TCR_Public/170920.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, September 20, 2017, Vol. 21, No. 262

                            Headlines

220 RM LLC: Voluntary Chapter 11 Case Summary
ACADEMY LTD: Moody's Lowers CFR to B3; Outlook Stable
ADVANCED RETAIL: Seeks 3-Month Extension of Plan Exclusivity
AEROGROUP INT'L: Hilco to Conduct Store Closing Sales
AIR CANADA: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB

AIRGAS INC: Egan-Jones Assigns BB+ Sr. Unsecured Debt Ratings
ALABAMA PARTNERS: Oct. 18 Auction of All Assets
ALLIANCE HEALTHCARE: Moody's Rates New $405MM 1st Lien Loans 'Ba3'
AMERICAN CONSUMERS: Sale of All Assets to Mitchell for $800K Okayed
ANDY'S TRUCK: Case Summary & 11 Unsecured Creditors

ARCH COAL: Egan-Jones Withdraws 'D' FC Sr. Unsecured Debt Rating
AUTHENTIC BRANDS: S&P Affirms B Corp Credit Rating, Outlook Stable
AUTHENTIDATE HOLDING: Appoints New COO and CFO
AVAYA INC: Updates Fiscal Third Quarter 2017 Financial Results
BASIC ENERGY: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B-

BAVARIA YACHTS: Yachtbau Seeks Appointment of Ch. 11 Trustee
BELDEN INC: Egan-Jones Hikes FC Sr. Unsecured Debt Rating to BB
BELIEVERS BIBLE: Needs More Time to Complete Asset Sale, File Plan
BI-LO LLC: S&P Cuts CCR to 'CCC-' on Possible Distressed Exchange
BICOM NY: Committee Taps Klestadt Winters as Conflicts Counsel

BILL BARRETT: Will Hold Say-on-Pay Votes Annually
BIOSCRIP INC: Reports $31.7 Million Net Loss for Second Quarter
BLOOMFIELD NURSING: Seeks to Hire BKD Firm as Accountant
BROOKS AUTOMATION: Moody's Assigns B1 CFR; Outlook Positive
BROOKWOOD ACADEMY: Taps Roger Warner as Special Litigation Counsel

CAESARS RESORT: Moody's Assigns B1 Corporate Family Rating
CAREFOCUS CORP: Court Grants Motion Not to Appoint PCO
CASHMAN EQUIPMENT: Seeks January 31 Plan Exclusivity Extension
CENTRAL GROCERS: Navarro Buying Two Hammond Properties for $1.85M
CHINA COMMERCIAL: Signs Share Exchange Agreement with Sorghum

CIRCULATORY CENTERS: Bank Seeks Appointment of Ch. 11 Trustee
COBALT INTERNATIONAL: Incurs $186 Million Net Loss in 2nd Quarter
COCRYSTAL PHARMA: Reports $1 Million Net Loss for Second Quarter
COLONIAL BANCGROUP: FDIC Not Accountable for Employees' Fraud
COMPASS PUBLIC: S&P Lowers Rating on 2010A/B Revenue Bonds to 'BB'

CONCORDIA INTERNATIONAL: S&P Lowers CCR to CCC-, On Watch Negative
CYTORI THERAPEUTICS: Expects Higher Full Year 2017 Operating Cash
D'ELIA WITTKOFSKI: Ct. Refuses to Open PNC Confessed Judgment
DARIN BECK: CVP Properties Buying Cedar Falls Property for $1.4M
DELCATH SYSTEMS: Incurs $1.94 Million Net Loss in 2nd Quarter

DEXTERA SURGICAL: Reports Fiscal 2017 Q4 Financial Results
DIGICERT PARENT: S&P Affirms 'B' CCR Amid New Term Loans Add-on
DJ HOLDINGS: Disclosure Statement Hearing on Nov. 7
DOLPHIN ENTERTAINMENT: May Issue 2M Shares Under 2017 Equity Plan
DUCK NECK: Bankruptcy Auction Scheduled for Oct. 17

DUPONT FABROS: Moody's Hikes Senior Unsecured Debt Rating From Ba1
EASTGATE PROFESSIONAL: Seeks to Retain Greg Crowell as Manager
ENERGY FUTURE: InfraREIT Exchange Transaction with Oncor Approved
ENERPLUS CORP: Egan-Jones Hikes Sr. Unsecured Debt Rating to BB+
ENRON CORP: Court Questions Enron Nigeria's Legal Costs

EVERMILK LOGISTICS: Plan Exclusivity Deadline Moved to Nov. 11
EXCO RESOURCES: Posts $120.7 Million Net Income in 1st Quarter
EXPEDIA INC: Moody's Rates New Sr. Unsec. Notes Ba1, Outlook Stable
FAIRPOINT COMMUNICATIONS: Egan-Jones Withdraws B+ Unsec. Rating
FINJAN HOLDINGS: Sues SonicWall for Patent Infringement

FUNCTION(X) INC: Fails to Cure Default During 'Grace Period'
FX FASHION: Taps Joyce W. Lindauer as Legal Counsel
GASTAR EXPLORATION: Amends COC Plan to Change Bonus Component
GENERAL WIRELESS: Unsecs. Pay Contingent on Litigation Recoveries
GENWORTH FINANCIAL: S&P Alters CreditWatch Status on B CCR to Neg.

GIBSON BRANDS: S&P Affirms 'CCC' CCR and Alters Outlook to Neg.
GLOBAL EAGLE: S&P Lowers CCR to 'B-', On CreditWatch Negative
GOOD GAMING: Limited Revenue Raises Going Concern Doubt
GRAPHIC TECHNOLOGY: Wants to File Reorganization Plan by Dec. 19
GREEN EARTH: Douglas Von Allmen Has 11.6% Stake at July 25

GUP'S HILL PLANTATION: Oct. 12 Hearing on Plan Confirmation
HALKER CONSULTING: Taps Harper Hofer as Accountant
HEARING HELP: Court Narrows Claims in R. Moses Suit vs the Hovises
HELIOS AND MATHESON: Files Resale Prospectus of 9M Common Shares
HHH CHOICES: Hebrew Hospital, Committee File Liquidation Plan

HIGH CARD: Court Dismisses Confirmed Chapter 11 Cases
HIGH COUNTRY FUSION: Consolidated Pipe Buying All Assets for $3.5M
HILTZ WASTE: Ch. 11 Trustee Did Not Discover Mismanagement
HJR LLC: Patel Buying Appleton Property for $125K
HOOPER HOLMES: Management Reaffirms Guidance for Q2 – Q4 2017

IGNITE RESTAURANT: Files Latest Plan, Sells Assets for $57-Mil.
INRETAIL REAL: Fitch Affirms BB+ IDR; Outlook Stable
INTERNATIONAL GAME: Egan-Jones Cuts Sr. Unsecured Ratings to BB
INTERPACE DIAGNOSTICS: Incurs $6.30 Million Net Loss in 2nd Quarter
JAMES ARRIGAN: Laws Buying Interest in Kelle Property for $235K

JAMES ARRIGAN: Parishes Buying Interest in Hurst Property for $302K
JAMES ARRIGAN: Selling Interest in Southlake Property for $495K
JAT SYSTEMS: Sale of 2013 Ford Truck to President Price Approved
JENKINS NO. 1: Taps Cavazos Hendricks as Legal Counsel
JOHN Q. HAMMONS: JD Holdings Loses Bid to Dismiss Ch. 11 Petitions

JUBEM INVESTMENTS: Seeks to Hire Coldwell Banker as Realtor
JUBEM INVESTMENTS: Seeks to Hire Ewing Lara as Accountant
KAYE & SONS: Unsecureds to Receive Interest from Creditor Trust
KEY ENERGY: Egan-Jones Hikes Sr. Unsec. Debt Rating to B-
LA PALOMA GENERATING: Must File Amended Plan by Sept. 22

LAREDO PETROLEUM: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B-
LATTICE INC: Paul H Singlevich Reports 5% Stake as of Aug. 7
LEGACY HOLDING-CA: Plan Outline Okayed, Plan Hearing on Oct. 18
LEWISTON SHOPPING: Seeks 2-Month Extension to File Ch.11 Plan
LIQUIDMETAL TECHNOLOGIES: Incurs $3.82 Million Q2 Net Loss

MAKENA PACIFIC: Hearing on Disclosures Approval Set for Oct. 19
MAKO ONE CORPORATION: U.S. Trustee Unable to Appoint Committee
MARINA BIOTECH: Sells Smarticles IP to Novosom for US$1
MERITOR INC: Fitch Rates New $300MM Sr. Convertible Notes 'B+'
MERITOR INC: Note Paydown from JV Sale No Impact on Moody's B1 CFR

MERITOR INC: S&P Hikes CCR to BB- on Improving Credit Measures
METHANEX CORP: Egan-Jones Hikes Sr. Unsec. Ratings to BB+
MILFORD AUTO: Latest Plan Revises Treatment of Oakland Claims
MILLWORK SHOPPE: Creative Associates Opposes Approval of Plan
MINI MASTER: Oct. 31 Disclosure Statement Hearing

MOORINGS REGENCY: Disclosure Statement Hearing Set for Nov. 9
NEPHROS INC: Incurs $786,000 Net Loss in Second Quarter
NEXTERA ENERGY: Fitch Rates Proposed $1.1BB Sr. Unsec. Bonds BB+
NEXTERA ENERGY: Moody's Rates $1.1BB Senior Unsecured Notes Ba1
NP HOLDINGS: Plan Outline Okayed, Plan Hearing on Oct. 19

NUVERRA ENVIRONMENTAL: D. Heargreaves Suit Withdrawn from Mediation
OASIS PETROLEUM: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B-
OBSIDIAN ENERGY: Egan-Jones Withdraws CCC+ Sr. Unsec. Debt Rating
OLIVER C&I: Dec. 13 Plan Confirmation Hearing
OPTIMUMBANK HOLDINGS: James Odza Quits as Bank CFO

ORBITAL ATK: Fitch Places BB+ IDR on Rating Watch Positive
ORBITAL ATK: S&P Puts Ratings on Watch Pos Pending Northrop Deal
PALOMAR HEALTH: Fitch Cuts 2007/2009/2010 GO Bonds Rating to BB+
PAROLE BESTGATE: Non-Insider Unsecureds Payment Reduced to 50%
PENINSULA AIRWAYS: Wants to Enter into Aircraft Lease with Montrose

PET CAFE: Discloses Change in Ownership Percentage of Shareholders
PETSMART INC: S&P Lowers CCR to 'B' on Weakening Credit Metrics
PHILADELPHIA HEALTH: Quality of Care Adequate and Stable, PCO Says
PILGRIM MEDICAL: Sues Insurers, Attys. Over $1M Discrimination Case
PIONEER HEALTH: Has Until September 30 to File Chapter 11 Plan

PIONEER NATURAL: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB+
PLASTIC2OIL INC: Posts $756,000 Net Income for Second Quarter
POST HOLDINGS: Egan-Jones Cuts Sr. Unsec. Debt Ratings to B-
PRIDE OF THE HILLS: Case Summary & 20 Largest Unsecured Creditors
PUERTO RICO: Journalists Group Can Pursue Docs From FOMB

PUERTO RICO: Judge Rejects Receivership Bid by PREPA Creditors
QUEST RARE: Quebec Court Extends BIA Filing Delay by 45 Days
QUOTIENT LIMITED: Inks Change of Control Pact With Top Management
RICEBRAN TECHNOLOGIES: Ends Second Quarter With $3.2M in Cash
ROOT9B HOLDINGS: Secures $1M Financing From Chairman et al

RXI PHARMACEUTICALS: Incurs $2.51 Million Net Loss in 2nd Quarter
SAN JOSE CONTRACTING: Disclosures Conditionally Approved
SEARS CANADA: Chairman Rounds Backing from Private Equity Firms
SEBRING MANAGEMENT: Sues Schumaker Loop for Malpractice
SHABSI BRODY: MEOR 77 Buying Lakewood Property for $165K

SOUTHEAST ALABAMA: Creditors Seek Appointment of Interim Trustee
SPI ENERGY: Owns 65.7% of EnSync as of July 26
SPRINT COMMUNICATIONS: Egan-Jones Cuts LC Unsecured Rating to B+
SPRINT CORP: Egan-Jones Raises Sr. Unsecured Rating to B+
STAPLES INC: Egan-Jones Cuts Sr. Unsec. Debt Ratings to BB+

STEMTECH INT'L: Court Rejects Bid for Ch. 11 Trustee Appointment
STOLLINGS TRUCKING: Disclosure Statement Hearing Moved to Nov. 15
T-REX OIL: Cancels Registration of Common Stock
TEMPLE OF HOPE: Sale of Birmingham Property for $195K Approved
TERRANOVA LANDSCAPES: Taps Scott J. Eagar as Accountant

TIMOTHY MCCLINCY: Ahns Buying Federal Way Property for $420K
TOYS "R" US: Case Summary & 50 Largest Unsecured Creditors
TOYS "R" US: Files for Chapter 11 to Deal with $5 Billion in Debt
TOYS "R" US: Fitch Lowers IDRs to 'D' Over Bankruptcy Filing
TOYS "R" US: Has $1 Billion Financing to Boost In-Store Sales

TOYS "R" US: Moody's Lowers PDR to D-PD Following Bankr. Filing
TOYS "R" US: S&P Lowers Corp. Credit Rating to 'D' on Ch. 11 Filing
TOYS "R" US: Says Business as Usual for 1,600 Stores Worldwide
TOYS "R" US: Vendors Pulled Shipments After Bankruptcy Reports
TOYS CANADA: CCAA Case Summary & List of Advisors

TOYS CANADA: Commences Proceedings Under CCAA
TRIDENT BRANDS: Issues 811,887 Common Shares to Fengate
TW TOWING: Taps Eric A. Liepins as Legal Counsel
UNI-PIXEL INC: Sept. 21 Meeting Set to Form Creditors' Panel
UNITED MOBILE: Sell Nominal Property for $2K per MetroPCS Store

VANITY SHOP: Intends to File Plan of Liquidation by November 26
VB TAXI: Seeks to Hire Alla Kachan as Legal Counsel
VINCENT WALCH: CNB Bank Reiterates Necessity of Ch. 11 Trustee
VIRGIN ISLANDS WPA: S&P Cuts Senior-Lien Bonds Rating to 'CCC+'
VISIONS REAL ESTATE: Case Summary & Unsecured Creditor

VISUAL HEALTH: Case Summary & 20 Largest Unsecured Creditors
WALL ST. RECYCLING: Taps Leonard I. Greenberg as Accountant
WEATHERFORD INT'L: BlackRock Has 4.9% Stake as of July 31
WEIGHT WATCHERS: Moody's Hikes CFR to B2; Outlook Remains Positive
WEST CORPORATION: Moody's Confirms B1 CFR; Outlook Stable

WILLIAM THOMAS, JR: Sale of Memphis Property to Bell for $705K OK'd
WILLIAM VANDERPOOL: Sale of Winter Haven Property for $162K Okayed
WJA ASSET: Needs More Time to Reconcile Records, File Ch. 11 Plan
ZWO ENTERPRISES: Taps Zagorsky & Galske as Special Counsel
[*] Arxis' Ray Rivers Joins ACG's G.research

[*] Daniel Saval Kobre & Kim's Insolvency Litigation Practice

                            *********

220 RM LLC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: 220 RM LLC
        910 Pinon Ranch
        Suite 200
        Colorado Springs, CO 80907

Business Description: 220 RM LLC filed as a "single asset real
                      estate business" whose principal assets
                      are located at 200 Ridge Mountain Drive Palm
                      Springs, CA 92264.

NAICS (North American
Industry Classification
System) 4-Digit Code that
Best Describes Debtor: 0000

Chapter 11 Petition Date: September 18, 2017

Case No.: 17-21433

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

Judge: Hon. Sheri Bluebond

Debtor's Counsel: Todd B Becker, Esq.
                  LAW OFFICES OF TODD B BECKER
                  3750 E Anaheim St Ste 100
                  Long Beach, CA 90804
                  Tel: 562-495-1500
                  Fax: 562-494-8904
                  E-mail: brief@beckerlawgroup.com
                          becker@toddbeckerlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Randy King, manager.

The Debtor says it has no unsecured creditors who are not
insiders.

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

         http://bankrupt.com/misc/cacb17-21433.pdf


ACADEMY LTD: Moody's Lowers CFR to B3; Outlook Stable
-----------------------------------------------------
Moody's Investors Service downgraded its ratings for Academy Ltd.,
including the company's Corporate Family Rating ("CFR") to B3 from
B2, Probability of Default Rating ("PDR") to B3-PD from B2-PD, and
senior secured term loan rating to B3 from B2. The ratings outlook
is stable.

"The downgrades reflect Moody's views that financial risk for
Academy will remain elevated, exacerbated by difficult market
conditions, including a highly promotional environment for athletic
apparel and weak demand for firearms and ammunition," according to
Raya Sokolyanska, Vice President and Moody's lead analyst for the
company. Moody's anticipates that ongoing industry challenges will
offset Academy's cost saving initiatives and the correction of its
private label assortment in the second half of 2017, resulting in
only a modest improvement in earnings, which remain depressed going
back to the prior year. The rating agency expects leverage to
decline mainly due to seasonal repayment of the company's
asset-based revolver but remain elevated at 7 times on a
Moody's-adjusted debt/EBITDA basis by year-end, compared to 7.4
times as of mid-year 2017. These metrics are equivalent to 5.3
times and 5.6 times, respectively, based on gross funded debt and
management-adjusted EBITDA. "The company's liquidity profile is
good, with ample revolver availability and an extended maturity
profile serving as a buffer to an otherwise rising level of risk if
operating performance does not improve over time," added
Sokolyanska.

Moody's took the following rating actions for Academy, Ltd:

- Corporate Family Rating, downgraded to B3 from B2

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

- $1.825 billion ($1.689 billion outstanding) Senior Secured Term

   Loan B due 2022, downgraded to B3 from B2 (LGD4)

- Stable outlook

RATINGS RATIONALE

Academy's B3 CFR reflects the company's high leverage and
challenging conditions in the sporting goods sector. Broadened
distribution of athletic apparel brands has intensified competition
and increased promotional activity in Academy's apparel business,
while demand for firearms and ammunition is likely to continue
declining in 2H 2017 and only modestly recover in 2018. Further, in
Moody's view, growing e-commerce penetration and the need for
ongoing digital investment will continue to pressure margins.
Bankruptcies and store closures among weaker players, which have
resulted in heavy promotions that created pricing pressure in 2016
and early 2017, may also continue as a result of the challenging
environment. The rating also incorporates the company's geographic
concentration and aggressive financial policies.

Although the operating environment will remain difficult, Moody's
expects Academy's earnings to grow modestly in 2H 2017 and 2018 as
merchandising issues roll off and cost savings materialize. Key
support is also derived from Academy's good liquidity, including
modestly positive free cash flow and the ability to curtail growth
investments, the lack of near-term debt maturities, ample revolver
availability and a springing covenant-only capital structure. The
rating also incorporates Academy's scale, strong market position in
its regions, and the relative stability of its business through
recessionary periods due to its value focus and broad assortment.

The stable ratings outlook reflects Moody's expectation that
earnings will modestly improve and the company will maintain good
liquidity over the next 12-18 months.

Ratings could be downgraded if liquidity deteriorates for any
reason, including negative free cash flow generation and increased
revolver usage. Further revenue and earnings deterioration could
also lead to a downgrade. Quantitatively, the ratings could be
downgraded with expectations of EBIT/interest expense
(Moody's-adjusted) below 1.0 time.

Ratings could be upgraded if the company exhibits sustained
positive same-store sales and earnings growth while maintaining
good liquidity. Quantitatively, an upgrade would require
debt/EBITDA (Moody's-adjusted) maintained below 6.5 times and
EBIT/interest expense above 1.5 times.

Academy, Ltd. is a leading sports, outdoor and lifestyle retailer
with a broad assortment of hunting, fishing and camping equipment
and gear along with sports and leisure products, footwear, and
apparel. The company operates 238 stores under the Academy Sports +
Outdoors banner and is primarily located in Texas and the
southeastern United States. The company generated approximately
$4.7 billion of revenue for the twelve-month period ended July 29,
2017. Academy has been controlled by an affiliate of Kohlberg
Kravis Roberts & Co L.P. since 2011.


ADVANCED RETAIL: Seeks 3-Month Extension of Plan Exclusivity
------------------------------------------------------------
Advanced Retail Solutions, Inc. requests the U.S. Bankruptcy Court
for the Northern District of Georgia to extend for an additional 90
days its exclusivity period to file a Plan of Reorganization
through January 18, 2018, and extend its solicitation deadline
through February 17, 2017.

The Court will hold a hearing on the Debtor's Motion on October 17,
2018 at 3:00 p.m.

The Debtor is still attempting to negotiate a plan with its major
creditors. However, the current exclusivity period is slated to
expire on October 20, 2017.

The Debtor has not previously requested an extension of the
exclusivity period.

              About Advanced Retail Solutions Inc.

Advanced Retail Solutions, Inc. is a privately held company in Ball
Ground, Georgia, which is engaged in retail trade consulting.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Case No. 17-60948) on June 22, 2017.  Michael
P. Reyes, its president and CEO, signed the petition.

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

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Advanced Retail Solutions, Inc.
as of July 26, according to the court docket.


AEROGROUP INT'L: Hilco to Conduct Store Closing Sales
-----------------------------------------------------
Aerogroup International, Inc., and certain of its affiliates filed
with the U.S. Bankruptcy Court for the District of Delaware a
motion seeking interim and final orders:

    (i) authorizing the Debtors to conduct the store closing
        sales at 74 of 78 locations;

   (ii) approving the streamlined procedures to conduct the
        retail store closing sales;

  (iii) approving the Debtors' assumption of the Liquidating
        Agent Agreement, with Hilco Merchant Resources, LLC;

   (iv) authorizing, but not directing, the Debtors to pay
        customary retention bonuses to the store-level and
        certain field employees at the Closing Stores; and

A key component of the Debtors' restructuring strategy is to
right-size their operations by significantly reducing their retail
store operations. The Closing Stores include 74 stores identified
by the Debtors and their advisors.  Such closures will help stem
the Debtors' significant cash burn, increase immediate liquidity,
and allow the Debtors to focus their reorganization efforts around
a much smaller retail footprint and emphasize their e-commerce,
wholesale, first cost, and international licensing channels.

In formulating the list of Closing Stores, the Debtors considered,
among other factors, historical store profitability, recent sales
trends, the geographic market in which the store is located, the
potential to realize negotiated rent reductions with applicable
landlords, and specific circumstances related to a store's
performance.  The Debtors intend to liquidate, without limitation,
merchandise and excess, clearance, obsolete, or distressed
inventory (the "Merchandise") as well as certain associated
furniture, fixtures, and equipment (the "FF&E," and together with
the Merchandise, the "Retail Assets") by the Retail Store Closing
Sales.

The Debtors have determined, in the exercise of their business
judgment and in consultation with their advisors, that implementing
the Store Closing Procedures attached to the proposed interim order
will provide the best and most efficient means of conducting the
Retail Store Closing Sales and maximizing value for the estates.
Prior to the Petition Date, the Debtors initiated efforts to
liquidate Retail Assets in certain of the Closing Stores and
recently commenced store closing sales in the balance of the
Closing Stores.  The Debtors estimate that completion of the Retail
Store Closing Sales will take approximately two to three months.
The Debtors intend to market the leases for the Closing Stores
during that time, and, therefore, the Debtors have not yet made a
determination whether to reject the leases for the Closing Stores.

Certain states in which the Debtors operate stores have or may have
licensing or other requirements governing the conduct of store
closings, liquidations, or other inventory clearance sales,
including, but not limited to, state and local laws, statutes,
rules, regulations, and ordinances (the "Liquidation Sale Laws").
Liquidation Sale Laws may establish licensing, permitting, or
bonding requirements, waiting periods, time limits, and bulk sale
restrictions and augmentation limitations that would otherwise
apply to the Retail Store Closing Sales.  Such requirements may
hamper the Debtors' efforts to maximize value in selling the Retail
Assets.  The Debtors intend to conduct the Retail Store Closing
Sales in accordance with the Store Closing Procedures without
complying with the Liquidation Sale Laws.

The Debtors also request a waiver of any contractual restrictions
that could otherwise inhibit or prevent the Debtors from maximizing
value for creditors through the Retail Store Closing Sales.  In
certain cases, the contemplated Retail Store Closing Sales may be
inconsistent with certain provisions of leases, subleases, or other
documents with respect to the premises in which the Debtors
operate, including, without limitation, reciprocal easement
agreements, agreements containing covenants, conditions, and
restrictions (including, without limitation, "go dark" provisions
and landlord recapture rights), or other similar documents or
provisions.

The Debtors also request that no entity, including, without
limitation, utilities, landlords, creditors and all persons acting
for or on their behalf shall interfere with or otherwise impede the
conduct of the Retail Store Closing Sales, or institute any action
against the Debtors or landlords in any court (other than in this
Court) or before any administrative body which in any way directly
or indirectly interferes with, obstructs, or otherwise impedes the
conduct of the Retail Store Closing Sales, the advertising and
promotion (including through the posting of signs) of the Retail
Store Closing Sales.

                       The Liquidating Agent

To run a seamless and efficient large-scale store closing process
and maximize the value of the Retail Assets, the Debtors determined
it was in their best interests to retain a professional liquidator
to assist management in running the Retail Store Closing Sales --
including by, among other things, providing supervisors to oversee
the Retail Store Closing Sales in-store and advising the Debtors
regarding appropriate advertising, discounts, staffing levels, and
staff bonus and incentive programs.  After considering various
options and in consultation with their professionals, prior to the
Petition Date, the Debtors selected the Liquidating Agent to
supervise the Retail Store Closing Sales and liquidate the Retail
Assets.

Under the terms of the Liquidating Agent Agreement, and subject to
Court approval, the Liquidating Agent will serve as the exclusive
consultant to the Debtors for purposes of conducting the Retail
Store Closing Sales to liquidate the Retail Assets at the Closing
Stores.

In exchange for the Liquidating Services, the Liquidating Agent
will earn a fee equal to 1.25% of the Gross Proceeds of Merchandise
sold at the Closing Stores and 17.5% of the Gross Proceeds of the
FF&E.

The other material terms of the Liquidating Agent Agreement are:

   * Term Description Merchandise and FF&E Definitions

     "Merchandise" means (i) all goods, saleable in the ordinary
     course, located in the Stores on the Sale Commencement Date,
     and (ii), subject to the agreement of Merchant and Agent,
     certain goods, saleable in the ordinary course, located at
     the DC.

     "Merchandise" does not mean and shall not include: (1) goods
     that belong to sublessees, licensees or concessionaires of
     Merchant; (2) owned furnishings, trade fixtures, equipment
     and improvements to real property that are located in the
     Stores or the DC (collectively, "FF&E"); or (3) damaged or
     defective merchandise that cannot be sold.

   * Closing Sales Term

     The Sale Commencement Date is September 14, 2017, and the
     Retail Store Closing Sale shall conclude on December 31,
     2017, provided, however, that the Debtors may unilaterally
     extend or terminate sales at any Closing Store prior to the
     Sale Termination Date.

   * Liquidating Agent's Undertaking

     The Liquidating Agent is to, among other things, and in
     Collaboration with the Debtors:

          (i) provide qualified supervisors to oversee management
              of the stores,

         (ii) determine point-of-sale and internal and external
              advertising strategies,

        (iii) determine appropriate discounts, staffing levels
              for the Closing Stores, appropriate bonus and
              incentive programs for Closing Store employees,

         (iv) oversee display of Merchandise,

          (v) evaluate sales of Merchandise and monitor expenses,
              and

         (vi) assist the Debtors with managing and controlling
              loss prevention and employee relations matters.

     At the conclusion of the Retail Store Closing Sales, the
     Liquidating Agent is to surrender the premises in broom
     clean condition and in accordance with lease requirements.

   * Merchant's Undertaking

     At no cost or expense to the Liquidating Agent, the Debtors
     are to, among other things:

          (i) be the employer of the Closing Stores' employees,
              other than the Supervisors;

         (ii) pay all taxes, costs, expenses, accounts payable,
              and other liabilities relating to the Closing
              Stores, the Closing Stores' employees, and other
              representatives of the Debtors;

        (iii) prepare and process all tax forms and other
              documentation;

         (iv) collect all sales taxes and pay them to the
              appropriate taxing authorities for the Closing
              Stores;

          (v) use reasonable efforts to cause Debtors' employees
              to cooperate with Liquidating Agent and the
              Supervisors;

         (vi) execute all agreements determined by Debtors and
              Liquidating Agent to be necessary or desirable for
              the operation of the Closing Stores and the DC
              during the Retail Store Closing Sales;

        (vii) arrange for the ordinary maintenance of all point-
              of-sale equipment required for the Closing Stores;

       (viii) ensure that Liquidating Agent has quiet use and
              enjoyment of the Closing Stores for the Sale Term
              to perform its obligations under the Liquidating
              Agent Agreement; and

         (ix) deliver all designated Merchandise at the DC to
              the Closing Stores as agreed to by Debtors and
              Liquidating Agent.

   * Liquidating Agent Fee/Commission

     1.25% of the Gross Proceeds of Merchandise sold at the
     Closing Stores and 17.5% of the Gross Proceeds of the FF&E.

   * Term Description

     Expenses The Debtors are responsible for all expenses of the
     Retail Store Closing Sales, including all store-level
     operating expenses, all costs and expenses related to
     Merchant's other retail operations, and the Liquidating
     Agent's reasonable and documented out of pocket expenses.
     To control expenses of the Retail Store Closing Sales, the
     Debtors and the Liquidating Agent have established a budget
     of certain delineated expenses.

   * Insurance

     The Debtors will maintain throughout the Sale Term,
     liability insurance policies (including, without limitation,
     products liability (to the extent currently provided),
     comprehensive public liability insurance and auto liability
     insurance) covering injuries to persons and property in
     or in connection with the Stores.  As an expense of the
     Sale, Liquidating Agent shall maintain throughout the Sale
     Term, liability insurance policies (including, without
     limitation, products liability/completed operations,
     contractual liability, comprehensive public liability and
     auto liability insurance) on an occurrence basis in an
     amount of at least $2,000,000 and an aggregate basis of at
     least $5,000,000 covering injuries to persons and property
     in or in connection with Liquidating Agent's provision of
     services at the Stores.  The amounts may be satisfied
     through umbrella coverage.  In addition, Liquidating Agent
     will maintain throughout the Sale Term, workers
     compensation insurance compliance with all statutory
     requirements.

   * Debtors' Indemnification

     The Debtors indemnify the Agent Indemnified Parties from
     liabilities (including reasonable attorney's fees) arising
     from or related to, arising from or related to:

     (a) the willful or negligent acts or omissions of the
         Debtors or the Merchant Indemnified Parties;

     (b) the material breach of any provision of the Liquidating
         Agent Agreement by the Debtors;

     (c) any liability or other claims, including, without
         limitation, product liability claims, asserted by
         customers, any Store or DC employees (under a collective
         bargaining agreement or otherwise), or any other person
         (excluding Agent Indemnified Parties) against
         Liquidating Agent or an Agent Indemnified Party, except
         claims arising from Liquidating Agent's negligence,
         willful misconduct or unlawful behavior;

     (d) any harassment, discrimination or violation of any laws
         or regulations or any other unlawful, tortuous or
         otherwise actionable treatment of the Agent's
         Indemnified Parties or the Debtors' customers by the
         Debtors or Merchant's Indemnified Parties; and

     (e) the Debtors' failure to pay over to the appropriate
         taxing authority any taxes required to be paid by
         the Debtors during the Sale Term in accordance with
         applicable law.

   * Liquidating Agent Indemnification

     The Liquidating Agent indemnifies the Merchant Indemnified
     Parties from liabilities (including reasonable attorney's
     fees) arising from or related to:

     (a) the willful or negligent acts or omissions of
         Liquidating Agent or the Agent Indemnified Parties;

     (b) the breach of any provision of, or the failure to
         perform any obligation under, the Liquidating Agent
         Agreement by Liquidating Agent;

     (c) any liability or other claims made by Agent's
         Indemnified Parties or any other person (excluding
         Merchant Indemnified Parties) against a Merchant
         Indemnified Party arising out of or related to
         Liquidating Agent's conduct of the Sale, except claims
         arising from the Debtors' negligence, willful
         misconduct, gross negligence, or unlawful behavior;

     (d) any harassment, discrimination or violation of any laws
         or regulations or any other unlawful, tortuous or
         otherwise actionable treatment of Merchant Indemnified
         Parties, or the Debtors' customers by the Liquidating
         Agent or any of the Agent Indemnified Parties; and

     (e) any claims made by any party engaged by the Liquidating
         Agent as an employee, agent, representative or
         independent contractor arising out of the engagement.

                      Store Closing Bonuses

The Debtors are requesting the authority, but not direction, to pay
store closing bonuses to store-level and certain field employees
who are employed by the Debtors during the Retail Store Closing
Sales.  The Debtors believe the Store Closing Bonuses will motivate
employees during the Retail Store Closing Sales and will enable the
Debtors to retain those employees necessary to successfully
complete the Retail Store Closing Sales.  The amount of the Store
Closing Bonuses will vary depending upon a number of factors,
including the employee's position with the Debtors and length of
service.  The total aggregate cost of the Store Closing Bonus
program, however, will not exceed 5% of the base annual payroll,
including taxes and typical benefits, for all employees working at
the Closing Stores.  The Debtors estimate that the aggregate cost
of the Retail Store Closing Bonus program will not be more than
$550,000, and approximately 200 employees will be covered by the
program.

                   About Aerogroup International

Aerogroup International, Inc. -- http://www.aerosales.com/-- was
established in 1987 through a buyout of the What's What division of
Kenneth Cole.  Doing business as Aerosoles, the company is a New
Jersey-based women's footwear brand offering a wide array of
footwear, including heels, flats, wedges, boots and sandals that
appeal to broad consumer tastes.

With plans to close 74 of 78 stores they are operating, Aerogroup
International, Inc. and five affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 17-11962) on Sept. 15, 2017.
The cases are pending before the Honorable Kevin J. Carey.

Aerosoles disclosed $73 million in assets and $109 million in
liabilities as of the Petition Date.

Aerosoles' legal advisor in connection with the restructuring is
Ropes & Gray LLP.  Berkeley Research Group, LLC serves as its
restructuring advisor and Piper Jaffray & Co. serves as its
investment banker for the restructuring. Hilco Merchant Resources
is assisting on store closings.

Prime Clerk LLC is the claims and noticing agent.


AIR CANADA: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB
----------------------------------------------------------
Egan-Jones Ratings Company, on July 11, 2017, raised the senior
unsecured ratings on debt issued by Air Canada to BB from B.

Air Canada is the flag carrier and largest airline of Canada. The
airline, founded in 1937, provides scheduled and charter air
transport for passengers and cargo to 182 destinations worldwide.


AIRGAS INC: Egan-Jones Assigns BB+ Sr. Unsecured Debt Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on July 6, 2017, assigned BB+ senior
unsecured ratings on debt issued by Airgas Inc.

Airgas, Inc., headquartered in Radnor Township, Pennsylvania,
through its subsidiaries, is the largest American distributor of
industrial, medical and specialty gases, and hardgoods.



ALABAMA PARTNERS: Oct. 18 Auction of All Assets
-----------------------------------------------
Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama authorized the bidding procedures of
Alabama Partners, LLC and BamaChex, Inc. in connection with the
sale of substantially all their respective assets, including their
respective personal property, real property, permits, executory
contracts and unexpired leases used in the operation of the Alabama
Debtors' Checkers restaurant, by auction.

The salient terms of the Bidding Procedures are:

    a. Bid Deadline: Oct. 13, 2017

    b. Qualified Bid Deposit: $100,000

    c. Break-Up Fee: $25,000

    d. Auction: Oct. 18, 2017, beginning at 10:00 a.m. (PCT), at
the offices of Rumberger, Kirk & Caldwell, Renasant Place, Suite
1300, 2001 Park Place North, Birmingham, Alabama.

    e. Initial Bid: The Alabama Debtors will commence the Auction
with the Stalking Horse Bid as the initial bid.

    f. Incremental Bid Amount: $25,000

    g. Objection Deadline: Two business days prior to the date of
the Sale Hearing

The notice procedures set forth in the Motion, including but not
limited to the Sale Notice, are approved and authorized.

The allocations provided for in the APA will not be binding on the
IRS or any other party for purposes of allocating proceeds from any
sale of the Checkers Assets.

The final hearing to authorize the sale of assets is set for Oct.
19, 2017, at 2:00 p.m.

                     About Alabama Partners

Alabama Partners, LLC, is a holding company for the operating
entity BamaChex, Inc.  These Debtors operate a series of Rally'
hamburger restaurants in the Birmingham, Alabama metropolitan area.
Maryland LC Ventures, LLC is a holding company for the operating
entity Maryland Pizza, LLC; and PG County Partners, LLC is the
holding company for the operating entity PG County Pizza, Inc.
Each of the holding companies owns four Little Ceasars Pizza
franchises in Maryland.  Each of the six debtors are jointly owned
and controlled by the same equity partners or shareholders.

The Debtors are a series of related and affiliated companies that
operate in the fast food restaurant business.

BamaChex, Inc., previously sought bankruptcy protection (Bankr.
N.D. Ala. Case No. 11-04020) on Aug. 11, 2011.

Alabama Partners, LLC; BamaChex, Inc.; Maryland LC Ventures, LLC;
Maryland Pizza, Inc.; PG County Partners, LLC; and PG County Pizza,
Inc. each filed their respective Chapter 11 petitions (Bankr. N.D.
Ala. Case Nos. 17-03469, 17-03471, 17-03472, 17-03473, 17-03474,
and 17-03475, respectively) on Aug. 11, 2017.  The petitions were
signed by Mark Williams, chief operating officer.  

At the time of filing, the Debtors estimated assets and liabilities
between $1 million and $10 million.

The Debtors are represented by Scott R. Williams, Esq., Robert H.
Adams, Esq., and Frederick D. Clarke, Esq. at Rumberger, Kirk &
Caldwell, P.C.


ALLIANCE HEALTHCARE: Moody's Rates New $405MM 1st Lien Loans 'Ba3'
------------------------------------------------------------------
Moody's Investors Service affirmed Alliance Healthcare Services,
Inc.'s B1 Corporate Family Rating and upgraded the Probability of
Default Rating to B1-PD from B2-PD following the announced
refinancing. Concurrently, Moody's assigned a Ba3 rating to the
proposed $125 million first lien revolver and $380 million first
lien term loan and a B3 rating to the proposed $150 million second
lien term loan. Proceeds from the new debt will be used to
refinance existing debt and cover fees and expenses. The
Speculative Grade Liquidity rating was withdrawn as the company no
longer files publicly. The rating outlook is stable.

"The refinancing improves liquidity as it extends the company's
debt maturity profile and significantly increases the revolver to
$125 million from $50 million," stated Moody's analyst Scott Tuhy.
However, debt to EBITDA increases modestly to 4.7 times from 4.6
times prior to the transaction, keeping the company weakly
positioned at the B1 rating," continued Scott Tuhy.

The upgrade of the PDR to B1-PD from B2-PD reflects the addition of
second lien debt to the capital structure. This resulted in the use
of a 50% family recovery rate and the PDR being the same as the
CFR.

Issuer: Alliance Healthcare Services, Inc.

The following rating was affirmed:

-- Corporate Family Rating at B1

The following ratings were assigned:

-- $125 million senior secured first lien revolving credit
    facility at Ba3 (LGD 3)

-- $380 million senior secured 1st lien term loan at Ba3 (LGD 3)

-- $150 million senior secured 2nd lien term loan at B3 (LGD 5)

The following rating was upgraded:

Probability of Default rating to B1-PD from B2-PD

The following rating was withdrawn:

Speculative Grade Liquidity Rating, at SGL-3

The following ratings will be withdrawn when the debt is repaid:

-- $50 million senior secured revolving credit facility due 2018
    at B1 (LGD 3)

-- $520 million senior secured term loan due 2019 (includes $80
    delayed draw) at B1 (LGD 3)

-- Outlook, Remains Stable

RATINGS RATIONALE

Alliance's B1 CFR reflects the company's small size, challenging
operating environment, and high financial leverage. Moody's expects
that Alliance will continue to be negatively impacted by a weak
pricing environment and that leverage will remain over 4 times in
the next 12 to 18 months. However, the rating is supported by
Alliance's unique business model of partnering with hospitals in
long term contracts and joint venture relationships, which provides
durability and continuity in the company's revenue and cash flow
while temporarily shielding the company from the direct effect of
changes in third party reimbursement. This model also allows
Alliance to expand, based on demand for services rather than
bearing the risk of opening brand new centers in advance of future
volume growth.

The stable outlook reflects Moody's expectation that leverage will
reduce in the year ahead but remain high. The outlook also reflects
Moody's expectation that the company will maintain a disciplined
approach to acquisitions and have a good liquidity profile.

The rating could be downgraded if Alliance's operating performance
declines or if free cash flow is expected to be negative for a
sustained period. Moody's could also consider a downgrade if the
company's financial policies become more aggressive towards
debt-financed acquisitions or shareholder returns, if liquidity
deteriorates, or if debt to EBITDA is sustained above 4.5 times.

Moody's does not believe that an upgrade is likely in the
near-term. However, if Alliance is able to materially increase its
scale, generate increasing levels of free cash flow and improve its
credit metrics, the rating could be upgraded.

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

Alliance is a national provider of outsourced medical services,
including radiology, oncology and interventional. As of June 30,
2017, Alliance operated 609 diagnostic imaging, radiation therapy,
and interventional radiology systems, including 99 fixed-site
radiology centers, 36 radiation therapy centers and SRS facilities
and 22 interventional/pain clinics across the country. The company
is owned by Tahoe Investment Group Co., Ltd. ("Tahoe").


AMERICAN CONSUMERS: Sale of All Assets to Mitchell for $800K Okayed
-------------------------------------------------------------------
Judge Nicholas W. Whittenburg of the U.S. Bankruptcy Court for the
Eastern District of Tennessee authorized American Consumers, Inc.,
doing business as Shop-Rite Supermarkets, to sell substantially all
assets to Mitchell Grocery Corp. and the Third-Party Buyers, Bruce
Management, Inc., and Chappell's Home Town Foods, LLC, for
$800,000.

The sale is free and clear of all Interests of any kind or nature
whatsoever other than the Assumed Liabilities and the Permitted
Encumbrances, with all such Interests attaching to the net cash
proceeds of the sale in the order of their priority.

The Debtor is authorized to (i) transfer, assume, assign and sell
to the Buyers, effective and conditioned upon the Closing, the
Assigned Contracts and (ii) execute and deliver to the Buyers such
documents or other instruments as they deem are necessary or
appropriate to assign and transfer the Assigned Contracts to them.


To the extent Cure Amounts exceed the Cure Cost Cap of $25,000, as
set forth in the Purchase Agreement, the Buyers have the right to
remove any contract or lease exceeding the Cure Cost Cap.

The Buyers will not be required to seek or obtain relief from the
automatic stay under Bankruptcy Code section 362 to give any notice
permitted by the Purchase Agreement or to enforce any of its
remedies under the Purchase Agreement or any other Sale related
document.

The 14-day stay otherwise imposed by Bankruptcy Rules 6004(h),
6006(d) and 7062 is waived, and the Sale Order will be effective
immediately upon entry.

                     About American Consumers

American Consumers, Inc., d/b/a Shop-Rite Supermarkets, owned and
operated seven grocery store operations located in Tennessee,
Alabama and Georgia.  The lease of the grocery store located in
Ringgold, Georgia was previously rejected by operation of law, and
its operation of that store has ceased.  As a result, Debtor now
has six grocery stores in the following locations: (i) Dayton,
Tennessee; (ii) Jasper, Tennessee; (iii) Stevenson, Alabama; (iv)
Tunnel Hill, Georgia; (v) Chickamauga, Georgia; and (vi)
LaFayette,
Georgia.  In addition, its office is located in Fort Oglethorpe,
Georgia.  The company does not own any real property.  Instead, it
leases the real property on which each of the foregoing grocery
store operations is located.

The Fort Oglethorpe, Georgia-based Company filed a Chapter 11
petition (Bankr. E.D. Tenn. Case No. 17-10189) on Jan. 17, 2017,
estimating $1 million to $10 million in both assets and
liabilities.  The petition was signed by Todd Richardson, chief
executive officer.

The Hon. Nicholas W. Whittenburg presides over the case.

Harold L North, Jr., Esq., at Chambliss Bahner & Stophel, P.C.,
serves as bankruptcy counsel to the Debtor.


ANDY'S TRUCK: Case Summary & 11 Unsecured Creditors
---------------------------------------------------
Debtor: Andy's Truck and Equipment Co.
        38335 Shagbark Lane
        Wadsworth, IL 60083

Business Description: Andy's Truck and Equipment Co., Inc., a
                      privately-held company in Gary, Indiana,    

                      is a wholesale supplier of truck parts and
                      machinery.  The Company is a small business
                      Debtor as defined in 11 U.S.C. Section
                      101(51D).  It previously sought bankruptcy
                      protection twice on Aug. 19, 2014 (Bankr.
                      N.D. Ill. Case No. 14-30509) and Nov. 23,
                      2009 (Bankr. N.D. Ill. Case No. 09-44328).

NAICS (North American
Industry Classification
System) 4-Digit Code that
Best Describes Debtor: 4231

Chapter 11 Petition Date: September 18, 2017

Case No.: 17-22661

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

Judge: Hon. James R. Ahler

Debtor's Counsel: Renee' M. Babcoke, Esq.
                  LAW OFFICE OF RENEE' M. BABCOKE
                  425 N. Miami Street
                  Miller Beach, IN 46403
                  Tel: 219-262-3358
                  E-mail: babcokelaw@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $100,000 to $500,000

The petition was signed by Andrew L. Young, president.

The Debtor's list of 11 unsecured creditors is available for free
at http://bankrupt.com/misc/innb17-22661.pdf

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

       http://bankrupt.com/misc/innb17-22661_petition.pdf


ARCH COAL: Egan-Jones Withdraws 'D' FC Sr. Unsecured Debt Rating
----------------------------------------------------------------
Egan-Jones Ratings Company withdrew the 'CC' foreign currency
senior unsecured rating and 'D' local currency senior unsecured
rating on debts issued by Arch Coal Inc. on June 28, 2017.

Arch Coal is an American coal mining and processing company. The
company mines, processes, and markets bituminous and sub-bituminous
coal with low sulfur content in the United States.



AUTHENTIC BRANDS: S&P Affirms B Corp Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Authentic Brands Group LLC (ABG). The outlook is stable.

S&P said, "We also assigned a 'B' issue-level rating to the
company's proposed first-lien credit facility, including a $75
million revolver due in 2022 and a $685 million term loan due in
2024. The recovery rating is '3', reflecting our expectation for
meaningful (50%-70%; rounded estimate: 60%) recovery in the event
of a payment default.

"At the same time, we assigned our 'CCC+' issue-level rating to the
proposed $310 million second-lien term loan due 2025. The recovery
rating is '6', reflecting our expectation for negligible (0%-10%;
rounded estimate: 0%) recovery in the event of payment default.

"We expect to withdraw our 'B+' issue-level and '2' recovery rating
on the company's existing first-lien credit facility, and our
'CCC+' issue-level and '6' recovery rating on the company's
existing second-lien term loan following the completion of the
transaction, as we expect these credit facilities to be repaid in
full at that time.

"Pro forma for the transaction, we project approximately $1 billion
of funded debt outstanding for the company.  

"The rating affirmation on ABG reflects our expectation that the
company will continue to generate healthy cash flow and leverage
will decline to the mid 5.0x area next year. We continue to expect
the company's financial policy to be aggressive, including further
debt-financed acquisitions and shareholder returns, and expect
leverage to be around 6x.

"The outlook on ABG is stable. We believe ABG will continue to
benefit from its recent acquisitions and stable contracted
business, and it will gradually improve its credit metrics through
better operating performance and over the next year. We expect
leverage to remain high at above 5x because of the company's growth
strategy, as well as the aggressive financial policy typical of
financial sponsor ownership.

"We could lower the ratings if the company cannot generate expected
levels of royalty income, or if the company issues more debt
without sufficient incremental EBITDA from acquisitions, such that
debt to EBITDA increases to above 7x on a sustained basis. We
estimate this could occur if EBITDA declines by approximately 10%
(assuming current debt levels) or if debt increases by
approximately $150 million at current EBITDA levels.

"An upgrade is unlikely over the next year because of the company's
aggressive financial policy, as we project the company will remain
acquisitive, with debt to EBITDA exceeding 5x. Longer term, we
would consider an upgrade if the company improves credit metrics,
perhaps from a less aggressive financial policy, such that it
sustained debt-to-EBITDA below 5x. We believe for such an event to
occur the financial sponsors would need to reduce its collective
ownership to below 40%."


AUTHENTIDATE HOLDING: Appoints New COO and CFO
----------------------------------------------
The Board of Directors of Authentidate Holding Corp. appointed
David C. Goldberg as chief operating officer of the Company and
Michael J. Poelking as the Company's chief financial officer and
treasurer.  Both appointments are effective as of Sept. 11, 2017.

The Company entered into an employment letter on Sept. 8, 2017,
with Mr. Goldberg which provides that Mr. Goldberg will serve on an
at-will basis.  Mr. Goldberg will be entitled to receive an initial
base salary of payable at the rate of $120,000 per year.
Thereafter, provided that Mr. Goldberg remains continuously
employed by the Company, his base salary will be increased as
follows: (i) commencing on the first anniversary of the effective
date of his employment, his base salary will be increased to the
rate of $160,000 per annum and (ii) commencing on the second
anniversary of the effective date, his base salary will be
increased to the rate of $200,000 per annum.  He will be eligible
for a cash bonus or grant of future equity awards as may be
determined by the Management Resources and Compensation Committee,
in its sole discretion, and aligned with the Company's practices
and policies.  Pursuant to the Goldberg Employment Letter, Mr.
Goldberg was granted an initial award of restricted stock units
with a grant date value of $50,000 under the Company's 2011 Omnibus
Equity Incentive Plan.  The Company will reimburse Mr. Goldberg for
reasonable business-related expenditures.  In addition, the Company
agreed to provide him with reasonable living and automobile
accommodations in the Gainesville, Georgia vicinity for such times
that he is working at the Company's current headquarters.

The Company also entered into an employment letter on Sept. 8,
2017, with Mr. Poelking.  In his capacity as chief financial
officer and treasurer, Mr. Poelking, will succeed Mr. Hanif A.
Roshan, the Company's chairman and chief executive officer, as the
"principal accounting officer" of the Company for purposes of
filings with the SEC.  Mr. Roshan continues to serve as the
Company's chairman and chief executive officer.  Mr. Poelking will
serve on an at-will basis.  He will be entitled to receive an
initial base salary of payable at the rate of $150,000 per year.
Mr. Poelking will be eligible for a cash bonus or grant of future
equity awards as may be determined by the Management Resources and
Compensation Committee, in its sole discretion, and aligned with
the Company's practices and policies.  Pursuant to the Poelking
Employment Letter, Mr. Poelking was granted an initial award of
options to purchase 25,000 shares of Common Stock under the Plan.
The Company will reimburse Mr. Poelking for reasonable
business-related expenditures.

Mr. Goldberg, 60, is a 35-year veteran of the life sciences and
health care industries.  He joins the Company after recently
completing an extended stint at Enzo Biochem, Inc. in June 2017
where he held numerous executive and managerial positions across
the company's operations, including president and general manager
of its clinical laboratory and research products divisions, leading
both during major transitions in their business strategies.  Mr.
Goldberg had joined Enzo Biochem in February 1985. Mr. Goldberg has
extensive expertise across the range of life sciences corporate
functions including operations, marketing and sales, compliance,
investor relations, and strategic planning. Prior to his tenure at
Enzo Biochem, Mr. Goldberg held marketing and management positions
with both NEN Life Sciences, (now Perkin Elmer, Inc.) and Gallard
Schlesinger Chemical Manufacturing.  Mr. Goldberg received a
Master's degree in Microbiology from Rutgers University and a
Master's in Business Administration from New York University.

Mr. Poelking, 61, has extensive expertise in the health care
finance field with both large and small companies.  Before being
named as the Company's chief financial officer and treasurer, he
was initially hired as the Company's senior director of finance in
July 2017.  Prior to that, he provided chief financial officer
consulting services to One Direct Health Network, Inc., an early
stage medical service company specializing in the home health
industry from July 2016 to May 2017.  From June 2014 to June 2016,
he served as chief financial officer of Amendia, Inc., a firm which
designs and markets Class II and Class III medical devices, paired
with biologics distribution.  Earlier in his career, he served as
chief financial officer of HyGreen, Inc. from May 2011 to September
2012 and Inviro Medical, Inc. from 2006 until April 2011.  He has
also held finance and senior operations positions with several
other medium-sized healthcare organizations, as well as at Wilson
Sporting Goods Company, where he was the director of corporate
accounting & reporting.  Mr. Poelking received a Master in Business
Administration and B.B.A. in Accounting from Loyola University
Chicago.

                       About Authentidate

Authentidate Holding Corp. and its subsidiaries --
http://www.authentidate.com-- primarily provide an array of
clinical testing services to health care professionals through its
wholly owned subsidiary, Peachstate Health Management, LLC d/b/a
AEON Clinical Laboratories.  AHC also continues to provide its
legacy secure web-based revenue cycle management applications and
telehealth products and services that enable
healthcare organizations to increase revenues, improve
productivity, reduce costs, coordinate care for patients and
enhance related administrative and clinical workflows and
compliance with regulatory requirements.  Web-based services are
delivered as Software as a Service (SaaS) to its customers
interfacing seamlessly with billing, information and records
management systems.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has a working capital
deficit and its capital requirements have been and will continue to
be significant, which raise substantial doubt about its ability to
continue as a going concern.

The Company's capital requirements have been and will continue to
be significant and it is expending significant amounts of capital
to develop, promote and market its services.  The Company's
available cash and cash equivalents as of March 31, 2017, totaled
approximately $1,155,000 and the Company's working capital deficit
was approximately $6,030,000.  At March 31, 2017, the Company's
current monthly operational requirement is approximately
$1,300,000.

Authentidate posted net income of $5.26 million on $34.57 million
of total net revenues for the year ended June 30, 2016, compared to
net income of $9.23 million on $24.44 million of total net revenues
for the year ended June 30, 2015.  The Company's balance sheet at
March 31, 2017, showed $49.49 million in total assets, $9.33
million in total liabilities and $40.15 million in total
shareholders' equity.


AVAYA INC: Updates Fiscal Third Quarter 2017 Financial Results
--------------------------------------------------------------
Avaya, Inc., updated its financial results for the third fiscal
quarter ended June 30, 2017.  The company says it tests long-lived
assets for impairment annually as of July 1, or more frequently if
events occur or circumstances change that indicate an asset may be
impaired.  The assessment, which is historically completed in
September, indicated impairment of an indefinite-lived intangible
asset.  Since the assessment was based on a forecast completed
before the end of third quarter fiscal 2017, the impairment is
therefore recorded in the third quarter.  Avaya believes that all
other items in the financial statements are materially correct and
in accordance with U.S. GAAP.  There is no impact to the adjusted
EBITDA.  A full-text copy of the press release, which includes the
updated financial statements, is available at https://is.gd/QDfcQd

                        About Avaya Inc.

Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes.

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.  It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.

Judge Stuart M. Bernstein presides over the cases.

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP,
as financial services consultant.  Prime Clerk LLC is their claims
and noticing agent.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.  Morrison & Foerster is
the creditors committee's counsel.

On April 13, 2017, the Debtors filed their joint Chapter 11 plan of
reorganization.

Stroock & Stroock & Lavan LLP and Rothschild, Inc., serve as
advisors to an ad hoc group -- Ad Hoc Crossholder Group --
comprised of holders of the Company's (i) 33.98% of the $3.235
billion total amount outstanding under loans issued pursuant to a
Third Amended and Restated Credit Agreement, amended and restated
as of December 12, 2012 (the "Prepetition Cash Flow Term Loans");
(ii) 28.38% of the $1.009 billion total principal amount
outstanding under notes issued pursuant to an indenture for the
7.00% Senior Secured Notes Due 2019 (the "7.00% First Lien Notes");
(iii) 12.82% of the $290 million total principal amount outstanding
under notes issued pursuant to an indenture for 9.00% Senior
Secured Notes Due 2019 (the "9.00% First Lien Notes"); (iv) 83.70%
of the $1.384 billion total amount outstanding under notes issued
pursuant to an indenture for 10.5% Senior Secured Notes Due 2021
(the "Second Lien Notes"); and (v) 24% of the $725 million
outstanding under loans issued under the Debtors'
debtor-in-possession financing (the "DIP Facility") pursuant to a
Superpriority Secured Debtor-In-Possession Credit Agreement, dated
as of Jan. 24, 2017.


BASIC ENERGY: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B-
------------------------------------------------------------
Egan-Jones Ratings Company, on June 29, 2017, raised the senior
unsecured ratings on debt issued by Basic Energy Services Inc. to
B- from D.  EJR also raised the commercial paper rating on the
Company to B from D.

Headquartered in Fort Worth, Texas, Basic Energy Services Inc.
provides well site services to oil and natural gas drilling and
producing companies in the United States.



BAVARIA YACHTS: Yachtbau Seeks Appointment of Ch. 11 Trustee
------------------------------------------------------------
Creditor Bavaria Yachtbau GmbH asks the U.S. Bankruptcy Court for
the Northern District of Georgia to direct the appointment of a
Chapter 11 Trustee to take control of Bavaria Yachts USA, LLLP's
affairs, or, alternatively, convert this case to one under Chapter
7.

Bavaria Yachtbau relates that the Debtor, which is exclusively
managed by Kenneth Feld, has stopped operating as a functioning
business, has no remaining inventory, and has no ability to
reorganize. Despite such facts, the Debtor initiated a Chapter 11
proceeding to allow Kenny Feld to maintain control over its affairs
to attempt to use the Chapter 11 process to benefit himself, his
relatives, and his friends at the expense of the Debtor's
legitimate creditors.

The Debtor's own books and records show that Debtor made fraudulent
and/or preferential transfers to Kenny Feld, his stepmother, Cindy
Feld, and one of Debtor's subsidiaries. The Debtor, however, has
made no efforts to recover these funds, and its management has a
clear conflict of interest that has prevented the Debtor from
pursuing such causes of action.

Further, Bavaria Yachtbau asserts that the Debtor (through Kenny
Feld) made numerous false representations (under oath) and
omissions to the Court and to creditors.

For instance, the Debtor's schedules misrepresent the amounts and
classifications of the purported claims that Kenny Feld, Cindy
Feld, and a number of Debtor's partners allegedly have against
Debtor.

Moreover, the Debtor's schedules falsely reported the debts of its
subsidiaries, which are separate and distinct entities that have
their own bank accounts and books and records, as debts of the
Debtor.

Discovery has revealed: (a) that the Debtor did not guarantee these
debts, (b) that the Debtor has intentionally excluded the bank
accounts of its subsidiaries from its schedules and operating
reports, and (c) that the Debtor has used the subsidiaries to make
payments outside of the supervision of the Court.

Furthermore, Bavaria Yachtbau contends that the Debtor failed to
disclose on its schedules and operating reports that it made
certain payments within the preference period for the benefit of
Kenny Feld and to one of Debtor's subsidiaries.

Bavaria Yachtbau asserts that the Debtor's dishonesty and failure
to pursue claim objections, amend its schedules, or pursue these
causes of action are attributable to the clear conflicts of
interest of its management.

Bavaria Yachtbau also complains that the Debtor has failed to
provide timely operating reports, and it failed to maintain
adequate books and records -- specifically, the Debtor failed to
timely file its operating reports for February through June of
2017, and it has not filed an operating report for July 2017.

Moreover, Bavaria Yachtbau complains that the Debtor's pre-petition
accountant testified that the Debtor made numerous changes to its
books shortly before filing for bankruptcy, and that he was not
confident that such changes were done correctly.

Additionally, the Debtor has no ongoing business operations and no
ability to reorganize -- the Debtor has sold all the boats that it
alleged were part of its inventory, and it has no means to obtain
additional boats. Moreover, the Debtor has no offices, and its only
purported employee is Kenny Feld, who has another full-time job.

The Debtor made numerous improper payments to Kenny Feld prior to
the Filing Date. Specifically, although the Debtor alleges that it
has been insolvent since at least October 18, 2014, but in early
2016, the Debtor increased its monthly compensation payments to
Kenny Feld from $12,500 per month to at least $22,500 per month --
in March and June 2016, the Debtor made monthly purported
guaranteed payments of at least $45,000 to Kenny Feld. However, the
Debtor has not pursued any action to recover any of these improper
payments, and its management has an obvious conflict of interest.

Thus, Bavaria Yachtbau maintains that there is no need to keep
Debtor's current management, which: (1) has conflicts of interest
that prevent it from pursuing all its claims; and (2) has
demonstrated a lack of evenhandedness in dealing with Debtor's
creditors.

Bavaria Yachtbau contends that the Debtor cannot hide the fact that
this Chapter 11 proceeding is all about the Debtor's debt to
Bavaria Yachtbau despite the Debtor's efforts to falsely inflate
the claims of its insiders and to improperly include the debts of
its subsidiaries in its schedules.

Bavaria Yachtbau contends maintains that even if all of the other
claims alleged in this case are assumed to be correct, Bavaria
Yachtbau's claims constitute 63.37% of the aggregate amount of all
the claims, and the claims of Kenny Feld, his relatives, his
friends, and/or Debtor's partners constitute 26.13% of the
aggregate amount of all the claims.

Thus, Bavaria Yachtbau maintains that this bankruptcy proceeding
boils down to how the estate's assets will be divided between (1)
Bavaria Yachtbau and (2) Kenny Feld, his relatives and friends,
and/or Debtor's partners. However, the Debtor's current management
has obvious conflicts of interest that have prevented the Debtor
from fulfilling its fiduciary duties to Bavaria Yachtbau, even
though Bavaria Yachtbau is the largest creditor by a significant
margin.

Bavaria Yachtbau asserts that the Debtor's management (Kenny Feld)
has failed to fulfill its fiduciary duties and has engaged in
fraud, gross mismanagement, and dishonesty to the Court and
creditors. Accordingly, Bavaria Yachtbau asserts that appointment
of a Chapter 11 Trustee would be in the interest of creditors and
the estate, since it is necessary:

     (1) to eliminate conflicts of interest and pursue causes of
action and/or claim objections against Kenny Feld, his relatives,
his friends, and/or Debtor's partners;

     (2) to obtain timely and accurate disclosures to the Court and
creditors;

     (3) to determine the true creditors of Debtor; and

     (4) because Debtor is no longer operating a business and has
no ability to reorganize.

Attorneys for Bavaria Yachtbau GmbH:

           Richard L. Robbins, Esq.
           Craig G. Kunkes, Esq.
           Robbins Ross Alloy Belinfante Littlefield LLC
           999 Peachtree Street, N.E., Suite 1120
           Atlanta, Georgia 30309
           Telephone: (678) 701-9381
           Facsimile: (404) 856-3250
           Email: rrobbins@robbinsfirm.com
                      ckunkes@robbinsfirm.com

                -- and --

           Shayna M. Steinfeld, Esq.
           Steinfeld & Steinfeld, P.C.
           P.O. Box 49446
           Atlanta, Georgia 30359
           Telephone: (404) 636-7786
           Facsimile: (404) 636-5486
           Email: shayna@steinfeldlaw.com

                     About Bavaria Yachts USA

Bavaria Yachts USA, LLLP, is a Georgia limited liability limited
partnership which is in the business of buying and selling new and
used Bavaria boats.

