TCR_Public/170720.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, July 20, 2017, Vol. 21, No. 200

                            Headlines

A & K ENERGY: Hires Wells Houser as Accountant
ADVANCED PRECISION: Hires Crane Heyman as Attorney
ALBANY MOLECULAR: S&P Affirms 'B' CCR, Off CreditWatch Negative
ALIANZA TRINITY: Hires Avison as Broker, Replacing Land Advisors
ALTAMONTE VETERINARY: Hires BransonLaw as Counsel

AM CASTLE: Court Approves Restructuring Support Agreement
AMC ENTERTAINMENT: Moody's Confirms Senior Secured Term Loan at Ba1
ARMSTRONG ENERGY: May File for Bankruptcy If Negotiations Fail
ARMSTRONG ENERGY: Moody's Cuts CFR to Ca on Missed Interest Payment
ASA LODGING: Case Summary & 10 Unsecured Creditors

BEAR CREEK: 6th Cir. Affirms Post-Judgment Relief vs. Terra
BELIEVERS BIBLE: Taps Price Realty Group as Real Estate Agent
BIG RIVERS: Fitch Affirms BB Rating on $83MM Revenue Bonds
BLUESTEM BRANDS: S&P Cuts CCR to 'CCC+', Outlook is Negative
BOSTWICK LABORATORIES: Seeks to Employ KPMG as Tax Consultant

BREITBURN ENERGY: Seek to Enter Into 4th Amendment of DIP Loan
BUDDY WARREN: Taps Capstone Realty as Real Estate Agent
CAMPBELLTON-GRACEVILLE: Taps Ausley McMullen as Special Counsel
CATASYS INC: Appoints Michael Sherman as Director
CHICAGO CITY: Moody's Puts Ba1 GO Rating Under Review for Downgrade

CHICAGO PARK: Moody's Puts Ba1 GO Rating Under Review For Downgrade
CHURCH AND STATE: Case Summary & 20 Largest Unsecured Creditors
CINCINNATI BELL: Moody's Says Acquisitions Have No Impact on B2 CFR
CPI INT'L: Moody's Assigns B3 CFR & Rates $485MM 1st Lien Loans B2
CUZCO DEVELOPMENT: Court Confirms Fourth Amended Plan

DIAMOND BRITE: Hires Dean W. Greer as Counsel
DICK CAMPBELL: Taps Shaver and Swanson as Special Counsel
DIMENSION REALTY: Taps Maldjian & Citta as Accountant
DLM LLC: Bid to Dismiss ASIC's Indemnity Suit Denied
ENERGY3 LLC: Case Summary & 5 Unsecured Creditors

ENVIRO-SAFE: Taps Howard & Howard as Special Counsel
EXPLORER HOLDINGS: Moody's Affirms B2 CFR; Outlook Negative
EXTRACTION OIL: Moody's Rates New Unsecured Notes Due 2024 'B3'
EYEMART EXPRESS: Moody's Cuts Corporate Family Rating to B2
FIRST GROWTH: Files Voluntary Assignments in Bankruptcy

FIRST HORIZON: Moody's Assigns (P)Ba1 Junior Subordinated Rating
FM KELLY: Plan Outline Okayed, Plan Hearing on Aug. 2
FOUNDATION HEALTHCARE: Hires Eide Bailly as Accountant
FOUNDATION HEALTHCARE: Hires Husch Blackwell as Counsel
FOUNDATION HEALTHCARE: Hires Miller of Ankura as CRO

GEO COTEC CORP: Taps Raymond Moon as Accountant
GETCHELL AGENCY: Taps Curtis Thaxter as Special Counsel
GFC PROPERTIES: Hires LSM CPA as Accountant
GRACIOUS HOME: B. Riley & Co. Acts as Exclusive Financial Advisor
GYMBOREE CORP: Can Assume Backstop Commitment Agreement

HANGING HOOK: Hires Ehrhard & Associates as Counsel
HAUBERT HOMES: Committee Hires Alan L. Frank as Special Counsel
HAYWARD INDUSTRIES: Moody's Assigns B3 CFR; Outlook Stable
HD SUPPLY: S&P Assigns B+ Corp. Credit Rating, Outlook Stable
HHGREGG INC: Employee Incentive Program Approved

IGNITE RESTAURANT: Brixmor Property Objects to Asset Sale Process
IMPERIAL METALS: Moody's Cuts CFR to Caa2; Outlook Negative
INFINITY ACQUISITION: S&P Affirms B CCR, Outlook Negative
IPSIDY INC: Cherry Bekaert LLP Raises Going Concern Doubt
J.G. NASCON: Peak Buying John Deere 544J Loader for $42.5K

KAMAN CORP: S&P Affirms BB+ CCR, Outlook Revised to Stable
KAYE & SONS: Hires Pulman Cappuccio as Counsel
KAZBAR LLC: Hires Stephen Henry as Accountant
KEELER'S MEDICAL: U.S. Trustee Unable to Appoint Committee
KEYSTONE TUBE: Hires Deloitte & Touche as Independent Auditors

KEYSTONE TUBE: Hires Deloitte Tax as Tax Services Provider
LIVELY HOPE: Hires CBG Law Group as Counsel
LIVELY HOPE: Hires Windermere Real/East as Real Estate Broker
MANUGRAPH AMERICAS: Hires Clauser as Appraiser
MAR MEG LLC: Hires Landmark Group as Real Estate Broker

MESOBLAST LIMITED: Issues 6.03 Million Ordinary Shares to Osiris
MULTI-COLOR CORP: Moody's Puts Ba3 CFR Under Review for Downgrade
NEOPS HOLDINGS: Hires Zeisler & Zeisler as Counsel
NET ELEMENT: Files Prospectus on 4.69M Shares Sale by Cobblestone
NET ELEMENT: Removes Registration After 19.99% of Shares Sold

NEWASURION CORP: S&P Affirms B+ ICR, Outlook Stable
NJOY INC: Ch. 11 Trustee Hires Cozen O'Connor as Counsel
NN INC: Moody's Says Sale of PCB Business Credit Positive
NOTIS GLOBAL: Judith Hammerschmidt Fills Board Vacancy
NOTIS GLOBAL: Signs 36-Month Management Services Pact with Trava

OCONEE REGIONAL: Creditors' Panel Hires Sewell as Special Counsel
PARAGON OFFSHORE: Emerges from Chapter 11 Protection
PARAGON OFFSHORE: Has $131 Million Exit Facility Thru 2022
PARETEUM CORP: Expects to Get $1.15M From Warrants Exercise
PATTERN ENERGY: Moody's Assigns Ba3 CFR, PDR & Sr. Unsecured Rating

PEAK 10: S&P Affirms 'B' CCR, Lowers Outlook to Negative
PEARL ALLEN: Hires Keller Williams as Real Estate Broker
PFO GLOBAL: Ch. 11 Trustee Hires Rochelle McCullough as Counsel
PME MORTGAGE: U.S. Trustee Forms 5-Member Committee
PREMIUM COMMERCIAL: Hires Orenstein Law as Counsel

RCWE HOLDING: Hires Altair Management as Property Manager
REVLON INC: S&P Lowers CCR to 'B' On Continued Weak Performance
RJRAMDHAN GROUP: Names Robert Wilcox as Attorney
RV COLLISION: Hires Robert Rothfeld as Accountant
S B BUILDING ASSOCIATES: Examiner Hires Trenk DiPasquale as Atty.

S&S HOLDING: Taps Todd M. Gornstein as Special Counsel
SABLE INT'L: Moody's Retains Ba3 CFR Amid $300MM Add-on Loan
SAILING EMPORIUM: Taps Martin Satinsky as Forensic Accountant
SANDFORD AND SON: Sale of Property Glendale Property for $190K OK'd
SEACOR HOLDINGS: Fitch Affirms & Withdraws 'B' IDR

SEARS HOLDINGS: Lampert's ESL Has 56.5% Stake as of July 13
SHORT BARK: U.S. Trustee Forms 7-Member Committee
SITEONE LANDSCAPE: S&P Raises CCR to BB-, Outlook Stable
SPI ENERGY: Buys Back EnSync Preferred Shares from Melodius
SPI ENERGY: Closes Sale of 80M Ordinary Shares for $5.76M

STELMA PROPERTIES: Court Denies BB&T's Application for Payment
SUMMIT INVESTMENT: Sale of Salisbury Property $308K Approved
SUNEDISON INC: Seeks Amendments to Rights Offering Procedures
SUNPOWER BY RENEWABLE: Taps Nyberg & Associates as Accountant
TALLIS GROUP: Disclosure Statement Hearing Set for July 27

TECHNOLOGY WAY: Taps NAI Miami as Real Estate Broker
TECK RESOURCES: Moody's Raises CFR to Ba2 Amid Debt Reduction
THOMAS BERRY: Brookline Buying Cleveland Property for $60K
THRU INC: Court Approves Chapter 11 Reorganization Plan
TIDEWATER INC: Committee Taps Berkeley as Financial Advisor

TIDEWATER INC: Creditors' Committee Hires Whiteford as Counsel
TK HOLDINGS: Hires Weil Gotshal as Attorneys
TROVERCO INC: U.S. Trustee Forms 3-Member Committee
U.S. SECURITY: S&P Affirms B Corp. Credit Rating, Outlook Stable
UPLIFT RX: Creditors' Panel Hires Fox Rothschild as Counsel

UPLIFT RX: Panel Hires CohnReznick as Financial Advisors
VANGUARD NATURAL: Reaches Plan Deal With Ad Hoc Equity Group
VANITY SHOP: Clarifies Scope of Diamond B's Services
WALTER INVESTMENT: S&P Cuts CCR to CCC- on Possible Restructuring
WELLMAN DYNAMICS: TCTM Buying Assets for Credit Bid Plus $5M Cash

WONDERWORK INC: Examiner Hires Goldin Associates as Advisor
WORLD IMPORTS: 3d Cir. Defines "Received" Under Sec. 503(b)(9)
ZEBRA TECHNOLOGIES: Moody's Rates New Term Loan A 'Ba3'
ZEBRA TECHNOLOGIES: S&P Lowers Senior Secured Debt Rating to 'BB'
ZLOOP INC: Aug. 10 Conference Set in Suit vs. Phelps Dunbar

ZONE 5 INC: Hires Hodgson Russ as Attorney
[*] Retail Bankruptcies Up by 35% YTD, BankruptcyData Says
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

A & K ENERGY: Hires Wells Houser as Accountant
----------------------------------------------
A & K Energy Conservation, Inc., seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ Wells
Houser & Schatzel, P.A., as certified public accountant to the
Debtor.

Prior to the Petition Date, Arndt & Associates, P.A., which is now
known as Kahn, Arndt & Associates, P.A., served as the Debtor's
accountants. Scott Arndt is a managing director with Khan, Arndt &
Associates, P.A. and also the Debtor's Chief Financial Officer.
Accordingly, the Debtor has selected Wells Houser as replacement
accountants.

A & K Energy requires Wells Houser to:

   -- prepare the Debtor's federal income tax returns and any
      other required tax returns; and

   -- perform such other functions as requested by the
      Debtor or its counsel.

Wells Houser will be paid at these hourly rates:

     Accountant                   $240
     Staff                        $90-$135

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

Peter B. Wells, partner of Wells Houser & Schatzel, P.A., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Wells Houser can be reached at:

     Peter B. Wells
     WELLS HOUSER & SCHATZEL, P.A.
     500 9th Avenue North
     St. Petersburg, FL 33702
     Tel: (727) 578-1040

                   About A & K Energy Conservation, Inc.

A&K Energy Conservation, Inc. -- http://www.akenergy.com/-- offers
customized lighting solutions and energy management services,
including energy audits, lighting retrofits, rebate processing, and
more.

A & K Energy Conservation filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 17-03318) on April 19, 2017. William Maloney, chief
restructuring officer, signed the petition. The case is assigned to
Judge Catherine Peek McEwen. The Debtor is represented by Amy
Denton Harris, Esq., and Mark F Robens, Esq., at Stichter, Riedel,
Blain & Postler, P.A. The Debtor estimated assets and liabilities
between $1 million and $10 million.

The Debtor hired Bill Maloney of Bill Maloney Consulting, as chief
restructuring officer.


ADVANCED PRECISION: Hires Crane Heyman as Attorney
--------------------------------------------------
Advanced Precision Manufacturing, Inc., seeks authority from the
U.S. Bankruptcy Court for the Northern District of Illinois to
employ Crane Heyman Simon Welch & Clar, as attorney to the Debtor.

Advanced Precision requires Crane Heyman to:

   a. prepare necessary applications, motions, answers, orders,
      adversary proceedings, reports and other legal papers;

   b. provide the Debtor with legal advice with respect to its
      rights and duties involving its property as well as its
      reorganization efforts herein;

   c. appear in court and litigate whenever necessary; and

   d. perform any and all other legal services that may be
      required from time to time in the ordinary course of the
      Debtor's business during the administration of the
      bankruptcy case.

Crane Heyman will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Prior to the filing of the Chapter 11 case, Crane Heyman received
an advanced payment retainer in the amount of $42,000.

David K. Welch, partner of Crane Heyman Simon Welch & Clar, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Crane Heyman can be reached at:

     David K. Welch, Esq.
     CRANE HEYMAN SIMON WELCH & CLAR
     135 South LaSalle Street, Suite 3705
     Chicago, IL 60603
     Tel: (312) 641-6777
     Fax: (312) 641-7114

          About Advanced Precision Manufacturing, Inc.

Headquartered in Elk Grove Village, Illinois, Advanced Precision
Manufacturing -- http://www.apmi.us/about.htm-- is a family-owned
business that produces and assembles machined components for the
aircraft industries, as well as projects in the automotive industry
and commercial manufacturing market. Founded in 1983, APMI
specializes in precision machining of all standard metals as well
as exotic materials like Inconel, Waspalloy, Titanium, Beryllium
Copper, Hastalloy, and other materials for aviation aerospace,
power generation, medical and oil field drilling applications.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 17-18961) on June 23, 2017, estimating its assets and
liabilities at between $1 million and $10 million. The petition was
signed by Tadeusz Kozlowski, president.

Judge Donald R Cassling presides over the case.

Jeffrey C Dan, Esq., and Arthur G. Simon, Esq., Brian P. Welch,
Esq., and David K Welch, Esq., at Crane, Heyman, Simon, Welch &
Clar serves as the Debtor's bankruptcy counsel.


ALBANY MOLECULAR: S&P Affirms 'B' CCR, Off CreditWatch Negative
---------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' corporate credit rating
on Albany, N.Y.-based Albany Molecular Research Inc. (AMRI) and
removed the rating from CreditWatch, where it was placed with
negative implications on June 7, 2017. The outlook is stable.

S&P said, "At the same time, we assigned a 'B+' rating to AMRI's
new $100 million first-lien revolving credit facility due 2022 and
$620 million first-lien term loan due 2024. The recovery rating on
the first-lien debt is '2', reflecting expectations for substantial
(70%-90%; rounded estimate: 70%) recovery in the event of a payment
default.

"We assigned a 'B-' rating to AMRI's new $205 million second-lien
term loan due 2025. The recovery rating on the second-lien debt is
'5', reflecting our expectation for modest (10%-30%; rounded
estimate: 15%) recovery in the event of a payment default.

"We will withdraw the ratings on the refinanced debt at the close
of the transaction.

"The rating reflects our expectation for adjusted debt leverage in
the low-7x area at the close of the transaction, annual
discretionary cash flow above $20 million, and adjusted EBITDA
interest coverage in the mid-2x range, despite about $200 million
in incremental debt and about $11 million higher annual interest
expense. In particular, we believe the interest coverage ratios and
discretionary cash flow are supportive of a 'B' rating.

"Our stable outlook for AMRI reflects pro forma revenue growth for
the next 12 months of about 5%, which is in line with the overall
pharmaceutical industry and adjusted EBITDA margins of 16%-17%. We
expect the company to complete its integration of Euticals, execute
on its organic growth strategy, and refrain from a sizable
debt-financed acquisition over the next 12 months. We believe the
company will generate consistently positive discretionary cash flow
above $20 million.

"We could consider a lower rating on AMRI if we expect the company
to sustain annualized discretionary cash flow well below $20
million or if we believe adjusted EBITDA leverage will remain in
the 7x area over the long term. In this scenario, we would expect
flat revenue and a 200-basis-point decline in EBITDA margins caused
by increased competition for new contracts, production disruptions,
or quality issues, leading to underutilized capacity. This could
occur at the same time that company makes additional investments in
staff and infrastructure.

"In an alternative scenario, we could consider a lower rating if
AMRI makes a debt-funded acquisition of about $275 million in 2018
at a 13x multiple, raising leverage to the mid-7x area, creating
integration risk, and demonstrating a more aggressive than expected
financial policy.

"We do not expect to raise our rating on AMRI over the next 12
months. However, we could consider a higher rating if we believe
the company will sustainably generate more than $50 million of
discretionary cash flow, raise margins closer to the industry
average, and maintain adjusted debt leverage between 5x-6x.

"In addition, we do not expect to raise the rating strictly from
lower leverage because we believe the company will maintain an
aggressive financial policy given its private equity ownership, and
we will consider any deleveraging below 5x as temporary."


ALIANZA TRINITY: Hires Avison as Broker, Replacing Land Advisors
----------------------------------------------------------------
Alianza Trinity Development Group, LLC, seeks authority from the
U.S. Bankruptcy Court for the Southern District of Florida to
employ Avison Young-Florida, LLC, replacing Land Advisors Resort
Solutions, LLC, as real estate broker to the Debtor.

Alianza Trinity requires Avison to market and sell the Debtor's
real property known as a 1,690 acres of real estate in the
mountains near Asheville, North Carolina, located at 2222 Palmer
Road, Mill Springs, North Carolina 28756, consisting of home sites
and a hotel site, condominiums, an operating equestrian center,
golf club and restaurant.

Avison will be paid a commission as follows:

   a. 3% of the first $18,000,000 of the purchase price of the
      property;

   b. 6% of the purchase price paid in excess of $18,000,000.

Avison will be paid $10,000 marketing and assessment fee that shall
be credited towards any commission compensation earned by Avison
upon the sale of the property.

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

Michael T. Fay, managing director of Avison Young-Florida, LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Avison can be reached at:

     Michael T. Fay
     AVISON YOUNG-FLORIDA, LLC
     500 W Cypress Creek Road, Suite 350
     Fort Lauderdale, FL 33309
     Tel: (954) 903-1800

            About Alianza Trinity Development Group, LLC

Alianza Trinity Development Group, LLC, filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 16-24483) on Oct. 27, 2016, and is
represented by Thomas R. Lehman, Esq., at Levine Kellogg Lehman
Schneider + Grossman LLP, in Miami, Florida. At the time of filing,
the Debtor had estimated assets and liabilities of $10 million to
$50 million. The petition was signed by Omar Botero, manager and
CEO of Alianza Holdings, LLC, as managing member of Alianza Trinity
Development Group, LLC.

The Office of the U.S. Trustee appointed a three-member committee
of unsecured creditors in the Debtor's case on Dec. 2, 2016. The
Committee retained Berger Singerman LLP as counsel.


ALTAMONTE VETERINARY: Hires BransonLaw as Counsel
-------------------------------------------------
Altamonte Veterinary Hospital, LLC, seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
BransonLaw, PLLC, as counsel to the Debtor.

Altamonte Veterinary requires BransonLaw to:

   a. prosecute, defend any causes of action on behalf of the
      Debtor, and prepare, on behalf of the Debtor, all necessary
      applications, motions, reports and other legal papers;

   b. assist in the formulation of a plan of reorganization and
      preparation of disclosure statement; and

   c. provide all other services of a legal nature.

BransonLaw will be paid at the hourly rates of $100 to $350.

Prior to the commencement of the bankruptcy case, the Debtor paid
an advance fee of $8,350 for post-petition services and expenses in
connection with the bankruptcy case and the filing fee of $1,717.

The Debtor has previously paid BransonLaw $1,650 on a current
basis, for services rendered and costs incurred prior to the
commencement of this case, including the preparation of the
petition.

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

Jeffrey S. Ainsworth, member of BransonLaw, PLLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

BransonLaw can be reached at:

     Jeffrey S. Ainsworth, Esq.
     BRANSONLAW, PLLC
     1501 E. Concord Street
     Orlando, FL 32803
     Tel: (407) 894-6834
     Fax: (407) 894-8559
     E-mail: jeff@bransonlaw.com

         About Altamonte Veterinary Hospital, LLC

Altamonte Veterinary Hospital, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 17-04300) on June 28, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Jeffrey S. Ainsworth, Esq., at BransonLaw,
PLLC.


AM CASTLE: Court Approves Restructuring Support Agreement
---------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court approved
A.M. Castle & Co.'s motion for entry of an order authorizing the
Debtors to assume (a) a restructuring support agreement (RSA) with
consenting creditors and (b) a commitment agreement with the
commitment parties.  As previously reported, "The creditors that
executed the RSA and have agreed to support the Debtors'
restructuring efforts include Holders of 100% of the Prepetition
First Lien Secured Claims, approximately 92% of the Prepetition
Second Lien Secured Claims, and approximately 61 % of the
Prepetition Third Lien Secured Claims. The RSA includes certain
'case milestones,' including: (a) entry of an order approving this
Motion within 30 days following the Petition Date, (b) entry of an
order confirming the Plan and approving the Disclosure Statement
within 60 days following the Petition Date, and (c) the occurrence
of the effective date of the Plan by August 31, 2017. Pursuant to
the Commitment Agreement, each of the Commitment Parties agreed,
subject to the terms and conditions set forth therein, to purchase
its Commitment Amount of New Notes to be issued by the Reorganized
Debtors under the Plan (the 'New Money Notes') for an aggregate
purchase price of up to $40 million (the 'New Money Amount'),
subject to decrease based on the Debtors' Opening Liquidity as of
the Effective Date. The New Money Notes will be issued at a price
of $800 in cash for each $1,000 in principal amount of New Money
Notes. In consideration for the Commitment Parties' agreements in
the Commitment Agreement, the Debtors agreed to pay the Commitment
Parties a put option payment equal to $2.0 million (which
represents 5.0% of the maximum New Money Amount) (the 'Put Option
Payment')."

                   About A.M. Castle & Co.
                        and Keystone Tube

Founded in 1890, and based in Oak Brook, Illinois, A. M. Castle &
Co. (OTCQB:CASL) is a global distributor of specialty metal and
supply chain services, principally serving the producer durable
equipment, commercial aircraft, heavy equipment, industrial goods,
construction equipment, and retail sectors of the global economy.
It specializes in the distribution of alloy and stainless steels;
nickel alloys; aluminum and carbon.  Together, A.M. Castle and its
affiliated companies operate out of 21 metals service centers
located throughout North America, Europe and Asia.

The Company disclosed $339.2 million in assets and $388.4 million
in liabilities as of March 31, 2017.

On June 18, 2017, A.M. Castle & Co., Keystone Tube Company, LLC,
and three related entities sought Chapter 11 protection to seek
confirmation of a Prepackaged Joint Chapter 11 Plan of
Reorganization.  The cases are jointly administered under the lead
case of Keystone Tube Company (Bankr. D. Del. Case No. 17-11330)
and are pending before the Honorable Laurie Selber Silverstein.

The Debtors tapped Pachulski Stang Ziel & Jones LLP as counsel,
Imperial Capital, LLC, as financial advisor, Deloitte Tax LLP, as
tax advisor; Deloitte & Touche LLP as tax auditor; and Fenwick &
West LLP, as tax counsel.  Kurtzman Carson Consultants LLC is the
claims and solicitation agent.

Creditors that are parties to the Restructuring Support Agreement
("Consenting Creditors") tapped Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel; Conaway Stargatt & Taylor, LLP, as
co-counsel; and Ducera Partners LLC, as financial advisor.
Consenting Creditor SGF, Inc tapped Goodwin Procter LLP and Pepper
Hamilton LLP as counsel.

Shipman Goodwin LLP serves as counsel to the First Lien Agent.

No official committee has been appointed in the case.


AMC ENTERTAINMENT: Moody's Confirms Senior Secured Term Loan at Ba1
-------------------------------------------------------------------
Moody's Investors Service confirmed AMC Entertainment Holdings,
Inc.'s existing senior secured Term Loan (Ba1), confirmed its
senior subordinated notes (B2), and upgraded $230 million of senior
secured notes of Carmike Cinemas, Inc., to Ba1 from B1.  The
confirmation ends a review for downgrade initiated when the company
announced an agreement to acquire the Nordic Cinema Group (closed
March 2017), coupled with earlier transactions including Odeon &
UCI (closed November 2016) and Carmike (closed December 2016).
Moody's also assigned a B1 Corporate Family Rating (CFR), B1-PD
(Probability of Default), and SGL-2 (Speculative Grade Liquidity)
rating to AMC Entertainment Holdings, Inc., reflecting the merger
of AMC Entertainment Inc. into AMC Entertainment Holdings.  The AMC
Entertainment Inc. CFR, PDR, and SGL have been withdraw as a
result.  The outlook is stable.

The Carmike notes are guaranteed by AMC and now benefit from lift
provided by substantially more subordinated debt in AMC's capital
structure.  Moody's also moved the company's CFR and B1-PD to AMC
Entertainment Holdings, Inc. from AMC Entertainment Inc. which was
merged into AMC.  All other ratings currently under review for
upgrade at Carmike including the B2 CFR, B2-PD, and Ba2 senior
secured first lien revolving credit facility have been withdrawn in
connection with this action.

On March 31, 2016, AMC entertainment, Inc. was merged into its
direct parent AMC Entertainment Holding, Inc.  All existing
obligations of AMC Entertainment, Inc. were, at that time, assumed
by AMC Entertainment Holdings, Inc.  With the exception for the
$230 million senior secured notes of Carmike, which remains the
obligation of Carmike (a wholly-owned subsidiary of AMC
Entertainment Holdings, Inc.), AMC Entertainment Holdings, Inc. is
the borrower of all other outstanding debt obligations.  All funded
debt is cross-collateralized and cross-guaranteed by all wholly
owned domestic subsidiaries and Carmike and AMC has up and down
guarantees.

A summary of action follows:

Withdrawn:

Issuer: AMC Entertainment Inc.

Corporate Family Ratings: B1 on Watch DWN

Probability of Default: B1-PD On Watch DWN

Speculative Grade Liquidity Rating: SGL-2

Issuer: Carmike Cinemas, Inc.

Corporate Family Ratings: B2 on Watch UPG

Probability of Default: B2-PD on Watch UPG

Speculative Grade Liquidity Rating: SGL-1

SR SEC 1ST LIEN REV CREDIT FACILITY, Ba2 (LGD 1) On Watch UPG

Assignments:

Issuer: AMC Entertainment Holdings, Inc.

Corporate Family Rating: B1

Probability of Default: B1-PD

Speculative Grade Liquidity Rating: SGL-2

Confirmations:

Issuer: AMC Entertainment Holdings, Inc.

SR SEC REVOLVING CREDIT FACILITY, Ba1 LGD2

SR SEC TERM LOAN, Ba1 LGD2

SR SUB GLOBAL NOTES, B2 LGD5

Upgrade:

Issuer: Carmike Cinemas, Inc.

SR SEC NOTES, to Ba1 LGD2 from B1 LGD3

Outlook:

Issuer: AMC Entertainment Holdings, Inc.

Changed from RUR to Stable

RATINGS RATIONALE

AMC's B1 CFR incorporates high leverage that, although expected to
improve, is currently above Moody's tolerance for the B1 CFR --
weakly positioning the company in the rating category. Moody's
projects leverage, following the recent acquisitions of Carmike,
Odeon, and Nordic, will approach 5x at the end of 2018, improving
from approximately 5.7x pro forma leverage as of March 31, 2017
with growth in EBITDA and mandatory term loan amortization. With
limited if any debt capacity projected, the CFR and stable outlook
will come under pressure if additional debt-financed transactions
increase leverage or delay deleveraging to an acceptable level.
Interest expense, coupled with the burden of a capital intensive
business that requires over 10% of revenues to be reinvested in
CAPEX (unadjusted, net of landlord contributions), absorbs almost
all cash EBITDA - reducing free cash flow conversion to low single
digits of revenue. The company is also challenged by a mature US
box office, contributing close to 65% of the company's revenues. In
the most recent year (2016), the total gross US box was up over 2%
but attendance was down. In addition, the company is exposed to
unpredictable box office results as well as emerging competitive
threats from new entrants aggressively searching for ways to
deliver movies sooner and through new distribution systems. AMC's
dependence on a concentrated number captive movie studios searching
to remain relevant and profitable in an evolving ecosystem is a
concerning factor.

Despite these challenges, the company is the largest operator in
the world, with operations that extend into Europe and the Nordics
which contribute over 30% of pro forma revenues. The diversity
helps spread geographic risks, thus reducing the direct impact of
negative trends in a particular region. In addition to size and
scale, the company benefits from barriers to entry into the
first-run window for theatrical distribution, a strong value
proposition and an experience that is hard to replicate in-home. In
addition, the company maintains pricing power, stable margins, the
dominant market share in the US, Europe, and Nordics, and good
liquidity.

The stable outlook assumes revenues will be up to $5.8 billion at
the end of 2018, with EBITDA margins in the low 30% range. Moody's
expects leverage (Moody's adjusted) will remain high, but approach
5x by the end of 2018. Moody's expects free cash flow will be
limited with the burden of interest (assuming borrowing cost of
more than 6%) and CAPEX (about 10% of revenue, unadjusted, net of
landlord contributions) absorbing most of the company's cash
EBITDA. Moody's expects the company's market share will remain
stable, in the low 30% range of the US box office and that there
will be no material and unfavorable changes in competition,
financial policy, capital structure, or the business model.

Given the maturity of the industry, there are limited opportunities
for growth in the US, the company's primary market. The secular
decline in attendance and rise in competitive threats makes an
upgrade unlikely. However, Moody's would considers an upgrade if:
leverage were sustained below 4x (with Moody's standard
adjustments), and Free cash flow as a percentage of debt was in
excess of 5% (with Moody's standard adjustments). A positive rating
action would also be conditional on one or more of the following
factors: sustained positive growth in US box office attendance,
significantly improved scale, greater market share, better margins,
or more liquidity that translates into an improved credit profile.
There would also need to be a low probability of near term event
risks or material and unfavorable changes in competition, financial
policy, capital structure, and the business model.

Moody's would consider a downgrade if: Leverage were sustained
above 5.25x (Moody's adjusted), or the company experienced negative
free cash flow on a sustained basis. A negative rating action would
also be considered if there was a material decline in liquidity,
attendance, margins, market share, or scale or diversity. Moody's
would also considers a downgrade if there were material and
negative changes in competition, financial policy, capital
structure, or the business model such that credit risk rose
meaningfully.

AMC, 58% owned by Dalian Wanda Group Co., Ltd. (Wanda), with its
headquarters in Leawood, Kansas, operates over 1,027 theaters with
11,247 screens across the United States and Europe, as of the last
quarter end. Annual pro forma revenue is approximately $5.3 billion
(including the acquisitions of Carmike, Odeon, and Nordic).

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



ARMSTRONG ENERGY: May File for Bankruptcy If Negotiations Fail
--------------------------------------------------------------
Armstrong Energy, Inc. and certain subsidiaries entered into a
forbearance agreement with the holders of $158 million in aggregate
principal amount (representing approximately 79% of the outstanding
principal amount) of the Company's Senior Secured Notes due 2019
issued pursuant to the Indenture, dated as of Dec. 21, 2012, by and
among the Company, the Guarantors and Wells Fargo Bank, National
Association, as trustee and collateral agent.

Pursuant to the Forbearance Agreement, the Supporting Holders have
agreed to forbear from exercising their rights and remedies under
the Indenture or the related security documents until the earlier
of (a) 12:01 a.m. New York City time on Aug. 14, 2017, and (b) a
Termination Event with respect to the anticipated event of default
arising under section 6.02(b) of the Indenture.  

Pursuant to the Forbearance Agreement, the Supporting Holders have
agreed to not deliver any notice or instruction to the Trustee
directing the Trustee to exercise any of the rights and remedies
under the Indenture or the related security documents with respect
to the Company's failure to make the June 15, 2017, interest
payment during the Forbearance Period.  The Supporting Holders have
also agreed to not transfer any ownership in the Senior Secured
Notes held by any of the Supporting Holders during the Forbearance
Period other than to potential transferees currently parties to or
who agree in writing to be bound by the Forbearance Agreement.

The Forbearance Agreement is intended to provide the Company an
opportunity to negotiate a restructuring of its indebtedness
represented by the Senior Secured Notes with the holders of the
Senior Secured Notes.  The Company is actively negotiating with the
Supporting Holders the terms of a restructuring with the objective
of reaching agreement by the end of the Forbearance Period.  Until
any definitive agreements are negotiated in their entirety and
executed, and the transactions contemplated thereby are
consummated, there can be no assurance that any restructuring
transaction will be completed by the end of the forbearance period
or at all.  If the Company is not able to successfully negotiate
and complete a restructuring of the Senior Secured Notes, it may be
necessary to file a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code in order to pursue and
implement a restructuring.

                       About Armstrong

Armstrong Energy, Inc., is a diversified producer of low chlorine,
high sulfur thermal coal from the Illinois Basin, with both surface
and underground mines.  The Company markets its coal primarily to
proximate and investment grade electric utility companies as fuel
for their steam-powered generators.  Based on 2015 production, the
Company is the fifth largest producer in the Illinois Basin and the
second largest in Western Kentucky.

Armstrong reported a net loss of $58.83 million on $253.9 million
of revenue for the year ended Dec. 31, 2016, compared to a net loss
of $162.14 million on $360.90 million of revenue for the year ended
Dec. 31, 2015.  

As of March 31, 2017, Armstrong had $322.15 million in total
assets, $431.31 million in total liabilities, and a total
stockholders' deficit of $109.19 million.

Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company incurred a substantial
loss from operations and has a net capital deficit as of and for
the year ended Dec. 31, 2016.  The Company's operating plan
indicates that it will continue to incur losses from operations,
and generate negative cash flows from operating activities during
the year ended Dec. 31, 2017.  These projections and certain
liquidity risks raise substantial doubt about the Company's ability
to meet its obligations as they become due within one year after
March 31, 2017, and continue as a going concern.

                           *    *    *

As reported by the TCR on April 7, 2017, S&P Global Ratings said it
lowered its corporate credit rating on Armstrong Energy to 'CCC-'
from 'CCC'.  The outlook is negative.  "The negative outlook
reflects our view that a default, restructuring, or debt exchange
is inevitable in the next six months," said S&P Global Ratings
credit analyst Vania Dimova.  "We anticipate that free operating
cash flow will remain negative, which will continue to erode
liquidity and increase the risk to a successful restructuring of
the senior secured notes."

In March 2016, Moody's Investors Service downgraded the ratings of
Armstrong Energy, including its corporate family rating to 'Caa1'
from 'B3', probability of default rating (PDR) to 'Caa1-PD' from
'B3-PD', and the rating on the senior secured notes to 'Caa2' from
'B3'.  The outlook is negative.


ARMSTRONG ENERGY: Moody's Cuts CFR to Ca on Missed Interest Payment
-------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Armstrong
Energy, Inc., including its corporate family rating (CFR) to Ca
from Caa1, probability of default rating (PDR) to D-PD from
Caa1-PD, and the rating on the senior secured notes to Ca from
Caa2. The outlook is negative.

The action follows the company's July 17, 2017 announcement that
the company entered into a Forbearance Agreement with the holders
of approximately $158 million in aggregate principal amount
(representing approximately 79% of the outstanding principal
amount) of the Company's Senior Secured Notes due 2019. Under the
agreement, the noteholders will not exercise their rights with
respect to the company's failure to make its June 15, 2017 interest
payment upon the expiration of the 30-day grace period, until the
earlier of August 14, 2017 or a certain termination event as
defined in the Agreement, e.g. Chapter 11 bankruptcy filing.

Issuer: Armstrong Energy, Inc.

Downgrades:

-- Corporate Family Rating, Downgraded to Ca from Caa1

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

-- Senior Secured Regular Bond/Debenture due 2019, Downgraded to
    Ca (LGD3) from Caa2 (LGD4)

Outlook Actions:

-- Outlook, Remains Negative

RATINGS RATIONALE

The ratings reflect interest payment default on the debt and
Moody's view of a relatively low recovery for lenders in the event
of restructuring. The company is engaged in discussions with its
lenders regarding ways to address the missed interest payment, as
well as potential transactions to improve liquidity and capital
structure, which Moody's believes is unsustainable at current weak
levels of operating performance.

As of March 31, 2017, the company had $52 million in cash and was
generating negative free cash flows for the preceding year.

The negative outlook reflects the uncertainty as to whether the
company's negotiations with its lenders will prove to be successful
in alleviating the liquidity issues.

The ratings could be downgraded in the event of a restructuring
transaction that implies lower recovery rates than originally
expected.

The ratings could be upgraded if the company were to be successful
in improving its capital structure and liquidity position.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.

Armstrong Energy (Armstrong) is based in St. Louis, Missouri and is
engaged in coal mining in western Kentucky. The company sells coal
to electric utilities across the southeastern United States.
Armstrong was formed in 2006 and is majority owned by Yorktown
Partners LLC, an energy-focused private equity firm based in New
York. For the twelve months ended March 31, 2017 Armstrong
generated revenues of $253 million.


ASA LODGING: Case Summary & 10 Unsecured Creditors
--------------------------------------------------
Debtor: ASA Lodging, LLC
        4788 Nesbitt
        Rensselaer, IN 47978

Business Description: Located in Rensselaer, IN, ASA Lodging is a
                      small organization in the hotels and motels
                      industry. It opened its doors in 2007.

Chapter 11 Petition Date: July 18, 2017

Case No.: 17-40308

Court: United States Bankruptcy Court
       Northern District of Indiana
       (Hammond Division at Lafayette)

Judge: Hon. Robert E. Grant

Debtor's Counsel: David A. Rosenthal (VM), Esq.
                  ATTORNEY AT LAW
                  410 Main Street
                  Lafayette, IN 47901
                  Tel: (765) 423-5375
                  Fax: (765) 423-2597
                  E-mail: darlaw@nlci.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jagtar Otal, member.

The Debtor's list of 10 unsecured creditors is available for free
at http://bankrupt.com/misc/innb17-40308.pdf


BEAR CREEK: 6th Cir. Affirms Post-Judgment Relief vs. Terra
-----------------------------------------------------------
The United States Court of Appeals for the Sixth Circuit, through
Judge Boggs, affirmed with revisions the ruling of the District
Court of Michigan and orders Strathmore Development Company, LLC,
to pay the money judgment granted by the Federal Court of
Connecticut in favor of Avant Capital Partner, LLC., in the cases
entitled AVANT CAPITAL PARTNERS, LLC, Plaintiff-Appellee, v.
STRATHMORE DEVELOPMENT COMPANY MICHIGAN, LLC, Defendant-Appellant,

and TERRA HOLDINGS, LLC., Interested Party-Appellant, Nos. 16-
2378/16-2418 (6th Cir.).

Scott Chappelle, President and manager of Strathmore, Terra and
Bear Creek Management, Inc., and its affiliates ("Bear Creek
entities"), entered into an exclusive-agency agreement, in behalf
of Strathmore, with a Connecticut-based company, Avant, to broker
a refinancing deal for the Bear Creek entities, and promised to
pay Avant a fee equal to 0.75% of the principal on any loan amount

achieved. However, Strathmore breached the said agreement upon
obtaining a loan outside the arrangement made with Avant.

Plaintiff Avant secured a federal-court judgment in Connecticut
against Defendant Strathmore, a wholly owned subsidiary of
Interested Party Terra Holdings.  When Strathmore didn't pay,
Avant initiated post-judgment proceedings in Michigan to enforce
its judgment against Strathmore and against Terra, to whom Avant
alleged that various payments meant for Strathmore were being
diverted.  Crucially, Avant had never joined Terra as a party to
its lawsuit against Strathmore (or to any other suit).  
Nevertheless, the district court granted post-judgment relief
against Terra to help Avant collect its money judgment.  
Strathmore and Terra now appeal the district court's order in
these consolidated cases.

The Sixth Circuit held that "[p]ost-judgment proceedings lie at
the fringe of federal-court jurisprudence.  The states have
procedures for enforcing judgments, and applicable federal rules
generally defer to those procedures.  In this case, Michigan's
Proceedings Supplementary to Judgment Act allowed the district
court discretion to grant Avant limited post-judgment relief
against Terra even though Terra was not a party to the underlying
litigation or to Avant's post-judgment lawsuit.  The district
court overstepped the bounds of that discretion only in paragraph
two of its order, which "added [Terra] as a judgment-debtor to the

Judgment [against Strathmore]" and made Terra "jointly and
severally liable for all sums due and owing under the Judgment as
if an original party to the Judgment" -- relief that would require

Avant first to bring a legal action against Terra. But Appellants
have not shown error in any other portion of the district court's
order, so we affirm that order in its entirety except as to
paragraph two."

A full-text copy of the Sixth Circuit's decision dated July 10,
2017, is available at https://is.gd/pcSJ2M from Leagle.com.

                  About Bear Creek Partners II

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

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

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


BELIEVERS BIBLE: Taps Price Realty Group as Real Estate Agent
-------------------------------------------------------------
Believers Bible Christian Church, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire a
real estate agent.

The Debtor proposes to employ Price Realty Group to sell two
parcels of real property it owns located along Campbellton Road,
Atlanta, Georgia.

The firm will get a commission of 7% of the sales price for each
parcel of the property.

Barbara Price, a real estate broker employed with Price Realty
Group, disclosed in a court filing that she is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

Price Realty Group can be reached through:

     Barbara Price
     Price Realty Group
     251 Montrose Drive
     McDonough, GA 30253
     Phone: 678-570-2295

             About Believer's Bible Christian Church

Believers Bible Christian Church, Inc., based in Atlanta, Georgia,
filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No.
16-65531) on Sept. 2, 2016, listing assets and debts at $1 million
to $10 million at the time of the filing.  William A. Rountree,
Esq., at Macey, Wilensky & Hennings LLC, serves as Chapter 11
counsel.  The 2016 petition was signed by Theo A. McNair Jr.,
president.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
2016 case.

Believer's Bible previously filed for Chapter 11 (Bankr. N.D. Ga.
Case No. 08-61958) on Feb. 4, 2008, and was represented by Paul
Reece Marr, Esq., at Paul Reece Marr, P.C.  The 2008 case was
assigned to Judge Joyce Bihary.  The Debtor estimated assets and
debts at $1 million to $10 million at the time of the filing.


BIG RIVERS: Fitch Affirms BB Rating on $83MM Revenue Bonds
----------------------------------------------------------
Fitch Ratings has affirmed its 'BB' rating on the following bonds
issued by Big Rivers Electric Corporation (BREC):

-- $83 million County of Ohio pollution control revenue bonds,
    series 2010A.

The Rating Outlook is revised to Positive from Stable.

SECURITY

The bonds are secured by a mortgage lien on substantially all of
BREC's owned tangible assets, which include the revenue generated
from the wholesale sale and transmission of electricity.

KEY RATING DRIVERS

IMPROVED MARGINS: The revision in Outlook to Positive from Stable
reflects Fitch's expectation that the full implementation of BREC's
approved rate plan will produce sufficient revenues from the
members to fully support all fixed costs beginning in 2017, and
that even stronger financial margins may be attained from newly
contracted sales to non-members commencing in 2018 and 2019.

PATH TO INVESTMENT GRADE: Fitch believes a path to investment grade
is achievable if BREC can demonstrate, on a sustainable basis,
stable financial results in light of the full cost of rates to the
members and newly contracted sales. In addition, lower leverage
resulting from either a decline in total debt outstanding or higher
sustained cash flows would be viewed positively.

HIGH LEVERAGE: BREC's leverage profile remains weak, but is
expected to improve. Fitch-calculated adjusted debt to adjusted
funds available for debt service was over 14x in 2016 and is still
high relative to peer utilities. Leverage is expected to improve
commensurate with higher pro forma financial margins and debt
amortization.

REGULATED UTILITY, SUPPORTIVE REGULATION: BREC and its three member
systems are regulated by the Kentucky Public Service Commission
(KPSC). However, supportive regulatory policies and successful rate
recovery efforts point to a constructive regulatory environment.
BREC's last rate order was received in 2014, with rates approved at
levels expected to cover total fixed cost on a self-sustaining
basis.

MANAGING POWER SUPPLY: BREC has been successfully managing its long
resource position, but remains exposed to volatile sales into the
Midcontinent ISO (MISO) spot market from available assets, until
longer-term bi-lateral sales agreements can be arranged or become
effective.

ADEQUATE LIQUIDITY TO IMPROVE: Unrestricted cash and short-term
investments totaled $55 million at fiscal end 2016, or about 60
days cash on hand. Cash balances are expected to improve with
forecasts showing greater financial margins by 2019. A $130 million
senior secured credit agreement provides added liquidity.
Maintenance of higher liquidity would also help support an
investment grade rating.

RATING SENSITIVITIES

IMPROVED MARGIN AND REVENUE STABILITY: Evidence of improved revenue
and margin stability through increased long-term contracted sales
and reduced reliance on short-term market sales, and as the full
effect of recent rate increases are realized, would be viewed
positively and likely result in an upgrade for Big Rivers Electric
Cooperative's rating.

REDUCED LEVERAGE: An upgrade in BREC's rating will also be
predicated on a reduction in leverage to levels commensurate with
the cooperative's revenue profile, customer base and operating
margin.

CREDIT PROFILE

BREC, a non-profit generation and transmission (G&T) cooperative
formed in 1961, provides all-requirements wholesale electric and
transmission service to three electric distribution cooperatives
pursuant to all-requirements contracts through Dec. 31, 2043. These
distribution members provide service to a total of approximately
116,000 retail customers located in 22 western Kentucky counties.
Financial performance of the three distribution systems is
satisfactory and provides sufficient support for the current
rating.

WELL MANAGED SUPPLY DESPITE RELIANCE on MARKET SALES

BREC has historically provided capacity and energy to its members
through a combination of five owned generation stations (1,444 MW),
one leased plant and power purchases for a total resource base of
1,819 MW. After the loss of load attributable to two large aluminum
smelters, system peak demand has declined to around 650 MWs, or
roughly half of historical demand. BREC has implemented a
mitigation plan with the goal of achieving financial savings and
benefits that would help lower member rates including aggressively
marketing the excess power under intermediate-term contracts and
through spot sales in MISO.

Existing customer growth coupled with the recent signing of
contracts with Kentucky Municipal Energy Agency (KyMEA, rated
'A'/Outlook Stable) and a consortium of Nebraska based utilities,
should result in 180 MW of additional intermediate-term contracted
sales. In addition, BREC has idled the 443 MW coal-fired Coleman
Station which, in total, has narrowed the resource/demand gap to
around 200 MW. BREC will continue to aggressively market this
excess power for sale.

EXPECTATION OF IMPROVED FINANCIAL MARGINS

BREC filed a rate case with the Kentucky Public Service Commission
(KPSC) in 2013 as part of the mitigation plan requesting an
increase in rates to levels that would provide full cost recovery
of system obligations. The KPSC granted the new rates in 2014 but
the full effect of the increases has not been realized until this
year, fiscal 2017, as previously set aside reserves were used to
reduce rates paid by Members over the past several years.

Margins are expected to remain slim in fiscal 2017, but existing
rates are projected to fully recover total fixed costs, an
important determination for a higher rating. For an investment
grade rating, Fitch would expect to see financial results follow
the forecast with increased margins demonstrated on a sustainable
basis once the impact of the full member rates and newly contracted
sales are fully incorporated into the results. In addition, the
higher forecasted margins, if achieved, would positively influence
BREC's currently weak leverage position and improve liquidity,
helping to better cushion bondholders against the potential for
economic weakness and/or reduced sales.

LEVERAGE AND CAPEX

BREC's leverage/debt profile is weak. At Dec. 31, 2016, BREC had
approximately $800 million of total debt outstanding, excluding
outstanding lines of credit. All of the outstanding debt consists
of fixed rate bonds and loans, maturing in 2032 and includes bullet
maturities of $60 million-$70 million due in 2020 and 2021 that
BREC expects to pay in full. Another $246 million bullet payment is
due in 2023. BREC expects to refinance this larger maturity with
long-term, fully amortizing bonds.

