for the preparation of Phase II report for
the property and $3,575 for the survey.

John Copman, a member of AEI, disclosed in a court filing that his
firm does not hold or represent any interest adverse to the
Debtor's bankruptcy estate, and is "disinterested" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     John F. Copman
     All Environmental Inc.
     2447 Pacific Coast Highway, Suite 101
     Hermosa Beach, CA 90254
     Phone: (310) 798-4255

                   About Bayway Hand Car Wash

Bayway Hand Car Wash Corp. sought Chapter 11 protection (Bankr.
D.N.J. Case No. 13-32632) on Oct. 17, 2013.  The petition was
signed by Jose L. Vazquez, president.  The Debtor estimated assets
and liabilities of less than $50,000.  The Debtor tapped Russell J.
Passamano, Esq., at Decotiis, Fitzpatrick, Cole and Wisler as
counsel.


BELK INC: Bank Debt Trades at 14% Off
-------------------------------------
Participations in a syndicated loan under BELK, Inc. is a borrower
traded in the secondary market at 85.96 cents-on-the-dollar during
the week ended Friday, February 24, 2017, according to data
compiled by LSTA/Thomson Reuters MTM Pricing.  This represents a
decrease of 0.50 percentage points from the previous week.  BELK,
Inc. pays 450 basis points above LIBOR to borrow under the $1.5
billion facility. The bank loan matures on Nov. 19, 2022 and
carries Moody's B2 rating and Standard & Poor's B rating.  The loan
is one of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended February 24.


BOOM LIMO: Seeks to Hire Raymond Miller as New Legal Counsel
------------------------------------------------------------
Boom Limo LLC seeks approval from the U.S. Bankruptcy Court for the
Northern District of California to hire Raymond Miller, Esq., as
its new legal counsel.

Mr. Miller will replace John Downing, Esq., the attorney initially
hired by the Debtor.  The services to be provided by the proposed
counsel include:

     (a) preparation and filing any amendments to the required
         schedules and statement of financial affairs;

     (b) appearance at hearings on the Debtor's disclosure
         statement and plan and other hearings set by creditors or

         the U.S. trustee;

     (c) consult with the Debtor regarding the progress of its
         case;

     (d) handle inquiries from the U.S. trustee and any
         creditors;

     (e) initiate or defend any motion;

     (f) represent the Debtor in connection with any
         examination conducted pursuant to Federal Rule of
         Bankruptcy 2004;

     (g) preparation of disclosure statement and bankruptcy plan;

     (h) advise the Debtor and preparing documents in connection
         with the contemplated operation of its business; and

     (i) advise the Debtor in connection with the disposal of
         any assets of its bankruptcy estate.

Mr. Miller will charge an hourly rate of $425, and will receive
reimbursement for work-related expenses.

In a court filing, Mr. Miller disclosed that he has no connection
with any creditor or attorney involved in the Debtor's bankruptcy
case.

Mr. Miller maintains an office at:

     Raymond R. Miller, Esq.
     Mission Law Center
     225 West Winton Avenue, Suite 125
     Hayward, CA 94544
     Tel: 510-938-0075
     Fax: 888-416-3730
     Email: raymiller101@hotmail.com

                          About Boom Lino

Boom Limo LLC filed a Chapter 11 petition (Bankr. N.D. Cal. Case
No. 16-50390) on February 10, 2016.  

At the time of filing, the Debtor had $1,000,000 to $10,000,000 in
estimated assets and $1,000,000 to $10,000,000 in estimated
liabilities.  A list of the Debtor's seven largest unsecured
creditors is available at
http://bankrupt.com/misc/canb16-50390.pdf

The petition was signed by Francisco Carlos Rezende, president and
chief executive officer.  Mr. Francisco was appointed as the
responsible person for the Debtor by an order entered on October
19, 2016.  No trustee has been appointed in the case.  

On January 20, 2017, the Debtor filed a disclosure statement and
Chapter 11 plan.


BREITBURN ENERGY: Asks Court to Move Plan Filing Period to May 12
-----------------------------------------------------------------
Breitburn Energy Partners LP and its affiliated debtors ask the
U.S. Bankruptcy Court for the Southern District of New York to
further extend the period during which the Debtors have the
exclusive right to file a chapter 11 plan through May 12, 2017 and
to obtain acceptances of such plan through July 11, 2017.

The Debtors tell the Court that they are currently managing and
overseeing a comprehensive and inclusive plan process involving all
of their creditor and shareholder constituencies in an effort to
achieve a consensus.  The Debtors add that substantial progress has
been made in this endeavor, and as such, the requested extension
will allow the Debtors to continue which its negotiation process.

The Debtors relate that they have been working constructively with
the Creditors' Committee, the UCC Ad Hoc Bondholders, the Ad Hoc
Group, the Equity Committee, and each of their respective advisors,
in the plan negotiation process in a manner designed to optimize
the ability to achieve a consensual plan. Notably, many of these
constituencies, including the Creditors' Committee, have only
recently completed their due diligence which they acknowledged was
a prerequisite to their ability to even commence engaging in
substantive plan negotiations.

The Debtors also relate that in furtherance of these negotiations,
they have renewed negotiations with the holders of their Second
Lien Notes with respect to this proposed plan structure. These
negotiations are ongoing, with the Debtors spearheading the effort
to achieve terms that are acceptable to both major constituencies.


Furthermore, the Ad Hoc Group also has recently furnished the
Debtors with a plan proposal, and the Debtors have been advised
that an additional plan proposal will be forthcoming from a group
of its preferred unitholders. Of course, these proposals must be
analyzed and considered as part of the plan process.

The Debtor contends that although many issues need to be addressed,
they believe that the chapter 11 plan proposals being exchanged and
discussed encompass a workable framework that would significantly
deliver the Debtors' balance sheet and provide the Debtors with a
post-emergence capital structure that would maximize value and
assure the Debtors' long-term viability.

A hearing on the Debtors' Motion will be held on March 8, 2017 at
10:00 a.m. Objections are due no later than March 1, 2017.

            About Breitburn Energy Partners LP

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) on May 15, 2016,
listing assets of $4.71 billion and liabilities of $3.41 billion.
The petitions were signed by James G. Jackson, executive vice
president and chief financial officer.

The Debtors are represented by Ray C Schrock, Esq. and Stephen
Karotkin, Esq. at Weil Gotshal & Manges LLP. The Debtors hired
Steven J. Reisman, Esq. and Cindi M. Giglio, Esq. at Curtis,
Mallet-Prevost, Colt & Mosle LLP as their conflicts counsel. The
Debtors tapped Alvarez & Marsal North America, LLC as financial
advisor; Lazard Freres & Co. LLC as investment banker; and Prime
Clerk LLC as claims and noticing agent.

Breitburn Energy et al., are an independent oil and gas Partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasoline that when removed from
natural gas become liquid under various levels of higher pressure
and lower temperature, in the United States.  The Debtors conduct
their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

The U.S. trustee for Region 2 appointed three creditors of
Breitburn Energy Partners LP and its affiliates to serve on the
official committee of unsecured creditors, and on Nov. 15, the U.S.
Trustee appointed seven creditors of Breitburn Energy Partners LP
and its affiliated debtors to serve on the official committee of
unsecured creditors.


BROOKLYN NAVY: Moody's Raises Secured Debt Rating to 'B2'
---------------------------------------------------------
Moody's Investors Service upgraded the senior secured debt rating
of Brooklyn Navy Yard Cogeneration Partners L.P. (BNY or Project)
to B2 from Caa1. The rating outlook is stable.

BNY is a 286 MW dual-fuel cogeneration facility located in
Brooklyn, New York. The project sells nearly 100% of its power and
steam output to Consolidated Edison Company of New York (ConEd; A2,
stable) under a long term sales agreement that expires in 2036. The
Project is 100% owned by EIF United States Power Fund IV L.P. (EIF
USPF IV). EIF USPF IV is managed by Ares EIF Management, LLC
(Ares/EIF or Sponsor), a wholly-owned subsidiary of Ares
Management, L. P. (Ares).

RATINGS RATIONALE

The upgrade to B2 reflects Moody's expectations of improving
financial performance and debt service coverage ratios (DSCRs)
owing to the expiration of an above market natural gas
transportation contract in November 2016 and to lower annual debt
service requirements following the final repayment of a previously
drawn bank facility in November 2015. The rating action also
reflects the improved operating performance since Ares/EIF bought
the Project and installed NAES Corporation (NAES) and Power Plant
Management Services, LLC (PPMS) as operator and asset manager,
respectively, which should continue to help strengthen credit
quality.

BNY negotiated new natural gas transportation agreements with the
Transco and Iroquois pipelines through 2026 and 2021, respectively,
at a lower cost per MMBtu than a previous transportation
agreements, which expired in the fourth quarter 2016. This
modification is expected to result in DSCRs above 1.0x for the
first time in several years, starting in 2018. As discussed below,
the DCSR 2017 results will be negatively affected by a planned
major maintenance outage. At the same time, BNY secured two, 2-year
natural gas supply contracts with BP Energy and Tenaska Gas
Storage, which expire on October 31, 2018.

The rating also recognizes the long-term Energy Sales Agreement
(ESA) for electric and steam capacity and delivery with ConEd.
Under the contract, ConEd purchases essentially the entire output
of the facility in the form of steam and electricity. BNY receives
fixed capacity payments for 220 MWs of the plant's electrical
generation capacity. The prices that ConEd pays for delivered steam
and electricity are partially indexed to the NYMEX natural gas
price, which is also the basis for BNY fuel purchases. There are,
however, certain imperfections in the ESA, which prevent the
Project from achieving the kind of stable and predictable cash
flows that are more typically seen with power projects that have
long-term contracts with investment grade offtakers. Specifically,
35% of the electricity price is indexed to NYMEX, while the
remaining 65% is indexed to inflation. As a consequence of this
NYMEX indexation, the plant's electricity sales can be profitable
when natural gas prices are low, though profitability can be eroded
in a high natural gas price environment, where BNY does not receive
full recovery on its fuel cost. On the other hand, steam sales are
generally profitable to the project regardless of the natural gas
price, though Moody's notes that higher natural gas prices
generally lead to more profitable steam sales.

The Project can also experience basis risk due to another
imperfection in the ESA and weather conditions. During cold winter
days, when residential and commercial natural gas use is at its
highest, BNY is susceptible to fuel curtailment by its local gas
distributors (LDCs). While the Project has secured firm gas
contracts for delivery to their city gate, the LDCs reserve the
right to curtail the Project for up to 19 days should there be an
emergency or to meet reliability. When gas interruptions occur, the
Project burns fuel oil to generate steam and electricity. This can
result in substantial basis risk, especially when the price spread
between fuel oil and natural gas is large, as the ESA with ConEd
does not pass-through actual fuel oil expense, but remains indexed
to the NYMEX gas price. As a result, the Project sustains
considerable margin reduction under such curtailment scenarios. The
Project experienced a high degree of margin erosion during the
winter of 2013/2014 when historically low temperatures led to a
series of gas interruptions forcing the plant to run on high cost
fuel oil. This winter has seen no comparable effects due primarily
to a mild winter and low oil prices.

The rating also takes into consideration the plant's improved
operating performance. Since purchasing BNY, Ares/EIF has hired an
experienced plant operator, NAES, to provide O&M services to the
Project, and have also contracted with PPMS to provide day-to-day
management, accounting, administrative and other supporting
services to the plant. BNY also signed a long-term service
agreement with Siemens in 2014 to cover parts and services through
2027 (the plant is configured with two Siemens gas turbines and two
Siemens steam turbines). Furthermore, the Project implemented a
major maintenance program that includes a flood control system to
prevent the kind of damage caused by Superstorm Sandy in late 2012,
as well as a 5-year major maintenance cycle for the Siemens gas
turbines and a 7-year cycle for the steam turbines. The next major
maintenance event is expected to occur this year on gas turbine
unit 2. During 2016, BNY maintained strong operational performance
with YTD to September monthly equivalent availability factors in
the 98-99% range. There have been no major forced outage events
reported in 2016.

Project level liquidity remains weak and a rating constraint. The
Project's $18 million working capital facility expired and was not
renewed, and the $29.6 million debt service reserve LOC has been
utilized with the associated debt obligations being fully repaid in
November 2015. Equity infusions from Ares/EIF helped facilitate the
timely repayment of this obligation.

Moody's understands that BNY has the cash resources that will allow
it to cover debt service in 2017, even though the coverage is
forecasted to be below 1.0x this year, without having to require
additional equity contributions from the Sponsor. Debt service
payments for 2017 are due on April 1, and October 1, and total
$34.8 million. Moody's believes Ares/EIF remains supportive of this
Project and would continue to support this project if needed, even
if they are not legally obligated to do so, as there is an economic
incentive to do so owing to the expected improvement in financial
performance resulting from the new gas transportation contracts and
the long-term ESA with ConEd.

Outlook

The stable outlook reflects Moody's assumptions that the Project
has turned a corner and its financial and operating performance has
stabilized. In addition, the stable rating outlook also considers
the involvement and ownership of the Project by Ares/EIF and
Moody's assumptions that incentives exist for ongoing Sponsor
support, should that be necessary.

What Could Change the Rating - Up

Positive trends that could lead to an upgrade include an
improvement in Project level liquidity, including the funding of
various reserve accounts, and financial results that demonstrate
that the Project is able to produce DSCR that range between 1.10x
-1.20x on a sustained basis.

What Could Change the Rating - Down

The rating or outlook could come under downward pressure if the
Project continues to produce coverage ratios below 1.0x on a
sustained basis despite the expiration of the high cost natural gas
transportation contract, if Ares/EIF fails to provide capital
infusions to the Project to meet debt service shortfalls, if
needed, or should there were to be an unforeseen sustained forced
outage, which would further impact liquidity.

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


CADIZ INC: Odey Asset et al. Hold 6.21% Stake as of Dec. 31
-----------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Odey Asset Management Group Ltd, Odey Asset Management
LLP, Odey Holdings AG and Crispin Odey disclosed that as of
Dec. 31, 2016, they beneficially own 1,298,381 shares of
common stock, par value $0.01 per share, of Cadiz Inc. representing
6.21 percent of the shares outstanding.

Shares reported for Odey Asset Management LLP represent shares held
for the benefit of investment advisory clients of OAM LLP.  Odey
Asset Management Group Ltd is the managing member of OAM LLP, Odey
Holdings AG is the sole stockholder of OAM Ltd, and Mr. Odey is the
sole stockholder of Odey Holdings.

A full-text copy of the regulatory filing is available at:

                      https://is.gd/21Mvl0

                           About Cadiz

Cadiz Inc. is a land and water resource development company with
45,000 acres of land in three areas of eastern San Bernardino
County, California.  Virtually all of this land is underlain by
high-quality, naturally recharging groundwater resources, and is
situated in proximity to the Colorado River and the Colorado River
Aqueduct, a major source of imported water for Southern California.
The Company's properties are suitable for various uses, including
large-scale agricultural development, groundwater storage and water
supply projects.  The Company's main objective is to realize the
highest and best use of its land and water resources in an
environmentally responsible way.

Cadiz Inc. reported a net loss and comprehensive loss of $24.01
million in 2015, a net loss and comprehensive loss of $18.88
million in 2014 and a net loss and comprehensive loss of $22.67
million in 2013.

As of Sept. 30, 2016, Cadiz Inc. had $59.01 million in total
assets, $129.24 million in total liabilities and a total
stockholders' deficit of $70.22 million.


CALMARE THERAPEUTICS: Two Directors Resign From Board
-----------------------------------------------------
Robert T. Conway, Jr. informed Calmare Therapeutics Incorporated of
his decision to resign, effective Jan. 19, 2017, from the Company's
Board of Directors.  Mr. Conway was the chairman of Nominating and
Corporate Governance Committee and a member of Compensation
Committee of the Board at the time of his resignation.  The
resignation was not the result of any disagreements with the
Company.

Steve Roehrich also informed the Company of his decision to resign,
effective at the close of business on Jan. 19, 2017, from the
Company's Board.  Mr. Roehrich was a member of Audit Committee and
a member of the Nominating and Corporate Governance Committee of
the Board at the time of his resignation.  The resignation was not
the result of any disagreements with the Company.

Messrs. Conway Roehrich have stepped down in order to pursue other
endeavors, contemporaneous with CTI's inclusion on the
GSAAdvantage!, as announced on Jan. 26, 2017.

On Jan. 24, 2017, the Company's Board of Directors voted
unanimously to reduce the number of board members from seven to
five.

"On behalf of the Board of Directors and all CTI shareholders, we
thank Messrs. Conway and Roehrich for their help in furthering
CTI," said Calmare Therapeutics president & CEO.  "Their insight
and direction have been instrumental in better positioning the
Company with the U.S. Veterans Administration, the U.S. Department
of Defense, and the General Services Administration.  We wish them
much success going forward."

                      About Calmare Therapeutics

Calmare Therapeutics Incorporated, formerly known as Competitive
Technologies, Inc., provides distribution, patent and technology
transfer, sales and licensing services focused on the needs of its
customers and matching those requirements with commercially viable
product or technology solutions.  Sales of the Company's Calmare(R)
pain therapy medical device continue to be the major source of
revenue for the Company.

Calmare reported a net loss of $3.67 million on $891,000 of product
sales for the year ended Dec. 31, 2015, compared to a net loss of
$3.41 million on $1.04 million of product sales for the year ended
Dec. 31, 2014.

As of Sept. 30, 2016, Calmare had $3.98 million in total assets,
$16.64 million in total liabilities, all current, and a total
stockholders' deficit of $12.65 million.

Mayer Hoffman McCann CPAs, in New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred operating
losses since fiscal year 2006 and has a working capital and
shareholders' deficiency at Dec. 31, 2015.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


CARAUSTAR INDUSTRIES: S&P Assigns 'B+' Rating on 1st Lien Loan
--------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to
Caraustar Industries Inc.'s proposed first-lien term loan due 2022.
The recovery rating on the term loan is '3', indicating meaningful
(50%-70%; rounded estimate 55%) recovery in the event of default.
Because S&P views the transaction as leverage-neutral, the proposed
issuance will not affect the 'B+' corporate credit rating on the
company or S&P's stable outlook on the rating.  S&P anticipates the
company will use the proceeds to refinance two existing tranches of
term loans, which are due in May 2019 and had an aggregate
outstanding balance of $853 million as of the company's fiscal year
end Dec. 31, 2016.

Caraustar is a vertically integrated manufacturer of 100% recycled
paperboard and converted paperboard products.  The company serves
the four principal recycled paperboard product end-use segments:
tubes and cores, folding cartons, gypsum facing paper, and
specialty paperboard products.  The company has performed in line
with S&P's expectations since acquiring The Newark Group, but due
to the incremental debt, S&P expects debt to EBITDA of above 6x for
2016 and 2017.


CDW LLC: Moody's Assigns Ba3 Rating to New $500MM Unsec. Notes
--------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the proposed
$500 million senior unsecured notes to be issued by CDW LLC, a
wholly-owned subsidiary of CDW Corporation. As part of the rating
action, Moody's changed the ratings outlook on CDW's debt to
positive from stable, and affirmed CDW's corporate family rating
("CFR") at Ba2, probability of default rating ("PDR") at Ba2-PD and
CDW LLC's senior secured term loan at Ba1. Moody's also affirmed
the company's SGL-1 short term liquidity rating.

The proceeds of the new notes, along with cash on hand will be used
to refinance the $600 million unsecured notes due in 2022.

RATINGS RATIONALE

The change in outlook to positive reflects CDW's continuing
earnings stability, a consistent track record of strong free cash
flow generation and a demonstrated adherence to conservative debt
leverage metrics. As a leading multi-brand provider of IT solutions
with a history of good execution, CDW has favorable prospects for
continued market share gains due to its scale, extensive product
offering and broad market access relative to smaller value-added
resellers of IT products. Revenue growth is expected to benefit
from the addition of vendor line-cards, such as Dell's products and
the company's ongoing expansion overseas, although economic
concerns may stall some IT spending decisions in the UK over the
next 12-18 months.

CDW has deleveraged steadily over the past several years and
Moody's expects the company to operate at an adjusted debt to
EBITDA level of about 3.0 times over the next twelve to eighteen
months. The company has shown that its business can generate
profits and free cash flow levels in line with Ba1 issuers. Moody's
expects organic revenue growth of 4%-6% over the next few years.

Still, Moody's recognizes CDW has reasonably high vendor
concentration among its major suppliers, exposure to the more
volatile spending patterns of small and medium-sized businesses
(SMB) and exposure to budgetary risks of the public sector, which
can heighten the volatility of technology cycles.

Moody's expects CDW to be proactive in its working capital
management and anticipates the company's adjusted cash conversion
cycle will remain in the low 20-day range, limiting the use of
cash.

CDW's liquidity is very good, with the SGL-1 Speculative Grade
Liquidity Rating supported by ample availability under its secured
revolving credit facility, lack of near-term debt maturities and
expectation of over $450 million of free cash flow generation. CDW
has relatively stable operating margins (though low on an absolute
basis, similar to other IT distributors), low capital intensity,
and seasonal working capital needs. This, combined with the focus
on working capital management, supports the notion of reliable
generation of positive free cash flow and supports Moody's
expectation for cash balances of over $200 million.

CDW issues debt at its wholly-owned subsidiary CDW LLC, which holds
all material assets and conducts all business activities and
operations. The ratings for the senior secured term loan (Ba1 LGD3)
and senior notes (Ba3 LGD5) reflect the overall probability of
default of the company, reflected in the PDR of Ba2-PD, and the
expectation for average family recovery in a default scenario. The
Ba1 rating of the senior secured debt (senior secured bank credit
facilities) reflects their senior position in CDW's capital
structure, first lien on property plant and equipment and second
lien on assets backing the ABL revolver.

The positive rating outlook reflects CDW's solid performance in its
niche markets, including the company's consistent revenue stream
from the public sector, which counteracts greater fluctuations in
corporate sector revenue, as well as Moody's expectation for
continued execution of its business strategy, stable
vendor/customer relationships and market share gains.

Ratings could be upgraded if CDW demonstrates (i) consistent
revenue and free cash flow generation, along with steady
improvement in operating margins and (ii) a commitment to
conservative policies with total adjusted debt to EBITDA leverage
sustained at 3.0 times.

Ratings could be downgraded if CDW experiences loss of
customers/market share or pricing pressures due to increasing
competition or a weak economic environment such that margins,
interest coverage, or free cash flow generation erodes. Financial
leverage approaching 4.0x total adjusted debt to EBITDA could also
lead to a downgrade.

The following summarizes the rating actions:

Assignments:

Issuer: CDW LLC

-- Backed Senior Unsecured Notes, Assigned Ba3-LGD5

Affirmations

Issuer: CDW Corporation

-- Probability of Default Rating, Affirmed at Ba2-PD

-- Corporate Family Rating, Affirmed at Ba2

-- Speculative Grade Liquidity Rating, Affirmed SGL-1

Issuer: CDW LLC

-- Senior Unsecured Regular Bond/Debentures, Affirmed at Ba3-
LGD5

-- Senior Secured Term Loan, Affirmed at Ba1-(LGD3 from LGD2)

-- Backed Senior Unsecured Shelf, Affirmed at (P)Ba3

Outlook Actions:

Issuer: CDW Corporation

-- Outlook, Changed to Positive from Stable

Issuer: CDW LLC

-- Outlook, Changed to Positive from Stable

In addition, Moody's is correcting the rating history for the CDW
LLC's shelf registration. The backed senior unsecured shelf rating
should have been upgraded to (P)Ba3 from (P)B1 on August 5, 2016.
Due to an internal administrative error, Moody's didn't upgrade
this rating at that time.

Based in Vernon Hills, IL CDW is a leading IT products and
solutions provider to business, government, education and
healthcare customers in the U.S. and Canada. Moody's expects net
revenue to be over $14 billion over the next twelve months.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.


CDW LLC: S&P Assigns 'BB-' Rating on New $500MM Unsec. Notes
------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating to
Lincolnshire, Ill.-based, value-added reseller CDW LLC's and CDW
Finance Corp.'s proposed 8.5-year, $500 million unsecured notes.
The '6' recovery rating indicates S&P's expectation for negligible
recovery (0% to 10%, rounded estimate 0%) in the event of payment
default.  The ratings are the same as S&P's ratings on the
company's existing unsecured notes.  The company intends to use the
proceeds, along with balance sheet cash and borrowings under its
asset-based revolving facility, to redeem its $600 million
unsecured notes due 2022 and pay transaction fees.

S&P's 'BB+' corporate credit rating on the company is unchanged and
reflects its continued strong operating performance and increasing
profitability, due to a good mix of higher margin services revenue;
its good position in the highly fragmented reseller market for
technology products and services; and leverage that S&P expects to
remain below 4x through future acquisitions compared with current
leverage in the high-2x area.

Recovery Analysis

Key analytical factors

   -- S&P's simulated default scenario assumes a payment default
      in 2022 due to increased competition, pricing pressure, and
      customer attrition, combined with an economic slowdown and a

      corresponding downturn in IT spending.

   -- S&P values the company as a going concern because it
      believes its market position, brand, and customer
      relationships would make the company a viable business in
      the event of a payment default.

   -- S&P applied a 6.5x multiple to an estimated distressed
      emergence EBITDA of $338 million to estimate gross recovery
      value of about $2.2 billion.  The multiple is higher than
      those that S&P uses for most U.S. technology hardware
      companies because of the company's market position, brand,
      and large scale.

Simulated default assumptions
   -- Simulated year of default: 2022.
   -- EBITDA at emergence: $338 million.
   -- EBITDA multiple: 6.5x.
   -- The asset-based facility is 60% drawn at default.

Simplified waterfall
   -- Net enterprise value (after 5% administrative costs):
      $2.1 billion.
   -- Valuation split (obligors, CDW nonobligors, CDW U.K.
      nonobligors): 90%/5%/5%.
   -- CDW priority claims: $890 million.
   -- CDW U.K. priority claims: $100 million.
   -- Collateral value available to secured creditors:
      $1.06 billion.
   -- Secured debt claims: $1.44 billion.
      -- Recovery expectations: 70% to 90% (rounded estimate 70%).
   -- Unpledged value available for unsecured debt claims:
      $38 million.
   -- Senior unsecured debt claims: $1.64 billion.
      -- Recovery expectations: 0% to 10% (rounded estimate 0%).

All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors less priority
claims plus equity pledge from nonobligors after nonobligor debt.

RATINGS LIST

CDW LLC
Corporate Credit Rating        BB+/Stable/--

New Rating
CDW LLC
CDW Finance Corp.
$500 million unsecured notes   BB-
   Recovery rating              6



CHAPARRAL ENERGY: Asks Court to Okay Velma Pipeline Sale
--------------------------------------------------------
Chaparral CO2, L.L.C., requests the U.S. Bankruptcy Court for the
District of Delaware to authorize the sale of the Velma Pipeline
that runs from a fertilizer plant owned by Koch Fertilizer, L.L.C.,
in Garfield County, Oklahoma to Stephens County, Oklahoma.  

Chaparral CO2 also asks the Court that the interests held by Merit
Energy Company, LLC, and the other joint interest owners be
included in the sale.

Cara Mannion, writing for Bankruptcy Law360, reports that Chaparral
Energy Inc. said the sale could bolster its Chapter 11
restructuring but that potential purchasers only offered to buy the
pipeline in its entirety.

A copy of the request is available at:

           http://bankrupt.com/misc/deb16-11144-0850.pdf

Chaparral CO2 and Merit Energy own the vast majority of the
Pipeline, with the Other Joint Interest Owners collectively owning
less  than 10% of the Pipeline.  The Assets consist of two segments
of pipeline, each of which is jointly owned by several parties:

     (a) Segment A is 118 miles of eight inch diameter pipe
         running from the Koch Fertilizer Plant to the Purdy and
         Bradley Units in southern Grady County, Oklahoma.  It is
         jointly owned by Merit Energy, certain Other Joint
         Interest Owners, and Chaparral CO2.  Segment A is held as

         tenants in common, with Chaparral CO2 holding
         approximately a 44% interest, Merit holding approximately

         a 50% interest, and the Other Joint Interest Owners
         holding approximately a 6% interest; and

     (b) Segment C6 is 23.7 miles of six inch diameter pipe
         extending from the junction of Segment A and Segment B
         south to the Velma Unit and the Debtors' Hoxbar Unit,
         both located in Stephens County, Oklahoma.  Segment C is
         jointly owned by the Debtors and certain Other Joint
         Interest Owners in the Velma Unit.  Segment C is held as
         tenants in common, with Chaparral CO2 holding
         approximately an 88% interest and the Other Joint
         Interest Owners holding approximately a 12% interest.

Until Dec. 31, 2016, the terms of Merit Energy and Chaparral
Energy, Inc., et al.'s joint ownership of the Assets were governed
by that certain Amended and Restated Articles of Agreement, Enid to
Velma/Purdy CO2 Delivery System, dated as of Aug. 23, 1996, and the
terms of the CO2 sales from Merit Energy to the Debtors were
governed by that certain operation agreement and that certain
agreement for sale and purchase of CO2, dated as of Aug. 23, 1996.


On Dec. 31, 2016, the agreements expired by their express terms.
Despite extensive negotiations with Merit Energy, the Debtors were
unable to reach a new agreement regarding the sale and delivery of
CO2 through the Pipeline.  The Debtors also attempted to negotiate
a CO2 contract directly with Koch, but have likewise not been able
to reach agreement.

Due to these developments, the Debtors have been unable to obtain
CO2 through the Pipeline since Jan. 1, 2017, and, as a result, oil
and gas production at the Debtors' Hoxbar Unit has steadily
declined.  Moreover, the Debtors have learned that Merit Energy has
separately entered into a new contract to purchase 100% of the CO2
produced by the Koch Fertilizer Plant, which the Debtors believe is
the reason why they cannot reach agreement with Koch for CO2
delivery.

Without the ability to purchase CO2 from Merit Energy, the Debtors
have been unable to flood their wells and recover the limited oil
and gas reserves that remain at the wells.

This predicament, however, caused the Debtors to re-evaluate the
value of the Pipeline and the wells connected to it, and whether
their value could be maximized through other uses.  After
consultation with their major creditors constituencies, the Debtors
have determined that, even with access to CO2, the Debtors would
not be able to derive additional value from the connected wells
given the relatively modest amounts of remaining oil and gas at
such locations.

Once the Debtors determined that they no longer had any ability to
use the Assets, the Debtors reached out to certain potential
purchasers to gauge interest in the Assets.  Once it became clear
that several parties were interested, the Debtors and their
advisors identified and contacted approximately twenty midstream
companies that might have interest in acquiring the Assets.

The Debtors obtained a number of offers to purchase the Assets.
Each offer, however, contemplated purchasing the Assets in their
entirety, rather than the interests of the Debtors only.   

The Debtors expect that they will be able to bring significant
value into their estates by selling the Assets, and believe that a
sale of the Assets is in the best interests of the Debtors'
estates.  And, upon information and belief, the benefit to the
Debtors' estates through a the sale of the Assets, including the
interests of Merit Energy and the Other Joint Interest Owners,
outweighs the detriment, if any, to Merit Energy and the Other
Joint Interest Owners.   

                      About Chaparral Energy

Founded in 1988, Chaparral Energy, Inc., is a Delaware corporation
headquartered in Oklahoma City and a pure play Mid-Continent
independent oil and natural gas exploration and production
company.

At March 31, 2016, the Company had total assets of $1,229,373,000,
total current liabilities of $1,940,742,000 and total stockholders'
deficit of $759,546,000.

Chaparral Energy, Inc., and its 10 affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 16-11144) on May 9, 2016.  The petitions were signed by Mark A.
Fischer, chief executive officer.

The Debtors are represented by Richard Levy, Esq., Keith Simon,
Esq., David McElhoe, Esq., and Marc Zelina, Esq., at Latham &
Watkins LLP; and Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., as counsel.  Kurtzman Carson Consultants LLC serves
as administrative advisor.

The Debtors continue to manage and operate their businesses as
debtors in possession pursuant to Sections 1107 and 1108 of the
Bankruptcy Code.  No trustee or examiner has been requested in the
Chapter 11 cases.

The Office of the U.S. Trustee on May 18, 2016, disclosed that no
official committee of unsecured creditors has been appointed in the
cases.

Milbank, Tweed, Hadley & McCloy LLP and Drinker Biddle & Reath LLP
represent an ad hoc committee of holders of (i) 9.875% Senior Notes
due 2020, (ii) 8.25% Senior Notes, and (iii) 7.625% Senior Notes
due 2022 issued by the Debtors.


CHESAPEAKE ENERGY: Reports Full Year & Fourth Quarter 2016 Results
------------------------------------------------------------------
Chesapeake Energy Corporation reported financial and operational
results for the 2016 full year and fourth quarter plus other recent
developments.

Doug Lawler, Chesapeake's chief executive officer, commented,
"During 2016, we made significant progress in improving our capital
efficiency, decreasing cash costs and future midstream commitments
while improving our liquidity and leverage profile, which resulted
in a much stronger foundation for Chesapeake going forward.  In
2017, we are capitalizing on these improvements across our cost
structure to increase shareholder returns from our high-quality,
diversified oil and natural gas portfolio.  Our increase in
activity over 2016 levels positions Chesapeake to deliver increased
profitability and long-term value for our shareholders."

For the 2016 full year, Chesapeake's revenues declined by 38% from
the 2015 full year due to a decrease in the average realized
commodity prices received for its oil and natural gas production,
lower production volumes, increased unrealized hedging losses and a
decrease in the volumes sold and prices received by the company's
marketing affiliate on behalf of third-party producers. Average
daily production for the 2016 full year of approximately 635,400
barrels of oil equivalent (boe) consisted of approximately 90,800
barrels (bbls) of oil, 2.867 billion cubic feet (bcf) of natural
gas and 66,700 bbls of natural gas liquids (NGL). During 2016,
Chesapeake divested properties with average daily production of
approximately 73,500 boe.

Average production expenses during the 2016 full year were $3.05
per boe, while G&A expenses (including stock-based compensation)
during the 2016 full year were $1.03 per boe.  Combined production
and G&A expenses (including stock-based compensation) during the
2016 full year were $4.08 per boe, a decrease of 21% from the 2015
full year.  Gathering, processing and transportation expenses
during the 2016 full year were $7.98 per boe, a decrease of 7% from
the 2015 full year.  

Chesapeake reported a net loss available to common stockholders of
$4.881 billion, or $6.39 per share, while the Company's ebitda for
the 2016 full year was a loss of $3.142 billion.  The primary
drivers of the net loss were noncash impairments of the carrying
value of Chesapeake's oil and natural gas properties totaling
$2.520 billion, largely resulting from decreases in the trailing
12-month average first-day-of-the-month oil and natural gas prices
used in the company's impairment calculations, Barnett Shale exit
costs of approximately $645 million and unrealized hedging losses
of $818 million as prices marginally recovered.  Adjusting for
these and other items that are typically excluded by securities
analysts, the 2016 full year adjusted net loss available to common
stockholders was $138 million, or $0.05 per common share, while the
company's adjusted ebitda was $1.339 billion in the 2016 full year.
Reconciliations of financial measures calculated in accordance
with generally accepted accounting principles (GAAP) to non-GAAP
measures are provided on pages 13 -- 19 of this release.

For the 2016 fourth quarter, Chesapeake's revenues declined by 24%
year over year due to a decrease in the average realized commodity
prices for its oil production, lower production volumes and
increased unrealized hedging losses.  Average daily production for
the 2016 fourth quarter of approximately 574,500 barrels of oil
equivalent (boe) consisted of approximately 90,400 bbls of oil,
2.562 bcf of natural gas and 57,100 bbls of NGL.

Average production expenses during the 2016 fourth quarter were
$2.98 per boe, while G&A expenses (including stock-based
compensation) during the 2016 fourth quarter were $1.28 per boe.
Combined production and G&A expenses (including stock-based
compensation) during the 2016 fourth quarter were $4.26 per boe, a
decrease of 8% year over year.  Gathering, processing and
transportation expenses during the 2016 fourth quarter were $7.92
per boe, a decrease of 30% year over year, primarily due to minimum
volume commitment shortfall payments accrued in the 2015 fourth
quarter for our Barnett Shale operating area.
Chesapeake reported a net loss available to common stockholders of
$741 million, or $0.84 per share, while the company's ebitda for
the 2016 fourth quarter was a loss of $198 million.  The primary
drivers of the net loss were $395 million in unrealized losses on
the company's oil and natural gas commodity derivatives and the
loss on exchange of preferred stock of $428 million which
represents the fair value of the additional shares of common stock
issued in the exchange over the shares that would have been
issuable pursuant to the original conversion terms.  Adjusting for
these and other items that are typically excluded by securities
analysts, the 2016 fourth quarter adjusted net income available to
common stockholders was $93 million, or $0.07 per common share,
while the company's adjusted ebitda was $385 million in the 2016
fourth quarter.  Reconciliations of financial measures calculated
in accordance with GAAP to non-GAAP measures are provided on pages
13 – 19 of this release.

Chesapeake's total capital investments were approximately $1.7
billion during the 2016 full year, compared to approximately $3.6
billion in the 2015 full year.

As of Dec. 31, 2016, Chesapeake's debt principal balance was
approximately $10 billion, compared to $9.7 billion as of Dec. 31,
2015, with approximately $882 million cash on hand. Subsequent to
Dec. 31, 2016, Chesapeake reduced its debt principal balance by
approximately $901 million through the following actions:

   * repayment upon maturity of $258 million of the Company's
     6.25% Euro-denominated senior notes due January 2017;

   * retirement of approximately $287 million of principal amount
     of the Company's outstanding contingent convertible senior
     notes and $2 million of non-convertible senior notes for an
     aggregate of $286 million pursuant to tender offers;

   * redemption and retirement of $133 million remaining principal
     balance of the Company's outstanding 6.5% Senior Notes due
     2017; and

   * open market repurchases of approximately $221 million
     principal amount of the Company's outstanding unsecured
     senior notes for $224 million.

Following the 2017 reductions in the principal balance of the
company's outstanding debt, Chesapeake has approximately $9.1
billion in outstanding debt, with no outstanding borrowings on its
revolving credit facility.  Since Dec. 31, 2015, Chesapeake has
reduced the principal amount of debt due or that could be put to
the company in 2017 and 2018 by approximately $2.7 billion, or 97%,
from $2.770 billion to $77 million.

Also in January 2017, the company completed private exchanges of an
aggregate of approximately 10 million shares of its common stock
for (i) 150,948 shares of 5.00% Cumulative Convertible Preferred
Stock (Series 2005B), (ii) 72,600 shares of 5.75% Cumulative
Convertible Preferred Stock and (iii) 12,500 shares of 5.75%
Cumulative Convertible Preferred Stock (Series A), with an
aggregate liquidation value of approximately $100 million.  On Feb.
15, 2017, Chesapeake reinstated the payment of dividends on each
series of its outstanding convertible preferred stock and paid our
dividends in arrears.

Following the debt principal reductions, reinstatement of preferred
dividends inclusive of payment of dividends in arrears and
reductions in midstream obligations, Chesapeake expects to end
February with approximately $300 million in cash on hand.

           Asset Acquisitions and Divestitures Update

In the 2016 third quarter, the Company entered into an agreement to
convey its interests in the Barnett Shale operating area located in
north central Texas to Total S.A. (NYSE: TOT) and simultaneously
terminate a portion of future gas gathering and transportation
commitments associated with this asset.  Chesapeake received
approximately $218 million in proceeds for these assets, which
closed on October 31, 2016.

Also in the 2016 third quarter, the Company sold the majority of
its upstream and midstream assets in the Devonian Shale located in
West Virginia, Kentucky, and Virginia.  In connection with this
divestiture, the company repurchased one of its two remaining
volumetric production payment (VPP) transactions, resulting in
nominal net proceeds.  Chesapeake retained the deeper drilling
rights in the area after this disposition, which closed on
Dec. 21, 2016.

In the 2017 first quarter, Chesapeake closed on two separate sales
transactions of acreage and producing properties in its Haynesville
Shale operating area in northern Louisiana for gross proceeds of
approximately $915 million.  Included in the sale were
approximately 119,500 net acres and approximately 576 wells
producing 80 million cubic feet of gas (mmcf) per day.  Chesapeake
continues to focus on select asset divestitures and is planning to
sell additional noncore and non-operated properties in 2017.

                       Midstream Update

In the 2016 fourth quarter, Chesapeake signed a definitive contract
to restructure its natural gas gathering and service agreement in
its Powder River Basin operating area with Williams Partners L.P.
and Crestwood Equity Partners L.P.  The restructured services
replaced the current cost-of-service arrangement and improved
economics that support increased development across an expanded
area of dedication in the region and became effective Jan. 1, 2017,
for a 20-year term.

Chesapeake continues to work to reduce and optimize its gathering,
processing and transportation commitments across all of its
operating areas.  In February 2017, the company successfully
reduced crude transportation commitments related to the Seaway
Pipeline by assigning these commitments to a separate third party,
effective April 1, 2017.  These commitments totaled approximately
$450 million and Chesapeake paid approximately $290 million to
assign the contract.  As a result, the company expects its
marketing margin to improve significantly in 2018 over 2017
expected levels and return to profitability after 2018.  In
addition, the company utilized $100 million of the proceeds from
the divestiture of its assets in the Barnett Shale to buy down
approximately $110 million of its related natural gas
transportation obligations.  This new agreement is expected to be
effective March 1, 2017.

                      Operations Update

Chesapeake's average daily production for the 2016 fourth quarter
was approximately 574,500 boe and is further detailed in the table
below. For the 2017 first quarter, the company expects its average
daily production to range between 515,000 and 535,000 boe, of which
average daily oil production is expected to range between 80,000
and 85,000 barrels per day, which is consistent with prior
guidance.  Chesapeake's projected production volumes and capital
expenditure program are subject to capital allocation decisions
throughout the year and can be adjusted based on prevailing market
conditions.

Chesapeake is currently utilizing 17 drilling rigs across its
operating areas, six of which are located in the Eagle Ford Shale,
four in the Mid-Continent area, three in the Haynesville Shale, two
in the Powder River Basin and two in Northeast Appalachia.
Chesapeake plans to utilize an average of 17 rigs throughout the
year and intends to spud and place in production approximately 400
and 450 gross operated wells, respectively, in 2017.

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

                       https://is.gd/bKbxud

                      About Chesapeake Energy

Headquartered in Oklahoma City, Chesapeake Energy Corporation's
(NYSE: CHK) operations are focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States.  The company also owns oil and natural gas marketing and
natural gas gathering and compression businesses.

As of Sept. 30, 2016, Chesapeake had $12.52 billion in total
assets, $13.45 billion in total liabilities and a total deficit of
$932 million.

Chesapeake reported a net loss available to common stockholders of
$14.85 billion for the year ended Dec. 31, 2015, compared to net
income available to common stockholders of $1.27 billion for the
year ended Dec. 31, 2014.

                          *    *    *

As reported by the TCR on Jan. 25, 2017, S&P Global Ratings raised
its corporate credit rating on Oklahoma City-based exploration and
production company Chesapeake Energy Corp. to 'B-' from 'CCC+, and
removed the ratings from CreditWatch with positive implications
where S&P placed them on Dec. 6, 2016.  The rating outlook is
positive.


CHURCH HOME: Fitch Affirms 'BB' Rating on 2016A Fixed Rate Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' rating on the following
State Of Connecticut Health and Educational Facilities Authority
revenue bonds issued on behalf of Church Home of Hartford Inc.
D/B/A Seabury (Seabury OG):

-- $52,515,000 Healthcare Facility Expansion Issue (Church Home Of
Hartford Incorporated Project), series 2016A fixed rate bonds;

-- $9,250,000 Healthcare Facility Expansion Issue (Church Home Of
Hartford Incorporated Project), series 2016B-1 tax exempt mandatory
paydown securities (TEMPS-80SM);

-- $13,500,000 Healthcare Facility Expansion Issue (Church Home Of
Hartford Incorporated Project), series 2016B-2 tax exempt mandatory
paydown Sscurities (TEMPS-50SM);

Fitch also affirms at 'BB' the rating on the following parity bonds
also issued on behalf of the Seabury Obligated Group:

-- $34,510,000 Public Finance Authority healthcare facility
expansion/refunding bonds (Church Home of Hartford Incorporated
Project), series 2015A.

The Rating Outlook is Stable.

SECURITY
Pledge of gross revenues of the obligated group (OG), a mortgage,
and a debt service reserve fund.

KEY RATING DRIVERS
CAPITAL PROJECT PROGRESSING: The Seabury OG is in the middle of a
three part $110 million campus repositioning and independent living
(IL) expansion. The projects are moving along on time and on
budget. Phase A was completed in November 2016 and included new and
renovated dining venues and a front entrance renovation. Phase B IL
units are expected to open this November. A total of 68 new IL
units will be built as part of Phase B, and currently 82% (56) of
those units have been pre-sold. Assisted living and skilled nursing
projects will be part of the final Phase C.

ADQUATE FNANCIAL PROFILE: Seabury OG's financial profile is
adequate for the rating level and reflects the stress of the
additional $75 million in debt borrowed last year, as well as the
disruption from the project construction on performance. Seabury OG
finished fiscal year 2016 (FY16; Sept. 30 year end) with a 102%
operating ratio and an 8.6% net operating margin - adjusted.
Liquidity has been stable. At Dec. 31, 2016, Seabury OG had $21
million in unrestricted cash and investments, which equated to 280
days cash on hand (DCOH) and 19.4% cash to debt.

HIGHLY LEVERAGED: The sizable borrowing last year stressed the
Seabury OG's debt metrics. Maximum annual debt service (MADS) as a
percentage of revenue in FY16 was 20%, with MADS coverage at a very
thin 0.6x. However, MADS will not be tested until 2021, which is
after the IL units are filled and stabilized. Fitch expects
coverage to improve with the additional monthly service revenues
from the new IL units. Coverage of actual debt service of $2.5
million was better at 1.4x and was consistent with Seabury OG's
projections. Debt to EBITDA was extremely high at 30x. However,
that figure should improve with the pay down of approximately $23
million in short-term debt from the entrance fees on the new IL
units in 2018 and 2019. Seabury OG's debt burden will remain
elevated even after the short-term debt is paid down.

GOOD MARKET POSITION: There is competition in the service area.
However, Seabury OG's long operating history and its entrance fees
pricing, which are in line with area housing prices and competitor
pricing, have kept occupancy high across all levels of care.
Seabury OG markets itself as an active community, which has
attracted younger seniors. Seabury OG's average age of IL entry is
below 80. The combination of the lower age of entry and Seabury
OG's active community has resulted in yearly turnover of below 6%
over the last three years, much lower than the sector average which
is approximately 15%.

RATING SENSITIVITIES
PROJECT COMPLETION; DEBT PAYDOWN: Construction and project
management risks from Church Home of Hartford Inc. D/B/A Seabury's
(Seabury OG) sizable capital project could potentially cause
negative rating pressure due to cost overruns, service disruptions,
and slow fill up on the 68 new independent living (IL) units.
Additionally, the Seabury OG's credit risk profile will remain
stressed until it pays down $23 million in short-term debt as the
new IL units fill in 2018 and 2019.

OPERATING PROFILE MAINTENANCE: The rating assumes that Seabury OG's
current financial profile, characterized by high occupancy and
adequate operating metrics, will remain stable during the project
period. A fall off in performance or a drop in liquidity could
pressure the rating.

CREDIT PROFILE

The Seabury OG is a Type 'A' life care continuing retirement
community (CCRC) located in Bloomfield, CT, just northwest of
Hartford. The community currently includes 192 IL units, 49
assisted living (AL) units, and 60 skilled nursing beds.

Fitch bases its financial analysis on the results of the OG, which
consists of Seabury, the senior living campus described above, and
Seabury Meadows, which operates 58 memory support beds and is
located adjacent to the senior living campus. Total OG operating
revenues were $26.7 million in FY16.

Seabury also has two non-OG affiliated organizations, the Seabury
Charitable Foundation and Seabury At Home, which is a CCRC without
walls. The financial performance of the affiliates is not included
in the results reported in this press release.

Second Phase of Capital Plan

In 2015, Seabury issued debt to fund a variety of projects as part
of a phase A of a large master facilities plan. The projects
included a new front entrance and new bistro area, renovation of
the kitchen and main dining space, an arts studio, salon and day
spa, and renovation of administrative offices. These projects are
completed.

With a second $75 million debt issuance in FY16, Seabury moved
forward with Phases B and C of the master facilities plan. These
next phases include a large repositioning project that will add 68
IL units and include renovation and expansion of assisted and
skilled nursing areas, including a new dedicated short-term rehab
unit, and a new primary care space, as well as additional parking
space. The construction will also feature a new chapel that will
seat up to 225 people, which will be funded by Seabury.

Currently, Seabury has secured 56 entrance fee deposits of 10% on
the new IL units (82%) and construction has begun with a first
group of ILs expected to open for occupancy November 2017.

The project is being funded by three series of debt, two of which
are short-term bonds, approximately $25 million, payable from
initial entrance fees received on the new IL units as they fill up.
The debt will significantly stress Seabury's financial profile over
the next three years, until the short-term debt is paid off.

In spite of the execution risk and additional debt burden, Fitch
views the projects positively, believing that they will be
financially accretive to Seabury, enabling the campus to remain
competitive over the longer term. Currently, Seabury's high
occupancy and low turnover is limiting revenue growth. The project
will increase the number of Seabury's IL units by 36% and the total
unit increase will be approximately 22% or 80 units, when including
the additional skilled nursing beds and AL units that will be
built.

Steady Historical Performance/Weaker 1Q17

Seabury has historically maintained a steady financial performance,
with its operating ratio particularly strong for type 'A' contract
community. The operating performance was down in FY16, due in part
to disruptions from the construction and renovation projects and
continued changes to Medicare short-term rehab that is happening
sector wide. Financial performance remained weak through the first
quarter (1Q) FY17, with the Seabury OG's operating ratio rising to
a high 106% and negative coverage of actual debt service. However,
the Seabury OG's 1Q is general its weakest performing quarter, and
12 month rolling coverage of actual debt service shows coverage
adequate at 1.5x. Fitch expects the Seabury's OG's financial
performance to remain thinner but adequate for the rating over the
Outlook period. Operational performance should improve as the
constructions projects finish and new units come on line.

Debt Profile

As of Dec. 31, 2016, the Seabury OG had approximately $108.8
million in long-term fixed rate bonds, which represents all its
long-term debt and includes the two series of short-term debt. This
should be the peak of the Seabury OG's debt load and itis expected
to fall to approximately $85 million once the short-term debt is
paid off. The Seabury OG has no swaps.

The conservative debt structure helps mitigate some of the concern
related to the Seabury's OG's unrestricted liquidity to debt,
currently at a low 19.4% at Dec. 31, 2016.

DISCLOSURE

Seabury covenants to provide annual disclosure within 150 days of
fiscal year end, and quarterly disclosure within 45 days of each
quarter end. Disclosure will be made via the Municipal Securities
Rulemaking Board's EMMA System.


COLOGIX HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings said it assigned its 'B' corporate credit rating
to Denver-based Cologix Holdings Inc.  The outlook is stable.

At the same time, S&P assigned a 'B+' issue-level rating and '2'
recovery rating to the company's proposed senior secured first-lien
credit facilities, which consist of a $75 million revolving credit
facility maturing in 2022, a $300 million term loan maturing in
2024, and a $60 million delayed-draw term loan maturing in 2021.
The '2' recovery rating indicates S&P's expectation for substantial
(70%-90%; rounded estimate 70%) recovery for lenders in the event
of a payment default.

S&P also assigned a 'B-' issue-level rating and '5' recovery rating
to the company's proposed $135 million senior secured second-lien
term loan maturing in 2025.  The '5' recovery rating indicates
S&P's expectation for modest (10%-30%; rounded estimate 10%)
recovery for lenders in the event of a payment default.