Bavaria Yachts USA, LLLP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-68583) on Oct. 18,
2016.  The petition was signed by Kenneth Feld, manager of Oddbody
LLC, the Debtor's general partner.  At the time of the filing, the
Debtor estimated its assets and liabilities at $1 million to $10
million.

The Debtor tapped Louis G. McBryan, Esq., of McBryan LLC, to serve
as legal counsel in connection with its Chapter 11 case.  The
Debtor hired Alexander Dombrowsky, Esq., at Robert Allen Law, as
its special counsel; and Mark M. Chase and Chase CPA, LLC, as its
accountants.

An official committee of unsecured creditors has not been appointed
in the case.


BELDEN INC: Egan-Jones Hikes FC Sr. Unsecured Debt Rating to BB
---------------------------------------------------------------
Egan-Jones Ratings Company, on Aug. 15, 2017, raised the foreign
currency senior unsecured rating on debt issued by Belden Inc. to
BB from BB-.

Previously, on June 27, 2017, EJR raised the local currency senior
unsecured rating on debt issued by Belden to BB from B+.

Belden Incorporated is an American manufacturer of networking,
connectivity, and cable products.


BELIEVERS BIBLE: Needs More Time to Complete Asset Sale, File Plan
------------------------------------------------------------------
Believers Bible Christian Church, Inc. filed its fourth motion with
the U.S. Bankruptcy Court for the Northern District of Georgia
asking for an additional 90 days extension of its exclusive period
to file a plan, through December 31, 2017, as well as the
solicitation deadline through January 30, 2018.

The Debtor is still attempting to negotiate a plan with its major
creditors and is currently working with a real estate agent to
negotiate the sale of two parcels of land. The Debtor contends that
the projected sale date is indeterminate at this time.

             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.

The Debtor employed Price Realty Group, as real estate agent, to
sell two parcels of real property it owns located along Campbellton
Road, Atlanta, Georgia.


BI-LO LLC: S&P Cuts CCR to 'CCC-' on Possible Distressed Exchange
-----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on BI-LO LLC
to 'CCC-' from 'CCC+'. The outlook is negative.

S&P said, "At the same time, we lowered the issue-level rating on
the company's credit facility to 'CCC+' from 'B'. The '1' recovery
rating is unchanged and reflects our expectations for very high
(90% to 100%; rounded estimate: 95%) recovery in the event of
default. We also lowered the issue-level rating on the company's
senior secured notes to 'CCC-' from 'CCC+'. The recovery rating
remains '3', reflecting our expectations for meaningful (50% to
70%; rounded estimate: 65%) recovery in the event of default.

"Additionally, we lowered the issue-level rating on BI-LO Holding
Finance LLC's PIK Toggle notes to 'C' from 'CCC-'. The recovery
rating remains '6', reflecting our expectation for negligible (0%
to 10%) recovery in the event of default, rounded estimate of 0%.

"The downgrade of BI-LO reflects our view that the probability of
financial restructuring, including at least some of the company's
debt obligations, at less than par is likely within the next six
months. This view reflects the company's sizable debt burden and
soft operating performance amid the challenging U.S. grocery
environment.  

"The negative outlook reflects our view that there is an increasing
likelihood that the company will pursue a debt restructuring within
the next six months, given reports of working with a financial
advisor to address upcoming debt maturities, in combination with
depressed trading prices of BI-LO Holding Finance LLC's PIK Toggle
notes and deteriorating prospects in the U.S. grocery environment.

"We could lower our ratings on BI-LO if it announces a distressed
debt exchange or restructuring or if it is unable to meet its
principal and/or interest payments.

"We could revise the outlook to stable and potentially raise the
ratings if in our view a distressed exchange were unlikely over the
next 12 months. This would most likely be the result of an
unexpected turnaround in operations, utilizing proceeds from asset
sales to repay debt, or a cash equity infusion by the company's
sponsor, which we believe is unlikely. An upgrade would also
require our expectation that BI-LO can address 2018 and 2019
maturities absent a subpar exchange."


BICOM NY: Committee Taps Klestadt Winters as Conflicts Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of BICOM NY, LLC
seeks approval from the U.S. Bankruptcy Court for the Southern
District of New York to hire Klestadt Winters Jureller Southard &
Stevens, LLP.

The firm will represent the committee in matters not handled by its
lead counsel, Moses & Singer LLP, because of actual or potential
conflict of interest.

Tracy Klestadt, Esq., a partner at Klestadt who will be
representing the committee, will charge an hourly fee of $695.

The hourly rates for other partners of the firm range from $495 to
$595 while the hourly rates for associates range from $250 to $395.
Paralegals will charge $175 per hour.

Ms. Klestadt disclosed in a court filing that her firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Tracy Klestadt, Esq.
     Klestadt Winters Jureller
     Southard & Stevens, LLP
     200 West 41st Street, 17th Floor
     New York, NY 10036
     Tel: (212) 972-3000
     Fax: (212) 972-2245

                      About Bicom NY LLC

BICOM NY, LLC, d/b/a Jaguar Land Rover Manhattan --
http://www.landrovermanhattan.com/-- is a dealer of Jaguar and
Land Rover cars in New York City.  ISCOM NY, LLC, d/ba/ Maserati of
Manhattan -- http://www.maseratiofmanhattan.com/-- is a retailer
of Maserati cars in New York City.

BICOM NY, and ISCOM NY and related entity Bay Ridge Automotive
Company, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y. Case
Nos. 17-11906 to 17-11908) on July 10, 2017.  The petitions were
signed by Gary B. Flom, manager.

BICOM NY disclosed $37.37 million in total assets and $12.17
million in total liabilities as of the bankruptcy filing. ISCOM NY
disclosed $4.85 million in total assets and $5.33 million in total
liabilities.

Judge Michael E. Wiles presides over the cases.

Eric J. Snyder, Esq., at Wilk Auslander LLP, represents the Debtors
as bankruptcy counsel.  The Debtors hired Aboyoun & Heller, LLC as
special counsel; and JND Corporate Restructuring as administrative
agent.

On July 31, 2017, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors.  Moses & Singer, LLP
represents the committee as legal counsel.


BILL BARRETT: Will Hold Say-on-Pay Votes Annually
-------------------------------------------------
In light of the stockholder vote in favor of holding future
say-on-pay votes on an annual basis, the Company's Board of
Directors had recommended a vote for annual frequency of say-on-pay
votes, as disclosed in the Company's Proxy Statement dated April 6,
2017.  Taking into account the stockholder vote, the Compensation
Committee of the Board of Directors has determined that the Company
will hold future say-on-pay votes on an annual basis until the next
advisory vote on the frequency of say-on-pay votes occurs.  The
next advisory vote on the frequency of say on pay votes is required
to occur no later than the Company's 2023 annual meeting of
stockholders.

                       About Bill Barrett

Denver-based Bill Barrett Corporation --
http://www.billbarrettcorp.com/-- is an independent energy company
that develops, acquires and explores for oil and natural gas
resources.  All of the Company's assets and operations are located
in the Rocky Mountain region of the United States.

Bill Barrett reported a net loss of $170.4 million on $178.8
million of total operating revenues for the year ended Dec. 31,
2016, compared to a net loss of $487.8 million on $207.9 million of
total operating revenues for the year ended Dec. 31, 2015.
The Company's balance sheet at June 30, 2017, showed $1.32 billion
in total assets, $780.9 million in total liabilities and $542.3
million in total stockholders' equity.

                           *   *    *

As reported by the TCR on April 26, 2017, Moody's Investors Service
upgraded Bill Barrett Corporation's Corporate Family Rating (CFR)
to Caa1 from Caa2 and its existing senior unsecured notes' ratings
to Caa2 from Caa3.  "The upgrade of Bill Barrett's ratings is
driven by the reduction of default risk supported by the company's
large cash balance and improved debt maturity profile," said
Prateek Reddy, Moody's lead analyst. "The company's credit metrics
are likely to soften in 2017 because of the roll off of higher
priced hedges, but the metrics should strengthen along with
production growth in 2018."


BIOSCRIP INC: Reports $31.7 Million Net Loss for Second Quarter
---------------------------------------------------------------
BioScrip, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q reporting a net loss attributable
to common stockholders of $31.67 million on $218.10 million of net
revenue for the three months ended June 30, 2017, compared to a net
loss attributable to common stockholders of $10.46 million on
$232.46 million of net revenue for the three months ended June 30,
2016.

For the six months ended June 30, 2017, Bioscrip recorded a net
loss attributable to common stockholders of $53.49 million on
$435.91 million of net revenue compared to a net loss attributable
to common stockholders of $22.17 million on $470.92 million of net
revenue for the same period a year ago.

The Company's balance sheet at June 30, 2017, showed $613.38
million in total assets, $600 million in total liabilities, $2.63
million in series A convertible preferred stock, $74.22 million in
series C convertible preferred stock, and a total stockholders'
deficit of $63.48 million.

"The second quarter of 2017 marks an important milestone for the
Company, as our teammates delivered $10 million of adjusted EBITDA,
and a year over year operating cash flow improvement of $23
million, driven by core revenue growth and cost and working capital
improvements, positioning us to achieve our financial objectives
for 2017," said Daniel E. Greenleaf, president and chief executive
officer.  "The improvements in EBITDA and operating cash flow,
despite Cures Act reimbursement pressures, underscore the progress
our team has made on the turnaround to date, and it is only the
beginning of the transformation of this organization."

                         2017 Guidance

The Company is reiterating its prior guidance of adjusted EBITDA in
the range of $45.0 million to $55.0 million for full-year 2017. The
Company is updating its revenue outlook for the year to a range of
$815.0 million to $835.0 million, including the impact of the
revised UnitedHealthcare contract.  Additionally, the Company
expects to incur restructuring expenses in a range of $11.0 million
to $12.0 million, reflecting the ongoing restructuring activity
that took place in the second quarter of 2017, and further expenses
anticipated in the second half of 2017 primarily related to the
impact of the revised UnitedHealthcare contract.

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

                    https://is.gd/JCRguV

                       About Bioscrip

Headquartered in Denver, Colo., BioScrip, Inc., is a an independent
national provider of infusion and home care management solutions,
with approximately 2,500 teammates and nearly 80 service locations
across the U.S. BioScrip partners with physicians, hospital
systems, payors, pharmaceutical manufacturers and skilled nursing
facilities to provide patients access to post-acute care services.
BioScrip operates with a commitment to bring customer-focused
pharmacy and related healthcare infusion therapy services into the
home or alternate-site setting.  By collaborating with the full
spectrum of healthcare professionals and the patient, BioScrip
provides cost-effective care that is driven by clinical excellence,
customer service, and values that promote positive outcomes and an
enhanced quality of life for those it serves.

BioScrip incurred a net loss attributable to common stockholders of
$50.59 million for the year ended Dec. 31, 2016, compared to a net
loss attributable to common stockholders of $309.51 million for the
year ended Dec. 31, 2015.

                           *    *    *

In August 2017, Moody's Investors Service affirmed BioScrip, Inc.'s
'Caa2' Corporate Family Rating.  BioScrip's 'Caa2' CFR reflects the
company's very high leverage and weak liquidity.

In July 2017, S&P Global Ratings affirmed its 'CCC' corporate
credit rating on BioScrip Inc. and removed the rating from
CreditWatch, where it was placed with negative implications on Dec.
16, 2016.  The outlook is positive.  "The rating affirmation
reflects our view that, although BioScrip addressed its upcoming
maturities by refinancing its senior secured credit facilities and
improved its liquidity position, the company's credit measures will
remain weak in 2017 with debt leverage of about 14x (including our
treatment of preferred stock as debt) and funds from operations
(FFO) to debt in the low single digits.  We expect the company to
use about $15 million - $20 million of cash in 2017, inclusive of
cash charges associated with restructuring following the recently
announced United Healthcare contract termination."


BLOOMFIELD NURSING: Seeks to Hire BKD Firm as Accountant
--------------------------------------------------------
Bloomfield Nursing Operations LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire BKD
CPA's and Advisors.

The firm will provide federal and state income and franchise tax
preparation services to Bloomfield Nursing and its affiliates.

The firm's standard hourly rates range from $310 to $525 for
partners, $210 to $410 for senior managers and directors, and $125
to $300 for associates, senior associates, senior associate II and
managers.

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

The firm can be reached through:

     Gene Morgenthaler
     BKD CPA's and Advisors
     One Metropolitan Square
     211 N. Broadway, Suite 600
     St. Louis, MO 63102-2733
     Phone: 314-231-5544
     Fax: 314-231-9731

                    About Bloomfield Nursing

Bloomfield Nursing Operations LLC, Cathedral Rock Corporation and
their affiliates own and operate nursing and custodial care
facilities.

Bloomfield Nursing, et al., sought Chapter 11 bankruptcy petition
(Bankr. N.D. Tex. Lead Case No. 17-42796) on July 3, 2017.  The
Hon. Russell F. Nelms presides over the case.  Jeff P. Prostok,
Esq., at Forshey & Prostok LLP, serves as bankruptcy counsel.

In its petition, the Debtors estimated assets and liabilities of
less than $50,000.  The petitions were signed by Kent C.
Harrington, president.


BROOKS AUTOMATION: Moody's Assigns B1 CFR; Outlook Positive
-----------------------------------------------------------
Moody's Investors Service assigned first time ratings to Brooks
Automation, Inc. with a Corporate Family Rating (CFR) of B1, a
Probability of Default Rating (PDR) of B1-PD, and a Speculative
Grade Liquidity (SGL) rating of SGL-1. Concurrently, Moody's
assigned a B1 rating to Brooks' proposed senior secured first lien
$200 million term loan. The rating action follows Brooks' pending
addition of this bank debt to its capital structure with proceeds
to be used in part to finance planned acquisitions, primarily for
assets targeting the life sciences vertical market. The ratings
outlook is positive.

Moody's assigned the following ratings:

Corporate Family Rating at B1

Probability of Default Rating at B1-PD

$200 Million Senior Secured First Lien Term Loan due 2024 at B1
(LGD3)

Speculative Grade Liquidity Rating at SGL-1

Outlook at Positive

RATINGS RATIONALE

The B1 CFR is constrained by Brooks' relatively small revenue base
and significant concentration risk in the growing, but cyclical
semiconductor and semiconductor capital equipment end markets which
have been susceptible to economic downturns. The ratings are also
constrained by the potential for Brooks to pursue debt-financed
acquisitions which could add meaningful leverage to the company's
capital structure, though Moody's expects Brooks to finance
purchases such that debt to EBITDA (Moody's adjusted for pensions
and operating leases) is sustained at less than 3x. The ratings are
supported by Brooks' strong market position as a global supplier of
automation, contamination control, and cryogenic solutions for
applications primarily in the semiconductor and semiconductor
capital equipment markets as well as the company's growing presence
in the sample management market segment of the life sciences
sector. Additionally, Brooks' credit profile benefits from
longstanding strategic relationships with its established customer
base, a meaningful equity cushion, and Moody's expectation for
solid free cash flow.

The B1 rating for Brooks' proposed first lien term loan reflect the
borrower's B1-PD PDR and a Loss Given Default (LGD) assessment of
LGD3. The rating is consistent with the CFR as the term loan will
constitute the preponderance of debt in the capital structure. The
company's asset based revolving credit facility, which is unrated,
has first priority liens on eligible receivables and inventory in
which the term loan has a secondary security interest.

Moody's believes Brooks' liquidity will be very good over the next
year, as indicated by the SGL-1 rating. Liquidity will be supported
by approximately $290 million of pro forma cash and short term
investments following the issuance of the term loan (expected to
decline following completion of planned acquisitions), up to $75
million of availability under the company's asset based revolving
credit facility, and Moody's expectation of free cash flow (FCF) in
excess of $40 million over the next year. The term loan is not
subject to any financial maintenance covenants, but the revolving
credit facility, which is unrated, has a springing covenant based
on a minimum 1x fixed charge coverage ratio that is not expected to
be in effect over the next 12-18 months as excess availability
should remain above minimum levels.

The positive outlook reflects Moody's expectation that Brooks' will
generate mid-single digit organic revenue growth over the next 12
to 18 months. Concurrently, operating leverage benefits, coupled
with a modest decline in projected research and development costs,
should allow the company to generate healthy EBITDA growth during
this period, driving a modest contraction in leverage towards the
mid 1.5x level by the end of fiscal year 2018 (September).

Factors that Could Lead to an Upgrade

The ratings could be upgraded if Brooks, successfully integrates
planned acquisitions, realizes operational efficiencies that
sustain adjusted EBITDA margins in the high teens, and continues to
diversify its end market exposure while concurrently maintaining
healthy cash balances and adhering to conservative financial
policies.

Factors that Could Lead to a Downgrade

The ratings could be downgraded if revenue contracts materially
from current levels or Brooks adopts more aggressive financial
policies that increase debt leverage above 3.5x on a sustained
basis.

The principal methodology used in these ratings was Semiconductor
Industry Methodology published in December 2015.

Brooks is a leading global provider of automation, contamination
control, and cryogenic solutions for applications primarily in the
semiconductor capital equipment market and the sample management
segment of the life sciences sector. The company also offers
services to its customers through its network of support centers.
Moody's projects that Brooks will generate revenues, on an organic
basis, of approximately $710 million in fiscal year 2018.


BROOKWOOD ACADEMY: Taps Roger Warner as Special Litigation Counsel
------------------------------------------------------------------
Brookwood Academy Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Ohio to hire Roger Warner Co.,
L.P.A. as special counsel.

The Debtor tapped the firm to pursue an appeal from a verdict
issued in April by a jury in favor of Baybrook and Associates LLC
in the amount of $179,121.  Baybrook sued the Debtor before the
Franklin County Court of Common Pleas (Case No. 16-CV-2426) over a
2015 contract.

Roger Warner, Esq., the attorney who will be providing the
services, will charge an hourly fee of $200.  RWC has requested the
Debtor to pay an initial retainer of $2,500.

Mr. Warner disclosed in a court filing that his firm does not hold
or represent any interest adverse to the Debtor and its estate.

RWC can be reached through:

     Roger Warner, Esq.
     Roger Warner Co., L.P.A.
     171 East Livingston Avenue
     Columbus, OH 43215

                  About Brookwood Academy Inc.

Brookwood Academy Inc. is an Ohio 501(C)(3) non-profit corporation
doing business in Central Ohio.  Brookwood Academy is a public
charter school that opened its doors for the 2012-2013 school year.
The focus of Brookwood Academy is to service students in grades 4
through 12 who have emotional and/or behavioral issues that
adversely affect their educational performance.

Brookwood Academy filed a voluntary petition for relief under
Chapter 11 (Bankr. S.D. Ohio Case No. 17-55517) on Aug. 28, 2017.
Judge Charles M. Caldwell presides over the case.  At the time of
filing, the Debtor estimated $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.  Richard K. Stovall, Esq.,
at Allen Kuehnle Stovall & Neuman LLP, is the Debtor's bankruptcy
counsel.


CAESARS RESORT: Moody's Assigns B1 Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service assigned new ratings to Caesars Resort
Collection, LLC ("CRC") including a B1 Corporate Family Rating, a
B1-PD Probability of Default Rating, a Ba3 rating on CRC's proposed
senior secured five year bank revolver and seven year term loan
facilities and a Speculative Grade Liquidity rating of SGL-1. The
rating outlook is stable. Moody's also assigned a B3 rating to the
proposed senior unsecured notes due 2025 to be issued by CRC Escrow
Issuer, LLC and its subsidiary CRC Finco, Inc., newly formed
special purpose entities.

The proceeds of the bank facilities and notes will be used to repay
in full all existing debt at Caesars Entertainment Resort
Properties, LLC ("CERP") and Caesars Growth Properties Holdings,
LLC ("CGPH"). Pursuant to the terms of the proposed transaction,
CRC Escrow Issuer, LLC will be merged with and into CGPH, which
will be renamed Caesars Resort Collections, LLC and become
co-issuer of the notes upon the merger of CERP and CGPH. CGPH is
owned by Caesars Growth Partners, LLC whose parent is Caesars
Entertainment Corporation ("CEC").

Proceeds of the notes will be held in escrow and released when,
among other things, sister company Caesars Entertainment Operating
Company Ltd. ("CEOC") emerges from bankruptcy, the merger of
Caesars Acquisition into CEC with CEC as the surviving company
occurs, the merger of CERP outlined above occurs, and all
regulatory approvals are obtained. CEC or one of its affiliates
will enter into a guaranty pursuant to which it will commit to fund
any amounts deducted from the gross amount of the note proceeds
with respect to fees and expenses and unpaid interest due to
noteholders in the event conditions to release of the escrow are
not met.

Ratings are subject to final terms and conditions. The existing
ratings for CERP and CGPH will be withdrawn upon repayment of all
debt.

The bank facilities will be secured by all assets and guaranteed by
existing and subsequently acquired material wholly owned domestic
subsidiaries. Three of CRC's properties (Harrah's Atlantic City,
Harrah's New Orleans and Harrah's Laughlin) are subject to call
rights with the to-be-formed REIT pursuant to CEOC's plan of
reorganization. If the call rights are exercised, CRC will have the
ability to retain the proceeds and apply them against identified
reinvestments for a period of 15 -- 18 months, otherwise proceeds
are required to be used to repay debt. The senior unsecured notes
are being issued as a private placement with no registration
rights. There are no guarantees from CRC's direct or indirect
parent.

"Given the interest cost savings of the refinancing and strong free
cash flow of the combined entity, CRC, is expected to reduce
leverage over the next 12-18 months", said Moody's Senior Vice
President Peggy Holloway.

Existing ratings for

Caesars Entertainment Resort Properties, LLC -- No Action

Caesars Growth Properties Holdings, LLC -- No Action

Assignments:

Issuer: CRC Escrow Issuer LLC and CRC Finco, Inc. (Caesars Resort
Collection LLC to become co-issuer of the notes)

-- Senior Unsecured Regular Bond/Debenture, Assigned B3(LGD5)

Issuer: Caesars Resort Collection, LLC

-- Probability of Default Rating, Assigned B1-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-1

-- Corporate Family Rating, Assigned B1

-- Senior Secured Term Loan, Assigned Ba3(LGD3)

-- Senior Secured Revolving Credit Facility, Assigned Ba3(LGD3)

Outlook Actions:

Issuer: Caesars Resort Collection, LLC

-- Outlook, Assigned Stable

RATINGS RATIONALE

Caesars Resort Collection ("CRC") (B1 stable) benefits from large
scale in terms of revenues and number of properties owned, the
prime location of its Las Vegas Strip properties, good interest
coverage, and strong free cash flow. The credit group will include
13 properties that generate $3.5 billion in revenues and EBITDA of
approximately $1.038 billion. The Las Vegas market (75% of
revenues) is benefitting from growing visitor volumes and
convention attendance, rising room rates and no significant supply
growth. CRC's Las Vegas properties will also benefit from returns
on recent capital spending, cost and marketing initiatives.
Additionally, the company has a #1 or #2 position in its other
primary markets of Atlantic City (12% of revenues), and New Orleans
(8% of revenues). These favorable conditions will drive above
average EBITDA growth (around 9%) in 2018. CRC has very good
liquidity and cash flow from operations exceeds its cash interest,
taxes and capital spending needs.

CRC is constrained by geographic concentration in Las Vegas (about
75% of revenues), high pro-forma Moody's adjusted debt/EBITDA of
6.5x (7.0x including 50% of the convertible security issued by
CEC), and the company's desire to grow via acquisitions that may
consume free cash flow and increase debt. (The proposed terms of
the debt documents provide the company with significant flexibility
to pursue these objectives). However, solid EBITDA growth will
bring leverage down to 6.0x (6.5x including 50% of the convertible
security issued by CEC) by year end 2018. The proposed refinancing
will reduce interest costs (by an estimated $150 million),
resulting in good EBIT/interest coverage of about 2.3x and strong
free cash flow estimated at $300 million in 2018 which partially
mitigates high leverage. The revolver will be subject to a first
lien net leverage ratio if utilization exceeds 25%; the term loan
is not subject to any financial covenants.

CEC will issue a $1.1 billion 5% convertible security pursuant to
CEOC's plan of reorganization. While Moody's expects CEC will hold
sufficient cash to service the coupon on the convert, there remains
a possibility that CEC may rely on support from CRC and sister
subsidiary CEOC to service interest prior to conversion, so Moody's
attributes 50% of the convert to CRC and CEOC.

The stable rating outlook reflects favorable operating conditions
in the company's largest market (Las Vegas) that will drive a drop
in leverage in 2018. The ratings could be downgraded if gaming
revenues in key markets show signs of deterioration, if adjusted
debt/EBITDA is sustained above 6.5x (7.0x including 50% of the
convert), or liquidity deteriorates. The ratings could be upgraded
if adjusted debt/EBITDA drops below 5.75x (6.5x with the convert),
EBIT/interest above 2.5x, and liquidity remains very good.

CRC is owned by Caesars Growth Partners, LLC whose parent is
Caesars Entertainment Corporation ("CEC"). CRC will own and operate
13 properties that generate $3.5 billion in revenues and EBITDA of
approximately $1.038 billion on an LTM basis as of June 30, 2017.
Eight properties are located on the Las Vegas Strip, one in
Laughlin, Nevada, one in Atlantic City, NJ and one in New Orleans,
LA.

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.


CAREFOCUS CORP: Court Grants Motion Not to Appoint PCO
------------------------------------------------------
Judge William J. Fisher of the U.S. Bankruptcy Court for the
District of Minnesota grants CareFocus Corporation's motion not to
appoint a patient care ombudsman in its bankruptcy case.

The U.S. Trustee may file a Motion for a patient care ombudsman at
a later date if he determines that the need for a patient care
ombudsman has arisen.

As reported by the Troubled Company Reporter on Sept. 13, 2017, the
Debtor does not believe that appointment of a patient care
ombudsman is necessary to protect the Debtor's clients. The
Debtor's bankruptcy filing was caused by set-offs made against the
Debtor by the US States Department of Treasury. The Debtor alleges
that there is no indication of poor patient care that contributed
in any way to the Debtor's filing of Chapter 11.

                      About CareFocus

CareFocus Corporation filed a Chapter 11 bankruptcy petition
(Bankr. D.Minn. Case No. 17-32654) on August 18, 2017.  Steven B.
Nosek, Esq., at Steven B. Nosek, PA serves as its bankruptcy
counsel.  The Debtor's assets and liabilities are both below $1
million.



CASHMAN EQUIPMENT: Seeks January 31 Plan Exclusivity Extension
--------------------------------------------------------------
Cashman Equipment Corporation and its affiliates request the U.S.
Bankruptcy Court for the District of Massachusetts to extend the
period during which the Debtors have the exclusive right to (a)
file a plan through January 31, 2018, and (b) solicit acceptances
of their plan through April 2, 2018.

Among the lending institutions asserting liens on the Debtors'
assets are: Fifth Third Bank, Banc of America Leasing and Capital,
LLC, Citizens Bank, N.A., Key Bank, N.A., the U.S. Maritime
Administration, Pacific Western Bank, Radius Bank, Rockland Trust
Company, Santander Bank, N.A., Wells Fargo, N.A., Equitable Bank
and U.S. Bank Equipment Finance.  These Lenders have asserted
secured claims against the Debtors in the aggregate amount of
approximately $144 million.

On September 11, 2017, the Debtors filed a proposed Term Sheet
reflecting an agreement with their Lenders establishing the terms
of the Debtors' continued use of cash collateral and a protocol for
the sale of selected vessels and equipment, in each case through
January 15, 2018, and the distribution of the proceeds realized
from those sales. The Term Sheet is subject to the final approval
of the Lenders and the Bankruptcy Court.

Pursuant to the Term Sheet, the Lenders have consented to an
extension of the Debtors' exclusivity periods.

The Debtors contend that they continue to communicate and cooperate
with the Committee and have made substantial progress toward agreed
terms with Lenders as to use of cash collateral and sale
procedures. The Debtors also continue to provide extensive
bi-weekly reporting to the Committee, the Lenders, and the Office
of the United States Trustee regarding the Debtors' operations and
sales efforts.

While the Debtors have made progress in these complex cases,
additional work needs to be done to move to the next phase of their
reorganization. The Debtors anticipate being able to advance a plan
during the extended exclusive period. As such, the Debtors assert
that to lift exclusivity at this point would jeopardize the work
that has been accomplished, the consensus-building for which the
exclusivity period is designed, and the underlying policy of the
Bankruptcy Code favoring reorganization.

                 About Cashman Equipment Corp.

Headquartered in Boston, Massachusetts, Cashman Equipment Corp. --
http://4barges.com/-- was founded in 1995 as a barge rental and
marine contracting company with a fleet of 10 barges, 9 of which
were built in the 1950s and 1960s. Cashman Equipment and certain of
its affiliates and subsidiaries own, operate, rent, and sell a
fleet of vessels, including inland and ocean barges, marine
accommodation barges, specialized oil spill recovery barges, and
tugs, as well as marine equipment, such as cranes, accommodation
units, and marine pollution skimmers.

Cashman Equipment and certain of its affiliates and subsidiaries,
Cashman Scrap & Salvage, LLC, Servicio Marina Superior, LLC, Mystic
Adventure Sails, LLC, and Cashman Canada, Inc., filed bare-bones
Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 17-12205) on
June 9, 2017.  The petitions were signed by James M. Cashman, the
Debtors' president.  Mr. Cashman also commenced his own Chapter 11
case (Bankr. D. Mass. Case No. 17-12204).  The cases are jointly
administered.

Cashman Equipment estimated its assets and debt at between $100
million and $500 million.   

Judge Melvin S. Hoffman presides over the cases.

Harold B. Murphy, Esq., and Michael K. O'Neil, Esq., at Murphy &
King, Professional Corporation, serve as Cashman Equipment, et
al.'s counsel.  Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar
LLC, serves as Mr. Cashman's counsel, according to Mr. Cashman's
petition.

An official committee of unsecured creditors has been appointed in
the case and is represented by Michael J. Fencer, Esq., and John T.
Morrier, Esq., at Casner & Edwards, LLP.


CENTRAL GROCERS: Navarro Buying Two Hammond Properties for $1.85M
-----------------------------------------------------------------
Central Grocers, Inc., and its affiliates ask the U.S. Bankruptcy
Court for the Northern District of Illinois to authorize the Asset
Purchase Agreement between Raceway Central, LLC and Steve Navarro
in connection with the sale of Raceway Central's real properties
(i) located at 6603 Columbia Avenue, Hammond, Indiana for $400,000;
and (ii) located at 629 Columbia Avenue, Hammond, Indiana for
$1,450,000.

The Debtors have asked that a hearing on the Motion be set for Oct.
12, 2017, at 11:00 a.m. (CT).  The objection deadline is Oct. 6,
2017, at 4:00 p.m. (CT).

After an extensive marketing process, Steve Navarro is the only
party submitting a viable proposal to purchase the Acquired Assets.
Specifically, after lengthy, arms' length negotiations, the Buyer
has agreed to purchase the Acquired Assets for a purchase price of
$1,850,000 and assume all Cure Costs related to the Assumed
Contracts.

On May 13, 2017, the Debtors filed the Bidding Procedures and Sale
Motion which the Delaware Court granted on June 2, 2017.  Pursuant
to the Bidding Procedures Order, the Court, among other things, (i)
authorized the Debtors to sell substantially all of their assets,
including the Acquired Assets, at public auction; and (ii)
approved, among other things, the Debtors' Bidding Procedures,
which provided a mechanism for interested parties to make qualified
bids for the Debtors' assets.  The Bidding Procedures Order set
June 26, 2017, at 4:00 p.m. (PET) as the deadline for submitting
qualified bids, and approved a public auction of the Debtors'
assets.

In accordance with the Bidding Procedures, on June 28, 2017, the
Debtors served BP Products North America, Inc., which leases a
portion of the Owned Real Property, with that certain Supplemental
Notice of Cure Costs and Potential Assumption and Assignment of
Executory Contracts and Unexpired Leases in Connection With Sale.
The BP Cure Notice listed BP's cure amount as $0.  Pursuant to the
BP Cure Notice, BP had until July 7, 2017, to object to the BP Cure
Amount.  BP did not object to the BP Cure Amount.  The second
Assumed Contract that the Buyer may want to assume is an ATM lease
with Centier Bank.  The Debtors submit that the Cure Cost
associated with the Centier Lease is also $0.

Despite their best efforts, during the post-petition marketing
process, the Debtors only received one qualified bid to purchase
the Acquired Assets, which the Buyer made for $1,100,000 and which
contemplated the Debtors would retain any cure costs.  However, the
Debtors did not believe that the Buyer's proposed purchase price to
be a sufficient purchase price for the Acquired Assets.  

Accordingly, on July 5, 2017, the Debtors filed a notice, that the
Auction for the Acquired Assets had been adjourned without date.
Contemporaneously with adjourning the Auction for the Acquired
Assets, the Debtors sought to negotiate a higher and better
purchase price with Buyer while simultaneously continuing to market
the Acquired Assets for sale in an effort to maximize value for all
stakeholders.  As a result of that process, the Buyer agreed to
increase its proposed purchase price for the Acquired Assets to
$1,850,000, and agreed to assume all Cure Costs.

The Purchase Agreement contemplates that the Acquired Assets will
be bifurcated for sale to allow the Debtors to resolve a property
tax issue of 6603 Columbia, one of the two parcels of Owned Real
Property.  First, on the Closing Date, Raceway Central will
transfer the located at 6529 Columbia, together with any Assumed
Contracts relating to 6529 Columbia, to the Buyer for a purchase
price of $1,450,000.  Second, on or after the Closing Date,
subsequent to satisfactory resolution of the property tax issue,
Raceway Central will transfer the Acquired Assets located at 6603
Columbia, together with any Assumed Contracts associated with 6603
Columbia, to the Buyer for a purchase price of for $400,000.  After
arm's length, good faith negotiations, Raceway Central and the
Buyer executed the Purchase Agreement.

The salient terms of the Agreement are:

          a. Purchase Price: $1,850,000

          b. Deposit: $110,000

          c. Brokers' Fees: 2.1% of the purchase price, plus an
amount equal to the Cure Costs, if any

          d. Acquired Assets: All of Raceway Central's right,
title, and interest in and to all of the following: (i) the Owned
Real

Property and (ii) the Assumed Contracts designated by Buyer in the
Purchase Agreement other than those leases that expire or that are
terminated prior to Closing.

          e. Assumed Liabilities: The Cure Costs and all
liabilities of Raceway Central relating to or arising out of the
ownership or operation of the Acquired Assets listed above from and
after the Closing Date, but in all cases excluding the excluded
liabilities.

          f. Excluded Liabilities: The Buyer will not assume: (i)
any liability not relating to or arising out of the operation of
the Acquired Assets; (ii) any liability of Raceway Central for
Taxes (except as provided for in the Purchase Agreement); (iii) any
mechanics liens; or (iv) any of Raceway Central's liabilities for
personal property damage from any Assumed Contract.

          g. Terms: Free and clear of all liens, claims,
encumbrances, or other interests

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

      http://bankrupt.com/misc/Central_Grocers_724_sales.pdf

To facilitate and effectuate the sale of the Acquired Assets, the
Debtors ask authority to assume, assign and/or transfer one or more
Assumed Contracts to the Buyer to the extent required by the
Buyer.

The Debtors submit that ample business justification exists to sell
the Acquired Assets to the Buyer without further marketing or
bidding with respect to the Acquired Assets.  The sale is designed
to maximize the value of the Acquired Assets and provides a greater
benefit to the Debtors' estates than any of the alternatives,
including a liquidation of Acquired Assets, or the conversion of
these Chapter 11 Cases to cases under chapter 7.

Notwithstanding the possible applicability of Bankruptcy Rules 6004
and/or 6006 or otherwise, in order to allow the immediate
realization of value for the Acquired Assets, the Debtors ask that
any Order granting the Motion be effective immediately and not
subject to the 14-day stay imposed by Bankruptcy Rules 6004(h) and
6006(d).

The Purchaser:

          Steve Navarro
          P.O. Box 14045
          Oakland, CA 94614
          Attn: Steven Navarro
          Facsimile: (510) 383-2917
          E-mail: stevennavarro1213@gmail.com

                     About Central Grocers

Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent
grocery stores in the Midwestern United States.  Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that it supplies.

Central Grocers is the seventh largest grocery cooperative in the
United States.  It supplies over 400 stores in the Chicago area
with groceries, produce, fresh meat, service deli items, frozen
foods, ice cream and exclusively the Centrella Brand distributor.
Sales have grown to $2 billion per year over the past 94 years.

Central Grocers and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 17-10992 to
17-11003) between May 2 and May 4, 2017.  Central Grocers estimated
$100 million to $500 million in assets and liabilities.  The
petitions were signed by Donald E. Harer, chief restructuring
officer.

Prior to the Chapter 11 filing, certain creditors of CGI filed an
involuntary case against the company under Chapter 7.  The case was
filed in the U.S. Bankruptcy Court for the Northern District of
Illinois on May 2, 2017.

On June 13, 2017, the Chapter 11 cases were transferred to the
Illinois court, including CGI's case which was consolidated into
the involuntary Chapter 7 case pending before the Illinois court.

All the Chapter 11 cases are proceeding before the Illinois court,
and are being jointly administered under Case No. 17-13886 for
procedural purposes only.  CGI's petition date is May 2, 2017 while
the petition date for the other Debtors is May 4, 2017.  Judge
Pamela S. Hollis presides over the cases.  

Weil, Gotshal & Manges LLP serves as the Debtors' bankruptcy
counsel.  The Debtors also hired Richards, Layton & Finger P.A. as
local counsel; McDonald Hopkins LLC as local counsel and conflicts
counsel; Lavelle Law, Ltd., as general corporate counsel; Conway
Mackenzie Inc. as chief restructuring officer; Peter J. Solomon
Company as investment banker; and Prime Clerk as claims and
noticing agent.  Meanwhile, HYPERAMS, LLC and Tiger Capital Group,
LLC were employed as liquidation consultants.

An official committee of unsecured creditors was appointed by the
Office of the U.S trustee on May 15, 2017.  The committee retained
Kilpatrick Townsend & Stockton LLP as bankruptcy counsel; Saul
Ewing LLP as Delaware counsel; and FTI Consulting, Inc., as
financial advisor.


CHINA COMMERCIAL: Signs Share Exchange Agreement with Sorghum
-------------------------------------------------------------
China Commercial Credit, Inc. has entered into a share exchange
agreement, by and through its Board of Directors and majority
shareholder dated Aug. 9, 2017, with the equity holders of Sorghum
Investment Holdings Limited.  Pursuant to the Exchange Agreement,
the Company has agreed to acquire all of the issued and outstanding
equity interests of Sorghum in exchange for 152,586,795 shares of
the Company's Common Stock.

Upon completion of the Acquisition, the Company will own 100% of
Sorghum, and will be a financial services group operating in both
smart financing as well as microfinance sectors in China.  It is
anticipated immediately upon completion of the Acquisition, the
Company's existing shareholders will retain an ownership interest
of approximately 12% of the Company and the selling Sorghum equity
holders will own approximately 88% of the Company.  The above
ownership percentages do not take into account the Company's
potential additional issuance of securities prior to closing of the
Acquisition.

Completion of the transaction is subject to a number of conditions,
including but not limited to, CCCR's shareholders' approval of the
transaction, satisfaction of NASDAQ listing requirements,
regulatory approvals, the appointment of person designated by
Sorghum to the Board of Directors and the satisfaction of other
customary closing conditions.  There can be no assurance that the
transaction will be completed as proposed or at all.

Mr. Long Yi, the chief financial officer and director of CCCR
stated: "The Special Committee consisting of solely independent
directors as well as the Board of Directors of CCCR have
unanimously determined that the Share Exchange Agreement and the
transactions contemplated thereby, are advisable, fair to and in
the best interests of the shareholders of the Company, and has
therefore approved the Share Exchange Agreement and recommend our
shareholders to vote for such transaction at the special
shareholders meeting.  We are very excited about the potential
synergy of the two businesses which we believe will bring
significant benefits to our shareholders."

Ms. Amy Darong Huang, the chief executive officer and chairwoman of
Sorghum commented: "Share exchange with China Commercial Credit
should be another historical milestone for us, for it will allow us
to tap U.S. capital market to increase market recognition, attract
more international talents and improve financial technological
innovation ability.

                        About Sorghum

Sorghum Investment Holdings and its wholly-owned subsidiaries are a
digital online intermediary connecting investors and borrowers for
the provision of peer-to-peer lending services to individuals and
small business owners in China.  The company is headquartered in
Shanghai with operating subsidiaries in Beijing, Nanjing and Suzhou
in China, and Boston, Massachusetts, in the U.S. Adhering to the
corporate vision of "making financial service heart-warming and
easily accessible", Sorghum Investment Holdings Limited is
committed to building an open mobile smart financial ecosystem
based on the world's leading mobile internet technology, cloud
computing, and big data processing capability.  Sorghum and its
wholly-owned subsidiaries are a digital online intermediary
connecting investors and borrowers for the provision of efficient
and optimized peer-to-peer lending services to individuals and
small business owners in China.  For more information, please visit
http://www.maizijf.com/.

                    About China Commercial Credit

China Commercial Credit, founded in 2008, provides business loans
and loan guarantee services to small-to-medium enterprises, farmers
and individuals in China's Jiangsu Province.  Due to recent
legislation and banking reform in China, these SMEs, farmers and
individuals -- which historically had been excluded from borrowing
funds from State-owned and commercial banks -- are now able to
borrow money at competitive rates from microfinance lenders.  For
more information, please visit
http://www.chinacommercialcredit.com.

China Commercial's independent accounting firm Marcum Bernstein &
Pinchuk LLP, in Shanghai, China, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has accumulated
deficit that raises substantial doubt about its ability to continue
as a going concern.

The Company had an accumulated deficit of US$76,249,608 as of June
30, 2017.  As of June 30, 2017, the Company had cash and cash
equivalents of US$1,906,585, and total short-term borrowings of
nil.  Caused by the limited funds, the management assessed that the
Company was not able to keep the size of lending business within
one year from the filing of June 30, 2017, Form 10-Q.

China Commercial reported a net loss of US$1.98 million on US$1.29
million of total interest and fee income for the year ended
Dec. 31, 2016, compared with a net loss of US$61.26 million on
US$2.98 million of total interest income for the year ended
Dec. 31, 2015.  As of June 30, 2017, China Commercial had US$6.75
million in total assets, US$7.23 million in total liabilities and a
total shareholders' deficit of $480,945.



CIRCULATORY CENTERS: Bank Seeks Appointment of Ch. 11 Trustee
-------------------------------------------------------------
Fifth Third Bank asks the U.S. Bankruptcy Court for the Western
District of Pennsylvania to direct the appointment of a Chapter 11
Trustee in these jointly administered bankruptcy cases of
Circulatory Centers of America, LLC and its affiliates.

On May 16, 2017, Fifth Third Bank filed a Motion to Appoint a
Chapter 11 Trustee in Debtor, Circulatory Center of West Virginia,
Inc.'s bankruptcy case, (Bankr. W.D. Pa. Case No. 17-20211). An
evidentiary hearing on the Motion to Appoint has been scheduled for
September 7.

On June 29, 2017, the Court entered an Order granting the Joint
Administration of Circulatory Center of West Virginia, Circulatory
Centers of America, and related debtors bankruptcy cases, in the
bankruptcy case captioned as In re: Circulatory Centers of America,
et al.

Fifth Third Bank relates that since the filing of the Motion to
Appoint and subsequent joint administration of the cases, the
Debtors have filed a Motion to Sell, seeking approval of an Asset
Purchase Agreement with USA Vein Clinics of Chicago, LLC.

Fifth Third Bank does not consent to the sale because the proposed
sale would not generate sufficient proceeds to satisfy the claims
of secured creditors, including Fifth Third Bank. Likewise, the
Debtors have not provided a scintilla of evidence relating to the
Debtors' marketing of the sale or the value of the Debtors' assets
versus sale proceeds allocated to non-Debtor assets being sold to
the same USA Vein Clinics.

The United States Attorney's Office's fraud investigation with
respect to false claims relating to the Medicare program and the
Pennsylvania Medicaid program as discussed in Fifth Third Bank's
Motion to Appoint continues to be ongoing. To that end, Fifth Third
Bank has requested the testimony of a representative for the
Department of Justice at the Trustee Hearing with respect to
certain issues regarding the pending investigation.

Fifth Third Bank believes that the Debtors' proposed sale is not
filed in good faith and is structured to benefit insiders and
non-Debtors' to the detriment of creditors. As such, Fifth Third
Bank maintains that cause exists to appoint a trustee -- as
evidenced in part by the Fraud Investigation, the lack of marketing
efforts with respect to the proposed sale, as well as the general
and ongoing inability of the Debtors to fulfill their bankruptcy
procedural obligations, including their obligation to maximize the
value of Debtors' assets for the benefit of creditors, rather than
insiders.

The appointment of a Chapter 11 Trustee will enable the Debtors'
assets to be sold in a fair and reasonable manner and maintain the
value of a going concern business and save employees jobs.
Accordingly, Fifth Third Bank believes and therefore avers it is in
the best interests of creditors and other interests of the estate.

Fifth Third Bank is represented by:

           Kerri Coriston Sturm, Esq.
           Bernstein-Burkley, P.C.
           Suite 2200, 707 Grant Street
           Pittsburgh, PA 15219
           Telephone:(412)456-8108
           Facsimile: (412) 456-8135
           E-mail: kburkley@bernsteinlaw.com
           E-mail: ksturm@bernsteinlaw.com

                   About Circulatory Centers

Headquartered in Pittsburgh, Pennsylvania, Circulatory Centers,
P.C. and its affiliates -- http://www.veinhealth.com/-- are in the
business of providing varicose vein and spider vein treatment.
Circulatory Centers of America, LLC, provides administrative
assistance for its operating affiliates, Circulatory Center of
Ohio, Inc., Circulatory Center of Pennsylvania, Inc., Circulatory
Centers, P.C., and Circulatory Center of West Virginia, LLC.

Circulatory Centers, P.C., Circulatory Centers of America, LLC,
Circulatory Centers of Ohio, Inc., and Circulatory Center of
Pennsylvania, Inc. (Bankr. W.D. Pa. Case No. 17-22576)
simultaneously filed Chapter 11 bankruptcy petitions (Bankr. W.D.
Pa. Case No. 17-22571, 17-22572, 17-22575, and 17-22576,
respectively) on June 23, 2017.  A related entity, Circulatory
Center of West Virginia, Inc., sought bankruptcy protection on Jan.
20, 2017 (Bankr. W.D. Pa. Case No. 17-20211).

Judge Gregory L. Taddonio presides over the cases.

Robert O Lampl, Esq., at Robert O Lampl, Attorney At Law, serves as
the Debtors' bankruptcy counsel.

The Debtors each estimated assets at between $100,000 and $500,000
and its liabilities at between $1 million and $10 million.

The Office of the U.S. Trustee on Aug. 31 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Circulatory Centers of
America, LLC, and affiliates.


COBALT INTERNATIONAL: Incurs $186 Million Net Loss in 2nd Quarter
-----------------------------------------------------------------
Cobalt International Energy, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $185.56 million on $13.74 million of revenues for the
three months ended June 30, 2017, compared to a net loss of $205.54
million on $3.17 million of revenues for the same period a year
ago.  The decrease in net loss compared to the same period in 2016
was largely driven by a $113 million reduction in dry hole costs
and impairments offset by a $26 million increase in interest
expense and a $72 million non-cash loss on debt related embedded
derivatives associated with the recently completed debt exchanges
and an increase in the market value of secured debt during the
quarter.

The Company reported a net loss of $491.82 million on $23.61
million of revenues for the six months ended June 30, 2017,
compared to a net loss of $252.16 million on $4.81 million of
revenues for the six months ended June 30, 2016.

As of June 30, 2017, Cobalt International had $1.77 billion in
total assets, $3.10 billion in total liabilities and a total
stockholders' deficit of $1.32 billion.  As of June 30, 2017, cash,
cash equivalents, short term investments and restricted cash were
approximately $597 million.  This includes $250 million of Angolan
sale proceeds received pursuant to the purchase and sale agreement
with Sonangol, but excludes $159 million in receivables owed to the
Company by Sonangol.

The Company expects capital expenditures to be approximately $250
million in 2017, which excludes general and administrative expenses
and interest expense.  Of this amount, approximately $206 million
has been spent as of June 30, 2017; however, given that drilling
activities have been completed at Shenandoah, Anchor and North
Platte, cash outlays for capital expenditures are expected to
significantly decrease for the remainder of 2017.  Total 2017 cash
outlays are currently expected to be approximately $550 million, of
which approximately $359 million has been spent as of June 30,
2017.

                       Operational Update

In the deepwater Gulf of Mexico, Cobalt completed its North Platte
#4 Sidetrack 2 operations in May 2017.  This well was drilled
approximately one-half mile updip of the North Platte #4 Sidetrack
1 location and encountered approximately 400 feet of high quality
Lower Wilcox pay.  In June 2017, Cobalt completed a bypass for core
operation adjacent to the North Platte #4 Sidetrack 2 location and
recovered approximately 200 feet of Lower Wilcox conventional core.
Following the abandonment of the wellbore, the Rowan Reliance rig
was released from operations in late June.

In July 2017, Cobalt entered into an agreement with Chevron and the
other co-owners in the Anchor development to unitize Cobalt's two
leases immediately south of the existing Anchor unit (Green Canyon
blocks 850 and 851) into such Anchor unit.  Cobalt believes the
inclusion of these leases in the Anchor unit will optimize the
development plan and maximize oil recovery from the Anchor
development.  The transfer of these interests and the revised
Anchor unit remain subject to customary regulatory approval,
following which Cobalt would retain its 20% working interest in the
revised Anchor unit.

At Shenandoah, Cobalt and its co-owners are continuing to explore
development options for the field.  Well planning is underway for a
drilling operation expected in the first six months of 2018.

Marketing efforts with respect to Cobalt's Gulf of Mexico assets
continue and it is expected that these efforts will conclude in
late third quarter of 2017.

With regard to Angola, the previously announced arbitration process
between Cobalt and Sonangol is progressing as planned and currently
the arbitral tribunals are being constituted.  In addition, Cobalt
recently met with representatives from Sonangol and the Angolan
government and it appears that all parties share a common goal to
resolve this matter amicably.  However, until this matter is
resolved in a satisfactory manner, Cobalt will continue to
vigorously prosecute these claims in arbitration and seek all
available remedies.

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

                    https://is.gd/elV8wM

                 About Cobalt International

Formed in 2005 and headquartered in Houston, Texas, Cobalt
International Energy, Inc., is an independent exploration and
production company with operations currently focused in the
deepwater U.S. Gulf of Mexico.  In January 2016, the Company
achieved initial production of oil and gas from the Heidelberg
field.  The Company's exploration efforts in the U.S. Gulf of
Mexico have resulted in four oil and gas discoveries including the
North Platte, Shenandoah, Anchor, and Heidelberg fields, each of
which are in various stages of appraisal and development.  The
Company also has a non-operated interest in the Diaba Block
offshore Gabon.

Cobalt International reported a net loss of $2.34 billion for the
year ended Dec. 31, 2016, a net loss of $694.43 million for the
fiscal year ended Dec. 31, 2015, and a net loss of $510.76 million
for the year ended Dec. 31, 2014.

Ernst & Young LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, stating that the Company has near-term
liquidity constraints that raises substantial doubt about its
ability to continue as a going concern.


COCRYSTAL PHARMA: Reports $1 Million Net Loss for Second Quarter
----------------------------------------------------------------
Cocrystal Pharma, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
and comprehensive loss of $1.002 million for the three months ended
June 30, 2017, compared to a net loss and comprehensive loss of
$3.227 million for the three months ended June 30, 2016.

For the six months ended June 30, 2017, Cocrystal Pharma reported a
net loss and comprehensive loss of $3.55 million compared to a net
loss and comprehensive loss of $7.23 million for the same period a
year ago.

The Company's balance sheet as of June 30, 2017, showed $124.34
million in total assets, $22.30 million in total liabilities and
$102.03 million in total stockholders' equity.

As of June 30, 2017, the Company had an accumulated deficit of
$141.0 million.  During the three and six month period ended June
30, 2017, the Company had a loss from operations of $1.2 million
and $4.3 million, respectively.  Cash used in operating activities
was approximately $3.1 million for the six months ended June 30,
2017.  The Company has not yet established an ongoing source of
revenue sufficient to cover its operating costs and allow it to
continue as a going concern.

"The ability of the Company to continue as a going concern is
dependent on the Company obtaining adequate capital to fund
operating losses until it becomes profitable.  The Company can give
no assurances that any additional capital that it is able to
obtain, if any, will be sufficient to meet its needs, or that any
such financing will be obtainable on acceptable terms. If the
Company is unable to obtain adequate capital, it could be forced to
cease operations or substantially curtail its drug development
activities.  These conditions raise substantial doubt as to the
Company's ability to continue as a going concern," said the Company
in the report.

The report from BDO USA, LLP, in Seattle, Washington, the Company's
independent registered public accounting firm for the year ended
Dec. 31, 2016, also includes an explanatory paragraph stating that
that the Company has suffered recurring losses from operations and
has an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.

For the year ended Dec. 31, 2016, the Company recorded a net loss
of approximately $74.9 million, which included an IPR&D write-down
of $92.4 million and used approximately $14.7 million of cash in
operating activities.  For the six months ended June 30, 2017, the
Company recorded a net loss of approximately $3.6 million and used
approximately $3.1 million of cash for operating activities.

As of June 30, 2017, the Company had $3.5 million in cash to fund
its operations.  The Company does not believe its current cash
balance will be sufficient to allow the Company to fund its planned
operating activities for the balance of 2017.

Net cash used in operating activities was approximately $3,137,000
for the six months ended June 30, 2017, compared to $9,208,000 for
the same period in 2016.

Net cash used in investing activities was $52,000 for the six
months ended June 30, 2017, compared to $53,000 provided for the
same period in 2016.  For the six months ended June 30, 2017, net
cash used for investing activities consist primarily of capital
spending of $40,000 and payment of a long-term deposit of $12,000.
For the six months ended June 30, 2016, net cash used for investing
activities consist primarily of capital spending of $36,000 and
payment of a long-term deposit of $25,000, net of $8,000 in
principal payments received on our mortgage note receivable.

For the six months ended June 30, 2017, cash provided by financing
activities resulted from our sale of common stock, which resulted
in proceeds of $3,000,000.  Net cash provided by financing
activities for the six months ended June 30, 2016 amounted to
approximately $5,004,000 in proceeds from our sale of common stock
and warrants and $3,000 for the exercise of stock options.

The Company said that as it continues to incur losses, achieving
profitability is dependent upon the successful development,
approval and commercialization of its product candidates, and
achieving a level of revenues adequate to support the Company's
cost structure.  The Company may never achieve profitability, and
unless and until it does, the Company will continue to need to
raise additional capital.  Management intends to fund future
operations through additional private or public equity offering and
may seek additional capital through arrangements with strategic
partners or from other sources.  There can be no assurances,
however, that additional funding will be available on terms
acceptable to the Company, or at all.  Any equity financing may be
dilutive to existing shareholders.

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

                     https://is.gd/UXkrdY

                    About Cocrystal Pharma

Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases.  Cocrystal Pharma employs unique technologies and
Nobel Prize winning expertise to create first- and best-in-class
antiviral drugs.  These technologies and the Company's
market-focused approach to drug discovery are designed to
efficiently deliver small molecule therapeutics that are safe,
effective and convenient to administer.


COLONIAL BANCGROUP: FDIC Not Accountable for Employees' Fraud
-------------------------------------------------------------
Jack Newsham of Bankruptcy Law360 reports that Judge Barbara Jacobs
Rothstein in late August 2017 opined that Federal Depository
Insurance Corp. cannot be held accountable for mortgage lending
fraud perpetuated by a group of Colonial Bank employees before the
bank's collapse.

The judge's opinion came forth in response to efforts by
PricewaterhouseCoopers and Crowe Horwarth LLP to hold FDIC for the
bank employees' actions.

The cases are The Colonial BancGroup Inc. et al. v.
PricewaterhouseCoopers LLP et al., case number 2:11-cv-00746, and
Federal Deposit Insurance Corp. v. PricewaterhouseCoopers LLP et
al., case number 2:12-cv-00957, in the U.S. District Court for the
Middle District of Alabama.  Under the $2 billion lawsuit,
Colonial's legal successors assert that auditors PwC and Crowe
Horwarth failed to detect irregularities by its biggest customer,
Taylor Bean & Whitaker Mortgage Corp, which ultimately led to
Colonial Bank's collapse, Law360 relates. A trial on the matter is
set to begin this month, September.

Law360's Rick Archer related in a separate report that Judge
Rothstein has denied PwC's motion to stay the Sept. 18 start of the
trial of the billion dollar lawsuit.

                   About The Colonial BancGroup

Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc.,
(NYSE: CNB) owned Colonial Bank, N.A., its banking subsidiary.
Colonial Bank -- http://www.colonialbank.com/--  operated 354
branches in Florida, Alabama, Georgia, Nevada and Texas with over
$26 billion in assets.  On Aug. 14, 2009, Colonial Bank was seized
by regulators and the Federal Deposit Insurance Corporation was
named receiver.  The FDIC sold most of the assets
to Branch Banking and Trust, Winston-Salem, North Carolina.  BB&T
acquired $22 billion in assets and assumed $20 billion in deposits
of the Bank.

The Colonial BancGroup filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Ala. Case No. 09-32303) on Aug. 25, 2009, disclosing
$45 million in total assets and $380 million in total liabilities
as of the Petition Date.

W. Clark Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey
IV, Esq., at Parker Hudson Rainer & Dobbs LLP, served as counsel to
the Debtor.  

Burr & Forman LLP and Schulte Roth & Zabel LLP served as co-counsel
for the Official Committee of Unsecured Creditors formed in the
case.

Colonial Brokerage, a wholly owned subsidiary of Colonial
BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy
Court in the Middle District of Alabama in June 2010.  Susan S.
DePaola serves as Chapter 7 trustee.


COMPASS PUBLIC: S&P Lowers Rating on 2010A/B Revenue Bonds to 'BB'
------------------------------------------------------------------
S&P Global Ratings lowered to 'BB' from 'BB+' its long-term rating
on the Idaho Housing and Finance Assn.'s series 2010A tax-exempt
nonprofit facilities revenue bonds and 2010B taxable nonprofit
facilities revenue bonds, issued for Compass Public Charter School
(Compass). The outlook is stable.

"We lowered the rating based in part on our 'U.S. Public Finance
Charter Schools' methodology and our view of increased programmatic
expenses in anticipation of further growth," said S&P Global
Ratings credit analyst Bobbi Gajwani. The increased spending has
pressured performance and coverage and likely will lead to a
further softening in fiscal 2018.

S&P said, "We assessed Compass' enterprise profile as adequate,
characterized by enrollment growth while maintaining high academic
quality, a satisfactory waitlist and a high student retention rate.
Management has carefully managed its growth without compromising
class size or academic quality by investing in programmatic
expenses ahead of enrollment growth. While the school received a
grant which helped to offset some of the expenses associated with
the expansion, financial performance weakened nonetheless. We
assessed Compass' financial profile as vulnerable, with low total
revenues, thinning coverage, and liquidity that is more in line
with 'BB' medians. We believe that combined these lead to an
indicative stand-alone credit profile of 'bb' and a final rating of
'BB'."


CONCORDIA INTERNATIONAL: S&P Lowers CCR to CCC-, On Watch Negative
------------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Concordia
International Corp. to 'CCC-' from 'CCC+' and placed the rating on
CreditWatch with negative implications.

S&P said, "At the same time, we lowered our issue-level rating on
the company's secured debt to 'CCC-' from 'CCC+' and placed the
rating on CreditWatch with negative implications. Our recovery
rating on this debt remains '3', indicating expectations for
meaningful (50%-70%; rounded estimate: 55%) recovery in the event
of a payment default. We also lowered our issue-level rating on the
company's unsecured debt to 'C' from 'CCC-' and placed the rating
on CreditWatch with negative implications. Our recovery rating on
this debt remains '6', indicating our expectation for negligible
(0%-10%; rounded estimate: 0) recovery for lenders in the event of
payment default."

"The downgrade reflects what we believe is the increased likelihood
that the company will enter a debt restructuring or distressed
exchange, given deteriorating operating results and cash flows that
have resulted in EBITDA to interest coverage of less than 1x and
adjusted debt leverage of nearly 11x. We see limited opportunities
for Concordia to improve EBITDA to reduce leverage to sustainable
levels.

"The negative CreditWatch listing reflects our view that the
outcome of the company's talks with bondholders is likely to be a
restructuring or transaction that we view as a default. We could
lower the rating if the company announces an exchange offer or
similar debt restructuring. Under this scenario, we would reassess
the rating after the completion of the transaction, based on the
new capital structure. Although highly unlikely, we could raise the
rating if the company is able to address its capital structure
without requiring creditors to take losses, such as through an
equity issuance."


CYTORI THERAPEUTICS: Expects Higher Full Year 2017 Operating Cash
-----------------------------------------------------------------
Cytori Therapeutics announced its second quarter 2017 financial
results and provided updates on its corporate activity and clinical
development.

Second quarter 2017 net loss was $6.0 million, or $0.19 per share.
Operating cash burn for the quarter was approximately $5.0 million.
Cytori ended the quarter with approximately $9.0 million of cash
and cash equivalents.

Selected Key Recent Highlights:

  * STAR trial top-line preliminary data announced.  Despite
    missing primary and secondary endpoints, data showed   
    clinically meaningful improvements in more severely affected
    patients with diffuse cutaneous scleroderma.

  * American Medical Association approved new category III CPT
    codes describing Cytori's scleroderma therapy.

  * BARDA executed a $13.4 million contract option to fund the
    RELIEF burn trial.

  * Received U.S. FDA IDE approval for RELIEF, a thermal burn
    pilot trial application related to ongoing BARDA contract.

Q2 2017 Financial Performance

  * Q2 2017 and year-to-date operating cash burn was $5.0 million
    and $9.9 million, compared to $5.7 million and $10.7 million
    for the same periods in 2016, respectively.

  * Q2 2017 and year-to-date total revenues were $1.5 million and
    $3.1 million, compared to $2.8 million and $5.7 million for
    the same periods in 2016, respectively.

  * Cash and debt principal balances at June 30, 2017 were
    approximately $9.0 million and $14.2 million, respectively.

  * Q2 2017 net loss was $6.0 million or $0.19 per share, compared

    to $6.4 million or $0.43 per share for Q2 2016.

  * Year-to-date adjusted net loss was $11.9 million, or $0.44 per

    share, and excludes a $1.7 million non-cash charge for in-
    process research and development expense from the Azaya
    Therapeutics asset acquisition, compared to $11.7 million or
    $0.84 per share for the same period in 2016.

  * Year-to-date GAAP net loss was $13.6 million or $0.50 per
    share, compared to $11.7 million or $0.84 per share for the
    same period in 2016.

"Based on ongoing analysis of our STAR trial data and observed
clinically meaningful improvements in the diffuse cutaneous
subgroup, we intend to meet with the US FDA as soon as possible for
a post-trial meeting to chart next steps.  It is important that our
HabeoTM product ultimately be made available for these patients,"
said Dr. Marc Hedrick, president and CEO of Cytori.  "In addition,
manufacturing validation for our ATI-0918 nanoparticle doxorubicin
oncology product is on schedule for filing for EMA submission mid
next year and other key trials continue to enroll, ideally
completing enrollment of both, Scleradec-II and ADRESU by year
end."

Selected Key Anticipated Milestones:

   * Complete analysis of STAR full dataset and subsequent meeting

     with FDA to determine next steps for Habeo clinical
     development for scleroderma hand dysfunction (Q3).

   * Begin enrollment of BARDA's funded RELIEF burn trial (Q4).

