TCR_Public/170313.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, March 13, 2017, Vol. 21, No. 71

                            Headlines

1490 BEDFORD: Exclusive Period to Confirm Plan Extended to April 30
961-969 WESTCHESTER: Court Confirms 5th Amended Plan
ABRUZZO IV: U.S. Trustee Unable to Appoint Committee
ACHAOGEN INC: Polar Capital Holds 5.2% Equity Stake as of Dec. 31
ADVANCED MICRO: Mubadala Has 14.8% Stake as of March 3

AK STEEL: Moody's Hikes Corporate Family Rating to B2
ALLIANCE HOSPITALITY: Case Summary & 10 Unsecured Creditors
ALTICE US: Moody's Rates Proposed $1.3BB Term Loan B at Ba3
ALTICE US: S&P Assigns 'BB-' Rating on New $1.265BB Term Loan B
ANDERSON SHUMAKER: U.S. Trustee Forms 5-Member Committee

APOLLO ENDOSURGERY: Reports Fourth Quarter Net Loss of $19.7-Mil.
ARAMARK SERVICES: Moody's Hikes Rating on Sr. Unsec. Bond to Ba3
ARAMARK SERVICES: S&P Rates $600MM Sr. Unsec. Notes 'BB+'
ASCENA RETAIL: S&P Affirms 'BB-' CCR & Revises Outlook to Negative
ATKINS SPECIALTY: Taps Klein DeNatale as Legal Counsel

BCBG MAX: U.S. Trustee Forms 7-Member Committee
BGM PASADENA: Trustee Taps Keller Williams as Real Estate Broker
BIG RACQUES: Case Summary & 6 Unsecured Creditors
BIOSCRIP INC: Gabelli Funds et al. Hold 11.76% Equity Stake
BOEGEL FARMS: Seeks to Hire Eron Law as Legal Counsel

BOEGEL FARMS: Seeks to Hire Schulz and Leonard as Accountant
BONANZA CREEK: Seeks to Hire PwC as Accounting Advisor
CALIFORNIA RESOURCES: Present sat Investors Conference
CATASYS INC: Expands OnTrak Program to Plan Members in Illinois
CENTRAL GARDEN: Moody's Hikes CFR to Ba3; Outlook Stable

CHESAPEAKE ENERGY: Fitch Withdraws B- LT Issuer Default Rating
CS MINING: Court Extends Plan Filing Period Through July 31
CSC HOLDINGS: Moody's Rates Proposed $3BB Term Loan B at Ba1
CSC HOLDINGS: S&P Assigns 'BB-' Rating on $3BB Term Loan B
CUBA TIMBER: Taps Maples & Fontenot as Legal Counsel

DAWSON INT'L: Court Extends Plan Filing Period Through May 23
DELTA AIR: S&P Assigns 'BB+' Rating on Proposed Sr. Unsec. Notes
DIRECTBUY HOLDINGS: Court Extends Plan Filing Through May 30
DOLLAR TREE: Moody's Raises Corporate Family Rating to Ba1
DORCH COMMUNITY: Amends Disclosure Statement to Address Objections

ECLIPSE RESOURCES: Reports 2016 Net Loss of $203.8 Million
ECOSPHERE TECHNOLOGIES: Obtains $500,000 Loan from Brisben Water
EPICENTER PARTNERS: March 21 Disclosure Statement Hearing
ERICKSON INC: Thomas Manley Files Cure Objection to Plan Outline
FIA 164: Court Extends Plan Exclusivity Period Through June 12

FINJAN HOLDINGS: Subsidiary Signs Licensing Agreement with Veracode
FORTRESS TRANSPORTATION: S&P Affirms 'B' CCR; Outlook Stable
FREEPORT-MCMORAN INC: Fitch Lowers Issuer Default Rating to BB+
FUNCTION(X) INC: Signs Deal to Acquire Media Company BumpClick
GANDER MOUNTAIN: Case Summary & 20 Largest Unsecured Creditors

GARTNER INC: S&P Rates USD-Denominated Unsec. Notes Due 2025 'BB-'
GASTAR EXPLORATION: ACOF et al. Nominate Two Board Members
GENERAL WIRELESS: Will Close at Least 530 Retail Locations
HEBREW HEALTH: PCO Continues to Follow-up Concerns of 3 Families
HELLBENDER BREWING: Ch. 11 Trustee Sought Over Gross Mismanagement

HOOPER HOLMES: To Merge With Provant in All-Stock Transaction
HOST HOTELS: S&P Retains 'BB+' CCR; Outlook Stable
HOVNANIAN ENTERPRISES: Reports First Quarter Net Loss of $143,000
HUMAN CONDITION: Case Summary & 20 Largest Unsecured Creditors
III EXPLORATION: Sale Western Uintah Basin Property for $51.5M OK'd

ITUS CORP: Launches Rights Offering to Stockholders
KATERA'S KOVE: Faces Food Complaints, PCO 2nd Report Says
KDA GROUP: YP Advertising to Get 75% of Gross Amount of Receivable
LEARNING CARE: S&P Raises CCR to 'B+' on Improved Credit Ratios
LEVITT HOMES: Plan Confirmation Hearing Set for August 29

LMCHH PCP: Sales Procedures for Miscellaneous Property Approved
LUKE'S LOCKER: Rosen to Auction Surplus Assets
MARBLES HOLDINGS: Taps Adelman & Gettleman as Legal Counsel
MARIE EGNASKO: Wu and Talercio Buying Apartment Interests for $1M
MARINA BIOTECH: Presents Clinical Data on Celecoxib FDC

MCCLATCHY CO: Incurs $34.1 Million Net Loss in 2016
MEMORIAL PRODUCTION: Cancels Registration of Unsold Securities
MESOBLAST LIMITED: FDA Grants Fast Track Designation for MSC-100-IV
METROPOLITAN INDUSTRIAL: Unsecureds to Recoup 1.08% Under Plan
MILLAR WESTERN: S&P Lowers CCR to 'CC' on Distressed Exchange

MOULTON PROPERTIES: Hearing on Disclosures Approval Set for April 7
MPM HOLDINGS: Net Loss Widens to $163 Million in 2016
MULTIMEDIA PLATFORMS: Court Extends Plan Filing Through April 22
MUNCIE INDIANA: U.S. Trustee Unable to Appoint Committee
NAVEX ACQUISITION: S&P Cuts Rating on 1st Lien Facilities to 'B-'

NET ELEMENT: Exchange Pact Outside Date Extended Until Aug. 31
NEW RIVER HOSPITALITY: Taps Susan D. Lasky as Legal Counsel
NORTHEAST ENERGY: U.S. Trustee Forms 3-Member Committee
ODYSSEY CONTRACTING: Discloses More Info on Pending Lawsuits
ON-CALL STAFFING: PCO Appointment Not Necessary, Court Says

OYSTER BAY: S&P Affirms 'BB+' Rating on GO Bonds; Outlook Positive
PALMETTO'S SMOKE: U.S. Trustee Unable to Appoint Committee
PEABODY ENERGY: Bankruptcy Plan Supplement Filed
PEABODY ENERGY: Sale of Australian Assets Remains Pending
PENN REALTY: Hearing on Disclosures Approval Set for April 6

PERFORMANCE SPORTS: Sagard's Desmarais Takes Over New Company
PETROQUEST ENERGY: Cancels Registration of Unsold Securities
POST EAST: Unsecureds to Get Share of $3,000 Under Connect's Plan
RCN TELECOM: S&P Affirms Then Withdraws B CCR Over Radiate Deal
REFUGE FAMILY CARE: Disclosures OK'd; Plan Hearing on April 4

REGATTA CONSTRUCTION: Plan Confirmation Hearing on April 25
RELIABLE FISH: Town Wharf Property Up for Auction March 31
RIVIERA MOTEL: Voluntary Chapter 11 Case Summary
ROJO SIX: Kurmas Entity Buying All Assets for $20K
SAEXPLORATION HOLDINGS: John Pecora Has 6.67% Stake as of March 2

SNOWTRACKS COMMERCIAL: Case Summary & 20 Top Unsecured Creditors
STONE ENERGY: MacKay Shields Reports 19.74% Stake as of March 1
SUPERIOR LINEN: Court Denies Bid for Ch. 11 Trustee Appointment
SWING HOUSE: Court Extends Plan Filing Deadline Through May 8
TECK RESOURCES: Fitch Hikes IDR to BB & Alters Outlook to Positive

TENKORIS LLC: Unsecureds to Get Full-Payment, Plus 3% in 36 Months
TERRACE COMMUNITY: S&P Lowers Rating on 2007A/B Bonds to 'BB'
TEXAS STUDENT: S&P Affirms 'B' Rating on 2001A Housing Bonds
THREE BO'S: Seeks to Hire Eron Law as Legal Counsel
THREE BO'S: Seeks to Hire Schulz and Leonard as Accountant

TRES AMICI: Dismissal of Restaurant Owners' Suit vs. Topaz Affirmed
UNCAS LLC: Unsecureds to Get $3,000 Under Connect's Plan
V-BLOX CORP: Taps Jason A. Burgess as Legal Counsel
VALEANT PHARMACEUTICALS: S&P Rates New $2.5BB Secured Notes 'BB-'
VERITY HEALTH: S&P Affirms 'CCC' Rating on $273MM 2005 Bonds

VERTEX ENERGY: Reports Fourth Quarter Net Loss of $2.4 Million
WARREN BOEGEL: Seeks to Hire Hinkle Law Firm as Legal Counsel
ZOHAR CDO 2003: Lynn Tilton Asks Court to Toss Racketeering Suit

                            *********

1490 BEDFORD: Exclusive Period to Confirm Plan Extended to April 30
-------------------------------------------------------------------
The Hon. Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York approved a stipulation between 1490
Bedford Avenue LLC and Bedford Partners 2010 LLC extending to April
30, 2017, the Debtor's exclusive period to confirm a plan of
reorganization.

1490 Bedford Avenue LLC owns a residential apartment building
located at 1490 Bedford Avenue, Brooklyn, New York.  The property
was purchased by Rahim Siunykalimi in 2006, and was subsequently
transferred to the Debtor, which is owned by his wife Nazila Bardi.


The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E. D. N.Y. Case No. 16-41526) on April 11, 2016.  The
petition was signed by Nazila Bardi.  

The case is assigned to Judge Elizabeth S. Stong.

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

The Debtor is represented by Bruce Weiner, Esq., at Rosenberg,
Musso & Weiner, LLP.


961-969 WESTCHESTER: Court Confirms 5th Amended Plan
----------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York approved the third amended disclosure
statement and confirmed the fifth amended plan of reorganization
filed by 961-969 Westchester Avenue Corp. on Jan. 12, 2017.

The Debtor is authorized and empowered to take all steps necessary
to effectuate consummation of the Plan in conformity with the terms
of the Plan, to distribute cash and property pursuant to the Plan
on the effective date and to take such actions to issue, execute
and deliver such documents as may be necessary to carry out the
terms thereof.

The Debtor is authorized and directed to file quarterly
disbursement reports for all disbursements made pursuant to the
Plan for each quarter the Debtor's chapter 11 case remains open and
pay United States Trustee fees plus interest pursuant to 28 U.S.C.
section 1930 and 31 U.S.C. section 3717 until the chapter 11 case
is closed, converted or dismissed, whichever is earlier.

The Plan is amended as follows:

The HPD lien in the amount of $59,387.65 first disclosed to
Debtor's counsel pursuant to a title report dated Jan. 27, 2017,
shall be reserved for by Debtor's counsel in an amount equal to
such lien claim plus 10% and shall be investigated by the Debtor
and shall be paid from the reserve funds on deposit with Debtor’s
counsel at such time as the claim is allowed.

             About 961-969 Westchester Avenue

961-969 Westchester Avenue Corp. filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 15-12869) on Oct. 26, 2015,
estimating its assets and liabilities at between $1 million and
$10 million each.

Judge Shelley C Chapman presides over the case.

961-969 Westchester Ave. Corp. is headquartered in Bronx, New York.


ABRUZZO IV: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
The Office of the U.S. Trustee on March 9 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Abruzzo IV, LLC.

                      About Abruzzo IV LLC

Based in Denver, Colorado, Abruzzo IV, LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No.
17-10775) on Feb. 1, 2017.  The petition was signed by Antonio
Pasquini, president.  The case is assigned to Judge Thomas B.
McNamara.

At the time of the filing, the Debtor disclosed $725,000 in assets
and $725,000 in liabilities.

Jeffrey S. Brinen, Esq., and Keri L. Riley, Esq., at Kutner Brinen,
P.C., serve as the Debtor's bankruptcy counsel.


ACHAOGEN INC: Polar Capital Holds 5.2% Equity Stake as of Dec. 31
-----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Polar Capital LLP discloses that as of Dec. 31, 2016,
the Company is the beneficial owner of 1,750,000 shares of common
stock of Achaogen, Inc., representing 5.2% on 33,951,400
outstanding shares of common stock, which is the total number of
shares outstanding as reported in the Prospectus Supplement on
December 14, 2016.

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

                       https://is.gd/5g0cMT

                           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.


ADVANCED MICRO: Mubadala Has 14.8% Stake as of March 3
------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Mubadala Development Company PJSC, West Coast Hitech
L.P. and West Coast Hitech G.P., Ltd. disclosed that as of March 3,
2017, they are the beneficial owners of 146,906,166 of shares of
common stock, representing approximately 14.8% of shares
outstanding.

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

                       https://is.gd/okoklA

                   About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc.,
(NASDAQ:AMD) is a global semiconductor company.  AMD --
http://www.amd.com/-- offers x86 microprocessors, as a standalone
central processing unit (CPU) or as incorporated into an
accelerated processing unit (APU), chipsets, and discrete graphics
processing units (GPUs) for the consumer, commercial and
professional graphics markets, and server and embedded CPUs, GPUs
and APUs, and semi-custom System-on-Chip (SoC) products and
technology for game consoles.

AMD incurred a net loss of $660 million on $3.99 billion of net
revenue for the year ended Dec. 26, 2015, compared to a net loss of
$403 million on $5.50 billion of net revenue for the year ended
Dec. 27, 2014.

                          *     *     *

In September 2016, S&P Global Ratings affirmed its 'CCC+' corporate
credit rating on Sunnyvale, Calif.-based AMD.  The outlook is
stable.  In addition, S&P assigned its 'CCC' issue-level rating to
the company's senior unsecured convertible notes due in 2026.  S&P
said the ratings reflect AMD's vulnerable business risk profile:
weak PC industry conditions, intense competition from Intel, and
challenges to grow in targeted enterprise, and embedded and
semi-custom product markets to offset PC business declines.

In September 2016, Moody's Investors Service affirmed AMD's 'Caa1'
corporate family rating and the 'Caa2' rating on the senior
unsecured notes, and revised the rating outlook to positive from
negative.  The speculative grade liquidity rating is upgraded to
SGL-2 from SGL-3.  The positive outlook reflects AMD's prospects
for improved operating performance and cash generation as well as
the improved product portfolio enabling the company to compete in
the current discrete GPUs (graphics processing unit), APUs
(application process units), x86 and ARM CPUs (central processing
unit) market.  Moody's said, "Although we expect ongoing revenue
declines and operating losses in its PC-related business
(microprocessors and graphics chips), the growing EESC (enterprise,
embedded, and semi-custom) business supported by the reported
design wins, we project break even to modest profitability
beginning in the second half of 2016."

In March 2016, Fitch Ratings downgraded and withdrew the ratings
for AMD including the Long-term Issuer Default Rating (IDR) to
'CCC' from 'B-'.  Fitch has withdrawn AMD's ratings for commercial
reasons.  The downgrade reflects prospects for negative free cash
flow (FCF) over the intermediate term and the consequent liquidity
issues and refinancing risk that could develop as the 2019 and 2020
debt maturities approach.


AK STEEL: Moody's Hikes Corporate Family Rating to B2
-----------------------------------------------------
Moody's Investors Service upgraded AK Steel Corporation's Corporate
Family Rating (CFR) and Probability of Default Rating to B2 and
B2-PD from B3 and B3-PD respectively. At the same time, Moody's
upgraded the senior secured notes to B1 from B2, the senior
unsecured note ratings to B3 from Caa1, the senior secured shelf
ratings to (P)B1 from (P)B2 and the senior unsecured shelf rating
to (P)B3 from (P)Caa1. The SGL-2 speculative grade liquidity rating
was affirmed. The outlook is stable.

The upgrade acknowledges AK's improved operating performance as it
continues to execute on its strategy to shift its business profile
to more value added business from commodity spot business and
enhance margins. Despite the roughly 15% decrease in shipments in
2016 over 2015, gross and operating profit margins in 2016
(including Moody's standard adjustments) increased to 14.2% and
3.9% from 10% and 2.4% respectively. Based upon the company's
guidance for iron ore consumption in 2017, Moody's expects
shipments to remain relatively flat year- on-year but anticipate
that margin improvement will hold, particularly as automotive
contracts (66% of 2016 shipments) up for renewal get renegotiated
in an improved price environment. The upgrade also reflects the
company's improved debt protection metrics following its 2016
equity issuance of roughly $600 million the proceeds of which,
together with cash flow generation were used to reduce balance
sheet debt to $1.8 billion at December 31, 2016 from $2.4 billion
the prior year. With the improved earnings performance and lower
debt levels, even on a Moody's adjusted basis for pension and
leases, debt protection metrics improved materially with leverage,
as measured by the debt/EBITDA ratio improving to 5.4x at December
31, 2016 from 7.5x in 2015 and 13.5x in 2014. Although Moody's
believe that light vehicle sales levels have peaked and will
modestly contract in 2016 (current expectation is -0.6%), this
important market for AK is expected to remain solid in 2017. Other
key markets such as infrastructure and residential housing are
expect to show improvement as well, albeit slowly, while the
electrical steel markets could face some headwinds. Nonetheless,
Moody's expects AK to continue to achieve margin improvement in
2017, maintain leverage at no more than 5x and continue to be
modestly free cash flow generative, although inventory working
capital build will be necessary to prepare for the Middletown blast
furnace outage in the second half of 2016.

Upgrades:

Issuer: AK Steel Corporation

-- Corporate Family Rating, Upgraded to B2 from B3

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

-- Backed Senior Secured Shelf, Upgraded to (P)B1 from (P)B2

-- Backed Senior Unsecured Shelf, Upgraded to (P)B3 from (P)Caa1

-- Backed Senior Secured Regular Bond/Debenture, Upgraded to
    B1 (LGD3) from B2 (LGD3)

-- Backed Senior Unsecured Conv./Exch. Bond/Debenture, Upgraded
    to B3 (LGD5) from Caa1 (LGD5)

-- Backed Senior Unsecured Regular Bond/Debenture, Upgraded to
    B3 (LGD5) from Caa1 (LGD5)

Issuer: Butler County Industrial Dev. Auth., PA

-- Backed Senior Unsecured Revenue Bonds, Upgraded to B3 (LGD5)
    from Caa1 (LGD5)

Issuer: Ohio Air Quality Development Authority

-- Backed Senior Unsecured Revenue Bonds, Upgraded to B3 (LGD5)
    from Caa1 (LGD5)

Issuer: Rockport (City of) IN

-- Backed Senior Unsecured Revenue Bonds, Upgraded to B3 (LGD5)
    from Caa1 (LGD5)

Affirmation:

Issuer: AK Steel Corporation

-- Speculative Grade Liquidity Rating, affirmed SGL-2

Outlook Actions:

Issuer: AK Steel Corporation

-- Outlook, Changed To Stable From Positive

RATINGS RATIONALE

The B2 CFR reflects Moody's expectations that the company's
performance will evidence improving trends as it continues to
achieve operating efficiencies and focus on value added products.
With the idling of the Ashland facility, AK Steel has been better
able to more fully utilize its other operating facilities, while
the reduction of commodity product sales into the spot and
distribution markets has boosted profitability, despite the
decrease in shipments. While the B2 CFR also considers AK Steel's
position as a mid-tier steel producer, the company's technological
capabilities and strong customer base are important considerations.
The launch and roll out of the NEXMET high strength steel is
expected to further benefit the company's sales to the automotive
industry over the next several years as that industry looks to
further lightweight vehicles to meet increasingly stringent CAFÉ
requirements. The rating also considers AK's exposure to volatile
input costs, particularly iron ore, but acknowledges the company's
hedging policy, which seeks to mitigate exposure to volatile
movements in iron ore prices. The rating incorporates the
expectation that performance in 2017 will maintain the stronger
metrics achieved in 2016 with potential upside as contract renewals
come up over the course of the year.

The company's business mix, which evidences an improving and
meaningful level of value added products, including coated
(approximately 52% of shipments albeit on a lower shipment basis),
electrical and stainless products, and strong contracted position,
particularly with its automotive customers, are further supporting
factors in the rating.

The SGL-2 speculative grade liquidity rating reflects Moody's views
that AK Steel will maintain a good liquidity profile over the next
four quarters, particularly following repayment of outstandings
under the ABL and the retention of cash from the October 2016
equity raise. In addition, the repayment of the 2018 notes has
improved the company's debt maturity profile, with the next
maturity being the $150 million convertible exchange notes in
November 2019. The company's liquidity is supported by a $1.5
billion ABL expiring in March 2019 that is guaranteed by AK Steel
Holding Corporation, AK Tube LLC, Mountain State Carbon LLC, and AK
Steel Properties. In addition, the company had $173 million in cash
at December 31, 2016.

The stable outlook captures Moody's expectations that AK Steel will
continue to evidence acceptable debt protection metrics and be free
cash flow generative. The outlook also anticipates that the company
will continue to maintain its focus on value added products and
continue to achieve an improved product mix, particularly as it
rolls out its Advanced High Strength Steels over the next 12- 18
months.

The B1 rating on the company's senior secured notes (secured by
plant, property and equipment), under Moody's loss given default
methodology reflects the instrument's priority position in the
capital structure relative to a considerable amount of unsecured
liabilities below it. The B3 rating on the senior unsecured notes
reflects the junior position of these instruments relative to the
secured notes, the ABL revolver and priority accounts payables.

The rating could be downgraded should the company's liquidity
position deteriorate materially due to weak operating performance
and cash burn, and should the EBIT margin and EBIT/interest ratios
track below 3% and 2x respectively and leverage, as measured by the
debt/EBITDA ratio remain above 5.25x. The rating could be upgraded
should the company be able to sustain an EBIT margin of at least
6%, EBIT/interest of at least 2.5x and debt/EBITDA of no more than
4.5x.

The principal methodology used in these ratings was Global Steel
Industry published in October 2012.

Headquartered in West Chester, Ohio, AK Steel Corporation (AK
Steel) ranks as a middle tier integrated steel producer in the
United States, operating steelmaking and finishing plants in
Indiana, Kentucky, Ohio, Michigan and Pennsylvania. The company
also has a tube manufacturing facility in Mexico. AK Steel produces
flat-rolled carbon steels, including coated, cold-rolled and
hot-rolled products, as well as specialty stainless and electrical
steels. Principal end markets include automotive, steel service
centers, appliance, industrial machinery, infrastructure,
construction and distributors and converters. Through its AK Coal
Resources Inc. subsidiary, the company has interests in
metallurgical coal production. Revenues for the twelve months
ending December 31, 2016 were approximately $5.9 billion.


ALLIANCE HOSPITALITY: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------------
Debtor: Alliance Hospitality, LLC
           dba American Inn
        9 Roberts Drive
        Mountain Lakes, NJ 07046
        Website: Not available

Case No.: 17-40317

Business Description: The Debtor is a small business company as
                      defined in 11 U.S.C. Section 101(51D).
                      The Debtor owns a real property located at
                      1419 West Thirst St. Alliance, NE 69301
                      valued at $650,000.  Foreclosure sale by
                      business lenders is set for March 15, 2017,
                      for the Alliance, NE fixed assets;
                      Washer & Dryer $6,243; Safes $8,875; Ice
                      Machine $468; Canopy $4,877; Breakfast Room
                      $8,084 linked to liens on business building.
                      The Company is equally owned by Anupam Dave
                      and Sonal Dave.
   
Chapter 11 Petition Date: March 10, 2017

Court: United States Bankruptcy Court
       District of Nebraska (Lincoln Office)

Judge: Hon. Thomas L. Saladino

Debtor's Counsel: David Grant Hicks, Esq.
                  HICKS & ALHEJAJ, P.C.
                  Burt Street Professional Building
                  11717 Burt Street, Suite 106
                  Omaha, NE 68154
                  Tel: (402) 345-1717
                  E-mail: dhicks@bankruptcynebraska.com

Total Assets: $678,960

Total Liabilities: $2.06 million

Largest
Unsecured
Creditor:         Unity Bank, $1,250,000

A copy of the Debtor's list of 10 unsecured creditors is available
for free at http://bankrupt.com/misc/neb17-40317.pdf

The petition was signed by Anupam Dave, president.


ALTICE US: Moody's Rates Proposed $1.3BB Term Loan B at Ba3
-----------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Altice US
Finance I Corporation's, a wholly owned subsidiary of Cequel
Communications Holdings I, LLC, proposed $1.3 billion term loan B.
Proceeds from the transaction will be used to refinance existing
indebtedness in a leverage neutral transaction. Cequel's B3
corporate family rating (CFR), B3-PD probability of default rating
(PD) and Caa1 senior unsecured rating remain unchanged. The outlook
remains positive, reflecting the company's significant progress
with cost reduction and leverage improvement.

A summary of action follows:

Assignments:

Issuer: Altice US Finance I Corporation

-- Senior Secured Bank Credit Facility, Assigned Ba3 (LGD2)

RATINGS RATIONALE

Cequel's B3 CFR reflects its high leverage and the parent company's
aggressive financial policy. Offsetting these limiting factors are
Cequel's stable market position with a strong base of network
assets and limited competition within its footprint other than
telco DSL. Notwithstanding the maturity of the core video product,
the relative stability of the subscription business provides steady
cash flow, and the high quality of Cequel's network positions it
well to achieve growth in its residential and commercial businesses
despite escalating competition. The company's penetration lags
behind industry averages, but Moody's expects its high speed data
and phone growth to continue to exceed most peers and views the
planned infrastructure upgrade investment as a credit positive use
of cash that will help Cequel maintain and grow market share.

The positive outlook is based upon Moody's expectations that
leverage will continue to improve as the company progresses on its
cost cutting plan, while maintaining stable market share. Moody's
would consider an upgrade of the B3 CFR if leverage were sustained
below 6.5x (Moody's adjusted), the company maintained or improved
market share, and maintained good liquidity. Moody's could
downgrade Cequel's B3 CFR if leverage were to rise above 8x
(Moody's adjusted), there was a deterioration in liquidity or
material market share erosion.

Cequel's existing debt instrument ratings benefit from the loss
absorption provided by the company's holdco seller PIK notes, of
which $350 million was outstanding as of 9/30/16 and are
subordinate to all rated debt of Cequel. A reduction to the PIK
notes would reduce this loss absorption and could negatively impact
the notching of both the Ba3 secured and Caa1 unsecured ratings.

The principal methodology used in this rating was Global Pay
Television - Cable and Direct-to-Home Satellite Operators published
in January 2017.

Headquartered in St. Louis, Missouri, and doing business as
Suddenlink Communications, Cequel Communications Holdings I, LLC
(Cequel) serves approximately 1 million video subscribers, 1.3
million internet subscribers, and 640 thousand telephony
subscribers. The company generated revenues of approximately $2.5
billion for the twelve months ended September 30. On December 21,
2015, Altice Luexmbourg S.A acquired 70% of Cequel.


ALTICE US: S&P Assigns 'BB-' Rating on New $1.265BB Term Loan B
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '1'
recovery rating to Altice US Finance I Corp.'s proposed
$1.265 billion term loan B.  The '1' recovery rating indicates
S&P's expectation for very high (90%-100%; rounded estimate: 95%)
recovery for lenders in the event of a payment default.

S&P expects proceeds to refinance the existing $815 million term
loan B and to repay a portion of unsecured notes due in 2020.
S&P's 'B-' issue-level and '5' recovery ratings on the company's
unsecured debt are unchanged.  The '5' recovery rating indicates
S&P's expectation for modest (10%-30%; rounded estimate: 10%)
recovery in the event of a payment default.  The 'B' corporate
credit rating and positive outlook on parent Cequel Communications
Holdings I LLC are unchanged because this is a leverage-neutral
transaction.

                         RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's simulated default scenario contemplates a default
      during 2020, primarily due to increased competition from
      streaming alternatives and satellite TV resulting in
      heightened subscriber churn, in conjunction with elevated
      capital spending and a more aggressive financial policy.

   -- S&P assumes that Cequel would reorganize following a payment

      default and have valued the company at 7x expected
      emergence-level EBITDA to determine debtholders' recovery
      prospects.  The 7x multiple is at the high end of the 5x-7x
      range S&P ascribes to cable TV providers given Cequel's
      incumbent market position, with limited fiber competition in

      its markets and higher profit margins than those of its
      peers.

   -- Other key assumptions at default include: The $350 million
      revolver is 85% drawn; LIBOR rises to 2.5%; and all debt
      includes six months of prepetition interest.

Simulated default assumptions:

   -- Simulated year of default: 2020
   -- EBITDA at emergence: $695 million
   -- EBITDA multiple: 7x

Simplified waterfall:

   -- Net emergence value (after 5% administrative costs):
      $4.62 billion
   -- Valuation split in % (obligors/nonobligors): 100/0
   -- Collateral value available to secured creditors:
      $4.62 billion
   -- Secured first-lien debt: $4.24 billion
   -- Recovery expectations: 90%-100% (rounded estimate: 95%)
   -- Total value available to unsecured claims: $387 million
   -- Senior unsecured debt and pari passu claims: $3.01 billion
   -- Recovery expectations: 10%-30% (rounded estimate: 10%)

RATINGS LIST

Cequel Communications Holdings I LLC
Corporate Credit Rating: B+/Positive

Ratings Affirmed
Cequel Capital Corp.
Cequel Communications Holdings I LLC
Senior Unsecured                                        
US$1.25 bil 5.125% nts due             B-                 
  Recovery Rating                       5 (10%)             
Senior Unsecured                                        
US$1.5 bil 6.375% sr unsecd nts due    B-                 
  Recovery Rating                       5 (10%)             

New Rating
Altice US Finance I Corp.
US$1.265 bil term loan B               BB-
  Recovery Rating                       1 (95%)


ANDERSON SHUMAKER: U.S. Trustee Forms 5-Member Committee
--------------------------------------------------------
U.S. Trustee Patrick S. Laying on March 9 appointed five creditors
of Anderson Shumaker Company to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Electralloy, G.O. Carlson, Inc.
         Attn: Joseph C. Paparone, II
         Interim Creditors' Committee Chairman
         175 Main Street
         Oil City, PA 16301

     (2) Carlson Tool & Manufacturing Corp.
         Attn: Stephen Anderson
         W57 N14386 Doerr Way
         Cedarburg, WI 53012

     (3) Progressive Steel Treating, Inc.
         Attn: Clint McGregor
         922 Lawn Drive
         Loves Park, IL 61111

     (4) Haynes International, Inc.
         Attn: David Vanbibber
         1020 West Park Avenue
         P.O. Box 9013
         Kokomo, IN 46904-9013

     (5) Ellwood Group
         Attn: James Hofer
         700 Moravia Street
         New Castle, PA 16101

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

                  About Anderson Shumaker Company

Anderson Shumaker Company provides open die forgings and custom
forgings in various shapes and finishes using stainless steel,
aluminum, carbon steel and various grades of alloy steel.  The
Debtor filed a Chapter 11 petition (Bankr. N.D. Ill. Case No.
17-05206), on Feb. 23, 2017.  The Debtor is represented by Scott R.
Clar, Esq., and Brian P. Welch, Esq., at Crane, Heyman, Simon,
Welch & Clar.


APOLLO ENDOSURGERY: Reports Fourth Quarter Net Loss of $19.7-Mil.
-----------------------------------------------------------------
Apollo Endosurgery, Inc., announced financial results for the
fourth quarter and year ended Dec. 31, 2016.

Todd Newton, CEO of Apollo Endosurgery, said, "In 2016, we made
great progress on our strategy to accelerate sales of our
innovative endo-bariatric products and shift our revenue mix toward
this technologically-advanced, less invasive portfolio.  Our
endo-bariatrics success was a result of the introduction of the
ORBERA Intragastric Balloon into the U.S. marketplace and greater
adoption in all markets of the OverStitch endoscopic suturing
system.  ORBERA is the most widely used and studied intra-gastric
balloon in the world with over 220,000 balloons distributed and
more than 230 peer-reviewed clinical publications. When combined
with OverStitch, a revolutionary technology that delivers
full-thickness suturing from a flexible endoscope, our robust
endo-bariatric portfolio delivered strong results in the fourth
quarter and full year.  We also continued to support key customers
of our more mature surgical product portfolio. In 2017, we will
focus on physician education and patient awareness initiatives for
our endo-bariatric products so that we can build upon our 2016
success, while maintaining strong relationships with customers
loyal to our surgical products."

Total revenue in the fourth quarter 2016 was $15.4 million,
compared to $16.5 million in the fourth quarter 2015, a decrease of
7%.  Total revenue in the full year 2016 was $64.9 million,
compared to $67.8 million in the full year 2015, a decrease of 4%.
The decline in total revenue in the fourth quarter and full year
2016 reflect an expected decline in Surgical product sales due to a
decline in gastric banding procedures, substantially offset by the
performance in endo-bariatric product sales due to the U.S.
commercial launch of ORBERA following FDA approval in August 2015,
increased OverStitch sales, and the start of Brazil direct sales
activity in November 2015.

Endo-bariatric sales in the fourth quarter 2016 were $7.6 million,
an increase of 26% compared to $6.0 million in the fourth quarter
2015.  By geography, fourth quarter endo-bariatric sales increased
9% in the U.S. and 50% internationally.  Fourth quarter 2016
endo-bariatric sales in the U.S. faced a challenging comparison to
the fourth quarter of 2015, which included an elevated level of
ORBERA stocking orders associated with physician training programs
following the product's August 2015 FDA approval.  Endo-bariatric
sales in the full year 2016 were $31.9 million, an increase of 86%
compared to $17.1 million in the full year 2015.  By geography,
full year endo-bariatric sales increased 70% in the U.S. and 105%
internationally.

Surgical sales in the fourth quarter 2016 were $7.7 million,
compared to $10.4 million in the fourth quarter 2015.  Surgical
sales in the full year 2016 were $32.5 million, compared to $47.6
million in the full year 2015.

Gross margin for the fourth quarter 2016 was 62%, compared to 68%
for the fourth quarter 2015.  Gross margin for the full year 2016
was 61%, compared to 70% for the full year 2015.  Cost of sales
included inventory impairment charges of $0.4 million and $3.8
million for the fourth quarter and full year 2016, respectively,
related to excess inventory transferred from Allergan in June 2016
as required under the companies' manufacturing services agreement.
Excluding the impact of inventory impairment charges, gross margin
was 64% in the fourth quarter 2016 and 67% for the full year 2016.
Total operating expenses were $17.2 million in the fourth quarter
2016, compared to $14.4 million in the fourth quarter 2015.  Total
operating expenses were $60.4 million in the full year 2016,
compared to $64.0 million in the full year 2015.  Fourth quarter
and full year 2016 operating expenses include $2.3 million and $3.6
million, respectively, of transaction costs associated with the
Lpath merger.

Interest expense for the fourth quarter and the full year 2016
includes $8.7 million of non-cash interest expense due to the
resolution of contingent beneficial conversion features related to
the Company's convertible notes upon their conversion to common
stock at the closing of the reverse merger with Lpath.

Net loss for the fourth quarter 2016 was $19.7 million compared to
$5.4 million for the fourth quarter 2015.  Net loss for the full
year 2016 was $41.2 million compared to $27.4 million for the full
year 2015.  

Cash, cash equivalents and restricted cash were $20.0 million as of
Dec. 31, 2016.

On Dec. 29, 2016 the Company completed its reverse merger with
Lpath and began trading on the NASDAQ Global Market under the
symbol "APEN" on Dec. 30, 2016.  Concurrent with the closing of the
merger, Apollo's stockholders invested $29.0 million of new equity
in the combined company, of which $11.0 million was used to pay
down a portion of the principal balance of the Company's senior
secured credit facility with Athyrium Opportunities II Acquisition
LP ("Athyrium"), due February 2020.

On March 7, 2017 Apollo entered into an additional amendment with
Athyrium to modify the terms of its senior secured credit facility.
As part of the new amendment, the minimum cash balance requirement
of $8.0 million was eliminated and Apollo made an additional
principal repayment of $7.0 million.  In conjunction with the
amendment, Athyrium waived all prepayment premiums and exit fees on
the $7.0 million principal repayment and Apollo's exposure to
certain financial covenants of the senior secured credit facility
was reduced.

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

                      https://is.gd/5x2hj4

                    About Apollo Endosurgery, Inc.

Apollo Endosurgery, Inc. -- http://www.apolloendo.com-- is a
medical device company focused on less invasive therapies for the
treatment of obesity, a condition facing over 600 million people
globally, as well as other gastrointestinal disorders.  Apollo's
device based therapies are an alternative to invasive surgical
procedures, thus lowering complication rates and reducing total
healthcare costs.  Apollo's products are offered in over 80
countries today.  Apollo's common stock is traded on NASDAQ Global
Market under the symbol "APEN".  

On Dec. 29, 2016, a wholly owned subsidiary of Lpath, Inc. merged
with and into Apollo Endosurgery, Inc. resulting in Original Apollo
becoming a wholly owned subsidiary of Lpath.  At the Effective
Time, Lpath effected a name change to "Apollo Endosurgery, Inc."
Each share of Original Apollo common stock (after adjusting for the
1-for-5.5 reverse split of common stock effected by the Issuer
immediately following consummation of the Merger) was exchanged for
0.31632739 shares of the Issuer's common stock at the Effective
Time of the Merger.

Lpath reported a net loss of $10.01 million on $1.59 million of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $16.55 million on $5.08 million of total revenues for the
year ended Dec. 31, 2014.

As of Sept. 30, 2016, Lpath had $4.04 million in total assets,
$1.35 million in total liabilities and $2.69 million in total
stockholders' equity.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on Lpath's consolidated financial statements for the
year ended Dec. 31, 2015, citing that the Company's recurring
losses and negative operating cash flows raise substantial doubt
about the Company's ability to continue as a going concern.


ARAMARK SERVICES: Moody's Hikes Rating on Sr. Unsec. Bond to Ba3
----------------------------------------------------------------
Moody's Investors Service upgraded Aramark Services, Inc.'s senior
unsecured debt to Ba3 from B1, as well as its Speculative Grade
Liquidity ("SGL") rating to SGL-1 from SGL-2, while also assigning
Ba3 ratings to its proposed senior unsecured notes due 2025. The
other credit ratings were affirmed; the Corporate Family rating
("CFR") was affirmed at Ba2, the Probability of Default rating
("PDR") at Ba2-PD and the senior secured at Ba1. The rating outlook
remains stable.

The net proceeds of the proposed senior unsecured notes, along with
funds from its previously-announced proposed multi-currency
revolving credit facility due 2022, multi-currency term loan A due
2022, Japanese yen term loan C due 2022 and U.S. dollar term loan B
due 2024, will be used to repay existing indebtedness and add cash
to the balance sheet.

Issuer: Aramark Services, Inc.

Upgrades:

-- Senior Unsecured Regular Bond, Upgraded to Ba3 (LGD5) from
    B1 (LGD5)

-- Speculative Grade Liquidity Rating, Upgraded to SGL-1 from
    SGL-2

Assignments:

-- Senior Unsecured Regular Bond, Assigned Ba3 (LGD5)

Affirmations:

-- Corporate Family Rating, Affirmed Ba2

-- Probability of Default Rating, Affirmed Ba2-PD

-- Senior Secured Bank Credit Facility, Affirmed Ba1 (LGD3)

Outlook:

-- Outlook, Remains Stable

RATINGS RATIONALE

The upgrade of Aramark's senior unsecured ratings to Ba3 from B1 is
driven by the reduced proportion of senior secured to total debt in
its capital structure pro forma for the announced financing
transactions.