While debt has been on the decline since 2012, Fitch-calculated
leverage remains high at over 14x FADS. The high leverage is as
much a function of the amount of total debt outstanding on an
absolute basis as it is the very low annual financial margins
demonstrated since 2012. While total debt is not expected to
decline much over the intermediate term, as financial margins
improve, the high leverage ratios should also improve. Equity to
capitalization approximated 36% in 2016. Debt is a very high $7,000
per retail customer.

Anticipated capital spending through 2020 is estimated to total
$167 million. Routine capital projects remain steady at
approximately $25 million annually over the next few years.
Management anticipates internally funding the base CapEx projects
and borrow for qualifying transmission projects and all projects
related to environmental regulation.



BLUESTEM BRANDS: S&P Cuts CCR to 'CCC+', Outlook is Negative
------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Eden Prairie, Minn.–based Bluestem Brands Inc. to 'CCC+' from
'B'. The outlook is negative.

At the same time, S&P said, "we lowered our issue-level rating on
the company's first-lien term loan to 'CCC+' from 'B' and revised
the recovery rating to '4' from '3'. The '4'recovery rating
indicates our expectations for average (30%-50%; rounded estimate:
35%) recovery in the event of default. We do not rate the
asset-based lending (ABL) revolving credit facility.

"The downgrade reflects our expectation that Bluestem's operating
performance will continue to deteriorate, its debt leverage will
remain very high, and liquidity will weaken. Other sub-prime
lenders have increased availability of credit to the company's
customer base over the past year which has resulted in lower demand
for the company's credit issuance and usage and purchases, as well
as increased delinquency and charge-off rates. As a result of these
factors and the company's decision to tighten underwriting
standards in an effort to stabilize the credit portfolio, adjusted
EBITDA over the past 12 months significantly declined (by roughly
30%) mainly due to increasing credit losses in the portfolio.

"The negative outlook reflects Bluestem's weak credit metrics and
the likelihood that we could lower the ratings over the next year
if the company's liquidity position worsens, we believe a covenant
violation is imminent, or a debt reduction below par or other
restructuring transaction is announced.

"We could lower the rating if operating performance meaningfully
declines such that free cash flow approaches negative territory,
adjusted EBITDA interest coverage approaches 1x, we believe a
covenant breach will occur, and/or if the company defaults under
its accounts receivable program agreement, which contains
cross-fault provisions under Bluestem's credit agreement. We would
also lower the rating if an offer to repay debt below par was
announced.

"An outlook revision to stable over the next 12 months is less
likely given our view that operating performance will remain under
pressure. Still, we could eventually revise the outlook to stable
if credit metrics substantially recover from improved market
conditions and we think the company can achieve sustained growth
and stable profitability from managing its credit exposure, and
maintain sufficient cushion of covenant compliance."


BOSTWICK LABORATORIES: Seeks to Employ KPMG as Tax Consultant
-------------------------------------------------------------
Bostwick Laboratories, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire KPMG LLP as tax
consultant.

The firm will provide these services to the company and its
affiliate Bostwick Laboratories Holdings, Inc. in connection with
their Chapter 11 cases:

     (a) preparation of federal corporate tax return and
         supporting schedules for the Debtors' year ending        

         December 31, 2016;

     (b) preparation of state and local corporate tax returns and
         supporting schedules for the Debtors' year ending
         December 31, 2016;

     (c) preliminary engagement planning activities related to the

         tax returns for the immediately succeeding tax year;

     (d) preparation of extension requests for tax returns;

     (e) tax consulting services for matters that may arise for
         which the Debtors seek KPMG's advice; and

     (f) tax consulting services with respect to New York State    
      
         tax issues regarding a metropolitan commuter
         transportation tax matter, which include assisting with
         the calculation of exposures, and holding discussions
         with New York State on the filing, reporting, and
         remitting of metropolitan commuter transportation
         mobility tax (MCTMT).

The fees to be charged for tax compliance and tax consulting
services will be billed at a reduction of 40% from KPMG's normal
rates.  The hourly rates are:

                        Discounted Rates
                        ----------------
     Partners                 $675
     Senior Managers          $555
     Managers                 $465
     Senior Associates        $315
     Associates               $255

The fees to be charged for consulting services related to the
metropolitan commuter transportation mobility tax will also be
billed at a reduction of 40% from the firm's normal rates.  These
discounted rates are:

                        Discounted Rates
                        ----------------
     Partners                 $660
     Managing Director        $630
     Senior Managers          $510
     Managers                 $390
     Senior Associates    $270 - $315
     Associates               $210
     Paraprofessionals        $105

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

The firm can be reached through:

     Paul W. Croston
     KPMG LLP
     1021 East Cary Street, Suite 2000
     Richmond, VA 23219-4023
     Tel: 804-782-4200
     Fax: 804-782-4300

                   About Bostwick Laboratories

Founded in 1999, Bostwick Laboratories, Inc., and Bostwick
Laboratories Holdings, Inc. -- http://www.bostwicklaboratories.com/
-- operate an independent, full-service anatomic pathology
laboratory and are a specialty provider of diagnostic testing
services for urologists and gynecologists in the U.S.  The Debtors
operate a reference laboratory offering a comprehensive suite of
anatomic pathology and molecular testing services to independent
physicians nationally.

BLI is a wholly owned subsidiary of BLHI.  BLHI has no business
operations of its own.

BLI provides laboratory services to the approximately $1.3 billion
urology market, with over 15 years of experience in the field of
diagnostic and prognostic testing for the approximately 7,500
non-hospital based urologists practicing in the United States.  BLI
also has testing capabilities to serve other select subspecialty
markets outside of urology, including women's health/OBGYN,
gastroenterology, nephrology, and dermatology.

BLI has 193 employees, with 125 employees located at the laboratory
facility in Uniondale, New York.  The employees perform a variety
of critical functions relating to the business, including billing
and registration, sales and marketing, and laboratory operations.

As of the bankruptcy filing, the Debtors estimated assets in the
range of $1 million to $10 million and liabilities of up to $100
million.

In August 2014, BLI entered into a settlement agreement with the
Department of Justice, under which BLI agreed to pay the DOJ
$7,000,000.  The agreement resulted in a $3,200,000 unsecured
installment note, payable in seventeen quarterly installments,
starting June 2016 with interest at 2.25%.  The note matures in
June 2020.  As of the Petition Date, the amount owed to the DOJ is
$2,702,020.

The Debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case
No. 17-10570) on March 15, 2017.  The Hon. Brendan Linehan Shannon
presides over the case.  David B. Stratton, Esq., Evelyn J.
Meltzer, Esq., and John H. Schanne, II, Esq., at Pepper Hamilton
LLP, serve as bankruptcy counsel.  The Debtors hired Donlin Recano
& Company as claims and noticing agent.

At the time of the filing, the Debtors estimated $1 million to $10
million in assets and $50 million to $100 million in liabilities.
The petition was signed by Tommy Hunt, CFO.

On March 23, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Sheppard Mullin Richter & Hampton LLP as its lead counsel;
Pachulski Stang Ziehl & Jones LLP as co-counsel; and Protiviti Inc.
as financial advisor.


BREITBURN ENERGY: Seek to Enter Into 4th Amendment of DIP Loan
--------------------------------------------------------------
BankruptcyData.com reported that Breitburn Energy Partners filed
with the U.S. Bankruptcy Court a motion seeking authority to enter
into swap agreements, pledge collateral, grant D.I.P.
super-priority claims and honor obligations thereunder and enter
into a fourth amendment to its post-petition senior secured
super-priority financing agreement.  The motion explains, "The
benefits of entering into the Swap Agreements immediately are
twofold. First, much like the Debtors' prepetition hedging
arrangements, the Swap Agreements are a critical tool that the
Debtors can use to insulate their business from price fluctuations,
consistent with industry and the Debtors' historical practice.
Absent the stability provided by the Swap Agreements, the Debtors
could experience a significant decrease in EBITDA. Second, the
Debtors believe that entry into the Swap Agreements will be
necessary to satisfy the minimum hedging requirements that likely
will be contained in any exit financing facility to be entered into
in connection with the consummation of a plan of reorganization in
these cases. To secure the Swap Obligations, the Debtors have
agreed to provide the Lender Counterparties with DIP Liens and also
have agreed to grant the Lender Counterparties DIP Superpriority
Claims on account of the Swap Obligations, in each case consistent
with the terms of the Final DIP Order. The DIP Liens and DIP
Superpriority Claims granted to the Lender Counterparties will be
paripassu with the DIP Obligations. In this connection, the Debtors
seek the Court's approval of that certain Fourth Amendment to
Debtor-in-Possession Credit Agreement . . . . The Fourth Amendment
makes certain limited but necessary changes to the DIP Credit
Agreement to allow for the Debtors to enter into the Swap
Agreements and to provide the liens and superpriority claims."

                     About Breitburn Energy

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

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

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

The U.S. trustee for Region 2 appointed three creditors of
Breitburn Energy Partners LP and its affiliates to serve on the
official committee of unsecured creditors, and on Nov. 15, 2016,
the U.S. Trustee appointed seven creditors of Breitburn Energy
Partners LP and its affiliated debtors to serve on the official
committee of unsecured creditors.


BUDDY WARREN: Taps Capstone Realty as Real Estate Agent
-------------------------------------------------------
Buddy Warren, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire a real estate agent.

The Debtor proposes to hire Capstone Realty Advisors to explore and
assist with the potential to sublet the real property it leases
located at 171 Chrystie Street, New York.

Upon the sublease of the property, the firm will be paid a
commission, which will be equal to two month's rent under the
sublease agreement.

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

The firm can be reached through:

     Joe McLaughlin
     Capstone Realty Advisors
     520 Eighth Avenue, 22nd Floor
     New York, NY 10018
     Phone: (212) 239-1300
     Fax: (646) 443-8669
     Email: JMcLaughlin@capstoneny.com

                     About Buddy Warren Inc.

Buddy Warren, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-11364) on May 17,
2017.  Buddy Schussel, president, signed the petition.  At the time
of the filing, the Debtor estimated assets of less than $50,000 and
liabilities of less than $500,000.

Kasen & Kasen P.C. is the Debtor's legal counsel.


CAMPBELLTON-GRACEVILLE: Taps Ausley McMullen as Special Counsel
---------------------------------------------------------------
Campbellton-Graceville Hospital Corp. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to hire
Ausley McMullen as special counsel.

The Debtor requires the services of the firm to assist it with
investigatory matters.  The hourly rates charged by the firm range
from $200 to $435 for the services of its attorneys and from $85 to
$125 for legal assistants and paralegals.

Pamela Marsh, Esq., the attorney who will be providing the
services, will charge an hourly fee of $400.

Ms. Marsh disclosed in a court filing that her firm does not hold
or represent any interest adverse to the Debtor or its estate.

The firm can be reached through:

     C. Marsh, Esq.
     Ausley McMullen
     123 South Calhoun Street
     P.O. Box 391
     Tallahassee, FL 32301

                About Campbellton-Graceville

Campbellton-Graceville Hospital Corporation is a non-profit
corporation established pursuant to the laws of the State of
Florida in 1961 and operates as a not-for-profit 25-bed critical
access hospital serving northern Florida, as well as surrounding
areas in Georgia and Alabama, and had approximately 100 employees.
It offered comprehensive medical care, including emergency
services, general hospitalization, laboratory services, swing bed,
and physical therapy.

Campbellton-Graceville Hospital filed a Chapter 11 bankruptcy
petition (Bankr. N.D.Fla. Case No. 17-40185) on April 17, 2017.
The Hon. Karen K. Specie presides over the case.  Berger Singerman
LLP represents the Debtor as counsel.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $1 million to $10 million to $50 million in liabilities.
The petition was signed by Marwill Glade of  GlassRatner Advisory
& Capital Group, LLC, chief restructuring officer.

Guy G. Gebhardt, Acting U.S. Trustee for Region 21, on June 8
appointed six creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of
Campbellton-Graceville Hospital.  The Committee has retained Broad
and Cassel LLP as counsel.

Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern
District of Florida in June entered an Order finding that the
appointment of a patient care ombudsman for Campbellton-Graceville
Hospital is not necessary.


CATASYS INC: Appoints Michael Sherman as Director
-------------------------------------------------
The members of the Board of Directors of Catasys, Inc. appointed
Mr. Michael Sherman, to serve as a member of the Board, effective
July 14, 2017.  Mr. Sherman will serve on the Compensation and the
Nominations and Corporate Governance Committees of the Board.

Mr. Sherman is currently on leave as a managing director at
Barclays Plc, where he worked from 2008 to 2017.  Prior to this
position, from 1998 to 2008 Mr. Sherman was a managing director at
Lehman Brothers, Inc.  Mr. Sherman has worked in finance for 30
years, having begun as a securities lawyer with Cleary, Gottlieb,
Steen & Hamilton in New York and Hong Kong and having served as an
investment banker at Salomon Brothers, Lehman Brothers and
Barclays.  Mr. Sherman was a Managing Director in Equity Capital
Markets at both Lehman Brothers and Barclays, covering Healthcare
companies, in addition to companies in other sectors.

Mr. Sherman received a B.A. in History, magna cum laude, from the
University of Pennsylvania.  Mr. Sherman also received a J.D., cum
laude, from Harvard Law School.

On July 14, 2017, the Board accepted Mr. Marvin Igelman's
resignation from his role as director of the Company and his
membership and Chairmanship of the Nominations and Corporate
Governance Committee of the Board and membership on the
Compensation Committee of the Board.  The resignation was not due
to any disagreement on any matter relating to the Company's
operations, policies or practices.

                        About Catasys, Inc.

Los Angeles, California-based Catasys, Inc. is a provider of data
analytics based specialized behavioral health management and
treatment services to health plans through its OnTrak program.  The
Company's program utilizes member engagement and patient centric
treatment that integrates evidence based medical and psychosocial
interventions along with care coaching in a 52-week outpatient
program.

Catasys reported a net loss of $17.93 million on $7.07 million of
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $7.22 million on $2.70 million of revenues for the year ended
Dec. 31, 2015.  

As of March 31, 2017, Catasys had $2.94 million in total assets,
$47.54 million in total liabilities and a total stockholders'
deficit of $44.60 million.

The Company's independent accounting firm Rose, Snyder & Jacobs
LLP, in Encino, California, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that the Company has continued to incur
significant operating losses and negative cash flows from
operations during the year ended Dec. 31, 2016, and continues to
have negative working capital at Dec. 31, 2016.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


CHICAGO CITY: Moody's Puts Ba1 GO Rating Under Review for Downgrade
-------------------------------------------------------------------
Moody's Investors Service has placed the City of Chicago, IL's Ba1
general obligation (GO) rating under review for possible downgrade.
The action applies to $7.3 billion of outstanding GO bonds. Moody's
has also placed under review for possible downgrade the Ba1 rating
on $320 million of sales tax debt, the Ba1 rating on $260 million
of motor fuel tax debt, the Baa1 rating on $26 million of senior
lien water revenue debt, the Baa2 rating on $2 billion of second
lien water revenue debt, the Baa2 rating on $35 million of senior
lien sewer revenue debt and the Baa3 rating on $1.1 billion of
second lien sewer revenue debt.

These actions reflect the close financial, political and governance
relationship the city shares with the Chicago Board of Education.
Yesterday, Moody's placed the B3 GO for the Chicago Board of
Education under review for possible downgrade. Continued
uncertainty surrounding the school district's financial situation
in the wake of the state's own budgetary pressures and an indicated
commitment from the city's administration to staving off further
deterioration in the district's finances suggest the possibility of
more direct intervention by the city in the district's fiscal
affairs. The rating review will consider appropriation actions the
state takes that may or may not address the school district's
short-term liquidity needs and long-term budgetary hurdles. On
Wednesday, the State of Illinois' GO and related ratings were
placed under review for possible downgrade.

Chicago's special tax ratings (sales tax and motor fuel tax) are
capped at the level of the city's GO rating due to the lack of
legal segregation of pledged revenue from the city's general
operations. The motor fuel tax rating is also capped at one notch
below the State of Illinois' GO rating, currently Baa3, to account
for the risk of non-appropriation of pledged revenue by the state.

The ratings of Chicago's water and sewer revenue bonds incorporate
the enterprises' vulnerabilities to credit pressure on the city
given tight governance linkages and overlapping service areas that
cover a tax base heavily burdened by debt and pensions.

METHODOLOGY

The principal methodology used in the general obligation rating was
US Local Government General Obligation Debt published in December
2016. The principal methodology used in the special tax ratings was
US Public Finance Special Tax Methodology published in January
2014. The principal methodology used in water and sewer ratings was
US Municipal Utility Revenue Debt published in December 2014.



CHICAGO PARK: Moody's Puts Ba1 GO Rating Under Review For Downgrade
-------------------------------------------------------------------
Moody's Investors Service has placed the Chicago Park District,
IL's Ba1 general obligation unlimited tax and general obligation
limited tax (together, GO) ratings under review for possible
downgrade. The action applies to $430 million of outstanding GO
bonds.

This action reflects the close political and governance
relationship the park district shares with the City of Chicago.
Moody's placed the city's Ba1 GO rating under review for possible
downgrade earlier due to continued uncertainty surrounding the
financial situation at the Chicago Board of Education (B3 rating
under review) and the relationship between the city and the school
district.

Given the close ties between the city and park district, increased
credit pressures on the city could weaken the park district's
credit quality. Although it is a legally distinct entity, the park
district functions as a city department in many respects. Chicago's
mayor appoints the Board of Commissioners, subject to City Council
approval. City officials hold sway over various budget, debt,
policy and taxing decisions of the district. The pronounced revenue
needs of the city and CPS could limit future levy increases by the
park district in order to lessen the overall burden on the Chicago
taxpayer.

METHODOLOGY

The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.



CHURCH AND STATE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Church and State, LP
        1850 Industrial St, #100
        Los Angeles, CA 90021

Case No.: 17-18767

Business Description: Church and State --
                      http://www.churchandstatebistro.com--
                      is a French bistro located on the ground
                      floor of the original NABISCO bakery and
                      offices, built in 1925, occupying what was
                      once the loading dock of the National
                      Biscuit Company.  When the doors first swung
                      open to welcome diners in September of 2008,
                      it was one of the first restaurants to open
                      in the now bustling Arts District of
                      downtown Los Angeles.

                      The cuisine is traditional French Bistro
                      fare, created using only seasonal produce of
                      the highest quality.  All of the Company's
                      products come from organic farms and have
                      been compassionately raised without
                      antibiotics or hormones.  Classics include
                      Steak Frites, Escargot, Roasted Marrow Bone,
                      House-made Charcuterie, Moules Frites, Steak
                      Tartare, Tarte Flambee, and a selection of
                      French and artisanal American cheeses.

                      The restaurant has a full bar serving
                      seasonal hand-crafted cocktails, and an all-

                      French wine list containing many organic and

                      biodynamic selections.

Chapter 11 Petition Date: July 18, 2017

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Barry Russell

Debtor's Counsel: Matthew A Lesnick, Esq.
                  LESNICK PRINCE & PAPPAS LLP
                  185 Pier Ave Ste 103
                  Santa Monica, CA 90405
                  Tel: 310-396-0964
                  Fax: 310-396-0963
                  E-mail: matt@lesnickprince.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Yassmin Sarmadi, president and general
partner.

The Debtor's list of 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb17-18767.pdf


CINCINNATI BELL: Moody's Says Acquisitions Have No Impact on B2 CFR
-------------------------------------------------------------------
Moody's says Cincinnati Bell Inc.'s B2 corporate family rating
("CFR") will not be impacted by the company's acquisitions of
Hawaiian Telcom Communications, Inc. ("HCOM") and OnX Enterprise
Solutions Ltd. ("OnX"). The transactions are credit positive as the
combined company will have enhanced scale in its fiber network and
IT services businesses. The combined company will utilize combined
net operating losses to improve free cash flow generation. CBB
anticipates $21 million in annual run-rate synergies.

Moody's expects CBB to acquire HCOM for $30.75 per share for a
total transaction value including existing debt of approximately
$650 million with the equity portion to be funded with a mixture of
60% cash and 40% stock. Moody's expects OnX will be acquired for a
total transaction value of approximately $200 million using all
cash. CBB has received financing commitments for the cash
consideration for the transactions, which will be funded by a new
secured credit facility that will also refinance existing senior
secured debt. The HCOM transaction is expected to close in the
second half of 2018 and the OnX transaction is expected to close
during the fourth quarter of 2017.

The debt to fund the transactions will increase leverage, but
Moody's expects pro forma leverage (Moody's adjusted) to remain
well below 6x. For the 12 months ended March 31, 2017, leverage
(Moody's adjusted) was 4.3x. Although Moody's expects no impact to
CBB's CFR, the currently proposed capital structure to fund these
acquisitions materially increases senior secured debt and reduces
the loss absorption capacity of the company's existing unsecured
debt. It is likely that these transactions and proposed capital
structure will result in a negative ratings action on CBB's
unsecured instrument level rating based on Moody's loss given
default model.

HCOM provides integrated communications, broadband, data center and
entertainment solutions for business and residential customers in
Hawaii. HCOM offers services including Internet, video, voice,
wireless, data network solutions and security, colocation, and
managed and cloud services supported by its fiber network. OnX is a
technology service and solution provider that assesses, designs,
builds, secures and manages complete technology environments with
specific expertise in cloud and managed services, digital
application services and infrastructure solutions.

CBB's B2 CFR reflects its market position as an incumbent local
telecommunications provider with a still large market share offset
by relatively high leverage of 4.3x (Moody's adjusted) as of March
31, 2017. CBB is investing heavily into fiber network expansion in
an attempt to reinvent itself as a growing fiber-based service
provider. Moody's views this increased investment as a long-term
credit positive and expects the company to successfully re-position
itself as a competitive provider of broadband services. However,
the significant investment has resulted in negative free cash flow
for the last two years.

Moody's expects CBB to transition to positive free cash flow this
year or the next year as capital intensity lessens.

The stable rating outlook is based on Moody's expectations that CBB
will continue growing its Entertainment and Communications segment
revenue and investing in its fiber network expansion. Moody's could
upgrade CBB if leverage can be sustained below 4x and the company
generates positive free cash flow. The rating could be downgraded
if CBB's liquidity weakens materially or if leverage was greater
than 6x for an extended period of time.

With headquarters in Cincinnati, Ohio, CBB has operated as the
incumbent local exchange carrier in the Greater Cincinnati area for
144 years. The company is a full-service regional provider of
entertainment, data and voice communications services, a provider
of managed and professional information technology ("IT") services,
and a reseller of IT and telephony equipment. Cincinnati Bell
Technology Solutions Inc. provides enterprise customers across the
US with scalable communication systems and end-to-end IT solutions.
The company also offers local voice, data and other telephone
services to customers in southwestern Ohio, northern Kentucky and
southeastern Indiana through its subsidiary Cincinnati Bell
Telephone LLC. CBB's revenue for the 12 months ended March 31, 2017
totaled approximately $1.2 billion.



CPI INT'L: Moody's Assigns B3 CFR & Rates $485MM 1st Lien Loans B2
------------------------------------------------------------------
Moody's Investors Service has assigned initial ratings to CPI
International, Inc. (New), including a Corporate Family Rating of
B3, $485 million first lien facility ratings of B2 and a $120
million second lien facility rating of Caa2. The rating outlook is
stable. Proceeds of the planned facilities along with an equity
contribution will recapitalize the existing corporate family and
facilitate the ownership sale to entities of Odyssey Investment
Partners, LLC. Existing ratings of CPI International, Inc. ("CPI
International") will be withdrawn once that entity's debts are
repaid as planned.

RATINGS RATIONALE

The positive rating outlook of CPI International has been changed
to stable, in line with CPI's initial rating outlook. The planned
recapitalization adds debt, reduces cash on hand and will prevent
near-term achievement of the credit gains previously anticipated.
Additionally, a more ambitious operational restructuring program is
scheduled over the next 12-18 months. While the restructuring could
yield long-term cost synergies and more streamlined processes,
interim execution risk will accompany the program.

The B3 CFR reflects CPI's high financial leverage, modest revenue
base, with limited but adequate liquidity expected to follow the
pending transaction. Pro forma for the transaction's incremental
debt, March 31, 2017 debt to EBITDA on a Moody's adjusted basis
would have been 6.7x.

The CFR also considers revenue visibility from the large installed
base of CPI products, an improved global defense budgetary outlook,
and the solid profit margin that CPI's products typically command.
The company's often sole provider product line of microwave, radio
frequency, power and control components/subsystems has produced
EBITDA margin between 17% to 19% over the past few years.
Profitability, excluding restructuring costs, will very likely
continue at healthy levels. Steady profit provides sufficient funds
from operation to cover capital spending needs and helps reduce the
reliance on debt for acquisitions. Longer term, the range of
applications using vacuum electronic device based technologies -- a
longstanding expertise of CPI -- may lessen, making sustained R&D
and investment spending within solid state based product areas
likely.

An adequate liquidity profile also supports the rating. The initial
cash balance will be much lower than the $38 million level that CPI
International reported for March 31. Initial borrowing availability
under the revolving credit facility should be about $30 million
after letter of credit utilization. The amount is modest but an
expected asset sale reduces the likelihood of near-term revolver
dependence. The company's unrestricted foreign subsidiaries
generate a meaningful annual profit and represent an alternate
liquidity source.

Upward rating momentum would depend on steady backlog, debt to
EBITDA in the mid 5x range with free cash flow to debt in the high
single digit percentage range, and a good liquidity profile.

Downward rating pressure would follow debt to EBITDA at 7x or
higher, low free cash flow, or a weakening liquidity profile.

Assignments:

Issuer: CPI International, Inc. (NEW)

-- Probability of Default Rating, Assigned B3-PD

-- Corporate Family Rating, Assigned B3

-- Senior Secured Bank Credit Facility, Assigned Caa2 (LGD6)

-- Senior Secured Bank Credit Facility, Assigned B2 (LGD3)

Outlook Actions:

Issuer: CPI International, Inc. (NEW)

-- Outlook, Assigned Stable

Issuer: CPI International, Inc.

-- Outlook, Stable, previously Positive

Withdrawals:

Issuer: CPI International, Inc.

-- Speculative Grade Liquidity Rating, Withdrawn , previously
rated SGL-3

Since CPI International no longer reports its financial statement
publicly, the speculative grade liquidity rating has been
withdrawn.

CPI International, Inc. (New) will be a direct holding company
subsidiary of CPI International Holding Corp. CPI, through its
operating subsidiaries, manufactures and distributes vacuum
electron devices and related equipment for defense and commercial
applications requiring high power and/or high frequency energy
generation. CPI will be indirectly owned by affiliates of Odyssey
Investment Partners, LLC. Sales for the 12 months ended March 31,
2017 totaled $491 million.

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.


CUZCO DEVELOPMENT: Court Confirms Fourth Amended Plan
-----------------------------------------------------
Judge Robert J. Faris of the United States Bankruptcy Court for
the District of Hawaii confirms the Fourth Amended Plan filed by
Cuzco Development USA, LLC, despite objectors filing petitions
against the provisions in the previous Chapter 11 Plan filed by
Cuzco in comliance with the Bankruptcy code.

On June 20, 2016, Cuzco filed a voluntary Chapter 11 petition,
commencing a bankruptcy case before the United States Bankruptcy
Court for the District of Hawaii, designated as Case No. 16-00363.


The Debtor filed a Plan, which was followed by series of
amendments and objections until the Third Amendment Plan was
confirmed by the court on February 2017.

However, a series of Motions for Reconsiderations were filed by
objectors. On May 16, 2017, Cuzco filed the Plan Modification
Motion, the Fourth Amended Plan, and a notice of the Plan
Modification Motion.  Cuzco served the Notice of the Plan
Modification Motion, which describes the proposed amendments to
the Third Amended Plan on creditors and parties-in-interest.

The Fourth Amended Plan contains the following material changes to

the Third Amended Plan which was approved by the court for the
following reasons:

   1. The transfers of property contemplated by the Third Amended
Plan have not taken place.

   2. Valid business, factual, and legal reasons exist for
separately classifying the various classes of Claims and Equity
Interests created under the Fourth Amended Plan.

   3. The Fourth Amended Plan provides for the same treatment for
each Claim or Equity Interest in each respective Class, unless the

holder of a particular Claim or Equity Interest has agreed to a
less favorable treatment of such Claim or Equity Interest.

   4. The Fourth Amended Plan does not alter the legal, equitable,

and contractual rights of claims in all separate Classes of
claimants.

   5. The Fourth Amended Plan has a fair and equitable treatment
to secured and unsecured creditors.


   6. The Fourth Amended Plan provides adequate and proper means
for its implementation.

   7. The provisions of the Plan are consistent with the mandates
set forth in the Bankruptcy Code.

A full-text copy of Judge Faris's Findings of Fact, Conclusions of

Law, and Granting Motion to Modify Confirmed Plan, and Confirming
Fourth Amended Plan dated July 10, 2017, is available at
https://is.gd/XOfxRJ from Leagle.com.

Cuzco Development U.S.A., LLC, Debtor, represented by Chuck C.
Choi, CHOI & ITO, Allison A. Ito, CHOI & ITO.

Office of the U.S. Trustee, U.S. Trustee, represented by Curtis B.

Ching, Office of The United States Trustee.

                     About Cuzco Development

Cuzco Development U.S.A., LLC, sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Hawaii Case No. 16-00636)
on
June 20, 2016.

The petition was signed by Kay Nakano, responsible individual. The
case is assigned to Judge Robert J. Faris.

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

The confirmation hearing on the Debtor's plan of reorganization is
on Feb. 13, 2017.  The TCR reported on Dec. 23, 2016, that Judge
Faris approved the Debtor's first amended disclosure statement for
its Chapter 11 plan of reorganization, dated Dec. 5, 2016, which
proposed that the holder of an allowed general unsecured claims
receive on account of its claim in full and complete satisfaction,
discharge and release thereof: 100% of their allowed claims with
post-petition interest at 3% simple interest per annum paid in
full
within 30 days after the Refinance deadline.


DIAMOND BRITE: Hires Dean W. Greer as Counsel
---------------------------------------------
Diamond Brite Enterprises, LLC, seeks authority from the U.S.
Bankruptcy Court for the Western District of Texas to employ the
Law Offices of Dean W. Greer, as counsel to the Debtor.

Diamond Brite requires Dean W. Greer to:

   a. advise and consult with the Debtor as to its powers and
      duties in the continued operation of its business and
      management of its properties during the bankruptcy
      proceedings;

   b. take actions as may be necessary to preserve and protect
      the Debtor's assets, including the prosecution of adversary
      proceedings and other actions on the Debtor's behalf, the
      defense of actions commenced against the Debtor,
      negotiations concerning litigation in which the Debtor is
      involved, objection to the allowance of any objectionable
      claims filed against the Debtor's estate and estimation of
      claims against the estates where appropriate;

   c. prepare, on behalf of the Debtor, necessary applications,
      motions, complaints, adversary proceedings, answers,
      orders, reports, and other pleadings and legal documents,
      in connection with matters affecting the Debtor and its
      estate;

   d. assist the Debtor in the development, negotiation and
      confirmation of a plan of reorganization and the
      preparation of a disclosure statement or statements in
      respect thereof; and

   e. perform other legal services that the Debtor may request in
      connection with the Chapter 11 case and the Bankruptcy
      Code.

Dean W. Greer will be paid at these hourly rates:

     Attorney                   $300
     Legal Assistant            $75

Dean W. Greer will be paid a retainer in the amount of $14,000.

Dean W. Greer will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Dean W. Greer, partner of the Law Offices of Dean W. Greer, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Dean W. Greer can be reached at:

     Dean W. Greer, Esq.
     LAW OFFICES OF DEAN W. GREER
     2929 Mossrock, Suite 117
     San Antonio, TX 78230
     Tel: (210) 342-7100
     Fax: (210) 342-3633

                About Diamond Brite Enterprises, LLC

Diamond Brite -- http://www.diamondbritecarcare.com-- is a full
service car wash and oil & lube services provider in San Antonio
Texas.

Diamond Brite Enterprises, LLC., based in San Antonio, TX, filed a
Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-51391) on June
13, 2017. The Hon. Craig A. Gargotta presides over the case. Dean
W. Greer, Esq., at the Law Offices of Dean W. Greer, serves as
bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Andrew L.
Foster, manager.


DICK CAMPBELL: Taps Shaver and Swanson as Special Counsel
---------------------------------------------------------
Dick Campbell Company, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Idaho to hire Shaver and Swanson, LLP as
special counsel.

In its application, the Debtor proposes to employ the firm to draft
and file a non-provisional application with the U.S. Patent Office,
and pay its attorney, Scott Swanson, Esq., an hourly fee of $250.

The Debtor estimated the total costs to be between $5,500 and
$7,500, excluding the filing fee of $730 and the additional late
submission fee of $850.

Mr. Swanson does not hold any interest adverse to the interest of
the Debtor's estate, according to court filings.

Shaver and Swanson can be reached through:

     Scott Swanson, Esq.
     Shaver and Swanson, LLP
     1509 S Tyrell Lane, Suite 100
     P.O. Box 877
     Boise, ID 83701-0877
     Phone: (208) 345-1122

                   About Dick Campbell Company

Based in Boise, Idaho, Dick Campbell Company, Inc. manufactures
transportation signaling devices. The Debtor sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No.
17-00756) on June 14, 2017. Phil Tate, president, signed the
petition.

At the time of the filing, the Debtor disclosed $2.63 million in
assets and $2.73 million in liabilities.

Judge Jim D. Pappas presides over the case. Bruce A. Anderson,
Esq., at Elsaesser Jarzabek Anderson Elliot & Macdonald, Chtd.,
serves as bankruptcy counsel.  The Debtor hired Holland Law LLP as
special counsel.


DIMENSION REALTY: Taps Maldjian & Citta as Accountant
-----------------------------------------------------
Dimension Realty, LLC seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to employ an accountant.

The Debtor proposes to hire Maldjian & Citta P.C. to provide
accounting services, including the preparation of its cash flow
projections, monthly operating reports, and tax returns.

The hourly rates charged by the firm are:

     Level 1 Accountant               $95
     Level 2 Accountant              $155
     Level 3 Accountant              $250
     Certified Public Accountant     $300

Peter Maldjian, the accountant who will be providing the services,
will charge an hourly fee of $300.

The Debtor will pay the firm a retainer in the amount of $2,500.

Mr. Maldjian disclosed in a court filing that he and his firm are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Peter J. Maldjian
     Maldjian & Citta P.C.
     2520 Highway 35
     First Floor Suite 103
     Manasquan, NJ 08736
     Tel: (732) 223-5600

                     About Dimension Realty LLC

Dimension Realty, LLC, based in Stafford Township, N.J., filed a
Chapter 11 petition (Bankr. D.N.J. Case No. 17-21936) on June 9,
2017.  In its petition, the Debtor declared $1.51 million in total
assets and $1.56 million in total liabilities. The petition was
signed by Brian Abbey, managing member.

The Hon. Michael B. Kaplan presides over the case.  Eugene D. Roth,
Esq. serves as bankruptcy counsel.

A list of the Debtor's 12 unsecured creditors is available for free
at http://bankrupt.com/misc/njb17-21936.pdf


DLM LLC: Bid to Dismiss ASIC's Indemnity Suit Denied
----------------------------------------------------
Judge George R. Russell, III, of the United States District Court
for the District of Maryland denies DLM, LLC's Motion to Dismiss
the amended complaint filed by American Southern Insurance Company

("ASIC") in the civil case for breach of contract captioned
AMERICAN SOUTHERN INSURANCE COMPANY, Plaintiff, v. DLM, LLC, et
al. Defendants, Civil Action No. GLR-16-3628 (D. Md.).

In July 2005, DLM executed two public works agreements with the
Department of Public Works of Cecil County, Maryland.  To secure
performance of the Agreements, ASIC, a national surety company
engaged in the business of construction and surety bonding, was  
contracted by DLM to issue two surety bonds, naming Cecil County
as the "obligee."

In November 2009, DLM and other related entities sought protection

under Chapter 11 of the United States Bankruptcy Code which
granted the Reorganization Plan sought by DLM.

In November 2014, Cecil County notified ASIC that DLM failed to
execute the agreement with Cecil County.  In response, ASIC
engaged a construction consultant and an attorney to investigate
the outstanding construction work, which upon confirmation,
revealed that the contract, indeed, has been in default.  ASIC
paid Cecil County $511,265.80 in exchange for full release and
exoneration of the Bonds.  ASIC then notified Defendants of the
payment to Cecil County and demanded that Defendants indemnify
ASIC.  Defendants, however, failed to indemnify ASIC.

As a result, ASIC brought a contractual indemnity claim under the
General Indemnity Agreement (GIA) previously executed by the
parties and attached a demand letter to its Complaint in the
amount of $375,000.

On December 16, 2016, DLM moved to dismiss the Complaint in its
entirety, arguing that when the Bankruptcy Court confirmed the
Reorganization Plan it instituted in 2009, it discharged DLM's
indemnity obligations including the one perfected in the GIA with
ASIC.

On January 6, 2017, before responding in opposition to Defendants'

Motion, ASIC filed a timely First Amended Complaint, making the
previous claim moot.  In this new complaint, ASIC removes DLM from

the Indemnity Claim and adds a new claim against DLM only for
breach of the Agreements, also known as the Subrogation Claim.  
Here, ASIC asserts that it "is equitably subrogated to the rights
of Cecil County to assert its rights against DLM for DLM's
breaches" of the Agreements executed by them.

DLM opposed the said complaint and files a motion to dismiss the
same alleging three reasons:

   1. First, the Court must dismiss the Subrogation Claim because
when the Bankruptcy Court discharged the GAIs, it also discharged
the Subrogation Claim.

   2. Second, assuming the Subrogation Claim survived DLM's
Chapter 11 reorganization, the Court must dismiss the Subrogation
Claim insofar as it alleges breach of the Construction Agreement
because that claim is barred by the statute of limitations.

   3. Third, the Court must dismiss the Amended Complaint to the
extent it seeks damages in excess of $375,000 because ASIC
attaches a demand letter to its Complaint in which it seeks only
that amount.

In a memorandum Opinion, Judge Russell sought to clarify the issue

whether the Subrogation Claim of ASIC was discharged upon the
approval of the Bankruptcy Court's Reorganization Plan filed by
DLM.  Judge Russell cited that a recent train of cases revealed
that a Subrogation Claim is not automatically discharged upon
approval of a reorganization plan. Thus, it cannot dismiss the
amended complaint for these reason.

Judge Russell opined that the second argument, that the Court must

dismiss the Subrogation Claim insofar as it alleges breach of the
Construction Agreement because that claim is barred by the statute

of limitations, is of no moment. DLM claims that ASIC has a three-
year period to file a claim against DLM under their previous
agreement, but ASIC instited action only after the lapse of seven
years. Judge Russell, citing Maryland statute of limitations,
expressed that the law must be interpreted that the period to
determine statute of limitations must be reckoned from the time of

the breach or discovery of the breach. In this case, the three-
year period to file a claim has not yet lapse.

Lastly, Judge Russell ruled that the third argument alleged by DLM

must not be appreciated by the court. It is common procedural
knowledge that an amended complaint supersedes a complaint
previously filed, including its attachments. Thus, the damages
sought by ASIC cannot be limited only to the amount as stated in
its first complaint but must be anchored on its allegations on its

amended complaint.

A full-text copy of the Judge Russell's Memorandum Opinion dated
July 10, 2017, is available at https://is.gd/W291jt from
Leagle.com.

American Southern Insurance Company, Plaintiff, represented by
Lauren Pacelli McLaughlin, Esq. -- lmclaughlin@briglialaw.com --
BrigliaMcLaughlin PLLC.

American Southern Insurance Company, Plaintiff, represented by
Shiva S. Hamidinia, BrigliaMcLaughlin, PLLC.

DLM, LLC, Defendant, represented by David J. Shuster, Esq. --
dshuster@kg-law.com -- Kramon and Graham PA, Jeffrey H. Scherr,
Esq. -- jscherr@kg-law.com -- Kramon and Graham PA & William Jacob

Harrington, Esq. -- wharrington@kg-law.com -- Kramon & Graham,
P.A..

The Bluffs at Big Elk Creek II, LLC, Defendant, represented by
David J. Shuster, Kramon and Graham PA, Jeffrey H. Scherr, Kramon
and Graham PA & William Jacob Harrington, Kramon & Graham, P.A..

William R. Luther, Jr., Defendant, represented by David J.
Shuster, Kramon and Graham PA, Jeffrey H. Scherr, Kramon and
Graham PA & William Jacob Harrington, Kramon & Graham, P.A..

Vickie Luther, Defendant, represented by David J. Shuster, Kramon
and Graham PA, Jeffrey H. Scherr, Kramon and Graham PA & William
Jacob Harrington, Kramon & Graham, P.A..

Sharon L. Babcock, Defendant, represented by David J. Shuster,
Kramon and Graham PA, Jeffrey H. Scherr, Kramon and Graham PA &
William Jacob Harrington, Kramon & Graham, P.A..

Brian E. Fromme, Defendant, represented by David J. Shuster,
Kramon and Graham PA, Jeffrey H. Scherr, Kramon and Graham PA &
William Jacob Harrington, Kramon & Graham, P.A..

                      About Gemcraft Homes

Gemcraft Homes, Inc., in Harford County, Maryland, is a production
builder which targets first-time homebuyers and first-time "move
up" buyers.  It also targets retired, and soon to retire, buyers
for its retirement communities.  The Company filed for Chapter 11
bankruptcy protection on Nov. 9, 2009 (Bankr. D. Md. Case No.
09-31696.)  The Company's various affiliates filed separate
Chapter 11 bankruptcy petitions.  In its schedules, Gemcraft
Homes' disclosed total assets of $40,668,980, and total
liabilities of $73,468,237.

As reported by the Troubled Company Reporter on Sept. 29, 2010,
the Bankruptcy Court approved Gemcraft Homes' plan of
reorganization, allowing the home builder to exit Chapter 11 after
less than a year.  Marcus Rauhut, staff writer at Public Opinion,
reported that Gemcraft Homes negotiated deals with Regions Bank,
M&T Bank, and other institutions to secure more than $70 million
in new financing to continue its building and development
operations.


ENERGY3 LLC: Case Summary & 5 Unsecured Creditors
-------------------------------------------------
Debtor: Energy3, LLC
        1997 Annapolis Exchange Parkway, Suite 300
        Annapolis, MD 21401

Business Description: Energy3 -- http://energy-three.com/--
                      is a renewable energy solutions company
                      supported by dedicated people, who are in a
                      position to help clients challenge the
                      current waste disposal and fossil fueled
                      power generating systems, developing new
                      environmentally sustainable solutions.

Chapter 11 Petition Date: July 18, 2017

Case No.: 17-18986

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Hon. Robert A Mark

Debtor's Counsel: Robert C Meyer, Esq.
                  ROBERT C MEYER, PA
                  2223 Coral Way
                  Miami, FL 33145
                  Tel: 305-285-8838
                  Fax: 305-285-8919
                  E-mail: meyerrobertc@cs.com

Estimated Assets: $650,506

Total Liabilities: $1.39 million

The petition was signed by Fred R Deluca, member.

The Debtor's list of five unsecured creditors is available for free
at http://bankrupt.com/misc/flsb17-18986.pdf


ENVIRO-SAFE: Taps Howard & Howard as Special Counsel
----------------------------------------------------
Enviro-Safe Refrigerants, Inc. seeks approval from the U.S.
Bankruptcy Court for the Central District of Illinois to hire
Howard & Howard PLLC as special counsel.

The firm will represent the Debtor in multiple legal matters,
including a lawsuit filed by Crum & Forster Insurance in the 10th
Judicial Circuit, Tazewell County.  

Howard will also provide other services including trademark
registration, environmental law compliance, negotiation and
enforcement of customer and distribution contracts, and negotiation
of patent and other intellectual property licenses.  

The hourly rates charged by the firm are:

     James Yee             $480
     Joseph Van Fleet      $415
     Mary Corrigan         $400
     Jeffrey Sorenson      $375
     Gary Peters           $375
     Timothy Gronewold     $300
     Thomas Howard         $295
     Stephanie Buntin      $285

Jeffrey Sorenson, Esq., disclosed in a court filing that the firm
and its attorneys are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code.

Howard can be reached through:

     Jeffrey G. Sorenson, Esq.
     Howard & Howard PLLC
     211 Fulton Street, Suite 600
     Peoria, IL 61602
     Tel: (309) 672-1483
     Fax: (309) 672-1568

                 About Enviro-Safe Refrigerants

Headquartered in Pekin, Illinois, Enviro-Safe Refrigerants Inc. --
http://www.es-refrigerants.com/-- provides refrigerant and support
fluids.  The Debtor's products include air conditioning tools,
automotive fluids, green gas and industrial supplies.

Enviro-Safe Refrigerants filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Ill. Case No. 17-80827) on June 5, 2017, estimating
assets and liabilities of between $1 million and $10 million each.
The petition was signed by Julie C. Price, president.

Judge Thomas L. Perkins presides over the case.  Sumner Bourne,
Esq., at Rafool, Bourne & Shelby, P.C., serves as the Debtor's
bankruptcy counsel.

On July 11, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


EXPLORER HOLDINGS: Moody's Affirms B2 CFR; Outlook Negative
-----------------------------------------------------------
Moody's Investors Service changed Explorer Holdings, Inc.'s ("ERT")
rating outlook to negative from stable following the company's
stated plans to fund a sizable acquisition with debt. However,
Moody's concurrently affirmed ERT's B2 Corporate Family Rating
(CFR), B2-PD Probability of Default Rating (PDR), and the B1 rating
on the first lien credit facilities (revolver and term loan).

The complementary acquisition will be funded with the proposed
issuance of an incremental $210 million first lien senior secured
term loan and incremental $30 million second lien secured notes. A
portion of the proceeds (net of transaction related fees and
expenses) will also be used to repay all borrowings outstanding
($32 million) under the revolver.

"The change in ERT's outlook to negative is driven by the delay in
reducing leverage and improving its free cash flow generation
profile due to the company's aggressive approach to growth via
debt-funded acquisitions," said Prateek Reddy, Moody's lead analyst
for the company. "The rating is supported by the company's improved
scale, moderated customer concentration risk, and strengthened
competitive position within some of its service offerings," added
Reddy.

Rating Actions:

Corporate Family Rating, Affirmed at B2

Probability of Default Rating, Affirmed at B2-PD

$45 Million Senior Secured First Lien Revolving Credit Facility due
2021, Affirmed at B1 (LGD3)

Senior Secured First Lien Term Loan due 2023 ($769 Million
Outstanding), Affirmed at B1 (LGD3)

Outlook, Changed to Negative from Stable

RATINGS RATIONALE

ERT's B2 CFR incorporates the company's high leverage and Moody's
expectations for weak free cash flow generation at least through
2018. The rating reflects the company's significant customer
concentration, aggressive approach to growth with debt-funded
acquisitions, elevated acquisition related integration risks, and
event risks associated with private equity ownership. However, the
rating is supported by the company's high revenue visibility,
strong market position in the niche electronic based clinical
outcome assessment market, and favorable business fundamentals like
the transition to digital assessments that is likely to contribute
to healthy organic revenue growth.

The latest acquisition of a company that largely provides services
similar to ERT's like respiratory efficacy and cardiac safety data
generation and collection services that support clinical trials,
follows other debt-funded acquisitions of Exco InTouch and ImageIQ
completed within only 14 months of the closing of ERT's LBO by
Nordic Capital in May 2016. The total purchase price for the three
acquisitions of over $250 million (including transaction related
fees and expenses) has all been funded with incremental first lien
term loan (increased to $769 million pro forma for the proposed
issuance from $495 million at closing of the LBO) and incremental
second lien notes (increased to $250 million pro forma for the
proposed issuance from $220 million at closing of the LBO). All
these acquisitions contribute to enhancing ERT's scale (pro forma
revenue of $479 million as of March 31, 2017 from reported revenue
of $296 million in FY2015), moderating customer concentration
risks, improving ERT's market share within service offerings like
cardiac safety and respiratory efficacy, and adding new
capabilities like clinical trial imaging solutions. However, the
company's aggressive approach to funding acquisitions with
additional debt will delay the reduction of leverage
(Moody's-adjusted Debt-to-EBITDA of 6.7x pro forma for the latest
acquisition) and result in the persistence of low free cash flow
generation that weaken the company's position within the B2 rating
category.