The borrower of the debt will initially be Stonepeak Claremont
Merger Sub Inc., the acquiring entity.  Following the transaction,
Stonepeak Claremont Merger Sub Inc. will merge into Cologix
Holdings Inc., which will continue as the surviving entity and
borrower of the debt.

"The rating on Cologix primarily reflects its relatively small
scale in the fragmented and competitive data center industry, its
limited geographic diversity, and our expectation that leverage
will be elevated in the low-7x area in 2017," said S&P Global
Ratings credit analyst Rose Askinazi.

These factors are somewhat offset by the company's focus on less
competitive second- and third-tier markets and its interconnection
capabilities, which support customer retention and have attractive
margins.  Additionally, multi-year contracts and annual price
escalators provide good revenue and cash flow visibility.

The stable outlook reflects S&P's belief that Cologix will maintain
adequate liquidity over the next year, despite S&P's expectation
that elevated capital expenditures to support expansion activity
will lead to negative FOCF and leverage in the low- to mid-7x area
in 2017.  Additionally, healthy demand for data center solutions
should result in revenue growth in the low-double digit percent
area in 2017.



COMBIMATRIX CORP: Bard Associates Has 5.9% Stake as of Dec. 31
--------------------------------------------------------------
Bard Associates, Inc. disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Dec. 31, 2016, it
beneficially owns 151,825 shares of common stock of Combimatrix
Corp. representing 5.9 percent of the shares outstanding.  A
full-text copy of the regulatory filing is available for free at:

                     https://is.gd/xmoUPs

                      About Combimatrix

Irvine, California-based CombiMatrix Corporation specializes in
pre-implantation genetic screening, miscarriage analysis, prenatal
and pediatric healthcare, offering DNA-based testing for the
detection of genetic abnormalities beyond what can be identified
through traditional methodologies.  Its clinical lab and corporate
offices are located in Irvine, California.

Combimatrix reported a net loss of $6.60 million in 2015 compared
to a net loss of $8.70 million in 2014.

As of Dec. 31, 2016, Combimatrix had $8.47 million in total assets,
$1.98 million in total liabilities and $6.49 million in total
stockholders' equity.

Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has limited
working capital and a history of incurring net losses and net
operating cash flow deficits.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


COMMERCIAL METALS: S&P Affirms 'BB+' CCR; Outlook Stable
--------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB+' corporate credit
rating on Irving, Texas-based Commercial Metals Co.  The outlook is
stable.

At the same time, S&P affirmed its 'BB+' issue-level ratings on the
company's senior unsecured notes.  S&P's recovery ratings on the
notes remains '3', indicating its expectation for meaningful (50%
to 70%; rounded estimate 55%) recovery in the event of a payment
default.

"The stable outlook reflects our expectation of adjusted debt to
EBITDA of between 2x and 3x and FFO to debt of about 30% over the
next 12 months," said S&P Global Ratings credit analyst William
Ferara.  "We expect operating performance could be under some
pressure in fiscal 2017 due to the volatile price environment that
stems from steel imports (specifically rebar) and the company's
construction of a new micro mill in Oklahoma.  We expect
performance could improve in fiscal 2018 from continued gains in
nonresidential construction growth, incremental cash flow from the
Oklahoma micro mill, and potentially favorable trade case outcomes
related to rebar."

A downgrade could occur if the company's debt to EBITDA increases
to 3.5x to 4x and FFO to net debt approaches 20% and S&P expected
these weaker credit ratios to persist.  S&P could also lower the
rating if steel market or operating conditions deteriorated or the
company undertook a material, debt-financed acquisition.  A
revision in the outlook to negative could occur if debt to EBITDA
was sustained at about 3x to 3.5x.

S&P does not anticipate an upgrade over the next 12 months given
the company's exposure to steel imports and cyclical end markets.
S&P could consider raising its rating if adjusted debt to EBITDA
was sustained below 2x and FFO to debt above 45%, along with a
commitment from management to maintaining a more conservative
financial policy, consistent with an investment grade rating, over
the long term.


COMMUNICATIONS SALES: Hunt Purchase No Impact Moody's Rating
------------------------------------------------------------
Moody's Investors Service said that Communications Sales & Leasing,
Inc's announcement of a definitive agreement to purchase Hunt
Telecom Inc. for $170 million in cash and stock will not
immediately impact its ratings. The company will draw $118 million
on its revolving credit facility and issue approximately $55
million worth of new equity to fund the transaction. Despite Hunt's
high purchase multiple and high capital intensity the deal will not
immediately impact CS&L's B2 corporate family rating or stable
outlook because of the relatively small transaction size. The deal
is expected to close in the third quarter of 2017.

Hunt is a telecom service provider to K-12 schools in Louisiana
using the FCC's E-Rate program. Hunt also owns a dense fiber
network in the state. The deal will expand CS&L's fiber asset base
and construction capacity. The company expects to achieve $2.5
million in cost synergies within 18 months. CS&L has also
communicated potential revenue synergies through expansion of
building fiber-to-the-tower (FTTT) and of the E-Rate business in
which the company's PEG business also operates.

The announcement of the transaction follows the closing of CS&L's
acquisition of Network Management Holdings LTD ("NMS"). NMS owns
and operates wireless communications towers in Latin America. Hunt
and NMS will increase CS&L's capital intensity and perpetuate the
company's negative free cash flow. Moody's expects CS&L will
continue its aggressive M&A strategy as it moves to diversify its
revenues from the Windstream lease. Moody's expects the company to
remain committed to including equity as part of the financing mix
for future deals such that leverage remains below the 6.5x level
which Moody's has identified as the limit for CS&L's B2 rating.

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

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



CORENO MARBLE: Unsecured Creditors to Recoup 40% in 78 Months
-------------------------------------------------------------
Coreno Marble & Tile, Ltd., filed with the U.S. Bankruptcy Court
for the District of Connecticut a first amended disclosure
statement dated Feb. 21, 2017, referring to the Debtor's plan of
reorganization.

Each holder of Class 1 General Unsecured Creditors will receive
property or payments of a value, as of the effective date of the
Plan, which are not less than what the holder would receive if the
Debtor's estate were liquidated under Chapter 7.  Due to the amount
of the Debtor's unsecured claims, the Debtor is essentially
insolvent.

Unsecured claims total approximately $398,080.  However, the Debtor
intends to pay a reasonable dividend to its creditors over and
above liquidation value and accordingly it will pay 40% of allowed
claims in Class 1 over a period of 78 months with payments
commencing 60 days after the Effective Date of the Plan.  Payments
will be made at least on a quarterly basis after the Effective Date
or sooner at the Debtor's election.  Holders of allowed claims in
Class 1 are impaired and may vote on the Plan.

The First Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/ctb16-50088-79.pdf

As reported by the Troubled Company Reporter on Jan. 20, 2017, the
Debtor filed a disclosure statement referring to the plan of
reorganization, which proposed that unsecured creditors get 25% of
their claims under the company's proposed plan to exit Chapter 11
protection.  The restructuring plan's feasibility depends on the
continued profitability of the Debtor and the amount of allowed
claims, according to the disclosure statement filed on Jan. 12 with
the Court in Connecticut.

                   About Coreno Marble & Tile

Coreno Marble & Tile, Ltd., is engaged in the business of
installation of marble and tile on commercial construction
projects.  The Debtor is owned equally by Frank DiBello and Dominic
DiCocco.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 16-50088) on Jan. 21, 2016.  The
petition was signed by Frank DiBello, president.  

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


CORWIN PLACE: Hires Howard Hanna as Real Estate Broker
------------------------------------------------------
Corwin Place, LLC, seeks authorization from the U.S. Bankruptcy
Court for the Northern District of West Virginia to engage Howard
Hanna Premier Properties by Barbara Alexander, LLC, as real estate
broker.

The Debtor requires Howard Hanna to market and sell its commercial
property located at Parcels A & B Dupont Road, Westover, WV 26501.

The Debtor wishes to retain Howard Hanna at the commission rate of
6% of the sales price of the property sold.

Kay Michael Alexander and Rob Young of Howard Hanna 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.

Howard Hanna can be reached at:

       Kay Michael Alexander
       Rob Young
       HOWARD HANNA PREMIER PROPERTIES
       By Barbara Alexander, LLC
       2800 Cranberry Square
       Morgantown, WV  26508
       Tel: (304) 594-0115
       Fax: (304) 594-0118

                    About Corwin Place, LLC

Corwin Place LLC filed a chapter 11 petition (Bankr. W.D. Pa. Case
No. 16-21861) on May 16, 2016.  The petition was signed by Charles
Corwin, managing member.  On July 24, 2016, the Hon. Thomas P
Agresti transferred the venue of the case to Northern District of
West Virginia (Bankr. N.D. W.Va. Case No. 16-00750).  The PAWB
bankruptcy case was closed on July 27, 2016.

The Hon. Patrick M Flatley of the Northern District of West
Virginia presides over the case.

The Debtor is represented by Robert O. Lampl, Esq., at Robert O
Lampl, Attorney at Law.  The Debtor estimated assets and
liabilities at $500,001 to $1 million at the time of the filing.



DACCO TRANSMISSION: Examiner Taps Jenner & Block as Attorneys
-------------------------------------------------------------
Richard Levin, the examiner in the Chapter 11 cases of DACCO
Transmission Parts (NY), Inc. and its debtor-affiliates, seeks
authorization from the U.S. Bankruptcy Court for the Southern
District of New York to employ Jenner & Block LLP as attorneys,
nunc pro tunc to Dec. 28, 2016.

The Examiner requires Jenner & Block to:

   (a) represent and assist the Examiner in the discharge of his
       duties and responsibilities under the Examiner Order, other

       orders of this Court, and applicable law;

   (b) assist the Examiner in the preparation of reports and
       represent him in the preparation of motions, applications,
       notices, orders, and other documents necessary in the
       discharge of the Examiner's duties;
  
   (c) represent the Examiner at hearings and other proceedings
       before this Court;
  
   (d) analyze and advise the Examiner regarding any legal issues
       that arise in connection with the discharge of his duties;

   (e) assist the Examiner with interviews, examinations, and the
       review of documents and other materials in connection with
       the Examiner's investigation;  

   (f) perform all other necessary legal services on behalf of the

       Examiner in connection with the chapter 11 cases; and
  
   (g) assist the Examiner in undertaking any additional tasks or
       duties that the Court might direct or that the Examiner
       might determine are necessary and appropriate in connection

       with the discharge of his duties.

Jenner & Block will be paid at these hourly rates:

       Angela Allen,
       Partner-Restructuring and Bankruptcy     $785
       John VanDeventer,
       Associate-Restructuring and Bankruptcy   $565
       Elizabeth Edmondson,
       Partner-Complex Commercial Litigation    $840
       Jeremy Ershow,
       Associate-Litigation                     $665
       Nicole Taykhman,
       Associate-Litigation                     $470
       Partners                                 $770-$1,250
       Counsel                                  $625-$750
       Associates                               $445-$795
       Staff Attorneys                          $380-$480
       Discovery Attorneys                      $175
       Litigation Support                       $365
       Paralegals                               $305-$365

Jenner & Block will also be reimbursed for reasonable out-of-pocket
expenses incurred.

The Examiner and Ms. Allen, a partner at Jenner & Block, 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.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   -- Jenner & Block did not agree to any variations from, or
      alternatives to, its standard or customary billing
      arrangements for this engagement;

   -- None of the professionals included in this engagement vary
      their rate based on the geographic location of the
      bankruptcy case.

   -- Jenner & Block has not represented the Examiner in the 12
      months prepetition.

   -- The Examiner is consulting with various parties in interest
      to determine the appropriate scope of the Examiner's role in

      these Chapter 11 Cases. Jenner & Block will prepare a budget

      and staffing plan for the Examiner's approval following the
      Examiner's determination of the appropriate scope of the
      Examiner's role in these Chapter 11 Cases.

The Court will hold a hearing on the application on March 8, 2017,
at 10:00 a.m. Objections, if any, are due March 1, 2017, at 4:00
p.m.

Jenner & Block can be reached at:

       Richard Levin, Esq.
       JENNER & BLOCK LLP
       919 Third Avenue, 37th Floor
       New York, NY 10022
       Tel: (212) 891-1600
       E-mail: rlevin@jenner.com
   
               About DACCO Transmission Parts (NY)

Headquartered in Cleveland, Ohio, Transtar Holding
Company manufactures and distributes aftermarket driveline
Replacement parts and components to the transmission repair and
remanufacturing market.  It also supplies autobody refinishing
products and manufactures air conditioning, cooling and power
steering assemblies and components.

Founded in 1975, Transtar maintains over 70 local branch locations,
four manufacturing and production facilities (in Alma, Michigan;
Brighton, Michigan; Cookeville, Tennessee; and Ferris, Texas), and
four regional distribution centers throughout the United States,
Canada and Puerto Rico.

On Dec. 21, 2010, the Company was acquired from Linsalata
Capital Partners by current majority equity holder Friedman
Fleischer & Lowe LLC. The acquisition was financed with $425
million of senior secured credit facilities.

As of the Petition Date, the Company employs approximately
2,000 full-time and 50 part-time employees in the United States,
and approximately 100 full-time employees in Canada and Puerto
Rico.

DACCO Transmission Parts (NY), Inc. and 46 affiliated
debtors, including Transtar Holding Company, filed chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 16-13245 to 16-13291) on
Nov. 20, 2016.  The petitions were signed by Joseph Santangelo,
authorized signatory. The cases are pending before Judge Mary
Kay Vyskocil, and the Debtors have requested that their cases be
jointly administered under Case No.16-13245.

The Debtors estimated assets and liabilities at $500 million
to $1 billion at the time of the filing.

The Debtors tapped Rachel C. Strickland, Esq., Christopher
S. Koenig, Esq., Debra C. McElligott, Esq., and Jennifer J.
Hardy, Esq., at Willkie Farr & Gallagher LLP as attorneys.
Citing potential conflicts, DACCO Transmission has hired
Jones Day as its new legal counsel to replace Willkie Farr.
The Debtors also have hired FTI Consulting, Inc. as
restructuring and financial advisors, Ducera Partners LLC
as financial advisors and investment banker and Prime
Clerk LLC as claims, noticing and solicitation agent.



DANG GOOD: DLLR to Get $164.74 Per Month Plus 18% Until April 2021
------------------------------------------------------------------
Dang Good Food, Inc., filed with the U.S. Bankruptcy Court for the
District of Maryland a disclosure statement dated Feb. 17, 2017,
referring to the Debtor's plan of reorganization filed on Feb. 20,
2017.

The 2A Secured Claim of DLLR -- estimated at $5,190.52 -- are
impaired by the Plan.  The holder will be paid $164.74 monthly,
with an interest rate of 18%, starting on May 1, 2017, and ending
on April 1, 2021.

Class 3 General Unsecured Class is unimpaired by the Plan and will
be paid in full 30 days after plan confirmation.

Payments and distributions under the Plan will be funded by income
from regular operation of the business.

The Disclosure Statement is available at:

            http://bankrupt.com/misc/mdb16-15799-75.pdf

The Plan is filed by the Debtor's counsel:

     Gary S. Poretsky, Esq.
     JEFFREY M. SIRODY AND ASSOCIATES
     1777 Reisterstown Road, Suite 360E
     Baltimore, MD 21208
     Tel: (410) 415-0445
     E-mail: GaryP@sirody.com

Headquartered in Baltimore, Maryland, Dang Good Food, Inc., has
been in the business of food service, with catering and a
restaurant since 2008.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Md. Case No. 16-15799) on April 28, 2016, estimating its assets at
between $50,001 and $100,000 and its liabilities at between
$100,001 and $500,000.

Jeffrey M. Sirody, Esq., at Jeffrey M. Sirody And Associates, P.A.,
serves as the Debtor's bankruptcy counsel.


DELCATH SYSTEMS: OKs Temporary Reduction to Notes Conversion Price
------------------------------------------------------------------
Delcath Systems, Inc. and holders of greater than 55% of the
aggregate principal amount of the Company's Senior Secured
Convertible Notes due Dec. 29, 2017, agreed to temporarily reduce
the conversion price for conversions at the option of the holders
of Notes to $0.14 per share of the Company's common stock, for a
period commencing on Feb. 23, 2017, and ending on March 2, 2017.

The Required Holders also agreed to certain volume limitations on
sales of the Company's common stock thereby during the Reduced
Conversion Period.

The reduction of the Conversion Price may result in the issuance of
a substantial number of shares of the Company's common stock. As of
the close of business on Feb. 21, 2017, there were 40,049,740
shares of the Company's common stock outstanding.

                         About Delcath Systems

Delcath Systems, Inc. is an interventional oncology Company focused
on the treatment of primary and metastatic liver cancers.  The
Company's investigational product -- Melphalan Hydrochloride for
Injection for use with the Delcath Hepatic Delivery System
(Melphalan/HDS) -- is designed to administer high-dose chemotherapy
to the liver while controlling systemic exposure and associated
side effects.  The Company has commenced a global Phase 3 FOCUS
clinical trial for Patients with Hepatic Dominant Ocular Melanoma
(OM) and a global Phase 2 clinical trial in Europe and the U.S. to
investigate the Melphalan/HDS system for the treatment of primary
liver cancer (HCC) and intrahepatic cholangiocarcinoma (ICC).
Melphalan/HDS has not been approved by the U.S. Food & Drug
Administration (FDA) for sale in the U.S.  In Europe, its system
has been commercially available since 2012 under the trade name
Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT),
where it has been used at major medical centers to treat a wide
range of cancers of the liver.

Delcath reported a net loss of $14.7 million in 2015, a net loss of
$17.4 million in 2014 and a net loss of $30.3 million in 2013.

As of Sept. 30, 2016, Delcath had $36.98 million in total assets,
$32.49 million in total liabilities and $4.48 million in total
stockholders' equity.

Grant Thornton LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred recurring
losses from operations and as of Dec. 31, 2015, has an accumulated
deficit of $261 million.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


DIGIPATH INC: Signs Joint Venture Pact with Strategic Investor
--------------------------------------------------------------
Digipath, Inc. has entered into an agreement with a strategic
investor, OC Testing LLC, to build additional cannabis testing
labs.  Pursuant to this agreement:

   * Digipath and the investor intend to open cannabis testing
     labs in jurisdictions outside of Nevada, with Digipath to
     provide turnkey services and its industry expertise and the
     OC Testing to provide all funding required to open such labs.
     Services to be provided by Digipath will include oversight of
     the purchase and installation of all laboratory equipment,
     responsibility for obtaining state and local regulatory
     approvals, and the identification and hiring of laboratory
     personnel.
       
   * OC Testing will be responsible for financing the building of
     each additional lab, including the provision of sufficient
     startup working capital.
       
   * Digipath will be entitled to 20% of the cash flow generated
     by each such lab.  In addition, Digipath will be reimbursed
     for its expenses during the construction phase of each
     testing Lab, and once a lab begins operations, Digipath will
     be entitled to a monthly fee of 3.5% of gross revenues until
     OC Testing has received distributions equal to its invested
     capital.  Thereafter, Digipath will be entitled to a monthly
     fee equal to 7% of gross revenues for so long as it remains
     an owner of each such lab.
       
   * All new labs will be branded under the "Digipath Labs" name,
     and will meet all the standards of quality and
     professionalism set by the Digipath Labs flagship operation
     in Nevada, which operates under the most demanding
     regulations in the nation.
       
   * The parties intend to first launch a medical marijuana
     testing lab in the State of California, followed by
     additional labs in Florida and other States.  However,
     nothing in the agreement prevents Digipath from establishing
     or purchasing its own labs.

Todd Denkin, COO of Digipath, commented, "This agreement is an
important step in expanding the Digipath Labs brand in the cannabis
lab testing market and provides us with a strategic and financial
partner as we scale into other legal cannabis markets. We believe
that this model will enable us to better protect and enhance the
industry-leading benchmarks we have set by ensuring our direct
control over each operation."

A spokesperson for OC Testing, LLC, stated, "We believe that lab
testing services in the cannabis markets are crucial to ensuring
patient safety and consumer confidence.  After an extended search
for the best partner, it is clear that Digipath is setting the
industry standard for compliance, data driven standards and best
practices."

                        About DigiPath

Incorporated in Nevada on Oct. 5, 2010, DigiPath Inc. and its
subsidiaries support the cannabis industry's best practices for
reliable testing, cannabis education and training, and brings
unbiased cannabis news coverage to the cannabis industry.

Digipath reported a net loss of $3.69 million on $818,583 of
revenues for the year ended Sept. 30, 2016, compared to a net loss
of $4.33 million on $16,084 of revenues for the year ended
Sept. 30, 2015.

Anton & Chia, LLP, in Newport Beach, CA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2016, citing that the Company has recurring losses
and insufficient working capital, which raises substantial doubt
about its ability to continue as a going concern.


DIGITALGLOBE INC: Merger with MDA No Impact on Moody's Ba3 CFR
--------------------------------------------------------------
Moody's Investors Service said DigitalGlobe, Inc.'s Ba3 Corporate
Family Rating (CFR), existing debt ratings and stable outlook are
not impacted by announcement that the company has entered into a
definitive merger agreement with MacDonald, Dettwiler and
Associates Ltd. For further information, please visit
www.moodys.com.

Headquartered in Westminster, CO, DigitalGlobe, Inc. is a
commercial satellite imagery company that currently operates a
constellation of five earth imaging satellites -- WorldView-1,
WorldView-2, WorldView-3, WorldView-4 and GeoEye-1.



DIGITALGLOBE INC: S&P Puts 'BB' CCR on CreditWatch Developing
-------------------------------------------------------------
S&P Global Ratings said that it placed its ratings, including its
'BB' corporate credit rating, on Westminster, Colo.-based
DigitalGlobe Inc. on CreditWatch with developing implications. This
indicates that S&P could raise, lower, or affirm the ratings,
depending on S&P's view of the combined business and its proposed
capital structure.

The CreditWatch placement follows MDA's announcement that it will
acquire DigitalGlobe for $2.4 billion, using a combination of cash
and stock.  S&P expects the proposed transaction will result in
higher leverage, at least 4x, which is above S&P's current
threshold for the rating.  Still, S&P believes the transaction
offers certain business benefits, including greater scale and
improved customer and geographic diversification.

                             CREDITWATCH

S&P intends to resolve the CreditWatch placement when the
transaction closes, in the second half of 2017.  The outcome will
depend whether existing DigitalGlobe debt remains in place, S&P's
review of the business plan of the combined company, and its
longer-term financial policy and strategy.


DILLARD'S INC: S&P Corrects Rating on US$200MM Cap Secs to 'BB'
---------------------------------------------------------------
S&P Global Ratings has corrected its issue-level rating on
Dillard's Capital Trust I's US$200 million 7.50% cap secs due 2038
by lowering it to 'BB' from 'BBB-'.

Due to an analytical error, S&P incorrectly raised the issue rating
to 'BBB-' when S&P raised its corporate credit rating on Dillard's
on March 17, 2015.  According to S&P's criteria, it should have
raised the rating only two notches (to 'BB' instead of 'BBB-')
because it is contractually subordinated and the instrument
includes the right to defer interest payments.  This approach is in
accordance with S&P's hybrid capital handbook criteria.

The correction does not have any impact on S&P's corporate credit
rating or outlook on parent Dillard's Inc. (BBB-/Negative/--), as
S&P continues to treat the instrument as 100% debt for the purpose
of calculating total adjusted debt.

Ratings List

Dillard's Inc.
Corporate Credit Rating      BBB-/Negative/--

Rating Corrected
                              To         From  
Dillard's Capital Trust I
US$200 mil 7.50% cap
    secs due 2038             BB         BBB-


DISPENSING DYNAMICS: S&P Withdraws 'CCC' ICR
--------------------------------------------
S&P Global Ratings said it withdrew its 'CCC' issuer credit rating
on City of Industry, Calif.-based Dispensing Dynamics
International.  At the time of the withdrawal, the rating outlook
was negative.

At the same time, S&P withdrew its 'CCC' issue-level rating on the
company's 12.5% senior secured notes due 2018.

S&P withdrew its corporate credit rating and issue-level ratings on
Dispensing Dynamics after the company repaid its $130 million 12.5%
senior secured notes in full following the sale of the company's
San Jamar line of business.  S&P is withdrawing its rating at the
company's request and due to lack of sufficient information on its
future capital structure and financial reporting.



DOLPHIN DIGITAL: Sold $500,000 Common Shares to Investor
--------------------------------------------------------
Dolphin Digital Media, Inc., entered into a subscription agreement
with a private investor, pursuant to which the Company issued and
sold to the Investor 100,000 shares of the Company's common stock,
par value $0.015 per share, at a purchase price of $5.00 per Share.
The Company received $500,000 of gross proceeds as a result of the
sale of Shares.

The Company issued the Shares in reliance upon the exemption from
registration provided by Section 4(a)(2) of the Securities Act of
1933, as amended, and Rule 506 of Regulation D promulgated
thereunder.  The Investor represented to the Company that such
Investor was an "accredited investor" as defined in Rule 501(a)
under the Securities Act and that such Investor's Shares were being
acquired for investment purposes.  The Shares have not been
registered under the Securities Act and are "restricted securities"
as that term is defined by Rule 144 promulgated under the
Securities Act.

                   About Dolphin Digital

Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and
high quality digital entertainment.  By creating and managing
child-friendly social networking websites utilizing state-of the-
art fingerprint identification technology, Dolphin Digital Media,
Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.

Dolphin Digital reported a net loss of $4.05 million on $2.99
million of total revenue for the year ended Dec. 31, 2015, compared
to a net loss of $1.87 million on $2.07 million of total revenue
for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Dolphin Digital had $22.68 million in total
assets, $39.61 million in total liabilities and a total
stockholders' deficit of $16.92 million.

BDO USA, LLP, in Miami, Florida, 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, negative cash flows from operations, and
does not have sufficient working capital.  These events raise
substantial doubt about the Company's ability to continue as a
going concern.


EASTERN OUTFITTERS: Taps KCC as Claims & Noticing Agent
-------------------------------------------------------
Eastern Outfitters, LLC, et al., seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Kurtzman
Carson Consultants LLC as claims and noticing agent, nunc pro tunc
to the Feb. 5, 2017 petition date.

The Debtors require KCC to:

   (a) prepare and serve required notices and documents these
       cases in accordance with the Bankruptcy Code and the
       Bankruptcy rules in the form and manner directed by the
       Debtors and the Court;

   (b) maintain an official copy of the Debtors' schedules of
       assets and liabilities and statement of financial affairs,
       listing the Debtors' known creditors and the amounts owed
       thereto;

   (c) maintain (i) a list of all potential creditors, equity
       holders, and other parties in interest; and (ii) a "core"
       mailing list consisting of all parties described in
       Bankruptcy Rules 2002(i), (j), and (k), and those parties
       that have filed a notice of appearance pursuant to
       Bankruptcy Rule 9010; update said lists and make said lists

       available upon request by a party in interest or the Clerk;

   (d) furnish a notice to all potential creditors of the last
       date for the filing of proofs of claim and form for the
       filing of a proof of claim, after such notice and form are
       approved by the Court, and notify said potential creditors
       of the existence, amount, and classification of their
       respective claims as set forth in the Schedules, which may
       be effected by inclusion of such information on a
       customized proof of claim form provided to potential
       creditors;

   (e) maintain a post office box or address for the purpose of
       receiving claims and returned mail, and process all mail
       received;

   (f) for all notices, motions, orders, or other pleadings or
       documents served, prepare and file or cause to be filed
       with the Clerk an affidavit or certificate of service
       within 7 business days of service;

   (g) process all proofs of claim received, including those
       received by the Clerk, and check said processing for
       accuracy, and maintain the original proofs of claim in a
       secure area;

   (h) maintain the official claim register for each Debtor on
       behalf of the Clerk; upon the Clerk's request, provide the
       Clerk with certified, duplicate unofficial Claims
       Registers;

   (i) implement necessary security measures to ensure the
       completeness and integrity of the Claims Registers and the
       safekeeping of the original claims;

   (j) record all transfers of claims and provide any notices of
       such transfers as required by the Bankruptcy Rule 3001(e);

   (k) relocate, by messenger or overnight delivery, all of the
       court-filed proofs of claim to the offices of Kurtzman
       Carson, not less than weekly;

   (l) upon completion of the docketing process for all claims
       received to date of each case, turn over to the Clerk
       copies of the claims register for the Clerk's review;

   (m) monitor the Court's docket for all notices of appearance,
       address changes, and claims-related pleadings and orders
       filed and make necessary notations on and changes to the
       claims register;

   (n) assist in the dissemination of information to the public
       and respond to requests for administrative information
       regarding the Cases as directed by the Debtors or the
       Court, including through the use of a website and call
       center;

   (o) if these Cases are converted to Chapter 7, contact the
       Clerk within three days of the notice to Kurtzman Carson of

       entry of the order converting the Cases;

   (p) thirty days prior to the closure of these Cases, to the
       extent practicable, request that the Debtors submit to the
       Court a proposed Order dismissing Kurtzman Carson and
       terminating the services of such agent upon completion of
       its duties and responsibilities and upon the closing fo
       these Cases;

   (q) within 7 days of notice to Kurtzman Carson of entry of an
       order closing these Cases, provide to the Court the final
       version of the Claims Register as of the date immediately
       before the close these Cases; and

   (r) at the close of these Cases, box and transport all original

       documents, in proper format, as provided by the Clerk's
       Office to (i) the Federal Archives Record Administration,
       located at 14700 Townsend Road, Philadelphia, PA 19154-1096

       or (ii) any other location requested by the Clerk.

Kurtzman Carson will be paid at these hourly rates:

       Analyst                            $25 to $50
       Tech/Programming Consultant        $35 to $70
       Consultant/Sr. Consultant          $70 to $160
       Director/Sr. Managing Consultant      $175
       Securities Director/
       Solicitations Sr. Consultant          $200
       Securities Sr. Director/
       Solicitation Lead                     $215

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

Before the filing of these Cases, the Debtors paid Kurtzman Carson
a retainer of $25,000 in connection with prepetition services.

Robert Jordan, managing director of Kurtzman Carson, 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.

Kurtzman Carson can be reached at:

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

                   About Eastern Outfitters

Headquartered in Meriden, Connecticut, Eastern Outfitters, LLC, is
the holding company of outdoor sports apparel and equipment
retailers Bob's Stores and Eastern Mountain Sports.

Eastern Outfitters, LLC, a/k/a Subortis Retail Group, LLC, along
with affiliates, filed for Chapter 11 bankruptcy protection (Bankr.
D. Del. Lead Case No. 17-10243) on Feb. 5, 2017.  The petitions
were signed by Mark Walsh, chief executive officer.

Judge Laurie Selber Silverstein presides over the cases.

Eastern Outfitters, Subortis IP Holdings, and Eastern Mountain
Sports each estimated its assets and liabilities at between $100
million and $500 million each.

Robert G Burns, Esq., Jennifer Feldsher, Esq., and David M Riley,
Esq., and Mark E. Dendinger, Esq., at Bracewell LLP serve as the
Debtors' restructuring counsel.

Norman L. Pernick, Esq., Marion M Quirk, Esq., and Katharina
Earle, Esq., at Cole Schotz P.C. serve as the Debtors' Delaware
counsel.

Alixpartners, LLP, is the Debtors' turnaround advisor.  Lincoln
Partners Advisors LLC is the Debtors' financial advisor.  Kurtzman
Carson Consultants is the Debtors' claims and noticing agent.


EASTERN UNIVERSITY: S&P Affirms 'BB+' Rating on 2012 Rev. Bonds
---------------------------------------------------------------
S&P Global Ratings revised to negative from stable its outlook and
affirmed its 'BB+' long-term rating on Delaware County Authority,
Pa.'s series 2012 revenue bonds, issued for Eastern University.

"The outlook is negative because Eastern University is currently in
violation of its coverage covenant related to its series 2006 bonds
insured by Assured Guaranty," said S&P Global Ratings credit
analyst Carolyn McLean.  However, the university expects to receive
a conditional waiver in the next few weeks.  S&P's outlook also
takes into account the continued decline in enrollment, which has
negatively affected margins and financial resource ratios. Although
management has a plan to improve the bottom line, S&P believes
these negative trends could persist.

S&P assessed the university's enterprise profile as adequate,
reflecting a multiyear trend of declining enrollment that has
negatively affected operating results in recent years and volatile
and weak demand characteristics.  S&P assessed Eastern University's
financial profile as adequate, reflecting growing deficits, coupled
with a very high dependence on student fees for revenues and slim
available resources, both of which further limit financial
flexibility.  Combined, S&P believes these factors lead to an
indicative stand-alone credit profile of 'bbb-'.  As S&P's criteria
indicate, the final rating can be within one notch of the
indicative credit level.  In S&P's opinion, the 'BB+' rating better
reflects Eastern's enrollment pressure, protracted deficits, and
weak available resources for the category compared to peers and
medians.


EL RANCHO OF KALAMAZOO: Unsecureds to Get $5K Annually for 4 Yrs.
-----------------------------------------------------------------
El Rancho of Kalamazoo Limited Partnership filed with the U.S.
Bankruptcy Court for the Northern District of Indiana a disclosure
statement referring to the Debtor's plan of reorganization filed on
Feb. 21, 2017.

Class 7 will consist of unsecured claims.  The Allowed Claims will
be paid on a pro rata basis out of an annual lump sum distribution
to this class in the amount of $5,000.  The annual distributions
will commence one year after confirmation of the Plan and will
continue annually for a total of four annual payments.  This class
will include all claims not specifically included in Classes 1
through 6 and will also include the deficiency claim, if any, of
Park Capital Investments, LLC.  This class will neither have nor
retain any liens.  This class is impaired.

For the Plan to meet the feasibility test, the Court must find that
the reorganized Debtor, subsequent to the Effective Date, will have
a reasonable expectation of generating, through their own
operations or access to sources of debt and equity capital, funds
sufficient to satisfy their obligations under the Plan and
otherwise.  Assuming consummation of the Plan substantially, the
Debtor believes that the Plan meets the requirements of the
Feasibility Test.  The Debtor has prepared projections of the
expected operating and financial results of reorganized Debtor.
Based on those projections, the Debtor believes that the Plan
complies with the financial feasibility standard for confirmation.
The Debtor believes the results set forth in these projections are
attainable and that it will have sufficient funds to meet its
obligations under the Plan and otherwise.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/innb16-23195-48.pdf

                  About El Rancho of Kalamazoo

El Rancho of Kalamazoo Limited Partnership, was organized in
Indiana in 2002, and operates a mobile home and RV Park in
Valparaiso, Indiana.  The Debtor currently leases three employees.

El Rancho of Kalamazoo Limited Partnership filed a Chapter 11
petition (Bankr. N.D. Ind. Case No.  16-23195), on November 10,
2016.

Daniel J. Skekloff, Esq., and Scot T. Skekloff, Esq., at Haller &
Colvin, PC, will serve as the Debtor's bankruptcy counsel.


ENDLESS SALES: Has Permission to Use BBVA Compass Cash Collateral
-----------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado authorized Endless Sales, Inc. to use cash
collateral on an interim basis.

Judge Brown directed the Debtor to provide BBVA Compass Bank with
post-petition lien on all post-petition inventory and income
derived from the operation of its business and assets, to the
extent that the use of the cash results in a decrease in the value
of BBVA Compass' interest in the collateral. She held that all
replacement liens will hold the same relative priority to assets as
did the pre-petition liens.

The Debtor is authorized to use cash collateral only in accordance
with the Budget, subject to a deviation on line item expenses not
to exceed 15% without the prior agreement of BBVA Compass or an
order of the Court. The approved Budget reflects total expenses in
the aggregate amount of $386,877 which covers the period from the
week of February 12, 2017 through the week of March 5, 2017.

The Debtor is also directed to keep all of BBVA Compass' collateral
fully insured, and provide BBVA Compass with a complete accounting,
on a monthly basis, of all revenue, expenditures, and collections
through the filing of the Debtor's Monthly Operating Reports.

A final hearing on the Debtor’s Motion has been set for March 3,
2017 at 10:00 a.m.

A full-text copy of the Order, dated February 21, 2017, is
available at
https://is.gd/NZW4AU

                       About Endless Sales, Inc.   

Endless Sales, Inc., d/b/a Discount Forklift d/b/a Discount
Forklift Brokers d/b/a Octane Forklifts, filed a Chapter 11
petition (Bankr. D. Colo. Case No. 17-11037) on February 13, 2017.
The petition was signed by Brian Firkins, president.  The case is
assigned to Judge Elizabeth E. Brown. The Debtor is represented by
Jeffrey S. Brinen, Esq. and Keri L. Riley, Esq. at Kutner Brinen,
P.C. At the time of filing, the Debtor disclosed total assets of
approximately $2.56 million and total liabilities in the amount of
$1.78 million.

A copy of the Debtor's list of 10 unsecured creditors is available
for free at:
                 http://bankrupt.com/misc/cob17-11037.pdf


EQUINOX HOLDINGS: S&P Rates Proposed $950MM Loans 'B+'
------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '2'
recovery rating to New York City-based Equinox Holdings Inc.'s
proposed $800 million first-lien term loan due 2024 and $150
million revolving credit facility due 2022.  The '2' recovery
rating reflects S&P's expectation for substantial (70%-90%; rounded
estimate 80%) recovery in the event of a payment default. S&P also
assigned our 'CCC+' issue-level rating and '6' recovery rating to
the company's proposed $200 million second-lien term loan due 2025.
The '6' recovery rating reflects S&P's expectation of negligible
(0%-10%; rounded estimate 0%) recovery in the event of a payment
default.  Equinox intends to use the proceeds from the proposed
term loans to repay its existing term loan debt.  The refinancing
transaction will improve the company's debt maturity profile by
extending and staggering its term loan maturities, both of which
currently mature in 2020.

S&P's 'B' corporate credit rating and stable rating outlook on
Equinox are unchanged.  In December 2016, Equinox's owner
distributed Blink Holdings Inc., an unrestricted subsidiary whose
assets were excluded from the collateral package supporting the
current credit facilities, out of Equinox and up to the parent, REH
II.  It is S&P's understanding that although Equinox will no longer
control Blink, it will retain a preferred equity investment in
Blink and will continue to consolidate Blink into its financials.
Additionally, there will continue to be common board control of
Equinox and Blink.  Although S&P understands that Blink has secured
its own source of financing to support club growth and S&P do not
believe Equinox is obligated to provide any support to Blink, it is
S&P's view that, should the need arise, Equinox might provide some
limited support (subject to any limitations on restricted payments
under its credit agreement) to Blink in order to help fund growth
if Blink's credit facility is not sufficient to support its
objectives.  As a result, S&P expects to continue to consolidate
Blink in S&P's base-case forecast for credit measures.

                         RECOVERY ANALYSIS

Key Analytical Factors

   -- S&P's simulated default scenario contemplates a payment
      default in 2020, reflecting a substantial decline in cash
      flow due to prolonged economic weakness and increased
      competitive pressures, contributing to severe customer
      attrition.

   -- S&P assumes a reorganization following the default, using an

      emergence EBITDA multiple of 6x to value the company.

   -- This is a higher multiple than S&P assumes for some other
      rated fitness club operators and reflects Equinox's strong
      brand and geographically desirable lease locations.

Simplified Waterfall
   -- Emergence EBITDA: $136 million
   -- Multiple: 6.0x
   -- Gross recovery value: $816 million
   -- Net recovery value for waterfall after admin. expenses (5%):

      $775 million
   -- Obligor/nonobligor valuation split: 100%/0%
   -- Estimated first-lien debt: $931 million
   -- Value available for first-lien claim: $775 million
      -- Recovery expectation: 70%-90% (rounded estimate 80%)
   -- Estimated second-lien debt: $210 million
   -- Value available for second-lien claim: $0 million
      -- Recovery expectation: 0%-10% (rounded estimate 0%)

Note: All debt amounts include six months of prepetition interest.

RATINGS LIST

Equinox Holdings Inc.
Corporate Credit Rating                   B/Stable/--

New Rating

Equinox Holdings Inc.
Senior Unsecured
$800 mil. first-lien term loan due 2024   B+
  Recovery Rating                          2 (80%)
$150 mil. revolver due 2022               B+
  Recovery Rating                          2 (80%)
$200 mil. second-lien term loan due 2025  CCC+
  Recovery Rating                          6 (0%)


ERIN ENERGY: CEO Segun Omidele Resigns
--------------------------------------
Erin Energy Corporation announced that Babatunde (Segun) Omidele
has resigned as chief executive officer and as a member of the
Board, effective Feb. 22, 2017.  Mr. Omidele's resignation was
accepted by the Board of Directors, with his departure from the
company expected in the coming weeks while he assists in the
orderly transition of his duties and responsibilities to the
Interim Chief Executive Officer.  

Effective Feb. 22, 2017, Jean-Michel Malek, senior vice president,
general counsel, and secretary, will serve as interim chief
executive officer, while the Board conducts a search for a
permanent replacement.

John Hofmeister, Chairman of the Board, commented: "On behalf of
the Board of Directors of Erin Energy, I thank Segun for his
service to the Company.  Segun's leadership and knowledge of the
business and region have proved exceptionally valuable to our
company.  The Board is satisfied that all major projects and
initiatives are well in hand and proceeding as planned."

Mr. Omidele served in various positions with the Company commencing
in September 2011 and was chief operating officer from September
2015 until his appointment as CEO in May 2016.

Mr. Malek, 60, has served as senior vice president, general counsel
and secretary of the Company since November 2015.  Prior to joining
Erin Energy, he was with CAMAC International Corporation (CI),
where he served as executive vice president and general counsel
since January 2011 and prior to that as senior vice president and
general counsel since January 2007.  He also served as the general
counsel of CI from 1992 to 2003.  In this role, he was responsible
for all aspects of CI’s legal affairs around the world.

Prior to joining CI, Mr. Malek was engaged in private practice with
law firms in Houston and also held various positions as in-house
counsel with multinational companies.  He has also been an Adjunct
Professor at the University of Houston Law Center, where he taught
a course on law and development in Africa.  Mr. Malek holds a J.D.
from the University Of Texas School Of Law and has a bachelor's
degree in philosophy from the University of Texas at Austin.  From
2007 until 2012, he served as Honorary Consul of Namibia for the
State of Texas.

                      About Erin Energy

Houston, Texas-based Erin Energy Corporation is an independent oil
and gas exploration and production company focused on energy
resources in Africa.  The Company's strategy is to acquire and
develop high-potential exploration and production assets in Africa,
and to explore and develop those assets through strategic
partnerships with national oil companies, indigenous local partners
and other independent oil companies.  Erin Energy Corporation seeks
to build and operate a strategic portfolio of high-impact
exploration and near-term development projects with significant
production, reserves and resources growth potential.  The Company
has production and exploration projects offshore Nigeria, as well
as exploration licenses offshore Ghana, Kenya and Gambia, and
onshore Kenya.

Erin Energy reported a net loss attributable to the Company of
$451.5 million on $68.42 million of revenues for the year ended
Dec. 31, 2015, compared to a net loss attributable to the Company
of $96.06 million on $53.84 million of revenues for the year ended
Dec. 31, 2014.

As of Sept. 30, 2016, Erin Energy had $342.4 million in total
assets, $503.6 million in total liabilities and a total capital
deficiency of $161.2 million.

Grant Thornton LLP, Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company incurred net losses in
each of the years ended Dec. 31, 2015, 2014 and 2013, and as of
Dec. 31, 2015, the Company's current liabilities exceeded its
current assets by $314.8 million.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


EVEN ST. PRODUCTIONS: Seeks to Hire Loeb & Loeb as Special Counsel
------------------------------------------------------------------
Even St. Productions Ltd. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Loeb & Loeb
LLP as special counsel.

Loeb & Loeb will help the Debtor negotiate with buyers and prepare
documents in connection with the sale of some of its assets.  

The firm will receive a commission of 2.25% of the gross proceeds
from the sale, and an initial retainer in the amount of $25,000.

Loeb & Loeb does not hold or represent any interest adverse to the
Debtor's bankruptcy estate or creditors, and is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code,
according to court filings.

The firm can be reached through:

     John T. Frankenheimer, Esq.
     Loeb & Loeb LLP
     10100 Santa Monica Blvd., Suite 2200
     Los Angeles, CA 90067
     Direct: 310-282-2135
     Main: 310-282-2000
     Fax: 310-919-3987
     Email: ifrankenheimer@loeb.com

                   About Even St. Productions

Even St. Productions Ltd. and Majoken, Inc. sought Chapter 11
protection (Bankr. C.D. Cal. Case Nos. 13-24363 and 13-24389) on
May 31, 2013, in Los Angeles.  Even St. and Majoken each estimated
assets and debts of $1 million to $10 million.

Krikor J. Meshefejian, Esq., and David L. Neale, Esq., at Levene
Neale Bender Rankin & Brill, LLP, serve as counsel to the Debtors.
BPE&H serves as the Debtors' accountant.  

On October 21, 2016, the Debtors filed a Chapter 11 plan of
liquidation and disclosure statement.  The plan proposes to pay
creditors in full.


EXGEN TEXAS: S&P Lowers Rating on $675MM Loan to 'CCC+'
-------------------------------------------------------
S&P Global Ratings said it lowered the project rating on ExGen
Texas Power LLC's $675 million term loan B to 'CCC+' from 'B'.  The
outlook is negative.  The recovery rating of '3' is unchanged,
reflecting S&P's expectation of meaningful (50%-70%; rounded
estimate 65%) recovery in the event of default.

"The negative outlook on ExGen reflects our expectations of
increased refinancing risk at maturity as a result of weakened
power prices in ERCOT, as well as debt service coverage ratios that
look to be about 1x in the project's unhedged period, but could
decline further with continued weakness in the market; in addition,
we expect that liquidity will tighten during 2017," said S&P Global
Ratings credit analyst Michael Ferguson.

S&P could consider a downgrade if it expected debt service to fall
substantially below 1x persistently and if liquidity shortages
occur.  Such a scenario would most likely happen due to a
consistently weaker ERCOT market after current hedges expire,
stemming from sluggish demand growth or increased renewables
penetration.  Further, operational challenges could contribute to
financial weakness.

A revision to a stable outlook is unlikely during 2017, but could
occur if the project mitigates its exposure to merchant market risk
by entering into new, lucrative hedging agreements that increase
cash flow predictability through the end of the debt tenor, or if
S&P develops a higher level of confidence that energy prices will
rise and stabilize for an extended period in ERCOT.  As such, S&P
could consider an upgrade if it expected debt service coverage to
rise above about 1.4x at a minimum.


FANOUS JEWELERS: Unsecureds to Get $500 per Month for 2 Yrs.
------------------------------------------------------------
Fanous Jewelers, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Texas a disclosure statement dated Feb. 20,
2017, referring to the Debtor's plan of reorganization.

Allowed Class 3 Non-Insider Unsecured Claims are impaired.  The
allowed claims of Unsecured Creditors will share pro rata in the
Unsecured Creditor's pool.  The Debtor will pay $500 per month
until paid in full.  The Unsecured Creditors will be paid quarterly
on the last day of each calendar quarter.  Payments to the
Unsecured Creditors will commence on the last day of the first full
calendar quarter after the Effective Date.  Based upon the Debtor's
schedules, the Class 3 Claims will be paid in full in 24 months.
The Class 3 creditors are impaired under the Plan.

The Debtor anticipates using the on-going business income of the
Debtor to fund the Plan.  All payments under the Plan will be made
through the disbursing agent.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/txnb16-33806-21.pdf

                      About Fanous Jewelers

Fanous Jewelers, Inc., was started by two brothers, Sam and Emile
Fanous in the 1970's.  The Debtor's business consists of making
custom jewelry for clients.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N. D. Texas Case No. 16-33806) on Sept. 29, 2016.  
Eric A. Liepins, Esq., at Eric A. Liepins, P.C., serves as the
Debtor's bankruptcy counsel.


FIRST DATA: Fitch Hikes Long-Term Issuer Default Rating to 'B+'
---------------------------------------------------------------
Fitch Ratings has upgraded First Data Corp.'s Long-Term Issuer
Default Rating (IDR) to 'B+' from 'B'. The Rating Outlook remains
Positive.  At Dec. 31, 2016, the company had $18.6 billion in total
debt outstanding.

The upgrade reflects Fitch's expectations that sustained EBITDA
growth and continued debt reduction will drive FDC's gross leverage
below 6.0x by the end of 2017; the Positive Outlook is based on
expectations that metrics will reach the threshold for an upgrade
to 'BB-' by the end of 2018. The action also reflects the company's
strong FCF.

Fitch believes FDC's delevering path is sustainable based on
moderate improvements in EBITDA and significant increases in free
cash flow (FCF) through much lower cash interest costs. There are
no significant debt maturities until 2020, mitigating potential
near-term interest rate exposure.

KEY RATING DRIVERS

Positive Outlook: The upgrade and Positive Outlook reflect
expectations for continued improvements in FDC's credit profile
that began with its IPO in October 2015. FDC used the IPO proceeds
to reduce debt. Subsequent refinancings have lowered cash interest
expense, and the company's improved FCF profile has led to debt
reduction.

Improved Credit Profile: Gross leverage was estimated to be 6.3x at
Dec. 31, 2016 (includes Fitch estimates for certain items not yet
disclosed), down from 7.4x on Dec. 31, 2015 and 7.8x at year-end
2014. Fitch estimates gross leverage could approximate 5.7x at the
end of 2017 and further decline to approximately 5.0x at year-end
2018. Expectations for leverage sustained below this level would
likely lead to an upgrade.

Large Scale: Fitch believes FDC's broad solution portfolio and
significant geographic diversification are positive rating factors.
The Global Business Solutions segment serves more than six million
merchant locations globally. Existing relationships and a large
distribution platform (partnerships and alliances) reinforce FDC's
ability to sustain its market share, while providing a means to
capitalize on emerging technologies (i.e. Apple Pay, Clover, EMV
[Europay, Mastercard, Visa] and Mobile Payments). The Global
Financial Solutions segment also benefits from established
relationships with card issuers and from long-term contracts that
have high switching costs.

Fee Structure Offsets Cyclicality: Revenue has a correlation with
consumer spending, but volatility is subdued due to the continued
adoption of electronic payments, exposure to consumer staples, the
pricing model in Global Business Solutions (paid per transaction
and on a percentage of transacted amount) and the contractual
nature of fees in Global Financial Solutions (based on active cards
on file and other activities).

Risk of Disintermediation: New payment technologies employed by
other participants in the payment ecosystem are a long-term threat
to disintermediate FDC. However, broad and diverse product
portfolio, and investment in new technologies are mitigants. Mobile
pay companies such as Google and Apple have decided to work with
the payment networks and merchant acquirers rather than try and
develop a proprietary system.

Consolidation Risks: Consolidation could pose a risk for FDC,
particularly in the Global Financial Solutions segment, as could
changes in regulations. Generally high barriers to entry in the
Global Business Solutions segment are exposed to some erosion
through the emergence of new payment technology. Conversely, the
Global Financial Solutions segment has much lower exposure to
emerging competitors due to FDC's strong position in card
processing for large institutions.

KEY ASSUMPTIONS

-- Revenue growth in the 2% to 3% range over 2017 - 2019, which
includes some pressure from foreign exchange rates.

-- EBITDA growth in the 4% to 6% range over 2017 - 2019, with
growth toward the lower end of the range in 2017, and modestly
accelerating with margin improvement;

-- Sustained FCF of $1 billion or more aided by significantly
lower cash interest expense arising from continued delevering and
refinancing activities. FDC is assumed to reduce debt by
approximately $1 billion or more annually;

-- Continued nominal cash taxes over the forecast period given net
operating loss carryforwards;

-- Capital intensity approximating 5% of revenues;

-- Fitch's recovery ratings assigned to the various debt classes
are based upon assumed going concern EBITDA of $2.45 billion and a
going concern enterprise valuation multiple of 7x.

RATING SENSITIVITIES

Positive: The ratings could be upgraded if FDC's credit profile
continues to strengthen and gross leverage is expected to be
maintained around 5x or below. Future developments that may lead to
positive rating action include sustained EBITDA growth and
continued reductions in debt from the company's improved FCF
position.