Aramark's Ba2 CFR reflects Moody's expectations of debt to EBITDA
around 4 times, low single digit revenue growth (on a constant
currency basis) and slowly improving profitability, with EBITA
margins expected around 6.5%. Moody's considers Aramark's business
stable and predictable, with long term contracts and fixed asset
investments providing high revenue visibility and meaningful
competitive barriers. The reversal in 2016 of declines in
profitability experienced in 2014 and 2015, when EBITA margins were
down by about 100 basis points to 5.3%, provides support for
Moody's expectations for ongoing, albeit gradual, profit increases
in fiscal 2017 (ends September). Business risks include labor
tightness in Aramark's core US market, working capital seasonality
and competition from larger companies in the food and related and
uniform services markets. Revenue growth will be driven by modest
price increases with existing customers, new client additions and
new products. Growth in free cash flow will be aided by management
and business process improvement initiatives. Investments in
capital expenditures associated with new and expanded contracts and
expected share repurchase activity could slow the pace of debt
reduction.

The upgrade of the SGL rating to SGL-1 from SGL-2 reflects the
increased size and flexibility of external liquidity from the $1
billion multi-currency (U.S. dollar, Canadian dollar, Euro and
Sterling) revolver, up from $730 million in its U.S. and Canadian
revolvers, and Moody's expectations for sustained free cash flow
improvements. Very good liquidity is provided by about $300 million
of anticipated free cash flow, cash balances expected to be at
least $100 million and significant availability under revolving
credit and receivables securitizations facilities, which Moody's
anticipates will be used seasonally.

All financial metrics cited reflect Moody's standard analytical
adjustments.

The Ba3 (LGD5) rating on the senior unsecured bonds reflects the
Ba2-PD PDR and their priority in Moody's waterfall of claims at
default behind all of its senior secured claims and certain trade
claims.

The stable ratings outlook reflects Moody's expectations for some
revenue growth and EBITA margins around 6.5%. The ratings could be
upgraded if Moody's expects Aramark will: 1) sustain: debt to
EBITDA below 3.5 times; 2) improve free cash flow; and 3) commit to
conservative financial policies. The ratings could be downgraded
if, as a result of some combination of poor results from
operations, acquisitions or shareholder-friendly actions, Moody's
expects: 1) revenue growth to slow; 2) EBITA margins to remain
below 6%; or 3) debt to EBITDA to be maintained around 4.5 times.

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

Aramark is a provider of food and related services to a broad range
of institutions and is the second largest provider of uniform and
career apparel in the United States. Moody's expects fiscal 2017
(ending September) revenue to approach $15 billion.



ARAMARK SERVICES: S&P Rates $600MM Sr. Unsec. Notes 'BB+'
---------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue rating to
Philadelphia–based Aramark Service Inc.'s proposed $600 million
senior unsecured notes due 2025 with a '4' recovery rating,
reflecting S&P's expectation for average (30%-50%; rounded estimate
40%) recovery in the event of a payment default.  S&P expects the
company will use the net proceeds from the proposed issuance to
repay the remainder of its 5.75% senior notes due 2020 and a
portion of the term loan due 2021.  S&P's ratings assume the
transaction closes on substantially the terms provided to it. Total
debt outstanding pro forma for the proposed transaction is about
$5.5 billion.

All of S&P's existing ratings on the company, including S&P's 'BB+'
corporate credit rating, 'BBB-' senior secured debt ratings, and
'BB+' senior unsecured note ratings, are unchanged by the
transaction.  The outlook is stable.

S&P's ratings on Aramark incorporate the company's leading (though
not dominant) position in the competitive and fragmented food and
support services market and its sizable business with customers in
relatively stable service segments (particularly heath care,
education, and corrections), which S&P believes translates into
consistent profitability.  S&P's ratings also incorporate Aramark's
high client retention rates and moderate geographic diversity.  S&P
believes the company has a generally good reputation as an
efficient operator and could benefit from potential industrywide
growth in outsourcing.  S&P forecasts debt to EBITDA in the mid-3x
area in fiscal 2017 and 2018, and funds from operations to debt in
the high-teens percentage area in 2017 and 2018.

RATINGS LIST

Aramark Services Inc.
Corporate credit rating                 BB+/Stable/--

Ratings Assigned

Aramark Services Inc.
Senior unsecured
  $600 mil. notes due 2025              BB+
   Recovery rating                      4(40%)


ASCENA RETAIL: S&P Affirms 'BB-' CCR & Revises Outlook to Negative
------------------------------------------------------------------
S&P Global Ratings revised its outlook on the Mahwah, N.J.-based
specialty retailer Ascena Retail Group Inc. to negative from
stable.  At the same time, S&P affirmed all ratings, including the
'BB-' corporate credit rating.

"The negative outlook incorporates our belief that the operating
environment for specialty retail apparel will remain weak for a
protracted period and that Ascena's operating metrics could further
weaken as a result," said credit analyst Mathew Christy. "We think
the continued decline in comparable-store sales and customer
traffic is endemic of ongoing structural changes in specialty
apparel industry, characterized by uneven operating results and
lower sales.  In addition, we think Ascena could grow more reliant
on promotional events to drive customer traffic, as evidenced by
the results in the fiscal second quarter, which could further
pressure EBITDA margins and cash flow generation."

S&P's negative outlook reflects a one-in-three chance it could
lower the corporate credit rating in the next 12 months.  S&P
believes negative customer traffic trends and the highly
promotional operating environment will persist and expect a
continued decline in sales, EBITDA, and operating metrics.  S&P's
base-case assumes credit measures will remain around 3.6x, similar
to trailing-12-month levels as EBITDA declines are offset by some
debt repayment with free cash flow.

S&P could lower the rating if comparable-store sales and customer
traffic continue to decline while promotional activity remains
elevated and sales deleveraging increases, all of which would
likely result in S&P's reassessment of the company's business risk.
Under such a scenario, sales would likely continue to decline at a
mid-single-digit rate and margins would fall by 100 bps or more,
leading to adjusted leverage about 4x or more with no meaningful
debt repayment.

S&P could revise the outlook back to stable if the company
demonstrates a stabilization in operating metrics such that
comparable-store sales and customer traffic trends improve while
the reliance on promotional activity subsidies.  Under such a
scenario, S&P would expect sales to be flat to up modestly and for
margins to stabilize or improve, resulting in debt to EBITDA of
3.5x or less.



ATKINS SPECIALTY: Taps Klein DeNatale as Legal Counsel
------------------------------------------------------
Atkins Specialty Services Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire
legal counsel in connection with its Chapter 11 case.

The Debtor proposes to hire Klein, DeNatale, Goldner, Cooper,
Rosenlieb & Kimball, LLP to give legal advice regarding its duties
under the Bankruptcy Code, assist in the preparation of a
bankruptcy plan, and provide other legal services.

Klein DeNatale received a retainer in the amount of $25,000 prior
to the Debtor's bankruptcy filing.  The firm estimates its fees
will be at least $50,000.  

The firm does not represent any interest adverse to that of the
Debtor, according to court filings.

Klein DeNatale can be reached through:

     Jacob L. Eaton, Esq.
     Klein, DeNatale, Goldner, Cooper
     Rosenlieb & Kimball, LLP
     4550 California Avenue, Second Floor
     Bakersfield, CA 93309
     Phone: (661) 395-1000
     Fax: (661) 326-0418
     Email: jeaton@kleinlaw.com

                About Atkins Specialty Services

Atkins Specialty Services, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 17-10337) on
January 31, 2017.  The petition was signed by Jeffrey G. Atkins,
chief executive officer.  At the time of the filing, the Debtor
estimated assets of less than $500,000.


BCBG MAX: U.S. Trustee Forms 7-Member Committee
-----------------------------------------------
William K. Harrington, U.S. Trustee for Region 2, on March 9
appointed seven creditors of BCBG Max Azria Global Holdings, LLC,
et al., to serve on the official committee of unsecured creditors.


The committee members are:

     (1) Silvereed (Hong Kong) Limited
         Attn: Gabriel Foo, Managing Director
         Legal Department, 8/F LiFung Tower
         888 Cheung Sha Wan Road
         Kowloon, Hong Kong
         Tel: (852) 2300-2300

     (2) Dada Trading Co. Ltd
         Attn: Alex Park, President
         60 Tojeong Ro 11-Gil,
         Mapo-gu, Seoul, Korea KR
         Tel: (822)-326-1418

     (3) Coddy Global Ltd.
         Attn: Edwin Huang, Regional Operations Director
         Tun Hwa South Road, 13th Floor, No. 2, Sec. 1
         Taipei, Taiwan ROC
         Tel: 866-2-2781-5550 ext 110

     (4) Pepperjam, LLC
         Attn: Katharine Spanish, General Counsel
         7 South Main Street
         Wilkes Barre, PA 18701
         Tel: (877)796-5700

     (5) Simon Property Group, Inc.
         Attn: Ronald M. Tucker, Vice President/Bankruptcy Counsel
         225 W. Washington Street
         Indianapolis, Indiana 46204
         Tel: (317)263-2346

     (6) GGP Limited Partnership
         Attn: Julie Minnick Bowden, VP, Senior Counsel
         110 North Wacker Drive
         Chicago, IL 60606
         Tel: (312) 960-2707

     (7) 7. Gardenia Zuniga-Haro
         Attn: Norman B. Blumenthal, Counsel
         235 Buckingham Way, No. 904
         San Francisco, CA 94132
         Tel: (559)892-8357

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

                   About BCBG Max Azria Group

BCBG Max Azria Group started with a single idea -- to create a
beautiful dress.  Founded in 1989, BCBG was named for the French
phrase "bon chic, bon genre," a Parisian slang meaning "good style,
good attitude."  The brand embodies a true combination of European
sophistication and American spirit.  The BCBG Max Azria label is
sold online, in freestanding boutiques and partner shops at top
department stores across the globe.

BCBG Max Aria and its affiliates filed for bankruptcy (Bankr.
S.D.N.Y., Case No. 17-10466) on Feb. 28, 2017.  The Debtors have
estimated assets of $100 million to $500 million and estimated
liabilities of $500 million to $1 billion.

Kirkland & Ellis LLP and Kirkland & Ellis International LLP
represent the Debtors.  Jefferies LLC serves as investment banker,
AlixPartners, LLP, acts as restructuring advisor, and Donlin Recano
& Company LLC acts as claims and noticing agent.


BGM PASADENA: Trustee Taps Keller Williams as Real Estate Broker
----------------------------------------------------------------
The Chapter 11 trustee for BGM Pasadena, LLC seeks approval from
the U.S. Bankruptcy Court for the Central District of California to
hire a real estate broker.

Peter Mastan, the court-appointed trustee, proposes to hire Keller
Williams Silicon Beach Commercial to assist in the sale of its
interests in real properties in California.

The properties include an office building and two four-unit luxury
apartment buildings located along S. Orange Grove Boulevard,
Pasadena.

Keller Williams will be paid at least 1% and up to a maximum of 4%
from the proceeds of the sale of each property.

Derrick Vartanian, an associate broker employed with Keller
Williams, disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Derrick Vartanian
     Keller Williams Silicon Beach Commercial
     13274 Fiji Way, Suite 400
     Marina Del Rey, CA 90292
     Tel: (310) 301-2353

                       About BGM Pasadena

BGM Pasadena, LLC, a single asset real estate, filed Chapter 11
bankruptcy petition (Bankr. C.D. Cal. Case No. 15-27833) on Nov.
20, 2015.  Greg Galletly, the manager, signed the petition. Judge
Richard M. Neiter has been assigned the case.

James A. Tiemstra, Esq., and Lisa Lenherr, Esq., at Tiemstra Law
Group PC, in Oakland, California, serve as counsel to the Debtor.

The Debtor estimated assets in the range of $10 million to $50
million and liabilities of at least $1 million.  

On January 23, 2017, the court approved the appointment of Peter J.
Mastan as Chapter 11 trustee for the Debtor.  Ballard Spahr LLP has
been tapped as counsel to the trustee. SLBiggs serves as the
trustee's accountant.


BIG RACQUES: Case Summary & 6 Unsecured Creditors
-------------------------------------------------
Debtor: Big Racques Ranch, LLC
        148 N. Burnett
        Charlotte, TX 78011

Case No.: 17-50573

Business Description: Big Racques Ranch, LLC is a small business
                      debtor as defined in 11 U.S.C. Section
                      101(51D).  Big Racques was founded on March
                      4, 2015.

Chapter 11 Petition Date: March 10, 2017

Court: United States Bankruptcy Court
       Western District of Texas (San Antonio)

Judge: Hon. Craig A. Gargotta

Debtor's Counsel: William R. Davis, Jr., Esq.
                  LANGLEY & BANACK, INC.
                  745 E Mulberry Ave, Suite 900
                  San Antonio, TX 78212
                  Tel: (210) 736-6600
                  Fax: (210) 735-6889
                  Email: wrdavis@langleybanack.com

Within one year before the filing of the petition in bankruptcy,
Mr. Davis received $10,000 from the Debtor.

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

Largest
Unsecured
Creditor:    Lyssy and Eckel, Inc., $21,506

The petition was signed by Randy Benavides Balderas, president.

A copy of the Debtor's list of six largest unsecured creditors is
available for free at:

             http://bankrupt.com/misc/txwb17-50573.pdf


BIOSCRIP INC: Gabelli Funds et al. Hold 11.76% Equity Stake
-----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Gabelli Funds, et al., disclosed that they may be
deemed to beneficially own 14,224,865 shares of common stock of
BioScrip, Inc., representing 11.76 % of the 120,982,543 shares
outstanding as reported by the Company in its Form 10-K for the
fiscal year ended Dec. 31, 2016.  The Reporting Persons
beneficially own those Securities as follows:

                               Shares of      % of Class of
  Name                       Common Stock      Common Stock
  ----                       ------------     -------------
  GAMCO Asset Management        937,251           0.77%
  Gabelli Funds, LLC          12,335,314         10.20%
  Teton Advisors, Inc.          950,000           0.79%
  GAMCO Investors, Inc.          2,300            0.00%

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

                    https://is.gd/WpbZrh

                        About Bioscrip

Headquartered in Denver, Colo., BioScrip, Inc., is a national
provider of home infusion services.  The company's clinical
management programs and services provide access to prescription
medications for patients with chronic and acute healthcare
conditions, including gastrointestinal abnormalities, infectious
diseases, cancer, pain management, multiple sclerosis, organ
transplants, bleeding disorders, rheumatoid arthritis, immune
deficiencies and heart failure.

As of Sept. 30, 2016, Bioscrip had $595.40 million in total assets,
$550.05 million in total liabilities, $2.38 million in series A
convertible preferred stock, $67.24 million in series C convertible
preferred stock and a total stockholders' deficit of $24.28
million.

Bioscrip reported a net loss attributable to common stockholders of
$309.51 million in 2015, a net loss attributable to common
stockholders of $147.7 million in 2014, and a net loss attributable
to common stockholders of $69.65 million in 2013.

                          *    *    *

In November 2016, S&P Global Ratings lowered its corporate credit
rating on home infusion services provider BioScrip Inc. to 'CCC'
from 'CCC+' and revised the outlook to developing from stable.
"The downgrade reflects our belief that the company could face a
liquidity event within 12 months if it is unable to rapidly improve
profitability; moreover, given the company's lowered guidance, its
meaningful EBITDA shortfall in the third quarter, and its pattern
of falling short of its expectations, our confidence in the
company's ability to execute on its cost-cutting and other
strategic initiatives is limited," said credit analyst Elan Nat.

In March 2016, Moody's Investors Service downgraded BioScrip's
Corporate Family Rating to 'Caa2' from 'Caa1' and Probability of
Default Rating to 'Caa2-PD' from 'Caa1-PD'.


BOEGEL FARMS: Seeks to Hire Eron Law as Legal Counsel
-----------------------------------------------------
Boegel Farms, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Kansas to hire legal counsel in connection with its
Chapter 11 case.

The Debtor proposes to hire Eron Law, P.A. to give legal advice
regarding its duties under the Bankruptcy Code, assist in the
negotiation of financing deals, prepare a bankruptcy plan, and
provide other legal services.

The hourly rates charged by the firm are:

     David Eron            $300
     January Bailey        $200
     Paralegal              $75
     Legal Assistant        $75

David Eron, Esq., disclosed in a court filing that he and Ms.
Bailey have no connection with the creditors, and have no
relationship with the Debtor other than in connection with its
bankruptcy case.

The firm can be reached through:

     David Prelle Eron, Esq.
     229 E. William, Suite 100
     Wichita, KS 67202
     Phone: 316-262-5500
     Fax: 316-262-5559
     Email: david@eronlaw.net

                     About Boegel Farms LLC

Boegel Farms, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kansas Case No. 17-10222) on February
23, 2017.  The petition was signed by Jack Boegel, president.  The
case is assigned to Judge Robert E. Nugent.

At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.  

No trustee has been appointed in the Debtor's case.


BOEGEL FARMS: Seeks to Hire Schulz and Leonard as Accountant
------------------------------------------------------------
Boegel Farms, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Kansas to hire Schulz and Leonard, P.C. as
accountant.

The Debtor tapped the firm to prepare and file its business tax
returns.  Roger Schulz and Cathleen Mueller of Schulz and Leonard
will charge $200 per hour and $125 per hour, respectively.

Schulz and Leonard does not represent any interest adverse to the
Debtor's bankruptcy estate, according to court filings.

The firm can be reached through:

     Roger Schulz
     Cathleen Mueller
     Schulz and Leonard, P.C.
     200 First Street
     Eaton, CO 80615
     Phone: (970)454-3371
     Fax: (970)454-3465
     Email: info@schulzandleonard.com

                     About Boegel Farms LLC

Boegel Farms, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kansas Case No. 17-10222) on February
23, 2017.  The petition was signed by Jack Boegel, president.
The case is assigned to Judge Robert E. Nugent.

At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.  

No trustee has been appointed in the Debtor's case.


BONANZA CREEK: Seeks to Hire PwC as Accounting Advisor
------------------------------------------------------
Bonanza Creek Energy, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire an accounting advisor.

The Debtor proposes to hire PricewaterhouseCoopers LLP to provide
asset valuation services and accounting services, including those
related to its emergence from Chapter 11 protection.

The hourly rates charged by the firm for its asset valuation
services are:

     Partner                  $956
     Managing Director        $822
     Director                 $740
     Manager                  $576
     Staff             $413 - $576
     Administrative           $144

PwC will charge these hourly rates for its accounting services:

     Partner               $822 - $956
     Managing Director     $822 - $956
     Director                     $740
     Senior Manager               $740
     Manager                      $576
     Staff                 $413 - $576
     Administrative               $144

Steve Lilley, a partner at PwC, disclosed in a court filing that
his firm is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code.

The firm can be reached through:

     Steve Lilley
     PricewaterhouseCoopers LLP
     300 Madison Avenue, 24th Floor
     New York NY 10017
     Phone: (646) 471-4000
     Phone: (216) 875-3680

                   About Bonanza Creek Energy

Bonanza Creek Energy, Inc. (NYSE: BCEI) --
http://www.bonanzacrk.com/-- is an independent oil and Natural Gas
Company engaged in the acquisition, exploration, development and
production of onshore oil and associated liquids-rich natural gas
in the U.S.  The Company's assets and operations are concentrated
primarily in the Rocky Mountain region in the Wattenberg Field,
focused on the Niobrara and Codell formations, and in southern
Arkansas, focused on oily Cotton Valley sands.

On Jan. 4, 2017, Bonanza Creek Energy, Inc., and six affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. Case No.
17-10015).  The cases are pending before the Hon. Kevin J. Carey,
and the Debtors have requested joint administration of the cases.

Bonanza Creek Energy on Dec. 23, 2016, filed a Joint Prepackaged
Plan of Reorganization and Disclosure Statement after reaching a
deal with (i) certain holders that own or manage with the authority
to act on behalf of the beneficial owners of 51.1% in aggregate
principal amount of Bonanza Creek's approximately $800 million in
aggregate principal amount of outstanding 5.75% Senior Notes and
6.75% Senior Notes; and (ii) NGL Energy Partners LP and NGL Crude
Logistics, LLC, the counterparties to one of the Debtors' crude oil
purchase and sale agreements.

Davis, Polk & Wardwell LLP is acting as legal counsel to the
Debtors, Richards, Layton & Finger, P.A., is acting as co-counsel,
Perella Weinberg Partners LP is acting as financial advisor,
Alvarez & Marsal LLC is acting as restructuring advisor and Prime
Clerk LLC is acting as notice, claims and solicitation agent to the
Company in connection with its restructuring efforts.

Kirkland & Ellis LLP serves as legal counsel and Evercore Group
L.L.C. serves as financial advisor to the ad hoc committee of
senior noteholders.


CALIFORNIA RESOURCES: Present sat Investors Conference
------------------------------------------------------
On its current report on Form 8-K filed with the US Securities and
Exchange Commission dated March 6, 2017, California Resources
Corporation announced that on March 8, 2017, Marshall (Mark) Smith,
Senior Executive Vice President and Chief Financial Officer of
California Resources Corporation, would attend the Raymond James &
Associates 38th Annual Institutional Investors Conference which
will be held in Orlando, Florida.

At the conference, Mr. Smith disclosed CRC's internally generated
estimates for proved reserves and aggregated proved, probable and
possible reserves as of Dec. 31, 2016. Current CRC estimate of
reserve value as of Dec. 31, 2016 is at $6.1 billion.  As of Jan.
31, 2017, CRC had approximately $486 million of available borrowing
capacity under their revolving credit facility, subject to minimum
liquidity requirement.

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

                          https://is.gd/IlpQUC

                        About California Resources

California Resources Corporation is an independent oil and natural
gas exploration and production company operating properties
exclusively within the State of California.  The Company was
incorporated in Delaware as a wholly-owned subsidiary of
Occidental
on April 23, 2014, and remained a wholly-owned subsidiary of
Occidental until the Spin-off.  On Nov. 30, 2014, Occidental
distributed shares of the Company's common stock on a pro rata
basis to Occidental stockholders and the Company became an
independent, publicly traded company, referred to in the annual
report as the Spin-off.  Occidental retained approximately 18.5% of
the Company's outstanding shares of common stock which it has
stated it intends to divest on March 24, 2016.

The Company reported a net loss of $3.55 billion in 2015 following
a net loss of $1.43 billion in 2014.

As of Sept. 30, 2016, California Resources had $6.33 billion in
total assets, $6.82 billion in total liabilities and a total
deficit of $493 million.

                           *    *    *

In September 2016, S&P Global Ratings raised its corporate credit
rating on California Resources to 'CCC+' from 'SD'.  "We raised the
corporate credit rating on CRC to reflect our reassessment of its
credit profile following the tender for its senior unsecured
notes," said S&P Global Ratings credit analyst Paul Harvey.  "The
rating reflects our expectation that debt leverage will remain at
what we consider unsustainable levels over the next 24 months
despite the net-debt reduction of about $625 million from the
tender," he added.

In August 2016, Moody's Investors Service downgraded California
Resources' Corporate Family Rating to 'Caa2' from 'Caa1' and
Probability of Default Rating to 'Caa2-PD' from 'Caa1-PD'.


CATASYS INC: Expands OnTrak Program to Plan Members in Illinois
---------------------------------------------------------------
Catasys, Inc., and Health Alliance Medical Plans announced they are
expanding the OnTrak Program to Health Alliance individual and
public marketplace plan members in Illinois.  OnTrak provides
support and guidance to members struggling with both medical and
behavioral conditions, including depression, anxiety and substance
use disorders.

"Our goal is to support all of our members to become healthier.  We
know a portion of our members struggle with medical and behavioral
challenges.  A little over a year ago, we started offering the
OnTrak program to members to give them the support they need.  The
results have been dramatic.  Members have not only gotten healthier
and spent less time in the hospital, but are reporting better
family relationships, return to activities they enjoy and overall
better wellbeing," said John P. Beck, MD, FAPA, Health Alliance
vice president and associate chief medical officer.  He is also
Behavioral Health Committee chairman.

"Our experience with OnTrak has led us to expand the program and
its benefits to more members with anxiety, depression and substance
use disorders alongside chronic medical conditions, such as
diabetes, heart disease and pulmonary disease, Dr. Beck
continued."

The benefits of the partnership are multifaceted.

"Health Alliance has been a great partner, and we are pleased that
we have been able to assist them with their members," said Rick
Anderson, Catasys president and COO.  "Health Alliance has been on
the forefront of recognizing the needs of this underserved
population, and we are thrilled to work with them to expand on the
success we have seen so far."

                      About Catasys Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

Catasys reported a net loss of $7.22 million on $2.70 million of
revenues for the year ended Dec. 31, 2015, compared with a net
loss of $27.3 million on $2.03 million of revenues for the year
ended Dec. 31, 2014.

As of Sept. 30, 2016, Catasys had $3.85 million in total assets,
$28.43 million in total liabilities and a total stockholders'
deficit of $24.58 million.

Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has continued
to incur significant operating losses and negative cash flows from
operations during the year ended Dec. 31, 2015, and continues to
have negative working capital at Dec. 31, 2015.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


CENTRAL GARDEN: Moody's Hikes CFR to Ba3; Outlook Stable
--------------------------------------------------------
Moody's Investors Service upgraded Central Garden & Pet Company's
Corporate Family Rating to Ba3 from B1, and Probability of Default
Rating to Ba3-PD from B1-PD. The upgrade is due to the company's
improved operating performance and credit metrics, and Moody's view
that the improvements will continue in the near-to-mid term. The
outlook is stable.

"The upgrade reflects Moody's views that company's strategy of
managing its cost structure and targeting acquisitions in its pet
business is paying off," said Kevin Cassidy, Senior Credit Officer
at Moody's. "This is evidenced by higher margins, increased cash
flow, and better credit metrics," added Cassidy.

Ratings upgraded:

Corporate Family Rating to Ba3 from B1;

Probability of Default Rating to Ba3-PD from B1-PD;

$400 million senior unsecured notes due November 2023 to B1 (LGD
4) from B2 (LGD 5);

Rating affirmed:

Speculative grade liquidity rating at SGL 2

RATINGS RATIONALE

Central Garden's Ba3 Corporate Family Rating reflects its solid
leverage at around 2.5 times (Moody's adjusted) and good operating
performance, but thin yet improving EBIT margins. The rating is
supported by the company's strong market position in pet and lawn &
garden, good size with revenue around $2.0 billion, solid brand
recognition among consumers and moderate financial policies. The
ratings are constrained by the seasonality of earnings and cash
flows, weather dependency, exposure to volatile raw materials
prices, the somewhat discretionary nature of its products and by
its highly concentrated customer base.

The stable outlook reflects Moody's view that Central Garden will
remain a moderately sized company, operating in a specialized,
niche market, and maintain solid credit metrics.

The ratings could be upgraded if the company is able to achieve
most of its expected cost savings and meaningfully improve
earnings, cash flow and credit metrics. Sustained credit metrics
(outside of seasonal borrowings) necessary for an upgrade include
debt/EBITDA below 2 times and a meaningful increase in revenue.

The ratings could be downgraded if Central's operating performance
and/or credit metrics deteriorate. Credit metrics (outside of
seasonal borrowings) that could result in a downgrade include
debt/EBITDA sustained above 3 times.

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

Headquartered in Walnut Creek, California, Central Garden & Pet
Company manufactures branded products and distributes third-party
products in the lawn and garden and pet supplies industries in the
United States. Products and brands include Pennington grass seed
and wild bird feed, AMDRO fire ant control bait, Rebel grass seed,
and the Eliminator private label for Wal-Mart in the Garden
Products Group. The Pet Products group includes Kaytee wild bird,
pet bird and small animal supplies, Nylabone dog bones and treats,
Four Paws supplies for cats and dogs, Farnam equine supplies,
Oceanic, Aqueon and Zilla produce aquatics supplies and aquarium in
the Pet Products group. Sales approximated $2,0 billion.


CHESAPEAKE ENERGY: Fitch Withdraws B- LT Issuer Default Rating
--------------------------------------------------------------
Fitch Ratings has affirmed and for commercial reasons withdrawn the
ratings for Chesapeake Energy Corporation (NYSE: CHK) as follows:

-- Long-Term IDR at 'B-';
-- Senior secured bank facility at 'BB-/RR1';
-- Senior secured term loan at 'BB-/RR1';
-- Senior secured second lien notes at 'B+/RR2';
-- Senior unsecured notes at 'B-/RR4';
-- Convertible preferred stock at 'CCC/RR6'.

The Rating Outlook has been revised to Positive from Negative.

The Positive Outlook reflects Fitch's expectation that following
Chesapeake's improved maturity runway, the company will continue to
execute asset sales to fund free cash flow (FCF) shortfall and
re-establish operational momentum in an improving oil and gas price
environment. However, Fitch recognizes that execution risk remains
with Chesapeake's ability to generate and preserve FCF.

Fitch reserves the right in its sole discretion to withdraw or
maintain any rating at any time for any reason it deems
sufficient.

About $10.9 billion of debt is affected by today's rating actions.

KEY RATING DRIVERS

IMPROVED MATURITIES PROFILE

The company has successfully executed balance sheet-enhancing
transactions in 2016 and early 2017. These include raising capital
in the term loan and high yield bond markets to term-out its
maturity schedule through re-financings, capex cuts, and asset
sales, to reduce historically high cash-burn, and limit reliance on
the revolver.

Although these transactions have not materially reduced balance
sheet principal debt amounts, the improved maturities profile and
reduced pressure on near-term refinancing risk supports balance
sheet and operational flexibility.

BENEFITS OF SCALE AND OPERATIONAL IMPROVEMENTS

Chesapeake's ratings reflect its considerable size and scale with
the potential for more liquids-focused production, substantial
asset base (6.2 million net acres as of Dec. 31, 2016),
constructive midstream renegotiations, and strong operational
execution and improving cost profile. From 2015 to 2016, production
costs declined 28% from $4.22/boe to $3.05/boe, while gathering,
processing and transportation costs declined by approximately 7% in
the same period.

CASH-BURN TO CONTINUE

Fitch expects cash-burn to continue during the forecast period
driven by the continued loss of operational momentum from 2016 into
2017 reflecting the impact of asset divestitures, and reduced capex
budget, which ended at a historical low point of $1.6 billion in
2016 relative to $3.2 billion in 2015. In addition, legacy onerous
midstream obligations, which are slowly being worked down, still
remain high and a natural gas weighted profile results in lower
netbacks per barrel of oil equivalent basis relative to liquid
peers. Fitch believes that the declining inventory of drilled but
uncompleted wells could necessitate increases in capital spending
over the next one to two years to support production momentum.

LIQUIDITY

Cash and cash equivalents as of Dec. 31, 2016 were $882 million.
Additional liquidity is provided by Chesapeake's amended senior
secured credit facility due in 2019 which had a borrowing base of
$3.8 billion as of Dec. 31, 2016. There are currently no borrowings
outstanding under the revolver. That said, year-end 2016 borrowing
capacity was $2.75 billion, net of outstanding letters of credit
and the supersedeas bond with respect to the 2019 Notes litigation.
The next redetermination date is in June 2017, and Fitch expects
the company to retain close to the same borrowing base, all else
equal, supported by the 14% increase in year end 2016 proved
reserves, which could counteract the impact of asset sales.

HEDGE PROFILE

Chesapeake continues to proactively protect cash-flow volatility
with mid-point of total production 71% hedged in 2017 for natural
gas production comprising 68% of swaps at $3.07/Mcf and 3% of
natural gas production hedged with collars at $3.00 - $3.48/Mcf.
68% of oil production is hedged using swaps at a price of
$50.19/barrel, and the company has minimally hedged NGL exposure at
7% with ethane swaps at $0.28/gallon. For 2018, Chesapeake plans
120Bcf of natural gas production hedged with swaps at an average
price of $3.13/Mcf and approximately 47 Bcf hedged in 2018 with
collars at an average price of $3.00 - $3.25/Mcf.

COMPLIANCE WITH AMENDED MAINTAINANCE COVENANTS

Financial covenants have been suspended until September 2017, with
the exception of the interest coverage ratio. The revised interest
coverage ratio covenant is 0.65x through March 2017, 0.70x through
June 2017, and reverting to 1.20x in September 2017 and 1.25x
thereafter. Other customary covenants across other debt instruments
restricts the ability to incur additional liens, make restricted
payments, and merge, consolidate, or sell assets, and change of
control provisions. Under the terms of the Credit Agreement,
Chesapeake has the ability to incur secured debt up to $2.5
billion. Total unused secured debt availability is $1 billion
following the August 2016 issuance of the $1.5 billion Term Loan.
Fitch expects Chesapeake to be in compliance with the amended
covenants during the forecast period.

KEY ASSUMPTIONS

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

-- Base case WTI oil price that trends up from $50/barrel in
    2017, $52.5/barrel in 2018, $57.5/barrel in 2019 and long-term

    price deck of $62.5/barrel;

-- Base case Henry Hub gas prices that trends up from $2.75/Mcf
    in 2017, $3.00/Mcf in 2018 and in 2019, and long -term price
    of $3.25/Mcf;

-- Production of approximately 547 mboe/day in 2017 in line with
    mid-point guidance, and gradual recovery in operational
    momentum through the forecast period;

-- Liquids mix of 27% in 2016 and increasing during the forecast
    period;

-- $2.2 billion capex in 2017 and ramping up to support
    forecasted growth plans in a rising price environment;

-- Continued suspension of common dividends, and re-instatement
    of preferred dividends.


CS MINING: Court Extends Plan Filing Period Through July 31
-----------------------------------------------------------
Judge William Thurman has extended CS Mining, LLC's exclusive plan
filing period through July 31, 2017, and the corresponding
exclusive plan solicitation period through September 30, 2017.

The Debtor originally sought for a September 30 plan filing
deadline and a November 30 exclusive plan solicitation deadline.

                         About CS Mining, LLC

CS Mining, LLC, is a mining and processing company headquartered in
Milford, Utah.

Purported creditors R.J. Bayer Professional Geologist, LLC;
Minerals Advisory Group, LLC; Rollins Construction & Trucking, LLC;
Rollins Machine, Inc.; and Oxbow Sulphur, Inc., filed an
involuntary petition to put the Company into Chapter 11 bankruptcy
(Bankr. D. Utah Case No. 16-24818) on June 2, 2016.  Brahma Group,
Inc. subsequently joined the petition.

On August 4, 2016, the Debtor filed its Notice of Filing Letter to
the Consent and Proposed Form of Order, together with a proposed
form of Order for Relief, which Order was entered by the Court on
the Relief Date.  Pursuant to the Order for Relief, CS Mining
continues to operate its business and manage its properties as a
debtor-in-possession pursuant to Chapter 11 of the Bankruptcy
Code.

Judge William T. Thurman presides over the case.

The Petitioners are represented by Martin J. Brill, Esq., at
Levene, Neale, Bender, Yoo & Brill L.L.P and George B. Hofmann,
Esq., at Cohne Kinghorn PC.

CS Mining tapped Snell & Wilmer L.L.P. as local counsel, and Pepper
Hamilton LLP as its legal counsel, nunc pro tunc to June 2, 2016.
FTI Consulting, Inc. as restructuring advisor. Epiq Bankruptcy
Solutions, LLC as claims and noticing agent.

The U.S. Trustee on August 12, 2016, appointed an Official
Committee of Unsecured Creditors.  The Committee hired Levene,
Neale, Bender, Yoo & Brill L.L.P. as lead counsel and Cohne
Kinghorn as local counsel.


CSC HOLDINGS: Moody's Rates Proposed $3BB Term Loan B at Ba1
------------------------------------------------------------
Moody's Investors Service assigned a Ba1 instrument level rating to
CSC Holdings LLC's, a wholly owned subsidiary of Cablevision
Systems Corporation, proposed $3 billion term loan B. Proceeds from
the transaction will be used to refinance the company's existing
$2.5 billion term loan B, as well as pay off a portion of the
company's existing 8.625% unsecured notes due 2017. Cablevision's
B1 corporate family rating (CFR), B1-PD probability of default
rating (PD), and B3 senior unsecured rating remain unchanged. The
company's B2 senior unsecured rating at CSC Holdings LLC also
remains unchanged. The outlook remains stable.

Assignments:

Issuer: CSC Holdings, LLC

-- Senior Secured Bank Credit Facility, Assigned Ba1 (LGD2)

RATINGS RATIONALE

Cablevision's B1 corporate family rating (CFR) reflects its high
leverage, parent company's aggressive financial policy, and
significant business risk inherent in its cost cutting strategy.
Moody's estimates Cablevision's leverage was approximately 7x
(debt-to-EBITDA, Moody's adjusted), which is high relative to the
B1 rating and amplifies risk for a company in a capital intensive,
competitive industry. Management has proposed $450 million of
annual run-rate cost savings, which Moody's expects to occur over
an 12-18 month timeline. Pro forma for these savings, leverage
would be in the mid 6x (Moody's adjusted) range. Moody's believe
that the company will quickly reduce costs and realize meaningful
savings which will result in falling leverage. However, if the cost
cuts drive too fast a pace of organizational change and headcount
reduction, this could result in disruptions to Cablevision's
service quality and lead to market share erosion. This business
risk, combined with the elevated financial risk from the debt
raised to fund the transaction are reflected in the B1 corporate
family rating.

Offsetting these limiting factors are Cablevision's strong market
position with a quality base of network assets and favorable
demographics within its footprint. Moody's expects leverage to fall
to around 6x (Moody's adjusted) by the end of 2018 from around 8x
(Moody's adjusted) at deal close. Moody's projects free cash flow
as a percentage of debt to remain in the low single digit range
over this time frame, primarily as a result of higher interest
expense offsetting a reduction in capital intensity and elimination
of dividends. Cablevision competes head to head with Verizon's FiOS
service in about half of its urban footprint. Moody's views FiOS as
a competitive product offer and expect Verizon to gain market share
if Cablevision stumbles operationally. However, Cablevision's
industry leading market share reflects solid operating performance,
despite weak overall industry video subscriber trends. Moody's
expects broadband and small business segment results to remain
strong and Cablevision to retain its current market share
position.

The stable outlook is based upon Moody's expectations that leverage
will decline towards 6x over the next 12-18 months. The outlook
also reflects Moody's views that Cablevision will continue to
generate positive free cash flow and maintain good liquidity.
Moody's would consider an upgrade of the B1 CFR if leverage were
sustained below 5x (Moody's adjusted), free cash flow as a
percentage of debt was above 5%, and market share, as well as
liquidity, were maintained or improved. Moody's would consider a
downgrade of the B1 CFR if leverage is not on track to fall below
6x (Moody's adjusted) by year end 2018, liquidity were to become
constrained, or market share materially erodes.

The principal methodology used in this rating was Global Pay
Television - Cable and Direct-to-Home Satellite Operators published
in January 2017.

Headquartered in Bethpage, New York, Cablevision Systems
Corporation (Cablevision) serves approximately 2.6 million video
customers, 2.8 million high speed data customers, and 2.2 million
voice customers in and around the New York metropolitan area.
Cablevision is the direct parent of CSC Holdings, LLC (CSC), which
also owns Newsday LLC, the publisher of Newsday and other niche
publications. Revenue for LTM March 31, 2016 was approximately $6.5
billion. Upon the approval of the New York PUC, Altice N.V will
acquire 70% equity interest of Cablevision.


CSC HOLDINGS: S&P Assigns 'BB-' Rating on $3BB Term Loan B
----------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '1'
recovery rating to Bethpage, N.Y.-based CSC Holdings LLC's proposed
$3 billion term loan B due in 2025.  The '1' recovery rating
indicates S&P's expectation for very high (90%-100%; rounded
estimate: 95%) recovery for lenders in the event of a payment
default.

S&P expects proceeds from the term loan to refinance the remaining
balance on the company's $2.5 billion term loan B and repay a
portion of the $900 million unsecured notes due in 2017.  S&P's
'B-' issue-level and '5' recovery ratings on the company's
unsecured debt are unchanged.  The '5' recovery rating indicates
S&P's expectation for modest (10%-30%; rounded estimate: 10%)
recovery in the event of a payment default.  The 'B' corporate
credit rating and stable outlook are unchanged because this is a
leverage-neutral transaction.