The negative outlook reflects the potential for additional
debt-funded acquisitions and the challenges in effectively
integrating and realizing the anticipated synergies from the
already executed acquisitions that could lead to the persistence of
high leverage and weak free cash flow generation. The outlook could
be changed to stable if the company focuses on integration of the
acquired businesses without large unexpected one-time expenses and
utilizes any free cash flow generated to reduce debt balances in
lieu of funding acquisitions.

The B1 rating on the first lien credit facilities (revolver and
term loan) is one notch above the B2 CFR, reflecting the first
priority claim on substantially all of the company's assets and its
domestic subsidiaries, the seniority to the unrated second lien
senior notes and the debt cushion provided by the second lien
notes. The B2-PD Probability of Default Rating is in line with the
CFR, given the two-class-secured-debt structure as well as Moody's
expectations for an historical average family recovery in a
distress scenario.

Ratings could be downgraded if deceleration in the company's
revenue, deterioration in EBITDA margins, or another debt-funded
acquisition contribute to Moody's-adjusted Debt-to-EBITDA
sustaining above 6.5 times beyond 2017. Weakened liquidity with
negative free cash flow generation could also result in ratings
being downgraded.

Ratings could be upgraded if Debt-to-EBITDA is sustained below 4.0
times, free cash flow generation is in excess of 8% of debt
balances, and the company demonstrates less aggressive financial
policies.

ERT is a provider of centralized cardiac safety, respiratory
efficacy services, and electronic clinical outcome assessment
solutions to biopharmaceutical sponsors and contract research
organizations involved in the clinical trial of new drugs. Revenue
for twelve months ended March 31, 2017 was $479 million pro forma
for all acquisitions. The company is largely owned by a fund of
Nordic Capital.

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



EXTRACTION OIL: Moody's Rates New Unsecured Notes Due 2024 'B3'
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Extraction Oil
and Gas, Inc.'s (Extraction) proposed senior unsecured notes due
2024. Extraction's other ratings are unchanged.

"Extraction's proposed notes issuance will prefund a portion of its
large 2017 capital expenditure program and support its liquidity,"
commented James Wilkins, a Moody's Vice President - Senior
Analyst.

Ratings assigned:

Issuer: Extraction Oil and Gas, Inc.

Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD4)

RATINGS RATIONALE

Extraction's balance sheet debt will be comprised of the proposed
senior unsecured notes due 2024, the $550 million of senior
unsecured notes due 2021 and secured revolving credit facility due
November 2018. Under Moody's Loss Given Default Methodology, the
unsecured notes are rated B3, one notch below the B2 Corporate
Family Rating (CFR), because they are contractually subordinated to
the secured revolver debt. The notes and revolver are guaranteed by
Extraction's existing and future subsidiaries.

Extraction's B2 CFR reflects its rapid production and reserve
growth, modest scale despite its growth, geographic concentration
as a pure play DJ Basin producer, as well as cash flow and leverage
credit metrics supportive of the rating. The company benefits from
having a well-defined asset base with production yielding about
two-thirds liquids, a critical mass of strategically located
contiguous acreage and low finding and developing (F&D) costs
(below $10/boe).

The company grew production to approximately 44 Mboe/day in the
second quarter 2017, almost a 60% year-over-year increase, and
expects to achieve a 2017 exit production rate of 65-70 Mboe/d as
it continues its three rig drilling program, more than doubling
production volumes during 2017. Proved developed reserves will
continue to grow as acreage is developed.

As Extraction has outspent internally generated cash flows to fund
its rapid growth, it has funded a significant portion of capital
expenditures with equity, including its October 2016 initial public
offering ($728 million of gross proceeds), private placement of
public equity ($457 million) and convertible preferred equity ($185
million), which has been used to fund growth capital expenditures.
The company targets a conservative net debt to EBITDA ratio of
1.5x. As Extraction increases its production volumes, Moody's
expects retained cash flow to debt to exceed 25% by year-end 2017.
(The metric was 20% for the twelve months ended March 31, 2017.)

The stable outlook reflects Moody's expectation that the company
will continue to grow its production and develop its assets without
materially increasing leverage. The rating could be upgraded if the
company executes its growth program and maintains retained cash
flow to debt above 25%. A downgrade would be considered if retained
cash flow to debt appeared likely to fall below 15% on a sustained
basis or liquidity deteriorated.

The principal methodology used in this rating was Independent
Exploration and Production Industry published in May 2017.

Extraction Oil and Gas, Inc., headquartered in Denver, Colorado, is
an oil and gas exploration and production (E&P) company with
approximately 115,000 net acres in its current focus area of the
Wattenberg Field of the Denver-Julesburg (DJ) Basin and a total of
approximately 227,000 net acres. The company had average production
of 33.4 thousand barrels of oil equivalent per day (Mboe/day) in
the first quarter 2017 and proved developed (PD) reserves of 48.5
MMboe at year-end 2016, which are comprised of crude oil (35%),
natural gas (37%), and NGLs (28%).


EYEMART EXPRESS: Moody's Cuts Corporate Family Rating to B2
-----------------------------------------------------------
Moody's Investors Service downgraded Eyemart Express, LLC's
Corporate Family Rating to B2 from B1 and affirmed its Probability
of Default Rating ("PDR") at B2-PD following the company's
announced dividend recapitalization that will increase funded debt
by over $200 million. Moody's also assigned B1 instrument ratings
to the company's proposed $355 million first lien term loan B and
$30 million revolving credit facility. The B1 ratings on the
company's existing term loan and revolver will be withdrawn upon
close of the transaction. The outlook is stable.

"The downgrade reflects Eyemart's sizable increase in leverage as a
result of the proposed transaction and Moody's expectation that
financial policies will sustain credit metrics more in line with
the B2 rating over the long term," said Moody's Assistant Vice
President and lead analyst Dan Altieri.

The affirmation of the company's B2-PD PDR reflects the application
of Moody's Loss Given Default Methodology and assumes a 50% family
recovery rate, given the proposed first and second lien capital
structure.

Proceeds from the first lien term loan, along with an unrated $110
million second lien term loan and balance sheet cash, will be used
to refinance the company's existing first lien term loan
(approximately $258 million outstanding as of July 1, 2017), fund a
$205 million distribution to shareholders, and pay related fees and
expenses. Moody's estimates lease adjusted leverage pro-forma for
the transaction in the mid-6 times range as of the LTM period ended
April 1, 2017, with interest coverage (EBIT/Interest Expense) in
the mid-1 times range. Both metrics are well outside of the
previously stated downgrade triggers. Leverage and interest
coverage are expected to remain outside of the range of a B1 rating
over the next 12-18 months despite Moody's expectation for
continued solid operating performance.

Moody's took the following rating actions:

Issuer: Eyemart Express, LLC

Corporate Family Rating, Downgraded to B2 from B1

Probability of Default Rating, Affirmed at B2-PD

New $355 million senior secured first lien term loan B due 2024,
Assigned at B1 (LGD3)

New $30 million senior secured first lien revolving credit facility
due 2022, Assigned at B1 (LGD3)

Outlook, remains Stable

The following ratings are unchanged and will be withdrawn upon
close of the proposed transaction:

Issuer: Eyemart Express, LLC

$300 million senior secured first lien term loan B due 2021, B1
(LGD3)

$30 million senior secured first lien revolving credit facility due
2019, B1 (LGD3)

RATINGS RATIONALE

Eyemart's B2 CFR reflects the company's high leverage and modest
interest coverage pro-forma for the proposed dividend
recapitalization. The rating also reflects Eyemart's small scale at
under $250 million of revenue, limited geographic footprint, and
financial sponsor ownership that Moody's expects will sustain
leverage at elevated levels. The rating benefits from a history of
solid operating performance that includes positive same store sales
growth, high operating margins, and a good liquidity profile.
Moody's believes operating performance benefits from Eyemart's
distinctly differentiated offering from other chain and big-box
retailers in that, among other things, it has eyeglass
manufacturing capability in every store.

Eyemart's good liquidity profile reflects Moody's expectation that
the company will continue to generate positive free cash flow (CFO
less Capex) despite approximately $10 million in additional cash
interest expense as a result of the higher debt balance. The
company's cash flow is aided by consistently positive top line
growth, high margins, and modest working capital and maintenance
capital expenditure needs. Eyemart will have access to an undrawn
$30 million revolving credit facility at close which Moody's
anticipates would only be needed to fund expansion-oriented
expenses. The credit facility is expected to contain a springing
net leverage test if outstanding borrowings exceed 30% of the
commitment amount. Moody's does not expect the company will trigger
the covenant, but anticipate sufficient cushion if it were tested.

The stable outlook reflects Moody's expectation for continued solid
operating performance including topline growth, relatively stable
margins, and a growth strategy that will continue to be prudently
executed and funded with cash flow generated from operations.

Ratings could be upgraded if strong operating performance,
including continued revenue and EBITDA growth, resulted in
Debt/EBITDA sustained below 5.25 times with EBIT/Interest expense
around 2.25 times. An upgrade would also require an expectation
that financial policies will support credit metrics maintained at
these levels and that the company maintains its good liquidity
profile.

Ratings could be downgraded if weaker than anticipated operating
performance or aggressive financial policies, including additional
debt financed dividends or an overly aggressive growth strategy,
resulted in Debt/EBITDA sustained above 6.25 times or EBIT/Interest
expense sustained below 1.25 times. A deterioration in the
company's liquidity profile including negative free cash, could
also result in a downgrade.

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

Headquartered in Texas, Eyemart Express, LLC is a provider of
vision care services and manufacturer and retailer of eyeglasses,
with a focus on eyeglasses in the "value" sub-segment. As of April
1, 2017 the company operated 172 stores, and generated LTM revenue
of approximately $232 million. The company was acquired late in
2014 by affiliates of Friedman Fleischer & Lowe for total
consideration of roughly $800 million.


FIRST GROWTH: Files Voluntary Assignments in Bankruptcy
-------------------------------------------------------
First Growth Holdings Ltd. (FGH) on July 17, 2017, disclosed that
it has filed voluntary assignments in bankruptcy for both the
Company and its subsidiary in Alberta pursuant to the Bankruptcy
and Insolvency Act (Canada) in order to effect an orderly
liquidation of its assets, property and operations.  In conjunction
with this filing, Crowe MacKay & Company Ltd., Licensed Insolvency
Trustee ("Crowe Mackay") has been appointed trustee of the bankrupt
estate.

The board of directors of the Company has authorized the voluntary
assignment as the Company is not able to meet the obligations owing
to its creditors or to fund the operations of the Company or its
subsidiaries.  Also, the board of directors of the subsidiary in
Alberta has authorized the voluntary assignment.

The Company also disclosed that Ms. Ting Zhao has resigned as Chief
Executive Officer, and stops serving as the interim acting Chief
Financial Officer, effective immediately; the directors of the
Company except Ting Zhao have handed in their resignations; the
employment of the Company has been terminated, and the employment
of the subsidiary in Alberta will be terminated shortly.

Any inquires with respect to the operations of the Company or its
assets can be made to Crowe Mackay at 1100-1177 West Hastings
Street, Vancouver, BC V6E 4T5, Attention: Mr. Derek Lai, CPA, CMA,
CIRP, LIT.

                   About First Growth Holdings Ltd.

First Growth is a Canadian-based company that identifies and
develops strong brands in the Canadian and international markets.


FIRST HORIZON: Moody's Assigns (P)Ba1 Junior Subordinated Rating
----------------------------------------------------------------
Moody's Investors Service has assigned prospective ratings to First
Horizon National Corporation's shelf registration. The shelf was
rated (P)Baa3 for senior unsecured, (P)Ba1 for junior subordinated,
(P)Ba1 for cumulative preferred stock and (P)Ba2 for non-cumulative
preferred stock.

RATINGS RATIONALE

The assigned shelf ratings follow Moody's notching practices for US
regional banks incorporating its loss-given-failure analysis. First
Horizon National Corporation's lead bank, First Tennessee Bank,
National Association, has existing ratings of A3/Prime-2 for long-
and short-term deposits and a Baa3 issuer rating. It also has a
baa2 baseline credit assessment and Baa1(cr)/Prime-2(cr) long- and
short-term counterparty risk assessments.

What Could Change the Rating Up

Positive rating pressure could emerge from a sustained improvement
in First Horizon's capital ratios while maintaining good asset
quality performance.

What Could Change the Rating Down

Negative rating pressure could emerge from further weakening in
First Horizon's capital metrics and/or a deterioration in asset
quality in either First Horizon's originated portfolio or acquired
portfolio.

The principal methodology used in these ratings was Banks published
in January 2016.


FM KELLY: Plan Outline Okayed, Plan Hearing on Aug. 2
-----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York is
set to hold a hearing on August 2, at 1:30 p.m., to consider
approval of the Chapter 11 plan of reorganization for FM Kelly
Construction Group, Inc.

The court will also consider at the hearing the final approval of
the company's disclosure statement, which it conditionally approved
on July 5.

The order set a July 26 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.

The latest plan proposes to subordinate claims of its insiders to
general unsecured claims.  These insiders will receive no
distribution for their claims, however, they will retain their
equity interests in the company.  The plan classifies interests of
the company's insider shareholders, Joseph Barbera, Fred Kelly and
James Walsh, in Class 1.

The company also disclosed in the latest filing that the total
amount of general unsecured claims is $7,327,830.76, subject to
reduction by claim objections.  A copy of the company's latest
disclosure statement is available for free at https://is.gd/sZeqsM

                About FM Kelly Construction Group

FM Kelly Construction Group, Inc., a New York-based company, filed
for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
16-72143) on May 12, 2016.  The petition was signed by Joseph
Barbera, chief financial officer.  The Debtor estimated assets of
less than $100,000 and liabilities of $1 million to $10 million.

Judge Robert E. Grossman presides over the case.  The Debtor is
represented by Kenneth A. Reynolds, Esq. at McBreen & Kopko.  

No official committee of unsecured creditors has been appointed.  

On March 7, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


FOUNDATION HEALTHCARE: Hires Eide Bailly as Accountant
------------------------------------------------------
Foundation Healthcare, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Eide
Bailly LLP, as accountant to the Debtors.

Foundation Healthcare requires Eide Bailly to:

   (a) work with a representative of the Debtors to gather
       sufficient information required to prepare federal and
       state tax returns; and

   (b) prepare federal and state tax returns with supporting
       schedules once sufficient information has been gathered.

Eide Bailly will be paid at these hourly rates:

     Partner                  $500
     Manager                  $260
     Associate                $210

Eide Bailly will be paid a retainer in the amount of $50,000.

As of the petition date, the Debtors owned Eide Bailly $32,630 for
unpaid professional services.

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

Gregory P. Jones, partner of Eide Bailly LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Eide Bailly can be reached at:

     Gregory P. Jones, Esq.
     EIDE BAILLY LLP
     1601 NW Expressway, Suite 1900
     Oklahoma City, OK 73118
     Tel: (405) 478-3334

                 About Foundation Healthcare, Inc.

University General Hospital LLC is a 69-bed health care facility
located at 7501 Fannin Street, Suite 100 Houston, Texas. Prior to
its closure in January 2017, University General Hospital offered a
full array of equipment and services including inpatient and
outpatient medical treatments and surgeries.

Foundation Healthcare Inc., a publicly traded Oklahoma corporation,
was in the business of owning and managing facilities which
operated in the surgical segment of the healthcare industry. It has
ceased to conduct business operations and has no employees.
Foundation Healthcare currently only has a contracted interim Chief
Financial Officer and a contracted Chief Restructuring Officer, and
one part time assistant.

University General Hospital, doing business as Foundation Surgical
Hospital of Houston, and its affiliate Foundation Healthcare filed
Chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 17-42570 and
17-42571) on June 21, 2017. The petitions were signed by Richard
Zahn, manager.  The cases are jointly administered before Judge
Russell F. Nelms with Foundation Healthcare's case as the lead.

The Debtors are represented by Vickie L. Driver, Esq. at Husch
Blackwell LLP. The Debtors hire Michael S. Miller of Ankura
Consulting Group, LLC, as chief restructuring officer.

At the time of filing, University General disclosed $1 million to
$10 million in assets and $1 million to $50 million in liabilities.
Foundation Healthcare disclosed $1 million to $10 million in assets
and liabilities.

University General Hospital, Inc., sought bankruptcy protection
(Bankr. S.D. Tex. Case No. 15-31097). The case was filed on Feb.
27, 2015. Foundation HealthCare completed its acquisition of
University General Hospital in January 2016. Foundation HealthCare
purchased the facility for $33 million in a court-approved sale.


FOUNDATION HEALTHCARE: Hires Husch Blackwell as Counsel
-------------------------------------------------------
Foundation Healthcare, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ Husch
Blackwell LLP, as counsel to the Debtors.

Foundation Healthcare requires Eide Bailly to:

   (a) provide legal advice with respect to the Debtors' powers
       and duties as debtors in possession;

   (b) take all necessary action to protect and preserve the
       Debtors' estates;

   (c) prepare on behalf of the Debtors all necessary motions,
       answers, orders, objections, and other legal papers in
       connection with the administration of their estates
       herein;

   (d) assist the Debtors in preparing for and filing a joint
       disclosure statement in accordance with Section 1125 of
       the Bankruptcy Code;

   (e) assist the Debtors in preparing for and filing a joint
       plan of liquidation at the earliest possible date;

   (f) represent the Debtors in connection with obtaining post-
       petition loans and other financing for the Debtors'
       business and the administration of the Debtors' estates;

   (g) perform any and all other legal services for the Debtors
       in connection with the Chapter 11 cases;

   (h) appear before the Court, any appellate courts and the
       U.S. Trustee and protect the interests of the
       Debtors' estates before those Courts and the U.S.
       Trustee; and

   (i) perform such legal services as the Debtors may request
       with respect to any matter.

Husch Blackwell will be paid at these hourly rates:

      Partners/Senior Counsel          $260-$815
      Associates                       $210-$470
      Paralegals                       $115-$325

During the 90 days prior to the Petition Date, Husch Blackwell
received a total of $101,500 in payments from each of the Debtors
for pre-petition fees and expenses. As of the Petition Date, Husch
Blackwell has drawn against those payments in satisfaction of fees
and expenses for pre-petition work performed in preparation of
Debtors' bankruptcy filings. The remaining retainer, $24.17, is
being held in Husch Blackwell's IOLTA account and shall not be draw
upon post-petition without Court approval.

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

Vickie L. Driver, partner of Husch Blackwell LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Husch Blackwell can be reached at:

     Vickie L. Driver, Esq.
     HUSCH BLACKWELL LLP
     2001 Ross Avenue, Suite 2000
     Dallas, TX 75201
     Tel: (214) 999-6100
     Fax: (214) 999-6170
     Email: vickie.driver@huschblackwell.com

                   About Foundation Healthcare, Inc.

University General Hospital LLC is a 69-bed health care facility
located at 7501 Fannin Street, Suite 100 Houston, Texas. Prior to
its closure in January 2017, University General Hospital offered a
full array of equipment and services including inpatient and
outpatient medical treatments and surgeries.

Foundation Healthcare Inc., a publicly traded Oklahoma corporation,
was in the business of owning and managing facilities which
operated in the surgical segment of the healthcare industry. It has
ceased to conduct business operations and has no employees.
Foundation Healthcare currently only has a contracted interim Chief
Financial Officer and a contracted Chief Restructuring Officer, and
one part time assistant.

University General Hospital, doing business as Foundation Surgical
Hospital of Houston, and its affiliate Foundation Healthcare filed
Chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 17-42570 and
17-42571) on June 21, 2017. The petitions were signed by Richard
Zahn, manager.  The cases are jointly administered before Judge
Russell F. Nelms with Foundation Healthcare's case as the lead.

The Debtors are represented by Vickie L. Driver, Esq. at Husch
Blackwell LLP. The Debtors hire Michael S. Miller of Ankura
Consulting Group, LLC, as chief restructuring officer.

At the time of filing, University General disclosed $1 million to
$10 million in assets and $1 million to $50 million in liabilities.
Foundation Healthcare disclosed $1 million to $10 million in assets
and liabilities.

University General Hospital, Inc., sought bankruptcy protection
(Bankr. S.D. Tex. Case No. 15-31097). The case was filed on Feb.
27, 2015. Foundation HealthCare completed its acquisition of
University General Hospital in January 2016. Foundation HealthCare
purchased the facility for $33 million in a court-approved sale.


FOUNDATION HEALTHCARE: Hires Miller of Ankura as CRO
----------------------------------------------------
Foundation Healthcare, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Michael S. Miller of Ankura Consulting Group, LLC, as chief
restructuring officer to the Debtors.

Foundation Healthcare requires Ankura to:

   a. Mr. Miller to serve as CRO of the Debtors;

   b. assist the Debtors in their assessment of cash management
      and cash flow forecasting processes, including the
      monitoring of actual cash flow versus projections;

   c. assist the Debtors in their analysis of their liquidity,
      debt status, and capital structure;

   d. assist the Debtors in connection with Debtors'
      communications and negotiations with other parties,
      including their landlords, secured lenders, significant
      vendors, etc.;

   e. advise and assist the Debtors in the development of budgets
      for cash collateral, DIP financing, and other purposes;

   f. advise and assist the Debtors with management's preparation
      and review of monthly operating reports;

   g. assist the Debtors' bankruptcy counsel in gathering
      information, preparing exhibits and providing testimony at
      hearings on various motions for relief;

   h. assist the Debtors with their preparation of the required
      Schedules of Assets and Liabilities, and the Statements of
      Financial Affairs;

   i. advise and assist the Debtors' management team concerning
      various other financia or business disclosures and
      reporting requirements pertaining to the Chapter 11
      proceedings;

   j. serve as a resource for management in the Debtors'
      interaction with financial advisors to any statutory
      committee appointed;

   k. assist in managing the "working group" professionals who
      are assisting the Debtors in the Chapter 11 process or who
      are working for the Debtors' various stakeholders to
      improve coordination of their effort and individual work
      product to be consistent with the Debtors' overall goals;

   l. assist the Debtors in other business and financial aspects
      of the Chapter 11 cases, including, but not limited to,
      development of a Disclosure Statement and Plan of
      Liquidation;

   m. upon conclusion of a sale or restructuring process,
      advise and assist management to analyze claims and
      potential objections to claims and avoidance actions, e.g.,
      preference and fraudulent transfer actions, based on the
      proposed exit strategy; and

   n. provide advice and recommendations with respect to other
      related matters as the Debtors or their professionals may
      request from time to time, as agreed to by Ankura.

Ankura will be paid at these hourly rates:

     Senior Managing Directors           $850-950
     Other Professionals                 $350-800
     Paraprofessionals                   $150-250

As of the Petition Date, Ankura received $111,087 in retainer.
However, in the months leading up to the Petition Date, Ankura
received a combined total of $710,082 in payments from the Debtors
for restructuring services.

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

Michael S. Miller, managing director of Ankura Consulting Group,
LLC, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtors and their
estates.

Ankura can be reached at:

     Michael S. Miller
     ANKURA CONSULTING GROUP, LLC
     16000 Dallas Parkway, Suite 100
     Dallas, TX 75248
     Tel: (214) 200-3680

               About Foundation Healthcare, Inc.

University General Hospital LLC is a 69-bed health care facility
located at 7501 Fannin Street, Suite 100 Houston, Texas. Prior to
its closure in January 2017, University General Hospital offered a
full array of equipment and services including inpatient and
outpatient medical treatments and surgeries.

Foundation Healthcare Inc., a publicly traded Oklahoma corporation,
was in the business of owning and managing facilities which
operated in the surgical segment of the healthcare industry. It has
ceased to conduct business operations and has no employees.
Foundation Healthcare currently only has a contracted interim Chief
Financial Officer and a contracted Chief Restructuring Officer, and
one part time assistant.

University General Hospital, doing business as Foundation Surgical
Hospital of Houston, and its affiliate Foundation Healthcare filed
Chapter 11 petitions (Bankr. N.D. Tex. Case Nos. 17-42570 and
17-42571) on June 21, 2017. The petitions were signed by Richard
Zahn, manager.  The cases are jointly administered before Judge
Russell F. Nelms with Foundation Healthcare's case as the lead.

The Debtors are represented by Vickie L. Driver, Esq. at Husch
Blackwell LLP. The Debtors hire Michael S. Miller of Ankura
Consulting Group, LLC, as chief restructuring officer.

At the time of filing, University General disclosed $1 million to
$10 million in assets and $1 million to $50 million in liabilities.
Foundation Healthcare disclosed $1 million to $10 million in assets
and liabilities.

University General Hospital, Inc., sought bankruptcy protection
(Bankr. S.D. Tex. Case No. 15-31097). The case was filed on Feb.
27, 2015. Foundation HealthCare completed its acquisition of
University General Hospital in January 2016. Foundation HealthCare
purchased the facility for $33 million in a court-approved sale.


GEO COTEC CORP: Taps Raymond Moon as Accountant
-----------------------------------------------
Geo Cotec Corporation seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire an accountant.

The Debtor proposes to hire Raymond Moon, CPA to, among other
things, provide financial analysis and payroll services; prepare
tax returns and monthly operating reports; and assist in the
preparation of cash flow projections required to formulate a
bankruptcy plan.

The firm will be paid a $366 retainer per month for payroll
services and for the preparation of the Debtor's tax returns.  All
other matters will be billed at $195 per hour.

Raymond Moon, a member of the firm, disclosed in a court filing
that he and his firm are "disinterested" as defined in section
101(14) of the Bankruptcy Code.

                   About Geo Cotec Corp.

Geo Cotec Corp -- https://www.geocoteccorp.com -- offers retail and
chain stores marketing solutions and beauty trend data from South
Korea to maintain the domestic United States market up to date on
latest trends.

Geo Cotec Corporation, based in Englewood, New Jersey, filed a
Chapter 11 petition (Bankr. D.N.J. Case No. 17-22910) on June 23,
2017.  In its petition, the Debtor estimated $1 million to $10
million in both assets and liabilities. The petition was signed by
Sang Park, president.

The Hon. John K. Sherwood presides over the case.  David Edelberg,
Esq., at Cullen and Dykman LLP, serves as bankruptcy counsel.


GETCHELL AGENCY: Taps Curtis Thaxter as Special Counsel
-------------------------------------------------------
The Getchell Agency seeks authority from the U.S. Bankruptcy Court
for the District of Maine to employ Curtis Thaxter, LLC, replacing
Perkins Olson, P.A., as special counsel to the Debtor.

Getchell Agency requires Curtis Thaxter to assist the Debtor with
matters related to the Debtor's pending disputes with respect to
certain claims asserted against the Debtor by:

   (a) the State of Maine, Department of Health and Human
       Services ("DHHS"); and

   (b) Peter Hyatt, in a proceeding pending before the Maine
       Human Rights Commission ("Hyatt Matter").

Curtis Thaxter will be paid at these hourly rates:

     Attorney                $200-$300
     Paralegal               $75-$125

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

James L. Costello, managing partner of Curtis Thaxter LLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Curtis Thaxter can be reached at:

     James L. Costello, Esq.
     CURTIS THAXTER LLC
     1 Canal Plaza, Suite 1000
     Portland, ME 04101
     Tel: (207) 774-9000

                   About The Getchell Agency

Headquartered in Bangor, Maine, The Getchell Agency, aka Getchell
Agency Inc, aka The Getchell Agency Inc, aka Getchell Agency filed
for Chapter 11 bankruptcy protection (Bankr. D. Maine Case No.
16-10172) on March 25, 2016, estimating under $50,000 in assets and
between $1 million and $10 million in liabilities. The petition was
signed by Rena J. Getchell, president. The Debtor hires Strout &
Payson, as counsel, and Curtis Thaxter, LLC, as special counsel.



GFC PROPERTIES: Hires LSM CPA as Accountant
-------------------------------------------
GFC Properties Inc., seeks authority from the U.S. Bankruptcy Court
for the Southern District of Florida to employ LSM CPA, as
accountant to the Debtor.

GFC Properties requires LSM CPA to:

   -- prepare the necessary accounting papers and documents of
      the Debtor; and

   -- advise the Debtor as to accounting procedures.

LSM CPA will be paid at the rate of $195 per month.  The Firm will
also be reimbursed for reasonable out-of-pocket expenses incurred.

Lissage Monbrun, owner of LSM CPA, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.

LSM CPA can be reached at:

     Lissage Monbrun
     LSM CPA
     190 NE 199th St.
     Miami Beach, FL 33179
     Tel: (305) 219-0060
     E-mail: lmonbrun@lsmfirmcpa.com

                   About GFC Properties Inc.

GFC Properties, Inc., owns a 26-unit apartment building located 111
NW 152nd Street, Miami, FL 33169. The sole nature of GFC's business
is simply to rent out the apartments at the Property.

GFC Properties filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-16585) on May 25, 2017.  Ginette Claude, president, signed
the petition. At the time of filing, the Debtor estimated assets
and liabilities to be less than $50,000.

The Debtor is represented by Sheleen G. Khan, Esq., at the Law
Office of Sheleen G. Khan P.A.

No trustee, or examiner or committee has been appointed in the
Chapter 11 case.


GRACIOUS HOME: B. Riley & Co. Acts as Exclusive Financial Advisor
-----------------------------------------------------------------
B. Riley & Co., LLC, a full-service investment bank and a
wholly-owned subsidiary of B. Riley Financial, Inc., acted as the
exclusive financial advisor to Gracious Home (the "Company"), a
luxury home retailer, in connection with its Chapter 11 bankruptcy
proceeding.

In addition to assisting with the sale of substantially all of the
Company's assets to NEWGH, LLC, B. Riley helped the Company to
secure a DIP facility from Gracious Home Lending, LLC, a special
purpose vehicle formed by JMB Capital. The sale closed on July 3,
2017.

B. Riley's deal team was led by Perry Mandarino and Adam Rosen.
Trenk, DiPasquale, Della Ferra and Sodono served as legal counsel
to the Company.

                      About B. Riley & Co.

B. Riley & Co., LLC is an investment bank which provides corporate
finance, research, and sales & trading to corporate, institutional
and high net worth individual clients.  Investment banking services
include initial, secondary and follow-on offerings, institutional
private placements, and merger and acquisitions advisory services.
The firm is nationally recognized for its highly ranked proprietary
equity research.  B. Riley & Co., LLC is a member of FINRA and
SIPC.

B. Riley Financial, Inc. is a publicly traded, diversified
financial services company which takes a collaborative approach to
the capital raising and financial advisory needs of public and
private companies and high net worth individuals.  The Company
operates through several wholly-owned subsidiaries, including B.
Riley & Co., LLC (www.brileyco.com), FBR Capital Markets & Co.
(www.fbr.com), Wunderlich Securities, Inc.
(www.wunderlichonline.com), Great American Group, LLC
(www.greatamerican.com), and B. Riley Capital Management, LLC
(which includes B. Riley Asset Management (www.brileyam.com), B.
Riley Wealth Management (www.brileywealth.com), and Great American
Capital Partners, LLC (www.gacapitalpartners.com)).  The Company
also makes proprietary investments in other businesses, such as the
acquisition of United Online, Inc. (www.untd.com) in July 2016,
where B. Riley Financial, Inc. is uniquely positioned to leverage
its expertise and assets in order to maximize value.

                      About Gracious Home

Founded in 1963, Gracious Home LLC began as a small neighborhood
hardware store on Manhattan's Upper East Side.  Today, Gracious
Home operates a housewares and home furnishings business at various
leased retail store and warehouse locations and an internet-based
business, all under the name "Gracious Home."  Its retail locations
are located at:

  (a) 1992 Broadway, New York, NY 10023;
  (b) 1210-1220 Third Avenue, New York, NY;
  (c) 1201 Third Avenue, New York, NY 10021; and
  (d) 45 West 25th Street, New York, NY 10010.

Gracious Home LLC and its affiliates filed for bankruptcy
protection (Bankr. S.D.N.Y. Case No. 16-13500) on Dec. 14, 2016.
The Debtors estimated $10 million to $50 million in assets and
liabilities as of the bankruptcy filing.

The Debtors tapped Joseph J. DiPasquale, Esq., at Trenk,
Dipasquale, Della Ferra & Sodono, P.C., as counsel; Saul Ewing LLP
as special employment counsel; and K&L Gates LLP as special
intellectual property counsel.  The Debtors also tapped B. Riley &
Co. as restructuring advisor; A&G Realty Partners, LLC, as real
estate advisor; and Prime Clerk LLC as claims and noticing agent;
Citrin Cooperman & Company, LLP, as tax advisor.

The Office of the U.S. Trustee on Jan. 6, 2017, appointed five
creditors to serve on an official committee of unsecured creditors.
The Committee retained Seward & Kissel LLP as counsel, and Wyse
Advisors, LLC, as financial advisor.


GYMBOREE CORP: Can Assume Backstop Commitment Agreement
-------------------------------------------------------
BankruptcyData.ocom reported that the U.S. Bankruptcy Court
approved Gymboree's motion for entry of an order (i) authorizing
(a) the Debtors to assume a backstop commitment agreement and (b)
the payment and allowance of related fees and expenses as
administrative claims. As previously reported, "Specifically, the
Debtors seek: (a) the authority to (i) pay to the Backstop
Commitment Parties upon the closing of each of the Rights Offerings
a non-refundable aggregate premium in an amount equal to $4.0
million in the form of New Gymboree Common Shares or, in the event
that the Backstop Commitment Agreement is terminated for any reason
other than by the Debtors due to the failure of any Backstop
Commitment Party to complete each of the Rights Offerings in
violation of the Backstop Commitment Agreement or due to the breach
of any Backstop Commitment Party of any representation, warranty or
other agreement made by such Backstop Commitment Party pursuant to
the Backstop Commitment Agreement, subject to certain conditions
contained therein, $4.0 million in cash (i.e., 5.0 percent of the
maximum Rights Offering Amount (such amount, the 'Maximum Rights
Offerings Amount')) upon such termination (in either case, the
'Commitment Premium') and (ii) immediately begin to reimburse and
pay the reasonable and documented fees and expenses of the Backstop
Commitment Parties' legal and other advisors as provided for under
the Backstop Commitment Agreement (the 'Expense Reimbursement');
and (b) the allowance of the Commitment Premium and Expense
Reimbursement as administrative claims in accordance with the
Backstop Commitment Agreement."

                    About The Gymboree Corp.

The Gymboree Corporation is a children's apparel retailer in North
America, with 1,291 retail stores as of Jan. 28, 2017 operating
under three brands: Gymboree; Janie & Jack (a higher-end offering
launched in 2002); and Crazy 8 (a value-oriented line launched in
2007).  The Company operates online stores at
http://www.gymboree.com/, http://www.janieandjack.com/and  
http://www.crazy8.com/     

In October 2010, Gymboree was acquired by Bain Capital Private
Equity, LP and certain of its affiliated investment funds or
investment vehicles managed or advised by it -- Sponsor -- for
approximately $1.8 billion.

The Gymboree Corp. and seven affiliates each filed a Chapter 11
voluntary petition (Bankr. E.D. Va. Lead Case No. 17-32986) on June
11, 2017.  James A. Mesterharm, the Debtors' chief restructuring
officer, signed the petitions.  The cases are pending before the
Honorable Keith L. Phillips.

Gymboree had $755.5 million in assets and $1.36 billion in total
liabilities as of March 14, 2017.

Kirkland & Ellis LLP, is the Debtors' bankruptcy counsel.  Kutak
Rock LLP is the Debtors' local bankruptcy counsel.  Munger, Tolles
& Olson LLP is the Debtors' special counsel.  Lazard Freres & Co.
LLC is the investment banker.  AlixPartners, LLP is the
restructuring advisor.  Prime Clerk LLC is the claims agent.

Counsel to the Term Loan Agent and the DIP Term Loan Agent are
Milbank, Tweed, Hadley & McCloy LLP; and McGuireWoods LLP.
Rothschild & Co. also serves as advisor to the Term Loan Agent.

Bain Capital Partners is represented by Weil Gotshal & Manges LLP.

Counsel to the DIP ABL Administrative Agent are Morgan, Lewis &
Bockius LLP; and Hunton & Williams LLP.

Counsel to the DIP ABL Term Agent are Choate, Hall & Stewart LLP;
and Whiteford Taylor Preston, LLP.

The indenture trustee for the Debtors' senior unsecured notes is
Deutsche Bank Trust Company Americas.

Counsel to the ad hoc group of senior unsecured noteholders is Akin
Gump Strauss Hauer & Feld LLP.

On June 16, 2017, the Debtors filed a joint Chapter 11 plan of
reorganization and disclosure statement.

On June 22, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The committee hired
Hahn & Hessen LLP as its bankruptcy counsel.


HANGING HOOK: Hires Ehrhard & Associates as Counsel
---------------------------------------------------
Hanging Hook Inc., seeks authority from the U.S. Bankruptcy Court
for the District of Massachusetts to employ Ehrhard & Associates,
P.C., as counsel to the Debtor.

Hanging Hook requires Ehrhard & Associates to:

   a) give the Debtor legal advice with respect to its powers and
      duties as the Debtor in the Chapter 11 proceeding;

   b) perform on behalf of the Debtor necessary applications,
      answers, orders, reports and other legal papers requires
      for the bankruptcy proceedings;

   c) perform all other legal services for the Debtor which
      may be necessary herein, and it is necessary for the Debtor
      to employ an attorney for such professional services; and

   d) represent the Debtor with the sale, refinance or
      restructuring of the property of the Debtor.

Ehrhard & Associates will be paid at these hourly rates:

     Attorney                $300
     Paralegal               $150

Ehrhard & Associates received a retainer of $8,000, of which $6,283
is being held in escrow for legal fees and $1,717 is to be used for
the filing fee pending future fee applications with the Bankruptcy
Court.

Ehrhard & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

James P. Ehrhard, partner of Ehrhard & Associates, P.C., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Ehrhard & Associates can be reached at:

     James P. Ehrhard, Esq.
     EHRHARD & ASSOCIATES, P.C.
     250 Commercial Street, Ste 410
     Worcester, MA 01608
     Tel: (508)791-8411
     E-mail: ehrhard@ehrhardlaw.com

                   About Hanging Hook Inc.

Hanging Hook Inc., filed a Chapter 11 bankruptcy petition (Bankr.
D. Mass. Case No. 41271) on July 12, 2017, disclosing under $1
million in both assets and liabilities. The Debtor hired James P.
Ehrhard, Esq., at Ehrhard & Associates, P.C.


HAUBERT HOMES: Committee Hires Alan L. Frank as Special Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Haubert Homes,
Inc., seeks authorization from the U.S. Bankruptcy Court for the
Middle District of Pennsylvania to retain Alan L. Frank Law
Associates, P.C., as special counsel to the Committee.

The Committee anticipates that the Debtor -- with the consent of
the Committee -- will file an amended plan of liquidation wherein,
if confirmed by the Court, the Committee shall be dissolved and the
right to pursue any and all causes of actions would be transferred
to the post-confirmation estate.

The post-confirmation estate, administered jointly by Joshua T.
Klein and Robert Chernicoff, as plan administrators, would monitor
Alan L. Frank, as special litigation counsel, in its pursuit claims
against various parties including insiders of the Debtor. Because
the plan of liquidation is still being drafted, the Committee
submits the Application in connection with the Motion to Authorize
so that the complaints can be timely filed.

The Committee requires Alan L. Frank to:

   -- investigate and commence, if necessary, any and all causes
      of action related to transfers made by the Debtor to, or on
      behalf of, to various insiders and other defendants
      including preference defendants; and

   -- engage in the discovery of documents and information
      relating to the aforementioned claims, taking depositions,
      and other efforts pertaining to these claims, including
      litigating the claims, if necessary, to judgment, and
      negotiating settlement of the claims.

Alan L. Frank will be paid a contingency fee at the rate of 33.3%
of the gross recovery secured from any verdict or settlement.

Alan L. Frank, principal shareholder of Alan L. Frank Law
Associates, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (a) is not creditors, equity security holders or insiders
of the Debtor; (b) has not been, within two years before the date
of the filing of the Debtor' chapter 11 petition, directors,
officers or employees of the Debtor; and (c) does not have an
interest materially adverse to the interest of the estate or of any
class of creditors or equity security holders, by reason of any
direct or indirect relationship to, connection with, or interest
in, the Debtor, or for any other reason.

Frank can be reached at:

     Alan L. Frank, Esq.
     ALAN L. FRANK LAW ASSOCIATES
     135 Old York Road
     Jenkintown, PA 19046
     Tel: (215) 935-1000

                   About Haubert Homes, Inc.

Haubert Homes, Inc. sought protection under Chapter 11 of the
Bankruptcy Code  (Bankr. M.D. Pa. Case No. 15-03340) on August 3,
2015. The petition was signed by Don E. Haubert, Sr., president.
The case is assigned to Judge Mary D. France.  Robert E Chernicoff,
Esq., at Cunningham Chernicoff & Warshawsky, P.C., serves as
bankruptcy counsel.

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

The Official Committee of Unsecured Creditors of Haubert Homes,
Inc., was appointed on September 11, 2015. The Committee hired Fox
Rothschild LLP, as counsel, and Alan L. Frank Law Associates, P.C.,
as special counsel.



HAYWARD INDUSTRIES: Moody's Assigns B3 CFR; Outlook Stable
----------------------------------------------------------
Moody's Investors Service assigned a first time B3 Corporate Family
Rating (CFR) and B3-PD Probability of Default Rating to Hayward
Industries, Inc. Moody's also assigned a B3 (LGD 3) rating to the
company's proposed $850 million first lien term loan and a Caa2
(LGD 6) rating to a proposed $285 million second lien term loan.
The rating outlook is stable.

Proceeds from the facilities will be used to fund the acquisition
of Hayward by several financial sponsors and repay existing
indebtedness. Hayward expects the acquisition to close in August
2017. Post acquisition, Hayward will be majority owned by private
equity firms CCMP Capital Advisors, L.P. and MSD Partners, L.P.
Alberta Investment Management Corporation will be a minority owner,
and management will maintain a small ownership position.

Ratings assigned:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

First lien term loan due 2024 at B3 (LGD 3)

Second lien term loan due 2025 at Caa2 (LGD 6)

The rating outlook is stable.

RATINGS RATIONALE

Hayward's B3 Corporate Family Rating reflects its very high
financial leverage, an aggressive financial policy, and the
cyclical nature of the industry in which it competes. The rating
also reflects its good margins and its position as one of four
primary suppliers of pool equipment.

The first lien term loan is rated B3, the same as the Corporate
Family Rating, because it represents the preponderance of debt in
the capital structure. It has a lower priority interest (second
lien) on current assets, which are secured on a first lien basis by
the company's $250 million asset based revolving credit facility.

The second lien term loan is rated Caa2, two notches below the
Corporate Family Rating, reflecting the substantial amount of
higher priority debt in the capital structure.

The stable outlook incorporates Moody's expectation that Hayward
will remain a very highly leveraged company, but that earnings will
grow, and that free cash flow will remain positive.

Ratings could be downgraded if earnings decline, liquidity weakens,
or debt to EBITDA remains above 7.0 times.

Ratings could be upgraded if debt to EBITDA is sustained below 5.0
times and the company maintains good liquidity.

Hayward Industries, Inc. is a manufacturer of swimming pool
equipment including pumps, heaters, sanitizers, filters, cleaners,
and more. It's largest market is the U.S. (approximately 69% of
sales). Revenue for the 12 months ended April 1, 2017 was $647
million.

The principal methodology used in these ratings was that for the
Consumer Durables Industry published in April 2017.



HD SUPPLY: S&P Assigns B+ Corp. Credit Rating, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings assigned its 'B+' corporate credit rating to
water infrastructure products distributor HD Supply Waterworks Ltd.
The outlook is stable.

S&P said, "We also assigned our 'B+' issue-level rating to the CD&R
Plumb Buyer LLC's (an affiliate of HD Supply Waterworks Ltd. that
will be merged into Waterworks following closing) proposed $1.075
billion seven-year first-lien term loan and our 'B-' issue-level
rating to  it's proposed $475 million of eight-year senior
unsecured notes. The '3' recovery rating on the secured term loan
indicates our expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery to lenders in the event of a default, while
the '6' recovery rating on the senior unsecured notes reflects
expectations for a negligible (0%-10%; rounded estimate: 0%)
recovery.

"Our ratings on HD Supply Waterworks Ltd. reflect its position as
the largest distributor in the highly fragmented water
infrastructure products sector (pipes, valves, fittings, meters,
and fire protection components) serving municipal and private water
authorities, private nonresidential and residential construction
contractors, and maintenance/repair companies.

"The stable rating outlook on HD Supply Waterworks Ltd. reflects
our expectation that revenues will continue to increase, with
mid-single percentage growth from both organic and acquisitive
growth, but that we forecast leverage to remain above 5x over the
next 12 months. Sales growth should be driven by increased
commercial and residential construction growth over the next
several years, as well as by the need for investment in water
infrastructure in the U.S. due to the advancing age of much of the
municipal and private water systems. We also expect the company
will pursue incremental growth through bolt-on acquisitions.

"We could lower our corporate credit rating on Waterworks to 'B' if
the company fails to reduce debt leverage to about 6x in line with
our forecast over the next year. We could also lower our rating if
there is an increase in debt leverage caused by a large
debt-financed acquisition or dividend, or a reversal in sales and
EBITDA trends such that interest coverage fell below 2.5x on a
sustained basis. We estimate that an EBITDA decline of about 20%
from projected levels could result in such weakened interest
coverage measures.

"Given the current high level of debt leverage, we view an upgrade
as unlikely over the next 12 months. For an upgrade to be
considered, improvement in leverage measures would have to
materialize faster than we expect, either through
greater-than-expected revenue growth or accretive acquisitions that
resulted in leverage of under 5x. This would require revenue growth
of about 15% over the next 12 months and EBITDA margins of greater
than 10%. In addition, we would only upgrade the rating with a
commitment from new owner Clayton, Dubilier & Rice to maintain debt
leverage below 5x."



HHGREGG INC: Employee Incentive Program Approved
------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Indiana
approved a key employee incentive program for certain employees of
hhgregg, Inc., including Kevin J. Kovacs, the Chief Executive
Officer and Chief Financial Officer of the Company.

The KEIP is designed to incentivize certain members of executive
management who are expected to remain with the Company during the
wind-down of the Company and its subsidiaries to achieve benchmarks
that will maximize creditor value in connection with the store
closing sales and promote monetization of additional assets and
control of expenses to be incurred during the wind-down of the
Company and its subsidiaries.

Payments under the KEIP are tied to five performance goals
including:

     (i) total cash receipts over the course of the store closing
         process and the Company's wind-down, starting April 23,
         2017 through March 31, 2018, with target receipts of
         $90 million to $110 million;

    (ii) total cash disbursements over the anticipated life of
         the bankruptcy case, starting April 23, 2017 through
         March 31, 2018, with a target of $80 million to
         $85 million;

   (iii) net recovery from the Company's phase 2 store closing
         sales, expressed as a percentage of the cost of the
         inventory, with a target of 62% to 65%;

    (iv) the date by which the Company vacates its headquarters,
         with a target date of August 31, 2017; and

     (v) cash collected from, and offsets achieved on account of,
         vendor credits for which the Company or its subsidiaries
         may be eligible, starting May 25, 2017 through March 31,
         2018, with a target of $6.5 million to $7.5 million.

If all target amounts under the KEIP are achieved, the KEIP will
award a total of $675,000 in bonuses.

The maximum amount payable under the KEIP -- which would only
result from extraordinary performance under each of the five KEIP
Metrics -- is $1.85 million.