Should FDC reduce senior secured debt as it delevers, there is the
potential the unsecured debt could be upgraded prior to the upgrade
of the IDR due to improved recoveries.

Negative: The ratings could be downgraded if FDC were to experience
sustained leverage above 6.0x, material erosion in its market
share, or if price compression accelerates due to new competitive
threats, leading to sustained EBITDA margins at approximately 20%
or below with the FCF margin declining to low single digits.

LIQUIDITY

To support liquidity, FDC has a $1.25 billion revolving credit
facility (RCF) that expires in June 2020 (subject to an earlier
springing maturity if certain debt remains outstanding at certain
dates). At Dec. 31, 2016, the company had not drawn on the
facility, but it would be reduced by letters of credit outstanding
which have not yet been disclosed. At Sept. 30, 2016 there were $43
million in letters of credit outstanding. Cash at Dec. 31, 2016 was
$385 million in total, the amount held outside of the U.S. has not
been disclosed. Cash held domestically is likely to be nominal; as
of Sept. 30, 2016 cash, net of $447 million held outside the U.S.
and at subsidiaries to fund their respective operations consisted
was $28.

Additional liquidity is available through a $240 million accounts
receivable facility, which expires in 2019. There was $160 million
outstanding on the accounts receivable facility at Dec. 31, 2016.

The company has no major maturities until 2019, when the accounts
receivable facility, with a maximum borrowing capacity of $240
million, matures.

Fitch has upgraded the following ratings:
First Data Corp
-- Long-Term IDR to 'B+' from 'B'; Outlook Positive;
-- Senior secured RCF and term loans to 'BB+'/'RR1' from
'BB'/'RR1';
-- Senior secured notes to 'BB+'/'RR1' from 'BB'/'RR1';
-- Junior secured notes to 'BB'/'RR2' from 'B'/'RR4'
-- Senior unsecured notes to 'B-'/'RR6' from 'CCC+'/'RR6'.



FORBES ENERGY: Seeks to Hire Jefferies LLC as Investment Banker
---------------------------------------------------------------
Forbes Energy Services Ltd. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire an investment
banker.

Forbes Energy proposes to hire Jefferies LLC to render these
investment banking services in connection with the Chapter 11 cases
of the company and its affiliates:

     (a) advise and assist the Debtors in connection with a
         possible sale, disposition or other business transactions

         involving all or a material portion of their equity or
         assets;

     (b) assist the Debtors in connection with analyzing,
         structuring, negotiating and effecting any restructuring;

     (c) analyze the business, operations, properties, financial
         condition and prospects of the Debtors;

     (d) advise the Debtors on the current state of the
         "restructuring market;"

     (e) assist the Debtors in developing a general strategy for
         accomplishing a restructuring;

     (f) assist the Debtors in implementing a restructuring,
         which includes negotiating with the bondholders; and

     (g) assist the Debtors in evaluating and analyzing a
         restructuring, including the value of the securities or
         debt instruments, if any, that may be issued in any such
         restructuring.

The firm will receive a monthly fee of $100,000; a $2.75 million
fee upon closing of a sale or other business transactions; and a
$2.75 million upon consummation of a restructuring.

Robert White, managing director of Jefferies, disclosed in a court
filing that his firm does not hold or represent any interest
adverse to the Debtors' bankruptcy estates.

The firm can be reached through:

     Robert White
     Jefferies LLC
     520 Madison Avenue
     New York, NY 10022

                       About Forbes Energy

Alice, Texas-based Forbes Energy Services Ltd. (OTC Pink: FESL)
-- http://www.forbesenergyservices.com/-- is an independent  
oilfield services contractor that provides a broad range of
drilling-related and production-related services to oil and natural
gas companies, primarily onshore in Texas and Pennsylvania.

The Company's balance sheet at Sept. 30, 2016, showed total assets
of $332.6 million, total liabilities of $337.0 million, $15.10
million series B senior convertible preferred shares, and a
stockholders' deficit of $19.57 million.

Forbes Energy Services Ltd. filed voluntary petitions for
reorganization under chapter 11 of the United States Bankruptcy
Code (Bankr. S.D. Tex. Lead Case No. 17-20023) on Jan. 22, 2017,
for itself and its principal subsidiaries pursuant to the terms
of the previously disclosed Restructuring Support Agreement
with certain holders of the Company's 9% senior unsecured notes
due
2019.  

The Debtors tapped Pachulski Stang Ziehl & Jones LLP as lead
counsel, Snow Spence Green LLP as local counsel, and Winstead PC as
corporate and securities counsel.  Alvarez & Marsal Holdings, LLC
serves as financial advisor, Kurtzman Carson Consultants LLC as
solicitation and balloting consultants, and BDO USA, LLP as tax and
audit services provider.

                           *     *     *

Judge David R. Jones will hold a hearing on March 8, 2017, at 10:00
a.m. (prevailing Central Time) to consider the adequacy of the
disclosure statement explaining the Debtors' prepackaged Chapter 11
plan.


FOUNTAINS OF BOYNTON: Hanover to Recover 95% Under Plan
-------------------------------------------------------
Fountains of Boynton Associates, Ltd., filed with the U.S.
Bankruptcy Court for the Southern District of Florida a disclosure
statement dated Feb. 21, 2017, for the Debtor's second amended plan
of reorganization.

The $52.2 million Class 1 Hanover Secured Claim is impaired by the
Plan.  The holder will recover 95%.

If the Purchase Price is less than the Hanover Payoff Figure, the
Debtor will pay to Class 1 (a) the Purchase Price and (b) Cash
Collateral in an amount equal to the difference between the
Purchase Price and Hanover Payoff Figure; provided, however, that
the amount of Cash Collateral paid to Class 1 pursuant to this
section will not exceed $1,200,000, unless there is a Forfeited
Successful Bidder Deposit and/or one or more Forfeited Back-Up
Bidder Deposits in which case the Forfeited Deposits will also be
paid to Class 1 to the extent necessary to achieve a total payout
to Class 1 which is equal to the Hanover Payoff Figure, the
Remaining Forfeited Deposit Amount will be treated as set forth in
Section 501(b)(3) of the Plan.

If the Purchase Price is equal to the Hanover Payoff Figure, the
Debtor will pay to Class 1 the Hanover Payoff Figure.

If the Purchase Price exceeds the Hanover Payoff Figure: (a) the
Debtor will pay to Class 1 the Hanover Payoff Figure; and (b) the
Debtor and Class 1 will apportion Sale proceeds in amounts
exceeding the Hanover Payoff Figure as follows: (i) the Debtor will
receive 100% of Excess Proceeds in amounts greater to the Hanover
Payoff Figure and equal to or less than $54,100,000; (ii) Class 1
shall receive 75% and the Debtor will receive 25% of Excess
Proceeds in amounts greater than $54,100,000 and equal to or less
than $55,100,000; and (iii) Class 1 and the Debtor shall each
receive 50% of Excess Proceeds in amounts greater than $55,100,000.
Under no circumstances will the Hanover Sale Closing Amount exceed
than the Allowed Amount of the Class 1 Claim.

Class 4 - Allowed General Unsecured Claims in the approximate
amount of $1,640,000 are impaired.  On the Effective Date, the
holders of Class 4 Claims will receive lump sum payments consisting
of (1) proceeds from the Sale and (2) Cash Collateral.  The Debtor
anticipates the Sale proceeds and Cash Collateral will be
sufficient to pay Class 4 Creditors the Allowed Amounts of their
claims.  In the event the Debtor is unable to pay Class 4 Creditors
the Allowed Amounts of their claims, on the Effective Date, the
holders of Class 4 Claims will receive pro rata distributions from
available Sale proceeds and Cash Collateral.

The cash amount that would be available for satisfaction of claims
would consist of the proceeds resulting from the disposition of the
unencumbered assets and properties of the Debtor, augmented by the
unencumbered cash held by the Debtor at the time of the
commencement of the liquidation case.

The Second Amended Disclosure Statement is available at:

         http://bankrupt.com/misc/flsb16-11690-223.pdf

As reported by the Troubled Company Reporter on Jan. 16, 2017, the
Debtor filed with the Court a disclosure statement dated Jan. 9,
2017, for the first amended plan of reorganization, which proposed
that each holder of Class 4 general unsecured claims receive, in
full and final satisfaction, settlement, release, extinguishment
and discharge of its respective claim, a lump sum payment in the
full amount of its allowed claim.

              About Fountains of Boynton Associates

Fountains of Boynton Associates, Ltd., a single asset limited
partnership, owns real property that is part a shopping mall
commonly known as the Fountains of Boynton, which is located at the
northwest corner of Jog Road and Boynton Beach Boulevard, in
Boynton Beach, Florida.

The Debtor sought Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 16-11690) on Feb. 5, 2016.  The petition was signed
by John B. Kennelly, manager.  The Hon. Erik P. Kimball oversees
the case. The Debtor disclosed total assets of $71,421,648 and
total liabilities of $53,672,029 at the time of filing.  Bradley S
Shraiberg, Esq., and Patrick Dorsey, Esq., at Shraiberg, Ferrara, &
Landau, serve as the Debtor's counsel.  

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Fountains of Boynton Associates, Ltd.


FOUNTAINS OF BOYNTON: Plan Solicitation Period Extended to March 31
-------------------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida extended the exclusive period within which
Fountains of Boynton Associates, Ltd. may solicit acceptances to a
filed plan of reorganization through and including March 31, 2017.


The Debtor was directed to file an amended plan or similar
documents setting forth a procedure for the auction and sale of its
real property pursuant to the agreement announced on the record
between the Debtor and Hanover Acquisition 3, LLC, on or before
February 20, 2017. Judge Kimball held that failure by the Debtor to
timely file such a plan or documents will result in the termination
of the solicitation period.

The Troubled Company Reporter had earlier reported that the Debtor
asked the Court to extend the exclusive periods by approximately 60
days or through April 10, 2017. By prior order, the Court had
extended the Solicitation Period to February 6, 2017.

The TCR had also reported that the Debtor filed an amended plan of
reorganization and disclosure statement on January 9, 2017, which
contemplated selling substantially all of its assets in a private
sale for $53.6 million. The Debtor had anticipated that the sale
price would have been sufficient to pay all creditors of the estate
in full, with the exception of the Debtor's largest creditor,
Hanover Acquisition 3, LLC, who voluntarily accepted a reduced
payoff figure.

Unfortunately, the Debtor told the Court that the purchaser
referenced in the Plan had withdrawn its offer. Nevertheless, the
Debtor believed that it would receive a similar price via an
auction process. The Debtor, therefore, would be preparing a second
amended plan, which contemplates an auction and sale of its
assets.

             About Fountains of Boynton Associates

Fountains of Boynton Associates, Ltd., a single asset limited
partnership, owns real property that is part a shopping mall
commonly known as the Fountains of Boynton, which is located at the
northwest corner of Jog Road and Boynton Beach Boulevard, in
Boynton Beach, Florida.

The Debtor sought Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 16-11690) on Feb. 5, 2016.  The petition was signed
by John B. Kennelly, manager.  The Hon. Erik P. Kimball oversees
the case. The Debtor disclosed total assets of $71,421,648 and
total liabilities of $53,672,029 at the time of filing.  Bradley S
Shraiberg, Esq., and Patrick Dorsey, Esq., at Shraiberg, Ferrara, &
Landau, serve as the Debtor's counsel.  

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Fountains of Boynton Associates, Ltd.


FOUR SEASONS LANDSCAPE: Hires Ironstone Tax as Accountant
---------------------------------------------------------
Four Seasons Landscape Management, Inc., seeks authorization from
the U.S. Bankruptcy Court for the Northern District of Georgia to
employ Ironstone Tax and Accounting, LLC, doing business as W. Ted
Floyd, CPA, as accountant, nunc pro tunc to Jan. 19, 2017.

The Debtor requires Ironstone Tax to:

   (a) prepare quarterly and annual federal and state tax returns;

       prepare all other financial documents required by federal
       or state law; all other work indicated by the Accountant's
       analysis of the records of the Debtor; and all other work
       necessary to assist the estate to comply with the reporting

       and accounting requirements of this Chapter 11 case;

   (b) review claims filed by the Internal Revenue Service to
       determine the validity of the amounts claimed and to assist

       in formulating a plan; and

   (c) other work as may be indicated by the Accountant's
       analysis of the records of the Debtor's and the estate.

Ironstone Tax agreed to perform the described services for a fee
based upon an hourly charge of $150 for these efforts.

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

W. Ted Floyd, managing member of Ironstone Tax, 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.

Ironstone Tax can be reached at:

       W. Ted Floyd
       IRONSTONE TAX & ACCOUNTING LLC
       277 GA-74
       Peachtree City, GA 30269
       Tel: (770) 487-9166

                    About Four Seasons Landscape

Four Seasons Landscape Management Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
17-10114) on Jan. 19, 2017.  The petition was signed by Richard
Santiago, CEO.  The case is assigned to Judge Homer W. Drake.  At
the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.  The Debtor
hired Smith Conerly LLP as legal counsel.


FREEDOM MORTGAGE: Fitch Gives 'B+/RR4' Rating to $450MM Term Loan
-----------------------------------------------------------------
Fitch Ratings assigns a 'B+/RR4' rating to Freedom Mortgage
Corporation's $450 million senior secured term loan maturing in
2022. Proceeds from the new term loan are expected to be used for
general corporate purposes, including potential strategic
acquisitions of mortgage servicing rights (MSRs) and expenses
incurred with such transactions.

KEY RATING DRIVERS

IDR, SENIOR TERM LOAN AND RECOVERY RATING
The long-term rating of 'B+' assigned to Freedom's new senior
secured term loan is equalized with Freedom's Long-Term Issuer
Default Rating (IDR). The 'RR4' Recovery Rating reflects average
(30%-50%) recovery prospects in a stressed scenario based on
available collateral coverage from security in the servicing income
and proceeds associated with the Ginnie Mae MSRs and servicer
advances, as well as pledged cash collateral subject to a control
agreement.

Freedom's IDR and Stable Rating Outlook reflect Freedom's strong
franchise, established position and historical track record in the
U.S. residential mortgage space. As a nonbank mortgage company,
Freedom also benefits from increased share resulting from banks'
reduced appetite for mortgage servicing activities. Further
supporting the affirmation is an experienced management team with
an extensive industry background, a sufficiently robust and
integrated technology platform, good asset quality in its prime
servicing portfolio, sufficient liquidity and reserves in place to
absorb a reasonable level of repurchase demands or
indemnifications, and appropriate earnings coverage of interest
expense. Fitch last affirmed Freedom's IDR and maintained the
Stable Rating Outlook on Jan. 5, 2017.

The highly cyclical nature of the mortgage origination business and
the capital intensive and volatile nature of the mortgage servicing
business represent primary rating constraints for nonbank mortgage
companies, including Freedom, in Fitch's opinion. Furthermore, the
mortgage business is subject to intensive legislative and
regulatory scrutiny, which further increases business risk. Lastly,
the imperfect nature of interest rate hedging can introduce
liquidity risks related to margin calls and/or earnings volatility.
These industry constraints typically limit ratings assigned to
nonbank mortgage companies to below investment grade levels. Fitch
notes that Freedom's retained-servicing business model serves as a
natural hedge to the cyclicality of the mortgage origination
business and the company's robust operational and regulatory
framework help to mitigate some of these pressures.

Rating constraints specific to Freedom include elevated key man
risk related to its founder and Chief Executive Officer, Stanley
Middleman, who sets the tone, vision and strategy for the company.
Over the last year, Freedom has taken steps to enhance its overall
corporate governance framework including key hires with backgrounds
in business transformation and strategy, as well as reduced related
party transactions, which are viewed positively by Fitch.
Additional rating constraints include reliance on short-term
wholesale funding, specifically loan warehouse financing, and the
predominately secured funding profile. Fitch notes that there is
also potential execution risk associated with anticipated business
growth and expansion of mortgage origination channels.

Fitch's primary measure of leverage is based on gross debt to
tangible equity, which removes from equity, Freedom's goodwill
balance, and is expected to increase to 5.1x as a result of the
term loan issuance. Fitch expects leverage will remain around the
historical 4x-5x range over time, given the term loan's
amortization and mandatory prepayment features, combined with
consistent earnings generation will reduce incremental leverage
undertaken by the company at transaction close. Fitch notes that
corporate tangible leverage, which excludes balances under
warehouse facilities from gross debt, is much lower and within the
financial covenant set forth under the new term loan.

RATING SENSITIVITIES
IDR, SENIOR TERM LOAN AND RECOVERY RATING
The senior secured term loan rating is primarily sensitive to any
changes to Freedom's Long-Term IDR. The senior secured term loan
rating and the recovery rating are also sensitive to changes in
collateral values and advance rates under the secured borrowing
facilities, which ultimately impact the level of available asset
coverage.

Positive rating momentum for Freedom's IDR could be influenced by a
more formalized succession plan, demonstrated execution on growth
aspirations, reduced reliance on short-term funding, and lower
overall leverage. An improved governance framework, including
Independent Director membership, and continued reduced
related-party transactions would also be viewed favorably. Over
time, an increase in the percentage of unsecured debt in the
funding profile could also drive positive rating momentum.

Freedom's IDR could be negatively impacted by the departure of
Middleman without appropriate succession plans being in place,
rapid growth that is not accompanied by commensurate growth in
common equity, as well as appropriate staffing and resource levels
to support planned growth. Additional negative rating drivers
include a decrease in liquidity resulting from significant margin
calls from its lenders or hedge counterparties, a decrease in asset
quality, particularly if it results in increased repurchase
activity or advancing, or a sustained increase in leverage beyond
historical levels. To the extent that the company is subject to
material regulatory scrutiny or fines that negatively impact
Freedom's franchise or operating performance, this could also
negatively impact ratings.

Founded in 1990 and based in Mount Laurel, NJ, Freedom is a
leading, private, full-service, nonbank mortgage company engaged in
origination, servicing, selling and securitizing residential
mortgage loans. During the first nine-months of 2016, the company
was a top-10 mortgage originator by volume, according to Inside
Mortgage Finance. As of Sept. 30, 2016, Freedom had total assets of
approximately $6 billion.

Fitch assigns the following rating:

Freedom Mortgage Corporation
-- Senior secured term loan 'B+/RR4'.

Fitch currently rates Freedom as follows:
-- Long-Term IDR 'B+'.



FRONTIER COMMUNICATIONS: Fitch Lowers IDR to BB-; Outlook Negative
------------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating (IDR) of
Frontier Communications Corp. (Frontier, NYSE: FTR) and its
subsidiaries to 'BB-' from 'BB'. The Rating Outlook remains
Negative.

Additionally, Fitch has affirmed the first mortgage bonds at
Frontier Southwest Inc. and has revised the long-term issue ratings
of Frontier and other subsidiaries as listed at the end of this
release.

KEY RATING DRIVERS

The downgrade reflects lower than anticipated EBITDA due to weak
revenue and subscriber trends that, when coupled with low free cash
flow (FCF) generation, have resulted in a slower deleveraging path.
Frontier will need additional time to deleverage as it incorporates
the Verizon assets into its operations and to stabilize revenue and
subscriber trends in its legacy and new markets. Fitch now
anticipates gross leverage of 4.3x at year-end 2018, versus 3.8x by
year-end 2017. The expected range is more reflective of a 'BB-'
rating.

Frontier's Rating Outlook is Negative, as Frontier is not expected
to reach Fitch's leverage threshold of 4.2x-4.3x for the current
rating until approximately the end of 2018.

Improved Scale, FCF Prospects
Frontier nearly doubled in size after acquiring Verizon
Communications Inc.'s wireline properties in California, Texas and
Florida (the Verizon transaction) in April 2016. Pro forma
consolidated revenue increases to approximately $10 billion from
$5.6 billion in 2015. Fitch believes Frontier's enhanced scale
should lead to improved FCF, defined as net cash provided by
operating activities less capex and dividends, over time. The
acquisition is not expected to require material additional capital
spending given past network upgrades by Verizon.

Operational Challenges Pressure Revenue
Challenges faced by Frontier at the close of the Verizon
transaction resulted in elevated subscriber churn and weaker than
expected revenue. Frontier anticipated slower subscriber gross
additions as a result of the company's decision to temporarily
suspend marketing activities during the first half of 2016.
However, the company faced additional, unexpected headwinds during
the second and third quarters of 2016 after onshoring its call
centers. Although the call center issues appear to have subsided,
Fitch believes it will take additional time for marketing efforts
to ramp up and stabilize subscriber gross addition trends.

Subsidiary Debt Ratings
The 'RR1' Recovery Rating assigned to the approximately $850
million of outstanding subsidiary debt reflects its structural
seniority to all of the parent debt. Of this amount, $100 million
is secured and the remainder unsecured. The 'RR2' assigned to the
secured revolver and secured term loans reflects the potential
limitations in value of Frontier North as the only source of
collateral security, including potential revolver drawings (per
Fitch's approach), if cash flows are stressed. In addition,
Frontier North has $200 million of unsecured debt that is
structurally senior to the equity pledge providing security to the
parent secured debt.

KEY ASSUMPTIONS

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

-- Consolidated revenues rising to just under $10 billion at the
end of 2017, reflecting a full year of revenue contribution from
the Verizon wireline properties. Fitch expects Frontier to slowly
regain its footing during 2017 following weak revenue trends after
the close of the Verizon transaction;

-- Lower EBITDA from elevated customer churn largely offsets the
$1 billion of annualized cost synergies realized by Frontier in
2Q16, resulting in EBITDA margins of 40% during 2017;

-- Capex around $1.3 billion in 2017. Fitch's assumption reflects
capital intensity of 12.5%, and includes additional capital
spending for CAF II, and to a lesser extent, integration;

-- Cash taxes are expected to be a refund of $100 million to $110
million in 2016, and minimal in 2017 as a result of the tax-basis
step-up from the Verizon transaction and bonus depreciation.

RATING SENSITIVITIES

Fitch will use gross leverage versus net leverage going forward,
comparable to most Fitch-rated companies across the
telecommunications sector. Fitch will take into consideration any
prefunding of maturing debt on a pro forma basis if necessary.

Future developments that may, individually or collectively, lead to
a negative rating action would likely coincide with:

-- Gross leverage sustained above 4.2x-4.3x as a result of weaker
than expected operating trends, shareholder-friendly activities or
additional material acquisitions;
-- While not expected, a return to mid-single-digit declines in
revenue.

Rating concerns would increase if Frontier's leverage (as defined
by Fitch) is not below 4.2x-4.3x by the end of 2018.

A positive rating action would likely coincide with:

-- Gross leverage sustained below 3.7x-3.8x;
-- FCF margins sustained in the mid- to high-single digits.

LIQUIDITY

Manageable Maturities
Upcoming principal repayments are manageable and amount to $509
million and $733 million during 2017 and 2018, respectively. Fitch
expects Frontier to rely on its revolver and the capital markets to
refinance upcoming maturities until FCF improves. Frontier has some
capacity under its covenants to issue secured debt, which could be
a way for the company to refinance upcoming maturities and reduce
annual interest expense.

Improving Financial Flexibility Anticipated
Financial flexibility is expected to strengthen in step with
improvement in FCF. Pressured EBITDA, heavy integration spending
prior to the close of the Verizon transaction, and sustained
dividend payments resulted in a FCF deficit of $711 million at the
LTM period ended Sept. 30, 2016. However, Fitch expects FCF will be
positive, albeit minimal, in 2017 as the majority of integration
costs have subsided. Fitch also expects FCF margins will improve to
the mid-single digits over the forecast horizon. Frontier's
liquidity position was adequate at the end of Sept. 30, 2016,
supported by $311 million of cash and full availability under its
$750 million (RCF).

The $750 million senior secured RCF is in place until May 2018.
Management stated it is looking to renew and extend the revolver in
the coming year. The facility is available for general corporate
purposes but may not be used to fund dividend payments. The main
financial covenant in Frontier's secured facilities requires the
maintenance of net debt-to-EBITDA of 4.5x or less. Net debt is
defined as total debt less cash exceeding $50 million.

FULL LIST OF RATING ACTIONS

Fitch has downgraded the ratings and maintained the Negative
Outlook as follows:

Frontier Communications Corp.

-- IDR to 'BB-' from 'BB';
-- $750 million senior secured revolving credit
    facility due 2018 to 'BB/RR2' from 'BB+/RR2';
-- $1.6 billion senior secured term loan due 2021
    to 'BB/RR2' from 'BB+/RR2';
-- Senior unsecured notes and debentures to 'BB-/RR4'
    from 'BB/RR4'.

Frontier North Inc.

-- IDR to 'BB-' from 'BB';
-- Senior unsecured debentures to 'BB/RR1' from
    'BB+/RR1'.

Frontier West Virginia Inc.

-- IDR to 'BB-' from 'BB';
-- Senior unsecured debentures to 'BB/RR1' from
    'BB+/RR1'.

Frontier California Inc.

-- IDR to 'BB-' from 'BB';
-- Senior unsecured debentures to 'BB/RR1'
    from 'BB+/RR1'.

Frontier Florida LLC

-- IDR to 'BB-' from 'BB';
-- Senior unsecured debentures to 'BB/RR1'
    from 'BB+/RR1'.

Frontier Southwest Inc.

-- IDR to 'BB-' from 'BB'.

Fitch has affirmed the following long-term issue rating:

Frontier Southwest Inc.

-- First mortgage bonds at 'BB+/RR1'.

The Rating Outlook is Negative.


GASTAR EXPLORATION: Conditionally Calls 8-5/8% Notes for Redemption
-------------------------------------------------------------------
Gastar Exploration Inc. announced that it has conditionally called
for redemption of all $325 million outstanding principal of its
8-5/8% Senior Secured Notes Due 2018 for redemption on March 24,
2017, at a redemption price of 102.156% of the principal amount of
the Notes, plus accrued and unpaid interest to, but not including,
the Redemption Date.  The redemption of the Notes is conditioned
upon the completion, on or before March 21, 2017, of the financings
contemplated in the previously announced Securities Purchase
Agreement dated as of Feb. 16, 2017, by and among Gastar and
certain purchasers affiliated with Ares Management, L.P. Gastar
expects the financings will be completed by the end of this month.
Gastar will publicly announce and notify the holders and the
indenture trustee for the Notes if the foregoing condition is not
satisfied, whereupon the redemption will be revoked.

                   About Gastar Exploration

Houston, Texas-based Gastar Exploration Inc. --
http://www.gastar.com/-- is an independent energy company engaged
in the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States.  Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays.  

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

As of Sept. 30, 2016, Gastar Exploration had $300.0 million in
total assets, $461.0 million in total liabilities and a total
stockholders' deficit of $161.1 million.

                          *      *      *

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

In June 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Gastar to 'Caa3' from 'Caa1'.  The rating outlook
was changed to 'negative' from 'stable'.  The downgrade of Gastar's
CFR to Caa3 reflects the company's weakened liquidity and reduced
size following the sale of its Appalachian assets in April 2016.


GELTECH SOLUTIONS: Estimates $3 to $3.5 Million Revenues in 2017
----------------------------------------------------------------
GelTech Solutions, Inc., issued an investor letter providing its
shareholders with an update of its business.

"In 2016, GelTech Solutions continued to make advances across all
business platforms and, after years of effort, is beginning to see
the first signs of potentially significant revenue growth," said
Michael Reger, president, GelTech Solutions.

"Two markets in particular are showing great promise:
Communication tower contractors who are purchasing FireIce Shield
CTP Systems designed to prevent fires and damage during hot work
modifications of equipment and towers, and Utilities companies
planning to launch programs in 2017 that proactively incorporate
FireIce and FireIce Shield products into their fire safety
programs.

"We are also working with several industrial clients who are
incorporating FireIce Shield into their manufacturing process to
prevent fires and avoid costly business interruptions while
processing flammable materials.

"In addition, there are a number of R&D projects underway,
including suppression systems for lithium battery fires, shipping
pouches for mailing defective personal electronic devices, and
self-contained fire suppression systems for warehouses and big box
retail stores, but it is too early to tell when we might expect to
realize revenues from these activities.

"Although 2017 has gotten off to a slower start than 2016, taking
all this into consideration, we are still forecasting revenues of
between $3.0 and $3.5 million in 2017, a significant increase from
2016.  The most significant revenue increases are forecasted for
the second half of 2017.

"All in all, we are looking forward to a promising 2017, and will
keep you informed as we move forward together."

"Looking forward to 2017:

* We are currently working with several large western states to
initiate evaluations in their airtankers for 2017.   We are also in
various stages of negotiation with four large western states and
two Canadian provinces/territories for aviation operations and
several smaller states for ground engine operations.

* We anticipate signing at least two long-term contracts with
existing customers prior to the start of the 2017 fire season.

* We expect the new FireIce FireBoss Injection System will be
completed and installed on the first aircraft by the 2Q of 2017.
GelTech has made a significant investment in this technology, and
partnered with a leading engineering firm in the airtanker industry
in anticipation of significant market opportunities in the U.S.,
Canada, Australia, and Europe for these systems.  The FireBoss is a
water-scooping airtanker, and the Injection System provides the
ability to mix a full load of FireIce in-flight after scooping
water.

* GelTech partnered with an engineering firm based in Saskatoon, SK
to develop a state-of-the-art system for fixed and portable
airtanker bases, designed to mix and load FireIce product in a
completely automated process.  This system will be the safest and
most advanced retardant loading system on the market and
significantly improve tanker base efficiency.  The prototype system
has been tested with positive results and we anticipate deploying
several first-generation units during the 2017 fire season."

A copy of the letter is available for free at:

                       https://is.gd/wSUbt7

                           About GelTech

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

For the year ended June 30, 2015, the Company reported a net loss
of $5.51 million on $800,365 of sales compared to a net loss of
$7.11 million on $814,587 of sales for the year ended June 30,
2014.

As of Sept. 30, 2016, Geltech Solutions had $2.15 million in total
assets, $7.96 million in total liabilities and a total
stockholders' deficit of $5.80 million.

The Company's auditors Salberg & Company, P.A., in Boca Raton,
Florida, issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has a net loss and net cash used in operating
activities in of $2,638,580 and $2,146,501, respectively, for the
six months ended Dec. 31, 2015, and has an accumulated deficit and
stockholders' deficit of $43,285,883 and $4,482,416, respectively,
at Dec. 31, 2015.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


GEO GROUP: S&P Affirms 'BB-' CCR & Lowers Unsec. Notes Rating to B+
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating on
Boca Raton, Fla.-based The GEO Group Inc., a private corrections,
detention, and community reentry facility owner and operator.  The
outlook is stable.

At the same time, S&P affirmed its 'BB+' issue-level ratings on the
company's senior secured revolver and term loan, with a recovery
rating of '1', indicating S&P's belief that lenders could expect
very high recovery (90%-100%, rounded estimate 95%) in the event of
payment default.

S&P lowered its issue-level rating on the senior unsecured notes to
'B+' from 'BB-', and revised the recovery rating to '5', indicating
S&P's belief that lenders could expect modest recovery (10%-30%,
rounded estimate 10%) in the event of payment default, from '4'.
The revision reflects the use of additional secured debt to fund
the acquisition, which ranks ahead of the senior unsecured notes,
thereby diluting the recovery value in the event of a payment
default.

GEO is seeking to issue a new $700 million senior secured term loan
B, which it will use to refinance its existing term loan B, repay
revolver borrowings, and fund the acquisition of Community
Education Centers Inc. (CEC).  S&P assigned a 'BB+' issue-level
rating to the proposed $700 million senior secured term loan B
maturing in 2024.  The recovery rating on this debt is '1',
indicating S&P's expectations for very high (90% to 100%) recovery
in the event of a payment default.

At transaction close, S&P estimates total recourse debt outstanding
of about $2.4 billion.  S&P will withdraw its ratings on the
existing term loan B once the transaction has closed and the debt
has been repaid.

"The affirmation of the corporate credit rating reflects our
expectation that GEO's leverage will only temporarily exceed 5x, as
it gradually reduces leverage to below 5x over the next 12 months,"
said S&P Global Ratings analyst Katherine Heng.  "The acquisition
of CEC will diversify GEO's business further into residential
reentry services, which we view as consistent with its strategy and
a credit positive given our view that this business is less exposed
to public criticism that the private detentions business receives."


The stable outlook reflects S&P Global Ratings' view that GEO will
generate moderate top line and profit growth over the next 12
months, driven by stable inmate population growth and increased
demand from ICE.  S&P also believes headline risk has been reduced
under the new administration, which, for now, reduces uncertainty
around the sustainability of the private prison business model.
S&P believes this will allow the company to gradually deleverage to
below 5x.  However, S&P's ratings include expectations that the
company will remain acquisitive, which could lead to temporary
spikes in leverage above the 5x threshold.  

S&P could lower the ratings if the company sustains leverage above
the mid-5x range, which could occur if operating performance falls
significantly short of S&P's forecast, likely the result of
contract losses with one of its federal or large state customers,
headline risk, occupancy rates falling dramatically, a dramatic
change in federal policies, or growing negative public sentiment
toward the private prison industry.  S&P could also lower its
ratings if the company's financial policy becomes more aggressive,
likely from larger than expected debt-financed acquisitions or
increased shareholder distributions.

Although unlikely in the next year, S&P could raise its ratings if
GEO's operating performance significantly exceeds S&P's forecast,
likely through a stabilization of public policies supporting the
use of private prisons, major customer wins from new contracts, or
a more modest financial policy resulting in permanent debt
reduction and debt to EBITDA sustained below 4x.  S&P estimates
that EBITDA would have to increase approximately 35% or debt would
have to decrease by approximately $650 million for leverage to
improve to 4x.


GEORGINA LLC: Taps Chaparral Land as Real Estate Broker
-------------------------------------------------------
Georgina, LLC seeks approval from the U.S. Bankruptcy Court for the
Central District of California to hire a real estate broker.

The Debtor proposes to hire Chaparral Land Company to market and
sell an undeveloped land it owns located in the City of Lancaster,
California.  The firm will get a commission of 3% of the sales
price.

Chaparral Land Company does not hold or represent any interest
adverse to the Debtor's bankruptcy estate, and is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code,
according to court filings.

The firm can be reached through:

     Ben Sayani
     Chaparral Land Company
     3275 Grande Vista Drive
     Newbury Park, CA 91320
     Tel: (805) 499-3550
     Email: gary@dirtdeals.com

                        About Georgina LLC

Georgina, LLC, based in Tarzana, CA 91356, based in Tarzana, CA,
91356, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
16-10140) on January 18, 2016.  The Hon. Martin R. Barash presided
over the case.  Raymond H Aver, Esq. at Law Offices of Raymond H.
Aver PC served as bankruptcy counsel.

In its petition, the Debtor estimated $2 million in assets and
$908,697 in liabilities.

The petition was signed by Ben Sayani, manager.

The Debtor listed Imad Aboujawdah Civic Design and Drafting, Inc.
as its largest unsecured creditor holding a claim of $25,600.


GERALEX INC: Plan Confirmation Hearing on March 30
--------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois has
conditionally approved Geralex, Inc.'s disclosure statement
referring to the Debtor's fourth amended plan of reorganization
dated Feb. 15, 2017.

The Debtor will serve the Plan and Disclosure Statement on all
creditors by Feb. 27, 2017.

A hearing on the approval of the Disclosure Statement and
confirmation of the Plan will be held on March 30, 2017, at 11:00
a.m.

The Debtor has until March 28, 2017, to file a response to any
objections to the Disclosure Statement and Plan.

Creditors entitled to vote to accept or reject the Plan must file
their ballots with the Clerk of the Court by March 27, 2017.

The Debtor will file a balloting report by March 28, 2017.

In case any amendments to the Plan and Disclosure Statement are
necessary, the period of time within which the Debtor must file a
Disclosure Statement and Plan is extended to March 30, 2017.

As reported by the Troubled Company Reporter on Feb. 21, 2017, the
Debtor filed with the Court the Disclosure Statement, stating that
under the Plan, holders of Class 3 Unsecured Claims will receive a
pro rata share of the funds in the Unsecured Creditor Escrow
Account, which will be funded by the Annual Cash Flow in the 12
months ending March 31 for each of 2018, 2019, 2020, and 2021, with
a minimum annual payment of $25,000 and a maximum annual payment of
$65,000.  The Reorganized Debtor's obligation to deposit Annual
Cash Flow into the Unsecured Creditor Escrow Account will terminate
once the Reorganized Debtor has deposited $260,000 into the
Unsecured Creditor Escrow Account.

                       About Geralex Inc.

Geralex, Inc., is an Illinois corporation with its principal place
of business in Chicago, Illinois.  The company provides janitorial
services to commercial and government facilities, like airports and
schools.  It has been in business since 2003.  It is owned by
Alejandra Alvarado (60%) and Gerardo Alvarado (40%).

The Debtor sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
16-06479) on Feb. 26, 2016.  The Debtor is represented by William
J. Factor, Esq., and Z. James Liu, Esq., at FactorLaw.

No trustee, examiner, or committee has been appointed in the case.


GIBSON BRANDS: S&P Affirms 'CCC' CCR & Revises Outlook to Positive
------------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC' corporate credit rating on
Gibson Brands Inc. and revised the outlook to positive from
negative.

At the same time, S&P affirmed its 'CCC' issue-level rating on the
company's $375 million senior secured notes due August 2018 with a
'4' recovery rating, which indicates S&P's expectation for average
recovery (30%-50%; rounded estimate 30%) in the event of a payment
default.  Outstanding reported debt totaled $512 million as of
close of the transaction.

Gibson recently completed a leverage-neutral debt refinancing by
issuing a five-year $55 million U.S. asset-based loan (ABL)
facility, $70 million domestic last-out term loan, and a $60
million international term loan to refinance the $46 million
balance on its $75 million U.S. ABL facility due May 2017,
$11 million balance on its European ABL facility, and $59 million
payable to Philips N.V.

The affirmation and positive outlook reflect the successful
refinancing of the company's $75 million U.S. ABL facility maturing
May 2017, EUR13.5 million international ABL facility maturing
January 2018, and $59 million Philips N.V. debt-like payable.
While S&P views the overall transaction as credit positive for the
company and recognize the company's improved operating performance
through the first three quarters of fiscal 2017, S&P still sees a
material refinancing risk, as the company faces the upcoming
maturity of its $375 million senior secured notes.

"The positive rating outlook reflects improved operating
performance thus far through fiscal 2017 and a lower short-term
default risk resulting from the successful refinancing of the $75
million ABL, which was set to mature in May 2017," said S&P Global
Ratings credit analyst Francis Cusimano.  "While Gibson's
short-term liquidity position has improved, the company will need
to refinance its $375 million senior secured note by July 15, 2018,
to avoid a liquidity event caused by an acceleration of its new ABL
and term loan facilities," he added.

S&P could raise the rating if the company successfully refinances
its senior secured notes, therefore decreasing the likelihood of a
late 2018 liquidity event, and if operations continued to improve,
allowing for sustained positive free operating cash flow.

S&P could revise its outlook or lower the ratings if the company is
unable to refinance their senior secure notes by March 2018.  S&P
could also downgrade the company if it cannot maintain its recent
operational improvements and free operating cash flow turned
negative.

Ratings List

Ratings Affirmed; CreditWatch/Outlook Action
                                 To             From
Gibson Brands Inc.
Corporate Credit Rating         CCC/Pos./--    CCC/Neg./--

Issue-Level Rating Affirmed; Estimated Recovery Expectation
Revised
Gibson Brands Inc.
Senior Secured                  CCC                
  Recovery Rating                4(30%)             4(35%)


GLOYD GREEN: Gun Collection Auction on Feb. 2 by Erkelens Approved
------------------------------------------------------------------
Judge Kevin R. Anderson of the U.S. Bankruptcy Court for the
District of Utah authorized Gloyd W. Green's sale of his gun
collection through a public auction to be conducted by Erkelens and
Olson on Feb. 25, 2017 at 10:00 a.m.

A hearing on the Motion was held on Feb. 1, 2017.

The auction will be conducted at Erkelens and Olson's gallery
located at 430 West 300 North, Salt Lake City, Utah.

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

       http://bankrupt.com/misc/Gloyd_Green_194_Order.pdf

Erkelens and Olson will be entitled to a commission of 15% of the
sales price actually received for each gun sold at the auction.

Within 21 days after the date of the auction, the firm of Erkelens
and Olson will remit to the Reorganized Debtor all net proceeds of
sale, along with a report of the results of the auction.

Within 7 days after his receipt of the net proceeds of sale and
report of auction, the Reorganized Debtor will deposit the net
proceeds of sale in the Plan Payment Account for distribution in
accordance with the term of the Plan, and will file a report of the
sale with the Bankruptcy Clerk's office.

The guns sold at auction will be sold in "as is, where is"
condition, without representation or warranty as to condition or
value, and will be sold free and clear of all liens, claims,
encumbrances and interests, except that the Class A-4 Secured Claim
will be satisfied in part or in full through credit bids.

The 3 guns identified as exempt are declared to be exempt, and the
Debtor is entitled to retain the 3 exempt guns in accordance with
the provisions of the Plan.

Terry and Sherrel West, who are the holders of the Class A-4
Secured Claim, will be entitled to credit bid their secured claim
at the auction, either personally or by an authorized
representative
.
Pursuant to the provisions of Bankruptcy Rule 6004(h), the 14-day
stay is waived, and the auction may proceed on Feb. 25, 2017 as set
forth.

Gloyd W. Green sought Chapter 11 protection (Bankr. D. Utah Case
No. 15-25181) on June 3, 2015.


GOODYEAR TIRE: Repriced 2nd Lien Loan No Impact on Fitch's Ratings
------------------------------------------------------------------
Fitch Ratings does not expect the planned repricing of The Goodyear
Tire & Rubber Company's (GT) second-lien term loan to affect the
ratings of the company or the loan. GT's Issuer Default Rating
(IDR) is 'BB' and the Rating Outlook is Stable. Fitch rates the
second-lien term loan 'BB+/RR1'.

The second-lien loan was launched in 2005 with $1.2 billion
outstanding. Subsequent payments reduced the amount outstanding to
$399 million at Dec. 31, 2016. The second-lien loan is guaranteed
by most of GT's U.S. and Canadian subsidiaries, and it is secured
by a second-priority interest in the same collateral securing GT's
$2 billion first-lien revolving credit facility. The second-lien
loan matures in April 2019.

The rating of 'BB+/RR1' on the second-lien loan reflects its
substantial collateral coverage and outstanding recovery prospects
in the 90% to 100% range in a distressed scenario. The one-notch
uplift from GT's IDRs reflects Fitch's criteria for notching when
an issuer has an IDR in the 'BB' range.

KEY RATING DRIVERS
GT ratings reflect the tire manufacturer's strengthened credit
profile, which has been driven by significantly improved
profitability and free cash flow (FCF) that the company has used to
reduce debt. GT's focus on high value added (HVA) tires and its
global cost reduction initiatives have resulted in substantial
margin growth and higher operating income over the past couple of
years, even as global tire volume growth has been sluggish. GT's
market position remains strong as the third-largest global tire
manufacturer overall and the top manufacturer of consumer
replacement tires in the U.S. Fitch expects credit metrics could
strengthen over the intermediate term as the company continues to
look for further opportunities to use FCF to strengthen its balance
sheet.

Fitch's primary rating concerns remain the heavy competition in the
global tire industry, rising industry capacity and the industry's
sensitivity to commodity prices, particularly to petroleum products
and natural rubber. Fitch expects global industry capacity will
continue to grow, including when GT's new Americas plant begins
production in 2017. Several competitors have opened plants in North
America over the past six years and more capacity has been added in
emerging markets. Mitigating this concern is the capacity-intensive
nature of HVA tire manufacturing, especially for light truck and
SUV HVA tires, which limits the number of HVA tires that can be
manufactured with a given amount of capacity. GT has also noted
that it is capacity constrained on some of its popular tires, and
it needs the new Americas plant to meet demand.

Low commodity prices have contributed to GT's strong profit growth
over the two years, as substantially lower raw material costs have
more than offset the effect of reduced commodity pass-through
charges on the company's revenue. Commodity prices are expected to
rise over the near term, which will create some margin headwinds.
The company has historically been successful in offsetting higher
commodity prices with increased tire pricing, but heightened
industry competition could limit GT's future pricing flexibility.

Fitch generally expects GT's credit protection metrics to
strengthen over the intermediate term as global tire demand grows
along with the number of vehicles on global roads, especially in
emerging markets, and as the company continues to work on improving
its cost structure. Fitch expects leverage to decline over the
intermediate term as GT's earnings rise and as it continues to
reduce debt. Fitch also expects reduced variability in the
company's quarterly cash flows over time as it focuses on working
capital management.

As of Dec. 31, 2016, GT's debt totaled $5.8 billion, including $502
million in off-balance-sheet securitized receivables, and last 12
months (LTM) Fitch-calculated EBITDA was $2.5 billion, leading to
Fitch-calculated EBITDA leverage of 2.3x. FFO adjusted leverage was
3.7x, and GT's EBITDA margin was 16.5%. Fitch-calculated free cash
flow (FCF) in the year ended Dec. 31, 2016 was $212 million,
leading to a FCF margin of 1.4%. Liquidity totaled $4.1 billion,
including $1.1 billion in cash and $3 billion in combined
availability on the company's U.S. and European revolvers, as well
as various foreign and domestic facilities.

Consistent with many U.S. industrials with global operations, the
majority of GT's debt has been issued in the U.S., but 56% of the
company's 2016 revenue was generated in other countries. Also, 79%
of the company's consolidated cash, or $889 million, was located at
non-guarantor subsidiaries outside the U.S. at Dec. 31, 2016. Fitch
views the mismatch between cash and debt as a risk that could lead
to higher leverage if the company has difficulty repatriating its
foreign cash.

KEY ASSUMPTIONS

-- Global tire industry demand grows modestly over the
intermediate term, but it remains weak in Latin America.

-- Near-term revenue is negatively affected by a strong U.S.
dollar.

-- Capital spending runs at about $1 billion annually over the
intermediate term as the company invests in growth initiatives,
including its new Americas plant.

-- Dividends remain relatively modest, but they rise over the
intermediate term.

-- Cash pension contributions run in the $50 million to $75
million range over the intermediate term.

-- The company continues to look for opportunities to reduce
debt.

RATING SENSITIVITIES

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

-- Demonstrating continued growth in tire unit volumes, market
share and pricing;

-- Maintaining 12-month FCF margins of 4% or better for an
extended period;

-- Generating sustained gross EBITDA margins of 12% or higher;

-- Maintaining leverage near 2x for an extended period;

-- Maintaining FFO adjusted leverage near 3x for an extended
period.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

-- A significant step-down in demand for the company's tires
without a commensurate decrease in costs;

-- An unexpected increase in costs, particularly related to raw
materials, that cannot be offset with higher pricing;

-- A decline in the company's cash below $1.3 billion for several
quarters;

-- A decline in 12-month FCF margins to below 2% for a prolonged
period;

-- An increase in gross EBITDA leverage to above 3x for a
sustained period;

-- An increase in FFO adjusted leverage to above 4x for a
sustained period.

Fitch rates GT and its Goodyear Dunlop Tires Europe B.V. (GDTE)
subsidiary as follows:

GT

-- IDR 'BB';

-- Secured bank credit facility 'BB+/RR1';

-- Secured second-lien term loan 'BB+/RR1';

-- Senior unsecured notes 'BB/RR4'.

GDTE

-- IDR 'BB';

-- Secured bank credit facility 'BB+/RR1';

-- Senior unsecured notes 'BB/RR2'.

The Rating Outlook for GT and GDTE is Stable.


GREATER LEWISTOWN: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Greater Lewistown Shopping Plaza LP
        8035 McKnight Road, Suite 302
        Pittsburgh, PA 15237

Case No.: 17-00693

Chapter 11 Petition Date: February 23, 2017

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Harrisburg)

Judge: Hon. Robert N Opel II

Debtor's Counsel: Gary J Imblum, Esq.
                  IMBLUM LAW OFFICES, P.C.
                  4615 Derry Street
                  Harrisburg, PA 17111
                  Tel: 717 238-5250
                  Fax: 717 558-8990
                  E-mail: gary.imblum@imblumlaw.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Nicholas J Moraitis, president, NJM
Lewistown Properties, Inc., sole general partner of Greater
Lewistown Shopping Plaza, L.P.

The Debtor indicated it has no unsecured creditor.

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

        http://bankrupt.com/misc/pamb17-00693.pdf


HORNBECK OFFSHORE: Moody's Lowers CFR to Caa3, Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded Hornbeck Offshore Services,
Inc.'s Corporate Family Rating (CFR) to Caa3 from Caa1, Probability
of Default Rating (PDR) to Caa3-PD from Caa1-PD, and senior
unsecured notes to Caa3 from Caa1. The Speculative Grade Liquidity
(SGL) rating was unchanged at SGL-3 and the rating outlook remains
negative.

"Hornbeck's ratings downgrades reflect the lack of improvement in
offshore sector's extremely low activity, oversupply of Offshore
Supply Vessels (OSV) evident in the substantially low utilization
rates and dayrates, and the absence of any signs of meaningful
recovery in the near or medium term" said Sreedhar Kona, Moody's
Senior Analyst. "Although Hornbeck benefits from the balance sheet
cash in the near term, Moody's project Hornbeck's 2017 EBITDA to be
substantially weak, rendering its capital structure
unsustainable."

Downgrades:

Issuer: Hornbeck Offshore Services Inc.

-- Corporate Family Rating, Downgraded to Caa3 from Caa1

-- Probability of Default Rating, Downgraded to Caa3-PD from
Caa1-PD

-- Senior Unsecured Notes, Downgraded to Caa3 (LGD4) from Caa1
(LGD4)

Unchanged:

Issuer: Hornbeck Offshore Services Inc.

-- Speculative Grade Liquidity (SGL) Rating of SGL-3

Outlook Actions:

Issuer: Hornbeck Offshore Services Inc.

-- Outlook, Negative

RATINGS RATIONALE

The downgrade of Hornbeck's CFR to Caa3 from Caa1 is primarily
driven by Moody's view that there are no signs of a meaningful
recovery in the offshore drilling activity. Moody's expects a
protracted period of low utilization rates and dayrates for the
offshore supply vessels at least through mid-2018. Through 2017,
Hornbeck will not be able to generate positive cashflow and will
utilize its balance sheet cash to offset the cash deficit.
Continuation of this anemic offshore activity into 2018 will result
in Hornbeck's leverage metrics that are unsustainable and point
towards an increased risk of balance sheet restructuring. Hornbeck
could also execute open market debt purchases at steep discount to
the par value, resulting in a distressed exchange (an event of
default per Moody's definition of default).

Hornbeck's senior unsecured notes (5.875% of $375 million notes due
2020 and 5% of $450 million notes due 2021) are rated Caa3, the
same as the CFR. The senior unsecured notes are subordinated to the
$200 million senior secured revolving credit facility due 2020 and
the secured revolver's priority claims to certain of the company's
assets. However, given the significant collateral value in its
vessels supported by its high-quality fleet that includes higher
valued multi-purpose support vessels and a large asset base,
relative to the modest size and no anticipated utilization of its
revolving credit facility, and the larger quantum of the senior
unsecured notes, the senior notes are rated at the Caa3 CFR. If the
revolving credit facility size were to be utilized significantly,
the notes could be downgraded and rated one notch below the CFR.

Hornbeck will have adequate liquidity through 2017, as indicated by
the SGL-3 rating. At December 31, 2016, Hornbeck had $217 million
of cash, and a $200 million borrowing base revolving credit
facility maturing in February 2020 (no borrowings outstanding and
no letters of credit outstanding). Through 2017, Hornbeck's cash
interest will be approximately $50 million and capital spending
will be approximately $35 million. Moody's expects the company to
rely primarily on the existing cash on the balance sheet to meet
its cash needs, as the EBITDA generated through 2017 will not be
sufficient to cover all cash needs and working capital swings. The
credit facility requires the company to comply with a 1.0x minimum
interest coverage covenant, a minimum collateral to loan ratio of
200% of the borrowing base and a 55% maximum total debt to
capitalization ratio. Moody's does not expect the company to be
able to meet the interest coverage covenant requirement, but the
loan documents allow the company the option of making a one-time
election to suspend the interest coverage ratio for a holiday
period of no more than four quarters, ending no later than December
31, 2017. If the company elects to exercise the interest coverage
holiday, then the borrowing base will be capped at $75 million
during the holiday.