   * Complete manufacturing activities required for submission of
     an MAA to the EMA for the Company's recently acquired
     nanoparticle doxorubicin (Q4).

The Company expects full year 2017 operating cash burn to be higher
than 2016, primarily due to the development of assets acquired from
Azaya Therapeutics.

    * Updated operating cash burn forecasted to be within a range
      of $20 million to $23 million, a reduction from previously
      guided range of $26 million to $29 million.

The press release is available for free at https://is.gd/xbiwso

                        About Cytori

Cytori -- www.cytori.com. -- is a therapeutics company developing
regenerative and oncologic therapies from its proprietary cell
therapy and nanoparticle platforms for a variety of medical
conditions . Data from preclinical studies and clinical trials
suggest that Cytori Cell Therapy acts principally by improving
blood flow, modulating the immune system, and facilitating wound
repair.  As a result, Cytori Cell Therapy may provide benefits
across multiple disease states and can be made available to the
physician and patient at the point-of-care through Cytori's
proprietary technologies and products.  Cytori Nanomedicine is
developing encapsulated therapies for regenerative medicine and
oncologic indications using technology that allows Cytori to use
the benefits of its encapsulation platform to develop novel
therapeutic strategies and reformulate other drugs to optimize
their clinical properties.

BDO USA, LLP, in San Diego, California, Cytori's independent
accounting firm, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
stating that the Company has suffered recurring losses and negative
cash flows from operations that raise substantial doubt about its
ability to continue as a going concern.

Cytori reported a net loss of $22.04 million for the year ended
Dec. 31, 2016, compared to a net loss of $18.74 million for the
year ended Dec. 31, 2015.  As of June 30, 2017, Cytori had $32.47
million in total assets, $21.24 million in total liabilities and
$11.23 million in total stockholders' equity.  The Company has an
accumulated deficit of $392.7 million as of June 30, 2017.


D'ELIA WITTKOFSKI: Ct. Refuses to Open PNC Confessed Judgment
-------------------------------------------------------------
In the identical appeals cases captioned PNC BANK, NATIONAL
ASSOCIATION, Appellee, v. GUIDO D'ELIA, Appellant. PNC BANK,
NATIONAL ASSOCIATION, Appellee, v. JOSEPH WITTKOFSKI, Appellant,
Nos. 1475 WDA 2016, 1477 WDA 2016 (Pa. Super.) Guido D'Elia and
Joseph Wittkofski appeal from the Sept. 27, 2016, order denying
their petitions to open judgments by confession and for stay of
execution. The Superior Court of Pennsylvania affirms the trial
court's decision.

Appellants are former officers, directors, and shareholders of
D'Elia Wittkofski, Inc., d/b/a Mind Over Media.  Mind Over Media
was a corporate borrower of PNC.  In November 2005 Appellants
executed commercial guaranties in favor of PNC, agreeing to pay all
obligations owed by Mind Over Media should the company default on
its loan payments.

On Nov. 12, 2015, Mind Over Media filed a Chapter 11 Bankruptcy
petition. Several days later, PNC confessed judgment against
Appellants after they and Mind Over Media defaulted on the loan
payments due.

Individually, Appellants "then filed a [p]etition to [o]pen the
pertinent confessed judgment, raising the defenses of impairment of
collateral, excessive counsel fees, and excessive interest rate.
After argument, the [trial court] concluded that no meritorious
defense had been alleged and denied the [p]etitions to [o]pen."

After reviewing the case, the Superior Court discerns no error in
the trial court's decision. As cited by the court, 13 Pa.C.S.
section 3605(i) specifically allows for the waiver of certain
defenses, including impairment of collateral. The guaranties signed
by Appellants clearly contain waiver provisions, disallowing the
parties from raising such a defense. D'Elia's contention that he
did not understand what the term impairment of collateral meant and
that no one from PNC pointed out the waiver language to him, is
unavailing. Absent more, Appellants are unable to overcome the
unambiguous waiver language within the contracts they signed.

Accordingly, the trial court did not err in entering the Sept. 27,
2016 order denying the Appellants' petitions. Rather, it correctly
determined that the Appellants' impairment of collateral defense
was waived, and as such, it could not have been raised as a
meritorious defense that would warrant the opening of the confessed
judgment.

A full-text copy of the Superior Court's Memorandum Decision dated
Sept. 12, 2017, is available at
https://is.gd/n0zgH7 from Leagle.com.

James R. Cooney, for Appellant, Guido D'Elia.

Beverly Weiss Manne -- bmanne@tuckerlaw.com -- Tucker Arensberg,
P.C., for Appellee, PNC Bank, National Association.

Richard B. Tucker, III, Tucker Arensberg, P.C., for Appellee, PNC
Bank, National Association.

Jillian Leigh Nolan Snider -- jsnider@tuckerlaw.com -- Tucker
Arensberg, P.C., for Appellee, PNC Bank, National Association.

Headquartered in Pittsburgh, PA, D'Elia Wittkofski Incorporated
filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case
No. 15-24271) on Nov. 22, 2015, with estimated assets of $0 to
$50,000 and estimated liabilities of $1 million to $10 million. The
petition was signed by Cecil Foster, president.


DARIN BECK: CVP Properties Buying Cedar Falls Property for $1.4M
----------------------------------------------------------------
Darin Beck Properties, Ltd., asks the U.S. Bankruptcy Court for the
Northern District of Iowa to authorize the sale of real property
located at 6027 University Ave., Cedar Falls, Iowa, legally
described as Parcel C of Plat of Survey 325 Misc 711 being that
part of Lot 300, Homeway Third Addition to Cedar Falls, Iowa, to
CVP Properties, LLC for $1,430,000.

The Debtor proposes to sell the property to the Buyer free and
clear of liens.  The closing will be on Oct. 31, 2017, although the
parties may agree on another date but no later than Nov. 15, 2017.

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

     http://bankrupt.com/misc/Darin_Beck_3_Sales.pdf

Black Hawk County enjoys the first lien on the property as it is
owed real estate taxes on parcel 8913-19-126-055 for the tax year
ending June 30, 2017 in the amount of $25,340.

Lincoln Savings Bank of Waterloo, IA enjoys first and paramount
recorded liens on the property by virtue of its Deed of Trust and
Mortgages filed in Black Hawk County Recorder's Office in the total
amount of $4,200,521.

In addition, Midtown Development, LLC holds a judgment against the
Debtor that was entered on Oct. 11, 2016 in the Iowa District Court
for Black Hawk County in LACV116989 in the amount of $1,337,433
plus interest at the rate of 2.57% from Oct. 10, 2016 as well as
court costs.  As of the date of filing, the balance owed to Midtown
Development is $1,369,451.

The State of Iowa is owed court costs arising from case no.
LACV116989 referred to in the amount of $290.

The payments are projected to be made as follows: (i) buyers for
tax proration - $8,539; (ii) abstracting and other title expenses -
$2,500 est.; (iii) property taxes (Black Hawk County) - $25,340;
(iv) document stamps - $2,287; (v) recording - $250 est.; (vi)
document preparation - $500 est.; and Lincoln Savings Bank -
$1,390,584 est..

Darin Beck Properties, Ltd., sought Chapter 11 protection (Bankr.
N.D. Iowa Case No. 17-01188) on Sept. 15, 2017.


DELCATH SYSTEMS: Incurs $1.94 Million Net Loss in 2nd Quarter
-------------------------------------------------------------
Delcath Systems, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $1.94 million for the three months ended June 30, 2017, compared
to a net loss of $6.66 million for the three months ended June 30,
2016.  This decrease in net loss is primarily due to a $9.6 million
gain on the extinguishment of the June 2016 Series C Warrants which
was offset by a $5.3 million increase in interest expense related
to the convertible note, both non-cash items. Additionally, there
was a $1.2 million decrease in the change in the fair value of the
warrant liability, a non-cash item, offset by a $0.8 million
increase in operating expenses primarily related to increased
investment in the Company's clinical trial initiatives.

Revenue for the second quarter of 2017 was $0.6 million, an
increase of 20% from $0.5 million for the second quarter of 2016.
Selling, general and administrative expenses increased modestly to
$2.5 million in the 2017 second quarter from $2.3 million in the
prior-year quarter.  Research and development expenses for the
second quarter of 2017 increased to $2.5 million from $1.9 million
in the prior-year quarter.  Total operating expenses for the
current quarter were $5.0 million compared with $4.2 million in the
prior-year quarter.

For the six months ended June 30, 2017, Delcath Systems reported a
net loss of $13.27 million compared to a net loss of $8.48 million
for the same  period during the prior year.  This increase in net
loss is primarily due to a $13.7 million increase in interest
expense primarily related to the amortization of debt discounts,
offset by a $9.6 million gain on the extinguishment of the June
2016 Series C Warrants, both non-cash items.  Additionally, there
was a $1.8 million increase in operating expenses primarily related
to increased investment in our clinical trial initiatives, offset
by $0.4 million increase in gross profit and a $0.7 million
increase in the change in the fair value of the warrant liability,
a non-cash item.

Revenue for the first half of 2017 was $1.3 million, an increase of
44% from $0.9 million for the first half of 2016.  Selling, general
and administrative expenses in the first half of 2017 were
approximately $4.9 million compared with $4.7 million in the
prior-year period.  Research and development expenses for the first
six months of 2017 increased to $4.8 million from $3.3 million in
the first six months of 2016.  Total operating expenses for the
first half of 2017 were $9.8 million compared with $8.0 million in
the prior-year quarter.

As of June 30, 2017, Delcath Systems had $18.60 million in total
assets, $17.73 million in total liabilities and $667,000 in total
stockholders' equity.  As of June 30, 2017, Delcath had cash and
cash equivalents of $1.8 million, compared with $4.4 million as of
Dec. 31, 2016.  In addition, the Company has $12.9 million in
restricted cash primarily related to the Convertible Notes issued
in June 2016.  During the six months ended June 30, 2017, the
Company used $8.1 million of cash to fund operating activities.
Assuming the Company is able to effect a reverse stock split as
proposed in its recent consent solicitation statement filed with
the SEC on July 26, 2017, management believes that its capital
resources are adequate to fund operating activities through the end
of 2017.

         Proposal on Effecting a Reverse Stock Split

Delcath recently filed a Definitive Schedule 14A detailing a
proposed reverse stock split, subject to shareholder approval.
Delcath needs the ability to issue common shares to fund
operations, support clinical programs, service the amortization of
its Convertible Note and explore alternative equity financing
opportunities.  However, the Company is currently at the maximum
amount of authorized shares of common stock under its Certificate
of Incorporation.  Without a significant increase in available
authorized shares, the Company is unable to access the $11.8
million of cash in the restricted accounts associated with the
Convertible Notes issued last year, or to undertake any type of
equity financing.  The proposed reverse stock split will reduce the
number of shares outstanding and provide Delcath with the
flexibility to raise equity capital and support its important
clinical trials and commercial efforts in Europe.

In addition, the reverse stock split will allow Delcath to regain
compliance with NASDAQ Capital Markets continued-listing
requirements, which provides liquidity and other important benefits
to the Company and its investors.  It is important to note that the
floor price for the Convertible Note will adjust with the effected
reverse stock split ratio to a minimum of $1.00. Delcath believes
this will serve to support the stock price following a split and
reduce future potential dilution related to the Convertible Notes.

For these reasons, the Company's Board of Directors encourage all
investors to support the proposed reverse stock split.  Investors
are encouraged to read the Company's Definitive Schedule 14A in
detail for full information regarding the proposed reverse stock
split.

                   Management Commentary

"During the first half of 2017 we continued to advance our clinical
development programs in ocular melanoma liver metastases (OM) and
intrahepatic cholangiocarcinoma (ICC), while making steady progress
with the ongoing commercialization of CHEMOSAT in Europe," said
Jennifer K. Simpson, Ph.D., MSN, CRNP president and CEO of
Delcath.

"Revenues for the second quarter of 2017 increased 20% from a year
ago, demonstrating continued growing demand in our core markets.
This increase is largely driven by the recent establishment of ZE
diagnostic-related (DRG) reimbursement for CHEMOSAT in Germany.  We
continue to leverage this positive German reimbursement to support
our efforts to obtain market access and payment in other markets
such as the U.K. and the Netherlands, where there is growing
interest in and use of CHEMOSAT.  This is evidenced by the recent
inclusion of CHEMOSAT in the Dutch Health Authorities treatment
guidelines for ocular melanoma liver metastases, an important step
toward eventual reimbursement coverage of CHEMOSAT in the Dutch
market.

"Our primary focus continues to be on the clinical trials that
comprise our Clinical Development Program (CDP), where we believe
shareholder value ultimately lies.  Our CDP consists of our FOCUS
Phase 3 clinical trial of Melphalan/HDS in hepatic dominant OM (the
FOCUS trial) and our intrahepatic cholangiocarcinoma (ICC) pivotal
trial, which is scheduled to initiate enrollment by the end of
2017.  The objective for our Phase 2 trial program in
hepatocellular carcinoma (HCC) and ICC was to identify an efficacy
signal worthy of further clinical investigation.  This objective
was met by the retrospective data collection performed by European
investigators last year, which informed our development path for
ICC.  The U.S. Food and Drug Administration (FDA) endorsed that
development pathway via a Special Protocol Assessment agreement
negotiated earlier this year. With the Phase 2 trial program goals
now met, we have terminated enrollment in the Phase 2 trials in
order to devote available resources to the FOCUS Trial and the
Phase 3 ICC pivotal trial.

"In March, we announced a SPA with the FDA for a pivotal trial of
our Melphalan/HDS to treat ICC.  As with the FOCUS trial, this SPA
indicates that the trial design adequately addresses objectives
that, if met, will support regulatory requirements for approval of
Melphalan/HDS in the treatment of ICC.  Since announcing the SPA we
have been working with potential trial sites with the goal of
initiating patient enrollment by the end of 2017.  We are committed
to executing this trial in a financially prudent manner and for
this reason initiation of enrollment is contingent on effecting the
reverse stock split as outlined in our consent proposal.

"Enrollment in our FOCUS Phase 3 clinical trial of Melphalan/HDS in
hepatic dominant OM (the FOCUS trial) has been proceeding more
slowly than we expected.  We have been continually reviewing the
pace of recruitment in this study, and have discovered reluctance
among some patients to participate as there was no mechanism to
receive the experimental treatment at any time if they were
randomized to the best alternative care arm.  In a rare and deadly
disease such as OM, it is not surprising that patients facing few
treatment options would be reluctant to participate in a trial
where there is no opportunity to receive the experimental treatment
and where treatment is commercially available on a private pay
basis in Europe.  We are currently exploring options that will
allow us to accelerate enrollment, which include adding new sites
in both the U.S. and Europe.  We have recently added several
European clinical sites that are expected to provide increased
patient flow starting this fall.  We remain on track to conduct an
interim safety analysis by the end of this year.

"Throughout the balance of 2017 we remain dedicated to advancing
the clinical programs for our innovative Melphalan/HDS as well as
to our commercialization efforts for CHEMOSAT in Europe.  In order
to support these important programs and create value, we need to
enhance our capital structure, which begins with a favorable vote
on the reverse stock split," concluded Dr. Simpson.

                   Recent Financial Transactions

In July 2017 Delcath issued two series of preferred stock (Series A
Preferred Stock and Series B Preferred Stock) in transactions with
holders of its Convertible Note.  The Series A shares were issued
to address a short-term valuation issue for common shares delivered
to the Note holders to close an installment period.  Through the
Series A Preferred Shares placement, the Company was able to value
the open installment shares such that the amount of debt remaining
under the Convertible Note was reduced by $4.2 million.  The Series
B Preferred Shares, which are convertible to common shares at
$0.153, allowed the Company to raise $2.0 million in unrestricted
cash.

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

                     https://is.gd/dzMI2f

                    About Delcath Systems

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

The Company has incurred losses since inception.  The Company
anticipates incurring additional losses until such time, if ever,
that it can generate significant sales.  As a result of issuing
$35.0 million in senior secured convertible notes in June 2016 and
assuming the Company is able to effect a reverse stock split as
proposed in its recent consent solicitation statement filed with
the SEC on July 26, 2017, management believes that its capital
resources are adequate to fund operations through the end of 2017.
The Company stated in its quarterly report for the period ended
June 30, 2017, that to the extent additional capital is not
available when needed, the Company may be forced to abandon some or
all of its development and commercialization efforts, which would
have a material adverse effect on the prospects of the business.
Operations of the Company are subject to certain risks and
uncertainties, including, among others, uncertainties and risks
related to clinical research, product development; regulatory
approvals; technology; patents and proprietary rights;
comprehensive government regulations; limited commercial
manufacturing; marketing and sales experience; and dependence on
key personnel.

Grant Thornton LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has incurred recurring
losses from operations and as of Dec. 31, 2016, has an accumulated
deficit of $279.2 million.  These conditions, along with other
matters, raise substantial doubt about the Company's ability to
continue as a going concern.

Delcath Systems reported a net loss of $17.97 million on $1.99
million of product revenue for the year ended Dec. 31, 2016,
compared to a net loss of $14.70 million on $1.74 million of
product revenue for the year ended Dec. 31, 2015.


DEXTERA SURGICAL: Reports Fiscal 2017 Q4 Financial Results
----------------------------------------------------------
Dextera Surgical Inc. announced financial results for its fiscal
fourth quarter and full year ended June 30, 2017.  

"We have identified and addressed the cause for the premature lock
out of the MicroCutter 5/80 surgical stapler announced on July 6th,
and after extensive in-house testing of the modification, we
resumed shipping to our customers," said Julian Nikolchev,
president and CEO of Dextera Surgical Inc.  "Simultaneously, after
appropriate testing, we have implemented production changes for the
reloads, allowing us to resume shipping, with expectations of
fulfilling all backorders before the end of the quarter.  We are
excited to have the MicroCutter 5/80 back in the hands of surgeons
to help enable less invasive surgical procedures."

Recent Highlights and Accomplishments:
   
  * Implemented a solution for the premature lockout of the     
    MicroCutter 5/80 Stapler and resumed shipping the stapler.
   
  * Implemented product changes for the reloads and shipped
    reloads to customers, eliminating a significant portion of the

    backorder.
   
  * Completed an underwritten public equity offering of 8,000
    shares of the company's Series B convertible preferred stock
    and related warrants resulting in net proceeds to Dextera
    Surgical of $6.7 million.
   
  * The MicroCutter 5/80 was highlighted for its ability to help
    enable less invasive video-assisted thoracic surgery (VATS) in

    three sessions during the 25th European Conference on General
    Thoracic Surgery (ESTS).
   
  * Filed a 510(k) with the U.S. Food and Drug Administration to
    expand the indications for use of the MicroCutter 5/80 to
    include liver, pancreas, kidney and spleen surgery.
   
  * The roles of the MicroCutter 5/80 and Dextera's C-Port Distal
    and PAS-Port Proximal Anastomosis Systems were highlighted in
    a variety of less invasive surgical procedures at the 14th
    Annual International Society for Minimally Invasive
    Cardiothoracic Surgery (ISMICS) meeting in Rome, Italy.

          Fiscal 2017 Fourth Quarter Financial Results

Total product sales were approximately $1.0 million for the fiscal
2017 fourth quarter compared with $0.7 million for the same quarter
of fiscal 2016.  MicroCutter sales were approximately $359,000 in
the fiscal 2017 fourth quarter with $75,000 in backorders compared
to $516,000 of sales in the third quarter of fiscal 2017.  The
sequential decrease in MicroCutter product sales is due to a
backorder for the blue reload cartridges for a portion of the
fourth quarter and a shipping hold at the end of the fourth quarter
of fiscal 2017.  Total revenue was approximately $1.1 million for
the fiscal 2017 fourth quarter compared with approximately $0.7
million for the fiscal 2016 fourth quarter.
  
Total operating costs and expenses for the fiscal 2017 fourth
quarter were $4.0 million, compared with $4.8 million for the same
period of fiscal 2016.  Cost of product sales was approximately
$1.0 million for the fourth quarter of fiscal 2017 compared with
$1.1 million for the same period of 2016.  Research and development
expenses were $1.4 million for the fiscal 2017 fourth quarter,
compared with $1.5 million for the fiscal 2016 fourth quarter.
Selling, general and administrative expenses were $1.5 million for
the fiscal 2017 fourth quarter compared with $2.2 million for the
comparable period of fiscal 2016.  Total Operating cost and
expenses in the fourth quarter included a reversal of accrued
incentive compensation expense of approximately $0.5 million.

The net loss for the fiscal 2017 fourth quarter before the deemed
preferred stock dividend was approximately $3.1 million.
Additionally, net loss applicable to common stockholders included a
deemed (non-cash) preferred stock dividend of $4.0 million,
representing the value of beneficial conversion rights embedded in
the preferred shares issued in the company's recently completed
convertible preferred stock public offering.  This amount was
determined as the difference between fair value of common stock
into which preferred shares are convertible and the proceeds of the
financing allocated to the preferred shares.  The total net loss
attributable to common stockholders for the fiscal 2017 fourth
quarter was $7.0 million, or $0.40 per share.  Net loss
attributable to common stockholders for the fiscal 2016 fourth
quarter was approximately $4.2 million, or $0.47 per share.

Cash, cash equivalents and investments, as of June 30, 2017, were
approximately $6.0 million, compared with approximately $2.5
million at March 31, 2017.  This includes $6.7 million in net
proceeds raised through a public equity offering in May 2017.  As
of June 30, 2017, there were approximately 40.3 million shares of
common stock outstanding, which includes the conversion of all
previously outstanding Series A convertible preferred stock and all
but 273 shares of the Series B convertible preferred stock.

Milestones

Management's key objectives in the near term are as follows:

  * Execute a strategic partnership with B. Braun by the end of
    the third quarter of calendar year 2017;
   
  * Continue optimizing supply chain and establish production
    capacity of 120 MicroCutters per week by the end of the
    calendar year 2017;
   
  * Complete enrollment of patients in the MATCH Registry Trial by

    the end of the third quarter of calendar 2017;
   
  * Expand MicroCutter 5/80 indication for use in the U.S. to
    include liver, pancreas, kidney and spleen surgery by the end
    of calendar year 2017;
   
  * Demonstrate success in Spain with the B. Braun collaboration
    throughout calendar year 2017;
   
  * Continue advancement of co-development project with Intuitive
    Surgical to develop new robotic stapler based on MicroCutter
    technology; and

  * Evaluate and execute initiatives to reduce cost structure and
    improve long-term gross margins.

                     About Dextera Surgical

Dextera Surgical (Nasdaq:DXTR) designs and manufactures proprietary
stapling devices for minimally invasive surgical procedures.
Dextera Surgical also markets automated anastomosis devices for
coronary artery bypass graft (CABG) surgery on the market today:
the C-Port Distal Anastomosis Systems and PAS-Port Proximal
Anastomosis System.  These products are sold by Dextera Surgical
under the Cardica brand name.

Dextera reported a net loss of $15.98 million for the fiscal year
ended June 30, 2016, following a net loss of $19.18 million for the
year ended June 30, 2015.  

As of March 31, 2017, Dextera had $5.79 million in total assets,
$9.64 million in total liabilities and a total stockholders'
deficit of $3.85 million.

BDO USA, LLP, in San Jose, California, 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.


DIGICERT PARENT: S&P Affirms 'B' CCR Amid New Term Loans Add-on
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
DigiCert Parent Inc. following the upsizing of the company's
proposed term loans. The proceeds will be used to repay DigiCert's
existing debt (about $325 million outstanding), pay $950 million in
cash proceeds to Symantec, and take out a portion of the series A
stock (about $380 million).

S&P said, "At the same time, we affirmed our 'B' issue-level rating
on the company's proposed $90 million revolving credit facility and
proposed $1.35 billion first-lien term loan, due 2024. The '2'
recovery rating on the revolving facility and first-lien facilities
indicates our expectation for substantial (70%-90%; rounded
estimate of 70%) recovery in the event of a payment default.

"We also affirmed our 'CCC+' issue-level rating on the company's
proposed $500 million second-lien term loan, due 2025. The '6'
recovery rating on the second-lien debt indicates our expectation
for negligible (0%-10%; rounded estimate of 5%) recovery in the
event of a payment default.

"Due to the upsizing of the term loans, pro forma adjusted leverage
will be in the mid-7x area following the close of the transaction.
We expect adjusted leverage to be under 7x by fiscal year-end 2018
as a result of synergies following the acquisition of Symantec's
web security and PKI business. We project free cash flow to debt to
be around 2% in fiscal 2018 and to improve to about 4% in fiscal
2019 as a result of lower operating expenses and elimination of
one-time costs. Our triggers for ratings upside and downside remain
unchanged. For a more detailed analysis of our rating on DigiCert
Parent Inc., see our report published Sept. 5, 2017 on
RatingsDirect."

RECOVERY ANALYSIS

S&P said, "Our simulated default scenario assumes a default in 2020
due to a combination of execution missteps with integrating the
Symantec business, as well as increased industry competition from
other software security companies. Any of these factors could
result in loss of business and margin declines, eventually
triggering a default. We believe that DigiCert would be a good
acquisition target in default, given its brand in the web security
space and its longstanding contracts."

Simulated default assumptions

-- Simulated year of default: 2020
-- EBITDA at emergence: $181 million
-- EBITDA multiple: 6.5x

Simplified waterfall

-- Net enterprise value (after 5% admin. costs): $1.119 billion
-- Valuation split in % (Obligors/Nonobligors): 85%/15%
-- Secured first-lien debt claims: $1.45 billion
-- Total value available to first-lien debt: $1.085 billion
    -- Recovery expectations: 70% to 90% (rounded estimate of 70%)
-- Secured second-lien debt claims: $526 million
-- Total value available to second-lien claims: $34 million
    -- Recovery expectations: 5% to 10% (rounded estimate of 5%)

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


DJ HOLDINGS: Disclosure Statement Hearing on Nov. 7
---------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida is set
to hold a hearing on November 7 to consider approval of the
disclosure statement, which explains the Chapter 11 plan for DJ
Holdings, LLC.

The hearing will be held at 11:30 a.m., Courtroom D, Fourth Floor.
Objections must be filed seven days before the hearing.

                      About DJ Holdings LLC

DJ Holdings, LLC based in Saint Augustine, Fla., filed a Chapter 11
petition (Bankr. M.D. Fla. Case No. 16-03517) on Sept. 19, 2016.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Joseph M.
Tuttle, manager.

Judge Jerry A. Funk presides over the case.  Thames Markey and
Heekin, P.A. represents the Debtor as bankruptcy counsel.


DOLPHIN ENTERTAINMENT: May Issue 2M Shares Under 2017 Equity Plan
-----------------------------------------------------------------
Dolphin Entertainment, Inc., filed a Form S-8 registration
statement with the Securities and Exchange Commission relating to
the registration of 2,000,000 shares of common stock issuable under
the Company's 2017 Equity Incentive Plan.

On June 29, 2017, Dolphin Entertainment's shareholders approved the
Plan.  The Plan replaced the Company's 2012 Omnibus Incentive
Compensation Plan which the Company's shareholders approved in
September 2012.  Shares issuable under the 2012 Plan were not
registered pursuant to a registration statement on Form S-8 and,
consequently, no awards were granted under the 2012 Plan.  

A full-text copy of the Form S-8 prospectus is available at:

                     https://is.gd/L4V6du

                  About Dolphin Entertainment

Headquartered in Coral Gables, Florida, Dolphin Entertainment,
Inc., formerly Dolphin Digital Media, Inc., is a producer of
digital programming for online consumption and is committed to
delivering premium, best-in-class entertainment and securing
premiere distribution partners to maximize audience reach and
commercial advertising potential.  On March 7, 2016, the Company
completed its merger with Dolphin Films, Inc., an entity under
common control.  Dolphin Films, Inc. is a motion picture studio
focused on storytelling on a global scale for young,
always-connected audiences.  On March 30, 2017, the Company
acquired 42West, LLC, a Delaware limited liability company.  42West
is an entertainment public relations agency offering talent
publicity, strategic communications and entertainment content
marketing.  Dolphin also currently operates online kids clubs,
however it intends to discontinue the online kids clubs at the end
of 2017 to dedicate its time and resources to the entertainment
publicity business and the production of feature films and digital
content.

The Company has a net loss of $1,558,185 for the three months ended
June 30, 2017 and net income of $3,402,623 for the six months ended
June 30, 2017.  Although the Company had net income for the six
months ended June 30, 2017, it was primarily due to a change in the
fair value of the warrant liability.  Furthermore, the Company has
recorded accumulated deficit of $96,409,581 as of June 30, 2017.
The Company has a working capital deficit of $18,481,195 and
therefore does not have adequate capital to fund its obligations as
they come due or to maintain or develop its operations.  The
Company is dependent upon funds from private investors and support
of certain stockholders. If the Company is unable to obtain funding
from these sources within the next 12 months, it could be forced to
liquidate.

Dolphin Digital reported a net loss of $37.19 million for the year
ended Dec. 31, 2016, following a net loss of $8.83 million for the
year ended Dec. 31, 2015.  

As of June 30, 2017, Dolphin Digital had $35.54 million in total
assets, $38.56 million in total liabilities and a total
stockholders' deficit of $3.02 million.

BDO USA, LLP issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016.
The Company, according to BDO USA, has suffered recurring losses
from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.


DUCK NECK: Bankruptcy Auction Scheduled for Oct. 17
---------------------------------------------------
Duck Neck Campground, an income-producing recreational vehicle park
made up of 89 acres on the beautiful Chester River, will sell in a
bankruptcy auction in October, with Auction Markets and
Whitney-Wallace Commercial Real Estate Services, LLC marketing the
property and conducting the auction.

The campground generated $985,962 in revenue in 2016 and is on
track for a strong 2017 as well.  Located approximately five miles
from Historic Chestertown, Maryland, the campground consists of 89
acres of riverfront, with 353 RV sites.  It has several hundred
feet of frontage on the Chester River and more than a half mile on
Rabbit Creek, a tributary.

"This is really a stunning property and a remarkable income
opportunity, being offered under bidding procedures approved by the
Bankruptcy Court, District of Maryland," said Stephen Karbelk,
president of Auction Markets.  "The property includes a store/camp
office, two bath houses, two single-family residences, a
maintenance shop, a sandwich shop, and an open-air pavilion. It has
an in-ground pool, a playground, a boat ramp/launch, a pier with
boat slips and a fishing pier where the Chester River meets Rabbit
Creek," he said.

"The campground has had a loyal and stable clientele for years,
consistently remaining 79 to 80 percent occupied even without
advertising.  Some guests come for the entire season and others for
the weekend.  Favorite activities include fishing, crabbing and
boating," said Diana Whitney, of Whitney-Wallace Commercial Real
Estate Services, LLC.

Bids must exceed a current stalking horse contract of $5,700,000
with the next acceptable bid being $5,900,000.  Bids are due by
10:00 p.m. Eastern on Oct. 5, and an open outcry auction will take
place at 11:00 a.m. on Oct. 17 at the offices of Tydings &
Rosenberg LLP.

Individuals seeking additional information may contact
www.realtymarkets.com, or call Stephen Karbelk, 571-484-1037 or
Diana Whitney, 410-726-7886.

                         About Duck Neck

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

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

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


DUPONT FABROS: Moody's Hikes Senior Unsecured Debt Rating From Ba1
------------------------------------------------------------------
Moody's upgraded DuPont Fabros Technology L.P.'s senior unsecured
debt rating to Baa2 from Ba1 following the merger of the parent
REIT, DuPont Fabros Technology, Inc. with Digital Realty Trust,
Inc. DuPont Fabros Technology, Inc.'s preferred stock rating has
been upgraded to Baa3 from Ba2 in the same rating action. The
rating outlook is stable.

The following ratings were upgraded

DuPont Fabros Technology L.P.

Senior Unsecured debt rating to Baa2 from Ba1

DuPont Fabros Technology, Inc.

Preferred Stock rating to Baa3 from Ba2

The following rating was withdrawn

DuPont Fabros Technology, Inc.

Corporate Family Rating at Ba1

RATINGS RATIONALE

Digital Realty Trust has unconditionally guaranteed the outstanding
DuPont Fabros debt obligations. As of September 13, 2017,
approximately 79.1% of the outstanding DuPont Fabros Technology
L.P. 5.875% senior unsecured notes maturing in 2021 were tendered
in connection with the previously announced Tender Offer and
Consent Solicitation. The remaining notes in the issue will be
settled via tender by the holders, or redemption by the REIT as
requisite consents have been obtained from the note holders.
Additionally, a redemption notice has been issued for the DuPont
Fabros Technology L.P. 5.625% senior unsecured notes maturing in
2023 based on the optional redemption rights defined in the Notes
indenture. Digital Realty Trust has issued 8.05 million preferred
units, DLR Series C Preferred Stock, to replace the Series C DuPont
Fabros Technology, Inc. preferred stock. The DLR Series C preferred
stock have the same dividend and liquidation rights as the DLR
Series G, H, I and J preferred stock.

The merger of Digital Realty and DuPont Fabros has created a data
center REIT with a $21 billion gross asset base in 157 properties.

The principal methodology used in these ratings was Global Rating
Methodology for REITs and Other Commercial Property Firms published
in July 2010.


EASTGATE PROFESSIONAL: Seeks to Retain Greg Crowell as Manager
--------------------------------------------------------------
Eastgate Professional Office Park, Ltd. seeks approval from the
U.S. Bankruptcy Court for the Southern District of Ohio to employ
The Greg Crowell Co., Inc. as its property manager and leasing
agent.

The firm has managed the Debtor's properties located in Union
Township, Ohio, under a management agreement and leasing agreement
since 2002.  Its employment will be based upon the term of those
agreements, according to court filings.  The agreements are
available for free at https://is.gd/TaCmca

Under the management agreement, the firm will be paid a monthly fee
of 5% of gross revenues generated by the Debtor from the operation
of its property.  

Meanwhile, the firm will receive these commissions under the
leasing agreement:

     Transaction                                 Commission
     -----------                                 ----------
     Existing Tenant Lease Renewal/Extension    2% of Total
     Existing Tenant Lease Expansion            6% of Total
     New Tenant Lease                           6% of Total

The firm can be reached through:

     Gregory K. Crowell
     The Greg Crowell Co., Inc.
     4357 Ferguson Drive 220
     Cincinnati, OH 45245
     Phone: (513) 943-0050

            About Eastgate Professional Office Park

Established in 1996, Eastgate Professional Office Park Ltd. is a
privately-held company that operates nonresidential buildings.  It
owns real properties located at 4360, 4355, 4357, 4358 Ferguson
Drive Cincinnati, Ohio, valued at $8.61 million.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ohio Case No. 17-13307) on September 12, 2017.
Gregory K. Crowell, manager, signed the petition.  

At the time of the filing, the Debtor disclosed $8.64 million in
assets and $9.31 million in liabilities.  

Judge Jeffery P. Hopkins presides over the case.


ENERGY FUTURE: InfraREIT Exchange Transaction with Oncor Approved
-----------------------------------------------------------------
InfraREIT, Inc. (NYSE: HIFR) said Sept. 18, 2017, that the parent
company of Oncor Electric Delivery Company LLC has received
approval from the United States Bankruptcy Court for the District
of Delaware for the proposed exchange transaction between
InfraREIT's regulated subsidiary, Sharyland Distribution &
Transmission Services, L.L.C. ("SDTS"), and Oncor in which SDTS
will exchange its retail distribution assets for a group of Oncor's
transmission assets located in west and central Texas.  Oncor's
parent company obtaining consent from the Bankruptcy Court is one
of the conditions required for completion of the transaction.

The exchange transaction, announced July 24, 2017, is expected to
close in the fourth quarter of 2017, subject to a number of
additional closing conditions, including the approval of the Public
Utility Commission of Texas.

InfraREIT -- http://www.InfraREITInc.com/-- is a real estate
investment trust that is engaged in owning and leasing
rate-regulated electric transmission and distribution assets in the
state of Texas.  The Company is externally managed by Hunt Utility
Services, LLC, an affiliate of Hunt Consolidated, Inc. (a
diversified holding company based in Dallas, Texas and managed by
the Ray L. Hunt family), and the Company's shares are traded on the
New York Stock Exchange under the symbol "HIFR".

                      About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas.  Oncor, an
80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.  The
Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth.  EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).

As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion.  The Debtors had $42
billion of funded indebtedness as of the bankruptcy filing.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal.  The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and
Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring Agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.  The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor.  Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.

On May 13, 2014, the U.S. Trustee appointed the Official Committee
of TCEH Unsecured Creditors in the Chapter 11 Cases.  The TCEH
Committee is composed of (a) the Pension Benefit Guaranty
Corporation; (b) HCL America, Inc.; (c) BNY, as Indenture Trustee
under the EFCH 2037 Notes due 2037 and the PCRBs; (d) LDTC, as
Indenture Trustee under the TCEH Unsecured Notes; (e) Holt Texas
LTD, d/b/a Holt Cat; (f) ADA Carbon Solutions (Red River); and (g)
Wilmington Savings, as Indenture Trustee under the TCEH Second Lien
Notes.  The TCEH Committee retained Morrison & Foerster LLP as
counsel; Polsinelli PC as co-counsel and conflicts counsel; Lazard
Freres & Co. LLC as investment banker; FTI Consulting, Inc. as
financial advisor; and Charles River Associates as an energy
consultant.

On Oct. 27, 2014, the U.S. Trustee appointed the Official Committee
of Unsecured Creditors representing the interests of the unsecured
creditors for EFH, EFIH, EFIH Finance, and EECI, Inc.  The EFH/EFIH
Committee is composed of (a) American Stock Transfer & Trust
Company, LLC; (b) Brown & Zhou, LLC c/o Belleair Aviation, LLC; (c)
Peter Tinkham; (d) Shirley Fenicle, as successor-in-interest to the
Estate of George Fenicle; and (e) David William Fahy.  The EFH/EFIH
Committee retained Montgomery, McCracken, Walker & Rhodes, LLP, as
co-counsel and conflicts counsel; AlixPartners, LLP, as
restructuring advisor; Sullivan & Cromwell LLC as counsel;
Guggenheim Securities as investment banker; and Kurtzman Carson
Consultants LLC as noticing agent for both the TCEH Committee and
the EFH/EFIH Committee.

Given the size and complexity of the Chapter 11 Cases, the U.S.
Trustee proposed, and the Debtors and the TCEH Committee agreed, to
recommend that the Bankruptcy Court appoint a committee to, among
other things, review and report as appropriate on fee applications
and statements submitted by the professionals paid for by the
Debtors' Estates.  The Fee Committee is comprised of four members:
(a) one member appointed by and representative of the Debtors
(Cecily Gooch, Vice President and Special Counsel for
Restructuring, Energy Future Holdings); (b) one member appointed by
and representative of the TCEH Creditors' Committee (Peter Kravitz,
Principal and General Counsel, Province Capital); (c) one member
appointed by and representative of the U.S. Trustee (Richard L.
Schepacarter, Trial Attorney, Office of the United States Trustee);
and (d) one independent member (Richard Gitlin, of Gitlin and
Company, LLC).   The Fee Committee retained Godfrey & Kahn, S.C. as
counsel; and Phillips, Goldman & Spence, P.A. as co-counsel.

                          *     *     *

On Aug. 29, 2016, Judge Sontchi confirmed the Chapter 11 exit Plans
of two of Energy Future Holdings Corp.'s subsidiaries, power
generator Luminant and retail electricity provider TXU Energy Inc.
(the "T-Side Debtors").  The Plan became effective on Oct. 3,
2016.

On Aug. 20, 2017, Sempra Energy (NYSE: SRE) announced an agreement
to acquire Energy Future Holdings, the indirect owner of 80 percent
of Oncor Electric Delivery Company, LLC, operator of the largest
electric transmission and distribution system in Texas.  Under the
agreement, Sempra Energy will pay approximately $9.45 billion in
cash to acquire Energy Future and its ownership in Oncor, while
taking a major step forward in resolving Energy Future's
long-running bankruptcy case.  The enterprise value of the
transaction is approximately $18.8 billion, including the
assumption of Oncor's debt.


ENERPLUS CORP: Egan-Jones Hikes Sr. Unsecured Debt Rating to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on Sept. 15, 2017, raised the senior
unsecured ratings on debt issued by Enerplus Corp. to BB+ from BB.

Previously, on June 27, 2017, EJR raised the senior unsecured
ratings on the Company to BB from B+.

Enerplus Corporation is an oil and natural gas company.  The
Company's oil and natural gas property interests are located in the
United States, primarily in North Dakota, Montana, and
Pennsylvania, as well as in western Canada in the provinces of
Alberta, British Columbia and Saskatchewan.


ENRON CORP: Court Questions Enron Nigeria's Legal Costs
-------------------------------------------------------
Michael Phillis of Bankruptcy Law360 reports that Judge Christopher
R. Cooper questioned Enron Nigeria Power Holding Ltd.'s request for
$280,000 in legal costs for Kenneth R. Barrett in his role in the
Company's $21 million contract breach arbitral win against the
Nigerian government.

The judge referred to Enron Nigeria's documentation on the matter
as "murky"; pointed out the absence of billing invoice details; and
insisted that the fees should be more modest, Law360 cites.

The judge directed the parties to meet and confer and arrive at a
mutually agreeable fee award that is consistent with his
observations, Law360 relates.

Enron Nigeria is a former subsidiary of Enron Corp.  It has been
sold off in relation to Enron Corp's bankruptcy proceedings several
years ago.

The case is Enron Nigeria Power Holding Ltd. v. Federal Republic of
Nigeria, case number 1:13-cv-01106, in the U.S. District Court for
the District of Columbia.

                      About Enron Corp.

Enron Corporation (former New York Stock Exchange ticker symbol
ENE) was an American energy, commodities, and services company
based in Houston, Texas.  Before its collapse and bankruptcy in
2001, Enron employed approximately 20,000 staff and was one of the
world's major electricity, natural gas, communications, and pulp
and paper companies, with claimed revenues of nearly $111 billion
during 2000.

Based in Houston, Texas, Enron Corporation filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 01-16033) on Dec. 2, 2001,
following controversy over accounting procedures that caused its
stock price and credit rating to drop sharply.

Enron hired lawyers at Togut Segal & Segal LLP; Weil, Gotshal &
Manges LLP; Venable; Cadwalader, Wickersham & Taft, LLP for its
bankruptcy case.  The Official Committee of Unsecured Creditors in
the case tapped lawyers at Milbank, Tweed, Hadley & McCloy LLP.

The Debtors won confirmation of their Plan in July 2004, and the
Plan was declared effective on Nov. 17, 2004.  After approval of
the Plan, the new board of directors decided to change the name of
Enron Corp. to Enron Creditors Recovery Corp. to reflect the
current corporate purpose.  ECRC's sole mission is to reorganize
and liquidate certain of the operations and assets of the
"pre-bankruptcy" Enron for the benefit of creditors.

ECRC has been involved in the MegaClaims Litigation, an action
against 11 major banks and financial institutions that ECRC
believes contributed to Enron's collapse; the Commercial Paper
Litigation, an action involving the recovery of payments made to
commercial paper dealers; and the Equity Transactions Litigation,
which ECRC filed against Lehman Brothers Holdings, Inc., UBS AG,
Credit Suisse and Bear Stearns to recover payments made to the
four banks on transactions involving Enron's stock while the
company was insolvent.


EVERMILK LOGISTICS: Plan Exclusivity Deadline Moved to Nov. 11
--------------------------------------------------------------
The Hon. Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana extended for 60 days Evermilk
Logistics LLC's exclusive periods to file a Chapter 11 plan and
solicit votes in connection with the plan, up to and including
November 11, 2017 and January 10, 2018, respectively.

The Troubled Company Reporter has previously reported that the
Debtor sought additional time to continue negotiations with its
primary lessors and suppliers on contract and lease cures and with
the Internal Revenue Service.  The Debtor intended to include these
agreements, if reached, in the reorganization plan that allows for
the Debtor's continued operations.

                     About Evermilk Logistics

Evermilk Logistics LLC -- http://www.evermilklogistics.net/-- is a
member-managed Indiana limited liability company wholly owned by
Teunis Jan Willemsen.  It operates a commercial milk hauling
trucking business.  Its principal place of business is at 6615 W.
500 N., Frankton, Indiana 46044.  Evermilk hauls milk for local
dairy farms that sell milk to Dairy Farmers of America.  Evermilk
has been taking milk to the Eastern and Central United States, and
currently is picking up 20-25 tanker loads of milk each day. It
currently employs more than 60 driver and administrative or
maintenance personnel.

Evermilk Logistics LLC filed a Chapter 11 petition (Bankr. S.D.
Ind. Case No. 17-03613), on May 15, 2017.  The Petition was signed
by Teunis Jan Willemsen, member.  The case is assigned to Judge
Jeffrey J. Graham.  The Debtor is represented by Terry E. Hall,
Esq., at Faegre Baker Daniels LLP.  At the time of filing, the
Debtor had $100,000 to $500,000 in estimated assets and $1 million
to $10 million in estimated liabilities.

No trustee or examiner has been appointed, and no committee has yet
been appointed or designated.


EXCO RESOURCES: Posts $120.7 Million Net Income in 1st Quarter
--------------------------------------------------------------
Exco Resources, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $120.75 million on $71.01 million of total revenues for the
three months ended June 30, 2017, compared to a net loss of $111.34
million on $58.79 million of total revenues for the three months
ended June 30, 2016.

For the six months ended June 30, 2017, Exco Resources recorded net
income of $128.94 million on $147.54 million of total revenues
compared to a net loss of $241.49 million on $114.88 million of
total revenues for the six months ended June 30, 2016.

The Company's balance sheet at June 30, 2017, showed $696.34
million in total assets, $1.43 billion in total liabilities and a
total shareholders' deficit of $741.12 million.

                      Key Developments

Strategic plan update

EXCO's strategic plan continues to focus on three core objectives:
1) restructuring the balance sheet to enhance its capital structure
and extend structural liquidity, 2) transforming EXCO into the
lowest cost producer, and 3) optimizing and repositioning the
portfolio.  The three core objectives and the Company's recent
progress are detailed below:

1. Restructuring the balance sheet to enhance its capital structure
and extend structural liquidity - The Company's restructuring
program is focused on establishing a sustainable capital structure
that provides the Company with the liquidity necessary to execute
its business plan.  The Company's senior secured 1.5 lien notes due
March 20, 2022 ("1.5 Lien Notes") and senior secured 1.75 lien term
loans due October 26, 2020 ("1.75 Lien Term Loans") provide the
option, at the Company's discretion, subject to certain
limitations, to pay interest in cash, additional indebtedness, or
common shares.  On May 31, 2017, EXCO's shareholders approved a
proposal to amend EXCO's certificate of formation to permit the
issuance of common shares to pay interest on the 1.5 Lien Notes and
1.75 Lien Term Loans and permit the issuance of common shares upon
the exercise of the warrants associated with the 1.5 Lien Notes and
1.75 Lien Term Loans, in each case for purposes of New York Stock
Exchange rules. On June 20, 2017, the Company paid interest on the
1.75 Lien Term Loans in common shares, which resulted in the
issuance of 2.7 million common shares in lieu of a $23 million cash
interest payment.

Liquidity, which represents cash plus the unused borrowing base
under the Company's credit agreement, was $170 million as of June
30, 2017.  EXCO's ability to pay interest in common shares will be
limited in future periods due to restrictions in its debt
agreements.  Due to a significant decline in EXCO's share price,
the Company will not be able to pay interest in common shares to
the extent initially forecasted.  As a result, the Company will be
required to pay interest in cash or additional indebtedness that
will further restrict its Liquidity and ability to comply with
covenants in its debt agreements.  The Company continues to
evaluate additional transactions to restructure its existing
indebtedness and address near-term liquidity needs, which may
include an in-court or out-of-court restructuring.

2. Transforming EXCO into the lowest cost producer - EXCO continues
to exercise fiscal discipline to transform itself into the lowest
cost producer.  GAAP general and administrative expenses decreased
by 108% in second quarter 2017 compared to second quarter 2016.
The decrease primarily related to changes in the fair value of
equity-based compensation.  Adjusted general and administrative
expenses, a non-GAAP measure, decreased 11% for second quarter 2017
compared to the same period in 2016 primarily due to lower
personnel costs from reduced headcount.  The Company's cost
reduction efforts have resulted in a decrease in total employee
headcount of approximately 36% since second quarter 2016.

The Company's development plans for 2017 continue to focus on cost
effectiveness and improved efficiencies.  The drilling program
includes a combination of standard lateral lengths of 4,500 feet
and longer lateral lengths up to 10,000 feet.  In North Louisiana,
EXCO drilled a Haynesville shale well with the longest lateral in
its history of approximately 10,000 feet and drilled a Bossier
shale well with a lateral length of approximately 7,000 feet.  The
extended lateral length wells target improved cost per lateral foot
metrics compared to standard well designs.  Also, the Company
continues to evaluate the optimal completion design for its
Haynesville and Bossier shale wells.  The wells completed during
2017 have higher fracture intensity utilizing 3,500 lbs of proppant
per lateral foot, and the Company continues to analyze well
performance data from operated and non-operated wells.

3. Optimizing and repositioning the portfolio - The Company
continues to execute its disciplined capital allocation program to
ensure the highest and best uses of capital.  On April 7, 2017, the
Company entered into a definitive agreement to divest its oil and
natural gas properties in South Texas as part of its portfolio
optimization initiative.  The purchase price of $300 million is
subject to closing conditions and adjustments based on an effective
date of Jan. 1, 2017.  The transaction was originally scheduled to
close in June 2017; however, the scheduled closing date was
extended until Aug. 15, 2017, pending satisfactory resolution of
certain conditions.  No assurance can be given as to outcome or
timing of the transaction.

The Company is currently running four drilling rigs in North
Louisiana focused on the development in the Haynesville shale and
unlocking additional value from the Bossier shale.  The Haynesville
projects are among the highest rate of return projects in the
Company's portfolio.  In addition, the Company acquired oil and
natural gas properties and undeveloped acreage in its core position
in North Louisiana for approximately $5 million and $15 million in
June and August 2017, respectively.

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

                      https://is.gd/AI239q

                           About EXCO

EXCO Resources, Inc. -- http://www.excoresources.com/-- is an oil
and natural gas exploration, exploitation, acquisition, development
and production company headquartered in Dallas, Texas with
principal operations in Texas, Louisiana and Appalachia.

EXCO Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.  

KPMG LLP, in Dallas, Texas, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that probable failure to comply with a financial
covenant in its credit facility as well as significant liquidity
needs, raise substantial doubt about the Company's ability to
continue as a going concern.

                           *    *    *

In December 2016, Moody's Investors Service downgraded EXCO
Resources' corporate family rating to 'Ca' from 'Caa2'.  "EXCO's
downgrade reflects its eroded liquidity position which is
insufficient to fully fund development expenditures at the level
required to stem ongoing production declines," commented Andrew
Brooks, Moody's vice president.  "Absent an injection of additional
liquidity, the source of which is not readily identifiable, EXCO
could face going concern risk as it confronts an unsustainable
capital structure."

In March 2017, S&P Global Ratings raised its corporate credit
rating on EXCO Resources to 'CCC-' from 'SD' (selective default).
The rating outlook is negative.  "The upgrade reflects our
reassessment of our corporate credit rating on EXCO after the
company exchanged most of its outstanding 12.5% second-lien secured
term loans for $683 million new 1.75-lien secured payment-in-kind
(PIK) term loans," said S&P Global Ratings' credit analyst
Alexander Vargas.


EXPEDIA INC: Moody's Rates New Sr. Unsec. Notes Ba1, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service assigned a rating of Ba1 to Expedia,
Inc.'s proposed senior unsecured note issuance. The rating outlook
is stable.

The net proceeds from the debt issuance will be used for debt
repayment and general corporate purposes, including share
repurchases and acquisitions.

RATINGS RATIONALE

With the latest debt issuance, Expedia's adjusted debt to EBITDA
will remain below 2.5x (assuming repayment of the 7.456% senior
notes due 2018). Moody's expects Expedia to manage its long term
leverage target at below 3x, which will be supported by high annual
profit growth of at least high single digits over the next two
years.

Expedia's Ba1 rating is supported by the company's leading domestic
position in the growing online travel agency market and moderate
financial leverage. Moody's expects Expedia to generate
double-digit annual organic revenue growth over the next few years
supported by a global online travel market that should experience
growth rates in excess of the broader travel industry.
Profitability should improve over the long term (mid-teens
percentage operating margins by the end of 2018) following a period
of elevated investments in sales and marketing to support the rapid
growth of the HomeAway business and cloud technologies to build a
more efficient and scalable processing infrastructure.

Expedia operates in a highly competitive market with exposure to
ongoing competition from supplier-owned and other third party
online travel sites. This raises the potential for continuing
acquisition activity within a rapidly evolving online travel
industry. The rating also considers the possibility that Expedia
could choose to buy back Liberty's ownership stake of about 16%.
Barry Diller also effectively maintains concentrated voting control
(about 54% of the voting stock), which could adversely affect
bondholders' interests. While event risk remains a key rating
factor, Moody's believes that improving profits and cash flow will
lead to enhanced liquidity over the next several years. This will
likely enable Expedia to absorb some level of heightened share
buybacks or acquisition activity.

The stable outlook reflects Moody's expectation of 10% annual
organic revenue growth in constant currency and free cash flow
(after dividend payments) of more than $1 billion over the next
year. Moody's also expects modest share buyback activity that will
be funded primarily through the company's free cash flow generation
and that cash balances will remain robust through the next year.

The ratings could be upgraded if Expedia maintains its leading
market share among third party, hotelier, and airline online travel
websites, continues to generate profitable organic revenue growth
with steady operating margins in excess of 20%, and Moody's expects
the company to adhere to conservative financial policies, including
adjusted leverage of about 2 times on a sustained basis. The
ratings could be downgraded if Expedia's competitive position
weakens materially, or financial leverage as measured by debt to
EBITDA increases to over 3.5x for an extended period of time.

Rating assigned:

Senior Unsecured Notes at Ba1 (LGD 4)

The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.

Expedia, Inc., with projected annual revenues of more than $10
billion, is a leading online travel company with properties which
include Expedia.com, Hotwire.com, Hotels.com, Egencia, trivago,
Travelocity, Orbitz, and HomeAway.


FAIRPOINT COMMUNICATIONS: Egan-Jones Withdraws B+ Unsec. Rating
---------------------------------------------------------------
Egan-Jones Ratings Company, on July 5, 2017, withdrew the B+ senior
unsecured ratings on debt issued by FairPoint Communications Inc.

FairPoint Communications, Inc. is headquartered in Charlotte, North
Carolina, and operates communication services in 31 markets in 17
states, mostly in rural areas.



FINJAN HOLDINGS: Sues SonicWall for Patent Infringement
-------------------------------------------------------
Finjan Holdings, Inc., announced that its subsidiary Finjan, Inc.,
filed a patent infringement lawsuit against SonicWall, Inc., a
Delaware Corporation, in the Northern District of California
alleging infringement of ten of Finjan U.S. patents.

Finjan initially engaged with SonicWall in June of 2014 to
introduce Finjan's patents in the cybersecurity space, the claimed
technology of which is directed to behavior-based technologies to
disable malicious content.  Finjan sought to extend a license to
its patent portfolio to SonicWall for fair value at that time.
After more than 36 months of protracted negotiations, Finjan was
compelled to protect the value of its established patent portfolio
by filing this suit.  Finjan always prefers a path to granting a
fair valued license that does not require litigation but has had to
turn to the courts on a number of occasions to seek resolution.
Finjan filed a Complaint (Case No. CAND-5-17-cv-04467) on Aug. 4,
2017, in the U.S. District Court for the Northern District of
California, alleging that numerous SonicWall products and services
infringe ten U.S. Finjan patents.  Finjan is asserting infringement
of U.S. Patent Nos. 6,154,844; 6,804,780; 6,965,968; 7,058,822;
7,613,926; 7,647,633; 7,975,305; 8,141,154; 8,225,408; 8,677,494.
In the action, Finjan is seeking, among other things, a preliminary
and permanent injunction, an award to Finjan of damages,
determination that infringement has been willful and deliberate and
reasonable attorneys' fees and costs.

Finjan has pending infringement lawsuits and appeals against
FireEye, Inc., Symantec Corp., Palo Alto Networks, Blue Coat
Systems, Inc., ESET and its affiliates, and Cisco Systems, Inc.,
relating to, collectively, more than 20 patents in the Finjan
portfolio.  The court dockets for the foregoing cases are publicly
available on the Public Access to Court Electronic Records (PACER)
website, www.pacer.gov, which is operated by the Administrative
Office of the U.S. Courts.

                        About Finjan

Established nearly 20 years ago, Finjan -- http://www.finjan.com/
-- is a cybersecurity company.  Finjan's inventions are embedded
within a strong portfolio of patents focusing on software and
hardware technologies capable of proactively detecting previously
unknown and emerging threats on a real-time, behavior-based basis.
Finjan continues to grow through investments in innovation,
strategic acquisitions, and partnerships promoting economic
advancement and job creation.

Finjan reported a net loss attributable to common stockholders of
$6.43 million for the year ended Dec. 31, 2016, a net loss
attributable to common stockholders of $12.60 million for the year
ended Dec. 31, 2015, and a net loss of $10.47 million for the year
ended Dec. 31, 2014.

As of June 30, 2017, Finjan had $43.42 million in total assets,
$7.64 million in total liabilities, $18 million in Series A-1
preferred stock and $17.77 million in total stockholders' equity.


FUNCTION(X) INC: Fails to Cure Default During 'Grace Period'
------------------------------------------------------------
An Installment Payment of $934,362 was due and payable to the
holders of Function(x) Inc.'s Series G Preferred Stock under an
Amendment and Mutual Release Agreement, dated as of July 19, 2017,
on Aug. 28, 2017.  The Company was unable to make such Installment
Payment as required by the terms of the Agreement.  A Missed
Payment Default Notice was provided to Robert FX Sillerman, the
Company's executive chairman and chief executive officer, on the
Installment Payment Due Date by the Holders pursuant to a Personal
Guaranty, dated as of July 19, 2017, made by Sillerman for the
benefit of the Holders.  Sillerman failed to make such Installment
Payment during the Default Cure Period.  As a result, pursuant to
the terms of the Agreement, all remaining unpaid Installment
Payments (currently totaling $2,803,086 in the aggregate) were
immediately due and payable by the Company as of the Installment
Payment Due Date.

As reported on its Current Report on Form 8-K filed on July 26,
2017, the Company entered into the Agreement with each of the
Holders of the Company's Series G Preferred Stock other than (i)
affiliates of Sillerman and (ii) the law firm that served as
outside counsel to the Company in connection with the offering of
the Series G Preferred Stock.  Pursuant to the terms of the
Agreement, the Company agreed to make a cash payment to each of the
Holders in an aggregate amount equal to 90% of each such Holder's
investment in the Company's Series G Preferred Stock (such Cash
Payment to be made in four equal installments according to and in
accordance with the terms of the Agreement).

Also reported on the Company's Current Report on Form 8-K filed on
July 26, 2017, simultaneously with execution of the Agreement,
Sillerman executed the Personal Guaranty for the benefit of the
Holders, guaranteeing the punctual payment, performance and
observance when due, of each Installment Payment and all other sums
due from the Company to the Holders arising under the Agreement.
According to the terms of the Personal Guaranty, if the Company was
to fail to make any Installment Payment as required by the terms of
the Agreement, notice of any such Missed Payment Default would be
made to Sillerman by the Holders.  If the missed Installment
Payment were to be made by Sillerman within 10 days of the Missed
Payment Default Notice, then the Company would no longer be deemed
to be in default under the Agreement, and such Installment Payment
would be deemed to have been timely paid by the Company.

                     About Function(x)

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

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

Function(x) incurred a net loss of $63.68 million for the year
ended June 30, 2016, compared to a net loss of $78.53 million for
the year ended June 30, 2015.  As of Dec. 31, 2016, Function(x) had
$31.80 million in total assets, $27.94 million in total liabilities
and $3.85 million in total stockholders' equity.


FX FASHION: Taps Joyce W. Lindauer as Legal Counsel
---------------------------------------------------
FX Fashion No 2 Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire legal counsel.

The Debtor proposes to employ Joyce W. Lindauer Attorney, PLLC to
prepare a plan of reorganization and provide other legal services
related to its Chapter 11 case.

The firm's standard hourly rates are:

     Joyce Lindauer     $395
     Sarah Cox          $225
     Jamie Kirk         $195
     Jeffery Veteto     $185

The hourly rates for paralegals and legal assistants range from $65
to $125 per hour.

The firm received a retainer of $5,717, which included the filing
fee of $1,717.

Joyce Lindauer, Esq., disclosed in a court filing that she and
other members of her firm are "disinterested" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Joyce W. Lindauer, Esq.
     Sarah M. Cox, Esq.
     Jamie N. Kirk, Esq.
     Jeffery M. Veteto, Esq.
     Joyce W. Lindauer Attorney, PLLC
     12720 Hillcrest Road, Suite 625
     Dallas, TX 75230
     Tel: (972) 503-4033
     Fax: (972) 503-4034

                   About FX Fashion No 2 Inc.

FX Fashion No 2 Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-33266) on August 30,
2017.  Chong IL Yun, its president, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.

Judge Stacey G. Jernigan presides over the case.


GASTAR EXPLORATION: Amends COC Plan to Change Bonus Component
-------------------------------------------------------------
The Board of Directors of Gastar Exploration Inc. approved the
adoption of an amendment to the Amended and Restated Gastar
Exploration Inc. Employee Change of Control Severance Plan, as
previously amended.  The Fourth COC Severance Plan Amendment
corrects an inadvertent and unintentional change to the target
bonus component of the change of control severance payment formula
under the Plan made in the third amendment to the Plan, which was
adopted on March 10, 2015.  Pursuant to the Fourth COC Severance
Plan Amendment, the target bonus component of the change of control
severance payment formula under the Plan is increased to 65% for
the Company's vice presidents and 30% for the Company's Directors
(the target bonus amounts in effect under the Plan prior to the
third amendment).  A copy of the Fourth COC Severance Plan
Amendment is available for free at https://is.gd/nkTnXZ

                  About Gastar Exploration

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

Gastar reported a net loss attributable to common stockholders of
$103.5 million on $58.25 million of total revenues for the year
ended Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $474.0 million on $107.3 million of total revenues
for the year ended Dec. 31, 2015.  As of June 30, 2017, Gastar had
$371.3 million in total assets, $380.4 million in total liabilities
and a total stockholders' deficit of $9.06 million.

                          *     *     *

In March 2017, S&P Global Ratings affirmed its 'CCC-' corporate
credit rating, with a negative outlook, on Gastar Exploration.
Subsequently, S&P withdrew all its ratings on Gastar at the
issuer's request.

In April 2017, Moody's Investors Service withdrew all assigned
ratings for Gastar Exploration, including the 'Caa3' Corporate
Family Rating, following the elimination of all of its rated debt.


GENERAL WIRELESS: Unsecs. Pay Contingent on Litigation Recoveries
-----------------------------------------------------------------
General Wireless Operations Inc., dba Radioshack, and its
affiliated debtors filed with the U.S. Bankruptcy Court for the
District of Delaware a first amended disclosure statement dated
Sept. 6, 2017, referring to the Debtors' joint plan of
reorganization.

Class 5A GWI General Unsecured Claims -- estimated at $110 million
-- are impaired by the Plan.  Recovery percentage for this class is
contingent on litigation recoveries.  

In exchange for full and final satisfaction, settlement, release,
and discharge of each Allowed GWI General Unsecured Claim, each
holder of an Allowed GWI General Unsecured Claim will receive,
until all Allowed GWI General Unsecured Claims have been paid in
full, its pro rata share of (i) the Litigation Trust
Interests—Class B-1, or (ii) other less favorable treatment as to
which holder and the Debtors or the Litigation Trustee will have
agreed upon in writing.