Payments under the KEIP Metrics will be made in two phases:

     (i) on August 31, 2017, for each metric other than the Cash
         Disbursements Metric, an amount equal to 50% of awards
         achieved under each such metric as of such date, up to
         an aggregate payment cap of $250,000; plus

    (ii) on March 31, 2018, (a) an amount equal to the
         incremental achievement under each metric other than the
         Cash Disbursements Metric since August 31, 2017, plus
         (b) amounts achieved under the Cash Disbursements Metric
         as of March 31, 2018, plus (c) amounts that had accrued
         as of August 31, 2017, which were not paid on that date,
         without duplication.

                       About hhgregg Inc.

Indianapolis, Indiana-based hhgregg, Inc., is an appliance,
electronics and furniture retailer.  Founded in 1955, hhgregg is a
multi-regional retailer currently with 220 stores in 19 states
that also offers market-leading global and local brands at value
prices nationwide via http://www.hhgregg.com/      

hhgregg Inc., Gregg Appliances Inc. and HHG Distributing LLC
sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Ind. Lead Case No. 17-01302) on March 6, 2017.  The
petitions were signed by Kevin J. Kovacs, chief financial officer.

At the time of the filing, hhgregg and HHG Distributing estimated
assets and liabilities of less than $50,000.  Gregg Appliances
estimated assets and liabilities at $100 million to $500 million.

The Debtors engaged Morgan, Lewis & Bockius LLP and Ice Miller LLP
as counsel; Berkeley Research Group, LLC as financial advisor;
Stifel and Miller Buckfire & Co. as investment banker; Hilco IP
Services as intellectual property advisor; Altus Group US, Inc. as
tax advisor; and Donlin, Recano & Company, Inc. as claims and
noticing agent.

The U.S. Trustee has appointed creditors to serve on the official
committee of unsecured creditors in the case of Gregg Appliances,
Inc., Case No. 17-01303-RLM-11.  No official committee has been
appointed in the cases of hhgregg, Inc., No. 17-01302-RLM-11 or HHG
Distributing, LLC, No. 17- 01304-RLM-11.

The Committee hired Cooley LLP and Bingham Greenebaum Doll LLP as
counsel, and ASK LLP as avoidance claims counsel.  The Committee
retained Province Inc. as financial advisor.

Counsel to the Agent for the Debtors' prepetition secured lenders
and the lenders providing DIP financing are Sean M. Monahan, Esq.,
at Choate, Hall & Stewart LLP; and Jay Jaffe, Esq., at Faegre Baker
Daniels, LLP.

Counsel to the FILO Agent is Stuart Brown, Esq., at DLA Piper LLP.

                          *     *     *

When hhgregg filed for Chapter 11 bankruptcy, it had signed a term
sheet with an anonymous party to purchase the Company assets.  The
Company said at that time it expected a quick and smooth process
through Chapter 11 with emergence in approximately 60 days.  Ten
days later, hhgregg said it has terminated the nonbinding term
sheet with the anonymous party because the Company was unable to
reach a definitive agreement on terms, and said it continues to
work with interested third parties to purchase assets of the
business.  hhgregg added it had received strong interest from third
parties interested in buying some or all of the Company's assets.

Subsequently, hhgregg executed a consulting agreement with a
contractual joint venture comprised of Tiger Capital Group, LLC,
and Great American Group, LLC, to conduct a sale of the merchandise
and furniture, fixtures and equipment located at the Company's
retail stores and distribution centers.  

In an April order, the Bankruptcy Court approved, at the Company's
request, a plan for the Company to close 132 retail stores and the
Company's distribution centers.  

According to a disclosure with the Securities and Exchange
Commission in March, debtors Gregg Appliances, Inc., and HHG
Distributing, LLC, entered into a Consulting Agreement with a
contractual joint venture between Tiger Capital Group and Great
American Group to conduct the sale of the merchandise and
furniture, fixtures and equipment located at the Company's 132
retail stores and the distribution centers.

As of June 8, 2017, the Debtors have completed store closing sales
in all its stories.

The Company has said it does not anticipate any value will remain
from the bankruptcy estate for the holders of the Company's common
stock, although this will be determined in the continuing
bankruptcy proceedings.


IGNITE RESTAURANT: Brixmor Property Objects to Asset Sale Process
-----------------------------------------------------------------
BankruptcyData.com reported that Brixmor Property Group filed with
the U.S. Bankruptcy Court an objection to Ignite Restaurant Group,
Inc.'s emergency motion for an order authorizing and scheduling an
auction at which the Debtors will solicit the highest or best bid
for the sale of substantially all of the Debtors' assets; approving
bidding procedures related to conduct of auction; approving a
break-up fee, the proposed sale of the Debtors' assets, the auction
and the sale hearing and approving the sale of the assets to the
party submitting the highest or best bid. The objection asserts,
"While Brixmor does not generally object to a sale of the Debtor's
assets to maximize the value of the estate for the benefit of all
creditors, including Brixmor, Brixmor does object to any proposed
assumption and assignment of the BRE Lease unless Debtor and/or any
proposed assignee complies with all of the requirements of Sections
365 of the Bankruptcy Code. Absent the ability, or willingness, of
the Debtor and a proposed assignee to satisfy said requirements,
any proposed assumption and assignment to the eventual buyer (the
'Buyer') or any other successful bidder must be denied. In
addition, the amount set forth in the Notice for the Cure of the
BRE Lease does not accurately reflect the total amount owing under
the Lease, and does not provide for the payment of certain accruing
charges under the Lease."

                  About Ignite Restaurant

Ignite Restaurant Group, Inc., et al., operate two well-known
restaurant brands, Joe's Crab Shack and Brick House Tavern + Tap
that offer a variety of high-quality food and beverages in a
distinctive, casual, high-energy atmosphere.  They operate 130+
restaurants and have three international franchise locations, and
employ about 8,400 employees.

On June 6, 2017, Ignite Restaurant Group and its affiliates filed
for bankruptcy in Texas (Bankr. S.D. Tex. Lead Case No. 17-33550).
The petitions were signed by Jonathan Tibus, chief executive
officer.  The Hon. David R. Jones presides over the Debtors'
cases.
  
Ignite Restaurant Group and its affiliated debtors sought
bankruptcy protection to facilitate a sale of its business to a
private equity firm for $50 million in cash plus the assumption of
certain liabilities.

As of April 30, 2017, the Debtors reported $153.4 million in total
assets and $197.4 million in total liabilities.

The Debtors have employed King & Spalding LLP as legal counsel;
Jonathan Tibus, managing director at Alvarez & Marsal North
America, as their chief executive officer; Piper Jaffray & Co. as
investment banker; Hilco Real Estate, LLC as real estate advisor;
and Garden City Group as their claims and noticing agent.

On June 21, 2017, a five-member panel was appointed as the official
unsecured creditors committee in the Debtors' cases.  The Committee
has retained Cole Schotz P.C. and Pachulski Stang Ziehl & Jones LLP
as counsel.


IMPERIAL METALS: Moody's Cuts CFR to Caa2; Outlook Negative
-----------------------------------------------------------
Moody's Investors Service downgraded Imperial Metals Corporation's
Corporate Family rating to Caa2 from Caa1, Probability of Default
rating to Caa2-PD from Caa1-PD, and senior unsecured rating to Caa3
from Caa2. The company's speculative liquidity rating was lowered
to SGL-4 from SGL-3. Imperial's outlook was changed to negative
from positive.

"The downgrade and negative outlook reflect Imperial's announcement
that production will not meet its guidance, it will breach bank
covenants, require additional financing and it will review
strategic alternatives" said Jamie Koutsoukis, Moody's
vice-president.

Downgrades:

-- Issuer: Imperial Metals Corporation

-- Probability of Default Rating, Downgraded to Caa2-PD from
    Caa1-PD

-- Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
    SGL-3

-- Corporate Family Rating, Downgraded to Caa2 from Caa1

-- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3
    from Caa2 (LGD4)

Outlook Actions:

-- Issuer: Imperial Metals Corporation

-- Outlook, Changed To Negative From Positive

RATINGS RATIONALE

Imperial Metal's Caa2 Corporate Family rating (CFR) is driven by
Moody's view that Imperial's capital structure is likely untenable,
with LTM adjusted debt/EBITDA around 12x, nearly all of its CAD$800
million of debt due in less than two years, its assertion it will
not meet its bank covenants, continuing negative free cash flow and
a lack of liquidity, and the company's announcement that it is
considering strategic alternatives. Though the Red Chris mine has
been in commercial production since July 2015 and the Mount Polley
mine resumed normal operations in June 2016 following its tailing
dam breach, copper production at both sites has been lower than
guidance and Imperial is in the process of revising mine plans at
each operation. Adjusted leverage is high (11.6x at Q1/17) and the
company continues to generate negative free cash flow (negative
CAD$36 million LTM Q1/17) because of the weaker production levels.
Additionally, the company is exposed to volatility in commodity
prices, particularly copper. The Red Chris and Mount Polley mines
benefit from locations in a favorable mining jurisdiction (Canada),
long reserve lives, and metal diversity (2016 revenues were 64%
from copper and 34% from gold).

Imperial's liquidity is weak (SGL-4). Imperial has said it will not
meet certain financial covenants under its bank credit facility, it
has requested a waiver, it needs additional financing and it is
considering all of its options, including a review of strategic
alternatives. The company had previously amended certain financial
covenants under the credit facility for the March 31, June 30 and
September 30, 2017 reporting periods in the first quarter of 2017.
Moody's believes Imperial's CAD$800 million in debt will likely be
addressed in one restructuring, as it has upcoming maturities of
its CAD$200 million revolver due March 2018, its CAD$50 million
second lien credit facility due August 2018 and its US$325 million
senior unsecured notes due March 2019. Imperial had cash of CAD$7
million at March/17. Unused revolver availability of CAD$20 million
is presumed not available given the expected covenant breach.
Imperial consumed CAD$36 million in free cash flow LTM March 17.

The negative outlook reflects Moody's view that at 12x adjusted LTM
debt/EBITDA, Imperial's capital structure is likely untenable, and
that all of its CAD$800 million in debt is likely to be
restructured.

A lower rating would occur if Moody's expects an imminent default.

A higher rating would require Imperial to successfully address all
of its upcoming debt maturities and improve and sustain its
operating performance, including the generation of sustainable
positive free cash flow and a reduction of leverage towards 6x.

The USD$325 million senior unsecured notes are rated one notch
below the corporate family rating because of the prior ranking of
the first and second lien facilities.

Imperial Metals Corporation wholly-owns Red Chris and Mount Polley
- both open pit copper/ gold mines located in British Columbia,
Canada, and 100% of Huckleberry (on care and maintenance), an open
pit copper mine also located in British Columbia. Mount Polley
incurred a breach of its tailings dam in August, 2014, and received
authorization to resume normal operations in June 2016. Red Chris
achieved commercial production on July 1, 2015.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.



INFINITY ACQUISITION: S&P Affirms B CCR, Outlook Negative
---------------------------------------------------------
S&P Global Ratings revised its rating outlook on New York
City-based Infinity Acquisition LLC, the parent of Ipreo Holdings
LLC (collectively referred to as Ipreo), to negative from stable
and affirmed its 'B' corporate credit rating on the company.

At the same time, S&P said, "we affirmed our 'B+' issue-level
rating on the company's senior secured first-lien credit facility.
The '2' recovery rating remains unchanged, indicating our
expectation for substantial recovery (70%-90%; rounded estimate:
75%) of principal in the event of a payment default.

"We also affirmed our 'CCC+' issue-level rating on the company's
senior unsecured notes. The '6' recovery rating remains unchanged,
indicating our expectation for negligible recovery (0%-10%; rounded
estimate: 5%) of principal in the event of a payment default."

The negative rating outlook reflects Ipreo's weakening credit
metrics over the past several quarters, which has resulted in
minimal cash flow generation and adjusted leverage being very
elevated at about 10x as of March 31, 2017. S&P said, "While we
expect Ipreo's credit metrics to improve throughout 2017 as a
result of increased equity issuance volume compared to 2016, we
still expect its credit metrics to be weaker compared to its 'B'
rated peers. Additionally, the company's exposure to volatile
financial market transaction volumes creates some downside risk to
our expected forecast.

"The negative outlook on Ipreo reflects our expectation that the
company's free operating cash flow (FOCF) generation will improve
in 2017, though its FOCF to debt will remain below 5% and could be
negatively affected by weaker-than-expected financial market
conditions. We also expect the company's adjusted leverage to
remain very elevated, though improving to about 8x in 2017 and
about 7x in 2018.

"We could lower our corporate credit rating on Ipreo over the next
year if its FOCF to debt remains below 5%. This could result from
poor operating performance in multiple product lines, stemming from
reduced capital markets activity, market share losses to
competitors, or debt-financed acquisitions or dividends to
shareholders.

"We may revise the outlook on Ipreo to stable if we expect the
company to generate FOCF to debt in excess of 5% on a sustained
basis. We would expect this to occur if Ipreo expands its market
share, experiences stronger growth in its more volatile
transaction-based businesses, and improves its EBITDA margin. We
also expect the company to maintain adequate liquidity, subject to
the financial markets' ongoing health."



IPSIDY INC: Cherry Bekaert LLP Raises Going Concern Doubt
---------------------------------------------------------
Ipsidy Inc. filed with the U.S. Securities and Exchange Commission
its annual report on Form 10-K, disclosing a net loss of $9.85
million on $1.93 million of total revenues for the year ended
December 31, 2016, compared with net loss of $36.68 million on
$735,364 of total revenues for the year ended December 31, 2015.

The audit report of Cherry Bekaert LLP in Fort Lauderdale, Fla.,
states that Company incurred a net loss of $9,851,403 and
$36,679,169 in 2016 and 2015, respectively, and generated negative
operating cash flows of $3,788,974 and $2,462,728 in 2016 and 2015,
respectively.  As of December 31, 2016, the accumulated deficit was
$48,925,993.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.

At December 31, 2016, Ipsidy had total assets of $12.55 million,
total liabilities of $25.80 million, and $13.25 million in total
stockholders' deficit.

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

                  http://bit.ly/2ummQbP

                    About Ipsidy Inc.

Ipsidy Inc. (formerly ID Global Solutions Corporation) develops
secure biometric identity management and electronic transaction
solutions for government, enterprise, and consumer markets in the
United States and internationally.  The Company was founded in 2009
and is headquartered in Long Beach, New York.


J.G. NASCON: Peak Buying John Deere 544J Loader for $42.5K
----------------------------------------------------------
J.G. Nascon, Inc., asks the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to authorize the sale of 2004 John Deere
544J Loader with s/n DW544JT590799 to Peak Equipment, LLC for
$42,500.

In 2004, the Debtor purchased the 544J Loader with an estimated
value of approximately $42,500.

Prior to the Filing Date, M&T Bank made various loans to the
Debtor, including to finance the purchase of the 544J Loader.

The Lender claims a first position, blanket lien on all of the
Debtor's assets, tangible and intangible, including the 544J
Loader, pursuant to these loan documents:

          a. The Line of Credit — On June 26, 2013, the Fourth
A&R Note was amended and restated in its entirety by that certain
Amended and Restated Revolving Demand Note in the original
principal amount of $3,350,000 dated June 26, 2013, which was
subsequently amended through Jan. 15, 2014.

          b. The 2012 Tenn Loan — On July 27, 2012, the Lender
made a term loan to the Debtor in the original principal amount of
$300,000 evidenced by a loan agreement and term note of the same
date.

          c. The 2013 Tenn Loan - On Oct. 1, 2013, the Lender made
a term loan to the Defendant in the original principal amount of
$750,000 evidenced by a loan agreement and term note of the same
date.

In September 2014, the Lender confessed judgment against the Debtor
in the amount of $4,321,207 in the Court of Common Pleas of
Delaware County, Pennsylvania.  That judgment was subsequently
opened and subject to litigation as of the Filing Date.

As of the Filing Date, the Debtor owned, and continues to own, the
544J Loader.

The Debtor proposes to sell the 544J Loader for no less than
$42,500 and has actively marketed it.  It proposes to sell the 544J
Loader to the Buyer for a total purchase price of $42,500 free and
clear of liens, claims, encumbrances and interests.  The closing on
the Purchase Offer and subsequent agreement of sale will occur
within five days after the Court approves the same.

The Debtor and Lender have agreed to a distribution of the sale
proceeds.  The sale proceeds will serve as a principal curtailment
payment to reduce the principal balance due and owing to M&T Bank
in connection with the JG Nascon Loans.  The Lender has advised the
Debtor that the Lender will consent to the sale of the 544J Loader
provided that the Lender receives, upon the closing of the sale,
the total of $36,125 for the 544J Loader.  Nothing in the Motion or
the Order will alter or relieve the Debtor of its obligation to
make all adequate protection payments to M&T Bank when due in
accordance with the terms of any cash collateral order entered by
the Court.

The Debtor avers that, with the sale of the 544J Loader, its estate
will receive a total of $6,375 to assist in its reorganization
efforts.  Its operations will not be diminished by the sale of the
544J Loader.  The Debtor thus believes that the sale of the 544J
Loader will provide the best result for its estate and creditors.

                        About J.G. Nascon

J.G. Nascon, Inc., is a heavy and highway construction property
located in Eddystone, Pennsylvania, providing full-service site
contracting to the tri-state region.  As of Dec. 4, 2015, the
company has approximately 25 employees.

J.G. Nascon, Inc., sought Chapter 11 protection (Bankr. E.D. Pa.
Case No. 15-18704) on Dec. 4, 2015, in Philadelphia.  The Debtor
estimated $1 million to $10 million in assets and debt.

The Debtor tapped Albert A. Ciardi, III, Esq., and Jennifer E.
Cranston, Esq., at Ciardi Ciardi & Astin, P.C., as attorneys.


KAMAN CORP: S&P Affirms BB+ CCR, Outlook Revised to Stable
----------------------------------------------------------
S&P Global Ratings revised its outlook on Kaman Corp. to stable
from negative and affirmed its 'BB+' corporate credit rating on the
company.

S&P said, "The outlook revision reflects our belief that Kaman's
credit metrics will improve and return to levels that we consider
appropriate for the current rating over the next 12 months. This
improvement will be supported by solid growth in the company's
aerospace segment, increasing margins and a likely return to
revenue growth in its distribution segment, and some debt
repayment. Specifically, we expect that the company's operating
cash flow (OCF)-to-debt ratio will improve to 24%-28% in 2017 from
23% in 2016.

"The stable outlook on Kaman reflects our expectation that the
company's earnings will increase modestly over the next year due to
solid demand in its aerospace segment and improving margins in its
industrial distribution segment (though its sales in this segment
will likely remain flat). We also expect management to undertake
some modest debt repayment, which should help to improve the
company's credit metrics (including by increasing its OCF-to-debt
ratio above 25% in 2017).

"We could lower our rating on Kaman if the revenue from the
company's industrial distribution segment declines unexpectedly, if
delays in aerospace orders reduce its profitability, or if a
larger-than expected acquisition causes its OCF-to-debt ratio to
remain below 25% over the next 12 months.

"Although unlikely in the next 12 months, we could raise our rating
on Kaman if the demand in its aerospace segment or the margins in
its distribution segment improve by more than we expect or if the
company dedicates more cash to reduce its debt, causing its
OCF-to-debt remain above 30%. We would also require management to
commit to maintain this ratio above that threshold."



KAYE & SONS: Hires Pulman Cappuccio as Counsel
----------------------------------------------
Kaye & Sons Site Development, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Pulman Cappuccio Pullen Benson & Jones, LLP, as counsel to the
Debtor.

Kaye & Sons requires Pulman Cappuccio to:

   a. take all necessary actions to protect and preserve Debtor's
      estate, including the prosecution of actions on Debtor's
      behalf, the defense of any action commenced against Debtor,
      the negotiation of disputes in which Debtor is involved,
      and preparation of objections to claims filed against
      Debtor's estate;

   b. prepare on behalf of Debtor any necessary applications,
      answers, complaints, motions, objections, responses,
      orders, reports, and any other pleadings and court filings
      in connection with the administration and prosecution of
      the bankruptcy case;

   c. advise and consult with Debtor concerning legal questions
      regarding all aspects of the bankruptcy case, including
      issues regarding administering the bankruptcy estate's
      assets, sale or lease of such assets, claims and objections
      to claims, and any appropriate litigation including
      avoidance actions or affirmative claims of the estate
      against third parties, in both bankruptcy court and other
      necessary judicial forums; and

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

Pulman Cappuccio will be paid at these hourly rates:

     Partner                      $300-$475
     Associates                   $200
     Paralegal                    $160

On June 23, 2017, the Pulman Cappuccio received a $17,000 retainer
from the Debtor as security for payment for consultation and
services to be rendered for the Debtor. The Firm incurred fees and
expenses in the amount of $4,292 for pre-petition legal services
rendered since June 22, 2017, in connection with preparing for the
filing of the Chapter 11 case and providing advice on bankruptcy
law issues, including the filing fee for the Bankruptcy Case.

The Firm holds a retainer in the total amount of $12,708.

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

Thomas Rice, partner of Pulman Cappuccio Pullen Benson & Jones,
LLP, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtor and its
estates.

Pulman Cappuccio can be reached at:

     Thomas Rice, Esq.
     PULMAN CAPPUCCIO PULLEN BENSON & JONES, LLP
     2161 N.W. Military Highway, Suite 400
     San Antonio, TX 78213
     Tel: (210) 222-9494
     Fax: (210) 892-1610
     E-mail: trice@pulmanlaw.com

                   About Kaye & Sons Site Development, LLC

Kaye & Sons Site Development, LLC, based in Corpus Christi, Texas,
filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 17-20283) on
June 24, 2017. The Hon. Marvin Isgur presides over the case. Thomas
Rice, Esq., at Pulman Cappuccio Pullen Benson & Jones, LLP, serves
as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Douglas
Kaye, managing member.


KAZBAR LLC: Hires Stephen Henry as Accountant
---------------------------------------------
Kazbar, L.L.C., et al., seek authority from the U.S. Bankruptcy
Court for the District of Arizona to employ Stephen Henry CPA,
PLLC, as accountant to the Debtors.

Kazbar, L.L.C requires Stephen Henry to:

   a. assist the Debtors' statements of financial affairs and
      schedules;

   b. provide the services necessary to prepare the Debtors'
      federal and state tax returns during the pending bankruptcy
      cases;

   c. assist the Debtors with their monthly operating reports;

   d. provide accounting advice to the Debtors in connection with
      the reorganization efforts and related actions;

   e. assist in the reconciliation of tax payments with the
      Internal Revenue Service and Arizona Department of Revenue;
      and

   f. help as necessary with exhibits to the disclosure
      statements and plans of reorganization.

Stephen Henry will be paid at the hourly rate of $150. The Firm
will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Stephen Henry, partner of Stephen Henry CPA, PLLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Stephen Henry can be reached at:

     Stephen Henry
     STEPHEN HENRY CPA, PLLC
     7702 E Doubletree Ranch Road
     Scottsdale, AZ 85258
     Tel: (602) 266-1498

                 About Kazbar and Cowboy Ciao

Cowboy Ciao LLC operates a restaurant in downtown Scottsdale,
Arizona, known as Cowboy Ciao.  The restaurant offers New American
meals with Southwestern accents dished out in funky environs
decorated with cowboy art.

Cowboy Ciao and affiliate Kazbar LLC, also based in Scottsdale,
filed separate Chapter 11 petitions (Bankr. D. Ariz. Lead Case No.
17-07611) on July 3, 2017. The Hon. Daniel P. Collins presides over
the cases.  Hilary L Barnes, Esq., and Philip J Giles, Esq., at
Allen Barnes & Jones, PLC, serves as the Debtors' bankruptcy
counsel.

In its petition, Kazbar estimated $50,000 to $100,000 in assets and
$500,000 to $1 million in liabilities. Cowboy Ciao estimated
$500,000 to $1,000,000 in assets, and $1 million to $10 million in
liabilities. The petitions were signed by Peter Kasperski, member
of Spaghetti Western Productions LLC.

Cowboy Ciao and Kazbar previously sought Chapter 11 protection
(Bankr. D. Ariz. Case No. 12-14671 and 12-14666) on June 29, 2012.


KEELER'S MEDICAL: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The Office of the U.S. Trustee on July 17 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Keeler's Medical Supply, Inc.

                  About Keeler's Medical Supply

Keeler's Medical Supply, Inc., is a Washington corporation engaged
in the business of selling and leasing medical supplies and
equipment as well as providing services related to such medical
supplies and equipment. Keeler's headquarters and principal plase
of business are located at 2001 West Lincoln Avenue in Yakima,
Washington.  Keeler's was formed in 1971.

The common stock of Keeler's is owned as follows: (a) 91.35% by the
Estate of Sharon Vetsch; (b) 6.51% by Charles E. Vetsch, Jr. (the
President and Chief Executive of Keeler's); and (c) 2.14% by
Clinton T. Vetsch.  

Keeler's Medical Supply filed a Chapter 11 petition (Bankr. E.D.
Wash. Case No. 17-01849) on June 15, 2017, estimating assets of
less than $50,000 and liabilities of $1 million to $10 million.
The petition was signed by Charles Vetsch, president.

Roger William Bailey, Esq., at Bailey & Busey PLLC serves as the
Debtor's legal counsel.


KEYSTONE TUBE: Hires Deloitte & Touche as Independent Auditors
--------------------------------------------------------------
Keystone Tube Company, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Deloitte &
Touche LLP, as independent auditors to the Debtors.

Keystone Tube requires Deloitte & Touche to:

   a. perform an integrated audit in accordance with the
      standards of the Public Company Accounting Oversight Board,
      including expressing opinions on (i) the fairness of the
      presentation of the Debtors' financial statements for the
      year ending December 31, 2017, in conformity with
      accounting principles generally accepted in the U.S., and
      (ii) the effectiveness of the Debtors' internal control
      over financial reporting as of December 31, 2017;

   b. report on the Debtors' compliance with certain terms,
      covenants, provisions, or conditions of the Debtors' Credit
      and Guaranty Agreement, dated December 8, 2016, as amended
      on March 31, 2017 and further amended on April 6, 2017,
      with certain lenders and Cantor Fitzgerald Securities as
      the administrative agent and collateral agent; and

   c. review the Debtors' condensed interim financial information
      in accordance with the Public Company Accounting Oversight
      Board standards for each of the quarters in the year ending
      December 31, 2017.

Deloitte & Touche will be paid at these hourly rates:

     Partner/Principal/Managing Director            $675
     Senior Manager                                 $475
     Manager                                        $425
     Senior Staff                                   $325
     Staff                                          $250

Prior to the petition date, the Debtors paid Deloitte & Touche
$185,000 for auditing services as initial retainer payment.

Deloitte & Touche will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Michele L. Simpson, partner of Deloitte & Touche LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.

Deloitte & Touche can be reached at:

     Michele L. Simpson
     DELOITTE & TOUCHE LLP
     4550 East 53rd Street, Suite 110
     Davenport, IO 52807
     Tel: (563) 322-4415

               About Keystone Tube Company, LLC

Founded in 1890, and based in Oak Brook, Illinois, A. M. Castle &
Co. (OTCQB:CASL) is a global distributor of specialty metal and
supply chain services, principally serving the producer durable
equipment, commercial aircraft, heavy equipment, industrial goods,
construction equipment, and retail sectors of the global economy.
It specializes in the distribution of alloy and stainless steels;
nickel alloys; aluminum and carbon. Together, A.M. Castle and its
affiliated companies operate out of 21 metals service centers
located throughout North America, Europe and Asia.

The Company disclosed $339.2 million in assets and $388.4 million
in liabilities as of March 31, 2017.

On June 18, 2017, A.M. Castle & Co., Keystone Tube Company, LLC,
and three related entities sought Chapter 11 protection to seek
confirmation of a Prepackaged Joint Chapter 11 Plan of
Reorganization. The cases are jointly administered under the lead
case of Keystone Tube Company (Bankr. D. Del. Case No. 17-11330)
and are pending before the Honorable Laurie Selber Silverstein.

The Debtors tapped Pachulski Stang Ziel & Jones LLP as counsel,
Imperial Capital, LLC, as financial advisor, Deloitte Tax LLP, as
tax advisor; Deloitte & Touche LLP as tax auditor; and Fenwick &
West LLP, as tax counsel. Kurtzman Carson Consultants LLC is the
claims and solicitation agent.

Creditors that are parties to the Restructuring Support Agreement
("Consenting Creditors") tapped Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel; Conaway Stargatt & Taylor, LLP, as
co-counsel; and Ducera Partners LLC, as financial advisor.

Consenting Creditor SGF, Inc tapped Goodwin Procter LLP and Pepper
Hamilton LLP as counsel.

Shipman Goodwin LLP serves as counsel to the First Lien Agent.

No official committee has been appointed in the case.


KEYSTONE TUBE: Hires Deloitte Tax as Tax Services Provider
----------------------------------------------------------
Keystone Tube Company, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Deloitte
Tax LLP, as tax services provider to the Debtors.

Keystone Tube requires Deloitte Tax to:

   a. advise the Debtor on the cash tax effects of restructuring
      and bankruptcy and the post-restructuring tax profile,
      including plan of reorganization tax costs;

   b. advise regarding the restructuring and bankruptcy emergence
      process from a tax perspective, including the tax work
      plan;

   c. advise on the cancellation of debt income for tax purposes
      under the Internal Revenue Code section 108;

   d. advise on post-bankruptcy tax attributes;

   e. advise on potential effect of the alternative minimum tax
      in various post-emergence scenarios;

   f. advise on the effects of tax rules under IRC sections
      382(1)(5) and (l)(6) pertaining to the post-bankruptcy net
      operating loss carryovers and limitations on their
      utilization and the Debtor's ability to qualify for IRC
      section 382(1)(5);

   g. advise on net built-in gain or net built-in loss position
      at the time of ownership change, including limitations on
      use of tax losses generated from post-restructuring or
      post-bankruptcy asset or stock sales;

   h. advise as to the treatment of post-petition interest for
      state and federal income tax purposes;

   i. advise as to the state and federal income tax treatment of
      pre-petition and post-petition reorganization cost;

   j. advise in the Debtors' evaluation and modeling of the tax
      effects of liquidating, disposing of assets, merging or
      converting entities as part of the restructuring, including
      the effects on federal and state tax attributes, state
      incentives, apportionment and other tax planning;

   k. advise on state income tax treatment and planning for
      restructuring or bankruptcy provisions in various
      jurisdictions including cancellation of indebtedness
      calculation, adjustments to tax attributes and limitations
      on tax attributes utilization;

   l. advise on responding to tax notices and audits from various
      taxing authorities;

   m. assist with identifying potential tax refunds and advise
      the Debtors on procedures for tax refunds from tax
      authorities;

   n. advise on income tax return reporting of bankruptcy issues
      and related matters;

   o. advise the Debtors in their review and analysis of the tax
      treatment of items adjusted for financial reporting
      purposes as a result of fresh start accounting as required
      for the emergence date of the U.S. financial statements in
      an effort to identify the appropriate tax treatment of
      adjustments to equity, and other tax basis adjustments to
      assets and liabilities recorded;

   p. assist in documenting as appropriate, the tax analysis,
      development of the Debtors' opinions, recommendation,
      observations, and correspondence for any proposed
      restructuring alternative tax issue or other tax matter
      described above; and

   r. advise with the Debtors' effort to calculate tax basis in
      the stock in each of the Debtors' subsidiaries or other
      entity interest.

Deloitte Tax will be paid at these hourly rates:

     Partner/Principal/Managing Director            $825-$900
     Senior Manager                                 $735
     Manager                                        $625
     Senior Staff                                   $520
     Staff                                          $385

Deloitte Tax will be paid a retainer in the amount of $50,000. As
of the petition date, the amount of $20,484 of the retainer
remained outstanding.

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

Alan K. Sandberg, managing director of Deloitte Tax LLP, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtors, or
for any other reason.

Deloitte Tax can be reached at:

     Alan K. Sandberg
     DELOITTE TAX LLP
     111 S. Wacker Drive
     Chicago, IL 60606
     Tel: (312) 486-1000

                   About Keystone Tube Company, LLC

Founded in 1890, and based in Oak Brook, Illinois, A. M. Castle &
Co. (OTCQB:CASL) is a global distributor of specialty metal and
supply chain services, principally serving the producer durable
equipment, commercial aircraft, heavy equipment, industrial goods,
construction equipment, and retail sectors of the global economy.
It specializes in the distribution of alloy and stainless steels;
nickel alloys; aluminum and carbon. Together, A.M. Castle and its
affiliated companies operate out of 21 metals service centers
located throughout North America, Europe and Asia.

The Company disclosed $339.2 million in assets and $388.4 million
in liabilities as of March 31, 2017.

On June 18, 2017, A.M. Castle & Co., Keystone Tube Company, LLC,
and three related entities sought Chapter 11 protection to seek
confirmation of a Prepackaged Joint Chapter 11 Plan of
Reorganization. The cases are jointly administered under the lead
case of Keystone Tube Company (Bankr. D. Del. Case No. 17-11330)
and are pending before the Honorable Laurie Selber Silverstein.

The Debtors tapped Pachulski Stang Ziel & Jones LLP as counsel,
Imperial Capital, LLC, as financial advisor, Deloitte Tax LLP, as
tax advisor; Deloitte & Touche LLP as tax auditor; and Fenwick &
West LLP, as tax counsel. Kurtzman Carson Consultants LLC is the
claims and solicitation agent.

Creditors that are parties to the Restructuring Support Agreement
("Consenting Creditors") tapped Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel; Conaway Stargatt & Taylor, LLP, as
co-counsel; and Ducera Partners LLC, as financial advisor.

Consenting Creditor SGF, Inc tapped Goodwin Procter LLP and Pepper
Hamilton LLP as counsel.

Shipman Goodwin LLP serves as counsel to the First Lien Agent.

No official committee has been appointed in the case.


LIVELY HOPE: Hires CBG Law Group as Counsel
-------------------------------------------
Lively Hope Church of God in Christ seeks authority from the U.S.
Bankruptcy Court for the Western District of Washington to employ
CBG Law Group, PLLC, as counsel to the Debtor.

Lively Hope requires CBG Law Group to:

   a. give the Debtor legal advice with respect to the powers and
      duties as debtor-in-possession in the continued operation
      of the business and management of the Debtor and of the
      property of the Debtor;

   b. represent the Debtor in all adversary proceedings commenced
      in the Bankruptcy Court unless counsel with specific
      training is required in said proceeding at such time the
      Firm will seek to have special counsel appointed;

   c. prepare on behalf of the Debtor, as debtor-in-possession,
      all necessary applications, answers, orders, motions,
      reports, and other legal papers; and

   d. perform all other legal services for the Debtor as debtor-
      in-possession which may be necessary herein; and it is
      necessary for your applicant, as debtor-in-possession, to
      employ attorneys for such professional services.

CBG Law Group will be paid at these hourly rates:

     Attorney                      $320
     Legal Assistant               $60-$125

CBG Law Group will be paid a retainer in the amount of $10,000.  It
will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Darrel B. Carter, member of CBG Law Group, PLLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

CBG Law Group can be reached at:

     Darrel B. Carter, Esq.
     CBG LAW GROUP, PLLC
     Gateway One Building, Suite 235
     11400 SE 8th Street
     Bellevue, WA 98004
     Tel: (425) 283-0432

              About Lively Hope Church of God in Christ

Lively Hope Church is a Christ centered ministry, sowing hope and
reaching souls to become saved, vibrant, and sustainable in this
world through prayer and the Word of God. It listed its busines as
a single asset real estate (as defined in 11 U.S.C. Section
101(51B)). The Church owns a fee simple interest in a property in
Spanaway, WA 98387 valued at $1.9 million.

Lively Hope Church of God in Christ, based in Spanaway, WA, filed a
Chapter 11 petition (Bankr. W.D. Wash. Case No. 17-42381) on June
21, 2017. The Hon. Mary Jo Heston presides over the case. Darrel B.
Carter, Esq., at CBG Law Group, PLLC, serves as bankruptcy
counsel.

In its petition, the Debtor estimated $1.93 million in assets and
$1.33 million in liabilities. The petition was signed by Robert E
Jones, president.


LIVELY HOPE: Hires Windermere Real/East as Real Estate Broker
-------------------------------------------------------------
Lively Hope Church of God in Christ, seeks authority from the U.S.
Bankruptcy Court for the Western District of Washington to employ
Windermere Real/East, Inc., as real estate broker to the Debtor.

Lively Hope requires Windermere Real/East to assist the Debtor in
the sale of its property located at 214 167th St. S., Spanaway, WA
98387.

Windermere Real/East will be paid a commission of 5% of the sales
price.

Alan Berkwit, member of Windermere Real/East, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Windermere Real/East can be reached at:

     Alan Berkwit
     WINDERMERE REAL/EAST, INC.
     1810 15th Place NW, Suite 100
     Issaquah, WA 98027
     Tel: (425) 392-6600
     Fax: (425) 392-0338

             About Lively Hope Church of God in Christ

Lively Hope Church is a Christ centered ministry, sowing hope and
reaching souls to become saved, vibrant, and sustainable in this
world through prayer and the Word of God. It listed its busines as
a single asset real estate (as defined in 11 U.S.C. Section
101(51B)). The Church owns a fee simple interest in a property in
Spanaway, WA 98387 valued at $1.9 million.

Lively Hope Church of God in Christ, based in Spanaway, WA, filed a
Chapter 11 petition (Bankr. W.D. Wash. Case No. 17-42381) on June
21, 2017. The Hon. Mary Jo Heston presides over the case. Darrel B.
Carter, Esq., at CBG Law Group, PLLC, serves as bankruptcy
counsel.

In its petition, the Debtor estimated $1.93 million in assets and
$1.33 million in liabilities. The petition was signed by Robert E
Jones, president.


MANUGRAPH AMERICAS: Hires Clauser as Appraiser
----------------------------------------------
Manugraph Americas, Inc., a/k/a Manugraph DGM, Inc., seeks
authority from the U.S. Bankruptcy Court for the Middle District of
Pennsylvania to employ Clauser Real Estate Appraisals, as appraiser
to the Debtor.

Manugraph Americas requires Clauser to appraise the Debtor's
business premises located at 158 Dam Hill Road, Millersburg,
Dauphin County, Pennsylvania.

Clauser will be paid $3,500 for the appraisal of the property. In
the event any testimony or other services are requested, Clauser
will be paid an hourly rate of $250.

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

Goerge C. Clauser, member of Clauser Real Estate Appraisals,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Clauser can be reached at:

     Goerge C. Clauser
     CLAUSER REAL ESTATE APPRAISALS
     P.O. Box 777
     Camp Hill, PA 17001-0007
     Tel (717) 737-7300
     E-mail: gclauser@comcast.net

              About Manugraph Americas, Inc.

Manugraph Americas, Inc., formerly known as Manugraph DGM, Inc. and
a wholly-owned subsidiary of Manugraph India Ltd., is a
manufacturer and supplier of printing presses and of parts and
service for printing systems in the newspaper and commercial
printing market.

Manugraph Americas is based in central Pennsylvania and sells to
both domestic and international customers. Included within its
accounts is a wholly-owned subsidiary, Offset Services, Inc. (OSI),
which is inactive.  Manugraph Americas retains legal ownership of
the subsidiary and its name.

Manugraph Americas sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-02306) on June 1,
2017. Andrew Welker, chief operating officer, signed the petition.
As of March 17, 2017, the Debtor had $6.38 million in assets and
$2.06 million in liabilities.

Judge Robert N. Opel II presides over the case.

The Debtor hired Cunningham, Chernicoff & Warshawsky,P.C., as
counsel.


MAR MEG LLC: Hires Landmark Group as Real Estate Broker
-------------------------------------------------------
Mar Meg LLC, seeks authority from the U.S. Bankruptcy Court for the
Eastern District of Virginia to employ Landmark Group Commercial
LLC, as real estate broker to the Debtor.

Mar Meg LLC requires Landmark Group to market and sell the Debtor's
real property a three-storey commercial office building located at
21 Main Street, Round Hill, Loundoun County, Virginia 20141.

Landmark Group will be paid a commission of 2.5% of the purchase
price of the property.

Jacque Hansbrough, principal of Landmark Group Commercial LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Landmark Group can be reached at:

     Jacque Hansbrough
     LANDMARK GROUP COMMERCIAL LLC
     210 N. 21st Street, Suite 1
     Purcellville, VA 20132
     Tel: (703) 861-1451

                   About Mar Meg LLC

Mar Meg LLC, based in Round Hill, VA, filed a Chapter 11 petition
(Bankr. E.D. Va. Case No. 17-12214) on June 28, 2017. The Hon.
Brian F. Kenney presides over the case. Robert M. Marino, Esq., at
Redmon Peyton & Braswell, LLP, serves as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $500,000 to $1 million in liabilities. The petition was
signed by Margaret M. Albright, manager.


MESOBLAST LIMITED: Issues 6.03 Million Ordinary Shares to Osiris
----------------------------------------------------------------
Mesoblast Limited has issued 6,029,545 fully paid ordinary shares
in the Company to Osiris Therapeutics Inc. as contingent
consideration in relation to the ongoing Crohn's disease program.
This consideration was included in the original purchase agreement
for the acquisition in 2013 of the mesenchymal stem cell (MSC)
business of Osiris Therapeutics.

Mesoblast advised that:

   1. the Shares were issued without disclosure to investors under
      Part 6D.2 of the Corporations Act;

   2. this notice is being given under section 708A(5)(e) of the
      Corporations Act;

   3. as at July 10, 2017, Mesoblast has complied with:

      (a) the provisions of Chapter 2M of the Corporations Act as
          they apply to Mesoblast; and

      (b) section 674 of the Corporations Act;

   4. as at July 10, 2017, there is no excluded information of the

      type referred to in sections 708A(7) and 708A(8) of the    
      Corporations Act; and

   5. it remains in exclusive negotiations with Mallinckrodt
      Pharmaceuticals in regard to a potential commercial and
      development partnership for two of its lead product
      candidates.

                     About Mesoblast Ltd.

Melbourne, Australia-based Mesoblast Limited (ASX:MSB; Nasdaq:MESO)
develops cell-based medicines.  The Company has leveraged its
proprietary technology platform, which is based on specialized
cells known as mesenchymal lineage adult stem cells, to establish a
broad portfolio of late-stage product candidates.  Mesoblast's
allogeneic, 'off-the-shelf' cell product candidates target advanced
stages of diseases with high, unmet medical needs including
cardiovascular diseases, immune-mediated and inflammatory
disorders, orthopedic disorders, and oncologic/hematologic
conditions.

Mesoblast reported a loss before income tax of $90.82 million for
the year ended June 30, 2016, compared to a loss before income tax
of $96.24 million for the year ended June 30, 2015.  As of Dec. 31,
2016, Mesoblast had $660.9 million in total assets, $150.4 million
in total liabilities, and $510.51 million in total equity.

PricewaterhouseCoopers, in Melbourne, Australia, 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 that raise substantial doubt about
its ability to continue as a going concern.


MULTI-COLOR CORP: Moody's Puts Ba3 CFR Under Review for Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed Multi-Color Corporation's ("MCC")
Ba3 corporate family rating, Ba3-PD probability of default rating
and B2 rating on the senior unsecured notes under review for
downgrade. The review follows their announcement of entering into a
definitive agreement to acquire the Labels Division of Constantia
Flexibles ("Constantia Labels") from Constantia Flexibles Holding
GmbH (B1 stable)) in a cash and stock transaction.

The transaction purchase price is approximately $1.3 billion
(EUR1.15 billion), and will be settled in cash and 3.4 million
shares in Multi-Color stock (representing 19.9% of current stock
outstanding). The transaction is subject to the satisfaction of
certain customary conditions and receipt of applicable regulatory
approvals and is expected to close in the third fiscal quarter of
2018 (October 2017). Debt financing for the transaction is fully
committed through new facilities underwritten by Bank of America
Merrill Lynch and Citigroup. However, the exact details of the debt
financing have not yet been announced. Management estimates the
combined annual revenues and EBITDA of the two businesses will be
approximately $1.6 billion and $300 million, respectively.
Management also projects that cost synergies will reach $15 million
(or 2% of acquired revenues) by fiscal year March 2020 through a
combination of procurement, SG&A, and manufacturing efficiencies.

Moody's placed the following ratings under review for downgrade:

Issuer: Multi-Color Corporation.

-- Corporate Family Rating, Placed on Review for Downgrade,
    currently Ba3

-- Probability of Default Rating, Placed on Review for Downgrade,

    currently Ba3-PD

-- Backed Senior Unsecured Notes, Placed on Review for Downgrade,

    currently B2 (LGD5)

Outlook Actions:

-- Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

The review for downgrade reflects pro forma leverage that breeches
the downgrade trigger, the size and scope of the acquisition, and
the inherent operating and integration risk. Pro forma leverage is
projected to be over 5.0 times for the last 12 months ending March
31, 2017. The acquisition will increase revenue over 75% as well as
significantly increase revenue from outside the US. The review will
focus on the financing, integration plan, synergies, and plan to
deleverage.

The Ba3 Corporate Family Rating reflects Multi-Color Corporation's
(MCC) position as a significant competitor in the highly-fragmented
label industry, operational and geographic diversity, above average
and reasonably stable profitability. The rating also reflects
moderate financial leverage and expectation for positive free cash
flow that the company will use to fund acquisitions and organic
growth as well as to repay debt. The rating also assumes that
acquisitions will remain the primary driver of the company's growth
and reduce the likelihood of sustained debt reduction over the
rating horizon. The rating is also constrained by the company's
operation in a single product category, customer concentration,
some degree of susceptibility to economic downturns, and the
presence of larger and better capitalized direct competitors.

Moody's could downgrade the rating with expectations for sustained
weakening in credit metrics - debt/EBITDA above 4 times,
EBITDA/Interest below 4 times, funds from operation/debt below
12.5%, or substantive deterioration in the company's liquidity
position.

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.

Multi-Color Corporation is a publicly-traded global label producer
serving end markets including home & personal care, wine & spirit,
food & beverage, healthcare, and specialty consumer products.
Headquartered in Cincinnati, Ohio, the company generated about $923
million of revenue for the twelve months ended March 31, 2017.


NEOPS HOLDINGS: Hires Zeisler & Zeisler as Counsel
--------------------------------------------------
Neops Holdings, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Connecticut to employ Zeisler
& Zeisler, P.C., as counsel to the Debtor.

Neops Holdings requires Zeisler & Zeisler to:

   (a) advise the Debtors of their rights, powers, and duties as
       debtors and a debtors-in-possession continuing to operate
       and manage their business and property;

   (b) advise the Debtors concerning and assisting in the
       negotiation and documentation of financing agreements,
       debt restructuring, cash collateral orders, and related
       transactions;

   (c) review the nature and validity of liens asserted against
       the property of the Debtors and the advising the Debtors
       concerning the enforceability of such liens;

   (d) advise the Debtors concerning the actions that they might
       take to collect and to recover property for the benefit of
       the Debtors' estates;

   (e) prepare on behalf of the Debtors certain necessary and
       appropriate applications, motions, pleadings, draft
       orders, notices, schedules, and other documents, and
       reviewing all financial and other reports to be filed in
       the chapter 11 case;

   (f) advise the Debtors concerning, and preparing responses to,
       applications, motions, pleadings, notices, and other
       papers which will be filed and served in this Chapter 11
       case;

   (g) counsel the Debtors in connection with the formulation,
       negotiation, and promulgation of a plan of reorganization
       and related documents; and

   (h) perform all other legal services for and on behalf of the
       Debtors which will be necessary or appropriate in the
       administration of the Chapter 11 case.

Zeisler & Zeisler will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.

Zeisler & Zeisler will be paid a retainer in the amount of
$73,894.23.

James Berman, principal of Zeisler & Zeisler, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Zeisler & Zeisler can be reached at:

     James Berman, Esq.
     ZEISLER & ZEISLER, P.C.
     10 Middle Street, 15th Floor
     Bridgeport, CT 06604
     Tel: (203) 368-4234

                   About Neops Holdings, LLC

NEOPS Holdings, LLC, based in Branford, CT, and its affiliates,
filed a Chapter 11 petition (Bankr. D. Conn. Lead Case No.
17-31017) on July 11, 2017. The Hon. Ann M. Nevins presides over
the case. James Berman, Esq., and Joanna M. Kornafel, Esq., at
Zeisler & Zeisler, P.C., serves as bankruptcy counsel.