The negative outlook reflects the likelihood of protracted period
of weak utilization and day rate environment leading to a continued
deterioration in the company's credit metrics, potentially
resulting in distressed exchanges or balance sheet restructuring.

A downgrade could occur if the company does not maintain compliance
with the loan documents or performs balance sheet restructuring.

The ratings are not likely to be upgraded at least through 2017
given the protracted weakness in the offshore services activity.
Should a rise in utilization rates and dayrates contribute to a
debt to EBITDA ratio sustaining below 7.0x, combined with at least
adequate liquidity, Hornbeck's ratings could be upgraded.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in December 2014.

Hornbeck Offshore Services, Inc. (Hornbeck) is a Covington,
Louisiana based marine transportation service provider that serves
customers in the offshore oil and gas and construction industries,
as well as the US military.


INTERNET BRANDS: Moody's Affirms B2 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed Internet Brands, Inc.'s B2
Corporate Family Rating (CFR), B2-PD Probability of Default Rating
(PDR), B1 rating on the first-lien credit facilities and Caa1
rating on the second-lien credit facility. The rating actions
follow the company's plan to upsize the existing $844 million
outstanding first-lien term loan by $200 million and obtain a $100
million delayed draw term loan that will be an additional add-on to
the first-lien term loan at a subsequent date. Internet Brands
intends to use the incremental debt proceeds to fund potential
acquisitions over the next 6-12 months. The rating outlook is
stable.

Ratings Affirmed:

Issuer: Internet Brands, Inc.

Corporate Family Rating - B2

Probability of Default Rating - B2-PD

Outlook Actions:

Issuer: Internet Brands, Inc.

-- Outlook, Remains Stable

Issuers: Micro Holding Corp. (Co-Borrower MH Sub I, LLC)

$75 Million Revolving Credit Facility due 2019 - B1 (LGD-3)

$1,144 Million ($844 Million currently outstanding; $460 Million
original issue) First-Lien Term Loan due 2021- B1 (LGD-3)

$170 Million Senior Secured Second-Lien Senior Term Loan due 2022 -
Caa1 (LGD-6)

Outlook Actions:

Issuer: Micro Holding Corp.

-- Outlook, Remains Stable

RATINGS RATIONALE

Though the proposed $300 million of incremental debt will increase
Internet Brands' financial leverage, Moody's projects it will be
sustained within the acceptable range of 6-7x total debt to GAAP
EBITDA (Moody's adjusted). Proceeds from last year's $175 million
incremental term loan were used to fund EBITDA generating tuck-in
acquisitions that deepened Internet Brands' software-as-a-service
(SaaS) and performance-based marketing businesses (last year's
planned $150 million delayed draw term loan was cancelled). On a
non-GAAP basis, pro forma total debt to EBITDA is projected to
increase to 5.5x from 5.0x (as of December 31, 2016 including
Moody's standard adjustments), which incorporates Moody's estimates
for the 2016 and 2017 acquisitions' LTM EBITDA and cost synergies,
and excludes one-time and non-recurring charges. On a GAAP basis
without the add-backs, pro forma leverage is estimated to increase
to 7.2x from 5.5x (Moody's adjusted). While pro forma GAAP leverage
is higher than the 5.6x median for B2-rated cross-industry peers,
given the transition of the business to a subscription-based cloud
services model, Moody's believes Internet Brands can accommodate a
more leveraged capital structure. Barring future debt-financed
acquisitions, Moody's anticipates organic/inorganic EBITDA growth
combined with scheduled debt reduction will reduce Moody's adjusted
leverage on a GAAP basis to around 6.0x by year end 2017 and 5.0x
by 2018.

Under the first-lien credit agreement, the $100 million delayed
draw term loan is subject to a pro forma 4.5x Net First-Lien
Leverage incurrence test. Since the $300 million debt raise will
result in disproportionately higher debt relative to the EBITDA
produced by the acquired assets, Moody's expects the company to
seek an amendment to provide sufficient cushion by relaxing the
covenant to 4.75x.

Given management's desire to increase scale, Moody's believes
Internet Brands will continue to focus on bigger M&A targets with
higher EV/EBITDA multiples in the 7-10x range similar to the Ngage
and Demandforce acquisitions. This shift in acquisition strategy
increases business risk. Larger acquisitions take longer to
integrate because they typically require rationalization to
increase their margins to the corporate average and occasionally
need additional investment to expand product mix and grow revenue.
Moody's believes it will take 12-18 months before M&A cost savings,
revenue growth and annual run-rate EBITDA are captured in the GAAP
financials. Importantly, Moody's expects a higher frequency of
debt-funded M&A activity. Hence, Internet Brands' acquisitive
growth phase will likely continue over the rating horizon and cause
leverage to remain in the 6-7x range on a GAAP basis.

The B2 rating considers Internet Brands' small revenue base,
concentrated earnings profile in cyclical consumer segments (e.g.,
automotive, legal, travel), serial acquisition growth strategy, and
inherent business risk for internet companies to experience
potential website traffic declines due to rapidly changing
technology and industry standards. Low entry barriers can also
create potential competitive threats from larger players that have
more diverse products and services, stronger brands and an
international presence. The rating is supported by Internet Brands'
position as an established online media company that owns leading
websites with reasonably long operating histories and
differentiated content and services targeted to specific customer
groups. The rating recognizes good diversification within the
consumer segment and increasing exposure to high margin
SaaS/software-based service offerings (62% of total revenue) with
relatively high retention rates in the 85% range, sizable
recurring/reoccurring revenue (74% of total) and growing demand
from small and medium-sized businesses (SMBs). Low operating
expenses combined with modest working capital and capital
expenditures result in anticipated positive free cash flow
generation. Moody's expects the company to maintain a very good
liquidity profile.

Rating Outlook

The stable rating outlook reflects Moody's expectations that over
the next 12-18 months Internet Brands will maintain its position as
a leading online media company with growth driven by its
cloud-based subscription/licensing businesses. The stable outlook
also anticipates the company will maintain a high
recurring/reoccurring revenue stream chiefly from its SaaS/software
businesses, a low-cost traffic acquisition model in the
marketplace/media segments, relatively stable operating margins and
steady cash flow growth.

What Could Change the Rating -- Up

An upgrade is unlikely over the rating horizon given Moody's
expectations for continued growth via debt-financed acquisitions
resulting in a highly levered capital structure. However, over the
long-term, ratings could be upgraded if Internet Brands were to
increase scale, maintain its leading market position, demonstrate
organic revenue/earnings growth and continue to successfully
integrate acquisitions. An upgrade would also be considered if the
company were to further enhance end market diversification and
sustain financial leverage below 5x total debt to GAAP EBITDA
(Moody's adjusted). Internet Brands would also need to maintain at
least a good liquidity position to be considered for an upgrade.

What Could Change the Rating -- Down

Ratings may be downgraded if Internet Brands' competitive position
weakens (as measured by market share), recurring/reoccurring
revenue and/or performance--based ad revenue decline from current
levels, acquisitions exhibit underperformance or marketing and
development costs increase (as measured by operating margin
performance). Ratings could also experience downward pressure if
the company: (i) engages in debt-funded acquisitions or shareholder
distributions resulting in total debt to GAAP EBITDA sustained
above 7x (Moody's adjusted); or (ii) experienced sustained negative
free cash flow and/or weakened liquidity.

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

Internet Brands, Inc. is an internet media company that owns more
than 250 branded websites across four verticals (Automotive - 42%
of revenue; Legal - 19%; Health - 31%; and Home, Travel and Other -
8%) characterized by high consumer activity and good advertising
spend. The company licenses and delivers its content and internet
technology products and services to small and medium-sized
businesses (SMBs), major corporations and individual website owners
primarily via two revenue models: (i) a subscription-based
Software-as-a-Service (SaaS) platform; and (ii) performance-based
advertising. Revenue for the twelve months ended December 31, 2016
is estimated at approximately $474 million.


IPC CORP: S&P Puts 'B' CCR on CreditWatch Negative
--------------------------------------------------
S&P Global Ratings said it placed its ratings, including the 'B'
corporate credit rating, on Jersey City, N.J.-based IPC Corp. on
CreditWatch with negative implications.

"The CreditWatch placement reflects the potential for a covenant
breach of the company's first-lien net leverage covenant over the
near term," said S&P Global Ratings credit analyst William Savage.


On March 31, 2017, the covenant will step down to 4.25x from 4.50x,
where it had less than a 10% cushion to the covenant at Dec. 31,
2016.  Because of client capital spending delays in the first half
of 2016 and foreign currency exchange challenges, combined with
material covenant step-downs this year, S&P believes that any
unexpected modest decline in operating performance could lead to a
breach of its net first-lien leverage covenant at the end of the
second quarter barring either an equity cure from its private
equity sponsor or a covenant amendment from its lenders. Beyond the
second quarter, S&P expects covenant headroom to improve in the
second half of the year, as revenue associated with the current
$104 million backlog is recognized, but remain below 10%, and
narrow further in 2018 with continued covenant step-downs.

S&P intends to resolve the CreditWatch placement over the coming
months as it get further information around second quarter results
and any potential plans by management to address ongoing covenant
step-downs.  If S&P believes a breach of the company's first-lien
leverage covenant is likely without a potential cure, S&P would
lower the rating multiple notches.  Alternatively, S&P could affirm
the ratings if the company is able to meet the second quarter
step-down and demonstrate an ability to maintain adequate headroom
against future covenant step-downs.


IRVINGTON COMMUNITY: S&P Affirms 'B-' Rating on 2009A/B Rev. Bonds
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' rating on Indiana Finance
Authority's series 2009A and 2009B educational facilities revenue
bonds, issued for Irvington Community Schools Inc. (ICS), and
removed the rating from CreditWatch with positive implications
where S&P Global Ratings placed it on Dec. 1, 2016.  The outlook is
positive.

The CreditWatch resolution and positive outlook reflect the rating
service's opinion of the school's improving finances, demonstrated
by its full-accrual surplus for fiscal 2016, coupled with
expectations for improved performance in fiscal 2017.  In addition,
the active oversight of new leadership and its attempts to remedy
all financial and operational concerns of its authorizer could lead
to improvement in ICS' financial profile to levels S&P Global
Ratings views as consistent with a higher rating.

"We could raise the rating if ICS were to maintain debt service
coverage, if it were to meet cash projections for the next fiscal
year, or if management were to post a timely and clean fiscal 2017
audit.  In addition, the removal or lowering of ICS' improvement
status to Level I by its authorizer would further support a higher
rating," said S&P Global Ratings credit analyst Melissa Brown.  "We
could revise the outlook to stable if ICS does not meet financial
projections and if it fails to demonstrate improvement in financial
performance over the next year."

The positive outlook reflects S&P Global Ratings' opinion that
along with stable demand metrics and strengthened management and
governance, ICS will likely meet its financial and operational
projections such that its overall profile will be more consistent
with its higher-rated peers.

Gross revenue of the school, as defined in governing bond
documents, that consists primarily of per-pupil state funding
secures the bonds.



JACK ROSS: Intends to File Plan of Reorganization By April 24
-------------------------------------------------------------
Jack Ross Industries, LLC, d/b/a Big Shot Indoor Range and Jack
Ross Ammunition, requests the U.S. Bankruptcy Court for the
District of Nevada to extend its exclusive period to file its plan
of reorganization through April 24, 2017 and the period to obtain
confirmation of its Plan, through and including June 23, 2017.

The Debtor tells the Court that it needs more time to stabilize its
operations and improve profitability. The Debtor also tells the
Court that it requires further time to prepare adequate information
and formulate a plan of reorganization. In addition, the Debtor
avers that it is proceeding diligently in its efforts, and believes
it will be able to formulate an acceptable plan of reorganization
within the requested extension of time.

                   About Jack Ross Industries

Jack Ross Industries, LLC, based in Reno, NV, filed a Chapter 11
petition (Bankr. D. Nev. Case No. 16-51053) on Aug. 24, 2016.  The
petition was signed by Christopher Parker, managing member.  The
Debtor is represented by Alan R. Smith, Esq., at the Law Offices of
Alan R. Smith. The case is assigned to Judge Bruce T. Beesley.  The
Debtor disclosed $168,100 in assets an $1.06 million in
liabilities.

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


JG NASCON: Selling Wheel Loader for $20K to Pay M&T Bank
--------------------------------------------------------
J.G. Nascon, Inc., asks the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to authorize the sale of John Deere Wheel
Loader BH 410G for a minimum purchase price of $20,000.

In 2012, the Debtor purchased the Wheel Loader with an estimated
value of approximately $21,900.

Prior to the Filing Date, M&T Bank ("Lender") made various loans to
the Debtor, including financing the purchase of the Wheel Loader.

The Lender claims a first position, blanket lien on all of the
Debtor's assets, tangible and intangible, including the Wheel
Loader, pursuant to these loan documents:

          a. The Line of Credit: On June 26, 2013, the Fourth A&R
Note was amended and restated in its entirety by that certain
Amended and Restated Revolving Demand Note in the original
principal amount of $3,350,000 dated June 26, 2013, which was
subsequently amended through Jan. 15, 2014.

          b. The 2012 Term Loan: On July 27, 2012, the Lender made
a term loan to the Debtor in the original principal amount of
$300,000 evidenced by a loan agreement and term note of the same
date.

          c. The 2013 Term Loan: On Oct. 1, 2013, the Lender made a
term loan to the Debtor in the original principal amount of
$750,000 evidenced by a loan agreement and term note of the same
date.

In September 2014, the Lender confessed judgment against the Debtor
in the amount of $4,321,207 in the Court of Common Pleas of
Delaware County, Pennsylvania.  That judgment was subsequently
opened and subject to litigation as of the Filing Date.

As of the Filing Date, the Debtor owned, and continues to own, the
Wheel Loader.

The Debtor seeks to sell the Wheel Loader for no less than $20,000
and is actively marketing the Wheel Loader.  

The Debtor does not currently have a buyer for the Wheel Loader.
The Debtor intends to negotiate and finalize a bill of sale prior
to the Sale Hearing requested, and submits the same for approval.
The terms for the sale of the Wheel Loader will be "as is, where
is," and free and clear of any and all liens, claims, and
encumbrances.

The Debtor and Lender have agreed to a distribution of the sale
proceeds.  The sale proceeds will partially pay-down the Lender's
secured debt.  The Lender has advised the Debtor that the Lender
will consent to the sale of the Wheel Loader provided the Lender
receives, upon the closing of the sale, 90% of the purchase price
for the Wheel Loader ("Sale Payment"), with a minimum purchase
price of $20,000, such that the minimum amount paid to Lender is no
less than $18,000.

The Sale Payment will be applied as follows: (i) first, to fund up
to 3 of the Debtor's adequate protection payments, which are due to
Lender under the Final Cash Collateral Order entered on Feb. 13,
2017, in March 2017, April 2017, and May 2017; and (ii) to reduce
the outstanding principal balance of the JG Nascon Loans, applied
in the Lender's sole and absolute discretion.  In the event that
the sale of the Wheel Loader is not approved or does not close,
nothing in the Motion or any Order entered in connection with the
Motion will alter or relieve Debtor of its obligation to make all
adequate protection payments due and owing to Lender in a timely
manner in accordance with the terms of any cash collateral order
entered by the Court.

The Debtor avers, the sale of the Wheel Loader, as contemplated,
will benefit the estate by paying down the outstanding secured
claim of the Lender and providing for additional monies to the
estate.  Accordingly, the Debtor asks the Court to grant the relief
requested.

                      About J.G. Nascon

J.G. Nascon, Inc., is a heavy and highway construction property
located in Eddystone, Pennsylvania, providing full-service site
contracting to the tri-state region.  As of Dec. 4, 2015, the
company has approximately 25 employees.

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.


KCD IP: Moody's Lowers Rating on Class A Notes to Caa1(sf)
----------------------------------------------------------
Moody's Investors Service has downgraded asset-backed notes issued
by KCD IP, LLC to Caa1 (sf). The notes are secured by royalty
payments from Kenmore, Craftsman and DieHard trademarks. Sears
Holdings Corporation (Sears), the original owner of the trademarks,
transferred them to a bankruptcy-remote special-purpose entity, KCD
IP, LLC that issued the notes. KCD IP, LLC has licensed the
trademarks to subsidiaries of Sears: Sears, Roebuck and Co. and
Kmart.

The complete rating action is:

Issuer: KCD IP, LLC

Cl. A, Downgraded to Caa1 (sf); previously on Mar 19, 2014
Downgraded to B3 (sf)

RATINGS RATIONALE

The rating action reflects the continued negative performance of
Sears' domestic business, and the resulting recent downgrade of
Sears Corporate Family Rating to Caa2 from Caa1 by Moody's.

There is a high degree of linkage between the credit quality of
Sears and the credit quality of the KCD transaction. The royalty
revenue for the securitization depends on the sales generated by
the securitized brands and on the operating performance of Sears.
KCD has licensing agreements with Sears' subsidiaries, Sears,
Roebuck and Co. and Kmart to receive royalties as a percentage of
all domestic net sales of Kenmore, Craftsman and DieHard products.
Therefore, the continued revenue contraction of Sears increases the
risk of declining revenue for the KCD notes.

However, the rating of the asset-backed notes is higher than the
Sears Corporate Family rating of Caa2, reflecting value in the
Kenmore, Craftsman and DieHard brands. Sears recently announced its
planned sale of the Craftsman brand to Stanley Black & Decker.
According to the announcement, the terms of the sale will have a
net present value of approximately $900 million in the form of
several payments over a period of 15 years. Per the KCD IP, LLC
indenture, the price for the release of the Craftsman trademark is
equal to the greater of roughly 50% of the outstanding notes or the
fair market value of the assets to be released, to be applied as
partial redemption of the KCD notes.

Methodology underlying the Rating Action:

The principal methodology used in this rating was "Moody's Approach
to Rating Intellectual Property ABS" published in December 2013.

Factors that would lead to an upgrade or downgrade of the rating:

KCD revenue is strongly linked to the business performance of
Sears. If the rating of Sears is upgraded or downgraded in the
future, the rating of KCD transaction may change accordingly.



KCG HOLDINGS: Moody's Affirms B1 Senior Secured Debt Rating
-----------------------------------------------------------
Moody's Investors Service has affirmed KCG Holdings Inc.'s B1
senior secured debt rating, with a stable outlook, and VFH Parent
LLC's (Virtu) Ba3 senior secured bank credit facility rating, with
a positive outlook. These rating actions follow the publication of
Moody's new securities industry market makers rating methodology,
which now is the primary methodology that Moody's uses to rate
securities industry market makers globally, except in jurisdictions
where certain regulatory requirements must be fulfilled prior to
the new methodology's implementation.

Moody's has also assigned a B1 issuer rating to KCG, with a stable
outlook, and a Ba3 issuer rating to Virtu, with a positive outlook.
Moody's has also withdrawn KCG's B1 corporate family rating and
Virtu Financial, Inc.'s Ba3 corporate family rating.

RATINGS RATIONALE

Moody's rating actions on KCG, Virtu and Virtu Financial, Inc.
follow the publication of Moody's new securities industry market
makers rating methodology (Moody's has also published a separate
new methodology for rating securities industry service providers),
which incorporates a number of significant changes and enhancements
from Moody's previous rating methodology for rating these
securities firms. These changes and enhancements for rating market
makers include the introduction of new financial ratios such as a
balance sheet leverage metric and stressed liquidity and funding
ratios; the dynamic weighting of operating environment conditions
that can adversely influence firms' creditworthiness; incorporation
of specific qualitative factors as direct notching adjustments to
ratings; and the incorporation of Moody's joints default analysis
(JDA) framework to consider affiliate and government support (if
any).

In applying the new securities industry market maker rating
methodology to KCG and Virtu, Moody's has not changed its
assessment of the creditworthiness or ratings outlook of either
firm.

FIRM-SPECIFIC CONSIDERATIONS

Moody's specific rating considerations for each of the two issuers
affected by these rating actions is:

KCG

Moody's assigned a B1 issuer rating to KCG, and withdrew its B1
corporate family rating, consistent with the application of the new
securities industry market maker rating methodology. Moody's said
it considers an issuer rating to be a more suitable rating type for
a market maker.

KCG's B1 rating reflects its liquid balance sheet and reduced
merger execution risk, as well as a more challenging operating
environment that may continue to challenge profitability. KCG is a
technology-enabled broker-dealer primarily engaged in market-making
and trading, as principal, and order execution, as agent, focused
on liquid instruments. Most of the firm's trades are small and
holding periods are very short - but transaction volumes can be
very large - particularly when investor demand for risk transfer
rises. Its business model results in a liquid, rapidly turning
balance sheet that management has chosen to leverage
conservatively. It also results in modest levels of market and
credit risk relative to capital. However, KCG incurs significant
levels of operational risk and is reliant on wholesale funding to
finance positions and manage the short term working capital needs
of the trade settlement cycle. KCG's business model remains in
transition since its 2013 merger with GETCO Holdings, LLC.
Throughout this transition, KCG has maintained a liquid and
modestly levered balance sheet. This flexibility is important -
since profitability remains modest and will continue to be
cyclical.

Factors that could lead to an upgrade - KCG

* Greater earnings consistency over the next one to two years
could lead to an upgrade

Factors that could lead to a downgrade - KCG

* Substantially reduced liquidity of the balance sheet

* Increased financial leverage through additional borrowings or
share repurchases substantially in excess of earnings capacity

* Regulatory changes that would materially reduce profitability

VIRTU

Moody's assigned a Ba3 issuer rating to VFH Parent LLC (Virtu), and
withdrew Virtu Financial, Inc.'s corporate family rating,
consistent with the application of the new securities industry
market maker rating methodology. Moody's said it considers an
issuer rating to be a more suitable rating type for a market maker.
Moody's assigned an issuer rating to VFH Parent LLC, rather than to
Virtu Financial, Inc. (its parent), because VFH Parent LLC is the
issuer of Virtu's rated debt.

Virtu's Ba3 rating is supported by its strong market position as a
low latency market maker and liquidity provider to the global
financial markets, earning small bid/ask spreads across a large
volume of transactions in a broad range of securities and other
financial instruments. While its financial performance has been
strong, its revenues and cash flows are subject to the competitive
nature of electronic market making and reliance on a high volume of
transactions, with exposure to periods of low volumes during stable
market conditions. Virtu's business model entails substantial
operational risk which the company manages primarily through a
series of automated, pre-set guardrails governing various trade,
order and other risk parameters, including order size and limits on
strategy profitability. Virtu has also maintained a policy of
aggressive capital returns to its members and shareholders, despite
a negative tangible common equity position.

Factors that could lead to an upgrade - Virtu

* Continued consistency of performance combined with strong risk
management and sound liquidity

* Sustained improvement in financial ratios, including debt
leverage and coverage, and improved capital retention

Factors that could lead to a downgrade - Virtu

* Material operational failure or regulatory compliance issue

* Aggressive financial policy resulting in increased debt leverage
without a clear plan to return to pre-existing leverage levels in
the near-term

* Potential future regulatory requirements that adversely affect
business practices and weaken profitability

The principal methodology used in these ratings was Securities
Industry Market Makers, published in February 2017.


KEMET CORP: Inks Deal to Acquire NEC Tokin
------------------------------------------
KEMET Corporation announced that, through its wholly owned
subsidiary, KEMET Electronics Corporation, it has signed a
definitive agreement and is targeting a closing date on or about
April 10, 2017, to complete the acquisition of NEC TOKIN
Corporation from NEC Corporation.  Upon closing, NEC TOKIN will
change its name to TOKIN Corporation and become a wholly-owned
subsidiary of KEMET.

To facilitate the acquisition, the Company also announced that NEC
TOKIN has entered into an agreement to sell its EMD division
(Electromechanical Devices) to NTJ Holdings 1 Ltd., a special
purpose entity that is owned by funds managed or operated by Japan
Industrial Partners, Inc. for approximately JPY 48.2 billion or
approximately $422 million, prior to adjustments for net debt at
closing and subject to customary post-closing adjustments.  The
proceeds of this transaction, after fees and taxes, will be used in
part to repay the NEC intercompany debt resulting in an essentially
debt-free balance sheet of NEC TOKIN once it is acquired by KEMET.

Under the terms of the definitive stock purchase agreement, KEC
will pay to NEC the amount of JPY 6.0 billion, or approximately
$52.5 million, plus one-half of the remaining amount which is
determined to be the excess amount of net cash proceeds from the
sale of the EMD business.  NEC TOKIN will also use a portion of the
net cash proceeds from the sale of the EMD business to repay in
full the outstanding indebtedness of NEC TOKIN that is owed to NEC,
which is currently JPY 25.4 billion, or approximately $222.4
million.  Based on current estimates, after all payments to NEC
(and net of taxes, fees and expenses), it will effectively result
in a net cash inflow to NEC TOKIN and the Company.

"We are pleased to bring this acquisition to completion in such a
positive manner.  It has been a long road with hard work by many of
the KEMET and NEC TOKIN employees.  We believe that this
combination of our technologies and products will position us to
return exponential value to our shareholders over the coming fiscal
years," stated Per Loof, the Company's chief executive officer.
"In addition, our improved balance sheet position, combined EBITDA,
and leverage statistics should enable us to refinance our existing
debt at improved interest rates, resulting in less cash interest
expense and providing additional earnings per share for our
shareholders," continued Loof.

Nomura Securities Co., Ltd acted as financial advisor to NEC TOKIN
on the sale of the Electromechanical Devices business unit.

For details of the agreement between NEC and KEC, and the agreement
among NEC TOKIN, NTJ Holdings 1 Ltd. and Japan Industrial Partners,
please refer to the Company's Form 8-K related to these
transactions, a copy of which is available at:

                     https://is.gd/Z8VrqS

                           About KEMET

KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors.  KEMET's common stock is listed on the NYSE
under the symbol "KEM."

KEMET reported a net loss of $53.6 million on $735 million of net
sales for the fiscal year ended March 31, 2016, compared with a
net loss of $14.1 million on $823 million of net sales for the
fiscal year ended March 31, 2015.

As of Dec. 31, 2016, Kemet Corporation had $662.5 million in total
assets, $572.1 million in total liabilities and $90.44 million in
total stockholders' equity.

                           *     *     *

KEMET carries a 'Caa1' corporate family rating, with stable
outlook, from Moody's and a 'B-' issuer credit rating with stable
outlook from Standard and Poor's.


LANTHEUS MEDICAL: Moody's Puts B3 CFR Under Review for Upgrade
--------------------------------------------------------------
Moody's Investors Service placed certain ratings of Lantheus
Medical Imaging, Inc., under review for upgrade. The ratings placed
under review include the B3 Corporate Family Rating, the Caa1-PD
Probability of Default Rating, and the B3 (LGD3) rating on the
senior secured term loan. At the same time, Moody's upgraded
Lantheus's Speculative Grade Liquidity Rating to SGL-2 from SGL-3.

The following summarizes rating action:

Ratings placed under review for upgrade:

Corporate Family Rating at B3

Probability of Default Rating at Caa1-PD

Senior secured term loan at B3 (LGD 3)

Rating upgraded:

Speculative Grade Liquidity Rating to SGL-2 from SGL-3

Rating Outook:

Revised to Ratings Under Review from Stable

The rating review for upgrade reflects Lantheus's improving
financial flexibility due to recent debt reduction from equity
offerings and cash on hand, positive earnings trends, and a signed
term sheet outlining a partnership with GE Healthcare for
development and commercialization of pipeline drug flurpiradaz F
18, expected to close in the second quarter of 2017.

Moody's rating review will focus on Lantheus's deleveraging
prospects, the degree to which supply chain vulnerabilities have
stabilized, life cycle management plans for its contrast imaging
drug DEFINITY, and capital deployment plans given consistent
positive free cash flow.

RATINGS RATIONALE

Lantheus' B3 Corporate Family Rating (under review for upgrade)
reflects its small size and moderately high financial leverage.
Leverage is a particular concern to Moody's in the context of the
inherent risks in the nuclear medicine business -- namely a fragile
supply chain. The ratings are also constrained by high product and
customer concentration risk, with the top three products
representing over 80% of sales. Lantheus' supply chain is reliant
on third parties, and any unforeseen challenges at these suppliers
could impact the company's ability to meet customer demand. The
rating also reflects the risk associated with its high reliance on
Molybdenum-99 supply (Moly-99), a radioactive material critical for
several of its key products, including TechneLite, Cardiolite and
Neurolite.

The ratings also reflect the high barriers to entry and limited
competition in the contrast imaging market, and Lantheus's strong
competitive position within it. The ratings are also supported by
good growth prospects for DEFINITY, Lantheus' largest product,
given increasing market penetration of contrast imaging in
echocardiograms. Various patents on DEFINITY expire in 2019 and
2021 in the US, and in 2019 outside the US, although the company is
working on a next-generation program.

The upgrade of the Speculative Grade Liquidity rating to SGL-2
reflects Moody's view that Lantheus's liquidity will remain good
over the next 12 to 18 months. This reflects Moody's expectation
for cash on hand in excess of $30 million, positive free cash flow
each quarter, and ample cushion under financial maintenance
covenants following recent debt reduction.

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

Lantheus is a leading global manufacturer of pharmaceutical
products used to enhance outcomes in medical imaging procedures
like echocardiograms, and nuclear imaging of the heart, lungs and
brain. Lantheus is publicly traded but majority-owned by Avista
Capital Partners. The company generates roughly $300 million in
annual revenue.



LAST FRONTIER: Names Eric Liepins as Counsel
--------------------------------------------
Last Frontier Realty Corporation seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Eric
A. Liepins and the law firm of Eric A. Liepins, P.C., as counsel.

The Debtor believes a variety of legal matters exist as to the
assets and liabilities of the estate which require legal
assistance.

Liepins law firm will be paid at these hourly rates:

       Eric A. Liepins                     $275
       Paralegals and Legal Assistant   $30 to $50

The law firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

The law firm was paid a $5,000 retainer plus the filing fee.

Eric A. Liepins 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 law firm can be reached at:

       Eric A. Liepins, Esq.
       ERIC A. LIEPINS, P.C.
       12770 Coit Road, Suite 1100
       Dallas, TX  75251
       Tel: (972) 991-5591
       Fax: (972) 991-5788
       E-mail: eric@ealpc.com

Last Frontier Realty Corporation, filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Tex. Case No. 17-30454) on Feb. 6, 2017,
disclosing under $1 million in both assets and liabilities.


LEGACY RESERVES: Reports $110.1 Million Net Loss for 4th Quarter
----------------------------------------------------------------
Legacy Reserves LP announced fourth quarter and annual results for
2016.  Highlights included:
  * Generated record annual production of 43,803 Boe/d up 14% from

    38,523 Boe/d in 2015

  * Reduced production expenses, excluding ad valorem taxes, by
    $13.4 million or 7% relative to 2015 and reported record-low
    LOE/Boe of $10.59

  * Sold $97.4 million of assets that generated combined
    annualized negative cash flow in 26 transactions

  * Reduced total debt by $269.4 million and projected annualized
    interest expense by $11.7 million

  * Entered into a new Second Lien Term Loan Facility with GSO
    Capital Partners LP providing $300 million of committed
    capital, of which $60 million has been drawn

  * Restarted horizontal Permian drilling with an increased
    capital commitment from TPG Special Situation Partners to a
    total of $275 million and 48 wells

     -- Currently operating two horizontal rigs under the JDA
        program; one in Lea County, NM and one in Howard County,
        TX

     -- Completed nine additional horizontal wells since
        recommencing drilling operations in June 2016, resulting
        in 24 total horizontal wells brought online since
        initiating the program in July 2015

The Company reported a net loss attributable to unitholders of
$110.12 million on $91.59 million of total revenues for the three
months ended Dec. 31, 2016, compared to a net loss attributable to
unitholders of $348.88 million on $79.94 million of total revenues
for the same period in 2015.

For the 12 months ended Dec. 31, 2016, the Company reported a net
loss attributable to unitholders of $74.82 million on $314.35
million of total revenues compared to a net loss attributable to
unitholders of $720.54 million on $338.77 million of total revenues
for the year ended Dec. 31, 2015.

As of Dec. 31, 2016, Legacy Reserves had $1.29 billion in total
assets, $1.52 billion in total liabilities and a total partners'
deficit of $222.07 million.

Paul T. Horne, Chairman of the Board, president and chief executive
officer, commented, "Our company accomplished several key
objectives in 2016.  Despite a very difficult commodity price
environment, 50% and 32% below the average over the prior five
years for oil and natural gas, respectively, we reduced debt by
$269 million by rationalizing non-core assets and using a portion
of the proceeds to repurchase debt at a discount, drilling
tremendous horizontal wells in the Permian, and raising a new 2nd
Lien facility to help fund any future capital needs.  For 2017, we
are planning a $55 million capital budget based on a very active,
92% operated gross capital budget of $225.0 million, focused
primarily on our horizontal Permian development.  Such development,
including the 24 wells we have drilled, completed and brought
online under our Development Agreement, provides us with great
encouragement for our significant Permian inventory. Despite this
recent success, our balance sheet remains over-levered."

"Given the significant commodity price downturn and corresponding
upheaval of the upstream MLP market, we anticipate the continued
suspension of distributions and will focus on growing unitholder
value by growing asset value.  Our unique blend of stable,
low-decline PDP combined with high-impact Permian horizontal
development presents a distinctive opportunity for us that we
intend to grow for the benefit of our unitholders."

Dan Westcott, executive vice president and chief financial officer,
commented, "I am proud of the team effort that enabled such great
execution this past year.  While we certainly are not out of the
woods yet, the recent rise in commodity prices and our horizontal
drilling success that has helped delineate our tremendous
horizontal potential across the Permian gives us great promise of a
brighter future.  We look forward to continuing to delever the
balance sheet, exploiting our Permian opportunities and finding new
successes in 2017 and beyond."

Proved Reserves

The following information represents estimates of our proved
reserves as of Dec. 31, 2016, which have been prepared in
compliance with the SEC rules using an average WTI price, as posted
by Plains Marketing L.P., of $39.25 per Bbl for oil and an average
natural gas price, as posted by Platts Gas Daily, of $2.48 per
MMBtu.  Using the five-year average forward price as of
Feb. 14, 2017, for both WTI oil and NYMEX natural gas, we estimate
the cumulative projected production from our year-end proved
reserves would increase by approximately 14% to 164.7 MMBoe and the
Standardized Measure would increase approximately 69% to $970.1
million.

The Company serves as operator of approximately 92% of its
anticipated capital program, and accordingly, maintain significant
control of the capital program budget and may deviate materially
from the figures above based on market conditions (or otherwise).

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

                    https://is.gd/Z1FBvD

                   About Legacy Reserves

Headquartered in Midland, Texas, Legacy Reserves is focused on the
acquisition and development of oil and natural gas properties
primarily located in the Permian Basin, East Texas, Rocky Mountain
and Mid-Continent regions of the United States.  The Company's
primary business objective has been to generate stable cash flows
to allow it to make cash distributions to its unitholders and to
support and increase quarterly cash distributions per unit over
time through a combination of acquisitions of new properties and
development of its existing oil and natural gas properties.

Legacy Reserves incurred a net loss attributable to unitholders of
$720.54 million in 2015, a net loss attributable to unitholders of
$295.33 million in 2014 and a net loss attributable to unitholders
of $35.27 million in 2013.

                        *    *     *

As of Sept. 30, 2016, S&P Global Ratings said that it lowered its
corporate credit rating on Legacy Reserves L.P. to 'CCC' from 'B-'.
The rating outlook is negative.  The downgrade reflects S&P's
expectation that the borrowing base on Legacy's revolving credit
facility could be lowered substantially at its redetermination in
October.

Legacy Reserves carries a Caa3 corporate family rating from Moody's
Investors Service.


LENNAR CORP: Fitch Rates $250MM Unsecured Notes at BB+
------------------------------------------------------
Fitch Ratings has assigned a 'BB+/RR4' rating to Lennar Corporation
(NYSE: LEN)/WCI Communities, Inc.'s $250 million 6.875% senior
unsecured notes due 2021. Lennar and WCI are co-issuers on the
notes. On Feb. 10, 2017, Lennar completed the acquisition of WCI
and WCI became a wholly-owned subsidiary of Lennar. In connection
with the acquisition, Lennar agreed to become a co-issuer with
regard to WCI's senior unsecured notes. The Lennar/WCI notes will
rank pari passu with all other senior unsecured debt of Lennar. The
Rating Outlook is Positive.

KEY RATING DRIVERS

The ratings for Lennar are based on the company's strong track
record over the past 36-plus years, geographic diversity, customer
and product focus, generally conservative building practices and
effective utilization of return on invested capital criteria as a
key element of its operating model. Additionally, there has been
continuity in Lennar's management during this housing cycle and
Fitch considers this management team to be the deepest among the
public builders within its coverage.

The Positive Outlook reflects Lennar's operating performance in
2014, 2015 and 2016 as well as projected 2017 financial ratios
(especially leverage and coverage), solid liquidity position and
favorable prospects for the housing sector through at least 2017.

The ratings and Outlook for Lennar also incorporate the company's
successful execution of its operating model, resulting in a steady
capital structure through the cycle, including net
debt/capitalization levels consistently at or below 46% (this ratio
was 33% as of Nov. 30, 2016). Given the company's strong cash flow
generating ability during a cyclical downturn, the company's net
debt/capitalization was lowest at the height of the housing
downturn at around 30% at fiscal year-end (FYE) 2007 and FYE2008
(even after reporting inventory impairment charges of approximately
$1.9 billion between FY2006-FY2008).

Management is also executing well on its soft-pivot strategy,
wherein the company is looking to tie up land with a 2-3-year
average life and reduce its overall land supply. This is reflected
in the company's total lots controlled, which declined about 4%
year-over-year. Based on latest-12-month (LTM) closings, Lennar
controlled six years of land and owned roughly 4.8 years of land,
down from the 6.9-year supply (5.2 years owned) at FYE2015 and
7.8-year supply (6.3 years owned) at FYE2014.

WCI ACQUISITION

On Feb. 10, 2017, Lennar completed the acquisition of WCI, a
premier lifestyle-community developer and luxury homebuilder of
single- and multi-family homes, for approximately $643 million, or
$23.50 per share. Lennar elected to fund the entire merger
consideration in cash. Lennar also assumed WCI's $250 million
6.875% senior notes due 2021.

Fitch had initially expected Lennar to fund the WCI acquisition
with 50% cash and 50% stock. While the all-cash transaction added
roughly $320 million of cash outflow, Lennar ended FY2016 with a
solid liquidity position, including unrestricted homebuilding cash
of $1.05 billion as of Nov. 30, 2016 and no borrowings under its
$1.502 billion revolving credit facility (which has an accordion
feature of up to $1.8 billion) that matures in 2020 ($160 million
of the commitment matures in June 2018). Additionally, in January
2017, the company issued $600 million of 4.125% senior unsecured
notes due 2022. Proceeds from this issuance were used to fund a
portion of the cash consideration for the WCI acquisition.

HOUSING CONTINUES MODERATE RECOVERY

The year 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 make an entry into the home-buying market and credit
qualification standards loosen further. Land and labor costs will
inflate more rapidly than materials costs. New home prices will
continue to benefit from still-restrained levels of new home
inventory, although a greater mix toward first-time/entry-level
products will likely confine new home price appreciation to the low
single digits.

Fitch projects single-family starts will expand 10% while
multi-family volume grows about 1%. Total starts could be
approximately 1.26 million, up 7% from 2016. New and existing home
sales should advance 10% and 1.7%, respectively.

Longer term, there are regulatory risks, including uncertainty as
to the incoming administration's housing policies.

KEY ASSUMPTIONS

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

-- Total housing starts improve 7%, while new and existing home
sales grow 10% and 1.7%, respectively, in 2017;

-- The company's net debt/capitalization is in the 35%-40% range
while debt/EBITDA is below 3x and interest coverage is above 6x by
FYE2017;

-- Lennar maintains an adequate liquidity position (well above $1
billion) with a combination of unrestricted cash and revolver
availability.

RATING SENSITIVITIES

Fitch would consider upgrading Lennar's Issuer Default Rating (IDR)
to investment grade if it maintains or shows further steady
improvement in credit metrics (such as net debt/capitalization
consistently approaching or below 40%), while preserving a healthy
liquidity position (in excess of $1 billion in a combination of
cash and revolver availability) and continues generating consistent
positive cash flow from operations (CFFO) as it moderates its land
and development spending. Fitch will also evaluate management's
strategy to pay down the debt incurred from the WCI acquisition.

The Rating Outlook could be revised to Stable if there is sustained
erosion of profits and cash flow, resulting in margin contraction
and weakened credit metrics, including net debt/capitalization
consistently between 45%-50%. The Outlook could also be revised to
Stable if the company undertakes a more aggressive land and
development strategy, debt-funded acquisition, or share buyback
program that results in higher debt levels and weaker credit
metrics, including net debt/capitalization consistently between
45%-50%.

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 ongoing land, materials
and labor cost pressures (resulting in margin contraction and
weakened credit metrics, including net debt/capitalization
sustained above 50%) and Lennar maintains an overly aggressive land
and development spending program that leads to consistent negative
CFFO, higher debt levels and diminished liquidity. In particular,
Fitch will be focused on assessing the company's ability to repay
debt maturities with available liquidity and internally generated
cash flow.

FULL LIST OF RATINGS

Fitch has the following ratings on Lennar Corporation:

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

The Rating Outlook is Positive.


LEVI STRAUSS: Fitch Assigns BB Rating to EUR450MM Unsec. Notes
--------------------------------------------------------------
Fitch Ratings has assigned a 'BB/RR4' rating to Levi Strauss &
Co.'s EUR450 million issue of private-placement senior unsecured
notes, expected to close in the next several weeks. The proceeds
from the issue, together with cash on hand, will be used to repay
the company's $525 million of 6.875% senior notes due 2022.

KEY RATING DRIVERS

Stabilized Top Line

Levi has produced stable-to-improving top line results, with 3%
growth recorded in fiscal 2016 (ended November 2016), following 1%
growth in 2015 and 3% growth in 2014 (all figures constant currency
basis). In the Americas (59% of sales in 2016), revenue declined
slightly to $2.7 billion due to a challenging wholesale environment
and adverse effects from the company's strategic decision to reset
the Dockers product assortment during the year. Before the impact
of the strong dollar, international sales grew mid-single digits in
2016, with Europe (24% of sales) outperforming Asia (17% of
sales).

On a reported basis, consolidated 2016 revenue grew modestly to
$4.5 billion, after taking into account the negative currency
movements. Beginning 2017, Fitch projects 1%-2% consolidated annual
sales growth, with similar growth rates across regions.

Improving EBITDA

From 2011 to 2013, Levi grew EBITDA 27% from $463 million to $590
million on a 2% sales decline. While lower cotton prices
significantly contributed, Levi reduced SG&A by 4% to $1.88
billion, allowing the company's SG&A-to-sales ratio to decline
despite lower sales. EBITDA has remained around the $600 million
level since 2013, primarily due to the negative impact of the
strong U.S. dollar, mitigated by operating growth.

Fitch projects constant currency EBITDA growth over the next two to
three years to be in the 3%-4% range on 1%-2% revenue growth and
some benefit from its cost cutting initiatives. Reported EBITDA in
2017 could be down 1%-3%, however, on continued strength of the
U.S. dollar. In early 2014, Levi announced a $175 million-$200
million cost reduction program, to be implemented over the
following three years. By 2017, when the program is fully realized,
Fitch expects SG&A spend to be approximately flat to 2013 levels
despite modest sales growth.

Reasonable Credit Metrics

Levi ended 2016 with leverage at 3.5x, significantly lower than the
5.0x level from 2012, though slightly higher than 2015 due to a
modest EBITDA decline in 2016. From 2012 to 2016, total debt
declined 19% to $2.7 billion and EBITDA grew 24% to approximately
$575 million (mainly between 2012-2013). Fitch expects leverage to
remain fairly stable over the next three years, assuming modest
EBITDA growth and flattish debt levels. Fitch expects minimal debt
paydown following the company's November 2016 repayment of
approximately $40 million in Eurobonds, with cash flow directed
toward the company's dividend and investments, including potential
tuck-in acquisitions.

KEY ASSUMPTIONS

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

-- Annual revenues on a constant currency basis grow at 1%-2%;

-- EBITDA declines modestly in 2017 from $580 million in 2016 on
    currency movements, and towards $600 million beginning 2018;

-- Free cash flow (FCF) of $200 million annually starting in 2017

    after dividends of approximately $70 million;

-- Adjusted leverage is expected to be relatively stable in the
    3.4x-3.5x range, assuming no further debt paydown.

RATING SENSITIVITIES

A positive rating action would be considered if Levi sustained
3%-5% revenue growth and/or mid-teens EBITDA margins, or if FCF
deployment to debt paydown results in leverage trending to the 3.0x
range.

A negative rating action would be considered if EBITDA margin
remains under pressure longer term due to soft sales trends and
increased investment in marketing/promotion, resulting in adjusted
debt/EBITDAR increasing toward 4.0x.

LIQUIDITY

Liquidity remains strong, with approximately $375 million of
available cash on hand and $784 million of revolver availability at
Nov. 27, 2016. Fitch assumes approximately one-third of Levi's cash
is held overseas given company commentary in annual reports. Fitch
projects annual FCF after dividends to hover around $200 million
through 2019. In April 2015, the company issued $500 million of 5%
senior unsecured notes due 2025 to repay (along with revolver
borrowings) $525 million 7.625% senior unsecured notes due 2020 and
reduced annual interest expense by $15 million. Levi paid off
approximately $40 million in Eurobonds due in November 2016 and,
after repaying the $525 million senior unsecured notes due 2022,
its next maturity is $500 million of unsecured notes due 2025.

FULL LIST OF RATING ACTIONS

Fitch currently rates Levi Strauss & Co.:

-- Issuer Default Rating 'BB';
-- $850 million secured revolving credit facility 'BBB-/RR1';
-- Senior unsecured notes 'BB/RR4'.

The Rating Outlook is Stable.


LEWIS HEALTH: Hearing on Plan Outline OK Scheduled for March 28
---------------------------------------------------------------
The Hon. Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida will hold on March 28, 2017, at 9:30
a.m., the hearing to consider the adequacy of Lewis Health
Institute, Inc.'s disclosure statement dated Feb. 15, 2017,
referring to the Debtor's plan of reorganization.

The deadline for service of court order, Disclosure Statement and
Plan is Feb. 27, 2017.

Objections to the Disclosure Statement must be filed by March 21,
2017.

As reported by the Troubled Company Reporter on Feb. 21, 2017, the
Debtor filed with the Court the Disclosure Statement, which states
that the undisputed Class Seven General Unsecured Claims total the
amount of $138,631.68 will be repaid over a five-year term of the
Plan at the rate of $400 per month for Month 1-60, on a pro rata
basis, which payments will commence on the Effective Date of the
Plan.

                  About Lewis Health Institute

Lewis Health Institute, Inc., filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 15-25980) on Sept. 3, 2015.  The petition was
signed by Yolanda V. Lewis, president.  The Debtor is represented
by Craig I. Kelley, Esq., at Kelley & Fulton, PL.  The case is
assigned to Judge Paul G. Hyman, Jr.  The Debtor estimated assets
at $0 to $50,000 and liabilities at $100,001 to $500,000 at the
time of the filing.


LPL HOLDINGS: Moody's Assigns Ba2 Rating to $1.7BB Sr. Term Loan
----------------------------------------------------------------
Moody's Investors Service affirmed LPL Holdings, Inc.'s Ba3
Corporate Family Rating (CFR) and assigned a Ba2 rating to its
proposed $1,700 million senior secured term loan and $500 million
senior secured revolving credit facility. Moody's also assigned a
B2 rating to LPL's proposed $500 million senior unsecured notes.
LPL plans to use the proceeds from the senior secured term loan and
senior unsecured notes to refinance its existing $2.2 billion term
loan. Moody's said the outlook on LPL's ratings remains stable.

Rating Actions:

Corporate Family Rating, Affirmed at Ba3

$500 Million Senior Secured Revolving Credit Facility due 2022,
Assigned at Ba2

$1,700 Million Senior Secured Term Loan B due 2024, Assigned at
Ba2

$500 Million Senior Unsecured Notes due 2025, Assigned at B2

Outlook, Remains Stable

RATINGS RATIONALE

Moody's said it affirmed LPL's Ba3 CFR with a stable outlook
because of the company's enduring franchise as the largest
independent broker-dealer in the US, which enables it to operate at
a scale and efficiency that generates relatively stable cash flows
and margins throughout the economic cycle. Moody's said LPL's
ratings are constrained primarily by its shareholder-friendly
financial policies, with debt leverage of 4.8x at December 2016.

Moody's said the Ba2 rating assigned to LPL's proposed $1,700
million senior secured term loan and $500 million revolving credit
facility is based on the application of Moody's LGD methodology and
model, and is reflective of its priority ranking in LPL's capital
structure. Moody's said the B2 rating assigned to LPL's proposed
$500 million senior unsecured notes reflects the notes' weaker
ranking in LPL's capital structure. Moody's said LPL's debt
refinancing will extend the maturity of its debt profile, a credit
positive.

Factors that Could Lead to an Upgrade

-- Demonstrated shift in financial policy towards stronger debt
leverage

-- Strengthened cash flow generation that results in improved
interest coverage to above 5.5x and debt leverage to around 4.0x

Factors that Could Lead to a Downgrade

-- Shift in financial policy that significantly increases debt to
fund share repurchases or M&A

-- Significant failure in regulatory compliance or technology

-- Prolonged revenue decline resulting in weakened pre-tax
earnings and increased margin volatility

The principal methodology used in these ratings was Securities
Industry Service Providers published in February 2017.



MARACAS CLUB: Trustee Taps Klestadt Winters as Legal Counsel
------------------------------------------------------------
The Chapter 11 trustee for Maracas Club and Restaurant LLC seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
New York to hire legal counsel.

Gregory Messer, the bankruptcy trustee appointed by the Office of
the U.S. Trustee, proposes to hire Klestadt Winters Jureller
Southard & Stevens, LLP to assist in managing the Debtor's
business, investigate its assets and financial affairs, prepare a
bankruptcy plan, and provide other legal services.

The hourly rates charged by the firm are:

     Partners       $495 - $695
     Associates     $275 - $425
     Paralegals            $175

Fred Stevens, Esq., the attorney designated to represent the
Debtor, will charge an hourly rate of $575.

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

The firm can be reached through:

     Fred Stevens, Esq.
     Christopher Reilly, Esq.
     200 West 41st Street, 17th Floor
     New York, NY 10036
     Tel: (212) 972-3000
     Fax: (212) 972-2245
     Email: fstevens@klestadt.com
     Email: creilly@klestadt.com

                        About Maracas Club

Maracas Club and Restaurant LLC, dba Maracas New York, filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 14-44489) on
September 2, 2014, and is represented by Dawn Kirby Arnold, Esq.,
at Delbello Donnellan Weingarten Wise.

On February 3, 2017, the U.S. Trustee for Region 2 appointed
Gregory M. Messer, Esq., to serve as Chapter 11 trustee.


MATADOR RESOURCES: S&P Affirms 'B' Rating on Sr. Unsecured Notes
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issue-level rating on
Dallas-based exploration and production (E&P) company Matador
Resources Co.'s senior unsecured notes (same level as the corporate
credit rating).

At the same time, S&P raised its recovery rating on this debt to
'3', indicating S&P's expectation of meaningful (50% to 70%;
rounded estimate 55%) recovery in the event of a payment default,
from '4'

The corporate credit rating on Matador Resources remains 'B'.  The
outlook is stable.