All consideration necessary for the Reorganized Debtor or the
Litigation Trustee, as applicable, to make payments or
distributions pursuant hereto will be obtained from (i) cash held
by the Debtors as of the Effective Date, on which the Second Lien
Lenders have agreed to release their Claims and Liens to the extent
necessary to pay Allowed Administrative Claims and Allowed Priority
Claims as provided in the Plan, (ii) the DIP Facility and the Exit
Facility (neither of which will be available to the Litigation
Trustee), (iii) the Litigation Trust Reserve and Litigation Trust
Funding Amount, and (iv) other cash of the Reorganized Debtors
(which shall not be available to the Litigation Trustee), including
cash from continuing business operations.

            Conditional Approval of Disclosure Statement

By an Order dated September 7, 2017, the Bankruptcy Court
conditionally approved the Disclosure Statement as containing
adequate information within the meaning of section 1125 of the
Bankruptcy Code.

By the Conditional Disclosure Statement Order, the Bankruptcy Court
established October 16, 2017 at 4:00 p.m. (Eastern Time), as the
deadline by which ballots accepting or rejecting the Plan must be
received.

On October 25, 2017 at 10:00 a.m. (Eastern Time), or as soon
thereafter as counsel may be heard, a hearing will be held before
the Honorable Brendan L. Shannon in the United States Bankruptcy
Court for the District of Delaware, 824 North Market Street, 6th
Floor, Courtroom 1, Wilmington, DE 19801 to consider (i) final
approval of the Disclosure Statement and (ii) confirmation of the
Plan, as the same may be amended or modified.

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

            http://bankrupt.com/misc/deb17-10506-942.pdf

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

            http://bankrupt.com/misc/deb17-10506-911.pdf

                     About General Wireless

Based in Fort Worth, Texas, General Wireless Operations Inc., doing
business as RadioShack -- http://www.RadioShack.com/-- operates a
chain of electronics stores. Its predecessor, RadioShack Corp.,
then with 4,000 locations, sought Chapter 11 protection (Bankr. D.
Del. Case No. 15-10197) in February 2015 and announced plans to
close underperforming stores.

In March 2015, General Wireless, a Standard General affiliate, won
court approval to purchase RadioShack Corp.'s assets, gaining
ownership of around 1,700 RadioShack locations.  Two years later,
General Wireless commenced its own bankruptcy case, announcing
plans to close 200 of 1,300 remaining stores.

General Wireless Operations Inc., and its affiliates based in Fort
Worth, Texas, filed a Chapter 11 petition (Bankr. D. Del. Lead Case
No. 17-10506) on March 8, 2017.  In its petition, General Wireless
estimated $100 million to $500 million in both assets and
liabilities.  Bradford Tobin, SVP and general counsel, signed the
petitions.

The Debtors tapped Pepper Hamilton LLP as legal counsel; Loughlin
Management Partners & Company, Inc., as financial advisor; and
Prime Clerk, LLC, as claims and noticing agent.

On March 17, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee selected
Kelley Drye & Warren LLP as its lead counsel; Klehr Harrison Harvey
Branzburg LLP as local counsel; Bartlit Beck Herman Palenchar &
Scott LLP, as special counsel; and Berkeley Research Group LLC as
financial advisor.


GENWORTH FINANCIAL: S&P Alters CreditWatch Status on B CCR to Neg.
------------------------------------------------------------------
S&P Global Ratings revised the CreditWatch status on Genworth
Financial Inc. and its subsidiaries. S&P said, "We have revised the
status to CreditWatch with negative implications from developing
implications for our 'B' counterparty credit and senior unsecured
debt ratings on Genworth Financial Inc. and Genworth Holdings. We
placed the ratings on CreditWatch on Oct. 24, 2016."

S&P said, "We have affirmed the 'BB+' financial strength rating on
Genworth Mortgage Insurance Corp. (GMICO)and also revised the
CreditWatch status on GMICO to negative implications from
developing implications.

"We have lowered our financial strength ratings on Genworth's life
insurance companies, Genworth Life Insurance Co. (GLIC), Genworth
Life Insurance Co. of New York (GLICNY), and Genworth Life and
Annuity Insurance Co. (GLAIC), to 'B+' from 'BB-'.

"We are maintaining our CreditWatch with negative implications for
the ratings on GLIC and GLICNY, and a CreditWatch  with developing
implications for the ratings on GLAIC.

"Our ratings on Genworth's Australia- and Canada–based mortgage
insurance units remain unaffected and unchanged.

"The rating actions taken by S&P Global are based on our opinion of
the current creditworthiness of Genworth Financial and its U.S.
subsidiaries and are taken as part of our normal credit
surveillance. These rating actions are not triggered by any newly
disclosed information regarding the pending acquisition of Genworth
Financial by China Oceanwide or the likelihood of this transaction
receiving the necessary regulatory approvals.

"Our rating actions are largely grounded in our affirmation of
Genworth Financial's group credit profile (gcp) of 'bb'. The gcp
reflects our updated extensive review, including refreshed earnings
and capital projections. We continue to believe that Genworth
maintains a satisfactory business risk profile from its diverse
product lines which include mortgage insurance and long term care,
and run-off businesses. The business risk profile includes our
negative view of operating performance in the U.S. life insurance
segment  given recent performance, the ongoing impact of continued
low interest rates, and prospective premium rate increases needed
for long-term care insurance. The U.S. life division represents 82%
of consolidated U.S. liabilities."
  
The CreditWatch statuses reflect uncertainty regarding regulatory
approval for the acquisition of Genworth Financial by China
Oceanwide, transaction timing, and subsequent management actions
should the transaction be approved and completed. S&P views the
transaction as generally providing near-term stabilization to
Genworth's credit profile if closed as intended by the end of
November as previously indicated by Genworth Financial. Should the
transaction not close as intended, there could be potential rating
pressure on the holding companies, life companies, and GMICO. Any
subsequent rating actions would depend upon current financial
conditions and projections, and any contingency plans that have
been developed for debt reduction and the bolstering of life
company capital.   

Should the transaction close as intended, S&P might raise its
ratings on GLAIC depending upon the stand-alone credit profile of
that company, as well as the relative strength of the projected
gcp.


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

S&P said, "At the same time, we affirmed the 'CCC' issue-level
rating on the company's $375 senior secured notes due August 2018.
The '4' recovery rating remains unchanged, indicating our
expectation for an average (30%-50%; rounded estimate 30%) recovery
in the event of payment default. Total debt outstanding as of June
30, 2017, was $554.4 million."

The outlook revision to negative from positive reflects the
increased risk that Gibson could default on its senior secured
notes maturing in August 2018, as well as the very poor operating
performance through the first six calendar months of 2017. In
addition to the note maturity, there is a July 23, 2018, springing
maturity on Gibson's $55 million ABL, $70 million domestic term
loan, and $60 million international term loan if the senior secured
notes are not extended or refinanced by that time. The company's
most recent financial statements include a going concern assumption
surrounding the upcoming maturity of the senior notes as well as
the springing maturity the term loans and ABL if the notes are not
addressed.

S&P said, "The negative outlook reflects our view that Gibson could
default over the next few quarters s if the company is unable to
fully refinance--at reasonable terms--its senior secured notes
ahead of its maturity on Aug. 1, 2018. It also incorporates the
increased probability of a restructuring event over the same time
frame as the company seeks to stabilize its operations.

"We could lower the rating over the next few quarters if the
company is not able to materially improve operating performance and
continues generating negative free operating cash flows resulting
in a significant deterioration of their liquidity position, or if
it is unable to present a credible plan to address the refinancing
by February 2018. We could also lower the rating if we believe a
restructuring event--including a distressed exchange--is likely
within the next six months.

"We could revise the outlook to stable if the company is able to
materially improve its performance resulting in sustainable free
operating cash flow that we believe increases the potential for a
successful refinancing. Furthermore, we could raise the rating if
the company completes a refinancing by  July 23, 2018, thereby
mitigating its near term maturity and liquidity risks."


GLOBAL EAGLE: S&P Lowers CCR to 'B-', On CreditWatch Negative
-------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Los
Angeles-based Global Eagle Entertainment Inc. to 'B-' from 'B'. The
corporate credit rating remains on CreditWatch where S&P placed it
with negative implications on May 11, 2017.

U.S. media content and satellite-based connectivity services
provider Global Eagle Entertainment Inc. has further delayed filing
its financial statements for the periods ended Dec. 31, 2016, March
31, 2017, and June 30, 2017.

S&P said, "We are revising our assessment of the company's
management and governance to weak from fair.

"We intend to resolve the CreditWatch placement over the coming
months as information becomes available about the company's
operating performance, internal controls, financial policy, and
realization of outlined synergies related to the acquisition of
Emerging Markets Communications. However, we could withdraw our
ratings on the company if there is any subsequent delay in the
company's annual or quarterly financial reporting."


GOOD GAMING: Limited Revenue Raises Going Concern Doubt
-------------------------------------------------------
Good Gaming, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $583,726 on $2,436 of revenues for the
three months ended June 30, 2017, compared with a net loss of
$143,051 on $nil of revenues for the same period in 2016.  

For the six months ended June 30, 2017, the Company listed a net
loss of $762,887 on $8,318 of revenues, compared to a net loss of
$538,551 on $nil of revenues for the same period in the prior
year.

At June 30, 2017, the Company had total assets of $1,002,903, total
liabilities of $1,415,669, and $412,766 in total stockholders'
deficit.

The Company has generated little revenues to date and has never
paid any dividends and is unlikely to pay dividends or generate
significant earnings in the immediate or foreseeable future.  As of
June 30, 2017, the Company had a working capital deficiency of
$1,292,846 and an accumulated deficit of $4,242,260.  The
continuation of the Company as a going concern is dependent upon
the continued financial support from its shareholders, the ability
to raise equity or debt financing, and the attainment of profitable
operations from the Company's future business.  These factors raise
substantial doubt regarding the Company’s ability to continue as
a going concern.

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

                     https://is.gd/cjoZY7

                    About Good Gaming, Inc.

Kennett Square, Pa.-based Good Gaming, Inc., formerly HDS
International Corporation, offers a tournament gaming platform and
online destination to over 205 million e-sports players and
participants across the world.  With its technology platform, the
Company offers publishers and vendors an approach to gaming
interactions.  The Company provides a content suite to offer
videos, blogs, and forums.



GRAPHIC TECHNOLOGY: Wants to File Reorganization Plan by Dec. 19
----------------------------------------------------------------
Graphic Technology Services, Inc. requests the U.S. Bankruptcy
Court for the District of New Jersey to extend the time to file its
Plan of Reorganization and Disclosure Statement until December 19,
2017.

Absent the requested extension, the Debtor's exclusive period to
file a Plan of Reorganization was set for September 15, 2017. This
is the Debtor's second request for an extension of time.

The Debtor tells the Court that it has been working with various
options in an attempt to file its Plan of Reorganization.
Accordingly, the Debtor needs an additional 90 days while awaiting
its attempt before it can file a Plan of Reorganization.

A hearing to consider extending the time for the Debtor to file its
Disclosure Statement and Plan of Reorganization will be held on
October 3, 2017 at 11:00 a.m.

                       About Graphic Technology

Graphic Technology Services Inc., filed a Chapter 11 bankruptcy
petition (Bankr. D.N.J. Case No. 16-31740) on Nov. 14, 2016.  The
Petition was signed by Robert M. Ryan, its president.  At the time
of filing, the Debtor had less than $50,000 in estimated assets and
$100,000 to $500,000 in estimated liabilities.  The Debtor is
represented by Leonard S. Singer, Esq., at Zazella & Singer, Esq.

The case is assigned to Judge Stacey L. Meisel.


GREEN EARTH: Douglas Von Allmen Has 11.6% Stake at July 25
----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Mr. Douglas Von Allmen disclosed that as of July 25,
2017, he is the beneficial owner of 47,911,028 shares of common
stock of Green Earth Technologies, Inc., constituting approximately
11.6% of the outstanding Common Stock based on 414,630,774 shares
of Common Stock outstanding as of July 19, 2017.

At July 25, 2017, Mrs. Linda Von Allmen, D&L Partners, L.P. and D&L
Management Corp. are the beneficial owners of 41,844,844 shares of
Common Stock of the Issuer, constituting approximately 10.1% of the
outstanding Common Stock based on 414,630,774 shares of Common
Stock outstanding as of July 19, 2017.

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

                      https://is.gd/XoHFnu

                About Green Earth Technologies

White Plains, N.Y.-based Green Earth Technologies, Inc. (OTC
QB:GETG) -- http://www.getg.com/-- markets, sells and distributes
bio-degradable performance and cleaning products.  The Company's
product line crosses multiple industries including the automotive
aftermarket, marine and outdoor power equipment markets.

Green Earth reported a net loss of $8.08 million on $766,000 of net
sales for the year ended June 30, 2015, compared to a net loss of
$6.84 million on $4.05 million of net sales for the year ended June
30, 2014.  

As of March 31, 2016, Green Earth had $11.24 million in total
assets, $30.53 million in total liabilities and a total
stockholders' deficit of $19.28 million.

Friedman LLP, in East Hanover, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company's losses, negative
cash flows from operations, working capital deficit, related party
note in default payable upon demand and its ability to pay its
outstanding liabilities through fiscal 2016 raise substantial doubt
about its ability to continue as a going concern.


GUP'S HILL PLANTATION: Oct. 12 Hearing on Plan Confirmation
-----------------------------------------------------------
Judge David R. Duncan of the U.S. Bankruptcy Court for the District
of South Carolina approved Gup's Hill Plantation, LLC's disclosure
statement referring to a chapter 11 plan filed on Sept. 8, 2017.

Oct. 10, 2017 is set as the last day for filing ballots accepting
or rejecting the plan.

The hearing on the confirmation of the plan will be held on Oct.
12, 2017 at 10:00 AM at the J. Bratton Davis United States
Bankruptcy Courthouse, 1100 Laurel Street, Columbia, South
Carolina.

Oct. 10, 2017 is set as the last day for filing and serving of
objections.

                    About Gup's Hill

Gup's Hill Plantation, LLC, owns a hotel called the Edgefield Inn,
commercial and residential real estate properties, and timberland
properties.

Gup's Hill Plantation, LLC -- aka Edgefield Inn, LLC and aka
Rainsford Holdings, LLC -- filed a Chapter 11 petition (Bankr. D.
S.C. Case No. 15-04386) on Aug. 18, 2015.  The Hon. David R. Duncan
presides over the case.  Carl F. Muller, Esq., at Carl F. Muller,
Attorney At Law, P.A., serves as the Debtor's counsel.  The
petition was signed by Bettis C. Rainsford, sole member.


HALKER CONSULTING: Taps Harper Hofer as Accountant
--------------------------------------------------
Halker Consulting LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to hire an accountant.

The Debtor proposes to employ Harper Hofer & Associates, LLC to
prepare its 2016 federal and state tax returns, and pay the firm a
fixed fee of $9,500.

The firm received a deposit in the sum of $2,200 from the Debtor
prior to the petition date.

Harper Hofer and its members, directors and associates are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code, according to court filings.

The firm can be reached through:

     Peggy Stricklin
     Harper Hofer & Associates, LLC
     The Spectrum Building
     1580 Lincoln Street, Suite 1100
     Denver, CO 80203
     Phone: 303-486-0000
     Fax: 303-486-0001
     Email: stricklin@harperhofer.com

                   About Halker Consulting LLC

Halker Consulting LLC is a nationwide provider of multi-disciplined
engineering, design, project management, procurement and field
services for oil & gas, and other energy industry sectors.  It
specializes in oil and gas surface facilities design and
engineering.

The Debtor was founded in 2006 by Matt Halker.  It is based in
Centennial, Colorado with field operations in Midland, Texas,
Greeley, Colorado, Durango, Colorado, and Dickinson, North Dakota.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Col. Case No. 17-15141) on June 1, 2017.  The
petition was signed by its manager Matthew Halker who filed a
separate Chapter 11 petition (Bankr. D. Col. Case No. 17-15143).

At the time of the filing, the Debtor disclosed $1.55 million in
assets and $3.63 million in liabilities.

Judge Michael E. Romero presides over the case.  Kutak Rock LLP
represents the Debtor as bankruptcy counsel.  The Debtor hired r2
advisors llc as its financial advisor.

On June 1, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


HEARING HELP: Court Narrows Claims in R. Moses Suit vs the Hovises
------------------------------------------------------------------
Judge Philip A. Brimmer of the U.S. District Court for the District
of Colorado grants in part and denies in part plaintiff Robert E.
Moses' motion for partial summary judgment.

This case captioned ROBERT E. MOSES, Plaintiff, v. JAMES E. HOVIS
and CATHERINE HOVIS, Defendants, Civil Action No.
16-cv-01173-PAB-CBS (D. Col.) arises out of an April 11, 2010,
investment agreement between Moses, Hearing Help Express, and the
Hovises.

Plaintiff brings claims of breach of the guaranties, fraud, and
unjust enrichment against both defendants. The plaintiff filed his
motion for partial summary judgment as to two claims -- breach of
the guaranties and fraud.

According to defendants, plaintiff was owed $112,451.95 as of
February 2017, less any amounts received pursuant to the Hearing
Help bankruptcy. Defendants' calculations differ from those of
plaintiff's in several ways. In defendants' calculations, the dates
that mortgage payments were made varied from month to month,
instead of all falling on the twelfth of the month. Given the
disputes regarding the payments made by Hearing Help and regarding
the method of calculation, the Court finds that there are genuine
issues of material fact with respect to the amount plaintiff is
owed pursuant to the guaranties.

The Court, thus, enters partial summary judgment of liability on
plaintiff's breach of guaranty claim. The amount of damages,
however, depends on disputed issues of fact.

As to the fraud claim, the Court denies summary judgment with
respect to the Hovises. As defendants argue, plaintiff does not
present evidence that Ms. Hovis made any misrepresentations of
material fact. Plaintiff does not argue otherwise. And while it is
a close question, the Court is unable to conclude that no
reasonable jury could fail to find that Mr. Hovis' valuation and
disclosure of his assets and liabilities was "made with a reckless
disregard of its truth or falsity" or concealed a "material
existing fact that in equity and good conscience should be
disclosed."

A full-text copy of Judge Brimmer's Order dated Sept. 12, 2017, is
available at https://is.gd/RtfQJG from Leagle.com.

Attorney(s) appearing for the Case:

Robert E. Moses, Plaintiff, represented by Rolf Julius von Merveldt
-- Rolf.vonMerveldt@lewisbrisbois.com -- Lewis Brisbois Bisgaard &
Smith, LLP.

James E. Hovis, Defendant, represented by Heidi Sue Whitaker,
Burnham Law Firm, PC-Erie.

Catherine Hovis, Defendant, represented by Heidi Sue Whitaker,
Burnham Law Firm, PC.

               About Hearing Help Express

Hearing Help Express, Inc., dba Hearing Help Express, dba Hear
Direct, dba Simply Batteries, dba Moolah by Mail, dba Eco-Gold
Batteries, dba Eco-Gold Hearing Products, dba Lotus Express, is
reputedly the largest United States mail order company marketing
hearing aids, batteries and related accessories directly to senior
citizens.  HHE is an Illinois C-Corp. The family-controlled private
corporation has 90 shareholders, with the Hovis family owning the
majority (52.2%) of the shares.

Hearing Help Express sought protection under Chapter 11 of the
Bankruptcy Code on July 14, 2014 (Bankr. N.D. Ill. Case No.
14-82161).  The case is assigned to Judge Thomas M. Lynch.  The
petition was signed by James E. Hovis, CEO and chairman of the
Board.  The Debtor estimated assets of $0 to $50,000 and
liabilities of $1 million to $10 million.  The Debtor is
represented by James E. Stevens, Esq., at Barrick, Switzer, Long,
Balsley & Van Evera.

Secured lender Better Hearing, LLC is represented by attorneys at
Howard & Howard, PLLC.  As of the Petition Date, BHL asserted
secured claims exceeding $2.4 million.


HELIOS AND MATHESON: Files Resale Prospectus of 9M Common Shares
----------------------------------------------------------------
Helios and Matheson Analytics Inc. filed with the Securities and
Exchange Commission a Form S-3 registration statement relating to
the resale by Hudson Bay Master Fund Ltd of (i) up to 6,717,918
shares of the Company's common stock, $0.01 par value per share,
issuable to the selling security holder upon conversion of
principal and interest under the Company's Senior Secured
Convertible Notes, issued on Aug. 16, 2017, in the aggregate
principal amount of $10,300,000 of which $9,050,000 accrues
interest at the rate of 6% per annum, together with (ii) up to
2,366,215 shares of common stock issuable to the selling security
holder upon exercise of a warrant, also issued on Aug. 16, 2017.

The Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale of shares by the
selling security holder.  If the selling security holder exercises
the Warrant, the Company will receive the exercise price.

The selling security holder may sell the shares of common stock
described in this prospectus in a number of different ways and at
varying prices.

The Company will pay the expenses incurred in registering the
shares, including legal and accounting fees.

The Company's common stock is listed on the Nasdaq Capital Market
under the symbol "HMNY."  On Sept. 14, 2017, the closing price of
the Company's common stock as reported by the Nasdaq Capital Market
was $2.63 per share.

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

                   https://is.gd/CeXkhp

                 About Helios and Matheson

Headquartered in New York, Helios and Matheson Analytics Inc.
(NASDAQ: HMNY) -- http://www.hmny.com/-- is a provider of
information technology services and solutions, offering a range of
technology platforms focusing on big data, artificial intelligence,
business intelligence, social listening, and consumer-centric
technology.  Its holdings include RedZone Map, a safety and
navigation app for iOS and Android users, a community-based
ecosystem that features a socially empowered safety map app that
enhances mobile GPS navigation using advanced proprietary
technology.  Through TrendIt, Helios and Matheson has acquired
technology addressing crowd and migration patterns and consumer
behavior in real-time. The patented technology predicts population
behavior, along with a crowd's population size, origin and
destination.

Helios and Matheson reported a net loss of $7.38 million for the
year ended Dec. 31, 2016, a net loss of $2.11 million for the year
ended Dec. 31, 2015, and a net loss of $177,712 for the year ended
Dec. 31, 2014.  As of June 30, 2017, Helios and Matheson had $12.75
million in total assets, $2.06 million in total liabilities and
$10.68 million in total shareholders' equity.

During the three and six months ended June 30, 2017, the Company's
revenue declined by approximately 39% and 36% from the previous
periods and the Company incurred a net loss of approximately $5.2
million and $11.7 million, respectively, as compared to a net loss
of approximately $0.1 million and $0.3 million respectively during
the three and six months ended June 30, 2016.  The net losses are
primarily driven by a decrease in gross profit margin of
approximately $0.3 million and $0.6 million, an expense of
approximately $1.9 million related to shares issued for services,
an increase in amortization of approximately $0.4 million and $0.9
million related to intangible assets acquired in conjunction with
the Zone acquisition, and interest expense of approximately $1.9
million and $3.6 million related to accretion of derivative
instruments.

The Company's cash balances were approximately $1.4 million at June
30, 2017, and approximately $2.7 million at Dec. 31, 2016. Net cash
used in operating activities for the six months ended June 30,
2017, was approximately $4.9 million compared to net cash provided
by operating activities of approximately $0.5 million for the six
months ended June 30, 2016.  Net cash provided by operating
activities primarily relates to a net loss of approximately $11.7
million offset by non-cash adjustments of approximately $3.6
million related to accretion of debt discount, approximately $1.9
million related to shares issued in exchange for services, and
approximately $0.9 million related to depreciation and amortization
expense.


HHH CHOICES: Hebrew Hospital, Committee File Liquidation Plan
-------------------------------------------------------------
Hebrew Hospital Home of Westchester, Inc., and the Official
Committee of Unsecured Creditors of the Debtor filed with the U.S.
Bankruptcy Court for the Southern District of New York a disclosure
statement for their joint chapter 11 plan of liquidation, dated
August 10, 2017, which contemplates the creation of a Liquidation
Trust to liquidate the remaining assets of the Debtor's Estate and
to coordinate distribution of the cash in the Estate and any other
proceeds of liquidation to holders of Allowed Claims.

The Plan provides for the payment in full of all General Unsecured
claims against the Debtor through the liquidation of the Debtor's
remaining assets, the pursuit of claims and causes of action the
Debtor may have against third parties, as well as objections to
claims filed against the estate, and the distribution of the
Debtor's assets to creditors, pursuant to the priority of
distribution provisions of the Bankruptcy Code, to be administered
by a Liquidation Trustee appointed under the Plan.

Under the Plan, Administrative Claims, Priority Tax Claims,
Priority Non-Tax Claims, Secured Claims, and General Unsecured
Claims will be paid in full, without interest, to the extent that
such Claims exist. All Estate assets that remain after satisfaction
of Administrative Claims, Priority Tax Claims, Priority Non-Tax
Claims, Secured Claims, and General Unsecured Claims will be
distributed to the Contractually Subordinated 1199 Union or 1199
Fund Claims through a Liquidation Trust to the extent they are not
otherwise resolved.

On the Effective Date, the Liquidation Trust shall be created
pursuant to the Liquidation Trust Agreement, into which all assets
of the Debtor and Estate existing as of the Effective Date shall be
transferred and become vested pursuant to and in accordance with
the terms of this Plan. Cash from the Debtor's debtor-in-possession
bank accounts and the Escrow Account shall be transferred to a
Liquidation Trust account established at a financial institution
designated by the U.S. Trustee as an approved depository for
bankruptcy funds. The Liquidation Trust shall operate under the
provisions of the Liquidation Trust Agreement.

The Liquidation Trust shall be administered by the Liquidation
Trustee. Alan D. Halperin shall be and is appointed as the initial
Liquidation Trustee on the Effective Date and shall be compensated
and otherwise bound by the terms of the Liquidation Trust
Agreement, without further order of the Bankruptcy Court. The Plan
will be administered and actions will be taken in the name of the
Debtor or Liquidation Trust, as appropriate, through the
Liquidation Trustee, irrespective of whether the Debtor has been
dissolved.

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

       http://bankrupt.com/misc/nysb15-11158-630-1.pdf

                About HHH Choices Health Plan

Three alleged creditors owed about $1.9 million submitted an
involuntary Chapter 11 petition for HHH Choices Health Plan, LLC,
on May 4, 2015 (Bankr. S.D.N.Y. Case No. 15-11158) in Manhattan.
The petitioners are The Royal Care, Inc. (allegedly owed $772,762),
Amazing Home Care Services ($1,178,752), and InterGen Health LLC
($42,298), all claiming that they are owed by the Debtor for
certain services rendered.  They all tapped Weinberg, Gross &
Pergament, LLP, as counsel.

With the consent from the board of directors, HHH Choices filed a
notice of consent to order for relief on June 1, 2015, and an order
for relief was entered on June 22, 2015.

Judge Michael E. Wiles oversees the case.  HHH Choices tapped
Harter Secrest & Emery LLP as legal counsel.

On Jan. 14, 2016, the court entered an order administratively
consolidating the Chapter 11 case of HHH Choices with the cases of
its affiliates, Hebrew Hospital Home of Westchester, Inc., and
Hebrew Hospital Senior Housing, Inc. (Case Nos. 16-10028 and
15-13264).

The Office of the U.S. Trustee appointed a committee of unsecured
creditors in HHH Choices' bankruptcy case and a separate committee
in Hebrew Hospital's case.  

Farrell Fritz, P.C., and CohnReznick LLP serve as bankruptcy
counsel and financial advisor for the HHH Choices committee,
respectively.

Alston & Bird LLP represents the Hebrew Hospital committee as
bankruptcy counsel.


HIGH CARD: Court Dismisses Confirmed Chapter 11 Cases
-----------------------------------------------------
Daniel M. McDermott, the U.S. trustee for Region 9, filed a Motion
to Convert or Dismiss High Card Industries, LLC, d/b/a Paragon Tool
& Die, and High Card Properties, LLC, and affiliates' Chapter 11
Cases on August 10, 2017, seeking the post-confirmation conversion
or dismissal of High Card's chapter 11 cases.

Upon review, Judge Kay Woods of the U.S. Bankruptcy Court for the
Northern District of Ohio dismissed High Card's confirmed chapter
11 cases.

As set forth in the confirmed Plan, the property of the estate
revested in High Card at confirmation. Because property of the
estate revested in High Card at confirmation, there would not be
any property for a chapter 7 trustee to administer if these cases
were to be converted. Thus, conversion of High Card's cases would
not benefit any creditor. Accordingly, the Court finds that
conversion is not in the best interests of creditors and the
estate.

The express terms of Article XIII of the Plan provide that the
injunction in the Plan is effective only so long as High Card is
not in default. Thus, because the Stay Relief Order found that High
Card was in default under the Plan, the Plan injunction -- by its
own terms -- was no longer in effect. The Court clarifies that the
Stay Relief Order did not affect discharge of the pre-confirmation
debt owed to Huntington National Bank. Instead, what is not
discharged is the post-confirmation debt High Card owes to
Huntington as established by the confirmed Plan. High Card's
obligation to Huntington, as set forth in the confirmed Plan,
remains valid and enforceable. Confirmation of the Plan had the
dual effect of discharging the pre-confirmation debt and replacing
it with the Plan claims.

In the instant case, no purpose would be served by either
converting this confirmed chapter 11 case to one under chapter 7 or
appointing a chapter 11 trustee. Thus, dismissal is the appropriate
and required remedy. Accordingly, the Court will dismiss High
Card's confirmed chapter 11 cases.

A full-text copy of Judge Woods' Memorandum Opinion dated Sept. 13,
2017 is available at:

    http://bankrupt.com/misc/ohnb15-41471-25.pdf

High Card Industries, LLC, (Bankr. N.D. Ohio Case No. 15-41470) and
High Card Properties LLC (Bankr. N.D. Ohio Case No. 15-41471) filed
Chapter 11 bankruptcy petitions on August 17, 2015, and are
represented by Anthony J. DeGirolamo, Esq.


HIGH COUNTRY FUSION: Consolidated Pipe Buying All Assets for $3.5M
------------------------------------------------------------------
High Country Fusion Co., Inc., asks the U.S. Bankruptcy Court for
the District of Idaho to authorize the bidding procedures in
connection with the sale of substantially all assets to
Consolidated Pipe & Supply Co., Inc. for $3,500,000, subject to the
holdback amount and any other allowed adjustments, subject to
overbid.

The Debtor's principal lender is Banner Bank, who has declared a
default and who has opposed use of cash collateral in the chapter
11 proceeding.  The Debtor has commenced the chapter 11 case as the
only plausible mechanism to protect, to the greatest extent
possible, its assets and creditors.  By commencing its chapter 11
case, it hopes to sell its assets.

Following its comprehensive marketing efforts, after strategic
analysis and negotiations, the Debtor identified the Purchaser's
bid for the assets as the proposal presenting the greatest benefit
to the interests of its creditors.  After extensive negotiations
regarding the terms and conditions thereof, the Debtor and the
Purchaser have executed the Asset Purchase Agreement dated Sept. 8,
2017, which remains subject to the Court's approval.

The salient terms of the Stalking Horse APA are:

   a. Purchase Price: $3,500,000, subject to the holdback amount
and any other allowed adjustments

   b. Terms: Free and clear of all interests

   c. The Purchaser will assume the lease of the Debtor's facility
in Salt Lake City, Utah and will enter into new leases for the
Debtor's facilities in Idaho and North Dakota.

   d. The Debtor anticipates that the Purchaser may offer
employment to most, if not all, of its employees.

   e. Deposit: $50,000

   f. Holdback Amount: $300,000 of the Purchase Price to account
for the difference, if any, between the Estimated Asset Value and
the Actual Asset Value.

   g. Closing: The Closing will take place at the offices of Cosho
Humphrey, LLP, 1501 S. Tyrell Lane, Boise, Idaho on the date that
is no later than the second Business Day following the date on
which all of the conditions set forth in Section 9.1, Section 9.2
and Section 9.3 are satisfied or waived by the party entitled to
waive the applicable condition (other than conditions that by their
nature are to be satisfied at the Closing).

The Debtor proposes to assume and assign the Assigned Contracts to
the Purchaser.

The Debtor's Bidding Procedures are designed to allow other
potential qualified organizations to bid for the right to complete
the Sale in a competitive sale process.  It crafted them to permit
an expedited Sale necessitated by the imminent risks faced by it,
while simultaneously fostering an orderly and fair sale process.

The salient terms of the Bidding Procedures are:

   1. Bid Deadline: 2 days before the Auction

   2. Deposit: 5% of the purchase price

   3. Break-Up Fee: $150,000

   4. Auction: 20-25 days after entry of the Sale Procedures Order

   5. Initial Overbid: $200,000

   6. Successive Overbids: $25,000

   7. Sale Is As Is/Where Is: The sale of the Purchased Assets
pursuant to the Bidding Procedures will be on an "as is, where is"
basis and without representations or warranties of any kind, nature
or description by Debtor, its agents or the Estate.

   8. Sale Hearing: Immediately following the Auction

   9. Credit for Break-Up Fee: The Stalking Horse Bidder will be
entitled to include a credit in the amount of the Break-Up Fee.

  10. Objection deadline for Sale Procedures portion of the Motion:
7 days after the Motion filed

  11. Hearing on Sale Procedures portion of the Motion: 7 days
after the Motion filed

A copy of the Agreement and the Bidding Procedures attached to the
Motion is available for free at:

      http://bankrupt.com/misc/High_Country_130_Sales.pdf

The expedited sale process is the only viable option that
effectively addresses the Debtor's financial situation.  A
non-expedited process allows for a longer auction period that would
lend little to no net value to the Debtor's estate, and could
indeed prove futile.  The marketing process resulted in two
potential purchasers that competed for the opportunity to be a
stalking-horse bidder.  Conducting a sale of the assets while there
are two interested purchasers is the best time to conduct such a
sale.  Therefore, an expedited process designed to consummate the
Sale within 30-45 days, while also providing an opportunity for
other bidders to participate and demonstrate their willingness to
close on higher and better terms than the Purchaser, achieves the
overarching objectives of Debtor: preserving the its going concern
for the benefit of its creditors and employees.  Accordingly, the
Debtor asks the Court to approve the relief requested.

The Debtor asks the Court that any order approving the Sale be
effective immediately by providing that the 14-day stay under Fed.
R. Bankr. P. Rule 6004(h) is inapplicable.

The Purchaser:

          CONSOLIDATED PIPE & SUPPLY COMPANY, INC.
          1205 Hilltop Parkway
          Birmingham, AL 35204
          Attn.: Mr. Barry D. Howton, CFO
          E-mail: bhowton@consolidatedpipe.com

The Purchaser is represented by:

          Thomas H. Brinkley, Esq.
          MAYNARD, COOPER & GALE, PC
          1901 Sixth Avenue North
          2400 Regions Harbert Plaza
          Birmingham, AL 35203
          E-mail: tbrinkley@maynardcooper.com

                  About High Country Fusion Co.

High Country Fusion Co., Inc. manufactures, sells, rents and
services various pipe products to agricultural, municipalities,
mines and other commercial operations in its market areas in Idaho,
Utah, North Dakota, the Pacific Northwest and the Intermountain
West.

Based in Fairfield, Idaho, High Country Fusion Co., Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho
Case No. 17-40347) on April 26, 2017.  The Debtor estimated its
assets and debt at $1,000,001 to $10,000,000.

The case is assigned to Judge Jim D. Pappas.

Cosho Humphrey LLP is the Debtor's bankruptcy counsel.  The Debtor
hired Source Capital & Consulting, LLC, as financial advisor.


HILTZ WASTE: Ch. 11 Trustee Did Not Discover Mismanagement
----------------------------------------------------------
Mark G. DeGiacomo, the duly-appointed Chapter 11 Trustee for Hiltz
Waste Disposal, Inc, submitted his Report to the U.S. Bankruptcy
Court for the District of Massachusetts, stating that his
investigation of the Debtor's assets, liabilities and other matters
is ongoing but, he has not discovered any facts pertaining to
fraud, dishonesty, incompetence, misconduct, mismanagement or
irregularity in the management of the affairs of the Debtor.

Since his appointment, the Trustee's primary efforts have been
involved in operating the business and attempting to sell the
business as a going concern. Accordingly, on August 15, 2017, the
Trustee filed a Motion to Sell substantially all of the Debtor's
assets, which has been scheduled for a hearing on September 28,
2017.

The Trustee tells the Court, however, that once the sale of the
Debtor's business closes in October, he will evaluate whether it
would be in the best interests of the creditors to file a
liquidating plan of reorganization or convert the case to Chapter
7.

A full-text copy of the Report, dated August 31, 2017, is available
at https://is.gd/Tp2Jwy

                About Hiltz Waste Disposal, Inc.

Hiltz Waste Disposal, Inc., filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-13459) on Sept. 7, 2016.  Deborah S. Hiltz, its
president, signed the petition. The Debtor estimated assets and
liabilities at $1 million to $10 million.

The case is assigned to Judge Joan N. Feeny.

Aaron S. Todrin, Esq., at Sassoon & Cymrot, LLP, serves as counsel
to the Debtor. Silverman, Avila & Gershaw, CPAs, is the Debtor's
accountants.

The Official Committee of Unsecured Creditors formed in the case
retained Morrissey Wilson & Zafiropoulos, LLP, as counsel to the
Committee, effective as of Oct. 19, 2016.

Mark G. DeGiacomo has been appointed as Chapter 11 Trustee for the
Debtor. The Trustee hired Murtha Cullina LLP as counsel. Verdolino
& Lowey, P.C., serves as accountant to the Trustee.


HJR LLC: Patel Buying Appleton Property for $125K
-------------------------------------------------
HJR, LLC, asks the U.S. Bankruptcy Court Eastern District of
Wisconsin to authorize the sale of real property located at 1201 N.
Badger Ave., Appleton, Wisconsin, legally described as Lot 1, in
Block 1, Klitzke Plat, City of Appleton, Outagamie County,
Wisconsin, to Arvindkumar Patel and/or his assigns for $125,000.

Objections, if any, must be filed no later than Sept. 26, 2017.  A
motion to shorten notice is filed concurrently with the Motion, due
to the quickly approaching deadline to close on the sale.

The Debtor has a fee simple ownership interest in the Property.  In
the past, it operated a gas station on the Property.  However, on
Feb. 6, 2015, the mortgage lender FirstMerit Bank NA (now known as
Huntington Bank), commenced an action to foreclose the Property, as
Outagamie County Case # 15-CV-136.  On Sept. 22, 2016, an order was
entered appointing Attorney Andrew Micheletti as the Receiver of
the Property and the gas station has not been operating since on or
around that date.

Over the last year, the Property has been marketed for sale, and
the Receiver was prepared to close on a sale of the Property to the
Buyer for the purchase amount of $125,000.  The Debtor was willing
to close on the sale, but due to the timing of the chapter 11
filing, the parties are not able to hold the closing without a
further order of the Court.

The Property is subject to the following liens and encumbrances of
record: (i) the Outagamie County Treasurer holds a first-position
lien in the amount of approximately $20,405 for unpaid property
taxes; (ii) the City of Appleton holds a lien in the amount of
approximately $878 for unpaid personal property taxes; and (iii)
Huntington Bank holds a mortgage in the approximate amount of
$306,000.

The Debtor believes that the purchase price accurately reflects the
value of the Property.  The tax assessed value is $115,000, or
$10,000 less than the purchase price.  The Property has
substantial, deferred maintenance, and any buyer will incur
significant costs to repair and improve the Property before
reopening the gas station.  The Property requires a new roof, a new
HVAC system, new ceiling tiles, a new tank monitoring system, and a
new "umbrella" (the overhang where cars park and refuel).  The
current offer is the best offer received in a year, and the Debtor
and the Receiver do not believe that there will be a better offer.
The only other offer received was for $75,000.

The closing on the sale of the Property will take place on Sept.
29, 2017.  The sale will be free and clear of liens, with liens to
attach to the proceeds of sale.  The mortgage balance to Huntington
Bank will be paid to the extent of the proceeds after all other
normal costs of sale are paid from the proceeds, including
statutory liens such as those of the City of Appleton and the
Outagamie County Treasurer.

The Debtor has also filed an application to hire Elizabeth Ringgold
as Broker, filed concurrently with the Motion.  Under the terms of
the Broker's listing Contract, the Broker is entitled to a
commission of $7,500 (6% of the purchase price of $125,000) to be
paid from the proceeds of the sale, and the Debtor anticipates
disbursing those commission fees at closing.  The Debtor asks that
the Court approve this commission and authorize it to disburse the
Broker's commission at closing.

The Debtor believes that the sale is in the best interests of the
estate.  Huntington Bank has agreed to the terms of the sale, and
will accept the proceeds paid to it in full satisfaction of its
claim, waiving any deficiency claim.  This will leave more funds,
for other creditors of the estate.  Moreover, this is a "cash
sale," and consequently does not depend on financing.  It is also
an "as-is" sale, so the cost of repairs and improvements will be
borne by the Buyer.

The Debtor has also filed a Motion to Shorten Notice concurrently
with the Motion.  The original date to close was Sept. 15, 2017.
The Buyer has agreed to extend the deadline to close to Sept. 29,
2017.  After that day, he as indicated that he will either lower
his offer price or allow the offer to remain terminated and not
submit a new offer to purchase.  If the sale does not close, the
estate will suffer irreparable harm because it is unlikely that
there will be a comparable opportunity.

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

         http://bankrupt.com/misc/HJR_LLC_6_Sales.pdf

                        About HJR, LLC

HJR, LLC, doing business as Neenah BP, formerly doing business as
Badger Avenue Gas, is a small business debtor as defined in 11
U.S.C. Section 101(51D), owns gas stations.  HJR has buried gas
tanks at two of its gas station locations: 1720 North St. Neenah,
WI 54956 and 1201 N. Badger Ave., Appleton, WI 54914.  Both sites
are currently inspected and up to code.

HJR, LLC, sought Chapter 11 protection (Bankr. E.D. Wis. Case No.
17-29073) on Sept. 13, 2017, estimating assets in the range of
$500,000 to $1 million and $1 million to $10 million in debt.  The
petition was signed by Charanjit Singh, member.

Judge Susan V. Kelley is assigned to the case.

The Debtor tapped John W. Menn, Esq., at Steinhilber Swanson LLP,
as counsel.


HOOPER HOLMES: Management Reaffirms Guidance for Q2 – Q4 2017
---------------------------------------------------------------
Hooper Holmes, Inc. announced second quarter 2017 financial
results.  Because the Company's merger with Provant Health
Solutions closed on May 11, 2017, these results include Provant
from that date through June 30, 2017.

"Since the Hooper Holmes and Provant merger closed we have
implemented over $5.1 million in annualized synergy savings, won
new business to bring our 2017 annualized new sales to $11.9
million and increased our access to capital.  We are
well-positioned for an exceptionally strong busy season, in
particular, the fourth quarter," commented Henry Dubois, chief
executive officer of Hooper Holmes.  "Today we are reaffirming our
2017 guidance.  For the last three quarters of 2017 we expect to
achieve over $54 million in revenue and over $3 million in adjusted
EBITDA.  We are on track to achieve $7 million in annualized
synergy savings, and we project over $5 million in adjusted EBITDA
for the full year 2018."

The second quarter financial results this year include many
one-time expenses related to the merger, integration costs and
refinancing activities, and only reflect Provant's financial
results from May 11, 2017 through June 30, 2017.  The complexity of
the transaction makes variance analysis challenging to summarize
briefly.

Hooper Holmes' revenues totaled $8.9 million for the second quarter
of 2017, an increase of 16 percent compared to the second quarter
of 2016.  Pro-forma revenues for the second quarter 2017 for the
merged company, as if the merger had occurred on April 1, 2017,
were $10.9 million.  Adjusted EBITDA for the second quarter 2017
was a loss of $2.2 million, compared to a loss of $1.1 million in
the second quarter 2016.  The increased loss was primarily due to
the combination of the operations of the two companies prior to
realizing savings from synergies.

                    About Hooper Holmes

Founded in 1899, Hooper Holmes, Inc. --
http://www.hooperholmes.com/-- is a publicly-traded New York
corporation that provides health risk assessment services.  With
the acquisition of Accountable Health Solutions, Inc. in 2015, the
Company has expanded to also provide corporate wellness and health
improvement services.  This uniquely positions the Company to
transform and capitalize on the large and growing health and
wellness market as one of the only publicly-traded, end-to-end
health and wellness companies.

Mayer Hoffman McCann P.C., in Kansas City, Missouri, the Company's
independent accounting firm, 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, negative cash flows from operations and other
related liquidity concerns, which raises substantial doubt about
the Company's ability to continue as a going concern.

Hooper Holmes reported a net loss of $10.32 million on $34.27
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss of $10.87 million on $32.11 million of revenues for the
year ended Dec. 31, 2015.  As of June 30, 2017, Hooper Holmes had
$31.89 million in total assets, $31.91 million in total liabilities
and a $25,000 total stockholders' deficit.


IGNITE RESTAURANT: Files Latest Plan, Sells Assets for $57-Mil.
---------------------------------------------------------------
Ignite Restaurant Group, Inc., on September 7 filed its latest
Chapter 11 plan that is premised on the sale of substantially all
assets of the company and its affiliates.

In its latest plan, Ignite Restaurant disclosed that the assets had
been sold to Landry's Inc.'s assignees for a cash purchase price of
$57 million.  The buyers also assumed certain liabilities of the
companies.

Landry's emerged as the winning bidder at an auction conducted on
August 7.  On August 29, Ignite Restaurant closed the sale.

The company anticipates that the transaction will yield gross
proceeds to the estates in the amount of over $44.6 million payment
of administrative claims, priority tax claims and other priority
claims.

In the latest plan, Ignite Restaurant estimated the allowed amount
of Class 4 general unsecured claims to be between $132 million to
$144.5 million.   

Under the plan, each general unsecured creditor will receive its
pro rata share of the so-called "general unsecured creditors fund"
and the "GUC initial litigation proceeds," according to Ignite
Restaurant's latest disclosure statement filed on September 7 with
the U.S. Bankruptcy Court for the Southern District of Texas.

A copy of the amended disclosure statement is available for free at
https://is.gd/TRU9gj

                     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
tapped Pachulski Stang Ziehl & Jones LLP as counsel, Cole Schotz
P.C. as local counsel, and FTI Consulting, Inc., as financial
advisor.


INRETAIL REAL: Fitch Affirms BB+ IDR; Outlook Stable
----------------------------------------------------
Fitch Ratings has affirmed the Long-Term Foreign- and
Local-Currency Issuer Default Ratings (IDRs) of InRetail Real
Estate Corp. (InRetail Real Estate) at 'BB+'. Fitch has also
affirmed the senior unsecured bond issued by InRetail Shopping
Malls at 'BB+'. The Rating Outlook is Stable.

KEY RATING DRIVERS

Leading Market Position
InRetail Real Estate's ratings reflect its solid business position
in Peru's shopping malls industry, stable and predictable cash flow
generation, and favourable industry fundamentals. InRetail Real
Estate is the largest shopping mall company in Peru based on gross
leasable area (GLA) and the number of shopping malls. The company
maintains a property portfolio of 19 owned and 2 managed shopping
malls with 626 thousand square meters (m2) of total GLA. InRetail
Real Estate maintains a market share measured by its participation
in Peru's total GLA, estimated at 25% as of June 30, 2017. The
company's market position in Peru's shopping mall industry is
viewed as solid in the medium term.

High Margins, Consistent Operational Performance
The company's margins are stable and supported by its lease
structure with fixed-rent payments representing approximately 87%
of total rental income. EBITDA margins are expected to remain
stable around 80% during 2017-2019. InRetail Real Estate has
maintained high occupancy levels of 94% - 97% through 2012 - 2017.
Its lease portfolio has adequate lease expiration dates with
approximately 5.2% and 7.1% of the company's lease portfolio,
measured as a percentage of the company's total GLA, with
expiration dates in 2017 and 2018, respectively. In addition,
InRetail Real Estate's lease duration profile for its property
portfolio has an average of about 19 years (including anchor
tenants) and about six years (excluding anchor tenants).

Concentration Risk Incorporated
The ratings incorporate InRetail Real Estate's asset and tenant
concentration risk. The company's net revenue structure presents
some asset concentration, with five malls representing
approximately 50% of its net revenues during LTM June 2017. In
addition, the company's tenant composition is concentrated with 10
of its most important tenants representing approximately 43% of the
company's total annual rent revenue. This concentration is
partially balanced by the credit quality of these tenants. The
company's assets and tenant concentration risks are not expected to
materially change in the short to medium term.

Capex Plan to Pressure Credit Metrics during 2018-2019
Fitch expects the company to execute an aggressive capex plan,
which is estimated at PEN1 billion (USD300 million), during
2017-2019. The capex plan includes the addition of approximately
170,000 square meters of GLA - in new developments and expansions -
as well as some strategic land acquisition. The development of the
Puruchuco Mall, expected to open during the first half of 2019, is
the main component of the capex plan. The ratings incorporate the
expectation that InRetail Real Estate will generate negative FCF
during 2018-2019, driven by its capex execution, resulting in some
weakening of its leverage and liquidity metrics during this period.
The ratings also factor in Fitch's belief that the company will
deleverage post the 2017-2019 capex execution.

Solid Capital Structure, Moderate Increase in Leverage Expected
The company's net leverage is viewed as solid for the industry's
standards. During the LTM ended June 30, 2017, InRetail Real
Estate's net Adj. debt/LTM EBITDAR was at about 4.1x in line with
expectations incorporated in the ratings. Fitch anticipates the
company's Net Adj. debt/ EBITDAR ratio to reach his peak at about
4.7x during 2018 as the company implements its expansion plan. Post
execution of Puruchuco Mall, Fitch expects the company's net adj.
leverage to reach a declining trend. The company had PEN1.210
million (USD372 million) of total debt, which was composed of its
USD350 million senior unsecured of notes due in 2021 (approximately
USD300 million outstanding) and PEN135 million of unsecured local
currency bonds due in 2034. The remaining balance of the company's
debt was mostly in banking loans and financial leases.

Adequate Liquidity, Solid Unencumbered Assets Level:
Fitch views the company's liquidity as adequate considering its
cash position, manageable debt payment maturity schedule during
2017-2020, expected interest coverage ratio; and a significant
unencumbered asset base. The ratings consider the company's
liquidity position to decline but remain manageable during
2018-2019 due to capex execution. Positively factored in the
ratings is the company's solid level of unencumbered assets, which
provides financial flexibility. The company's total unencumbered
assets value is estimated at PEN 2.9 billion, its unencumbered
assets to unsecured debt ratio at around 2.5x, and its total net
loan to value ratio at approximately 35% as of June 30, 2017.

DERIVATION SUMMARY

InRetail Real Estate's ratings reflect an experienced and very well
positioned shopping mall operator in the Peruvian mall industry
with some tenant concentration, sound financial policies, relative
smaller scale - which is expected to improve post 2017-2019 capex
plan - when compared to regional players.

The Stable Outlook reflects Fitch's belief that InRetail Real
Estate will continue delivering positive operating results, based
upon its strong market position and the quality of its assets. It
also reflects Fitch expectations the company will execute its
2017-2019 capex plan without a material change in its capital
structure, liquidity and financial flexibility.

InRetail Real Estate's ratings of 'BB+' are well-positioned
relative to regional peers in terms of profitability and net
leverage while the company maintains a weaker position in terms of
scale, anticipated capex level relative to cash flow generation,
expected liquidity, and cost of funding. It also reflects the
company's solid business position as the largest owners and
managers of shopping centers in Peru in terms of gross leasable
area (GLA) and the number of rental properties.

In terms of profitability, InRetail Real Estate's EBITDA margin of
around 80% during LTM June 2017 is viewed as strong when compared
with main players in Latin America such as Fibra Uno (BBB / Outlook
Stable), BR Malls (BB+/ Negative), Multiplan (AAA(bra)/Outlook
Stable), and Parque Arauco (AA-(cl)/ Stable) with EBITDA Margin
levels of 76.5%, 71%, 72.2%, and 70%, respectively, during the same
period.

In terms of financial leverage InRetail Real Estate's leverage
metric, measured as Net Adj. Debt/EBITDAR, is expected to remain in
the 4.1x to 4.7x range during 2017-2018, which is viewed as
adequate when compared with regional peers. Fibra Uno, BR Malls,
Multiplan, and Parque Arauco reached net leverage metrics of 5.4x,
3.0x, 2.4x, and 5.8x, respectively, during the same period.

KEY ASSUMPTIONS

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

-- 2017-2018 EBITDA margin around 80%;

-- Net Adj. Leverage, measured as the Net Adj. Debt/LTM EBITDAR
ratio, at levels around 4.1x and 4.7x in FYE17 and FYE18,
respectively;

-- Negative FCF (after interest payment) during 2018-2019 due to
higher capex (positive to neutral FCF in 2017);

-- No dividend payments during 2017 - 2019;

-- Interest coverage (EBITDAR/interest + rents expenses)
consistently around 2.5x during 2017 - 2018.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

Fitch would consider a positive rating action as a result of some
or a combination of the following factors:

-- Improvement in InRetail Real Estate's asset diversification,
net adj. leverage and unencumbered assets post completion of
Puruchuco Mall;
-- Net Adj. Leverage consistently below 4.3x ratio;
-- Interest Coverage ratio consistently above 2.5x;
-- Unencumbered asset to net unsecured debt consistently around
    3x.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

Fitch would consider a negative rating action if the company's
financial profile deteriorates due to some or a combination of the
following factors:

-- Adverse macroeconomic trends leading to weaker credit metrics;
-- Significant dividend distributions;
-- Higher than expected vacancy rates or deteriorating lease
    conditions;
-- Net Adj. Leverage consistently above 5.5x;
-- Interest coverage ratio (EBITDA / interest expense ratio)
    consistently below 2x.

LIQUIDITY

Fitch views the company's liquidity as adequate considering its
cash position, manageable debt payment maturity schedule during
2017-2020, expected interest coverage ratio; and a significant
unencumbered asset base. InRetail Real Estate's cash & cash
equivalents and marketable securities position as of June 30, 2017
was PEN 229 million, adjusting by security instruments such as
fixed bonds and equity funds Fitch estimated the company's readily
available cash at PEN 127 million as of June 30, 2017. The
company's net interest coverage (measured as the EBITDAR/Interest
Paid + Rents ratio) is expected to remain around 2.5x during
2017-2019.

The ratings consider the company's liquidity position to decline
but remaining manageable, during 2018-2019 due to capex execution.
Fitch expects the company to manage its readily available cash
position at levels around PEN 40 million, coupled with negative
FCF, during 2018-2019. Positively factored in the ratings is the
company's solid level of unencumbered assets which provides
financial flexibility. The company's total unencumbered assets
value is estimated at PEN 2.9 billion, its unencumbered assets to
unsecured debt ratio at around 2.5x, and its total net loan to
value ratio at approximately 35% as of June 30, 2017.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

InRetail Real Estate Corp
-- Long-Term Foreign-Currency IDR at 'BB+';
-- Long-Term Local-Currency IDR at 'BB+'.

InRetail Shopping Malls
-- USD350 million senior unsecured foreign currency notes at
    'BB+';
-- PEN 141 million Senior unsecured local currency notes due 2034

    at 'BB+'.

The Rating Outlook is Stable.


INTERNATIONAL GAME: Egan-Jones Cuts Sr. Unsecured Ratings to BB
---------------------------------------------------------------
Egan-Jones Ratings Company, on Sept. 8, 2017, lowered the foreign
currency senior unsecured rating on debt issued by International
Game Technology to BB from BBB-.

Previously, on June 27, 2017, EJR lowered the local currency senior
unsecured rating on debt issued by International Game to BB from
BBB-.

International Game Technology is an American gaming and lottery
systems company specializing in the design, development,
manufacturing, sales and distribution of gaming machines, lottery
systems, and network system products internationally, as well as
online and mobile gaming solutions for regulated markets.


INTERPACE DIAGNOSTICS: Incurs $6.30 Million Net Loss in 2nd Quarter
-------------------------------------------------------------------
Interpace Diagnostics Group, Inc., announced financial results and
business progress for the second quarter ended June 30, 2017, and
year to date, as well as recent accomplishments.

Interpace Diagnostics reported a net loss of $6.30 million on $3.85
million of net revenue for the three months ended June 30, 2017,
compared to a net loss of $2.33 million on $3.61 million of net
revenue for the three months ended June 30, 2016.

For the six months ended June 30, 2017, Interpace Diagnostics
recorded a net loss of $3.89 million on $7.32 million of net
revenue compared to a net loss of $7.12 million on $6.64 million of
net revenue for the same period a year ago.

As of June 30, 2017, Interpace Diagnostics had $53.74 million in
total assets, $17.40 million in total liabilities and $36.34
million in total stockholders' equity.  As of June 30, 2017, the
Company had cash and cash equivalents of $14.3 million, net
accounts receivable of $2.7 million, current assets of $18.3
million and current liabilities of $10.9 million.

Net cash used in operations year to date 2017 was $8.6 million as
compared to $5.3 million for the comparable period of 2016.
Included in Net Cash Used in Operations year to date 2017 is over
$3 million of expenditures related to discontinued operations,
transaction fees and the remainder of payment obligation carried
over from the CSO business the Company sold in 2015.
   
Net cash used in operations for the second quarter of 2017 amounted
to $4.4 million as compared to $1.3 million for the same quarter in
2016.  Included in Net Cash Used in Operations in the second
quarter of 2017 was approximately $0.7 million of expenditures
related to discontinued operations, transaction fees and the
remainder of payment obligations carried over from the contract
sales organization (CSO).
   
"The second quarter and year to date in 2017 was certainly
transformative for Interpace.  We continued to improve our balance
sheet in the second quarter by raising an additional $13.7 million
of capital, eliminating all long term debt and related possible
royalties and milestone obligations while continuing to make good
commercial progress," said Jack Stover, Interpace's president &
CEO.  Our cash position is now in excess of $14 million and we
increased our stockholders' equity by over $29 million since
year-end.  We are now well positioned to leverage our commercial
resources and further build out our platforms," noted Stover.
"Additionally, continuing to make reimbursement progress, such as
getting coverage for our ThyGenX assay with CIGNA, one of the
largest healthcare insurer in the US, further demonstrates the
importance of our diagnostic tests to the marketplace," added Mr.
Stover.

        Second Quarter 2017 and Recent Business Highlights

   * In April 2017 announced that UnitedHealthcare, the largest
     health plan in the United States, has agreed to cover
     Interpace's ThyraMIR test for all of United's members
     nationwide.  Interpace's ThyGenX and ThyraMIR thyroid assays
     are now covered for approximately 275 million patients
     nationwide.
     
   * In April 2017 the Company also announced a laboratory
     services agreement with Cedar Sinai Medical Center of Los
     Angeles for its two thyroid assays.
     
   * In May 2017 six abstracts related to PancraGEN were accepted
     and presented as posters at the Digestive Disease Week (DDW)
     meeting being held May 6th-9th, 2017 in Chicago, Illinois.
     
   * In June 2017 the Company announced national contract approval

     with AETNA for its thyroid assays.  AETNA is the third
     largest health plan in the US with over 44 million members.
     
   * In May the Company announced that Anthem, the second largest
     health plan in the US and the largest Blue Cross Blue Shield
     plan in the country agreed to cover ThyraMIR for its 75
     million members.
     
   * In June 2017 the Company entered into an agreement with a
     major Healthcare system in Philadelphia for its two molecular
     tests for indeterminate thyroid nodules, ThyGenX and
     ThyraMIR.
     
   * In June 2017 the Company also announced coverage by LifeWise,

     a regional plan in Washington State and Premea Blue Cross to
     cover ThyraMIR.
     
   * In July 2017 the Company announced that CIGNA, one of the
     largest national health plans in the US, agreed to cover its
     ThyGenX test for CIGNA's 15 million members nationwide.
     
   * In July 2017 the Company also announced formal launch of the
     TERT marker of aggressiveness in its thyroid test at the
     World Congress of Thyroid Cancer.

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

                       https://is.gd/6KyKAM

                   About Interpace Diagnostics

Headquartered in Parsippany, New Jersey, Interpace Diagnostics
Group, Inc., -- http://www.interpacediagnostics.com/-- is a fully
integrated commercial company that provides clinically useful
molecular diagnostic tests and pathology services for evaluating
risk of cancer by leveraging the latest technology in personalized
medicine for better patient diagnosis and management.  The Company
currently has three commercialized molecular tests; PancraGEN for
the diagnosis and prognosis of pancreatic cancer from pancreatic
cysts; ThyGenX, for the diagnosis of thyroid cancer from thyroid
nodules utilizing a next generation sequencing assay and ThyraMIR,
for the diagnosis of thyroid cancer from thyroid nodules utilizing
a proprietary gene expression assay.  Interpace's mission is to
provide personalized medicine through molecular diagnostics and
innovation to advance patient care based on rigorous science.

BDO USA, LLP, in Woodbridge, New Jersey, 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 continuing operations that raise substantial doubt
about its ability to continue as a going concern.

Interpace reported a net loss of $8.33 million on $13.08 million of
net revenue for the year ended Dec. 31, 2016, following a net loss
of $11.35 million on $9.43 million of net revenue for the year
ended Dec. 31, 2015.  For the fiscal year ended Dec. 31, 2016, the
Company had an operating loss of $6.4 million.  From Sept. 30,
2016, through Dec. 31, 2016, the Company provided working capital
by extending its payables primarily by not making timely payments
on current obligations and debt incurred prior to the sale of its
CSO business, entering into payment plans, negotiating termination
agreements on commitments that were not useful to its current
business and not paying certain severance obligations to terminated
employees.

"It is anticipated that we will require additional capital to fund
our operations.  There is no guarantee that additional capital will
be raised to fund our operations in 2017 and beyond, but we intend
to meet our capital needs by driving revenue growth, containing
costs as well as exploring other options," the Company stated in
its 2016 Annual Report.


JAMES ARRIGAN: Laws Buying Interest in Kelle Property for $235K
---------------------------------------------------------------
James W. Arrigan asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize to sell his interest in his
residential rental property located at 611 Monterey, Kelle, Tarrant
County, Texas, to Derek Law, Constance Law and Jerry Law for
$235,000.

Objections, if any, must be filed no later than Oct. 10, 2017.

The Buyers will deposit $2,000 as earnest money with the North
American Title, as escrow agent.  They will accept the Property "as
is," provided the Debtor, at his expense, correct minor settling as
per estimate provided by Integrity Foundation in the amount of
$2,900.  The closing of the sale will no later than Sept. 29,
2017.

The Debtor wishes to sell his interest to allow him to fund his
Chapter 11 Reorganization.  The mortgage of Wells Fargo Bank N.A.
will be paid in full at the time of closing from the title company.
Additionally, all ad valorem property taxes will be paid in full
at the sale closing and any claim or interest of a state or federal
taxing district or agency, ad valorem taxing unit and any other
party of record not paid at closing will remain on the Property to
the extent same are valid.  This will allow him to be free and
clear of this asset and allow him to use the net proceeds to
continue paying for his Chapter 11 Bankruptcy.

The Debtor believes pay off on the property is approximately
$142,100.  He has requested an official pay off but the mortgage
company will take 10 days to supply the official payoff amount.  He
believes he will net approximately $92,800 and these monies will be
used to fund the Chapter 11 Plan.  The Debtor asks the Court to
grant the relief requested.

A copy of the One to Four Residential Contract attached to the
Motion is available for free at:

        http://bankrupt.com/misc/James_Arrigan_60_Sales.pdf

The Buyers:

          Derek Law, Constance Law
          and Jerry Law
          Telephone: (541) 244-8019
          E-mail: lawdawg000@hotail.com

James Arrigan sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 13-43082) on July 1, 2013.


JAMES ARRIGAN: Parishes Buying Interest in Hurst Property for $302K
-------------------------------------------------------------------
James W. Arrigan asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize to sell his interest in his
residential rental property located at 612 Natchez Court, Hurst,
Texas, to Paul E. Parrish and Mary Parrish for $302,000.