                          RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's default scenario contemplates a default resulting from

      a revenue decline in its cable operations as a result of
      accelerated pricing pressure and competition, primarily from

      Verizon Communications Inc.'s FiOS triple-play service.
      Increased price-based competition in the company's existing
      markets, lower revenues per customer, and a reduced
      subscriber base would result in a decline in simulated
      EBITDA to a level below the minimum required to service
      Cablevision's fixed charges (principally interest expense,
      capital expenditures, and scheduled debt amortization).

   -- S&P believes that if Cablevision defaulted, it would retain
      a viable business model, fueled by continued demand for
      cable TV, data, and voice services, in addition to the
      strong demographics of its service territory and well
      clustered operations.  Therefore, S&P believes that lenders
      would achieve the greatest recovery value through a
      reorganization of the borrower rather than through
      liquidation.  S&P has valued the company at 6x emergence
      EBITDA, which is lower than the 7x multiple S&P uses for
      Cequel Communications (which operates in a less competitive
      market) and Charter Communications (which has greater scale
      and footprint).
   -- Other assumptions at default include: the revolver is 85%
      drawn; LIBOR rises to 2.5%; the spread on the revolver rises

      to 5% as covenant amendments are obtained; all debt includes

      six months of prepetition interest.

Simulated default assumptions:
   -- Simulated year of default: 2020
   -- EBITDA at emergence: $1.47 billion
   -- EBITDA multiple: 6x

Simplified waterfall:
   -- Net enterprise value (after 5% in administrative costs):
      $8.36 billion
   -- Collateral value available to secured creditors:
      $8.36 billion
   -- Secured first-lien claims: $5.01 billion
      -- Recovery expectations: (90%-100%; rounded estimate: 95%)
   -- Guaranteed bonds: $2.38 billion
      -- Recovery expectations: (90%-100%; rounded estimate: 95%)
   -- Value available to unsecured creditors: $966 million
   -- Unsecured claims: $7.18 billion
      -- Recovery expectations: (10%-30%; rounded estimate: 10%)
   -- Subordinated claims: $2.38 billion
     -- Recovery expectations: 0%-10%(rounded estimate: 0%)

RATINGS LIST

CSC Holdings LLC
Corporate Credit Rating       B/Stable/--

New Rating

CSC Holdings LLC
$3 bil. term loan B due 2025
Senior Unsecured              BB-
  Recovery Rating              1 (95%)



CUBA TIMBER: Taps Maples & Fontenot as Legal Counsel
----------------------------------------------------
Cuba Timber Co., Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Alabama to hire legal counsel.

The Debtor proposes to hire Maples & Fontenot, LLP to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case.

Maples & Fontenot does not represent any interest adverse to the
Debtor, according to court filings.

The firm can be reached through:

     A. Richard Maples, Jr., Esq.
     Maples & Fontenot, LLP
     61 St. Joseph Street, Suite 200
     Mobile, AL 36633
     Phone: (251) 432-2629
     Fax: (215) 432-3629
     Email: maplex@bellsouth.net
     Email: armaples@maplesfontenot.com

                     About Cuba Timber Co.

Cuba Timber Co., Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Ala. Case No. 17-70349) on February
24, 2017.  The petition was signed by Steve Goodman, president.  

At the time of the filing, the Debtor disclosed $2.72 million in
assets and $6.91 million in liabilities.


DAWSON INT'L: Court Extends Plan Filing Period Through May 23
-------------------------------------------------------------
The Honorable James L. Garrity, Jr. has extended Dawson
International Investments (Kinross) Inc., et al.'s exclusive plan
filing period through May 23, 2017, and its corresponding plan
solicitation period through July 24, 2017.

         About Dawson International Investments (Kinross) Inc.

Dawson International is in the cashmere business. It comprises two
trading divisions, based in the UK and the USA.  The UK division
comprises the Barrie Knitwear business, based in Hawick Scotland.
It manufactures highest quality cashmere garments at its factory in
the Scottish borders and sells to some of the world's most
prestigious couture houses, department stores and private label
retail outlets.

Based in Natick, Massachusetts, Ilion Properties, Inc., Dawson
International Investments (Kinross) Inc., Dawson International
Properties, Inc., DCC USA Inc., and Dawson Luxury Garments LLC
filed separate Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y.
Case Nos. 16-11550 to 16-11554) on May 27, 2016.  The Hon. James L.
Garrity Jr. presides over the cases.

Patrick L. Hayden, Esq., and Nathan S. Greenberg, Esq., at
McGuireWoods LLP, serve as counsel to the Debtors. Deloitte Tax LLP
has been tapped as tax service provider and Qualified Annuity
Services, Inc. as pension plan
consultants to the Debtors.

The Debtors estimated their assets and liabilities at:

                                     Estimated    Estimated
                                        Assets  Liabilities
                                   -----------  -----------
Ilion Properties, Inc.              $1MM-$10MM   $1MM-$10MM
Dawson International Investments    $1MM-$10MM   $1MM-$10MM
Dawson International
  Properties, Inc.                  $1MM-$10MM   $1MM-$10MM
DCC USA Inc.                        $1MM-$10MM   $1MM-$10MM

The petitions were signed by David G. Cooper, president and sole
director.

The U.S. Trustee has been unable to appoint an official committee
of unsecured creditors has been appointed in the Debtors' cases.


DELTA AIR: S&P Assigns 'BB+' Rating on Proposed Sr. Unsec. Notes
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '4'
recovery rating to Delta Air Lines Inc.'s proposed senior unsecured
notes.  The '4' recovery rating indicates S&P's expectation for
average (30%-50%; rounded estimate: 45%) recovery in a default
scenario.

Delta plans to use the proceeds from these notes to fund its
underfunded pension plans.  Accordingly, S&P do not believe that
the addition of these notes will materially affect its recovery
expectations for the company in a default scenario.  S&P used a
going-concern discrete asset valuation in its recovery analysis on
Delta.

S&P's '1' recovery rating on Delta's Atlantic routes secured senior
revolving credit facility and term loan B facilities and its
Pacific routes secured revolving credit and term loan facilities
remains unchanged, indicating S&P's expectation of very high
(90%-100%; rounded estimate: 95%) recovery in a payment default
scenario.

S&P's recovery ratings on Delta's Atlantic and Pacific route credit
and term loan facilities reflect their relative priority to the
underlying collateral that secures them and the valuation dynamics
of the routes and aircraft.

                          RECOVERY ANALYSIS

Simulated default and valuation assumptions
   -- Simulated year of default: 2022

Simplified waterfall
   -- Net enterprise value (after 5% admin. costs):
      $14.816 billion
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Value available to first-lien debt claims
      (collateral/noncollateral): $14.816 billion/$0
   -- Secured first-lien debt claims: $8.020 billion
      -- Recovery expectations: 90%-100% (rounded estimate: 95%)
   -- Total value available to unsecured claims: $6.796 billion
   -- Senior unsecured debt claims: $2.039 billion
   -- Pari passu unsecured claims: $12.041 billion
      -- Recovery expectations: 30%-50% (rounded estimate: 45%)

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

RATINGS LIST

Delta Air Lines Inc.
Corporate Credit Rating           BB+/Positive/--

New Rating

Delta Air Lines Inc.
Senior Unsecured Notes            BB+
  Recovery Rating                  4(45%)



DIRECTBUY HOLDINGS: Court Extends Plan Filing Through May 30
------------------------------------------------------------
Judge Christopher S. Sontchi has extended DirectBuy Holdings, Inc.,
et al.'s exclusive plan filing period through May 30, 2017, and its
corresponding exclusive solicitation period through August 1,
2017.

                    About DirectBuy Holdings

DirectBuy Holdings Inc., headquartered in Merrillville, Indiana, is
a membership buying club that operates under a franchise business
model.  DirectBuy Holdings, Inc., United Consumers Club,
Incorporated, DirectBuy, Inc., Beta Finance Company, Inc., UCC
Distribution, Inc., U.C.C. Trading Corporation, National Management
Corporation, and UCC of Canada, Inc., each filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 16-12435) on Nov. 1, 2016.

The Debtors are represented by Marion M. Quirk, Esq., Nicholas J.
Brannick, Esq., Michael D. Sirota, Esq., Ilana Volkov, Esq., Felice
R. Yudkin, Esq., at Cole Schotz P.C.  Prime Clerk LLC serves as
their claims and noticing agent.  Carl Marks & Co. serves as their
financial advisor.

Judge Christopher S. Sontchi has been assigned the cases.

DirectBuy Holdings estimated $100 million to $500 million in both
assets and liabilities.  The petitions were signed by Michael P.
Bornhorst, chief executive officer.

The Company's Canadian subsidiaries were slated on Nov. 2, 2016, to
commence proposal proceedings under the Bankruptcy and Insolvency
Act to obtain an Order from the Ontario Superior Court of Justice
approving proposals to be made by the Canadian Subsidiaries to
their respective creditors under Part III of the BIA.

Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed five
creditors of DirectBuy Holdings, Inc., to serve on the official
committee of unsecured creditors.  Saul Ewing LLP has been tapped
as counsel and Emerald Capital Advisors as financial advisors.

An ad hoc committee of prepetition noteholders, which include
Bayside DirectBuy, LLC, is being represented by Weil, Gotshal
Manges LLP and Pepper Hamilton LLP.


DOLLAR TREE: Moody's Raises Corporate Family Rating to Ba1
----------------------------------------------------------
Moody's Investors Service upgraded Dollar Tree Inc.'s Corporate
Family Rating to Ba1 from Ba2 and its probability of default rating
to Ba1-PD from Ba2-PD. Moody's also affirmed Dollar Tree's
speculative grade liquidity rating at SGL-1. Additionally Moody's
upgraded the rating of the company's senior secured bank credit
facilities and the Family Dollar legacy notes to Baa3 from Ba1 and
also upgraded the company's senior unsecured notes to Ba2 from Ba3.
The outlook is remains positive.

The upgrade reflects Moody's assessments that the integration of
the acquired Family Dollar operations and store base has been
smooth and in line with Moody's expectations. The upgrade also
reflects the consistent and sustained improvement in credit metrics
through increased EBITDA generation and debt prepayments. The
company prepaid $990 million of debt in fiscal 2017 on top of a
previous $1 billion prepayment in fiscal 2016.

"Dollar Tree's strong operating performance and cash flow
generation demonstrates that the integration of Family Dollar
stores is continuing as planned", Moody's Vice President Mickey
Chadha stated. "The company's business model is resonating with
consumers as it continues to grow its top-line and margins and
simultaneously strengthen its balance sheet through debt
prepayments", Chadha further stated.

RATINGS RATIONALE

Dollar Tree's Ba1 Corporate Family Rating reflects the company's
sizable scale and its fixed and multi-price point product
offerings. Moody's views the dollar store sector favorably and
expects that it will continue to grow given its low price points
and convenient locations especially for cash constrained consumers.
Moody's expects Dollar Tree's credit metrics to improve in the next
12 months with debt/EBITDA getting to around 3.5 times as the
company fully integrates its acquisition of Family Dollar,
maintains same store sales growth, increases profitability and
repays debt. Moody's believes that operating performance of the
Family Dollar store base will continue to improve as management
implements strategies to streamline sourcing and procurement,
optimize product offerings, improve traffic and increase sales of
higher margin variety and seasonal products in Family Dollar stores
while also increasing the higher margin private label penetration
in the Family Dollar stores. Operating efficiencies and strategic
initiatives to minimize costs are also expected to reduce expenses
and improve cash flow generation of the combined company. Ratings
are also supported by the company's very good liquidity.

The following ratings are upgraded:

Corporate Family Rating to Ba1 from Ba2

Probability of Default Rating to Ba1-PD from Ba2-PD

Senior secured bank credit facilities to Baa3 (LGD2) from Ba1
(LGD2)

Family Dollar legacy senior secured notes to Baa3 (LGD2) from Ba1
(LGD2)

Senior unsecured notes to Ba2 (LGD5) from Ba3 (LGD5)

The following ratings are affirmed :

Speculative Grade Liquidity Rating at SGL-1

Dollar Tree's positive outlook reflects Moody's expectation that
the company's credit metrics will remain strong and demonstrate
consistent and sustained improvement through increased EBITDA
generation and debt repayments.

A ratings upgrade will require financial policies and capital
structure consistent with an investment grade rating. An upgrade
will also require a sustained positive same store sales growth,
debt/EBITDA sustained below 3.5 times, EBIT/interest sustained
above 4.0 times, and very good liquidity.

Ratings could be downgraded if debt/EBITDA is sustained above 4.25
times and EBIT/interest is sustained below 3.25 times. Ratings
could also be downgraded if liquidity deteriorates or if financial
policies become aggressive.

The principal methodology used in these ratings was Retail Industry
published in October 2015.

Dollar Tree, operated 14,334 stores across 48 US states and five
Canadian provinces as of January 28, 2017. Stores operate under the
brands of Dollar Tree, Family Dollar, and Dollar Tree Canada.
Revenue is about $20.7 billion as of fiscal year end January 28,
2017.



DORCH COMMUNITY: Amends Disclosure Statement to Address Objections
------------------------------------------------------------------
Dorch Community Care Center LLC filed with the U.S. Bankruptcy
Court for the District of South Carolina a modified disclosure
statement dated Feb. 28, 2017, referring to the Debtor's amended
plan of reorganization dated Feb. 28, 2017.

The purpose of the Modified Disclosure Statement is to provide
additional information as discussed by the objections to the
Disclosure Statement filed on January 5, 2017.  The modified
Disclosure Statement has addressed the issues raised, which were
deemed material, important, and necessary for the Debtor's
creditors to make an informed judgment in exercising their right to
vote on the Plan.

Under the Modified Disclosure Statement, Claim No. 2.1 General
Unsecured Claim of Bank of Clarendon is unimpaired under the Plan.
The holders will receive $15 per month starting April 15, 2017, and
ending on April 15, 2022, for a total amount of $800.

Claim #2.2. - SC Dept. of Revenue Claim in the amount of $1,480.17
is unimpaired and will be paid $25 per month, with payments to
start April 15, 2017, and ending on April 15, 2022.

Claim #2.3 - Internal Revenue Service unsecured claim of $61,890.28
is unimpaired and will be paid $516 per month, with payments to
start April 15, 2017, and ending on April 15, 2022.

Claim #2.4 - SC Employment and Workforce unsecured claim of
$3,378.28 is unimpaired and will be paid $57 per month, starting
April 15, 2017, and ending on April 15, 2022.

Claim No. 1.1 South Carolina Community Bank secured claim is
mortgage on Debtor's real property.  This class is impaired by the
Plan.  The holder will receive $3,047 per month starting April 15,
2017, and ending on April 15, 2025, with an interest rate of 5.25%,
for a total of $292,512.

Payments and distributions under the Plan will be funded by: (i)
net income of $5,024 from the Debtor's monthly income from
residents of $16,695; (ii) total amount of monthly payments to
creditors will be $7,878; (iii) infusion of $3,000 from insider and
equity interest holder Andrew Dorch; and (iv) total funds available
for payments to creditors $8,023.31.

A copy of the Modified Disclosure Statement and Amended Plan is
available at:

                     https://is.gd/rbeXJ8
                     https://is.gd/vZd0qV

As reported by the Troubled Company Reporter on Jan. 12, 2017, the
Debtor filed a disclosure statement on Jan. 5, 2017, referring to
the Debtor's plan of reorganization, wherein unsecured creditors
would get 100% of their claims.  South Carolina Community Bank's
secured claim of $200,000 would be paid at the rate of $42,850
until the claim is paid in full.  

                About Dorch Community Care Center

Dorch Community Care Center LLC provides housing and assisted care
in the Clarendon County area.  The Center operates at maximum
capacity and houses 13 residents.

The Debtor filed a Chapter 11 petition (Bankr. D.S.C. Case No.
16-04486) on Sept. 2, 2016, and is represented by J. Carolyn
Stringer, Esq., at Stringer Law.

Sheila Brooks, MSW, the Regional Long Term Care Ombudsman for Dorch
Community Care Center LLC, is patient care ombudsman for the
Debtor.

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 Dorch Community Care Center LLC.


ECLIPSE RESOURCES: Reports 2016 Net Loss of $203.8 Million
----------------------------------------------------------
Eclipse Resources Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $203.80 million on $235.03 million of total revenues for
the year ended Dec. 31, 2016, compared to a net loss of $971.4
million on $255.3 million of total revenues for the year ended Dec.
31, 2015.

The Company's balance sheet at Dec. 31, 2016, showed $1.190 billion
in total assets, $651.1 million in total liabilities and $546.7
million in total stockholders' equity.

"Our main sources of liquidity and capital resources are internally
generated cash flow from operations, asset sales and access to the
debt and equity capital markets.  We must find new and develop
existing reserves to maintain and grow our production and cash
flows.  We accomplish this primarily through successful drilling
programs which requires substantial capital expenditures. We
periodically review capital expenditures and adjust our budget
based on liquidity, drilling results, leasehold acquisition
opportunities, and commodity prices.  We believe that our existing
cash on hand, operating cash flow and available proceeds under our
revolving credit facility will be adequate to meet our capital and
operating requirements for 2017.

"Future success in growing reserves and production will be highly
dependent on capital resources available and the success of finding
or acquiring additional reserves.  We will continue using net cash
on hand, cash flows from operations and proceeds available under
our revolving credit facility to satisfy near-term financial
obligations and liquidity needs, and as necessary, we will seek
additional sources of debt or equity to fund these requirements.
Longer-term cash flows are subject to a number of variables
including the level of production and prices we receive for our
production as well as various economic conditions that have
historically affected the natural gas and oil business.  Our
ability to expand our reserve base is, in part, dependent on
obtaining sufficient capital through internal cash flow, bank
borrowings, asset sales or the issuance of debt or equity
securities.  There can be no assurance that internal cash flow and
other capital sources will provide sufficient funds to maintain
capital expenditures that we believe are necessary to offset
inherent declines in production and proven reserves

"As of December 31, 2016, we were in compliance with all of our
debt covenants under the credit agreement governing our revolving
credit facility and the indenture governing our 8.875% senior
unsecured notes due 2023.  Further, based on our current forecast
and activity levels, we expect to remain in compliance with all
such debt covenants for the next twelve months.  However, if oil
and natural gas prices decrease to lower levels, we are likely to
generate lower operating cash flows, which would make it more
difficult for us to remain in compliance with all of our debt
covenants, including requirements with respect to working capital
and interest coverage ratios.  This could negatively impact our
ability to maintain sufficient liquidity and access to capital
resources."

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

                     https://is.gd/6d3ZjL

                    About Eclipse Resources

Eclipse Resources Corporation is an independent exploration and
production company engaged in the acquisition and development of
oil and natural gas properties in the Appalachian Basin.  As of
Dec. 31, 2015, the Company had assembled an acreage position
approximating 220,000 net acres in Eastern Ohio.

                          *    *    *

As reported by the TCR on July 11, 2016, Moody's Investors Service
upgraded Eclipse Resources' Corporate Family Rating (CFR) to 'Caa1'
from 'Caa2' and Probability of Default Rating to 'Caa1-PD' from
'Caa2-PD'.  "The upgrade to Caa1 reflects Eclipse's improved
liquidity and good visibility to fund a more robust drilling
program through 2017 than we had previously anticipated, largely
the result of $123 million in proceeds raised from its equity
issuance.  With considerable cash balances and improving cash
margins on its production, Eclipse is poised to return to a
production growth trajectory that should allow for meaningful
deleveraging," noted John Thieroff, Moody's VP-Senior Analyst.

In June 2016, S&P Global Ratings raised its corporate credit rating
on State College, Pa.-based Eclipse Resources Inc. to 'CCC+' from
'CC'.  "The rating action reflects our opinion that Eclipse is
unlikely to pursue further distressed debt transactions given the
lack of bondholders' appetite for a distressed exchange--as
demonstrated by the early termination of the company's exchange
offer in February--and the increase in its bond price over the past
three months," said S&P Global Ratings credit analyst Christine
Besset.


ECOSPHERE TECHNOLOGIES: Obtains $500,000 Loan from Brisben Water
----------------------------------------------------------------
On February 28, 2017, Brisben Water Solutions, LLC, agreed to lend
$500,000 to Ecosphere Technologies, Inc., a Delaware corporation
and its subsidiary Sea of Green Systems, Inc., a Florida
corporation (SOGS) in exchange for a promissory note. The Company
and SOGS will be jointly and severally liable for the repayment of
the Note.  The loan evidenced by the Note may be funded in
tranches. As of the date of this report, $187,511 has been borrowed
under the Note. Loan funds advanced under the Note bear interest at
10% per annum from the date of funding.  The Note matures December
15, 2017. At any time prior to maturity, amounts of principal and
accrued interest under the Note will be convertible into shares of
common stock of SOGS.

The obligations under the Note are secured by a security agreement
between the parties which includes the collateral granted under
prior previously disclosed security agreements.

A full-text copy of the Form 8-K is available for free at:

                     https://is.gd/OY3eQB

                     About Ecosphere Technologies

Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering, technology
licensing and environmental services company that designs, develops
and manufactures wastewater treatment solutions for industrial
markets.  Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.

Ecosphere reported a net loss of $23.06 million on $721,179 of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $11.49 million on $1.11 million of total revenues for the
year ended Dec. 31, 2014.

As of June 30, 2016, Ecosphere had $3.03 million in total assets,
$14.2 million in total liabilities, $3.92 million in total
redeemable convertible cumulative preferred stock and a total
deficit of $15.08 million.

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 reported a
net loss of $23.07 million and $11.5 million in 2015 and 2014,
respectively, and cash used in operating activities of $1.76
million and $4.55 million in 2015 and 2014, respectively.  At Dec.
31, 2015, the Company had a working capital deficiency,
stockholders' deficit and accumulated deficit of $9.32 million,
$12.2 million and $132 million, respectively.  These matters raise
substantial doubt about the Company's ability to continue as a
going concern.


EPICENTER PARTNERS: March 21 Disclosure Statement Hearing
---------------------------------------------------------
Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court for the
District of Arizona will convene a hearing on March 21, 2017, at
2:45 p.m. to consider approval of Epicenter Partners L.L.C. and
affiliates' disclosure statement in support of their first amended
plan of reorganization.

The last day for filing and serving written objections to the
disclosure statement is fixed at one business day prior to the
hearing date set for approval of the disclosure statement.

As previously reported,  under the latest plan, CPF Vaseo
Associates, LLC, will contribute $1.7 million to the "unsecured
creditor dividend fund" if all creditors holding Class 4
non-insider unsecured claims vote in favor of the plan.  If any of
these creditors reject the plan, CPF will contribute $500,000.

In exchange for the contribution and the other benefits it will
provide under the plan, CPF will receive 100% of the new equity
security interests in each of the reorganized companies.

A copy of the latest disclosure statement is available for free
at:

                    https://is.gd/S6QS9G

                 About Epicenter Partners

Epicenter Partners LLC was formed in 2004 to acquire, manage, sell
or hold land for investment.  Gray Meyer Fannin LLC came into
existence in 2001 and was originally formed to provide development
services for affiliates.  Both are fully owned by Gray/Western
Development Company and managed, pursuant to that entity, by Bruce
Gray.

The companies sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Lead Case No. 16-05493) on May 16, 2016.
Epicenter disclosed $143,212,665 in assets and $66,913,279 in
liabilities.


ERICKSON INC: Thomas Manley Files Cure Objection to Plan Outline
----------------------------------------------------------------
Thomas J. Manley filed with the U.S Bankruptcy Court for the
Northern District of Texas a cure objection to Erickson
Incorporated, et al.'s disclosure statement.

Mr. Manley says he is a party to the "Nondisclosure Agreement --
dated Jan. 27, 2016" executed by him on Feb. 1, 2016, and related
undertakings by the Debtor.  Mr. Manley claims that he has been
repeatedly assured by an authorized officer of Erickson that all
invoiced amounts for business travel and related expenses were
being processed for payment and would be paid in full promptly and
timely as agreed.

A full-text copy of the Objection is available at:

          http://bankrupt.com/misc/txnb16-34393-459.pdf

As reported by the Troubled Company Reporter on Feb. 15, 2017, the
Court approved the Debtors' second amended disclosure statement
referring to the Debtors' second amended joint plan of
reorganization.  The TCR reported on Feb. 10, 2017, the Debtors
said in their second amended disclosure statement that Class 6,
General Unsecured Claims, is impaired under the plan.  Each holder
of an Allowed Class 6 Claim will receive its pro rata share of the
Litigation Trust Interests.

The Objector can be reached at:

     Thomas J. Manley, Esq.
     8024 Hawkshead Road
     Wake Forest, NC

                   About Erickson

Founded in 1971, Erickson Incorporated --
http://www.ericksoninc.com/-- is a vertically-integrated     
manufacturer and operator of the powerful heavy-lift Erickson S-64
Aircrane helicopter, and is a leading global provider of aviation
services.

Erickson Incorporated, based in Portland, OR, and its affiliates
each filed a Chapter 11 petition (Bankr. N.D. Tex.; Erickson
Incorporated, Case No. 16-34393; Evergreen Helicopters
International, Inc., Case No. 16-34392; EAC Acquisition
Corporation, Case No. 16-34394; Erickson Helicopters, Inc., Case
No. 16-34395; Erickson Transport, Inc., Case No. 16-34396;
Evergreen Equity, Inc., Case No. 16-34397; Evergreen Unmanned
Systems, Inc., Case No. 16-34398) on Nov. 8, 2016.  The Hon.
Barbara J. Houser presides over the cases.  In its petition,
Erickson estimated $942.8 million in assets and $881.5 million in
liabilities.

The Debtors have hired Haynes and Boone, LLP, as counsel; Imperial
Capital LLC, as investment banker; Alvarez & Marsal as financial
and restructuring advisor; and Kurtzman Carson Consultants as
claims and noticing agent.


FIA 164: Court Extends Plan Exclusivity Period Through June 12
--------------------------------------------------------------
The Honorable Robert Drain has extended FIA 164 Holdings LLC's
exclusive plan filing period through June 12, 2017, and its
corresponding exclusive plan solicitation period through August 9,
2017.

                   About FIA 164 Holdings LLC

FIA 164 Holdings LLC filed a Chapter 11 petition (Bankr. S.D.N.Y.
Case No. 16-12865), on October 13, 2016.  The Petition was signed
by Mark J. Schwartz, managing member.  The Debtor is represented by
Arnold Mitchell Greene, Esq. at Robinson Brog Leinwand Greene
Genovese & Gluck, P.C.  At the time of filing, the Debtor had $1
million to $10 million in estimated assets and $100,000 to $500,000
in estimated liabilities.


FINJAN HOLDINGS: Subsidiary Signs Licensing Agreement with Veracode
-------------------------------------------------------------------
On March 2, 2017, Finjan, Inc., a wholly-owned subsidiary of Finjan
Holdings, Inc., entered into a Confidential Patent License
Agreement with Veracode, Inc., a Delaware corporation. Pursuant to
the License Agreement, Veracode will obtain a license to the Finjan
patent portfolio and pay a license fee of $2.0 million in cash,
which Finjan received on March 2, 2017. Such license does not grant
Veracode any right to transfer, sublicense or grant any rights
under the License Agreement to a third party except as specifically
provided under the License Agreement. Such license also has certain
provisions relating to certain unlicensed products of any company
that acquires Veracode, or is acquired by Veracode or its
affiliates, in which case additional license fees may apply. The
specific terms of the License Agreement are confidential.

A copy of the press release issued by the Company relating to the
matters available at:

                               https://is.gd/lvNs4W

                                 About Finjan

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

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

As of Sept. 30, 2016, Finjan had $15.04 million in total assets,
$4.57 million in total liabilities, $13.68 million in redeemable
preferred stock and $3.22 million in stockholders' deficit.


FORTRESS TRANSPORTATION: S&P Affirms 'B' CCR; Outlook Stable
------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'B' corporate credit
rating on New York-based Fortress Transportation and Infrastructure
Investors LLC (FTAI).  The outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating and '2'
recovery rating to FTAI's proposed $250 million senior unsecured
notes due in 2022.  The '2' recovery rating indicates S&P's
expectation that lenders would receive substantial (70%-90%;
rounded estimate: 85%) recovery of their principal in the event of
a payment default.

FTAI plans to use the proceeds from the senior unsecured notes for
general corporate purposes, which may include future investments
and the refinancing of its debt.

FTAI has two major business segments: equipment leasing (aircraft
and aircraft engines) and infrastructure (three terminals and a
small railroad).  The company is a relatively small participant in
these businesses, though FTAI plans to use the proceeds from the
proposed senior unsecured notes to grow its operations.  FTAI's
aviation assets are older than those of most of the other aircraft
leasing companies that S&P rates, which raises the potential for
cash flow volatility.  S&P also expects that the company will
receive only a minimal earnings contribution from its terminals
that serve the offshore energy market because of weak market
conditions and low commodity prices.  S&P assess FTAI's business
risk profile as vulnerable.

S&P's base-case scenario assumes that FTAI's credit metrics will
improve in 2017 and 2018, with its EBIT coverage (our core ratio
for operating leasing companies) improving to at least the mid-1x
area.  S&P forecasts that the company's debt-to-capital and funds
from operations (FFO)-to-debt ratios, which are supplemental
ratios, will be around 40% and in the mid- to high-teens percent
area, respectively, over this period.  FTAI has lower leverage than
most operating leasing companies, though its leverage levels are
more typical for the infrastructure business.  S&P assess FTAI's
financial risk profile as significant.

S&P's base-case assumptions include:

   -- U.S. GDP growth of 2.4% in 2017 and 2.3% in 2018;
   -- Improving margins;
   -- Capital spending of around $500 million in 2017 and around
      $200 million in 2018; and
   -- Ongoing dividends of around $100 million a year.

S&P assesses FTAI's liquidity as adequate.  S&P believes that the
company's sources of liquidity will likely be at least 1.2x its
uses--which is the minimum threshold for an adequate designation
under S&P's criteria--and expect that FTAI will also meet S&P's
other criteria for such a designation.

Liquidity sources:

   -- Cash of $68 million as of Dec. 31, 2016;
   -- FFO of at least $100 million a year;
   -- Potential proceeds from capital-market transactions; and
   -- Potential proceeds from asset sales.

Liquidity uses:

   -- Minimal debt maturities;
   -- Capital spending of around $500 million in 2017 and around
      $200 million in 2018; and
   -- Ongoing dividends of around $100 million a year.

The stable outlook on FTAI reflects S&P's expectation that the
company will continue to focus on expanding its leasing operations
and investing in its infrastructure assets while maintaining
adequate liquidity.  S&P forecasts that the company's consolidated
operations will maintain a consolidated EBIT interest coverage
ratio of at least 1.1x over the next year.

S&P could raise its ratings on FTAI over the next year if the
company substantially improves its scale and competitive position
while sustaining EBIT interest coverage of at least 1.3x and an
FFO-to-debt ratio of at least 9%.

Although unlikely, S&P could lower its ratings on FTAI over the
next year if the company's consolidated EBIT interest coverage
falls below 1.1x on a sustained basis.  This could occur if the
company's revenue and cash flow underperform S&P's expectations due
to weaker-than-expected demand and pricing in all of its
operations.



FREEPORT-MCMORAN INC: Fitch Lowers Issuer Default Rating to BB+
---------------------------------------------------------------
Fitch Ratings has downgraded the Issuer Default Rating (IDR) of
Freeport-McMoRan Inc. (NYSE: FCX) to 'BB+' from 'BBB-'. In
addition, Fitch has affirmed Freeport Minerals Corporation's 'BBB-'
senior unsecured ratings.

The Rating Outlook is Negative.

Approximately $14 billion of notes and $3.5 billion in facilities
are affected by today's rating action.

The downgrade reflects Fitch's view that FFO adjusted leverage will
be above 3x through 2019 but that the company will remain free cash
flow (FCF) positive. The Negative Outlook reflects the risk that
resolution of the dispute with the government of Indonesia takes a
prolonged period to resolve. Fitch believes that failure to gain
concentrate export approval will result in FFO adjusted leverage of
5x in 2017 before falling to about 3.4x in 2019 but that cost and
capital expenditure cuts could result in FCF generation.

The ratings at Freeport Minerals have been affirmed at 'BBB-',
since that entity does not provide upstream guarantees and is
lightly levered with minimal debt. Cerro Verde debt, which is
consolidated at Freeport Minerals, is non-recourse and serviceable
with cash flows
from that entity.

Fitch is also withdrawing the IDR on Freeport-McMoRan Oil & Gas LLC
(FMOG) given that the rating is no longer relevant to investors.
FCX exchanged new FCX notes for the bulk of FMOG notes, the FMOG
notes benefit from an FCX guarantee, and FMOG is a much smaller
entity following asset sales.

KEY RATING DRIVERS

FINANCIAL LEVERAGE

FCX entered the commodities downcycle with elevated debt levels
following the acquisition of Plains Exploration & Production
Company as well as high capital commitments at that business and
the Cerro Verde brownfield expansion in Peru. FFO adjusted leverage
was 4.3x at the end of 2016 and could fall to 3.1x by the end of
2019 if Indonesian exports are resumed. Fitch expects $4.6 billion
of debt to be repaid on schedule through 2019, but earnings would
fall if Indonesian operations are cut to roughly 40% which could
result in FFO adjusted leverage of 3.4x by the end of 2019. Fitch
does not expect cash on hand to be used to call notes prior to
maturity.

BALANCE SHEET REPAIR

Fitch acknowledges the strides management has made in delevering
the balance sheet through assets sales, equity issuances and capex
cuts. Net proceeds from the sale of equity were $1.9 billion in
2015 and $1.5 billion in 2016. In addition, FCX exchanged $407
million in principal amount of senior notes for common stock in
2016. Net proceeds from asset sales in 2016 were $6.4 billion.

At Dec. 31, 2016, cash on the balance sheet was $4.2 billion, debt
was $16 billion, and $3.9 billion of debt had been repaid in the
year.

INDONESIAN EXPORTS HALTED

PT Freeport Indonesia's (PT-FI) rights to export are permitted
under its existing contract of work (COW) without restriction or
payment of export duties, but the government of Indonesia has
implemented new regulations, the most recent of which permit
concentrate exports for a five-year period, subject to various
conditions. These include conversion from a COW to a special
operating license (known as an IUPK), commitment to completion of
smelter construction in five years, and payment of export duties to
be determined. Export licenses would be valid for one-year periods,
subject to review every six months, depending on smelter
construction progress.

The government has indicated that PT-FI would be required to
immediately convert to an IUPK in order to export concentrates. The
IUPK does not provide the rights to fiscal and legal certainty
contained in the COW and further requires foreign IUPK holders to
divest 51% to Indonesian interests no later than the 10th year of
production. PT-FI has advised the Indonesian government that
attempts to enforce the new regulations on PT-FI violates its COW
and that it is unwilling to terminate its COW unless replaced by a
mutually acceptable stability agreement to support its long-term
investment plans. On Feb. 17, 2017, PT-FI provided formal notice of
an impending dispute to the government listing the government's
multiple breaches of the COW. If the dispute is not resolved by
June 17, 2017, PT-FI may commence arbitration under the United
Nations Commission on International Trade Law Arbitration rules to
enforce all provisions of the COW and seek damages. Such
proceedings would take place in Indonesia, and, for limited
purposes, would be overseen by the Indonesian courts.

As a result of PT-FI's inability to export concentrates, PT-FI is
suspending investments, reducing its production by approximately
60% from normal levels and implementing cost savings plans. FCX
states that for each month of delay in obtaining approval to
export, PT-FI's share of production is expected to be reduced by
about 70 million pounds of copper and 70,000 ounces of gold.

Fitch believes PT-FI could operate at roughly 40%, mine in higher
grades for a longer period, and generate FCF but that FFO leverage
would rise to about 5x in 2017 before falling to about 3.4x with
scheduled repayment of debt.

EXPOSURE TO COPPER

Fitch estimates that copper revenues will be about 70% of
consolidated revenues in 2017 based on Fitch $1,100/oz. gold and
$2.49/lb. copper price assumption. FCX estimates that a $0.10/lb
change in the price of copper would change EBITDA by $415 million
and operating cash flow by $320 million in 2017. Copper prices have
averaged about $2.68/lb for the first two months of 2017 compared
with average realized prices of $2.39 for the fourth quarter of
2016.

HIGH-QUALITY ASSETS

The company's remaining assets are large-scale, long-lived mines
with competitive costs in North America, average costs in South
America and first-quartile costs in Indonesia. FCX has scaled back
development since the commodities price slump except for Cerro
Verde and underground development at Grasberg. FCX has several
brownfield development opportunities to pursue when capital
resources are less constrained.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Freeport-McMoRan
Inc. include:

-- Production at guidance;
-- Unit site cost at guidance;
-- Fitch's commodity price assumptions: Brent oil prices at
    $52.50/barrel in 2017 and $55/barrel in 2018, and
    $60.00/barrel in 2019; copper prices at $5,500/tonne in 2017,
    $6,000/tonne in 2018, and $6,200/tonne in 2019; and gold
    prices of $1,100 in all periods;
-- Notes repaid on schedule;
-- Capital expenditures at guidance.

RATING SENSITIVITIES

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

-- Failure to gain approval to export concentrate on reasonable
    terms from Indonesia;

-- FFO adjusted leverage staying above 3.7x on a sustained basis
   and free cash flow negative.

Future developments that may, individually or collectively, lead to
positive rating action include extension of the Contract of Work or
attaining a stability agreement in Indonesia and expectation of FFO
adjusted leverage below 3.3x on a sustained basis.

The ratings could be stabilized if exports of concentrate are
permitted in Indonesia.

LIQUIDITY

Liquidity is robust given expectations of at least $1.2 billion in
FCF generation for 2017, and backstopped by $4.1 billion of
available cash on hand and $3.5 billion available under the
revolving credit facility ($43 million of LOCs outstanding) at Dec.
31, 2016. The revolver matures May 31, 2019. Financial covenants
under the revolver include a maximum net debt to EBITDA ratio of
4.25x in 2017 and 3.75x thereafter, and a minimum interest coverage
ratio of 2.5x. Fitch does not anticipate a breach.

Fitch expects cash on hand to build while the company is in
negotiations with the government of Indonesia.

FULL LIST OF RATING ACTIONS

Fitch has downgraded the following ratings:

Freeport-McMoRan Inc.
-- IDR to 'BB+' from 'BBB-';
-- $3.5 billion unsecured bank revolver to 'BB+/RR4' from 'BBB-';
-- Senior unsecured notes to 'BB+/RR4' from 'BBB-'.

The Rating Outlook is Negative.

Freeport-McMoRan Oil & Gas LLC.
-- Senior unsecured notes to 'BB+/RR4' from 'BBB-'.

Fitch has withdrawn the following rating:

Freeport-McMoRan Oil & Gas LLC.
-- IDR.

Fitch has affirmed the following ratings:

Freeport Minerals Corporation
-- $115 million 7.125% senior unsecured debentures due 2027
    at 'BBB-';
-- $107.4 million 9.50% senior unsecured notes due 2031 at
    'BBB-';
-- $123.5 million 6.125% senior unsecured notes due 2034 at
    'BBB-'.

The Rating Outlook has been revised to Positive from Negative.


FUNCTION(X) INC: Signs Deal to Acquire Media Company BumpClick
--------------------------------------------------------------
Function(x), Inc. announced the signing of a binding term sheet to
acquire all equity interests in BumpClick LLC.  BumpClick is a
media company that uses technology and industry relationships to
maximize distribution and revenue from its network of websites and
social assets that total more than 60M social followers.

Last week BumpClick finalized the acquisition of all ViralNova
assets, including the flagship property http://www.viralnova.com/

Sean Beckner, the founder and CEO of BumpClick, was the CEO and
controlling member of ViralNova, LLC prior to selling the company
to Zealot Networks in 2015.  Also included in the sale is the
proprietary CMS and analytics and reporting software called "Nova"
along with all social assets.  BumpClick is moving quickly to
optimize and grow this asset, with work already underway.