In its petition, NEOPS Holdings estimated $1 million to $10 million
in assets and $10 million to $50 million in liabilities. New
England estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities. The petition was signed by David Mahler,
president and CEO.


NET ELEMENT: Files Prospectus on 4.69M Shares Sale by Cobblestone
-----------------------------------------------------------------
Net Element, Inc., filed a Form S-3 registration statement with the
Securities and Exchange Commission relating to the sale of up to
4,694,528 shares of common stock of the Company by selling
stockholder Cobblestone Capital Partners, LLC.

The prices at which the selling stockholder may sell the shares
will be determined by the prevailing market price for the shares or
in negotiated transactions.  The Company will not receive proceeds
from the sale of the shares by the selling stockholder.  However,
the Company may receive proceeds of up to $10 million from the sale
of its common stock to the selling stockholder, pursuant to a
common stock purchase agreement entered into with the selling
stockholder on July 5, 2017, once the registration statement, of
which this prospectus is a part, is declared effective.

The selling stockholder is an "underwriter" within the meaning of
the Securities Act of 1933, as amended.  The Company will pay the
expenses of registering these shares, but all selling and other
expenses incurred by the selling stockholder will be paid by the
selling stockholder.

The Company's common stock is listed on the Nasdaq Capital Market
under the ticker symbol "NETE."  On July 13, 2017, the last
reported sale price per share of the Company's common stock was
$0.4785 per share.

A full-text copy of the Form S-3 prospectus is available at:

                     https://is.gd/HlapYa

                      About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., is a global financial technology and value-added
solutions group that supports companies in accepting electronic
payments in an omni-channel environment that spans across
point-of-sale (POS), e-commerce and mobile devices.

Net Element reported a net loss of $13.61 million on $54.28 million
of total revenues for the 12 months ended Dec. 31, 2016, compared
to a net loss of $13.32 million on $40.23 million of total revenues
for the 12 months ended Dec. 31, 2015.  As of March 31, 2017, Net
Element had $22.98 million in total assets, $19.53 million in total
liabilities, and $3.45 million in total stockholders' equity.

Daszkal Bolton LLP's report on the Company's consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern.  The independent
auditors stated that the Company's recurring losses from operations
and working capital and accumulated deficits raise substantial
doubt about its ability to continue as a going concern.


NET ELEMENT: Removes Registration After 19.99% of Shares Sold
-------------------------------------------------------------
Net Element, Inc. filed with the Securities and Exchange Commission
a post-effective amendment relating to the Registration Statement
on Form S-1 (File No. 333-212591), originally filed by the Company
with the SEC on July 20, 2016, registering 2,794,674 shares of the
Company's common stock for resale, from time to time, by the
selling securityholder named in the Registration Statement.  The
Registration Statement was declared effective by the Commission on
Aug. 30, 2016.

Pursuant to the Registration Statement, the total number of shares
of common stock that may be issued under Purchase Agreement, will
be limited to 2,362,724 shares of Common Stock, which equals 19.99%
of the Company's outstanding shares of common stock as of the date
of the Purchase Agreement, unless stockholder approval is obtained
to issue more than such 19.99%. 2,362,724 shares of Common Stock
have been issued under Purchase Agreement, and stockholder approval
has not been obtained to issue more than such 19.99%.  Accordingly,
the Company has no further obligation to maintain effectiveness of
the Registration Statement.  In accordance with an undertaking made
by the Company in the Registration Statement to remove from
registration by means of a post-effective amendment any securities
which remain unsold at the termination of the offering, the
post-effective amendment was filed to terminate the effectiveness
of the Registration Statement and to remove from registration all
securities registered but not sold under the Registration
Statement.  As a result of this deregistration, no securities
remain registered for resale pursuant to the Registration
Statement.

                    About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., is a global financial technology and value-added
solutions group that supports companies in accepting electronic
payments in an omni-channel environment that spans across
point-of-sale (POS), e-commerce and mobile devices.

As of March 31, 2017, Net Element had $22.98 million in total
assets, $19.53 million in total liabilities, and $3.45 million in
total stockholders' equity.

Net Element reported a net loss of $13.61 million on $54.28 million
of total revenues for the 12 months ended Dec. 31, 2016, compared
to a net loss of $13.32 million on $40.23 million of total revenues
for the 12 months ended Dec. 31, 2015.  

Daszkal Bolton LLP's report on the Company's consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern.  The independent
auditors stated that the Company's recurring losses from operations
and working capital and accumulated deficits raise substantial
doubt about its ability to continue as a going concern.


NEWASURION CORP: S&P Affirms B+ ICR, Outlook Stable
---------------------------------------------------
S&P Global Ratings said it affirmed its 'B+' issuer credit rating
on NEWAsurion Corp. and its subsidiaries Asurion LLC and Lonestar
Intermediate Super Holdings LLC. The outlook on each entity remains
stable.

At the same time, S&P said, "we lowered our first-lien senior
secured debt ratings to 'B+' from 'BB-' and affirmed our 'B-'
second-lien senior secured and senior unsecured debt ratings. We
also revised our recovery ratings on Asurion LLC's first-lien
senior secured facilities to '3' from '2'. The '3' recovery rating
reflects our expectation for meaningful (65%) recovery in the event
of default. The '6' recovery rating (indicating an expectation of
negligible [5%] recovery in case of default) on the company's
second-lien senior secured term loan and senior unsecured holding
company term loan remains unchanged. Once the refinancing
transaction is completed, we expect to withdraw our 'B-' issue
rating and '6' recovery rating on the senior unsecured holding
company term loan."

Lowering the first-lien senior secured debt ratings follows the
company's most recent refinancing announcement. Since the company
is raising incremental $800 million first-lien debt and using the
proceeds to retire its $550 million senior unsecured term loan and
replace its $2,150 million second-lien senior secured debt with a
new $1,800 million second-lien senior secured debt, the recovery
prospects for its first-lien senior secured debtholders have
diminished.

S&P said, "While the refinancing results in an approximately $100
million reduction in gross leverage and projected interest cost
savings of $70 million annually, we continue to view the company's
financial risk profile as highly leveraged with an expected
leverage ratio of 5.0x-6.0x.

"We view NEWAsurion's business profile as satisfactory, reflecting
its favorable business mix of global products and its strong
competitive position. The company dominates the handset protection
market and has a significant share in the extended service warranty
protection market. Due to the long-term nature of its contracts and
high retention rates, NEWAsurion enjoys steady revenue-generation
capabilities and predictable cash flows. In our opinion, its
dependence on a limited number of contract renewals and subscriber
growth could pose challenges to the sustainability of its leading
competitive position.

"The stable outlook reflects our expectation that NEWAsurion's
earnings will modestly grow in the next 12 months and the company's
leverage will stay within 5.0x-6.0x leverage on a sustained basis.
For 2017, we expect revenue growth in the low- to mid-single digits
and an EBITDA margin of more than 20%, resulting in a
debt-to-EBITDA ratio of 5.0x–5.5x and EBITDA interest coverage of
2.4x-2.8x.

"We could lower the current ratings if NEWAsurion's earnings or
debt levels were to result in a debt-to-EBITDA ratio consistently
above 6x. This could occur if the company's earnings were to
decline as a result of negative growth or compressed margins or if
the company were to adopt more-aggressive financial policies.

"While unlikely, we could raise the issuer credit and issue-level
ratings by one notch within the next 12 months if NEWAsurion
exhibits significant earnings growth while maintaining financial
leverage below 5.0x on a sustained basis. This would likely occur
through revenue growth (high-single or low-double digits in 2017),
and stable margins (at least 20% on an EBITDA basis) and with no
additional leverage."



NJOY INC: Ch. 11 Trustee Hires Cozen O'Connor as Counsel
--------------------------------------------------------
Jeoffrey L. Burtch, the Chapter 11 Trustee, Njoy, Inc., seeks
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Cozen O'Connor, as counsel to the Trustee.

The Trustee requires Cozen O'Connor to:

   a. advise and consult the Trustee concerning questions arising
      in the conduct of the administration of the estate and
      concerning the Trustee's rights and remedies with regard to
      the estate's assets and the claims of secured, priority and
      unsecured creditors and other parties-in-interest;

   b. appear for, prosecute, defend and represent the Trustee's
      interest in motions, contested matters, adversary actions,
      suits, and other proceedings arising in or related to the
      bankruptcy case;

   c. investigate and pursue claims or causes of action against
      insiders and third parties;

   d. assist in the preparation of such pleadings, agendas,
      motions, notices, and orders as are required for the
      orderly administration of the estate;

   e. assist the Trustee in connection with the sale or other
      disposition of property of the estate; and

   f. handle other matters as the Trustee may require during
      the course of his administration of the bankruptcy case.

Cozen O'Connor will be paid at these hourly rates:

     Shareholder                    $730
     Associate                      $415
     Paralegal                      $270

Cozen O'Connor will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Mark E. Felger, shareholder of Cozen O'Connor, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Cozen O'Connor can be reached at:

     Mark E. Felger, Esq.
     COZEN O'CONNOR
     1201 North Market Street, Suite 1001
     Wilmington, DE 19801
     Tel: (302) 295-2000
     Fax: (302) 295-2013

                   About Njoy, Inc.

Headquartered in Scottsdale, Arizona, NJOY sells e-cigarettes and
vaping products to wholesalers, distributors and retailers. NJOY
filed a voluntary petition under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Case No. 16-12076) on Sept. 16, 2016. The case is
assigned to the Hon. Christopher S. Sontchi. The petition was
signed by Jeffrey Weiss, general counsel and interim president.

The Company was the first major ENDS company to offer products
across all form factors: disposable and rechargeable cigalikes,
open system e-liquids and vaping devices, and advanced closed
system e-liquids. The Debtor has no in-house manufacturing
capabilities. Its hardware is sourced from two major suppliers in
China. The Debtor sources e-liquids from facilities based in the
United States. As of Sept. 9, 2016, the Debtor had a total of 15
employees.

NJOY hired Gellert Scali Busenkell & Brown, LLC, as counsel,
Sierraconstellation Partners, LLC, as financial advisor, and
Cohnreznick Capital Markets Securities Investment LLC as investment
banker.

An official committee of unsecured creditors has tapped Fox
Rothschild LLP as counsel.

Jeoffrey L. Burtch, the Chapter 11 Trustee for Njoy, Inc., hired
Cozen O'Connor, as counsel.


NN INC: Moody's Says Sale of PCB Business Credit Positive
---------------------------------------------------------
Moody's Investors Service said NN, Inc.'s agreement to sell its
Precision Bearing Components (PBC) business for approximately $375
million is credit positive. However, this transaction does not
currently impact NN's ratings, including its B2 Corporate Family
Rating and B2 senior secured term loan rating.

NN, Inc. (NN), headquartered in Johnson City, Tennessee, is a
designer manufacturer of high-precision components and assemblies
for a variety of markets on a global basis. The company's end
markets include Automotive, Automotive CAFE Technology, Industrial
Technology, Medical, Electrical, and Aerospace & Defense. 2016
revenues were $833 million.



NOTIS GLOBAL: Judith Hammerschmidt Fills Board Vacancy
------------------------------------------------------
At a special meeting of Notis Global, Inc.'s Board of Directors
held on June 1, 2017, the Company's Board of Directors approved the
nomination of the Judith Hammerschmidt to fill a vacancy on the
Company's Board.

Judith Hammerschmidt, 62, has spent the last 35 years as an
international attorney.  She began her career as a special
assistant to the Attorney General of the United States, focusing on
international matters of interest to the US government, including
negotiating treaties and agreements with foreign governments.  She
then joined Dickstein, Shapiro & Morin, LLP, a Washington, DC firm,
where she represented companies around the world as they expanded
internationally in high regulated environments.  Her clients
included Guess? Inc., Pfizer, Merck, the Receiver for BCCI Bank of
the United Arab Emirates, Recycled Paper Products, Inc., and
Herbalife International.  She provided structuring, growth and
regulatory advice for these and other companies.  She joined
Herbalife International as vice president and general counsel of
Europe in 1994, becoming executive vice president and international
chief counsel in 1996.  In 2002, she was part of the management
group that sold Herbalife.  Since that time, she has served as
outside counsel to a series of entrepreneurial companies looking to
expand internationally, primarily in the food and drug/nutritional
supplements space.  In addition, Ms. Hammerschmidt was a principal
in JBT, LLC, a privately held company that owned "mindful dining"
restaurants in the Washington, DC area.  Those properties were sold
in 2010.  She continues to act as outside counsel for small
companies while serving on the Company's board.

At a Special Meeting of the Company's Board of Directors held on
June 14, 2017, the Company's Board of Directors approved the
following individuals to serve on various committees, all as noted
below:

    Compensation Committee

       * Thomas A. Gallo, Chair
       * Judith Hammerschmidt
       * Andrew Kantarzhi
       * Ned L. Siegel
     
    Audit Committee

       * Charles K. Miller, Chair
       * Thomas A. Gallo
       * Ned L. Siegel

    Nominating & Governance Committee

       * Judith Hammerschmidt, Chair
       * Andrew Kantarzhi
       * Ned L. Siegel

                      About Notis Global

Headquartered in Los Angeles, Notis Global, Inc., provides
specialized services to the hemp and marijuana industry.  The
Company enters into joint ventures and operating and management
agreements with its partners and conducts consulting services for
its clients.  The Company also acts as a distributor of hemp
products processed by its contract partners.  Furthermore, the
Company owns and manages real estate used by its contract partners
for cultivation centers and dispensaries.

As of June 30, 2016, Notis Global had $7.14 million in total
assets, $24.54 million in total liabilities, and a total
stockholders' deficit of $17.39 million.  

Notis Global reported a net loss of $50.44 million in 2015
following a net loss of $16.54 million in 2014.

Marcum LLP, in Los Angeles, CA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has a significant
working capital deficit and an accumulated deficit as of Dec. 31,
2015, and has incurred a significant net loss and negative cash
flows from operations for the years ended Dec. 31, 2015, and 2014.
The foregoing matters raise substantial doubt about the Company's
ability to continue as a going concern.


NOTIS GLOBAL: Signs 36-Month Management Services Pact with Trava
----------------------------------------------------------------
Notis Global, Inc., and two of its subsidiaries, EWSD I, LLC and
Pueblo Agriculture Supply and Equipment LLC, and Trava LLC, a
Florida limited liability company that has lent various sums to the
Company, entered into a Management Services Agreement in respect of
the Company's hemp grow-and-extraction operations located in
Pueblo, Colorado, on May 31, 2017.  The MS Agreement has a 36-month
term with two consecutive 12-month unilateral options exercisable
in the sole discretion of Trava.  Pursuant to the provisions of the
MS Agreement, Trava will collect all revenue generated by the
Pueblo Farm operations.  Further, Trava is to satisfy all of the
Company's Pueblo Farm-related past due expenses and, subject to
certain limitations, to pay all current and future operational
expenses of the Pueblo Farm operations.  Finally, commencing
October 2017, Trava is obligated to make the monthly mortgage
payments on the Pueblo Farm, although the Company remains
responsible for any and all "balloon payments" due under the
mortgage.  On a cumulative calendar monthly cash-on-cash basis,
Trava is obligated to tender to the Company or, at its option, to
either or both of the Company's subsidiaries, an amount equivalent
to 51% of the net cash for each such calendar month.  Those monthly
payments are on the 10th calendar day following the end of a
calendar month for which such tender is required.

On June 20, 2017, the Company (and EWSD) have settled its dispute
with Whole Hemp Company LLC.  The dispute was initiated by Whole
Hemp, which, on or about June 1, 2016, filed a lawsuit against EWSD
(Pueblo County District Court, Case No. 2016CV30462).  The lawsuit
was dismissed by stipulation of the parties.  Thereafter, on or
about July 19, 2016, EWSD initiated an arbitration before JAMS
(Case ID: 18657).  Effective June 20, 2017, pursuant to a
mediation, the parties entered into a Confidential Settlement and
Mutual Release Agreement, pursuant to which the Company and Whole
Hemp dismissed with prejudice all of the Company's respective
claims or counterclaims against each other, as asserted in the
Arbitration, and mutually released each other from all claims.  The
Release Agreement specifically provides that neither its execution
nor implementation is, or will be deemed to be or construed as, an
admission by any party of any liability, act, or matter.

                       About Notis Global

Headquartered in Los Angeles, Notis Global, Inc., provides
specialized services to the hemp and marijuana industry.  The
Company enters into joint ventures and operating and management
agreements with its partners and conducts consulting services for
its clients.  The Company also acts as a distributor of hemp
products processed by its contract partners.  The Company owns and
manages real estate used by its contract partners for cultivation
centers and dispensaries.

Notis Global reported a net loss of $50.44 million in 2015
following a net loss of $16.54 million in 2014.

As of June 30, 2016, Notis Global had $7.14 million in total
assets, $24.54 million in total liabilities, and a total
stockholders' deficit of $17.39 million.  

Marcum LLP, in Los Angeles, CA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has a significant
working capital deficit and an accumulated deficit as of Dec. 31,
2015, and has incurred a significant net loss and negative cash
flows from operations for the years ended Dec. 31, 2015, and 2014.
The foregoing matters raise substantial doubt about the Company's
ability to continue as a going concern.


OCONEE REGIONAL: Creditors' Panel Hires Sewell as Special Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Oconee Regional
Health Systems, Inc., et al., seeks authorization from the U.S.
Bankruptcy Court for the Middle District of Georgia to retain the
Law Offices of Henry F. Sewell, Jr., LLC, as special counsel to the
Committee.

The Committee requires Sewell to:

   -- review, investigate, and challenge the liens asserted by
      the U.S. Bank as the Indenture Trustee for the Bonds; and

   -- commence an adversary proceeding or contested matter
      against the U.S. Bank, if necessary.

Sewell will be paid at these hourly rates:

     Attorney                    $375
     Associate                   $250

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

Henry F. Sewell, Jr., sole member of the Law Offices of Henry F.
Sewell, Jr., LLC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and (a) is not creditors, equity security
holders or insiders of the Debtors; (b) has not been, within two
years before the date of the filing of the Debtors' chapter 11
petition, directors, officers or employees of the Debtors; and (c)
does not have an interest materially adverse to the interest of the
estate or of any class of creditors or equity security holders, by
reason of any direct or indirect relationship to, connection with,
or interest in, the Debtors, or for any other reason.

Sewell can be reached at:

     Henry F. Sewell, Jr., Esq.
     LAW OFFICES OF HENRY F. SEWELL, JR., LLC
     3343 Peachtree Street, Suite 200
     Atlanta, GA 30326
     Tel: (404) 926-0053
     E-mail: hsewell@sewellfirm.com

             About Oconee Regional Health Systems, Inc.

Oconee Regional Medical Center (ORMC) is located in Milledgeville
near the geographic center of Georgia, providing advanced
healthcare technologies to the 90,000 residents living in the seven
surrounding counties.

Oconee Regional Health Systems, Inc., owner of the Oconee Regional
Medical Center, and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. M.D. Ga. Lead Case 17-51005) on May
10, 2017. The six affiliates are Oconee Regional Medical Center,
Inc. (Case No. 17-51006), Oconee Regional Health Services, Inc.
(Case No. 17-51007), Oconee Regional Emergency Medical Services,
Inc. (Case No. 17-51008), Oconee Regional Health Ventures, Inc.,
dba Oconee (Case No. 17-51009), Oconee Internal Medicine, LLC (Case
No. 17-51010), and Oconee Orthopedics, LLC (Case No. 17-51011).

Two more affiliates sought bankruptcy protection on May 11, 2017.
These affiliates are ORHV Sandersville Family Practice, LLC (Case
No. 17-51012), and Oconee Regional Senior Living, Inc. (Case No.
17-51013).

The petitions were signed by Steven M. Johnson, interim chief
executive officer.

The Debtors are represented by Mark I. Duedall, Esq., and Leah
Fiorenza McNeill, Esq., at Bryan Cave LLP.

The Debtors hired James-Bates-Brannan-Groover-LLP as special
counsel; Houlihan Lokey as investment banker; and Garden City
Group, LLC as noticing agent.

On May 16, 2017, the Office of the U.S. Trsutee appointed an
official committee of unsecured creditors. Greenberg Traurig, LLP
is the committee's bankruptcy counsel.


PARAGON OFFSHORE: Emerges from Chapter 11 Protection
----------------------------------------------------
Paragon Offshore Ltd., the Cayman Islands successor company to
Paragon Offshore plc (in administration) (OTC: PGNPQ), said on July
18, 2017, that the Paragon Offshore group has successfully
completed its corporate and financial reorganization.  The plan of
reorganization under chapter 11 of the U.S. Bankruptcy Code
substantially de-levers the company's ongoing business, eliminating
approximately $2.3 billion of secured and unsecured debt.

New Paragon emerges with eight rigs currently operating plus a
ninth rig expected to commence operations in August 2017,
approximately $165 million of available cash on its balance sheet,
and $85 million of new debt.

The Delaware Bankruptcy Court entered an order on June 7, 2017,
approving the Debtors' Fifth Joint Chapter 11 Plan of
Reorganization.

In connection with the Chapter 11 Cases and the Plan, on and prior
to the Effective Date, the Company and certain of its subsidiaries
effectuated certain restructuring transactions, pursuant to which
the Company formed Paragon Offshore Limited, an exempted company
limited by shares incorporated under the laws of the Cayman
Islands, as a wholly-owned subsidiary of the Company, transferred
to Paragon substantially all of the assets of the Company, and
Paragon issued, at the direction of the Company, all of Paragon's
equity interests to specified holders of allowed claims under the
Plan.

In accordance with the Plan, the Company and certain of its
subsidiaries shall in due course be wound down and dissolved by the
Joint Administrators in accordance with applicable law.

The Company's board of directors filed on May 17, 2017, an
administration application with the English Court for the
appointment of the Joint Administrators.  The power to manage the
affairs, business and property of the Company is vested in the
Joint Administrators.  Upon the effectiveness of the Plan, on the
Effective Date, the following members of the Company's existing
board of directors, constituting the entire board, resigned as
directors of the Company:

     -- Anthony R. Chase,
     -- Thomas L. Kelly II,
     -- John P. Reddy,
     -- Dean E. Taylor,
     -- William L. Transier and
     -- J. Robinson West.

New Paragon also named a new board of directors with immediate
effect.  The board members, who were selected by Paragon plc's
secured and unsecured creditors following a successful search by
Korn Ferry, are:

     -- James Swent, a director of Energy XXI Gulf Coast, Inc.,
        and retired Executive Vice President and Chief Financial
        Officer of ENSCO plc, will serve as Chairman;

     -- Mark G. Barberio, a director of Life Storage, Inc., Exide
        Technologies, and Principal and Founder of Markapital,
        LLC;

     -- Michael Clark, a director of Halcón Resources Corporation
        and a former Partner and Portfolio Manager at SIR Capital
        Management LLC;

     -- Paul P. Huffard, IV, a director of Vubiq Networks and a
        former Senior Managing Director in Blackstone's
        Restructuring and Reorganization Advisory Group;

     -- George Sandison, a director of Aspire Holdings LLC and
        retired Senior Vice President of Global E&P Services for
        Hess Corporation; and

     -- Zaki Selim, a director of Parker Drilling and GlassPoint
        Solar Inc. and retired President of Schlumberger Oilfield
        Services - Middle East/Asia.

Korn Ferry is also in the process of conducting a search for a
Chief Executive Officer.  In the interim, Dean E. Taylor will
continue in this role.

Mr. Taylor, Interim President and Chief Executive Officer of New
Paragon, said, "It is with deep satisfaction that we close this
chapter of New Paragon's story.  With a clean balance sheet and
good liquidity, we emerge from bankruptcy as a stronger
company—more focused on our core operating areas in the North
Sea, Middle East, and India and better positioned to compete in the
recovering, but still very challenging, offshore drilling industry.
We thank our creditors for working with us to make this new
beginning possible, as well as our outgoing board of directors, our
employees, our customers, our suppliers, and our advisors.  We now
look forward to returning our focus to what we do best-providing
Safe, Reliable, and Efficient services to our customers."

"We are excited to join the board of a stronger, more secure
Paragon," said Mr. Swent on behalf of the incoming board of
directors.   "Our goal is to assist the company in capitalizing on
opportunities to unlock value for Paragon's new shareholders while
delivering exemplary services to its customers."

On the Effective Date, pursuant to the terms of the Plan, by
special resolution of the Company, as the initial shareholder of
Paragon, the Company adopted the Amended and Restated Memorandum of
Association of Paragon, and the Amended and Restated Articles of
Association of Paragon.  

Among other things, Paragon's Memorandum and Articles of
Association provide that:

     * all outstanding ordinary shares of Paragon are entitled to
one vote for each ordinary share and are entitled to such dividends
as may be declared by the board of directors of Paragon;

     * subject to the limitations set forth in the Memorandum and
Articles of Association (and to any direction that may be given by
Paragon in general meeting) and without prejudice to any rights
attached to any existing Shares, the directors of Paragon may
issue, grant options over or otherwise dispose of shares (including
fractions of a share) of Paragon with or without preferred,
deferred or other rights or restrictions, whether in regard to
dividend or other distribution, voting, return of capital or
otherwise and to such persons, at such times and on such other
terms as they think proper;

     * shareholders of Paragon representing at least a majority of
the Shares which carry the right to vote at general meetings
constitutes a quorum, except where the matters to be voted on at
the general meeting require a vote in favor by shareholders
representing a greater percentage of the Shares which carry a right
to vote at general meetings, in which case shareholders
representing such greater percentage of the issued and the Shares
which carry a right to vote at general meetings shall constitute a
quorum.

     * shareholders' meetings must be held annually for the
election of the directors of Paragon and for the transaction of
such other business as may properly come before the meeting.

     * advance notice to the shareholders of at least 10 clear days
(but not more than 60 clear days' notice) is required for the
convening of any annual general meeting or other shareholders'
meeting.  In addition, the directors of Paragon may call
extraordinary general meetings and shareholders holding 25% or more
of the Shares may demand in writing that the directors convene an
extraordinary general meeting of Paragon;

     * subject to certain express exceptions, action by the
shareholders requires a simple majority of the then issued share
capital of Paragon where such shareholders, being entitled to do
so, vote in person or by proxy at a general meeting, or by, a
unanimous written resolution;

     * among other things, amendments to the Memorandum and
Articles of Association require resolution of the shareholders that
has been passed by the shareholder holding at least two-thirds of
the then issued share capital of Paragon where such shareholders,
being entitled to do so, vote in person or by proxy at a general
meeting, or by a unanimous written resolution;

     * the board of directors of the Company is to comprise of 6
directors until the Chief Executive Officer is elected, at which
point it shall comprise of 7 directors;

     * shareholders may by ordinary resolution, remove a director;
provided, that the Initial Directors (as defined in the Memorandum
and Articles of Association) (other than the Chief Executive
Officer of Paragon) may only be removed for Cause (as defined in
the Memorandum and Articles of Association);

     * holders of Shares have certain information rights under the
Memorandum and Articles of Association, including the right to be
provided with all annual and quarterly financial information that
would be required to be contained in a filing by a non-accelerated
filer with the SEC on Forms 10-K and 10-Q as if Paragon were
required to file such forms with the SEC, subject to certain
exceptions.

The Company on July 18 filed a Form 15 Certifications and Notices
of Termination of Registration under Section 12(g) of the
Securities Exchange Act of 1934 or Suspension of Duty to File
Reports under Sections 13 and 15(d) of the Securities Exchange Act
of 1934, and will take all other steps necessary to cease being
subject to the periodic reporting requirements of the federal
securities laws.  Thereafter, the Company will cease filing any
further periodic reports under the Securities Exchange Act of 1934,
as amended.

A copy of the Amended and Restated of Memorandum of Association of
Paragon Offshore Limited, is available at https://is.gd/ykbMck

A copy of the Amended and Restated of Articles of Association of
Paragon Offshore Limited, is available at https://is.gd/4Stj6V

                     About Paragon Offshore

Houston, Texas-based Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.  The petitions were signed by
Randall D. Stilley as authorized representative.

Judge Christopher S. Sontchi is assigned to the cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel;
Richards, Layton & Finger, P.A. as local counsel; Lazard Freres &
Co. LLC as financial advisor; Alixpartners, LLP, as restructuring
advisor; PricewaterhouseCoopers LLP as auditor and tax advisor; and
Kurtzman Carson Consultants as claims and noticing agent.

No request has been made for the appointment of a trustee or an
examiner in the cases.

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

Counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent
under the Senior Secured Revolving Credit Agreement, dated as of
June 17, 2014, and (b) as collateral agent under the Guaranty and
Collateral Agreement, dated as of July 18, 2014, are Sandeep Qusba,
Esq., and Kathrine A. McLendon, Esq., at Simpson Thacher & Bartlett
LLP.  PJT Partners serves as its financial advisor.

Delaware counsel to JPMorgan Chase Bank, N.A. are Landis Rath &
Cobb LLP's Adam G. Landis, Esq.; Kerri K. Mumford, Esq.; and
Kimberly A. Brown, Esq.

Counsel to Cortland Capital Market Services L.L.C. as
administrative agent under the Senior Secured Term Loan Agreement,
dated as of July 18, 2014, are Arnold & Porter Kaye Scholer LLP's
Scott D. Talmadge, Esq.; Benjamin Mintz, Esq.; and Madlyn G.
Primoff, Esq.

Delaware counsel to Cortland Capital Market Services L.L.C. are
Potter Anderson & Corroon LLP's Jeremy W. Ryan, Esq.; Ryan M.
Murphy, Esq.; and D. Ryan Slaugh, Esq.

Counsel to Deutsche Bank Trust Company Americas as trustee under
the Senior Notes Indenture, dated as of July 18, 2014, for the
6.75% Senior Notes due 2022 and the 7.25% Senior Notes due 2024,
are Morgan, Lewis, & Bockius LLP's James O. Moore, Esq.; Glenn E.
Siegel, Esq.; and Joshua Dorchak, Esq.

Freshfields Bruckhaus Deringer LLP serves as legal counsel to the
Term Loan Agent and FTI Consulting, Inc. serves as its financial
advisor.

                          *     *     *

Paragon Offshore said June 7, 2017, that the Bankruptcy Court has
approved the Company's consensual plan of reorganization.  Under
the Consensual Plan, which the Company announced May 2, 2017,
Paragon's existing equity will be deemed worthless and the
company's secured creditors and unsecured bondholders will receive
equity in a new reorganized parent company.

Under the Consensual Plan of Reorganization, approximately $2.4
billion of previously existing debt will be eliminated in exchange
for a combination of cash and to-be-issued new equity.  If
confirmed, the Secured Lenders will receive their pro rata share of
$410 million in cash and 50% of the new, to-be-issued common
equity, subject to dilution.  The Bondholders will receive $105
million in cash and an estimated 50% of the new, to-be-issued
common equity, subject to dilution. The Secured Lenders and
Bondholders will each appoint three members of a new board of
directors to be constituted upon emergence of the Company from
bankruptcy and will agree on a candidate for Chief Executive
Officer who will serve as the seventh member of the board of
directors of the Company.

As a necessary component of the Consensual Plan, Paragon Offshore
filed before the High Court of Justice, Chancery Division,
Companies Court of England and Wales an application for
administration in the United Kingdom and sought an order appointing
two partners of Deloitte LLP as administrators of the company.  The
application was granted on May 23, 2017.

Neville Barry Kahn and David Philip Soden were appointed Joint
Administrators of Paragon Offshore Plc on May 23, 2017.  The
affairs, business and property of the Company are managed by the
Joint Administrators.  The Joint Administrators act as agents of
the Company and contract without personal liability.


PARAGON OFFSHORE: Has $131 Million Exit Facility Thru 2022
----------------------------------------------------------
The Paragon Offshore group exited Chapter 11 bankruptcy protection
on July 18, 2017.  On the Plan Effective Date, Paragon, as
borrower, entered into the Amended and Restated Senior Secured Term
Loan Agreement among Paragon International Finance Company, Paragon
Offshore Finance Company, the lenders deemed party thereto pursuant
to the Plan and otherwise from time to time party thereto, JPMorgan
Chase Bank, N.A., as administrative agent and collateral agent for
the lenders, and Cortland Capital Markets Services LLC, as
successor administrative agent for the lenders under the Existing
Term Loan Agreement.

Pursuant to the Credit Agreement, the Debt Agreements are amended
and restated to provide for loans in the aggregate principal amount
of $85 million, which are deemed outstanding pursuant to the Plan.

The maturity date of the Exit Facility is July 18, 2022.  Until
such maturity date, the Loans shall bear interest at a rate per
annum equal to (i) the alternative base rate plus an applicable
margin of 5.00% or (ii) adjusted LIBOR plus an applicable margin of
6.00%.

The Borrower may elect, at its option, to prepay any borrowing
outstanding under the Credit Agreement without premium or penalty
(except with respect to any break funding payments which may be
payable pursuant to the terms of the Credit Agreement).

The obligations under the Credit Agreement are guaranteed by all of
the material subsidiaries of the Borrower and secured on a
first-priority basis by substantially all of the Borrower's and the
Guarantors' assets, including, without limitation, collateral rig
mortgages on the Borrower's and the Guarantors' offshore drilling
rigs and pledges of stock of all other, direct and indirect,
subsidiaries of the Borrower.

The Credit Agreement contains certain customary representations and
warranties, including, without limitation: organization; powers;
authority; enforceability; no conflicts; litigation, margin
regulations, Investment Company Act; anti-corruption laws and
sanctions laws; disclosure; financial condition; no material
adverse change; taxes; consents; insurance; intellectual property;
ownership of property; collateral documents; legal names; rigs;
form of rig mortgages; pari passu or priority status; no immunity;
solvency; compliance with laws; and ERISA.

The Credit Agreement also contains certain affirmative and negative
covenants, including, without limitation: existence; maintenance of
properties; payment of taxes; compliance with ERISA; maintenance of
insurance; delivery of financial statements; notices of material
events; inspection rights; maintenance of books and records;
conduct of business; compliance with laws (including
anti-corruption laws and sanctions); compliance with environmental
laws; requirements to grant additional collateral; maintenance of
flag and ship registry; restrictions on secured indebtedness;
restrictions on dividends and distributions; and restrictions on
use of proceeds from asset sales.

The Credit Agreement also contains certain events of default,
including, without limitation: non-payment; non-compliance with
covenants or other agreements; breaches of representations and
warranties; cross-default to material indebtedness; voluntary and
involuntary bankruptcy; judgments; and change of control.

A copy of the Amended and Restated Senior Secured Term Loan
Agreement is available at https://is.gd/xPVjmX

The the Administrative Agent and Collateral Agent may be reached
at:

     JPMorgan Chase Bank, N.A.
     500 Stanton Christiana Road NCC 5/FL 1
     Newark, DE 19713
     Attention: David Brace
     Telephone: (302) 552-6020
     Facsimile: (302) 634-4250
     Email: david.e.brace@jpmorgan.com

               $46.6-Mil. Letter of Credit Agreement

On the Effective Date, Paragon entered into the Letter of Credit
Agreement (the "LC Agreement") among the lenders deemed party
thereto, JPMorgan Chase Bank, N.A., as administrative agent for the
lenders, and the issuing banks of the Existing Letters of Credit.
Pursuant to the Existing Revolving Credit Agreement, the Issuing
Banks issued certain letters of credit which remain outstanding on
the Effective Date (such letters of credit, the "Existing Letters
of Credit") and which Existing Letters of Credit are deemed issued
under the LC Agreement pursuant to the Plan.  The aggregate face
amount of the Existing Letters of Credit as of the Effective Date
is $46,664,090.13.

The maturity date of the LC Agreement is July 18, 2022. Until such
maturity date, Paragon shall pay a letter of credit fee to the
lenders calculated on the outstanding face amount of the Existing
Letters of Credit at a rate per annum equal to 2.50%.  In addition
the applicable Issuing Bank shall earn a fronting fee with respect
to each Existing Letter of Credit issued by it at a per annum rate
equal to 0.125% on the average daily amount available to be drawn
under such Existing Letter of Credit.

The LC Agreement contains an event of default in the event of
non-payment of fees or other amounts payable under the LC Agreement
within three (3) business days when due.

A copy of the LC Agreement is available at https://is.gd/NGOcW0

The Administrative Agent and Sub-Agent may be reached at:

     JPMorgan Chase Bank, N.A.
     500 Stanton Christiana Road NCC 5/FL 1
     Newark, DE 19713
     Attention: David Brace
     Telephone: (302) 552-6020
     Facsimile: (302) 634-4250
     Email: david.e.brace@jpmorgan.com

JPMorgan as Issuing Bank may be reached at:

     JPMorgan Chase Bank, N.A.
     c/o JPMorgan Treasury Services
     10420 Highland Manor Drive 4th Floor
     Tampa, FL 33610
     Attention: Standby Letter of Credit Department

     Attention: David Brace
     Telephone: 302-552-6020
     Facsimile: 302-634-4733
     Email: david.e.brace@jpmorgan.com

     Attention: Joseph Fitzgerald
     Telephone: 302-634-3368
     Facsimile: 302-634-4733
     Email: joseph.t.fitzgerald@jpmorgan.com

     Attention: Christopher Johnson
     Telephone: 302-634-2617
     Facsimile: 302-634-4733
     Email: christopher.x.johnson@chase.com

     Attention: Ryan Kelley
     Telephone: (302) 552-0867
     Facsimile: (302) 634-4733
     Email: ryan.p.kelley@jpmorgan.com

Citibank as Issuing Bank may be reached at:

     Zach Cooper
     Citi | Global Energy Group
     Office: 713.821.4724
     Cell: 713.876.1293
     E-mail: Zach.cooper@citi.com

HSBC as Issuing Bank may be reached at:

     HSBC Bank USA
     Attention: CTLA Loan Administration
     Telephone: 212-525-1529
     Facsimile: 847-793-3415
     Email: CTLANY.LoanAdmin@us.hsbc.com

                   Registration Rights Agreement

On the Effective Date, Paragon entered into a registration rights
agreement pursuant to which, subject to certain limited exceptions,
Paragon agreed to file with the SEC upon a written request by (i)
certain holders of 10% or more of Paragon's ordinary shares or (ii)
subject to the Company's consent (which consent shall not be
unreasonably withheld), two or more holders who are holders as of
the Effective Date and collectively hold 15% or more of Paragon's
ordinary shares a registration statement for the public offering
and sale of the ordinary shares of Paragon held by those holders
and thereafter to use its commercially reasonable efforts to cause
such registration statement to be declared effective as promptly as
practicable.

The Registration Rights Agreement contains other customary terms
and conditions, including, without limitation, provisions with
respect to piggy-back rights, blackout periods and indemnification.
The Registration Rights Agreement also provides that, during the
five years following the Effective Date, the Company will pay all
underwriters' discounts and commissions relating to a request for
registration made by a Permitted Group, in addition to customary
expenses of the registration.

A copy of the Registration Rights Agreement is available at
https://is.gd/HHEq8W

                      Shareholders Agreement

On the Effective Date, Paragon entered into a shareholders
agreement with the beneficial owners of the ordinary shares of
Paragon.  The Shareholders Agreement provides, among other things,
certain information, inspection and preemptive rights to
shareholders and restricts certain transactions by the Company with
affiliates during the three years following the Effective Date.

A copy of the Shareholders Agreement is available at
https://is.gd/V9FLw0

                    Litigation Trust Agreement

On the Effective Date, in connection with the effectiveness of, and
pursuant to the terms of, the Plan, the Company, Paragon, certain
of the reorganized Debtors and the Joint Administrators entered
into a Litigation Trust Agreement with Drivetrain, LLC, as
Litigation Trust Management, and certain members of a Litigation
Trustee Committee, pursuant to which a trust was established for
the benefit of certain holders of allowed claims under the Plan.
Pursuant to the Plan and the Confirmation Order, the Company and
the reorganized Debtors party thereto transferred to the Litigation
Trust certain claims against Noble Corporation plc relating to the
Company's separation from Noble.

In addition, pursuant to the terms of the Litigation Trust
Agreement, Paragon's subsidiary, Paragon International Finance
Company, agreed to provide the Litigation Trust with an
interest-free delayed draw term loan of up to $10,000,000 in cash
to fund the reasonable costs and expenses associated with the
administration of the Litigation Trust (the "Litigation Trust Term
Loan").

The Litigation Trust Term Loan matures upon the earlier of (i) the
date of the final distribution of all of the Litigation Trusts'
assets to its beneficiaries and (ii) the date upon which any
distribution is made by the Litigation Trust to any holder of Class
A Litigation Trust Interests (as defined in the Plan).  Further,
the Litigation Trust Management may prosecute the Noble Claims and
conduct such other action as described in and authorized by the
Plan, make timely and appropriate distributions to the
beneficiaries of the Litigation Trust and otherwise carry out the
provisions of the Litigation Trust Agreement. None of the Company,
Paragon or any of the reorganized Debtors is a beneficiary of the
Trust.

A copy of the Litigation Trust Agreement is available at
https://is.gd/9I5rsy

The Litigation Trust Management may be reached at:

    Alan Carr
    Drivetrain Advisors
    630 Third Avenue, 21st Floor
    New York, NY 10017

The Litigation Trust Management is represented by:

    James Johnston
    Jones Day
    555 South Flower St, 15th Floor
    Los Angeles, CA 90071

                          Debt Securities

On the Effective Date, in connection with the effectiveness of, and
pursuant to the terms of, the Plan, all outstanding obligations
under the following notes issued by the Company and the indenture
governing such obligations have been cancelled and discharged:

     * 6.75% Senior Notes due 2022 issued pursuant to the
       Indenture, dated as of July 18, 2014, by and among the
       Company, as issuer, each of the guarantors named therein,
       and Deutsche Bank Trust Company Americas, solely in its
       capacity as indenture trustee; and

     * 7.25% Senior Notes due 2024 issued pursuant to the Senior
       Notes Indenture.

                          Debt Agreements

In addition, in connection with the effectiveness of, and pursuant
to the terms of, the Plan, on the Effective Date, the Company and
certain of its subsidiaries have been released from their
respective obligations under these agreements, except to the
limited extent expressly set forth in the Plan,  and Paragon has
assumed the indebtedness and obligations under the Debt Agreements,
as amended and restated pursuant to the terms of the Credit
Agreement:

     * Senior Secured Revolving Credit Agreement, dated as of
       June 17, 2014, by and among Paragon International Finance
       Company and the Company, as borrowers, the lenders and
       Issuing Banks party thereto from time to time, the
       Revolving Credit Facility Agent, J.P. Morgan Securities
       LLC, Deutsche Bank Securities Inc., and Barclays Bank plc,
       as Joint Lead Arrangers and Joint Lead Bookrunners and
       certain other parties thereto (as amended, restated,
       modified, or supplemented from time to time); and

     * Term Loan Agreement, dated as of July 18, 2014, by and
       among the Company, as parent, Paragon Offshore Finance
       Company, as borrower, the lenders party thereto from time
       to time, the Term Loan Agent and certain other parties
       thereto.

                       Disposition of Assets

In connection with the Chapter 11 Cases and the Plan, on and prior
to the Effective Date, the Company and certain of its subsidiaries
effectuated certain restructuring transactions, pursuant to which
the Company formed Paragon as a wholly-owned subsidiary of the
Company and transferred to Paragon substantially all of the
subsidiaries, and other assets, of the Company.

Thereafter, on the Effective Date, in connection with the
effectiveness of, and pursuant to the terms of, the Plan and the
Confirmation Order, Paragon issued, at the direction of the
Company, to specified holders of allowed claims under the Plan all
of Paragon's outstanding ordinary shares, which issuance resulted
in a disposition of substantially all of the Company's assets.
Paragon's ordinary shares were issued pursuant to the exemption
from registration under the Securities Act of 1933, as amended,
contained in Section 1145 of the Bankruptcy Code in exchange for
certain claims against the Company.  In addition, the Company also
issued to such specified holders cash, debt and interests in the
Litigation Trust, in each case, upon the effectiveness of, and
pursuant to the terms of, the Plan, resulting in the elimination of
approximately $2.4 billion of the Company's previously existing
debt.

Following the consummation of the foregoing transactions, the
Company holds approximately $11.1 million-of cash on trust to
discharge the fees, expenses and disbursements of the
administration of the Company (including the Administrators' fees
and expenses) and the wind down of the Company's remaining
subsidiaries (excluding Prospector Offshore Drilling S.a.r.l
("Offshore Drilling") and certain of its direct and indirect
subsidiaries) ("the PLC Subsidiaries").  In accordance with the
Plan, the Company will continue to hold the shares in Offshore
Drilling after the Effective Date until such shares can be
transferred to Paragon (or one of its affiliates), pursuant to the
security arrangements to which such shares are subject.  The
Company's interest in the PLC Subsidiaries are expected to be of
negligible value once the costs of winding down the Company and the
PLC Subsidiaries are met. The Company's other assets comprise a
small level of IT equipment and office furniture, which assets have
a nominal value.  In accordance with the Plan and the Confirmation
Order, the Company and the PLC Subsidiaries shall in due course be
wound down and dissolved by the Joint Administrators of the Company
in accordance with applicable law.  

                     About Paragon Offshore

Houston, Texas-based Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.  The petitions were signed by
Randall D. Stilley as authorized representative.

Judge Christopher S. Sontchi is assigned to the cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel;
Richards, Layton & Finger, P.A. as local counsel; Lazard Freres &
Co. LLC as financial advisor; Alixpartners, LLP, as restructuring
advisor; PricewaterhouseCoopers LLP as auditor and tax advisor; and
Kurtzman Carson Consultants as claims and noticing agent.

No request has been made for the appointment of a trustee or an
examiner in the cases.

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

Counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent
under the Senior Secured Revolving Credit Agreement, dated as of
June 17, 2014, and (b) as collateral agent under the Guaranty and
Collateral Agreement, dated as of July 18, 2014, are Sandeep Qusba,
Esq., and Kathrine A. McLendon, Esq., at Simpson Thacher & Bartlett
LLP.  PJT Partners serves as its financial advisor.

Delaware counsel to JPMorgan Chase Bank, N.A. are Landis Rath &
Cobb LLP's Adam G. Landis, Esq.; Kerri K. Mumford, Esq.; and
Kimberly A. Brown, Esq.

Counsel to Cortland Capital Market Services L.L.C. as
administrative agent under the Senior Secured Term Loan Agreement,
dated as of July 18, 2014, are Arnold & Porter Kaye Scholer LLP's
Scott D. Talmadge, Esq.; Benjamin Mintz, Esq.; and Madlyn G.
Primoff, Esq.

Delaware counsel to Cortland Capital Market Services L.L.C. are
Potter Anderson & Corroon LLP's Jeremy W. Ryan, Esq.; Ryan M.
Murphy, Esq.; and D. Ryan Slaugh, Esq.

Counsel to Deutsche Bank Trust Company Americas as trustee under
the Senior Notes Indenture, dated as of July 18, 2014, for the
6.75% Senior Notes due 2022 and the 7.25% Senior Notes due 2024,
are Morgan, Lewis, & Bockius LLP's James O. Moore, Esq.; Glenn E.
Siegel, Esq.; and Joshua Dorchak, Esq.

Freshfields Bruckhaus Deringer LLP serves as legal counsel to the
Term Loan Agent and FTI Consulting, Inc. serves as its financial
advisor.

                          *     *     *

Paragon Offshore said June 7, 2017, that the Bankruptcy Court has
approved the Company's consensual plan of reorganization.  Under
the Consensual Plan, which the Company announced May 2, 2017,
Paragon's existing equity will be deemed worthless and the
company's secured creditors and unsecured bondholders will receive
equity in a new reorganized parent company.