Objections, if any, must be filed no later than Oct. 10, 2017.

The Buyers will deposit $3,000 as earnest money with the North
American Title, as escrow agent, at 101 Countryside Ct., Southlake,
Texas.  They will accept the Property "as is."  The closing of the
sale will no later than Oct. 12, 2017.

The Debtor wishes to sell his interest to allow him to fund his
Chapter 11 Reorganization.  The mortgage of Wells Fargo Bank N.A.
will be paid in full at the time of closing from the title company.
Additionally, all ad valorem property taxes will be paid in full
at the sale closing and any claim or interest of a state or federal
taxing district or agency, ad valorem taxing unit and any other
party of record not paid at closing will remain on the Property to
the extent same are valid.  This will allow him to be free and
clear of this asset and allow him to use the net proceeds to
continue paying for his Chapter 11 Bankruptcy.

The Debtor believes pay off on the property is approximately
$217,500.  He has requested an official pay off but the mortgage
company will take 10 days to supply the official payoff amount.  He
believes he will net approximately $84,500 and these monies will be
used to fund the Chapter 11 Plan.  The Debtor asks the Court to
grant the relief requested.

A copy of the One to Four Residential Contract attached to the
Motion is available for free at:

        http://bankrupt.com/misc/James_Arrigan_62_Sales.pdf

The Buyers:

          Paul E. Parrish and Mary Parrish
          1302 Timber Ridge Drive
          Euless, TX 76039
          E-mail: eddie.parrish@gmail.com

James Arrigan sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 13-43082) on July 1, 2013.


JAMES ARRIGAN: Selling Interest in Southlake Property for $495K
---------------------------------------------------------------
James W. Arrigan asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize to sell his interest in his
residential rental property located at 1414 Chimney Works Drive,
Southlake, Texas, to Otto and Dana Konopa for $495,000.

Objections, if any, must be filed no later than Oct. 9, 2017.

The Buyers will deposit $4,500 as earnest money with North
American, as escrow agent.  They will accept the Property "as is."
The closing of the sale will no later than Nov. 17, 2017.

The Debtor wishes to sell his interest to allow him to fund his
Chapter 11 Reorganization.  The mortgage of Wells Fargo Bank N.A.
will be paid in full at the time of closing from the title company.
Additionally, all ad valorem property taxes will be paid in full
at the sale closing and any claim or interest of a state or federal
taxing district or agency, ad valorem taxing unit and any other
party of record not paid at closing will remain on the Property to
the extent same are valid.  This will allow him to be free and
clear of this asset and allow him to use the net proceeds to
continue paying for his Chapter 11 Bankruptcy.

The Debtor believes pay off on the property is approximately
$326,171.  He has requested an official pay off but the mortgage
company will take 10 days to supply the official payoff amount.  He
believes he will net approximately $153,980 and these monies will
be used to fund the Chapter 11 Plan.  The Debtor asks the Court to
grant the relief requested.

A copy of the One to Four Residential Contract attached to the
Motion is available for free at:

        http://bankrupt.com/misc/James_Arrigan_58_Sales.pdf

The Buyers:

          Otto and Dana Konopa
          201 Bob O Link
          Southlake, TX 76092

James Arrigan sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 13-43082) on July 1, 2013.


JAT SYSTEMS: Sale of 2013 Ford Truck to President Price Approved
----------------------------------------------------------------
Judge Shelley D. Rucker of the U.S. Bankruptcy Court for the
Eastern District of Tennessee authorized JAT Systems, Inc.'s sale
of 2013 Ford Truck to its President, Tim Price, in exchange for
assumption of the remaining debt on the truck owing to Ford Motor
Credit Co., LLC.

Any claim that Ford Motor Credit may have against the Debtor's
bankruptcy estate is disallowed.

                     About JAT Systems Inc.

Based in Sale Creek, Tennessee, JAT Systems, Inc., owns a farmland
located at Warner Bridge Road, Shelbyville.

McTron Technologies, Haynsworth Sinkler Boyd, PA, and Ayers
International Corp. filed an involuntary Chapter 7 bankruptcy
petition against JAT Systems, Inc., (Bankr. E.D. Tenn. Case No.
17-12333) on May 25, 2017.  The petitioning creditors are
represented by Mitchell Craig Smith, Esq., at Miller & Martin
PLLC.

The following day, JAT Systems filed its own voluntary Chapter 11
bankruptcy petition (Bankr. M.D. Tenn. Case No. 17-03666).  The
Hon. Charles M. Walker presided over the Chapter 11 case.

On June 1, 2017, the U.S. Bankruptcy Court for the Middle District
of Tennessee entered an agreed order transferring venue of the case
to the Bankruptcy Court for the Eastern District of Tennessee in
Chattanooga.  The next day, Judge Walker entered a Final Decree
closing the M.D. Tenn. case.

The Eastern District of Tennessee assigned case number, 17-12454.
The case is deemed filed May 26, 2017.  The Hon. Shelley D. Rucker
in Chattanooga presides over the case.

At the time of the filing, the Debtor disclosed $1.36 million in
assets and $4.16 million in liabilities.


JENKINS NO. 1: Taps Cavazos Hendricks as Legal Counsel
------------------------------------------------------
Jenkins No. 1, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire legal counsel.

The Debtor proposes to employ Cavazos, Hendricks, Poirot & Smitham,
P.C. to, among other things, give legal advice regarding its duties
under the Bankruptcy Code and provide other legal services related
to its Chapter 11 case.

The firm's standard hourly rates range from $230 to $500 for its
attorneys and from $75 to $135 for paraprofessionals.

Charles Hendricks, Esq., disclosed in a court filing that he and
his firm have no connections with the Debtor and its creditors.

The firm can be reached through:

     Charles B. Hendricks, Esq.
     Emily S. Wall, Esq.
     Cavazos, Hendricks, Poirot & Smitham, P.C.
     Founders Square, Suite 570
     900 Jackson Street
     Dallas, TX 75202
     Phone: (214) 573-7302
     Fax: (214) 573-7399
     Email: chuckh@chfirm.com

                     About Jenkins No. 1 LLC

Jenkins No. 1, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 17-33411) on September
4, 2017.  Curtis Overstreet, its manager, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of $1 million to $10 million and liabilities of
less than $1 million.

Judge Stacey G. Jernigan presides over the case.


JOHN Q. HAMMONS: JD Holdings Loses Bid to Dismiss Ch. 11 Petitions
------------------------------------------------------------------
Judge Robert D. Berger of the U.S. Bankruptcy Court for the
District of Kansas addressed several motions regarding the
bankruptcy filing of John Q. Hammons Fall 2006, LLC, and
affiliates:

   (1) J.D. Holdings' Motion to Dismiss Debtors' Chapter 11
Petitions, Abstain from these Chapter 11 Cases, or Alternatively,
to Lift or Modify the Automatic Stay and related briefing thereto;

   (2) Debtors' Motion for Partial Summary Judgment Denying JD
Holdings' Motion to Dismiss Special Purpose Debtor Cases and
related briefing thereto;

   (3) J.D. Holdings' Cross-Motion for Summary Judgment Granting
J.D. Holdings' Motion to Dismiss Case Filed by the Revocable Trust
of John Q. Hammons and related briefing thereto;

   (4) Debtors' Motion for Partial Summary Judgment Denying J.D.
Holdings Motion to Dismiss Case Filed for Revocable Trust and
related briefing thereto; and

   (5) J.D. Holdings' Cross-Motion for Summary Judgment Granting
J.D. Holdings' Motion to Dismiss the Special Purpose Debtors'
Chapter 11 Petitions and related briefing thereto.

The Court grants the motions for partial summary judgment filed by
the Debtors, denies the motions for partial summary judgment filed
by J.D. Holdings, and denies J.D. Holdings' motion to dismiss based
on these issues.

Regarding the bankruptcy filing of the revocable trust, Creditor JD
Holdings, L.L.C. argues that the trust is merely an "ordinary
trust" and not a "business trust," and that, therefore, the trust
does not qualify as a corporation--an entity specifically defined
in the Code so that it is included in the "persons" eligible to
file for Chapter 11 bankruptcy relief. Regarding the bankruptcy
filings of the special purpose debtors, J.D. Holdings argues that a
"status quo order" from the state court where the parties were
litigating a breach of contract dispute altered who had the
authority to make the bankruptcy filings, and that because the
special purpose debtors did not comply with this status quo order,
the Court lacks subject matter jurisdiction over them.

The Court first finds, and the parties agree, that there are no
genuine disputes as to any material fact. Because the Court then
concludes that the undisputed facts show that the trust at issue
does qualify as a business trust under the Code and that the status
quo order did not alter who had the authority to authorize a
bankruptcy petition for the special purpose debtors, it rules
against J.D. Holdings on all motions.

A full-text copy of Judge Berger's Memorandum Opinion and Order
dated Sept. 13, 2017, is available at:

    http://bankrupt.com/misc/ksb16-21142-1298.pdf

             About John Q. Hammons Fall 2006

Springfield, Mo.-based John Q. Hammons Hotels & Resorts (JQH) --
http://www.jqhhotels.com/-- is a private, independent owner and
manager of hotels in the United States, representing brands such
as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG,
Chateau on the Lake Resort / Spa & Convention Center, and Plaza
Hotels Collection.  It has portfolio of 35 hotels representing
approximately 8,500 guest rooms/suites in 16 states.

John Q. Hammons Fall 2006, LLC, and its affiliated debtors filed
chapter 11 petitions (Bankr. D. Kan. Case Nos. 16-21139 to
16-21208) on June 26, 2016.  The petitions were signed by Greggory
D. Groves, vice president.

At the time of filing, the Debtors estimated assets at $100 million
to $500 million and liabilities at $100 million to $500 million.

The Debtors' bankruptcy counsel are Mark A. Shaiken, Esq., Mark S.
Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard
Street LLP.  The Debtors' conflicts counsel is Victor F. Weber,
Esq., at Merrick Baker and Strauss PC.

The Debtors engaged BMC Group, Inc., as their notice, claims, and
balloting agent; and Alvarez & Marsal Valuation Services, LLC as
appraiser.


JUBEM INVESTMENTS: Seeks to Hire Coldwell Banker as Realtor
-----------------------------------------------------------
Jubem Investments, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire a realtor.

The Debtor proposes to employ Coldwell Banker La Mansion Real
Estate in connection with the sale of its unimproved properties
located at 1700 Las Milpas Road, Pharr, and 3600 Las Milpas Road,
Hidalgo, Texas.  The properties are valued at $1.384 million.

The firm will receive a commission of 6% of the sales price for
each property.

Coldwell does not represent any entity, which has adverse interest
to the Debtor, according to court filings.

The firm can be reached through:

     Betty Garza
     Federico Gomez III
     Coldwell Banker La Mansion Real Estate
     508 E. Dove Avenue
     McAllen, TX 78504-2241
     Phone: (956) 631-1322
     Fax: (956) 994-0443
     Email: daniel.galvan@coldwellbanker.com

                     About Jubem Investments

Jubem Investments, Inc., which does business as Buffalo Wings &
Rings, is a privately held company in San Juan, Texas.  Its
principal place of business is located at 3600 E. Las Malpas Road
Hidalgo, Texas.  The Debtor filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Case No. 17-10288) on July 31, 2017,
estimating its assets at up to $50,000 and liabilities at between
$1 million and $10 million.  The petition was signed by Juan
Miranda, president.

The bankruptcy petition was originally filed in the Bankruptcy
Court's Brownsville Division.  On August 14, 2017, the case was
transferred to the McAllen Division and assigned Case No.
17-70299.

Judge Eduardo V. Rodriguez presides over the case.  Guerra &
Smeberg, PLLC represents the Debtor as bankruptcy counsel.


JUBEM INVESTMENTS: Seeks to Hire Ewing Lara as Accountant
---------------------------------------------------------
Jubem Investments, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire an accountant.

The Debtor proposes to employ Ewing, Lara & Company P.C. to prepare
its tax returns for 2016 and 2017, monthly operating reports and
other financial documents.

The firm's standard hourly rates are:

     Carmen Lara                    $175 - $200
     Accounting Staff/Bookkeeper     $75 - $100
     Tax Staff                      $100 - $150
     
Ewing Lara is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Carmen Z. Lara
     Ewing, Lara & Company P.C.
     1201 E. Nolana Avenue
     McAllen, TX 78504
     Phone: (956) 682-2853

                     About Jubem Investments

Jubem Investments, Inc., d/b/a Buffalo Wings & Rings, is a
privately-held company in San Juan, Texas.  Its principal place of
business is located at 3600 E. Las Malpas Road Hidalgo, Texas.  The
Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex.
Case No. 17-10288) on July 31, 2017, estimating its assets at up to
$50,000 and liabilities at between $1 million and $10 million.  The
petition was signed by Juan Miranda, president.

The bankruptcy petition was originally filed in the Bankruptcy
Court's Brownsville Division.  On August 14, 2017, the case was
transferred to the McAllen Division and assigned Case No.
17-70299.

Judge Eduardo V. Rodriguez presides over the case.  Guerra &
Smeberg, PLLC represents the Debtor as bankruptcy counsel.


KAYE & SONS: Unsecureds to Receive Interest from Creditor Trust
---------------------------------------------------------------
Kaye & Sons Site Development LLC filed with the U.S. Bankruptcy
Court for the Southern District of Texas a disclosure statement
regarding their plan of reorganization.

Class 10 under the plan consists of the Allowed General Unsecured
Claims. Each holder of an Allowed General Unsecured Claim will
receive on the later of either the Effective Date or the date such
Claim is Allowed, an interest in the Creditor Trust on a pro rata
basis of the total amount of Allowed General Unsecured Claims.
Based on the Claims Register and the Schedules, General Unsecured
Creditors have claims of approximately $941,700.38, including the
deficiency owed to any creditor that has previously been scheduled
as a Secured Claim.

On the Effective Date, Reorganized Debtor will enter into the
Unsecured Creditors Note in an amount equal to the full amount of
all General Unsecured Claims, with a five year maturity date with
payments of principal plus interest at a rate of 5% per annum to be
due monthly on the first day of the month (commencing on the first
day of the first month after the Effective Date).

On a quarterly basis, the Trustee of the Creditor Trust shall make
distributions to holders of Allowed General Unsecured Claims on a
pro rata basis from the payments made by the Reorganized Debtor to
the Creditor Trust, subject to a reserve to cover the expenses of
the Creditor Trust.

The Plan contemplates that Reorganized Debtor will continue to
operate as a subcontractor for site development work in Corpus
Christi. On the Effective Date, Reorganized Debtor will execute and
deliver the Anderson Machinery Note, the Art’s Truck & Equipment
Note, the North American Financial Note, the Change in Terms
Agreement with Commercial Bank for the Allowed Commercial Bank
Secured Claim, and the Unsecured Creditors Note.

On the Effective Date, the Creditor Trust will be created, which
will hold the Unsecured Creditors Note and the Membership Interests
of the Reorganized Debtor for the benefit of holders of Allowed
General Unsecured Claims. The Trustee of the Creditor Trust shall
retain all of the rights for holders of the Member Interests as
outlined in the Kaye & Sons Site Development, LLC Membership
Agreement. The Debtor proposes Greg Murray of Greg Murray, PLLC to
be the Trustee of the Creditor Trust.

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

          http://bankrupt.com/misc/txsb17-20283-47.pdf

             About Kaye & Sons Site Development

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.  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.

Judge Marvin Isgur presides over the case.  Thomas Rice, Esq., at
Pulman Cappuccio Pullen Benson & Jones, LLP, serves as bankruptcy
counsel.


KEY ENERGY: Egan-Jones Hikes Sr. Unsec. Debt Rating to B-
---------------------------------------------------------
Egan-Jones Ratings Company, on June 28, 2017, raised the senior
unsecured ratings on debt issued by Key Energy Services, Inc. to B-
from D.  EJR also raised the commercial paper rating on the Company
to B- From D.

Key Energy Services, Inc. provides onshore, rig-based well
services, including well maintenance, workover, completion and
re-completion, and plugging and abandonment.  The Company also
provides oilfield trucking and ancillary oilfield services.


LA PALOMA GENERATING: Must File Amended Plan by Sept. 22
--------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware, has entered an order allowing La Paloma
Generating Co., LLC, and its affiliated debtors to amend by
September 22, 2017, their currently filed Chapter 11 Plan to
reflect the Settlement Terms.

Judge Sontchi also ordered that the Debtors' exclusive periods will
remain in effect as set forth in the Second Order Extending the
Debtors Exclusive Period to File and Solicit Votes on a Chapter 11
Plan.  However, the exclusive periods will automatically terminate
if the Debtors fail to file by September 22 an amended Chapter 11
Plan reflecting the Settlement Terms.

The Troubled Company Reporter has previously reported that LNV
Corporation asked the Court to terminate the exclusive periods
during which only the Debtors may file and solicit votes on a
chapter 11 plan.  LNV asserted that the Exclusive Periods should be
terminated and that the plan process should be opened to LNV and
allow the sole material economic stakeholder to present a viable
resolution to these Cases before time runs out.

LNV alleged that the Debtors have filed these cases, and taken
every action in these cases to date, in an attempt to coerce LNV to
not only take the plant, but also to inappropriately absorb all of
the Debtors' regulatory compliance obligations so that junior
stakeholders can avoid those liabilities.

LNV noted that as all parties agreed during the last status
conference before the Court, that the Debtors' precarious financial
condition can not suffer more delay.  LNV asserted that time is of
the essence in these cases, considering that, on November 1, 2017,
the Debtors have a regulatory compliance obligation requiring
payment of approximately $5.8 million.

LNV told the Court that the Debtors justify their attempts to
ignore LNV's concerns regarding the Debtors' plan (1) by relying on
arguments purportedly raised by their Second Lien Lenders regarding
the extent and validity of LNV's liens and (2) by imposing on
themselves the role of "de facto mediator" in that dispute.

LNV complained that the Debtors -- in a naked attempt to assist the
Second Lien Lenders in breaching their agreement with LNV -- now
premise their Plan on a pre-consummation litigation (for which
there is no time to litigate to finality) over the extent and
validity of LNV's liens on the plant's four gas turbines.  Aside
from being prohibited under the Intercreditor Agreement, such
litigation would make it virtually impossible to satisfy the
condition that the Debtors' Plan go effective by October 31, 2017
(the day before the Debtors' regulatory compliance obligations come
due).

LNV said that the Debtors have engaged with LNV in plan
negotiations, which have resulted in concessions by LNV that
benefit other stakeholders and the estates as a whole.  However,
LNV contended that the Parties are at an impasse on two crucial
issues -- litigation on the extent of LNV's liens and litigation on
the Intercreditor Agreements.  LNV asserted that more time will not
solve this problem, but instead, it will only leave the estates
more vulnerable to further value destruction.

LNV claimed that it has repeatedly provided the Debtors with the
blueprint for a confirmable plan in these Cases, first in the form
of the LNV Plan Term Sheet and then in the form of a draft plan.
Despite LNV's blocking position in these Cases -- and against LNV's
express wishes -- the Debtors filed the Debtors' Plan, which makes
certain material elements of LNV's proposal subject to litigation.

In addition, the Debtors' Plan deprives LNV of its bargained for
credit bid rights and provides recoveries to Second Lien Lenders in
contravention of the Intercreditor Agreement.  While LNV has made
clear that it cannot accept these terms, rendering confirmation a
virtual impossibility.  With nothing to lose, the Second Lien
Lenders prefer to see if LNV will blink before the November 1
environmental compliance deadline.  This is not good faith and it
will not lead to confirmation of any plan of reorganization.

LNV complained that in what is essentially a two-party dispute,
eight months is more than enough time for the Debtors to propose a
confirmable plan.  LNV argues that through two different
reorganization counsel, the Debtors have failed to come up with
anything actionable, notwithstanding that LNV has literally handed
the Debtors a draft plan that it would support.

                    About La Paloma Generating

La Paloma Generating Company, LLC, a D.C.-based merchant power
generator, and its affiliates La Paloma Acquisition Co, LLC, and
CEP La Paloma Operating Company, LLC, filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-12700 to 16-12702) on Dec.
6, 2016.  The petitions were signed by Niranjan Ravindran, as the
Debtors' authorized person.

La Paloma Generating estimated $100 million to $500 million in
assets and $500 million to $1 billion in liabilities.

The Hon. Christopher S. Sontchi presides over the cases.

The Debtors are represented by John J. Rapisardi, Esq., and George
A. Davis, Esq., at O'Melveny & Myers LLP, as lead bankruptcy
counsel; and Mark D. Collins, Esq., Andrew Dean, Esq., and Jason M.
Madron, Esq., at Richards, Layton & Finger, P.A., as Delaware
counsel.  Lawyers at Curtis, Mallet-Prevost, Colt & Mosle LLP serve
as conflicts counsel.  Jefferies LLC serves as the Debtors'
financial advisor and investment banker, while their claims and
noticing agent is Epiq Bankruptcy Solutions. Alvarez & Marsal North
America, LLC, is the financial advisor.

Maria Aprile Sawczuk has been appointed fee examiner in the
bankruptcy case.

On Aug. 2, 2017, the Debtors filed a Chapter 11 Plan and Disclosure
Statement.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Sept. 5
appointed three creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of La Paloma Generating
Co. LLC, et al. The committee members are: (1) Argo Chemical, Inc.;
(2) PowerFlow Fluid Systems, LLC; and (3) GE Mobile Water, Inc.


LAREDO PETROLEUM: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B-
----------------------------------------------------------------
Egan-Jones Ratings Company, on June 28, 2017, upgraded the local
currency and foreign currency senior unsecured ratings on debt
issued by Laredo Petroleum Inc. to B- from CCC+.

Laredo Petroleum, Inc. is an independent energy company focused on
the exploration, development and acquisition of oil and natural
gas. The company is based in Tulsa, Oklahoma.


LATTICE INC: Paul H Singlevich Reports 5% Stake as of Aug. 7
------------------------------------------------------------
Paul H Singlevich disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Aug. 7, 2017, he
beneficially owns 5,293,868 shares of common stock of Lattice Inc.,
which constitutes 5.07 percent of the shares outstanding.

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

                     https://is.gd/jLwJcQ

                      About Lattice Inc.

Pennsauken, New Jersey-based Lattice Incorporated provides
telecommunications services to correctional facilities and
specialized telecommunication service providers in the United
States.

Lattice reported a net loss available to common shareholders of
$5.55 million on $7.58 million of revenue for the year ended Dec.
31, 2015, compared to a net loss available to common shareholders
of $1.82 million on $8.94 million of revenue for the year ended
Dec. 31, 2014.  

As of June 30, 2016, Lattice had $3.01 million in total assets,
$10.63 million in total liabilities and a total shareholders'
deficit of $7.62 million.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has a working capital deficit and requires additional
working capital to meet its current liabilities.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


LEGACY HOLDING-CA: Plan Outline Okayed, Plan Hearing on Oct. 18
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
consider approval of the Chapter 11 plan for Legacy Holdings-CA,
LLC at a hearing on October 18.

The hearing will be held at 11:00 a.m., at the Sam M. Gibbons
United States Courthouse, Courtroom 9A.

The court will also consider at the hearing final approval of the
company's disclosure statement, which it conditionally approved on
September 7.

The order required creditors to cast their votes accepting or
rejecting the plan no later than eight days before the October 18
hearing.  Objections must be filed no later than seven days before
the hearing.

                     About Legacy Holding-CA

Legacy Holding-CA, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M. D. Fla. Case No. 16-07107) on August 18,
2016.  The petition was signed by John C. Brandt, sole member and
chief manager.  

At the time of the filing, the Debtor disclosed $4.33 million in
assets and $4.07 million in liabilities.

Judge Caryl E. Delano presides over the case.  The Debtor is
represented by Michael R. Dal Lago, Esq., at Dal Lago Law.


LEWISTON SHOPPING: Seeks 2-Month Extension to File Ch.11 Plan
-------------------------------------------------------------
Greater Lewistown Shopping Plaza LP asks the U.S. Bankruptcy Court
for the Middle District of Pennsylvania for an extension of 60 days
from September 21, 2017, to submit its Plan of Reorganization and
Disclosure Statement, as well as an extension of the period of
exclusivity for soliciting acceptances of a plan to 60 days
thereafter.

Initially, the Debtor's exclusivity period was due to expire on
July 23, 2017.  The Court entered an Order on July 19, which
extended the exclusivity period to file a Plan and Disclosure
Statement, and for soliciting acceptance of a Plan for 60 days,
until September 21.

The Debtor contends that it has drafted a Plan and Disclosure
Statement and has submitted the same to counsel for the first
mortgage holder, MSCI 2006-IQ11 Logan Boulevard Limited
Partnership. However, the Debtor is still continuing negotiations
with Logan as to the terms and conditions of the Plan and
Disclosure Statement which are acceptable to Logan.

Accordingly, the Debtor asserts that there is a necessity of
additional time to permit the Debtor to negotiate a plan of
reorganization and prepare adequate information.

            About Greater Lewistown Shopping Plaza

Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017.  The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P.  The case is assigned to
Judge Robert N Opel II.  At the time of the filing, the Debtor
estimated assets and liabilities of $10 million to $50 million
each.  The Debtor is represented by Gary J Imblum, Esq., at Imblum
Law Offices, P.C.


LIQUIDMETAL TECHNOLOGIES: Incurs $3.82 Million Q2 Net Loss
----------------------------------------------------------
Liquidmetal Technologies, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss and comprehensive loss attributable to shareholders of
$3.82 million on $58,000 of total revenue for the three months
ended June 30, 2017, compared to a net loss and comprehensive loss
attributable to shareholders of $822,000 on $34,000 of total
revenue for the three months ended June 30, 2016.

For the six months ended June 30, 2017, Liquidmetal reported a net
loss and comprehensive loss attributable to shareholders of $4.76
million on $106,000 of total revenue compared to a net loss and
comprehensive loss attributable to shareholders of $9.99 million on
$202,000 of total revenue for the same period during the prior
year.

As of June 30, 2017, Liquidmetal had $57.93 million in total
assets, $5.02 million in total liabilities and $52.90 million in
total shareholders' equity.

Cash used in operating activities totaled $4,149,000 and $4,058,000
for the six months ended June 30, 2017 and 2016, respectively.  The
cash was primarily used to fund operating expenses related to its
business and product development efforts.

Cash (used in) provided by investing activities totaled
($10,183,000) and $924,000 for the six months ended June 30, 2017
and 2016, respectively.  Investing outflows primarily consist of
capital expenditures to support the Company's manufacturing efforts
including the purchase its new manufacturing facility and
additional production equipment.  Also included in investing cash
flows are changes in restricted cash to support line of credit
collateral requirements of which $1,002,000 was recorded as an
in-flow during the six months ended June 30, 2016.

Cash provided by financing activities totaled $840,000 and
$8,415,000 for the six months ended June 30, 2017 and 2016,
respectively.  Cash provided by financing activities is comprised
of cash received for the issuance of shares following the exercise
of stock options and warrants during the six months ended June 30,
2017 and cash received from the issuance of shares under the 2016
Purchase Agreement during the six months ended June 30, 2016.

During 2016, the Company raised a net total of $62,650,000 through
the issuance of 405,000,000 shares of its common stock in multiple
closings under the 2016 Purchase Agreement.

As of June 30, 2017, the Company had $45,404,000 of capital to
support future operations.

"We have a relatively limited history of producing bulk amorphous
alloy products and parts on a mass-production scale.  Furthermore,
the ability of future contract manufacturers to produce our
products in desired quantities and at commercially reasonable
prices is uncertain and is dependent on a variety of factors that
are outside of our control, including the nature and design of the
part, the customer's specifications, and required delivery
timelines.  These factors have required that we engage in equity
sales under various stock purchase agreements to support our
operations and strategic initiatives.  

"Uncertainty as to the outcome of these factors has previously
raised substantial doubt about our ability to continue as a going
concern.  However, as a result of the closing of the second funding
under the 2016 Purchase Agreement in October 2016, we anticipate
that our current capital resources, when considering expected
losses from operations, will be sufficient to fund our operations
for the foreseeable future," the Company stated in the quarterly
report.

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

                    https://is.gd/axLh66

               About Liquidmetal Technologies

Lake Forest, California-based Liquidmetal Technologies, Inc. --
http://www.liquidmetal.com/-- is a materials technology and
manufacturing company that develops and commercializes products
made from amorphous alloys.  The Company's family of alloys
consists of a variety of bulk alloys and composites that utilizes
the advantages offered by amorphous alloys technology.  The Company
designs, develops, manufactures and sells products and custom
components from bulk amorphous alloys to customers in a wide range
of industries.  The Company also partners with third-party
manufacturers and licensees to develop and commercialize
Liquidmetal alloy products.

Liquidmetal reported a net loss and comprehensive loss attributable
to the Company's shareholders of $18.74 million for the year ended
Dec. 31, 2016, a net loss and comprehensive loss attributable to
the Company's shareholders of $7.31 million for the year ended Dec.
31, 2015, and a net loss and comprehensive loss attributable to the
Company's shareholders of $6.54 million for the year ended Dec. 31,
2014.


MAKENA PACIFIC: Hearing on Disclosures Approval Set for Oct. 19
---------------------------------------------------------------
Makena Pacific, Inc., et al., asks the U.S. Bankruptcy Court for
the Central District of California to approve their disclosure
statement as containing adequate information

A hearing to consider the adequacy of the Disclosure Statement is
scheduled for Oct. 19, 2017, at 10:30 a.m.

A copy of the motion is available at:

          http://bankrupt.com/misc/cacb17-12704-34.pdf

                   About Makena Pacific, Inc.

Makena Pacific, Inc. -- http://www.makenapacific.com/-- owns
leasehold interests in four condominium units located at 3823 Lower
Honoapiilani Rd., Lahaina, Hawaii 96761, having an aggregate
current value of $1,985,000. The Company is affiliated with George
S Nader and Terri D Nader, who jointly sought bankruptcy protection
on Jan. 29, 2015 (Bankr. C.D. Calif. Case No. 15-10439).

Makena Pacific, Inc., based in Laguna Niguel, CA, filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 17-12704) on July 7, 2017.
Michael Jones, Esq., at M. Jones and Associates, PC, serves as
bankruptcy counsel.

In its petition, the Debtor estimated $1.99 million in assets and
$1.48 million in liabilities.
The petition was signed by Terri D. Nader, president.


MAKO ONE CORPORATION: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
The Office of the U.S. Trustee on September 18 disclosed in court
filings that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Mako One Corporation and
Badgerow Jackson LLC.

                   About Mako One Corporation

Mako One Corporation, based in Carlsbad, California, and its
affiliate Badgerow Jackson LLC filed a Chapter 11 petition (Bankr.
S.D. Cal. Lead Case No. 17-03650) on June 20, 2017.  Judge Louise
DeCarl Adler presides over the case.  Christian McLaughlin, Esq.,
serves as bankruptcy counsel.  The Debtor also hired County Law
Center, as attorney.

In its petition, the Debtors estimated $10 million to $50 million
in both assets and liabilities. The petition was signed by Bruce
Debolt, its CEO.


MARINA BIOTECH: Sells Smarticles IP to Novosom for US$1
-------------------------------------------------------
Marina Biotech, Inc. entered into and consummated an intellectual
property purchase agreement with Novosom Verwaltungsgesellschaft
mbH, pursuant to which the Company sold to Novosom substantially
all of the Company's intellectual property estate relating to the
Company's Smarticles delivery technology.  The Company previously
acquired such Smarticles IP from Novosom pursuant to that certain
Asset Purchase Agreement dated July 27, 2010, between the Company
and Novosom.  Following the date of the Original Purchase
Agreement, the Company has entered into certain agreements with
third parties pursuant to which the Company provided to such third
parties certain licenses and rights with respect to the Smarticles
IP .

As per the IP Purchase Agreement, Novosom will pay to the Company
$1.00 in cash, and thereafter the Company will no longer be
responsible for the ongoing costs of maintaining the Smarticles IP.
In addition, the parties agreed that the Company would retain
rights to any future payments that may be due to it from licensees
pursuant to the License Agreements, including milestone and royalty
payments, if any, and Novosom agreed to relinquish any rights that
it may have under the Original Purchase Agreement to any portion of
the License Payments (which portion is equal to 30% of the value of
each upfront (or combined) payment actually received in respect of
the license of the Smarticles IP or related products or the
disposition of the Smarticles IP by the Company, up to $3.3
million).  For the avoidance of doubt, Novosom would be permitted
to provide licenses with respect to the Smarticles IP following the
closing date under the IP Purchase Agreement, subject to any
restrictions contained in the License Agreements.

                     About Marina Biotech

Headquartered in Bothell, Washington, Marina Biotech, Inc. --
http://www.marinabio.com/-- is a biopharmaceutical company engaged
in the discovery, acquisition, development and commercialization of
proprietary drug therapeutics for addressing significant unmet
medical needs in the U.S., Europe and additional international
markets.  The Company's primary therapeutic focus is the disease
intersection of hypertension, arthritis, pain, and oncology
allowing for innovative combination therapies of the plethora of
already approved drugs and the proprietary novel oligotherapeutics
of Marina Biotech, Inc.  The Company's approach is meant to reduce
the risk associated with developing a new drug de novo and also
accelerate time to market by shortening the clinical development
program through leveraging what is already known or can be learned
in its proprietary Patient Level Database (PLD).

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 and negative cash flows from operations and has
had recurring negative working capital.  This raises substantial
doubt about the Company's ability to continue as a going concern.

Marina Biotech reported a net loss of $837,143 on $0 of revenue for
the year ended Dec. 31, 2016, compared with a net loss of $1.11
million on $0 of revenue for the year ended Dec. 31, 2015.  As of
June 30, 2017, Marina had $6.63 million in total assets, $4.15
million in total liabilities and $2.47 million in total
stockholders' equity.

At June 30, 2017, the Company had an accumulated deficit of
$4,205,053 and a negative working capital of $3,756,388.  The
Company anticipates that it will continue to incur operating losses
as it executes its plan to raise additional funds and investigate
strategic and business development initiatives.  In addition, the
Company has had and will continue to have negative cash flows from
operations.  The Company has previously funded its losses primarily
through the sale of common and preferred stock and warrants, the
sale of notes, revenue provided from its license agreements and, to
a lesser extent, equipment financing facilities and secured loans.
In 2016 and 2015, the Company funded operations with a combination
of the issuance of notes and preferred stock, and license-related
revenues.  At June 30, 2017, the Company had a cash balance of
$263,913.  Its operating activities consume the majority of its
cash resources.


MERITOR INC: Fitch Rates New $300MM Sr. Convertible Notes 'B+'
--------------------------------------------------------------
Fitch Ratings has assigned a rating of 'B+/RR4' to Meritor, Inc.'s
(MTOR) proposed private placement of $300 million in senior
unsecured convertible notes due 2037. MTOR's Long-Term Issuer
Default Rating (IDR) is 'B+' and its Rating Outlook is Stable.

The proposed notes will be guaranteed by each of MTOR's
subsidiaries who also guarantee its secured revolving credit
facility. The company intends to use the net proceeds from the
proposed notes to refinance existing debt. MTOR's senior unsecured
notes, including the proposed notes, are rated 'B+/RR4', reflecting
Fitch's expectations of average recovery prospects in the 31% to
50% range in a distressed scenario. MTOR expects to grant the
initial purchasers of the notes an option to purchase up to an
additional $25 million in principal amount of the notes,
potentially taking the total amount issued to $325 million.

KEY RATING DRIVERS

MTOR's ratings reflect the fundamental improvement seen in the
company's credit profile over the past several years resulting from
its work to strengthen its balance sheet, improve its cost
structure and grow its customer base. The ratings also incorporate
the company's strong market position as a supplier of axles and
brakes in the highly cyclical commercial truck and off-highway
vehicle sectors. The improvement in the company's credit profile
has been particularly evident in its ability to produce positive
FCF for each of the past several years, even while the North
American commercial truck market went through a particularly steep
downturn. Over the longer term, MTOR is well-positioned for the
nascent turnaround in its key end markets, which could provide it
with opportunities to further strengthen its credit profile.

Despite the improvements, Fitch has several significant rating
concerns. Chief among these is the relatively extreme cyclicality
of the global commercial truck and off-highway vehicle markets.
This heavy volatility can make credit profile improvement
challenging and heightens the importance of maintaining relatively
conservative mid-cycle credit metrics. Other concerns include heavy
competition in the commercial truck driveline sector, particularly
in North America, as well as volatile raw material costs, which can
pressure margins despite pass-through mechanisms in many customer
contracts. MTOR's heightened interest in potential acquisitions and
ongoing share repurchase activity are also concerns, although Fitch
does not expect these activities to drive a material increase in
long-term leverage.

As of June 30, 2017, MTOR's debt (including off-balance-sheet
factored receivables) totaled $1.3 billion and LTM Fitch-calculated
EBITDA at the time was $317 million (including dividends received
from minority joint ventures), leading to Fitch-calculated EBITDA
leverage of 4.1x. FFO adjusted leverage was 3.6x. MTOR's EBITDA
margin was 9.0% in the LTM ended June 30, 2017 (excluding the
effect of minority joint venture dividends). Fitch-calculated FCF
in the LTM ended June 30, 2017 was $56 million, leading to a FCF
margin of 1.8%.

MTOR remains focused on debt reduction, and in August 2017, the
company called for redemption of $100 million of its existing 6.75%
convertible notes due 2021. In September 2017, MTOR announced that
it agreed to sell its 50% stake in its Meritor WABCO Vehicle
Control Systems (Meritor WABCO) joint venture to its partner for
$250 million and use a portion of the proceeds to redeem the
remaining $175 million in 6.75% convertible notes. Fitch expects
debt to decline as a result of these transactions, although the
effect on EBITDA leverage will be partially offset by the loss of
dividends from the Meritor WABCO joint venture.

In early September 2017, following a decision by the U.S. Court of
Appeals for the Sixth Circuit, MTOR modified benefits that will be
paid to certain former United Auto Workers (UAW) represented
employees. As a result of the benefits modification, MTOR's benefit
liability is expected to be reduced by $315 million. The associated
reduction in cash benefit payments is expected to improve FCF by
about $17 million in fiscals 2018 and 2019 versus $32 million in
payments in fiscal 2017. Likewise, EBITDA is expected to improve by
about $40 million annually in fiscals 2018 and 2019 as a result of
the changes. Pro forma for the benefit modifications, LTM EBITDA
leverage at June 30, 2017 would have been 3.7x and the FCF margin
would have been 2.3%.

DERIVATION SUMMARY

MTOR is among the smaller public capital goods suppliers, with
product lines focused on driveline components and brakes for
commercial vehicles, off-highway equipment and trailers. Compared
with its primary competitor, Dana Incorporated, MTOR is smaller and
fully focused on the capital goods industry, without any meaningful
light vehicle exposure. That said, MTOR generally retains a
top-three market position in most of the product segments where it
competes.

Compared with other industrials rated below investment grade, such
as Tenneco Inc., The Goodyear Tire and Rubber Company or Allison
Transmission Holdings, Inc., MTOR's leverage is relatively high and
margins are lower. MTOR's EBITDA leverage has generally fluctuated
in the high-3x to low-4x range over the past several years, which
is roughly 1x to 1.5x higher than most issuers in the 'BB'
category. That said, EBITDA margins recently have been in the
high-single-digit range and annual FCF has been consistently
positive over the past several years, which could lead to further
credit profile improvement over the longer term.

KEY ASSUMPTIONS

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

-- In North America, the commercial truck cycle reaches a trough
    in mid-fiscal 2017 and begins to grow thereafter;
-- Revenue grows slightly in fiscal 2017 on modestly improving
    end-market demand, but grows more solidly in the following
    years on improved market conditions and new business wins;
-- FCF remains positive over the next several years, with FCF
    margins in the low-single-digit range;
-- Capital expenditures run at about 2.5% to 3% of revenue over
    the next several years, in-line with recent capital spending
    levels;
-- The company generally maintains cash balances in the $150
    million to $170 million range, with excess cash used for share

    repurchases or modest acquisitions.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Maintaining EBITDA leverage below 3.5x and through the cycle;
-- Maintaining FFO adjusted leverage below 4.5x through the
    cycle;
-- Maintaining a FCF margin of 1.5% or higher through the cycle;
-- Maintaining an EBITDA margin above 9% through the cycle.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- A material deterioration in the global commercial truck or
    industrial equipment markets for a prolonged period;
-- An increase in EBITDA leverage to above 4.5x through the
   cycle;
-- An increase in FFO adjusted leverage to above 5.5x through the

    cycle;
-- A decline in the FCF margin to below 0.5% through the cycle;
-- A decline in the EBITDA margin to below 8% through the cycle.

LIQUIDITY

Fitch expects MTOR's liquidity to remain adequate over the
intermediate term. At June 30, 2017, the company had $231 million
in cash and cash equivalents, which was higher than normal.
Typically, the company has carried between $150 million and $200
million in cash on its balance sheet. In addition to its cash, MTOR
has access to a $525 million secured ABL revolving credit facility
that was fully available at June 30, 2017.

Based on its criteria, Fitch treats non-U.S. cash, as well as cash
needed to cover seasonal changes in working capital and other
obligations, as "not readily available" for purposes of calculating
net metrics. Therefore, Fitch has treated $129 million of MTOR's
consolidated cash as "not readily available" in its calculations.

FULL LIST OF RATINGS

Fitch currently rates MTOR as follows:

-- Long-Term IDR 'B+';
-- Secured revolving credit facility rating 'BB+/RR1';
-- Senior unsecured notes rating 'B+/RR4'.

The Rating Outlook is Stable.


MERITOR INC: Note Paydown from JV Sale No Impact on Moody's B1 CFR
------------------------------------------------------------------
Moody's Investors Service said that Meritor, Inc.'s announcement
that is has entered into an agreement to sell its 50% joint venture
interest in MeritorWABCO for $250 million is credit positive but
does not currently impact Meritor's B1 Corporate Family Rating, nor
stable rating outlook. Meritor intends to use a partial amount of
the proceeds from the sale, along with cash on hand to redeem the
remaining 6.75% notes due 2021. As of June 30, 2017, cash on hand
approximated $231 million.

Meritor, headquartered in Troy, MI, is a global supplier of a broad
range of integrated systems, modules, and components serving
commercial trucks, trailers, and specialty original equipment
manufacturers, as well as certain aftermarkets. The company's
principal products include axles, undercarriage and drivelines,
brakes and braking systems. Revenues for the LTM period ended June
30, 2017 were approximately $3.2 billion.


MERITOR INC: S&P Hikes CCR to BB- on Improving Credit Measures
--------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating to 'BB-' from
'B+' on Troy, Mich.-based Meritor Inc. The outlook is positive.

S&P said, "At the same time, we assigned our 'B+' issue-level
rating and '5' recovery rating to the company's proposed $300
million senior convertible notes due 2037. The '5' recovery rating
indicates our expectation for modest (10% to 30%; rounded estimate
15%) recovery in the event of payment default.

"We also raised our issue-level ratings on the company's senior
unsecured debt to 'B+' from 'B'. The '5' recovery rating is
unchanged and reflects our expectation for modest recovery (10% to
30%; rounded estimate 15%) in the event of payment default.

"The upgrade reflects our view that Meritor's credit measures will
continue to improve over the next few months, following a number of
recent announcements. The company issued a notice of partial
redemption for $100 million of its 6.750% notes due 2021. Meritor
also announced benefit modifications that will reduce its retiree
medical liability by approximately $315 million in fiscal year
2017, resulting in a $40 million annual improvement in retiree
medical expense over the next two fiscal years and a $17 million
reduction in annual cash benefit payments. The company also
announced the sale of its ownership stake in a joint venture, and
we anticipate the company will use the proceeds to reduce debt
further. Although the proposed convertible note issue will increase
the total amount of convertible notes outstanding following the
completion of that transaction (due to the expected premium
associated with the repayment of a portion of the existing debt),
we expect the net impact of all of the aforementioned transactions
will result in a reduction in total adjusted debt over the next few
months. At the same time, the company has maintained stable
operating performance despite recent topline declines stemming from
lower commercial vehicle demand.

"Accordingly, we expect an improvement in credit measures.
Additionally, we expect commercial vehicle markets in many regions
globally to strengthen going forward. This, combined with continued
material cost reductions and other operational improvements, is
likely to result in a sustained improvement in credit measures. As
a result, we have revised our assessment of the company's financial
risk to significant from aggressive.

"The positive outlook reflects Meritor's good profitability over
the past 12 months, despite revenue declines in recent quarters,
and we believe that the company will continue to sustain or improve
its EBITDA margins, while maintaining positive FOCF. This, along
with the improvement in the company's credit ratios and financial
risk as a result of the recently announced transactions, indicates
a one-in-three chance of a higher rating.

"We could raise our rating on Meritor within the next 12 months if
the company is able to maintain or strengthen its operating
performance (with adjusted EBITDA margins remaining above 10%),
such that we revise our assessment of its business. For us to
upgrade Meritor, we would also expect the company to maintain an
adjusted debt-to-EBITDA metric in the 3x range and a FOCF-to-debt
ratio around 15%.

"We view a lower rating as less likely because we expect the
recently announced transactions to result in credit measures at the
stronger end of the range for significant financial risk, providing
some downside cushion at the current rating level. However, we
could lower our rating on Meritor during the next 12 months if
overall commercial truck and industrial demand unexpectedly and
meaningfully declines, hurting Meritor's operating performance. For
example, we could downgrade the company if its adjusted debt
leverage increases above 4x or its FOCF-to-debt ratio falls below
10% and we saw little likelihood of near-term improvement. This
could occur if Meritor's EBITDA margins decline below 7% in fiscal
2018."


METHANEX CORP: Egan-Jones Hikes Sr. Unsec. Ratings to BB+
---------------------------------------------------------
Egan-Jones Ratings Company, on July 10, 2017, raised the senior
unsecured ratings on debt issued by Methanex Corp to BB+ from BB.

Methanex Corporation is a Canadian company that supplies,
distributes and markets methanol worldwide.


MILFORD AUTO: Latest Plan Revises Treatment of Oakland Claims
-------------------------------------------------------------
Milford Auto Repair, LLC filed its latest Chapter 11 plan of
reorganization, which contains revisions to the proposed treatment
of claims of Oakland County and other creditors.

Under the latest plan, Oakland County's Class 1 secured tax claims
will be paid quarterly in equal installments over five years from
the petition date.  Payments will be approximately $66.37 per month
for 60 months.

In the event of dismissal or conversion of the case to one under
Chapter 7, Milford reserves the right to object to the claim of
Oakland County.  In any case, Oakland County will retain its rights
to foreclose in the machinery in the event payments are not made.

Meanwhile, priority tax claims will be paid within 60 days of
confirmation of the plan while any allowed Class 2 claims that are
entitled to priority will be paid within 120 days of confirmation,
according to the plan filed on September 7 with the U.S. Bankruptcy
Court for the Eastern District of Michigan.

A copy of the first amended plan is available for free at
https://is.gd/WCVPa5

                 About Milford Auto Repair LLC

Milford Auto Repair, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Mich. Case No. 17-43368) on March 10, 2017.  At the time
of the filing, the Debtor disclosed that it had estimated assets
and liabilities of less than $1 million.  

Judge Phillip J. Shefferly presides over the case.  Richard F.
Fellrath, Esq., represents the Debtor as bankruptcy counsel.

On September 5, 2017, the Debtor filed its proposed Chapter 11 plan
of reorganization and disclosure statement.


MILLWORK SHOPPE: Creative Associates Opposes Approval of Plan
-------------------------------------------------------------
Creative Associates, Inc., asked the U.S. Bankruptcy Court for the
Western District of Missouri to deny approval of the Chapter 11
plan of reorganization proposed by The Millwork Shoppe, Inc., and
Integrity Millwork, Inc.

In a court filing, Creative Associates, a creditor of Millwork
Shoppe, criticized the proposed treatment of its $131,590 claim as
a subordinate claim.

"[Millwork Shoppe] has no pending claims or suits that would allege
to offset to Creative Associates' claim," the creditor said in the
court filing.  "The claim is not contingent or unliquidated but has
been determined in a specific amount by a court of competent
jurisdiction in the form of a judgment."

Creative Associates also argued that the disclosure statement does
not contain "adequate information" that would enable creditors to
make informed judgment about the plan.

In October 2015, Creative Associates, owner of a commercial
building leased by Millwork Shoppe, sued the company and guarantor
Michael Morrison over alleged breach of their lease agreement.  The
court overseeing the case entered a judgment against the defendants
for $116,041 as well as $5,900 attorney's fees and costs.

Creative Associates is represented by:

     Gail L. Fredrick, Esq.
     1903 E. Battlefield
     Springfield, MO 65804
     Phone: 417-863-6400
     Fax: 417-863-7144
     Email: gail@frvlaw.com

                    About Integrity Millwork

Integrity Millwork, Inc., and The Millwork Shoppe Inc. manufacture
and sell residential and commercial cabinetry, moulding and trim,
and operate their business from a leased space located at 2115 N.
Sports Complex Lane, Nixa, Missouri.

The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W. D. Mo. Case Nos. 16-61061 and 16-61064) on Oct. 27,
2016.  

David E. Schroeder, Esq., at David Schroeder Law Office, P.C.,
serves as the Debtors' bankruptcy counsel.

At the time of the filing, Integrity Millwork estimated assets of
less than $100,000 and liabilities of less than $1 million.
Millwork Shoppe estimated assets and liabilities of less than $1
million.

On Dec. 8, 2016, Acting U.S. Trustee Daniel J. Casamatta appointed
an official committee of unsecured creditors.


MINI MASTER: Oct. 31 Disclosure Statement Hearing
-------------------------------------------------
Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico will convene a hearing on Oct. 31, 2017, at
9:00 a.m., to consider and rule upon the adequacy of the disclosure
statement filed by Mini Master Concrete Services, Inc.

Objections to the form and content of the disclosure statement
should be in writing and filed with the court and served upon
parties in interest not less than 14 days prior to the hearing.

As previously reported by the Troubled Company Reporter, Class 4,
the holders of allowed general unsecured claims, now has an
estimated amount of $1,114,383.72 in allowed claims.

With the sale of substantially all of its assets to Master Concrete
and Aggregates, LLC, the sale of other assets, as approved by the
Court and the transfer of the real estate, Debtor will be able to
satisfy the claims of Holders of Allowed Administrative Expense
Claims, Holders of Allowed Priority Tax Claims, Holders of Other
Priority Claims and to Classes 1, 2, 3, 4 and 5, as provided for in
the Plan.

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

     http://bankrupt.com/misc/prb16-09956-11-175.pdf

             About Mini Master Concrete Services

Mini Master Concrete Services, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-09956) on December 22, 2016.
The Hon. Mildred Caban Flores over the case. Charles A. Cuprill,
PCS Law Offices represents the Debtor as counsel.

The Debtor disclosed total assets of $15.78 million and total
liabilities of $5.46 million. The petition was signed by Carmen M.
Betancourt, president


MOORINGS REGENCY: Disclosure Statement Hearing Set for Nov. 9
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida is set
to hold a hearing on November 9 to consider approval of the
disclosure statement, which explains the Chapter 11 plan of
reorganization for Moorings Regency, LLC.

The hearing will be held at 1:30 p.m., at the Sam M. Gibbons United
States Courthouse, Courtroom 8B.  Objections must be filed no later
than seven days before the hearing.

                     About Moorings Regency

Moorings Regency, LLC, Griffin Regency, LLC, and NJO Regency, LLC
are single asset real estate debtors that continue to operate as
debtors-in-possession.

The Debtors filed Chapter 11 petitions (Bankr. M.D. Fla. Case Nos.
17-04920, 17-04921 and 17-04922, respectively) on June 6, 2017.
Barry Spencer, managing member of Moorings Regency, signed the
petitions.  The cases are jointly administered.

At the time of the filing, both Moorings Regency and Griffin
Regency estimated their assets and liabilities at $10 million to
$50 million.

Judge Catherine Peek McEwen presides over the cases.  Johnson,
Pope, Bokor, Ruppel & Burns, LLP, is the Debtors' legal counsel.


NEPHROS INC: Incurs $786,000 Net Loss in Second Quarter
-------------------------------------------------------
Nephros, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q reporting a net loss of $786,000
on $859,000 of total net revenues for the three months ended June
30, 2017, compared to a net loss of $835,000 on $509,000 of total
net revenues for the three months ended June 30, 2016.

For the six months ended June 30, 2017, the Company reported a net
loss of $1.46 million on $1.59 million of total net revenues
compared to a net loss of $1.67 million on $1.09 million of total
net revenues for the same period during the prior year.

As of June 30, 2017, Nephros had $2.84 million in total assets,
$2.05 million in total liabilities and $783,000 in total
stockholders' equity.

At June 30, 2017, the Company had an accumulated deficit of
approximately $121,763,000 and it expects to incur additional
operating losses in the foreseeable future at least until such
time, if ever, that it is able to increase product sales or license
revenue.  The Company has financed its operations since inception
primarily through the private placements of equity and debt
securities, its initial public offering, license revenue, and
rights offerings.

At June 30, 2017, the Company had cash totaling approximately
$301,000 and total assets of approximately $1,684,000, excluding
other intangible assets (related to the Medica License and Supply
Agreement) of approximately $1,157,000.

"We are pursuing two different sources of additional, non-dilutive
financing.  First, we are in discussions with a commercial lender
regarding a short-term asset-based credit facility.  Second, we
have been approved by the State of New Jersey Economic Development
Authority ("NJEDA") to sell a certain portion of our New Jersey net
operating losses and research and development tax credits, which we
anticipate will result in cash proceeds of $1.5 million. We
anticipate being able to secure the additional proceeds from the
short-term credit facility and the NJEDA program in the third
quarter of 2017.  However, there can be no assurance that we will
be successful in securing the credit facility or the anticipated
proceeds from the NJEDA program."

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

                     https://is.gd/XUSStW

                      About Nephros, Inc.

River Edge, N.J.-based Nephros, Inc. -- http://www.nephros.com/--
is a commercial stage medical device company that develops and
sells liquid purification filters.  Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and healthcare
facilities for the production of ultrapure water and bicarbonate.

Moody, Famiglietti & Andronico, LLP, in Tewksbury, MA, issued a
"going concern" qualification in its report on the consolidated
financial statements for the year ended Dec. 31, 2016.  It said,
"[T]he Company has incurred negative cash flow from operations and
recurring net losses.  These conditions, among others, raise
substantial doubt about its ability to continue as a going
concern."

Nephros reported a net loss of $3.03 million on $2.32 million of
total net revenues for the year ended Dec. 31, 2016, compared with
a net loss of $3.08 million on $1.94 million of total net revenue
for the year ended Dec. 31, 2015.


NEXTERA ENERGY: Fitch Rates Proposed $1.1BB Sr. Unsec. Bonds BB+
----------------------------------------------------------------
Fitch Ratings has assigned a long-term Issuer Default Rating (IDR)
of 'BB+' to Nextera Energy Operating Partners, LP (NEP Opco) and
affirmed the 'BB+' IDR for Nextera Energy Partners, LP (NEP). The
Rating Outlook is Stable. Due to strong legal ties, the IDRs of the
two entities are the same.

Fitch has also assigned a 'BB+/RR4' rating to the proposed $1.1
billion senior unsecured debt issuance at NEP Opco. This reflects
Fitch's view that the unsecured debt at NEP Opco will achieve
average recoveries in a default situation, and, hence, the rating
on the notes reflects zero notching from the IDR or the 'RR4'
Recovery Rating.

The proposed senior unsecured notes will be absolutely and
unconditionally guaranteed by NEP. The notes will also have an
upstream guarantee from Nextera Energy US Partners Holdings, LLC
(US Holdings), which is a subsidiary of NEP Opco. NEP Opco expects
to use the net proceeds from the issuance to repay all the
outstanding term loans and revolver borrowings at US Holdings
(Nextera Energy Canada Partners Holdings, LLC is a co-borrower on
the revolver), which total approximately $1.06 billion as of June
30, 2017.

NEP is a growth-oriented limited partnership formed by Nextera
Energy, Inc. (NEE, IDR A-/Stable) to acquire, manage and own
contracted clean energy projects with stable long-term cash flows.
As of June 30, 2017, NEP owned a controlling, non-economic general
partner interest and a 34.9% limited partner interest in NEP OpCo.
NEE equity owns 65.1% limited partner interest in NEP Opco. Through
NEP OpCo, NEP owns a portfolio of contracted renewable generation
assets consisting of wind and solar projects, as well as seven
contracted natural gas pipeline assets. Its current portfolio
consists of 23 renewable projects, which comprise 2.6 GW of wind
and 442 MW of solar generation capacity, and 4 billion cubic feet
per day (Bcf/day) of total pipeline capacity. Each of the wind and
solar projects sell their output and renewable energy attributes
under long-term (20 to 30 years) power purchase agreements with
creditworthy counterparties, which primarily comprise utilities,
electric co-operatives and independent electricity system
operators. The natural gas pipeline portfolio consists of seven
natural gas pipelines in Texas with 3 Bcf/day of firm contracted
capacity with creditworthy counterparties, which primarily comprise
large exploration and production companies and midstream
operators.

KEY RATING DRIVERS

Contractual Cash Flows and Asset Diversity
NEP's ratings are driven by relatively stable and predictable
nature of contracted cash flow generation at its limited recourse
project subsidiaries, the asset and geographic diversity of its
wind, solar and natural gas pipeline portfolio, and strong sponsor
affiliation with NEE, which is the largest renewable developer in
the U.S. Fitch believes the asset and geographic diversity of NEP's
portfolio and the long-term contractual nature of revenues provide
adequate visibility into the distributions that NEP receives from
its various project subsidiaries. Based on 2017 run-rate project
distributions, NEP's portfolio has 18-year remaining contract life
and an 'A-' weighted average counterparty credit rating (based on
Fitch's and other publically available ratings). The 2017 run-rate
project distributions to NEP are split as approximately 53% wind,
19% solar and 28% from natural gas pipelines. While the solar
portfolio is largely California based, the 18 wind projects are
geographically dispersed across 10 states in the U.S. and one
Canadian province. The pipeline portfolio has a weighted average
contract life of 13 years based on run-rate project distributions
to NEP. Fitch views the re-contracting risk associated with some of
the smaller pipelines as manageable. The volumetric risk comprises
less than 10% of the pipeline portfolio's total gross margin. Top 5
projects account for 47% of 2017 run-rate project distributions,
which include two pipeline projects, the 250 MW Genesis solar
project, and two wind projects financed with tax equity.

Target Holdco Leverage Ratio of 4.0x - 5.0x
The ratings of NEP and NEP Opco also take into account the
structural subordination of their debt to the substantial limited
recourse debt at the project level, which is typically sized to
achieve a low to mid 'BBB' rating. It also reflects management's
target NEP Debt/Parent Only FFO ratio of 4.0x - 5.0x.

Moving to an Unsecured Capital Structure
The proposed issuance of the $1.1 billion senior unsecured notes is
consistent with management's strategy of moving to an unsecured
capital structure and issue debt at the NEP Opco level. The current
debt is all secured and issued at the subsidiaries of NEP Opco,
consisting of bank term loans of $950 million that mature in 2018
to 2019 and $110 million of revolver borrowings, as of June 30,
2017. The secured debt will be fully repaid with the net proceeds
from the senior unsecured notes issuance. Other debt in the capital
structure consists of $300 million 1.5% convertible senior notes
due 2020, which were issued by NEP on Sept. 8, 2017. These notes
are guaranteed by NEP Opco on a senior unsecured basis and are,
therefore, pari passu with the new senior notes. Fitch does not
accord any equity credit to the convertible notes due to three-year
maturity and the senior guarantee. NEP has also entered into a
purchase agreement with institutional investors to sell $550
million series A convertible preferred units in a private
placement. Fitch will accord 50% equity credit to these units based
on Fitch's hybrid methodology, dated April 27, 2017, titled
'Non-Financial Corporates Hybrids Treatment and Notching Criteria,'
available at www.fitchratings.com.

Fitch expects NEP to issue debt and equity to fund its future asset
acquisitions such that NEP Debt/Parent Only FFO on a run-rate basis
is approximately 4.5x by 2019. Fitch defines Parent Only FFO as
project distributions less Holdco G&A expenses, fee for management
service agreement, credit fees and Holdco debt service costs. Fitch
expects Parent Only FFO to Interest Coverage ratio to be
approximately 4.0x in 2019 and the Payout Ratio (LP distributions
and Incentive Distribution Right fees divided by Parent Only FFO)
to be 83% in 2019.

Strong Sponsor Support Till Date
NEE currently controls 100% of NEP GP and owns approximately 65% of
the LP interest. The corporate governance changes announced in June
will result in NEE ceding control of NEP to the LP unit holders.
NEE established a Right of First Offer (ROFO) portfolio at the time
of NEP's IPO in 2014 under which Nextera Energy Resources (NEER),
the non-regulated generation subsidiary of NEE, offers to NEP an
identified set of solar and wind assets for purchase at market
prices. Aside from the drop down of 990 MWs at IPO, NEP has
purchased approximately 2.05 GWs of additional wind and solar
assets from NEER till date. NEE is the largest renewable developer
in the U.S. and had 13 GW of renewable assets in service (excluding
those sold to NEP) as of Dec. 31, 2016. The ROFO agreement runs
till July 1, 2020, and as of Dec 31, 2016, the ROFO pipeline stood
at 1.2 GW. NEE has demonstrated other forms of sponsor support. In
the fourth quarter of 2016, NEE implemented a structural
modification to the Incentive Distribution Rights fee structure
that lowers NEP's cost of equity and makes future acquisitions more
accretive to LP unitholders. NEE also provides to NEP its
management, operational and administrative services via various
service agreements and financial management services through a cash
sweep and credit support agreement. These agreements will continue
to exist subject to the determination by the new NEP Board. The
management service agreement (MSA) between NEE and NEP has a
20-year contract life and cannot be terminated, except for cause.
However, NEP's board will have the ability to oversee the MSA.

Variability of Wind Resource a Key Risk
Fitch views resource variability as a key risk factor for NEP since
renewable generation is intermittent. However, solar resource
availability has typically been strong and predictable in Fitch'
experience and geographical diversity of NEP's wind projects
mitigates wind resource variability to a large extent. Fitch has
used P50 to determine its rating case production assumption and P90
to determine its stress case production assumption. The Holdco
leverage metrics degrade by 30 basis points in the stress case as
compared to Fitch's rating case.

Project Debt Typically Sized for Investment Grade Rating
The limited recourse debt at the renewable projects is typically
sized to achieve a Debt Service Coverage Ratio (DSCR) > 1.2x and
generate a low to mid 'BBB' rating. Most recent DSCRs provided to
Fitch indicate that all the renewable projects financed with
project debt are performing well in excess of 1.2x. The natural gas
pipelines have DSCRs in 2.0x to 3.0x range. The debt typically
matures within the expiration date of the long-term contracts on
any project.

Robust Outlook for Wind and Solar Generation
Fitch believes the clarity on federal renewable tax subsidies,
State Renewable Policy Standards (RPS), customer demand for clean
energy, and improving economics will continue to drive wind and
solar growth in the U.S. NEE has a robust pipeline for new
renewable development and has outlined a target of 2.8 GW to 5.4 GW
of new wind and solar projects expected to come in service in 2017
to 2018. NEE is also repowering its older wind assets, where the
production tax credits have expired, and has outlined 2.1 GW to 2.6
GW of repowering opportunity through 2018. NEE has also identified
another 5.2 GW to 8.5GW of solar and wind opportunities, including
wind repowering, over 2019 to 2020. As a result, NEP should find no
scarcity of renewable assets to acquire from NEE or from third
parties. Through periodic acquisitions, Fitch believes NEP can meet
its 12% to 15% LP distribution growth guidance through 2022 and
continue to have a competitive cost of capital. Fitch's three-year
financial forecasts do not envisage diversification by NEP into
other asset classes and assumes future investments in its natural
gas pipeline assets to be modest.