"We revised our recovery rating on Matador's senior unsecured debt
based on an increase in the PV-10 valuation of the company's
reserves as of year-end 2016, resulting in higher recovery
prospects for the senior unsecured debt," said S&P Global Ratings
credit analyst Christine Besset.

The ratings on Matador Resources reflect S&P's view of the
company's vulnerable business risk and aggressive financial risk
profiles.  Matador Resources is a small E&P company with three key
operating areas: the oil-rich Delaware Basin (West Texas and South
East New Mexico), the oil-rich Eagle Ford shale (South Texas), and
the dry gas Haynesville shale/Cotton Valley (East Texas and North
Louisiana).  As of Dec. 31, 2016, the company had proved reserves
of about 106 million barrels of oil equivalent (boe), 54% crude
oil, and 41% proved developed. About 75% of its proved reserves are
in the Delaware Basin, about 13% in the Eagle Ford shale, and 12%
in the Haynesville shale/Cotton Valley.  The somewhat high
percentage of proved undeveloped (PUD) reserves (59%) indicates
substantial development spending requirements to convert the
reserves to production.

The stable outlook reflects S&P's view that Matador Resources will
continue to grow its reserves and production while maintaining
FFO/debt of about 25% and debt/EBITDA between of 3x and 3.5x.

S&P could lower the rating if it expected FFO/debt to fall below
12% or debt/EBITDA to exceed 5x with no near-term remedy, or if
liquidity deteriorated.  This would most likely occur if commodity
prices were to significantly weaken, the company did not meet S&P's
oil production growth expectations, or if capital spending exceeded
cash flows by significantly more than currently contemplated.

An upgrade would be possible if Matador Resources continues to
improve its operational performance such that the scale of its
reserves and production are more consistent with a weak business
risk profile (including increasing the content of its proved
developed reserves and reducing exposure to natural gas), while
maintaining adequate liquidity and FFO/debt above 30%.



MAUI LAND: TSP Capital Owns 6.4% Equity Stake as of Dec. 31
-----------------------------------------------------------
TSP Capital Management Group, LLC disclosed in an amended Schedule
13G filed with the Securities and Exchange Commission that as of
Dec. 31, 2016, it beneficially owns 1,224,022 shares of common
stock of Maui Land & Pineapple Company, Inc. representing 6.4
percent of the shares outstanding.  A full-text copy of the
regulatory filing is available at https://is.gd/HQUHPd

                About Maui Land & Pineapple Co.

Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- develops, sells, and manages residential,  

resort, commercial, and industrial real estate.  The Company owns
approximately 23,000 acres of land on Maui and operates retail,
utility operations, and a nature preserve at the Kapalua Resort.
The Company's principal subsidiary is Kapalua Land Company, Ltd.,
the operator and developer of Kapalua Resort, a master-planned
community in West Maui.

Maui Land posted net income of $6.81 million for the year ended
Dec. 31, 2015, compared to net income of $17.63 million for the
year ended Dec. 31, 2014.

Accuity LLP, in Honolulu, Hawaii, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that:

"The Company had outstanding borrowings under two credit facilities
totaling $40.6 million as of December 31, 2015.  The Company has
pledged a significant portion of its real estate holdings as
security for borrowings under its credit facilities, limiting its
ability to borrow additional funds.  Both credit facilities mature
on August 1, 2016.

"Absent the sale of some of its real estate holdings, refinancing,
or extending the maturity date of its credit facilities, the
Company does not expect to be able to repay its outstanding
borrowings on the maturity date.

"The credit facilities have covenants requiring among other things,
a minimum of $3 million in liquidity (as defined), a maximum of
$175 million in total liabilities, and a limitation on new
indebtedness.  The Company's ability to continue to borrow under
its credit facilities to fund its ongoing operations and meet its
commitments depends upon its ability to comply with its covenants.
If the Company fails to satisfy any of its loan covenants, each
lender may elect to accelerate its payment obligations under such
lender's credit agreement.

"The Company's cash outlook for the next twelve months and its
ability to continue to meet its loan covenants is highly dependent
on selling certain real estate assets at acceptable prices.  If the
Company is unable to meet its loan covenants, borrowings under its
credit facilities may become immediately due, and it would not have
sufficient liquidity to repay such outstanding borrowings.

"The Company's credit facilities require that a portion of the
proceeds received from the sale of any real estate assets be repaid
toward its loans.  The amount of proceeds paid to its lenders will
reduce the net sale proceeds available for operating cash flow
purposes.

"The aforementioned circumstances raise substantial doubt about the
Company's ability to continue as a going concern."


MF GLOBAL: Has No Right To Pursue $1.7M Claims, Co-Op Says
----------------------------------------------------------
Ryan Boysen, writing for Bankruptcy Law360, reports that Fairfield,
Iowa-based Heartland Co-Op, in response to MF Global Holding Ltd.'s
demand for $1.7 million over derivatives trades that predate its
bankruptcy, said that the Debtor failed to preserve the claims in
its Chapter 11 plan and therefore has no right to pursue them.  

                         About MF Global

New York-based MF Global -- http://www.mfglobal.com/-- was one of

the world's leading brokers of commodities and listed derivatives.

MF Global provides access to more than 70 exchanges around the
world.  The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York.  MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets.  Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan.  As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%.  Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company.  As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee.  Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.


MIDWAY GOLD: 0862130 Buying Tonopah Project for $25K
----------------------------------------------------
Midway Gold US, Inc. ("MGUS"), and affiliates, ask the U.S.
Bankruptcy Court for the District of Colorado to authorize the
private sale of MGUS's Tonopah Project to 0862130 Corp. for $25,000
in cash, the assumption of certain royalty and reclamation
obligations and other valuable consideration.

Pursuant to a series of amendments to an Option Agreement, dated
July 2, 2001, MGUS acquired a 100% interest in the Tonopah
property, comprised of 245 unpatented lode mining claims in Nye
County, Nevada ("Tonopah Project").  The Tonopah Project is located
approximately 15 miles northeast of the town of Tonopah, 210 miles
northwest of Las Vegas and 236 miles southeast of Reno, Nevada.
The property is on the northeastern flank of the San Antonio
Mountains and in the Ralston Valley.

MGUS was required to pay a sliding scale royalty on NSR from any
commercial production from 2% to 7%, based on changes in gold
prices and an advance minimum royalty recoverable from commercial
production of $300,000 per year.  MGUS entered into an agreement
allowing payment of only $50,000 of the $300,000 payment due on
August 2014.  The remaining $250,000, along with the $300,000
payment due in August 2015, was to be paid subsequently to the
economic completion of the Pan gold mine project.  As of the
Petition Date, production had not begun at the Tonopah Project.

The Tonopah Project has reclamation obligations of approximately
$130,000.  To secure the payment and performance of any reclamation
obligations associated with the Tonopah Project, a surety bond was
issued by Aspen American Insurance Co.  MGUS must either maintain
these surety bonds or post cash collateral to cover the reclamation
obligations.

Pursuant to the Court's March 25, 2016 order approving bidding and
auction procedures for the sale of substantially all of the
Debtors' remaining assets, the Debtors sought to identify, among
other things, purchasers for the Tonopah Project.  Although some
prospective purchasers expressed interest in the Tonopah Project,
the Debtors did not receive a binding offer, which the Debtors
believe was primarily due to the existence of royalty and
reclamation obligations associated with the Tonopah Project.

The Debtors engaged with the royalty holders for the Tonopah
Project as well as other key parties including the Commonwealth
Bank of Australia ("CBA"), as the senior prepetition agent; Hale
Capital Partners, as the subordinate prepetition agent; and the
Committee, regarding maintaining the Debtors' claims in the Tonopah
Project and locating a purchaser for the asset.  Because the
existence of substantial royalty obligations were an impediment to
finding a willing purchaser in the Debtors' prior sale efforts, it
was critical to locate a purchaser acceptable to the royalty
holders and able to reach an agreement with the royalty holders
with respect to the treatment of the royalty obligations.  The
purchaser also had to relieve Aspen of its reclamation guarantee
obligations by either replacing the existing bonds or posting cash
collateral for the reclamation obligations.

The only other viable offer acceptable to the Debtors and the
royalty holders was the offer from the Buyer to purchase the
Tonopah Project for $25,000 in cash and other valuable
consideration, including the assumption of royalty and reclamation
obligations.

The salient terms of the APA are:

          a. Seller: Debtor MGUS

          b. Purchase Price: $25,000 cash, plus assumption of all
Existing Claims and Assumed Liabilities, as defined in the APA,
including pre-petition and post-petition royalty claims, and
assumption of the performance of all Reclamation Obligations, as
defined in the APA.

          c. Purchased Assets: MGUS's 100% interest in the Tonopah
Project.

          d. Reclamation Bonding: The Buyer is responsible for
promptly replacing the Reclamation Bonds.  The Aspen bonds and
associated indemnity agreements will be cancelled.

          e. Closing Date: Third business day after satisfaction of
the closing conditions identified in the APA.

The Debtors ask the Court to authorize, but not direct, them to
assume and assign the Existing Claims and Assumed Liabilities to
the Buyer.

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

      http://bankrupt.com/misc/Midway_Gold_1177_Sales.pdf

The Debtors have been advised that CBA, Hale and the Committee all
support the proposed sale.

The Debtors have determined, in an exercise of their business
judgment, that the Sale is the only viable alternative and will
maximize the value of the Tonopah Project under the circumstances,
especially having previously conducted a fulsome sale process that
failed to result in a binding offer for the Tonopah Project.  The
will provide MGUS' estate with cash proceeds, which will be used to
defray the sale costs and will serve as an additional source of
recovery under the Debtors' proposed plan of liquidation.  The Sale
will also relieve the Debtors' estates from significant prepetition
and postpetition royalty obligations, and potential reclamation
obligations with the Bureau of Land Management that are associated
with the Tonopah Project, which are being assumed as part of the
Sale.

Accordingly, the Debtors respectfully ask the Court to authorize
the sale of the Tonopah Project free and clear of all liens,
claims, and encumbrances to the Buyer.

To facilitate the consummation of the proposed sale as soon as
practicable after entry of the Sale Order, the Debtors respectfully
ask that the Court suspend the operation of the 14-day stay under
Fed. R. Bankr. P. 6004(h).

The Purchaser can be reached at:

          0862130 CORP.
          c/o Aintree Resources Inc.
          600-666 Burrard Street
          Vancouver, B.C. V6C 3N7
          Attn: James Hesketh
          E-mail: jhesketh01@gmail.com

                        About Midway Gold

Midway Gold Corp., incorporated on May 14, 1996 under the laws of
the Province of British Columbia, Canada, is engaged in the
acquisition, exploration and development of mineral properties
located in the state of Nevada and Washington.

Midway Gold operates primarily through its wholly-owned subsidiary
located in the United States, Midway Gold US Inc.  The executive
offices are in Englewood, Colorado.  Midway US currently has one
gold producing property: the Pan gold mine located in White Pine
County, Nevada.  Midway also has gold properties which are
exploratory stage projects where gold mineralization has been
identified, such as the Tonopah project in Nye County, Nevada, the
Gold Rock project in White Pine County, Nevada, and the Golden
Eagle project in Ferry County, Washington.  Out of these projects,
a permitting process has been undertaken only for the Gold Rock
project.  Finally, Midway's Spring Valley property, another gold
property located in Pershing County, Nevada, is subject to a joint
venture with Barrick Gold Exploration Inc.

On June 22, 2015, Midway Gold US Inc. and 12 related entities,
including parent Midway Gold Corp. each filed a petition in the
U.S. Bankruptcy Court for the District of Colorado seeking relief
under Chapter 11 of the U.S. Bankruptcy Code.  The Debtors' cases
have been assigned to Judge Michael E. Romero.

Judge Michael E. Romero directed the joint administration of the
cases under Case No. 15-16835.

The Debtors tapped Squire Patton Boggs (US) LLP as lead bankruptcy
counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy
and restructuring counsel; DLA Piper (Canada) LLP, as Canadian
bankruptcy counsel; Ernst & Young Inc., as information officer of
Canadian court; RBC Capital Markets, as investment banker; FTI
Consulting as financial advisor; and Epiq Solutions, as claims and
noticing agent.

Midway Gold Corp. disclosed $184 million in assets and $62.4
million in liabilities as of March 31, 2015.  Midway Gold US Inc.,
disclosed total assets of $2,461,673 and total liabilities of
$122,448,181 as of the Chapter 11 filing.

The U.S. Trustee overseeing the Debtors' cases appointed seven
creditors to serve on the official committee of unsecured
creditors.  The creditors are American Assay Laboratories, EPC
Services Company, InFaith Community Foundation, Jacobs Engineering
Group Inc., SRK Consulting (US) Inc., Sunbelt Rentals, and Boart
Longyear.  Gavin/Solmonese LLC serves as its financial advisor.


MOSAIC MANAGEMENT: Court Moves Exclusive Plan Period to March 3
---------------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida extended exclusive periods during which Mosaic
Management Group, Inc. and its affiliated Debtors alone may file a
chapter 11 plan for each Debtor and solicit acceptances of such
plan through and including March 3, 2017 and April 3, 2017,
respectively.

The Troubled Company Reporter had earlier reported that the Debtors
sought for exclusivity extension contending that there still
remains two unresolved contingencies that they need to address:
First, the Debtors and the Committees are in the process of
reviewing, revising, and editing the Chapter 11 plan and anticipate
that a final draft for filing will be ready for submission to this
Court by March 1, 2017; and Second, the Debtors are concomitantly
undertaking a substantial review and overhaul of the proofs of
claim that have been filed in each of the Chapter 11 cases for
purposes of valuing, organizing, and preparing objections to, such
claims.

The Debtors related that shortly after the commencement of these
cases, the Debtors' former management took the position that the
Debtors' primary assets -- life insurance policies -- should be
marketed and sold pursuant to Section 363 of the Bankruptcy Code.
Rather than selling the Policies, the Debtors -- with support of
many of the Debtors' investor constituency -- had chosen instead to
obtain modest debtor-in-possession financing and stabilize the
Debtors' portfolio.

The Debtors further related that since that time, the Debtors'
management and advisors had, among other things, (a) ensured that
policy premiums have been paid promptly so as to prevent lapse, (b)
continuously negotiated proposed lending facilities, (c) initiated
an adversary proceeding to bring additional assets into the
Debtors' estates, and (d) reviewed and analyzed (and continue to
review and analyze) the Debtors' financial data.  

In addition, the Debtors and the Committees had embarked on a
cooperative process to obtain long-term, sustainable financing and
develop a viable, consensual Chapter 11 reorganization strategy.
To that end, the Debtors, with the agreement of the Unsecured
Committee, solidified longer-term, post-petition financing with a
reputable lender -- ASM Mosaic LLC.

Since the Debtors have obtained court-approved financing, the
Debtors, the Unsecured Committee, the Investor Committee, and ASM
Mosaic had been continuously conferring to negotiate the essential
provisions of a chapter 11 plan. These negotiations had yielded
tangible, identifiable progress toward a viable Chapter 11 plan and
reorganization. Specifically, the Debtors had produced an
exhaustive draft Chapter 11 plan, which the Debtors had distributed
to the Committees for the Committees' collective review, revision,
and comment.

                  About Mosaic Management Group

Mosaic Management Group, Inc., and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S. D. Fla. Lead
Case No. 16-20833) on Aug. 4, 2016.  The petitions were signed by
Charles Thomas Ryals, president and chief executive officer.  Judge
Erik P. Kimball presides over the case. The Debtors were
represented by Leslie Gern Cloyd, Esq., at Berger Singerman LLP.

Mosaic Management Group, Inc. estimated assets at less than $50,000
and liabilities at $50,000 to $100,000. Mosaic Alternative Assets
Ltd. estimated assets at $50 million to $100 million and
liabilities at $1 million to $10 million.

On Sept. 16, 2016, the TCR reported that the Debtors hired Tripp
Scott, P.A. as legal counsel.  The Debtors also employed Longevity
Asset Advisors, LLC as consultant and sales agent; GlassRatner
Advisory & Capital Group, LLC, as their financial advisors and
accountants; and Erwin Legal PLC, as special counsel.

Mosaic Management Group, Inc. proposes to hire Ricoh USA, Inc. as
its electronic data consultant.

Guy G. Gebhardt, Acting U.S. Trustee for Region 21, on Aug. 23,
2016, appointed creditors of Mosaic Alternative Settlements, Inc.,
to serve on the official committee of unsecured creditors.  The
MASI committee hired Furr and Cohen, P.A. as its legal counsel, and
hire Genovese, Joblove & Battista, P.A., as special counsel.

The Acting U.S. Trustee for Region 21 on Dec. 8, 2016, appointed
creditors of Mosaic Alternative Assets, Ltd., to serve on the
official committee of investor creditors. The Committee of Investor
Creditors retains Bast Amron LLP as counsel.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of Mosaic Management Group Inc.
and Paladin Settlements, Inc. as of Dec. 23, according to the case
docket.


MOTORS LIQUIDATION: Unsecured Creditors' Trust May Use Almost $10M
------------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that the Hon.
Martin Glenn of the U.S. Bankruptcy Court for the Southern District
of New York authorized on Feb. 21 the general unsecured creditors'
trust of General Motors to use almost $10 million of distributable
cash to satisfy administrative and reporting costs estimated for
the 2017 calendar year, and extended the life of the trust through
the first quarter of 2018.

                   About Motors Liquidation

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

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

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

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


NAVIDEA BIOPHARMACEUTICALS: Agrees to $59-Mil. Settlement with CRG
------------------------------------------------------------------
As previously reported, on Feb. 9, 2017, The District Court of
Harris County, Texas entered an interlocutory Order declaring that
Navidea Biopharmaceuticals, Inc. and its subsidiary, Macrophage
Therapeutics, Inc., committed one or more events of default under
their Term Loan Agreement, dated as of May 8, 2015, with Capital
Royalty Partners II L.P., as Secured Party and as Control Agent,
Capital Royalty Partners II -- Parallel Fund "A" L.P., as Secured
Party, and Parallel Investment Opportunities Partners II L.P., as
Secured Party, as of May 8, 2015, and granted CRG the right to
exercise its remedies provided in Section 11.01 of the Loan
Agreement and 4.05 of the related Security Agreement, dated as of
May 8, 2015, by and among the Company, Macrophage, as guarantor,
CRG and the control agent.

By letter dated Feb. 21, 2017, CRG notified the Company that, in
further exercise of its remedies under the Loan Documents,
including without limitation pursuant to Sections 4.01 through 4.13
and Section 5.04 of the Security Agreement and Sections 11.02 and
12.03 of the Loan Agreement, CRG Servicing LLC, CRG's
representative, will sell (or lease or license, as applicable), at
a public sale, (A) the stock of Macrophage owned by the Company and
pledged to CRG pursuant to the Loan Documents and (B) the U.S.
Collateral related to Lymphoseek as set forth in the Security
Agreement, on March 13, 2017.

CRG claims that, as of Jan. 31, 2017, the outstanding obligations
due under the Loan Documents, including outstanding principal,
interest, fees, and expenses, aggregates $63,198,774.  CRG claims
that interest, fees and expenses will continue to accrue and CRG
reserves the right to adjust or supplement the Asserted Payoff
Amount prior to the date of the public sale.  The Asserted Payoff
Amount was also calculated by CRG to include costs incurred by CRG
through Jan. 31, 2017, in respect of indemnity obligations of the
Company under Sections 12.03(a)(ii) and 12.03(b) of the Loan
Agreement, which CRG claims are secured obligations under the
Security Agreement.  CRG claims that, unless and until all
Indemnity Obligations (inclusive of costs incurred by CRG
subsequent to Jan. 31, 2017) are indefeasibly paid in full, in
cash, as contemplated by the Security Agreement, such Indemnity
Obligations will continue to be secured by the liens created by and
perfected in accordance with the Security Agreement in all
collateral not sold in the public sale, including any cash proceeds
of the public sale in excess of the Asserted Payoff Amount, which
cash proceeds will be deposited into an escrow account and will be
subject to CRG's continuing lien.  CRG also noted that payment of
the Asserted Payoff Amount (as such amount may be adjusted or
supplemented immediately prior to the public sale) will not result
in the indefeasible payment in full of the Secured Obligations
unless payment of the Asserted Payoff Amount, as adjusted or
supplemented, is concurrently accompanied by a general release by
the Company, Macrophage, as guarantor, and the successful bidders
of all present and future claims and counterclaims against CRG.
CRG has scheduled the non-judicial public foreclosure sale for
March 13, 2017, after the intended sale by the Company of certain
of its assets to Cardinal Health 414, LLC, currently anticipated to
close on March 3, 2017.

On Feb. 22, 2017, the Company, CRG, and Cardinal Health 414 read
into the record a settlement in the interpleader action pending in
Ohio.  Pursuant to the settlement, the parties agreed that CRG will
be paid $59 million in payment of amounts owing to it pursuant to
the Loan Documents as follows: (i) $56 million will be paid by the
Company out of the cash proceeds of the Transaction, and (ii)
Cardinal Health 414 will prepay $3 million in guaranteed earnout
payments that would have otherwise been payable in the third year
after closing of the Transaction.  Such prepayment by Cardinal
Health 414 does not affect its indemnification rights (and Cardinal
Health 414 has the right to setoff its indemnification claims
against all future earnout payments) under the Asset Purchase
Agreement between the Company and Cardinal Health 414.  Upon
payment of the Settlement Amount, CRG will release all of its liens
under the Loan Documents, which will be terminated and of no
further force or effect, and the parties will mutually release each
other; provided, however, that the Company and CRG will continue
the pending proceedings in Texas after closing of the Transaction
to fully and finally determine the actual amount owed by the
Company to CRG under the Loan Documents. The Company and CRG
further agreed that the Final Payoff Amount would be no less than
$47 million (the "Low Payoff Amount") and no more than $66 million
(the "High Payoff Amount").  In addition, concurrently with the
payment of the Settlement Amount and closing of the Transaction,
(i) Cardinal Health 414 will post a $7 million letter of credit in
favor of CRG (at the Company's cost and expense to be deducted from
the closing proceeds due to the Company, and subject to Cardinal
Health 414's indemnification rights under the Asset Purchase
Agreement) as security for the amount by which the High Payoff
Amount exceeds the Settlement Amount in the event the Company is
unable to pay all or a portion of such amount, and (ii) CRG will
post a $12 million letter of credit in favor of the Company as
security for the amount by which the Settlement Amount exceeds the
Low Payoff Amount.  If, on the one hand, it is finally determined
by the Texas Court that the amount the Company owes to CRG under
the Loan Documents exceeds the Settlement Amount, the Company will
pay such excess amount, plus the costs incurred by CRG in obtaining
CRG's letter of credit, to CRG and if, on the other hand, it is
finally determined by the Texas Court that the amount the Company
owes to CRG under the Loan Documents is less than the Settlement
Amount, CRG will pay such difference to the Company and reimburse
Cardinal Health 414 for the costs incurred by Cardinal Health 414
in obtaining its letter of credit.  Any payments owing to CRG
arising from a final determination that the Final Payoff Amount is
in excess of $59 million shall first be paid by the Company without
resort to the letter of credit posted by Cardinal Health 414, and
such letter of credit shall only be a secondary resource in the
event of failure of the Company to make payment to CRG.  The
Company will indemnify Cardinal Health 414 for any costs it incurs
in payment to CRG under the settlement, and the Company and
Cardinal Health 414 further agree that Cardinal Health 414 can
pursue all possible remedies, including offset against earnout
payments (guaranteed or otherwise) under the Asset Purchase
Agreement, warrant exercise, or any other payments owed by any
Cardinal Health 414, or any of its affiliates, to the Company, or
any of its affiliates, if Cardinal Health 414 incurs any cost
associated with payment to CRG under the settlement .

The Company and CRG also agreed that the $2 million currently being
held in escrow pursuant to court order in the Ohio case and the $3
million currently being held in escrow pursuant to court order in
the Texas case will be released to the Company at closing of the
Transaction.  As a condition to the settlement, the Transaction
must close on or before March 10, 2017.

There can be no assurance that the Transaction will close on or
before March 10, 2017, or at all.  The closing is still subject to
satisfaction of numerous conditions, including receipt of
stockholder approval.  If the Company is unable to close the
Transaction by March 10, 2017, it will be subject to the
foreclosure proceedings set forth in the Letter.

                           About Navidea

Navidea Biopharmaceuticals, Inc. is a biopharmaceutical company
focused on the development and commercialization of precision
immunodiagnostic agents and immunotherapeutics.  Navidea is
developing multiple precision-targeted products based on our
Manocept platform to help identify the sites and pathways of
undetected disease and enable better diagnostic accuracy, clinical
decision-making, targeted treatment and, ultimately, patient care.

Navidea reported a net loss of $27.56 million in 2015, a net loss
of $35.72 million in 2014 and a net loss of $42.69 million in
2013.  As of Sept. 30, 2016, Navidea had $11.18 million in total
assets, $74.96 million in total liabilities and a total
stockholders' deficit of $63.77 million.


NEIMAN MARCUS: Bank Debt Trades at 21% Off
------------------------------------------
Participations in a syndicated loan under Neiman Marcus Group Inc
is a borrower traded in the secondary market at 78.77
cents-on-the-dollar during the week ended Friday, February 24,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.25 percentage points from
the previous week.  Neiman Marcus pays 300 basis points above LIBOR
to borrow under the $2.9 billion facility. The bank loan matures on
Oct. 16, 2020 and carries Moody's B2 rating and Standard & Poor's
CCC+ rating.  The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended February 24.


NORTH LAS VEGAS, NV: Fitch Affirms B+ Rating on $400MM LTGO Bonds
-----------------------------------------------------------------
Fitch Ratings has affirmed the following North Las Vegas, NV (the
city) ratings at 'B+':

-- $128.2 million limited tax general obligation (LTGO) bonds
   (additionally secured by consolidated tax pledged revenues);

-- $272 million LTGO water and wastewater improvement bonds
   (additionally secured by water and wastewater system pledged
   revenues);

-- Long-Term Issuer Default Rating (IDR).

The Rating Outlook is Stable.

SECURITY

The bonds are backed by the full faith and credit of the city,
subject to Nevada's constitutional and statutory limitations on the
aggregate amount of ad valorem property taxes. As noted above, the
bonds are additionally backed either by an irrevocable pledge of
and lien on certain consolidated tax revenues (15% of these
revenues) or by water/wastewater system net revenues.

KEY RATING DRIVERS

The 'B+' rating is based on the city's very weak revenue framework,
lack of spending flexibility, and severely limited gap-closing
ability relative to historical general fund volatility.

Economic Resource Base

North Las Vegas encompasses 100 square miles in Clark County with a
population of approximately 235,000. The city is less than 50%
built out with a large quantity of undeveloped land. Its population
nearly doubled since 2000, but growth slowed with the 2008-2010
housing and economic downturn. The city and region's economy were
among the hardest hit in the U.S. by the collapse of the housing
market, with a combined loss of 56% of taxable assessed valuation
(TAV). While TAV has rebounded to some extent, Fitch is concerned
that long-term economic growth will remain weak. The regional
economy is dominated by tourism and gaming, both of which
experienced significant revenue and employment declines but are
stabilizing.

Revenue Framework: 'bb' factor assessment
The city's revenue trend has been negative and its ability to
increase revenues is extremely limited.

Expenditure Framework: 'bb' factor assessment
The pace of spending is expected to be above that of revenue growth
and the city's ability to cut spending is very restricted.

Long-Term Liability Burden: 'aa' factor assessment
The long-term liability burden is moderate as a percentage of total
personal income.

Operating Performance: 'bb' factor assessment
The city's gap-closing ability is very limited given its restricted
budget flexibility. Budget management is poor due to a chronic
structural imbalance and unsustainable staffing levels.

RATING SENSITIVITIES
TRANSFER REDUCTION: Positive rating action could result if the city
is able to gain legislative approval of an extension to the
deadline for elimination of large utility transfers to support
operations (currently fiscal 2021).

LIMITED FINANCIAL RESILIENCE: Fitch believes the city is vulnerable
to severe financial stress in an economic downturn given its low
level of financial flexibility.

CREDIT PROFILE

The city's tax base has rebounded a significant 52% since bottoming
out during the great recession but remains about two-thirds of the
2009 peak. Despite recent increases, home prices are still more
than 30% below their 2006 peak.

The city and regional economies are concentrated in gaming; most
major employers and taxpayers are hotel/casinos. Employment in the
city experienced a steep decline in 2010 but has since more than
recovered the jobs lost. The city's unemployment rate has
historically tracked above the county, state, and nation. Median
household income is slightly above the state and slightly below the
nation, but per capita income is 77% that of the state and 67% that
of the nation.

Several large developments have remained in the planning stages for
years including Park Highlands, a planned community with a
population of about 36,000 at build-out. The city's development
focus is reportedly on its Apex Industrial Park located on I-15 and
the Northern Beltway commercial area located at the intersection of
I-15 and the Clark County 215 Beltway. The state provided tax
incentives to tenants including Hyperloop One and Faraday Future,
which has recently scaled back the size of its planned electric car
production plant. The city is working to extend utilities to Apex
and sewer and transportation infrastructure to the Northern
Beltway. Management expects both projects to generate considerable
tax base growth in future years.

Revenue Framework
The city's largest source of revenues are consolidated taxes
(C-tax), which account for more than 40% of general fund revenues.
C-taxes are primarily sales taxes which are collected at the state
level and distributed to localities based upon a formula that takes
into account a base allocation, population, and assessed (AV)
value. A decline in property taxes to 7% of general fund revenues
from 23% in fiscal 2008 reflects declines in AV and property tax
abatement as well as an accounting change that moved public safety
tax overrides out of the general fund. A statutory provision signed
into law in 2005 provides a partial abatement of property taxes by
applying a cap on the tax bill. The intent was to provide tax
relief when property values were accelerating at a swift pace prior
to the downturn. There is some discussion in the state legislature
about modifying the caps to allow municipalities to recapture some
of the abated AV, but no action has been taken.

The general fund revenue 10-year compound average growth rate
ending fiscal 2015 was -1.6%. Revenues have increased the past
three years, but fiscal 2016 revenues remained approximately 32%
below those for fiscal 2008 also reflecting in part the accounting
change previously mentioned.

The city's ability to raise revenue is extremely limited. State law
caps combined property taxes rates at $3.64 per $100 of AV, and tax
bills cannot exceed 3% for residential properties and 8% for
commercial. Although the city has a modest amount of room under the
tax cap, raising the rate to the maximum allowed under state law
would generate only about $1 million in revenues given abatement
provisions.

Expenditure Framework
Public safety makes up more than two-thirds of general fund
expenditures. Given the severity of spending cuts made during and
after the great recession, the city has virtually no ability to
make additional cuts of any magnitude.

The pace of spending is well above that of revenues, particularly
given the required elimination of the $23 million utility transfer,
equal to about 17% of revenues and transfers, over the next few
years.

The current employee count stands at less than one-half of its peak
prior to the recession, and management reports that the city's
current staffing level is insufficient to provide adequate services
over the long term. Fiscal 2016 spending was 36% lower than the
fiscal 2009 peak. Carrying costs including debt, pension and
retiree healthcare contributions made up a moderate 18.5% of fiscal
2016 governmental spending.

The city's history of contentious labor relations includes attempts
to suspend labor contracts via a declaration of state of emergency
under Nevada Revised Statue (NRS) 288.15 after failing to obtain
labor concessions during severe economic distress in 2013 and 2014.
Following the governor's intervention in negotiations and a January
2014 judgment against the city regarding the use of the emergency
declaration to suspend labor contracts, the city reached
settlements with labor unions in spring 2014.

The city was able to pass the fiscal 2015 and 2016 budgets due to
temporary budgetary relief resulting from the union's agreement to
defer drawing on compensated absences in fiscal 2015, as well as
delayed hiring and departmental budget cuts. Currently, the city
has two-year contracts with its bargaining units, all of which
expire at fiscal 2018 year-end except the firefighter agreement
which expires at fiscal 2017 year-end. These contracts include
various merit and other pay increases which have added $5 million
in recurring expenses to the budget. The city has primarily offset
these costs with outsourcing of various functions including
detention, human resources and crossing guards.

Long-Term Liability Burden
The city's long-term liabilities are moderate, with total debt and
pensions equal to 12.3% of total personal income. Amortization is
very slow with just 35% of principal retired within 10 years.

The city participates in Public Employees' Retirement System of
Nevada (PERS), which has an estimated ratio of assets to
liabilities of 67.7% using a Fitch-adjusted 7% discount rate. The
city makes its annual required statutorily determined pension
contributions. The city's liability related to other
post-employment benefits (OPEBs) is approximately $33 million,
equal to about 0.4% of personal income.

Operating Performance
The city's financial resilience is poor, given very high historical
revenue volatility, which is likely somewhat overstated due to
accounting changes, and minimal budget flexibility. As such, it is
likely to experience fiscal distress in a moderate economic
downturn.

The city has not addressed its considerable budgetary structural
imbalance and has deferred capital spending in a number of areas,
including vehicle replacement. Management has not developed a plan
to pare down the general fund's significant dependence on utility
transfers as required by state law by fiscal 2021. The city is
hopeful that a change in law to allow a more gradual decline in the
transfer over 30 years, combined with future revenue growth the
city anticipates from the development of the Apex Industrial Park
and Northern Beltway commercial area, will eventually result in
structural balance. However, no legislative action has been taken
to date.


NOVITEX ACQUISITION: S&P Puts 'B' CCR on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings placed its 'B' corporate credit rating on
Stamford, Conn.-based Novitex Acquisition LLC on CreditWatch with
positive implications.

S&P is affirming the 'B' issue-level rating on the company's
existing first-lien credit debt.  The recovery rating is unchanged
at '3', indicating S&P's expectation for meaningful (50%-70%;
rounded estimate 50%) recovery in the event of a payment default.
S&P is also affirming the 'CCC+' rating on the company's
second-lien debt.  The recovery rating is '6', indicating S&P's
expectation for negligible (0%-10%; rounded estimate 0%) recovery
in the event of a payment default.

The CreditWatch placement follows the announcement of a proposed
merger of SourceHOV and Quinpario with Novitex.  The transaction
will be funded through a combination of new debt financing, cash
from Quinpario, rollover equity from the existing sponsors, and
balance-sheet cash at both companies.

"We expect that Novitex's existing debt will be repaid when the
transaction closes due to a change-of-control provision in the
credit agreement in the event the company is acquired," said S&P
Global Ratings credit analyst Geoffrey Wilson.  "As a result, we
are not placing our issue-level ratings on the company's debt on
CreditWatch," Mr. Wilson added.


OCH-ZIFF CAPITAL: Fitch Lowers Long-term IDRs to BB-
----------------------------------------------------
Fitch Ratings has downgraded the Long-term Issuer Default Ratings
(IDRs) of Och-Ziff Capital Management Group LLC and its related
entities to 'BB-' from 'BB+' following the company's release of
fourth quarter 2016 (4Q16) earnings and 2017 guidance. The ratings
remain on Rating Watch Negative (RWN).

KEY RATING DRIVERS

IDR AND SENIOR UNSECURED DEBT
The downgrades reflect OZM's significantly lower management fee
earnings generation capacity and the resultant impacts on cash flow
leverage and interest coverage ratios. Specifically, based on OZM's
updated public guidance with respect to base salaries, bonus
expense and non-compensation expenses for 2017, leverage is
expected to be in excess of 5x and interest coverage is expected to
remain near or below 3x, absent a material change in assets under
management (AUM) and/or fee rates.

The maintenance of the RWN continues to reflect the heightened
probability of potential further negative rating action in the near
term if AUM outflows accelerate or financial metrics materially
weaken relative to current expectations. Fitch believes OZM's asset
flows or fees could potentially be pressured by broader performance
challenges facing the hedge fund industry, further investor
reaction to OZM's $400 million Foreign Corrupt Practices Act (FCPA)
settlement in September 2016, or some combination of the two
dynamics.

In its analysis of OZM, Fitch primarily relies on the company's
non-GAAP reporting of economic income. Fitch takes a corporate
approach, in which the focus is on debt service coverage and cash
flow leverage rather than a balance sheet analysis. Fitch uses
fee-related earnings before interest, taxes, depreciation and
amortization (FEBITDA) as a proxy for cash flow in its review of
OZM's debt service, which consists of management fees, less
compensation expenses (including salary and bonuses equal to
approximately 25% of management fees), excluding incentive income,
less operating expenses, plus depreciation and amortization.

In its most recent earnings release, OZM noted that in 2017, base
salaries and benefits are expected to range between $100 million
and $105 million, bonus expense is expected to range between $18
million and $20 million per quarter (subject to a true-up in the
fourth quarter depending on the magnitude of incentive income
generation), and non-compensation expenses, including interest
expense, are expected to range between $140 million and $155
million.

Based on these expense expectations, the Fitch-calculated FEBITDA
margin is expected to be between 13.5% and 21.5% in 2017, generally
in line with Fitch's 'bb' category quantitative earnings benchmark
of 10% to 20%. Pro forma margins are down from reported margins of
21.8% in 2016 and OZM's longer-term historical range of 35%-45%.

OZM's pro forma debt/FEBITDA, taking into account the 2017 expense
guidance and the announced 1Q17 repayment of the revolver, is
expected to range from 6.0x to 9.6x, consistent with Fitch's 'b'
category quantitative leverage benchmark of greater than 5x. Pro
forma leverage is up from 5.2x in 2016 and OZM's longer-term
historical range of 1.5x to 2.5x.

OZM's pro forma FEBITDA/interest expense, taking into account the
2017 expense guidance and the announced 1Q17 repayment of the
revolver, is expected to range from 2.4x to 3.9x, which straddles
Fitch's 'bb' and 'b' category quantitative coverage benchmarks of
3x-6x and less than 3x, respectively. Pro forma FEBITDA/interest
expense is down from 4.6x at year-end 2016 and OZM's longer-term
historical range of 9x to 30x.

Ratings remain supported by the company's long-term performance
track record, particularly in its core multi-strategy hedge fund
business; adequate leverage, interest coverage and core
profitability relative to ratings; and a seasoned management team.

Fitch also continues to view the $400 million partner capital
contribution in the form of preferred securities and the expected
paydown of the revolving credit facility as important mitigants.
Per Fitch's 'Criteria for Rating Non-Financial Corporates', dated
Sept. 27, 2016, the partner capital contribution is treated as a
shareholder loan. This reflects the strong alignment of interests
between the preferred unitholders and common shareholders given
significant cross-ownership and the limited likelihood that
preferred unitholders would exercise the available contractual
rights and remedies to the detriment of common shareholders or the
institution more broadly. As such, Fitch does not treat the
preferred securities as debt obligations of OZM.

Key rating constraints beyond those articulated in the context of
the rating downgrade and RWN include the elevated level of market
risk due to the meaningful amount of net asset value (NAV)-based
management fees; key man risk associated with the firm's founder
and CEO, Daniel Och; and less diversified, albeit improving AUM
relative to higher-rated alternative investment manager peers.
Fitch also notes that reduced investor appetite for hedge funds as
an asset class, combined with challenged performance relative to
benchmarks, has pressured fund flows and fees for the hedge fund
industry as a whole.

OZM is a publicly traded holding company, and its primary assets
are ownership interests in the operating group entities (OZ
Management LP, OZ Advisors LP and OZ Advisors II LP), which earn
management and incentive fees and are indirectly held through two
intermediate holding companies. OZM conducts substantially all of
its business through the operating group entities.

Och-Ziff Finance Co. LLC serves as the debt-issuing entity for
OZM's unsecured debt issuance, and benefits from joint and several
guarantees from the management and incentive fee-generating
operating group entities. Fitch's analysis of the unsecured debt
relies on the joint and several guarantees provided by the
operating group entities.

The IDRs assigned to OZ Management LP, OZ Advisors LP, and OZ
Advisors II LP are equalized with the ratings assigned to OZM,
reflecting the joint and several guarantees among the entities.

The senior unsecured debt is equalized with OZM's IDR reflecting
the expectation of average recovery prospects for the instrument.

RATING SENSITIVITIES

IDR AND SENIOR UNSECURED DEBT
Ratings could be downgraded if the residual effects of the
settlement and/or investment underperformance result in material
AUM outflows over the next three to six months. More specifically,
outflows, fee pressure and/or the inability to meaningfully reduce
expenses which translate into sustained leverage above 5x, interest
coverage below 3x or materially reduced liquidity resources could
contribute to negative rating action. Ratings may also be
downgraded if fundraising capability is materially impaired or
Fitch believes the franchise has experienced permanent reputational
damage. OZM's ratings also continue to remain sensitive to a key
man event with respect to Daniel Och.

Fitch could remove the ratings from RWN and assign a Negative
Outlook if the financial impacts, AUM outflows, fundraising
capabilities, and/or franchise damage are deemed to be manageable
in the context of OZM's financial profile. A stabilization of OZM's
investment performance would also contribute to a removal from RWN
and assignment of a Negative Outlook.

Thereafter, a revision of the Outlook to Stable would be
conditioned upon maintenance of investment performance and fee
generation along with a stabilizing expense base. Positive ratings
momentum is viewed as unlikely over the outlook horizon, but
thereafter, could be driven by sustained leverage and interest
coverage levels on a sustained basis to below 5x and above 3x,
respectively.
The senior unsecured debt rating is equalized with OZM's IDR and,
therefore, would be expected to move in tandem with any changes to
OZM's IDR. Were OZM to incur material secured debt, this could
result in the unsecured debt being rated below OZM's IDR.

Ratings are also sensitive to a change in the ownership of the
preferred securities or a material reduction in common stock
ownership by the preferred unitholders, either of which would
eliminate the current alignment of interests between the investor
classes. Under such a scenario, Fitch would treat the full notional
amount of the preferred securities as debt, reflecting the
cumulative nature of the instrument's dividends and change of
control provisions, with interest rate step-ups and mandatory
redemption terms. Such treatment, which would be consistent with
Fitch's 'Treatment and Notching of Hybrids in Non-Financial
Corporate and REIT Credit Analysis' dated February 2016, would
likely have a material adverse impact on OZM's leverage and
ratings.

Fitch has downgraded the following ratings:

Och-Ziff Capital Management Group LLC
OZ Management LP
OZ Advisors LP
OZ Advisors II LP
-- Long-Term IDRs to 'BB-' from 'BB+'.

Och-Ziff Finance Co. LLC
-- Long-Term IDR to 'BB-' from 'BB+';
-- $400 million senior unsecured debt to 'BB-' from 'BB+'.

The ratings remain on Negative Watch.


ONCOLOGY INSTITUTE: Taps Luis Cruz Lopez as Accountant
------------------------------------------------------
Oncology Institute of Puerto Rico P.S.C. seeks approval from the
U.S. Bankruptcy Court in Puerto Rico to hire an accountant.

The Debtor proposes to hire Luis Cruz Lopez, a certified public
accountant, to supervise its accounting affairs, assist in the
preparation of its monthly operating reports and income tax
returns, and prepare financial projections and analysis required
for the formulation of a bankruptcy plan.

Mr. Lopez will charge an hourly rate of $150 and will receive
reimbursement for work-related expenses.  Staff accountants will
charge $75 per hour.

In a court filing, Mr. Lopez disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

Mr. Lopez maintains an office at:

     Luis Cruz Lopez
     172 La Coruna Street
     Ciudad Jardin
     Caguas, Puerto Rico
     Phone: (787) 703-2552
     Phone: (787) 747-0620
     Email: cpalcruz@gmail.com

            About Oncology Institute of Puerto Rico

Oncology Institute of Puerto Rico, P.S.C., a health care business,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. P.R. Case No. 17-00212) on January 18, 2017.  Nilda
Gonzalez-Cordero, Esq., serves as the Debtor's bankruptcy counsel.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.


ORANGE PEEL: Court Extends Plan Filing Deadline Until April 7
-------------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida extended the exclusive periods within which
Orange Peel Enterprises, Inc. has the exclusive right to file a
plan and disclosure statement, and solicit acceptances to a plan,
through April 7, 2017 and June 5, 2017, respectively.

The Troubled Company Reporter had earlier reported that the Debtor
requested the Court to extend the exclusive periods because of the
February 22 auction, which the Debtor considered as a substantial
unresolved contingency that will directly impact the formulation of
a plan.

The Debtor related that by prior Order, the Court extended the plan
deadline to February 6, 2017, as well as the plan solicitation
period to April 6, 2017.  Subsequently, on February 3, the Court
had also entered an interim order granting the Debtor's Sale Motion
and scheduling an auction of substantially all of the Debtor's
assets for February 22, 2017.

                   About Orange Peel Enterprises

Orange Peel Enterprises, Inc., d/b/a GREENS+, based in Vero Beach,
Fla., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case
No. 16-21023) on August 9, 2016.  The petition was signed by Jude
A. Deauville, CEO.  The Hon. Erik P. Kimball presides over the
case.  Bradley S. Shraiberg, Esq., at Shraiberg Ferrara Landau &
Page PA, as bankruptcy counsel.  In its petition, the Debtor
estimated $1 million to $10 million in assets and $100 million to
$500 million in liabilities.

The Office of the U.S. Trustee on Sept. 23, 2016, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Orange Peel Enterprises,
Inc.


OUTER HARBOR: Must Face $13M Damage Claim for Breaching Pact
------------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reports that the
Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for the
District of Delaware ruled on Feb. 21 that Outer Harbor Terminal,
LLC, must face a $13 million-plus bankruptcy court damages claim by
K-Line for breaching a contract at the Port of Oakland,
California.

Law360 relates that Judge Silverstein found that the Debtor might
have publicly telegraphed its intent to cut off services before it
sought Chapter 11, potentially breaking California law governing
damages for anticipatory breaches or repudiation of contracts.

                   About Outer Harbor Terminal

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.

The U.S. Trustee for Region 3 has appointed three creditors to
serve in the Debtor's official committee of unsecured creditors.
Brinkman Portillo Ronk, APC, and Rosner Law Group LLC represent the
Committee.


PACIFIC DRILLING: Reports $43 Million Net Loss for Fourth Quarter
-----------------------------------------------------------------
Pacific Drilling S.A. reported a net loss for fourth-quarter 2016
of $43 million or $2.03 per diluted share, compared to net income
for third-quarter 2016 of $0.2 million or $0.01 per diluted share.
Net loss for fourth-quarter 2015 was $13.6 million or $0.64 per
diluted share.

Net loss for full-year 2016 was $37.2 million or $1.76 per diluted
share, compared to net income for full-year 2015 of $126.2 million
or $5.97 per diluted share.

CEO Chris Beckett said, "Our revenue efficiency and cost management
in Q4 continued to prove the strength of our organization and
dedication of our entire team to preserving the long-term value of
the business.  In 2016 we delivered an EBITDA margin of almost 54%
while ensuring our idle rigs are maintained in ready to drill
status with all maintenance and class surveys up to date."

Mr. Beckett continued, "The market continues to develop as we have
previously forecast, with the first signs of improving demand that
we believe will lead to an eventual dayrate recovery in 2019.  In
the meantime, we continue to focus on maintaining our operating
platform and asset quality, while progressing the discussions with
all our stakeholders to ensure the necessary financial flexibility
to benefit from the anticipated recovery."

               Fourth-Quarter and Full-Year 2016   
             Operational and Financial Commentary

Contract drilling revenue for fourth-quarter 2016 was $178.0
million, which included $29.4 million of deferred revenue
amortization, compared to contract drilling revenue of $182.4
million for third-quarter 2016, which included $12.3 million of
deferred revenue amortization.  On Dec. 9, 2016, the contract with
Chevron was amended to change the contract end date for the Pacific
Santa Ana from April 28, 2017, to Jan. 31, 2017, in exchange for a
fee of $35.2 million.  This fee was recognized ratably over the
remaining term of the amended contract, and accounts for the
majority of the deferred revenue increase from third-quarter 2016
to fourth-quarter 2016.  On Dec. 17, 2016, the Pacific Scirocco
completed all contractual obligations for Total, which resulted in
recognizing revenue at 80% of its operating dayrate of $489,000 for
the remaining contractual days. Revenues for fourth-quarter 2016
also benefited from an overall improved revenue efficiency
performance of 2.2% during the quarter.  These revenue increases
were offset by the completion of the Pacific Bora contract on Sept.
27, 2016.  Contract drilling revenue for the year ended Dec. 31,
2016, was $769.5 million, including $67.1 million of deferred
revenue amortization, as compared to contract drilling revenue of
$1,085.1 million, including $86.3 million of deferred revenue
amortization, for the year ended Dec. 31, 2015.

Operating expenses for fourth-quarter 2016 were $66.5 million as
compared to $68.5 million for third-quarter 2016.  Operating
expenses for fourth-quarter 2016 included $4.1 million in
amortization of deferred costs, $3.4 million in reimbursable
expenses, and $7.2 million in shore-based and other support costs.
Direct rig-related daily operating expenses for our three operating
rigs, excluding reimbursable costs, averaged $128,900 in
fourth-quarter 2016, as compared to $130,600 for third-quarter
2016.  Direct rig-related daily operating expenses for the Pacific
Bora, while on standby, averaged $88,000 in fourth-quarter 2016.
Direct rig-related daily operating expenses for our three idle rigs
averaged $27,800 for fourth-quarter 2016, as compared to $32,800
for third-quarter 2016.  The reduction in operating costs for our
operating and idle rigs is primarily due to continued fleet-wide
cost saving measures.

Operating expenses for full-year 2016 were $290.0 million as
compared to $431.3 million for full-year 2015.  In 2016, operating
expenses included $13.9 million in amortization of deferred costs,
$18.4 million in reimbursable expenses, and $28.8 million in
shore-based and other support costs.  The decrease in operating
expenses was primarily the result of lower utilization of our fleet
and fleet-wide cost saving measures.

General and administrative expenses for fourth-quarter 2016 were
$18.9 million as compared to $15.2 million for third-quarter 2016.
This increase in general and administrative expenses primarily
resulted from legal costs associated with the arbitration
proceeding and patent litigation, and legal and financial advisory
fees related to its on-going debt restructuring efforts rising from
$4.2 million for third-quarter 2016 to $7.1 million for
fourth-quarter 2016.  Such legal and advisory expenses are not
expected to continue beyond the resolution of the underlying
matters.  General and administrative expenses for full-year 2016
were $63.4 million, as compared to $55.5 million for full-year
2015.  Net of the legal costs associated with the arbitration
proceeding and patent litigation, and legal and advisory expenses
related to our on-going debt restructuring efforts ($16.9 million
for the full year 2016 versus $2.4 million for the full year 2015),
our corporate overhead decreased by $6.7 million year-over-year as
a result of our cost saving measures.

EBITDA for fourth-quarter 2016 was $92.9 million, compared to
adjusted EBITDA of $98.1 million in the prior quarter.  Adjusted
EBITDA for full-year 2016 was $413.7 million, compared to adjusted
EBITDA of $595.1 million for full-year 2015.  Adjusted EBITDA
margin for full-year 2016 was 53.8 percent, as compared to adjusted
EBITDA margin of 54.8 percent for full-year 2015.  A reconciliation
of EBITDA and adjusted EBITDA to net income is included in the
accompanying schedules to this release.

Interest expense for fourth-quarter 2016 was $51.5 million, as
compared to $45.9 million for third-quarter 2016, primarily due to
the drawdown of the remaining availability under our 2013 revolving
credit facility. Interest expense for full-year 2016 was $189.0
million, as compared to $156.4 million for full-year 2015,
primarily due to a reduction in capitalized interest on the Pacific
Meltem and the Pacific Zonda.

Income tax expense for fourth-quarter 2016 was $14.5 million, as
compared to $4.3 million for third-quarter 2016, primarily as a
result of the application of quarterly tax accounting required
under U.S. GAAP.  The full year 2016 tax as a percentage of revenue
was in-line with the Company's expectations at 2.9%.

                Liquidity and Capital Expenditures

For full-year 2016, cash flow from operations was $249.1 million.
Cash balances, including $40.2 million in restricted cash, totaled
$626.2 million as of Dec.r 31, 2016, and total outstanding debt was
$3.15 billion.