"The ViralNova transaction rounds out a very strong stable of
technology, social assets and websites that are both established
and up and coming," said Beckner.

Beckner will assume a senior management position applying his
skills to the existing FNCX properties, when BumpClick is acquired
by FNCX.

"We are excited to acquire a rapidly growing digital platform,
especially one run by an experienced industry professional," said
Robert FX Sillerman, executive chairman and CEO of Function(x). "We
believe that the synergies between our two companies are
substantial, and when combined with Sean's expertise and
experience, this acquisition will be instantly accretive to our
business.  As indicated in the recently completed public offering
registration statement, strategic acquisitions such as BumpClick
are an integral part of our strategy.  We are thrilled to have come
to agreement."

"The team and I are very excited to join forces with Bob and his
team at Function(x)," said Beckner.  "Bob's many successes and deep
understanding of how to build and scale large enterprises is a big
reason for our excitement around this deal.  The digital media
landscape is filled with opportunities to achieve significant scale
by growing both organically and through acquisition of leading
digital properties and assets.  We believe we bring a strong track
record for how to do this profitably and at scale."

As consideration for the equity interests in BumpClick, Beckner
will receive the following consideration on the closing date of the
Transaction:

   * $10,000,000 in cash, and

   * $15,000,000 in shares of the Company's common stock, valued
     at the weighted average closing price of those common shares
     of the Company for the 15 trading day period prior to the
     closing of the Transaction.  $6,000,000 in value of those
     shares will be held in escrow, and will be released based
     upon the achievement of certain performance criteria.

   * In the event that a certain software platform owned by
     BumpClick is (a) sold or (b) exclusively licensed, or (c)
     eighteen (18) months after the closing of the Transaction,
     whichever occurs first, the Company will pay Beckner 20% of
     the value of the software platform.  That amount can be paid
     in cash or shares of the Company's common stock, at the
     Company's option.

   * Beckner will sign an employment agreement with the Company.

Also as consideration, key employees of BumpClick will participate
in the Function(x) equity incentive plan, and the Company will
grant each key employee at least 100,000 qualified options or
restricted stock units each year of employment.  Beckner will be
included in any incentive program that the Company may maintain
relating to incentives for achievement of market capitalization
targets as well as executive management incentive programs.
Additionally, Beckner will be appointed President of the Company.

The Transaction is subject to a number of conditions precedent that
must be satisfied prior to the Closing Date.  The conditions
precedent are detailed in the Binding Term Sheet.  There is no
assurance that the Transaction will close, or that the terms of the
Transaction as set forth in the definitive documents, if any, will
be the same as those in the Binding Term Sheet.

A full-text copy of the Binding Term Sheet is available at:

                    https://is.gd/HgOs8x

                     About Function(x)Inc.

Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified
media and entertainment company.  The Company conducts three lines
of businesses, which are digital publishing through Wetpaint.com,
Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming
through DraftDay Gaming Group, Inc. (DDGG), and digital content
distribution through Choose Digital, Inc. (Choose Digital).  The
Company's segments include Wetpaint, which is a media channel
reporting original news stories and publishing information content
covering television shows, music, celebrities, entertainment news
and fashion; Choose Digital, which is a business-to-business
platform for delivering digital content; DDGG, which is a
business-to-business operator of daily fantasy sports, and Other.
The Company's digital publishing business also includes Rant, which
is a digital publisher that publishes original content in over 13
verticals, such as in sports, entertainment, pets, cars and food.

The Company incurred a net loss of $63.68 million for the year
ended June 30, 2016, compared to a net loss of $78.53 million for
the year ended June 30, 2015.

As of Dec. 31, 2016, Function(x) had $31.80 million in total
assets, $27.94 million in total liabilities and $3.85 million in
total stockholders' equity.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2016, citing that the Company has suffered recurring
losses from operations and at June 30, 2016, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.


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

     Debtor                                        Case No.
     ------                                        --------
     Gander Mountain Company                       17-30673
     180 East 5th Street, Suite 1300
     Saint Paul, MN 55101

     Overton's, Inc.                               17-30675

Description of Business: Gander Mountain is an outdoor retail
                         network with stores across 26 states.  
                         It is a fully integrated Omni-Channel
                         retailer dedicated to servicing the
                         hunting, camping, fishing, shooting
                         sports, and outdoor products markets.  
                         As 'America's Firearms Supercenter',
                         the Company claims to be a market
                         leader in the shooting sports category
                         with an extensive offering of firearms,
                         ammunition, and accessories.  For the
                         nearest store location call
                         800-282-5993 or visit
                         http://www.GanderMountain.com/

                         Gander Mountain is also the parent
                         company of Overton's   
                         (http://www.overtons.com/),a catalog-  
                         and Internet-based retailer of products
                         for boating and other water sports
                         enthusiasts.

Chapter 11 Petition Date: March 10, 2017

Court: United States Bankruptcy Court
       District of Minnesota (St Paul)

Judge: Hon. Michael E Ridgway

Debtors' Attorneys: Clinton E. Cutler, Esq.
                    Cynthia A. Moyer, Esq.
                    Ryan T. Murphy, Esq.
                    James C. Brand, Esq.
                    Sarah M. Olson, Esq.
                    Steven R. Kinsella, Esq.
                    FREDRIKSON & BYRON, P.A.
                    200 South Sixth Street, Suite 4000
                    Minneapolis, MN 55402-1425
                    Tel: 612.492.7000
                    E-mail: ccutler@fredlaw.com
                            cmoyer@fredlaw.com
                           rmurphy@fredlaw.com
                           jbrand@fredlaw.com
                           solson@fredlaw.com
                           skinsella@fredlaw.com

Debtors'
Real Estate
Advisor:            HILCO REAL ESTATE, LLC

Debtors'
Special
Corporate
Counsel:            FAEGRE BAKER DANIELS LLP

Debtors'
Claims,
Noticing
& Balloting
Agent:              DONLIN, RECANO & COMPANY, INC.
                    Re: Gander Mountain Company, et al.
                    P.O. Box 199043
                    Blythebourne Station
                    Brooklyn, NY 11219
                    Toll Free Tel: (800) 591-8236
                    Email: gmcinfo@donlinrecano.com

Estimated Assets: $500 million to $1 billion

Estimated Debt: $500 million to $1 billion

The petitions were signed by Timothy Becker, Executive VP of
Lighthouse Management Group, Inc., as CRO.

Debtors' List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Vista Outdoor Sales - Federal       Trade Payable     $15,178,053
1 Vista Way
Anoka, MN 55303
Jim Hanus
Tel: (763) 323-2485
Fax: (800) 424-3291
E-mail: Jim.Hanus@VistaOutdoor.com

Pure Fishing                        Trade Payable      $4,546,216
8141 County Road 127
Brainerd, MN 56401
Margo Whitener
Tel: (803) 451-3571
Fax: (712) 336-4756
E-mail: mlwhitener@purefishing.com

Ellett Brothers Wh01                Trade Payable       $3,032,840
267 Columbia Avenue
Chapin, SC 29036
Jay Montgomery
Tel: (800) 845-3711
Fax: (803) 932-5102
Email: JayMontgomery@Ellett.com

Sigarms Inc.                        Trade Payable       $2,864,981
18 Industrial Drive
Exeter, NH 03833
Stan Baumgarten
Tel: (603) 772-2302
Fax: (603) 772-9082
E-mail: Stan.baumgarten@sigsauer.com

Remington Arms Co                   Trade Payable       $2,624,106
870 Remington Drive
Madison, NC 27025
Brandy Smith
Tel: (800) 243-9700
Fax: (336) 548-7821
E-mail: Brandy.Smith@remington.com

Starcom Worldwide, Inc.              Trade Payable      $2,244,233
12076 Collection Center Dr
Chicago, IL 60693
Jens Welin
Tel: (312) 342-3198
E-mail: Jens.welin@starcomww.com

Vortex Optics                        Trade Payable      $2,121,449

2120 W Greenview Dr
Middleton, WI 53562
Tom Leatherberry
Tel: (608) 662-1061
Fax: (608) 662-7454
E-mail: tleatherberry@vortexoptics.com

Liberty Safe & Security              Trade Payable      $2,013,223
1199 W Utah Ave
Payson, UT 84057
Kim Waddoups
Tel: (800) 247-5625
Fax: (801) 465-2712
E-mail: kim.waddoups@libertysafe.com

Bill Hicks & Co Ltd                  Trade Payable      $1,691,969
15155 23rd Ave North
Minneapolis, MN 55447
Lanny Smaagard
Tel: (763) 476-6200
Fax: (763) 476-0676
E-mail: lanny.smaagard@billhicksco.com

5.11 Inc.                            Trade Payable      $1,495,017
4300 Spyres Way
Modesto, CA 95356
Peter Novak
Tel: (800) 451-1726
Fax: (209) 527-1511
E-mail: lanny.smaagard@billhicksco.com

Sports South Inc                     Trade Payable      $1,411,122
1039 Kay Lane
Shreveport, LA 71115
Tripper Dickson
Tel: (318) 759-0721
Fax: (262) 246-7257
E-mail: tripper.dickson@sportssouth.biz

Benelli Usa Corp                     Trade Payable      $1,218,152
17603 Indian Head Hwy
Accokeek, MD 20607
Karen Cushman
Tel: (301) 283-6981 x123
Fax: (301) 283-6988
E-mail: karenc@benelliusa.com

Smith & Wesson                       Trade Payable      $1,203,122
Po Box 95000-3890
Philadelphia, PA
19195-0001
Deana McPherson
19195-0001
Tel: 413-747-3231
E-mail: dmcpherson@aob.com

Under Armour                       Trade Payable        $1,072,121
1020 Hull St
Tide Point HQ
Baltimore, MD 21230
Patrick Parnin
Tel: (410) 246-5822
Fax: (888) 927-6687
E-mail: pparnin@underarmour.com

Magpul Industries Corp             Trade Payable        $1,028,753
400 Young Ct Unit 1
Erie, CO 80516
Tel: (303) 828-3460 #148
E-mail: jgleason@magpul.com

Normark                            Trade Payable          $979,864
10395 Yellow Circle Dr
Minnetonka, MN 55343
Travis Tuma
Tel: (952) 933-7060
Fax: (212) 318-9608
E-mail: ttuma@rapalausa.com

National Retail                    Trade Payable          $952,252
Properties LP
10395 Yellow Circle Dr Suite 900
Orlando, FL 32801
Kim Cranford
Tel: (407) 650-1155
Fax: (321) 206-7003
E-mail: kimberlie.cranford@nnnreit.com

Hydro Flask                         Trade Payable         $871,132
561 NW York Dr
Bend, OR 97703
Claudine Nadeau
Tel: (888) 584-9376
Fax: (888) 276-0851
E-mail: Claudine@hydroflask.com

Carhartt Inc.                        Trade Payable        $855,696
Po Box 856843
Minneapolis, MN 55485
Robert Hanus
Tel: (313) 749-6716
Fax: (616) 874-2133
E-mail: rhanus@carhartt.com

Red Wing Brands Of America           Trade Payable        $819,707
314 Main Street
Red Wing, MN 55066
Julie Carlson
Tel: 651-385-1215
Fax: (651) 385-0897
E-mail: julie.carlson@redwingshoes.com


GARTNER INC: S&P Rates USD-Denominated Unsec. Notes Due 2025 'BB-'
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '5'
recovery rating to Gartner Inc.'s proposed U.S. dollar-denominated
senior unsecured notes due 2025.  The '5' recovery rating indicates
S&P's expectation for modest recovery (10%-30%; rounded estimate:
15%) of principal in the event of a payment default.

The company will use the net the proceeds from the notes offering,
cash on hand, and borrowings under its amended senior secured
credit facility and certain new credit facilities to fund the cash
consideration and other amounts payable regarding its previously
announced acquisition of CEB Inc., repay and redeem certain of CEB
and its subsidiaries' outstanding debt, and pay related fees and
expenses.  The issue-level rating is one notch below S&P's
corporate credit rating on Gartner.

Pro forma for the transaction, S&P expects that Garner's leverage
will be around 5x as of Dec. 31, 2016.  S&P views Gartner's
financial risk profile as significant, primarily due to the
company's strong pro forma free operating cash flow (FOCF)
generation and FOCF to debt of about 13% as of Dec. 31, 2016.  S&P
believes that Gartner will deleverage quickly over the next 18-24
months after the acquisition closes, primarily due to realization
of synergies, organic EBITDA growth, and debt repayment.

S&P's assessment of Gartner's business risk profile as fair is
based on the company's leading position in information technology
(IT) research services, and its strong brand recognition, high
client renewals, recurring revenue model, and good EBITDA margins.
Gartner operates in the IT supply chain and marketing functional
areas, providing research critical to corporate decision makers.

Following its acquisition of CEB, Gartner will expand its research
capabilities into the human resources, sales, finance, and legal
functions.  S&P believes the CEB acquisition will broaden Gartner's
overall product offerings and provide longer term opportunities for
cross-selling and new product development. Nevertheless, Gartner
has limited experience in acquiring and successfully integrating
large acquisitions.

The stable rating outlook reflects S&P's expectation that Gartner
will reduce its adjusted debt leverage to below 4x by 2018,
primarily due to organic EBITDA growth, realization of synergies,
and debt repayment.  S&P could lower its corporate credit rating on
Gartner if S&P believes the company's adjusted debt leverage is
unlikely to decrease to below 4x by 2018 due to slow revenue and
EBITDA growth or unexpected integration issues.  Additionally, S&P
could lower the rating if the company deviates to a more aggressive
financial policy.

RATINGS LIST

Gartner Inc.
Corporate Credit Rating           BB/Stable/--

New Ratings

Gartner Inc.
Senior Unsecured
  U.S. dollar-denominated notes due 2025    BB-
   Recovery Rating                          5(15%)



GASTAR EXPLORATION: ACOF et al. Nominate Two Board Members
----------------------------------------------------------
ACOF Investment Management LLC, Ares Management LLC, Ares
Management Holdings L.P., Ares Holdco LLC, Ares Holdings Inc., Ares
Management, L.P., Ares Management GP LLC and Ares Partners Holdco
LLC disclosed in a regulatory filing with the Securities and
Exchange Commission that as of March 3, 2017, they may be deemed to
beneficially own 29,408,305 shares of common stock of
Gastar Exploration Inc. representing 15.8 percent of the shares
outstanding.

The ownership percentages reported in this Schedule 13D are based
on an aggregate of (i) 156,715,833 shares of Common Stock
outstanding as of January 31, 2017 as reported in the Issuer's
Current Report on Form 8-K filed on March 7, 2017, and (ii) the
29,408,305 shares of Common Stock issued pursuant to the terms of
the Securities Purchase Agreement.

On Feb. 16, 2017, certain investment vehicles managed by ACOF
entered into a securities purchase agreement Gastar.  Pursuant to
the Securities Purchase Agreement, on March 3, 2017, the Purchasers
acquired (i) $125,000,000 aggregate principal amount of the
Issuer's convertible notes due 2022, which Convertible Notes,
subject to approval of the Issuer's stockholders, will be
convertible at the election of the Purchasers into shares of Common
Stock, or, in certain circumstances, cash in lieu of Common Stock
or a combination thereof and (ii) 29,408,305 shares of Common Stock
for a purchase price of $50,000,000.  In addition, also on the
Closing Date, AF V Energy I Holdings, L.P., an investment vehicle
managed by Ares Management LLC, entered into a $250 million
first-lien secured term loan with the Issuer.

The Purchasers acquired the Securities and currently hold the
Securities, for investment purposes.  Under the terms of the
Securities Purchase Agreement, the Purchasers are currently
entitled to appoint two members of the Company's board of
directors.  The Purchasers have nominated Nathan W. Walton and
Ronald D. Scott to serve as directors on the Board.

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

                       https://is.gd/LYIGIA

                      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.


GENERAL WIRELESS: Will Close at Least 530 Retail Locations
----------------------------------------------------------
General Wireless Operations Inc., doing business as RadioShack,
plans to close and liquidate the inventory and other assets of at
least 530 of their 1,500 retail locations under the supervision of
the Bankruptcy Court.

On March 8, 2017, General Wireless, along with three affiliates,
filed a voluntary petition for reorganization under Chapter 11 in
the U.S. Bankruptcy Court for the District of Delaware, citing a
failed business relationship with Sprint Solutions, Inc. for its
financial instability.

Prior to the bankruptcy filing, the Debtors have wound down 187
stores and intend to close those stores by March 13.

Commenting on the bankruptcy filing, President and Chief Executive
Officer Dene Rogers said, "For nearly 100 years, RadioShack has
proudly served local communities across the United States, offering
consumers unique, high-quality products at a great value.  Over the
course of the past two years, our talented, dedicated team has
worked relentlessly in an effort to revitalize the Company and the
RadioShack brand, while providing outstanding service to our
customers.  We greatly appreciate their hard work and dedication."

In 2015, the Debtors purchased the assets of RS Legacy Corporation
d/b/a RadioShack Corporation out of bankruptcy in Case No. 15-10197
pursuant to orders of the Bankruptcy Court.  Specifically, General
Wireless acquired 1,733 RadioShack stores throughout the United
States, Puerto Rico and the U.S. Virgin Islands.  The sale included
an agreement with Sprint to establish co-branded stores for the
sale of Sprint mobile devices, including mobile handsets, tablets,
and mobile broadband services.  Under the terms of the agreement,
Sprint would operate Sprint stores within the RadioShack stores
known as "Sprint Team at RadioShack" or "STAR."  In exchange for
the exclusive use of RadioShack floor space, Sprint agreed to pay
approximately a third of the rent, to split profits with RadioShack
from the sale of wireless accessories, and to pay RadioShack
commissions on phones sold in RadioShack stores.

Mr. Rogers said that while the RadioShack retail business had
turned a corner and became profitable after the purchase, the
Sprint relationship did not yield the benefits the Debtors
anticipated adding that the payout of commissions by Sprint was
delayed.  According to Mr. Rogers, Sprint mobility sales dropped
off precipitously in the fourth quarter of 2016, following the U.S.
presidential election, calling the original arrangement in
question.  It became apparent to the Debtors that not only would
they not receive the originally projected cash commissions in 2016,
but they likely would not receive commissions from Sprint, even at
a substantially reduced amount until 2018.

The Debtors' management made numerous attempts to compel Sprint to
make the payments beginning as early as March 2016 and continuing
into early 2017, all of which were rebuked.  Ultimately, in early
2017, management presented a new plan to Sprint in an attempt to
restructure the Alliance Agreement and the related agreement to
provide for a flat fee arrangement, but an agreement could not be
reached.

"Since emerging from bankruptcy two years ago as a privately owned
company, our team has made progress in stabilizing operations and
achieving profitability in the retail business, while our partner
Sprint managed the mobility business," Mr. Rogers continued.  "In
2016, we reduced operating expenses by 23%, while at the same time
saw gross profit dollars increase 8%.  Over the same time, we
integrated FedEx pickup / drop-off into 140 RadioShack locations,
delivered to customers over 700,000 Hulu login pins and sold more
than a million RadioShack private brand headphones and speakers
delivering high quality, value- based audio products to consumers
across the country.  However, for a number of reasons, most notably
the surprisingly poor performance of mobility sales, especially
over recent months, we have concluded that the Chapter 11 process
represents the best path forward for the Company.  We will continue
to work with our advisors and stakeholders to preserve as many jobs
as possible while maximizing value for our creditors."

Although the Debtors seek the authority to conduct Store Closing
Sales at any or all of their stores (a significant number of which
are co-branded with Sprint), they continue to evaluate the
performance of each of their stores, and may continue operations at
a subset of higher performing stores.  Tiger Capital Group, LLC has
been engaged to provide liquidating consulting services in
connection with the store closing sales.  The Debtors may also
reject leases at locations that are underperforming and pursue a
sale or restructuring of their remaining assets.

"Many of the Closing Stores fail to generate positive cash flow and
therefore are a significant drain on liquidity.  As such, the
Debtors will realize an immediate benefit in terms of financial
liquidity upon the sale of the Store Closure Assets and the
termination of operations at the Closing Stores," Mr. Rogers
maintained.

                   Sprint Settlement Agreement

Following extensive negotiations, the Debtors and Sprint determined
that an orderly termination of their business relationship was
warranted.  Thus, on March 5, 2017, the Debtors and Sprint entered
into a Mutual Settlement and Release, Operations Wind Down, and
Bankruptcy Cooperation Agreement.

Pursuant to the Settlement Agreement, among other things, on March
6, 2017, Sprint paid to the Debtors a $12 million wind down
payment, and in exchange, the Debtors (i) transferred and assigned
to Sprint the leases for 115 stores that were subleased, and FF&E
for those 115 stores and an additional 245 stores for which Sprint
is the primary tenant, (ii) returned the Sprint inventory, and
(iii) provided certain information related to sales performance in
the stores.

The Settlement Agreement provides for an additional $5 million to
be paid by Sprint to the Debtors upon the expiration of an
investigation period, and certain mutual releases, subject to Court
approval.  The Settlement Agreement provides a detailed framework
for the parties' respective exits from their subleased locations.

                         First Day Motions

Concurrently with the filing of the Chapter 11 cases, the Debtors
filed first day pleadings to enable their goals of (a) continuing
their operations in Chapter 11, with as little disruption as
possible, (b) maintaining the confidence and support of their
employees, vendors and service providers, (c) establishing
procedures for the orderly closing and liquidation of certain of
their stores, and (d) the separation of the operations between the
Debtors and Sprint in an expeditious and mutually agreed manner.

                    About RadioShack Corporation

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

RadioShack Corp. and affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 15-10197) on Feb. 5, 2015,
disclosing total assets of $1.2 billion, versus total debt of $1.3
billion.  After an auction in March 2015, RadioShack sold most of
the
assets to General Wireless, Inc., an entity formed by Standard
General, L.P., for $150 million.

                     About General Wireless

General Wireless Operations Inc. operates a chain of electronics
stores.  The Company offers action cameras and accessories; audio,
video, and streaming products; batteries; drones, remote control,
and toys; maker parts and kits; and scanners, weather radios, and
clocks.  General Wireless Operations Inc. was incorporated in 2015
and is based in Fort Worth, Texas.  In 2015, during RadioShack's
Chapter 11 bankruptcy proceedings, General Wireless was formed to
act as the owner and operator of the RadioShack brand and its
assets.

General Wireless currently operates 1,500 stores under the
RadioShack brand in the United States, Puerto Rico, and the U.S.
Virgin Islands, all on leased premises.  In addition to the
company-operated stores, the Debtors have a network of
approximately 425 dealer outlets in the United States and one
international franchisee.  General Wireless also sells products and
provides information to its customers through its retail website,
http://www.radioshack.com. RadioShack.com, stores and dealer
locations across the country are still currently open for business
and serving customers.

As of the Petition Date, General Wireless has approximately 5,900
employees.

As of the Petition Date, the Debtors owe approximately $25.5
million to first lien lenders; $39.74 million to second lien
lenders; $23 million to Kensington Technology Holdings, LLC under
the Intellectual Property Loan Agreement; and $62.85 million to
trade creditors, of which $52.64 million is payable to vendors and
trade creditors and $10.21 million is payable to landlords.

General Wireless Operations Inc. lists assets in the range of $100
million to $500 million.

Pepper Hamilton LLP and Jones Day are serving as legal advisors to
General Wireless. Loughlin Management Partners & Company, Inc. is
acting as financial advisor.  Prime Clerk LLC is serving as claims
and noticing agent.


HEBREW HEALTH: PCO Continues to Follow-up Concerns of 3 Families
----------------------------------------------------------------
Anne Cahill Kluetsch, the Patient Care Ombudsman for Hebrew Health
Care, Inc., et al., files a Second Report before the U.S.
Bankruptcy Court for the District of Connecticut.

The PCO noted that the overall impression of the Debtor is that
there continues to be care and services provided safely and
effectively in the spirit of its mission and continue to current
regulatory standards.  

The PCO reported that, up until the change of ownership, the PCO
spent focused time in the skilled nursing facility and took time to
follow up with three families with concerns.  The PCO made
recommendations to the SNF Administrator to consider a more
in‐depth review of materials on Resident Rights, Abuse and
Neglect prevention, Complaint and Grievance process, and
implementation of regulatory compliance updates. 

The PCO said the next reporting will include comments of the visit
observations and impressions for: (a) Hebrew Life Choices, Inc.;
(b) Geriatric Specialty Group. P.C.; (c) Hebrew Community Services,
Inc.; and (d) Hebrew Healthcare.

              About Hebrew Health Care Inc.

Hebrew Health Care, Inc., Hebrew Life Choices, Inc., Hebrew
Community Services, Inc., and Hebrew Home and Hospital,
Incorporated, filed Chapter 11 petitions (Bankr. D. Conn. Case Nos.
16-21311, 16-21312, 16-21313, and 16-21314, respectively) on Aug.
15, 2016. The petitions were signed by Bonnie Gauthier, CEO. Their
cases are assigned to Judge Ann M. Nevins.

The Debtors are represented by Elizabeth J. Austin, Esq., at
Pullman and Comley, LLC.  The Debtors tapped Wiggin and Dana as
special transactional and health care regulatory counsel, Rogin
Nassau LLC as special-purpose counsel, and Kroll McNamara Evans &
Delehanty LLP to perform collections services.  The Debtors also
tapped Altman and Company, LLC, as financial advisor, EisnerAmper
LLP as financial advisor, and Marcum LLP as auditors.  The Debtors
tapped Zangari Cohn Cuthbertson Duhl & Grello P.C., as special
labor counsel.

At the time of the filing, Hebrew Health Care, Inc., estimated
assets at $1 million to $10 million and liabilities at $100,000 to
$500,000; Hebrew Life Choices, Inc. estimated assets at $10 million
to $50 million and liabilities at $10 million to $50 million;
Hebrew Community Services, Inc. estimated assets at $500,000 to $1
million and liabilities at $100,000 to $500,000; and Hebrew Home
and Hospital estimated assets at $1 million to $10 million and
liabilities at $10 million to $50 million.

The United States Trustee for Region 2 appointed The Connecticut
Light and Power Company, McKesson Corporation, and Morrison
Management Specialists, Inc. to serve on the Official Committee of
Unsecured Creditors.  Zeisler & Zeisler, P.C., serves as counsel to
the Committee.  Senior Living Investment Brokerage, Inc., provides
marketing and brokerage services to the Committee.

The U.S. Trustee for Region 2 appointed Anne Cahill Kluetsch, the
Director/Senior Consultant of Kluetsch & Associates, LLC, as the
Patient Care Ombudsman in the Chapter 11 cases of Hebrew Life
Choices, Inc., Hebrew Community Services, Inc., Hebrew Home and
Hospital, Incorporated, and CT Geriatric Specialty Group, P.C.  The
PCO retained Coan, Lewendon, Gulliver & Miltenberger, LLC, as
counsel.


HELLBENDER BREWING: Ch. 11 Trustee Sought Over Gross Mismanagement
------------------------------------------------------------------
Hop & Wine Beverage, LLC, asks the U.S. Bankruptcy Court for the
District of Columbia to enter an Order dismissing the Chapter 11
bankruptcy case of Hellbender Brewing Company LLC or, in the
alternative, directing the appointment of a Chapter 11 Trustee.

According to the Motion, the Debtor's operations have been grossly
mismanaged and its business strategy is fundamentally flawed. The
Debtor's operations unfortunately commenced at the crest of the
wave of the craft beer industry, which has become saturated and
extremely competitive since the Debtor's inception.

The Motion provides that the Debtor's problems have been numerous,
including but not limited to, inexperienced management and
advisors, opening delays, construction cost overruns, insufficient
and failed marketing plans, insufficient and ineffective sales
personnel, unrealistic revenue projections, quality control
problems, average quality products, extreme competition, an
overcrowded craft beer market, and an inability (or unwillingness)
to package its product for wider distribution. The Motion adds
that, instead of attempting to address the Debtor's fundamental
operational and strategic issues to enhance revenue by increasing
demand for its products, the Debtor has instead misguidedly and
unjustifiably made the Movant, who performs its role as the
Debtor's wholesale distributor in D.C. (and Virginia), as the
scapegoat for all of its problems.

The Movant noted that the Debtor's continuing losses, gross
mismanagement, and bad faith—provides sufficient cause pursuant
to Section 1112(b) to dismiss the case. Moreover, the Movant also
believes that the benefits of having an independent, experienced,
and unbiased chapter 11 trustee would at least supplement the
management and justify the costs.

The Movant is represented by:

     Kathryn Z. Keane, Esq.
     MCGUIREWOODS LLP
     1750 Tysons Boulevard, Suite 1800
     Tysons, VA 22102
     Tel.: (703) 712-5000
     E-mail: kkeane@mcguirewoods.com

                About Hellbender Brewing Company

Hellbender Brewing Company LLC is a Delaware limited liability
company organized in 2012 for the purpose of constructing and
operating a microbrewery to produce malt beverages for sale in the
District of Columbia and neighboring areas within the Washington,
D.C. metropolitan region.

In 2014, with funding from shareholder capital contributions and an
SBA-backed loan from EagleBank, the Debtor constructed a
state-of-the-art microbrewery in a northeast D.C. warehouse.

At the microbrewery, the Debtor both produces its hand-crafted
beers and sells them in its tasting room to patrons of the
microbrewery. In addition to the onsite sales, the Debtor's
products are distributed to restaurants and bars in Montgomery
County, Maryland and in Northern Virginia, both inside the Capital
Beltway and in Loudoun and Fauquier Counties.

Hellbender Brewing Company LLC filed a voluntary petition for
relief under chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case
No. 16-00577) on Nov. 1, 2016.  The petition was signed by Patrick
Mullane, vice president.  The Debtor tapped Lawrence Allen Katz,
Esq., at Hirschler Fleischer as bankruptcy counsel and Davis Wright
Tremaine LLP as special counsel.  The case is assigned to Judge
Martin S. Teel, Jr.  The Debtor estimated assets and liabilities at
$1 million to $10 million at the time of the filing.

The Debtor tapped Davis Write Tremaine LLP as special counsel.


HOOPER HOLMES: To Merge With Provant in All-Stock Transaction
-------------------------------------------------------------
Hooper Holmes Inc. and Provant Health Solutions LLC have agreed to
combine in an all-stock transaction which will create one of the
largest, pure-play health and wellness companies in the United
States.  On a combined basis, 2016 pro-forma annual revenue of the
merged company is approximately $67 million, excluding $3.8 million
of pass-through gift card revenue at Provant.  This transaction is
expected to significantly improve financial performance, expand the
merged Company's combined national network of local health
professionals and advance its well-being solutions technology.

"Scale, growth and synergies will create a compelling financial
model and are expected to improve operating cash flow for our
merged company.  Our channel partners will be supported by an
expanded network of local health professionals and direct customers
will gain access to an expanded suite of personalized digital
services that promote, track and measure healthy behaviors and
outcomes," said Henry E. Dubois, chief executive officer of Hooper
Holmes.

"Combining Hooper's market-leading clinical services with Provant's
expertise in member service, personalized well-being and advanced
analytics will deepen collaboration with our customers and channel
partners," said Heather Provino, chief executive officer and
founder of Provant.  "Best-in-class, strategic partnerships are
essential for capitalizing on the massive opportunity our industry
is seeing in order to take advantage of the paradigm shift
occurring in consumerism.  We believe this powerful combination
will drive innovation for our clients and accelerate growth."

The transaction has compelling strategic and financial benefits for
both health and wellness solutions companies.  Provant and Hooper
represent an exceptionally synergistic merger, bringing together
unique specialties that cross business verticals.  The merged
company will be highly focused on leveraging each Company's
expertise to maximize growth, broaden market appeal and provide
additional value that aligns with the objectives of clients and
channel partners.  The two companies have no customer overlap and
both target growing healthcare market segments.

Synergies from leveraging fixed costs and optimizing services and
processes are expected to significantly reduce the merged Company's
cost structure, supporting a more efficient organization.  The
merger is expected to be accretive to adjusted EBITDA in full year
2017.

Under the terms of the transaction Hooper Holmes will issue
approximately 10.5 million shares of common stock to Provant's
owners and the merged company will raise $3.5 million in new equity
capital.  Century Equity Partners, the majority shareholder of
Provant, has committed to $1.75 million of the $3.5 million equity
raise and certain existing Hooper shareholders and insiders have
committed to an additional $1.6 million, for a total of $3.3
million of the $3.5 million already committed.

A full-text copy of the Agreement and Plan of Merger is available
for free at https://is.gd/Gtqq09

Financing

Financing to support the transaction and provide working capital
has been arranged from SWK Holdings, a specialized finance company
focused on the healthcare sector, through a $6.5 million, five year
term loan at LIBOR plus 12.5%, a reduction of 150 basis points from
Hooper's current term facility.  Principal repayments start in the
first quarter of 2019.  The Company has also expanded its current
asset-based credit facility from $7 million to $10 million with an
accordion to $15 million during high-volume months.

Both of Hooper's current lenders are participating in this
transaction and are providing sufficient working capital to support
integration and growth.  At close, the merged Company is expected
to have cash on hand of $2-3 million and $10-12 million in
receivables.

Management and Governance

Upon closing, Henry Dubois will serve as chief executive officer of
the merged company and Heather Provino will serve as chief strategy
officer.  Further maintaining strength in leadership, Mark Clermont
of Provant will serve as president and Steven Balthazor of Hooper
Holmes will serve as chief financial officer.

The Board of Directors will consist of seven members, three of
which will be current Hooper Holmes directors, three of which will
be current Provant directors and one independent director who
currently chairs Hooper's audit committee.  The Company will
continue to trade under the HH stock symbol.  The Company will have
two major locations in Olathe, Kansas and East Greenwich, Rhode
Island.

Approvals and Time to Close

The Company expects to file a Form S-4 within the next ten days.
Once the S-4 is effective, shareholder approval of the transaction
is anticipated in 30 days.  Closing is anticipated in late April or
early May 2017.

Advisors

Cantor Fitzgerald has advised Hooper Holmes. Raymond James has
advised Provant.

Conference Call and Webcast

The Company hosted a conference call today, Wednesday, March 8,
2017, at 7:30 a.m. CT (8:30 a.m. ET) to discuss the merger.  A
slide presentation accompanied the conference call and is available
on the Company's website located at www.hooperholmes.com.

                          About Provant

Provant is a leader of comprehensive workplace well-being solutions
in North America, with a growing global presence. Founded in 2001,
Provant partners with employers to improve employee health and
productivity while supporting healthcare cost management.  Through
a network of 13,000+ health professionals, Provant touches millions
of lives by delivering customized well-being strategies and
services on-site, telephonically and digitally utilizing advanced
data management.  Provant is a privately held company headquartered
in East Greenwich, Rhode Island. www.provanthealth.com

Provant
Heather Provino
CEO
(401) 234-1700

Investors: Andrew Berger
S.M. Berger & Company
(216) 464-6400

Investors: Scott Gordon
CORE IR
(516) 222-2560

                      About Hooper Holmes

Hooper Holmes mobilizes a national network of health professionals
to provide on-site health screenings, laboratory testing, risk
assessment and sample collection services to wellness and disease
management companies, employers and brokers, government
organizations and academic institutions nationwide.  Under the
Accountable Health Solutions brand, the Company combines smart
technology, healthcare and behavior change expertise to offer
comprehensive health and wellness programs that improve health,
increase efficiencies and reduce healthcare delivery costs.
www.hooperholmes.com   

For further information:

Hooper Holmes
Henry E. Dubois
President and CEO
Tel: (913) 764-1045

The Company reported a net loss of $10.87 million in 2015, a net
loss of $8.47 million in 2014 and a net loss of $11.27 million in
2013.

As of Sept. 30, 2016, Hooper Holmes had $17.46 million in total
assets, $18.04 million in total liabilities and a total
stockholders' deficit of $578,000.

KPMG LLP, in Kansas City, Missouri, 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
other related liquidity concerns, which raises substantial doubt
about the Company's ability to continue as a going concern.


HOST HOTELS: S&P Retains 'BB+' CCR; Outlook Stable
--------------------------------------------------
S&P Global Ratings assigned its 'BBB-' issue-level rating and '1'
recovery rating to Bethesda, Md.-based Host Hotels & Resorts Inc.'s
subsidiary Host Hotels & Resorts L.P.'s proposed
$350 million series G senior currently unsecured notes due 2024.
The '1' recovery rating indicates S&P's expectation for very high
(90% to 100%; rounded estimate 95%) recovery for lenders in the
event of a payment default.  The issue-level rating is 'BBB-', one
notch above the corporate credit rating, despite the '1' recovery
rating because S&P caps the issue ratings for speculative-grade
issuers at 'BBB-', regardless of the recovery rating.  The company
will use the proceeds from the proposed notes to repay a portion of
its borrowings under its revolving credit facility and for general
corporate purposes.

The proposed senior notes and the company's existing senior notes
and debenture indentures are currently unsecured because they have
released former subsidiary guarantees and stock pledges under
provisions in the indentures that require the same guarantees and
collateral provided to the revolving credit facility.  Effectively,
the existing senior notes are currently unsecured. However, if
Host's leverage ratio exceeds 6x for two consecutive fiscal
quarters at a time when Host does not carry an investment-grade,
long-term unsecured debt rating, the subsidiary guarantees and
equity pledges will spring back into place in Host's revolver and
note indentures.  S&P's simulated default scenario for Host
incorporates the assumption that the company's leverage ratio will
be above 6x, and the notes would be secured at that time.

The '1' recovery rating and 'BBB-' issue-level ratings on Host's
existing credit facilities and senior notes are unchanged because
the incremental debt in the capital structure is modest and does
not meaningfully impair recovery prospects for lenders.

S&P's 'BB+' corporate credit rating and stable rating outlook on
Host are unchanged.

Host Hotels & Resorts Inc.
Host Hotels & Resorts L.P.
Corporate credit rating                            BB+/Stable/--

New Rating
Host Hotels & Resorts L.P.
Senior Unsecured
$350 mil ser G notes due 2024                     BBB-
  Recovery rating                                  1 (95%)



HOVNANIAN ENTERPRISES: Reports First Quarter Net Loss of $143,000
-----------------------------------------------------------------
Hovnanian Enterprises, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $143,000 on $552 million of total revenues for the three months
ended Jan. 31, 2017, compared to a net loss of $16.17 million on
$575.60 million of total revenues for the three months ended
Jan. 31, 2016.
  
During the first quarter of fiscal 2017, Adjusted EBITDA increased
1.7% to $39.5 million compared with $38.8 million during the first
quarter of fiscal 2016.

As of Jan. 31, 2016, Hovnanian had $2.14 billion in total assets,
$2.27 billion in total liabilities and a total stockholders'
deficit of $128.28 million.

Total liquidity at the end of the first quarter of fiscal 2017 was
$204.5 million.

During the first quarter of fiscal 2017, land and land development
spending was $190.4 million compared with $116.6 million in the
first quarter of fiscal 2016.

As of Jan. 31, 2017, owned lots increased 2.5% sequentially to
17,548 from 17,116 lots at Oct. 31, 2016.  The total land position,
including unconsolidated joint ventures, was 31,178 lots,
consisting of 13,630 lots under option and 17,548 owned lots, as of
Jan. 31, 2017, compared with a total of 38,070 lots as of Jan. 31,
2016.
In the first quarter of fiscal 2017, approximately 2,700 lots,
including unconsolidated joint ventures, a sequential increase of
28.6%, were put under option or acquired in 42 communities.

During the first quarter of 2017, $38.7 million of face value of
debt was repurchased in the open market for approximately $30.8
million of cash, resulting in a $7.8 million gain on extinguishment
of debt.

"Given the liquidity constraints we faced last year, we are pleased
with our results for the first quarter of fiscal 2017. From October
15, 2015 through May 15, 2016, we paid off $320 million of maturing
debt, which limited our ability to invest in land during fiscal
2016.  As we began fiscal 2017, we were in a much improved
liquidity position with a beginning cash balance of $340 million.
We used $31 million to retire $39 million face value of debt
maturing in 2017 and 2019.  Furthermore, we spent $190 million on
land and land development in the first quarter of fiscal 2017,
which was more than we had spent in any quarter last year.  As a
result, after reporting decreases in owned lots last year, during
the first quarter the number of owned lots increased sequentially,"
stated Ara K. Hovnanian, Chairman of the Board, president and chief
executive officer.