Under the Consensual Plan of Reorganization, approximately $2.4
billion of previously existing debt will be eliminated in exchange
for a combination of cash and to-be-issued new equity.  If
confirmed, the Secured Lenders will receive their pro rata share of
$410 million in cash and 50% of the new, to-be-issued common
equity, subject to dilution.  The Bondholders will receive $105
million in cash and an estimated 50% of the new, to-be-issued
common equity, subject to dilution. The Secured Lenders and
Bondholders will each appoint three members of a new board of
directors to be constituted upon emergence of the Company from
bankruptcy and will agree on a candidate for Chief Executive
Officer who will serve as the seventh member of the board of
directors of the Company.

As a necessary component of the Consensual Plan, Paragon Offshore
filed before the High Court of Justice, Chancery Division,
Companies Court of England and Wales an application for
administration in the United Kingdom and sought an order appointing
two partners of Deloitte LLP as administrators of the company.  The
application was granted on May 23, 2017.

Neville Barry Kahn and David Philip Soden were appointed Joint
Administrators of Paragon Offshore Plc on May 23, 2017.  The
affairs, business and property of the Company are managed by the
Joint Administrators.  The Joint Administrators act as agents of
the Company and contract without personal liability.


PARETEUM CORP: Expects to Get $1.15M From Warrants Exercise
-----------------------------------------------------------
Pareteum Corp. entered into Warrant Exercise Agreements with
certain holders of outstanding warrants to purchase up to an
aggregate of 1,150,000 shares of common stock of the Company at
$1.87 per share whereby the Exercising Holders and the Company
agreed that the Exercising Holders would, exercise their Original
Warrants at a reduced exercise price of $1.00 per share.  The
Company expects to receive aggregate gross proceeds before expenses
of approximately $1.15 million from the exercise of the Original
Warrants by the Exercising Holders.

In consideration for the Exercising Holders exercising their
Original Warrants, the Company will issue to each Exercising Holder
a new warrant to purchase shares of the Company's common stock
equal to the number of shares of common stock received by such
Exercising Holder upon the cash exercise of such Exercising
Holder's Original Warrants.  The terms of the New Warrants will be
substantially similar to the terms of the Original Warrants, except
that the New Warrants will (i) have an exercise price equal to
$1.39 per share and (ii) be exercisable six months from first
issuance of the New Warrants, for a period of five years.

The issuance of the New Warrants will not be registered under the
Securities Act of 1933, as amended, or any state securities laws.
The New Warrants will be issued in reliance on the exemption from
registration provided by Section 4(a)(2) under the Securities Act
and/or Regulation D promulgated thereunder.  Each Exercising Holder
has represented that it is an accredited investor, as defined in
Rule 501 of Regulation D promulgated under the Securities Act.

In connection with the Exercise Agreements, the Company engaged
Joseph Gunnar & Co., LLC to act as the Company's placement agent.
The Company has agreed to pay Joseph Gunnar & Co., LLC a cash fee
equal to seven percent of the sum of the gross proceeds received by
the Company from the exercise of the Original Warrants.

                       About Pareteum Corp

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.

Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, compared with a net loss of $5 million for the year
ended Dec. 31, 2015.  

As of March 31, 2017, Pareteum had $13.10 million in total assets,
$16.33 million in total liabilities and a total stockholders'
deficit of $3.23 million.

Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has suffered
recurring losses from operations, has an accumulated deficit of
$287,080,234 and has negative working capital.  This raises
substantial doubt about the Company's ability to continue as a
going concern.


PATTERN ENERGY: Moody's Assigns Ba3 CFR, PDR & Sr. Unsecured Rating
-------------------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating
(CFR), a Ba3-PD probability of default rating (PDR) and Ba3 senior
unsecured rating to the $350 million senior unsecured notes being
issued at Pattern Energy Group Inc. Moody's also assigned an SGL-2
speculative grade liquidity rating to Pattern and an LGD4 loss
given default rating to the unsecured notes. The rating outlook is
stable. The proceeds from the notes issuance will be used to partly
finance the acquisition of the 324 MW Broadview wind project
located in New Mexico as well as pay down certain amounts drawn
under Pattern's $500 million revolving credit facility to fund the
180MW Armow project in Ontario, Canada, acquired in October 2016.


PEAK 10: S&P Affirms 'B' CCR, Lowers Outlook to Negative
--------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Charlotte, N.C.-based data center operator Peak 10 Holding Corp.
and revised the outlook to negative from stable.

At the same time, S&P said, "we assigned a 'B' issue-level rating
and '3' recovery rating to Peak 10's proposed $150 million senior
secured revolving credit facility maturing in 2022 and $1,120
million first-lien term loan maturing in 2024. The '3' recovery
rating indicates our expectation for meaningful (50%-70%; rounded
estimate: 60%) recovery for lenders in the event of a payment
default.

"We also assigned a 'CCC+' issue-level rating and '6' recovery
rating to its proposed $390 million senior secured second-lien term
loan maturing in 2025. The '6' recovery rating indicates our
expectation for negligible (0%-10%; rounded estimate: 0%) recovery
for lenders in the event of a payment default.

"We will withdraw the ratings on Peak 10's existing debt, which
will be redeemed as part of the transaction, when it has been
repaid.

"The outlook revision to negative reflects our expectation that
adjusted leverage, pro forma for the acquisition, will increase to
the low-8x area in 2017 and remain above our 7x downgrade threshold
until 2019. Still, we believe the company has the ability to
significantly improve leverage over the next few years from EBITDA
growth given strong demand for data center services and identified
cost synergies related to the acquisition of ViaWest. We believe
integration risk is limited because the companies have similar
business models and no geographic overlap. We also believe
identified cost synergies are fully attainable since they are
primarily related to corporate overhead, although costs to achieve
them prevent a net benefit from being realized for roughly 18-24
months. Further, we expect Peak 10 will generate modest levels of
free operating cash flow (FOCF) and that EBITDA interest coverage
will be between 2x-3x through 2018."

The negative outlook reflects Peak 10's heightened leverage, which
will exceed 8x pro forma for the acquisition, but also considers a
credible de-leveraging path through organic revenue growth and the
realization of cost synergies.

S&P said, "We could lower the rating if the company does not
improve leverage to the mid-7x area by year-end 2018, which could
occur if there are execution mishaps, realized synergies are
delayed, or the company pursues additional debt-funded
acquisitions, such that we believe the company will not be able to
improve leverage below 7x in 2019. Alternatively, we could lower
the rating if operating performance is weaker than we expect,
including higher churn, pricing pressure, and elevated capital
expenditures, leading to ongoing negative FOCF and reduced
availability under the revolving credit facility or sustained
leverage above 7x.

"We could revise the outlook to stable if the company is able to
improve leverage to the mid-7x area and realize identified
synergies by year-end 2018, such that we believe the company is on
a path to improve leverage below 7x in 2019."



PEARL ALLEN: Hires Keller Williams as Real Estate Broker
--------------------------------------------------------
Pearl Allen Ltd, has filed an amended application with the U.S.
Bankruptcy Court for the Western District of New York seeking
approval to hire Keller Williams Realty Buffalo Northtowns, as real
estate broker to the Debtor.

Pearl Allen requires Keller Williams to market and sell the Debtors
property known as 691 West Avenue, Buffalo, New York 14213.

Keller Williams will be paid a commission of 6% of the sale or
exchange price of the property.

Nicholas J. Giambra, member of Keller Williams Realty Buffalo
Northtowns, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Keller Williams can be reached at:

     Nicholas J. Giambra
     KELLER WILLIAMS REALTY BUFFALO NORTHTOWNS
     5500 Main Street, Suite 108
     Williamsville, NY 14221
     Tel: (716) 832-3300

                   About Pearl Allen Ltd

Pearl Allen Ltd, based in Buffalo, NY, filed a Chapter 11 petition
(Bankr. W.D.N.Y. Case No. 15-12224) on October 16, 2015. Arthur G.
Baumeister, Jr., Esq., at Amigone Sanchez & Mattrey LLP, serves as
bankruptcy counsel.

In its petition, the Debtor estimated $1.03 million in assets and
$674,959 in liabilities. The petition was signed by J. Anthony
DiGiulio, vice president.


PFO GLOBAL: Ch. 11 Trustee Hires Rochelle McCullough as Counsel
---------------------------------------------------------------
Shawn K. Brown, the Chapter 11 Trustee of PFO Global, Inc., et al.,
seeks authority from the U.S. Bankruptcy Court for the Northern
District of Texas to employ Rochelle McCullough L.L.P., as counsel
to the Trustee.

The Trustee requires Rochelle to:

   a) advise the Trustee with respect to his powers and duties in
      the Bankruptcy Cases;

   b) assist in the Trustee's ongoing investigation of the acts,
      conduct, assets, liabilities, and financial condition of
      the Debtors, the operation of the Debtors' businesses, and
      other matters relevant to the Bankruptcy Cases; and

   c) perform such other legal services as may be required and
      are in the interest of the estate.

Rochelle will be paid at these hourly rates:

     Michael R. Rochelle              $610
     Kevin D. McCullough              $475
     Gregory H. Bevel                 $500
     Edwin Paul Keiffer               $500
     Andy Jillson                     $475
     Kathryn G. Reid                  $325
     Shannon Thomas                   $210
     Wesley Gould                     $140
     Paralegals  

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

Kevin D. McCullough, partner of Rochelle McCullough L.L.P., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Rochelle can be reached at:

     Kevin D. McCullough, Esq.
     Kathryn G. Reid, Esq.
     Shannon Thomas, Esq.
     ROCHELLE McCULLOUGH, LLP
     325 N. St. Paul Street, Suite 4500
     Dallas, TX 75201
     Tel: (214) 953-0182
     Fax: (214) 953-0185
     E-mail: kdm@romclaw.com
             kreid@romclaw.com
             sthomas@romclaw.com

                   About PFO Global, Inc.

PFO Global, Inc., and each of its affiliates Pro Fit Optix Holding
Company, LLC, Pro Fit Optix, Inc., PFO Technologies, LLC, PFO
Optima, LLC, and PFO MCO, LLC, filed Chapter 11 petitions (Bankr.
N.D. Tex. Lead Case No. 17-30355) in Dallas on Jan. 31, 2017.

The Debtors are a consolidated group of companies that operate in
the eyewear and lenses industry worldwide. Global owns 100% of the
equity interests in Holding. In turn, Holding owns 100% of the
equity interests in Optix, Technologies, Optima and MCO.

Rosa R. Orenstein, Esq. and Nathan M. Nichols, Esq., at Orenstein
Law Group, P.C., serve as the Debtors' bankruptcy counsel. Haynes
and Boone, LLP, is their special corporate and securities law
counsel. Mahesh Shetty, a certified public accountant, is the
Debtor's financial officer.

In February 2017, a three-member panel was appointed as official
committee of unsecured creditors in the Debtors' case. The
Committee retained Shraiberg, Ferrara, Landau & Page, P.A. as legal
counsel, and McCathern, PLLC as local counsel.


PME MORTGAGE: U.S. Trustee Forms 5-Member Committee
---------------------------------------------------
The Office of the U.S. Trustee on July 17 appointed five creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of PME Mortgage Fund Inc.

The committee members are:

     (1) Michael Sirelson
         7424 Village 7
         Camarillo, CA 93012
         Phone: 760-835-1798

     (2) Sandra Petrucelli  
         33349 Wallace Way
         Yucaipa, CA 92399
         Phone: 909-838-4488

     (3) Thomas A. Whittemore
         5022 Harlan Drive
         Klamath Falls, OR 97602
         Phone: 541-274-0594

     (4) Barbara Weiner
         405 San Martin Circle
         Big Bear City, CA 92314
         Phone: 909-585-7378

     (5) Jerry Goulding
         P.O. Box 8172
         Truckie, CA 96162
         Phone: 530-587-5609

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.

PME Mortgage Fund is represented by:

     Derrick Talerico, Esq.
     David B. Zolkin, Esq.
     Zolkin Talerico LLP
     12121 Wilshire Blvd., Suite 1120
     Los Angeles, CA 90025
     Tel: 424-500-8552
     Email: dtalerico@ztlegal.com
     Email: dzolkin@ztlegal.com

                  About PME Mortgage Fund Inc.

PME Mortgage Fund Inc. is a privately held company in Big Bear
Lake, CA.  The Debtor is an affiliate of hard-money lender Pacific
Mortgage Exchange, Inc., which has provided hard money loan
programs for over 30 years.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-15082) on June 19, 2017.  The
petition was signed by Nicholas Rubin, chief restructuring officer.


At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $10 million to $50 million.


PREMIUM COMMERCIAL: Hires Orenstein Law as Counsel
--------------------------------------------------
Premium Commercial Plumbing, Inc., seeks authority from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Orenstein Law Group, P.C., as counsel to the Debtor.

Premium Commercial requires Orenstein Law to:

   a. give the Debtor legal advice with respect to its respective
      duties, powers and obligations;

   b. assist the Debtor in its investigation of its assets,
      liabilities, and financial condition, the Debtor's
      businesses, and any other matter relevant to thie
      Bankruptcy Case or to the formulation of a plan or plans of
      reorganization;

   c. file, or amend if necessary, schedules and statements of
      financial affairs and any other pleading or document deemed
      necessary to be filed on behalf of the Debtor;

   d. participate with the Debtor in the formulation of a plan or
      plans of reorganization, including, if necessary, attend
      and assist in negotiation sessions, discussions and
      meetings with its creditors;

   e. assist the Debtor in the sale of any of its assets pursuant
      to Section 363 of the Bankruptcy Code, if applicable;

   f. assist the Debtor in requesting the appointment of
      professional persons, should such action be necessary;

   g. represent the Debtor at all necessary hearings, including
      but not limited to motions, trials, rejection and
      acceptance of executory contract hearings, disclosure
      statement and plan confirmation hearings; and

   h. perform such other legal services as may be required and in
      the best interests of the Debtor and its estate, including,
      but not limited to, prosecution of appropriate necessary
      adversary proceedings.

Orenstein Law will be paid at these hourly rates:

     Attorneys                  $275-$450
     Legal Assistants           $100

On June 6, 2017, the Debtor provided Orenstein Law with an initial
pre-petition retainer in the amount of $5,000.  On June 21, 2017,
the Debtor provided Orenstein Law with an additional retainer in
the amount of $25,000.

As of the Petition Date, there remained a balance of $25,783 in the
retainer. Orenstein Law will maintain the balance of the Retainer
in its trust account pending further order of this Court.

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

Rosa R. Orenstein, partner of Orenstein Law Group, P.C., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Orenstein Law can be reached at:

     Rosa R. Orenstein, Esq.
     ORENSTEIN LAW GROUP, P.C.
     1910 Pacific Avenue, Suite 8040
     Dallas, TX 75201
     Tel: (214) 757-9101
     Fax: (972) 764-8110

                   About Premium Commercial Plumbing, Inc.

Headquartered in Caddo Mills, Texas, Premium Commercial Plumbing,
Inc., formerly known as Shadetree Electric Of Arkansas Inc., is a
nonresidential building operator whose principal assets are located
at 4717 State Highway 34 S Greenville, Texas.

Premium Commercial filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Tex. Case No. 17-32426) on June 22, 2017, estimating
its assets and liabilities at between $1 million and $10 million
each. The petition was signed by Roy Wilcox, president.

Judge Harlin DeWayne Hale presides over the case.

Nathan M. Nichols, Esq., and Rosa R. Orenstein, Esq., at Orenstein
Law Group, P.C., serve as the Debtor's bankruptcy counsel.


RCWE HOLDING: Hires Altair Management as Property Manager
---------------------------------------------------------
RCWE Holding Company seeks authority from the U.S. Bankruptcy Court
for the Western District of Pennsylvania to employ Altair
Management, LLC, as property manager to the Debtor.

RCWE Holding requires Altair Management to manage the Debtor's
property a multi-tenant office building, located at 155 West 8th
Street, Erie, PA 16501.

Altair Management will be paid 5% of the rents collected.  Altair
Management will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Charles J. Peters, managing member of Altair Management, LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Altair Management can be reached at:

     Charles J. Peters
     ALTAIR MANAGEMENT, LLC
     1001 State Street, Suite 307
     Erie, PA 16501
     Tel: (814) 622-1121

                   About RCWE Holding Company

Headquartered in Erie, Pennsylvania, RCWE Holding Company filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
17-10597) on June 12, 2017, estimating its assets and liabilities
at between $1 million and $10 million. The petition was signed by
Mr. Ken Smith, member of the Board of Directors.

Judge Thomas P. Agresti presides over the case.

Guy C. Fustine, Esq., at Knox Mclaughlin Gornall & Sennett, P.C.,
serves as the Debtor's bankruptcy counsel.



REVLON INC: S&P Lowers CCR to 'B' On Continued Weak Performance
---------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
U.S.-based Revlon Inc. to 'B' from 'B+'. The outlook is stable.

In addition, S&P said, "we lowered our issue-level rating on the
company's $1.8 billion term loan B to 'B' from 'B+', with a '3'
recovery rating indicating our expectation for meaningful (50%-70%;
rounded estimate: 50%) recovery in the event of a payment default.


"Concurrently, we lowered our issue-level rating on the company's
$500 million notes due in 2021 and $450 million notes due in 2024
to 'B-' from 'B'. The recovery rating on both is '5', reflecting
our expectation for modest (10%-30%; rounded estimate: 15%)
recovery of principal in the event of a payment default.

"The rating action reflects our belief that Revlon's operating
performance will remain below our previous expectations, with pro
forma debt leverage increasing to about 8x (excluding restructuring
and integration costs from our EBITDA addbacks) by the end of
fiscal 2017 from our earlier projection of mid-5x. Moreover, we now
expect that the company's FOCF will turn negative during the year
and that credit metrics will remain very weak through 2018.

"The stable outlook reflects our expectations that Revlon's
operating performance will strengthen throughout 2018 as it
benefits from its mass-channel growth initiatives. We expect the
majority of the company's restructuring efforts and costs to
implement synergies to be completed in 2017, leading to better
profits and margins, and stronger credit ratios in 2018.

"We could lower our ratings if mass-channel growth initiatives fail
and sales and margins continue to weaken, hindering its efforts to
strengthen credit ratios and improve cash flows. Under this
scenario, debt leverage remains over 8x. We could also lower the
ratings if FOCF remains negative.

"We could consider a higher rating if the company maintains its
shelf space within its mass channel and improves its sales and
margin, such that debt leverage declines below 6x. We do not expect
this to happen over the next 12 months."



RJRAMDHAN GROUP: Names Robert Wilcox as Attorney
------------------------------------------------
RJRamdhan Group LLC seeks authorization from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Robert D. Wilcox
and Wilcox Law Firm as attorney.

Wilcox Firm will represent the Debtor in bankruptcy and related
litigation, including the development and implementation of a
Chapter 11 plan of reorganization.

Wilcox Firm will be paid at these hourly rates:
    
       Robert D. Wilcox                $325
       Attorneys/Partners              $225-$400
       Associates                      $165-$235

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

Robert D. Wilcox, a partner of Wilcox Firm, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.

Wilcox Firm can be reached at:

       Robert Wilcox, Esq.
       WILCOX LAW FIRM
       820 AIA North, Suite W-15
       Ponte Vedra Beach, FL 32082
       Tel: (904) 405-1248
       E-mail: rw@wlflaw.com

                      About RJRamdhan Group

RJRamdhan Group, LLC filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 17-02241) on June 19, 2017.  The Debtor is represented by
Robert D. Wilcox, Esq., at Wilcox Law Firm.


RV COLLISION: Hires Robert Rothfeld as Accountant
-------------------------------------------------
RV Collision and Restoration LLC seeks authorization from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Robert Rothfeld and Taxman USA Inc as accountant.

The Debtor requires Taxman USA to:

   (a) prepare 2015 and 2016 taxes;
  
   (b) assist in the submission of monthly operating reports; and

   (c) provide all other services of an accounting nature.

Taxman USA will be reimbursed for reasonable out-of-pocket expenses
incurred.

Robert Rothfeld and Taxman USA assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estate.

Taxman USA can be reached at:

       Robert Rothfeld
       TAXMAN USA, INC.
       822 Bryan Street
       Kissimmee, FL 34741
       Tel: (407) 932-3499
       
               About RV Collision and Restoration

RV Collision and Restoration, LLC, filed a Chapter 11 petition
(Bankr. M.D. Fla. Case No. 17-01590) on March 13, 2017, listing
under $1 million in both assets and liabilities.  Tyler S. Van
Voorhees Law, LLC represents the Debtor as bankruptcy counsel.


S B BUILDING ASSOCIATES: Examiner Hires Trenk DiPasquale as Atty.
-----------------------------------------------------------------
Frank Pina, the Chapter 11 Examiner of S B Building Associates
Limited Partnership, et al., seeks authority from the U.S.
Bankruptcy Court for the District of New Jersey to employ Trenk
DiPasquale Della Fera & Sodono, P.C., as attorney to the Examiner.

The Examiner requires Trenk to represent the Examiner in all
aspects of his duties as examiner in the Chapter 11 bankruptcy
proceeding.

Trenk will be paid at these hourly rates:

     Partners                  $400
     Associates                $250
     Paralegals                $215

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

Joseph J. DiPasquale, a partner of Trenk DiPasquale Della Fera &
Sodono, P.C., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

Trenk can be reached at:

     Joseph J. DiPasquale, Esq.
     TRENK DIPASQUALE DELLA FERA & SODONO, P.C.
     347 Mt. Pleasant Avenue, Suite 300
     West Orange, NJ 07052
     Tel: (973) 243-8600
     E-mail: jdipasquale@trenklawfirm.com

                   About S B Building Associates
                        Limited Partnership

Morristown, New Jersey-based S B Building Associates Limited
Partnership, SB Milltown Industrial Realty Holdings, LLC, and Alsol
Corporation filed separate Chapter 11 bankruptcy petitions (Bankr.
D. N.J. Lead Case No. 13-12682) on Feb. 11, 2013.  Judge Vincent F.
Papalia presides over the consolidated cases.  Alsol's petition
disclosed $1 million to $10 million in assets and liabilities.

The Debtors are represented by Morris S. Bauer, Esq. --
msbauer@nmmlaw.com – at Norris McLaughlin & Marcus, in
Bridgewater, New Jersey; Joseph R Zapata, Jr., Esq., at Mellinger,
Sanders & Kartzman, LLC; Gregory J Cannon, Esq., at Berger &
Bornstein, LLC; and Elizabeth K. Holdren, Esq., at Hill Wallack.


S&S HOLDING: Taps Todd M. Gornstein as Special Counsel
------------------------------------------------------
S&S Holding Company LLC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to hire the Law Offices of
Todd M. Gornstein & Associates, LLC as special counsel.

The firm will assist the Debtor in the sale of its four real estate
properties located in Brockton and Franklin, Massachusetts.  

Todd Gornstein, Esq., the attorney who will be providing the
services, will be paid a flat fee of $950 for each property sold.
Fees will be paid from the sale proceeds.

Mr. Gornstein disclosed in a court filing that he and other members
of his firm are "disinterested" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Todd M. Gornstein, Esq.
     Law Offices of Todd M. Gornstein & Associates, LLC
     246 East Main Street
     Norton, MA 02766
     Tel: (508) 622-1835
     Email: toddg@gornsteinlaw.com

                        About S&S Holding

Headquartered in Franklin, Massachusetts, S&S Holding Company LLC
is a single location business engaged in real property leasing.  

On March 22, 2017, S&S filed its first Chapter 7 case (Bankr. D.
Mass. Case No. 17-40504).  It again filed a Chapter 7 petition on
June 21, 2017 (Bankr. D. Mass. Case No. 17-41145), which case had
been dismissed by the court.

S&S sought Chapter 11 bankruptcy protection (Bankr. D. Mass. Case
No. 17-41199) on June 29, 2017, estimating assets and liabilities
at between $1 million and $10 million.  The petition was signed by
James McNeil, manager.

Judge Elizabeth D. Katz presides over the Chapter 11 case.

Ann Brennan, Esq., at Ann Brennan Law Offices, serves as the
Debtor's bankruptcy counsel.


SABLE INT'L: Moody's Retains Ba3 CFR Amid $300MM Add-on Loan
------------------------------------------------------------
Moody's Investors Service informs that the Ba3 ratings on Sable
International Finance Limited (SIFL)'s senior secured term loan,
senior secured revolving credit facility and senior unsecured
global notes remain unchanged following the proposed USD300 million
add-on to its USD1.125 billion senior secured term loan B-3 due in
2025. Proceeds will be used to refinance a portion of the senior
unsecured USD1.250 billion notes due 2021 outstanding at Columbus
International Inc. (Columbus) as well as cover transaction related
fees.

The Ba3 corporate family rating (CFR) of Cable & Wireless
Communications Limited (CWC), the Ba3 senior unsecured rating on
Columbus' notes, and the senior unsecured B2 rating at Cable &
Wireless International Finance B.V. (CWIF) remain unchanged. The
outlook on the ratings is stable.

RATINGS RATIONALE

The transaction takes place as part of CWC's ongoing efforts to
simplify its capital structure and plans to refinance the debt
outstanding at Columbus. The add-on does not have any material
effect on CWC's debt and leverage levels, and will extend the
maturity of the amount refinanced to 2025 from 2021. Upon closure
of the transaction, SIFL's senior secured term loan B-3 will have
around USD1.425 billion outstanding.

The alignment of the secured and unsecured ratings of SIFL and
unsecured ratings of Columbus with CWC's Ba3 CFR reflects Moody's
assessment that, with the exception of the unsecured debt at CWIF,
there is no structural subordination or security that merits
differentiation from the CFR. The CWIF bonds are rated B2, two
notches below the CFR, because they benefit only from a
structurally subordinated guarantee and have access to CWC's cash
flows only after SIFL, ranking last in the priority of claims.

CWC's Ba3 CFR is linked to the credit profile and financial
policies of its parent, Liberty Global plc (Ba3, stable), which
acquired the company in May 2016. The rating also reflects CWC's
effective business model, good profitability and leading market
positions throughout the Caribbean and Panama. The CFR further
incorporates operating challenges and exposure to the emerging
economies where the company operates as well as the competitive
nature of the telecom industry, negative free cash flow and higher
leverage as a result of the Liberty Global acquisition. Despite a
higher debt burden, CWC's integration into the Liberty Global group
also brings some benefits as it forms part of a larger, well-funded
group with a successful M&A track record and experience in Latin
America, and targets synergies estimated at USD150 million by
year-end 2020.

The stable outlook reflects expectations for EBITDA margin
(including Moody's adjustments) remaining above 40%, moderate
revenue growth and the maintenance of an adequate liquidity
position. The outlook also incorporates the return to an adjusted
debt/EBITDA ratio under 4.0x and to breakeven free cash flow within
the next 12 to 18 months.

A ratings upgrade is unlikely at this time given CWC's linkage to
Liberty Global's credit profile. However, a ratings upgrade could
be considered if more conservative financial policies lead to
deleveraging to under 2.5x (adjusted debt/EBITDA) while maintaining
stable adjusted EBITDA margins and generating strong positive free
cash flow. If Liberty Global's ratings are upgraded, CWC's ratings
could also be upgraded.

CWC's ratings could be downgraded if adjusted debt/EBITDA increases
to over 4.0x or if adjusted EBITDA margin declines toward 35%, both
on a sustained basis. If the company's market shares decline or its
liquidity position weakens, the ratings would also come under
pressure. CWC's ratings could also be downgraded if Liberty
Global's ratings are downgraded.

A subsidiary of Liberty Global, CWC is an integrated
telecommunications provider offering mobile, broadband, video,
fixed-line, business and IT services in Panama, Jamaica, the
Bahamas, Trinidad & Tobago, and Barbados and other markets,
principally in the Caribbean. For the last 12 months to March 2017,
CWC generated revenues of USD2.3 billion.

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.


SAILING EMPORIUM: Taps Martin Satinsky as Forensic Accountant
-------------------------------------------------------------
The Sailing Emporium, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to hire a forensic accountant.

The Debtor proposes to hire Martin Satinsky, a certified public
accountant, in connection with its objection to the claim of The
Peoples Bank.  

The services to be provided by the accountant include
quantification of amounts owed to Peoples Bank; analysis of
financial transactions; and preparation of an expert report to be
used at trial.  

Mr. Satinsky's hourly rate ranges from $250 to $600, depending on
the complexity and nature of the work to be performed.

Prior to its bankruptcy filing, the Debtor paid a retainer in the
amount of $3,500 to the accountant.  The retainer will not be
considered to be payment of fees but a deposit to partially secure
payment of court-approved fees.

Mr. Satinsky disclosed in a court filing that he does not represent
any interest adverse to the Debtor or its estate.

Mr. Satinsky maintains an office at:

     Martin J. Satinsky
     407 Belle Pointe Drive
     Nashville, TN 37221-3463

                   About The Sailing Emporium

The Sailing Emporium, Inc., owns and operates a full service marina
located on the picturesque Eastern Shore of Maryland on eight acres
on Rock Hall Harbor in Rock Hall, Maryland.  Services include boat
sales, boat repair and restoration, electronics sales and service
and sailboat charters.  The Property also includes a marine store
and nautical gift shop.  The Property has 155 deep water slips and
20 transient slips, and the landscaped grounds and other amenities
have made this marina a point of interest in Rock Hall.

The Sailing Emporium, Inc., filed a Chapter 11 petition (Bankr. D.
Md. Case No. 16-24498) on Nov. 1, 2016.  The petition was signed by
William Arthur Willis, president.  The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the
filing.

The case is assigned to Judge Thomas J. Catliota.

The Debtor's counsel is Lisa Yonka Stevens, Esq., at Yumkas,
Vidmar, Sweeney & Mulrenin, LLC.  The Debtor has employed Andrew
Cantor and Marcus & Millichap Real Estate Investment Services as
broker, and tapped Gary T. Mott & Associates, CPA, P.A., as
accountant.


SANDFORD AND SON: Sale of Property Glendale Property for $190K OK'd
-------------------------------------------------------------------
Judge Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized the private sale by
Sandford and Son and Jay Sandford of real property located at 3054
Limekiln Pike, Glenside, Pennsylvania, to James O'Hannon for
$190,000.

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

Notwithstanding the foregoing, proceeds generated by the sale will
be distributed at closing and in the order of priority under
applicable law to the applicable Creditors where there is no
dispute between the Debtors and Creditors as to payment to be made.
Where there is a dispute about the order or amount of a payment,
the proceeds will be held in escrow until the dispute is resolved.


The Order will be effective immediately upon entry, and the 14-day
stay under Fed. R. Bankr. P. 6004(h) is waived.

                     About Sandford and Son
   
Sandford and Son filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-18330) on Oct. 17, 2014.  The company's owner, Jay
Sandford, also sought Chapter 11 protection (Case No. 14-18364).

Jay Sandford started buying investment properties in Philadelphia
in the 1970s with his late father, Walter Sandford (former jointly
administered debtor in this case), which they rented out to
tenants.

Sandford and Son estimated assets and liabilities of $1 million to
$10 million as of the bankruptcy filing.

The Hon. Jean K. FitzSimon presides over the cases.

The Debtors tapped John M. Keating, Esq., at Law Office of John M.
Keating, as counsel.


SEACOR HOLDINGS: Fitch Affirms & Withdraws 'B' IDR
--------------------------------------------------
Fitch Ratings has affirmed and withdrawn the Long-Term Issuer
Default Rating (IDR) of Seacor Holdings, Inc. at 'B'. The Rating
Outlook is revised to Stable from Negative. Fitch has also upgraded
to 'BB-/RR2' from 'B+/RR3' and withdrawn the rating on SEACOR's
senior unsecured notes. The ratings have been withdrawn for
commercial reasons.

SEACOR's ratings reflect its stabilizing fundamentals driven by the
spin-off of the negative cash flow generating Offshore Marine
segment (OMS) into a newly traded entity called Seacor Marine
Holdings Inc. (NYSE: SMHI) and the sale of its 70% ownership stake
in Illinois Corn Processing (ICP) for $76 million ($30 million in
cash, and the balance in a seller's financing note). These two
segments were either non-core or, deeply volatile, non-cash
generating segments particularly in the last two years, with OMS
impacted by the severe downturn in the oilfield services sector.
SEACOR is looking to focus on a smaller, relatively stable business
model, with two instead of four segments. The company will continue
to remain opportunistic while harnessing strong returns.

The two surviving segments post the SMH spin-off and the ICP sale;
Shipping Services (SS) and Inland River Services (IRS) reflect
stable businesses with some barriers to entry due to the ownership
of Jones Act tankers in the SS segment, and historically less
unpredictable cash flow profiles. However, Fitch expects some
near-term weakness in the IRS segment driven by lower freight
rates. Fitch has limited visibility on the day rate profile of the
2017 deliveries in SS but assumes that signed contracts reflect the
current macro environment for U.S. flagged tankers. Fitch further
expects the new SEACOR to generate positive FCF during the forecast
period, which will be used for deleveraging purposes. This is a
deviation from a track record of negative FCF generation caused by
a robust new build program and larger capex outlays from the OMS
and SS segments. Forecast capex is expected around maintenance
levels post the 2017 vessel deliveries.

SEACOR reported Total Debt/EBITDA of 10.6x in the last 12 months
(LTM) of March 31, 2017 compared to 6.2x in the same period in
2016. Pro forma metrics exclude weaker OMS and ICP segments and are
expected to improve in the forecast period. SEACOR's mid-cycle
leverage excluding non-recourse SEA-Vista debt will improve to 5.9x
under the base case.

Approximately $571 million of long-term debt, reflecting the post
SMH spin off and ICP sale capital structure is affected by rating
action. A full list of ratings follows at the end of this release.

KEY RATING DRIVERS

DIVESTMENTS SUPPORTS STABLE BUSINESS MODEL

Fitch believes that the business divestment strategy with the
spin-off of OMS and sale of ICP is credit positive and improves
overall asset quality, all else equal. On a consolidated basis, and
during the forecast period, Fitch estimates that SEACOR will
incrementally benefit from the SS segment driven by delivery of two
vessels in Q1 and Q3 2017 respectively. The company's sale of ICP
slightly increases liquidity, as cash proceeds of $21 million
(representing 70% of the total cash proceeds of $30 million
received for the sale) will be added to the balance sheet for
general corporate purposes.

ADEQUATE NEAR-TERM LIQUIDITY POSITION

SEACOR's financial policy is to maintain large cash balances to
withstand sector volatility, and to opportunistically capitalize on
asset purchases. The company had cash and equivalents, restricted
cash, and marketable securities of $521.2 million, as of March 31,
2017. Out of the total liquidity, $418.9 million is unrestricted
cash, $98.2 million comprises marketable securities, and $4.1
million is classified as restricted cash. Other sources of
liquidity are at the asset level including under the ICP revolving
credit facility the Sea-Vista revolver and term loan facilities,
which are non-recourse, non-guaranteed, and without cross default
or cross-acceleration clauses.

MANAGEABLE NEAR-TERM MATURITIES PROFILE

The company has modest scheduled annual maturities through 2018
that represent principal repayments on asset-specific mortgages,
among other indebtedness. The most significant scheduled maturity
over the next five years is the remaining $161 million in 7.375%
senior notes due 2019. Additionally, the first put date for the
$157.1 million outstanding of the 2.5% senior convertible notes is
in December 2017. The conversion option is currently
out-of-the-money with a conversion price of $54.30 relative to the
stock price of $34/share. Pro forma the OMS spin-off, and ICP sale,
unrestricted cash on the balance sheet declines to $256.5 million
as of March 31, 2017. This amount represents a cash balance on
March 31, 2017 less the $183.4 million that goes to the spun-off
entity SMH, plus $21 million in cash proceeds from the ICP sale.
Fitch believes that the pro forma cash on the balance sheet should
adequately cover this obligation should the converts become
putable. Reduced capex commitments over the forecast period
supports free cash flow generation, which provides incremental
liquidity to SEACOR. Finally, unencumbered assets at the IRS level
serves as an additional liquidity source.

FLEET QUALITY

According to management, SEACOR's fleet in the IRS segment average
about nine years old compared to about 22% of vessels operating in
the U.S. inland water ways, where average vessel age is over 20
years. Two new vessels will join the Shipping Services fleet in
2017. The company is constantly opportunistic, with its fleet
management strategy of selling older vessels before they become
prohibitively expensive to maintain and picking up newer assets
from distressed or other sellers. Overall, SEACOR's relatively
young fleet age reduces down time and the need to constantly repair
and replace aging vessels.

KEY ASSUMPTIONS

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

-- Spin-off of OMS segment and sale of ICP in 2017.
-- IRS segment assumed to exhibit weaker results in the near term

    driven by lower freight rates but recover in the out years.
-- SS segment cash flow growth supported by delivery of two new-
    builds. Stable margins through the forecast period.
-- Capital spending forecast balanced with near-term capital
    commitments as disclosed by management.
-- Limited share buybacks and security purchases totalling $22
    million in 2017.
-- Assumes the convertibles remain out of the money during the
    forecast period.

RATING SENSITIVITIES

Rating Sensitivities are no longer relevant given the ratings
withdrawal.

LIQUIDITY

SEACOR's financial policy is to maintain large cash balances to
withstand sector volatility, and to opportunistically capitalize on
asset purchases during cyclical downturns. The company had cash and
equivalents, restricted cash, and marketable securities of $521.2
million, as of March 31, 2017. Fitch notes that of the total
liquidity, $418.9 million is unrestricted cash, $98.2 million
comprises marketable securities, and $4.1 million is classified as
restricted cash. Other sources of liquidity are at the asset level
including under the ICP revolving credit facility the Sea-Vista
revolver and term loan facilities, which are non-recourse,
non-guaranteed, and without cross default or cross-acceleration
clauses. Fitch expects liquidity to remain strong, with 2017 cash
balance forecast at $296 million.

FULL LIST OF RATING ACTIONS

Seacor Holdings, Inc.
-- Long-term IDR affirmed at 'B', Outlook revised to Stable from
    Negative and withdrawn for commercial reasons;
-- Senior unsecured notes upgraded to 'BB-/RR2' from 'B+/RR3' and

    withdrawn for commercial reasons.



SEARS HOLDINGS: Lampert's ESL Has 56.5% Stake as of July 13
-----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, these reporting persons disclosed beneficial ownership
of shares of common stock of Sears Holdings Corporation as of
July 13, 2017:

                                       Shares      Percentage
                                    Beneficially       of
  Name                                 Owned          Shares
  ----                              ------------   ----------
ESL Partners, L.P.                   63,374,656       56.5%
SPE I Partners, LP                    150,124          0.1%
SPE Master I, LP                      193,341          0.2%
RBS Partners, L.P.                   63,718,121       56.9%
ESL Investments, Inc.                63,718,121       56.9%
Edward S. Lampert                    63,718,121       53.8%

The percentage is based upon 107,265,571 shares of Holdings Common
Stock outstanding as of May 19, 2017, as disclosed in Holdings'
Quarterly Report on Form 10-Q for the fiscal quarter ended April
29, 2017, that was filed by Holdings with the SEC on May 25, 2017,
and 4,808,465 shares of Holdings Common Stock that may be acquired
by a reporting person within 60 days upon the exercise of Warrants
to purchase shares of Holdings Common Stock.

On July 13, 2017, in accordance with Section 2.02 of the Amended
Second Lien Credit Agreement, the ESL Lenders entered into
short-term line of credit loans with the Second-Lien Borrowers
pursuant to the terms of those certain Line of Credit Loan
Proposals, dated as of July 13, 2017.  The July Line of Credit
Loans are in an aggregate principal amount of $200 million, have a
maturity of 151 days and have a fixed interest rate of 9.75% per
annum.  In connection with the July Line of Credit Loans, the ESL
Lenders executed that certain Line of Credit Lender Joinder
Agreement, dated as of July 13, 2017, by and among the ESL Lenders
and the Second-Lien Borrowers.

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

                     https://is.gd/21J98x

                          About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused  

on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $2.22 billion on $22.13
billion of revenues for the fiscal year 2016, compared to a net
loss of $1.12 billion on $25.14 billion of revenues for the fiscal
year 2015.

                          *     *     *

As reported by the TCR on Jan. 30, 2017, Fitch Ratings has affirmed
the Long-term Issuer Default Ratings (IDR) on Sears Holdings
Corporation (Holdings) and its various subsidiary entities
(collectively, Sears) at 'CC'.

The TCR reported on Dec. 19, 2016, that S&P Global Ratings affirmed
its ratings, including the 'CCC+' corporate credit rating, on Sears
Holdings Corp.  "We revised our assessment of Sears' liquidity to
less than adequate from adequate based on the impact of continued
and meaningful cash use and constraints on contractually committed
liquidity from cash use and incremental secured funded borrowings,"
said credit analyst Robert Schulz.  "We do not incorporate any
significant prospective asset sales or execution of strategic
alternatives for legacy hardline brands into our assessment of
committed liquidity."

As reported by the TCR on Jan. 24, 2017, Moody's Investors Service
downgraded Sears Holdings Corporate Family Rating to 'Caa2' from
'Caa1'.  Sears' 'Caa2' rating reflects the company's sizable
operating losses - Domestic Adjusted EBITDA (as defined by Sears)
was a loss of $884 million in the latest 12 month period.


SHORT BARK: U.S. Trustee Forms 7-Member Committee
-------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on July 18,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Short Bark
Industries, Inc.

The committee members are:

     (1) Global Enterprises
         Attn: Michael Selin
         7506 N. Chicago Avenue
         Portland, OR 97203
         Tel: (503) 705-5275

     (2) Atlantic Diving Supply, Inc.
         Attn: Kay J. Dunn Jr.
         621 Lynnhaven Parkway, Suite 400
         Virginia Beach, VA 23452
         Tel: (757) 416-6369

     (3) Diversitex Inc.
         Attn: Christopher Summers
         376 Hollywood Avenue, Suite 203
         Fairfield, NJ 07004
         Tel: (973) 787-9252
         Fax: (973) 787-9253

     (4) Milliken & Company
         Attn: Gerard Murphy
         P.O. Box 1926, M149
         Spartanburg, SC 29304-1926
         Tel: (864) 503-1350
         Fax: (864) 503-6866

     (5) MMI Textiles, Inc.
         Attn: Amy Bircher
         29260 Clemens Road
         Westlake, OH 44145
         Tel: (440) 899-8050
         Fax: (440) 899-8055

     (6) SSM Industries, Inc.
         Attn: Anita Hostetler
         P.O. Box 602
         Spring City, TN 37381
         Tel: (423) 365-2426
         Fax: (423) 365-2185

     (7) Southern Mills, Inc.
         dba Tencate Protective Fabrics
         Attn: Bradley Reynolds
         365 South Holland Drive
         Pendergrass, GA 30567
         Tel: (706) 693-1776

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 Short Bark Industries

Short Bark Industries, Inc. -- http://www.shortbark.com/--  
provides military apparels for the Department of Defense, law
enforcement industry.  The Company's current or previously
manufactured items in the military category include but are not
limited to military MOLLE, medium and large rucksacks, assault
packs, IWCS, ACU, ABU, BDU, helmet covers, FROG, A2CU and more.
The Company offers men and boys suits, over garments, bag, and
coats.  Short Bark Industries holds over 120,000+ square feet of
manufacturing capacity with operations in Florida, Puerto Rico and
Tennessee.

The Company and 1 other affiliates sought bankruptcy protection on
July 10, 2017 (Bankr. D. Del., Case No. 17-11501 and Case No.
17-11502).  The petition was signed by Phil Williams, CEO and
Chairman.

The Debtors listed total assets of $10 million to $50 million and
total liabilities of $10 million to $50 million.

Bielli & Klauder, LLC, serves as lead bankruptcy counsel to the
Debtors.


SITEONE LANDSCAPE: S&P Raises CCR to BB-, Outlook Stable
--------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Roswell,
Ga.-based SiteOne Landscape Supply Inc. to 'BB-' from 'B+'. The
outlook is stable.

At the same time, S&P said, "we raised our issue-level rating on
the company's $300 million (approximately $299 million outstanding)
first-lien term loan due 2022 to 'BB' from 'BB-'. The recovery
rating remains '2', indicating our expectation of substantial (70%
to 90%; rounded estimate: 70%) recovery in the event of a payment
default.

"The upgrade reflects continued improvement in SiteOne's operating
and financial results, more board independence, and a reduction in
ownership by private equity firm CD&R and Deere. By year-end 2017,
we expect SiteOne to produce adjusted FFO to debt between 20% and
22%, growing to between 23% and 25% by year-end 2018 (compared with
about 17% in 2016). At the same time, we expect adjusted leverage
to fall to approximately 3x by year-end 2017 and slightly under 3x
by year-end 2018 (versus roughly 3.5x in 2016). At the same time,
the reduction in ownership by CD&R and Deere to approximately 14%
(from more than 40% previously) and related resignations from
SiteOne's board of directors last month (in favor of more
independent board members) help underpin the stronger credit rating
on the company. Following the recent resignations, SiteOne's board
comprises eight members (five of whom are independent), including
two from CD&R and the CEO of SiteOne, Doug Black. By contrast,
roughly a year ago, there were nine members (three of whom were
independent), including three from CD&R, two from Deere, and
SiteOne's CEO.

"The stable outlook on SiteOne Landscape Supply Inc. reflects our
expectation that the company will continue to improve credit
measures over the next 12 months, with adjusted FFO to debt of
roughly 22% and debt to EBITDA of about 3x over this time frame.
This is supported by our expectation that SiteOne will continue to
exhibit revenue and EBITDA growth over the next year (and longer
term), helped by the company's acquisition strategy and continued
growth in U.S. residential and nonresidential construction, as well
as repair and remodeling spending.

"In our view, a downgrade is unlikely over the next 12 months given
our favorable outlook for the U.S. construction markets and repair
and remodeling spending. However, we could take a negative rating
action if adjusted debt to EBITDA rose notably above 4x or FFO to
debt remained below 15% on a sustained basis. This could occur if
the U.S. housing recovery stalled and repair and remodeling
spending declined, the company experienced difficulties in
integrating its acquisition(s), or it pursued a particularly large
debt-financed acquisition.

"We view an upgrade over the next 12 months as very unlikely absent
a transformational change in which SiteOne became a larger and much
more diverse company able to withstand differing sector and
economic conditions while maintaining similar profit margins.
Notably, this would be predicated upon our belief that any
additional acquisitions would be largely leverage-neutral and
financed in a similar fashion to SiteOne's historical acquisitions.
However, we could raise our corporate credit rating on the company
by one notch if the company achieved this while maintaining
adjusted FFO to debt above 30% and debt to EBITDA in the 2x to 2.5x
range for at least a year."


SPI ENERGY: Buys Back EnSync Preferred Shares from Melodius
-----------------------------------------------------------
SPI Energy Co., Ltd., announced the buyback of preferred shares in
EnSync, Inc.

On Aug. 30, 2016, SPI Solar, Inc., a subsidiary of the Company,
entered into an agreement with Melodious Investments Company
Limited and certain other party to sell to Melodious 8,000,000
shares of common stock, 7,012 shares of series C-1 convertible
preferred stock and 4,341 shares of C-2 convertible preferred stock
of EnSync for an aggregate price of US$17 million, which sale was
completed in December 2016.  Pursuant to the Melodious SPA,
Melodious has the right to request SPI Solar to repurchase 7,012
shares of the C-1 preferred stock and 4,341 shares of the C-2
preferred stock under certain circumstances.  In April 2017,
Melodious exercised that right and requested that SPI Solar
repurchase those preferred stocks at a per share price of
US$1,018.25, with a total repurchase consideration of US$11.6
million plus interest.  The aforementioned repurchase was completed
on July 10, 2017.  Among the repurchase consideration, US$8.5
million was set off against the outstanding payment obligation of
Melodious under the Melodious SPA with net payment by SPI Solar in
the amount of US$3.2 million.  After the completion of this
repurchase, SPI Solar holds 28,048 shares of series C preferred
stock of EnSync (consisting of 7,012 shares of each of series C-1,
C-2, C-3 and C-4 preferred stock) and a warrant to purchase 50
million shares of common stock of EnSync, subject to certain
conditions.  Those preferred stocks and the warrant were originally
acquired by SPI Solar from EnSync in July 2015.

                       About SPI Energy Co.