Structural Tax Advantages
Even though NEP is a C corporation for U.S. federal income tax
purposes, it is not expected to pay meaningful federal income taxes
for at least 15 years because of Net Operating Losses (NOLs)
generated through the Modified Accelerated Cost Recovery System
(MACRS) depreciation benefits. NEP distributions up to an
investor's outside basis are expected to be characterized as
non-dividend distributions or return of capital for at least the
next eight years. This makes NEP competitive to Master Limited
Partnerships as a yield plus growth vehicle.

DERIVATION SUMMARY

Fitch views NEP portfolio of assets to be superior to those of
ContourGlobal (B+/Stable), which carry significant re-contracting
risk as well as political/regulatory risk in emerging markets.
Fitch views NEP's portfolio to be superior to AES' (BB-/Stable)
portfolio as well. AES is exposed to regulatory and volume risk at
its utilities, re-contracting and moderate commodity risks at its
power generation assets and modest foreign currency risk. AES
typically contracts the output of its power generation assets for
five to seven years as contract length on fossil-fueled power
generation assets has been getting shorter. In contrast, the
renewable generation assets are typically contracted for longer
durations, which can vary from 15 to 25 years. On the positive
side, AES' portfolio is large and more geographically diversified
than that of NEP. NEP's target holdco leverage of 4.5x compares
favorably with AES' projected holdco leverage of 5.5x and
ContourGlobal's projected holdco leverage of 5.0x

NEP's ratings are derived on a standalone basis and are not linked
to the ratings of NEE.

KEY ASSUMPTIONS

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

-- P50 scenario used for rating case wind and solar production
    assumption;
-- P90 scenario used for stress case wind and solar production
    assumption;
-- Acquisition of renewable assets in 2017, 2018 and 2019 to meet

    12% to 15% distribution growth. Asset acquisition metrics
    based on 8% to 11% five-year cash available for distribution
    yield at the project level;
-- Growth capex of $142 million at natural gas pipelines in 2017
    and none thereafter;
-- Convertible preferred issuance of $550 million in 2017
    (treated as 50% debt);
-- Growth capex and acquisitions financed with debt and equity
    such that the target capital structure is maintained.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action

NEP's IDR is capped at 'BB+' by structural subordination to the
limited recourse project debt, which is sized for a low- to
mid-'BBB' rating, and by the requirement to distribute a
substantial portion of cash available for distribution to its
unitholders.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action

-- Growth strategy underpinned by aggressive acquisitions and/or
    addition of assets in the portfolio that bear material
    volumetric, commodity, counterparty or interest rate risks;
-- Material underperformance in the underlying assets that lends
    variability or shortfall to expected project distributions;
-- Lack of access to equity markets to fund growth that may lead
    NEP to deviate from its target capital structure;
-- Holdco leverage ratio exceeding 5.0x on a sustainable basis.

LIQUIDITY

NEP had $128 million of cash on hand and $140 million availability
under the revolving credit facility as of June 30, 2017. NEP
generates strong FFO but typically distributes a high proportion of
the FFO to LP holders after netting the Incentive Distribution
Right fees. The growth capex associated with the natural gas
pipeline portfolios and future assets acquisitions are financed
through external debt and equity. As NEP grows, it is likely that
it may seek to expand the revolving facility to gain financial
flexibility.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings with a Stable Outlook:

Nextera Energy Operating Partners, L.P.
-- Long-Term IDR 'BB+';
-- Senior unsecured notes 'BB+/RR4'.

Fitch has affirmed the following ratings with a Stable Outlook:

Nextera Energy Partners, L.P.
-- Long-Term IDR at 'BB+'.


NEXTERA ENERGY: Moody's Rates $1.1BB Senior Unsecured Notes Ba1
---------------------------------------------------------------
Moody's Investors Service assigned a Ba1 senior unsecured rating to
NextEra Energy Operating Partners, LP's (NEP OpCo) $1.1 billion
senior unsecured note issuance. At the same time, Moody's affirmed
NextEra Energy Partners, LP's (NEP) Ba1 Corporate Family Rating
(CFR), Ba1- PD Probability of Default Rating (PDR) and SGL-2
speculative grade liquidity rating. The rating outlooks are
stable.

The proceeds from NEP OpCo's notes issuance are intended to be used
to repay $950 million of outstanding senior secured term loans at
NextEra Energy US Partners Holdings LLC (US Holdings) and
approximately $110 million outstanding as of June 30, 2017 under
NEP's revolving credit facility. When the term loans are repaid,
Moody's will withdraw the Ba1 rating assigned to a $50 million term
loan at US Holdings. The term loan is guaranteed by NEP OpCo. US
Holdings is an indirect, 100% owned subsidiary of NEP OpCo, whose
limited partner interests are owned 35% by NEP and 65% by NextEra
Energy, Inc. (NextEra, Baa1 stable). NEP owns a controlling,
non-economic general partner interest in NEP OpCo. NEP OpCo owns a
portfolio of contracted renewable generation assets across North
America.

Assignments:

Issuer: NextEra Energy Operating Partners, LP

-- $1.1 billion Senior Unsecured Notes due 2024 and 2027,
    Assigned Ba1 (LGD4)

Affirmations:

Issuer: NextEra Energy Partners, LP

-- Corporate Family Rating, Affirmed Ba1

-- Probability of Default Rating, Affirmed Ba1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

Outlook Actions:

Issuer: NextEra Energy Operating Partners, LP

-- Outlook, Assigned Stable

Issuer: NextEra Energy Partners, LP

-- Outlook, Remains Stable

RATINGS RATIONALE

The Ba1 rating of NEP OpCo's senior unsecured notes incorporates
both the overall probability of default reflected in the Ba1-PD
PDR, and an average family loss given default assessment, using
Moody's Loss Given Default Methodology. The Ba1 (LGD4 62%) rating
assigned to the senior unsecured notes is the same as NEP's Ba1 CFR
and reflects the fact that it is the predominant class of debt at
the holding company level. When US Holdings' term loan is repaid,
besides borrowings on NEP's senior secured revolving credit
facilities, all other debt is at the project level. The senior
secured credit facility lenders will have a higher claim in the
debt waterfall than holders of the senior unsecured notes. Any
additional unsecured debt, or debt issued at NEP or other entities
in the corporate structure, could have different ratings depending
upon considerations such as their security package, structural
subordination, and total debt outstanding.

NextEra Energy Partners L.P's (NEP) Ba1 Corporate Family Rating
(CFR) is underpinned by stable cash flows arising from a
diversified portfolio of renewable projects and gas pipelines with
an average contract life of over 18 years, as well as Moody's
expectations that leverage as measured by consolidated Debt/EBITDA
will not exceed 7.0x on a sustained basis. Upcoming governance
changes at NEP will have mixed credit implications, with features
that both strengthen its attractiveness to investors but which also
reduce the benefit that NEP receives from being a part of NextEra.

NEP's leveraged financial profile is a limiting factor to its
credit quality. NEP has a list of ROFO assets that currently totals
about 1,200 MW. Should NEP acquire these projects in the next few
years, Moody's expects that it would do so while maintaining
leverage that is below 7.0x on a Debt/EBITDA basis and CFO pre-WC /
debt in the range of 9-11%.

NEP has a well-diversified portfolio in several respects -- by
geography, by number of projects as well as by fuel. The company
has 2.6 GW of wind generation; 442 MW of solar generation; and 4
bcf/day of gas pipeline capacity spread over 23 projects and seven
pipelines. The projects are located in three broadly diversified
regions -- the west coast, the southern great plains and the upper
Midwest and Canada. All projects benefit from fixed price,
long-term contracts, most with strong investment grade
counterparties, with an average remaining life of about 18 years.

Our rating incorporates the risk that yieldcos continue to be an
emerging and as yet unproven business model, although NEP has been
a leader in equity performance among all listed yieldcos to date.
The sector still faces challenging capital market conditions,
especially equity pricing, which makes issuing equity on an
accretive basis difficult. The changes to NEP's incentive
distribution rights structure and other changes reflect an effort
to improve capital market access. These concerns are partly
balanced by the recognition that a lack of growth is not
necessarily credit negative for yieldcos, unless management seeks
to grow purely through the issuance of debt.

NEP's leveraged financial profile is a limiting factor to its
credit quality. NEP has a list of ROFO assets that currently totals
about 1,200 MW. NextEra has not at present indicated a desire to
add to this list. Should NEP acquire these projects in the next few
years, Moody's expects that it would do so while maintaining
leverage that is below 7.0x on a Debt/EBITDA basis and CFO pre-WC /
debt in the range of 9-11%.

NPV analysis of contract cash flows is an added component of
Moody's financial analysis for yieldcos, because Debt/EBITDA and
CFO pre-WC/Debt ratios look at one year's EBITDA or cash flow
relative to debt but do not fully capture the fact that yieldcos
have many years of contracted EBITDA. Specifically, for a given
level of annual Debt/EBITDA, the ratio does not distinguish between
a company with ten years of contracted cash flows from another with
15 or 20 years of average contract life, with the latter clearly
exhibiting a superior credit quality. An NPV analysis allows us to
capture the full extent of contracted cash flow, in comparison with
other rated yieldcos. Moody's expects that the NPV of unlevered
free cash flows to total consolidated debt for NEP will remain in
the range of 175% to 200% over the next few years, higher than
other rated yieldcos.

Liquidity

NEP's liquidity is adequate as indicated by its SGL-2 rating.
Moody's expects operating cash flow to cover all operating needs,
including dividend payments. NEP will need to access the capital
markets only to finance new project acquisitions. NEP has a $250
million secured revolving credit facility at the Holdings level
that is shared with NEP's Canadian subsidiary (of which $110
million outstanding as of June 30, 2017) and a $150 million
facility at the NET pipeline (which is largely utilized) and which
Moody's see as being dedicated to the pipeline project.

Moody's expects that NEP will raise long-term capital prior to
acquiring new assets, which implies a much lower need for liquidity
than other yieldcos. To the extent that NEP also chooses to use its
revolver to finance acquisitions, Moody's assumes that the revolver
will be upsized to appropriately incorporate the size of NEP's
business and its liquidity needs when the company begins operating
more independently of NextEra.

Outlook

The stable outlook reflects Moody's expectations for consistent and
predictable operations at NEP's diversified portfolio of projects
and that the company will maintain a financial profile in line with
Moody's parameters indicated above.

Factors that Could Lead to an Upgrade

An upgrade of NEP's rating is unlikely over the near term given the
governance changes that the company is undertaking, its plans for
growth going forward, and management's financial policy. However, a
higher rating is possible should NEP maintain its current strong
contractual profile and decrease leverage to less than 5x on a
Debt/EBITDA basis and generate CFO pre-WC / debt of at least 12% on
a sustained basis.

Factors that Could Lead to a Downgrade

A deterioration in NEP's contractual profile to incorporate shorter
tenors, weaker counterparties or merchant market exposure could
result in a lower ratings. Lower ratings may also result if
leverage as calculated by consolidated Debt/EBITDA increased to
over 7x on a sustained basis.

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.


NP HOLDINGS: Plan Outline Okayed, Plan Hearing on Oct. 19
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey is set to
hold a hearing on October 19 to consider approval of the Chapter 11
plan for NP Holdings, LLC.

The court had earlier approved the company's disclosure statement,
allowing it to start soliciting votes from creditors.  

The September 7 order required creditors to file their objections
and cast their votes accepting or rejecting the plan not less than
seven days before the hearing.

                     About NP Holdings LLC

Headquartered in Sea Isle City, New Jersey, NP Holdings, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No.
17-19083) on May 2, 2017, estimating its assets and liabilities at
between $500,001 and $1 million each.  

Judge Jerrold N. Poslusny Jr. presides over the case.  David A.
Kasen, Esq., at Kasen & Kasen represents the Debtor as bankruptcy
counsel.

On July 31, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan.


NUVERRA ENVIRONMENTAL: D. Heargreaves Suit Withdrawn from Mediation
-------------------------------------------------------------------
Magistrate Judge Mary Pat Thynge of the U.S. District Court for the
District of Delaware recommends that the matter captioned DAVID
HARGREAVES, Appellant, v. NUVERRA ENVIRONMENTAL SOLUTIONS, INC., et
al., Appellees, C. A. No. 17-1024-RGA (D.Del.) be withdrawn from
the mandatory referral for mediation and proceed through the
appellate process of this Court.

As a result of the court's initial review conducted on Sept. 11,
2017, the issues involved in this case are not amenable to
mediation and mediation at this stage would not be a productive
exercise, a worthwhile use of judicial resources nor warrant the
expense of the process. Prior attempts among the parties to resolve
this matter have been unsuccessful.

Since the parties are in agreement that this matter should be
withdrawn from mandatory mediation, no objections to this
Recommendation are anticipated.

The bankruptcy case is In re: NUVERRA ENVIRONMENTAL SOLUTIONS,
INC., et al., Chapter 11, Debtors. DAVID HARGREAVES, Appellant, v.
NUVERRA ENVIRONMENTAL SOLUTIONS, INC., et al., Appellees, Case No.
17-10949 (KJC) (D.Del.).

A copy of Judge Thynge's Recommendation dated Sept. 12, 2017, is
available at https://is.gd/5FTOEp from Leagle.com.

David Hargreaves, Appellant, represented by Steven K. Kortanek --
Steven.Kortanek@dbr.com --  Drinker Biddle & Reath LLP.

Nuverra Environmental Solutions, Inc., et al., Appellee,
represented by Pauline K. Morgan -- pmorgan@ycst.com -- Young,
Conaway, Stargatt & Taylor LLP, Jaime Luton Chapman --
jchapman@ycst.com -- Young, Conaway, Stargatt & Taylor LLP &
Kenneth John Enos -- kenos@ycst.com -- Young, Conaway, Stargatt &
Taylor LLP.

                  About Nuverra Environmental

Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.

Nuverra Environmental and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 17-10949) on May 1, 2017.
The Hon. Kevin J. Carey presides over the cases.  The Bankruptcy
Court approved Nuverra Environmental Solutions' Disclosure
Statement and concurrently confirmed its Amended Prepackaged
Chapter 11 Plan of Reorganization on July 25, 2017.  On Aug. 7,
2017, the Plan became effective pursuant to its terms and the
Company and its material subsidiaries emerged from the Chapter 11
cases.

Shearman & Sterling LLP served as bankruptcy counsel to the
Debtors, with the engagement led by Fredric Sosnick, Esq., Sara
Coelho, Esq., and Stephen M. Blank, Esq.  Young Conaway Stargatt &
Taylor, LLP, and Shearman & Sterling LLP, served as the Debtors'
co-counsel.

AP Services, LLC, acted as the Debtors' restructuring advisor.
Lazard Freres & Co. LLC and Lazard Middle Market LLC served as the
investment banker.  Prime Clerk LLC served as the claims and
noticing agent.  On May 19, 2017, the U.S. Trustee appointed an
official committee of unsecured creditors.  As of July 2017, David
Hargreaves has resigned from the Committee.  Kilpatrick Townsend &
Stockton LLP served as counsel and Batuta Capital Advisors LLC as
financial advisor to the Committee.  Landis Rath & Cobb LLP served
as Delaware counsel.


OASIS PETROLEUM: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B-
---------------------------------------------------------------
Egan-Jones Ratings Company, on June 28, 2017, raised the senior
unsecured ratings on debt issued by Oasis Petroleum Inc. to B- from
CCC+.

Oasis Petroleum Inc., headquartered in Houston, Texas, is an
independent E&P company with operations focused on Williston Basin
in North Dakota and Montana.


OBSIDIAN ENERGY: Egan-Jones Withdraws CCC+ Sr. Unsec. Debt Rating
-----------------------------------------------------------------
Egan-Jones Ratings Company, on June 29, 2017, withdrew the CCC+
senior unsecured ratings on debt issued by Obsidian Energy Ltd.

Obsidian Energy Ltd. is a mid-sized Canadian oil and natural gas
production company based in Calgary, Alberta.


OLIVER C&I: Dec. 13 Plan Confirmation Hearing
---------------------------------------------
Judge Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico approved Oliver C & I Corp.'s disclosure
statement referring to their chapter 11 plan filed on June 14,
2017.

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

Any objection to confirmation of the plan shall be filed on/or
before 14 days prior to the date of the hearing on confirmation of
the Plan.

A hearing for the consideration of confirmation of the Plan and of
such objections as may be made to the confirmation of the Plan will
be held on Dec. 13, 2017, at 09:00 A.M. at the Jose V. Toledo
Federal Building and US Courthouse, 300 Recinto Sur Street,
Courtroom 3, Third Floor, San Juan, Puerto Rico.

The Troubled Company Reporter previously reported that unsecured
creditors under the plan will be paid in full plus interest within
60 days from Effective date.

The Disclosure Statement is available at:

            http://bankrupt.com/misc/prb16-08311-77.pdf

                     About Oliver C & I Corp.

Oliver C & I Corp., based in Guaynabo, Puerto Rico, is a profit
corporation organized under the laws of Puerto Rico.  It was
incorporated on Dec. 17, 2003.  The Debtor is wholly owned by Maria
del Carmen Magraner Folch.  The Debtor's main assets are
participations in certain limited partnerships and the corporations
which serve as general partners of the limited partnerships.

The Debtor filed a Chapter 11 petition (Bankr. D.P.R. Case No.
16-08311) on Oct. 17, 2016.  The petition was signed by Max
Olivera, vice-president and treasurer.  The case is assigned to
Judge Mildred Caban Flores.  In its petition, the Debtor indicated
$29.94 million in total assets and $1.06 million in total
liabilities.

The Debtor is represented by Carmen D. Conde Torres, Esq., at C.
Conde & Assoc.  The Debtor employed Doris Barroso Vicens of RSM
Puerto Rico as its accountant; and Aurora Oti-Yvonnet of Villafane
& Oti, Certified Public Accountants, PSC, as its external auditor.


OPTIMUMBANK HOLDINGS: James Odza Quits as Bank CFO
--------------------------------------------------
James R. Odza resigned as chief financial officer of OptimumBank,
the wholly-owned subsidiary bank of OptimumBank Holdings, Inc.,
effective Aug. 31, 2017.  Mr. Odza's decision to resign was not the
result of any disagreement with the Bank or Company, according to a
Form 8-K report filed by the Company with the Securities and
Exchange Commission.

                 About OptimumBank Holdings

OptimumBank Holdings, Inc., headquartered in Fort Lauderdale, Fla.,
is a one-bank holding company and owns 100% of OptimumBank, a state
(Florida)-chartered commercial bank.  The Bank offers a variety of
community banking services to individual and corporate customers
through its three banking offices located in Broward County,
Florida.  The Bank has four wholly-owned subsidiaries primarily
engaged in holding and disposing of foreclosed real estate and one
subsidiary primarily engaged in managing foreclosed real estate.
The Company is subject to the supervision and regulation of the
Board of Governors of the Federal Reserve System.  OptimumBank is
subject to the supervision and regulation of the State of Florida
Office of Financial Regulation and the FDIC.  OptimumBank is a
member of the Federal Home Loan Bank of Atlanta.

Hacker, Johnson & Smith PA, in Fort Lauderdale, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, stating that the
Company is in technical default with respect to its Junior
Subordinated Debenture.  The holders of the Debt Securities could
demand immediate payment of the outstanding debt of $5,155,000 and
accrued and unpaid interest, which raises substantial doubt about
the Company's ability to continue as a going concern.

OptimumBank reported a net loss of $396,000 for the year ended Dec.
31, 2016, following a net loss of $163,000 for the year ended Dec.
31, 2015.  As of June 30, 2017, OptimumBank had $112.75 million in
total assets, $110.08 million in total liabilities and $2.67
million in total stockholders' equity.


ORBITAL ATK: Fitch Places BB+ IDR on Rating Watch Positive
----------------------------------------------------------
Fitch Ratings has placed Orbital ATK's (OA) 'BB+' Issuer Default
Ratings (IDR), 'BBB-/RR1' senior secured facilities, and 'BB+/RR4'
senior unsecured notes on Rating Watch Positive (RWP). The rating
actions are driven by the announcement that Northrop Grumman Corp.
(NOC; NYSE: NOC) plans to acquire OA in a cash and debt transaction
valued at approximately $9.2 billion comprised of $7.8 billion of
equity value and the assumption of $1.4 billion of OA's outstanding
debt. The deal is expected to be funded through approximately $6.8
billion of new debt and $1 billion of cash in addition to the
assumption of $1.4 billion of OA's debt. The transaction is
expected to close in the first quarter of 2018, subject to
approvals by the regulators and OA's shareholders.

KEY RATING DRIVERS

The RWP reflects Fitch's expectation that NOC's post acquisition
ratings may be higher than OA's current 'BB+' ratings. Fitch
currently rates NOC's IDR, senior unsecured credit facilities and
senior unsecured notes at 'BBB+ / Rating Watch Negative'. Fitch
expects NOC's leverage will be weak immediately following the
transaction but should return to stronger levels over 2-3 years as
OA is integrated and NOC realizes expected benefits including cost
synergies, a broader product line, larger scale, and pays down part
of its acquisition-related debt.

Fitch expects to resolve the rating watch after reviewing details
of the transaction and the full impact on the combined entity's
long term operating and credit profiles. Fitch could affirm the
NOC's ratings at 'BBB+' if it adopts a disciplined cash deployment
strategy that will reduce shareholder cash deployment and focuses
on deleveraging. Fitch anticipates the combined company will have
solid mid-single digit organic growth over the rating horizon;
however without sizable debt reduction, Fitch expects NOC's
leverage could remain weak for the current 'BBB+' ratings for the
foreseeable future. However, Fitch expects that a potential
downgrade, if any, of NOC's ratings post-acquisition will be
limited to one notch.

In OA's indentures governing the unsecured notes, the bondholders
have the right to require the company to purchase all or part of
the notes at 101% if there is a change of control. The company's
credit agreement also has a change of control clause that gives the
lenders the option to accelerate payment of the outstanding
borrowings and letters of credit under the company's credit
agreement. Fitch expects OA's existing debt will remain outstanding
after the transaction's close, and the ratings will likely be
aligned with NOC's ratings due to the level of integration of the
combined entity.

Fitch believes the rating and watch are supported by the company's
strong cash flow generation; diversified product portfolio; highly
technological offerings; and a favorable government spending
environment. Concerns for the rating and outlook include a weak
commercial launch environment; outstanding issues related to the
company's weaknesses in internal controls; and potential
integration risks at the combined entity.

DERIVATION SUMMARY

OA is a diversified defense contractor with a strong portfolio of
highly technological product offerings. The company has
historically generated EBITDA margins in the low to mid-teens,
which is generally in line with many of OA's A&D peers, including
NOC. OA's credit metrics have improved since the transformative
merger between Orbital and Alliant Techsystems, and spin-off of
Vista Outdoors, in calendar year 2015, although metrics remain
adequate for the 'BB+' rating. OA is generally smaller than its IG
peers, but generates strong free cash flow for its current rating,
which Fitch expects to exceed $200 million, despite being in the
middle of several program development cycles requiring capital
investment.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for stand-alone OA
include:

-- Low single digit revenue growth;
-- Steady EBITDA margins in the range of 14% to 15%;
-- Combined net share repurchases and dividend payments in the
    range of 70% to 90% of pre-dividend FCF;
-- Debt repayment will be limited to the scheduled term loan
    amortization;
-- The company will generate greater than $225 million FCF
    annually and FCF margin will remain within the range of 4% to
    6%;
-- Capital expenditures will fluctuate in the range of 4.0% to
    4.5% of revenues, annually;
-- OA will not make acquisitions in the near future;
-- Pension contributions will be a small portion of the company's

    cash deployment and will be less than 10% of FFO.

RATING SENSITIVITIES

The completion of OA's acquisition by NOC according to the current
terms may lead to an upgrade of OA's IDR, and long term ratings of
the company's senior secured credit facility and senior unsecured
notes. If the transaction is not completed, Fitch could affirm the
ratings.

Fitch does not anticipate taking a negative rating action in the
near future.

LIQUIDITY

As of July 2, 2017, OA had approximately $836 million of available
liquidity, comprised of $74 million of cash and $762 million of net
revolver availability after taking into account the company's $163
million letters of credit outstanding and $75 million of
outstanding revolver borrowings. Fitch considers this liquidity to
be adequate despite the relatively low cash balance compared to
many of its peers, as cash flows are often seasonal and the company
has sufficient revolver availability to mitigate risks associated
with such working capital swings.

The company has a straightforward capital structure, comprised of a
$1 billion senior secured revolving credit facility, $750 million
senior secured term loan A, and two issuances of senior unsecured
notes for $300 million and $400 million, due 2021 and 2023,
respectively. OA also has a favorable debt maturity schedule with
the term loan A's mandatory payments comprising approximately $40
million annually (payable quarterly), mitigating lower liquidity.

FULL LIST OF RATING ACTIONS

Orbital ATK

Fitch has placed the following ratings on Rating Watch Positive:
-- Long-Term IDR 'BB+;
-- Senior secured bank facilities 'BBB-/RR1';
-- Senior secured term loan ''BBB-/RR1';
-- Senior unsecured debt 'BB+/RR4'.


ORBITAL ATK: S&P Puts Ratings on Watch Pos Pending Northrop Deal
----------------------------------------------------------------
S&P Global Ratings placed all of its ratings on Orbital ATK Inc. on
CreditWatch with positive implications.

The CreditWatch placement follows Northrop Grumman Corp.'s
announcement that it will acquire Orbital ATK for $7.8 billion in
cash ($134.50 per share) plus the assumption of $1.4 billion of net
debt. S&P said, "We anticipate that the combined entity will have
stronger credit metrics than we would expect for a company that we
rate 'BB+'.

"We expect to resolve the CreditWatch positive placement when the
transaction closes, which the companies expect will happen in early
2018."


PALOMAR HEALTH: Fitch Cuts 2007/2009/2010 GO Bonds Rating to BB+
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' Issuer Default Rating on
Palomar Health (PH, or the district) and the 'BB+' rating on PH's
outstanding revenue bonds. The Rating Outlook has been revised to
Positive from Stable.

In addition, Fitch has downgraded the rating on the series 2007A,
2009A, and 2010A general obligation (GO) bonds to 'BB+' from 'A+'.
The bonds are removed from Rating Watch Evolving and the Rating
Outlook is Positive.

Fitch has also affirmed the 'AAA' rating and Stable Outlook on the
series 2016A&B GO bonds based on pledged special revenue analysis.

SECURITY

PH's GO bonds are payable from an unlimited ad valorem property tax
that was approved by the voters in the district in a 2004 election.
The revenue bonds are secured by a gross revenue pledge of the
obligated group (OG). Gross revenues exclude property tax revenue.
The OG consists of PH's acute care facilities as well as other
healthcare related entities and will include Arch Health Partners
(AHP), a medical foundation, as of fiscal 2018 (June 30 year end).

KEY RATING DRIVERS

SUSTAINED STRONG OPERATING PERFORMANCE: The Outlook revision to
Positive from Stable reflects PH's sustained improved operating
performance with strong profitability for its rating level. This
level of performance is expected to continue due to expected
benefits from the full closure of its downtown campus, which should
aid liquidity growth.

CONSOLIDATION OF SERVICES: PH announced in June 2015 that it would
close its downtown campus in Escondido, which Fitch views favorably
and believes should result in meaningful annual savings as it will
allow better resource allocation within the system. The transition
and consolidation of the programs from the downtown campus to PH's
other two campuses has been delayed, but despite this delay,
operating performance was strong the last two years due to PH's
focus on performance improvement initiatives. Once the full
consolidation is complete (now expected in June 2018), further
annual savings are expected.

GOOD MARKET POSITION: PH's location in North San Diego County is a
main credit strength. Fitch believes PH is an attractive partner in
any plans to develop a larger regional network and delivery model
that is able to manage population health. In addition, PH has
significantly invested in its medical foundation, AHP, which
provides a primary care base that will be integral in care
coordination.

ADEQUATE LIQUIDITY: PH's liquidity is adequate for the rating level
but expected to improve and be more in line with the rating after
the sale of the downtown campus, manageable capital needs, and
continued strong operating cash flow. Liquidity is expected to be
closer to levels more in line with a 'BBB-' rating over the next
two years.

PLEDGED SPECIAL REVENUE ANALYSIS: Fitch rates the district's GO
refunding bonds series 2016A and 2016B 'AAA' based on a dedicated
tax analysis without regard to district or hospital financial
operations. Fitch has been provided with legal opinions by district
counsel that provide a reasonable basis for concluding that the tax
revenues levied to repay the bonds would be considered pledged
special revenues in the event of a district bankruptcy.

CERTAIN GO BONDS DOWNGRADED: Absent comparable legal opinions for
certain outstanding GO bonds, Fitch has downgraded those bonds'
ratings to the district's IDR as these outstanding GO bonds would
not be protected by a pledge of the special revenues, leaving them
subject to the automatic stay in the unlikely event of district
insolvency.

STRONG ECONOMIC RESOURCE BASE: The economic resource base
supporting the district's GO bonds is strong, diverse, and growing.
The tax base grew 200% between fiscal years 1999 and 2018. The
unlimited nature of the tax offsets any concern about tax base
volatility.

RATING SENSITIVITIES

IMPROVED LIQUIDITY: The continuation of solid operating performance
and improved liquidity would likely result in upward rating
movement of the 'BB+' rating over the next one to two years.

TAX BASE DRIVES GO SECURITY RATING: The district's 'AAA' rating on
the GO refunding bonds, series 2016A and 2016B, could come under
downward pressure in a significant and long-lasting decline in the
district's tax base and economy, which Fitch considers unlikely.

CREDIT PROFILE

PH is California's largest local health care district, serving
approximately 539,000 residents over approximately 800 square miles
of northern inland San Diego County. The service area is primarily
residential, with some light industrial and commercial activity.

PH owns and operates two hospitals in northern San Diego County:
288-bed Palomar Medical Center (PMC) in Escondido that opened in
August 2012 and 107-bed Palomar Medical Center Poway; as well as a
downtown campus hospital that is currently in transition to close.
PH also has Villa Pomerado - a 129-bed skilled nursing facility
that is located adjacent to Palomar Medical Center Poway.

In June 2015, PH announced that it would close its Palomar Health
Downtown campus (295 licensed beds), and the majority of services
have been transitioned to the other two facilities. The remaining
services at the downtown campus include behavioral health, acute
rehab, and radiation therapy. The delay in the full closure of the
downtown campus is due to the state regulatory process related to
construction approvals as there are construction needs to
accommodate the consolidated services.

Arch Health Partners (Arch) is a medical foundation with 60 FTE
physicians in eight clinic locations. Arch joined the OG in August
2017 but this did not impact Fitch's analysis, since Fitch has
historically evaluated PH's consolidated results which include
Arch. Fitch notes that Arch's performance has stabilized after a
period of very high losses due to new leadership and governance as
well as integration with PH.

Fitch's financial analysis is based on the consolidated entity and
excludes the GO bonds and related property tax revenue and interest
expense, since the GO debt is self-supporting. Total operating
revenue in fiscal 2017 (June 30 year end; draft audit) was $803
million.

SUSTAINED STRONG OPERATING PERFORMANCE

PH has been on a performance improvement pathway that has resulted
in operating EBITDA margins in the 9% range the last two years.
This is drastically different from fiscal 2013 when the
organization was in a turnaround situation due to large losses
related to challenges with the transition to the new facility,
which opened in August 2012. Ongoing operational improvement
initiatives are in the areas of patient throughput, supply savings,
revenue cycle, and process improvement. Operating EBITDA margin was
9.1% in fiscal 2017 and 9.7% in fiscal 2016. There are labor
pressures as the current nurses union is in negotiations on a new
contract. The fiscal 2018 budget is conservative and PH has
historically exceeded budget. The fiscal 2018 operating EBITDA
margin budget is 9% (excluding Arch). Performance in fiscal 2019 is
expected to further improve with the full closure of the downtown
campus and only $7 million of the estimated $19 million-$20 million
of annualized savings has been realized to date.

PH has several strategic partnerships with other providers
including Rady Children's (revenue bonds rated 'AA') to provide
pediatric and NICU services, Kindred Rehab to manage acute rehab
services, and Kaiser (revenue bonds rated 'A+') to provide
guaranteed hospital bed capacity at PMC for Kaiser health plan
members.

ADEQUATE LIQUIDITY

As of June 30, 2017, unrestricted cash and investments totaled
$223.7 million, which equated to 106.9 days cash on hand (DCOH) and
37.7% cash to debt, which has steadily improved from a low in
fiscal 2013.

PH's DCOH covenant calculation excludes interest expense from total
expenses, and the bond covenant calculation for fiscal 2017 (which
also excludes AHP) was 121.8 days, above the 80 DCOH covenant for
the series 2006 insured bonds (65 DCOH covenant for uninsured
bonds). Capital spending is manageable at around $30 million a year
given the new facility and all seismic requirements have been met.

HIGH DEBT BURDEN RELATIVE TO OPERATIONS

As of June 30, 2017, total debt outstanding was $1.2 billion and
included $593.3 million of revenue bonds and $629.8 million of GO
bonds. The revenue bonds are 70% fixed-rate and 30% variable-rate
(auction mode; series 2006). PH has three fixed payor interest rate
swaps with Citi related to the series 2006 bonds and the swaps are
insured by Assured Guaranty. There are currently no collateral
posting requirements, but if Assured Guaranty's rating falls below
the 'A' category, collateral posting would be required at a zero
threshold. In addition, there is an additional termination event if
Assured Guaranty's rating falls below 'BBB'. The mark-to-market
value on the swap as of June 30, 2017 was negative $26.5 million.

Maximum annual debt service (MADS) on the revenue bonds dropped to
$39.8 million from $41.4 million as a result of the savings from
the series 2016 refunding. Aggregate debt service is level and
drops in the out years to $21 million in 2041 and final maturity in
2042. Fitch's MADS coverage calculation was 1.8x in fiscal 2017
compared to 2x in fiscal 2016. Per bond covenant calculation
(fiscal 2017 last year excluding Arch), debt service coverage was
2.2x for fiscals 2017 and 2016.

PROPERTY TAX REVENUE

As a California hospital district, PH receives unrestricted
property tax revenues from a fixed share of the 1% property tax
levied by the County of San Diego on all taxable real property in
PH's boundaries that can be used for operations or capital
improvements. PH received $15.9 million and $15.1 million in
unrestricted property tax revenues in fiscal 2017 and 2016,
respectively. This tax revenue is included in other operating
revenue (accounted for 2% of total revenue). PH also receives ad
valorem tax revenues generated by the separate voter-approved tax
levy that is solely used for the payment of principal and interest
on PH's GO bonds.

'AAA' RATING REFLECTS PLEDGED SPECIAL REVENUES

The specific features of the GO refunding bonds, series 2016A and
2016B, meet Fitch's criteria for rating special revenue obligation
debt without consideration of the district's general credit
quality. Fitch believes bondholders are effectively insulated from
hospital operations risk as expressed in its IDR.

Fitch sets a high bar for considering local government
tax-supported debt to be secured by special revenues, which provide
security that survives the filing of a municipal bankruptcy (in
preservation of the lien) and benefit from relief from the
automatic stay provision of the bankruptcy code. Fitch gives credit
to special revenue status only if, in its view, the overall legal
framework renders remote a successful challenge to the status of
the debt as secured by special revenues under Section 902 (2)(e) of
the U.S. Bankruptcy Code.

Fitch has identified a number of elements it considers sufficient
to reduce the incentive to challenge the special revenue status
given the definitions outlined in the bankruptcy code. These
include clear restrictions on the use of pledged revenues for
identified projects and clear separation from the entity's
operations. Fitch has undertaken an extensive review of the
statutory provisions that govern the use of the pledged property
tax revenues. Those provisions, along with the legal documents
governing the bond issuance, provide sufficient strength for Fitch
to rate the district's GO bonds higher than its IDR.

As a result, Fitch analyzes the GO refunding bonds, series 2016A
and 2016B, as dedicated tax bonds. This analysis focuses on the
district's economy, tax base, and debt burden without regard to the
IDR. Fitch typically calculates the ratio of available revenues to
debt service for dedicated tax bonds, but the unlimited nature of
the tax rate pledge on the district's bonds eliminates the need for
such calculations.

OUTSTANDING GO LACKS PLEDGE

The district's bond counsel has determined that it cannot opine
that the district's outstanding GO bonds election of 2004, series
2007A, 2009A, and 2010A, are secured by a pledge of special
revenues. Therefore, Fitch downgrades the rating on these bonds to
the district's IDR as these outstanding GO bonds would not be
protected by a pledge of the special revenues, leaving them subject
to the automatic stay upon a potential insolvency of the district.
Absent an opinion that the tax revenues constitute pledged special
revenues under Chapter 9, the series 2007A, 2009A and 2010A GO
bonds cannot be rated distinct from and higher than the IDR.

GROWING TAX BASE

The district's tax base is strong, having grown 200% between fiscal
years 1999 and 2018. An almost 6% recessionary decline through
fiscal 2013 has been more than offset by a strong 30% rebound
through fiscal 2018 when taxable assessed valuation (TAV) nearly
reached $80 billion.

The ability to make debt service payment is unlikely to be reduced
by expected cyclical variations in the tax base and economy. The
district's service area retains good potential for long-term growth
due to its location, availability of relatively affordable land for
development, and a growing labor force. There is no taxpayer
concentration; the top-10 property taxpayers collectively accounted
for less than 3% of fiscal 2018 TAV. Approximately three quarters
of the tax base is residential.

Tax rates are low and unlikely to rise to a level that would
pressure the rating even under relatively severe stress scenarios.
The general tax rate of 1% of TAV is capped by Proposition 13 and
cannot be increased. The total levy, including debt service
overrides for the district and overlapping jurisdictions, is low
and varies automatically with debt service and TAV changes. Fitch
considers the tax base to be very unlikely to suffer losses that
would meaningfully erode repayment capacity.

While wealth levels within the district vary considerably, all
residents are well located to benefit from employment opportunities
in the growing, diverse economies of both San Diego and southern
Orange Counties.

In fiscal 2016, the district's estimated overall debt burden was
moderate at just over 10% of personal income. Direct debt
amortization is slow at approximately 39% within 10 years (when
interest, including accreted interest on the district's capital
appreciation bonds, is included). The district's current GO bond
authorization is exhausted, and the district has no plans to seek
voter authorization for additional GO bonding capacity.

VARIATION FROM PUBLISHED CRITERIA

Fitch applied a variation to its 'U.S. Public Finance Tax-Supported
Rating Criteria' in assigning the security rating above PH's IDR.
Even though bondholders have a claim on general revenues of the
district, the presence of the statutory lien serves as an effective
mitigant, resulting in an overall structure that Fitch believes
sufficiently reduces the incentive to challenge the bonds' special
revenue status under 902(2)(E) in a bankruptcy. Statutory liens
survive bankruptcy filing in the same way that special revenue
status would.

Fitch rates the following bonds 'BB+'/ Positive Outlook:

-- $246,750,000 COPs series 2016;
-- $163,365,000 COPs series 2010;
-- $180,000,000 COPs series 2006A-C;
-- $64,916,679 GO bonds election of 2004 series 2010A;
-- $110,000,000 GO bonds election of 2004 series 2009A;
-- $66,083,319 GO bonds election of 2004 series 2007A

Fitch rates the following bonds 'AAA'/Stable Outlook:
-- $48,520,000 GO refunding bonds series 2016A;
-- $164,450,000 GO refunding bonds 2016B.


PAROLE BESTGATE: Non-Insider Unsecureds Payment Reduced to 50%
--------------------------------------------------------------
Parole Bestgate, LLC, filed with the U.S. Bankruptcy Court for the
District of Maryland a disclosure statement for their second
chapter 11 plan of reorganization, dated Sept. 11, 2017.

Class 2 under the latest plan consists of the creditors holding the
Allowed General Non-Insider Unsecured Claims. These claims will
only be paid 50%.

Class 3 consists of the creditors holding Insider Unsecured Claims.
The holders of these claims have waived their right to payment and
are Impaired under the Debtor's plan. They are deemed to have
rejected the Plan.

The funds necessary to pay all Allowed Claims and Allowed Equity
Interests will be derived from the Purchase Price, operations of
the Debtor's business, and the Debtor's Cash. The Debtor has
entered into a purchase agreement, in which the Annapolis, Maryland
Property will be sold as part of the Debtor's Plan and the transfer
of the Property shall be exempt from transfer and recordation taxes
in accordance with Section 1146(a) of the Bankruptcy Code.

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

     http://bankrupt.com/misc/mdb16-11840-190.pdf

                 About Parole Bestgate LLC

Parole Bestgate LLC owns and operates a commercial office building
located in Annapolis, Maryland.

James Joseph Sokolis filed an involuntary Chapter 11 petition for
Parole Bestgate LLC (Bankr. D. Md. Case No. 16-11840) on Feb. 17,
2016.  The case is assigned to Judge David E. Rice.  On March 29,
2016, the Court entered an order for relief in the Chapter 11
case.

The Debtor is represented by Michael J. Lichtenstein, Esq. and
Megan A. Raker, Esq., at Shulman, Rogers, Gandal, Pordy & Ecker,
P.A., of Potomac, Maryland.


PENINSULA AIRWAYS: Wants to Enter into Aircraft Lease with Montrose
-------------------------------------------------------------------
Peninsula Airways, Inc., doing business as PenAir, asks the U.S.
Bankruptcy Court for the District of Alaska to authorize it to
enter into an aircraft lease covering one Saab 2000 Aircraft with
Montrose Global LLP, on the terms of the Operating Lease of One
Saab Aircraft.

Montrose Global is currently a lessor to the Debtor on four Saab
340B Aircraft.  The Debtor currently leases all of its four Saab
2000 aircraft from Jetstream and its affiliates.  Those are
straight leases at $80,000 per month.

Under the proposal, the lease payments are $45,000 per month, with
a purchase option schedule set forth in the proposal.  At any time
during the lease, the option to purchase can be exercised.  The
option price is approximately $3 million at the beginning of the
lease, and is lower for each succeeding month, until month 120, at
which time the option price is zero.  The lease is therefore
essentially a purchase of the aircraft.

The Saab 2000 proposed to be leased is comparable to the four Saab
2000's currently in the Debtor's fleet.  The disparity in the
monthly payments, combined with the buildup of equity, makes the
proposed Saab 2000 lease an attractive alternative.  The Debtor
estimates that the imputed interest rate on the lease payments is
approximately 13%.  This is relatively high interest rate, but the
Debtor is willing to pay this imputed rate because it has an
immediate need to acquire the aircraft, and because the option to
purchase the aircraft can be made at any time.

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

     http://bankrupt.com/misc/Peninsula_Airways_138_Sales.pdf

                    About Peninsula Airways

Founded in 1955 by Orin Seybert in Pilot Point, Alaska, Peninsula
Airways, Inc., doing business as PenAir, is one of the oldest
family owned airlines in the United States and is Alaska's second
largest commuter airline.  Its main base is Ted Stevens Anchorage
International Airport, with other hubs located at Portland
International Airport in Oregon, Boston Logan International Airport
in Massachusetts and Denver International Airport in Colorado.
PenAir currently has a code sharing agreement in place with Alaska
Airlines with its flights operated in the state of Alaska as well
as all of its flights in the lower 48 states appearing in the
Alaska Airlines system timetable.

Peninsula Airways filed a Chapter 11 petition (Bankr. D. Alaska
Case No. 17-00282) on Aug. 6, 2017.  The petition was signed by
Daniel P. Seybert, its president.  At the time of filing, the
Debtor estimated assets and liabilities ranging from $10 million to
$50 million.

The case is assigned to Judge Gary Spraker.  

Cabot C. Christianson, Esq., at the Law Offices of Cabot
Christianson, P.C., is serving as bankruptcy counsel to the Debtor.
Dawson Law Group, LLC, is the Debtor's special counsel.

The official committee of unsecured creditors formed in the case
retained Erik LeRoy, P.C., as counsel.


PET CAFE: Discloses Change in Ownership Percentage of Shareholders
------------------------------------------------------------------
Pet Cafe, Inc. disclosed a change in ownership percentage of the
company's major shareholders in its latest plan to exit Chapter 11
protection.

According to the latest restructuring plan, Lisa Councilman will
increase her equity interest in the newly reorganized company from
25% to 49.9%.  Meanwhile, Eli Kamholtz will no longer manage the
reorganized company but will hold, together with his mother, Pnina
Kamholtz, a 51.1% equity interest.

The latest plan also changed the status of 411 Master Mind, LLC,
from "impaired" to "unimpaired;" and the monthly payment to
Business Financial Services from 2% of the monthly credit card
receivables to 4%.  The plan also increased the total amount paid
to 100% of BFS' claims of $219,000, according to the company's
latest disclosure statement filed on September 7 with the U.S.
Bankruptcy Court for the Southern District of Florida.

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

                       About Pet Cafe Inc.

Pet Cafe, Inc. was formed on July 14, 2008.  The Debtor owns and
operates Caffe Martier, an upscale casual restaurant that serves
Mediterranean fusion food.  The cafe opened in its present form in
the spring of 2014 and is located at 411 East Atlantic Avenue,
Delray Beach Florida 33483.

Pet Cafe, Inc. dba Caffe Martier filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 16-26067) on Dec. 1, 2016.  The petition
was signed by its Chief Operating Officer, Eli R. Kamholtz.  At the
time of filing, the Debtor disclosed that it had estimated assets
of less than $50,000 and liabilities of less than $1 million.

Judge Paul G. Hyman, Jr. presides over the case.  The Debtor is
represented by Chad Van Horn, Esq., at Van Horn Law Group, P.A.  

No creditors' committee, trustee or examiner has been appointed.

On June 19, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


PETSMART INC: S&P Lowers CCR to 'B' on Weakening Credit Metrics
---------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Phoenix-based specialty PetSmart Inc. to 'B' from 'B+'.  The
outlook is negative.  

S&P said, "In conjunction with the lower corporate credit rating,
we lowered our issue-level ratings on the company's debt. We
lowered the issue-level rating on the $4.3 billion first-lien term
loan due 2022 to 'B' from 'B+'. The '3' recovery rating is
unchanged and indicates our expectation for meaningful (50%-70%;
rounded estimate: 65%) recovery in our default scenario.  

"We lowered the issue-level rating on the company's $1.35 billion
senior secured notes due 2025 to 'B' from 'B+'.  The recovery
rating on these secured notes remains '3', indicating our
expectations for meaningful (50%-70%; rounded estimate: 65%)
recovery in our default scenario.

"We also lowered our issue-level rating on the $1.9 billion senior
unsecured notes due 2023 and the $650 million senior unsecured
notes to 'CCC+' from 'B-'. The '6' recovery rating is unchanged,
reflecting our expectation for negligible (0%-10%; rounded
estimate: 0%) recovery.

"The downgrade on PetSmart reflects our lower expectation for
profits and cash flows that will delay the anticipated improvement
in credit metrics. Factors contributing to our downward revisions
include greater competition in the pet retailing space with mass
retailers and other online retailers competing aggressively for pet
food market share. We also think management turnover will
complicate operational and acquisition execution. The company
reported soft same-store sales in second quarter 2017 of about
negative 5%, and we expect sales comparisons to remain weak for the
next year. We also expect debt to EBTIDA to remain in the high-7x
area in the next several quarters and interest coverage around
mid-2x. Weak performance trends and credit metrics are partly
mitigated by PetSmart's diversified sales channel and good cash
flow generation that should still allow for modest debt reduction,
though somewhat less than we previously anticipated.   

"The outlook is negative and reflects the risk that operating
performance could deteriorate more than our current forecast,
causing leverage to stay at elevated levels in the high-7x area and
EBITDA coverage in mid-2x area. We think underperformance could
come from stiff competition from e-commerce, mass and other
retailers including supermarkets, or prolonged meaningful price
discounting at Chewy's to attractive new customers, which reduces
consolidated profits and further weakens credit metrics.

"We could lower the rating if competitive pressures and continued
softness in same-store sales cause meaningful profit and cash flow
declines, further reducing prospects for potential deleveraging. In
this instance, we would expect to see interest coverage to decline
to about 2x and cash flows declining to about $300 million or less.
We could also see negative same-store sales sustained at the 5%
area and a 50- to 75-basis-point decline in EBITDA margins.

"We could revise the outlook back to stable if the combined
companies' performance exceeds our expectations. In this scenario,
performance improves to slightly positive same-store sales, debt to
EBITDA sustained under 7x and we believe the company will not
pursue meaningful debt-funded dividend or acquisition over the next
12 months. In this case, PetSmart capitalizes on its leading market
share coupled with Chewy's growing online penetration to achieve
good performance improvement with modest strengthening in EBITDA
margins."


PHILADELPHIA HEALTH: Quality of Care Adequate and Stable, PCO Says
------------------------------------------------------------------
David N. Crapo, the patient care ombudsman for North Philadelphia
Health System, filed a fourth report regarding the quality of care
provided by the Debtor.

Based on an exhaustive analysis of multiple sources of information
regarding the current performance of NPHS and its existing
structures and policies and procedures, the PCO reports that the
mental and behavioral health facility continues to provide the same
level of patient care and safety it historically provided since
before NPHS's Dec. 30, 2016, bankruptcy filing. Moreover, that
level of patient care and safety are adequate and stable.

Additionally, adequate systems are in place to monitor the quality
of patient care and safety at NPHS and to respond to any
shortcomings. The minutes of the various committee meetings reflect
that NPHS is generally on top of the patient care and safety issues
and responds to them promptly. Further, the pre-closing due
diligence of the buyer will provide another set of "eyes" on the
situation at NPHS's facilities. NPHS also enjoys the benefit of a
loyal and competent workforce who see their primary focus as the
care and safety of their patients. The loyalty and competence of
the workforce should serve as an additional break against a sudden
decline in the quality of patient care and safety, as well as an
expeditious source of notice of any problems.

In addition to being loyal and competent, the PCO notes that the
NPHS's workforce has remained reasonably stable for some time and
has remained so in the four months since the bankruptcy filing.
However, like many debtors in bankruptcy, NPHS is facing continued
employee attrition, as well as increased difficulty in recruiting
new employees. NPHS's finances are tight. The situation at NPHS is,
therefore, very fragile. Consequently, although the challenges
currently faced by NPHS have not negatively impacted patient care
and safety, negative impacts on both are possible absent an
expeditious resolution of this case.

Because patient care and safety are not likely to be compromised in
the near future, however, the PCO does not recommend any remedial
action or external intervention at this time regarding additional
monitoring of clinical or administrative matters at NPHS.

In his Third Report, the PCO related the same observation: that the
mental and behavioral health facility continues to provide the same
level of patient care and safety it historically provided since
before NPHS's December 30, 2016 bankruptcy filing and its workforce
has remained loyal, competent, and reasonably stable for some time
and has remained so in the four months since the bankruptcy
filing.

A full-text copy of the PCO's Third Report dated July 12, 2017, is
available at:

             http://bankrupt.com/misc/paeb16-18931-443.pdf

A full-text copy of the PCO's Fourth Report dated Sept. 13, 2017,
is available at:

             http://bankrupt.com/misc/paeb16-18931-533.pdf

             About North Philadelphia Health System

North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center
located Philadelphia, Pennsylvania.

North Philadelphia Health System sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-18931) on Dec.
30, 2016.  The petition was signed by George Walmsley III,
president & CEO.  The Debtor estimated assets and liabilities at
$10 million to $50 million.

The case is assigned to Judge Magdeline D. Coleman.

The Debtor hired Martin J. Weis, Esq. at Dilworth Paxson LLP as
counsel; John D. Kutzler, Esq. at Buzby & Kutzler, Attorneys at
Law, as special counsel; and SSG Advisors as investment banker.


PILGRIM MEDICAL: Sues Insurers, Attys. Over $1M Discrimination Case
-------------------------------------------------------------------
Bill Wichert of Bankruptcy Law360 reports that Pilgrim Medical
Center and its medical director, Dr. Nicholas Campanella, filed a
malpractice lawsuit in New Jersey state court against insurer
Merwin & Paolazzi Insurance Agency Inc. and attorneys Orestis N.
Kotopoulous and Michael Zalenski.

Pilgrim Medical alleded that the insurer failed to cover an October
2013 pregnancy discrimination lawsuit filed against them by 3
former employees, Law360 relates.

Pilgrim Medical added that the attorney defendants also separately
handled the ligitation, Law360 adds.

Ultimately, Pilgrim Medical asserted that 2015 award judgment of
$1.1 million against them forced them to file for bankruptcy,
Law360 cites.

The case is Pilgrim Medical Center and Nicholas Campanella, M.D. v.
Michael Zalenski Esq. et al., case number L-5828-17, in the
Superior Court of New Jersey, County of Essex.

                 About Pilgrim Medical Center

Pilgrim Medical Center, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 16-15414) on March 22,
2016.  The petition was signed by Nicholas V. Campanella,
shareholder.  The Debtor estimated under $50,000 in assets and
debts of $1 million to $10 million.  The case is assigned to Judge
Stacey L. Meisel.  David L. Stevens, Esq., at Scura, Wigfield,
Heyer & Stevens, LLP, serves as counsel to the Debtor.


PIONEER HEALTH: Has Until September 30 to File Chapter 11 Plan
--------------------------------------------------------------
Judge Neil P. Olack of the U.S. Bankruptcy Court for the Southern
District of Mississippi entered an agreed order extending until
September 30, 2017, the exclusive period during which Pioneer
Health Services, Inc., and its debtor affiliates may file a
disclosure statement and a confirmable plan of reorganization.

Judge Olack directed the Debtors to (a) submit to the U.S. Trustee
all bank account statements for the Regions Bank Account Number
ending in No. 8711; (b) file with the Court and submit to the U.S.
Trustee their July 2017 monthly operating reports; and (c) remain
current thereafter on filing their MORs with the Court and
submitting the MORs to the U.S. Trustee.

Judge Olack further ordered that on or before September 22, 2017,
the Debtors will take all necessary steps to restyle all savings
accounts under the control of counsel for the Debtors-in-Possession
in accordance with the U.S. Trustee's Chapter 11 Operating
Guidelines and Reporting Requirements, and the Debtors will ensure
that the appropriate Debtor's Tax ID Number is associated with each
account.

The Troubled Company Reporter has previously reported that the
Debtors sought exclusivity extension, contending that exit strategy
negotiations are still underway and will continue throughout the
month of August between and among the Debtor, the Internal Revenue
Service, Capital One National Association, the Official Committee
of Unsecured Creditors and other constituents in these cases as the
parties are undergoing extensive efforts to reach a consensual exit
strategy and plan.

At this stage of the Debtors' Chapter 11 case:

     (a) the Debtors have sold the Oneida, Tennessee hospital; the
hospital in Stokes County, North Carolina; the wholly-owned
subsidiary Rural Solutions, LLC;

     (b) the sale for the hospital in Monroe County, Mississippi,
has been approved by a bench opinion and a pending sale for the
hospital in Early County, Georgia;

     (c) Pioneer Health has filed a motion to approve the bid
procedures with respect to its hospital in Patrick County,
Virginia, and those negotiations and discussions appear to have
been revived so that the motion for Bid Procedures can go forward;

     (d) extensive negotiations and discussions have been underway
for some period of time with respect to the sale of its Medicomp
assets and the "PHS corporate" assets as well; and

     (e) Pioneer Health has collected substantial sums of money
from the sales of hospitals and certainly its accounts receivable,
which are invested in savings accounts under the control of counsel
for the Debtor-in-Possession.

However, the Debtors said the sales of the remaining assets have
not been approved by the Court, much less consummated or closed,
substantial executor contracts and unexpired leases have not been
assumed or rejected, significant lien priority issues exist that
have not yet been determined and litigation regarding them has not
yet been initiated.  According to the Debtors, there are still
numerous other open issues that are likely to be resolved in this
liquidation of assets setting in the relatively near future.

Moreover, the Court has entered its order extending the so-called
challenge period regarding many issues that exist as between and
among the Debtor, the Internal Revenue Service, Capital One
National Association and the Official Committee of Unsecured
Creditors.  The Debtors will be preparing extensive information, at
the request of the parties, as to various accounts receivable
positions and amounts at numerous times prior to the filing of the
Petitions in these cases.  That compilation will not be completed
until mid to late August, according to the Debtors.

                  About Pioneer Health Services

Pioneer Health Services, Inc., and its debtor-affiliates, including
Medicomp Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D.
Miss. Lead Case No. 16-01119) on March 30, 2016.  Pioneer Health
Services of Early County, LLC, commenced a Chapter 11 case on April
8, 2016.  The cases are administratively consolidated.  Joseph S.
McNulty III, its president, signed the petitions.

The Debtors provide healthcare services to rural communities, and
own and manage rural critical access hospitals.

Judge Hon. Neil P. Olack presides over the Debtors' cases.

The Law Offices of Craig M. Geno PLLC serves as the Debtors'
counsel.  Mintz Levin Cohn Ferris Glovsky and Popeo, P.C., is
acting as special counsel to the Debtor.

Pioneer Health Services estimated $10 million to $50 million in
assets and liabilities.

Henry Hobbs, Jr., acting U.S. trustee for Region 5, on April 19,
2017, appointed three creditors of Pioneer Health Services to serve
on the official committee of unsecured creditors.  The Committee
retained Arnall Golden Gregory LLP as counsel, and GlassRatner
Advisory & Capital Group LLC as financial advisor.


PIONEER NATURAL: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on July 3, 2017, raised the senior
unsecured ratings on debt issued by Pioneer Natural Resources Co to
BB+ from BB.

Pioneer Natural Resources Company is a petroleum, natural gas, and
natural gas liquids exploration and production company based in
Irving, Texas.


PLASTIC2OIL INC: Posts $756,000 Net Income for Second Quarter
-------------------------------------------------------------
Plastic2Oil, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $755,667 for the three months ended June 30, 2017, compared to a
net loss of $613,210 for the three months ended June 30, 2016.

For the six months ended June 30, 2017, Plastic2Oil reported net
income of $352,361 compared to a net loss of $1.28 million for the
same period a year ago.

Plastic2Oil reported a net loss of $5.70 million on $21,950 of
total sales for the year ended Dec. 31, 2016, compared to a net
loss of $4.32 million on $16,728 of total sales for the year ended
Dec. 31, 2015.

The Company's balance sheet as of June 30, 2017, showed $2.28
million in total assets, $13.25 million in total liabilities and a
total stockholders' deficit of $10.97 million.

"We do not have sufficient cash to operate our business, which has
forced us to suspend our operations until such time as we receive a
capital infusion or cash advances on the sale of our processors,"
said the Company in the report.  "We intend to source additional
capital through the sale of our equity and debt securities and
other financing methods.  We plan to use the cash proceeds from any
financing to complete the repairs on Processors #3 to resume
production of fuels for pilot runs and customer demonstrations.  At
June 30, 2017, we had a cash balance of $488,452.  Our principal
sources of liquidity in 2017 were the proceeds from the sale of the
property located at 1783 Allanport Road, Thorold, Ontario Canada
and proceeds from the settlement of the Glenny and Maskell
(Canadian Insurance Broker) lawsuit.  Our principal sources of
liquidity in 2016 were the proceeds from related party short-term
secured loans from our chief executive officer.

"[O]ur processors are currently idle and, thus, we are not
producing fuel or generating fuel sales or processor sales.  Our
current cash levels are not sufficient to enable us to make the
required repairs to our processors or to execute our business
strategy as described in this Report.  As a result, we intend to
seek significant additional capital through the sale of our equity
and debt securities and other financing methods to enable us to
make the repairs, to meet ongoing operating costs and reduce
existing liabilities.  We also intend to seek cash advances or
deposits under any new processor sale agreements and/or related
technology licenses.  Management currently anticipates that the
processors will remain idle until the company can raise additional
capital.  Due to the many factors and uncertainties involved in
capital markets transactions, there can be no assurance that we
will raise sufficient capital to allow us to resume operations in
2017, or at all.  In the interim, we anticipate that our level of
operations will continue to be nominal, although we plan to
continue to market our P2O processors with the intention of making
P2O processor sales and technology licenses.

"Our limited capital resources, lack of Revenue and recurring
losses from operations raise substantial doubt about our ability to
continue as a going concern and may adversely affect our ability to
raise additional capital."

The report from the Company's independent registered public
accounting firm, D. Brooks and Associates CPA's, P.A., in West Palm
Beach, Florida, for the year ended Dec. 31, 2016, includes an
explanatory paragraph stating that Company has experienced negative
cash flows from operations since inception, has net losses from
continuing operations, and has a working capital deficit and an
accumulated deficit.  These factors raise substantial doubt about
the Company's ability to continue as a going concern and to operate
in the normal course of
business.

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

                      https://is.gd/s89MnQ

                        About Plastic2Oil

Plastic2Oil, Inc. was originally incorporated as 310 Holdings, Inc.
in the State of Nevada on April 20, 2006. 310 had no significant
activity from inception through 2009.  In April 2009, John
Bordynuik purchased 63% of the issued and outstanding shares of
310. During 2009, the Company changed its name to JBI, Inc. and
began operations of its main business operation, transforming waste
plastics to oil and other fuel products.  During 2014, the Company
changed its name to Plastic2Oil, Inc.  P2O is a combination of
proprietary technologies and processes developed by P2O which
convert waste plastics into fuel.  P2O currently, as of April 7,
2017, has two processors at its Niagara Falls, NY facility.  Both
processors are currently idle since December 2013.  The Company's
P2O business has begun the transition from research and development
to a commercial manufacturing and production business.


POST HOLDINGS: Egan-Jones Cuts Sr. Unsec. Debt Ratings to B-
------------------------------------------------------------
Egan-Jones Ratings Company, on July 5, 2017, lowered the senior
unsecured ratings on debt issued by Post Holdings Inc. to B- from
B.

Post Holdings, Inc., headquartered in St. Louis, Missouri, is a
consumer packaged goods holding company operating in the
center-of-the store, foodservice, food ingredient, private label,
refrigerated and active nutrition food categories.


PRIDE OF THE HILLS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Lead Debtor: Pride of the Hills Manufacturing Inc.
             8275 State Route 514
             Big Prairie, OH 44611

Type of Business: Pride of the Hills Manufacturing Inc. --
                  http://www.prideofthehills.com-- is a  
                  manufacturer of oil & gas production equipment,
                  sand separators, line heaters, gas conditioning
                  and automation systems in the Utica and
                  Marcellus regions.  The Company also provides
                  field service and support, training and well pad

                  consulting.  Founded by Curt Murray Sr., the
                  Company has been an active custom designer and
                  manufacturer in the North American oil and
                  natural gas Industry for 40 years.

NAICS (North American
Industry Classification
System) 4-Digit Code that
Best Describes Debtor: 0000

Chapter 11 Petition Date: September 18, 2017

Debtor affiliates that simultaneously filed Chapter 11 petitions:

   Debtor                                           Case No.
   ------                                           --------
   Pride of the Hills Manufacturing Inc.            17-62060
   Pride of the Hills Manufacturing of Killbuck Inc 17-62061
   Audrian Properties LLC                           17-62062

Court: United States Bankruptcy Court
       Northern District of Ohio (Canton)

Judge: Hon. Russ Kendig

Debtors' Counsel: Anthony J. DeGirolamo, Esq.
                  ANTHONY J. DEGIROLAMO, ATTORNEY AT LAW
                  3930 Fulton Drive NW, Suite 100B
                  Canton, OH 44718
                  Tel: 330-305-9700
                  Fax: 330-305-9713
                  E-mail: ajdlaw@sbcglobal.net

                                      ($ in Thousands)
                                   Estimated      Estimated
                                    Assets       Liabilities
                                  ---------      -----------
Manufacturing Inc.                $100-$500     $1,000-$10,000
Manufacturing of Killbuck Inc.      $0-$50      $1,000-$10,000
Audrian Properties              $1,000-$10,000  $1,000-$10,000

The petitions were signed by Curtis W. Murray, Sr., president.