"While the high yield debt market continues to be challenging for
us, we have strong relationships and continue to develop new
relationships with alternative capital sources, including land
banking, project specific nonrecourse debt, joint ventures and
model sale leaseback financings.  Our land acquisition teams remain
very busy identifying new land parcels so that we can once again
grow our community count, which, assuming no changes in market
conditions, should ultimately result in higher levels of deliveries
and profitability in the future," concluded Mr. Hovnanian.

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

                    https://is.gd/LW1t4f

                 About Hovnanian Enterprises

Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia.  The Company's homes are marketed and sold under the
trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes,
Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt
Homes.  As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.

Hovnanian reported a net loss of $2.81 million on $2.75 billion of
total revenues for the year ended Oct. 31, 2016, compared to a net
loss of $16.10 million on $2.14 billion of total revenues for the
year ended Oct. 31, 2015.

                           *     *     *

As reported by the TCR on April 22, 2016, Moody's Investors Service
downgraded the Corporate Family Rating of Hovnanian Enterprises to
'Caa2' and Probability of Default Rating to 'Caa2-PD'.  The
downgrade of the Corporate Family Rating reflects Moody's
expectation that Hovnanian will need to dispose of assets and seek
alternative financing methods in order to meet its upcoming debt
maturity wall.

Hovnanian carries a 'CCC+' corporate credit rating from S&P Global
Ratings.

In August 2016, Fitch Ratings affirmed the ratings of Hovnanian
Enterprises, including the company's Long-Term Issuer Default
Rating (IDR) at 'CCC' following the recently announced financing
commitments and proposed tender offer for its existing unsecured
notes.


HUMAN CONDITION: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Human Condition Safety Inc.
        61 Broadway, Suite 2710
        New York, NY 10006
        Tel: 646-867-0644
        
Case No.: 17-10585

Description of Business: Human Condition Safety Inc. --
                      www.hcsafety.com -- develops wearable
                      devices, artificial intelligence, building
                      information modeling, and cloud computing
                      solutions that assists workers and their
                      managers prevent injuries before they happen

                      at their workplace.  Human Condition Safety,
                      Inc. was incorporated in 2014 and is based  
                      in New York, New York.

                      The Corporation is to simultaneously
                      pursue in its Chapter 11 case, a sale of
                      substantially all of its assets pursuant to
                      Section 363 of the Bankruptcy Code and
                      confirmation of a Chapter 11 reorganization
                      plan.

                      The Corporation entered into a secured
                      bridge loan in the original principal amount
                      of $375,000 to fund its operations until
                      commencement of its Chapter 11 case pursuant
                      to the terms of a Secured Promissory Note
                      and Security Agreement dated as of Feb. 16,
                      2017.

                      AIG PC Global Services, Inc., an existing
                      investor who holds approximately 18% of the
                      outstanding shares of Series A Preferred
                      Stock of the Corporation, which is the only
                      class of outstanding equity interests in the
                      Corporation, has agreed to provide
                      the Corporation with the Bridge Loan and a
                      debtor-in-possession financing.

                      By written consent of the Series A Preferred
                      Stockholders of Human Condition Safety Inc.,
                      dated as of Feb. 27, 2017, the Bridge Loan
                      and the DIP Facility Term Sheet, along with
                      all actions and transactions contemplated
                      therein, including commencement of the
                      Corporation's Chapter 11 case, its
                      reorganization and sale of substantially all
                      its assets, were all deemed to be advisable
                      and in the best interests of the Corporation
                      and were otherwise approved by (i) holders
                      of more than 70% of all the Corporation's
                      outstanding shares of Series A Preferred
                      Stock, and (ii) more than 70% of the
                      outstanding shares of Series A Preferred
                      Stock which is not held by AIG.

Chapter 11 Petition Date: March 10, 2017

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Sean H. Lane

Debtor's Counsel: John D Giampolo, Esq.
                  WOLLMUTH MAHER & DEUTSCH LLP
                  500 Fifth Avenue
                  New York, NY 10110
                  Tel: 212-382-3300
                  Fax: 212-382-0050
                  Email: jgiampolo@wmd-law.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

Largest
Unsecured
Creditor:         Uriel Tabah Moreira
                  $221,978

The petition was signed by Greg Wolyniec, president, director and
chief executive officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nysb17-10585.pdf


III EXPLORATION: Sale Western Uintah Basin Property for $51.5M OK'd
-------------------------------------------------------------------
Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the
District of Utah authorized III Exploration II, LP's sale of
substantially all of the Debtor's Western Uintah Basin Property to
Crescent Point Energy U.S. Corp. or its designee for $51,500,000.

The hearing on the Motion was held on March 8, 2017, at 2:00 p.m.

The Debtor, with the assistance of Tudor Pickering Holt & Co.,
conducted the auction on Nov. 4, 2016, at 10:00 a.m.  The highest
and best bid was submitted by Ute Energy Exploration and Marketing,
LLC, or its designee in the amount of $52,000,000.  After Ute
Energy withdrew its bid, Crescent Point's bid of $51,500,000 became
the highest and best bid for the Property.

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

Although EP Energy did not file an objection the Motion, it filed a
response to the Debtor's earlier motion to approve the sale of the
Western Uintah Basin Property filed on Nov. 22, 2016, in which EP
Energy asserted a Cure Amount owed as to certain Assigned Contracts
to which it is a party ("EP Energy Contracts").  EP Energy also
filed a Proof of Claim, and the docket in this case reflects
additional briefing by the Parties respecting monies claimed to be
owed by EP Energy to the Debtor and by the Debtor to EP Energy.
The Debtor and EP Energy have entered into a settlement agreement
("Settlement Agreement") resolving their disputes, including
disputes regarding the EP Energy Contracts ("EP Cure Amount") and
EP Energy's Proof of Claim.  Accordingly, the Debtor, the First
Lien Agent, the Buyer and EP Energy have agreed, as confirmed by
them on the record at the hearing, that (i) the Buyer will pay the
full purchase price without any deduction for any Cure Amount
pursuant to the terms of the Purchase and Sale Agreement, (ii) the
Debtor will withhold and reserve from the sale proceeds an amount
equal to $67,490 ("Reserve Amount"), (iii) EP Energy may continue
to hold and reserve the $244,234 ("Suspense Amount") in its
possession that is the subject of the disputes between the Debtor
and EP Energy pending this Court approving the Settlement Agreement
or as otherwise determined by the Court; (iv) to the extent any of
the funds held in the Suspense Amount relate to production from and
after the Effective Date, such amounts will be accounted for in the
final Purchase Price reconciliation post-closing under the Purchase
and Sale Agreement, and (v) the Debtor will disburse the Reserve
Amount only upon entry of and only in accordance with an Order of
the Court approving the Settlement Agreement or as otherwise
determined by the Court.  Crescent Point, as Buyer of the Property,
will take title to the Property and an assignment of the Assigned
Contracts, including the EP Energy Contracts, free and clear of any
cure amounts that may be asserted by EP energy with respect to such
Assigned Contracts.

The Debtor is authorized to distribute to the First Lien Lenders
proceeds of the sale at closing, subject to the limitations
described.

Upon the closing of the sale, the Debtor is authorized and directed
to assume each of the Assigned Contracts and assign them to the
Buyer and, for purposes of assumption and assignment of the
Assigned Contracts to the Buyer, the Cure Amount of each of the
Assigned Contracts is determined and deemed to be zero (except as
to the EP Cure Amount) and the closing will be deemed to (i) effect
a cure of all defaults existing thereunder as of the closing, (ii)
compensate for any actual pecuniary loss to such nondebtor party
resulting from such default, and (iii) together with the assumption
of the Assigned Contracts by the Buyer constitute adequate
assurance of future performance thereof.  For purposes of the
actual Cure Amount to be paid by the Debtor to EP Energy, the
amount will be determined and paid as provided in the Order, the
Settlement Agreement or as otherwise directed by the Court.

Except for the Permitted Encumbrances and the Buyer's Assumed
Obligations, or as expressly provided in the Order or the Purchase
and Sale Agreement, the Buyer will not have any liability or other
obligation of the Debtor arising under or related to any of the
Property.

The Order constitutes a final and appealable order within the
meaning of 28 U.S.C. Section 158(a).  Notwithstanding Bankruptcy
Rules 6004(h) and 6006(d), and to any extent necessary under
Bankruptcy Rule 9014 and Rule 54(b) of the Federal Rules of Civil
Procedure, as made applicable by Bankruptcy Rule 7054, the Court
expressly finds that there is no just reason for delay in the
implementation of the Order, rules that the otherwise applicable
stay under Rules 6004(h) and/or 6006(d) will not apply to the
order, and expressly directs entry of judgment as set forth.

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

    http://bankrupt.com/misc/III_Exploration_303_Order.pdf

                  About III Exploration II LP

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

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

The case is assigned to Judge R. Kimball Mosier.  

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


ITUS CORP: Launches Rights Offering to Stockholders
---------------------------------------------------
ITUS Corporation commenced a rights offering to its stockholders on
March 3, 2017, pursuant to which the Company has distributed, at no
charge to holders of record of the Company's common stock and
certain warrants as of March 1, 2017, non-transferable subscription
rights to purchase up to an aggregate of $12,000,000 worth of
shares of common stock, at a purchase price equal to the lesser of
(i) $3.24 (in which case 3,703,703 shares may be sold) and (ii) a
15% discount to the volume weighted average price for our common
stock for the five trading day period through and including Friday,
March 24, 2017, all as set forth in a prospectus supplement filed
on March 6, 2017 with the Securities and Exchange Commission.  Each
stockholder of record on the Record Date received one right for
each one share of common stock held by the stockholder (or in the
case of certain warrant holders, one right for each share that
their warrant is exercisable for).  Each right entitles the holder
to purchase one share of our common stock, subject to proration.
In connection with the Rights Offering, the Company entered into a
Dealer Manager Agreement with Advisory Group Equity Services, Ltd.
doing business as RHK Capital.

Pursuant to the Agreement, the Company engaged RHK as the exclusive
dealer-manager in connection with the Rights Offering. Under the
terms and subject to the conditions contained in the Agreement, RHK
will provide marketing assistance and advice in connection with
Rights Offering, respond to requests for information and materials
relating to the Rights Offering in coordination with the
information agent and, in accordance with customary practice,
solicit the exercise of the subscription rights and subscriptions
for the Rights Offering and enter into selected dealer agreements
with other registered broker-dealers in connection with the Rights
Offering.  As compensation for its dealer manager services, the
Company will pay to RHK a cash fee of 6.0% of the proceeds of the
Rights Offering, plus a 1.8% non-accountable expense fee and an
out-of-pocket accountable expense allowance of 0.2% of the proceeds
of the Rights Offering.

The sale by the Company of the shares in the Rights Offering and
the Agreement in general is subject to customary closing
conditions, including the absence of any material adverse effect on
the business, general affairs, management, financial position,
stockholders' equity or results of operations of the Company.

Pursuant to the Agreement, the Company has also agreed to indemnify
RHK and its affiliates against certain liabilities arising under
the Securities Act of 1933, as amended.  RHK will not underwrite
and is not otherwise obligated to purchase any of the securities to
be issued in the Rights Offering and does not make any
recommendation with respect to such securities.

If all of the shares are sold, the Company expects the net proceeds
from the offering to be approximately $11 million, after deducting
dealer manager commissions, fees and estimated offering expenses.

                    About ITUS Corporation

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

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

ITUS Corp reported a net loss of $5.01 million on $300,000 of total
revenue for the year ended Oct. 31, 2016, compared to a net loss of
$1.37 million on $9.25 million of total revenue for the year ended
Oct. 31, 2015.

As of Oct. 31, 2016, ITUS had $5.62 million in total assets, $4.64
million in total liabilities and $987,475 in total shareholders'
equity.

Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Oct. 31, 2016, citing that the Company has limited
working capital and limited revenue-generating operations and a
history of net losses and net operating cash flow deficits. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


KATERA'S KOVE: Faces Food Complaints, PCO 2nd Report Says
---------------------------------------------------------
Margaret Barajas, the PA State Long-Term Care Ombudsman for
Katera's Kove, Inc., has filed a second 60-day report before the
United States Bankruptcy Court for the Western District of
Pennsylvania.

During the reporting period, the PCO noted that there are no
complaint-related cases opened on behalf of the residents.
However, the facility visit case notes reflect that on November 22,
2016, call bells were not operational, and during the two visits,
the residents voiced concerns about smaller food portions and had
general food complaints.

The PCO added that were no regulatory issues filed during the
reporting period.

               About Katera's Kove, Inc.

Katera's Kove, Inc., dba Katera's Kove Home Health Agency, dba
Katera's Kove Home Care Agency and Registry, dba Katera's Kove
Personal Care & Secured Dementia Community, filed a Chapter 11
petition (Bankr. W.D. Pa. Case No. 16-23084) on August 19, 2016,
and is represented by Robert W. Koehler, Esq., in Pittsburgh,
Pennsylvania.

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

The petition was signed by Lynn Katekovich, CEO/President.

Andrew R. Vara, Acting United States Trustee for Region 3,
appointed Margaret Barajas, in her capacity as Pennsylvania's Long
Term Care Ombudsman, as the patient care ombudsman in the Chapter
11 bankruptcy case of Katera's Kove, Inc.

The Office of the U.S. Trustee on Sept. 27, 2016, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case Katera's Kove, Inc.


KDA GROUP: YP Advertising to Get 75% of Gross Amount of Receivable
------------------------------------------------------------------
KDA Group, Inc., filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania an amended disclosure statement to
accompany the amended liquidating plan dated Feb. 27, 2017.

The Debtor will be liquidating its assets.  The Debtor anticipates
funds over the next 36 months from the sale of its clients.  The
Debtor will also attempt to collect its delinquent accounts
receivable to fund the Plan.

Class 3, Secured Creditors YP Advertising & Publishing LLC and
YellowPages.com LLC will retain liens on the Debtor's accounts and
in satisfaction of the secured portion of YP's claim, receive 75%
of the gross amount of the YPM Receivable payable by YPM on and
after Jan. 1, 2017, the amount paid directly by YPM to YP, and YP
will retain a deficiency claim paid under Class 4.

Class 4 General Unsecured Claims -- totaling $14,999,535.71 -- will
be paid all remaining funds after payment of Classes 1 and 2 have
been paid in full.  The ultimate dividend to the unsecured class
will depend on the total number of allowed claims and the results
of the liquidation.  

The Plan constitutes a compromise of protracted litigation with one
of the Debtor's vendors, YP.  The Plan settles that litigation and
avoids the Debtor incurring any further legal fees to resolve the
litigation.  

YP asserted a first priority security interest in all of the
Debtor's accounts including accounts receivable.  The Debtor
disputed the security interest.  The Debtor's accounts receivable
have a book value of $314,471.94, the Joy From Within receivable if
fully collected has a value of $250,000, and the Debtor estimates
the remaining value of the YPM Receivable is $280,000.  These three
amounts total $844,471.94.

As more fully set forth in and subject to the terms of the Plan, YP
and the Debtor agreed to settle and resolve the litigation by
allowing YP's claim in the amount of $6,350,502.45, YP retaining
its liens, allocating 75% of the gross amount of the remaining YPM
Receivable to YP's secured claim (Debtor estimates this value at
$210,000), YP retaining a deficiency claim in the Class 4 general
unsecured claim pool, and agreeing to resolve the underlying
litigation with mutual releases.

The settlement satisfies the four-factor standard applicable in
this Circuit in In re Martin, 91 F.3d 389 (3d Cir. 1999) (the
probability of success in the underlying litigation, likely
collection difficulties, the complexity of the litigation as well
as the expense, inconvenience, and delay necessarily attending it,
and the paramount interest of the creditors).

A copy of the Amended Disclosure Statement is available at:

         http://bankrupt.com/misc/pawb16-21821-116.pdf

                      About KDA Group

Headquartered in Pittsburgh, Pennsylvania, KDA Group, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
16-21821) on May 12, 2016, estimating its assets at between
$100,000 and $500,000 and liabilities at between $10 million and
$50 million.  The petition was signed by Nicholas D. E. Barran,
authorized representative.

Judge Gregory L. Taddonio presides over the case.

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

The Troubled Company Reporter, on July 1, 2016, reported that 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 KDA Group, Inc.


LEARNING CARE: S&P Raises CCR to 'B+' on Improved Credit Ratios
---------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on Novi, Michigan-based Learning Care Group (US) No. 2 Inc. by one
notch to 'B+' from 'B'.  The rating outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's senior secured debt one notch to 'B+' from 'B'.  The
recovery rating remains unchanged at '3', indicating S&P's
expectation for meaningful recovery (50%-70%; rounded estimate:
60%) of principal in the event of a payment default.

"The upgrade reflects our view of Learning Care's ability to reduce
its adjusted leverage to below 4x by the fiscal year ending June
30, 2017, and our expectation that the risk of its leverage rising
above 5x is low over the next 12-18 months," said S&P Global
Ratings' credit analyst Kathryn Archibald.  S&P expects
mid-single-digit percentage EBITDA growth due to improved center
utilization and tuck-in acquisitions.  S&P also expects continued
healthy cash flow generation, which the company will use to fund
the tuck-in acquisitions and invest in refurbishing its existing
centers.  S&P's corporate credit rating is dependent on Learning
Care balancing its potential shareholder rewarding initiatives to
keep leverage below 5x.  S&P anticipates that the company's
financial policy will continue to focus on using excess cash flow
to invest in growth initiatives.

"The stable outlook reflects our expectation that Learning Care
will continue to generate mid-single-digit percentage revenue and
EBITDA growth, as well as healthy free operating cash flow that it
will use to continue to reinvest in the growth of the company,"
said Ms. Archibald.  "The outlook also reflects our expectation
that leverage will remain below 4x."

S&P could lower the corporate credit rating if it expects the
company's debt leverage to increase above 5x due to a shift in
unemployment trends or a change in its financial policy.  Any
shareholder-rewarding initiatives that increase leverage above 5x,
including a debt-financed divided, could also lead to a downgrade.


Although S&P views an upgrade as unlikely during the next 12-18
months, it could raise the corporate credit rating if the company
diversifies its business lines and or undertakes further
significant geographic diversification.


LEVITT HOMES: Plan Confirmation Hearing Set for August 29
---------------------------------------------------------
Judge Enrique S. Lamoutte Inclan the U.S. Bankruptcy Court for the
District of Puerto Rico approved the amended disclosure statement
referring to a chapter 11 plan filed by Levitt Homes Corporations
on Nov. 21, 2016.

Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on/or before 14 days prior to the date of
the hearing on confirmation of the Plan.

That any objection to confirmation of the plan shall be filed on/or
before 21 days prior to the date of the hearing on confirmation of
the Plan.

That a hearing for the consideration of confirmation of the Plan
and of such objections as may be made to the confirmation of the
Plan will be held on August 29, 2017, at 2:00 p.m. at Jose V.
Toledo Fed. Bldg. & U.S. Courthouse, Courtroom 2, 300 Recinto Sur
Street, Old San Juan, Puerto Rico.

Headquartered in San Juan, developer and builder Puerto Rico,
Levitt Homes Corporation filed for Chapter 11 bankruptcy
protection
(Bankr. D. P.R. Case No. 15-03368) on May 4, 2015, listing $4.5
million in total assets and $4.6 million in total liabilities.
The
petition was signed by Jose Manuel Rodriquez, CPA, vice-president.

Judge Enrique S. Lamoutte Inclan presides over the case.

Charles Alfred Cuprill, Esq., at Charles A Cuprill, PSC Law Office
serves as the Debtor's bankruptcy counsel.


LMCHH PCP: Sales Procedures for Miscellaneous Property Approved
---------------------------------------------------------------
Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern
District of Louisiana authorized the sales procedures of LMCHH PCP,
LLC and Louisiana Medical Center and Heart Hospital, LLC in
connection with the private sales of inventory and equipment
("Miscellaneous Property").

The sales are free and clear of liens, claims and encumbrances,
with such interests attaching to the proceeds.

These Miscellaneous Property Sales Procedures will apply if the
Miscellaneous Property the Debtors propose to sell is valued in the
aggregate at less than $150,000: the Debtors may sell such items of
Miscellaneous Property without prior notice or approval, except
prior notice shall be given no later 48 hours before a proposed
sale to counsel to the Official Committee of Unsecured Creditors
and counsel to MidCap Funding IV Trust, and will file with the
Court a quarterly report detailing the Miscellaneous Property sold,
to whom the Miscellaneous Property was sold, the date of such sale,
the amount such item was sold for and the relationship between the
purchaser of the Miscellaneous Property and the Debtors.

These Miscellaneous Property Sales Procedures will apply if the
Miscellaneous Property the Debtors propose to sell is valued in the
aggregate at greater than $150,000, includes Alleged Consignment
Goods, includes the sale of Miscellaneous Property in which third
parties may have an interest, or includes Third Party Equipment,
and to the sale of Miscellaneous Property to an Insider:

          a. The Debtors will serve the Miscellaneous Property Sale
Notice to all interested parties.

          b. The Miscellaneous Property Sale Objection Deadline is
4:00 p.m. (CST) on the day that is 5 calendar days from the date
the Miscellaneous Property Sale Notice is served.

          c. An Objection will be considered timely only if it is
served on all parties with a particularized interest in the
Miscellaneous Property on or before the Miscellaneous Property Sale
Objection Deadline.

          d. If no Objection is timely filed and served by the
Miscellaneous Property Sale Objection Deadline, the Debtors may
immediately sell the Miscellaneous Property listed in the
Miscellaneous Property Sale Notice and take any and all actions
reasonably necessary to close the sale of the Miscellaneous
Property and obtain the sale proceeds including, without
limitation, as provided in the Miscellaneous Property Sale Notice.


          e. If an Objection is timely filed by the Miscellaneous
Property Sale Objection Deadline, and cannot be settled by the
parties, the Miscellaneous Property that is the subject of the
Objection will not be sold without prior order of the Court,
provided, however, that any Miscellaneous Property set forth in the
Miscellaneous Property Sale Notice that is not the subject of an
Objection may be immediately sold in accordance with the foregoing
sentence.

          f. To the extent an Objection is timely filed by the
Miscellaneous Property Sale Objection Deadline, and cannot be
settled by the parties, or to the extent that the proposed
purchaser of the Miscellaneous Property requests a finding that the
sale satisfies Section 363(m) of the Bankruptcy Code, the Debtor
may seek a determination from the Court at a hearing before the
Court on 10 days' notice.

          g. Unless otherwise ordered by the Court, a reply to an
Objection may be filed with the Court and served on or before 12:00
p.m. (CST) on the day that is at least 2 business days before the
date of the applicable hearing.  The Miscellaneous Property Sale
Procedures satisfy Bankruptcy Rules 2002 and 6007.

The provision in Bankruptcy Rule 6004(g) staying an order
authorizing the use, sale, or lease of property until the
expiration of 10 days after entry of the order is waived in respect
of the sale of any Miscellaneous Property made in accordance with
the Order.

To the extent the Debtors are unable to sell individual items of
Miscellaneous Property, such items may be abandoned by the Debtors
pursuant to section 554 of the Bankruptcy Code and in accordance
with otherwise applicable law without further notice to the Court.

In the event the Debtors generate proceeds from the sale of
Miscellaneous Property ("Sale Proceeds"), the Debtors will deposit
the Sale Proceeds into the Sales Proceeds Account with such liens
attaching to the Sale Proceeds in their lawful rank and priority as
they existed on the Petition Date.

If the Debtors desire to use Sale Proceeds to support their
operations, they will first seek authority from the Court in a
separate motion and hearing that may be scheduled on an expedited
basis, no earlier than 5 business days after the filing of such
motion, with objections due no later than 36 hours before the
scheduled hearing.

The Order will be immediately effective and enforceable upon its
entry.

          About Louisiana Medical

LMCHH PCP LLC and Louisiana Medical Center and Heart Hospital, LLC
currently operate a state-of-the-art 213,000 square facility and
two medical office buildings.

Originally licensed for 58 beds in 2003, as a result of its
physical and strategic expansion in 2007, the Hospital is now a
full-service 132-bed acute care hospital with seven operating
rooms, three catheterization laboratories, and a 24-hour heart
attack intervention center dedicated to providing advanced medical
treatment and compassionate care to patients and families
throughout the North Shore area.

LMCHH PCP and LHH sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10201) on Jan.
30,
2017. The cases have been assigned to the Hon. Judge Laurie Selber
Silverstein.

LMCHH estimated assets in the range of $1 million to $10 million
and liabilities of up to $500 million.  LHH estimated assets in
the
range of $10 million to $50 million and liabilities of $100
million
to $500 million.

The Debtors have hired Young, Conaway, Stargatt & Taylor LLP as
local counsel, Alston & Bird LLP as legal counsel, and The Garden
City Group, Inc., as claims and noticing agent.


LUKE'S LOCKER: Rosen to Auction Surplus Assets
----------------------------------------------
Luke's Locker, Inc., 2L Austin, LLC, and The Quality Lifestyle I,
Ltd., ask the U.S. Bankruptcy Court for the Eastern District of
Texas to sell surplus assets by auction to be conducted by Rosen
Systems, Inc.

The Debtors operate retail stores throughout Texas, known as Luke's
Locker, that specialize in running and fitness apparel, footwear,
and other related goods, with a particular focus on providing
excellent customer service.  They also provide training programs
(running and walking) for their customers, and they help sponsor
and host numerous running and walking events throughout the year,
including everything from charitable 5Ks to free weekly social runs
from the stores.  Luke's Locker is a recognized leader in its
industry, having won numerous D Magazine Readers' Choice and Best
of Big D awards throughout the years.

Unfortunately, as is the case with the brick-and-mortar retail
business in general, Luke's Locker suffers from undercutting online
competition, though it nevertheless has a fiercely loyal customer
base.  Luke's Locker also undertook an aggressive expansion
campaign in recent years, opening numerous new stores.  This led to
the Debtors entering into various leases that, with the benefit of
hindsight, are more burdensome than the Debtors anticipated.

These problems and others combined to create a serious liquidity
crisis.  Luke's Locker turns over inventory quickly and with good
margins.  But without adequate liquidity, Luke's Locker has had a
harder and harder time acquiring inventory.  And as Luke's began to
fall behind with its principal vendors, those vendors began
demanding cash in advance, further exacerbating the liquidity
crisis.  In spite of these problems, however, Luke's Locker still
produced $34 million in revenue during the last fiscal year. So the
Debtors sought protection under chapter 11 in order to reorganize
their financial affairs and reemerge from bankruptcy free of the
burdens that led to their current predicament.

After the bankruptcy filing, the Debtors permanently closed their
Austin, Highland Village, Houston, Katy, and Woodlands stores and
ultimately rejected the store leases associated with those closed
locations.  The Debtors also closed their corporate office and will
be rejecting their central distribution warehouse lease at the end
of March 2017.  The Debtors currently intend to continue operating
only their Dallas, Fort Worth, Southlake, and Plano stores.

As a result of the closing of several store locations, the Debtors
now hold surplus store fixtures, mannequins, supplies, and
furniture and equipment, none of which are necessary to the
Debtors' future business operations ("Surplus Assets").  The
Surplus Assets are currently stored in the Debtors' central
distribution warehouse.

The Debtors recently met with Rosen to evaluate the Surplus Assets,
and based upon this meeting and Rosen's recommendations, the
Debtors believe that there is value in the Surplus Assets that
monetized through a sale for the benefit of the estate and all
creditors.  After reviewing their options, the Debtors have
determined that it is in the best interests of their bankruptcy
estates to engage Rosen to sell the Surplus Assets.

The Debtors ask authority to execute the Rosen's Seller
Agreement-Online Auction Secured Creditor.  Under the Rosen
Agreement, Rosen will advertise the online auction both online and
through print advertisement, prepare the assets for the online
auction, conduct the auction on their Web site, manage the online
bidding, and supervise the exchange with the buyers.  The Debtors
will grant Rosen access to their premises to allow Rosen to prepare
for the sale and to give the buyers sufficient time to remove their
purchases.  Rosen will conduct the auction and provide the other
services in exchange for a buyer's premium of 15%, plus
reimbursement of Rosen's actual expenses, which are estimated to be
approximately $4,500.

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

       http://bankrupt.com/misc/Lukes_locker_133_Sales.pdf

The Debtors' only secured creditor is Nike USA, Inc.  Nike has a
lien against all of the Debtors' assets to secure payment of a
promissory note in the principal amount of $2 million.  The Surplus
Assets constitute Nike's collateral, and the Surplus assets may
also be encumbered by liens of various taxing authorities.  The
Debtors propose that any such liens will attach to the proceeds of
the auction without any change in priority.  To the extent
necessary, the Debtors request that Rosens' expenses be charged
against the Surplus Assets under section 506(c) of the Bankruptcy
Code.

In addition, to the extent that Nike, the Debtor, and the various
taxing authorities are able to reach an agreement as to the
allocation and distribution of any proceeds from the sale of the
Surplus Assets, the Debtors ask authority to disburse the proceeds
to Nike and the various taxing authorities in accordance with any
allocation agreement reached between the parties.

To the extent necessary, the Debtors ask that the Court approve
Rosen's expenses, as otherwise provided for in Rosen Agreement, as
a surcharge against the Surplus Assets and their proceeds under
section 506(c) of the Bankruptcy Code, which specifically provides
for a surcharge against collateral for the costs of the disposition
of such collateral.

Selling the Surplus Assets will allow the Debtors to realize any
equity in such Surplus Assets and immediately pay down the secured
claims of its secured creditors, thereby reducing the amount of
claims against the Debtors.  Selling the Surplus Assets will allow
the Debtors to save costs associated with such Surplus Assets,
including maintenance, insurance, and other costs associated
therewith.  The Debtors intend to vacate their central distribution
warehouse by the end of March 2017 to prevent additional
administrative rent claims from accruing and will be unable to do
so unless the Surplus Assets are sold and removed from the facility
by the end of March 2017.  Accordingly, the Debtors ask the Court
to approve the relief sought.

Pursuant to Rule 6004(h) of the Bankruptcy Rules, the Debtors ask
that the Court waives the 14-day stay of any final order granting
the Motion and order that the final relief requested in the Motion
be immediately available upon the entry of an order approving the
Sale.

                About Luke's Locker Incorporated

Luke's Locker Incorporated, owner of Luke's Locker fitness and
running stores in Texas, and its affiliates sought Chapter 11
protection (Bankr. D. Tex. Lead Case No. 17-40126) on Jan. 24,
2017.  The petitions were signed by Matthew Lucas, president and
CEO.  The cases are assigned to Judge Brenda T. Rhoades.  

Melissa S. Hayward, Esq., at Franklin Hayward LLP, in Dallas,
serves as the Debtors' counsel.  Luke's Locker estimated $1
million
to $10 million in assets and liabilities.

No trustee or examiner has been appointed in the Debtors' cases.


MARBLES HOLDINGS: Taps Adelman & Gettleman as Legal Counsel
-----------------------------------------------------------
Marbles Holdings, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire Adelman & Gettleman,
Ltd. as legal counsel.

The firm will advise Marbles Holdings and its affiliates about
their duties under the Bankruptcy Code, negotiate with creditors,
assist in the sale of their assets, prepare a bankruptcy plan, and
provide other legal services related to their Chapter 11 cases.

The hourly rates charged by the firm are:

     Howard Adelman     $525
     Chad Gettleman     $525
     Henry Merens       $525
     Brad Berish        $465
     Mark Carter        $465
     Adam Silverman     $435
     Nathan Rugg        $435
     Steven Chaiken     $395
     Erich Buck         $395
     Associates         $325
     Paralegals         $125

Erich Buck, Esq., disclosed in a court filing that the members of
his firm do not represent any interest adverse to the Debtors or
their bankruptcy estates.

The firm can be reached through:

     Howard L. Adelman, Esq.
     Erich S. Buck, Esq.
     Alexander F. Brougham, Esq.
     53 West Jackson Blvd, Suite 1050
     Chicago, IL 60604
     Tel: (312) 435-1050
     Fax: (312) 435-1059

                     About Marbles Holdings

Marbles LLC is a privately-held company engaged in the development,
curating, wholesaling and retail sale of unique brain-stimulating
games, puzzles, software, and books.  Its principal place of
business and principal office are located at 1918 North Mendell
Street, Chicago, Illinois.

Marbles Holdings, LLC, along with Marbles LLC and Marbles Brain
Workshop, LLC, sought Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Lead Case No. 17-03309) on Feb. 3, 2017.  

Adelman & Gettleman LTD. serves as bankruptcy counsel, while Garden
City Group LLC acts as noticing, claims and solicitation agent.
The Debtors have also tapped Hilco IP Services LLC dba Hilco
Streambank to help monetize its intellectual property, and Gordon
Brothers Retail Partners, LLC in connection with the store closing
sales at its retail stores.

At the time of the filing, Marbles Holdings and Marbles LLC
estimated assets of $1 million to $10 million and liabilities of
$10 to $50 million.  Marbles Brain Workshop estimated assets of
less than $500,000 and liabilities of less than $50,000.

On February 13, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Pachulski Stang Ziehl &
Jones LLP and Freeborn & Peters LLP serve as lead counsel and local
counsel to the committee, respectively.  Berkeley Research Group,
LLC is the financial advisor.

No trustee or examiner has been appointed.


MARIE EGNASKO: Wu and Talercio Buying Apartment Interests for $1M
-----------------------------------------------------------------
Marie Egnasko asks the U.S. Bankruptcy Court for the Southern
District of New York to authorize the sale of her interest in the
apartment known as Apartment C705 ("Apartment") located at 264 East
Broadway, New York, New York, interests to Yue Wu and Mark Talercio
for $998,000.

Since 1963, Ms. Egnasko has resided in the Apartment.  Ms.
Egnasko's interest in the Apartment is derived through her
ownership of shares in Seward Park Housing Corporation ("Coop
Shares"), the legal owner of the Apartment, and a related
proprietary lease ("Lease").

Ms. Egnasko and her husband, Charlie, have faced a variety of
health-related expenses in the recent past, including that their
daughter-in-law became ill with brain cancer.  The Egnaskos decided
to borrower money to assist the family during these tough times.
On Dec. 22, 2006, the Egnaskos executed a promissory note in favor
of Eastern Savings Bank ("ESB") in the principal sum of $300,000
("Loan").

To secure the Loan, ESB required the Egnaskos to sign an agreement
granting ESB a security interest in the Coop Shares and her
interest in the Lease ("Apartment Interests").  Soon after entering
into the Loan, Ms. Egnasko's husband, Charlie, passed away.  This
event reduced the household income significantly.  As a result, Ms.
Egnasko experienced significant financial hardship, which
ultimately led to her filing of this bankruptcy case.

On May 17, 2016, Ms. Egnasko and ESB entered into a Stipulation,
which was So Ordered by the Court on Aug. 1, 2016.  The Stipulation
provided, among other things, that ESB would have a secured claim
in the amount of $531,057.

The Debtor determined in her judgment that it would be in the best
interest of the Debtor's estate to market and sell her Apartment
Interests.  The Debtor determined that the Bobbie Weiss Real Estate
("Broker") possesses the knowledge and skills necessary to procure
a purchaser for the Apartment Interests.  

Accordingly, on Dec. 19, 2016, the Debtor entered into an exclusive
Listing Agreement with the Broker.  The Listing Agreement provides,
among other things, that the Broker will list her Apartment
Interests for sale at a price of $1,050,000 and that the Broker's
commission will be 3% of the sale price.

Recent sales of comparative properties are averaging $975,000.  In
January 2017, the Broker began advertisement of the Apartment on
its Web site, www.BWRE.com, as well as several other prominent real
estate Websites such as www.trulia.com, www.zillow.com and
www.streeteasy.com.

The Broker has received one offer of $998,000 for the Apartment
Interests from the Purchasers.  The Broker and the Debtor believe
that the offer is likely to be the highest and best offer they
receive for the Apartment Interests.

The Purchasers currently live in the Debtor's Coop and are thus
familiar with the building and the Apartment and should be able to
close on the sale with less due diligence and more quickly than
other potential purchasers.

After discussions with the Broker and the Purchasers' counsel, the
Debtor has decided to sell her Apartment Interests pursuant to the
terms and conditions of a Contract of Sale by and between the
Debtor and the Purchasers.

The pertinent terms of the Purchase Agreement are:

          a. Purchased Assets will be 100% the Debtor's Interests
in the Apartment, including without limitation all shares in the
Coop and the proprietary lease associated therewith.

          b. Purchase Price: $998,000

          c. Deposit: $99,800 (paid in escrow)

          d. Terms: Free and clear of all liens, claims and
interests.

          e. Closing: May 4, 2017

On March 6, 2017, the Purchasers signed the Purchase Agreement
wired the Deposit to Debtor's counsel.

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

         http://bankrupt.com/misc/Marie_Egnasco_152_Sales.pdf

The Debtor has concluded in her business judgment that the value of
Debtor's assets will be maximized for the benefit of the estate if
they are sold pursuant to the Purchase Agreement.  The Debtor does
not believe a public auction of the Apartment Interests will yield
a higher or better offer.  Accordingly, the Debtor asks the Court
to authorize the sale of her Apartment Interests to Purchasers
pursuant to the terms and conditions of the Purchase Agreement and
granting the Debtor such other and further relief the Court deems
just and proper.

The Purchasers:

          Yue Wu and Mark Talercio
          266 East Broadway, Apt. B1007
          New York, NY 10002

The Purchasers are represented by:

          Megan Clinton, Esq.
          CLINTON & WALSH - VERNETTI PLLC
          928 Broadway, 10th Floor
          Suite 1000
          New York, NY 10010
          Telephone: (212) 485-0020
          Facsimile: (212) 485-0021
          E-mail- megan@cwv.com

Counsel for the Debtor:

          Schuyler G. Carroll
          PERKINS COIE LLP
          30 Rockefeller Plaza
          New York, NY 10112
          Telephone: (212) 262-6900
          Facsimile: (212) 977-1649
          E-mail: SCarroll@perkinscoie.com

Marie Egnasko filed a voluntary petition for relief under chapter 7
of the Bankruptcy Code on Oct. 5, 2012.  On Dec. 18, 2014, her
bankruptcy case was converted from one under chapter 7 to one under
chapter 11 of the Bankruptcy Code.


MARINA BIOTECH: Presents Clinical Data on Celecoxib FDC
-------------------------------------------------------
On March 4 and March 5, 2017, Dr. Vuong Trieu, the Chairman of the
Board of Directors of Marina Biotech, Inc., presented a poster on
the clinical development of Celecoxib-Lisinopril FDC (IT-102) and
Celecoxib-Olmesartan FDC (IT-103) against combined arthritis /
hypertension at the 7th International Conference on Fixed
Combination in the Treatment of Hypertension, Dyslipidemia and
Diabetes Mellitus in Cannes, France.  A copy of the presentation is
attached as Exhibit 99.1 to the Current Report on Form 8-K
available at: https://is.gd/gcOqGt.

                            About Marina Biotech

Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation.  The Company's goal is
to improve human health through the development, either through its
own efforts or those of its collaboration partners and licensees,
of these nucleic acid-based therapeutics as well as the delivery
technologies that together provide superior treatment options for
patients.  The Company has multiple proprietary technologies
integrated into a broad nucleic acid-based drug discovery platform,
with the capability to deliver novel nucleic acid-based
therapeutics via systemic, local and oral administration to target
a wide range of human diseases, based on the unique characteristics
of the cells and organs involved in each disease.

On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated.  As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its on
reduced salary.  As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.

Marina Biotech reported net income applicable to common
stockholders of $2.64 million for the year ended Dec. 31, 2015,
compared to a net loss applicable to common stockholders of $12.47
million for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Marina Biotech had $6.88 million in total
assets, $5.47 million in total liabilities and $1.40 million in
total stockholders' equity.