SPI Energy Co., Ltd. -- http://investors.spisolar.com-- is a
global provider of photovoltaic (PV) solutions for business,
residential, government and utility customers and investors.  SPI
Energy focuses on the EPC/BT, storage and O2O PV market including
the development, financing, installation, operation and sale of
utility-scale and residential PV projects in China, Japan, Europe
and North America.  The Company operates an online energy
e-commerce and investment platform in China, as well as B2B
e-commerce platform offering a range of PV and storage products in
Australia.  The Company has its operating headquarters in Hong Kong
and maintains global operations in Asia, Europe, North America and
Australia.

SPI Energy reported a net loss of $185 million on $191 million of
net sales for the year ended Dec. 31, 2015, compared to a net
loss of $5.19 million on $91.6 million of net sales for the year
ended Dec. 31, 2014.  

As of June 30, 2016, SPI Energy had $549.4 million in total assets,
$415.0 million in total liabilities and $134.4 million in total
stockholders' equity.

KPMG Huazhen LLP, in Shanghai, China, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2015, citing that SPI Energy Co., Ltd., and
its subsidiaries have suffered significant losses from operations
and have a negative working capital as of Dec. 31, 2015.  In
addition, the Group has substantial amounts of debts that will
become due for repayment in 2016.  The auditors said these
factors raise substantial doubt about the Group's ability to
continue as a going concern.


SPI ENERGY: Closes Sale of 80M Ordinary Shares for $5.76M
---------------------------------------------------------
SPI Energy Co., Ltd. announced the closing of a previously
disclosed private placement.

The Company previously entered into a share purchase agreement with
Tiger Capital Fund SPC participating in Tiger Global SP to issue
80,000,000 ordinary shares of the Company to the Tiger Fund at an
aggregate purchase price of US$5,760,000.  In June 2017, the Tiger
Fund agreed to assign its rights and obligations under the April
2017 SPA to a third party designated by the Company.  Consequently,
the Company designated Qian Kun Prosperous Times Investment Limited
as substitution for Tiger Fund for the purchase of 80,000,000
ordinary shares of the Company at an aggregate purchase price of
US$5,760,000, which transaction was completed on July 12, 2017.

                      About SPI Energy Co.

SPI Energy Co., Ltd. -- http://investors.spisolar.com-- is a
global provider of photovoltaic (PV) solutions for business,
residential, government and utility customers and investors.  SPI
Energy focuses on the EPC/BT, storage and O2O PV market including
the development, financing, installation, operation and sale of
utility-scale and residential PV projects in China, Japan, Europe
and North America.  The Company operates an online energy
e-commerce and investment platform in China, as well as B2B
e-commerce platform offering a range of PV and storage products in
Australia.  The Company has its operating headquarters in Hong Kong
and maintains global operations in Asia, Europe, North America and
Australia.

SPI Energy reported a net loss of $185 million on $191 million of
net sales for the year ended Dec. 31, 2015, compared to a net
loss of $5.19 million on $91.6 million of net sales for the year
ended Dec. 31, 2014.  

As of June 30, 2016, SPI Energy had $549.4 million in total assets,
$415.0 million in total liabilities and $134.4 million in total
stockholders' equity.

KPMG Huazhen LLP, in Shanghai, China, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2015, citing that SPI Energy Co., Ltd., and
its subsidiaries have suffered significant losses from operations
and have a negative working capital as of Dec. 31, 2015.  In
addition, the Group has substantial amounts of debts that will
become due for repayment in 2016.  The auditors said these
factors raise substantial doubt about the Group's ability to
continue as a going concern.


STELMA PROPERTIES: Court Denies BB&T's Application for Payment
--------------------------------------------------------------
Before the United States Bankruptcy Court for the Eastern District

of North Carolina, New Bern Division, is the Application for
Compensation filed by Branch Banking & Trust Company ("BB&T") and
objected to by Stelma Properties.

Stelma Properties, LLC, operator of two fitness centers, filed a
voluntary petition for relief under chapter 11 of the Bankruptcy
Code on January 22, 2016.  BB&T was the Debtor's largest creditor.


On July 13, 2016, the Bankruptcy Administrator filed a Motion to
Direct Parties to Mediation in which she requested the Debtor and
BB&T participate in mediation to resolve the treatment of BB&T's
claims under a proposed plan.

On September 13, 2016 and October 5, 2016 held a mediation
conference and thereafter, parties completed a Mediated Settlement

Agreement, which required the Debtor to execute replacement notes
for both the Jacksonville Property and New Bern Property, to be
secured by deeds of trusts on each respective piece of property.

The terms of the Settlement Agreement were incorporated into the
Debtor's proposed chapter 11 plan of reorganization, which was
filed by the Debtor on November 4, 2016.

After the Plan was confirmed by the court, BB&T filed its
Application for compensation.  In it, BB&T asserts the right to
recover postpetition attorneys' fees and reimbursement of expenses

and costs directly from the Debtor pursuant to 11 U.S.C. Section
506(b) on the basis that its claims were oversecured by the value
of its collateral as of the petition date and at all times
throughout the case.

BB&T also maintains that recovery of postpetition fees, costs, and

expenses is a right under the Bankruptcy Code pursuant to 11
U.S.C. Section 506(b) and cannot be waived.

The Debtor objected to the same Application and asserts that it is

not obligated to pay BB&T's post-petition fees, regardless of
whether BB&T was oversecured or undersecured during the pendency
of the case, as the Settlement Agreement and confirmed Plan do not

contemplate such fees or reimbursement of expenses.

U.S. Bankruptcy Judge Joseph N. Callaway now is posed with an
issue whether BB&T is entitled to recover postpetition interest,
fees, and costs pursuant to 11 U.S.C. Section 506(b) under the
terms of the Settlement Agreement, as incorporated in the
confirmed Plan.

Judge Callaway proceeded to rule this issue by expressing that a
confirmed chapter 11 plan of reorganization effectively operates
as a binding contract between a debtor and its creditors,
regardless of whether a creditor votes to accept or reject said
plan.

In this case, BB&T's rights to recover fees and costs pursuant to
11 U.S.C. Section 506(b) were modified by the Settlement
Agreement, Notes, and terms of the confirmed Plan.  Due to this,
BB&T cannot now unilaterally add terms to the Settlement Agreement

or seek to alter its treatment under the confirmed Plan to the
detriment of the Debtor and other parties in interest.

Lastly, Judge Callaway said that the purpose of mediation sought
by the parties is to resolve a dispute by voluntary agreement
reached between parties with finality. In the bankruptcy context,
mediation to determine the status and amount of a given creditor's

claim is critical to the formulation of a chapter 11 plan of
reorganization.

Accordingly, Judge Callaway held that the Application is
disallowed and held that the parties are bound by the terms of the

Settlement Agreement and confirmed Plan, and BB&T is not entitled
to recover any postpetition fees or costs pursuant to 11 U.S.C.
Section 506(b).

A full-text copy of the dated is available at https://is.gd/0MEwuh

from Leagle.com.

Stelma Properties, LLC, Debtor, represented by Amy M. Currin, The
Law Offices of Oliver & Cheek, PLLC, George M. Oliver, The Law
Offices of Oliver & Cheek, PLLC & Pat Leah Pittman, Dunn, Pittman,

Skinner & Cushman, PLLC.

                 About Stelma Properties

Stelma Properties, LLC, pdba MZ Inc., dba Courts Plus Fitness
Centers, filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 16-
00344) on January 22, 2016, disclosing $1 million to $10 million
in estimated assets and $1 million to $10 million in estimated
liabilities.  The case is assigned to Judge Joseph N. Callaway.

The Debtor's counsel is George M. Oliver, Esq., in New Bern, North

Carolina.  The petition was signed by Jan Stelma, member/manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nceb16-00344.pdf


SUMMIT INVESTMENT: Sale of Salisbury Property $308K Approved
------------------------------------------------------------
Judge Lena Mansori James of the U.S. Bankruptcy Court for the
Middle District of North Carolina authorized Summit Investment Co.,
Inc.'s private sale of real property located at 3203 Winged Foot
Drive, Salisbury, North Carolina, to Jeanette B. Lassiter for
$308,000.

The Debtor will transfer the Real Property free and clear of all
liens, claims and interests to the proceeds of the sale, and will
subordinate all liens, claims and interests to Chapter 11
administrative fees and costs in liquidating the property.

The gross proceeds from the sale will be paid to the following
lienholders, claims and expenses, in the approximated amounts: (i)
CCA Dues (Est. 7/20/17-201/365) - $508; (ii) HOA Dues (Est.
7/20/17-20/91.25) - $8,298; (iii) Rowan Taxes (Est.
7/20/17-201/365) - $11,510 for  3203 WF Dr. 2015-2017 and $10,120
for 3104 WF Dr. 2016-2017; (iv) Deed Prep. - $200; (v) Transfer
Stamps - $616; and (vi) Motion to Sell Fee - $181.

The balance of the proceeds from the sale, $276,566, will be
distributed to F&M Bank towards payment of its security interest.

                       About Summit Investment

Summit Investment Co., Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-50230) on March
2,
2017.  At the time of the filing, the Debtor estimated its assets
and debts at $1 million to $10 million.  Brian P. Hayes, Esq., at
the law firm of Ferguson, Hayes, Hawkins & DeMay, PLLC, serves as
the Debtor's bankruptcy counsel.


SUNEDISON INC: Seeks Amendments to Rights Offering Procedures
-------------------------------------------------------------
BankruptcyData.com reported that SunEdison Inc. filed with the U.S.
Bankruptcy Court a motion for entry of an order authorizing and
approving certain amendments to the Company's rights offering
procedures. The motion explains, "On July 14, 2017, the Debtors and
Backstop Purchasers amended the Equity Commitment Agreement to (1)
extend the outside termination date from September 30, 2017 to
November 15, 2017 and (2) increase the minimum Total Equity
Commitment to $300 million as the fully committed amount. The
Backstop Purchasers' accommodation -- a two-month extension of and
$15 million increase in the minimum total commitment amount -- was
made at no additional monetary cost to the Debtors or their estates
to address the Debtors' updated financial projections and expected
timing to close the Jointly Supported Transactions and effectuate
the Plan. In return for such accommodation, the Debtors agreed to
extend the date by which the Backstop Purchasers will fund their
capital commitment into escrow to a date that is closer to the
Effective Date. The Debtors, in their business judgment, believe
that an extension of the funding date (while preserving a fully
backstopped commitment) is consistent with bankruptcy backstop
commitments by not requiring the Backstop Purchasers to tie up
significant sums of money for three to four months in an account
bearing minimal interest . . . .  Specifically, the Debtors seek to
(1) extend the date by which the Rights Offering participant must
submit funds to the Escrow Agent (the 'Rights Offering Expiration
Date') to participate in the Rights Offering and (2) allow those
Rights Offering participants who already funded their elections to
receive their money back, if they elect, and participate closer to
the amended Rights Offering Expiration Date." The Court scheduled
an August 3, 2017 hearing on the motion.

                     About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
Employed PricewaterhouseCoopers LLP as financial advisors; and
KPMG LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors tapped Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SUNPOWER BY RENEWABLE: Taps Nyberg & Associates as Accountant
-------------------------------------------------------------
Sunpower by Renewable Energy Electric, Inc. seeks approval from the
U.S. Bankruptcy Court for the District of Nevada to hire an
accountant.

The Debtor proposes to hire Nyberg & Associates, LLC to prepare and
file its tax returns, and provide general accounting services.

James Nyberg, a certified public accountant employed with Nyberg &
Associates, will charge $250 per hour for his services.  He will be
assisted by Dan Geiger, an employee of the firm, who will charge an
hourly fee of $150.

Mr. Nyberg disclosed in a court filing that he does not hold or
represent any interest adverse to the Debtor or its estate.

Nyberg & Associates can be reached through:

     James E. Nyberg
     Nyberg & Associates, LLC
     2850 South Jones Boulevard, Suite 2
     Las Vegas, NV 89146
     Phone: (702) 795-7990
     Fax: (702) 795-7954
     Email: info@nybergassociates.com

               About Sunpower by Renewable Energy

Based in Las Vegas, Nevada, Sunpower by Renewable Energy Electric,
Inc., fdba V.E.C. Inc., fdba Renewable Energy Electric, Inc., is a
solar energy company and provides solar energy services, including
the assessment and installation of solar panels to residential and
commercial customers in Nevada, Arizona and California.

The Debtor filed a chapter 11 petition (Bankr. D. Nev. Case No.
16-14459) on August 12, 2016. The petition was signed by Jason M.
Vita, president.  At the time of filing, the Debtor estimated its
assets and liabilities at $1 million to $10 million.  A list of the
Debtor's 11 unsecured creditors is available for free at
http://bankrupt.com/misc/nvb16-14459.pdf     

The case is assigned to Judge Laurel E. Davis.  The Debtor is
represented by Samuel A. Schwartz, Esq., and Bryan A. Lindsey,
Esq., at Schwartz Flansburg PLLC.

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

On March 31, 2017, the Debtor filed a Chapter 11 plan of
reorganization.


TALLIS GROUP: Disclosure Statement Hearing Set for July 27
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas is set
to hold a hearing on July 27, at 1:30 p.m., to consider approval of
the disclosure statement, which explains the Chapter 11 plan of
reorganization for Tallis Group, LLC.

Under the plan, allowed Class 6 claims of non-insider unsecured
creditors will share pro-rata in the "unsecured creditors' pool."

Tallis Group will pay $2,500 per month each month for a period of
60 months into the pool.

Unsecured creditors will be paid quarterly, on a pro rata basis.
Payments will commence on the last day of the first full calendar
quarter after the effective date of the plan.  Tallis Group may
pre-pay the unsecured creditors at any time.

Class 6 is impaired under the restructuring plan.

Tallis Group will continue in business and its proposed plan
assumes that it will be able to keep the operation at its current
income level throughout the term of the plan.  The company's
claimants will receive cash payments over a period of time
beginning on the effective date of the plan, according to its
disclosure statement.

A copy of the disclosure statement is available for free at
https://is.gd/lf7jJX

                       About Tallis Group

Tallis Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Texas Case No. 16-44736) on December
5, 2016.  The petition was signed by Samuel F. Tallis, managing
member.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of $10 million to $50 million.

The case is assigned to Judge Mark X. Mullin.  Eric A. Liepins,
P.C. is the Debtor's bankruptcy counsel.

On June 15, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


TECHNOLOGY WAY: Taps NAI Miami as Real Estate Broker
----------------------------------------------------
Technology Way Holdings, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire a
real estate broker.

The Debtor proposes to hire NAI Miami to market and sell its
condominium units located at at 1477 Techonology Way, Boca Raton,
Florida.

The firm will get 6% of the purchase price payable at closing of
the sale.

Jeremy Larkin, a real estate broker and co-chairman of NAI Miami,
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:

     Jeremy Larkin
     NAI Miami
     9655 South Dixie Highway, Suite 300
     Miami, FL 33156
     Tel: 305-938-4000
     Fax: 305-938-4002

                   About Technology Way Holdings

Headquartered in Boca Raton, Florida, Technology Way Holdings, LLC,
owns commercial condominiums at 1477 Techonology Way, Boca Raton,
Florida, comprising of Units 1-201 and 1-202, approximately 4,595
square feet.

Technology Way Holdings filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 17-18574) on July 7, 2017, estimating
its assets at up to $50,000 and its liabilities at between $1
million and $10 million.  The petition was signed by Emma T.
Alvardo, manager.

Judge Paul G. Hyman, Jr., presides over the case.

Thomas L. Abrams, Esq., at Gamberg & Abrams serves as the Debtor's
bankruptcy counsel.


TECK RESOURCES: Moody's Raises CFR to Ba2 Amid Debt Reduction
-------------------------------------------------------------
Moody's Investors Service upgraded Teck Resources Limited's
Corporate Family (CFR) rating to Ba2 from Ba3, Probability of
Default Rating to Ba2-PD from Ba3-PD; guaranteed senior unsecured
note rating to Ba1 from Ba2 and senior unsecured notes (not
guaranteed) rating to Ba3 from B1. Teck's Speculative Grade
Liquidity Rating was affirmed at SGL-2. The rating outlook is
stable.

"Teck's ratings have been upgraded because the company has executed
on meaningful debt reduction and is expected to generate strong
free cash flow", said Jamie Koutsoukis, Moody's Vice President,
Senior Analyst.

Upgrades:

Issuer: Teck Resources Limited

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

-- Corporate Family Rating, Upgraded to Ba2 from Ba3

-- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3(LGD5)

    from B1(LGD5)

-- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1(LGD2)

    from Ba2(LGD2)

Outlook Actions:

Issuer: Teck Resources Limited

-- Outlook, Stable

Affirmations:

Issuer: Teck Resources Limited

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

RATINGS RATIONALE

Teck's Ba2 corporate family rating reflects its exposure to
volatile commodity prices (metallurgical coal, copper and zinc)
which can cause large swings in leverage and cash flow, good
liquidity, low geopolitical risk, scale and diversity, as well as a
good average cost position. Metallurgical (met) coal has been
extremely volatile thus far in 2017, while both copper and zinc
have maintained strengthened prices. Teck is expected to generate
about $2 billion in free cash flow in 2017 and $740 million in
2018, using Moody's price sensitivities and the company has reduced
debt by about $1.65 billion year to date. Free cash flow is also
improving in part because Teck's $3 billion investment in the Fort
Hills oil sands project over the last few years is expected to
produce first oil by the end of 2017. Moody's estimates that
adjusted debt/EBITDA may approximate 2.5x by the end of 2018 (1.7x
at March/17), although it could approach 5x under Moody's stress
price sensitivities. The recent rises in met coal pricing have
provided strong cash flow to Teck, but it highlights the difficulty
of estimating future prices, which is credit negative as the
company can see large swings in EBITDA and cash flow generation.

Teck's liquidity is good (SGL-2). Sources of liquidity include cash
of $536 million at March 31, 2017, US$3.3 billion of availability
on its committed credit facilities and $1.7 billion in expected
free cash flow over the next 12 months using Moody's pricing
sensitivities. The company is also expected to receive $1.2 billion
by year end following the closing of the announced sale of its
interest in the Waneta Dam and related transmission assets in
British Columbia. There are no material debt maturities until 2022
following its recent debt repayments. Teck's credit facilities
consist of a US$1.2 billion facility, which matures in June 2019
(US$910 million drawn for letters of credit at Q1/17) as well as a
US$3 billion facility that matures in 2020 (undrawn). Moody's
expects that Teck will maintain ample cushion to its maximum 50%
Debt/Capitalization debt covenant (27% at March 31, 2017).

The stable outlook reflects Moody's expectation that Teck will
remain free-cash-flow-positive under Moody's pricing assumptions
and leverage will remain under 3x. In addition, the outlook
reflects Moody's views that the company will manage the level of
debt in its capital structure conservatively and continue to
maintain strong liquidity, to account for commodity price
volatility.

An upgrade to Ba1 would be considered if the company can achieve a
reduction in the volatility of its financial performance through
additional product diversity and demonstrates prudent liquidity and
capital structure planning, including the impact of major
long-cycle capital investment projects. Additionally, adjusted
debt/EBITDA would need to be sustained under 2.75x (1.7x at Q1/17),
(CFO-dividends)/debt be sustained above 25% (43% at Q1/17), and the
company maintains good liquidity.

Teck's rating could be downgraded to Ba3 if the company were to
releverage, where debt/EBITDA is likely to be sustained above 3.5x
(1.7x at Q1/17). A downgrade could also occur if the company were
to return to generating material negative free cash flow and weaken
its liquidity profile.

Headquartered in Vancouver, British Columbia, Canada, Teck
Resources is a diversified mining company with assets in Canada,
the U.S., Peru and Chile. The company is a leading producer of
metallurgical coal, operates one of the world's largest zinc mines
(Red Dog in Alaska) and also produces a meaningful amount of
copper. Revenues were $9.3 billion in 2016.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.


THOMAS BERRY: Brookline Buying Cleveland Property for $60K
----------------------------------------------------------
Thomas Edward Berry asks the U.S. Bankruptcy Court for the Southern
District of Texas to authorize the sale of real property located at
as 1108 N. Washington Avenue, Cleveland, Liberty County, Texas,
also known as Robinson Springer-Clev, Block 5, Lot 6 (W/PT), Acres
.0756, Robinson Springer-Clev, Block 5, Lot 6 (E/55'), Acres .0631,
to Brookline Land Investments, LP, assignee of Pendleton Capital
Investments, LLC, for $60,000.

Objections, if any, must be filed within 21 days of the date of
Notice.

There are no mortgage liens on the Property.  There are taxes
due/lien to the Liberty County Tax Assessor/Collection in the
approximate amount of $1,188.  The Debtor does not contest the
validity of these taxes due/liens and proposes that the sale
satisfies in full payment at closing of all taxes due/liens on the
Property.

The Debtor proposes to sell the Property to Brookline free and
clear of all liens.  He has no affiliation or other obligations to
Brookline or Pendleton other than the terms of the earnest money
contract.  The parties have agreed to the Amendment which
anticipates a closing to occur after Court approval, and on July
28, 2017.

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

    http://bankrupt.com/misc/Thomas_Berry_61_Sales.pdf

The balance of the proceeds of the sale to be paid to the Debtor
after satisfaction of liens, taxes, closing costs and real estate
broker fees would be approximately $57,980.

The Debtor asks that Phillip Cameron, Cameron Real Estate, be
awarded the real estate broker fees that had been agreed upon
between the Debtor and the real estate firm.  After all liens and
claims identified are paid, the remaining proceeds be placed in a
separate DIP bank account which funds will be held in trust pending
further order of the Court.  The Debtor asks that Stewart Title,
8687 Louetta Road, Suite 150, Spring, Texas be the disbursing agent
for the Debtor.

The Debtor asks the Court to act expeditiously on the matter
requested.

The Purchaser can be reached at:

          PENDLETON CAPITAL INVESTMENTS, LLC
          9522 FM 2920
          Tomball, TX 77327
          Telephone: (713) 962-8681
          E-mail: subdivider@aol.com

Thomas Edward Berry sought Chapter 11 protection (Bankr. S.D. Tex.
Case No. 16-35232) on Oct. 18, 2016.  The Debtor tapped Larry A.
Vick, Esq., as counsel.  Phillip Cameron, Cameron Real Estate, was
appointed as real estate broker on Jan. 10, 2017.

The Debtor can be reached at:

          Thomas Edward Berry
          287 County Road 3373
          Cleveland, TX 77327
          Telephone: (832) 385-8394

Counsel for the Debtor:

          10497 Town & CountryWay, Suite 700
          Houston, TX 77024
          Telephone: (713) 239-1062
          Facsimile: (832) 202-2821
          E-mail: lv@larryvick.com


THRU INC: Court Approves Chapter 11 Reorganization Plan
-------------------------------------------------------
Judge Stacey G. Jernigan of the United States Bankruptcy Court for

the Northern District of Texas, Dallas Division, approves the
Chapter 11 Plan of Reorganization along with its modifications and

amendments filed by Thru, Inc, and overruled the objections filed
by Dropbox, Inc.

In April 2017, THRU filed a Chapter 11 Plan of Reorganization in
the Bankruptcy Court,Dallas Division.  The said plan was further
modified and amended until a confirmation hearing was commenced by

the court to approve the final proposal of THRU on June 17, 2017
in compliance with the Bankruptcy Code.

Provisions of the said Plan were, however, objected to by DBI for
the following reasons, among others, which were overruled by Judge

Jernigan:

   1. The  Plan Improperly Classifies its Claim Separate from
Other Unsecured Creditors, in Violation of Sections 1122 and
1129(a)(1) of the Bankruptcy code.  The Court ruled that the
Plan's separate classification of DBI from other unsecured
creditors is appropriate and fits within the flexible standards of

Section 1122. The said separate classification is permitted if
there are "good business reasons" justifying the classification,
for which THRU has evidently presented in court.  The Court noted
that THRU have competing rights to the DROPBOX Mark and has been a

competitor of DBI since 2015.  It is also embroiled in a
continuing litigation with the THRU.  According to the court, it
is reasonable to infer that DBI would benefit if THRU does not
reorganize because a competitor and user of the DROPBOX mark would

no longer be in business and the THRU's appeal of DBI's judgment
in the ongoing litigation would end. In this case the Court
concludes that DBI has "non-creditor interests" that is considered

as a Good reason to justify separate classification.

   2. The  Plan Does Not Comply with Section 1129(a)(7) -- the
"Best Interest Test."  The Court determines that the Plan
satisfies the best interests test as demonstrated by the
liquidation analysis.  The court also added that in summary, it
does not conclude that DBI would recover more in a liquidation
than under the Plan filed by THRU.

   3. The Plan Does Not Comply with Section 1129(a)(11), as it is
Not Feasible.  Section 1129(a)(11) of the Bankruptcy code requires

that a court must find that a plan is feasible in order to confirm

it. The said feasibility must be interpreted to mean only a
"reasonable probability of success."  The factors commonly
recognized by courts in determining whether a plan is feasible
include "(1) the debtor's capital structure, (2) the earning power

of the business, (3) economic conditions, (4) the ability of
debtor's management, (5) the probability of continuation of
management, and (6) any other related matter."  Judge Jernigan
expressed that the Plan proposed by THRU has possessed this
factors.

After finding that the proposed Plan filed by THRU is compliant
with the requirements set by the Bankruptcy Code, so is fair and
reasonable to the interest of the objector, Judge Jernigan
adjudged the Plan confirmed and effective.

A full-text copy of Judge Jernigan's Findings of Fact, Conclusions

of Law, and Order Confirming Amended Chapter 11 Plan of
Reorganization (as modified), dated July 10, 2017, is available at

https://is.gd/zkJlqT from Leagle.com.

Thru, Inc., Debtor, represented by Keith Miles Aurzada, Bryan
Cave, Michael P. Cooley, Bryan Cave LLP.

                       About Thru, Inc.

Thru, Inc. -- http://www.thruinc.com/-- provides enterprise file  
sharing and collaboration to help organizations exchange large
files and content securely across the globe. Thru, Inc., has
strategic partnerships with Rackspace, Microsoft, Salesforce,
VMware, IBM, Cleo, Servcorp, Symantec, HCL, and Citrix. The
company
was formerly known as Rumble Group and changed its name to Thru,
Inc., in February 2006.  Thru, Inc., was founded in 2002 and is
based in Irving, Texas, with additional offices in San Jose,
California; Sydney, Australia; and London, United Kingdom.

On March 8, 2017, the U.S. District Court for the Northern
District
of California entered an order awarding $2.3 million in attorney's
fees in favor of Dropbox, Inc., arising from a 2015 litigation
between Thru and Dropbox.  To preserve the value of its assets and
restructure its financial affairs following entry of that
judgment,
Thru filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
17-31034) on March 22, 2017.  The petition was signed by Lee
Harrison, CEO.  At the time of filing, the Debtor had assets and
liabilities estimated at $1 million to $10 million. Judge Stacey
G.
Jernigan is the case judge.

Bryan Cave LLP, is serving as bankruptcy counsel to the Debtor,
with Keith Miles Aurzada, Esq., and Michael P. Cooley, Esq.,
leading the engagement.


TIDEWATER INC: Committee Taps Berkeley as Financial Advisor
-----------------------------------------------------------
The official committee of unsecured creditors of Tidewater Inc.
seeks approval from the U.S. Bankruptcy Court for the District of
Delaware to hire a financial advisor.

The committee proposes to hire Berkeley Research Group, LLC to
provide these services in connection with the Chapter 11 cases of
Tidewater and its affiliates:

     (a) advising and assisting the committee in its analysis and
         monitoring of the Debtors' and non-debtor affiliates'
         previous, current and projected financial affairs;

     (b) developing a periodic monitoring report to enable the
         committee to evaluate the Debtors' financial performance
         relative to projections and any relevant operational
         issues on an ongoing basis, and validate underlying
         operational and financial business plan assumptions
         against historical financial and cash flow performance;

     (c) evaluating liquidity of Debtors;

     (d) evaluating relief requested in cash management motion,
         including proper controls related to and financial
         transparency into intercompany transactions;

     (e) scrutinizing cash disbursements and capital requirements
         on an on-going basis for the period subsequent to the
         commencement of the Debtors' cases;

     (f) assisting the committee and counsel in reviewing and
         evaluating court documents;

     (g) analyzing the Debtors' and non-debtor affiliates' assets
         and possible recoveries to creditor constituencies under
         various scenarios;

     (h) reviewing and providing analyses of any bankruptcy plan
         and disclosure statement relating to the Debtors;

     (i) assisting the committee in its assessment of the Debtors'

         employee needs and related costs;

     (j) analyzing both historical and ongoing related party
         transactions of the Debtors and non-debtor affiliates;

     (k) monitoring the Debtors' claims management process;

     (l) analyzing and monitoring any prior sale processes and
         transactions;

     (m) assisting in the evaluation of the restructuring support
         agreement and related valuation of the Debtors' business;

     (n) potentially providing expert reports or testimony in
         preparation for potential litigation associated with the
         RSA and valuation of the Debtors' business;

     (o) working with the Debtors' tax advisors to ensure that any

         restructuring or sale transaction is structured to
         minimize tax liabilities to the estate; and

     (p) assessing the Debtors' international operations.

The standard hourly rates charged by the firm range from $650 to
$980 for managing directors, $480 to $705 for director, $260 to
$475 for professional staff, and $125 to $425 for support staff.

The standard rates for the Berkeley professionals expected to
provide the services are:

     Christopher Kearns     $980
     Mark Shankweiler       $920
     Rick Wright            $710
     Jeffrey Dunn           $705
     Carolyn Passaro        $340

Christopher Kearns, managing director of Berkeley, 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:

     Christopher Kearns
     Berkeley Research Group, LLC
     810 Seventh Avenue, Suite 4100
     New York, NY 10019
     Phone: 646-205-9320
     Fax: 646-454-1174

                       About Tidewater Inc.

Founded in 1955, Tidewater, Inc. (NYSE: TDW) is a publicly traded
international petroleum service company headquartered in New
Orleans, Louisiana, U.S.  It operates a fleet of ships, providing
vessels and marine services to the offshore petroleum industry.

Tidewater Inc. and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 17-11132) on May 17, 2017.
The petitions were signed by Bruce Lundstrom, executive vice
president, general counsel and secretary.

Tidewater, Inc., disclosed $4.31 billion in total assets and $2.34
billion in debt as of Dec. 31, 2016.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Richards,
Layton & Finger, P.A., as co-counsel; Jones Walker LLP, as
corporate counsel; AlixPartners, LLP, as financial advisors; Lazard
Freres & Co. LLC, as investment banker; KPMG LLP, as restructuring
tax consultant; Deloitte & Touche LLP as auditor and tax
consultant; Ernst & Young as tax advisor; and Epiq Bankruptcy
Solutions, LLC, as administrative advisors, and claims and
solicitation agent.

An unofficial committee of noteholders of Tidewater Inc., et al.,
has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP, as
restructuring counsel, and Blank Rome LLP, as maritime counsel in
connection with restructuring discussions.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on June 20
appointed three creditors to serve on the committee of equity
security holders; and three creditors to serve on the official
committee of unsecured creditors.  Counsel to the Equity Committee
are Saul Ewing LLP and Brown Rudnick LLP.  Lawyers at Whiteford,
Taylor & Preston LLC represent the Unsecured Creditors Committee.


TIDEWATER INC: Creditors' Committee Hires Whiteford as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Tidewater Inc., et
al., seeks authorization from the U.S. Bankruptcy Court for the
District of Delaware to retain Whiteford Taylor & Preston LLC, as
counsel to the Committee.

A hearing on the request is set for Aug. 8.

The Committee requires Whiteford to:

   a. provide legal advice regarding the Bankruptcy Code, the
      Bankruptcy Rules and the Local Rules, practices, and
      procedures and providing substantive and strategic advice
      on how to accomplish Committee goals;

   b. advise the Committee of its powers and duties under section
      1103 of the Bankruptcy Code;

   c. take actions necessary to preserve, protect and maximize
      the value of the Debtors' bankruptcy estates for the
      benefit of general unsecured creditors, including, without
      limitation, investigating the actions and business of the
      Debtors, reviewing of Debtors' schedules, statement of
      financial affairs and other documents and information
      demonstrating or evidencing assets, liabilities and
      potential sources of recovery for general unsecured
      creditors;

   d. review pleadings and documents filed by the Debtors and
      other parties in interest and providing counsel in relation
      thereto, including the plan and disclosure statement filed
      by the Debtors;

   e. prepare, file, and serve motions, answers, pleadings and
      other documents reasonably necessary to preserve and
      enhance value for general unsecured creditors;

   f. represent the interests of the Committee throughout the
      chapter 11 plan process;

   g. appear before the Bankruptcy Court, any appellate court and
      any other court of competent jurisdiction as is necessary
      to advance the interests of general unsecured creditors;
      and

   h. provide all other legal services necessary to, or requested
      by the Committee in the bankruptcy cases.

Whiteford will be paid at these hourly rates:

     Partners                 $525-$585
     Associate                $300
     Paralegal                $255

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

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

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Whiteford did not represent the Committee in the 12
              months prepetition. Whiteford has in the past
              represented, currently represents, and may
              represent in the future certain Committee members
              and their affiliates in their capacities as members
              of official committees in other chapter 11 cases or
              individually in matters wholly unrelated to the
              chapter 11 case.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  No. At the time of the filing of the Application,
              Whiteford has not yet submitted a prospective
              budget and staffing plan to the Committee, but it
              intends to do so and obtain approval of same in the
              near term.

Christopher M. Samis, a partner of Whiteford Taylor & Preston LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtors, or for any other reason.

Whiteford can be reached at:

     Christopher M. Samis, Esq.
     L. Katherine Good, Esq.
     Kevin F. Shaw, Esq.
     WHITEFORD TAYLOR & PRESTON LLC
     405 North King Street, Suite 500
     Wilmington, DE 19801
     Tel: (302) 353-4144
     Fax: (302) 661-7950
     E-mail: csamis@wtplaw.com
             kgood@wtplaw.com
             kshaw@wtplaw.com

                   About Tidewater Inc.

Founded in 1955, Tidewater, Inc. (NYSE: TDW) is a publicly traded
international petroleum service company headquartered in New
Orleans, Louisiana, U.S. It operates a fleet of ships, providing
vessels and marine services to the offshore petroleum industry.

Tidewater Inc. and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 17-11132) on May 17, 2017.
The petitions were signed by Bruce Lundstrom, executive vice
president, general counsel and secretary.

Tidewater, Inc., disclosed $4.31 billion in total assets and $2.34
billion in debt as of Dec. 31, 2016.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Richards,
Layton & Finger, P.A., as co-counsel; Jones Walker LLP, as
corporate counsel; AlixPartners, LLP, as financial advisors; Lazard
Freres & Co. LLC, as investment banker; KPMG LLP, as restructuring
tax consultant; Deloitte & Touche LLP as auditor and tax
consultant; Ernst & Young as tax advisor; and Epiq Bankruptcy
Solutions, LLC, as administrative advisors, and claims and
solicitation agent.

An unofficial committee of noteholders of Tidewater Inc., et al.,
has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP, as
restructuring counsel, and Blank Rome LLP, as maritime counsel in
connection with restructuring discussions.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on June 20
appointed three creditors to serve on the committee of equity
security holders; and three creditors to serve on the official
committee of unsecured creditors. Counsel to the Equity Committee
are Saul Ewing LLP and Brown Rudnick LLP.  Lawyers at Whiteford,
Taylor & Preston LLC represent the Unsecured Creditors Committee.


TK HOLDINGS: Hires Weil Gotshal as Attorneys
--------------------------------------------
TK Holdings Inc., et al., seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Weil,
Gotshal & Manges LLP as attorneys, nunc pro tunc to the June 25,
2017 petition date.

The Debtor requires Weil Gotshal to:

   (a) prepare on behalf of the Debtors, as debtors in possession,
       all necessary motions, applications, answers, orders,
       reports and other papers in connection with the
       administration of the Debtors' estates;
  
   (b) take all necessary action to protect and preserve the
       Debtors' estates, including the prosecution of actions on
       the Debtors' behalf, the defense of any actions commenced
       against the Debtors, the negotiation of disputes in which
       the Debtors are involved and the preparation of objections
       to claims filed against the Debtors' estates;

   (c) take all necessary actions in connection with any chapter
       11 plan and related disclosure statement and all related
       documents, and such further actions as may be required in
       connection with the administration of the Debtors' estates;

       and

   (d) perform all other necessary legal services in connection
       with the prosecution of these Chapter 11 Cases.

Weil Gotshal will be paid at these hourly rates:

        Members/Counsel          $940-$1,400
        Associates               $510-$930
        Paraprofessionals        $220-$375

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

Prior to the petition date, since August 2015, Weil Gotshal
received payments totaling $19,100,677 for professional services
performed and expenses incurred, including in preparation for the
commencement of these Chapter 11 Cases.  Of that amount, Weil
Gotshal received payments totaling $9,907,392 during the 90 days
prior to the petition date.  As of the Petition Date, Weil Gotshal
held an advance payment retainer of $931,737.28.

Marcia L. Goldstein, member of Weil Gotshal, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

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

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

  -- None of Weil's professionals included in this engagement have

     varied their rate based on the geographic location for these
     Chapter 11 Cases;

  -- Weil was engaged by the Debtors in August 2015. In October
     2016, prior to the Petition Date, Weil increased its standard

     billing rates for its professionals across the Firm in the
     ordinary course. The billing rates and material financial
     terms of Weil's engagement have not changed post-petition
     from the prepetition arrangements or rates established in
     October 2016; and

  -- Weil, in conjunction with the Debtors, is developing a
     prospective budget and staffing plan for these Chapter 11
     Cases. Weil and the Debtors will review such budget
     following the close of the budget period to determine a
     budget for the following period.

Weil Gotshal can be reached at:

       Marcia L. Goldstein, Esq.
       WEIL GOTSHAL & MANGES LLP
       767 Fifth Avenue
       New York, NY 10153
       Tel: (212) 310-8214
       Fax: (212) 310-8007
       Email: marcia.goldstein@weil.com
                 
                       About Takata Corp

Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/-- develops, manufactures and sells
safety products for automobiles.  The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts. Headquartered
in Tokyo, Japan, Takata operates 56 plants in 20 countries with
approximately 46,000 global employees worldwide. The Company has
subsidiaries located in Japan, the United States, Brazil, Germany,
Thailand, Philippines, Romania, Singapore, Korea, China and other
countries.  

In May 1995, a voluntary recall in the U.S. affecting 8 million
predominantly Japanese built vehicles made from 1986 to 1991 with
seat belts manufactured by the Takata was conducted.  Large recalls
of vehicles due to faulty Takata-made airbags then began in 2013.

Takata is facing massive costs of recalling 100 million defective
airbag inflators worldwide and lawsuits tied to at least 16 deaths
and numerous injuries.

As of May 19, 2015, Takata has already recalled 40 million vehicles
across 12 vehicle brands for defective airbags.

In November 2015, Takata was fined $200 million by U.S. federal
regulators for mishandling the way it recalled its air bag
inflators.  The fine is the largest civil penalty in NHTSA
history.

After reaching a deal to sell all its global assets and operations
to Key Safety Systems (KSS) for US$1.588 billion, Takata and its
Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court on June 25,
2017.

In addition, Takata's main U.S. subsidiary TK Holdings Inc. and 11
of its U.S. and Mexican affiliates each filed voluntary petitions
under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case
No. 17-11375) on June 25, 2017.

Nagashima Ohno & Tsunematsu is the counsel in the Japanese
proceedings.  Weil, Gotshal & Manges LLP  and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata.  Ernst & Young LLP is
tax advisor.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor while UBS Investment Bank also
provides financial advice to KSS.  Prime Clerk is the claims and
noticing agent.


TROVERCO INC: U.S. Trustee Forms 3-Member Committee
---------------------------------------------------
Daniel J. Casamatta, Acting U.S. Trustee for the Eastern District
of Missouri, on July 18 appointed three creditors to serve on the
official committee of unsecured creditors in the Chapter 11 case of
Troverco, Inc.

The committee members are:

     (1) Ryder Transportation Services
         Attn: Mike S. Mandell
         11690 NW 105 Street
         Miami, FL 33178
         Tel: (305) 500-4417

     (2) TSW Foods, LLC
         Attn: John W. Shelley
         16024 Manchester Road, Suite 200
         Ellisville, MO 63011
         Tel: (636) 541-0913

     (3) Hormel Financial Services Corporation
         Attn: Allan Williams
         1 Hormel Place
         Austin, MN 55912
         Tel: (507) 437-9860  

The Committee has selected Mike S. Mandell of Ryder Transportation
Services as Committee Chair.

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 Troverco Inc.

Headquartered in Saint Louis, Missouri, Troverco --
http://www.troverco.com/Company/-- is in the food industry
specializing in freshly-prepared sandwiches and snacks for delivery
to businesses.  Troverco began as a franchise in 1959 under the
name Lakeshire Sandwiches.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. E.D.
Mo. Case No. 17-44474) on June 29, 2017, estimating its assets and
liabilities at between $1 million and $10 million each.  The
petition was signed by Joseph E. Trover, Jr., chief executive
officer.

Judge Charles E. Rendlen III presides over the case.

Lisa A. Epps, Esq., Ryan C. Hardy, Esq., and Eric C. Peterson,
Esq., at Spencer Fane LLP serve as the Debtor's bankruptcy counsel.
Jason S. Teele, Esq., at Nicole Stefanelli, Esq., at Cullen And
Dykman LLP serve as the Debtor's co-counsel.

Three Twenty-One Capital Partners, LLC, is the Debtor's financial
advisor and investment banker.


U.S. SECURITY: S&P Affirms B Corp. Credit Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Georgia-based contract security services company U.S. Security
Associates Holdings Inc. The outlook is stable.

At the same time, S&P said, "we lowered our issue-level ratings on
the company's first-lien facilities to 'B' from 'B+' and revised
the recovery ratings to '3' from '2'. The '3' recovery rating
indicates our expectation of meaningful (50%-70%; rounded estimate:
60%) recovery in the event of a payment default.

"The affirmation reflects our assessment of USS' high financial
leverage, its narrow business focus, and participation in a highly
competitive industry while maintaining a mid-tier position. We also
factor in the company's flexible cost structure, relatively
diversified client base, commitment to customer service, and solid
client retention rates that somewhat offset the risks associated
with the manned security industry's modest barriers to entry and
relatively low switching costs.

"The stable outlook on USS reflects our expectation that credit
metrics will moderately improve over the next 12-18 months based on
stable revenue and earnings growth. This is predicated on the
company's ability to achieve steady price increases, realize
acquisition contributions, and benefit from expense management and
profitability initiatives.

"We could downgrade the company over the next year if operating
costs exceed our expectations or if it incurs unforeseen expenses
similar to the 2016 litigation charge related to employee wage
grievances, resulting in leverage sustained above 7x. This could
also occur from unexpected customer contract losses, a
reputation-damaging event, or if the company engages in a large
debt-financed acquisition or shareholder distribution unaccounted
for in our base forecast.

"Although unlikely over the next year, we could consider an upgrade
if the company improves credit metrics such that debt to EBITDA is
around 5x and FFO to debt is in the low-double-digit percent area,
and we believed that its financial policy would allow the company
to sustain these metrics."



UPLIFT RX: Creditors' Panel Hires Fox Rothschild as Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of Uplift RX LLC
seeks authorization from the U.S. Bankruptcy Court for the Southern
District of Texas to retain Fox Rothschild LLP as counsel to the
Committee, nunc pro tunc to May 11, 2017.

The Committee requires Fox Rothschild to:

   (a) assist, advise and represent the Committee with respect to
       the administration of this case and the exercise of
       oversight with respect to the Debtors' affairs, including
       all issues arising from or impacting the Debtors, the
       Committee, or these Chapter 11 cases;

   (b) provide all necessary legal advice with respect to the
       Committee's  powers and duties;

   (c) assist the Committee in maximizing the value of the
       Debtor's assets for the benefit of all creditors;

   (d) participate in the formulation of and negotiation of a plan

       of reorganization and/or liquidation and approval of an
       associated disclosure statement;

   (e) investigate the acts, conduct, assets, liabilities, and
       financial condition of the Debtors, the operation of the
       Debtors' businesses and any other matter relevant to the
       Chapter 11 cases or to the formulation of a plan;

   (f) commence and prosecute any and all necessary and
       appropriate actions and/or proceedings on behalf of the
       Committee that may be relevant to these cases;

   (g) prepare on behalf of the Committee all necessary
       applications, motions, answers, orders, reports and other
       legal papers;

   (h) communicate with the Committee's constituents and others
       as the Committee may consider appropriate in furtherance of

       its responsibilities;

   (i) appear in Bankruptcy court and protect the interest of the
       Committee; and

   (j) perform all other legal services for the Committee which
       may be appropriate, necessary and proper in these Chapter
       11 cases.

Fox Rothschild will be paid at these hourly rates:
    
       Paul J. Labov               $562.50
       Mark A. Platt               $480    
       Jason C. Manfrey            $425
       Elena K. Taylor             $215

As an accommodation to the Committee, Mr. Labov and Mr. Platt have
voluntarily agreed to reduce their standard hourly rates from $625
to $562.50 and $535 to $480, respectively.

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

Mark A. Platt, member of Fox Rothschild, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estate.

The Court will hold a hearing on the application on August 1, 2017,
at 9:00 a.m.  

Fox Rothschild can be reached at:

       Mark A. Platt, Esq.
       FOX ROTHSCHILD LLP
       5420 Lyndon B. Johnson Freeway,
       Suite 1200, Dallas,
       Texas 75240
       Tel: (972) 991-0889
       Fax: (972) 404-0516
       E-mail: mplatt@foxrothschild.com

                       About Uplift RX, LLC

Uplift Rx, LLC is a Texas Limited Liability Company formed in June
2016. It operates pharmacy located in Houston, Texas. Uplift Rx,
along with other affiliated entities together make up the Alliance
Healthcare family, a group of privately held companies
headquartered in South Jordan, Utah. The Alliance network consists
of 20 pharmacies across the country, including three pharmacies in
Texas. Since 2006, the Alliance Healthcare companies have been
working to improve the well-being of those with chronic health
conditions such as diabetes.

Uplift Rx, LLC and its debtor affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-32186) on April 7 and 8, 2017. The petitions were signed by
Jeffrey C. Smith, chief executive officer.

At the time of the filing, the Debtors estimated assets of less
than $1 million and liabilities of $50 million to $100 million. The
cases are assigned to Judge Marvin Isgur.

On May 3, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

The Debtors tapped Baker & Hostetler LLP as legal counsel.

Following the appointment of Ronald L. Glass, as the Chapter 11
Trustee, BakerHostetler LLP, was retained as the trustee's
attorney.


UPLIFT RX: Panel Hires CohnReznick as Financial Advisors
--------------------------------------------------------
The Official Committee of Unsecured Creditors of Uplift RX LLC
seeks authorization from the U.S. Bankruptcy Court for the Southern
District of Texas to retain CohnReznick LLP as financial advisors
and forensic accountants, nunc pro tunc to May 11, 2017.

The Committee requires CohnReznick to:

   (a) gain an understanding of the Debtors corporate structure;

   (b) identify strategic case issues;

   (c) understand the Debtors' accounting system;

   (d) perform an assessment of the Debtors' short term budgets;

   (e) value the Debtors' operations;

   (f) assess the Debtors' business plan;

   (g) ascertain net cash flow available;

   (h) investigate transactions with Non-Debtor entities;

   (i) review financial reporting process;

   (j) monitor the Debtors' weekly operating results;

   (k) analyze the Debtors' budget to actual results;

   (l) monitor any sales process and list of buyers;

   (m) communicate findings to the Committee;

   (n) identify and quantify any recoverable assets;

   (o) investigate and analyze all potential avoidance actions
       claims;

   (p) analyze proposed Plan of Reorganization/Liquidation and
       Disclosure Statement;

   (q) review asserted claims asserted against the Debtors;

   (r) update dividend analysis; and

   (s) render such assistance as the Committee and its counsel may

       deem necessary.