A full-text copy of Pride of the Hills Manufacturing Inc.'s
petition and list of 20 largest unsecured creditors, is available
for free at:

           http://bankrupt.com/misc/ohnb17-62060.pdf

A full-text copy of Pride of the Hills Manufacturing of Killbuck
Inc.'s petition and list of 20 largest unsecured creditors, is
available for free at:

           http://bankrupt.com/misc/ohnb17-62061.pdf

A full-text copy of Audrian Properties LLC's petition and list of
two unsecured creditors, is available for free at:

           http://bankrupt.com/misc/ohnb17-62062.pdf


PUERTO RICO: Journalists Group Can Pursue Docs From FOMB
--------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that U.S.
District Judge Laura Taylor Swain has allowed Centro de Periodismo
Investigativo (the Center of Investigative Journalism), a
non-profit group of investigative journalists, to continue to
pursue its civil case against Financial Oversight and Management
Board for Puerto Rico.

Law360 relates that Centro is seeking documents from the FOMB that
would shed light on the revenues flowing into each of Puerto Rico's
government agencies, as well as expense and debt payments.

The civil case is Centro de Periodismo Investigativo v. Financial
Oversight and Management Board for Puerto Rico, case number
3:17-cv-01743, in the same venue.

                       About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.

The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.

The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA").

The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017.  On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").

U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases.  The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.

Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are onboard as attorneys.

McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.

O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.

The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.

                      Bondholders' Attorneys

Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin
Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc.,
Franklin Advisers, Inc., and the First Puerto Rico Family of Funds,
which collectively hold over $3.5 billion in COFINA Bonds and over
$2.9 billion in other bonds issued by Puerto Rico and other
instrumentalities, including over $1.8 billion of Puerto Rico
general obligation bonds ("GO Bonds").

White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS
Family of Funds and the Puerto Rico Family of Funds, which hold
$613.3 million in COFINA bonds.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP, Autonomy
Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual Advisers LLC,
Monarch Alternative Capital LP, Senator Investment Group LP, and
Stone Lion Capital Partners L.P.

Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are
co-counsel to the ad hoc coalition of holders of senior bonds
issued by COFINA, comprised of at least 30 institutional holders,
including Canyon Capital Advisors LLC and Varde Investment
Partners, L.P.

Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon
Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson
Kempner Capital Management LP, OZ Management, LP, and OZ Management
II LP (the QTCB Noteholder Group).

                           Committees

The U.S. Trustee formed a nine-member Official Committee of
Retirees and a seven-member Official Committee of Unsecured
Creditors of the Commonwealth.  The Retiree Committee tapped Jenner
& Block LLP and Bennazar, Garcia & Milian, C.S.P., as its
attorneys.  The Creditors Committee tapped Paul Hastings LLP and
O'Neill & Gilmore LLC as counsel.


PUERTO RICO: Judge Rejects Receivership Bid by PREPA Creditors
--------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that U.S. District Judge Laura Taylor Swain rejected a
group of creditors' request to appoint a receiver to stop what they
say is mismanagement in Puerto Rico's public power company, known
as Prepa.

According to the report, Judge Swain said that appointing a
receiver to manage Prepa was "facially inconsistent" with the terms
of Puerto Rico's federal rescue package.

Hedge funds, mutual funds and bond insurers had applied for
permission from Judge Swain to seek the installation of a receiver
in a local Puerto Rico court, as provided under the utility's debt
agreements, but the judge invoked a legal stay that kicked in when
federal oversight officials placed Prepa under bankruptcy
protection in July, the report related.

Judge Swain said she wouldn't transfer control of Prepa without
consent from the federal oversight board charged with reviving
Puerto Rico’s economy, the report further related.  Creditors
have grown increasingly mistrustful of the oversight board, which
vetoed a proposed settlement of Prepa's $9 billion in debt
obligations that was designed to avoid bankruptcy, the report
said.

Meanwhile, Puerto Rico Gov. Ricardo Rosselló, who publicly
supported the restructuring agreement, has moved to consolidate
control over Prepa by replacing independent board members with
appointees, the report added.  Creditors complained that he was
"re-politicizing" the utility's board to avoid the rate increases
necessary to cover the company's debts, the report said.

                        About Puerto Rico
                        and Title III Cases

Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.

The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.

The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA").

The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017.  On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").

U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases.  The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.

Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are onboard as attorneys.

McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico

Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.

O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.

The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.

                      Bondholders' Attorneys

Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin
Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc.,
Franklin Advisers, Inc., and the First Puerto Rico Family of Funds,
which collectively hold over $3.5 billion in COFINA Bonds and over
$2.9 billion in other bonds issued by Puerto Rico and other
instrumentalities, including over $1.8 billion of Puerto Rico
general obligation bonds ("GO Bonds").

White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS
Family of Funds and the Puerto Rico Family of Funds, which hold
$613.3 million in COFINA bonds.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP, Autonomy
Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual Advisers LLC,
Monarch Alternative Capital LP, Senator Investment Group LP, and
Stone Lion Capital Partners L.P.

Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are
co-counsel to the ad hoc coalition of holders of senior bonds
issued by COFINA, comprised of at least 30 institutional holders,
including Canyon Capital Advisors LLC and Varde Investment
Partners, L.P.

Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon
Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson
Kempner Capital Management LP, OZ Management, LP, and OZ Management
II LP (the QTCB Noteholder Group).

                           Committees

The U.S. Trustee formed a nine-member Official Committee of
Retirees and a seven-member Official Committee of Unsecured
Creditors of the Commonwealth.  The Retiree Committee tapped Jenner
& Block LLP and Bennazar, Garcia & Milian, C.S.P., as its
attorneys.  The Creditors Committee tapped Paul Hastings  LLP and
O'Neill & Gilmore LLC as counsel.


QUEST RARE: Quebec Court Extends BIA Filing Delay by 45 Days
------------------------------------------------------------
Quest Rare Minerals Ltd. on Sept. 18, 2017, disclosed that on Sept.
15, 2017, the Superior Court of Quebec granted Quest Rare Minerals'
motion for an extension of the delay to file a proposal pursuant to
the provisions of Part III of the Bankruptcy and Insolvency Act,
thereby extending the delay to file such proposal by an additional
45 days, up to and including November 2nd, 2017.  This is the
second extension granted to Quest in the context of the Notice of
Intention (NOI) to File a Proposal filed by Quest on July 5, 2017.

The additional NOI period will allow Quest to pursue its
restructuring efforts and discussions with potential investors with
the aim to emerge from insolvency protection for the benefit of all
of its stakeholders, including its shareholders.  The Company works
closely with its trustee PricewaterhouseCoopers Inc (PWC) to
evaluate all available recourses and financial alternatives that
may allow the Company to resume activities.

There can be no guarantee that the Company will be successful in
securing financing or achieving its restructuring objectives.
Failure by the Company to achieve its financing and restructuring
goals will likely result in the Company becoming bankrupt.

The Company will continue to provide further updates as
developments occur.

Quest has filed its Quarterly Financial Statements as well as
Management and Discussion Report for the three and nine-month
periods ended July 31st, 2017, on SEDAR (www.sedar.com) and on
Quest website.

                           About Quest

Quest Rare Minerals Ltd. is a Canadian-based company focused on
becoming an integrated producer of rare earth metal oxides and a
significant participant in the rare earth elements (REE) material
supply chain.  Quest is led by a management team with in-depth
experience in chemical and metallurgical processing.  Quest's
objective is the establishment of major hydrometallurgical and
refining facilities in Becancour, Quebec, to separate and produce
strategically critical rare earth metal oxides.  These industrial
facilities will process mineral concentrates extracted from Quest's
Strange Lake mining properties in northern Quebec and recycle lamp
phosphors utilizing Quest's efficient, eco-friendly "Selective
Thermal Sulphation (STS)"1 process.


QUOTIENT LIMITED: Inks Change of Control Pact With Top Management
-----------------------------------------------------------------
Quotient Limited entered into a Change of Control Agreement with
the following executive officers: Paul Cowan, Christopher Lindop,
Edward Farrell, Jeremy Stackawitz and Roland Boyd.  The purpose of
the CIC Agreements is to establish certain protections for the
Company's officers upon a qualifying termination of their
employment in connection with a change of control of the Company.

Each CIC Agreement provides that, if the Company terminates the
executive's employment without "Cause" (as defined in the CIC
Agreement) or the executive terminates his employment for "Good
Reason" (as defined in the CIC Agreement) and, in either case, that
termination occurs no more than 24 months following a "Change of
Control" (as defined in the CIC Agreement), then, subject to the
executive signing and not revoking a release and waiver of claims,
the executive will receive a lump sum payment of the following:

   * any Accrued Obligations owed to the executive, which include:
     (i) any of the executive's annual base salary earned through
     the effective date of termination that remains unpaid; (ii)
     any bonus payable with respect to any fiscal year which ended
     prior to the effective date of the executive's termination of
     employment, which remains unpaid; and (iii) any expense
     reimbursement due to the executive on or prior to the date of

     termination which remains unpaid to the executive; and

   * a cash payment equal to 150% of the sum of the executive's
     base salary plus target annual bonus in effect on the date of
     termination, without taking into effect any reduction in the
     executive's annual base salary that may constitute "Good
     Reason" under the CIC Agreement.

Each CIC Agreement will expire on Aug. 7, 2020, and will
automatically renew for successive one year terms unless the Board
of Directors provides written notice of expiration of the CIC
Agreement at least 90 days prior to Aug. 7, 2020, or the applicable
anniversary thereof.

                   About Quotient Limited

Penicuik, United Kingdom-based Quotient Limited --
http://www.quotientbd.com/-- develops, manufactures and sells
products for the global transfusion diagnostics market.  Products
manufactured by the Group are sold to hospitals, blood banking
operations and other diagnostics companies worldwide.  Quotient
Limited completed an initial public offering for its ordinary
shares on April 30, 2014 pursuant to which it issued 5,000,000
units each consisting of one ordinary share, no par value and one
warrant to purchase 0.8 of one ordinary share at an exercise price
of $8.80 per whole ordinary share, raising $40 million of new
equity share capital before issuing expenses.  

Quotient Limited reported a net loss of US$85.06 million on
US$22.22 million of total revenue for the year ended March 31,
2017, compared to a net loss of US$33.87 million on US$18.52
million of total revenue for the year ended March 31, 2016.  

As of March 31, 2017, Quotient Limited had US$109.97 million in
total assets, US$134.06 million in total liabilities and a total
shareholders' deficit of US$24.09 million.

Ernst & Young LLP, in Belfast, United Kingdom, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended March 31, 2017, citing that the
Company has recurring losses from operations and planned
expenditure exceeding available funding that raise substantial
doubt about its ability to continue as a going concern.


RICEBRAN TECHNOLOGIES: Ends Second Quarter With $3.2M in Cash
-------------------------------------------------------------
RiceBran Technologies announced the Company's financial results for
the second quarter ended June 30, 2017.

Business Highlights

   * Completed the Sale of Its Healthy Natural Subsidiary for
     $18.3 Million - In July 2017, the Company completed the $18.3
     million sale of its Healthy Natural subsidiary to an
     affiliate of Rosewood Private Investments.  A portion of the
     proceeds from the sale were used to eliminate senior debt and
     subordinated notes with face value totaling $12.6 million.
     The remaining cash is expected to be invested in driving the
     growth of its proprietary ingredient business.

   * Further Improvements in Cost Structure and Balance Sheet
     Provide Strong Foundation to Pursue Growth - Improved
     liquidity and balance sheet through the sale of Healthy
     Natural, removal of restrictive debt covenants related to
     U.S. debt, and ongoing focus on controlling corporate
     expenses provides a solid foundation to aggressively pursue
     growth in its Food, Animal Nutrition, and Specialty
     ingredient products including the addition of several
     seasoned sales professionals targeting specific market
     segments.

   * Operating Loss Narrowed through Cost Reductions - Q2 2017
     operating loss narrowed to ($1.9 million) compared to ($2.9
     million) in Q2 2016, mainly due to a $1.0 million reduction
     in SG&A expenses reflecting the continued success of the
     Company's cost cutting initiatives.

   * Regained Full Compliance with Nasdaq Requirements for
     Continued Listing -- Shareholders' equity improvements made
     in Q1 enabled the Company to regain compliance with Nasdaq's
     minimum equity requirement for continued listing on May 31,
     2017.  Subsequent to the end of Q2 2017, the Company was
     notified by The Nasdaq Stock Market LLC that it had also
     regained compliance with the minimum bid price requirement
     for continued listing on July 31, 2017.

   * Discontinued Brazil Segment Operations -- The Company made
     the determination in Q2 2017 that its plans to divest its
     investment in Nutra, SA, the Brazilian parent company of its
     Irgovel operations, in order to focus solely on its U.S.
     based ingredients business, met the criteria for presentation

     as discontinued operations.  The Company continues to explore

     divestiture options for its investment in Nutra, SA.

Robert Smith, CEO commented, "Our second quarter results continue
to demonstrate the substantial progress we are making with our
strategic initiatives to reduce costs, strengthen our balance sheet
and focus the Company's efforts on our core ingredient business.
With the sale of Healthy Natural, we now have the cash and
additional financial flexibility to fuel our strategic growth
plans.  As we move through the second half of 2017, we are now
fully focused on generating revenue growth and capitalizing on the
substantial value of our proprietary technology for the benefit of
our stockholders."

Q2 Financial Highlights - (For reporting purposes both Healthy
Natural and Nutra, SA are presented as discontinued operations in
the financial statements.)

Revenues: Revenues in Q2 2017 were $3.1 million compared to $3.2
million in Q2 2016.  Animal Nutrition product revenues increased
17% over prior year levels driven by the supply and cooperation
agreement with Kentucky Equine Research (KER).  Food product
revenues decreased 13% quarter over quarter, primarily attributable
to decreased buying from one of our largest contract manufacturing
accounts.

Gross Profit: Q2 2017 gross profit was $798,000 million compared to
gross profit of $802,000 in Q2 2016.  Gross profit percentage was
25% in Q2 2017, consistent with the comparable period in 2016. Raw
rice bran prices were also relatively similar in both quarters.

Operating Expenses: Q2 2017 operating expenses were $2.7 million, a
decrease of $1.0 million or 27.4% compared to operating expenses of
$3.7 in Q2 2016.  The decrease in operating expenses was primarily
due to additional expenses incurred in Q2 2016 as a result of the
proxy contest in connection with the 2016 Annual Shareholder
Meeting as well as the Company's corporate-wide strategic effort to
manage costs and expenses.  In Q2 2017 the Company made further
progress in our cost cutting efforts, including substantial
reductions in marketing, payroll, and travel and entertainment
expenses.

Operating Loss:  Q2 2017 operating loss was $(1.9 million), a $1.0
million improvement compared to a consolidated operating loss of
$(2.9 million) in Q2 2016.  The decrease in operating loss was a
direct result of the decrease in operating expenses stated above.

Net Loss: The Company recorded a Q2 2017 net loss from continuing
operations of $(1.8 million) compared to a net loss from continuing
operations of $(4.5 million) recorded in Q2 2016.  Q2 2017 net loss
attributable to common stockholders from continuing operations was
$(0.18) per share on 9.8 million shares compared to $(0.48) per
share on 9.2 million shares.  The $2.7 million quarter over quarter
decrease in net loss from continuing operations was attributable to
$1.7 million of other expense in Q2 2016 related to a change in the
fair value of derivative securities coupled with a $1.0 million
reduction in operating expenses in Q2 2017.

Adjusted EBITDA: For Q2 2017, the Company recorded an Adjusted
EBITDA loss of $(1.29 million) compared to an Adjusted EBITDA loss
of $(1.34 million) in Q2 2016.  Adjusted EBITDA is a non-GAAP
measure management believes provides important insight into the
Company's operating results.

Balance Sheet and Liquidity: As of June 30, 2017, cash and cash
equivalents was $3.2 million and shareholders' equity was $6.9
million.  This compares to cash and cash equivalents of $342,000
and shareholders' equity of $(632,000) on Dec. 31, 2016. The
significant improvement in liquidity and equity was a result of the
completion of an $8.0 million financing in February 2017 coupled
with the termination of  roll-up rights held by the minority
partner in Nutra, SA.  The Company expects further significant
improvement in its balance sheet resulting from the $18.3 million
sale of its Healthy Natural subsidiary to be reflected in Q3 2017.

Brent Rystrom, CFO commented, "We have made significant strides in
improving shareholder equity and liquidity in order to position RBT
for future success.  In addition to the substantial reductions we
have made to our cost structure, the sale of Healthy Natural has
enabled us to repay all of our recourse debt and eliminate all
associated interest expense moving forward.  As a result, we enter
the second half of 2017 with a much stronger balance sheet and
sufficient working capital to move forward with our aggressive long
term growth plans to deliver substantial value for our
stockholders."

                   About RiceBran Technologies

Headquartered in Scottsdale, Arizona, RiceBran Technologies --
http://www.ricebrantech.com/-- is a food, animal nutrition, and
specialty ingredient company focused on the procurement,
bio-refining and marketing of numerous products derived from rice
bran.  RiceBran has proprietary and patented intellectual property
that allows the Company to convert rice bran, one of the world's
most underutilized food sources, into a number of highly nutritious
food, animal nutrition and specialty ingredient products.

RiceBran incurred a net loss attributable to common shareholders of
$9.10 million in 2016 compared to a loss attributable to common
shareholders of $8.3 million in 2015.

Marcum LLP, in New York, 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 resulting in an accumulated deficit of $260 million at
Dec. 31, 2016.  This factor among other things, raises substantial
doubt about its ability to continue as a going concern.


ROOT9B HOLDINGS: Secures $1M Financing From Chairman et al
----------------------------------------------------------
root9B Holdings, Inc., disclosed in a Form 8-K report with the
Securities and Exchange Commission that it continues to face
challenges meeting its operational working capital requirements.

On July 10, 2017, and July 19, 2017, the Company received loans
from its president for $500,000 and $300,000, respectively, that
allowed the Company to meet certain working capital requirements.
On June 20, 2017, the Company received a deposit of $500,000 from a
potential purchaser of certain non-core Company assets, which was
later converted to a loan.  By Aug. 7, 2017, the Company received
additional loans totaling $500,000 from a group of lenders that
again allowed the Company to meet its working capital requirements.
This recent group of lenders included the Company's non-executive
chairman of the board, a director-elect of the Company, and its
President.  These loans totaling $1,811,000 combined with the
existing secured convertible promissory notes totaling $8.771,000
equal the total secured debt of the Company or $10,571,000.  These
loans are secured by substantially all the assets of the Company
and contain certain financial covenants.  The Company continues to
actively pursue various additional sources of capital including in
connection with the previously announced relationship with the
Chertoff Group, as well as potential covenant waivers with the
lenders.

"If the Company is unsuccessful in its capital raising efforts or
does not obtain covenant waivers, we do not expect that we will be
able to comply with these financial covenants, as early as
mid-August 2017.  In the event of a default, secured lenders may,
among other things, demand immediate repayment of their loans and
commence foreclosure proceedings to seize all or substantially all
of the Company's assets."

As previously reported in the annual report on Form 10-K and the
quarterly report on Form 10-Q for the first quarter, the Company
has been operating with a going concern designation.  Any of the
actions outlined above could further erode the ability to continue
as a going concern and dramatically impact the value of the
Company's securities.

                      $1M Promissory Notes

On Aug. 10, 2017, the Company issued secured convertible promissory
notes to certain lenders, with an aggregate principal amount of
$1,000,000, along with warrants to purchase shares of the Company's
common stock, par value $0.001 per share, representing 50% warrant
coverage.  The Lenders include the Company's current Non-Executive
Chairman of the Board of Directors, Joseph J. Grano, Jr., a
director-elect, Mr. Dieter Gable, and its President, Mr. Dan
Wachtler.  The principal amounts of the New Notes represent (i) the
conversion of a deposit of $500,000 the Company received from Mr.
Gable as a potential buyer for its remaining non-Cyber Security
assets and (ii) $500,000 of additional funds provided by the
Lenders.  The New Notes rank pari passu with the secured
convertible promissory notes issued pursuant to the Securities
Purchase Agreement, dated as of Sept. 9, 2016, by and among the
Company and the purchasers identified therein, subject to receipt
of approval from the holders of the Prior Notes.

The New Notes mature on Sept. 9, 2019.  The New Notes accrue
interest at the rate of 10% per annum, payable on each March 31,
June 30, September 30 and December 31, commencing Sept. 30, 2017
until the earlier of (i) the entire principal amount being
converted or (ii) the Maturity Date.  The interest payments will be
made in either cash or, at the Lender's option, in shares of Common
Stock at a per share price equal to 85% of the average daily volume
weighted average price of the Common Stock during the five
consecutive trading day period immediately prior to the interest
payment date, but in no event less than $10.00 per share.
Following Dec. 31, 2017, at the election of the Lender, all
principal and interest due and owing under the New Notes is
convertible into shares of Common Stock at a conversion price equal
to $10.00.  The conversion price is subject to adjustment for stock
splits, stock dividends, combinations, or similar events.

The Company may prepay any portion of the outstanding principal
amount of the New Notes and any accrued and unpaid interest, with
the prior written consent of the Lender, by paying to the Lender an
amount equal to (i) if the prepayment date is prior to the first
anniversary of the date of issuance, (1) the unpaid principal to be
repaid plus (2) any accrued but unpaid interest plus (3) an amount
equal to the interest which has not accrued as of the prepayment
date but would accrue on the principal to be repaid during the
period beginning on the prepayment date and ending on the
Anniversary Date of the then-outstanding principal amount of the
New Notes or (ii) if the prepayment date is after the Anniversary
Date, (1) the unpaid principal to be repaid plus (2) any accrued
but unpaid interest plus (3) an amount equal to one-half of the
interest which has not accrued as of the prepayment date but would
accrue on the principal to be repaid during the period beginning on
the prepayment date and ending on the Maturity Date.  The New Notes
contain certain financial covenants.  The Company will be required
to provide monthly certifications regarding its Working Capital and
Cash on Hand (each as defined in the New Notes) beginning on Aug.
11, 2017.

The Warrants have a term of five years, an exercise price of $10.00
per share and may be exercised at any time following the date which
is six months after the date of issuance.  The number of shares of
Common Stock issuable upon exercise of the Warrants is subject to
adjustment for certain stock dividends or stock splits, or any
reclassification of the outstanding securities of, or
reorganization of, the Company.

Pursuant to the terms of both the New Notes and the Warrants, a
Lender may not be issued Shares if, after giving effect to the
conversion or exercise of the Shares, as applicable, such lender
would beneficially own in excess of 9.99% of the outstanding shares
of Common Stock.  In addition, in the event the Company consummates
a consolidation or merger with or into another entity or other
reorganization event in which the Common Stock is converted or
exchanged for securities, cash or other property, or the Company
sells, assigns, transfers, conveys or otherwise disposes of all or
substantially all of its assets or the Company or another entity
acquires 50% or more of the outstanding Common Stock, then
following such event, (i) at the Lender’s election within 30 days
of consummation of the transaction, the Lender will be entitled to
receive the Prepayment Amount, and (ii) the Lender will be entitled
to receive upon exercise of its Warrant the same kind and amount of
securities, cash or property which would have been received had
such Lender exercised its Warrant immediately prior to such
transaction.  Any successor to the Company or surviving entity
shall assume the Company's obligations under the New Notes and the
Warrants.

The Company agreed to conform the terms of the secured promissory
notes approved to be issued to its President in an aggregate
principal amount of $800,000, as disclosed in the Company's Current
Reports on Form 8-K filed with the Securities and Exchange
Commission on July 14, 2017 and July 19, 2017, to the terms of the
New Notes.  Holders of the New Notes and Management Notes became a
party to the Security Agreement, dated Sept. 9, 2016, by and among
the Company and the investors listed therein.

                     About Root9B Holdings

root9B Holdings, Inc. (OTCQB: RTNB) --
http://www.root9bholdings.com/-- is a provider of Cybersecurity
and Regulatory Risk Mitigation Services.  Through its wholly owned
subsidiaries root9B and IPSA International, the Company delivers
results that improve productivity, mitigate risk and maximize
profits.  Its clients range in size from Fortune 100 companies to
mid-sized and owner-managed businesses across a broad range of
industries
including local, state and government agencies.

Root9B Technologies, Inc., changed its name to root9B Holdings,
Inc., effective Dec. 5, 2016, and relocated its corporate
headquarters from Charlotte, NC, to the current headquarters of
root9B, its wholly owned cybersecurity subsidiary, in Colorado
Springs, CO.

Root9B reported a net loss of $30.48 million for the year ended
Dec. 31, 2016, following a net loss of $8.33 million for the year
ended Dec. 31, 2015.  

As of March 31, 2017, Root9B Holdings had $16.84 million in total
assets, $15.80 million in total liabilities, and $1.03 million in
total stockholders' equity.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, noting that Company has suffered
recurring losses from operations and has negative operating cash
flows and will require additional financing to fund the continued
operations.  The availability of such financing cannot be assured.
These conditions raise substantial doubt about its ability to
continue as a going concern, the auditors said.


RXI PHARMACEUTICALS: Incurs $2.51 Million Net Loss in 2nd Quarter
-----------------------------------------------------------------
RXi Pharmaceuticals Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $2.51 million on $0 of net revenues for the three
months ended June 30, 2017, compared to a net loss of $2.21 million
on $9,000 of net revenues for the same period during the prior
year.

For the six months ended June 30, 2017, RXi reported a net loss of
$7.97 million on $0 of net revenues compared to a net loss of $4.44
million on $19,000 of net revenues for the six months ended June
30, 2016.

As of June 30, 2017, RXi had $8.39 million in total assets, $2.45
million in total liabilities, and $5.93 million in total
stockholders' equity.

"During the first half of 2017, the Company focused on the main
elements that can drive progress and value for RXi," said Dr. Geert
Cauwenbergh, president, and CEO of RXi Pharmaceuticals.

These key elements include:

    First, we are pleased that NASDAQ has granted the Company a
six-month extension to regain listing compliance with the $1.00 bid
price requirement.

    Second, all of our ongoing human clinical programs are on
schedule.  Therefore, the Company remains on track with its 2017
corporate goals to report top-line data on most studies before the
end of this year.

    Third, several in vitro studies and animal studies using
sd-rxRNA checkpoint inhibitors for immuno-oncology and cell therapy
are ongoing and expected to produce reportable results in the
second half of this year.

"Finally, RXi maintained a conservative spend rate in line with its
projected budget.  Careful allocation of funds is focused on
programs that we believe will maximize value creation.  To continue
the development of new drugs that are filling major gaps in the
treatment of life threatening and debilitating diseases, we have
put an equity line in place with Lincoln Park Capital Fund, LLC, a
leading biotech investment fund.  This funding mechanism extends
our financial runway beyond Q2 2018.  Importantly, the Company is
in complete control of if, and when, it may choose to access the
equity line."

At June 30, 2017, the Company had cash of $7.7 million, compared
with $12.9 million at Dec. 31, 2016.

On Aug. 8, 2017, the Company entered into a purchase agreement with
Lincoln Park Capital Fund, LLC, pursuant to which the Company has
the right to sell to LPC up to $15 million in shares of the
Company's common stock over the 30-month term of the agreement.
The Company expects to use proceeds from the purchase agreement for
general corporate purposes, including but not limited to the
advancement of its immunotherapy program, our clinical trials, and
general and administrative expenses.

The Company believes that its existing cash and the potential
proceeds available under its equity facility with LPC should be
sufficient to fund the Company's operations for at least the next
twelve months.

Research and development expenses for the quarter ended June 30,
2017 were $1.3 million, as compared with $1.3 million for the
quarter ended June 30, 2016.  While overall research and
development expenses were consistent quarter over quarter, there
were increases in research and development expenses due to a
ramp-up in enrollment related to the second cohort in the Company's
Phase 2 clinical trial for Samcyprone, which was offset by a
decrease in stock-based compensation expense.

The Company had acquired in-process research and development
expense of $0.9 million for the quarter ended June 30, 2017.  There
was no such expense for the three months ended June 30, 2016.  In
January 2017, the Company acquired all of the issued and
outstanding capital stock of MirImmune Inc., a privately-held
biotechnology company that was engaged in the development of cancer
immunotherapies.  In exchange, the Company issued shares of common
stock and Series C convertible preferred stock, which were subject
to a 3% holdback for any purchase price adjustments.  The acquired
in-process research and development expense recorded during the
three months ended June 30, 2017 related to the value of the
securities subject to the holdback that was released on April 12,
2017.

General and administrative expenses for the quarter ended June 30,
2017 were $1.1 million, as compared with $0.9 million for the
quarter ended June 30, 2016.  The increase in general and
administrative expenses was due to increases in employee headcount
in connection with the acquisition of MirImmune and legal and
accounting fees.  These increases were offset by a decrease in
stock-based compensation expense.

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

                      https://is.gd/XJp2zo

                           About RXi

Headquartered in Marlborough, Massachusetts, RXi Pharmaceuticals
Corporation (NASDAQ: RXII) -- http://www.rxipharma.com-- is a
clinical-stage company developing innovative therapeutics that
address significant unmet medical needs.  Building on the
pioneering discovery of RNAi, scientists at RXi have harnessed the
naturally occurring RNAi process which can be used to "silence" or
down-regulate the expression of a specific gene that may be
overexpressed in a disease condition.  RXi developed a robust RNAi
therapeutic platform including self-delivering RNA (sd-rxRNA)
compounds, that have the ability to selectively block the
expression of any target in the genome, thus providing
applicability to many therapeutic areas.  The Company's current
programs include dermatology, ophthalmology and cell-based cancer
immunotherapy.  RXi's extensive patent portfolio provides for
multiple product and business development opportunities across a
broad spectrum of therapeutic areas and the Company actively
pursues research collaborations, partnering and out-licensing
opportunities with academia and pharmaceutical companies.

RXi reported a net loss applicable to common stockholders of $11.06
million for the year ended Dec. 31, 2016, a net loss applicable to
common stockholders of $10.43 million for the year ended Dec. 31,
2015, and a net loss applicable to common stockholders of $12.93
million for the year ended Dec. 31, 2014.


SAN JOSE CONTRACTING: Disclosures Conditionally Approved
--------------------------------------------------------
The Hon. Brenda K. Martin of the U.S. Bankruptcy Court for the
District of Arizona has conditionally approved San Jose
Contracting, Inc.'s disclosure statement referring to the Debtor's
plan of reorganization.

A hearing to consider the final approval of the Disclosure
Statement and confirmation of the Plan will be held on Oct. 2,
2017, at 1:30 p.m.

Objections to the Disclosure Statement must be filed by Sept. 25,
2017, which is also the deadline in which the holders of claims and
interests may accept or reject the Plan.

The status hearing set for Oct. 17, 2017, at 11:00 a.m. has been
vacated.

As reported by the Troubled Company Reporter on Aug. 24, 2017, the
Debtor filed with the Court a disclosure statement explaining its
plan of reorganization, which is intended to resolve, compromise
and settle all claims, disputes, and causes of action between and
among all participants.  Under the proposed plan, Class 9 general
unsecured claimants will receive a total of $30,000, to be paid on
a pro-rata basis. Payments will be made semiannually in the amount
of not less than $2,500, pro rata.  The remainder of their claims
will be discharged.

                 About San Jose Contracting

San Jose Contracting, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 17-00433) on Jan. 17,
2017.  The petition was signed by Lowell J. Gulley, president.

The case is assigned to Judge Brenda K. Martin.

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

Harold E. Campbell, Esq., at Vincent R. Mayr, Esq., at Campbell &
Coombs, P.C., serve as the Debtors' legal counsel.


SEARS CANADA: Chairman Rounds Backing from Private Equity Firms
---------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that Sears Canada Inc.'s top executive is negotiating a
private-equity-backed deal for a slimmed-down version of the
insolvent retailer, according to people familiar with the matter.

According to the Journal, citing people familiar with the matter,
the proposed offer could be valued at more than 650 million
Canadian dollars ($533 million) and would slash the company's store
footprint by more than half.  But it could preserve at least 8,000
jobs while paying off bankruptcy loans provided by Wells Fargo
Capital Finance Corp. and GACP Finance Co., these people said, the
Journal related.

The company's executive chairman, Brandon Stranzl, told employees
in August he was preparing an offer designed to save at least part
of Sears Canada from liquidation, the report further related.

His deal would be financed partly through private-equity capital
sourced by Vadim Perelman, the founder of Los Angeles-based Baker
Street Capital Management, and partly with debt financing, the
report said, citing people familiar with the matter.

The restructured Sears Canada would also assume liabilities
associated with employees and retail leases, some of which may be
renegotiated, the report added, further citing the people.

Any sale agreement would require court approval. Mr. Stranzl's
proposed terms are still under negotiation but could keep roughly
70 Sears Canada locations open, the people said, the report
related.

Interested parties had until Aug. 31 to submit business plans or
liquidation offers for all or part of the company, the report
added.

                     About Sears Canada

Sears Canada Inc. is an independent Canadian digital and
store-based retailer and technology company whose head office is
based in Toronto.  Sears Canada's unique brand format offers
premium quality Sears Label products, designed and sourced by Sears
Canada, and of-the-moment fashion and home decor from designer
labels in The Cut @Sears.  Sears Canada also has a top ranked
appliance and mattress business in Canada.  Sears Canada is
undergoing a reinvention, including new customer experiences at
every touchpoint, a new e-commerce platform, new store concepts,
and a new set of customer service principles designed to deliver
WOW experiences to customers.  Information can be found at
sears.ca/reinvention.  Sears Canada operates as a separate entity
from its U.S.-based co-founder, now known as Sears Holdings
Corporation, based in Illinois.

The Company's balance sheet as of April 29, 2017, showed total
assets of C$1.187 billion against total liabilities of C$1.107
billion.

Amid mounting losses and liquidity constraints Sears Canada and
certain of its subsidiaries on June 22, 2017, applied to the
Ontario Superior Court of Justice (Commercial List) for protection
under the Companies' Creditors Arrangement Act ("CCAA"), in order
to continue to restructure its business.

Sears Canada and its subsidiaries on June 22, 2017, were granted an
order (the "Initial Order") under the Companies' Creditors
Arrangement Act (the "CCAA").  Pursuant to the Initial Order, FTI
Consulting has been appointed Monitor.  Sears Canada and certain of
its subsidiaries have obtained orders from the Ontario Superior
Court of Justice (Commercial List) extending the stay period
provided by the Initial Order to Oct. 4, 2017, under the Companies'
Creditors Arrangement Act.

The Company has engaged BMO Capital Markets, as financial advisor,
and Osler, Hoskin & Harcourt LLP, as legal advisor.  The Board of
Directors and the Special Committee of the Board of Directors of
the Company has retained Bennett Jones LLP, as legal advisor.

FTI Consulting is the Court-appointed monitor.  The Monitor tapped
Norton Rose Fulbright Canada LLP as counsel.


SEBRING MANAGEMENT: Sues Schumaker Loop for Malpractice
-------------------------------------------------------
Nathan Hale, writing for Bankruptcy Law360, reports that Carol Fox,
the bankrupt plan administrator for Sebring Management FL LLC and
Sebring Software Inc., has filed a malpractice lawsuit against
Shumaker Loop & Kendrick LLP and partners Benjamin Hanan and
Jennifer Compton.

The plan administrator alleged that Shumaker Loop provided Sebring
Management with attorneys inexperienced in the field of insolvency
that eventually drove the Company into liquidation, Law360 relates.
The administrator said the lawyers gave bad advice that led to the
termination of Sebring's management agreement which were its most
valuable asset, Law360 cites.

The case is Fox v. Shumaker Loop & Kendrick LLP et al., case
number 17-CA-007754, in the Circuit Court for the Thirteenth
Judicial Circuit of Florida.

                   About Sebring Management

Clearwater, Florida-based Sebring Management FL, LLC, and its three
affiliates sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Lead Case No. 15-08589) on Aug. 23, 2015.
The petition was signed by Leif W. Anderson, chief executive
officer.  Sebring Management estimated $100,000 to $500,000 in
assets and $10 million to $50 million in liabilities.  The Debtors
were represented by Jay B Verona, Esq., at Shumaker, Loop &
Kendrick, LLP, in Tampa, Florida.

On May 19, 2016, the Debtors filed a proposed Plan of Orderly
Liquidation.  On July 18, 2016, the Court confirmed the Plan.
Carol Fox was appointed Plan Administrator of the Debtors' Estates.
The Effective Date of the Plan occurred on Aug. 12, 2016.  The
Plan Administrator hired Jennis Law Firm as counsel; Morgan &
Morgan, P.A., Genovese Joblove & Battista, P.A., the Law Firm of
Leon Cosgrove, LLC, as special counsel; GlassRatner Advisory &
Capital Group, LLC, as financial advisor; and Howard & Company of
Sarasota, Inc., as accountant.


SHABSI BRODY: MEOR 77 Buying Lakewood Property for $165K
--------------------------------------------------------
Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey will convene a hearing on Oct. 17, 2017 at
10 a.m., to consider the sale by Shabsi Brody and Luba Brody of
real property located at 23 Aspen Court, Lakewood, Ocean County,
New Jersey, to MEOR 77, LLC for $165,000, subject to higher or
better offers.

At the time of the filing of the Chapter 11 petition, the Debtors
were the owners of the Property.  

Partners Realty Group has found the Buyer and the Debtors desire to
sell the Property and have entered into a Contract of Sale of the
Property for a sale price of $165,000.  The Property will be sold
free and clear of certain liens, claims and encumbrances, with
valid liens to attach to proceeds of sale.  The expected closing
date of the sale is Sept. 27, 2017.

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

     http://bankrupt.com/misc/Shabsi_Brody_97_Sales.pdf

The Property is encumbered by these mortgages and/or other liens
recorded in the Ocean County Clerk's Office:

          a. Mortgage: Luba R. Brody, wife and Shabsi Brody,
husband and Yitzchok Gross and Shaindy Gross TO MERS, as nominee
for U.S.

Bank, N.A., Dated 3/25/2009, Recorded 4/3/2009 in Mortgage Book
14254, Page 1916.  To Secure $168,000.

          b. Assignment of Mortgage: to U.S. Bank National
Association recorded 3/5/2012 in Book 15132 Page 53.

          c. Notice of Lis Pendens vs. Luba R. Brody, Docket No. F
029238 4 recorded 7/22/2014 in Book 15854 Page 592.

          d. The Tax Collector, Township of Lakewood, Ocean County,
New Jersey may have a lien on the Subject Property for unpaid
municipal taxes, water and sewer charges.

          e. The Lakewood Municipal Utilities Authority, with an
address of 390 New Hampshire Avenue, d, NJ 08701, has or may have a
lien(s) for unpaid water and/or sewer charges.

These judgments were entered in the Superior Court of New Jersey
against the Debtors, and are liens against the Property:

          a. Superior Court of New Jersey
             Judgment Number: J-236090-2014
             Case Number: L-002803-13
             Date Entered: 12/05/2014 Date Signed: 10/28/2014
             Type of Action: Book Account
             Venue: OCEAN
             Debt: $27,817
             Costs: $324
             Creditor(s): Banco Popular North American
             Attorney: Ragan & Ragan
             Debtor(s): Shabsi Brody trading as BNM Associates,
LLC

          b. Superior Court of New Jersey
             Judgment Number: DJ 004236-2014
             Case Number: DC-011835-12
             Date Entered: 01/07/14 Date Signed: 06/10/13
             Type of Action: Contract-Reg
             Venue: OCEAN
             Debt: $5,760
             Costs: $8
             Creditor(s): Banco Popular North American
             Attorney: Morgan Bornstein & Morgan
             Debtor(s): Shabsi Brody trading as BNM Associates,
LLC
             
          c. Superior Court of New Jersey
             Judgment Number: J-165890-2014
             Case Number: L-002804-13
             Date Entered: 09/04/2014 Date Signed: 05/19/2014
             Type of Action: Book Account
             Venue: OCEAN
             Debt: $56,631
             Costs: $314
             Creditor(s): Banco Popular North American
             Attorney: Ragan & Ragan
             Debtor(s): Shabsi Brody trading as BNM Associates,
LLC

          d. Superior Court of New Jersey
             Judgment Number: J-065067-2011
             Date Entered: 012/05/2014 Date Signed: 10/28/2014
             Type of Action: Book Account
             Venue: Bergen
             Debt: $225,150
             Costs: $240
             Creditor(s): TD Bank NA
             Attorney: Winne Banta Hetherington et al
             Debtor(s): Shabsi Brody, Luba Brody, Sterling Comm
Corp. J&S

          e. Superior Court of New Jersey
             Judgment Number: DJ-050323-2015
             Date Docketed: 03/24/2015
             Venue: OCEAN
             Debt: $5,720
             Creditor(s): Banco Popular North American
             Attorney: Morgan Bornstein & Morgan
             Debtor(s): Luba Brody and Sterlingcomm Corp.

The Debtors ask to sell free and clear of the judgment liens. None
of the judgment creditors have levied upon the Property prepetition
and all of the judgment liens are subject to avoidance.

The proceeds of sale will be applied at closing to satisfy the
mortgage(s) encumbering the Property pursuant to the terms of the
confirmed chapter 11 plan, municipal real estate taxes, and real
estate commissions, if any.  Other liens, in particular the
judgment liens, will attach to the proceeds of sale.

The contract of sale further provides that the Seller(s) have
agreed to pay a 6% commission for services rendered by Partners
Realty Group.   

The Debtors also asks relief from the 14-day stay of Bankr. Rule
6004(h) in order to expedite the sale.

The Purchaser:

          MEOR 77, LLC
          715 Marlin Ave.
          Lakewood, NJ 08701

Shabsi Brody and Luba Brody sought Chapter 11 protection (Bankr.
D.N.J. Case No. 16-24242) on July 26, 2016.  The Debtors tapped
Timothy P. Neumann, Esq., at Broege, Neumann, Fischer & Shaver, as
counsel.


SOUTHEAST ALABAMA: Creditors Seek Appointment of Interim Trustee
----------------------------------------------------------------
Creditors SunSouth Bank, Country Corner Shopping Center, LLC, and
Applefield Realty, LLC, ask the U.S. Bankruptcy Court for the
Middle District of Alabama to direct the appointment of an interim
trustee for Southeast Alabama Fabricare, Inc.  

In 2011, SunSouth refinanced and combined other loans that it had
with the Morrow family and other affiliated entities. In 2016,
SunSouth started experiencing increased issues with the loan,
including routinely late monthly payments, and not receiving
required current financial data from the company. Since October 14,
2016, SunSouth received no payment on the loan. The current amount
owed to SunSouth is $1,021,421.

Due to the company's sudden alleged hardships, SunSouth has begun
investigating the reasons for the issues. SunSouth discovered that
Marion Timothy Morrow, as part-owner and day-to-day operator of the
business:

     (a) has engaged in deceptive business practices to the
detriment of the company's creditors. SunSouth has received reports
that there are times that employees do not receive prompt
paychecks, and some days are told not to show up to work.

     (b) has converted company money for his own use, and quite
literally taking cash from a store's daily intake and keeping it
for himself.

     (c) has poorly managing the actual operations of the company,
from causing delays in cleaning and delivery, and not properly
overseeing quality control.

     (d) has told employees that the stores are "closing. "

The Petitioning Creditors believe that Tim Morrow is potentially
attempting schemes -- closing Village Cleaners, then converting to
a Chapter 7, in order to start the new business -- to avoid payment
to his creditors altogether by abandoning his plant and rerouting
his cleaning services through another company, and opening a
business under a new name.

Accordingly, the Petitioning Creditors assert that the appointment
of an interim trustee is imperative to halt any further waste, to
investigate the relative priorities of claims to the company's
property, to prevent loss of asset of the estate, and to take any
other action prudent as interim trustee.  

Likewise, the Petitioning Creditors believe that conversion to a
Chapter 7 is imminent and that the concurrent and immediate
appointment of an interim trustee will be necessary to preserve the
property of the estate and/or to prevent loss to the estate.

Petitioning Creditors are represented by:

          Russell N. Parrish, Esq.
          Farmer, Price, Hornsby & Weatherford, L.L.P.
          Post Office Drawer 2228
          Dothan, AL 36302
          Phone: (334) 793-2424
          Fax: (334) 793-6624
          Email: rparrish@fphw-law.com

                          About Southeast Alabama Fabricare

Southeast Alabama Fabricare, Inc., dba Village Cleaners, opened in
1965 as Village One Hour Cleaners at its original 1,000 sq. ft.
location on Fortner St. in Dothan, Alabama.  It remained a small
neighborhood drycleaner until 1989 when it was purchased by the
Morrow family.  Since then, Village Cleaners has grown to 7
locations and 65 employees making them the largest dry cleaning
operation in the Tri-State area. In August 2005, Village Cleaners
moved into its new 13,000 sq. ft. state of the art processing
facility located at 700 W. Carroll St. in Dothan.  This facility is
the second largest dry cleaning plant in the state of Alabama and
by far the most modern in the area.  Village Cleaners exclusively
uses European dry cleaning equipment, the finest and most expensive
in the industry.

An involuntary Chapter 11 Petition (Bankr. M.D. Ala. Case No.
17-10825) has been filed against Southeast Alabama Fabricare, Inc.
dba Village Cleaners on April 21, 2017.

The case is assigned to Judge William R. Sawyer.

The Petitioning Creditors SunSouth Bank and LPW, Inc. are
represented by Russell N. Parrish, Esq. at Farmer, Price, Hornsby &
Weatherford.


SPI ENERGY: Owns 65.7% of EnSync as of July 26
----------------------------------------------
SPI Energy Co., Ltd., and SPI Solar, Inc., disclosed in a
regulatory filing with the Securities and Exchange Commission that
as of July 26, 2017, they beneficially own 92,000,000 shares of
common stock of EnSync, Inc., which constitutes 65.7 percent of the
shares outstanding.  The amount consists of (i) 42,000,000 shares
of the issuer's common stock issuable to SPI Solar, Inc. upon the
conversion of 28,048 shares of the issuers Series C Convertible
Preferred Stock, assuming such preferred stock is convertible
within 60 days from the date of acquisition and (ii) 50,000,000
shares of the issuer's common stock issuable to SPI Solar, Inc.
upon the exercise of a warrant to purchase such amount of common
stock, assuming such warrant is exercisable within 60 days from the
date of acquisition.

The percentage is calculated based on 140,010,347 shares of the
issuer's common stock, representing (i) 48,010,347 shares of the
issuer's common stock outstanding as of June 22, 2017 as disclosed
in the issuer's registration statement on Form S-3 filed with the
Securities Exchange and Commission on June 23, 2017 and (ii)
92,000,000 shares of the issuer's common stock issuable upon the
conversion of the preferred stock and the exercise of the warrant.

SPI Solar completed the Share Transfer under the Share Purchase
Agreement in December 2016.  Pursuant to the same Share Purchase
Agreement, in April 2017, Melodious Investments Company Limited
requested SPI Solar to repurchase 7,012 shares of the C-1 preferred
stock and 4,341 shares of the C-2 preferred stock 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 26, 2017.  Among the repurchase consideration,
US$8.5 million was set off against the outstanding payment
obligation of Melodious Investments Company Limited under the Share
Purchase Agreement.  The remainder of the payment for the share
repurchase in the amount of US$3.2 million was funded by SPI Solar
with its working capital.

A full-text copy of the Schedule 13D/A is available for free at:

                     https://is.gd/7lnRAx

                       About SPI Energy

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.

"[T]he Group has suffered significant losses from operations and
has a negative working capital as of December 31, 2015.  In
addition, the Group has substantial amounts of debts that will
become due for repayment in 2016.  These factors raise substantial
doubt about the Group's ability to continue as a going concern,"
the Company disclosed in its 2015 Annual Report.

"While management believes that the measures in the liquidity plan
will be adequate to satisfy its liquidity and cash flow
requirements for the twelve months ending December 31, 2016, there
is no assurance that the liquidity plan will be successfully
implemented.  Failure to successfully implement the liquidity plan
will have a material adverse effect on the Group's business,
results of operations and financial position, and may materially
adversely affect its ability to continue as a going concern.  The
consolidated financial statements do not include any adjustments
related to the recoverability and classification of recorded assets
or the amounts and classification of liabilities or any other
adjustments that might be necessary should the Group be unable to
continue as a going concern."


SPRINT COMMUNICATIONS: Egan-Jones Cuts LC Unsecured Rating to B+
----------------------------------------------------------------
Egan-Jones Ratings Company, on June 27, 2017, lowered local
currency senior unsecured rating on debt issued by Sprint
Communication Inc to B+ from BB-. EJR also assigned a B+ foreign
currency senior unsecured debt rating on the Company.

Sprint Communications Inc offers a range of wireless and wireline
communications services to consumer, business, and government
customers. The Company develops, engineers, and deploys various
technologies, including two wireless networks offering mobile data
services, instant national and international push-to-talk
capabilities, and a global Tier 1 Internet backbone.



SPRINT CORP: Egan-Jones Raises Sr. Unsecured Rating to B+
---------------------------------------------------------
Egan-Jones Ratings Company, on June 27, 2017, raised local currency
senior unsecured rating on debt issued by Sprint Corp to B+ from B.


Sprint Corporation, commonly referred to as Sprint, is an American
telecommunications holding company that provides wireless services
and is an internet service provider.



STAPLES INC: Egan-Jones Cuts Sr. Unsec. Debt Ratings to BB+
-----------------------------------------------------------
Egan-Jones Ratings Company, on June 27, 2017, lowered the senior
unsecured ratings on debt issued by Staples Inc. to BB+ from BBB-.

Staples, Inc. is a large United States office supply chain store,
with over 2,000 stores worldwide in 26 countries.


STEMTECH INT'L: Court Rejects Bid for Ch. 11 Trustee Appointment
----------------------------------------------------------------
Judge Raymond B. Ray of the U.S. Bankruptcy Court for the Southern
District of Florida has issued an order denying the U.S. Trustee's
Motion to Convert or Dismiss Case, or In the Alternative, for the
Appointment of a Chapter 11 Trustee for Stemtech International,
Inc.

                    About Stemtech International

Stemtech International, Inc., is a holding company with assets
comprising intellectual property, a leasehold interest, and direct
and indirect equity interests in several subsidiaries operating
both domestically and internationally.  It filed a Chapter 11
bankruptcy petition (Bankr. S.D. Fla. Case No. 17-11380) on Feb. 2,
2017, estimating $1 million to $10 million in assets and
liabilities. The petition was signed by Ray C. Carter, chief
executive officer.

The Hon. Raymond B. Ray presides over the case.

The Debtor tapped SEESE, PA, as counsel; and GlassRatner Advisory &
Capital Group, LLC, as its financial advisor.

Guy Gebhardt, acting U.S. Trustee for Region 21, on Feb. 22, 2017,
appointed three creditors of Stemtech International, Inc., to serve
on the official committee of unsecured creditors. The committee
members are (1) Wilhelm Keller; (2) Greg Newman; and (3) Andrew P.
Leonard.  The Committee retained Paul Steven Singerman, Esq., at
Berger Singerman LLP as counsel.


STOLLINGS TRUCKING: Disclosure Statement Hearing Moved to Nov. 15
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of West
Virginia has rescheduled the hearing on the approval of Stollings
Trucking Company, Inc.'s disclosure statement for November 15.

The hearing will be held at 1:30 p.m., at the Robert C. Byrd U.S.
Courthouse, Bankruptcy Courtroom.

The company on July 20 filed a Chapter 11 plan that is based upon
the liquidation of its assets.  Under the plan, unsecured creditors
can only be paid if there are sufficient monies left over after
payment of tax liens, priority claims, secured claims and
administrative expenses.

                    About Stollings Trucking

Stollings Trucking Company, Inc. began its operations in 1990.
Throughout the years, the Debtor both hauled coal and mined coal
for its own profit.  As it grew, it acquired more equipment and
rolling stock.  Stollings also obtained mining permits on property
in Logan County, West Virginia, and was a party to coal leases.

Stollings Trucking sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. W.Va. Case No. 15-20624) on Dec. 7,
2015.  Rhonda Marcum, president, signed the petition.

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

Judge Frank W. Volk presides over the case.  Joseph W. Caaldwell,
Esq., at Caldwell & Riffee represents the Debtor as bankruptcy
counsel.


T-REX OIL: Cancels Registration of Common Stock
-----------------------------------------------
T-Rex Oil, Inc. filed a Form 15 with the Securities and Exchange
Commission notifying the termination of registration of its common
stock under Section 12(g) of the Securities Exchange Act of 1934.
As of Aug. 10, 2017, there were 409 holders of the Company's common
shares.

                         About T-Rex

T-Rex Oil, Inc., f/k/a Rancher Energy Corp., is an energy company,
focused on the acquisition, exploration, development and production
of oil and natural gas assets primarily in the Rocky Mountain
region of Wyoming.

T-Rex Oil reported a net loss of $15.70 million for the year ended
March 31, 2016, compared to a net loss of $11.04 million for the
year ended March 31, 2015.  As of Dec. 31, 2016, T-Rex Oil had
$3.17 million in total assets, $4.01 million in total liabilities
and a stockholders' deficit of $842,385.

B F Borgers CPA PC, in Denver, CO, issued a "going concern"
qualification on the consolidated financial statements for the year
ended March 31, 2016, noting that the Company's significant
operating losses raise substantial doubt about its ability to
continue as a going concern.


TEMPLE OF HOPE: Sale of Birmingham Property for $195K Approved
--------------------------------------------------------------
Judge D. Sims Crawford of the U.S. Bankruptcy Court for the
Northern District of Alabama authorized Temple of Hope Baptist
Church, Inc.'s private sale of commercial real property located at
3800 3rd Avenue South, Birmingham, Jefferson County, Alabama,
Parcel/Tax ID # 23--00-29-3-023-005.001, to Frank Day III and/or
his assigns for $195,000.

The Sale as confirmed and authorized is subject to the Commercial
Sale Agreement entered into between the Debtor and the Purchaser
and upon closing, is specifically free and clear of the following
liens and interest: (i) Opportunity Real Estate: First mortgage by
assignment from Alamerica Bank on the Property, said assignment
recorded in Instrument 2016129728; and (ii) Jefferson County Tax
Collector: all taxes, charges, assessments levied against the
Property, which are due and payable.  But the Sale is subject to
the standard and specific Schedule B Exceptions shown on the Title
Group, Inc., title commitment issued for the Property.

All valid liens and interests reported by the Debtor, including but
not limited to the lien(s) and interest(s) of Opportunity Real
Estate, LLC, will attach to the proceeds of Sale and will be paid
by the Debtor from the same immediately upon the Sale closing.  

Accordingly, the Debtor will pay, from the proceeds of Sale: (i) a
standard owner’s title commitment for the issuance of an owner's
title policy through the Title Group; (ii) the full mortgage
balance owed to Opportunity Real Estate as of the closing date;
(iii) all taxes, charges and assessments previously levied against
the property, if any, which are due and payable; (iv) the Debtor's
pro rata share of the current year's ad valorem estate taxes; and
(v) any outstanding federal payroll/trust fund taxes which may have
accrued up to the filing of Debtor's Chapter 11 bankruptcy case.
The remaining balance of the Sale proceeds after payment of the
Deductions will be held by the Debtor pending any further orders of
the Court.

After the closing, if there is a legitimate controversy regarding
the amount due on any lien or interest, or its priority, other than
the lien or interest held by Opportunity Real Estate, then the
Debtor will bring proper proceedings in the Court to resolve same.

The Debtor will file with the Clerk of the Court a report of the
Sale pursuant to Bankruptcy Rule 6004(f)(1) promptly after the Sale
is closed.

                About Temple of Hope Baptist Church

Temple of Hope Baptist Church, Inc., is a religious organization
which operates exclusively for religious, charitable, and distinct
ecclesiastical purposes in Birmingham, Alabama.

Temple of Hope Baptist Church filed a Chapter 11 petition (Bankr.
N.D. Ala. Case No. 17-00415) on Feb. 1, 2017.  The petition was
signed by Oliver L. Jones, to Church's Pastor.  At the time of
filing, the Debtor estimated $100,000 to $500,000 in assets and
$50,000 to $100,000 in liabilities.

The Debtor is represented by Frederick Mott Garfield, Esq., at
Spain & Gillon; and Gina H. McDonald, Esq., at Gina H. McDonald &
Associates, LLC.

No trustee or examiner has been appointed in the Debtor's case.  An
official committee of unsecured creditors could not be formed due
to lack of interest, the U.S. Trustee said.


TERRANOVA LANDSCAPES: Taps Scott J. Eagar as Accountant
-------------------------------------------------------
Terranova Landscapes, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire an accountant.

The Debtor proposes to employ Scott J. Eagar, CPA, P.C. to file tax
returns and pay the firm an hourly fee of $200.

Scott Eagar, a certified public accountant, disclosed in a court
filing that his firm does not represent any interest adverse to the
Debtor or its creditors.

The firm can be reached through:

     Scott J. Eagar
     Scott J. Eagar, CPA, P.C.
     569 Forest Avenue  
     Massapequa, NY 11758  
     Phone: (516) 798-0316

                About Terranova Landscapes Inc.

Terranova Landscapes, Inc. dba Terranova Fine Landscapes, based in
Center Moriches, New York, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-70472) on January
27, 2017.  The petition was signed by Eric Searles, president.  

At the time of the filing, the Debtor disclosed $827,529 in assets
and $2.07 million in liabilities.

The case is assigned to Judge Louis A. Scarcella.  The Debtor is
represented by Gary C. Fischoff, Esq., at Berger, Fischoff, &
Shumer, LLP.


TIMOTHY MCCLINCY: Ahns Buying Federal Way Property for $420K
------------------------------------------------------------
Timothy William McClincy asks the U.S. Bankruptcy Court for the
Western District of Washington to authorize the sale of his real
property located at 3339 18th Lane South A, B, Federal Way,
Washington, tax parcel # 7978200075, to Libby Ahn and Michael Ahn
for $420,000.

A hearing on the Motion is set for Oct. 6, 2017 at 9:30 a.m.  The
objection deadline is Sept. 29, 2017.

One of the primary reasons that the Reorganized Debtor filed the
Chapter 11 case was due to the entry of a large judgment entered
against him in Washington State Court ("Carpenter Judgment"), which
he subsequently appealed and which was considered by the Washington
State Court of Appeals, Division I, Appeal No. 73066-5-1.  His
confirmed Plan contemplates the liquidation of certain real
property if he is unsuccessful in the State Court Appeal.

On April 3, 2017, the Washington State Court of Appeals issued its
decision upholding the Carpenter Judgment in nearly all respects.
Subsequently, the Reorganized Debtor filed a petition for review to
the Washington State Supreme Court.  That petition has not yet been
adjudicated.

Gregory Skagen and Windermere Real Estate, the Reorganized Debtor's
Court-appointed Real Estate Brokers/ Agents, are authorized to
market and list all of the real property of the estate, including
but not limited to the Property.  The value of the Property listed
in the Reorganized Debtor's schedules is $320,000.  The tax
assessed value of the Property is $261,000.

The Court previously approved a sale of the Property to Shawn Wong
for $425,000.  The sale was subject to completion of a lot-line
adjustment.  Subsequent to Court approval, the City of Federal Way
rejected a lot-line adjustment and required the property to be
short-platted in to two separate legal lots.  Because of the delay,
Wong terminated the sale contract and the property was re-listed.

The Debtor entered into the Real Estate Purchase and Sale Agreement
with the Buyers.  The PSA is contingent upon Court Approval.  It is
also contingent upon conventional financing, which period commenced
forty five days after recording of the final short plat by the City
of Federal Way, although the Purchasers have received conditional
approval of a conventional loan.  The closing will occur not later
than 45 days after the final short plat is approved and recorded.
The Property will be sold free and clear of liens, claims,
encumbrances and interests.

According to the title report previously filed with the Court in
connection with the proposed Wong sale, these liens are against the
Property:

   a. Deed of Trust and the Terms and Conditions Thereof:
      Grantor: Tim W. McClincy, an unmarried man, as his separate
estate
      Trustee: WFG National Title Insurance Co.
      Beneficiary: Mortgage Electronic Registration Systems, Inc.
acting as a Nominee for lender and lender's successors and assigns
Plaza Home Mortage Inc.
      Original Amount: $136,000
      Dated: April 01, 2013
      Recorded: April 3, 2013
      Recording No.: 20130403000631

   b. Recorded Judgment:
      Against: Tim W. McClincy
      In Favor Of: Collin Carpenter, Trish Carpenter and Randall V.
Brooks
      Amount: $844,570, plus interests and fees, if any
      King County Judgment No.: 15-9-03773-6
      Superior Court Cause No.: 13-2-03051-9
      Recorded: April 14, 2015
      Recording No.: 20150414000077

The Title Report reflects outstanding real property taxes owing on
the Property in the amount of $1,869.  There are no other known
liens against the Property.

From the gross proceeds generated from the sale of the Property,
the Reorganized Debtor proposes to pay: (i) all normal costs of
sale, including real estate commissions and seller’s closing
costs; (ii) all pro-rated outstanding real estate taxes owed to
King County; (iii) the current balance owing to the first position
deed of trust holder, Nationstar Mortgage, LLC, as successor in
interest to Seneca Mortgage Servicing, LLC at the time of closing
(estimated to be approximately $125,000); and (iv) all outstanding
administrative expenses previously approved by the Court in the
case (TTLG is owed approximately $26,600 in previously approved
fees and costs at the time of the drafting of the Motion).  

The remaining sale proceeds will be held in an interest-bearing
account by the Reorganized Debtor's counsel, TTLG, as the Court may
determine, for distribution consistent with the terms of the
Reorganized Debtor's confirmed Plan.  The closing of the sale will
include protections requested by Nationstar Mortgage in response to
the prior proposed sale.

Should the proposed sale of the Property be approved where the
proposed sale was the result of a competitive bidding process,
where the proposed sale price is $50,000 in excess of the original
listing price.

                       About Timothy McClincy

Timothy William McClincy sought Chapter 11 protection (Bankr. W.D.
Wash. Case No. 16-10176) on Jan. 15, 2016.  The Reorganized Debtor
confirmed his Second Amended Plan of Reorganization on June 29,
2016.  On May 1, 2017, the Court approved the modification of his
confirmed Second Amended Plan, as set forth in the Reorganized
Debtor's Fourth Amended Plan of Reorganization.


TOYS "R" US: Case Summary & 50 Largest Unsecured Creditors
----------------------------------------------------------
Lead Debtor: Toys "R" Us, Inc.
             One Geoffrey Way
             Wayne, NJ 07470

Type of Business: Toys "R" Us, Inc. is a toy and baby products
                  retailer, offering a differentiated shopping
                  experience through its family of brands.
                  Merchandise is sold in 885 Toys"R"Us and
                  Babies"R"Us stores in the United States, Puerto
                  Rico and Guam, and in more than 810
                  international stores and over 255 licensed
                  stores in 38 countries and jurisdictions.  With
                  its strong portfolio of e-commerce sites
                  including Toysrus.com and Babiesrus.com, the
                  company provides shoppers with a broad online
                  selection of distinctive toy and baby products.
                  Toys"R"Us, Inc. is headquartered in Wayne, NJ,
                  and has nearly 65,000 employees worldwide.