Wolf & Company, P.C., in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, has a significant accumulated
deficit and does not have sufficient capital to fund its
operations.  This raises substantial doubt about the Company's
ability to continue as a going concern.


MCCLATCHY CO: Incurs $34.1 Million Net Loss in 2016
---------------------------------------------------
The McClatchy Company filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$34.1 million on $977 million of advertising, audience and other
revenue for the year ended Dec. 25, 2016, compared to a net loss of
$300 million on $1 billion of advertising, audience and other
revenue for the year ended Dec. 27, 2015.

As of Dec. 25, 2016, The McClatchy Company had $1.8 billion in
total assets, $1.7 billion in total liabilities and $113.9 million
in total stockholder's equity.

In 2016, total revenues decreased 7.5% compared to 2015 primarily
due to the continued decline in demand for print advertising. The
largest impact on print advertising came from large retail
advertisers who began reducing preprinted insert advertising and
in-newspaper ROP advertising in 2015, which continued in 2016.
Other long-term factors contributing to the decline in print
advertising revenues is the desire of advertisers to reach online
customers, and the secular shift in advertising demand from print
to digital products.  As a result, the print advertising revenues
declines were partially offset by growth in digital advertising.

Total operating expenses decreased 26.7% in 2016 compared to 2015.
The decrease in 2016 was primarily due to lower impairment charges
incurred during 2016 compared to 2015.

The Company's cash and cash equivalents were $5.3 million as of
December 25, 2016, compared to $9.3 million of cash and cash
equivalents at December 27, 2015.  

They expect that most of their cash and cash equivalents, and their
cash generated from operations, for the foreseeable future will be
used to repay debt, pay income taxes, fund their capital
expenditures, invest in new revenue initiatives, digital
investments and enterprise-wide operating systems, make required
contributions to the Pension Plan, repurchase stock, and other
corporate uses as determined by management and their Board of
Directors.

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

                      https://is.gd/Qd1HzN

                       About The McClatchy Company

Sacramento, Cal.-based The McClatchy Company (NYSE: MNI) --
http://www.mcclatchy.com/-- is a media company that provides both
print and digital news and advertising services.  Its operations
include 30 daily newspapers, community newspapers,
websites, mobile news and advertising, niche publications, direct
marketing and direct mail services.  Its owned newspapers include,
among others, the (Fort Worth) Star-Telegram, The Sacramento Bee,
The Kansas City Star, the Miami Herald, The Charlotte Observer, and
The (Raleigh) News & Observer.  The Company holds interest in
digital assets which include CareerBuilder, LLC, Classified
Ventures, LLC, HomeFinder, LLC, and Wanderful Media.

McClatchy reported a net loss of $300 million on $1.05 billion of
net revenues for the year ended Dec. 27, 2015, compared to net
income of $374 million on $1.14 billion of net revenues for the
year ended Dec. 28, 2014.

As of Sept. 25, 2016, McClathcy Co had $1.83 billion in total
assets, $1.68 billion in total liabilities and $155.5 million in
stockholders' equity.

                           *     *     *

McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service.  In May 2011, Moody's changed the rating outlook
from stable to positive following the company's announcement that
it closed on the sale of land in Miami for $236 million.  The
outlook change reflects Moody's expectation that McClatchy will
utilize the net proceeds to reduce debt, including its underfunded
pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.

As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive.  The outlook
revision to stable reflects S&P's expectation that the timeframe
for a potential upgrade lies beyond the next 12 months, and could
also depend on the company realizing value from its digital
minority interests.


MEMORIAL PRODUCTION: Cancels Registration of Unsold Securities
--------------------------------------------------------------
Memorial Production Partners LP deregisters all of the
Partnership's common units representing limited partner interests
remaining unissued under the following Registration Statement on
Form S-3 and Form S-8 filed by the Partnership with the U.S.
Securities and Exchange Commission:

   * Registration Statement on Form S-3 (No. 333-199312),
     pertaining to the registration of an aggregate amount of
     Units representing a maximum offering price of $250,000,000,
     filed on Oct. 14, 2014;

   * Registration Statement on Form S-3 (No. 333-189449),
     pertaining to the registration of 12,442,206 Units, filed on
     June 19, 2013;

   * Registration Statement on Form S-3 (No. 333-187055),
     pertaining to the registration of an amount of common units,
     preferred units, debt securities and guarantees of debt
     securities with an aggregate offering price of $750,000,000,
     filed with the Commission on March 5, 2013;

   * Registration Statement on Form S-3 (No. 333-198560),
     pertaining to the registration of an unspecified amount of
     common units, preferred units, debt securities and guarantees

     of debt securities, filed with the Commission on Sept. 3,
     2014 and amended by Post-Effective Amendment No. 1, filed on
     Oct. 24, 2014; and

   * Registration Statement on Form S-8 (No. 333-178493),
     pertaining to the registration of an aggregate of 2,142,221   

     Units, issuable under the Memorial Production Partners GP LLC

     Long-Term Incentive Plan, filed with the Commission on
     Dec. 14, 2011.

As previously disclosed, on Jan. 16, 2017, the Partnership, and
certain of its subsidiaries, filed voluntary petitions for relief
under chapter 11 of title 11 of the United States Code in the
United States Bankruptcy Court for the Southern District of Texas,
Houston Division.

In anticipation of the approval and effectiveness pursuant to an
order of the Bankruptcy Court of the Partnership's Chapter 11 plan
of reorganization, the offering pursuant to the Registration
Statement has been terminated.  In accordance with the undertaking
made by the Partnership in the Registration Statement to remove
from registration, by means of a post-effective amendment, any of
the securities that remain unsold at the termination of the
offering, the Partnership hereby removes from registration all
Units registered under the Registration Statement but not sold
under the Registration Statement.

               About Memorial Production Partners LP

Memorial Production Partners LP -- http://www.memorialpp.com/-- is
a publicly traded partnership engaged in the acquisition,
production and development of oil and natural gas properties in the
United States.  MEMP's properties consist of mature, legacy oil and
natural gas fields.  MEMP is headquartered in Houston, Texas.

Memorial Production Partners LP, Memorial Production Finance
Corporation and their debtor-affiliates filed a Chapter 11 petition
(Bankr. S.D. Tex. Lead Case No. 17-30262) on Jan. 16, 2017.  The
cases are assigned before the Hon. Marvin Isgur.

The Debtors are represented by Alfredo R. Perez, Esq., at Weil,
Gotshal & Manges LLP, in Houston, Texas; and Gary T. Holtzer, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, New
York.  The Debtors' financial advisor is Perella Weinberg Partners
LP.  The Debtors' Restructuring Advisor is Alixpartners, LLP.  The
Debtors' claims, noticing, and solicitation agent is Rust
Consulting/Omni Bankruptcy.

At the time of filing, the Debtors had estimated assets of $1
billion to $10 billion and estimated debts of $1 billion to $10
billion.


MESOBLAST LIMITED: FDA Grants Fast Track Designation for MSC-100-IV
-------------------------------------------------------------------
Mesoblast Limited announced that the United States Food and Drug
Administration (FDA) has granted a Fast Track designation for the
use of its cell therapy, MSC-100-IV, to achieve improved overall
response rate in children with steroid refractory acute Graft
Versus Host Disease (aGVHD).  

Fast Track designation has the potential to shorten the time to FDA
approval of MSC-100-IV for this indication through priority review
(shortened FDA review process from 10 to 6 months) and a
streamlined rolling review process (completed sections of the
Biologics License Application, BLA, can be submitted for FDA review
as they become available, instead of waiting for all to be
completed).  The product candidate's existing Orphan Indication
designation may additionally lead to potential commercial benefits
following FDA approval.

Mesoblast's application for Fast Track status was supported by the
clinical data in 241 pediatric patients with steroid refractory
aGVHD who were treated on a single expanded access protocol (EAP)
with MSC-100-IV.  Overall response rate at Day 28 in this group was
65%, and day 100 survival was significantly improved in children
who achieved an overall response at day 28 (82% vs. 39%, log rank
p-value


METROPOLITAN INDUSTRIAL: Unsecureds to Recoup 1.08% Under Plan
--------------------------------------------------------------
Metropolitan Industrial Food Services, Inc., filed with the U.S.
Bankruptcy Court for the District of Puerto Rico a disclosure
statement dated Feb. 27, 2017, referring to the Debtor's plan of
reorganization.

The Plan provides for payment of approximately 1.08% to allowed
unsecured claims, through 60 equal monthly payments commencing on
the Effective Date.  The Plan also provides for $25,000 for
distribution to holders of Class 5 General Unsecured Claims --
estimated to be $2,313,944 -- through 60 equal monthly payments on
a pro-rata basis.  This class is impaired under the Plan.

The Plan is to be funded with the available funds originating from
the Debtor's operations.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/prb15-08302-123.pdf

                  About Metropolitan Industrial

Headquartered in San Juan, Puerto Rico, Metropolitan Industrial
Food Services, Inc., is a domestic corporation organized and
authorized to do business under the laws of the Commonwealth of
Puerto Rico since Jan. 26, 1970.  The Debtor provides food service
available in the market.  Since 2011, the Debtor corporation has
been led by Josue Navarro, President & CEO, responsible for
strategic vision, development and implementation, allocation of
resources, and customer relations.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
D.P.R. Case No. 15-08302) on Oct. 23, 2015, listing $2.09 million
in total assets and $4.62 million in total liabilities.  The
petition was signed by Josue V. Navarro, president.

Judge Edward A Godoy presides over the case.

Alexis Fuentes Hernandez, Esq., at Alexis Fuentes-Hernandez serves
as the Debtor's bankruptcy counsel.


MILLAR WESTERN: S&P Lowers CCR to 'CC' on Distressed Exchange
-------------------------------------------------------------
S&P Global Ratings said it lowered its long-term corporate credit
rating (CCR) on Edmonton, Alta.-based Millar Western Forest
Products Ltd. four notches to 'CC' from 'B-'.

At the same time, S&P lowered its issue-level rating on the
company's senior unsecured notes to 'CC' from 'B-'.  S&P also
revised its recovery rating on the notes to '3' from '4',
indicating S&P's expectation of meaningful (50%-70%; rounded
estimate 55%) recovery in default, and we believe consistent with
the proposed exchange offer.

Finally, S&P Global Ratings placed all the ratings on CreditWatch
with negative implications.

Millar Western has announced a proposed exchange offering, which
S&P views as a distressed exchange, if completed.  In the proposed
exchange, the company's 8.5% senior unsecured notes due 2021 would
be exchanged partially for 9.0% new senior secured notes due 2022.

"The downgrade and CreditWatch placement reflect our view of the
proposed exchange offering as a distressed exchange," said S&P
Global Ratings credit analyst Alessio Di Francesco.

Millar Western has announced a proposed exchange offering in which
the company's existing 8.5% senior unsecured notes due 2021 (US$210
million of principal outstanding) will be exchanged for 9.0% senior
secured notes in an aggregate principal amount equal to 50% of the
principal amount of the existing notes plus new secured notes equal
to an additional 5% of the principal amount of the current notes
held by noteholders on or before March 31, 2017. S&P expects the
exchange transaction will be completed by
April 28, 2017.

S&P views the tender for the 2021 notes as stressed because
participating noteholders will receive less than the original
amount promised.

The CreditWatch placement reflects S&P's expectation that it will
lower the CCR to 'SD' (selective default) and the senior unsecured
notes rating to 'D' (default) when the proposed transaction is
complete, which S&P believes will occur by the end of April 2017.
Subsequently, S&P plans to reassess the company's prospective
credit profile, and assign a long-term CCR and outlook that would
reflect S&P's assessment of Millar Western's liquidity, as well as
the company's financial risk profile, based on the revised capital
structure.


MOULTON PROPERTIES: Hearing on Disclosures Approval Set for April 7
-------------------------------------------------------------------
The Hon. Jerry C. Oldshue Jr. of the U.S. Bankruptcy Court for the
Northern District of Florida will hold on April 7, 2017, at 9:30
a.m., Central Time., a hearing to consider the approval of Moulton
Properties Holdings, LLC's disclosure statement referring to the
Debtor's plan of reorganization.

Objections to the Disclosure Statement must be filed by March 31,
2017.

By March 8, 2017, the debtor−in−possession or proponent of the
Plan will transmit the Disclosure Statement and Plan to any
trustee, each committee appointed, the Securities and Exchange
Commission and any party-in-interest who has requested or requests
in writing a copy of the Disclosure Statement and Plan.

As reported by the Troubled Company Reporter on March 6, 2017, the
Debtor filed the Plan which proposes that unsecured creditors
receive full payment of their claims.  The Plan proposes to pay in
full the Debtor's trade creditors, which hold Class 11 general
unsecured claims.  These creditors assert a total of $13,042 in
claims.

                 About Moulton Properties Holdings

Moulton Properties Holdings, LLC, is a Florida-based limited
liability company organized in 2014 that manages and develops real
property.  The Debtor is 100% owned by Moulton Properties Inc.,
which is owned by 40% by James Moulton, 40% by Robert Moulton, and
20% by Strategica Capital Associates, Inc.  James Moulton passed
away in August 2016.  Mr. Moulton's surviving daughter Mary Moulton
is the authorized corporate representative of Moulton Properties
Inc.

The Debtor filed a Chapter 11 petition (Bankr. N.D. Fla. Case No.
15-31131) on Nov. 16, 2015.  The petition was signed by Mary E.
Moulton, manager.  The Debtor estimated assets and liabilities at
$1 million to $10 million at the time of the filing.

Steven L. Beiley, Esq., and Samuel J. Capuano, Esq., at Aaronson
Schantz Beiley P.A. serve as the Debtor's bankruptcy counsel.

The Debtor filed its initial Chapter 11 plan of reorganization on
Sept. 6, 2016, and an amended Plan on Feb. 23, 2017.


MPM HOLDINGS: Net Loss Widens to $163 Million in 2016
-----------------------------------------------------
MPM Holdings Inc. (OTCQX: MPMQ) announced results for the fourth
quarter and year ended December 31, 2016.

The Company posted a Net loss of $118 million for the fourth
quarter of 2016 from a net loss of $37 million for the same period
in 2015.  It posted a Net loss of $163 million for 2016 from a net
loss of $83 million for 2015.

The Company said Net sales for the three months ended December 31,
2016 were $544 million, a decrease of 1% compared with $549 million
in the prior-year period. The decrease in net sales reflected lower
volumes of siloxane derivative products partially offset by
improved product mix in specialty and value added products and
higher quartz business sales.

Net sales for the twelve months ended December 31, 2016 were $2.23
billion, a decrease of 2% compared with $2.29 billion in the
prior-year period. The decrease in net sales reflected lower
volumes in line with the Company’s intentional efforts to reduce
underperforming siloxane derivative products and increase sales in
higher margin specialty portions of our portfolio.

At December 31, 2016, Momentive had net debt, which is total debt
less cash and cash equivalents, of approximately $1.0 billion. In
addition, at December 31, 2016, Momentive had approximately $439
million in liquidity, including $224 million of unrestricted cash
and cash equivalents and $215 million of availability under its
senior secured asset-based revolving loan facility. Momentive
expects to have adequate liquidity to fund its operations for the
foreseeable future from cash on its balance sheet, cash flows
provided by operating activities and amounts available for
borrowings under the ABL Facility.

Momentive said its global restructuring programs and siloxane
production transformation are expected to generate $45 million in
annual savings. Through December 31, 2016, Momentive achieved $29
million of savings under this program. The Company expects to
complete the global restructuring program and deliver approximately
$16 million of savings in 2017. Momentive has accrued approximately
$17 million of related restructuring expenses, of which
approximately $13 million has been incurred to date.

"We are pleased to report strong fourth quarter and fiscal year
2016 results reflecting ongoing progress on our transformation
initiatives," said Jack Boss, Chief Executive Officer and
President.  "In 2016, our results reflected meaningful product mix
improvement. While overall volume was lower due to intentional
declines in our basics business, specialty volume was up 5 percent
year-over-year, as we achieved gains in key portions of the
specialty silicones portfolio driving EBITDA margin accretion."

Mr. Boss added: "In the fourth quarter, we ceased siloxane
production at our Leverkusen, Germany facility and have commenced
sourcing related intermediates under long-term third-party
contracts and from other Momentive global sites. We view this as an
important first step in transforming Momentive’s global siloxane
footprint and expect this initiative will provide $10 million of
run-rate savings. We are also accelerating investments in our
differentiated technologies and are on track to complete our
flagship $30 million NXT* capacity expansion at Leverkusen later
this year. This investment, along with the recent acquisition of
the operating assets of Sea Lion Technology, reinforces our
strategy to expand our NXT silane availability to serve our global
customers. We enter 2017 with solid momentum and strong potential
stemming from our growth initiatives, investments in operational
reliability and our global restructuring program."

At Dec. 31, 2016, the Company had total assets of $2.606 billion
against total liabilities of $2.124 billion and total equity of
$482 million.

A full-text copy of the Company's earnings release is available at
https://is.gd/DzCCCE

                   About Momentive Performance

Momentive is a producer of silicones and silicone derivatives.
Momentive has a 70-year history, with its origins as the Advanced
Materials business of General Electric Company.  In 2006,
investment funds affiliated with Apollo Global Management, LLC,
acquired the company from GE.

Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.

As of Dec. 31, 2013, the Debtors had $4.11 billion of outstanding
indebtedness, including payments due within the next 12 months and
short-term borrowings.  The Debtors said that the restructuring
will eliminate $3 billion in debt.

The Debtors tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC served as notice and claims agent.

The Official Committee of Unsecured Creditors tapped Klee, Tuchin,
Bogdanoff & Stern LLP as its counsel; FTI Consulting, Inc.,
as its financial advisor; and Rust Consulting Omni Bankruptcy
serves as its information agent.

Wilmington Trust, National Association, the Trustee for the
Momentive Performance Materials Inc. 10% Senior Secured Notes due
2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25,
2012, by and between Momentive Performance, and The Bank of New
York Mellon Trust Company, National Association, was represented
by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and Stephen
Moeller-Sally, Esq., at Ropes & Gray LLP.

U.S. Bank National Association -- as successor Indenture Trustee
under the indenture dated as of Dec. 4, 2006, among Momentive
Performance, the Guarantors named in the Indenture, and Wells
Fargo Bank, N.A. as initial trustee, governing the 11.5% Senior
Subordinated Notes due 2016 -- was represented in the case by
Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L.
Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and
Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan,
LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at
Maslon Edelman Borman & Brand, LLP.

BOKF, NA -- as successor First Lien Trustee to The Bank of New
York Mellon Trust Company, N.A., as trustee under an indenture
dated as of Oct. 25, 2012, for the 8.875% First-Priority Senior
Secured Notes due 2020 issued by Momentive Performance and
guaranteed by certain of the debtors -- was represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A.
Espana, Esq., at Dechert LLP.

Counsel to Apollo Global Management, LLC and certain of its
affiliated funds were Ira S. Dizengoff, Esq., Philip C. Dublin,
Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L.
Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP.

Attorneys for Ad Hoc Committee of Second Lien Noteholders were
Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A.
Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP.

The Court entered an order confirming the Plan on Sept. 11, 2014.

The Debtors' Chapter 11 plan of reorganization became effective as
of Oct. 24, 2014.

MPM Holdings Inc. trades under the symbol OTCQX: MPMQ.

                           *     *     *

Momentive continues to carry Moody's Investors Service's "Caa1"
and
S&P's "B" corporate ratings.  In late January 2016, Moody's
downgraded Momentive Performance's corporate family rating (CFR)
to
Caa1 from B3.


MULTIMEDIA PLATFORMS: Court Extends Plan Filing Through April 22
----------------------------------------------------------------
Judge Raymond Ray has extended Multimedia Platforms Worldwide,
Inc., et al.'s exclusive plan filing period through April 22, 2017,
and their corresponding exclusive plan solicitation period through
June 1, 2017.

As previously reported by The Troubled Company Reporter, the
Debtors related that they are seeking approval of a comprehensive
settlement agreement with White Winston Select Asset Funds, LLC,
that provides for, among other things, the resolution of a Trustee
Motion, a Contempt Motion, and a Motion seeking the termination of
the automatic stay. The Debtors further related that the proposed
settlement agreement also provides for them and White Winston to
continue negotiating for a period of 30 days on potential carve
outs for unsecured creditors and professionals in
connection with a plan of reorganization, failing which the Debtors
will pursue a sale of substantially all of their assets.

         About Multimedia Platforms Worldwide, Inc.

Multimedia Platforms, Inc. (OTCQB: MMPW) is a publicly traded
multiplatform publishing and technology company that creates,
curates, aggregates and distributes compelling, advertiser-friendly
content to the LGBT community.  MPI was created following the
merger between Sports Media Entertainment Corp., a Nevada
corporation, and Multimedia Platforms, LLC, a Florida limited
liability company, on Jan. 29, 2015.

MPI currently produces 5 iconic print brands: Florida Agenda,
Frontiers Media, WiRld City Guides, Next (New York), and Next
(South Florida).  The MPI brands currently represent 7.5 million
readers and 4+ million online visitors annually, and represents
three of America's most populous LGBT markets: California, New York
and Florida.

Multimedia Platforms Worldwide, Inc., Multimedia Platforms, Inc.
and New Frontiers Media Holdings, LLC, filed for Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 16-23603) on Oct. 4,
2016.  The petitions were signed by Bobby Blair, CEO.  The cases
are assigned to the Judge Raymond B. Ray.  At the time of filing,
MPW estimated assets at $0 to $50,000 and liabilities at $1 million
to $10 million.

The Debtors are represented by Michael D. Seese, at Seese, P.A.  

An Official Committee of Unsecured Creditors has not yet been
appointed in the Chapter 11 case.


MUNCIE INDIANA: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on March 9 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Muncie Indiana Properties,
LLC.

Headquartered in Muncie, Indiana, Muncie Indiana Properties, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case
No. 17-00567) on Feb. 3, 2017, estimating its assets and
liabilities at between $500,001 and $1 million.  Eric C. Redman,
Esq., at Redman Ludwig PC serves as the Debtor's bankruptcy
counsel.


NAVEX ACQUISITION: S&P Cuts Rating on 1st Lien Facilities to 'B-'
-----------------------------------------------------------------
S&P Global Ratings lowered its issue-level rating on Portland,
Ore.-based corporate ethics and compliance software provider NAVEX
Acquisition LLC's senior secured first-lien credit facilities to
'B-' from 'B'.  S&P also revised its recovery rating on the
first-lien facilities to '3' from '2'.  The '3' recovery rating
indicates S&P's expectation of meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of a payment default.  The
rating action follows the company's announced repricing on its
existing debt and subsequent leverage-neutral, refinancing
transaction.  This transaction will keep NAVEX's total funded debt
at approximately $365 million, and consequently, S&P's view of
adjusted leverage in the low-10x area, remains unaffected.  The
company will increase its first-lien term loan by $50 million and
simultaneously use the proceeds to pay down $50 million of
second-lien term loan.

S&P's 'B-' corporate credit rating and stable rating outlook on
NAVEX remain unchanged.  The stable outlook reflects S&P's
expectation for continued growth in the ethics and compliance
software market and a stable recurring revenue base, which will
enable NAVEX Acquisition LLC to generate free cash flow and
modestly reduce leverage over the next 12 months.

                         RECOVERY ANALYSIS

S&P's simulated default scenario assumes a default in 2017 due to
major contract losses, significantly lower renewal rates resulting
from systems and technology failures, and clients' greater reliance
on in-house programs.  These events ultimately would lead to lower
revenue, cash flow, and liquidity for the company.

   -- Emergence EBITDA: about $35 mil.
   -- Multiple: 6x.
   -- Net recovery value for waterfall after administrative
      expenses: approximately $200 mil.
   -- Obligor/non obligor valuation split: 100%/0%.
   -- Estimated first lien claim: approximately $300 mil.
   -- Value available for first lien claim: approximately
      $200 mil.
      -- Recovery expectations: meaningful (50%-70%; rounded
      estimate: 65%).
   -- Estimated second lien claim: approximately $85 mil.
   -- Value available for second lien claim: $0.
      -- Recovery expectations: Negligible (0% to 10%; rounded
      estimate: 0%).

RATINGS LIST

NAVEX Acquisition LLC
Corporate credit rating                     B-/Stable/--

Rating Lowered
                                             To        From
NAVEX Acquisition LLC
Snr secured first-lien credit facility      B-        B
   Recovery rating                           3 (65%)   2


NET ELEMENT: Exchange Pact Outside Date Extended Until Aug. 31
--------------------------------------------------------------
Net Element, Inc. entered into an amendment to the Master Exchange
Agreement dated as of May 2, 2016, with Crede CG III, Ltd., an
exempted company incorporated under the laws of Bermuda on March 3,
2017.  The Amendment extended the Outside Date (as defined in the
Agreement) from Dec. 31, 2016, to Aug. 31, 2017, which extends the
time prior to which the Company has the right, pursuant to the
Agreement, to request Crede, and Crede agreed upon each such
request, to exchange the promissory notes that are subject to the
Agreement for shares of the Company's common stock on the terms and
conditions set forth in the Agreement (as previously disclosed in
the Company's Current Report on Form 8-K filed with the Securities
and Exchange Commission on May 3, 2016).

                      About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $13.3 million on $40.2 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $10.2 million on $21.4 million of total revenues for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Net Element had $23.39 million in total
assets, $16.82 million in total liabilities and $6.56 million in
total stockholders' equity.

Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has sustained
recurring losses from operations and has working capital and
accumulated deficits that raise substantial doubt about its ability
to continue as a going concern.


NEW RIVER HOSPITALITY: Taps Susan D. Lasky as Legal Counsel
-----------------------------------------------------------
New River Hospitality Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to hire Susan D. Lasky, PA to give legal advice
regarding its duties under the Bankruptcy Code, negotiate with
creditors in the preparation of a bankruptcy plan, and provide
other legal services.

Susan Lasky, Esq., disclosed in a court filing that her firm does
not represent any interest adverse to the Debtor or its bankruptcy
estate.

The firm can be reached through:

     Susan D. Lasky, Esq.
     Susan D. Lasky, PA
     915 Middle River Dr Suite 420
     Fort Lauderdale, Fl 33304
     Phone: 954-400-7474
     Fax: 954-206-0628
     Email: Sue@SueLasky.com

              About New River Hospitality Holdings

New River Hospitality Holdings, LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-11037) on
January 27, 2017.  The petition was signed by John R. Wilcox,
managing member.  At the time of the filing, the Debtor estimated
assets of less than $50,000 and liabilities of less than $1
million.


NORTHEAST ENERGY: U.S. Trustee Forms 3-Member Committee
-------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on March 9
appointed three creditors of Northeast Energy Management, Inc., to
serve on the official committee of unsecured creditors.

The committee members are:

     (1) Quail Tools, L.P.
         P.O. Box 10739, New Iberia, LA 70562
         Attn: Justin Whitley
         Tel: (281) 406-2592
         Fax: (281) 406-2593
         E-mail: justinwhitley@parkerdrilling.com

     (2) Petro Choice, Inc.
         Attn: Thomas Condran
         P.O. Box 5066
         Avoca, PA 18641
         Tel: (570) 589-0138
         Fax: (570) 451-0700
         E-mail: tcondran@petrochoice.com

     (3) Amerisafe Consulting and Safety Services
         Attn: Mark Pytka
         3990 Enterprise Ct.
         Aurora, IL 60504
         Tel: (630) 862-2600
         E-mail: mpytka@Luse.com

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

             About Northeast Energy Management

Northeast Energy Management, Inc., based in Indiana, PA, filed a
Chapter 11 petition (Bankr. W.D. Pa. Case No. 17-70032) on Jan. 16,
2017.  The Hon. Jeffery A. Deller presides over the case.  Michael
J. Henny, Esq., at the Law Office of Michael J. Henny, to serve as
bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Paul G.
Ruddy, secretary.


ODYSSEY CONTRACTING: Discloses More Info on Pending Lawsuits
------------------------------------------------------------
Odyssey Contracting Corp. filed with the U.S. Bankruptcy Court for
the Western District of Pennsylvania an amended disclosure
statement accompanying the plan of reorganization dated Dec. 29,
2016.

In the amended disclosure statement, the Debtor disclosed that its
bank accounts had current balances of approximately $45,000.  In
the previously filed disclosure statement, the Debtor disclosed its
bank accounts had current balances of approximately $70,000.

The Debtor also disclosed additional information regarding the
status of its ongoing litigation.  The Debtor said a trial is
scheduled for August 2017 in its case against L&L Painting Co.,
Inc., and Federal Insurance Company.  Damages sought in the case is
$14,000,000, a full recovery of which, according to the latest
amended disclosure statement, would fully fund the Debtor's Plan.

Unsecured Class 12 includes the claims of the general unsecured
creditors, which assert claims in the approximate aggregate amount
of $2.75 million.  The Debtor disputes some of the claims asserted
by the claimants in this class and will object.

The Debtor will continue to address its postpetition obligations
via the ongoing operation of its business and will address the
prepetition claims in the Chapter 11 case via a Plan of
Reorganization to be funded primarily from anticipated recoveries
in litigation, which is pending in regard to the monies owed to
Debtor for work performed which has not been paid.  The Debtor is
seeking damages in an approximate aggregate amount in excess of
$28,000,000 in the pending litigation.

If the Debtor were to be unsuccessful in its litigation, a
liquidation of the Debtor's other assets would result in payment to
the secured creditor, i.e. PNC Bank, only and even PNC would
receive only a fraction of their claim amount.

The Debtor holds a 50% interest in a joint venture known as
Odyssey-Geronimo JV which interest is of an unknown value but which
is believed to be nominal.  The joint venture, however, is the
actual plaintiff in one of the pieces of litigation being pursued
and thus Debtor's interest in the joint venture may well produce
significant monies to fund the Debtor's Plan of Reorganization if
the joint venture is successful in the litigation (which Debtor
expects).

The Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/pawb15-22330-185.pdf

As reported by the Troubled Company Reporter on Jan. 6, 2017, the
Debtor filed with the Court a plan of reorganization and
accompanying disclosure statement dated Dec. 29, 2016, stating that
ongoing business operations would not be the primary source of
funding for the Debtor's Plan.  Rather, the primary source of
funding for the Debtor's Plan is the litigation in which the Debtor
is seeking damages in the approximate aggregate amount
$28,000,000.

                    About Odyssey Contracting

Odyssey Contracting Corp., based in Houston, Pennsylvania, filed a
Chapter 11 petition (Bankr. W.D. Pa. Case No. 15-22330) on June 29,
2015.  The petition was signed by Stavros Semanderes, president.
Hon. Carlota M. Bohm presides over the case.  Robert O. Lampl,
Esq., at Robert O. Lampl, Attorney at Law, serves as the Debtor's
counsel.  

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.

On Dec. 29, 2016, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


ON-CALL STAFFING: PCO Appointment Not Necessary, Court Says
-----------------------------------------------------------
Judge Jason D. Woodard of the U.S. Bankruptcy Court for the
Northern District of Mississippi entered an Order waiving the
appointment of a Patient Care Ombudsman for On-Call Staffing, Inc.

The Order was made pursuant to the Debtor's Motion for
Determination that the Appointment of Patient Care Ombudsman is
Unnecessary.

As previously reported by The Troubled Company Reporter, the Debtor
asserted that the appointment of a PCO in its Chapter 11 case is
unnecessary because:

   (a) most of the patients are of such a physical and/or mental
condition that they are able to protect their rights or otherwise
act for themselves in most respects;

   (b) the patients are being cared for in their homes and other
family members are present;

   (c) that the proceedings are entered into for the purpose of
restructuring and recapitalizing the Debtor and dealing with
litigation concerning employee compensation and not due to patient
care issues the interests of the Debtor and its patients remain
aligned and its interests in high levels of patient care remain
unaffected;

   (d) in cases where the Debtor cannot provide nurses to
Functional, the latter will go somewhere else to get its nurses
and
the patients will not be affected;

   (e) the Debtor devotes substantial attention to ensure that the
appropriate care and management of its patients is provided at all
times; and

   (f) the regulatory and internal oversight and protections
already provide all the services that would be provided by an
ombudsman, therefore there is no need for duplicating these
services.

The Court further ordered that, should the Debtor experience any
negative trend that precipitates the appointment of a Patient Care
Ombudsman at a later time, the Court, upon a motion from the United
states Trustee or a party in interest, will consider and determine
if the appointment of a patient care ombudsman should be made at
the time.

               About On-Call Staffing

On-Call Staffing, Inc., filed a Chapter 11 petition (Bankr. N.D.
Miss. Case No. 16-13823) on Oct. 28, 2016.  The Debtor is
represented by J. Walter Newman, IV, Esq., at Newman & Newman.  At
the time of the filing, the Debtor estimated assets at $100,001 to
$500,000 and liabilities at $500,001 to $1 million.


OYSTER BAY: S&P Affirms 'BB+' Rating on GO Bonds; Outlook Positive
------------------------------------------------------------------
S&P Global Ratings has revised the outlook on Oyster Bay, N.Y.'s
general obligation (GO) bonds to positive from negative.  S&P also
affirmed its 'BB+' long-term rating on the bonds.

"The outlook revision reflects the steps the town has taken to
restore structural balance and begin replenishing its accumulated
negative reserve balance," said S&P Global Ratings credit analyst
Victor Medeiros.  For the fiscal 2017 budget year, the town adopted
a budget that included an 11.5% property tax levy increase that is
anticipated to generate $24 million in new revenues.  In addition,
it recently settled labor union contracts that would roll back
labor costs by 2% in 2017 and 2018, although they would then be
restored in 2019 and raised 1.9% annually in 2020 and 2021.

"We believe these actions, coupled with realistic budgetary
assumptions, are sufficient to stabilize fiscal operations in 2017,
and over the next two years, could improve budgetary performance,
budgetary flexibility, and liquidity factors to levels commensurate
with an investment-grade rating," said
Mr. Medeiros.

Oyster Bay, with an estimated population of 295,714, is in Nassau
County in the New York-Newark-Jersey City metropolitan area.

"We believe the town continues to face budgetary pressures as fixed
costs escalate and liquidity remains weak, leaving it vulnerable to
financial deterioration, particularly if the business, financial,
or economic environment worsens," added Mr. Medeiros.  However,
stronger revenue and assumption practices, coupled with a roll-back
of union salary costs, savings from attrition and retirement, and a
substantial tax levy increase, are positive steps in the town's
financial management and its ability to achieve structural balance
and begin restoring reserves.  Over time, a track record of
stronger budgetary performance through stronger financial
management practices and policies could likely improve the town's
overall credit quality and rating.



PALMETTO'S SMOKE: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The Office of the U.S. Trustee on March 9 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Palmetto's Smoke House and
Oyster Bar, LLC.

Headquartered in Clemson, South Carolina, Palmetto's Smoke House
and Oyster Bar, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. D.S.C. Case No. 17-00649) on Feb. 9, 2017, estimating its
assets at up to $50,000 and its liabilities at between $500,001 and
$1 million.  Robert H. Cooper, Esq., at The Cooper Law Firm serves
as the Debtor's bankruptcy counsel.


PEABODY ENERGY: Bankruptcy Plan Supplement Filed
------------------------------------------------
Peabody Energy Corporation filed with the United States Bankruptcy
Court for the Eastern District of Missouri on March 6, 2017, a
supplement to the Second Amended Joint Plan of Reorganization.  The
Plan Supplement includes draft versions of certain documents
related to the Plan and referenced therein, including, among other
things:

     (i) the trust agreement, to be dated prior to the effective
date of the Plan, between the Debtors, the Gold Fields Debtors and
the Gold Fields Liquidating Trustee, governing the Gold Fields
Liquidating Trust;

    (ii) the revised material terms of Reorganized PEC’s Long
Term Incentive Plan;

   (iii) the registration rights agreement between Reorganized PEC,
the holders of Reorganized PEC Common Stock and the holders of the
Preferred Equity;

    (iv) a revised list of executory contracts and unexpired leases
to be assumed or assumed and assigned;

    (iv) a revised list of executory contracts and unexpired leases
to be rejected;

     (v) a description of the Restructuring Transactions;

    (vi) forms of constituent documents for Reorganized PEC;

   (vii) forms of constituent documents for the other reorganized
Debtors; and

  (viii) a list of initial officers and directors of Reorganized
PEC and the other reorganized debtors.

The Debtors reserve the right to add additional documents to the
Plan Supplement or to alter, amend, modify or supplement any of the
Documents.

In addition, on March 6, 2017, the Company filed with the
Bankruptcy Court a Notice Regarding Debtors' Achievement of Bonding
Solution.  As reported by the Troubled Company Reporter, the
Company also issued press releases announcing (i) the selection of
the members of the Company's board of directors following emergence
from the Chapter 11 Cases and (ii) the Company's plans for its U.S.
reclamation assurances, which relates to the Notice.

                  $1-Bil. Private Offering Closed

On Feb. 15, Peabody Energy closed its previously announced private
offering of $1.0 billion aggregate principal amount of senior
secured notes, consisting of $500 million of 6.000% senior secured
notes due 2022 and $500 million of 6.375% senior secured notes due
2025. The net proceeds of the offering have been funded into an
escrow account pending Peabody's emergence from bankruptcy.

The notes were issued by a special purpose wholly owned subsidiary
of Peabody in connection with the restructuring of Peabody as part
of the Second Amended Joint Plan of Reorganization filed with the
U.S. Bankruptcy Court for the Eastern District of Missouri on Jan.
27, 2017.

If Peabody's exit plan is confirmed and certain other conditions
are satisfied on or before Aug. 1, 2017, the net proceeds from the
offering will be released from escrow to fund a portion of the
distributions to creditors provided for under the plan of
reorganization, and Peabody will become the obligor under the
notes.

Following Peabody's emergence from bankruptcy, the notes will be
jointly and severally, and fully and unconditionally, guaranteed on
a senior secured basis by substantially all of Peabody's current
and future direct or indirect U.S. subsidiaries (subject to certain
exceptions). The notes will also be secured by a first priority
lien on substantially all of Peabody's tangible and intangible
assets (subject to certain exceptions).

The notes and related guarantees were offered and sold in a private
placement exempt from the registration requirements of the
Securities Act of 1933 and were offered and sold only to qualified
institutional buyers under Rule 144A of the Securities Act, and to
non-U.S. persons in transactions outside the United States under
Regulation S of the Securities Act. The notes have not been, and
will not be, registered under the Securities Act and may not be
offered or sold in the United States absent registration or an
applicable exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and other
applicable securities laws.

In a regulatory filing, Peabody Energy said Peabody Securities
Finance Corporation as Issuer, a Delaware corporation and wholly
owned subsidiary of Peabody Energy Corporation, entered into an
indenture with Wilmington Trust, National Association, as trustee,
relating to the issuance by the Issuer of the Notes.  A copy of the
Indeture is available at https://is.gd/0Q2LWw

The 2022 Notes bear interest at a rate of 6.000% per annum.
Interest on the 2022 Notes is payable semi-annually in arrears on
March 31 and September 30 of each year, commencing on September 30,
2017. The 2022 Notes mature on March 31, 2022. The 2025 Notes bear
interest at a rate of 6.375% per annum. Interest on the 2025 Notes
is payable semi-annually in arrears on March 31 and September 30 of
each year, commencing on September 30, 2017. The 2025 Notes mature
on March 31, 2025.

The Issuer will deposit the net proceeds of the offering of the
Notes, together with additional funds deposited by the Company,
into an escrow account pending satisfaction of the conditions to
release of such proceeds from escrow. If the Plan is not confirmed
on or before August 1, 2017, the Notes will be subject to a special
mandatory redemption at a price equal to 100% of the aggregate
offering price of the applicable series of Notes, plus accrued and
unpaid interest from February 15, 2017 to, but not including, the
special mandatory redemption date. The escrowed proceeds would be
applied to pay for any such special mandatory redemption. If the
Plan is confirmed and certain other conditions are satisfied on or
before August 1, 2017, the net proceeds from the offering will be
released from escrow and the Company will become a co-obligor of
the Notes by executing a supplemental indenture and, thereafter,
become the sole issuer of the Notes upon the merger of the Issuer
with and into the Company, with the Company as the surviving
corporation (the "Assumption").