Subsequent to year-end 2016, the 2013 revolving credit facility and
senior secured credit facility were amended to waive the leverage
ratio covenant and modify the net debt per rig covenant for the
quarters ending March 31, 2017, and June 30, 2017m under both
facilities, and to waive the loan to value covenant on the next
valuation date of June 30, 2017 under the SSCF.  In consideration,
the Company permanently repaid $25 million under the RCF, and
applied $31.7 million of cash collateral already pledged to the
SSCF lenders in August 2016 against the next principal installments
due under this facility in May 2017.  The amendment to the RCF also
restricts the company's ability to grant additional liens, to
refinance certain existing indebtedness, and to change certain
terms of existing debt during the waiver period. Concurrently with
the execution of the amendments, in accordance with our obligation
to maintain the loan to rig value covenant in the SSCF at the
required level as at December 31, 2016, we made a $76 million
prepayment of this facility.  Based on the Company's current
estimates and expectations for dayrates and new contracts in 2017,
it does not currently expect to remain in compliance with the
maximum leverage ratio covenant in the RCF and SSCF as of the end
of the third quarter of 2017 unless those requirements are waived
or amended.

CFO Paul Reese commented, "Given the difficult market
circumstances, we are very pleased to have secured these waivers
and amendments from a supportive bank group.  Although there is
still much work to be done, we believe this should provide us
sufficient time to come to an agreement with all our stakeholders
regarding an appropriate capital structure for the company. We
continue to engage with our bank lenders and noteholders to arrange
a capital structure that will allow for sufficient liquidity and
flexibility to operate our business effectively through this
challenging market."

                        Investor Toolkit

Updated schedules of expected amortization of deferred revenue,
depreciation and interest expense for the Company's existing
financing are available in the "Quarterly and Annual Results"
subsection of the "Investor Relations" section of its website,
www.pacificdrilling.com.

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

                     https://is.gd/WQbyFI

                    About Pacific Drilling

Based in Luxembourg, Pacific Drilling S.A. (NYSE:PACD) is an
international offshore drilling contractor.  The Company's primary
business is to contract its high-specification rigs, related
equipment and work crews, primarily on a day rate basis, to drill
wells for its clients.  The Company's contract drillships operate
in the deepwater regions of the United States, Gulf of Mexico and
Nigeria.

Pacific Drilling reported net income of $126.2 million in 2015,
net income of $188.3 million in 2014 and net income of $25.50
million in 2013.

                         *     *     *

In October 2016, Moody's Investors Service downgraded Pacific
Drilling's Corporate Family Rating to 'Caa3' from 'Caa2' and
Probability of Default Rating (PDR) to 'Caa3-PD' from 'Caa2-PD'.
"PacDrilling's ratings downgrade reflects our extremely negative
view of the offshore drilling sector with no near term signs of
improvement.  Depressed prices for the offshore drillships offers
weak asset coverage for PacDrilling's overall debt.  With no
material signs of improving contract coverage or utilization for
PacDrilling's drillships, cashflow through 2017 will be severely
impacted resulting in an unsustainable capital structure," said
Sreedhar Kona, Moody's senior analyst.

In November 2016, S&P Global Ratings lowered its corporate credit
rating on Pacific Drilling S.A. to 'CCC-' from 'CCC+'.  "The
downgrade reflects our expectation of limited activity in deep-
water offshore drilling due to continued low oil prices, and the
negative impact on Pacific Drilling's expected cash flows to
support high debt levels and upcoming maturities," said S&P Global
Ratings credit analyst Michael Tsai.


PAR TWO INVESTORS: April 5 Plan Confirmation Hearing
----------------------------------------------------
The Hon. Austin E. Carter of the U.S. Bankruptcy Court for the
Middle District of Georgia has conditionally approved Par Two
Investors, Inc.'s disclosure statement filed on Feb. 15, 2017, with
respect to the Chapter 11 plan filed on Feb. 15, 2017.

A hearing to consider the final approval of the Disclosure
Statement and to confirm the Plan will be held on April 5, 2017, at
2:00 p.m. ET.

March 31, 2017, is the last day for filing and serving written
objections to the Disclosure Statement and confirmation of the
Plan.  March 31, 2017, is also the last day for filing written
acceptances or rejections of the Plan.

                     About Par Two Investors

Par Two Investors, Inc., is in the business of property management
relating to numerous parcels of land as well as mobile homes that
it offers for rent in Lee County, Georgia.

Par Two Investors sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ga. Case No. 16-11120) on Sept. 15,
2016.  The petition was signed by George Shane Brinson, officer.
The Debtor is represented by Kenneth W. Revell, Esq. at Zalkin
Revell, PLLC.

At the time of the filing, the Debtor disclosed $1.01 million in
assets and $1.34 million in liabilities.  A significant portion of
Par Two's real and personal property assets are subject to certain
promissory notes and commercial security interests executed by the
Debtor in favor of Synovus Bank, which asserts that the amount owed
to Synovus Bank as of the Petition Date is $1,232,085.


PARAMOUNT RESOURCES: S&P Affirms 'B-' CCR; Outlook Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term corporate credit
rating on Calgary, Alta.-based Paramount Resources Ltd.  The
outlook is stable.

"The rating reflects our opinion of the company's regionally
focused upstream operations, the reduced daily production and
proved developed reserves following the asset sales during 2016,
and its below-average profitability profile," said S&P Global
Ratings credit analyst Wendell Sacramoni.

Paramount's use of sale proceeds to eliminate debt has materially
improved its cash flow and leverage metrics; however, S&P Global
Ratings believes the company's overall financial risk profile
remains vulnerable to unanticipated industry shocks, because its
small scale and reduced near-term cash flow generation provide
little financial cushion to absorb adverse market events.

S&P views Paramount's 2016 year-end proved reserves of 157 billion
cubic feet equivalent (cfe) and average daily production in 2016 of
191 million cfe as relatively small.  In addition, the company's
low proved developed ratio wakens its competitive position due to
the financial and operational risks associated with converting
these reserves to production and cash flow.

S&P assesses Paramount's profitability using unit EBIT, which is
currently below average compared with those of its peers because
its finding, exploration, and development expenses all negatively
affect its unit cost profile.  The sales of midstream assets and
the reduced scale also contributed to the company's unit cost per
barrel deterioration compared with our previous expectations.  S&P
expects some improvements due to the Karr-Gold Creek expansion in
2017 and additional production in the other basins from 2018 on.

Paramount's financial risk profile reflects S&P's estimates of
material improvement on leverage and credit metrics following the
repayment of outstanding debt in December 2016.  However, S&P
believes its credit metrics remain vulnerable to unanticipated
industry shocks due to its reduced scale and lack of benefits from
midstream and downstream assets integration, which supports S&P's
cash-flow volatility adjustment to the company's financial risk
profile.

The stable outlook reflects S&P's view that Paramount will achieve
its production targets over the next 12 months.  With no
balance-sheet debt, full availability under its revolver and cash
on hand, the company has sufficient sources of liquidity to fund
its planned expansion of Karr-Gold creek in 2017, in S&P's
opinion.

S&P could consider a negative rating action during its 12-month
outlook period if Paramount cannot meet its production targets such
that FFO generation is expected to return to and remain negative,
resulting in an unsustainable capital structure.

Existing cash balances should fund S&P's estimated negative free
operating cash flow forecast during the outlook period, thereby
keeping cash flow and leverage metrics at stronger levels than
those of its 'B' category rating peers.  Therefore, a positive
rating action would only occur if the company materially
strengthens its business risk profile.  Specifically, a positive
rating action could occur if Paramount were to achieve meaningfully
higher reserves and production, increases its geographic
diversification, and improve its vertical integration.



PDC ENERGY: Moody's Changes Outlook to Pos. & Affirms B1 CFR
------------------------------------------------------------
Moody's Investors Service revised PDC Energy's rating outlook to
positive from stable. At the same time, Moody's affirmed PDC's B1
Corporate Family Rating (CFR), B1-PD Probability of Default Rating
(PDR), B2 senior unsecured rating, and its SGL-2 The Speculative
Grade Liquidity (SGL) Rating.

"The change in outlook to positive reflects Moody's views that PDC
will continue to demonstrate strong capital efficiency and cash
flow based leverage metrics relative to its peers as it develops
its newly acquired Permian acreage," said Arvinder Saluja, Moody's
Vice President and Senior Analyst. "Should the company successfully
execute on developing its Permian acreage, the more diversified
production and reserve base would be supportive of a higher
rating."

Affirmations:

Issuer: PDC Energy

-- Corporate Family Rating, Affirmed B1

-- Probability of Default Rating, Affirmed B1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Senior Unsecured Conv./Exch. Bond/Debenture, Affirmed B2
(LGD4)

-- Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD4)

Outlook Actions:

Issuer: PDC Energy

-- Outlook, Changed To Positive From Stable

RATINGS RATIONALE

PDC's B1 Corporate Family Rating (CFR) reflects Moody's expectation
that PDC will continue to prudently improve its production and
reserve base scale. Moody's expects PDC to have strong credit
metrics and good liquidity. PDC has few drilling requirements and
low sustaining capital expenditures for its Wattenberg acreage, and
will benefit from good hedging in 2017 and moderate hedging in
2018. The CFR also reflects its moderate finding and development
(F&D) costs, good returns, a large drilling inventory, considerable
flexibility with the size of its capital expenditure program, and
the growth in its liquids production. PDC's rating is constrained
by its primary production concentration in one basin, the
Wattenberg Field of the Rocky Mountain region, as the newly
acquired Permian acreage needs considerable development initially
and the inherent execution risk that entering a new basin entails
for all E&P companies. The rating is further constrained by Moody's
expectations that the company will outspend cash flow through 2018
in order to fund the development of its Permian acreage, although
Moody's expects that the company will fund most of the outspend in
2017 with balance sheet cash. Additionally, PDC has a comparatively
large ratio of proved undeveloped reserves (PUDs) relative to its
total proved developed reserves compared to its peers, historically
around 70% of total reserves, which will require high capital
spending to develop in the future. Even though its expansion into
the liquids-rich window of the Utica Shale could improve
diversification over time and increase liquids production, Moody's
expects PDC to have little Utica drilling activity in 2017 due to
weak NGL prices.

The outlook is positive given Moody's expectation that the company
will continue to maintain strong cash flow based leverage metrics
and capital efficiency metrics as it develops its Permian acreage.
The company's ratings could be upgraded should the company
successfully execute on further diversifying its production by
developing its Delaware Basin acreage in the Permian while
comfortably maintaining RCF to debt around 40% and LFCR above 1.5x.
The company's ratings could be downgraded if RCF to debt falls
below 15%, or should capital productivity decline to the extent
that PDC's leveraged full-cycle ratio falls below 1.0x.

PDC's SGL-2 rating reflects good liquidity. As of 30 September
2016, the company had full availability under its $700 million
secured borrowing base revolving credit facility net of $12 million
letters of credit, and approximately $1.2 billion of cash bolstered
by the equity and debt issuances in the third quarter to prefund
the Delaware acquisition. PDC's commitment level under its revolver
due May 2020 was increased to $700 million from $450 million in
September 2016. Moody's expects that the company ended 2016 with
roughly $200 million in cash after paying for the acquisition with
capital market issuances and equity to seller. Revolver covenants
include a current ratio of at least 1.0x and a Debt / EBITDAX ratio
of no more than 4.0x. Moody's expects the company to maintain
comfortable cushion to the covenants at least through 2017.
Substantially all of PDC's assets are pledged as security under the
credit facility, which limits the extent to which asset sales could
provide a source of additional liquidity, if needed.
The $500 million 7.75% senior unsecured notes due 2022 and the $400
million senior unsecured notes due 2024 are rated B2, one notch
below the CFR, reflecting the effective subordination to the
borrowing base revolving credit facility (unrated) due 2020. The
revolver is secured by a pledge of substantially all assets of the
company and ranks ahead of the senior notes. The $200 million
1.125% convertible notes due 2021 are rated B2, as they rank equal
in right of payment to the 7.75% senior notes. The B1-PD
Probability of Default Rating (PDR) is in line with the Corporate
Family Rating given the bank and bond debt mix and Moody's
expectations for an average recovery in a distressed scenario.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.

PDC Energy (PDC) is an independent North American exploration and
production (E&P) company with average daily production of 57,600
barrels of oil equivalent per day (boe/d) at September 30, 2016 and
total proved and probable reserves of 341 mmboe as of year-end
2016.



PET EXPRESS USA: Seeks to Hire Landrau Rivera as Legal Counsel
--------------------------------------------------------------
Pet Express USA Corp. seeks approval from the U.S. Bankruptcy Court
in Puerto Rico to hire legal counsel in connection with its Chapter
11 case.

The Debtor proposes to hire Landrau Rivera & Assoc. to give legal
advice regarding its duties under the Bankruptcy Code, negotiate
with creditors on the formulation of a bankruptcy plan, and provide
other legal services.

The hourly rates charged by the firm are:

     Noemi Landrau Rivera          $200
     Josue Landrau Rivera          $175  
     Legal/Financial Assistants     $75

Noemi Landrau Rivera, Esq., disclosed in a court filing that all
members of the firm are "disinterested persons" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Noemi Landrau Rivera, Esq.
     Landrau Rivera & Assoc.
     P.O. Box 270219
     San Juan, PR 00928
     Tel: (787) 774-0224
     Fax: (787) 793-1004
     Email: nlandrau@landraulaw.com

                   About Pet Express USA Corp.

Pet Express USA Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. P.R. Case No. 17-00914) on February 13,
2017.  The case is assigned to Judge Edward A. Godoy. At the time
of the filing, the Debtor estimated assets and liabilities of less
than $50,000.


POST EAST: Allowed to Use Connect REO Cash Collateral Thru April 30
-------------------------------------------------------------------
Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District
of Connecticut authorized Post East, LLC to use cash collateral in
which Connect REO, LLC, asserts secured interests for the period
from March 1, 2017, through April 30, 2017.

The Debtor was authorized to use rentals or other funds that may
constitute cash collateral up to the total amount of expenses
projected to be $11,258 for February and $11,258 for March in
accordance with the Budget. The Budget includes two monthly
adequate protection payments of $6,500 each payable to Connect REO,
LLC.

Connect REO, LLC was granted secured interests in all post-petition
rents and leases as the same may be generated, which will be
subordinate to all Chapter 11 quarterly fees.

A continued hearing on use of cash collateral will be held on April
26, 2017 at 11:00 a.m.

A full-text copy of the Fifth Order, dated February 21, 2017, is
available at https://is.gd/pTLFCb


                       About Post East LLC

Post East, LLC, owns real estate at 740-748 Post Road East,
Westport, Connecticut.  The property is a commercial real estate
which presently has seven leased spaces.  The secured creditor is
Connect REO, LLC, which is owed $1,043,000.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Conn. Case No. 16-50848) on June 27, 2016.  The petition was signed
by Michael F. Calise, member.  The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the
filing.
  
The Debtor is represented by Carl T. Gulliver, Esq., at Coan
Lewendon Gulliver & Miltenberger LLC.  The Debtor employed Richard
J. Chappo of Chappo LLC as mortgage broker.


QUIKSILVER INC: Court Okays Settlement With 26 Former Workers
-------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware entered an order authorizing and approving
Quiksilver Inc., et al.'s settlement agreement and mutual release
with respect to certain former employees.

A copy of the court order and the settlement is available at:

     http://bankrupt.com/misc/deb15-11880-1089.pdf

Jeff Montgomery, writing for Bankruptcy Law360, reports that the
settlement was reached with 26 former employees in a more than $7
million severance pay dispute.  The report says that under the
deal, a $20,000 administrative claim payment and $112,275 in
allowed priority claims -- to be divided among the former workers
-- will be released.

                      About Quiksilver Inc.

Quiksilver, Inc. -- http://www.quiksilver.com,http://www.roxy.com

and http://www.dcshoes.com-- is an outdoor sports lifestyle  
companies, that designs, produces and distributes branded apparel,
footwear and accessories.  The Company's apparel and footwear
brands, inspired by a passion for outdoor action sports, represent
a casual lifestyle for young-minded people who connect with its
boardriding culture and heritage.  The Company's Quiksilver, Roxy,
and DC brands have authentic roots and heritage in surf, snow and
skate.  The Company's products are sold in more than 100 countries
in a wide range of distribution, including surf shops, skate shops,
snow shops, its proprietary Boardriders shops and other
Company-owned retail stores, other specialty stores, select
department stores and through various e-commerce channels.

Quiksilver, Inc., and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del., Case Nos. 15-11880 to 15-11890) on Sept.
9, 2015.  Andrew Bruenjes signed the petition as chief financial
officer.  The Debtors disclosed total assets of $337 million and
total debts of $826 million.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as the Debtors'
legal advisor, FTI Consulting, Inc., as their restructuring
advisor, and Peter J. Solomon Company as their investment banker.
Kurtzman Carson Consultants LLC acts as the Debtors' claims and
noticing agent.

The U.S. trustee overseeing the Chapter 11 cases of Quiksilver Inc.
and its affiliates appointed seven members to the official
committee of unsecured creditors.  The Committee tapped Akin Gump
Strauss Hauer & Feld LLP, and Pepper Hamilton LLP as its co-counsel
as co-counsel; Province Inc. as its financial advisor and PJT
Partners Inc. as investment banker.

                           *     *    *

The Court filed a pre-arranged Chapter 11 restructuring plan backed
by Oaktree Capital Management, a holder of 73% of the Company's
U.S. Secured Notes.  The Plan was confirmed Jan. 29, 2016, and the
Plan was declared effective Feb. 11, 2016.

Under the Plan, Quiksilver will issue new common stock to be
distributed as follows: (a) first, 19% to holders of allowed
secured notes claims; (b) second, up to 77% to rights offering
participants; and (c) third, 4% to the backstop parties.


RADIO SYSTEMS: Moody's Affirms B2 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed Radio Systems Corporation's
Corporate Family Rating of B2, Probability of Default Rating of
B2-PD and senior secured notes rating of B3. The outlook is stable.
The affirmation reflects Moody's view that despite strong credit
protection metrics relative to peers in the B2 category, the rating
is constrained by uncertainty regarding the company's future
capital structure. With the ABL expiring in November 2018 and the
notes due in November 2019 and redeemable after November 1, 2017
with a modest call premium, clarity on the company's debt levels
under a potential new debt structure is an important ratings driver
given the company's acquisitive strategy. In addition, Moody's
expects the company to remain acquisitive, which could increase
leverage and/or weaken liquidity by reducing revolver
availability.

Moody's affirmed the following ratings of Radio Systems
Corporation:

Corporate Family Rating, at B2

Probability of Default Rating, at B2-PD

$250 million senior secured notes due 2019, at B3 (LGD4)

Stable outlook

RATINGS RATIONALE

Radio Systems' Corporate Family Rating is well positioned in the B2
rating category as a result of its solid credit metrics, with
debt/EBITDA in the mid-3 times and EBIT/interest expense in the
low-2 times as of Q4 2016 (Moody's-adjusted, based on preliminary
year-end results). The rating is also supported by the relative
stability of the pet industry, Radio Systems' good market position,
strong operating margins, and geographic and channel
diversification. Nevertheless, the rating is constrained by
uncertainty regarding the company's future capital structure, as
well as by financial policies that prioritize free cash flow
towards dividend payments and bolt-on acquisitions that can
increase leverage and temporarily weaken liquidity. The rating is
also limited by the company's small scale, customer concentration
and narrow product focus.

The stable outlook reflects Moody's expectation for low- to
mid-single digit revenue and earnings growth and good liquidity.

The ratings could be upgraded if the company refinances its debt
such that leverage remains below 4 times and EBIT/interest expense
above 2.25 times. An upgrade would also require a good liquidity
profile, including expectations of good revolver availability at
all times.

The ratings could be downgraded if debt/EBITDA is sustained above
5.5 times or if EBIT/interest expenses falls below 1.25 times.
Erosion in the company's liquidity or aggressive financial policies
including material debt-financed acquisitions could also pressure
the ratings.

The principal methodology used in these ratings was "Consumer
Durables Industry" published in September 2014.

Based in Knoxville, Tennessee, Radio Systems Corporation ("Radio
Systems") designs and markets pet supplies, including electronic
fences, pet training collars, pet doors and feeding and water
systems. The company's products are sold through pet superstores,
distributors, the Internet and other channels. Revenues for the
full-year ending December 31, 2016 based on preliminary results,
were roughly $329 million. Randy Boyd, founder and Chairman, owns
98% of the company's common equity, with the balance held by
management, employees and others. TSG Consumer Partners hold a $231
million preferred equity position in the company and warrants for a
third of the company's equity on a fully diluted basis.



RADIOLOGY SUPPORT: Seeks Court Permission to Use Cash Collateral
----------------------------------------------------------------
Radiology Support Devices, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Central District of California to use cash
collateral.

The Debtor needs to use cash on hand and the revenue received from
the Debtor's continuing business operations to pay only the
necessary and critical business expenses associated with its day to
day, ordinary course business operations, as outlined in the
Budget, needed to maintain the going-concern value of the business
to the benefit of all creditors.

The proposed Budget provides total cash disbursements of
approximately $147,447 covering the periods from February 22, 2017
through April 7, 2017 .

The Debtor believes that these creditors assert an interest in the
cash collateral:

      (a) Citibank N.A. is owed an unpaid principal balance of
approximately $90,061, secured by a
perfected blanket lien on all or substantially all the Debtor's
assets;

      (b) Wells Fargo Bank, N.A. is owed an unpaid principal
balance of approximately $323,636, secured by a blanket lien on all
or substantially all the Debtor's assets;

      (c) Clay Lorinksy has loaned the Debtor funds for the
specific purpose of purchasing inventory and raw materials and as
of the Petition Date, the amounts due under the loan is $50,000,
secured by such inventory and raw materials;

      (d) Internal Revenue Service is owed approximately $35,775
for unpaid taxes.

The Debtor proposes to grant Citibank, Wells Fargo, Mr. Lorinksy
and the IRS with replacement lien in the Debtor's post-petition
cash and accounts receivable and the proceeds thereof, to the same
extent, validity, and priority of each respective Secured
Creditor's lien as of the Petition Date.

The Debtor anticipates that its accounts receivables are projected
to increase from $43,465 to $73,015 and that its cash balance is
expected to increase from $1,400 to $57,383 during the budget
period. As such, the Debtor believes that the Secured Creditors
will be adequately protected because there will not be any
diminution in the value of the collateral during the budget period
and Debtor's significant going concern value will be preserved,

The Debtor contends that without authorization to use cash
collateral, it has no other source of income with which pay the
operating expenses and will be forced to cease operations and shut
down.

A full-text copy of the Debtor's Motion, dated February 21, 2017,
is available at https://is.gd/RBuWdG

The Debtor is represented by:

          Daniel J. Weintraub, Esq.
          James R. Selth, Esq.
          Elaine V. Nguyen, Esq.
          WEINTRAUB & SELTH, APC
          11766 Wilshire Boulevard, Suite 1170
          Los Angeles, CA 90025
          Telephone: (310) 207-1494
          Facsimile: (310) 442-0660
          E-mail: Elaine@wsrlaw.net

                   About Radiology Support Devices

Radiology Support Devices, Inc., filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 17-12054) on Feb. 21, 2017.  The Debtor
is represented by Daniel J. Weintraub, Esq., James R. Selth, Esq.
and Elaine V. Nguyen, Esq. at Weintraub & Selth, APC.


RELIANT MEDICAL: Fitch Rates $142MM Series 2017 Bonds 'BB'
----------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to the following
Massachusetts Development Finance Authority Bonds issued on behalf
of Reliant Medical Group:

-- $142,050,000 series 2017 bonds.

The bonds are expected to be fixed rate, taxable bonds issued to
fund certain capital projects, fund a debt service reserve, and pay
costs of issuance. The bonds are expected to price in mid-April via
negotiated sale.

The Rating Outlook is Stable.

SECURITY

The bonds are expected to be secured by a pledge of gross revenues
of the obligated group, a debt service reserve fund, and a mortgage
on certain obligated group property.

KEY RATING DRIVERS

LIMITED FINANCIAL FLEXIBILITY: The 'BB' rating reflects Reliant's
relatively weak liquidity position against its expense base and pro
forma debt burden, highlighting its limited flexibility going into
a phase of higher capital spending and operating platform changes.

EXPERIENCE MANAGING RISK: Reliant's primary operating risk is
patient retention, as the majority of its operating revenue is
generated on a capitated basis. Still, Reliant has proven very
capable at managing risk-based reimbursement, making it well
positioned for future healthcare delivery as well as an attractive
partner for area hospitals and payors.

MODERATE PRO FORMA DEBT: Reliant's performance is sufficient to
cover its pro forma debt service requirements, though its balance
sheet will be strained for the foreseeable future.

RECENT OPERATING IMPROVEMENT: The rating also reflects the
relatively recent marked improvement in operating profitability,
driven by a meaningful shift in operating model, which has allowed
for better throughput and reduced expense.

SOLID MARKET FOOTPRINT: While the project will effectively
consolidate care sites, Reliant maintains a strong market reach
with a sizeable physician complement and good payor relationships.
This should position it well for changes in future care delivery.

RATING SENSITIVITIES

SUSTAINED CASH FLOW: The 'BB' rating will be contingent upon
Reliant Medical Group's ability to maintain its current operating
profitability as expected through the capital project forecast
period, as its liquidity profile is not sufficient to offset
unexpected deterioration.

PROJECT EXECUTION: The 'BB' rating is also contingent upon Reliant
Medical Group completing its capital projects on time and within
budget, expected by 2019 year end. Unexpected project delays or
cost overruns could hinder existing operations and negatively
impact an already stressed pro forma balance sheet.

CREDIT PROFILE

Reliant Medical Group is a multi-specialty physician group with
approximately 500 providers amongst 2500 employees, providing
primary and specialty care services in 27 clinical facilities
across Central and Metro West Massachusetts. Total revenues were
$677.4 million in 2016 (unaudited, Dec. 31 fiscal year end).

Fitch's analysis is based on the obligated group entity. The
consolidated group includes Reliant's foundation and its wholly
owned and consolidated captive insurance company, which together
represent approximately 19% of total assets of the consolidated
entity.

LIMITED FINANCIAL FLEXIBILITY

Overall, liquidity is light but sufficient for the rating level
with only fixed rate debt, no pension exposure, and better
operating cash flow. With a 7.1x historical pro forma cushion ratio
and light 37.3 days of cash on hand at fiscal year-end 2016,
Reliant has little financial cushion to absorb unexpected
interruptions in cash flow through the near term. Liquidity is
expected to grow incrementally going forward, particularly
post-project completion in 2019.

Some mitigating factors include a recently terminated (in 2015)
defined benefit pension plan and a conservative investment mix.
Fitch also notes that Reliant has a very healthy revenue cycle and
receivables management system in place, with a reported net
collection rate of 97% per management. Currently, days in accounts
receivable for its fee-for-service contracts are very low near 29,
well below Fitch's BIG median of 48 days.

CHANGING OPERATING MODEL

Reliant's capital plans revolve around a dramatic change in its
clinical operating model, which it started implementing in its
physician practices during 2015. Results include more efficiency,
reduced wait times, increased capacity, and better patient
outcomes. With a full year of this new model being used in a few
physician practices, operating performance improved materially in
2016. The capital plan calls for moving 16 existing leased clinics
into primarily six larger ambulatory centers, including one
greenfield site and five renovated sites. The total outlay is
estimated at $177 million, including debt issuance, construction
costs, and debt service reserve funding.

Reliant generated a much improved 5% EBITDA margin in 2016,
following a thin 1.6% EBITDA margin in 2015. In 2015, performance
was hindered by $6.6 million in one-time pension termination and
related costs, which would have improved Reliant's EBITDA margin to
2.5% which is more consistent with prior years. Despite somewhat
thin margins, Reliant's pro forma debt burden is manageable;
Reliant covered its pro forma MADS at 3.7x by EBITDA in 2016, up
from 1.2x in 2015.

DEBT PROFILE

Reliant plans to issue $142 million in taxable fixed rate debt with
maturities up to 10 years. Smoothed MADS per the indenture is
expected to be approximately $9.3 million. This structure is
preliminary, and subject to change.

Reliant also has a $20 million line of credit, on which $3 million
was drawn at fiscal year end Dec. 31, 2016. It's fully funded
defined benefit pension plan was terminated in 2015.

DISCLOSURE

Reliant is expected to provide routine disclosure to the Municipal
Securities Rulemaking Board's EMMA system within 150 days of fiscal
year-end and within 60 days of quarter-end.



RESOLUTE ENERGY: Enters Into New $150 Million Credit Facility
-------------------------------------------------------------
Resolute Energy Corporation closed on its amended and restated
revolving credit facility, with an initial borrowing base of $150
million, an increase from the previous level of $105 million.  In
addition, the maturity date of the facility was extended to
February 2021, and certain other terms and conditions were
modified, including those to reflect the fact that the Company
extinguished its second lien term loan facility in January 2017.
Bank of Montreal is the Administrative Agent under the new
revolving credit facility.  As of Feb. 22, 2017, the Company has no
borrowings outstanding on the revolving credit facility.

                2016 Reserves and Production

Resolute Energy provided detail on its year-end 2016 reserves and
production.

Rick Betz, Resolute's chief executive officer, commented: "During
2016 Resolute produced an average of nearly 14,200 Boe per day,
above the high end of guidance.  More importantly, the 2016 exit
rate was more than 20,800 Boe per day, with more than 14,700 Boe
per day, or 71 percent, coming from the Permian Basin.  In addition
to exceeding our production guidance, Resolute also met or beat the
midpoint of guidance for lease operating expense and production
taxes, and was within the guidance range on general and
administrative expense.

"On February 17, 2017, we closed a new revolving credit facility
with an initial borrowing base of $150 million.  Coupled with our
projected cash flow, we expect that this credit facility and
borrowing base will provide ample liquidity to undertake and
complete our two rig 2017 Delaware Basin drilling program.  Also,
effective today, Moody's Investors Service upgraded Resolute's
Corporate Family Rating to B3 from Caa2, with a stable outlook.

"Proved reserves increased by 82 percent from year-end 2015 largely
due to our successful 2016 Delaware Basin drilling program and
despite using lower SEC commodity prices in 2016.  Year-end 2016
proved reserves were 60.3 MMBoe, of which 86 percent was crude oil
and natural gas liquids.  Year-end reserves reflect the addition of
37.2 MMBoe of proved reserves.  The pre-tax SEC PV10 of our proved
reserves at year-end 2016 was $344.2 million (a non-GAAP financial
measure), and the after-tax value was $343.6 million.  Both metrics
are up 73 percent from year-end 2015."

                      Operations Update

In December the Company brought on line the Harrison C20 1402H, a
mid-length Wolfcamp A lateral in Mustang.  In mid-January, as
planned, the Company added a second drilling rig in the Delaware
Basin.  

One rig is drilling in Mustang and the other is drilling in
Appaloosa.  Since the first of the year the Company has drilled the
South Elephant U04H, a long lateral Wolfcamp A in Appaloosa and the
Harpoon L05H, a mid-length lateral Wolfcamp A in Mustang; both of
these wells are waiting on completion.  Also, the Company completed
the Renegade L02H and Renegade U03H wells, both mid-length Wolfcamp
A laterals in Mustang, both of which are flowing back.  The
Renegade wells are the Company's first upper and lower Wolfcamp A
downspacing test.  

                  Year-End 2016 Proved Reserves

At Dec. 31, 2016, Resolute's estimated proved reserves were 60.3
MMBoe, compared to year-end 2015 proved reserves of 33.1 MMBoe.
Approximately 73 percent of the Company's 2016 year-end proved
reserves was crude oil, 14 percent was gas and 13 percent was
natural gas liquids.  Undeveloped reserves comprised 38 percent of
total proved reserves.

The present value of the Company's estimated future net revenues
from proved reserves was estimated to be $344.2 million pre-tax, a
non-GAAP financial measure, and $343.6 million after-tax as of Dec.
31, 2016, using SEC pricing guidelines for year-end 2016,
discounted at ten percent.  Pricing used in calculating the
year-end 2016 present value of the Company's reserves was $42.75
per barrel of oil and $2.48 per MMBtu of gas.  For the prior
year-end report, pricing was $50.28 per barrel of oil and $2.59 per
MMBtu of gas.  All prices were adjusted for differentials and NGL
content, and the analysis excluded the impact of hedges.

The increase in proved reserves from year-end 2015 to year-end 2016
was largely driven by successful drilling of previously non-proved
Delaware Basin locations, both operated and non-operated. New well
completions and acquisitions of additional interests in Mustang
yielded additions of 14.8 MMBoe of net proved developed producing
reserves and 17.9 MMBoe of net proved undeveloped reserves in
twenty immediate offset Delaware Basin locations. Also, 4.5 MMBoe
of net proved developed non-producing and proved undeveloped
reserves were added to Aneth Field in connection with newly
identified compression and deepening projects.

                Closed sale of New Mexico properties

On February 22, Resolute closed the sale of its New Mexico
properties that it announced on Jan. 17, 2017.  The properties were
purchased by a private buyer for $15 million, subject to customary
purchase price adjustments.  The sale is effective as of Oct. 1,
2016.  The proceeds of the sale will be used for general corporate
purposes.

Lantana Energy Advisors, a division of SunTrust Robinson Humphrey,
Inc., acted as financial advisor to Resolute on the New Mexico
sale.

                 Earnings Call Information

Resolute will host an investor call on March 14, 2017, at 4:30 p.m.
ET.  To participate in the call please dial (888) 349-0084 from the
United States, or (855) 669-9657 from Canada or (412) 902-4284 from
outside the U.S. and Canada.  Participants should dial in five to
ten minutes before the scheduled time and must be on a touchtone
telephone to ask questions.  A replay of the call will be available
through March 21, 2017, by dialing (844) 512-2921 from the U.S., or
(412) 317-6671 from outside the U.S. The conference call replay
number is 10102048.

               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.


RESTAURANT BRANDS: S&P Affirms 'B+' CCR; Outlook Stable
-------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on
Restaurant Brands International Inc. (RBI).  The outlook is stable.


At the same time, S&P revised the recovery ratings on the
US$6.2 billion term loan B, the US$500 million revolving bank loan,
and the US$1.25 billion senior secured notes (pari passu with the
term loan) to '3' from '2'.  The '3' recovery rating reflects S&P's
expectation for meaningful recovery (50%-70%, rounded estimate of
60%) in the event of default.  S&P also lowered the issue-level
ratings to 'B+' from 'BB-'.

The 'B-' issue-level and '6' recovery ratings on subsidiary 1011778
B.C.'s second-lien debt are unchanged.  The '6' recovery ratings on
the second-lien debt represent negligible (0%-10%) recovery in a
default scenario.

Restaurant Brands has announced that it will acquire Popeyes
Louisiana Kitchen for an enterprise value of approximately US$1.8
billion.  The transaction will be funded by US$1.3 billion of a
term loan B add-on, and US$577 million in cash.

"We view the announced acquisition of Popeyes Louisiana Kitchen as
having a net-neutral impact on the overall corporate credit rating.
Pro forma for the transaction, we expect leverage will increase
modestly to 6x from 5.5x.  On the business side, our view is that
the company's scale and revenue stream diversification improves
slightly," said credit analyst Andrew Bove.  "We view Popeyes as a
good brand with solid growth prospects in both domestic and
international markets, and we expect the integration will be
relatively smooth given the brand's small size and its similar
pure-play franchisor strategy.  We believe the Popeyes brand will
be able to leverage RBI's expertise in product innovation and
international expansion to continue delivering good operating
results over the next 12-24 months."

The stable outlook reflects S&P's expectation that despite leverage
increasing to the 6.0x area pro-forma for this transaction,
operating performance will remain stable and pro-forma credit
measures should improve over the next 12-24 months primarily driven
by profit growth.  S&P forecasts pro-forma leverage to modestly
improve to the high-5.0x at year-end fiscal 2017 resulting from
S&P's expectation that all brands will improve profits from
restaurant growth and moderate increases in same-store sales.

S&P could raise the rating if adjusted leverage improved to below
5x on a sustained basis, supported by the company's financial
policies and a reduced sponsor ownership stake such that S&P
believes the risk of a releveraging event is minimal.  Under this
scenario, S&P would also expect to see continued positive
same-store sales growth, and stable or increasing margins.

S&P could lower the rating if meaningfully weaker-than-expected
operating performance and additional debt issuance leads to
adjusted leverage approaching the mid-7.0x area.  For example, this
could happen if RBI executes a large debt-funded acquisition in
which the company experiences meaningful integration issues, while
performance at existing brands also becomes challenged from
decreased consumer spending and heightened competitive pressures.
S&P could also consider a lower rating if consistently negative
operating results causes S&P to take a less favorable view the
company's business position and competitive standing.



RIVERBED PARENT: S&P Assigns 'B' CCR; Outlook Stable
----------------------------------------------------
S&P Global Ratings' Ratings Services assigned its 'B' corporate
credit rating to San Francisco, Calif.-based Riverbed Parent Inc.
The outlook is stable.  The ratings on Riverbed Technology Inc., a
core subsidiary of Riverbed Parent Inc., including S&P's
issue-level ratings are unaffected.  The outlook is stable.

S&P is assigning the rating to Riverbed Parent Inc., the ultimate
parent of Riverbed Technology Inc. and the entity where the group's
audited financial statements reside.  S&P's ratings on core
subsidiary Riverbed Technology Inc., which is the legal borrower on
the group's debt, are unchanged.

"S&P Global Ratings' stable outlook on Riverbed Technology Inc.
reflects our expectation that the company will maintain its
leadership position in the WAN optimization market and continue to
generate positive free operating cash flow (FOCF) in excess of $100
million annually," said S&P Global Ratings credit analyst Kenneth
Fleming.

S&P could lower the rating over the next year if Riverbed fails to
maintain its technology leadership and market share in WAN
optimization or if debt-funded acquisitions or dividends lead to
leverage sustained above 7x.

S&P's assessment of Riverbed's highly leveraged financial risk
profile and S&P's expectation that the company's financial sponsor
ownership will preclude sustained debt reduction and limit the
possibility of an upgrade over the next 12 months.



ROSETTA GENOMICS: Closes 2nd Tranche of Private Placement
---------------------------------------------------------
Rosetta Genomics Ltd. announced the closing of the second tranche
of the private placement of convertible debentures previously
announced on Nov. 23, 2016.  The closing of this second tranche
involved the sale of newly registered convertible debentures
(convertible into 2,585,000 ordinary shares) for gross proceeds of
$1,292,500.  The Company received total net proceeds of $4,575,000
from both tranches of the private placement and a registered direct
offering of ordinary shares and convertible debentures completed
concurrently with the first tranche of the private placement.

All convertible debentures (i) have a term of 30 years, (ii) are
unsecured, (iii) do not bear any interest and (iv) have a
conversion price of $0.50 per share.  In the event of a reverse
stock split, the conversion price of the convertible debentures may
be reduced to the average of the volume weighted average price for
the two days with the lowest volume weighted average price during
the ten trading days immediately following the reverse stock split;
provided that the conversion price of the debentures will not be
adjusted below $0.25 per share.  Additionally, the conversion price
of the convertible debentures is subject to full ratchet
anti-dilution protection in the event Rosetta issues securities
below the exercise price then in effect; provided that the
conversion price of the debentures will not be adjusted below $0.25
per share.

The securities sold in this private placement have not been
registered under the Securities Act of 1933, as amended, and may
not be offered or sold in the U.S. absent registration or an
applicable exemption from registration requirements.  As part of
the transaction, the Company filed a resale registration statement
on Form F-1 with the Securities and Exchange Commission for
purposes of registering the resale of the ordinary shares issuable
upon conversion of the convertible debentures issued in the private
placement.  The SEC declared the registration statement effective
on Feb. 16, 2017.

Aegis Capital Corp. acted as the Lead Placement Agent and Maxim
Group LLC acted as Co-Placement Agent for the offering.

                     About Rosetta Genomics

Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs.  MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies.  The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.

Rosetta Genomics reported a loss from continuing operations of
US$17.34 million on US$8.26 million of total revenues for the year
ended Dec. 31, 2015, compared to a loss from continuing operations
of US$14.52 million on US$1.32 million of total revenues for the
year ended Dec. 31, 2014.

As of Sept. 30, 2016, Rosetta had $12.62 million in total assets,
$3.70 million in total liabilities and $8.92 million in total
shareholders' equity.

As reported by the TCR on Oct. 18, 2016, Rosetta received a staff
deficiency letter from The Nasdaq Stock Market notifying the
Company that for the past 30 consecutive business days, the closing
bid price per share of its ordinary shares was below the $1.00
minimum bid price requirement for continued listing on The Nasdaq
Capital Market, as required by Nasdaq Listing Rule 5550(a)(2).


RSI HOME: S&P Raises CCR to 'BB-', Outlook Stable
-------------------------------------------------
S&P Global Ratings said it raised its corporate credit rating on
Anaheim, Calif.-based RSI Home Products Inc. to 'BB-' from 'B+'.
The outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's senior secured second-lien notes to 'BB-' from 'B+'.  The
recovery rating on the notes remains '3', reflecting S&P's
expectation of meaningful (50%-70%; rounded estimate 60%) recovery
in the event of a payment default.

"The stable outlook reflects our view that RSI Home Products will
generate EBITDA improvement in 2017 while maintaining its best in
class margins, good liquidity, and dominant market share," said S&P
Global Ratings credit analyst Thomas O'Toole.  "We expect that RSI
will maintain debt to EBITDA below 4x for the next 12 months."

S&P would lower the rating if RSI has weaker-than-expected
end-market demand, resulting in a decline in volumes to the extent
that total leverage increased to above 5x.  In addition, if the
company lost business at one or both of its major customers, S&P
would likely lower the rating.

S&P views an upgrade as unlikely in the next 12 months, but it
could raise the rating in the long term if the company increased
its overall size either through an acquisition or significantly
increased market penetration into its builder/dealer channels and
reduced customer concentration.



RYDER MEMORIAL: S&P Lowers Rating on $7.8MM 1994A Bonds to 'B+'
---------------------------------------------------------------
S&P Global Ratings lowered its rating on Puerto Rico Industrial
Medical & Higher Education & Environmental Pollution Control
Facilities Finance Authority's $7.8 million series 1994A bonds,
issued for Ryder Memorial Hospital (Ryder), to 'B+' from 'BB-'. The
one-year outlook is negative.

"The negative outlook reflects the tenuous financial situation in
Puerto Rico overall and the uncertain future of government
reimbursement for all Puerto Rico hospitals," said S&P Global
Ratings credit analyst Jennifer Soule.  Otherwise, S&P thinks
Ryder's enterprise and financial profiles are indicative of the
'B+' rating.  S&P Global Ratings recently lowered bond ratings to
'D' on Puerto Rico's general obligation debt, other series of debt
outstanding for Puerto Rico remain at the 'CC' rating with ongoing
payment of debt service for those specific series.

S&P could lower the rating within the one-year outlook period if
Ryder experiences a dramatic decline in patient volume and/or
reimbursement, leading to further operating losses.  S&P would also
give negative consideration to debt service coverage less than
1.25x as of fiscal 2016 year-end.  Any significant use of debt or
further use of unrestricted reserves could also be given negative
consideration.

S&P could revise the outlook to stable if Ryder meets its fiscal
2017 budget and reestablishes a trend of positive operations over
several years.  A long-term commitment of funding for Puerto Rico's
Medicare Advantage and Medicaid programs would also be given
favorable consideration, along with maintenance of Ryder's
enterprise strengths.



SABINE PASS: Moody's Assigns Ba1 Rating on New $800MM Sr. Notes
---------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Sabine Pass
Liquefaction, LLC's (SPL) new $800 million 5.0% senior secured
amortizing notes due 2037. Concurrent with this rating assignment,
Moody's affirmed SPL's Ba1 rating on its existing $13.5 billion of
senior secured bank loans and bonds. SPL's rating outlook is
positive.

The net bond proceeds from the offering are expected to repay SPL's
bank loan borrowings and to pay for increased interest during
construction and transaction costs. The amortizing structure of the
notes is viewed positively from a credit perspective as it signals
SPL's commitment to gradual debt reduction. All SPL's prior debt
offerings have been structured with bullet maturities.

RATINGS RATIONALE

The Ba1 rating acknowledges SPL's transition to an operating, fully
integrated cash flow producing asset with investment grade
characteristics. Revenues derived from 20-year contracts with
financially sound off-takers are the basis for SPL's credit
profile. Contracted revenues are expected to grow meaningfully by
2020 when all five of SPL's trains are operational and generate key
financial metrics considered appropriate for an investment grade
rating.

Milestones achieved to date include the start of commercial
operation of SPL's first two trains, the commencement of
commissioning activities at a third train and the effectiveness of
a Sale and Purchase Agreement with an affiliate of BG Energy
Holdings, LTD (BG: not rated), an indirect subsidiary of Royal
Dutch Shell Plc (Aa2, negative). Incremental milestones anticipated
over the near term include commercial operation of SPL's third
train (anticipated during the first quarter) and the effectiveness
of SPA's with Korea Gas Corporation (Aa2, stable) and an affiliate
of Gas Natural SDG, S.A (Baa2, stable) in the second and third
quarters of 2017, respectively.

Reaching commercial operations for Train 3 will be a significant
milestone as it will provide an additional source of operating cash
flow for funding the remaining construction and financing costs
through 2019 needed to complete all five trains. SPL's Train 4 is
anticipated to achieve commercial operation later in 2017 followed
by Train 5 in 2019.

The positive outlook reflects anticipated further improvement in
SPL's credit profile resulting from continued construction and
operational progress at the project. An upgrade to an investment
grade rating appears likely should SPL meet key milestones,
including commercial operation of Train 3 and continued
construction progress on Trains 4 and 5, while demonstrating the
ability to successfully manage the numerous transition issues,
including fuel procurement, as operations become larger and more
complex.

Terms of the $800 million senior secured amortizing notes include a
8.6 year amortization deferral with mandatory scheduled
amortization thereafter. The amortizing senior secured notes rank
pari passu with all existing and future senior indebtedness of SPL
and secured by the same collateral.

The principal methodology used in these ratings was Generic Project
Finance Methodology published in December 2010.



SANTA CRUZ PLUMBING: Needs Court Authority to Use Cash Collateral
-----------------------------------------------------------------
Santa Cruz Plumbing, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Northern District of California to use the
proceeds of accounts receivable and available cash to continue its
operations.

The Debtor believes that as of the Petition Date, it owed Everest
Business Funding Partners, LLC $26,096 secured by a lien on the
Debtor's assets. The Debtor has also incurred indebtedness to EDD,
the IRS and Security National Ins.

The Debtor proposes to use cash collateral to give the fully
secured creditors and the partially secured IRS a replacement lien
for a like amount of post-petition receivables, cash and cash
equivalents until such time as the Debtor's case is confirmed,
dismissed or converted.

In addition, the Debtor proposes to pay the fully secured creditors
and the IRS the sum of $13,000 per month paid in pro-rata
distributions, relative to the amount of its secured debt,
commencing on April 15, 2017.

A full-text copy of the Debtor's Motion, dated Feb. 21, 2017, is
available at https://is.gd/MNvCF5

                 About Santa Cruz Plumbing, Inc.      

Santa Cruz Plumbing, Inc. filed a Chapter 11 petition (Court + Case
No. 17-50324), on February 10, 2017. The petition was signed by
Jason Stewart Allison, president.  The case is assigned to Judge
Stephen L. Johnson. The Debtor is represented by Lars T. Fuller,
Esq. at The Fuller Law Firm, PC. At the time of filing, the Debtor
disclosed total assets of approximately $772,930 and total
liabilities of approximately $3.72 million.


A copy of the Debtor' list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb17-50324.pdf


SERVICE WELDING: Has Until June 19 to File Plan & Disclosures
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Kentucky has
given Service Welding & Machine Company, LLC, until June 19, 2017,
to file a Chapter 11 plan and disclosure statement.

Headquartered in Louisville, Kentucky, Service Welding & Machine
Company, LLC dba Service Tanks filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Ky. Case No. 17-30485) on Feb. 17, 2017,
listing $516,432 in total assets and $2.12 million in total
liabilities.  The petition was signed by Jeff Androla, president.

Judge Joan A. Lloyd presides over the case.

Charity Bird Neukomm, Esq., at Kaplan & Partners LLP serves as the
Debtor's bankruptcy counsel.


SOURCEHOV LLC: Novitex Merger No Impact on Moody's Ratings
----------------------------------------------------------
Moody's Investors Service said that SourceHOV LLC's (SourceHOV,
Caa1 Negative) recently announced plan that it has agreed to merge
with Novitex Enterprise Solutions (Novitex, B3 Stable) and
Quinpario Acquisition Corp. 2 (Quinpario, unrated) as part of a
reverse IPO merger is a credit positive because Moody's expects
that the company will benefit from lower debt leverage and greater
financial flexibility while addressing key liquidity concerns.

SourceHOV provides Transaction Processing Services and Enterprise
Information Management to document and information-intensive
end-markets including healthcare, financial services, legal and
public sector. SourceHOV has three business units: Financial
Transaction Solutions ("FTS"), Healthcare Solutions & Services and
Legal Claims Administration ("Rust"). HandsOn Global Management
(HGM) and affiliates control approximately 82% of the common equity
interest in SourceHOV. Revenues for the last twelve months ended
September 30, 2016 were approximately $775 million.


SOURCEHOV LLC: S&P Puts 'CCC+' Rating on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings placed its 'CCC+' rating on Irving, Texas-based
SourceHOV LLC, as well as the ratings on the company's first-lien
and second-lien debt, on CreditWatch with positive implications.

S&P also placed on CreditWatch with positive implications its
'CCC+' issue rating on SourceHOV's $75 million revolving credit
facility and $780 million first-lien debt and our 'CCC-'
issue-level rating on SourceHOV's $250 million second-lien debt.
The recovery rating on the revolving facility and first-lien debt
is unchanged at '3', indicating S&P's expectation for meaningful
(50%-70%; rounded estimate 65%) recovery in the event of a payment
default.  The recovery rating on the second-lien debt is unchanged
at '6', indicating S&P's expectation for negligible (0%-10%;
rounded estimate 5%) recovery in the event of a payment default.

"The CreditWatch placement follows the announcement that SourceHOV,
Novitex Holdings Inc., and Quinpario Acquisition Corp. 2, the last
of which is a publicly traded special purpose acquisition company,
have agreed to a merger," said S&P Global Ratings credit analyst
Minesh Shilotri.

The transaction is valued at $2.8 billion, and the purchase price
is expected to be funded with cash from Quinpario, rollover and new
equity financing, and new debt financing.  As part of this deal,
all existing debt is expected to be refinanced.


SOUTHCROSS ENERGY: S&P Affirms 'CCC+' CCR on Covenant Relief
------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'CCC+' corporate
credit and senior secured issue-level ratings on Southcross Energy
Partners L.P.  The outlook is stable.

The '3' recovery rating on the company's senior secured term loan
and revolving credit facility is unchanged.  The '3' recovery
rating indicates expectations for meaningful (50%-70%; rounded
estimate 60%) recovery in the event of a payment default.

The rating action reflects S&P's view that the recent credit
agreement amendment limits the likelihood of a default in the next
two years as the partnership will have an improved liquidity
position and need no longer adhere to its leverage covenants.  In
S&P's view, the partnership will comply with its remaining
covenants with sufficient EBITDA cushion.  In addition, the company
previously relied on equity cures from its parent company to
resolve covenant violations, which will no longer be necessary and
will help preserve capital within the enterprise.  Along with the
amendment, capacity on the partnership's revolver was reduced to
about $145 million from $200 million and will have further
reductions through 2018.  In addition, its leverage improved
following a recent $17 million investment from the parent of the
general partner.  Proceeds were used to reduce outstanding
borrowings on the revolver and for general partnership purposes.
S&P expects the partnership's liquidity to improve further because
the amendment outlined a future $15 million investment from certain
owners of the general partner to be made before year-end. S&P's
forecast assumes this capital infusion would be treated as debt.
With a new CEO in place in January, S&P expects the management team
to continue to focus on cost-cutting initiatives to reduce debt
levels.