CohnReznick will be paid at these hourly rates:
    
       Partners                                $610-$815
       Managers/Senior Managers/Directors      $450-$650   
       Professional Staffs                     $300-$440
       Paraprofessionals                       $205

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

Chad J. Shandler, a partner of CohnReznick, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.

The Court will hold a hearing on the application on August 1, 2017,
at 9:00 a.m.  

CohnReznick can be reached at:

       Chad J. Shandler
       COHNREZNICK LLP
       816 Congress Avenue
       Suite 200 Austin, TX 78701
       Tel: (512) 494-9100
       
                       About Uplift RX, LLC

Uplift Rx, LLC is a Texas Limited Liability Company formed in June
2016. It operates pharmacy located in Houston, Texas. Uplift Rx,
along with other affiliated entities together make up the Alliance
Healthcare family, a group of privately held companies
headquartered in South Jordan, Utah. The Alliance network consists
of 20 pharmacies across the country, including three pharmacies in
Texas. Since 2006, the Alliance Healthcare companies have been
working to improve the well-being of those with chronic health
conditions such as diabetes.

Uplift Rx, LLC and its debtor affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-32186) on April 7 and 8, 2017. The petitions were signed by
Jeffrey C. Smith, chief executive officer.

At the time of the filing, the Debtors estimated assets of less
than $1 million and liabilities of $50 million to $100 million. The
cases are assigned to Judge Marvin Isgur.

On May 3, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

The Debtors tapped Baker & Hostetler LLP as legal counsel.

Following the appointment of Ronald L. Glass, as the Chapter 11
Trustee, BakerHostetler LLP, was retained as the trustee's
attorney.


VANGUARD NATURAL: Reaches Plan Deal With Ad Hoc Equity Group
------------------------------------------------------------
Vanguard Natural Resources, LLC, on July 14, 2017, disclosed that
it has reached a settlement with the Ad Hoc Equity Committee (the
"Equity Committee").  Under the agreement, the Equity Committee
agrees to (i) withdraw any and all objections to the Debtors' plan
of reorganization and (ii) fully support the Debtors' Second
Amended Joint Plan of Reorganization, as amended (the "Modified
Plan").  The Modified Plan will include the following amended
terms, among others:

   -- The Modified Plan extends the expiration deadline for new
warrants from three years to three and a half years for both
preferred and common units of the Company.

   -- Holders of the Company's common units will receive
distributions of new warrants regardless of whether two-thirds of
the common units vote as a class to accept the Company's Modified
Plan.

   -- The definition of "Exculpated Parties" will be amended to add
the Ad Hoc Equity Committee.

   -- The Modified Plan provides for the payment of up to $350,000
of reasonable and documented fees and expenses of the advisors to
the Ad Hoc Equity Committee in addition to those previously agreed
upon.  No further fees and expenses of such advisors will be
allowed or payable.

Furthermore, all deposition notices and other discovery propounded
by the Equity Committee against any other party are deemed
immediately withdrawn and any scheduled depositions are canceled.

The Equity Committee recommends that holders of the Company's
common units who have not voted to vote in favor of the Modified
Plan by Monday, July 17, 2017 at noon Central Standard Time.  The
Equity Committee also recommends that holders of the common units
who initially voted to reject the Company's unmodified plan of
reorganization to submit new ballots accepting the Modified Plan by
the deadline.  New ballots can be obtained through Broadridge
Voting at proxyvote.com or through Prime Clerk LLC at
https://cases.primeclerk.com/payless/EBallot-Home.

Court filings and other information related to the chapter 11 cases
are available on the Company's website at
www.vnrllc.com/restructuring and at
http://cases.primeclerk.com/vanguard,which is a website
administered by the Company's claims agent, Prime Clerk LLC.  The
Company has also set up a toll-free hotline to answer employee,
vendor, investor and royalty owner questions, which is available
Monday through Friday, 8 a.m. to 6 p.m. Central Standard Time at
844-596-2260 (internationally at 929-333-8976).  Parties may obtain
electronic notification of court filings through the Prime Clerk
website or may register for email notices by completing the
Bankruptcy Court's registration form that can be accessed at
http://www.txs.uscourts.gov/sites/txs/files/CRECFform.pdf.

                 About Vanguard Natural Resources

Vanguard Natural Resources, LLC (OTC: VNRSQ) --
http://www.vnrllc.com/-- is a publicly traded limited liability
company focused on the acquisition, production and development of
oil and natural gas properties.  Vanguard's assets consist
primarily of producing and non-producing oil and natural gas
reserves located in the Green River Basin in Wyoming, the Permian
Basin in West Texas and New Mexico, the Gulf Coast Basin in Texas,
Louisiana, Mississippi and Alabama, the Anadarko Basin in Oklahoma
and North Texas, the Piceance Basin in Colorado, the Big Horn Basin
in Wyoming and Montana, the Arkoma Basin in Arkansas and Oklahoma,
the Williston Basin in North Dakota and Montana, the Wind River
Basin in Wyoming, and the Powder River Basin in Wyoming.

Vanguard Natural Resources, LLC, and certain subsidiaries filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Lead Case No. 17-30560) on Feb. 2, 2017.
The Chapter 11 cases are assigned to the Hon. Judge Marvin Isgur.

The Debtors listed total assets of $1.54 billion and total debt of
$2.3 billion as of Feb. 1, 2017.

Paul Hastings LLP is serving as legal counsel and Evercore Partners
is acting as financial advisor to Vanguard.  Opportune LLP is the
Company's restructuring advisor.  Prime Clerk LLC is
serving as claims and noticing agent.

Judy R. Robbins, the U.S. Trustee for Region 7, on Feb. 14, 2017,
appointed three creditors to serve on the official committee of
unsecured creditors appointed in the Debtor's case.  The Committee
hired Akin Gump Strauss Hauer & Feld LLP as counsel and FTI
Consulting, Inc., as financial advisor.

The Company on March 16, 2017, filed a motion with the Bankruptcy
Court disclosing a Stipulation and Agreed Order entered into on
March 15, 2017, by and between the Debtors and certain unaffiliated
holders of its Preferred Units and common units pursuant to which
the Debtors and the Ad Hoc Equity Committee agreed, among other
things, that professionals for the Ad Hoc Equity Committee would be
funded by the Debtors' estates for services performed within a
defined scope and subject to agreed caps on fees and expenses as
described in the Stipulation and Agreed Order.

Counsel to the Ad Hoc Equity Committee are Sharon M. Beausoleil,
Esq., Alexander Chae, Esq., and Holland N. O'Neil, Esq., at Gardere
Wynne Sewell LLP.

Attorneys for Citibank, N.A, as administrative agent under the
Third Amended and Restated Credit Agreement, dated as of Sept. 30,
2011, are Chris Lopez, Esq., Stephen Karotkin, Esq., and Joseph H.
Smolinsky, Esq., at Weil Gotshal & Manges LLP.

                          *     *     *

The Court has approved the disclosure statement explaining Vanguard
Natural Resources, LLC and certain subsidiaries' Second Amended
Joint Plan of Reorganization, dated May 31, 2017.  Upon
consummation of the Plan, the Company will sell all of its assets
to a corporation owned by those parties participating in the rights
offering and the second lien lenders in exchange for the assumption
of the Company's first lien debt, the assumption of the Company's
second lien debt, a cash payment from the Acquiring Corporation,
common stock of the Acquiring Corporation and warrants to acquire
common stock of the Acquiring Corporation.


VANITY SHOP: Clarifies Scope of Diamond B's Services
----------------------------------------------------
Vanity Shop of Grand Forks, Inc. has filed with the U.S. Bankruptcy
Court for the District of North Dakota an amended application to
employ Diamond B Technology Solutions, LLP.

In its application, the Debtor clarified that as consultant,
Diamond B will work solely at Hilco IP Services' direction in a
"purely administrative capacity."

The Debtor also clarified that the firm is not allowed to have
contact with buyers, to evaluate bids, and to bid on its
intellectual property assets.

The Debtor has tapped the firm to provide Hilco with information
technology services in support of its efforts to sell its
intellectual property assets.

                About Vanity Shop of Grand Forks

Based in Fargo, North Dakota, Vanity Shop of Grand Forks, Inc.
filed a Chapter 11 petition (Bankr. D. N.Dak. Case No. 17-30112) on
March 1, 2017. The petition was signed by James Bennett, chairman
of the Board of Directors.  In its petition, the Debtor estimated
assets of less than $100,000 and liabilities of $10 million to $50
million.

Judge Shon Hastings presides over the case.  Caren Stanley, Esq.,
at Vogel Law Firm, serves as the Debtor's bankruptcy counsel.  The
Debtor hired Eide Bailly, LLP as auditor; Bell Bank as trustee for
the ERISA Plan; and Jill Motschenbacher as accountant.

On March 10, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired Fox
Rothschild LLP as bankruptcy counsel, BGA Management, LLC, as
financial advisor, and Brady Martz & Associates PC, as accountant.


WALTER INVESTMENT: S&P Cuts CCR to CCC- on Possible Restructuring
-----------------------------------------------------------------
S&P Global Ratings said it lowered its long-term issuer credit
rating on Walter Investment Management Corp. to 'CCC-' from 'CCC'.
The outlook is negative. S&P said, "At the same time, we also
lowered the rating on the company's senior secured term loan to
'CCC-' from 'CCC' and the rating on its senior unsecured notes to
'C' from 'CC'."  

In March, Walter announced that it engaged Houlihan Lokey as
capital restructuring advisers. S&P said, "We believe Walter, with
its advisers, will likely consider a tender offer at prices below
par and that such a transaction could be announced in the next six
months. We would likely view any transaction as a default on the
obligation and a selective default by the company.

"The negative outlook reflects our belief that the company could
consummate a distressed debt exchange in the next six months as
part of its previously announced hiring of Houlihan Lokey as debt
restructuring advisors.

"If the company does execute a distressed exchange, we would likely
lower the rating on Walter to 'SD' (selective default) and the
ratings on any issue-level debt affected by such an exchange to 'D'
(default)."


WELLMAN DYNAMICS: TCTM Buying Assets for Credit Bid Plus $5M Cash
-----------------------------------------------------------------
Wellman Dynamics Corp., asks the U.S. Bankruptcy Court for the
Southern District of Iowa to authorize the bidding procedures in
connection with the sale of substantially all its assets to TCTM
Financial DS, LLC for (i) a credit bid of $15,500,000, (ii) cash
equal to $5,000,000, and (iii) the assumption of the Assumed
Liabilities, subject to overbid.

Despite the best efforts of the Debtor and its professionals, the
Debtor has been unable to achieve its chapter 11 goals 10 months
into the case.  Its original strategy at the outset of the case was
to a confirm a plan of reorganization that would pay out all
creditors in full while allowing existing equity holders to
maintain a stake in the company and, to that end, it filed three
amended plans of reorganization.  Ultimately, however, the Debtor
was forced to withdraw its plan of reorganization in April 2017
when necessary exit financing was insufficient to meet the
requirements of the proposed plans.  As a result, the Debtor was
left with no clear path forward.  Moreover, in the process of
pursuing the stand-alone plans, it incurred significant
professional fees, much of which have not yet been paid.

During the 10 months of the case, the Debtor has been authorized to
use cash collateral through a series of stipulations and consent
orders, the most recent of which expires July 29, 2017.  It has not
sought nor obtained debtor-in-possession financing to operate its
business and fund its case.  Although the Debtor continues to
operate its business pursuant to a cash collateral budget, that
budget is premised on it not timely paying approved professional
fees, and delaying adequate protection payments to its secured
lender.  

Without a clear and expeditious path forward, and with no other
outside source of financing readily apparent, the most expeditious
and value-maximizing path to emergence -- that would result in the
least amount of administrative expense and deterioration in the
value of its business -- is an immediate sale of substantially all
its assets.

The transaction contemplated in the Stalking Horse APA will
jump-start a competitive sale process and is in the best interest
of the estate.  TCTM is offering to provide $5 million in much
needed cash (in addition to a credit bid and assumption of certain
liabilities) as part of its consideration.  Moreover, in connection
with TCTM's credit bid, and pursuant to a separate motion to be
filed with the Court, TCTM will provide $250,000 in DIP financing
to fund its case while also continuing to waive payment for
adequate protection and professional fees.

TCTM is not only providing the Debtor with necessary liquidity, but
is conferring a material  benefit to the estate by assisting other
bidders in valuing the Debtor's business, which may lead to higher
or better offers for its assets, all while foregoing significant
payments that it is entitled to.  Absent the commencement the sale
process set forth, the Debtor will continue steaming towards
administrative insolvency, liquidation, and job loss.  Rather than
head down this road, it chooses to pursue a course that will
ultimately result in a value maximizing sale for the benefit of all
parties.

The salient terms of the Stalking Horse APA are:

    a. Consideration: (i) the TCTM Credit Bid in an amount of
$15,500,000 ("TCTM Credit Bid Amount"), (ii) an amount in cash
equal to $5,000,000, and (iii) the assumption of the Assumed
Liabilities

    b. Acquired Assets: Other than the Excluded Acquired Assets,
all of the business, Acquired Assets, properties, contractual
rights, goodwill, going concern value, rights and claims of Seller
primarily related to the Business, wherever situated and of
whatever kind and nature, real or personal, tangible or intangible,
whether or not reflected on the books and records of Seller.

    c. Bid Protections: The Debtor and the Stalking Horse Bidder
have not agreed to any bid protections, such as a break-up or
termination fee.

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

    e. Closing: Subject to the satisfaction of the conditions set
forth in the APA, the consummation of the transactions contemplated
will take place at a time and place as agreed to by the parties on
the date that is two Business Days following the satisfaction or
waiver in writing of the conditions set forth in the APA (other
than conditions that by their nature are to be satisfied at the
Closing, but subject to the satisfaction or waiver of such
conditions), unless another time or date, or both, are agreed to in
writing by the Seller and the Buyer.

In order to facilitate a robust and competitive marketing and test
the marketplace to ensure the Debtor and the estate are realizing
maximum value for the sale of the its assets, it is seeking
authority to engage Gordian Group ("Investment Banker") pursuant to
an employment application that will shortly be filed with the
Court.  The Investment Banker will work with management to prepare
an executive summary of the Acquired Assets and its investment
highlights to be distributed to potential buyers, both strategic
and financial, that will execute Non-Disclosure Agreements.

The Debtor submits that the Bidding Procedures afford it the
opportunity to pursue a sale process that will maximize the value
of its estate.

The salient terms of the Bidding Procedures are:

    a. Preliminary Bid Deadline: Aug. 17, 2017 at 5:00 p.m. (CT)

    b. Qualified Bid Deadline: Aug. 20, 2017 at 5:00 p.m. (CT)

    c. Auction: Aug. 21, 2017 9:00 a.m. (CT)

    d. Good Faith Deposit: 10% of the proposed purchase price

    e. Purchase Price; Minimum Bid: Each Bid submitted must (i) be
a Bid for the Acquired Assets, (ii) exceed the TCTM Bid by the
Minimum Overbid Amount, and (iii) propose an alternative
transaction that provides substantially similar or better terms
than the TCTM Bid.

    f. Bid Increments: $50,000

    g. Designation of Assigned Contracts and Leases: A Preliminary
Bid must identify with particularity each and every executory
contract and lease with respect to which the Preliminary Bidder
seeks assignment from the Debtor, if different than the TCTM Bid
terms in this regard.

    h. Termination Fees: The Preliminary Bid must not entitle the
Preliminary Bidder to any break-up fee, termination fee, expense
reimbursement or similar type of payment or reimbursement and, by
submitting the Preliminary Bid, the Preliminary Bidder waives the
right to pursue a substantial contribution claim related in any way
to the submission of its Preliminary Bid.

    i. Closing Date: The Preliminary Bid must include a commitment
to close and fully consummate the transactions contemplated by the
Bid APA by Oct. 31, 2017.

The Buyer agrees to assume the Seller's obligations arising from
and after the Closing Date under the Contracts designated by the
Buyer for assumption and assignment and approved by the Court for
assumption by the Seller and assignment to the Buyer.  Any
Objection will be filed 10 Business Days after the filing of the
Cure Notice.

The Buyer will have three Business Days prior to Closing to select
which of the Preliminary Designated Contracts it will want Seller
to assume and assign to Buyer.  At Closing, the Buyer will pay the
Cure Amount of each Final Designated Contract up to an aggregate
amount equal to $78,416 and the Seller will pay any Cure Amounts
not paid by the Buyer.

The Debtor submits that the Court should approve, the Bid
Procedures; and at a Sale Hearing to be held promptly after the
Auction, or if no Auction is held, within seven days after the
Preliminary Bid Deadline, subject to the terms of the Bid
Procedures, the Court should approve the sale of the Acquired
Assets to the Stalking Horse or such other Successful Bidder at the
Auction.  Such relief is warranted because Debtor has shown and
will further establish by testimonial and documentary evidence at
hearing, that the transactions connected to the APA are in the best
interests of Debtor, its estate and creditors, and because the
decision to enter into the APA was reached in the exercise of its
sound business judgment, after careful deliberation of its
consequences and possible alternatives.

The Debtor asks that the sale be effective immediately and that the
stay provisions of Bankruptcy Rules 6004(h) and 6006(d) do not
apply.

The Purchaser:

          TCTM FINANCIAL FS, LLC
          2021 McKinney Ave., Suite 1200
          Dallas, TX 75201
          Attn: General Counsel
          Facsimile: (469) 310-9961

The Purchaser is represented by:

          Jill Frizzley Peter Feist, Esq.
          WEIL, GOTSHAL & MANGES LLP
          767 Fifth Avenue
          New York, N 10153
          Telephone: (212) 310-8823
                     (212) 310-8939
          Facsimile: (212) 310-8007
          E-mail: jill.frizzley@weil.com
                  peter.feist@weil.com

                   About Fansteel and Affiliates

Headquartered in Creston, Iowa, Fansteel, Inc., operates four
business units at four locations in the USA and one in Mexico with
a workforce of more than 600 employees.  Fansteel generated
approximately $87.4 million in revenue in 2015 on a consolidated
basis.  Wellman Dynamics Corporation contributed 67% of Fansteel's
sales.  The rest of the sales are generated from Intercast, a
division of Fansteel, and other non-debtor subsidiaries.

Fansteel, Wellman Dynamics and Wellman Dynamics Machinery &
Assembly, Inc. filed Chapter 11 petitions (Bankr. S.D. Iowa Case
Nos. 16-01823, 16-01825 and 16-01827) on Sept. 13, 2016.  The
petitions were signed by Jim Mahoney, CEO.  The cases are assigned
to Judge Anita L. Shodeen.  The Debtors disclosed total assets of
$32.9 million and total debt of $41.97 million.

The companies tapped Jeffrey D. Goetz, Esq., and Krystal R.
Mikkilineni, Esq., at Bradshaw, Fowler, Proctor & Fairgrave, P.C.,
as counsel; RSM US LLP as tax advisor; Jeffrey Sands and Dorset
Partners, LLC as business broker; and Mark J. Steger, Esq., at the
Clark Hill Law Firm as Environmental Counsel.

The companies filed motions to jointly administer the cases
pursuant to Bankruptcy Rule 1015(b), and the court ordered the
joint administration on Oct. 17, 2016.  The court subsequently
entered an order on May 24, 2017, vacating its Oct. 17 order and
discontinuing the joint administration of the cases under the lead
case of Fansteel.

On Sept. 23, 2016, the U.S. Trustee for Region 12 appointed an
official committee of unsecured creditors in Fansteel's bankruptcy
case.  The committee retained Morris Anderson & Associates, Ltd.,
as financial advisor; and Archer & Greiner, P.C. and Nyemaster
Goode, P.C., as counsel.

In March 2017, the U.S. trustee announced that the unsecured
creditors' committee of Fansteel would no longer serve as the
official committee in its case and that it would be reconstituted
as the official committee of unsecured creditors in the Chapter 11
cases of Wellman Dynamics and Wellman Dynamics Machinery.  As of
March 22, 2017, a new creditors' committee has not yet been
appointed in Fansteel's bankruptcy case.

Wellman Dynamics filed a Chapter 11 plan of reorganization and
disclosure statement on January 11, 2017.  On May 8, 2017, the
creditors' committee of Wellman Dynamics filed a rival Chapter 11
plan of liquidation for the company.


WONDERWORK INC: Examiner Hires Goldin Associates as Advisor
-----------------------------------------------------------
Jason R. Lilien, the court-appointed examiner for WonderWork, Inc.,
seeks authorization from the U.S. Bankruptcy Court for the Southern
District of New York to employ Goldin Associates LLC as financial
advisor to the examiner, nunc pro tunc to June 6, 2017.

Goldin Associates will assist the Examiner and his proposed counsel
with financial advisory services in connection with the Debtor's
collection, use, allocation, and transfers of restricted and
unrestricted funds, including:

        - the Debtor's system for collecting, tracking and using
          restricted purpose funds;

        - whether and to what extent Debtor's funds are properly
          subject to donor restrictions and/or other
          restrictions under New York charity law and the
          characterization and nature of any such restriction;

        - how expenses and expenditures including overhead and
          grants are allocated across various causes, including
          the transfer of funds among the Debtor's bank
          accounts; and

        - whether Debtor has taken actions in violation of the
          automatic stay by attempting to impose restrictions on
          funds that were otherwise unrestricted as of the
          petition date;

Goldin Associates will assist the Examiner in any amendments of
schedules and other financial disclosure statement and plan of
reorganization, and in any potential claims and causes of action of
the Debtor, including without limitation preferential and
fraudulent transfers, including to insiders, claims for breach of
fiduciary duty and corporate waste, other claims against insiders
and claims relating to expense reimbursement.

Goldin Associates will assist the Examiner with respect to all
payments made to or amounts due to Brian Mullaney including expense
reimbursements from the Debtor to Mr. Mullaney; and the Debtor's
corporate governance structures and practices, including oversight
of Mr. Mullaney by the Debtor's board of directors.

Goldin Associates will be paid at these hourly rates:
    
       Senior Managing Director/
       Senior Special Advisor          $810-$855
       Managing Director/
       Senior Advisor                  $630-$810
       Director                        $540-$630
       Vice President                  $450-$540
       Associate                       $315-$450
       Analyst                         $225-$315

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

Marc S. Kirschner, senior managing director of Goldin Associates,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estate.

The Court will hold a hearing on the application on July 20, 2017,
at 10:00 a.m.

Goldin Associates can be reached at:

       Marc S. Kirschner
       GOLDIN ASSOCIATES LLC
       350 Fifth Avenue
       The Empire State Building
       New York, NY 10118
       Tel: (212) 593-2255
       Fax: (212) 888-2841
       E-mail: MKirschner@goldinassociates.com

                    About Wonderwork, Inc.

Wonderwork, Inc., is a charity that has provided grants to fund
more than 220,000 surgeries in just six years.  The Debtor filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-13607) on Dec. 29,
2016, and is represented by Aaron R. Cahn, Esq., at Carter Ledyard
& Milburn LLP, as counsel; and BDO USA, LLP, as auditor and tax
advisor.

The petition was signed by Brian Mullaney, chief executive officer.
At the time of filing, the Debtor had $10 million to $50 million
in estimated assets and $10 million to $50 million in estimated
debts.

Jason R. Lilien has been appointed by the Court as Chapter 11
examiner.  He hired Loeb & Loeb LLP as his counsel.


WORLD IMPORTS: 3d Cir. Defines "Received" Under Sec. 503(b)(9)
--------------------------------------------------------------
The United States Court of Appeals for the Third Circuit, through
Judge Hardiman, in an opinion dated July 10, 2017, determined the
definition of the word "received"  or "receipt" as mentioned in
the Bankruptcy Code, in appeals case captioned Haining Wansheng
Sofa Co., LTD., Fujian Zhangzhou Foreign Trade Co., LTD,
Appellants, No. 16-1357 (3d Cir.).

Haining Wansheng Sofa Company and Fujian Zhangzhou Foreign Trade
Company are Chinese companies that sold furniture and similar
goods to World Imports in the ordinary course of business.

On May 26, 2013, the Haining shipment left Shanghai, China, and
World Imports took physical possession of the goods in the United
States on June 21, 2013.  On the other hand, Fujian's goods were
shipped on three separate dates from Xiamen, China, on May 17, May

31, and June 7, 2013, and they were accepted in the United States
before July 3, 2013.

In July 3, 2013, World Imports filed its Chapter 11 petition,
which was approved by the court. As a result, the obligation to
pay the creditors, as argued by the debtor, has been extinguished
as sanctioned by the proceedings in the Chapter 11 petition.

Under 11 U.S.C. Section 503(b)(9), a creditor may recover as a
priority administrative expense the value of goods "received by
the debtor within 20 days before" the bankruptcy petition is
filed.  

The creditors filed a petition to recover the value of the goods
in the Bankruptcy court but to no avail.  The court began by
acknowledging that the operative word "received" in Section
503(b)(9) is not defined.  Thus it concluded that since the
shipment were "Free on Board," the risk of loss or damage passed
to World Imports upon transfer at the port and the receipt of the
goods have already commenced.

The creditors appealed the decision.

The primary issue in this appeal is the definition of the term
"received" as used in 11 U.S.C. Section 503(b)(9). Judge Hardiman
expressed that if World Imports received the goods when they were
loaded onto the common carrier in China, then the creditor's
claims for administrative priority will fail.  But if the goods
were received only when World Imports took physical possession of
them, then creditors' claims are entitled to "the highest
priority."

Judge Hardiman ruled that since the Bankruptcy Code does not
define the word "received," related laws and jurisprudence must be

used in order to define the said word in the context of the
legislative intent.

Judge Hardiman defined the word "received" based on the ruling in
the case of In re Marin Motor Oil which defined "receipt" based in

the on Section 546(c) of the Uniform Commercial Code definition,
namely, "taking physical possession."  He added that the "drafters

of the Bankruptcy Code" basically "adopted as part of the federal
bankruptcy law," but with some procedural modifications and since
"Congress essentially borrowed [the reclamation provision] from
the U.C.C.," it "also borrowed the standard definition of
receipt."  In conclusion, Judge hardiman held that "receipt," as
used in Section 546(c), means "taking physical possession" -- the
UCC definition -- as a matter of federal law.

Judge Hardiman ruled that "consistent with this Court's holding in

Marin, we now hold that receipt as used in 11 U.S.C. Section
503(b)(9) requires physical possession by the buyer or his agent."


In conclusion, since World Imports took physical possession within

the 20-day period prior to commencement of its bankruptcy case,
Judge Hardiman reversed the bankruptcy court's decision and
ordered that the case be remanded for further proceedings.

A full-text copy of the Third Circuit's Opinion is available at
https://is.gd/McZu6R from Leagle.com.

Kirk B. Burkley [Argued], Daniel R. Schimizzi, Bernstein-Burkley,
707 Grant Street, Suite 2200, Gulf Tower, Pittsburgh, PA 15219,
Counsel for Appellants.

David L. Braverman [Argued], Helen M. Braverman, John E. Kaskey,
Braverman Kaskey, 1650 Market Street, One Liberty Place, 56th
Floor, Philadelphia, PA 19103, Counsel for Appellees.

                       About World Imports

World Imports, Ltd., filed a Chapter 11 petition (Bankr. E.D. Pa.
Case No. 13-15929) on July 3, 2013, in Philadelphia.  Debtor-
affiliates World Imports South, LLC (Bankr. E.D. Pa. Case No.
13-15933), 11000 LLC (Bankr. E.D. Pa. Case No. 13-15934, and World
Imports Chicago, LLC (Bankr. E.D. Pa. Case No. 13-15935) filed
separate petitions for Chapter 11 relief.  The cases are jointly
administered under Case No. 13-15929.  John E. Kaskey, Esq., at
Braverman Kaskey, P.C., in Philadelphia, serves as counsel to the
Debtors.  World Imports, Ltd., estimated assets and debts of $10
million to $50 million.  World Imports South, LLC, estimated
assets of $1 million to $10 million.

Roberta A. DeAngelis, United States Trustee for Region 3, appointed
a 3-member Committee of Unsecured Creditors.  Fox Rothschild LLP is
counsel to Committee.


ZEBRA TECHNOLOGIES: Moody's Rates New Term Loan A 'Ba3'
-------------------------------------------------------
Moody's Investors Service rated Zebra Technologies Corporation's
new Senior Secured Term Loan A due 2021 ("Term Loan A") and new
Senior Secured Revolver due 2021 ("New Revolver"), both at Ba3, and
downgraded the existing Senior Secured Term Loan B due 2021 ("Term
Loan B") to Ba3 from Ba2. Moody's also affirmed Zebra's Ba3
Corporate Family Rating ("CFR"), Ba3-PD Probability of Default
Rating ("PDR"), and SGL-2 Speculative Grade Liquidity ("SGL")
rating. The outlook is positive. Following the closing, Moody's
expects to withdraw the Ba2 rating on the Senior Secured Revolver
due 2019.

RATINGS RATIONALE

These rating actions follow Zebra's announced plans to use a draw
under the New Revolver and the proceeds of the Term Loan A to
redeem $750 million of the 7.25% Senior Notes ("Senior Notes") due
2022, reducing the interest expense burden. The downgrade to the
Term Loan B to Ba3 from Ba2 reflects the reduced cushion of
unsecured liabilities following the completion of the partial
Senior Notes redemption. Moreover, the recent completion of the
integration of the Enterprise Business ("Enterprise"), which Zebra
acquired from Motorola Solutions Inc. in October 2014, should
result in improved free cash flow ("FCF") due to both the absence
of integration costs and the operational efficiencies gained from
using a single enterprise resource planning ("ERP") system across
the historical Zebra and Enterprise operations.

Zebra's Ba3 CFR reflects the company's leading market positions in
its core segments of rugged handheld computers, barcode scanners,
and barcode printers. The CFR also reflects the large installed
base, long-term customer relationships, and expanded and
complementary product lines that resulted from Zebra's acquisition
of Enterprise in October 2014.

The CFR also reflects the financial leverage about 4.4x debt to
EBITDA (latest twelve months ended April 1, 2017, Moody's
adjusted), which is high given the slow revenue growth. Although
Zebra completed the final step of the integration of Enterprise in
early 2017, with the migration to a single ERP system, the
Enterprise business historically generated an operating margin
approximately half that of the historical Zebra. Closing this
margin differential without compromising Zebra's competitive
position represents an intermediate to long term integration
execution risk.

The positive outlook reflects Moody's expectation that Zebra will
continue to reduce debt, using the increased FCF resulting from the
lower total interest expense following the partial Senior Notes
redemption. Moody's expects further improvement in both the EBITDA
margin and FCF generation due to the absence of further integration
expenses with Enterprise business now fully-integrated into Zebra.
Moody's expects Zebra to generate modest revenue growth over the
next 12 to 18 months, resulting in incremental EBITDA margin
expansion due to operating leverage. Moody's expects that through a
combination of debt repayment and EBITDA growth that leverage will
decline toward 3.5x debt to EBITDA (Moody's adjusted) over the next
12 to 18 months.

The rating could be upgraded if:

* Zebra generates revenue growth with expanding EBITDA margin and
increasing FCF and

* Leverage is approaching 3.5x debt to EBITDA (Moody's adjusted),
and

* Zebra maintains good liquidity and a balanced financial policy,
refraining from debt-financed returns to shareholders

Given the positive rating outlook, a rating downgrade is unlikely
over the next year. Over the intermediate term, the rating could be
downgraded if:

* Revenues fail to grow in line with the industry or if the gross
margin declines toward 45%, indicating a loss of market power, or

* Zebra engages in shareholder-friendly actions such that debt to
EBITDA (Moody's adjusted) will be sustained above 4.5x.

The Ba3 ratings of the Revolver, Term Loan A, and Term Loan B,
equal to the Ba3 CFR, reflect their seniority in the capital
structure, the collateral package, and the modest cushion of
unsecured liabilities following the partial redemption of the
Senior Notes. The B2 rating on the Senior Notes is two notches
lower than the CFR which reflects the absence of collateral and the
large amount of secured debt ranking ahead of the unsecured notes,
as well as the absence of pledged assets as collateral.

The SGL-2 Speculative Grade Liquidity ("SGL") rating reflects
Zebra's good liquidity. Moody's expects Zebra will keep at least
$100 million of cash and will generate annual free cash flow
("FCF") of at least $250 million over the next 18 months.
Alternative liquidity is provided by the $500 million Revolver,
which Moody's expects will be drawn at closing and will be used for
letters of credit but leaving at least $150 million of available
borrowing capacity. Over the next year, total required debt
amortization is limited to the required annual debt amortization on
the Term Loan A of $25 million. Due to prepayments, there are no
required amortization payments due on the Term Loan B until
maturity.

Assignments:

Issuer: Zebra Technologies Corp.

-- Senior Secured Revolver due 2021, assigned Ba3 (LGD3)

-- Senior Secured Term Loan A, assigned Ba3 (LGD3)

Downgrades:

Issuer: Zebra Technologies Corp.

-- Senior Secured Term Loan B, downgraded to Ba3 (LGD3) from Ba2
    (LGD3)

Ratings Affirmed:

Issuer: Zebra Technologies Corp.

-- Senior Notes, B2 (LGD6)

-- Corporate Family Rating (Local Currency), Ba3

-- Probability of Default Rating, Ba3-PD

-- Speculative Grade Liquidity Rating, SGL-2

Outlook Actions:

Issuer: Zebra Technologies Corp.

-- Outlook, Positive

The rating on the Senior Secured Revolver due 2019 will be
withdrawn following closing.

Zebra Technologies Corp, based in Lincolnshire, Illinois,
manufactures and markets rugged handheld computers, barcode
scanners, and specialized printers serving the manufacturing,
transportation and logistics, retail, healthcare end-markets.

The principal methodology used in these ratings was Diversified
Technology Rating Methodology published in December 2015.


ZEBRA TECHNOLOGIES: S&P Lowers Senior Secured Debt Rating to 'BB'
-----------------------------------------------------------------
S&P Global Ratings lowered the issue rating on Lincolnshire,
Ill.-based Zebra Technologies Corp.'s senior secured debt to 'BB'
from 'BB+' and revised the recovery rating to '2' from '1'. The '2'
recovery rating indicates S&P's expectation for meaningful (70% to
90%; rounded estimate: 75%) recovery in the event of payment
default. At the same time, S&P removed the issue rating from
CreditWatch, where S&P had placed it with negative implications on
July 6, 2017.

S&P said, "We also assigned our 'BB' issue rating and '2' recovery
rating to Zebra's proposed $500 million revolving credit facility
due 2021, the proposed $500 million term loan A due 2021 and the
repriced $1.413 billing term loan B due 2021."

The rating action follows Zebra's announcement of a definitive
refinancing plan that will fund the conditional partial redemption
to the holders of its $1.05 billion 7.25% unsecured notes due 2022.
It intends to redeem $750 million in principal amount by issuing
new lower-cost financing instruments, including an upsized
revolving credit facility and term loan A. Given that the new
instruments are secured, it lowers the mix of unsecured debt,
resulting in lower recovery prospects.

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

All ratings are based on preliminary terms and conditions.

RATINGS LIST

Zebra Technologies Corp.
  Corporate Credit Rating                BB-/Stable/--

Downgraded; Recovery Rating Revised
                                         To        From
Zebra Technologies Corp.
  Senior Secured                         BB        BB+/Watch  Neg
  Recovery Rating                        2 (75%)   1 (90%)

New Rating

Zebra Technologies Corp
  Senior Secured
  $500 mil. revolver due 2021            BB
   Recovery Rating                       2 (75%)
  $500 mil. term loan A due 2021         BB
   Recovery Rating                       2 (75%)
  $1.413 bil. term loan B due 2021       BB
   Recovery Rating                       2 (75%)


ZLOOP INC: Aug. 10 Conference Set in Suit vs. Phelps Dunbar
-----------------------------------------------------------
Before the United States District Court for the Middle District of

Louisiana is Phelps Dunber, LLP, et al.'s motions for Enlargement
of Time to Answer and another for a Protective Order Staying
Initial Disclosures and Discovery Pending Resolution Of A Ruling
in this case captioned ZLOOP, INC., v. PHELPS DUNBAR, L.L.P., ET
AL., Civil Action No. 17-222-BAJ-RLB (M.D. La.).

On April 7, 2017, Zloop, Inc., by and through Patrick Trae' O'Pry,

Plan Administrator, initiated an action against Phelps Dunbar,
L.L.P., and the four individual attorneys Heather Duplantis,
Michael D. Hunt, Kelly Kromer Boudreaux, and Marc G. Matthews for:

   1. Count 1: post-petition avoidance under 11 U.S.C. Section 549

and recovery under 11 U.S.C. Section 550 of the Bakruptcy Code;

   2. Count 2: turnover of property of the estate under 11 U.S.C.
Section 542 of the Bakruptcy Code;

   3. Count 3: disgorgement of fees under 11 U.S.C. Sections 327,
328, 329 of the Bakruptcy Code;

   4. Count 4: legal malpractice,

   5. Count 5: breach of fiduciary duty;

   6. Count 6: aiding and abetting breach of fiduciary duty; and

   7. Damages under Louisiana and Delaware law.

Shortly, Defendants collectively filed two Motions. In their first

motion, Defendants seek an enlargement of time to answer or
otherwise respond to Counts 1-3 of the Complaint until 14 days
after notice of the Court's action on the Motion to Dismiss Counts

4-6 of the Complaint under Rule 12(a)(4). In their second motion,
Defendants seek a protective order staying all discovery in the
instant action until the Court rules on the Motion to Dismiss
Counts 4-6 of the Complaint.

Magistrate Judge Richard L. Bourgeois, Jr., settled the first
motion by expressing that under Rule 12(a)(4) a defendant is
allowed to file a motion to dismiss and await its disposition
before filing an answer by extending the deadline to serve an
answer or responsive pleadings until 14 days after notice of the
Court's denial of the motion to dismiss, or postponement of ruling

until trial.  However, the rule does not state its applicability
to a partial motion to dismiss which would extend the defendant's
time to answer or file a responsive pleading with respect to
claims not raised in the motion to dismiss.

To resolve the issue, Judge Bourgeois mentioned that at least two
district courts within the Fifth Circuit have followed the
"majority view" in holding that the filing of a partial motion to
dismiss extends the defendant's time to answer the entire
complaint. He added that according to jurisprudence adopting the
"majority approach", stating to hold otherwise would unnecessarily

confuse and complicate the case. Thus, Defendant's motion is
granted.

On the second motion, Judge Bourgeois ruled that while Rule 26(c),

the rule for which the defendant based their motion, allows the
Court to issue a protective order after a showing of good cause to

protect a party or person from annoyance, embarrassment,
oppression, or undue burden or expense, the defendants were not
able to present the same in court.

According to Judge Bourgeois, Defendants have not provided any
particular and specific facts demonstrating that discovery in this

action while the partial motion to dismiss is pending would result

in annoyance, embarrassment, oppression, or undue burden or
expense, the reason for the denial of the second motion.

Accordingly, the magistrate ordered that Defendants' Motion for
Enlargement of Time to Answer or Otherwise Respond to Counts 1-3
of the Complaint is granted. Defendants' deadline to answer or
otherwise respond to any and all portions of the complaint
pertaining to Counts 1-3, and the 96 paragraphs of the complaint
that these counts refer to, until 14 days after notice of the
Court's action on the defendants' Rule 12(b)(6) motion to dismiss
Counts 4-6 for failure to state a claim.

It is further ordered that Defendants' Motion For Protective Order

Staying Initial Disclosures and Discovery Pending Resolution Of A
Ruling On Their Rule 12(b)(6) Motion is denied.

A scheduling conference is set before the undersigned for August
10, 2017 at 3:00 p.m.

A Joint Status Report must be filed by July 27, 2017.

A full-text copy of Magistrate Bourgeois's Order dated July 10,
2017, is available at https://is.gd/gJ5pdr from Leagle.com.

Zloop, Inc., Plaintiff, represented by James Huey Gibson, Allen &
Gooch.

Zloop, Inc., Plaintiff, represented by Charles M. Kreamer, Allen &

Gooch & Clay Morgan Allen, Allen & Gooch.

Phelps Dunbar, LLP, Defendant, represented by Christine Lipsey,
McGlinchey Stafford, PLLC, Jon Ann Harp Giblin, McGlinchey
Stafford PLLC, Michael H. Rubin, McGlinchey Stafford PLLC & Rachal

Cox.

Heather Duplantis, Defendant, represented by Christine Lipsey,
McGlinchey Stafford, PLLC, Jon Ann Harp Giblin, McGlinchey
Stafford PLLC, Michael H. Rubin, McGlinchey Stafford PLLC & Rachal

Cox.

Michael D. Hunt, Defendant, represented by Christine Lipsey,
McGlinchey Stafford, PLLC, Jon Ann Harp Giblin, McGlinchey
Stafford PLLC, Michael H. Rubin, McGlinchey Stafford PLLC & Rachal

Cox.

Kelly Kromer Boudreaux, Defendant, represented by Christine
Lipsey, McGlinchey Stafford, PLLC, Jon Ann Harp Giblin, McGlinchey

Stafford PLLC, Michael H. Rubin, McGlinchey Stafford PLLC & Rachal

Cox.

Marc G. Matthews, Defendant, represented by Christine Lipsey,
McGlinchey Stafford, PLLC, Jon Ann Harp Giblin, McGlinchey
Stafford PLLC, Michael H. Rubin, McGlinchey Stafford PLLC & Rachal

Cox.

                      About ZLOOP, Inc.

ZLOOP operates a proprietary, state of the art, 100% landfill free
eWaste recycling company headquartered in Hickory, North Carolina.
Founded in 2012, the Company offers eWaste recycling and data
destruction services through its facility in Hickory, NC.

ZLOOP, Inc., and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 15-11660) on Aug. 9, 2015.  

The Debtors tapped DLA Piper LLP as counsel.

As of the Petition Date, the Debtors' unaudited consolidated
balance sheet reflect total assets of approximately $25 million,
including the land and improvements, but excluding certain
commodity inventories that are the output of eWaste recycling, and
total liabilities of approximately $32 million.

The U.S. trustee overseeing the Debtors' Chapter 11 cases on Sept.
2, 2015, appointed Recycling Equipment Inc., E Recycling Systems
LLC and Carolina Metals Group to serve on the official committee
of
unsecured creditors.  The committee is represented by Cole Schotz
P.C.


ZONE 5 INC: Hires Hodgson Russ as Attorney
------------------------------------------
Zone 5 Inc. fka Zone V Lithographic Pre-press Inc. seeks
authorization from the U.S. Bankruptcy Court for the Northern
District of New York to employ Hodgson Russ LLP as attorney for the
estate.

The Debtor requires Hodgson Russ to:

   (a) evaluate various claims and offsets;
   
   (b) prepare a Disclosure Statement and Plan;

   (c) represent the Debtor in proceedings to recover voidable
transfers, if any;

   (d) attend at 341 hearings and valuation hearings, if any; and

   (e) negotiate and litigate, if necessary, for sale of assets.

The Debtor will pay Richard L. Weisz at a rate of $360 per hour.

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

Hodgson Russ has received a retainer totaling to $16,717 inclusive
of the $1,717 filing fee. The balance on retainer is $8,145.55.

Richard L. Weisz, a partner of Hodgson Russ, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.

Hodgson Russ can be reached at:

       Richard L. Weisz, Esq.
       HODGSON RUSS LLP
       677 Broadway, Suite 301
       Albany, NY 12207
       Tel: (518) 465-2333
       E-mail: rweisz@hodgsonruss.com

                      About Zone V Lithographic
                            Pre-press Inc.

Zone 5, Inc. fka Zone V Lithographic Pre-Press, Inc., filed a
Chapter 11 petition (Bankr. N.D.N.Y. Case No. 17-11087) on June 8,
2017, listing under $1 million in both assets and liabilities.
Richard L. Weisz, Esq. of Hodgon Russ LLP, represents the Debtor as
bankruptcy counsel.


[*] Retail Bankruptcies Up by 35% YTD, BankruptcyData Says
----------------------------------------------------------
BankruptcyData.com released its Q2 2017 Business Bankruptcy Filings
Report, which indicates that the Retail, Services and
Finance/Insurance/Real Estate sectors increased their percentages
of overall business bankruptcies during Q2 2017, compared to the
same period last year; and, YTD, the Retail sector is up
approximately 35% compared to the same periods in both 2016 and
2015. During 2Q 2017, Texas overtook New York as the state
generating the highest percentage (nearly 20%) of overall business
bankruptcies but New York retained top billing with 17% of YTD 2017
business bankruptcy filings.  As usual, small businesses make up
the lion's share of filings, with companies reporting sales less
than $500K generating 56% of all business bankruptcy filings during
Q2 2017 and 61% YTD 2017.  Similarly, business with less than 50
employees generated 87% of all bankruptcies during the first six
months of 2017. Though overall bankruptcy activity is trending
upward, public company bankruptcies are down 31% thus far in 2017:
42 public companies filed for bankruptcy in the first six months of
2017, versus 61 in 2016.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Mohammad H. Ardehali
   Bankr. N.D. Ill. Case No. 17-21013
      Chapter 11 Petition filed July 14, 2017

In re Dave Taylor Electric Service, Inc.
   Bankr. N.D. Ind. Case No. 17-40305
      Chapter 11 Petition filed July 14, 2017
         See http://bankrupt.com/misc/innb17-40305.pdf
         represented by: David A. Rosenthal (VM)
                         E-mail: darlaw@nlci.com

In re Pellerin Energy Rentals, L.L.C.
   Bankr. W.D. La. Case No. 17-50902
      Chapter 11 Petition filed July 14, 2017
         See http://bankrupt.com/misc/lawb17-50902.pdf
         represented by: Douglas S. Draper
                         Heller,Draper,Patrick,Horn & Dabney, LLC
                         E-mail: ddraper@hellerdraper.com

In re Pellerin Water Solutions, L.L.C
   Bankr. W.D. La. Case No. 17-50903
      Chapter 11 Petition filed July 14, 2017
         See http://bankrupt.com/misc/lawb17-50903.pdf
         represented by: Douglas S. Draper
                         Heller,Draper,Patrick,Horn & Dabney, LLC
                         E-mail: ddraper@hellerdraper.com

In re Willie J. Jackson
   Bankr. N.D. Miss. Case No. 17-12602
      Chapter 11 Petition filed July 14, 2017

In re SAINT MATTHEWS AMBULANCE SERVICE
   Bankr. D.S.C. Case No. 17-03491
      Chapter 11 Petition filed July 14, 2017
         Filed pro se

In re SHONN TERRANCE TIBBS
   Bankr. M.D. Tenn. Case No. 17-04759
      Chapter 11 Petition filed July 14, 2017
         represented by: STEVEN L. LEFKOVITZ
                         LAW OFFICES LEFKOVITZ & LEFKOVITZ
                         E-mail: slefkovitz@lefkovitz.com

In re Anita Lal
   Bankr. E.D. Va. Case No. 17-12444
      Chapter 11 Petition filed July 14, 2017
         represented by: John P. Forest, II
                         StahlZelloe, P.C.
                         E-mail: j.forest@stahlzelloe.com

In re Assurance Construction Resources, LLC
   Bankr. D. Mass. Case No. 17-41293
      Chapter 11 Petition filed July 15, 2017
         See http://bankrupt.com/misc/mab17-41293.pdf
         represented by: Gregory M. Sullivan
                         E-mail: gsullivanlaw@aol.com

In re Davenport Company, Incorporated
   Bankr. N.D. Cal. Case No. 17-41830
      Chapter 11 Petition filed July 16, 2017
         See http://bankrupt.com/misc/canb17-41830.pdf
         represented by: Claude Dawson Ames
                         Law Offices of Claude D. Ames
                         E-mail: claudeames@aol.com

In re IGI Trading, L.L.C.
   Bankr. S.D. Tex. Case No. 17-34334
      Chapter 11 Petition filed July 16, 2017
         See http://bankrupt.com/misc/txsb17-34334.pdf
         represented by: Donald T Cheatham
                         Law Offices of Donald T Cheatham
                         E-mail: cheathamlaw@aol.com




                            *********

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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public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
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than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
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Each Friday's edition of the TCR includes a review about a book of
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Monthly Operating Reports are summarized in every Saturday edition
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The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
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                            *********

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Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

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