Upon the Assumption, the Notes will be jointly and severally and
fully and unconditionally guaranteed on a senior secured basis by
substantially all of the Company's material domestic subsidiaries
and will be secured by first priority liens over (i) substantially
all of the assets of the Company and the guarantors, except for
certain excluded assets, (ii) 100% of the capital stock of each
domestic restricted subsidiary of the Company, 100% of the
non-voting capital stock of each first tier foreign subsidiary of
the Company or a foreign subsidiary holding company and no more
than 65% of the voting capital stock of each first tier foreign
subsidiary of the Company or a foreign subsidiary holding company,
(iii) a legal charge of 65% of the voting capital stock and 100% of
the non-voting capital stock of Peabody Investments (Gibraltar)
Limited and (iv) all intercompany debt owed to the Company or any
guarantor, in each case, subject to certain exceptions, including
that the Notes and guarantees will be secured by second priority
liens on certain collateral pledged under and upon the consummation
of any future asset-based revolving credit facility.

The terms of the Notes are governed by the Indenture. The Indenture
contains covenants limiting the ability of the Company and any
guarantors to, among other things, (i) incur additional
indebtedness; (ii) pay dividends on or make distributions in
respect of capital stock or make certain other restricted payments
or investments; (iii) enter into agreements that restrict
distributions from restricted subsidiaries; (iv) sell or otherwise
dispose of assets; (v) enter into transactions with affiliates;
(vi) create or incur liens; merge, consolidate or sell all or
substantially all of the Company's assets; (vii) place restrictions
on the ability of subsidiaries to pay dividends or make other
payments to the Company; and (viii) designate the Company's
subsidiaries as unrestricted subsidiaries. These covenants are
subject to a number of important exceptions and qualifications.
Upon the occurrence of a "change of control," as defined in the
Indenture, the Company is required to offer to repurchase the Notes
at 101% of the aggregate principal amount thereof, plus accrued and
unpaid interest, if any, to the date of purchase.

The Company may redeem some or all of the Notes at the redemption
prices and on the terms specified in the Indenture.

The Indenture contains customary events of default, including,
among other things, (i) failure to make required payments; (ii)
failure to comply with certain agreements or covenants; (iii)
failure to pay certain other indebtedness; (iv) certain events of
bankruptcy and insolvency; and (v) failure to pay certain
judgments. An event of default under the applicable Indenture will
allow either the Trustee or the holders of at least 25% in
aggregate principal amount of the then-outstanding series of Notes,
as applicable, issued under such Indenture to accelerate, or in
certain cases, will automatically cause the acceleration of, the
amounts due under the applicable series of Notes.

                 Plan Approval Hearing on Thursday

As reported by the Troubled Company Reporter, the Debtors on
December 22, 2016, filed with the Bankruptcy Court a Joint Plan of
Reorganization and a related Disclosure Statement.  On January 25,
2017, they filed the First Amended Joint Plan of Reorganization and
the First Amended Disclosure Statement.  On January 27, they filed
with the Bankruptcy Court the Second Amended Joint Plan of
Reorganization and the Second Amended Disclosure Statement to
address certain modifications resulting from a hearing before the
Bankruptcy Court on January 26.  Thereafter, on January 27, 2017,
the Bankruptcy Court issued an order approving the Disclosure
Statement.

Bankruptcy Judge Barry S. Schermer scheduled the confirmation
hearing for March 16, 2017, at 10:00 A.M., Central Time.

Under the Second Amended Plan, in full settlement and satisfaction
of the Official Committee of Unsecured Creditors' Alleged Causes
of
Action, the Creditors' Committee Settlement provided that holders
of General Unsecured Claims (1) against PEC will have $5 million
of
cash available for distribution to Holders of Allowed General
Unsecured Claims in Class 5A that are not Convenience Claims in
Class 6A and (2) against one of the Encumbered Guarantor Debtors
will have an option to elect to receive on account of their
Allowed

Claims, a pro rata cash distribution from a pool of $75 million,
with recoveries to be capped at 50% of their Allowed Claims. The
total amount of cash available for holders of Convenience Claims
in
Class 6A is $2 million and Class 6B is $18 million.

Class 2A -2D (Second Lien Notes Claims) will recover an estimated
52.4% under the Plan.  Class 6A (PEC Convenience Claims) and Class
6B (Encumbered Guarantor Debtors Convenience Claims) will recover
an estimated 72.5%.  Class 7A-7E (MEPP Claims) will recover 85% to
90%.

Holders of general unsecured claims will recover:

   Class 5A (PEC)                           0.1%
   Class 5B (Encumbered Guarantor Debtors) 22.1%
   Class 5C (Gold Fields Debtors) less than 1.0%
   Class 5D (Gib 1)                         0.0%
   Class 5E (Unencumbered Debtors)         99.0%

Class 8A (PEC Unsecured Subordinated Debenture Claims) will recover
nothing. In accordance with the global settlement embodied in the
Plan, if Class 8A votes in favor of the Plan and certain other
conditions are satisfied, holders of Unsecured Subordinated
Debenture Claims will receive the Unsecured Subordinated Debenture
Penny
Warrants from the Noteholder Co- Proponents, which would provide
for an anticipated recovery of approximately 4.2%.

A black-lined version of the Second Amended Plan dated January 27,
2017, is available at:

        http://bankrupt.com/misc/mieb16-42529-2232.pdf

               About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers,
both as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.

Peabody Energy Corp. and 153 affiliates filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo.
Case No. 16-42529) on April 13, 2016, before the Honorable Judge
Barry S. Schermer.

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee on April 29, 2016, appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors.  The Committee retained Morrison
& Foerster LLP as counsel, Spencer Fane LLP as local counsel,
Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel,
Blackacre LLC as its independent expert, and Berkeley Research
Group, LLC, as financial advisor.


PEABODY ENERGY: Sale of Australian Assets Remains Pending
---------------------------------------------------------
In a recent regulatory filing with the Securities and Exchange
Commission, Peabody Energy Corp. said the Australian Competition
and Consumer Commission issued on Feb. 22, 2017, a Statement of
Issues in relation to a sale transaction, noting that the ACCC is
continuing to review the Transaction.

As disclosed in Peabody's Quarterly Report on Form 10-Q for the
quarter ended September 30, 2016, Peabody Australia Mining Pty Ltd,
one of the Company's Australian subsidiaries, entered into a
definitive share sale and purchase agreement, dated as of November
3, 2016, for the sale of all of the equity interests in
Metropolitan Collieries Pty Ltd, the entity that owns Metropolitan
coal mine in New South Wales, Australia and the associated 16.67
percent interest in the Port Kembla Coal Terminal, to South32
Aluminium (Holdings) Pty Ltd, a subsidiary of South32 Limited, a
global mining and metals company with operations in Australia,
Southern Africa and South America.

Peabody also disclosed that the closing of the Transaction is
conditional on receipt of approval from the Australian Competition
and Consumer Commission.

The Company said it continues to work toward a successful closing
of the Transaction and does not expect the ultimate outcome of the
Transaction to impact the expected timing of the Company's
emergence from bankruptcy.

Peabody cautioned that nothing disclosed herein is intended to be,
nor should it be construed as, a solicitation for a vote on their
Second Amended Joint Plan of Reorganization filed with the
Bankruptcy Court on January 27, 2017.  The Plan will become
effective only if it is confirmed by the United States Bankruptcy
Court for the Eastern District of Missouri.  There can be no
assurance that the Bankruptcy Court will confirm the Plan or that
the Plan will be implemented successfully.

Meanwhile, Peabody Energy disclosed that on February 19, 2017,
Peabody Twentymile Mining, LLC, a subsidiary, was issued an
imminent danger order under section 107(a) of the Federal Mine
Safety and Health Act of 1977. The mine involved was the Twentymile
Mine located in Routt County, Colorado. On that date, an inspector
from the Mine Safety and Health Administration alleged that a miner
failed to de-energize a coal feeder prior to removing metal from
the moving conveyor. The miner was removed from the area and the
order was terminated without injury to any employees or damage to
any equipment.

               About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers,
both as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.

Peabody Energy Corp. and 153 affiliates filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo.
Case No. 16-42529) on April 13, 2016, before the Honorable Judge
Barry S. Schermer.

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee on April 29, 2016, appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors.  The Committee retained Morrison
& Foerster LLP as counsel, Spencer Fane LLP as local counsel,
Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel,
Blackacre LLC as its independent expert, and Berkeley Research
Group, LLC, as financial advisor.

                            *     *     *

The Debtors on December 22, 2016, filed with the Bankruptcy Court a
Joint Plan of Reorganization and a related Disclosure Statement.
On January 25, 2017, they filed the First Amended Joint Plan of
Reorganization and the First Amended Disclosure Statement.  On
January 27, they filed with the Bankruptcy Court the Second Amended
Joint Plan of Reorganization and the Second Amended Disclosure
Statement to address certain modifications resulting from a hearing
before the Bankruptcy Court on January 26.  Thereafter, on January
27, 2017, the Bankruptcy Court issued an order approving the
Disclosure Statement.  Bankruptcy Judge Barry S. Schermer scheduled
the confirmation hearing for March 16, 2017, at 10:00 A.M., Central
Time.


PENN REALTY: Hearing on Disclosures Approval Set for April 6
------------------------------------------------------------
The Hon. Jerrold N. Poslusny Jr. of the U.S. Bankruptcy Court for
the District of New Jersey will hold on April 6, 2017, at 10:00
a.m. to consider the adequacy of Penn Realty, LLC's disclosure
statement referring to the Debtor's plan of reorganization.

                       About Penn Realty

Penn Realty, LLC, based in Mount Laurel, NJ, filed a Chapter 11
petition (Bankr. D.N.J. Case No. 16-32949) on Dec. 1, 2016.  The
Hon. Jerrold N. Poslusny Jr. presides over the case.  Albert A.
Ciardi III, at Ciardi Ciardi & Astin, serves as bankruptcy counsel
to the Debtor.

In its petition, the Debtor estimated $10 million to $50 million in
both assets and liabilities.  The petition was signed by Peter
Hovnanian, managing member.


PERFORMANCE SPORTS: Sagard's Desmarais Takes Over New Company
-------------------------------------------------------------
As reported by the Troubled Company Reporter, Performance Sports
Group Ltd., effective as of February 27, 2017, consummated the sale
of substantially all of the assets of the Company and its North
American subsidiaries, including its European and global
operations, to 9938982 Canada Inc., an acquisition vehicle co-owned
by affiliates of Sagard Holdings Inc. and Fairfax Financial
Holdings Limited, for U.S. $575 million in aggregate, subject to
certain adjustments, and the assumption of related operating
liabilities.  The Sale was the culmination of the process commenced
by the Sellers pursuant to creditor protection proceedings launched
on October 31, 2016 in the Ontario Superior Court of Justice under
the Companies' Creditors Arrangement Act and in the U.S. Bankruptcy
Court for the District of Delaware.  The Company conducted a
court-supervised sale and auction process as part of its Canadian
and U.S. court proceedings. The bid made by the Purchaser served as
the "stalking horse" bid for purposes of the process and was
ultimately determined to be the successful bid in accordance with
the related court approved bidding procedures. The Courts approved
the Sale and associated reorganization transactions pursuant to an
order dated February 6, 2017, as supplemented on February 10.  

Paul Desmarais III, Executive Chairman of Sagard Holdings, will
serve as chairman of the new company as it transitions to new
leadership.  In a statement on the closing of the deal, he said:
"We are excited to build upon the achievements of some of the most
innovative and iconic brands in sports. In partnership with Fairfax
Financial, we look forward to growing a strong business that is
committed to serving a loyal base of customers for the long term.
We thank all of Performance Sports Group's people, and especially
Harlan Kent, for effectively managing the business through the
restructuring process and helping to position it for future
success."

Paul Rivett, President of Fairfax Financial, said: "The business is
founded upon the strong pillars of its portfolio of
industry-leading brands, strong customer relationships and
dedicated employees. We will work with Sagard Holdings and the
management team to continue innovating and delivering
industry-leading products to consumers around the world. We believe
that the business has a very bright future and we are excited to
help guide the company for many years to come."

Kent said: "During the restructuring process, our team worked very
hard to continue to provide outstanding products and service to our
customers and to be valued partners to our vendors. I am grateful
for the hard work and dedication of my colleagues and for the
continued support of our customers and vendors. We look forward to
working with the new owners to transition the business to its next
successful chapter."

Bernard McDonell, Chairman of the Board of Performance Sports
Group, said: "On behalf of the board, we would like to thank the
retiring directors, Harlan, and all the Company's employees for
their contributions to bringing this sale to completion. We wish
them all the best in their future endeavors."

In a regulatory filing with the Securities and Exchange Commission
on March 8, the Company said that upon consummation of the Sale,
its two debtor-in-possession financing facilities:

     (i) a Superpriority Debtor-in-Possession ABL Credit
         Agreement dated as of October 31, 2016, as
         amended with, among others, Bank of America,
         N.A., as administrative agent and certain of
         the Company's other existing asset-based
         lenders providing a secured asset-based
         revolving credit facility of up to
         U.S.$200,000,000, and

     (ii) a Superpriority Debtor-in-Possession Term Loan
         Credit Agreement dated as of October 31, 2016,
         as amended with 9938982 Canada Inc., providing
         a secured multiple draw term loan credit
         facility of up to U.S.$361,300,000,

matured in accordance with the terms of the DIP Facilities.

Each of the DIP Facilities and the prepetition ABL credit facility
provided pursuant to the ABL Credit Agreement dated as of April 15,
2014, as amended with, among others, Bank of America, N.A., as
administrative agent and the various lenders party thereto from
time to time, were terminated and repaid in full.

The Company also announced that effective immediately following
closing of the Sale, Karyn O. Barsa, C. Michael Jacobi, Harlan Kent
and Bob Nicholson resigned from the board of directors of the
Company.

Effective upon the closing of the Sale, each of the Company's
executive officers -- other than Michael J. Wall, the Company's
Executive Vice President, General Counsel and Corporate Secretary,
who will continue as an executive officer of the Company pursuant
to an independent contractor agreement following the termination of
his employment, and Brian Fox, who will continue as the Company's
Chief Restructuring Officer -- were terminated from all positions
with the Company and its subsidiaries, including: Harlan Kent, the
Company's Chief Executive Officer, Mark Vendetti, the Company's
Executive Vice President/Chief Financial Officer, Angela Bass, the
Company's Executive Vice President, Global Human Resources, Paul
Dachsteiner, the Company's Vice President of Information Services,
and Paul Gibson, the Company's Executive Vice President, Chief
Supply Chain Officer.

In a filing on March 2, Sagard et al. disclosed that they may be
deemed to beneficially own in the aggregate 7,721,599 shares or
roughly 16.9% of the Company's common stock as of Feb. 27.  Sagard
and the Company also disclosed in separate SEC filings that
effective as of February 23, 2017, the parties entered into a
Second Amendment to the Purchase Agreement to extend the "outside
date" for the Sale to February 27.  Effective as of February 27,
the parties entered into a Third Amendment to the Purchase
Agreement which, among other things, settled certain matters in
dispute among the parties.

A copy of the Second Amendment is available at
https://is.gd/PueAIZ

A copy of the Third Amendment is available at https://is.gd/sYeLJx

The Purchase Agreement set the floor, or minimum acceptable bid,
for an auction. Under the bidding procedures approved by the
Courts, interested parties were required to submit qualified bids
to acquire substantially all of the Assets of the Sellers no later
than January 25, 2017. As no qualified bid was submitted by that
deadline, the auction scheduled for January 30, 2017 was not held.

Upon consummation of the Sale, the Company no longer carries on an
operating business but instead, along with its professional
advisors, is focused on the completion of its U.S. and Canadian
bankruptcy proceedings. This entails, among other things,
reconciling claims against the bankruptcy estates of the Sellers
and developing a distribution strategy for the sale proceeds in the
U.S. and Canadian court proceedings, whether through a liquidating
plan or otherwise.

                      Company Re-Organization

In anticipation of closing the Sale, the Company completed a Court
approved pre-closing corporate reorganization, comprising various
steps. These steps included the continuance of certain of its
subsidiaries from the Canada Business Corporations Act into the
Business Corporations Act (British Columbia) (the "BCBCA"), the
amalgamation of the Company with the subsidiaries continued under
the BCBCA (the "Amalgamation"), as well as the repayment of certain
intercompany indebtedness and related transactions.

Effective as of February 20, 2017, Performance Sports Group Ltd.
completed a short form vertical amalgamation with its direct and
indirect wholly-owned subsidiaries Bauer Hockey Corp., KBAU
Holdings Canada, Inc. and BPS Canada Intermediate Corp. pursuant to
the Business Corporations Act (British Columbia).

As a result of the Amalgamation, the Notice of Articles of the
Company has been updated but remains substantively the same as the
Company's Notice of Articles before the Amalgamation.  

A copy of the Certificate of Amalgamation is available at
https://is.gd/8eDOzE

A copy of the Second Amended and Restated Articles, effective as of
February 20, 2017, is available at https://is.gd/gt9FXk

                    Related Party Transactions

Immediately prior to entering into the Purchase Agreement on
October 31, 2016, Sagard Capital Partners, L.P. ("Sagard"), an
affiliate of Sagard Holdings Inc., owned 7,721,5991 common shares
in the capital of the Company, representing approximately 17% of
the then total issued and outstanding common shares of the Company.
As a result, Sagard is considered to be a "related party" of the
Company for the purposes of applicable Canadian securities laws,
and the Purchase Agreement and the DIP Facilities are considered to
be "related party transactions", as defined in Multilateral
Instrument 61-101 -- Protection of Minority Security Holders in
Special Transactions ("MI 61-101").

MI 61-101 requires that issuers obtain a formal valuation and
minority shareholder approval in respect of related party
transactions, unless applicable exemptions are available.

The Company has determined that exemptions from both such
requirements are available under Section 5.5(f) and Section 5.7(d)
of MI 61-101, respectively, as a result of the Sellers having
sought creditor protection under the CCAA in the Canadian Court.
Further, no prior valuations in respect of the Company were made in
the 24 months prior.  Neither the Purchase Agreement nor the DIP
Facilities affected the percentage of securities of the Company
beneficially owned or controlled by Sagard.

The Sale is a culmination of a previously announced financial and
strategic review undertaken by the special committee (the "Special
Committee") of the Board. The Special Committee, comprised of
independent directors, was advised throughout the process by
Centerview Partners LLC as its independent financial advisor. The
Special Committee's mandate included a review and evaluation of
strategic alternatives and oversight over discussions with the
Company's lenders under its Term Loan Credit Agreement.

The Special Committee undertook a financial and strategic review
and after consideration of all available alternatives and having
given due consideration to the interests of all stakeholders, the
board of directors of each of the Sellers, upon the unanimous
recommendation of the Special Committee and with the assistance,
input and advice of legal and financial advisors, determined that
entering into the Purchase Agreement and the DIP Facilities and
seeking protection under Chapter 11 of the Bankruptcy Code and the
CCAA was in the best interests of the Company and its
subsidiaries.

                    About Performance Sports

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

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

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

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

Ernst & Young Inc., serves as monitor to the Company in the
Canadian Proceedings.

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

Brian J. Fox, Managing Director with Alvarez & Marsal, serves as
chief restructuring officer.

Bennett Jones LLP serves as counsel to the independent members of
the Company's board of directors.

Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
three creditors of BPS US Holdings, Inc., parent of Performance
Sports, to serve on the official committee of unsecured creditors.

The Creditors' Committee retained by Blank Rome LLP as counsel,
Cassels Brock & Blackwell LLP as Canadian co-counsel, and Province
Inc. as financial advisor.

The U.S. Trustee also has appointed a official committee of equity
security holders.  The equity committee is represented by Natalie
D. Ramsey, Esq., and Mark A. Fink, Esq., at Montgomery, McCracken,
Walker & Rhoads, LLP; and Robert J. Stark, Esq., Steven B. Levine,
Esq., James W. Stoll, Esq., and Andrew M. Carty, Esq., at Brown
Rudnick LLP.

Sagard and Fairfax are advised by Rothschild Inc., BDT & Company
and Scotiabank; Blake, Cassels & Graydon LLP and Torys LLP serve as
Canadian legal advisors, and Kirkland & Ellis LLP and Shearman &
Sterling LLP as U.S. legal advisors.


PETROQUEST ENERGY: Cancels Registration of Unsold Securities
------------------------------------------------------------
PetroQuest Energy, Inc., filed with the Securities and Exchange
Commission post-effective amendments to these registration
statements:

   (a) Registration Statement No. 333-124746 which registered
       2,152,692 shares of the Company's common stock for resale
       by certain selling stockholders;

   (b) Registration Statement on No. 333-42520 which registered
       5,128,500 shares of the Company's common stock for resale
       by certain selling stockholders; and

   (c) Registration Statement No. 333-89961 which registered
       8,000,000 shares of the Company's common stock for resale
       by certain selling stockholders.

The Company has no obligation to keep the Registration Statements
effective pursuant to the terms of its registration rights
agreement with the selling stockholders.  Because the Company no
longer satisfies the eligibility requirements of Form S-3, the
Company has filed the Post-Effective Amendments to terminate the
registration of any securities that remain unsold under the
Registration Statement.

Accordingly, the Company amended the Registration Statements to
remove from registration the securities covered by the Registration
Statements which remain unsold.

                      About PetroQuest

PetroQuest Energy, Inc., is an independent energy company engaged
in the exploration, development, acquisition and production of oil
and natural gas reserves in East Texas, Oklahoma, South Louisiana
and the shallow waters of the Gulf of Mexico.  PetroQuest's common
stock trades on the New York Stock Exchange under the ticker PQ.

In its quarterly report for the period ending June 30, 2016, the
Company stated, "Our substantially decreased level of capital
spending has had and is expected to continue to have a negative
impact on our production and cash flow from operating activities.
We expect production to continue to decline throughout 2016 and
when combined with current commodity prices and our existing cost
structure, including 10% interest expense on the $280 million of
debt represented by our 2017 Notes and 2021 Notes, we believe that
we will continue to incur significant losses and negative cash
flow from operating activities for the remainder of 2016.  In
addition, $136 million of the indebtedness represented by our 2017
Notes will mature on September 1, 2017 and would be reflected as a
current liability on our September 30, 2016 balance sheet if not
refinanced prior to the filing of our Quarterly Report on Form 10-Q
for the quarterly period ended September 30, 2016, which would
raise substantial doubt about our ability to continue as a going
concern," the Company stated in its quarterly report for the period
ended June 30, 2016.

"We are evaluating additional sources of liquidity including asset
sales, joint ventures, exchange offers and alternative financing
arrangements to replace the Credit Agreement, but there is no
assurance that these sources will provide sufficient, if any,
incremental liquidity.  We are also evaluating various options to
address the September 2017 maturity of our 2017 Notes as well as
assessing our overall capital structure.  These options include
additional public or private exchanges of 2017 Notes for new
secured debt and/or common stock, refinancing the 2017 Notes with
unsecured debt and/or common stock as well as a broader
restructuring of our 2017 and 2021 Notes.  To assist the Board of
Directors and management team in evaluating these options, we have
retained Jefferies LLC and Seaport Global as our financial advisors
and Porter Hedges LLP as our legal advisor.  There is no assurance
that any refinancing or debt or equity restructuring will be
possible or that additional equity or debt financing can be
obtained on acceptable terms, if at all.  If we are unable to
improve our liquidity position, and refinance or restructure our
debt, we may seek bankruptcy protection to continue our efforts to
restructure our business and capital structure.  As a part of that
process, we may have to liquidate our assets and may receive less
than the value at which those assets are carried on our
consolidated financial statements."

As of Sept. 30, 2016, Petroquest had $174.4 million in total
assets, $411.2 million in total liabilities and a total
stockholders' deficit of $236.8 million.

                       *     *     *

PetroQuest Energy carries a 'Caa3' corporate family rating from
Moody's Investors Service.

In October 2016, S&P Global Ratings raised the corporate credit
rating on PetroQuest Energy to 'CCC' from 'SD'.  "The upgrade
reflects our reassessment of the company's corporate credit rating
following the exchange of the majority of its outstanding 10%
senior unsecured notes due September 2017 at par," said S&P Global
Ratings credit analyst Daniel Krauss.  The negative outlook
reflects the company's current debt leverage levels, which S&P
views to be unsustainable, as well as its less than adequate
liquidity position.


POST EAST: Unsecureds to Get Share of $3,000 Under Connect's Plan
-----------------------------------------------------------------
Connect REO, LLC, a secured creditor of Post East, LLC, filed with
the U.S. Bankruptcy Court for the District of Connecticut an
amended disclosure statement dated March 1, 2017, referring to the
plan of reorganization for the Debtor.

Each holder of Class 4 General Unsecured Claims will receive any
remaining net proceeds available after payment to all
administration claims, priority claims, and secured claims,
including any deficiency owed to secured claims pro rata its share
of the net proceeds.  In the event no net sales proceeds remain,
this class will receive its pro rata share of $3,000 to be paid by
Connect REO, LLC.  This class is impaired by the Plan.

Payments under the Plan for Classes 1-5 and administrative claims
will be paid pursuant to the provisions set forth in those classes.
If the Court determines that an offering plan is necessary to
consummate the sale contemplated by the Plan, the plan
administrator will obtain approval of an offering plan and the cost
of it will be deducted from proceeds of the auction sale.

The transfer of the property under the Plan will be free and clear
of all liens, claims and encumbrances, unless otherwise set forth
in the Plan, with any liens, claims and encumbrances to attach to
the sale proceeds, and to be disbursed under the Plan, provided,
however, that any mortgagee will have the right, but not the
obligation, to provide for an assignment of its mortgage and an
assumption by the purchaser in connection with the sale of the
property under the Plan.  Secured creditors will retain its
deficiency rights and other rights under the loan documents.

The Amended Disclosure Statement is available at:

            http://bankrupt.com/misc/ctb16-50848-118.pdf

As reported by the Troubled Company Reporter on Feb. 9, 2017,
Connect REO filed a disclosure statement which stated that
unsecured creditors would get 10% of their claims under a Chapter
11 plan of reorganization proposed by the secured creditor.

                       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.


RCN TELECOM: S&P Affirms Then Withdraws B CCR Over Radiate Deal
---------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' corporate credit rating
on Herndon, Va.-based RCN Telecom Services LLC.  The rating outlook
is stable.

S&P subsequently withdrew all its ratings on the company, including
the 'B' corporate credit rating.

"The withdrawal follows the announcement that Radiate HoldCo LLC
has successfully closed its acquisition of RCN and redeemed all of
the company's debt," said S&P Global Ratings credit analyst William
Savage.



REFUGE FAMILY CARE: Disclosures OK'd; Plan Hearing on April 4
-------------------------------------------------------------
The Hon. Paul Baisier of the U.S. Bankruptcy Court for the Northern
District of Georgia has approved Refuge Family Care PCH, Inc.'s
amended disclosure statement referring to the Debtor's amended
Chapter 11 plan of reorganization dated Jan. 12, 2017.

A hearing to consider the confirmation of the Plan will be held on
April 4, 2017, at 9:30 a.m.

Objections to the plan confirmation must be filed by March 28,
2017.

March 28, 2017, is the last day for casting written ballots to
accept or reject the Plan.

By March 29, 2017, the plan proponent will file a report of
balloting with the Clerk of the Bankruptcy Court.

As reported by the Troubled Company Reporter on Jan. 20, 2017,
unsecured creditors will get 15% of their claims under the
company's proposed plan to exit Chapter 11 protection.  The Plan
proposes to pay 15% of allowed Class 3 claims over 60 months from
the effective date of the Plan.  Class 3 is comprised of general
unsecured creditors with claims greater than $5,000.

                    About Refuge Family Care

Hampton, Georgia-based Refuge Family Care PCH Inc. provides
residential training and supervision services to individuals with
varying degrees of developmental disabilities.  The Debtor operates
by license under the authority of the State of Georgia Department
of Behavioral Health and Developmental Disabilities.

The Debtor sought Chapter 11 protection (Bankr. N.D. Ga. Case No.
16-59679) on June 3, 2016.  The petition was signed by Miles
Raynor, president of the company.  

The Debtor is represented by Evan M. Altman, Esq.  At the time of
the filing, the Debtor estimated assets of less than $50,000, and
liabilities of less than $1 million.


REGATTA CONSTRUCTION: Plan Confirmation Hearing on April 25
-----------------------------------------------------------
Judge Frank J. Bailey of the U.S. Bankruptcy Court for the District
of Massachusetts approved Regatta Construction, Inc. and Regatta
Property Management, LLC's disclosure statement with respect to
their first amended joint plan of reorganization, dated Feb. 28,
2017.

Written objections to the plan shall be filed on or before April
23, 2017, at 4:00 p.m.

A hearing on the confirmation of the plan will be held on April 25,
2017, at 10:30 a.m. at the U.S. Bankruptcy Court for the District
Massachusetts, 5 Post Office Square, Courtroom #1, 12th Floor,
Boston, MA 02110.

Regatta Construction, Inc. and Regatta Property Management, LLC
filed for Chapter 11 protection (Bankr. D. Mass. Case Nos.
16-11885
and 16-11886) on May 18, 2016.  The petitions were signed by
Christian Tosi, president of Regatta Construction.  

Judge Frank J. Bailey presides over the case.  The Debtor is
represented by George J. Nader, Esq., at Riley & Dever, P.C.  The
Debtor estimated assets of $1 million to $10 million and
liabilities of less than $50,000.


RELIABLE FISH: Town Wharf Property Up for Auction March 31
----------------------------------------------------------
The property at 16 (Lot 12B) Town Wharf, Plymouth, Massachusetts
02360, is on the auction block after Plymouth Sand and Gravel LLC,
declared the owner, Reliable Fish Co., In., in default under the
parties' Leasehold Mortgage And Security Agreement.

Plymouth Sand will hold a foreclosure auction on March 31, 2017 at
11:00 a.m., at the premises.  Up for sale is the the entire
leasehold estate of the Borrower, which includes portions (or all)
of the land with the buildings thereon at Plymouth Town Wharf,
Plymouth County, Massachusetts; and the Lease relating to the
Mortgaged Property.  Also included in the sale are the fixtures,
machinery, equipment, furniture, inventory, building supplies,
appliances and other articles of personal property.

Terms of Sale:

     -- A deposit of $10,000 in bank or certified check, drawn on a
banking institution with a banking office in the Commonwealth of
Massachusetts, will be required to be paid by the purchaser at the
time and place of sale.

     -- The balance of the purchase price to be paid certified
funds, or bank check, within 30 days from the date of sale.

     -- The successful bidder will be required to execute a
Memorandum of Terms and Conditions of Purchase at Foreclosure Sale
immediately after the close of bidding. Deed will be provided to
the purchaser for recording upon receipt in full of the purchase
price.

     -- In the event of any error or discrepancy in this
publication, the description of the premises contained in said
Mortgage shall control. Other terms to be announced at the sale.

Plymouth Sand and Gravel LLC, the present holder of the Mortgage,
is represented by:

     J. Michael Dunphy, Esq.
     3 Village Green North, #311
     Plymouth, MA 02360
     Tel: 508-747-0001


RIVIERA MOTEL: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Riviera Motel, LLC
        500 Windward Passage
        Clearwater Beach, FL 33767
        Website: Not available

Case No.: 17-01989

Nature of Business: Riviera Motel, LLC is a single asset real
                    estate company.  The Debtor's aggregate
                    noncontingent liquidated debts (excluding
                    debts owed to insiders or affiliates) are less
                    than $2,566,050 (amount subject to adjustment
                    on 4/01/19 and every 3 years after that).
                    Kiran Patel is a secured creditor of the
                    Debtor holding $2.43 million disputed claim.

Chapter 11 Petition Date: March 10, 2017

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Jawdet I Rubaii, Esq.
                  JAWDET I RUBAII, PA
                  1358 South Missouri Avenue
                  Clearwater, FL 33756
                  Tel: 727-442-3800
                  E-mail: rubaiipa@tampabay.rr.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Anka Rudman, manager/member.

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

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

          http://bankrupt.com/misc/flmb17-01989.pdf


ROJO SIX: Kurmas Entity Buying All Assets for $20K
--------------------------------------------------
Rojo Six, LLC, asks the U.S. Bankruptcy Court for the Eastern
District of Michigan to authorize the private sale of substantially
all assets to an entity to be formed, managed by Raymond Kurmas for
$20,000.

An Order has been entered in the case directing the procedural
consolidation and joint administration of the chapter 11 cases of
Rojo One, LLC; Rojo Two, LLC; Rojo Four, LLC; Rojo Five, LLC; and
Rojo Six, LLC (Case No. 16-54348-mlo).

On Oct. 20, 2016, the Debtors filed a voluntary petition for relief
under chapter 11 of the Bankruptcy Code. The Debtors' principal
places of business assets are located in Rochester, Michigan; Novi,
Michigan; Sterling Heights, Michigan; and Birmingham, Michigan.

Debtor Rojo One conducts business out of Novi, Michigan as Duel
Novi and operates as a dueling piano bar.  Debtor Rojo Two conducts
business out of Rochester, Michigan as Rojo Mexican Bistro and
operates as a restaurant.  Debtor Rojo Four conducts business out
of Sterling Heights, Michigan as Rojo Mexican Bistro and operates
as a restaurant.  Debtor Rojo Five conducts business out of
Birmingham, Michigan as Rojo Mexican Bistro and Sidecar Slider Bar
and operates as 2 restaurants.  Debtor Rojo Six conducts business
out of Novi, Michigan as Rojo Mexican Bistro and Michigan Beer
Company and operates as 2 restaurants.

Since July 2016, Thomas Hospitality Group was engaged by the Rojo
ownership to market the 5 existing restaurants.  Thomas Hospitality
specializes in restaurants, bars and nightclubs, and its employees
are specifically experienced in this industry and have personal
contacts with many of the key players in the hospitality industry.
Thomas Hospitality Group performed a valuation report of the
Debtor.

The Debtor received a Letter of Intent, dated Jan. 29, 2017, from
the Purchaser for the purchase of all assets.  The purchase price
for the assets is $20,000 plus certain cure costs associated with
the Debtor's assumption and assignment.  The purchase price is
subject to increase or decrease on account of certain prorations
and adjustments customarily prorated between a purchaser and a
seller of similar assets.  The Purchaser has made a good faith
deposit in the amount of $5,000 which will be credited to the
purchase price at Closing.

Except for certain cost to be paid by Purchaser pursuant to the
Agreement certain other costs to be paid by the Purchaser, the
Agreement requires that the Debtor deliver the assets to Purchaser
free and clear of all liens, claims, interests and encumbrances.

The consummation of the proposed sale to the Purchaser is
conditioned, among other things set forth the entry of a Sale Order
approving the sale by the Bankruptcy Court; assignment of the
existing lease to the Purchaser.

Luna Properties Novi, LLC is the landlord for the Debtor.  On Feb.
13, 2017, Luna Properties Novi filed a proof of claim in the amount
of $130,085 for unpaid rent, CAM and utility charges.  The Debtor
has also incurred post-petition lease obligations.

The Debtor entered into two Lease Agreements: (i) Rojo Six, LLC,
doing business as Michigan Beer Exchange and Luna Properties, dated
June 10, 2015; and (ii) Rojo Six, LLC, doing business as Rojo
Mexican Bistro, dated June 1, 2014.

On Feb. 1, 2017, the Debtor filed a Motion for Order Authorizing
the Sale of Substantially All of the Assets of the Debtor Free and
Clear of All Liens, Claims, Interests and Encumbrances on behalf of
Rojo Six.  Paragraph 11 of the Motion stated that there would be an
assumption and assignment of the leases to the purchaser of the
assets with the agreed upon cure costs.  The parties finalized
terms of the assumption and assignment of the leases with cure
costs subsequent to the filing of the Motion.  Upon conclusion of
same, the instant Amended Motion was filed.  Luna Properties Novi
has agreed to assignment of the leases to the purchaser of the
assets of Debtor provided that purchaser agrees to pay all past due
rent and obligations due under the lease agreements in equal
installments over the first six months of the new term of the
leases.

The assumption and assignment to the Purchaser of the Assumed
Agreements is necessary for the consummation, and is a condition
precedent to the closing, of the Agreement.  Accordingly, the
Debtor asks the Court to approve the assumption and assignment of
the Assumed Agreements.

The Debtor has concluded, in its business judgment, that the sale
of the property to the Purchaser will result in the highest and
best value for the assets, and that the sale of the assets is in
the best interests of the Debtor, the Debtor's estate, and its
creditors.  Accordingly, the Debtor asks the Court to approve the
relief sought.

The Debtor asks that Court waives the 14-day stay provision of
Federal Rule of Bankruptcy Procedure 6004(g).

                   About Rojo One, LLC

Rojo One, LLC and its four affiliates filed Chapter 11 petitions
(Bankr. E.D. Mich. Lead Case No. 16-54348) on Oct. 20, 2016.  The
petitions were signed by Daniel R. Linnen, sole member.  The
Debtors are represented by Aaron J. Scheinfield, Esq., at
Goldstein Bershad & Fried PC.

The Debtors' cases were procedurally consolidated and are jointly
administered.  The cases are assigned to Judge Maria L. Oxholm.

The Debtors each estimated assets at $0 to $50,000.  All the
Debtors, except for Rojo Five, estimated liabilities at $500,000
to $1 million.  Rojo Five estimated its liabilities at $1 million
to
$10 million.


SAEXPLORATION HOLDINGS: John Pecora Has 6.67% Stake as of March 2
-----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, John P. Pecora reported that as of March 2, 2017, he
beneficially owns 622,798 shares of common stock of SAExploration
Holdings, Inc. representing 6.67 percent of the shares outstanding.
The percentage was calculated based upon 9,343,513 shares of
Common Stock outstanding as of Nov. 4, 2016, as disclosed in the
Company's Form 10-Q filed with the SEC on Nov. 4, 2016.  A
full-text copy of the regulatory filing is available for free at
https://is.gd/Y6wdA1

              About SAExploration Holdings, Inc.

SAExploration Holdings, Inc. (NASDAQ: SAEX) and its subsidiaries
are internationally-focused oilfield services company offering a
full range of vertically-integrated seismic data acquisition and
logistical support services in Alaska, Canada, South America, and
Southeast Asia to its customers in the oil and natural gas
industry.  In addition to the acquisition of 2D, 3D, time-lapse 4D
and multi-component seismic data on land, in transition zones
between land and water, and offshore in depths reaching 3,000
meters, the Company offers a full-suite of logistical support and
in-field data processing services.  The Company operates crews
around the world that are supported by over 29,500 owned land and
marine channels of seismic data acquisition equipment and other
leased equipment as needed to complete particular projects.

SAExploration reported a net loss attributable to the Corporation
of $9.87 million in 2015 following a net loss attributable to the
Corporation of $41.8 million in 2014.  As of Sept. 30, 2016,
SAExploration had $214.41 million in total assets, $153.51 million
in total liabilities and $60.90 million in total stockholders'
equity.

                        *     *     *

In June 2016, S&P Global Ratings lowered its corporate credit
rating on SAExploration Holdings to 'CC' from 'CCC-'.  The outlook
remains negative.  The downgrade follows SAExploration's
announcement that it plans to launch an exchange offer to existing
holders of its 10% senior secured notes for shares of common equity
and a new issue of second-lien notes.

In September 2016, Moody's Investors Service withdrew
SAExploration's 'Caa2' Corporate Family Rating and other ratings.


SNOWTRACKS COMMERCIAL: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: SnowTracks Commercial Winter Management, LLC
           fdba Snow Tracks Plowing & Snow Removal
           aka Shamrock Lawn Care
           aka Shamrock Lawn Care LLC
        1505 Delmore Drive
        Merrill, WI 54452

Case No.: 17-10755

Description of Business: The Company is a small business debtor as
                         defined in 11 U.S.C. Section 101(51D).
                         It is an affiliate of Black Granite Grain

                         Co. LLC which filed for bankruptcy on
                         Aug. 8, 2016 (Bank. W.D. Wisc. Case No.
                         16-13121).  From January through          
   
                         February 2017, the Company posted net
                         income of $327,852.