S&P's assessment of Southcross' vulnerable business risk profile
reflects the partnership's limited scale, geographic scope, and low
asset utilization, partially offset by its high percentage of
fee-based cash flows.  The majority of the partnership's operating
margin comes from its assets in the Eagle Ford shale region in
South Texas, with the remainder from assets in Mississippi and
Alabama, which S&P views as relatively stable.  The weak commodity
price environment during 2016 significantly lowered the
partnership's volumes from 2015 levels.  In S&P's view, volumes in
the Eagle Ford region will be pressured until the latter part of
2017 as drillers focus their drilling in other basins.  The
partnership maintains an above-average contract profile, with at
least 90% of revenues coming from fee-based contracts, albeit with
some exposure to volumetric risk.

"We assess the partnership's financial risk profile as highly
leveraged, reflecting our expectation of adjusted debt to EBITDA of
about 8x.  Our base-case forecast assumes a West Texas Intermediate
crude oil benchmark price of $50 per barrel through 2018 and a
natural gas price of $3 per million Btu over that same time frame.
Our forecast assumes roughly flat gathering volumes compared to
2016 levels and a 10%-15% reduction in processing volumes.  As a
result, we forecast roughly a $15 million surplus in operating cash
flow for 2017.  Our forecast assumes any excess cash or asset sales
will be used to reduce debt," S&P said.

S&P expects the partnership's liquidity sources to exceed uses by
over 1.25x for the next 12 months.  Though this normally leads to
an adequate liquidity assessment, qualitative factors such as the
partnership's weak standing in the capital markets and S&P's view
that the partnership would not be able to overcome low-probability,
high-impact events limit the liquidity assessment at less than
adequate.

Principal liquidity sources:
   -- Funds from operations of roughly $38 million.

Principal liquidity uses:
   -- Debt amortization of about $5 million annually; and
   -- S&P's expectation of total capital spending of about
      $20 million.

The partnership has a minimum interest coverage ratio covenant of
1.5x, and S&P expects it to have EBITDA cushion in excess of 15% to
this covenant.

The stable rating outlook reflects S&P's view that the debt
leverage covenant relief through 2018 and the partnership's
additional capital improve its financial position, resulting in
adjusted leverage of about 8x in 2017.

S&P could lower the rating if liquidity deteriorates due to
operational underperformance or if S&P believes the partnership is
likely to consider a distressed debt exchange before maturity.

S&P could raise the rating if volumes increase to a level that
results in adjusted debt leverage sustained below 7x.

   -- S&P simulates a default in 2018 stemming from lower volumes
      and rates during a sustained cyclical downturn.
   -- S&P assumes the revolving credit facility is 85% drawn.

Simulated year of default: 2018
   -- EBITDA at emergence: $55 million
   -- Implied enterprise value multiple: 6.5x
   -- Estimated gross enterprise value at emergence: about
      $370 million

   -- Net enterprise value after 3% administrative costs:
      $355 million
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Secured first-lien claims: $580 million
   -- Recovery expectations: 50%-70% (rounded estimate 60%)

Note: All debt amounts include six months of prepetition interest.



SPANISH BROADCASTING: PlusTick Management Owns 8.9% Class A Shares
------------------------------------------------------------------
PlusTick Management LLC and Thomas J. Hill disclosed in an amended
Schedule 13G filed with the Securities and Exchange Commission that
as of Dec. 31, 2016, they beneficially owned 371,608 shares of
Class A common stock, par value $0.0001 per share, of Spanish
Broadcasting System, Inc. representing 8.92 percent of the shares
outstanding.  A full-text copy of the regulatory filing is
available for free at:

                      https://is.gd/7HDG37

                   About Spanish Broadcasting

Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. (OTCQX:SBSAA) -- http://www.spanishbroadcasting.com/
-- owns and operates 21 radio stations targeting the Hispanic
audience.  The Company also owns and operates Mega TV, a television
operation with over-the-air, cable and satellite distribution and
affiliates throughout the U.S. and Puerto Rico.  Its revenue for
the twelve months ended Sept. 30, 2010, was approximately $140
million.

As of Sept. 30, 2016, Spanish Broadcasting had $451.7 million in
total assets, $569.4 million in total liabilities and a total
stockholders' deficit of $117.7 million.

                            *     *     *

As reported by the TCR on Feb. 1, 2016, Moody's Investors Service
downgraded Spanish Broadcasting System's Corporate Family Rating to
'Caa2' from 'Caa1', Probability of Default Rating to 'Caa3-PD' from
'Caa1-PD', and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3.  Spanish Broadcasting's 'Caa2' Corporate Family
Rating and Caa3-PD Probability of Default Rating reflect very high
debt+preferred stock-to-EBITDA of 10.4x estimated for LTM December
2015 (including Moody's standard adjustments, 6.9x excluding
preferred stock and accrued dividends), the need to address the
Voting Rights Triggering Event, and the heightened potential of a
payment default given the near term maturity of the 12.5% senior
secured notes due April 2017.

As reported by the TCR on June 21, 2016, S&P Global Ratings said it
lowered its corporate credit rating on Spanish Broadcasting System
to 'CCC' from 'CCC+'.


SPANISH BROADCASTING: Renaissance Technologies Owns 7% CL-A Shares
------------------------------------------------------------------
In a regulatory filing with the Securities and Exchange Commission,
Renaissance Technologies LLC and Renaissance Technologies Holdings
Corporation reported that as of
Dec. 30, 2016, they beneficially owned 292,720 shares of
Class A common stock, par value $0.0001 per share, of Spanish
Broadcasting System, Inc., which represents 7.02 percent of the
shares outstanding.  A full-text copy of the regulatory filing is
available for free at https://is.gd/LSUr3c

                   About Spanish Broadcasting

Headquartered in Coconut Grove, Florida, Spanish Broadcasting
System, Inc. (OTCQX:SBSAA) -- http://www.spanishbroadcasting.com/
-- owns and operates 21 radio stations targeting the Hispanic
audience.  The Company also owns and operates Mega TV, a television
operation with over-the-air, cable and satellite distribution and
affiliates throughout the U.S. and Puerto Rico.  Its revenue for
the twelve months ended Sept. 30, 2010, was approximately $140
million.

As of Sept. 30, 2016, Spanish Broadcasting had $451.7 million in
total assets, $569.4 million in total liabilities and a total
stockholders' deficit of $117.7 million.

                            *     *     *

As reported by the TCR on Feb. 1, 2016, Moody's Investors Service
downgraded Spanish Broadcasting System's Corporate Family Rating to
'Caa2' from 'Caa1', Probability of Default Rating to 'Caa3-PD' from
'Caa1-PD', and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3.  Spanish Broadcasting's 'Caa2' Corporate Family
Rating and Caa3-PD Probability of Default Rating reflect very high
debt+preferred stock-to-EBITDA of 10.4x estimated for LTM December
2015 (including Moody's standard adjustments, 6.9x excluding
preferred stock and accrued dividends), the need to address the
Voting Rights Triggering Event, and the heightened potential of a
payment default given the near term maturity of the 12.5% senior
secured notes due April 2017.

As reported by the TCR on June 21, 2016, S&P Global Ratings said it
lowered its corporate credit rating on Spanish Broadcasting System
to 'CCC' from 'CCC+'.


SRAM CORP: Moody's Assigns B2 Rating to $570MM 1st Lien Term Loan
-----------------------------------------------------------------
Moody's Investors Service assigned B2 ratings to SRAM Corporation's
$570 million first lien term loan and $40 million first lien
revolving credit facility. The revolver expires in 2022 and the
term loan matures in 2024. Net proceeds from the new term loan will
be used to repay the existing $570 million term loan. The rating on
the existing term loan and revolver will be withdrawn at the
closing of this offering. The company's B2 Corporate Family Rating
and Stable outlook are unchanged.

RATINGS RATIONALE

SRAM B2 Corporate Family Rating reflects its modest scale with
about $640 million of revenue, narrow product focus in bicycle
component parts, susceptibility to discretionary consumer spending,
and high leverage with debt/EBITDA at 5.8 times. The rating is also
constrained by the company's record of shareholder friendly
activities such as dividends and share repurchases as well as by
the potential for future debt funded acquisitions. SRAM's
significant exposure to Europe where about half of its revenue is
generated also inhibits the rating. SRAM's rating benefits from: 1)
good market position within the bicycle component industry; 2)
solid product portfolio within the premium bicycle component
segment; and 3) strong brand recognition among bike enthusiasts and
dealers.

The B2 rating on the $40 million revolver and $570 million term
loan, which is the same as the B2 CFR, reflects the preponderance
of debt in the capital structure. Both the term loan and revolver
are secured by a first priority lien on all of SRAM's assets. An
insignificant amount of obligations are junior to the secured term
loan and revolver.

The stable outlook reflects Moody's view that SRAM will remain a
moderately sized company, operating in a specialized, niche market,
and maintain high financial leverage.

Moody's would need to see a significant improvement in operating
performance before it would consider a ratings upgrade. Debt/EBITDA
would also need to be sustained below 5 times before the rating
agency would consider an upgrade.

A deterioration in operating performance and credit metrics could
spur a downgrade. Debt/EBITDA sustained above 6 times could also
result in an upgrade.

The principal methodology used in these ratings was that for the
Consumer Durables Industry published in September 2014.

Headquartered in Chicago, Illinois, SRAM Corporation is a global
manufacturer and designer of premium bicycle components. Annual
revenue is approximately $640 million.



SRAM LLC: S&P Assigns 'B' Rating on Proposed Senior Secured Debt
----------------------------------------------------------------
S&P Global Ratings said it assigned its 'B' issue-level rating and
'3' recovery rating to Chicago-based SRAM LLC's proposed senior
secured debt issues, which include a $570 million term loan B due
2024 and a $40 million revolving credit facility due 2022.  The '3'
recovery rating indicates S&P's expectation for meaningful recovery
(50% to 70%; rounded estimate 55%) of principal in the event of a
payment default.

The company will use the proceeds from the proposed credit
facilities to fund the refinancing of its existing debt.

S&P's 'B' corporate credit rating and stable outlook on SRAM are
unchanged.

"The corporate credit rating on SRAM primarily reflects our
expectation for operating lease-adjusted debt to EBITDA to be in
the high-4x area in 2017," said S&P Global Ratings credit analyst
Justin Gerstley.

In 2015, SRAM's sales suffered due to a number of factors,
including a shift in the industry's distribution channels, slow
sales of high-end bikes that led to elevated inventory levels at
original equipment manufacturers (OEMs), and a strong U.S. dollar
that resulted in higher prices in Europe, as SRAM's products were
priced in U.S. dollars.  Since then, SRAM introduced several new
products, two of which (ETAP and EAGLE) were particularly well
received in the marketplace and contributed to good revenue growth
for SRAM, despite only modest growth in OEM sales for the full year
2016.  Furthermore, in the second half of 2016, OEM sales grew
almost 9% as compared to the prior year, indicating a potential
recovery of the inventory channel at OEMs.  Despite these positive
trends, S&P would likely need to feel confident that the company
would be able to sustain leverage below its 5x upgrade threshold,
incorporating potential volatility, before considering ratings
upside.

The stable outlook reflects S&P's expectation for order volumes to
continue to stabilize this year and for good EBITDA coverage of
interest expense above 4x through 2018.  Additionally, S&P believes
that the company will continue to dedicate available free cash flow
toward paying down debt.



SS&C TECHNOLOGIES: Moody's Hikes Corporate Family Rating to Ba3
---------------------------------------------------------------
Moody's Investors Service upgraded SS&C Technologies Holdings,
Inc.'s Corporate Family Rating (CFR) to Ba3, from B1, its
Probability of Default Rating (PDR) to Ba3-PD, from B1-PD, and the
ratings for its senior secured credit facilities and senior
unsecured notes by one notch to Ba2 and B2, respectively. Moody's
also affirmed SS&C's SGL-1 speculative grade liquidity rating. The
ratings outlook was changed to stable from positive.

RATINGS RATIONALE

The ratings upgrade reflects Moody's expectations for SS&C's credit
metrics to strengthen over the next 12 to 18 months. Moody's
expects revenue growth in the high single digit percentages in
2017, including about 3% to 4% organic growth, and total debt to
EBITDA (Moody's adjusted) to approach the mid 3x by the end of
2017, from approximately mid 4x at year-end 2016. Gross debt has
declined by approximately $614 million since the acquisition of
Advent Software in July 2015. Moody's expects the company to
generate free cash flow of approximately 15% of total adjusted debt
in 2017 and the majority of free cash flow to be used to reduce
debt over the next 3 to 4 quarters. The proposed refinancing of the
term loans is expected to reduce annual interest expense by up to
$15 million and improve cash generation. The company has made good
progress in achieving synergies from the Advent acquisition and
increasing operating efficiencies at Citigroup's Alternative
Investor Services business, which it acquired in March 2016.
Moody's expects SS&C's adjusted EBITDA to grow by at least 10% in
2017 from revenue growth and margin expansion.

The Ba3 CFR reflects SS&C's enhanced operating scale and
diversified product offerings resulting from consolidation. SS&C
has significant opportunities to drive revenue growth by
cross-selling services to its large installed base of financial
services customers. A high proportion of its revenues are
recurring. The rating also reflects SS&C's highly competitive
industry and its high revenue concentration in the hedge fund
segment of the financial services industry. The rating also
incorporates SS&C's high financial risk tolerance to consummate
acquisitions and its acquisitive growth strategy. The risks are
mitigated by the company's strong track record of integrating
acquisitions and history of repaying debt after acquisitions.

The stable outlook reflects Moody's expectation that total debt to
adjusted EBITDA (Moody's adjusted) will decline and remain below 4x
over the next 12 months. The SGL-1 speculative grade liquidity
rating reflects SS&C's very good liquidity comprising free cash
flow, cash on hand and partial availability under the revolving
credit facility.

Moody's could downgrade SS&C's ratings if an increase in debt or
deterioration in earnings leads to Moody's expectation that total
debt to EBITDA will be sustained above 4.5x (Moody's adjusted) or
free cash flow to total adjusted debt will be sustained below 10% .
Conversely, ratings could be upgraded if the company demonstrates
conservative financial policies, earnings growth is strong and
Moody's believes that SS&C will sustain total debt to EBITDA
(Moody's adjusted) below 3.5x, including capacity to fund moderate
size acquisitions.

Upgrades:

Issuer: SS&C Technologies Holdings, Inc.

-- Corporate Family Rating, Upgraded to Ba3 from B1

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

-- Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD6)
from B3 (LGD6)

Issuer: SS&C Technologies, Inc.

-- Senior Secured Bank Credit Facilities, Upgraded to Ba2 (LGD3)
from Ba3 (LGD3)

Issuer: SS&C European Holdings S.a.r.l.

-- Senior Secured Bank Credit Facilities, Upgraded to Ba2 (LGD3)
from Ba3 (LGD3)

Issuer: SS&C Technologies Holdings Europe S.a.r.l.

-- Senior Secured Bank Credit Facility, Upgraded to Ba2 (LGD3)
from Ba3 (LGD3)

Outlook Actions:

Issuer: SS&C European Holdings S.a.r.l.

-- Outlook, Changed To Stable From Positive

Issuer: SS&C Technologies Holdings Europe S.a.r.l.

-- Outlook, Changed To Stable From Positive

Issuer: SS&C Technologies Holdings, Inc.

-- Outlook, Changed To Stable From Positive

Issuer: SS&C Technologies, Inc.

-- Outlook, Changed To Stable From Positive

Affirmations:

Issuer: SS&C Technologies Holdings, Inc.

-- Speculative Grade Liquidity Rating, Affirmed SGL-1

SS&C is a leading provider of software and software-enabled
services to over 11,000 clients in the financial services
industry.

The principal methodology used in these ratings was Software
Industry published in December 2015.


STEMTECH INTERNATIONAL: Intends to Use Opus Bank Cash Collateral
----------------------------------------------------------------
Stemtech International, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to use cash
collateral on an interim basis through March 10, 2017.

The Debtor proposes to use cash collateral, on an interim basis in
accordance with the budgets, for purposes of funding payroll, rent,
insurance and certain cost related to a construction project in
Madagascar that will enable the Debtor to realize lower cost of
goods sold in ingredient product.

The Debtor's Budget contemplates a cash flow forecast for the next
3 weeks, from February 24, 2017 through March 10, 2017, projecting
total operating cash disbursements of $119,000.

The Debtor believes that Opus Bank will be affected with its use of
cash collateral. Opus Bank, however, consents to the Debtor's use
of cash collateral.

The Debtor is indebted to Opus Bank in the amount of $3,351,871, as
of February 2, 2017, which is secured by valid, enforceable, and
perfected first-priority liens against substantially all of the
Debtor's assets, except equity interests in foreign subsidiaries.

Consequently, the Debtor proposes to provide Opus Bank with these
adequate protection:

      (a) Continuing Liens with the same extent, validity and
priority as of Petition Date and to a
maximum of cash collateral used;

      (b) Monthly interest payments at contract rate in the amount
of $21,017 commencing in
March, 2017;

      (c) Replacement Liens, but only to the extent that the
continuing liens and adequate protection payments are not
sufficient to protect against diminution in the value of the
Pre-Petition Collateral; and

      (d) super-priority administrative claim in an amount
necessary to otherwise protect against diminution in the value of
the Pre- Petition Collateral in the event the continuing liens,
replacement liens and adequate protection payments are not
sufficient to protect against any such diminution.

A full-text copy of the Debtor's Motion, dated February 21, 2017,
is available at https://is.gd/8kfgf7

A copy of the Debtor's Interim Budget is available at
https://is.gd/VWaWdA


                    About Stemtech International, Inc.

Stemtech International, Inc. filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 17-11380), on February 2, 2017. The petition was
signed by Ray C. Carter, Jr., chief executive officer.  The case is
assigned to Judge Raymond B Ray. At the time of filing, the Debtor
had both assets and liabilities estimated to be between $1 million
to $10 million each.

The Debtor is represented by Michael D. Seese, Esq. at Seese, P.A.
The Debtor tapped Thomas J. Santoro of GlassRatner Advisory &
Capital Group, LLC as Financial Advisors     

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb17-11380.pdf


SULLIVAN VINEYARDS: Allowed to Pay $12K in Shipping Expenses
------------------------------------------------------------
Judge Alan Jaroslovsky of the U.S. Bankruptcy Court for the
Northern District of California authorized Sullivan Vineyards
Corporation to spend an additional $12,000 on shipping expenses
pending the continued hearing on its motion to use cash
collateral.

The Debtor is authorized to use cash collateral on the condition
that its actual spending on the other line items in the Court's
February 16, 2017 cash collateral order aggregates at least $12,000
less than the ceiling for the same. Pursuant to the February 16
Order, the Debtor was authorized to use up to $114,230 of cash
collateral pending the March 3, 2017, continued hearing on its
motion to use cash collateral.

The Debtor contended that it had received approximately $200,000
for over 500 orders from its wine club members and it needs to
begin filling these orders now. The further contended that the wine
club sales were at the favorable price of 85% of retail.

Pursuant to the February 16, 2017 Order, the Debtor was authorized
to use up to $5,814 for shipping expenses. However, the company
that handles shipping of wine club orders had informed the Debtor
that it must prepay for its services to fill the pending orders.

The Debtor told the Court that it did not anticipate that it would
be required to pay for the bulk of these shipping expenses prior to
March 3 when the Debtor put together its line items on its cash
collateral cash collateral budget. Accordingly, the Debtor needs to
use an additional $12,000 of cash collateral for shipping expenses
prior to the March 3 hearing.

A full-text copy of the Order, entered on Feb. 21, 2017, is
available at
https://is.gd/ltVmCj

            About Sullivan Vineyards Corporation

Sullivan Vineyards Corporation filed a Chapter 11 petition (Bankr.
N.D. Cal. Case No. 17-10065), on February 1, 2017.  The petition
was signed by Ross Sulliva, CEO.  The Debtor is represented by
Steven M. Olson, Esq., at the Law Office of Steven M. Olson.  The
case is assigned to Judge Alan Jaroslovsky.  The Debtor estimated
assets at $1 million to $10 million and liabilities at $10 million
to $50 million at the time of the filing.


SUNSET9 LLC: Seeks to Hire Louis J. Esbin as Legal Counsel
----------------------------------------------------------
Sunset9 LLC seeks approval from the U.S. Bankruptcy Court for the
Central District of California to hire legal counsel in connection
with its Chapter 11 case.

The Debtor proposes to hire the Law Offices of Louis J. Esbin to
give legal advice regarding its duties under the Bankruptcy Code,
negotiate with creditors, and provide other legal services.

The hourly rates charged by the firm are:

     Louis Esbin          $500
     Associate            $250
     Paralegals           $150
     Legal Assistants     $150

Louis Esbin, Esq., disclosed in a court filing that the firm does
not represent any interest adverse to the Debtor.

The firm can be reached through:

     Louis J. Esbin, Esq.
     Law Offices of Louis J. Esbin
     25129 The Old Road, Suite 114
     Stevenson Ranch, CA 91381-2273
     Tel: 661-254-5050
     Fax: 661-254-5252
     Email: Esbinlaw@sbcglobal.net

                        About Sunset9 LLC

Sunset9 LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-10624) on January 19, 2017.
The petition was signed by Joel Abergel, managing member.  The case
is assigned to Judge Sheri Bluebond.

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


TALLAHASSEE INDOOR: Hearing on Plan Outline Set For March 23
------------------------------------------------------------
The Hon. Karen K. Specie of the U.S. Bankruptcy Court for the
Northern District of Florida will hold on March 23, 2017, at 1:30
p.m. a hearing to consider the adequacy of the disclosure statement
and Chapter 11 plan filed by Tallahassee Indoor Shooting Range LLC
on Feb. 17, 2017.

March 16, 2017, is the last day for filing of objections to the
Disclosure Statement.

                    About Tallahassee Indoor

Tallahassee Indoor Shooting Range LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No.
16-40407) on Aug. 26, 2016.  The petition was signed by Robert W.
Kornegay Sr., managing member.  

The Debtor is represented by Robert Bruner, Esq.  The Debtor also
hired J. Stanley Chapman, Esq., at Equels Law Firm to represent the
Debtor in a lawsuit it filed against Blueprint 2000
Intergovernmental Agency in the Circuit Court of Leon County,
Florida.

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


TARTAN CONTROLS: Receiver Selling All Assets to Eastar Premium
--------------------------------------------------------------
PricewaterhouseCoopers, Inc. ("PWC"), the court-appointed Receiver
and authorized foreign representative of Tartan Controls Corp.
("Tartan Corp.") in the proceeding pending in the Court of Queen's
Bench of Alberta, Canada, asks the U.S. Bankruptcy Court for the
District of Wyoming to authorize the sale of substantially all
assets of the Tartan Corp.'s to Eastar Premium Pipe, Inc.

Prior to entry of the Receivership Order, certain Tartan entities,
including Tartan Controls, Inc. ("TI"), provided engineering,
manufacturing, and services related to down-hole drilling tools in
the western Canadian oil and gas market.  Tartan Corp. is a Wyoming
registered corporation and a wholly owned subsidiary of TI.  On
information and belief, Tartan Corp. was created by TI as a way to
extend its service and infrastructure into the United States,
including North Dakota, Wyoming, and Colorado.

Beginning in 2010, The Toronto-Dominion Bank ("TD Bank")
established a secured lending relationship with TI ("Credit
Facilities").  The most recent credit agreement with TI is dated
April 28, 2015, as further amended by agreements dated June 19,
2015, Oct. 28, 2015, April 18, 2016 and April 29, 2016 ("Credit
Agreement").  The Credit Facilities were secured by various
security agreements and guaranties.  Tartan Corp. is a guarantor of
the obligations represented by the Credit Facilities by virtue of
its execution of an Unlimited Guarantee and Postponement in favor
of TD Bank, jointly and severally guaranteeing the indebtedness and
liabilities of TI.  Tartan Corp. also granted a general security
interest securing the indebtedness owed by TI.

In July 2016, TD Bank demanded payment from various Tartan
entities, including Tartan Corp.  It issued demand letters to
Tartan Corp. for the repayment of the indebtedness represented by
the Credit Agreement and Notices of Intention to Enforce Security
pursuant to Section 244 of the Bankruptcy and Insolvency Act
(Canada).  Based on the foregoing, the decision was made to seek
appointment of a receiver in order to protect TD Bank's collateral
in Canada and the United States.

On Sept. 16, 2016, TD Bank, as Plaintiff, filed an Application by
Plaintiff seeking the appointment of a Receiver in the Court of
Queen's Bench of Alberta, Judicial Centre of Edmonton ("Canadian
Court").  A Receivership Order was entered in the Canadian Court on
Sept. 28, 2016.

Additionally, on Dec. 19, 2016 the Receiver took the legal step of
having TI make a voluntary assignment into bankruptcy ("Canadian
Bankruptcy") under and pursuant to the Bankruptcy and Insolvency
Act, R.S.C. 1985, c. B-3.

Pursuant to the Receivership Order, a stay is in place in Canada
which prohibits any proceeding or enforcement process against
Tartan Corp. or its assets.  Further, all rights and remedies of
any entity, whether judicial or extra-judicial, are stayed and
suspended against Tartan Corp. and its assets.  The Canadian Court
appointed PWC as the Receiver.  The Receiver's role in the Canadian
Proceeding is to take possession and to preserve all property of
Tartan Corp., and Tartan Corp. is obligated to cooperate with the
Receiver in this respect.  The Receiver intends to liquidate all
assets of Tartan Corp. for the benefit of its creditors.

On Jan. 23, 2017, the Receiver filed a Petition in order to
recognize the Canadian Proceeding as a foreign main proceeding in
the United States.  By filing the Petition, the Receiver wishes to
obtain relief in substantially the same form provided in the
Canadian Proceeding, and to allow for the proper and necessary
communication and coordination between the Canadian Proceeding and
this case to ensure the orderly, fair, and efficient restructuring
or liquidation of Tartan Corp.  It is anticipated that on March 8,
2017, the Court will enter an Order Granting Recognition as a
Foreign Main Proceeding and Related Relief in the Tartan Corp.
bankruptcy case ("Proposed Recognition Order").

The Proposed Recognition Order, as proposed, provides, inter alia,
that the Receivership Order entered in the Canadian Proceeding
should be given full force and effect in the United States.  The
Proposed Recognition Order further states the administration or
realization of all or part of the assets of Tartan Corp. within the
territorial jurisdiction of the United States is entrusted to the
Receiver, and the terms of the Receivership Order will apply to
Tartan Corp., its creditors, the Receiver, and any other
parties-in-interest.

In November 2016, the Receiver undertook a formal marketing and
sale process (with respect to the TI property) and contacted
approximately 96 parties in North America, including four
auctioneers.  Interested parties received an Invitation for Offers
to Purchase Assets Packet, also known as Sale of Assets by Tender
Information Package dated Nov. 21, 2016 ("Information Package").

The salient terms of the Information Package are:

          a. Certain assets were being offered for sale on an "as
is, where is" basis which were comprised of milling machines,
lathes, grinder, band saws, welders, compressors, sand blasters,
pressure washers, CNC Machines and other miscellaneous equipment
and inventory located primarily in Edmonton, Alberta. The assets
are described as: (i) Lot 1: Edmonton - Equipment and Other Assets;
(ii) Lot 2: Edmonton - Leased Equipment (subject to approval by the
lease company); and (iii) Lot 3: Edmonton – Inventory ("TI
Assets").

          b. A viewing of the TI Assets was scheduled for Nov. 30,
2016 from 9:00 a.m. to 2:00 p.m.

          c. All TI Assets were being sold "en-bloc" and that the
Receiver would not consider piecemeal offers.

          d. Tenders would be accepted until 12:00 p.m. (MDT) on
Dec. 7, 2016.

          e. Any accepted tender and subsequent sale could be and
therefore remains subject to and conditional on court approval on
terms acceptable to the Receiver.

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

        http://bankrupt.com/misc/Tartan_Controls_26_Sales.pdf

In addition to offering to buy the TI Assets, the Purchaser made an
unsolicited offer to purchase certain assets owned by Tartan Corp.
which included a majority of Tartan Corp.'s assets located in
Casper, Wyoming ("Casper Assets").  Although it was determined
there appeared to be no net benefit to the Receiver taking
possession of the Casper Assets, they are nevertheless included in
the "Sale."

Subsequent to the Sale, on Feb. 6, 2017, the Receiver filed with
the Canadian Court its First Report to the Court Submitted by
PricewaterhouseCoopers, Inc. in its Capacity as Receiver dated Feb.
6, 2017 ("First Report").  Thereafter on Feb. 10, 2017, the
Receiver filed with the Canadian Court its Second Report to the
Court Submitted by PricewaterhouseCoopers Inc. in its Capacity as
Receiver dated Feb. 10, 2017 ("Second Report").

The First and Second Reports indicate, inter alia that:

          a. On Dec. 6, 2017, the Purchaser submitted a letter of
intent ("LOI") for the purchase of all TI Assets as well as all of
the assets owned by Tartan Corp.

          b. Following the signing of the LOI, the Receiver and
Purchaser entered into two Asset Purchase Agreements, one
pertaining to TI and the second pertaining to Tartan Corp. ("Tartan
Corp. APA").

          c. The Tartan Corp. APA in general provides that the
Purchaser will acquire all the assets, properties and undertakings
of Tartan Corp. used in the United States and located at the
premises of Tartan Corp. at 2327 Colman Circle, Casper, Wyoming and
Suite 2800S, 600-17th Street, Denver, Colorado on the closing date
in connection with business of Tartan Corp.

          d. The Tartan Corp. assets include, but are not limited
to, the capital assets, intellectual property and all other assets
of Tartan Corp. as specified in the Tartan Corp. APA.

In addition, on Feb. 10, 2017, the Receiver in the Canadian
Proceeding filed two Applications for Order Approving Sale and
Vesting Order (Personal Property) and Temporary Sealing Order
(TCC); one pertaining to the TI Assets; and the other pertaining to
the Tartan Corp. assets ("Canadian Sale Motion") in order to have
the Sale of all Assets approved by the Canadian Court.

The Canadian Sale Motion includes "Confidential Appendices"
including, but not limited to, an Edmonton Equipment Appraisal,
Asset Purchase Agreements and the Receiver's Estimated Realization
Analysis.  Contemporaneously with the filing of the U.S. Sale
Motion, the Receiver is filing in the Court a Motion to Seal
Confidential Appendices in Connection with Contemporaneously Filed
Sale Motion requesting the Court seal the Confidential Appendices,
which request has also been made and approved in the Canadian
Proceeding.  A Sale Approval and Vesting Order (Personal Property)
and Temporary Sealing Order (TCC) was entered by the Canadian Court
on Feb. 14, 2017.

Approval of the Sale to the Purchaser is in the best interests of
the bankruptcy estate.  The Sale is not conditioned on further due
diligence or financing contingencies.  The Purchaser has
demonstrated that it has the ability to close the transaction upon
obtaining the necessary approval from the Canadian Court and this
Court.

Accordingly, the Receiver asks that the Court enter an Order
approving the sale of the Assets free and clear of all liens,
claims, and interests.  The Receiver also asks that the Court
recognize and enforce Canadian Sale Order entered by the Canadian
Court approving the sale of the Assets to the Purchaser.

                  About Tartan Controls

Tartan Controls Inc., along with affiliates, provided engineering,
manufacturing, and services related to down-hole drilling tools in
the western Canadian oil and gas market.  Tartan Controls Corp., a
Wyoming registered corporation and a wholly owned subsidiary of
Tartan Inc., was created to extend its service and infrastructure
into the United States, including North Dakota, Wyoming, and
Colorado.

Tartan Controls Corp. filed a voluntary petition under Chapter 15
of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Wyoming on Jan. 23, 2017 (Bankr. D. Wyo. Case No.
17-20037).  The case is assigned to Judge Cathleen D. Parker.

The Debtor tapped Chad S. Caby, Esq., and Brent R. Cohen, Esq.,
at Lewis Roca Rothgerber Christie as counsel.

PricewaterhouseCoopers Inc., as the court-appointed receiver and
authorized foreign representative of Tartan Corp., commenced the
Chapter 15 case in order to seek recognition in the United States
of a proceeding pending in the Court of Queen's Bench of Alberta,
Canada under the Bankruptcy and Insolvency Act.


TULARE LOCAL: Fitch Alters Watch on BB- 2007 Bonds Rating to Neg
----------------------------------------------------------------
Fitch Ratings has revised the Rating Watch to Negative from
Positive on the 'BB-' rating on $13,650,000 series 2007 fixed-rate
bonds issued by the Tulare Local Health Care District d/b/a Tulare
Regional Medical Center (TRMC) and on TRMC's Issuer Default Rating
(IDR) of 'BB-'.

SECURITY
Debt payments are secured by a pledge of the gross revenues of
Tulare Local Health Care District. A fully funded debt service
reserve fund provides additional security for bondholders.

KEY RATING DRIVERS

FUNDING FOR TOWER COMPLETION: The Negative Watch is due to the
failure of a ballot measure in August 2016 that would have
authorized a $55 million general obligation (GO) bond issuance to
finish its new building project. TRMC is currently in the process
of evaluating financing options and the Negative Watch reflects the
sizeable amount of debt that will need to be supported from
hospital operations.

FINANCIAL TURNAROUND: The current management team has been in place
since January 2014 and led a financial turnaround with strong
operating results in fiscal 2015 and 2016 (June 30 year-end) with
16.6% and 14.1% operating EBITDA margins, respectively. TRMC's
financial profile has weakened through the six months ended Dec.
31, 2016 as a result of an information technology conversion and
continued decline in volume. TRMC had 41.2 days cash on hand at
Dec. 31, 2016 and 6.3% operating EBITDA margin through the interim
period.

NEW BUILDING PROJECT: TRMC has been hindered by an unfinished
construction project that was supposed to be complete in 2012, due
to numerous construction issues and litigation with the contractor.
After settling with the contractor, TRMC has spent its own funds to
prepare the building for completion. The completion of the tower
project will be key to stemming outmigration and enhancing
services.

RATING SENSITIVITIES
UPCOMING FINANCING EXPECTED: Management expects to finalize its
financing plan by summer 2017 and will issue bonds through the FHA
242 program or Cal Mortgage. The Negative Watch reflects Fitch's
concern about the magnitude of the debt on Tulare Regional Medical
Center's financial profile and will assess the impact on the rating
at the time of the financing.

CREDIT PROFILE
Tulare Local Health Care District, d/b/a Tulare Regional Medical
Center owns and operates a 112-bed hospital in the city of Tulare,
CA. Total operating revenue in FYE June 30, 2016 (unaudited interim
results) was $81 million (excluding tax revenues related to GO
bonds debt service). Since January 2014, TRMC has been managed by
HealthCare Conglomerate Associates. The current management
agreement runs until 2029 with possible extensions.

VARIATION FROM PUBLISHED CRITERIA

The analysis supporting the 'BB-' IDR includes a variation from the
U.S. Nonprofit Hospitals and Health Systems Rating Criteria.
Enhanced analysis under the variation relates to the assessment of
the benefits and risks of supplemental tax revenues available to
the healthcare provider. This evaluation is supported by Fitch's
new U.S. Tax-Supported Rating Criteria dated April 21, 2016, that
includes refinements to the analysis of both tax revenue
volatility, through the new Fitch Analytical Sensitivity Tool
(FAST), and the value of taxing capacity relative to the issuer's
potential revenue stress in a downturn.

DISCLOSURE
TRMC covenants to disclose annual financial statements within four
months of fiscal year-end and quarterly unaudited financial
statements within 60 days of quarter-end through the MSRB EMMA
website. TRMC's fiscal year ended June 30, 2016 audit is still not
available due to a change in auditors. Management expects the audit
to be available shortly.



TURNING LEAF: Taps Michael O'Brien Law Firm as Counsel
------------------------------------------------------
Turning Leaf Homes IV, LLC, seeks authorization from the U.S.
Bankruptcy Court for the District of Oregon to employ Michael D.
O'Brien & Associates P.C., particularly Theodore J. Piteo, as its
attorney of record.

The Debtor requires the law firm to represent it for all purposes
related to the petition for relief including, among other things:

    -- negotiating financing orders;

    -- obtaining authorization for use of cash collateral;

    -- reviewing and evaluating the status and validity of secured

       claims, litigation; and

    -- implementing its avoidance powers and formulating a
       disclosure statement and plan of reorganization.

The law firm will be paid at these hourly rates:

       Michael D. O'Brien, Partner     $365
       Theodore J. Piteo, Associate    $300
       Hugo Zollman, Sr. Paralegal     $170

The law firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Turning Leaf Management, Inc., paid $5,000 to the law firm on Feb.
2, 2017 for preliminary bankruptcy planning work for Debtor.
Turning Leaf paid $10,000 to the firm immediately prior to filing.
From these amounts the sum of $1,717 was paid to the U.S.
Bankruptcy Court for a filing fee, and $13,283 is earned on receipt
subject to ultimate court approval under 11 U.S.C. Section 329 and
Section 330 or court ordered disgorgement.  The payments are
considered either equity contributions to Debtor or gifts from the
contributing entity.

Mr. Piteo assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

The law firm can be reached at:

       Michael D. O'Brien, Esq.
       Theodore J. Piteo, Esq.
       MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
       12909 SW 68th Pkwy, Suite 160
       Portland, OR 97223
       Tel: (503) 786-3800
       E-mail: ted@pdxlegal.com
               enc@pdxlegal.com

                    About Turning Leaf Homes IV

Turning Leaf Homes IV, LLC, based in Portland, Ore., filed a
Chapter 11 petition (Bankr. D. Ore. Case No. 17-30353) on Feb. 6,
2017.  The Hon. Trish M Brown presides over the case.  Theodore J
Piteo, Esq., at Michael D. O'Brien & Associates, P.C., serves as
bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Tracey
Baron, manager.


ULTRA PETROLEUM: Has Until April 15 to File Reorganization Plan
---------------------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas extended the exclusive period within which Ultra
Petroleum Corp. and its affiliated Debtors may file a Chapter 11
plan for each Debtor through April 15, 2017 and the exclusive
period to solicit acceptance of such plan through and including
June 15, 2017.

The Troubled Company Reporter had earlier reported that the Debtors
asked the Court to extend their exclusive periods to file and
solicit acceptances to a Plan through and including June 29, 2017
and August 29, 2017, respectively.

The Debtors contended that there were still many unresolved issues
that must be addressed to bring these chapter 11 cases to
conclusion. Among other things, additional time was needed for the
Debtors to:

      (a) prosecute the Plan, including working to close the
$580-million rights offering contemplated in the Backstop
Commitment Agreement without the disruption that would result from
alternative plans that could be motivated by the parochial
interests of the Debtors' sophisticated and aggressive
stakeholders;

      (b) continue to engage in discussions with the Committee, the
OpCo Group, and the OpCo Noteholder Group regarding the Plan and
Disclosure Statement -- a significant undertaking given the
complexity of the Debtors' capital structure, number of organized
stakeholder groups, and divergent views held by certain
constituencies;

      (c) litigate the OpCo Group's motions to appoint a chapter 11
trustee and to contest certain Plan classification matters; and

      (d) continue their comprehensive claim reconciliation,
objection, and settlement process, which has included the
resolution of hundreds of millions of dollars of claims asserted by
Pinedale Corridor L.P., Rockies Express Pipeline, LLC, and Big West
Oil LLC.

                   About Ultra Petroleum

Houston, Texas-based Ultra Petroleum Corp. (OTC Pink Marketplace:
"UPLMQ") is an independent oil and gas company engaged in the
development, production, operation, exploration and acquisition of
oil and natural gas properties.

Ultra Petroleum Corp. and seven subsidiary companies filed
petitions (Bankr. S.D. Tex. Lead Case No. 16-32202) seeking relief
under chapter 11 of the United States Bankruptcy Code on April 29,
2016.  The Debtors' cases have been assigned to Judge Marvin
Isgur.

Ultra Petroleum disclosed total assets of $1.28 billion and total
liabilities of $3.91 billion as of March 31, 2016.

James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at Kirkland & Ellis LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at Jackson
Walker, L.L.P., serve as co-counsel to the Debtors. Rothschild Inc.
serves as the Debtors' investment banker; Petrie Partners serves as
their investment banker; and Epiq Bankruptcy Solutions, LLC, serves
as claims and noticing agent.

The Office of the U.S. Trustee has appointed seven creditors of
Ultra Petroleum Corp. to serve on an Official Committee of
Unsecured Creditors. The Committee tapped Weil, Gotshal & Manges
LLP as its legal counsel; Opportune LLP as advisor; and PJT
Partners LP as its financial advisor.


UNIT CORP: Moody's Revises Outlook to Stable & Affirms B2 CFR
-------------------------------------------------------------
Moody's Investors Service changed Unit Corporation's rating outlook
to stable from negative and upgraded the company's Speculative
Grade Liquidity Rating to SGL-2 from SGL-3. Concurrently, Moody's
affirmed Unit's B2 Corporate Family Rating (CFR), B2-PD Probability
of Default Rating (PDR), and B3 senior subordinated notes.

"The outlook change reflects Unit's improving margins, modest free
cash flow prospects in 2017 supported by hedges, and good
liquidity," said Sajjad Alam, Moody's Senior Analyst.

Issuer: Unit Corporation

Affirmations:

-- Probability of Default Rating, Affirmed B2-PD

-- Corporate Family Rating, Affirmed B2

-- Senior Subordinated Regular Bond/Debentures, Affirmed B3
(LGD5)

Upgrades:

--  Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
SGL-3

Outlook Actions:

Issuer: Unit Corporation

-- Outlook, Changed To Stable From Negative

RATINGS RATIONALE

Unit Corporation's B2 CFR reflects its improving but high financial
leverage, declining production and reserves trends which Moody's
expects to stabilize in 2017 and slowly grow, and natural gas
weighted production base. The rating also considers weak energy
prices and challenged drilling industry conditions in North America
that will limit cash flow growth in 2017. The B2 CFR is supported
by Unit's diversified exposure to the upstream, contract drilling,
and midstream sectors, high proportion of proved developed
reserves, long track record of conservative financial management
and improving margins and cash flows. Unit reduced its long term
debt by $118 million in 2016 improving its covenant cushion, and
has hedged roughly 50% of its 2017 oil production and 70% of its
natural gas volumes at reasonable prices.

Unit should have good liquidity through early-2018, which is
reflected in the SGL-2 rating. Moody's expects the company to
generate $10-$20 million of free cash flow in 2017 based on a capex
budget of $227 million. At December 31, 2016, Unit had $314 million
available under its $475 million committed revolver. The revolver
borrowing base was re-determined in October 2016 at $475 million,
which Moody's expects to grow in 2017 due to more drilling and
completion activity. Unit has two financial covenants in the
revolver credit agreement and Moody's expects ongoing compliance
through 2018. The revolver matures in April 2020 and the 6.625%
bonds mature in December 2021. Moody's note that Unit's drilling
rigs are not pledged to its revolver lenders, which could provide
potential alternate liquidity in a distressed situation.

The company's 6.625% senior subordinated notes are rated B3, one
notch below the B2 CFR, indicating their subordinated position in
the capital structure relative to the secured revolving credit
facility.

Unit's ratings could be upgraded if the company can continue to
improve its leverage metrics, show sequential production growth and
sustain the retained cash flow to debt ratio above 30%. A downgrade
is most likely to be triggered by weak liquidity or a retained cash
flow to debt ratio approaching 10%.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.

Unit Corporation is primarily an exploration and production company
with meaningful exposure to the drilling and midstream segments of
the energy industry.


UNITED MOBILE: Allowed to Continue Using Cash Through March 31
--------------------------------------------------------------
Judge Barbara Ellis-Monro of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized United Mobile Solutions,
LLC to continue using cash collateral in accordance with the terms
and conditions of the previously issued cash collateral order.

T-Mobile USA, Inc., MetroPCS Georgia, LLC, and MetroPCS Texas, LLC
consented to the Debtor's use of cash collateral and agreed to
extend the cash collateral period through and including March 31,
2017.

The approved Budget reflects total operating expenses of $265,407
for the month of February 2017 and $290,607 for the month of March
2017.

A full-text copy of the Third Order, dated February 21, 2017, is
available at https://is.gd/t7hb7v

                About United Mobile Solutions

United Mobile Solutions, LLC is a carrier master dealer that
operates and manages approximately 20 retail cellular phone stores.
The Debtor's corporate offices are located in Norcross, Georgia.

United Mobile Solutions, LLC, filed a Chapter 11 petition (Bankr.
N.D. Ga. Case No. 16-62537) on July 20, 2016.  The petition was
signed by Kil Won Lee, president. The Debtor estimated its assets
at $0 to $50,000 and its liabilities at $1 million to $10 million
at the time of the filing. The Debtor is represented by Cameron M.
McCord, Esq., at Jones & Walden, LLC.  

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of United Mobile Solutions, LLC,
as of Nov. 8, according to a court docket.  


VERUS SECURITIZATION 2017-1: S&P Rates Class B-2 Certificates BB
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Verus Securitization
Trust 2017-1's $140.448 million mortgage pass-through
certificates.

The issuance is a residential mortgage-backed securities
transaction backed by first-lien, fixed- and hybrid-adjustable rate
residential mortgage loans secured by single-family residential
properties, planned-unit developments, condominiums, and two-four
family residential properties to both prime and non-prime
borrowers.  The pool has 289 loans, which are primarily
non-qualified mortgage loans.

The ratings reflect:

   -- The pool's collateral composition;
   -- The credit enhancement provided for this transaction;
   -- The transaction's associated structural mechanics;
   -- The representation and warranty (R&W) framework for this
      transaction; and
   -- The mortgage aggregator.

RATINGS ASSIGNED

Verus Securitization Trust 2017-1
Class       Rating(i)       Amount ($)
A-1         AAA (sf)        87,300,000
A-2         AA (sf)         16,459,000
A-3         A (sf)          22,260,000
B-1         BBB (sf)         6,889,000
B-2         BB (sf)          4,495,000
B-3         B+ (sf)          3,045,000
B-4         NR               4,568,957
A-IO-S      NR            Notional(ii)
XS          NR           Notional(iii)
R           NR                     N/A

(i)Interest can be deferred on the classes; the ratings assigned to
the classes address the ultimate payment of interest and principal.

(ii)Notional equal to stated principal balance of loans.  
(iii)Notional equals to the aggregate balance of A-1, A-2, A-3,
B-1, B-2, B-3, and B-4 certificates.  
N/A--Not applicable.
NR--Not rated.



VIA NIZA: Seeks to Hire Luis Cruz Lopez as Accountant
-----------------------------------------------------
Via Niza Inc. seeks approval from the U.S. Bankruptcy Court in
Puerto Rico to hire an accountant.

The Debtor proposes to hire Luis Cruz Lopez, a certified public
accountant, to supervise its accounting affairs, assist in the
preparation of its monthly operating reports and income tax
returns, and prepare financial projections and analysis required
for the formulation of a bankruptcy plan.

Mr. Lopez will charge an hourly rate of $150 and will receive
reimbursement for work-related expenses.  Staff accountants will
charge $75 per hour.

In a court filing, Mr. Lopez disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

Mr. Lopez maintains an office at:

     Luis Cruz Lopez
     172 La Coruna Street
     Ciudad Jardin
     Caguas, Puerto Rico
     Phone: (787) 703-2552
     Phone: (787) 747-0620
     Email: cpalcruz@gmail.com

                       About Via Niza Inc.

Via Niza, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. P.R. Case No. 17-00215) on January 18,
2017.  Nilda Gonzalez-Cordero, Esq., serves as the Debtor's
bankruptcy counsel.  At the time of the filing, the Debtor
estimated assets and liabilities of less than $1 million.


WARRIOR MET: S&P Assigns 'B-' CCR; Outlook Stable
-------------------------------------------------
S&P Global Ratings said that it assigned its 'B-' corporate credit
rating to Warrior Met Coal LLC.  The rating outlook is stable.

At the same time, S&P assigned its 'B-' issue-level rating (same as
the corporate credit rating) to Warrior Met Coal Intermediate
Holdco LLC's proposed $350 million first-lien term loan due in
2024.  The recovery rating is '3', indicating S&P's expectation of
meaningful (50%-70%, rounded estimate 60%) recovery for lenders in
the event of a payment default.

Significant contributors to Warrior's weak business risk assessment
include the inherent challenges of coal mining--operating in a
cyclical industry, weather-related disruptions, capital intensive
operations, labor-related challenges, and increasingly stringent
environmental and safety regulations.  Other factors specific to
the company include its limited scale and scope, narrow product
focus, and exposure to the volatile hard coking coal (HCC) price
environment.  The company sells its met coal to foreign customers
(Europe, South America, and Asia) with short-term contracts highly
dependent on the HCC Index price. These factors are partially
offset by the company's high-grade product (premium low-volatile
met coal), which makes up about 70% of sales, and above average
operating margins.

S&P considers Warrior's financial risk profile to be highly
leveraged.  Under S&P's baseline scenario for 2017, S&P estimates
adjusted debt to EBITDA below 2x and FOCF to debt of 20%-25%. These
measures typically result in a stronger financial risk profile.
However, S&P also considers the company's financial sponsor
ownership, which S&P associates with a more aggressive financial
risk policy.

S&P Global Ratings' base-case scenario includes:

   -- U.S. GDP growth of 2.4% in 2017 and 2.3% in 2018;
   -- Average realized met coal prices at $165 per ton for 2017,
      falling to about $135 per ton in 2018; and
   -- EBITDA margins of about 30%-35% in 2017 and 2018.

Warrior is an Alabama-based producer of premium benchmark quality
met coal that operates two long-wall met coal mines.  The company
is privately owned and does not release its financial statements
publicly.

S&P assesses Warrior's liquidity as adequate, based on these
observations and estimates:

   -- S&P's expectation that liquidity sources, including
      availability under the company's asset-based lending (ABL)
      revolving facility, will exceed uses by at least 1.2x over
      the next 12 months.

   -- S&P's expectation that liquidity sources would continue to
      exceed uses, even if EBITDA declines by 15%.

The new term loan has no financial covenants.  The ABL facility has
a springing 1x fixed coverage charge covenant.  S&P do not expect
the company to trigger the covenant in the forecast period.

Other modifiers

S&P applied a negative comparable rating adjustment that decreases
the rating by one notch.  The adjustment reflects uncertainty in
2017 associated with ongoing coal price volatility.  Additionally,
due to Warrior's small size, narrow product focus, and dependence
on international customers, S&P views the business risk to be
higher than that of similarly assessed peers.  Finally, S&P
considers that the company is relatively new and in transition.

The stable outlook reflects S&P's expectation that Warrior will
generate FOCF of about $100 million and maintain adjusted debt to
EBITDA of less than 2x in the next 12 months.  S&P will reassess
the company's financial policy and revise its leverage expectation
if the company goes public.

S&P could lower the rating if the company's cash flow generation
deteriorates such that S&P no longer views liquidity to be
adequate.  S&P could also lower the rating if leverage increases
and is expected to remain above 5x.  This could happen if HCC
prices decline materially below our expectations, or if the
sponsors pursue additional debt-financed distributions in the next
12 months.

S&P could raise the rating if the company decreases its sponsor
ownership below 40% and maintains discretionary cash flow to debt
above 10% and adjusted debt to EBITDA below 3x.  This could happen
as a result of an initial public offering.


WAYNE, MI: Moody's Lowers Issuer Rating to 'B1'
-----------------------------------------------
Moody's Investors Service has downgraded the City of Wayne, MI's
issuer rating to B1 from Ba3 and general obligation limited tax
(GOLT) rating to B2 from B1. The outlook is negative. The city has
$27.5 million of rated GOLT bonds.