Chapter 11 Petition Date: March 10, 2017

Court: United States Bankruptcy Court
       Western District of Wisconsin (Eau Claire)

Judge: Hon. William V. Altenberger

Debtor's Counsel: Rebecca R. DeMarb, Esq.
                  SWEET DEMARB LLC
                  One North Pinckney Street, Suite 300
                  Madison, WI 53703
                  Tel: 608-310-5502
                  Email: rdemarb@sweetdemarb.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

Largest
Unsecured
Creditor:         Ridgestone Bank, $1,804,450

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wiwb17-10755.pdf

The petition was signed by Michael P. Bronsteatter, manager.


STONE ENERGY: MacKay Shields Reports 19.74% Stake as of March 1
---------------------------------------------------------------
MacKay Shields LLC disclosed in a regulatory filing with the
Securities and Exchange Commission that as of March 1, 2017, it
beneficially owns 3,948,684 shares of common stock of Stone Energy
Corporation representing 19.74 percent of the shares outstanding.

MacKay Shields LLC, an investment adviser registered under Section
203 of the Investment Advisers Act of 1940, is deemed to be the
beneficial owner of 3,948,684 shares or 19.74% of the Common Stock
believed to be outstanding as a result of acting as investment
adviser to various clients.  All calculations of percentage
ownership herein are based on a total of 20,000,000 shares of
Common Stock issued and outstanding as of March 1, 2017.

The MainStay High Yield Corporate Bond Fund, a registered
investment Company for which Mackay Shields acts as sub-investment
adviser, may be deemed to beneficially own 10.37% of the
outstanding common stock of the Company.  New York Life Investment
Management LLC, an indirect wholly owned subsidiary of New York
Life and an affiliate of Mackay Shields LLC, is the manager of
MainStay High Yield Corporate Bond Fund.

A full-text copy of the Schedule 13G is available for free at:

                    https://is.gd/MP1Iqq

                      About Stone Energy

Stone Energy Corporation (NYSE: SGY) is an independent oil and
natural gas exploration and production company headquartered in
Lafayette, Louisiana with additional offices in New Orleans,
Houston and Morgantown, West Virginia.  Stone is engaged in the
acquisition, exploration, development and production of properties
in the Gulf of Mexico basin.

Stone Energy Corp. and two affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Case Nos. 16-36390, 16-36391 and 16-36392) on
Dec. 14, 2016, to pursue a prepackaged plan of reorganization.
Judge Marvin Isgur is assigned to the cases.

The Debtors hired Latham & Watkins LLP as general counsel, Porter
Hedges LLP as local counsel; Vinson & Elkins LLP as special
counsel; Alvarez & Marsal North America, LLC as financial advisor;
Lazard Freres & Co. LLC, as investment banker; and Epiq Bankruptcy
Solutions, LLC as claims, noticing, solicitation and balloting
agent.

On Feb. 15, 2017, the Bankruptcy Court entered an order
confirming the Second Amended Joint Prepackaged Plan of
Reorganization of Stone Energy Corporation and its Debtor
Affiliates, dated December 28, 2016.  On February 28, the Plan
became effective in accordance with its terms and the Company and
its subsidiaries emerged from the Chapter 11 Cases.


SUPERIOR LINEN: Court Denies Bid for Ch. 11 Trustee Appointment
---------------------------------------------------------------
Judge Mike N. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada entered an Order denying the Motion to Appoint a
Chapter 11 Trustee for Superior Linen, LLC, and Conditionally
Denying the Motion to Convert the Chapter 11 Bankruptcy Case to
Chapter 7.

As previously reported by The Troubled Company Reporter, Tracy Hope
Davis, the United States Trustee for Region 17, asked the Court to
enter an order directing the appointment of a Chapter 11 trustee
for the estate of the Debtor, or, in the alternative, convert the
case to one under Chapter 7, over the misconduct by the Debtor's
management.  The U.S. Trustee said the Debtor has shown a continued
and
repeated inability to do the most basic tasks of cash management
and accounting.  The Debtor's Chief Financial Officer, according to
the U.S. Trustee, admitted that the Debtor repeatedly bounced
checks at two successive banks prior to the bankruptcy.  Then after
the case was in bankruptcy, the Debtor opened a bank account and
concealed its bankrupt status from the bank in question, and
otherwise generally failed to comply (and continues to fail to
comply) with Section 345 of the Bankruptcy Code and the U.S.
Trustee Guidelines relating to bank account and cash management
requirements, the U.S. Trustee tells the Court.

Moreover, the Debtor appears to want to simply liquidate itself,
the U.S. Trustee says.  The U.S. Trustee, however, asserts that
the
estate and its creditors would be much better served to accomplish
that goal under the rubric of a chapter 7 liquidation (or a
chapter
11 trustee) with a disinterested fiduciary overseeing the sales
process, rather than the conflict-laden process seemingly
contemplated by the Debtor.

Judge Nakagawa further ordered that any sale of all or
substantially all of the Debtor's business must occur, if at all,
no later than June 14, 2017, and that any additional debtor in
possession financing requested or obtained by the Debtor must
include at least $45,000 in funds paid as "carveout" from the DIP
collateral to pay professionals of the Official Committee of
Unsecured Creditors.

The Court noted that the deadline for the Official Committee of
Unsecured Creditors and/or creditor Baltic Linen Co., Inc., to file
derivative actions or the other related claims is extended through
June 21, 2017.  The Court added that should any of the conditions
are not met, the United States Trustee may file an ex parte motion
to convert the case to one under Chapter 7, upload an ex parte
order, and the case shall be converted to one under Chapter 7.

                About Superior Linen

Superior Linen, LLC, doing business as Superior Linen and Laundry
Services, which operates as a commercial laundry and linen rental
company, filed a chapter 11 petition (Bankr. D. Nev. Case No.
16-15388) on Sept. 30, 2016. The petition was signed by Robert E.
Smith, chief financial officer.  The case is assigned to Judge Mike
N. Nakagawa. The Debtor estimated assets and debts at $10 million
to $50 million at the time of the filing.

The Debtor tapped Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC,
as bankruptcy counsel. Paras Barnett, Esq., at Barnett & Associates
is serving as special counsel.  Province, Inc., serves as financial
and restructuring advisors.

The U.S. Trustee for Region 17 appointed three creditors of
Superior Linen, LLC to serve on the Official Committee of Unsecured
Creditors: Baltic Linen Company, Inc., United Cleaners Supply, Inc.
and Regent Apparel. The Committee is represented by Candace C.
Carlyon, Esq. and Matthew R. Carlyon, Esq., at Morris, Polich &
Purdy, LLP.


SWING HOUSE: Court Extends Plan Filing Deadline Through May 8
-------------------------------------------------------------
Judge Robert Kwan extended Swing House Rehearsal and Recording Inc.
and Philip Joseph Jaurigui's exclusive plan filing period through
May 8, 2017 and the corresponding exclusive solicitation period
through July 7, 2017.

As previously reported by the Troubled Company Reporter, the
Debtors believe that it would be premature to file a Plan at this
time. The Debtors asserted that a premature Plan will likely lead
to further delays in the plan confirmation process and will serve
only to increase the administrative costs of these cases as any
Plan filed now would undoubtedly have to be amended or modified
after the Claims Bar Date has passed.

                   About Swing House Rehearsal

Swing House Rehearsal and Recording, Inc. dba Swing House Studios
filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-24758),
on November 8, 2016.  The petition was signed by Philip Jaurigui,
president and secretary.  The case is assigned to Judge Robert N.
Kwan.  The Debtor is represented by Kurt Ramlo, Esq. and Jeffrey S.
Kwong, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P.  At the
time of filing, the Debtor estimated $1 million to $10 million in
both assets and liabilities.


TECK RESOURCES: Fitch Hikes IDR to BB & Alters Outlook to Positive
------------------------------------------------------------------
Fitch Ratings has upgraded the Issuer Default Rating (IDR) for Teck
Resources Limited (Teck; NYSE: TECK; TSE: TECK.b) to 'BB' from 'B+'
along with Teck's outstanding debt. Pro forma for the pending
tender offer, about $5.1 billion in debt and $4.2 billion in senior
unsecured credit facilities are affected by these rating actions.

The Rating Outlook has been revised to Positive from Negative.

The two-notch upgrade with a Positive Outlook results from
significant repayment of debt coupled with improvement in the
metallurgical coal market, an upward revision in Fitch's commodity
price assumptions for copper and zinc, and free cash flow (FCF)
generation while capital spending is high. Fitch revised its price
assumptions for hard coking coal, copper and zinc on March 2, 2017.
Fitch expects funds from operations (FFO) adjusted leverage to
decline from 2.7x at Dec. 31, 2016 and remain at or below 2.5x
through 2019. Fitch had expected FFO leverage to be as high as 6x
and generally greater than 4x before the run-up in metallurgical
coal, evidence of better market balance in copper and short supply
in zinc.

COMPRESSED RATINGS OF GUARANTEED DEBT

Fitch upgraded the guaranteed notes and credit facilities to
'BB+/RR2' from 'BB-/RR3' and also upgraded the notes not
benefitting from guarantees to 'BB/RR4' from 'B-/RR6'. While the
guaranteed notes and credit facilities benefit from upstream
guarantees of intermediate holding companies, ratings could be
compressed if Fitch views Teck as sufficiently far from default to
rate the guaranteed obligations at the same level as the IDR.

KEY RATING DRIVERS

SHARP UPSWING IN COMMODITY PRICES

The more than doubling of metallurgical coal prices in the fourth
quarter of 2016 and improvement in zinc prices coupled with
continued weakness in the Canadian dollar resulted in improved FCF.
Fitch expects metallurgical coal prices to revert to more normal
levels as supply rebounds but improved profitability and FCF allows
Teck to rebuild liquidity and selectively repay debt.

Metallurgical coal prices sharply rebounded from lows in the first
quarter of 2016 as a result of China's implementing rules in April
2016 to reduce the number of statutory working days for its coal
miners to 276 a year from 330. This resulting production decline of
about 9% compares with relatively stable demand. China has relaxed
the rule to some degree and supply is gaining elsewhere. Fitch
expects prices to continue to moderate through 2019.

Teck advises that each $1/tonne change in the benchmark hard coking
coal price changes EBITDA by C$32 million, assuming realized prices
at 92% of benchmark, a C$/US$ exchange rate of 1.30, production at
27.5 million tonnes, and unit costs of coal sales at C$84/tonne for
2017. The benchmark hard coking coal price increased from $81/tonne
in early 2016 to $285/tonne for the first quarter of 2017 and the
spot price was $155/tonne mid-February 2017. Fitch expects hard
coking coal prices to average $165/tonne in 2017, $135/tonne in
2018, $120/tonne in 2019 and $110/tonne longer term. Fitch's
assumptions would translate to roughly C$1.6 billion in additional
EBITDA in 2017, using Teck's sensitivities, all else equal.

Fitch expects 2017 operating EBITDA of at least C$4.8 billion
dropping to at least C$4 billion per year in 2018 and 2019.

BALANCE SHEET REPAIR

Fitch views positively management initiative to lower debt and
extend debt maturities. Teck issued $1.25 billion guaranteed notes
due 2021 and 2024 and used proceeds to call senior unsecured notes
with near-term maturities in an aggregate principal amount of $1.25
billion in the second quarter of 2016. Teck repurchased $759
million in principal amount of long dated debt at an average cost
of about 91 cents on the dollar through early October 2016.
Management is tendering for $1 billion in near maturity notes
(tender expires March 20, 2017). The company targets debt to EBITDA
of 2.5x on average.

END OF FORT HILL SPENDS

The Fort Hills oil sands project was over 76% complete as of Feb.
8, 2017, with first oil expected near the end of 2017. Remaining
spending is estimated at C$805 million of which C$640 million is
expected to be spent in 2017. Other capital projects, including
Quebrada Blanca Phase 2, were substantially slowed during the slump
in commodity prices. Fitch believes project spending and perhaps
maintenance catch-up spending will be a priority for capital in
2017 and beyond.

COPPER MINE LIVES

The Highland Valley mine life is currently about 10 years and is
expected to have lower production than normal through 2019.
Antamina has a current mine life of about 12 years. Existing mining
at Quebrada Blanca (76.5% owned) is expected to cease in early 2018
(leaching through mid-2019). Teck is engaged in permitting the
Quebrada Blanca Phase 2 project. The project is expected to have an
initial 25 year mine life and capital costs of $4.7 billion on a
100% basis exclusive of working capital and interest with earliest
go-forward decision in mid-2018.

SHAREHOLDER FOCUS EXPECTED

Keevil Holding Corporation, controlled by Teck's Chairman,
beneficially owns shares representing about 14.6% of Teck voting
interests. In addition, Sumitomo Metal Mining Co. Ltd., Caisse de
depot et placement du Quebec, and China Investment Corporation
directly or indirectly own shares representing about 23.8%, 11.1%,
and 6.7%, respectively, of Teck voting interests. Teck did raise
equity in the depths of the global financial crisis but declined to
do so during the commodity slump.

Fitch expects FCF of at least C$700 million in 2017 increasing to
at least C$1 billion on average in each of 2018 and 2019 absent
significant development spending outside of Fort Hills. Fitch
believes dividend increases, following cuts in 2015, or share
repurchases could be a priority in 2017. Management's capital
allocation plans is a key driver for Fitch to resolve the Positive
Outlook.

OPERATING PROFILE

Teck benefits from long-lived coal and oil sands reserves, a
leading low-cost position in zinc, a leading position in the
seaborne hard metallurgical coal market, and a solid core position
in copper.

Globally, Teck is the second-largest seaborne hard coking coal
producer after BHP-Mitsubishi Alliance and is at about the
mid-point of the cost curve (FOB port). Teck is in the top 15
largest copper producers, globally, with about average costs and
the third-largest zinc producer, in the lowest quartile on costs.

Coal accounted for 52%, zinc accounted for 26% and copper accounted
for 22% of segment operating EBITDA in 2016. Production from Canada
accounted for about 66% of 2016 gross profit before depreciation by
region and the company also has operations in the U.S. (20%), Peru
(11%) and Chile (3%).

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Teck Resources
Limited include:

-- Production at guidance with Fort Hills production commencing
    in 2018;
-- Fitch's commodity price assumptions: WTI oil prices at
    $52.50/barrel in 2018 and $57.50/barrel in 2019; hard coking
    coal prices at $165/tonne in 2017, $135/tonne in 2018, and
    $120/tonne in 2019; copper prices at $5,500/tonne in 2017,
    $6,000/tonne in 2018, and $6,200/tonne in 2019; and zinc
    prices at $2,400/tonne in 2017, $2,800/tonne in 2018 and
    $3,000/tonne in 2019;
-- Quebrada Blanca 2 spending at minimal levels through 2019;
-- Capital Expenditures at guidance for 2017 and averaging at
    depreciation levels in 2018 and 2019;
-- Dividends increased gradually to prior levels;
-- Successful tender for $1 billion in notes, other debt
    repayment at maturity.

RATING SENSITIVITIES

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

-- FFO adjusted leverage expected to be sustained below 3x
    assuming mid-cycle commodity prices; and

-- Commitment to fund project development and/or acquisitions in
    a balanced fashion to minimize potential reduction in
    liquidity.

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

-- Expectations of reduced economics of the Fort Hills project;
-- Prolonged periods of negative FCF that are not supported by
    asset sales or equity raises, and/or
-- Expectations that FFO adjusted leverage would be sustained
    above 3.5x for an extended period.

LIQUIDITY

AMPLE FOR CURRENT OPERATIONS

As of Dec. 31, 2016 Teck had C$1.4 billion of cash on hand, full
availability under the $3 billion revolving credit facility
expiring in July 2020, and $219 million available under the $1.2
billion credit facility, of which, $60 million expires in June 2017
and $1.14 billion expires in June 2019. Fitch estimates minimum
required cash to operate at C$400 million. Given that the $1
billion tender is completed, Fitch expects cash balances to build
in advance of spending on Quebrada Blanca Phase 2.

MODEST NEAR TERM MATURITIES

The company has tendered for up to $1 billion in senior notes
including the $278 million 3% notes due in 2019. Fitch estimates
remaining annual maturities of debt over the next five years to be
$16 million in 2017, $22 million in 2018, $84 million in 2019, $0
in 2020 and $355 million in 2021.

FULL LIST OF RATING ACTIONS

Fitch has upgraded the following ratings:

Teck Resources Ltd.

-- Issuer Default Rating (IDR) to 'BB' from 'B+';

-- Senior unsecured guaranteed credit facilities to 'BB+/RR2'
    from 'BB-/RR3';

-- Senior unsecured guaranteed notes to 'BB+/RR2' from 'BB-/RR3';

    and

-- Senior unsecured notes to 'BB/RR4' from 'B-/RR6'.

The Rating Outlook has been revised to Positive from Negative.


TENKORIS LLC: Unsecureds to Get Full-Payment, Plus 3% in 36 Months
------------------------------------------------------------------
Tenkoris, LLC, filed with the U.S. Bankruptcy Court for the
District of Arizona a disclosure statement dated March 1, 2017,
referring to the Debtor's plan of reorganization.

The Debtor proposes to pay Class 6 Unsecured Claims -- totaling
$70,100.22 -- in full, with interest at 3% per annum, in 36 monthly
payments of $2,038.60, distributed on a pro rata basis, starting on
the 15th day of the month following the Effective Date of the
Plan.

The proposed plan is contingent upon consummation of the sale of
all of the Debtor's assets to Storddard Capital, LLC.  The motion
for approval of the sale is currently before the Court.  Stoddard
Capital will enter into a purchase agreement with the Debtor to buy
all of its assets for $210,000.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/azb16-07290-58.pdf

                       About Tenkoris LLC

Tenkoris, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 16-07290) on June 27, 2016.  The
petition was signed by Ken Olcher, managing member.  

The Debtor tapped Davis Miles McGuire Gardner, PLLC, as its legal
counsel, and Phillip Fitzekam as its accountant.

At the time of the filing, the Debtor disclosed $305,855 in assets
and $1.02 million in liabilities.


TERRACE COMMUNITY: S&P Lowers Rating on 2007A/B Bonds to 'BB'
-------------------------------------------------------------
S&P Global Ratings lowered its rating on Hillsborough County
Industrial Development Authority, Fla.'s series 2007A and 2007B
tax-exempt and taxable revenue bonds, issued for Terrace Community
Middle School (TCMS), to 'BB' from 'BB+'.  The outlook is stable.

"We lowered the rating based on our view of the school's weakened
liquidity position from levels already thin in comparison to
peers," said S&P Global Ratings credit analyst Melissa Brown.

"We assessed TCMS' enterprise profile as strong characterized by
solid demand with a robust waiting list, excellent academics, and a
stable management team.  We assessed TCMS' financial profile as
vulnerable with a small operating base, low levels of unrestricted
cash, modest debt burden, and limited operating flexibility.  We
believe that combined, these credit factors lead to an indicative
standalone credit profile of 'bb+'.  As our criteria indicate, the
final rating can be adjusted (capped) below the indicative credit
level due to a variety of overriding factors," S&P said.

"In our opinion, the 'BB' rating on the charter school's bonds
better reflects the risks associated with TCMS' very low
unrestricted reserves," Ms. Brown added.


TEXAS STUDENT: S&P Affirms 'B' Rating on 2001A Housing Bonds
------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term rating on Texas
Student Housing Corp.'s (TSHC) series 2001A housing revenue bonds.
These bonds were issued on behalf of University of North Texas
(UNT) Denton student housing project.  The rating was removed from
CreditWatch, where it was placed with negative implications on Dec.
7, 2016.  S&P resolved the CreditWatch action after receiving the
required information from the housing project.  The outlook is
stable.

"The negative CreditWatch was removed based on improved operations,
decreased rental discounting, and improved debt service coverage at
the housing project in fiscal years 2014, 2015, and 2016, after
weak cash flows, high discounting, and poor coverage results from
fiscal 2010 through fiscal 2013," said S&P Global Ratings credit
analyst Phillip Pena."  The rating reflects S&P's view of the
project's continued weak and speculative business fundamentals."

The stable outlook reflects S&P's expectation that, during the next
year, TSHC will maintain high occupancy, will use discount rates
similar to the fiscal 2016, and will continue to make timely
senior-lien debt service payments.

Should the bondholders accelerate the debt for any reason,
including inadequate coverage levels or an underfunded DSRF, S&P
could consider a negative rating action within the one-year outlook
period.  S&P could also consider a negative rating action should
occupancy rates deteriorate to the point that they pressure
operations and coverage, or should deferred maintenance costs
substantially eat into net revenues available for debt service.

Given that the 2001A bonds have been in technical default since
fiscal 2002, and given that the 2001B subordinated bonds (Not rated
by S&P Global) are in default, S&P do not expect a positive rating
action within the one-year outlook period.



THREE BO'S: Seeks to Hire Eron Law as Legal Counsel
---------------------------------------------------
Three Bo's, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Kansas to hire legal counsel in connection with its
Chapter 11 case.

The Debtor proposes to hire Eron Law, P.A. to give legal advice
regarding its duties under the Bankruptcy Code, assist in the
negotiation of financing deals, prepare a bankruptcy plan, and
provide other legal services.

The hourly rates charged by the firm are:

     David Eron            $300
     January Bailey        $200
     Paralegal              $75
     Legal Assistant        $75

David Eron, Esq., disclosed in a court filing that he and Ms.
Bailey have no connection with the creditors, and have no
relationship with the Debtor other than in connection with its
bankruptcy case.

The firm can be reached through:

     David Prelle Eron, Esq.
     229 E. William, Suite 100
     Wichita, KS 67202
     Phone: 316-262-5500
     Fax: 316-262-5559
     Email: david@eronlaw.net

                      About Three Bo's Inc.

Three Bo's, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 17-10221) on February 23,
2017.  The petition was signed by Warren Boegel, president.
The case is assigned to Judge Robert E. Nugent.

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

No trustee has been appointed in the Debtor's case.


THREE BO'S: Seeks to Hire Schulz and Leonard as Accountant
----------------------------------------------------------
Three Bo's, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Kansas to hire Schulz and Leonard, P.C. as
accountant.

The Debtor tapped the firm to prepare and file its business tax
returns.  Roger Schulz and Cathleen Mueller of Schulz and Leonard
will charge $200 per hour and $125 per hour, respectively.

Schulz and Leonard does not represent any interest adverse to the
Debtor's bankruptcy estate, according to court filings.

The firm can be reached through:

     Roger Schulz
     Cathleen Mueller
     Schulz and Leonard, P.C.
     200 First Street
     Eaton, CO 80615
     Phone: (970)454-3371
     Fax: (970)454-3465
     Email: info@schulzandleonard.com

                      About Three Bo's Inc.

Three Bo's, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 17-10221) on February 23,
2017.  The petition was signed by Warren Boegel, president. The
case is assigned to Judge Robert E. Nugent.

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

No trustee has been appointed in the Debtor's case.


TRES AMICI: Dismissal of Restaurant Owners' Suit vs. Topaz Affirmed
-------------------------------------------------------------------
In the case captioned ANTHONY MODICA, ET AL., Appellants, v. TOPAZ
ENTERPRISES, INC., Respondent, 2014-11904, Index No. 700720/14
(N.Y. App. Div.), the Appellate Division of the Supreme Court of
New York, Second Department, affirmed the order of the Supreme
Court, Queens County, entered October 22, 2014, insofar as it
granted the defendant's motion pursuant to CPLR 3211(a) to dismiss
the complaint.

The plaintiff 106-09 Rockaway Owners Corp. owned real property
located at 106-09 Rockaway Boulevard in Queens until a mortgage and
note on the property was foreclosed on by Eastern Savings Bank,
FSB, which was also the successful bidder at the foreclosure sale.
Eastern assigned its winning bid to the defendant, Topaz
Enterprises, Inc., a wholly owned subsidiary of Eastern.  The
plaintiff brothers Anthony Modica and Gaetano Modica operated a
restaurant and catering facility at the subject property known as
Tres Amici, doing business as La Bella Vita, while the property was
owned by 106-09.  The plaintiff brothers were the owners of 106-09.


The plaintiffs commenced an action to enforce their right to
purchase the subject property from Topaz under a stipulation of
settlement that Tres Amici and Topaz entered into in the course of
a Chapter 11 bankruptcy proceeding commenced by Tres Amici in May
2013, in the United States Bankruptcy Court for the Eastern
District of New York.  Topaz moved to dismiss the complaint
pursuant to CPLR 3211(a)(1), (3), (7), and (8).  In the order
appealed from, the Supreme Court granted that branch of the motion
which was pursuant to CPLR 3211(a)(1), and the plaintiffs appealed.


The Appellate Division of the Supreme Court of New York affirmed,
albeit on grounds different from those relied upon by the Supreme
Court.

One of the plaintiffs' obligations under the stipulation of
settlement was that they would cease all litigation they had
commenced against Eastern or Topaz regarding the subject property.
In exchange, Topaz agreed, inter alia, to allow the plaintiffs to
purchase the subject property for a stated sum by a certain date.
Nonetheless, a month after entering into the settlement, the
plaintiffs had still failed to cease any of the various actions
they had commenced against Eastern and Topaz, and had even
commenced new litigation against those entities.

The Appellate Division held that, while the Supreme Court properly
granted Topaz's motion to dismiss the complaint, it should not have
been, as stated in the order appealed from, on the ground that the
parties did not have a valid agreement.  The Appellate Division
found that the plaintiffs' breach of the settlement agreement
divested them of any right to enforce any of Topaz's obligations
under the agreement, and relieved Topaz of any obligation to
perform.

A full-text copy of the Appellate Division's February 22, 2017
decision and order is available at https://is.gd/6A1wa5 from
Leagle.com.

Appellants are represented by:

          Charles L. Mester, Esq.
          New York, NY
          Tel: (718)797-5700
          Fax: (718)522-0356
          Email: cmester@ltattorneys.com

Respondent is represented by:

          Jerold C. Feuerstein, Esq.
          Jason S. Leibowitz, Esq.
          KRISS & FEUERSTEIN LLP
          360 Lexington Avenue, Suite 1200
          New York, NY 10017
          Tel: (212)661-2900
          Fax: (212)661-9397
          Email: jfeuerstein@kandfllp.com
                 jleibowitz@kandfllp.com

                    About Tres Amici

Tres Amici, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y.
Case No. 13-43006) on May 17, 2013.


UNCAS LLC: Unsecureds to Get $3,000 Under Connect's Plan
--------------------------------------------------------
Secured creditor Connect REO, LLC, has filed an amended disclosure
statement dated March 1, 2017, referring to the Chapter 11 plan of
reorganization for Uncas, LLC.

Under the Plan, holders of Class 4 General Unsecured Claims will
each receive any remaining net sales proceeds available after
payment to all administration claims, priority claims, and secured
claims, including any deficiency owed to secured claims.  In the
event Connect REO takes title to the Debtor's property via an
auction, Connect REO will pay a total of $3,000 to be paid towards
this class who will share pro rata.  This class is impaired by the
Plan.

The Debtor's primary asset consists of real property located at 2A
Owenoke Park, Westport, Connecticut, which is a vacant piece of raw
land.

Payment from any net sales proceeds remaining after payment of
administration claims, Class 1-5 Claims.  Class 6 Equity Interests
will be extinguished after all distributions required by the Plan
have been made.  This class is impaired.

Payments under the Plan for Classes 1-7 will be paid as set forth
in the Plan.  The transfer of the Debtor's property under the Plan
will be free and clear of all liens, claims and encumbrances, with
any liens, claims and encumbrances to attach to the sale proceeds,
and to be disbursed under the Plan, provided, however, that any
mortgagee will have the right, but not the obligation, to provide
for an assignment of its mortgage and an assumption by the
purchaser in connection with the sale of the property under the
Plan.  Secured creditors will retain all its deficiency and other
rights under the loan documents.

A copy of the Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/ctb16-50849-72.pdf

As reported by the Troubled Company Reporter on Feb. 9, 2017,
Connect REO filed a Chapter 11 plan of reorganization for the
Debtor which proposed to pay unsecured creditors 10% of their
claims.  Under the plan, Uncas' real property located at 2A Owenoke
Park, Westport, Connecticut, will be listed for sale at its current
market value of $800,000.  The property will be sold according to a
bidding process and Connect REO's Class 2 claim will be paid from
the net proceeds.

                         About Uncas LLC

Uncas, LLC owns real estate located at 2A Owenoke Park, Westport,
Connecticut.  The property is a vacant piece of raw land.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 16-50849) on June 28, 2016.  The
petition was signed by Michael F. Calise, member.  At the time of
the filing, the Debtor estimated its assets and liabilities at $1
million to $10 million.

The Debtor is represented by Coan, Lewendon, Gulliver &
Miltenberger LLC.


V-BLOX CORP: Taps Jason A. Burgess as Legal Counsel
---------------------------------------------------
V-Blox Corporation seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire The Law Offices of Jason A. Burgess,
LLC to give legal advice regarding its duties under the Bankruptcy
Code, negotiate with creditors, assist in the preparation of a
bankruptcy plan, and provide other legal services.

The firm's hourly rate for attorney services is $295. Paralegal
time will be billed at $75 per hour.

Jason Burgess, Esq., disclosed in a court filing that he does not
represent any interest adverse to the Debtor or its bankruptcy
estate.

The firm can be reached through:

     Jason A. Burgess, Esq.
     The Law Offices of Jason A. Burgess, LLC
     1855 Mayport Road
     Atlantic Beach, FL 32233
     Phone: (904) 372-4791
     Fax: (904) 853-6932
     Email: jason@jasonaburgess.com

                    About V-Blox Corporation

V-Blox Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-00628) on February
24, 2017.  The petition was signed by David T. Mulvaney, president.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.


VALEANT PHARMACEUTICALS: S&P Rates New $2.5BB Secured Notes 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating to
Canada-based Valeant Pharmaceuticals International Inc.'s proposed
$2.5 billion senior secured notes, which will be issued in two
tranches maturing 2022 and 2024.  The recovery rating on this debt
is '1', indicating S&P's expectations for very high (90%-100%;
rounded estimate: 95%) recovery in the event of default.  The
company plans to use the proceeds to repay earlier maturing debt,
in a leverage-neutral transaction.

S&P's 'B' corporate credit rating reflects its assessment of the
company's high debt leverage of about 8x for 2017, and substantial
free cash flow generation (helped by a low tax rate).  It also
takes into account S&P's assessment of business risk, which is
characterized by the company's substantial scale and extensive
product, therapeutic, payer, and geographic diversification.  This
is partially offset by the relatively low level of investment in
research and development, and elevated operational risks associated
with managing a large portfolio of small products. Given the
multitude of remaining legal, regulatory, and reputational issues
that Valeant faces, our assessment of management and governance as
weak is unchanged, reflecting the lingering fallout of aggressive
business practices under the prior management team in recent
years.

S&P's stable rating outlook reflects its expectation for Valeant's
debt leverage to remain above 5x, while continuing to generate
substantial free cash flow (helped by a low tax rate).  The 'B'
rating hinges on the company's ability to demonstrate a sustainable
trajectory of positive growth in profitability (excluding the
impact of the significant patent expirations in late 2016 and 2017)
despite various headwinds.

RATING LIST

Valeant Pharmaceuticals International Inc.
Corporate Credit Rating         B/Stable/--

New Rating

Valeant Pharmaceuticals International Inc.
Senior Secured $2.5 Bil. Notes
  Due 2022                       BB-
   Recovery Rating               1 (95%)
  Due 2024                       BB-
   Recovery Rating               1 (95%)


VERITY HEALTH: S&P Affirms 'CCC' Rating on $273MM 2005 Bonds
------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'CCC' rating on California Statewide Communities
Development Authority's $273 million series 2005A, 2005F, 2005G,
and 2005H fixed-rate bonds issued for Verity Health System (Verity;
formerly known as the Daughters of Charity Health System).

"The positive outlook revision reflects improved, although still
weak, operating performance driven by growing revenue and volume,"
said S&P Global Ratings credit analyst Cynthia Keller.  "The
positive outlook also reflects an increasing balance sheet cushion
derived from financial support provided and arranged by Blue
Mountain Capital Management."  Verity has an entirely new
management team, which has been able to increasingly focus on
strategic initiatives while at the same time concentrating on
multiple operational initiatives necessary to improve financial
performance, which S&P views positively.

"The 'CCC' rating reflects our opinion that ongoing ability to
repay debt service is dependent on favorable business, financial,
and economic conditions, although we also consider bankruptcy risk
more remote than at the last rating," added Ms. Keller.  Verity
still operates with substantial losses, extremely thin reserves,
and strained metrics, which will be challenged as management makes
capital investments into the facilities, which are required by the
Attorney General and which are necessary to attract and retain
physicians.

Continued balance sheet growth, coupled with operational
improvement could support a higher rating during the one year
covered by S&P's outlook period.

A higher rating could be possible with a consistent trend of lower
operating losses excluding one-time transactions that generate at
least 1x coverage and balance sheet improvement.  A higher rating
is also predicated on maintaining a stable enterprise profile and
demonstrating that management's strategies are translating into
improved financial performance.

A revision to a stable outlook or lower rating level could be
possible with any deterioration in financial performance or balance
sheet reserves, which could make Verity highly vulnerable to
nonpayment or bankruptcy.



VERTEX ENERGY: Reports Fourth Quarter Net Loss of $2.4 Million
--------------------------------------------------------------
Vertex Energy, Inc., announced its financial results for the fourth
quarter and year ended Dec. 31, 2016.

For the three months ended Dec. 31, 2016, Vertex reported a net
loss attributable to the Company of $2.39 million on $31.05 million
of revenues compared to a net loss attributable to the Company of
$3.03 million on $20.87 million of revenues for the same period a
year ago.

For the year ended Dec. 31, 2016, the Company recognized a net loss
attributable to the Company of $3.95 million on $98.07 million of
revenues compared to a net loss attributable to the Company of
$22.51 million on $146.94 million of revenues for the year ended
Dec. 31, 2015.

As of Dec. 31, 2016, Vertex had $86.98 million in total assets,
$28.66 million in total liabilities, $3.33 million in series B
preferred stock, $13.75 million in series B-1 preferred stock, and
$41.23 million in total equity.

Benjamin P. Cowart, chairman and CEO of Vertex Energy, Inc.,
commented, "During 2016, we took steps to stabilize our business
and create a business model with the ability to manage spreads in
any crude oil environment.  Some of those steps included selling
our Nevada facility, using some of the cash proceeds to reduce
debt, and leading the initiative in charging for oil -- a positive
for the company and industry.  With the improvements made at our
facilities during 2016, we anticipate increased volume through our
facilities during 2017."

Mr. Cowart added: "On February 1st of this year, we took another
major step to clean up our balance sheet through our entry into a
$30 million Senior Secured debt funding agreement with Encina
Business Credit, LLC (EBC).  With this funding, we were able to
complete the acquisition of a strategic collection company in
Louisiana.  We remain committed to increasing our collection
operations and working on our finished products strategy.  We
embrace 2017 with unwavering dedication and confidence in the
company's future."

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

                    https://is.gd/veU2FN

                     About Vertex Energy

Vertex Energy, Inc. (VTNR) -- http://www.vertexenergy.com/-- is a
refiner and marketer of high-quality specialty hydrocarbon
products.  With headquarters in Houston, Texas, Vertex processing
facilities are located in Houston (TX), Marrero (LA) and Columbus
(OH).

Vertex reported a net loss of $22.51 million for the year ended
Dec. 31, 2015, compared to a net loss of $5.87 million for the year
ended Dec. 31, 2014.

Hein & Associates LLP, in Houston, Texas, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, citing that the Company has a
working capital deficit of $12.19 million, has suffered losses from
operations and is at risk of default of its debt agreements.  This
raises substantial doubt about the Company's ability to continue as
a going concern, according to Hein.


WARREN BOEGEL: Seeks to Hire Hinkle Law Firm as Legal Counsel
-------------------------------------------------------------
Warren Boegel, trustee of the Warren L. Boegel Trust, seeks
approval from the U.S. Bankruptcy Court for the District of Kansas
to hire legal counsel.

Mr. Boegel proposes to hire Hinkle Law Firm, LLC to give legal
advice regarding his duties under the Bankruptcy Code, assist in
the negotiation of financing deals, prepare a bankruptcy plan, and
provide other legal services.

The hourly rates charged by the firm are:

     Edward Nazar         $300
     Martin Ufford        $265
     W. Thomas Gilman     $265
     Nicholas Grillot     $215

Hinkle Law Firm does not hold or represent any interest adverse to
the Debtor's bankruptcy estate, according to court filings.

The firm can be reached through:

     Edward J. Nazar, Esq.
     Hinkle Law Firm, LLC
     301 North Main, Suite 2000
     Wichita, KS 67202-4820
     Tel: (316) 267-2000
     Fax: (316) 264-1518

                       About Warren Boegel

Warren L. Boegel sought Chapter 11 protection (Bankr. D. Kan. Case
No. 17-10224) on Feb. 24, 2017.  The Debtor tapped Edward J. Nazar,
Esq., at Hinkle Law Firm, LLC as counsel.


ZOHAR CDO 2003: Lynn Tilton Asks Court to Toss Racketeering Suit
----------------------------------------------------------------
Tom Corrigan, writing for The Wall Street Journal Pro Bankruptcy,
reported that financier Lynn Tilton says the new managers of her
Zohar investment funds are targeting her in a multifront legal
campaign in an effort to take control of the funds' underlying
portfolio of distressed companies.

According to the report, in papers filed on March 6 in federal
court in New York, lawyers for Ms. Tilton asked a judge to throw
out a $1 billion lawsuit launched earlier this year by the funds
and their new manager, the restructuring firm Alvarez & Marsal.

Ms. Tilton's lawyers say the suit is "legally and factually
baseless" and that the incendiary allegations and subsequent media
attention have hurt the companies, the report related.

"This suit -- which was filed for no other purpose than to harass
and publicly defame Lynn Tilton -- has absolutely no basis in fact
or law and should be dismissed with prejudice," a spokesman for Ms.
Tilton said in a statement on March 7, the report further related.

Michael Carlinsky, Esq., a lawyer for Alvarez & Marsal and the
Zohar funds, defended the lawsuit as "a straightforward request for
the truth," the report said.

"Ms. Tilton's conspiracy theories are silly, and are an obvious
attempt at diverting attention from her misconduct," Mr. Carlinsky
said, according to the Journal.

A hearing on Ms. Tilton's motion to dismiss the lawsuit is
scheduled for April 4, the Journal noted.

                   About Zohar CDO 2003-1

Patriarch Partners XV, LLC, filed involuntary Chapter 11
bankruptcy
petitions against Zohar CDO 2003-1, Corp., Zohar CDO 2003-1,
Limited and Zohar CDO 2003-1, LLC (Bankr. S.D.N.Y. Case Nos.
15-23681 to 15-23682) on Nov. 22, 2015.

Patriarch Partners disclosed that it has filed, through one of its
affiliates, an involuntary Chapter 11 petition for Zohar CDO
2003-1, Limited.  Patriarch is Zohar I's largest creditor, holding
$286.5 million face amount of Zohar I notes.  Patriarch has placed
Zohar I into Chapter 11 in order to protect Zohar I and Patriarch
from the efforts of MBIA Inc. and MBIA Insurance Corporation,
another creditor of Zohar I, to obtain Zohar I's assets for
itself.

Patriarch claimed it has been forced to pursue this route because
of MBIA's fraudulent scheme to induce Patriarch XV to spend over
$103 million to buy out a third-party noteholder in Zohar-I to
facilitate a restructuring of Zohar-I.

Lynn Tilton is CEO of Patriarch.

Patriarch's restructuring counsel is Skadden, Arps, Slate, Meagher
& Flom LLP and its financial advisor is Moelis & Co.


                            *********

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
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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
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equity securities trade in public market are determined by more
than a balance sheet solvency test.

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then-ending.

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                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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