The downgrade of the issuer rating to B1 reflects greater than
expected draws on already narrow liquidity in the current fiscal
2017 and an increasingly stressed financial position due to an
ongoing structural imbalance with few options to make timely
expenditure cuts or revenue enhancements. The rating also reflects
the city's modestly-sized tax base with significant concentration
in auto manufacturing, a weakened socioeconomic profile, very high
leverage and high fixed costs.

The B2 GOLT rating is one notch lower than the city's issuer
rating. The notching reflects greater pressure on the continued
payment of limited tax bond debt service, relative to the
hypothetical GOULT pledge of the issuer rating, given the lack of a
dedicated bond levy and strong limitations on the city's ability to
raise revenue. This action concludes a review undertaken in
conjunction with the publication on December 19, 2016 of the US
Local Government General Obligation Debt Methodology.

Rating Outlook

The negative outlook reflects the expectation that the city's
sizeable operating gap will continue to exert tremendous stress on
liquidity. Previous attempts to increase revenues and reduce
expenditures were insufficient, and the city has limited options to
address its structural shortfall.

Factors that Could Lead to an Upgrade

Stabilization of the city's financial operations and reserves

Factors that Could Lead to a Downgrade

Further narrowing of the city's liquidity

Lack of progress on trimming operating expenses

Legal Security

The city's outstanding rated securities are secured by its pledge
and authorization to levy taxes subject to charter, statutory and
constitutional limitations.

Use of Proceeds

Not applicable.

Obligor Profile

The City of Wayne is located in the north central portion of Wayne
County, approximately 21 miles west of Detroit. The city operates
under a Commission-Manager form of government and provides
municipal services including public safety, health and welfare,
recreation and utilities to a population of approximately 17,600
residents.

Methodology

The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.


WILTON INDUSTRIES: Bank Debt Trades at 3% Off
---------------------------------------------
Participations in a syndicated loan under Wilton Industries is a
borrower traded in the secondary market at 96.90
cents-on-the-dollar during the week ended Friday, February 24,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents an increase of 0.78 percentage points
from the previous week.  Wilton Industries pays 625 basis points
above LIBOR to borrow under the $0.400 billion facility. The bank
loan matures on Aug. 23, 2018 and carries Moody's Caa2 rating and
Standard & Poor's CCC+ rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended February
24.


WOONSOCKET, RI: Moody's Affirms Ba3 Rating on GO Debt
-----------------------------------------------------
Moody's Investors Service has assigned a Ba3 underlying rating and
an A1 enhanced rating to the Rhode Island Health and Educational
Building Corporation (RIHEBC) Public Schools Revenue Bond Financing
Program Revenue Refunding Bonds, Series 2017A (City of Woonsocket
Issue). Concurrently, Moody's has revised the outlook to positive
from stable and affirmed the Ba3 underlying rating on City of
Woonsocket's outstanding general obligation debt, including
GO-secured debt issued through RIHEBC.

The Ba3 underlying rating reflects a narrow but improved reserve
and liquidity position following four audited years of operating
surpluses. The rating also incorporates the challenges the city
faces from weak income levels, a very high debt burden, and
substantial unfunded pension and OPEB liabilities.

The A1 enhanced rating with stable outlook is based on the Rhode
Island Health and Educational Building Corporation (RIHEBC) monthly
pay Intercept Program. The enhancement program's rating is based on
Rhode Island's Aa2 general obligation rating and stable outlook.
The state provides approximately 82% state building aid on the
approved project in this issuance.

Rating Outlook

The revision of the outlook to positive on the underlying rating
reflects modest financial improvement, which Moody's expects to
continue over the near term. Given the recent positive operations,
liquidity has improved and the city has not needed cash advances
since July 2015 (fiscal 2016). Moody's expects that management's
conservative budgeting and adherence to an adopted five-year
forecast will ensure the maintenance of adequate reserve levels,
and that the city will be able to meet its obligations without any
cash flow borrowing.

The enhanced rating maintains a stable outlook based on the state's
Aa2 GO rating and stable outlook.

Factors that Could Lead to an Upgrade

- Material growth in General and School Fund reserves

- Continued improvement in liquidity and a longer trend of
managing operations without the need for cash flow borrowing

- Continued full payments of annual pension contributions

Factors that Could Lead to a Downgrade

- Operating deficits in the General or School Funds

- Renewed reliance on cash flow borrowing to make debt service
payments

- Significant growth in debt, pension or OPEB liabilities

Legal Security

The bonds are special obligations of RIHEBC, secured solely by the
loan payments from the City of Woonsocket under its financing
agreement with RIHEBC. Loan repayments are scheduled to be
sufficient to pay the city's 100% share of the principal, sinking
fund installments and redemption price of and interest on the bonds
and are backed by the city's general obligation property tax
pledge. The city will pay gross debt service to RIHEBC 45 days in
advance of scheduled debt service, thereby assuring that sufficient
funds are on deposit with the trustee in order to meet debt service
on the RIHEBC bonds. The city is shortly thereafter reimbursed for
its portion of eligible School Housing Aid (currently 82%). In the
event the city fails to make its loan payment to RIHEBC, State
Housing and Basic Education Aid may be intercepted and applied to
the payment of the bonds.

The city's bonds benefit from state legislation passed in 2011 that
provides a statutory lien on ad valorem taxes and general fund
revenues, giving priority to payment of general obligation debt in
bankruptcy proceedings.

Use of Proceeds

Bond proceeds will advance refund certain maturities of the RIHEBC
Series 2009E bonds for estimated net present value savings of $2
million, equal to roughly 3.6% of refunded principal. The savings
will be taken equally over the life of the issue and there is no
extension of final maturity.

Obligor Profile

Woonsocket has a population of 41,000 and is located on the Rhode
Island/Massachusetts border, approximately 15 miles north of
Providence.

Methodology

The principal methodology used in the underlying rating was US
Local Government General Obligation Debt published in December
2016. The principal methodology used in the enhanced rating was
State Aid Intercept Programs and Financings: Pre and Post Default
published in July 2013.


YORK RISK: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under York Risk Services
Holding is a borrower traded in the secondary market at 97.10
cents-on-the-dollar during the week ended Friday, February 24,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.15 percentage points from
the previous week.  York Risk pays 375 basis points above LIBOR to
borrow under the $0.555 billion facility. The bank loan matures on
Sept. 18, 2021 and carries Moody's B3 rating and Standard & Poor's
B- rating.  The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended February 24.


ZAMINDAR PROPERTIES: Taps Calaiaro Valencik as Legal Counsel
------------------------------------------------------------
Zamindar Properties, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to hire Calaiaro Valencik to give legal advice
regarding its duties under the Bankruptcy Code, prepare a
bankruptcy plan, give advice regarding possible preference actions,
and provide other legal services.

The hourly rates charged by the firm are:

     Donald Calaiaro     $350
     David Valencik      $300
     Staff Attorney      $250
     Paralegal           $100

Calaiaro Valencik does not hold any interest adverse to the
Debtor's bankruptcy estate, and is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Donald R. Calaiaro, Esq.
     David Z. Valencik, Esq.
     Calaiaro Valencik
     428 Forbes Avenue, Suite 900
     Pittsburgh, PA 15219-1621
     Phone: (412) 232-0930
     Email: dcalaiaro@c-vlaw.com
     Email: dvalencik@c-vlaw.com

                    About Zamindar Properties

Zamindar Properties, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W. D. Pa. Case No. 16-23385) on September
9, 2016.  The petition was signed by Joann Jenkins, president.  
The case is assigned to Judge Carlota M. Bohm.

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

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


[*] Moody's Takes Action on Armor, GFI & Oppenheimer
----------------------------------------------------
Moody's Investors Service has announced rating actions involving
three US-based securities industry service providers, following the
publication of its new securities industry service providers rating
methodology. This is now the primary methodology that Moody's uses
to rate securities industry service providers globally, except in
jurisdictions where certain regulatory requirements must be
fulfilled prior to the new methodology's implementation.

The three securities industry service providers affected by rating
action are:

  * Armor Holdco, Inc.

  * GFI Group Inc.

  * Oppenheimer Holdings, Inc.

Moody's has placed Armor Holdco, Inc.'s (Armor) B3 corporate family
rating (CFR) on review for downgrade. Moody's has also placed Armor
Holding II LLC's B2 senior secured first lien bank credit facility
and revolving credit facility on review for upgrade, and its Caa1
senior secured second lien bank credit facility on review for
downgrade.

Moody's has assigned GFI Group Inc. (GFI) a corporate family rating
of Ba2 and affirmed its Ba2 backed senior unsecured rating both
with a stable outlook, and has withdrawn GFI's Ba2 issuer rating.

Moody's has affirmed Oppenheimer Holdings, Inc.'s (Oppenheimer) B2
corporate family rating, and changed the outlook to stable from
positive. Moody's also upgraded Oppenheimer's backed senior secured
rating to B1 from B2, with stable outlook.

RATINGS RATIONALE

Moody's rating actions on Armor, GFI and Oppenheimer follow the
publication of Moody's new securities industry service providers
rating methodology (Moody's has also published a separate new
methodology for rating securities industry market makers), which
incorporates a number of changes and enhancements from Moody's
previous rating methodology for rating these securities firms.

Moody's said its new methodology for rating securities industry
service providers has retained each of the key financial metrics
that it had used to rate such firms under the previous methodology
(pre-tax earnings, pre-tax margin, pre-tax margin volatility ,
debt/EBITDA and EBITDA/interest expense) and has introduced a new
leverage ratio: (retained cash flow -- capital expenditures)/debt.

Moody's said a key enhancement in the new methodology is the
utilization of Moody's loss given default (LGD) methodology and
model in the consideration of instrument-level ratings of
speculative-grade securities industry service providers. Moody's
said its LGD model draws on a rich history of default data and has
long been utilized to assign speculative-grade non-financial
corporate issuers' instrument ratings in the US, Canada and Europe.
The LGD model will now be utilized for speculative grade securities
industry service providers located in these geographies, since the
key characteristics of securities industry service providers are in
many ways similar to those of non-financial corporate issuers.

FIRM-SPECIFIC CONSIDERATIONS

Moody's specific rating considerations for each of the three firms
affected by these rating actions is:

ARMOR

Moody's said Armor's B3 corporate family rating was placed on
review for downgrade as a result of the increased weighting placed
on financial metrics in its new rating methodology when an issuer's
financial profile is weaker than its operating environment. Moody's
said that although Armor has a sound competitive position in the
consolidating securities transfer and processing business in North
America, a series of acquisitions has led to elevated levels of
debt and associated high interest expense and weak profitability.
Moody's said its review for downgrade would focus on assessing
Armor's most recent financial results and activities, and that it
would assess the likelihood of it being able to improve its
financial profile. Absent an expectation of improved financial
performance, Moody's said Armor's corporate family rating is likely
to be downgraded by a notch.

Moody's said its B2 ratings on Armor Holding II LLC's senior
secured first lien bank credit facility and revolving credit
facility are on review for upgrade based on the application of
Moody's LGD methodology and model and the facilities' priority
ranking in Armor's capital structure. Moody's said that should its
review conclude by confirming Armor's existing B3 corporate family
rating, then the first lien facilities would likely be upgraded to
B1. However, said Moody's, should Armor's corporate family rating
be downgraded to Caa1, then the existing B2 first lien ratings
would likely be confirmed.

Moody's said Armor Holding II LLC's Caa1 senior secured second lien
bank credit facility is on review for downgrade based on Armor's
corporate family rating being on review for downgrade, and the
application of Moody's LGD methodology and model and the facility's
secondary ranking in Armor's capital structure.

Moody's said that should its review conclude by confirming Armor's
existing B3 corporate family rating, then the second lien credit
facility rating would likely be confirmed at Caa1, and would likely
be three notches below Armor's first lien ratings, reflecting the
second lien's higher expected loss content, given its secondary
claim upon Armor's assets and its smaller size compared with
Armor's first lien facilities. However, said Moody's, should
Armor's corporate family rating be downgraded to Caa1, then the
existing Caa1 second lien credit facility rating would likely be
downgraded to Caa2, and, again, likely be three notches below
Armor's first lien ratings.

Factors that could lead to an upgrade - Armor

* Improvement in expense control leading to positive pre-tax
earnings and stable margins

* Reduction in Debt/EBITDA ratio to a level below 5x (including
Moody's standard adjustments)

Factors that could lead to a downgrade - Armor

* In reviewing Armor's corporate family rating for downgrade,
Moody's will focus on assessing Armor's most recent financial
results and activities, and will assess the likelihood of it being
able to improve its financial profile. Absent an expectation of
improved financial performance, Armor's corporate family rating is
likely to be downgraded.

GFI

Moody's said it assigned a Ba2 corporate family rating to GFI, with
stable outlook, and withdrew GFI's Ba2 issuer rating, in order to
be consistent with the application of the new securities industry
service provider rating methodology. Moody's said that a corporate
family rating is a more suitable rating type for a
speculative-grade securities industry service provider. Moody's
said its assessment of GFI's creditworthiness has not changed based
on applying its new rating methodology, and accordingly it has
affirmed GFI's Ba2 backed senior unsecured rating with a stable
outlook.

Factors that could lead to an upgrade - GFI

* Strengthened profitability on a sustainable basis without a
deterioration in the firm's liquidity profile or an increase in its
leverage

Factors that could lead to a downgrade - GFI

* Pursuit of an aggressive financial policy that diminishes the
firm's liquidity profile or weakens its leverage and debt service
coverage without substantially enhancing or diversifying its EBITDA
generation

OPPENHEIMER

Moody's said it changed the outlook on Oppenheimer's B2 corporate
family rating to stable from positive as a result of the increased
weighting placed on financial metrics in its new rating methodology
when an issuer's financial profile is weaker than its operating
environment. Moody's said that Oppenheimer's revenues have been
pressured by a declining financial advisor base, leading to lower
commission revenues at its private client segment. Necessary
ongoing investments in the firm's compliance and risk management
functions have also contributed to increased costs and
profitability pressures. Moody's said Oppenheimer's B2 corporate
family rating continues to be supported by its diversified revenue
base, its ongoing commitment to improvements in compliance and risk
management, and improved earnings potential from a rising interest
rates environment.

Moody's said it upgraded Oppenheimer's $150 million backed senior
secured notes to B1 from B2, with stable outlook, based on the
application of Moody's LGD methodology and model and reflecting the
notes' seniority to Oppenheimer's lease obligations (which Moody's
considers to be debt-like obligations when calculating issuers'
financial metrics).

Factors that could lead to an upgrade - Oppenheimer

* A sustained improvement in profitability and debt leverage

* Strong demonstration of an improved risk and control framework

Factors that could lead to a downgrade - Oppenheimer

* Any significant new issues in risk control or litigation

* A broad slowdown in revenue generation leading to significant
losses

The principal methodology used in these ratings was Securities
Industry Service Providers published in February 2017.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------

                                                 Total
                                                Share-      Total
                                    Total     Holders'    Working
                                   Assets       Equity    Capital
  Company         Ticker            ($MM)        ($MM)      ($MM)

ABSOLUTE SOFTWRE  OU1 GR             98.6        (49.8)     (31.0)
ABSOLUTE SOFTWRE  ALSWF US           98.6        (49.8)     (31.0)
ABSOLUTE SOFTWRE  ABT2EUR EU         98.6        (49.8)     (31.0)
ABSOLUTE SOFTWRE  ABT CN             98.6        (49.8)     (31.0)
ADVANCED EMISSIO  ADES US            40.5         (0.3)      (1.4)
ADVANCED EMISSIO  OXQ1 GR            40.5         (0.3)      (1.4)
ADVANCEPIERRE FO  APFHEUR EU      1,210.5       (329.7)     254.3
ADVANCEPIERRE FO  1AC GR          1,210.5       (329.7)     254.3
ADVANCEPIERRE FO  APFH US         1,210.5       (329.7)     254.3
AEROJET ROCKETDY  AJRD US         1,952.0        (63.9)      82.6
AEROJET ROCKETDY  GCY TH          1,952.0        (63.9)      82.6
AEROJET ROCKETDY  GCY GR          1,952.0        (63.9)      82.6
AEROJET ROCKETDY  AJRDEUR EU      1,952.0        (63.9)      82.6
AGENUS INC        AGEN US           174.8        (21.0)      74.7
AGENUS INC        AJ81 TH           174.8        (21.0)      74.7
AGENUS INC        AGENEUR EU        174.8        (21.0)      74.7
AGENUS INC        AJ81 GR           174.8        (21.0)      74.7
AGENUS INC        AJ81 QT           174.8        (21.0)      74.7
ALPINE 4 TECHNOL  ALPP US            11.1         (0.7)      (0.3)
ALTERNATE HEALTH  AHG CN              0.0         (0.0)      (0.0)
AMER RESTAUR-LP   ICTPU US           33.5         (4.0)      (6.2)
ARIAD PHARM       ARIA US           676.6        (46.3)     240.4
ARIAD PHARM       APS QT            676.6        (46.3)     240.4
ARIAD PHARM       APS GR            676.6        (46.3)     240.4
ARIAD PHARM       ARIA SW           676.6        (46.3)     240.4
ARIAD PHARM       ARIAEUR EU        676.6        (46.3)     240.4
ARIAD PHARM       APS TH            676.6        (46.3)     240.4
ARIAD PHARM       ARIACHF EU        676.6        (46.3)     240.4
ASPEN TECHNOLOGY  AZPN US           267.4       (192.9)    (226.6)
ASPEN TECHNOLOGY  AZPNEUR EU        267.4       (192.9)    (226.6)
ASPEN TECHNOLOGY  AST GR            267.4       (192.9)    (226.6)
ASPEN TECHNOLOGY  AST TH            267.4       (192.9)    (226.6)
AUTOZONE INC      AZ5 QT          8,742.5     (1,895.2)    (481.5)
AUTOZONE INC      AZO US          8,742.5     (1,895.2)    (481.5)
AUTOZONE INC      AZOEUR EU       8,742.5     (1,895.2)    (481.5)
AUTOZONE INC      AZ5 TH          8,742.5     (1,895.2)    (481.5)
AUTOZONE INC      AZ5 GR          8,742.5     (1,895.2)    (481.5)
AVID TECHNOLOGY   AVD GR            262.9       (272.7)     (91.6)
AVID TECHNOLOGY   AVID US           262.9       (272.7)     (91.6)
AVISTA HEALTH-A   AHPA US             0.8         (0.0)      (0.7)
AVISTA HEALTHCAR  AHPAU US            0.8         (0.0)      (0.7)
AVISTA HEALTHCAR  AWF GR              0.8         (0.0)      (0.7)
AVISTA HEALTHCAR  AHPAUEUR EU         0.8         (0.0)      (0.7)
AVON - BDR        AVON34 BZ       3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP1EUR EU      3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP US          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP TH          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP GR          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP CI          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP QT          3,418.9       (391.5)     506.6
AVON PRODUCTS     AVP* MM         3,418.9       (391.5)     506.6
AXIM BIOTECHNOLO  AXIM US             1.2         (3.2)      (3.0)
BARRACUDA NETWOR  CUDA US           453.7         (5.0)      (3.8)
BARRACUDA NETWOR  CUDAEUR EU        453.7         (5.0)      (3.8)
BARRACUDA NETWOR  7BM GR            453.7         (5.0)      (3.8)
BASIC ENERGY SVS  BAS US          1,003.0       (152.3)    (869.2)
BASIC ENERGY SVS  BASEUR EU       1,003.0       (152.3)    (869.2)
BASIC ENERGY SVS  B8JN TH         1,003.0       (152.3)    (869.2)
BASIC ENERGY SVS  B8JN GR         1,003.0       (152.3)    (869.2)
BENEFITFOCUS INC  BTF GR            153.4        (35.4)       4.3
BENEFITFOCUS INC  BNFT US           153.4        (35.4)       4.3
BLUE BIRD CORP    BLBD US           257.8        (93.1)      (0.2)
BOMBARDIER INC-B  BBDBN MM       22,826.0     (3,489.0)   1,363.0
BOMBARDIER-B OLD  BBDYB BB       22,826.0     (3,489.0)   1,363.0
BOMBARDIER-B W/I  BBD/W CN       22,826.0     (3,489.0)   1,363.0
BRINKER INTL      EAT2EUR EU      1,498.1       (530.6)    (245.5)
BRINKER INTL      BKJ GR          1,498.1       (530.6)    (245.5)
BRINKER INTL      BKJ QT          1,498.1       (530.6)    (245.5)
BRINKER INTL      EAT US          1,498.1       (530.6)    (245.5)
BROOKFIELD REAL   BRE CN             97.2        (33.5)       1.6
BUFFALO COAL COR  BUC SJ             50.0        (20.4)     (18.0)
BURLINGTON STORE  BUI GR          2,688.1       (135.4)      27.2
BURLINGTON STORE  BURL* MM        2,688.1       (135.4)      27.2
BURLINGTON STORE  BURL US         2,688.1       (135.4)      27.2
CADIZ INC         CDZI US            59.0        (70.2)     (39.7)
CADIZ INC         2ZC GR             59.0        (70.2)     (39.7)
CAESARS ENTERTAI  C08 GR         14,894.0     (1,418.0)  (2,760.0)
CAESARS ENTERTAI  CZR US         14,894.0     (1,418.0)  (2,760.0)
CALIFORNIA RESOU  CRC US          6,332.0       (493.0)    (302.0)
CALIFORNIA RESOU  CRCEUR EU       6,332.0       (493.0)    (302.0)
CALIFORNIA RESOU  1CLB GR         6,332.0       (493.0)    (302.0)
CALIFORNIA RESOU  1CL TH          6,332.0       (493.0)    (302.0)
CAMBIUM LEARNING  ABCD US           159.5        (65.5)     (49.9)
CAMPING WORLD-A   CWHEUR EU       1,367.5       (354.3)     197.2
CAMPING WORLD-A   CWH US          1,367.5       (354.3)     197.2
CAMPING WORLD-A   C83 GR          1,367.5       (354.3)     197.2
CARDCONNECT CORP  CCN US            157.6        (42.9)      16.4
CARDCONNECT CORP  55C GR            157.6        (42.9)      16.4
CARDCONNECT CORP  CCNEUR EU         157.6        (42.9)      16.4
CASELLA WASTE     WA3 GR            635.3        (13.9)       2.2
CASELLA WASTE     CWST US           635.3        (13.9)       2.2
CEB INC           CEB US          1,467.4        (85.8)    (123.7)
CEB INC           FC9 GR          1,467.4        (85.8)    (123.7)
CHESAPEAKE ENERG  CHK US         13,073.0     (1,158.0)  (1,506.0)
CHESAPEAKE ENERG  CHK* MM        13,073.0     (1,158.0)  (1,506.0)
CHESAPEAKE ENERG  CS1 GR         13,073.0     (1,158.0)  (1,506.0)
CHESAPEAKE ENERG  CHKEUR EU      13,073.0     (1,158.0)  (1,506.0)
CHESAPEAKE ENERG  CS1 TH         13,073.0     (1,158.0)  (1,506.0)
CHOICE HOTELS     CZH GR            852.5       (311.3)      81.2
CHOICE HOTELS     CHH US            852.5       (311.3)      81.2
CINCINNATI BELL   CIB1 GR         1,529.9       (194.8)     (40.7)
CINCINNATI BELL   CBBEUR EU       1,529.9       (194.8)     (40.7)
CINCINNATI BELL   CBB US          1,529.9       (194.8)     (40.7)
CLEAR CHANNEL-A   C7C GR          5,718.8       (932.8)     699.7
CLEAR CHANNEL-A   CCO US          5,718.8       (932.8)     699.7
CLIFFS NATURAL R  CLF US          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CVA QT          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CVA GR          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CVA TH          1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CLF2EUR EU      1,923.9     (1,330.5)     433.5
CLIFFS NATURAL R  CLF* MM         1,923.9     (1,330.5)     433.5
COGENT COMMUNICA  CCOI US           737.9        (53.3)     259.7
COGENT COMMUNICA  OGM1 GR           737.9        (53.3)     259.7
COMMUNICATION     8XC GR          3,318.8     (1,321.9)       -
COMMUNICATION     CSAL US         3,318.8     (1,321.9)       -
CONTURA ENERGY I  CNTE US           827.7         (4.6)      56.6
CORGREEN TECHNOL  CGRT US             2.9         (0.2)      (0.6)
CPI CARD GROUP I  CPB GR            270.7        (89.0)      58.7
CPI CARD GROUP I  PMTS US           270.7        (89.0)      58.7
CPI CARD GROUP I  PMTS CN           270.7        (89.0)      58.7
CROWN BAUS CAPIT  CBCA US             0.0         (0.0)      (0.0)
DELEK LOGISTICS   DKL US            393.2        (14.0)       4.8
DELEK LOGISTICS   D6L GR            393.2        (14.0)       4.8
DENNY'S CORP      DE8 GR            306.2        (71.1)     (57.5)
DENNY'S CORP      DENN US           306.2        (71.1)     (57.5)
DOMINO'S PIZZA    EZV QT            676.6     (1,936.1)      62.1
DOMINO'S PIZZA    EZV TH            676.6     (1,936.1)      62.1
DOMINO'S PIZZA    EZV GR            676.6     (1,936.1)      62.1
DOMINO'S PIZZA    DPZ US            676.6     (1,936.1)      62.1
DUN & BRADSTREET  DB5 TH          2,016.9     (1,054.3)    (151.7)
DUN & BRADSTREET  DNB1EUR EU      2,016.9     (1,054.3)    (151.7)
DUN & BRADSTREET  DB5 GR          2,016.9     (1,054.3)    (151.7)
DUN & BRADSTREET  DNB US          2,016.9     (1,054.3)    (151.7)
DUNKIN' BRANDS G  DNKN US         3,227.4       (163.3)     182.2
DUNKIN' BRANDS G  DNKNEUR EU      3,227.4       (163.3)     182.2
DUNKIN' BRANDS G  2DB GR          3,227.4       (163.3)     182.2
DUNKIN' BRANDS G  2DB TH          3,227.4       (163.3)     182.2
EASTMAN KODAK CO  KODK US         1,981.0        (23.0)     814.0
EASTMAN KODAK CO  KODN GR         1,981.0        (23.0)     814.0
ERIN ENERGY CORP  ERN SJ            342.4       (161.2)    (255.1)
ERIN ENERGY CORP  U8P2 GR           342.4       (161.2)    (255.1)
ERIN ENERGY CORP  ERN US            342.4       (161.2)    (255.1)
FAIRMOUNT SANTRO  FMSAEUR EU      1,239.0        (13.3)     284.0
FAIRMOUNT SANTRO  FM1 GR          1,239.0        (13.3)     284.0
FAIRMOUNT SANTRO  FMSA US         1,239.0        (13.3)     284.0
FAIRPOINT COMMUN  FRP US          1,248.8        (41.0)      11.0
FAIRPOINT COMMUN  FONN GR         1,248.8        (41.0)      11.0
FERRELLGAS-LP     FGP US          1,667.2       (746.9)    (123.1)
FERRELLGAS-LP     FEG GR          1,667.2       (746.9)    (123.1)
FORESIGHT ENERGY  FHR GR          1,735.8        (70.0)      55.4
FORESIGHT ENERGY  FELP US         1,735.8        (70.0)      55.4
GAMCO INVESTO-A   GBL US            149.2       (166.6)       -
GCP APPLIED TECH  43G GR          1,061.0       (118.4)     282.5
GCP APPLIED TECH  GCP US          1,061.0       (118.4)     282.5
GENESIS HEALTHCA  GEN US          5,886.6       (771.5)     237.4
GENESIS HEALTHCA  SH11 GR         5,886.6       (771.5)     237.4
GIYANI GOLD CORP  GGC NW              1.7         (0.4)      (0.5)
GNC HOLDINGS INC  GNC US          2,068.6        (95.0)     491.5
GNC HOLDINGS INC  IGN GR          2,068.6        (95.0)     491.5
GOGO INC          G0G GR          1,224.2        (18.0)     398.4
GOGO INC          GOGO US         1,224.2        (18.0)     398.4
GOGO INC          G0G QT          1,224.2        (18.0)     398.4
GREEN PLAINS PAR  GPP US             93.8        (64.2)       5.0
GREEN PLAINS PAR  8GP GR             93.8        (64.2)       5.0
GUIDANCE SOFTWAR  ZTT GR             74.4         (0.1)     (19.2)
GUIDANCE SOFTWAR  GUID US            74.4         (0.1)     (19.2)
H&R BLOCK INC     HRB US          2,082.2       (557.5)     268.6
H&R BLOCK INC     HRB GR          2,082.2       (557.5)     268.6
H&R BLOCK INC     HRBEUR EU       2,082.2       (557.5)     268.6
H&R BLOCK INC     HRB TH          2,082.2       (557.5)     268.6
HALOZYME THERAPE  HALO US           282.5        (12.0)     219.9
HALOZYME THERAPE  RV7 QT            282.5        (12.0)     219.9
HALOZYME THERAPE  RV7 GR            282.5        (12.0)     219.9
HALOZYME THERAPE  HALOEUR EU        282.5        (12.0)     219.9
HCA HOLDINGS INC  HCAEUR EU      33,758.0     (5,633.0)   3,252.0
HCA HOLDINGS INC  2BH TH         33,758.0     (5,633.0)   3,252.0
HCA HOLDINGS INC  2BH GR         33,758.0     (5,633.0)   3,252.0
HCA HOLDINGS INC  HCA US         33,758.0     (5,633.0)   3,252.0
HOVNANIAN-A-WI    HOV-W US        2,379.4       (128.5)   1,291.2
HP COMPANY-BDR    HPQB34 BZ      28,192.0     (4,327.0)    (812.0)
HP INC            HPQUSD SW      28,192.0     (4,327.0)    (812.0)
HP INC            HPQ CI         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ SW         28,192.0     (4,327.0)    (812.0)
HP INC            HPQCHF EU      28,192.0     (4,327.0)    (812.0)
HP INC            HPQ US         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ TE         28,192.0     (4,327.0)    (812.0)
HP INC            7HP GR         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ* MM        28,192.0     (4,327.0)    (812.0)
HP INC            HPQEUR EU      28,192.0     (4,327.0)    (812.0)
HP INC            7HP TH         28,192.0     (4,327.0)    (812.0)
HP INC            HWP QT         28,192.0     (4,327.0)    (812.0)
IBI GROUP INC     IBIBF US          271.9        (17.5)      41.6
IBI GROUP INC     IBG CN            271.9        (17.5)      41.6
IDEXX LABS        IX1 TH          1,530.7       (108.2)     (89.0)
IDEXX LABS        IX1 QT          1,530.7       (108.2)     (89.0)
IDEXX LABS        IX1 GR          1,530.7       (108.2)     (89.0)
IDEXX LABS        IDXX US         1,530.7       (108.2)     (89.0)
IMMUNOMEDICS INC  IM3 GR             53.1        (75.2)      20.0
IMMUNOMEDICS INC  IM3 TH             53.1        (75.2)      20.0
IMMUNOMEDICS INC  IMMU US            53.1        (75.2)      20.0
INFOR ACQUISIT-A  IAC/A CN          233.1         (3.8)       0.6
INFOR ACQUISITIO  IAC-U CN          233.1         (3.8)       0.6
INNOVIVA INC      HVE GR            379.0       (353.0)     186.6
INNOVIVA INC      INVA US           379.0       (353.0)     186.6
INNOVIVA INC      INVAEUR EU        379.0       (353.0)     186.6
INTERNATIONAL WI  ITWG US           324.8        (12.0)      99.6
INTERUPS INC      ITUP US             0.0         (2.4)      (2.4)
IRHYTHM TECHNOLO  IRTC US            28.7        (14.2)      12.5
IRHYTHM TECHNOLO  IRTCEUR EU         28.7        (14.2)      12.5
IRHYTHM TECHNOLO  I25 GR             28.7        (14.2)      12.5
JACK IN THE BOX   JACK US         1,258.6       (273.2)    (118.2)
JACK IN THE BOX   JACK1EUR EU     1,258.6       (273.2)    (118.2)
JACK IN THE BOX   JBX GR          1,258.6       (273.2)    (118.2)
JUST ENERGY GROU  JE US           1,287.8       (209.6)     104.5
JUST ENERGY GROU  1JE GR          1,287.8       (209.6)     104.5
JUST ENERGY GROU  JE CN           1,287.8       (209.6)     104.5
KADMON HOLDINGS   KDMN US            86.8         (8.8)      26.1
KADMON HOLDINGS   KDMNEUR EU         86.8         (8.8)      26.1
KADMON HOLDINGS   KDF GR             86.8         (8.8)      26.1
KEY ENERGY SERV   KEG US            995.6       (163.1)    (864.7)
KEY ENERGY SERV   KEGEUR EU         995.6       (163.1)    (864.7)
L BRANDS INC      LB* MM          8,170.6       (726.9)   1,450.0
L BRANDS INC      LTD GR          8,170.6       (726.9)   1,450.0
L BRANDS INC      LB US           8,170.6       (726.9)   1,450.0
L BRANDS INC      LTD TH          8,170.6       (726.9)   1,450.0
L BRANDS INC      LTD QT          8,170.6       (726.9)   1,450.0
L BRANDS INC      LBEUR EU        8,170.6       (726.9)   1,450.0
LAMB WESTON       0L5 TH          2,400.2       (708.6)     330.9
LAMB WESTON       LW US           2,400.2       (708.6)     330.9
LAMB WESTON       0L5 GR          2,400.2       (708.6)     330.9
LAMB WESTON       LW-WEUR EU      2,400.2       (708.6)     330.9
LANTHEUS HOLDING  LNTH US           255.9       (106.5)      67.0
LANTHEUS HOLDING  0L8 GR            255.9       (106.5)      67.0
MADISON-A/NEW-WI  MSGN-W US         854.1     (1,033.7)     217.3
MANITOWOC FOOD    MFS US          1,769.1        (43.5)      (4.9)
MANITOWOC FOOD    6M6 GR          1,769.1        (43.5)      (4.9)
MANITOWOC FOOD    MFS1EUR EU      1,769.1        (43.5)      (4.9)
MANNKIND CORP     MNKD IT            96.1       (238.7)     (57.2)
MASCO CORP        MAS* MM         5,137.0       (103.0)   1,474.0
MASCO CORP        MAS US          5,137.0       (103.0)   1,474.0
MASCO CORP        MSQ TH          5,137.0       (103.0)   1,474.0
MASCO CORP        MSQ QT          5,137.0       (103.0)   1,474.0
MASCO CORP        MSQ GR          5,137.0       (103.0)   1,474.0
MASCO CORP        MAS1EUR EU      5,137.0       (103.0)   1,474.0
MCDONALDS - BDR   MCDC34 BZ      32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MDO QT         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCD* MM        32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCDEUR EU      32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCD TE         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MDO TH         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MDO GR         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCDCHF EU      32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCD CI         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCD US         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCD SW         32,486.9     (1,624.1)    (174.6)
MCDONALDS CORP    MCDUSD SW      32,486.9     (1,624.1)    (174.6)
MCDONALDS-CEDEAR  MCD AR         32,486.9     (1,624.1)    (174.6)
MDC COMM-W/I      MDZ/W CN        1,642.3       (451.7)    (319.2)
MDC PARTNERS-A    MDCA US         1,642.3       (451.7)    (319.2)
MDC PARTNERS-A    MDZ/A CN        1,642.3       (451.7)    (319.2)
MDC PARTNERS-A    MD7A GR         1,642.3       (451.7)    (319.2)
MDC PARTNERS-A    MDCAEUR EU      1,642.3       (451.7)    (319.2)
MDC PARTNERS-EXC  MDZ/N CN        1,642.3       (451.7)    (319.2)
MEAD JOHNSON      MJN US          4,087.7       (472.1)   1,462.4
MEAD JOHNSON      0MJA GR         4,087.7       (472.1)   1,462.4
MEAD JOHNSON      0MJA TH         4,087.7       (472.1)   1,462.4
MEAD JOHNSON      MJNEUR EU       4,087.7       (472.1)   1,462.4
MEAD JOHNSON      0MJA QT         4,087.7       (472.1)   1,462.4
MEDLEY MANAGE-A   MDLY US           116.6        (23.4)      35.7
MERITOR INC       AID1 GR         2,394.0       (185.0)     154.0
MERITOR INC       AID1 QT         2,394.0       (185.0)     154.0
MERITOR INC       MTOREUR EU      2,394.0       (185.0)     154.0
MERITOR INC       MTOR US         2,394.0       (185.0)     154.0
MERRIMACK PHARMA  MACK US           118.4       (227.1)       1.3
MICHAELS COS INC  MIM GR          2,291.5     (1,659.5)     576.1
MICHAELS COS INC  MIK US          2,291.5     (1,659.5)     576.1
MICROBOT MEDICAL  MBOT US             2.1         (2.1)      (1.4)
MICROBOT MEDICAL  CY9B TH             2.1         (2.1)      (1.4)
MICROBOT MEDICAL  STEM1EUR EU         2.1         (2.1)      (1.4)
MICROBOT MEDICAL  CY9C GR             2.1         (2.1)      (1.4)
MIDSTATES PETROL  MPO US            695.7     (1,533.1)       1.8
MIRAGEN THERAPEU  MGEN US             7.5          4.7        3.7
MIRAGEN THERAPEU  1S1 GR              7.5          4.7        3.7
MIRAGEN THERAPEU  SGNLEUR EU          7.5          4.7        3.7
MONEYGRAM INTERN  MGI US          4,426.1       (208.5)       2.7
MONEYGRAM INTERN  9M1N QT         4,426.1       (208.5)       2.7
MOODY'S CORP      DUT QT          5,327.3     (1,027.3)     824.9
MOODY'S CORP      MCOEUR EU       5,327.3     (1,027.3)     824.9
MOODY'S CORP      DUT GR          5,327.3     (1,027.3)     824.9
MOODY'S CORP      DUT TH          5,327.3     (1,027.3)     824.9
MOODY'S CORP      MCO US          5,327.3     (1,027.3)     824.9
MOTOROLA SOLUTIO  MTLA TH         8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MOT TE          8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MSI1EUR EU      8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MSI US          8,463.0       (952.0)     800.0
MOTOROLA SOLUTIO  MTLA GR         8,463.0       (952.0)     800.0
MSG NETWORKS- A   1M4 TH            854.1     (1,033.7)     217.3
MSG NETWORKS- A   1M4 GR            854.1     (1,033.7)     217.3
MSG NETWORKS- A   MSGNEUR EU        854.1     (1,033.7)     217.3
MSG NETWORKS- A   MSGN US           854.1     (1,033.7)     217.3
NANOSTRING TECHN  0F1 GR            102.3         (6.6)      61.9
NANOSTRING TECHN  NSTGEUR EU        102.3         (6.6)      61.9
NANOSTRING TECHN  NSTG US           102.3         (6.6)      61.9
NATHANS FAMOUS    NFA GR             78.3        (67.3)      55.7
NATHANS FAMOUS    NATH US            78.3        (67.3)      55.7
NATIONAL CINEMED  XWM GR          1,029.8       (181.3)      75.4
NATIONAL CINEMED  NCMI US         1,029.8       (181.3)      75.4
NAVIDEA BIOPHARM  NAVB IT            11.2        (63.8)     (54.3)
NAVISTAR INTL     IHR GR          5,653.0     (5,293.0)     556.0
NAVISTAR INTL     IHR TH          5,653.0     (5,293.0)     556.0
NAVISTAR INTL     IHR QT          5,653.0     (5,293.0)     556.0
NAVISTAR INTL     NAV US          5,653.0     (5,293.0)     556.0
NEFF CORP-CL A    NFO GR            673.2       (150.2)      19.8
NEFF CORP-CL A    NEFF US           673.2       (150.2)      19.8
NEKTAR THERAPEUT  ITH GR            425.1        (67.9)     206.2
NEKTAR THERAPEUT  NKTR US           425.1        (67.9)     206.2
NEW ENG RLTY-LP   NEN US            192.7        (30.9)       -
NORTHERN OIL AND  NOG US            410.4       (476.1)     (26.3)
NYMOX PHARMACEUT  NYMX US             1.6         (1.4)      (0.1)
OMEROS CORP       3O8 GR             72.8        (22.8)      44.6
OMEROS CORP       3O8 TH             72.8        (22.8)      44.6
OMEROS CORP       OMEREUR EU         72.8        (22.8)      44.6
OMEROS CORP       OMER US            72.8        (22.8)      44.6
ONCOMED PHARMACE  O0M GR            218.2         (3.2)     157.2
ONCOMED PHARMACE  OMED US           218.2         (3.2)     157.2
OPHTH0TECH CORP   OPHT US           350.6        (36.6)     289.8
PAPA JOHN'S INTL  PP1 GR            498.8         (2.8)      17.6
PAPA JOHN'S INTL  PZZA US           498.8         (2.8)      17.6
PENN NATL GAMING  PENN US         5,251.7       (553.9)    (199.9)
PENN NATL GAMING  PN1 GR          5,251.7       (553.9)    (199.9)
PHILIP MORRIS IN  4I1 TH         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM US          36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM1CHF EU      36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM FP          36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PMI SW         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM1EUR EU      36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PM1 TE         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  4I1 GR         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PMI EB         36,851.0    (10,900.0)   1,141.0
PHILIP MORRIS IN  PMI1 IX        36,851.0    (10,900.0)   1,141.0
PINNACLE ENTERTA  PNK US          4,077.1       (372.9)    (151.6)
PINNACLE ENTERTA  65P GR          4,077.1       (372.9)    (151.6)
PITNEY BOWES INC  PBW GR          5,837.1       (103.7)      (2.4)
PITNEY BOWES INC  PBIEUR EU       5,837.1       (103.7)      (2.4)
PITNEY BOWES INC  PBI US          5,837.1       (103.7)      (2.4)
PITNEY BOWES INC  PBW TH          5,837.1       (103.7)      (2.4)
PLY GEM HOLDINGS  PG6 GR          1,348.9         (2.9)     310.6
PLY GEM HOLDINGS  PGEM US         1,348.9         (2.9)     310.6
PROS HOLDINGS IN  PH2 GR            227.7         (3.4)      76.9
PROS HOLDINGS IN  PRO US            227.7         (3.4)      76.9
REATA PHARMACE-A  RETA US           101.8       (212.3)      39.8
REATA PHARMACE-A  RETAEUR EU        101.8       (212.3)      39.8
REATA PHARMACE-A  2R3 GR            101.8       (212.3)      39.8
REGAL ENTERTAI-A  RGC* MM         2,477.6       (861.5)     (89.0)
REGAL ENTERTAI-A  RGC US          2,477.6       (861.5)     (89.0)
REGAL ENTERTAI-A  RETA GR         2,477.6       (861.5)     (89.0)
RESOLUTE ENERGY   REN US            294.9       (339.1)     (16.8)
RESOLUTE ENERGY   RENEUR EU         294.9       (339.1)     (16.8)
RESOLUTE ENERGY   R21 GR            294.9       (339.1)     (16.8)
REVLON INC-A      REV US          3,113.7       (559.6)     457.4
REVLON INC-A      RVL1 GR         3,113.7       (559.6)     457.4
RYERSON HOLDING   RYI US          1,643.3        (33.2)     696.4
RYERSON HOLDING   7RY GR          1,643.3        (33.2)     696.4
RYERSON HOLDING   7RY TH          1,643.3        (33.2)     696.4
SALLY BEAUTY HOL  SBH US          2,109.9       (289.0)     687.4
SALLY BEAUTY HOL  S7V GR          2,109.9       (289.0)     687.4
SANCHEZ ENERGY C  SNEUR EU        1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  13S TH          1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  13S GR          1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  SN* MM          1,286.3       (696.1)     385.8
SANCHEZ ENERGY C  SN US           1,286.3       (696.1)     385.8
SANDRIDGE ENERGY  SA2B GR         1,886.5     (2,675.5)     585.8
SANDRIDGE ENERGY  SA2B TH         1,886.5     (2,675.5)     585.8
SANDRIDGE ENERGY  SD US           1,886.5     (2,675.5)     585.8
SANDRIDGE ENERGY  SDEUR EU        1,886.5     (2,675.5)     585.8
SBA COMM CORP     SBACEUR EU      7,915.7     (1,669.1)     119.4
SBA COMM CORP     SBAC US         7,915.7     (1,669.1)     119.4
SBA COMM CORP     SBJ TH          7,915.7     (1,669.1)     119.4
SBA COMM CORP     4SB GR          7,915.7     (1,669.1)     119.4
SCIENTIFIC GAM-A  TJW GR          7,376.6     (1,750.0)     417.1
SCIENTIFIC GAM-A  SGMS US         7,376.6     (1,750.0)     417.1
SEARS HOLDINGS    SEE QT         10,865.0     (3,375.0)     236.0
SEARS HOLDINGS    SHLD US        10,865.0     (3,375.0)     236.0
SEARS HOLDINGS    SEE TH         10,865.0     (3,375.0)     236.0
SEARS HOLDINGS    SHLDEUR EU     10,865.0     (3,375.0)     236.0
SEARS HOLDINGS    SEE GR         10,865.0     (3,375.0)     236.0
SIGA TECH INC     SIGA US           162.8       (313.2)     (21.7)
SILVER SPRING NE  SSNI US           447.1        (31.5)      15.2
SILVER SPRING NE  9SI GR            447.1        (31.5)      15.2
SILVER SPRING NE  9SI TH            447.1        (31.5)      15.2
SILVER SPRING NE  SSNIEUR EU        447.1        (31.5)      15.2
SIRIUS XM CANADA  XSR CN            311.5       (125.2)    (154.9)
SIRIUS XM CANADA  SIICF US          311.5       (125.2)    (154.9)
SIRIUS XM HOLDIN  RDO GR          8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  RDO QT          8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  SIRIEUR EU      8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  SIRI US         8,003.6       (792.0)  (2,026.0)
SIRIUS XM HOLDIN  RDO TH          8,003.6       (792.0)  (2,026.0)
SONIC CORP        SO4 GR            593.3       (118.2)      33.6
SONIC CORP        SONCEUR EU        593.3       (118.2)      33.6
SONIC CORP        SONC US           593.3       (118.2)      33.6
SUPERVALU INC     SVU US          4,474.0       (253.0)    (747.0)
SUPERVALU INC     SJ1 QT          4,474.0       (253.0)    (747.0)
SUPERVALU INC     SJ1 TH          4,474.0       (253.0)    (747.0)
SUPERVALU INC     SJ1 GR          4,474.0       (253.0)    (747.0)
SYNTEL INC        SYNT US           454.5       (183.1)     146.9
SYNTEL INC        SYE TH            454.5       (183.1)     146.9
SYNTEL INC        SYNT1EUR EU       454.5       (183.1)     146.9
SYNTEL INC        SYE GR            454.5       (183.1)     146.9
TABULA RASA HEAL  43T GR             73.9         (2.4)     (37.0)
TABULA RASA HEAL  TRHC US            73.9         (2.4)     (37.0)
TABULA RASA HEAL  TRHCEUR EU         73.9         (2.4)     (37.0)
TAILORED BRANDS   WRMA GR         2,175.1        (77.7)     726.2
TAILORED BRANDS   TLRD* MM        2,175.1        (77.7)     726.2
TAILORED BRANDS   TLRD US         2,175.1        (77.7)     726.2
TAUBMAN CENTERS   TCO US          4,010.9        (62.0)       -
TAUBMAN CENTERS   TU8 GR          4,010.9        (62.0)       -
TEMPUR SEALY INT  TPX US          2,702.6         (4.6)     126.0
TEMPUR SEALY INT  TPD GR          2,702.6         (4.6)     126.0
TRANSDIGM GROUP   TDG SW         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDGCHF EU      10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   T7D GR         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDG US         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   T7D QT         10,037.1     (1,874.6)   1,536.5
TRANSDIGM GROUP   TDGEUR EU      10,037.1     (1,874.6)   1,536.5
ULTRA PETROLEUM   UPM GR          1,420.2     (2,895.9)     308.6
ULTRA PETROLEUM   UPLEUR EU       1,420.2     (2,895.9)     308.6
ULTRA PETROLEUM   UPLMQ US        1,420.2     (2,895.9)     308.6
UNISYS CORP       UIS US          2,021.6     (1,647.4)      45.7
UNISYS CORP       USY LN          2,021.6     (1,647.4)      45.7
UNISYS CORP       UISCHF EU       2,021.6     (1,647.4)      45.7
UNISYS CORP       UIS1 SW         2,021.6     (1,647.4)      45.7
UNISYS CORP       USY1 GR         2,021.6     (1,647.4)      45.7
UNISYS CORP       UISEUR EU       2,021.6     (1,647.4)      45.7
UNISYS CORP       USY1 TH         2,021.6     (1,647.4)      45.7
VALVOLINE INC     VVV US          1,865.0       (286.0)     266.0
VALVOLINE INC     0V4 GR          1,865.0       (286.0)     266.0
VALVOLINE INC     VVVEUR EU       1,865.0       (286.0)     266.0
VALVOLINE INC     0V4 QT          1,865.0       (286.0)     266.0
VECTOR GROUP LTD  VGR US          1,464.7       (198.6)     566.4
VECTOR GROUP LTD  VGR QT          1,464.7       (198.6)     566.4
VECTOR GROUP LTD  VGR GR          1,464.7       (198.6)     566.4
VERISIGN INC      VRS TH          2,334.6     (1,200.6)     320.4
VERISIGN INC      VRSN US         2,334.6     (1,200.6)     320.4
VERISIGN INC      VRS GR          2,334.6     (1,200.6)     320.4
VERISIGN INC      VRSNEUR EU      2,334.6     (1,200.6)     320.4
VERSUM MATER      VSM US          1,087.5       (134.2)     335.0
VERSUM MATER      2V1 TH          1,087.5       (134.2)     335.0
VERSUM MATER      2V1 GR          1,087.5       (134.2)     335.0
VERSUM MATER      VSMEUR EU       1,087.5       (134.2)     335.0
VIEWRAY INC       VRAY US            55.8        (33.5)       9.0
WEIGHT WATCHERS   WTW US          1,261.4     (1,228.3)     (98.6)
WEIGHT WATCHERS   WW6 QT          1,261.4     (1,228.3)     (98.6)
WEIGHT WATCHERS   WW6 TH          1,261.4     (1,228.3)     (98.6)
WEIGHT WATCHERS   WTWEUR EU       1,261.4     (1,228.3)     (98.6)
WEIGHT WATCHERS   WW6 GR          1,261.4     (1,228.3)     (98.6)
WEST CORP         WT2 GR          3,440.8       (441.8)     199.7
WEST CORP         WSTC US         3,440.8       (441.8)     199.7
WESTMORELAND COA  WME GR          1,719.7       (581.2)     (43.5)
WESTMORELAND COA  WLB US          1,719.7       (581.2)     (43.5)
WINGSTOP INC      EWG GR            112.3        (79.9)      (4.5)
WINGSTOP INC      WING US           112.3        (79.9)      (4.5)
WINMARK CORP      GBZ GR             43.5        (15.7)      13.5
WINMARK CORP      WINA US            43.5        (15.7)      13.5
WORKIVA INC       WK US             143.1         (3.1)      (1.8)
WORKIVA INC       0WKA GR           143.1         (3.1)      (1.8)
WYNN RESORTS LTD  WYNN* MM       10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYR QT         10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYNNEUR EU     10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYR GR         10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYR TH         10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYNN US        10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYNN SW        10,925.9        (64.4)     626.9
WYNN RESORTS LTD  WYNNCHF EU     10,925.9        (64.4)     626.9
YRC WORLDWIDE IN  YRCW US         1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YEL1 TH         1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YRCWEUR EU      1,770.0       (416.2)     218.9
YRC WORLDWIDE IN  YEL1 GR         1,770.0       (416.2)     218.9
YUM! BRANDS INC   YUM SW          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUMCHF EU       5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUMUSD SW       5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUM US          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   YUMEUR EU       5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   TGR GR          5,478.0     (5,656.0)     113.0
YUM! BRANDS INC   TGR TH          5,478.0     (5,656.0)     113.0


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***