NAICS (North American
Industry Classification
System) 4-Digit Code that
Best Describes Debtor: 4521

Chapter 11 Petition Date: September 18, 2017

Debtor affiliates that simultaneously filed Chapter 11 petitions:

   Debtor                                           Case No.
   ------                                           --------
   Toys R Us, Inc.                                  17-34665
   TRU - SVC, Inc.                                  17-34659
   Geoffrey Holdings, LLC                           17-34660
   Giraffe Holdings, LLC                            17-34661
   Giraffe Junior Holdings, LLC                     17-34662
   MAP 2005 Real Estate, LLC                        17-34663
   Toys "R" Us Value, Inc.                          17-34664
   Geoffrey International, LLC                      17-34666
   Geoffrey, LLC                                    17-34667
   Toys R Us (Canada) Ltd./Toys R Us (Canada) Ltee  17-34668
   Toys R Us Delaware Inc.                          17-34669
   Toys R Us Europe, LLC                            17-34670
   Toys R Us Property Company II, LLC               17-34671
   Toys Acquisition, LLC                            17-34672
   TRU Asia, LLC                                    17-34673
   TRU Guam, LLC                                    17-34674
   TRU Mobility, LLC                                17-34675
   TRU of Puerto Rico, Inc.                         17-34676
   TRU Taj (Europe) Holdings, LLC                   17-34677
   TRU Taj Finance, Inc.                            17-34678
   TRU Taj Holdings 1, LLC                          17-34679
   TRU Taj Holdings 2 Limited                       17-34680
   TRU Taj Holdings 3, LLC                          17-34681
   TRU Taj LLC                                      17-34682
   Wayne Real Estate Parent Company, LLC            17-34683

Court: United States Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Hon. Keith L. Phillips

Debtors' Counsel: Edward O. Sassower, P.C.
                  Joshua A. Sussberg, P.C.
                  KIRKLAND & ELLIS LLP
                  KIRKLAND & ELLIS INTERNATIONAL LLP
                  601 Lexington Avenue
                  New York, New York 10022
                  Tel: (212) 446-4800
                  Fax: (212) 446-4900
                  E-mail: edward.sassower@kirkland.com
                         joshua.sussberg@kirkland.com

                    - and -

                  James H.M. Sprayregen, P.C.
                  Anup Sathy, P.C.
                  Chad J. Husnick, P.C.
                  Robert A. Britton, Esq.
                  Emily E. Geier, Esq.
                  KIRKLAND & ELLIS LLP
                  KIRKLAND & ELLIS INTERNATIONAL LLP
                  300 North LaSalle
                  Chicago, Illinois 60654
                  Tel: (312) 862-2000
                  Fax: (312) 862-2200
                  Email: james.sprayregen@kirkland.com
                         anup.sathy@kirkland.com
                         robert.britton@kirkland.com
                         emily.geier@kirkland.com

                    - and -

                  Michael A. Condyles, Esq.
                  Peter J. Barrett, Esq.
                  Jeremy S. Williams, Esq.
                  KUTAK ROCK LLP
                  901 East Byrd Street, Suite 1000
                  Richmond, Virginia 23219-4071
                  Tel: (804) 644-1700
                  Fax: (804) 783-6192
                  E-mail: Michael.Condyles@KutakRock.com
                          Peter.Barrett@KutakRock.com
                          Jeremy.Williams@KutakRock.com

General
Counsel
for Possible
Canadian
Insolvency:       GOODMANS LLC

Debtors'
Investment
Banker &
Financial
Advisor:          LAZARD FRERES & CO., LLC

Debtors'
Restructuring
Advisor:          ALVAREZ & MARSAL NORTH AMERICA, LLC

Debtors'
Communications
Consultant:       JOELE FRANK, WILKINSON BRIMMER KATCHER

Debtors'
Notice &
Claims
Agent and
Administrative
Advisor:          PRIME CLERK LLC
                  https://cases.primeclerk.com/toysrus

Estimated Assets: $1 billion to $10 billion

Estimated Debt: $1 billion to $10 billion

The petitions were signed by Cornell N. Boggs, III, authorized
signatory.  A full-text copy of Toys "R" Us, Inc.'s petition is
available for free at http://bankrupt.com/misc/vaeb17-34665.pdf

Debtors' List of 50 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
Bank of New York                    7.375% Senior     $208,340,000
225 Liberty Street                Notes Due Fiscal
New York, NY 10286                       2018
Kevin McCarthy
General Counsel
Tel: 212-495-1784
Fax: 212-635-1799

Mattel                              Trade Payable     $135,639,021
333 Continental Boulevard
El Segundo, CA 90245
Margareth H. Georgiadis
CEO
Tel: 310-252-4455
Fax: 310-252-2567
Email: margo@mattel.com

Hasbro Inc.                         Trade Payable      $59,092,155
One Hasbro Place
Providence, RI 02903
Brian D. Goldner, CEO
Tel: 401-727-5202
Fax: 401-431-8535
Email: brian.goldner@hasbro.com

Graco Children's Products Inc.       Trade Payable     $59,081,865
221 River Street
Hoboken, NJ 07030
Canada
Mark Tarchetti, President
Tel: 201-610-6600
Email: mark.tarchetti@newellco.com

Spin Master                           Trade Payable    $32,768,564
121 Bloor Street East
Toronto, ON M4W 3M5
Canada
Anton Rabie, CEO
Tel: 416-364-6002
Fax: 416-364-5097
Email: antonr@spinmaster.com

Lego                                  Trade Payable    $31,593,125
555 Taylor Road
PO Box 1600
Enfield, CT 06083
Niels Christiansen, CEO
Tel: 860-749-2291
Fax: 860-763-0522
Email: niels.christiansen@lego.com

Just Play (HK) Limited                Trade Payable    $28,966,333
1900 NW Corporate Blvd.
Suite 100W
Boca Raton, FL 33431
Charlie Emby
Geoffrey Greenberg
Co-owner & President
Tel: 561-988-2323
Fax: 561-988-2324
Email: cemby@justplayproducts.com

Bank of New York                    8.750% Debentures  $21,673,000
225 Liberty Street                   Due Fiscal 2021
New York, NY 10286
Kevin McCarthy
General Counsel
Tel: 212-495-1784
Fax: 212-635-1799

MGA Entertainment Inc.               Trade Payable     $21,369,955
16300 Roscoe Blvd.
Suite 150
Van Nuys, CA 91406
Isaac Larian, CEO
Tel: 818-894-3150
Fax: 818-895-0771
Email: isaac.larian@mgae.com

VTech Electronics Limited           Trade Payable      $17,707,740
1156 W Shure
Drivesuite 200 Arlington
Heights, IL 60004
William To
President
Tel: 847-400-3600
Fax: 847-400-3601
Email: william_to@vtechkids.com

Jakks Pacific Inc.                  Trade Payable      $14,058,896
2951 28th Street
Santa Monica, CA 90405
Stephen G. Berman, CEO
Tel: 310-455-6218
Fax: 310-317-8527
Emai: stephenb@jassks.net

Radio Flyer Inc.                    Trade Payable      $12,204,464
6515 West Grand Avenue
Chicago, IL 60707
Robert Pasin, CEO
Tel: 800-621-7613
Fax: 773-637-8874
Email: rfpasin@radioflyer.com

Skyrocket Toys LLC                  Trade Payable      $11,004,986
12910 Culver Blvd.
Los Angeles, CA 90066
Nelo Lucich, CEO
Tel: 310-822-0515
Fax: 310-736-6176
Email: nelol@skyrockettoys.com

Kids II Far East Limited            Trade Payable      $10,070,510
333 Piedmont Road
Suite 1800
Atlanta, GA 30305
Ryan Gunnigle, CEO
Tel: 800-230-8190
Fax: 770-751-0543
Email: rgunnigle@kidsii.com

Pacific Cycle LLC                   Trade Payable       $9,969,131
4902 Hammersley Road
Madison, WI 53711
Jeff Fehner, CEO
Tel: 608-268-2468
Fax: 608-268-8352
Email: jfehner@pacific-cycle.com

Moose Toys PTY Ltd.                 Trade Payable       $9,538,166
29 Grange Rd Cheltenham
Melbourne, VIC 3192
Australia
Manny Stul
Chairman and Co-CEO
Tel: 03 9579 7377
Fax: (+61) 03 9579 7355
Email: manny@moosetoys.com

Dorel Juvenile Group Inc.           Trade Payable      $9,197,609
2525 State Street
Columbus, IN 47201
Paul Powers
President & CEO
Tel: 800-295-1980
Fax: 812-372-0977
Email: ppowers@djgusa.com

Jazwares, Inc.                      Trade Payable      $9,065,743
963 Shotgun Road
Sunrise, FL 33326
Judd Zebersky, CEO
Tel: 800-845-0800
Fax: 954-368-8740
Email: judd@jazwares.com

C & T International, Inc.           Trade Payable      $8,683,876
46 Whelan Rd
East Rutherford, NJ 07073
George Ivaldi, President
Tel: 201-531-1919
Fax: 201-531-1920
Email: georgeicnt@aol.com

Delta Enterprise Corp.              Trade Payable      $8,001,386
114 West 26th Street
8th Floor
New York, NY 10001
Joseph Shamie, President
Tel: 212-736-7000
Fax: 212-645-9032
Email: jshamie@deltaenterprise.com

Zuru Inc. Energy Plaza92           Trade Payable       $7,855,722
Granville Roadsim Sha Tsui,
Hong Kong
Nick Mowbray, CEO
Tel: 86-20-6661-6100 x8088
Fax: 86-55-8221-4077
Email: nick@zuru.com

Bandai America Inc.                Trade Payable       $7,798,951
2120 Park Place, Suite #120
El Segundo, CA 90245
Asher Takeuchi, CEO
Tel: 714-816-8560
Fax: 714-816-6710
Email: takeuchia@bandai.com

Cepai LLC                          Trade Payable       $6,737,106
121 Hunter Ave
Suite 103
St. Louis, MO 63124
Russell Hornsby
President & CEO
Tel: 314-725-4900 x3712
Fax: 314-725-4919
Email: rhonsby@cepiallc.com

International Playthings             Litigation        $6,473,425
75D Lackawanna Avenue
Parsippany, NJ 07054
Mike Varda, President
Tel: 973-316-2500
Fax: 973-316-5883
Email: michael.varda@intplay.com

Caben Asia Pacific Ltd.             Trade Payable      $6,449,641
12/F, Tal Building
Jordan
Kowloon,
Hong Kong
Mona Lam
Executive Director
Tel: 0852-27369880
Fax: 852-23754411
Email: sandy@caben.com.hk

Huffy Corporation                   Trade Payable      $6,262,973
6551 Centerville
Business Parkway
Centerville, OH 45459
William A. Smith
CEO
Tel: 937-865-2800
Fax: 937-865-5470
Email: bill.smith@huffybikes.com

William Carter Co.                  Trade Payable      $5,221,247
3438 Peachtree Road NE
Suite 1800
Atltanta, GA 30326
Michael Casey, CEO
Tel: 678-791-1000
Fax: 404-892-0968
Email: michael.cassey@carters.com

Kent International                   Trade Payable      $5,166,133
60 East Halsey Road
Parsippany, NJ 07054-3705
Arnold Kamler, CEO
Tel: 973-434-8224
Fax: 973-434-8189
Email: arnold@kent.bike.com

Evenflo Company, Inc.               Trade Payable       $4,967,763
225 Byers Road
Miamisburg, OH 45342
Jon Chamberlain, CEO
Tel: 937-773-3971
Fax: 937-778-5429

Baby Trend, Inc.                    Trade Payable      $4,923,181
1607 S. Campus Avenue
Ontario, CA 91761
Denny Tsai, President
Tel: 800-328-7363
Fax: 909-773-0108
Email: dennyt@babytrend.com

Playmates Toys Inc.                 Trade Payable      $4,537,883
909 N. Sepulveda Blvd, Ste 800
El Segundo, CA 90245
Thomas Chan, CEO
Tel: 855-807-9515
Fax: 310-252-8084
Email: Thomas.chan@playmates.net

Best Chairs Incone Best             Trade Payable      $4,268,065
Driveferdinand, IN 47532
Glenn Lange, CEO
Tel: 314-894-9922
Fax: 812-367-0370
Email: glange@besthf.com

Wowwee Group Limited                Trade Payable      $4,112,245
Energy Plaza, 3F
92 Granville Road
T.S.T. East
Richard Yanofsky, CEO
Tel: 842-216-6298
Fax: 852-2724 6931
Email: richard@wowwee.com

Razor USA Inc.                      Trade Payable      $4,072,270
12723 East 166th Street
Cerritos, CA 90703
Carlton Calvin, CEO
Tel: 562-345-6000
Fax: 562-345-6084
Email: ccalvin@razorusa.com

American Greetings Corp.            Trade Payable      $3,868,077
One American Boulevard
Cleveland, OH 44145
Zev Weiss
Co-CEO
Tel: 216-252-7300 x1440
Fax: 216-252-6778
Email: jeff.weiss@amgreetings.com

Ontel Products Corp.                Trade Payable      $3,796,943
21 Law Drive
Fairfield, NJ 7004
Amar Khubani, CEO
Tel: 973-439-9000
Fax: 973-439-9024
Email: Amar@ontel.com

Chap Mei Plastic Toys Mfy. Ltd      Trade Payable      $3,779,529
Unit 541, 5/F, Sino Industrial
Plaza
9 Kai Cheung Road
Kowloon Bay, Kowloon
Hong Kong
Simon Lam
Director
Tel: 852-2756 0185
Fax: 852-2796 5840
Email: cmsimon@chapmei.com

Funko LLC                          Trade Payable       $3,690,587
2802 Wetmore Avenue
Everett, WA 98201
Brian Mariotti, CEO
Tel: 425-783-3616
Fax: 425-252-2454
Email: contact@funko.com

Goodbaby (Hong Kong)               Trade Payable       $3,688,467
Limited
No. 20 Luxi Rd
Lujia Town, Kunshan City
Jiangsu Provice, 215331
China
Greg Mansker, CEO
Tel: +86 21 3376 3266
Fax: 86-512-5767-1515
Email: Gmansker@gbgdesign.com

Skip Hop Inc.                      Trade Payable       $3,474,778
146 W 29th St 8th Flr
New York, NY 10001
Michael Diamant, CEO
Tel: 212-868-9850
Fax: 647-607-1989
Email: michael@skiphop.com

Munchkin Inc.                      Trade Payable       $3,185,049
7835 Gloria Avenue
Van Nuys, CA 91406
Andy Kiemach, President
Tel: 800-344-2229
Fax: 818-893-6243
Email: andy.keimach@munchkin.com

Singing Machine Co.                 Trade Payable      $2,987,798
6301 NW 5th Way, Suite 2900
Fort Lauderdale, FL 33309
Gary Atkinson, CEO
Tel: 954-596-1000
Fax: 954-586-2000
Email: garyatkinson@singingmachine.com

Exel INC570 Polaris Pkwy            Trade Payable       $2,890,043
Westerville, OH 43082
John Gilbert, CEO
Tel: 614-865-8500
Fax: 614-865-8503

Ingram Entertainment Inc.           Trade Payable       $2,881,708
Two Ingram Blvd
La Vergne, TN 37089
Bob Webb
CEO & President
Tel: 615-287-4000
Fax: 615-287-4982
Email: bob.webb@ingramentertainment.com

Super Technology Limited           Trade Payable        $2,765,075
77 Mody Road
RM 1203-04, 12/F, ChinaChem
Golden Plaza
Tsim Sha Tsu
East Kowloon
Hong Kong
Albert Chan
Tel: 852-27239111
Fax: 852-27235886

The Step2 Company LLC              Trade Payable        $2,757,456
10010 Aurora-Hudson Road
Streetsboro, OH 44241
Lawton Bloom
Interim CEO
Tel: 646-321-2008
Fax: 330-528-0954
Email: Lbloom@step2.net

Warner Brothers                    Trade Payable        $2,618,732
4001 W Olive Ave
Burbank, CA 91505
Pam Lifford, President
Tel: 818-954-6111
Fax: 212-954-7667
Email: Pam.Lifford@warnerbros.com

Crayola LLC                        Trade Payable        $2,586,743
1100 Church Lane
Easton, PA 18044-0431
Smith Holland, CEO
Tel: 610-253-6271
Fax: 610-250-5768
Email: sholland@crayola.com

Playmobil USA, Inc.                 Trade Payable       $2,541,308
26 Commerce Drive
Cranbury, NJ 85212
Silke Heinrich, CEO
Tel: 609-395-5566
Fax: 609-395-3015
Email: silke_heinrich@playmobil.de

Kolcraft Prod                       Trade Payable       $2,455,330
1100 W. Monroe
Chicago, IL 60607
Sanfred Koltun, CEO
Tel: 312-361-6490
Fax: 910-944-3536
Email: anfred.kolton@kolcraft.com


TOYS "R" US: Files for Chapter 11 to Deal with $5 Billion in Debt
-----------------------------------------------------------------
America's largest toy chain, Toys R Us, has sought Chapter 11
bankruptcy protection to stabilize operations ahead of the
lucrative holiday season, and negotiate a consensual plan of
reorganization on a restructuring of $5 billion in debt.

"Toys "R" Us has been operating for more than a decade with
significant leverage, necessitating the use of substantial amounts
of cash each year (approximately $400 million) to service the more
than $5.0 billion of funded indebtedness.  But these substantial
debt service obligations impair the Company's ability to invest in
its business and future.  As a result, the Company has fallen
behind some of its primary competitors on various fronts, including
with regard to general upkeep and the condition of our stores, our
inability to provide expedited shipping options, and our lack of a
subscription-based delivery service. Further, the Company has
failed to capitalize on the iconic Toys "R" Us brand and its unique
position as a one-stop shop for toys every day year round. The time
for change, and reinvestment in operations, has come," David A.
Brandon, Chairman of the Board and Chief Executive Officer of Toys
"R" Us Inc., says in a court filing.

As of the Petition Date, the Debtors, collectively, have
approximately $5.268 billion of total funded debt obligations.

At a high level, the funded debt falls into three categories:

   (i) financing for the Debtors' domestic operations (the Delaware
Secured ABL Credit Facility and the three tranches of the Delaware
Secured Term Loan), with sub-facilities for the Debtors' Canadian
operations;

  (ii) financing for the Debtors' international operations (the Taj
Senior Notes, the Euro ABL Facility, with separate dedicated
facilities for the United Kingdom, France, and Japan (the UK Real
Estate Credit Facility, the French Real Estate Credit Facility, and
the Toys-Japan Bank Loans); and

(iii) financing for certain standalone domestic entities,
including Toys "R" Us Delaware, Inc. and two of the Debtors' real
estate holding companies (the Propco I Term Loan Facility, the
Propco II Mortgage Loan, the Giraffe Junior Mezzanine Loan, the
Delaware 7.375% Senior Notes, and the Toys Inc. 8.75% Unsecured
Notes).

The maturity dates and aggregate principal amount outstanding as of
the Petition Date under each financing are as follows:

A. North American Debt Facilities

                                                  ($ in millions)
                                                     Outstanding
                                                       Principal
   Funded Debt                         Maturity     As of 9/17/17
   -----------                         --------     -------------
Delaware Secured ABL Credit Facility   Mar. 21, 2019     $1,025
Tranche A-1 ("FILO") Loan Facility     Oct. 24, 2019       $280
Del. Sec. Term Loan - Incr. Fac. (B-2) May 25, 2018        $123
Del. Sec. Term Loan - 2nd Incr. (B-3)  May 25, 2018         $61
Del. Sec. Term Loan - Incr. Fac. (B-4) Apr. 24, 2020       $998
Delaware 8.75% Unsecured Notes         Sept. 1, 2021        $22
Toys, Inc. 7.375% Senior Notes         Oct. 15, 2018       $208
Propco I Unsecured Term Loan Facility  Aug. 21, 2019       $859
Propco II Mortgage Loan                Nov. 9, 2019        $507
Giraffe Junior Mezzanine Loan          Nov. 9, 2019         $70

B. International Debt Facilities

                                                  ($ in millions)
                                                     Outstanding
                                                       Principal
   Funded Debt                         Maturity     As of 9/17/17
   -----------                         --------     -------------
Euro ABL Facility                      Dec. 18, 2020        $84
Taj Senior Notes                       Aug. 15, 2021       $583
UK Real Estate Credit Facility         July 7, 2020        $355
French Real Estate Credit Facility     Feb. 27, 2018        $54
Toys-Japan Bank Loans                  Oct. 25, 2019;
                                       Jan. 29, 2021;
                                       Feb. 26, 2021        $36
                                                    -------------
          TOTAL FUNDED DEBT:                       $5,265 million
                                                    =============

                    $400M Per Year Debt Burden

According to Mr. Brandon, in light of shifting consumer demand
toward online marketplaces and competition from one-stop retailers
such as Walmart and Target, the Company's revenue has trended
downwards over the past five years, decreasing profits and
increasing leverage.  Although the Company has managed its complex,
highly-leveraged capital structure by refinancing its debt
obligations before they come due, the Company's cash debt service
burden of approximately $400 million per year is unsustainable in
the current competitive environment. As a result, the Company
concluded that a comprehensive deleveraging would be required to
allow the Company to right-size its balance sheet, make necessary
investments, and maximize the long-term value of the business.

The Company also faced certain liquidity challenges that reduced
the Company's strategic flexibility in executing a deleveraging
strategy.  For example, because the Company may not have been able
to show its auditors that it would have sufficient liquidity on
hand to pay the $186 million of B-2 and B-3 Term Loans at scheduled
maturity in May 2018, the Company faced the possibility of having
to make a disclosure under applicable accounting regulations that
it had "substantial doubt" about the its ability to continue as a
going concern.  The Debtors feared that such a disclosure would
have caused substantial tightening of trade terms, exhausting the
Company's liquidity.

In the face of these liquidity concerns, the Company worked with
Lazard Freres & Co. LLC and its other advisors to investigate the
possibility of raising approximately $200 million of incremental
liquidity.  The Company and its advisors engaged with potential
lenders and their advisors regarding alternative structures to
raise the necessary incremental funds, including considering a
sale-leaseback transaction with certain existing lenders.
Ultimately, no such liquidity-enhancing transaction proved to be
viable.

With the goal of implementing a comprehensive deleveraging, but
without a solution to near-term liquidity pressures, the Company
asked Lazard, K&E, and A&M to focus on contingency planning,
including securing debtor-in-possession financing and preparing for
an orderly chapter 11 filing.  When news broke on Sept. 6, 2017
that Toys was considering restructuring options, including a
chapter 11 filing, trade and credit insurers immediately began to
pull terms and cease shipping product.  As a result, the Debtors
accelerated their preparations for these chapter 11 cases,
finalized negotiations, and documented their proposed DIP financing
arrangements.

               $3.1 Billion in New Financing

To ensure adequate liquidity during, and fund the administration
of, these chapter 11 cases, the Debtors engaged in an intense,
well-organized, and extremely competitive marketing process have
negotiated three debtor in possession financing facilities.

With more than $3.1 billion in new financing commitments in hand,
including significant capital to immediately invest in operations,
the Company has an opportunity to stabilize operations and reset
its balance sheet. This is exactly what chapter 11 is intended to
accomplish and exactly what the Company intends to do. The DIP
Facilities will provide the foundation for negotiations over a
massive deleveraging and further investment in the businesses that
will ensure the iconic Toys "R" Us brand stays viable for years to
come, preserving the Debtors' estates for the benefit of all of
their stakeholders and saving the jobs of the Debtors' over 100,000
regular and seasonal employees.

                     First Day Motions

A hearing on the first day motions is scheduled for Sept. 19, 2017,
at 11:00 a.m. (Prevailing Eastern Time).

The Debtors have filed a number of first day motions seeking relief
necessary to stabilize their business operations, facilitate the
efficient administration of the chapter 11 cases, and protect the
value of their estates.  The relief requested in each of the First
Day Motions is critical to maximize the value of these estates,
states Michael J. Short, Executive Vice President and Chief
Financial Officer of Toys "R" Us.

A copy of the CFO's affidavit filed in support of the first-day
motions is available at:

    http://bankrupt.com/misc/Toys_R_Us_30_CFO_Declaration.pdf

A copy of the declaration of the CEO in support of the chapter 11
petitions and first day motions is available at:

    http://bankrupt.com/misc/Toys_R_Us_20_1st_Day_Affidavit.pdf

                        About Toys "R" Us

Toys "R" Us, Inc. is an American toy and juvenile-products retailer
founded in 1948 and headquartered in Wayne, New Jersey, in the New
York City metropolitan area.

Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in
the United States, Puerto Rico and Guam, and in more than 780
international stores and more than 245 licensed stores in 37
countries and jurisdictions.  Merchandise is also sold at
e-commerce sites including Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  Judge Keith L. Phillips is the case
judge.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Kirkland & Ellis LLP is serving as principal legal counsel to Toys
"R" Us, Alvarez & Marsal is serving as restructuring advisor and
Lazard is serving as financial advisor.  Prime Clerk LLC is the
claims and noticing agent, and maintains the case Web site
https://cases.primeclerk.com/toysrus

Grant Thornton is the monitor appointed in the CCAA case.


TOYS "R" US: Fitch Lowers IDRs to 'D' Over Bankruptcy Filing
------------------------------------------------------------
Fitch Ratings, on Sept. 19, 2017, downgraded the Long-Term Issuer
Default Ratings (IDRs) for Toys 'R' Us, Inc. (Toys, or the Holdco)
to 'D' from 'CC' following the announcement that the company and
certain of its U.S. subsidiaries and its Canadian subsidiary have
filed for Chapter 11. Fitch has downgraded Toys 'R' Us - Delaware,
Inc., and TRU Taj LLC, to 'D' and affirmed the 'CC' rating on Toys
'R' Us Property Co. I, LLC (which was not part of the bankruptcy
filing). Of the $5.27 billion in total debt that was outstanding on
the petition date (including $1.025 billion borrowings on its $1.85
billion domestic ABL) for the consolidated company, Fitch expects
that $2.85 billion of debt will be impacted by the bankruptcy.

KEY RATING DRIVERS

DIP Facilities: The company has received a commitment of $3,125
million in debtor-in-possession financing from various lenders,
including a J.P. Morgan led bank syndicate and certain of the
company's existing lenders, subject to court approval. Proceeds
will be used to support ongoing operations during the bankruptcy
process. The $3,125 million (with a 16-month maturity) in financing
includes the following tranches:

(1) a $2.3 billion ABL/FILO DIP Facility at Toys 'R' Us - Delaware,
Inc., consisting of a senior secured revolving credit facility and
letters of credit in the aggregate amount of $1,850 million and a
secured "first in last out" term loan in the aggregate amount of
$450 million, funded by a syndicate of various lenders, including
certain of the Prepetition ABL Lenders, with JPMorgan acting as
ABL/FILO DIP Agent. This will be used to repay the Prepetition
ABL/FILO Facility borrowings in full and provide an incremental
$170 million of liquidity.

(2) $450 million Term DIP Facility at Toys 'R' Us - Delaware, Inc.
funded by an ad hoc group of Prepetition Term Loan B-4 Lenders
holding over 50 percent of the outstanding principal amount of
Delaware Loans who were willing to consensually prime their
pre-petition liens. This will be used for general corporate
purposes, including the administration of these Chapter 11 cases.

(3) $375 million Taj DIP Incremental Notes to be provided by an ad
hoc group of Taj Noteholders who were willing to consensually prime
their own liens. The incremental notes will be used to pay interest
on the Prepetition Taj Notes, and DIP fees, as well as to provide
liquidity to support the Debtors' international operations. The
group of Taj Noteholders also agreed to waive certain defaults
under the Prepetition Taj Notes and to forbear from exercising
rights and remedies pursuant to a default against the Debtors (the
Taj Waiver).

DERIVATION SUMMARY

The bankruptcy comes on the heels of Toys facing a multi-decade
onslaught of competition from discounters such as Wal-Mart Stores,
Inc. and Target Corporation, and more recently, online-only players
such as Amazon.com, Inc., leading to market share losses.
Fundamental characteristics of the toy industry, including its
seasonality, hit-driven nature, and low importance of sales
assistance and inviting in-store experience, continue to make it
attractive for the discount and online channels to take share. The
competitive and secular headwinds faced by the company have led to
meaningful top-line and EBITDA declines, and this combined with a
highly leveraged balance sheet as a result of its 2005 LBO rendered
the current capital structure unsustainable.

Other single category retailers such as Best Buy (BBB-/Stable
Outlook), The Gap (BB+/Stable Outlook) and Kroger (BBB/Stable
Outlook) have also faced secular pressures but have been able to
largely stem declines as a result of their ability to invest in
their businesses due to lower leverage profiles and strong cash
flow generation. Difference in category fundamentals has also
prevented these retailers from experiencing the level of market
share erosion to discount/online channels as seen with the toy
category. Both Toys and Sears Holding Corporation (CC) have been
facing significant market share erosion, although Sears' has been
funding its ongoing liquidity needs over the last few years with
asset sales and additional secured debt given negative EBITDA
(since 2012) and material fixed obligations.

KEY ASSUMPTIONS

Recovery Analysis and Considerations

For issuers with IDRs at 'B+' and below, Fitch performs a recovery
analysis for each class of obligations. Issue ratings are derived
from the IDR and the relevant Recovery Rating (RR) and notching
based on expected recoveries in a going concern and liquidation
reorganization scenario for each of the company's note and loan
issues. Toys' debt is at three types of entities: operating
companies (OpCo); property companies (PropCos); and HoldCos, with a
structure summary as follows:

Toys 'R' Us, Inc. (HoldCo)
(I) Toys 'R' Us-Delaware, Inc. (Toys-Delaware) is a subsidiary of
HoldCo.
(a) Toys 'R' Us Canada (Toys-Canada) is a subsidiary of
Toys-Delaware.
(II) TRU Taj LLC, an indirectly owned subsidiary of Holdco.
(a) Toys 'R' Us Property Co. I, LLC (PropCo I) is a subsidiary of
TRU Taj.

OpCo Debt

Fitch takes the higher of liquidation value or enterprise value
(EV, based on 5.0x-6.0x range of multiple applied to going concern
EBITDA) at the OpCo levels: Toys-Delaware and Toys-Canada and the
international entities that provide a stock pledge to the debt at
TRU Taj. The 5.0x-6.0x range is consistent with the 5.4x median
multiple for retail going concern reorganizations but at the low
end of the 12-year retail market multiples of 5x to 11x, and below
7x to 12x for retail transaction multiples. The stressed EV is
reduced by 10% for assumed administrative claims.

Toys-Delaware

At the Toys-Delaware level, recovery on the various debt tranches
is based on liquidation value of domestic assets rather than a
going concern enterprise value. To derive a going concern
enterprise value of $1.5 billion, Fitch assumes a going concern
EBITDA of $310 million valued at a 5x multiple. This assumes (i)
ongoing domestic EBITDA of $230 million based on revenue of $5
billion (an approximately 35% discount to current Toys-Delaware
revenues (ex. Canada) of $7.1 billion) operating at a 5% EBITDA
margin and (ii) $80 million of IP royalty fees that Toys charges
its international businesses and third parties.

In deriving a liquidation value of domestic assets of $1.9 billion
at Toys Delaware, Fitch considered the liquidation value of
domestic inventory and receivables assumed at seasonal peak, at the
end of the third quarter, and applied typical advance rates of 75%
and 80%, respectively, and estimated value for Toys' IP assets,
which are held at Geoffrey, LLC as a wholly owned subsidiary of
Toys-Delaware.

The debtors have proposed a $2.3 billion ABL/FILO DIP Facility at
Toys 'R' Us - Delaware, Inc., consisting of a senior secured
revolving credit facility and letters of credit in the aggregate
amount of $1,850 million (which contains a $300 million Canadian
sub-facility) and a secured "first in last out" term loan in the
aggregate amount of $450 million, which will be used to replace the
Prepetition ABL/FILO Facility in full and provide an incremental
$170 million of liquidity.

The $1.85 billion revolver (DIP and pre-petition) is secured by a
first lien on inventory and receivables of Toys-Delaware. Fitch
assumes $1.3 billion, or approximately 70%, of the facility
commitment is drawn under the revolver. The $300 million
sub-facility is more than adequately covered by the EV of $550
million calculated by applying a 5x multiple based on 2016 EBITDA
at the Canadian subsidiary and the $1.55 billion U.S facility is
more than adequately covered by domestic inventory. The residual
value of approximately $285 million from Canada is applied toward
the FILO term loan and B-4 term loan.

The New DIP FILO term loan ($450 million which is expected to
replace the existing $280 million) is secured by the same
collateral as the $1.85 billion ABL facility and ranks second in
repayment priority relative to the ABL. The FILO tranche is
governed by the residual borrowing base within the ABL facility and
benefits from a lien against 15% of the estimated value of real
estate at Toys-Canada. This is also fully recovered.

The ratings on the existing ABL and FILO facility is rated
'CCC/RR1' based on outstanding recovery prospects (91% to 100%).
Fitch will withdraw the ratings once the DIP financing is ordered
by the judge and the proceeds are used to repay the pre-petition
ABL and FILO borrowings in full.

The $1 billion B-4 term loan and the $186 million of B-2 and B-3
term loans have a first lien on all present and future IP,
trademarks, copyrights, patents, websites and other intangible
assets, and a second lien on the ABL collateral. The B-4 term loan
also benefits from an unsecured guaranty by the indirect parent of
PropCo I and is secured by a first-priority pledge on two-thirds of
the Canadian subsidiary stock. In addition, these term loans will
also benefit from the liquidation value for plant, property and
equipment. At the end of 2016, Toys operated 879 domestic stores of
which 318 units are held at Propco I and 123 units are held at
Propco II leaving 438 units at Toys Delaware. The mix of leased
versus owned (included ground leases) is unclear, although on Oct.
24, 2016, Toys filed an 8K disclosing that 103 Toys-Delaware
properties (88 ground leased locations where Toys owns the building
and 15 owned locations) were appraised by Cushman and Wakefield at
$568 million. Fitch has applied a dark store valuation of $370
million or 65% of the appraised value. This is consistent with the
market and dark store valuations provided for assets under PropCo I
and PropCo II over the past few years.

Fitch has assumed that the new $450 million Term DIP Facility at
Toys 'R' Us - Delaware, Inc..will have super priority claims over
the current B-4 and B-2/B-3 term loan lenders. Applying the
waterfall of the applicable assets to the new and existing term
loans results in outstanding recovery for the new Term DIP
facility, superior recovery prospects (71% to 90%) for the B-4 term
loans which are rated 'CCC-/RR2' and average recovery prospects
(31% to 50%) for the B-2/B-3 term loans which are rated 'C/RR4'.
The $22 million 8.75% debentures due Sept. 1, 2021 have poor
recovery prospects (0% to 10%) and are therefore rated 'C/RR6'.

Valuation of IP

Toys' IP assets held at Geoffrey, LLC are the first lien collateral
backing the senior secured term loans issued at Toys-Delaware. The
annual license fees paid by HoldCo's international subsidiaries
were $64 million as of Jan. 28, 2017, a decline from $102 million
in 2012. In addition, Toys generated $16 million in license fees
from third parties for a total of $80 million in licensing fees in
2016.

In terms of valuing the IP, Fitch applied a 4.0x to 5.0x multiple
to these royalty streams from Toys' international subsidiaries
(excluding Canada) and third parties to arrive at a value of $350
million. While the multiple paid could potentially be better,
resulting in a higher IP valuation, there could also be further
downward pressure on the royalty stream itself given weakness in
its international businesses.

PropCo Debt

At the PropCo levels (PropCo I and other international PropCos) LTM
net operating income (NOI) is stressed at 20%.

PropCo I is set up as bankruptcy-remote entity with a 20-year
master lease through 2029 covering all the properties within the
entities, which requires Toys-Delaware to pay all costs and
expenses related to leasing these properties from these two
entities. The ratings on the PropCo debt reflect a distressed
capitalization rate of 12% applied to the stressed NOI of the
properties to determine a going-concern valuation. The stressed
rates reflect downtime and capital costs that would need to be
incurred to re-tenant the space. The 12% capitalization rate
reflects the exposure to a single tenant versus a more diversified
portfolio. As a reference the Fitch CMBS Large Loan Rating Criteria
typically uses default cap rates of 8.5% to 11.25%.

Applying these assumptions to the $866 million senior unsecured
term loan facility at PropCo I results in outstanding recovery
prospects (91% to 100%) and the facility is therefore rated
'CCC+/RR1'. The PropCo I unsecured term loan facility benefits from
a negative pledge on all PropCo I real estate assets, which
includes around 320 properties (318 stores, three distribution
centers and headquarters).

As described above, the residual value of approximately $334
million after fully recovering the $866 million term loan at PropCo
I is applied toward the Toys-Delaware B-4 term loan via an
unsecured guaranty by the indirect parent of PropCo I.

TRU Taj LLC Debt

The $583 million notes due 2021 are secured by a stock pledge in
certain international subsidiaries, including guarantors of the
European ABL. $375 million in Taj DIP Incremental Notes will be
provided by an ad hoc group of Taj Noteholders who consented to
prime the pre-petition liens of the Taj Notes.

The EBITDA attributed to TRU Taj was $173 million in 2016,
calculated on a covenant basis. Fitch applied a 5.0x multiple to
each entity's EBITDA, subtracted out entity-level debt, which
resulted in a remaining value of approximately $600 million. Fitch
first applied this towards the $375 million Taj DIP Incremental
Notes and the remaining value against the $583 million notes. This
resulted in average recovery (31% to 50%) for the existing notes
and the notes are therefore rated 'C/RR4'.

Toys 'R' Us, Inc. - HoldCo Debt

The $208.3 million 7.375% unsecured notes due Oct. 15, 2018 (and
the $741 million senior notes due to Toys-Delaware that are
considered pari passu with the publicly traded HoldCo notes) have
poor recovery prospects (0% to 10%) because there is no residual
value flowing in from the wholly owned subsidiaries. Therefore,
they are rated 'C/RR6'

LIQUIDITY

Toys held $301 million of cash ($35 million at Toys 'R' Us -
Delaware, Inc.) and $252 million of availability under its various
revolvers as of April 29, 2017, including $176 million available
under its domestic $1.85 billion facility.

FULL LIST OF RATING ACTIONS

Fitch has taken the following rating actions:

Toys 'R' Us, Inc.
-- Long -Term IDR downgraded to 'D' from 'CC';
-- Senior unsecured notes affirmed at 'C/RR6'.

Toys 'R' Us - Delaware, Inc.

-- Long-Term IDR downgraded to 'D' from 'CC';
-- Secured revolver downgraded to 'CCC/RR1' from 'CCC+/RR1';
-- Secured FILO term loan downgraded to 'CCC/RR1' from
'CCC+/RR1';
-- Secured B-4 term loan downgraded to 'CCC-/RR2' from 'CCC/RR2';
-- Secured B-2 and B-3 term loans downgraded to 'C/RR4' from
'CC/RR4';
-- Senior unsecured notes affirmed at 'C/RR6'.

TRU Taj LLC
-- Long-Term IDR downgraded to 'D' from 'CC';
-- Senior secured notes downgraded to 'C/RR4' from 'CC/RR4'.

Toys 'R' Us Property Co. I, LLC

-- Long-Term IDR affirmed at 'CC';
-- Senior unsecured term Loan facility affirmed at 'CCC+/RR1'.

               Sept. 18 ratings release

Earlier, on Sept. 18, 2017, Fitch Ratings downgraded the Long-Term
Issuer Default Ratings (IDRs) for Toys 'R' Us, Inc. (Toys, or the
Holdco), and all its entities including Toys 'R' Us - Delaware,
Inc., Toys 'R' Us Property Co. I, LLC and TRU Taj LLC, to 'CC' from
'CCC'. The downgrade reflects the material market information
regarding the hiring of various financial advisors and law firms, a
claims agent and supplier issues that suggest a restructuring could
be imminent.

Fitch noted that over the last two weeks, news sources have
reported that Toys has hired restructuring lawyers at Kirkland &
Ellis to help address upcoming debt maturities, and various lenders
have hired financial advisors as representatives (Houlihan Lokey
for the B4 Term loan lenders that hold $1 billion of loans due
April 2020 and GLC Advisors for the TRU Taj lenders that hold $583
million senior secured notes due August 2021). News sources also
reported that Toys' financial advisor, Lazard, is marketing a
debtor-in-possession (DIP) loan facility to help fund seasonal
working capital needs as the company enters the holiday season.
Some suppliers are reported to have scaled back shipments to the
retailer on bankruptcy fears and the costs of insuring against
default have surged significantly since September 6th.

Fitch added that the ratings on all of Toys entities are being
downgraded to 'CC' to reflect the heightened risk of a
comprehensive restructuring. Toys has approximately $3.5 billion of
debt due through 2020: $450 million of debt due in 2018; $1.7
billion in 2019 (excluding the $1.85 billion revolver at
Toys-Delaware); and $1.3 billion due in 2020 at various entities.
Given the long-term competitive and secular headwinds faced by the
company that have led to meaningful top-line and EBITDA declines,
Fitch's ratings have reflected concerns regarding Toys' long-term
competitive viability and Fitch's view that its capital structure
is unsustainable in the long term.


TOYS "R" US: Has $1 Billion Financing to Boost In-Store Sales
-------------------------------------------------------------
Toys "R" Us, Inc., said the $3 billion in DIP financing it has
negotiated includes approximately $1.0 billion of new money
commitments that will allow the Debtors to make significant
operational investments and drive in-store sales.

Operating under the Toys "R" Us, Babies "R" Us, Toys "R" Us Outlet,
and Toys "R" Us Express brand names as well as at Toysrus.com,
Babiesrus.com, and other websites in international markets, Toys
"R" US is the leading chain of toy stores in the world.  The
Company at present has 1,697 stores and 257 licensed stores in 38
countries, plus additional e-commerce sites in various countries.
Toys also runs seasonal "pop-up shops" and express stores during
the holiday season.  These global operations are supported by
approximately 60,000 full-time and part-time employees worldwide,
growing to more than 100,000 during peak holiday season.

David A. Brandon, chairman of the board and chief executive officer
of Toys "R" Us, Inc., said in a court filing that the Company's
overleveraged capital structure has constrained it from making
necessary operational and capital expenditures, including investing
in the revitalization of stores.

The Debtors cannot wait until they emerge from the chapter 11
proceedings to make these crucial investments.  Accordingly, the
DIP Financing negotiated by the Company includes approximately $1.0
billion of new money commitments that will allow the Debtors to
make significant operational investments and drive in-store sales.

According to Mr. Brandon, this is not merely strategic speak from
the company, the various proposals for DIP financing that the
Debtors received over the last several weeks all indicate that the
investment community is supportive of the Company and its future
business plan.  Investors are providing money to support immediate
investment in the business.

The Company also anticipates that by reconnecting customers with
the Toys "R" Us brand and enlivening their customers' shopping
experience, they will slowly begin to increase their market share
and become the clear market leader.  To this end, the Company has
developed a four-pillared business plan designed to improve the
customer experience, operations and drive sales:

    * Serve customers with What They Want - When and
      How They Want It.

    * Provide a World-Class Digital Experience.

    * Bring Toy Stores to Life.

    * Transform the Babies "R" Us Brand.

To further develop their strategy and execute on all four of the
strategic pillars, the Debtors have identified a comprehensive set
of key initiatives, including store-level wage rate increases, U.S.
store service improvements, U.S. supply chain efficiency
enhancements, U.S. baby business transformations, technological
investments, capital investments in U.S. real estate,
re-prioritizing brand management, and international expansion.

These initiatives are:

   1. U.S. Store Service Enhancement.  Happier customers spend more
money. To improve customers' in-store shopping experience, the
Debtors plan to invest $64.8 million from 2018 through 2021. This
investment will allow the Debtors to position more highly-skilled
and trained employees in higher value areas in the store to conduct
product demonstrations, host in-store events, and improve the
in-store customer experience.

   2. U.S. Real Estate Capital Investment.  The nicer the store,
the more customers want to shop there.  To revitalize their
portfolio of stores, the Debtors plan to invest $276.6 million from
2018 to 2021.  This investment will enable the Debtors to (i)
convert existing stores into a "side-by-side" format to combine toy
and baby offerings, (ii) relocate, remodel and/or close targeted
stores, (iii) create event and activity spaces within existing
stores to facilitate the enhancement discussed above, and (iv)
develop plans for small format stores in urban areas.

   3. Technology Investment.  Today's retail customer expects a
seamless, easy-to-use, online shopping experience. To enhance the
Debtors' online presence and e-commerce capacity, they plan to
invest $90.4 million from 2018 through 2021. The Debtors will use
this investment to continue developing their new, upgraded
webstore, integrate digital customer loyalty programs that reward
customers for repeat business, and further bring the stores to life
with "gamification," including augmented reality tools and
increased in-store digital content.

   4. U.S. Supply Chain Efficiency Enhancement.  Customers want
their purchases delivered as quickly as possible.  To increase
delivery speed and streamline their packing-and-shipping
operations, the Debtors plan to invest $117.8 million in capital
expenditures, $37.6 million in SG&A, and $104.8 million in margin
investment from 2018 through 2021.  This substantial investment
will remodel the Debtors' supply chain infrastructure, increase the
Debtors' ship-from-store capacity and decrease delivery time to
customers.

   5. Transform U.S. Baby Business.  Despite increasing
competition, Babies "R" Us remains the industry leader in baby
registry requests. To enhance the Babies "R" Us brand, the Debtors
plan to invest $54 million from 2018 through 2021 to upgrade
in-store product offerings and employee service levels, launch a
new Babies "R" Us registry app, remodel the brand's website,
implement a customer loyalty program, and create a digital
concierge service that helps new and expecting—and often
overwhelmed—parents find the items they need.

   6. Wage Rate Increase.  Better employees make for happier
customers. To recruit and retain the highest quality workers, the
Debtors plan to invest $72.4 million from 2018 to 2021 to (i) raise
starting wages to market-competitive levels for store employees and
(ii) ensure that employees who take on greater levels of
responsibility will be compensated appropriately.

   7. Re-Prioritizing Brand Management.  Customers are loyal to the
brands that meaningfully engage them.  The Debtors plan to invest
$175.2 million from 2018 to 2021 to reconnect customers with the
Toys and Babies brands.  Specifically, the Debtors plan to launch a
Babies "R" Us brand campaign to reposition Babies "R" us as a
lifestyle brand and introduce the newly-created Toys "R" Us "PLAY"
branding strategy, relaunch an updated loyalty program integrated
with customer relationship management tools, and roll-out marketing
and media plans that showcase the Debtors' unique, exclusive
product offerings.

    8. International Expansion.  The Debtors' brands are well
positioned in their various international markets.  To further
penetrate the Canadian, European, and Asian markets, where they
already have a substantial foothold, the Debtors plan to invest $82
million from 2018 to 2021. This investment will allow the Debtors
to remodel their international portfolio of physical stores,
transition to a new internationally focused webstore, invest
further in growing their Asian joint venture, and build out their
number of stores in certain European markets.

These initiatives are expected to streamline the Company's
operations, revitalize the customer shopping experience, and
improve financial performance.  The Company's ongoing liquidity
constraints have made it difficult to implement these initiatives.
But the Company anticipates that a simplified capital structure and
reduced debt load post-emergence, will provide ample liquidity to
focus on these initiatives and use them to transform the Company's
financial performance.

                        About Toys "R" Us

Toys "R" Us, Inc. is an American toy and juvenile-products retailer
founded in 1948 and headquartered in Wayne, New Jersey, in the New
York City metropolitan area.

Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in
the United States, Puerto Rico and Guam, and in more than 780
international stores and more than 245 licensed stores in 37
countries and jurisdictions.  Merchandise is also sold at
e-commerce sites including Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  Judge Keith L. Phillips is the case
judge.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Kirkland & Ellis LLP is serving as principal legal counsel to Toys
"R" Us, Alvarez & Marsal is serving as restructuring advisor and
Lazard is serving as financial advisor.  Prime Clerk LLC is the
claims and noticing agent, and maintains the case Web site
https://cases.primeclerk.com/toysrus

Grant Thornton is the monitor appointed in the CCAA case.


TOYS "R" US: Moody's Lowers PDR to D-PD Following Bankr. Filing
---------------------------------------------------------------
Moody's Investors Service, on Sept. 19, 2017, downgraded Toys "R"
Us, Inc.'s ("Toys") Probability of Default Rating (PDR) to D-PD
from B3-PD. The downgrade was prompted by Toys' September 18, 2017
announcement that it had initiated Chapter 11 bankruptcy
proceedings. The outlook is stable.

RATINGS RATIONALE

"Moody's views this as a case of reasonable business/bad balance
sheet, with the untenable capital strucuture ultimately too much to
bear," stated Moody's Vice President Charlie O'Shea. "The overall
business is fundamentally sound, and it is our expectation that
overall recovery will be well-above the norm."

Subsequent to the actions, Moody's will withdraw the ratings due to
Toys' bankruptcy filing.

Downgrades:

Issuer: Toys ''R'' Us, Inc.

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


TOYS "R" US: S&P Lowers Corp. Credit Rating to 'D' on Ch. 11 Filing
-------------------------------------------------------------------
Roys "R" Us Inc. (Toys) and many of its U.S. and Canadian
subsidiaries (Toys R US Property Co. I LLC is a key exception)
filed for Chapter 11 on Sept. 18 in the U.S. Bankruptcy Court for
the eastern district of Virginia, Richmond division. A contraction
in trade credit terms following the recent report of a possible
broad restructuring was cited as a major catalyst for the timing
of the filing.

S&P Global Ratings thus lowered, on Sept. 19, 2017, its ratings on
Toys "R" Us Inc., including the corporate credit rating, to 'D'
from 'CCC-'. S&P removed the ratings from CreditWatch with
negative implications where S&P placed them on Sept. 7, 2017.

S&P said, "We affirmed the 'CCC-' corporate credit rating on Toys R
Us Property Co. I LLC and removed it from CreditWatch negative and
the outlook is developing. We also affirmed the issue-level ratings
on Toys R Us Property Co. I LLC's debt and removed them from
CreditWatch.

The downgrade reflects Toys' and its subsidiaries' filing of
bankruptcy. "We believe operating performance during the holiday
season could be choppy as a result of the timing, but we think Toys
will eventually reorganize and emerge from bankruptcy. The company
has commitments for a $3.1 billion DIP facility, which will provide
liquidity for continuing the buildup of holiday inventory," said
S&P.

The developing outlook on Toys R US Property Co. I LLC reflects the
potential, in S&P's view, for the rating to be lowered if the
company does not meet its financial obligations as the bankruptcy
progresses. S&P anticipates any upgrade of the entity would be in
conjunction with a reassessment of the entire group.

Previously, on Sept. 18, 2017, S&P lowered its ratings on Toys "R"
Us Inc., including the corporate credit rating to 'CCC-' from
'CCC+'. The ratings remain on CreditWatch with negative
implications where S&P placed them on Sept. 7, 2017.  S&P also
assigned its 'CCC-' corporate credit rating to Toys R Us Property
Co. I LLC and also placed that rating on CreditWatch with negative
implications.

In its Sept. 18 ratings release, S&P said, "The further downgrade
from our action on Sept. 7, 2017, reflects our view that various
reports (although not confirmed by the company) and market
indicators reflect increased operating risks and a greater
likelihood of a near-term default, perhaps in the form of a broader
restructuring. Recent reports that some vendors may have pulled
back on terms follow previous reports that the company has hired
legal counsel to assist in addressing 2018 maturities even as its
previous hiring of a financial advisor was well known. We believe
holiday operating performance could suffer if vendors pull back
meaningfully which could, conceivably, affect inventory access and
the company's overall working capital position. The company has
roughly $400 million of secured and unsecured debt maturing in May
and October 2018, with significantly more in 2019, across its
complex capital structure.

"The CreditWatch placement reflects the increased potential, in our
view, that the company could repay some debt below par or choose to
pursue a larger restructuring in the near term. The company stated
it plans to provide an update on its second quarter earnings call
on Sept. 26.

"We expect to resolve the CreditWatch placement shortly after the
earnings call if sufficient details on any proposed financing
actions are made public. We would lower ratings if plans emerge to
refinance any of the 2018 or 2019 debt below par or pursue a larger
plan to address the debt structure are announced.

"We could reassess the ratings if we expect the company to
refinance the 2018 maturities successfully and performance seems to
support its ability to also address 2019 maturities at par in the
next 12 months, which we view as increasingly unlikely."


TOYS "R" US: Says Business as Usual for 1,600 Stores Worldwide
--------------------------------------------------------------
Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern
District of Virginia in Richmond on Sept. 19, 2017.

In addition, the Company's Canadian subsidiary intends to seek
protection in parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in the Ontario Superior Court of Justice.

The Company intends to use these court-supervised proceedings to
restructure its outstanding debt and establish a sustainable
capital structure that will enable it to invest in long-term growth
and fuel its aspirations to bring play to kids everywhere and be a
best friend to parents.

The Company's operations outside of the U.S. and Canada, including
its approximately 255 licensed stores and joint venture partnership
in Asia, which are separate entities, are not part of the Chapter
11 filing and CCAA proceedings.

The Company's approximately 1,600 Toys "R" Us and Babies "R" Us
stores around the world -- the vast majority of which are
profitable -- are continuing to operate as usual, providing
customers with great service and a curated assortment of
merchandise in the toy and baby categories.  Customers can also
continue to shop for the toy and baby products they are looking for
online on the Company's newly launched http://www.toysrus.com/and
http://www.babiesrus.com/web stores.  Customers should expect the
Company's loyalty programs, including its Rewards "R" Us,
Geoffrey's Birthday List and Babies "R" Us Registry, to continue as
normal.

"Today marks the dawn of a new era at Toys "R" Us where we expect
that the financial constraints that have held us back will be
addressed in a lasting and effective way," said Dave Brandon,
Chairman and Chief Executive Officer, on Sept. 19.  "Together with
our investors, our objective is to work with our debtholders and
other creditors to restructure the $5 billion of long-term debt on
our balance sheet, which will provide us with greater financial
flexibility to invest in our business, continue to improve the
customer experience in our physical stores and online, and
strengthen our competitive position in an increasingly challenging
and rapidly changing retail marketplace worldwide.  We are
confident that these are the right steps to ensure that the iconic
Toys "R" Us and Babies "R" Us brands live on for many
generations."

Mr. Brandon continued, "As the holiday season ramps up, our
physical and web stores are open for business, and our team members
around the world look forward to continuing to put huge smiles on
children's faces. We thank our vendors for their ongoing support
through this important season and beyond. We also appreciate the
strong support our investors have provided over time and the
constructive role they are playing in this process that will allow
us to create a brighter future for our company. And as importantly,
we thank our team members in advance for their hard work and
dedication to serving the millions of customers who will shop with
us this holiday."

The Company has received a commitment for over $3.0 billion in
debtor-in-possession ("DIP") financing from various lenders,
including a JPMorgan-led bank syndicate and certain of the
Company's existing lenders, which, subject to Court approval, is
expected to immediately improve the Company's financial health and
support its ongoing operations during the court-supervised process.
Toys"R"Us is committed to working with its vendors to help ensure
that inventory levels are maintained and products continue to be
delivered in a timely fashion.

In conjunction with the Chapter 11 process in the U.S., the Company
has filed a number of customary motions with the bankruptcy court
seeking authorization to support its operations during the
restructuring process and ensure a smooth transition into Chapter
11 without disruption, including authority to continue payment of
employee wages and benefits, honor customer programs, and pay
vendors and suppliers in the ordinary course for all goods provided
on or after the filing date.

                        About Toys "R" Us

Toys "R" Us, Inc. is an American toy and juvenile-products retailer
founded in 1948 and headquartered in Wayne, New Jersey, in the New
York City metropolitan area.

Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in
the United States, Puerto Rico and Guam, and in more than 780
international stores and more than 245 licensed stores in 37
countries and jurisdictions.  Merchandise is also sold at
e-commerce sites including Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  Judge Keith L. Phillips is the case
judge.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Kirkland & Ellis LLP is serving as principal legal counsel to Toys
"R" Us, Alvarez & Marsal is serving as restructuring advisor and
Lazard is serving as financial advisor.  Prime Clerk LLC is the
claims and noticing agent, and maintains the case Web site
https://cases.primeclerk.com/toysrus

Grant Thornton is the monitor appointed in the CCAA case.


TOYS "R" US: Vendors Pulled Shipments After Bankruptcy Reports
--------------------------------------------------------------
Toys "R" Us, Inc., in a narration of its events leading to its
Chapter 11 filing, said that following reports early this month
that it was considering bankruptcy, vendors have refused to ship
their products unless they were paid on a cash on delivery basis.

The timing of all of this could not have been worse, the Company
said, as the Debtors are in the process of building substantial
inventory for the holiday shopping season, their busiest selling
season of the year, where the Debtors' historically have earned
approximately 40% of their annual net retail sales.  To prepare for
the holiday season, Toys "R" Us significantly increases inventory
in September to fill store shelves with the selection and variety
of products its customers expect.

The Debtors have extended trade terms with many of their vendors.
This allows the Debtors to pay for goods, on average, 60 days after
the goods are received.  If the Debtors' trade terms contracted
from 60 days to cash-on-delivery, the Debtors estimate that they
would require over $1.0 billion in additional liquidity as of the
Petition Date.

                        Bankruptcy Reports

David A. Brandon, Chairman of the Board and Chief Executive Officer
of Toys "R" Us, recounts that in anticipation of a potential
going-concern notation in their second quarter 2017 10-Q, the
Debtors began to prepare for these chapter 11 cases and negotiate
debtor-in-possession financing to ensure that the Debtors would be
able to obtain the liquidity necessary to build their seasonal
inventory if trade vendors began to pull terms.  Kirkland & Ellis,
Alvarez & Marsal, and Lazard worked with the Debtors and various
stakeholders to prepare for this scenario.

On Sept. 6, 2017, a news article stating that the Company was
considering all strategic options, including a potential
restructuring, was published.  This news story was picked up by
media outlets around the world and appeared on national television
shows within hours.  Within 72 hours, a significant percentage of
the Debtors' vendors called the Company to inform the Debtors that
they would not ship product without cash on delivery.  In addition,
the Company's international credit insurers withdrew their
coverage.

The impact on the Company's supply chain was fast and furious.
Within a week, 40% of the Debtors' supply chain refused to ship
product and 10 days later, practically all of the Debtors' vendors
had refused to ship without cash on delivery.  The Company lost its
access to product during the critical shipping period to build
inventory for the holiday season.

                     $3 Billion in Financing

The Company sought bankruptcy protection on Sept. 19, 2017,
announcing that it has received commitments for more than $3.0
billion in new financing that will help enable it to meet its
business obligations during the financial restructuring process.

The Debtors and their advisors worked feverishly to finalize the
terms of a debtor-in-possession financing facility to ensure that
the Debtors would have sufficient liquidity to reactivate their
supply chain, build inventory, and fund these chapter 11 cases.  In
a relatively tight time-frame, the Debtors and their advisor
conducted a robust marketing process, receiving 11 proposals from
existing lenders and third-parties. Negotiations over the terms of
these proposals provided the Debtors with clear insight into the
available market terms and allowed the Debtors to procure the best
available terms under these circumstances.  The Debtors believe
that DIP Facilities, will provide them with sufficient liquidity to
stabilize operations, implement their holiday business plan, and
negotiate a consensual plan of reorganization with their lenders.
Before the proverbial ink was dry on the DIP Documents, the Debtors
initiated the chapter 11 proceedings, seeking to stabilize
operations and approval of their first day relief.  Failure to do
get such relief now will jeopardize the entire holiday season, Mr.
Brandon said.

             Payment to Vendors Under Normal Terms

The Company said it intends to pay vendors in full under normal
terms for goods and services delivered on or after the filing date.
It added that as the international subsidiaries are not part of
the Chapter 11 filings and CCAA proceedings, Toys "R" Us'
international subsidiaries will pay vendors for all goods and
services in the normal course.

The Company also has filed with the Bankruptcy Court a motion
seeking authority to pay up to $115 million on an interim basis and
a total of $325 million on a final basis, the prepetition claims of
certain vendors that are critical to the Debtors' business
enterprise.  In return for paying the prepetition claims of
critical vendors, the Debtors will require the applicable critical
vendor to continue supplying goods and services for the duration of
the Chapter 11 cases in accordance with trade terms at least as
favorable to the Debtors as those practices and programs in place
180 days prior to the Petition Date.

                        About Toys "R" Us

Toys "R" Us, Inc. is an American toy and juvenile-products retailer
founded in 1948 and headquartered in Wayne, New Jersey, in the New
York City metropolitan area.

Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in
the United States, Puerto Rico and Guam, and in more than 780
international stores and more than 245 licensed stores in 37
countries and jurisdictions.  Merchandise is also sold at
e-commerce sites including Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  Judge Keith L. Phillips is the case
judge.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Kirkland & Ellis LLP is serving as principal legal counsel to Toys
"R" Us, Alvarez & Marsal is serving as restructuring advisor and
Lazard is serving as financial advisor.  Prime Clerk LLC is the
claims and noticing agent, and maintains the case Web site
https://cases.primeclerk.com/toysrus

Grant Thornton is the monitor appointed in the CCAA case.


TOYS CANADA: CCAA Case Summary & List of Advisors
-------------------------------------------------
Applicant: Toys "R" Us Canada, Ltd.
           2777 Langstaff Road
           Concord, Ontario
           Canada

Type of Business: Toys Canada is the leading dedicated toy and
                  baby products retailer in Canada, with a
                  significant retail store and e-commerce presence
                  throughout Canada.  Toys Canada operates 82
                  retail stores across Canada and sells a broad
                  selection of children's and baby products from
                  national, international and private label
                  brands.  Toys Canada was incorporated under the
                  laws of Ontario on Jan. 24, 1983 and is extra
                  provincially registered to conduct business in
                  each of the nine other Canadian provinces.

                  As of Sept. 8, 2017, Toys Canada had 3,751
                  active employees; consisting of 635 full-time
                  and 3,116 part-time employees.  

Proceedings: In the matter of Companies' Creditors Arrangement
             Act and in matter of a Plan of Compromise or
             Arrangement of Toys "R" Us Canada Ltd.

Application Date: September 19, 2017

Court: Ontario Superior Court of Justice (Commercial List)

Total Assets: Not stated

Total Liabilities: Not stated

Applicant's
Legal Advisor:  GOODMANS LLP
                Barristers & Solicitors
                Bay Adelaide Centre
                333 Bay Street, Suite 3400
                Toronto, Canada M5H 2S7
                Brian F. Empey
                Melaney Wagner
                Christopher Armstrong
                E-mail: bempey@goodmans.ca
                        mwagner@goodmans.ca
                        carmstrong@goodmans.ca
                Tel: (416) 979-2211
                Fax: (416) 979-1234

Applicant's
Financial
Advisor:        ALVAREZ & MARSAL CANADA ULC

Court-Approved
Monitor:        GRANT THORNTON LLP
                200 King Street West, 11th Floor
                Toronto, Ontario, M5H 3T4
                http://www.grantthornton.ca/ToysRUs

Monitor's
Canadian
Counsel:        CASSELS, BROCK AND BLACKWELL LLP
                Scotia Plaza
                40 King Street West, Suite 2100
                Toronto, ON

                Shayne Kukulowicz
                Tel: 416.860.6463
                Fax: 416.640.3176
                E-mail: skukulowicz@casselsbrock.com

                Jane Dietrich
                Tel: 416.860.5223
                Fax: 416.640.3144
                E-mail: jdietrich@casselsbrock.com

                Ryan C. Jacobs
                Tel: 416.860.6465
                Fax: 416.640.3189
                E-mail:rjacobs@casselsbrock.com

Monitor's
Counsel With
Respect to
U.S. Matters:   ALLEN & OVERY LLP


TOYS CANADA: Commences Proceedings Under CCAA
---------------------------------------------
Toys "R" Us (Canada) Ltd. ("Toys Canada"), which sought Chapter 11
bankruptcy protection with Toys "R" Us Inc., commenced a plenary
restructuring proceeding under Canada's Companies' Creditors
Arrangement Act before the Ontario Superior Court of Justice in
Toronto, Ontario.

On Sept. 19, 2017, Toys Canada sought and obtained protection from
its creditors under the CCAA.  Pursuant to the order issued by the
Ontario Superior Court of Justice (Commercial List) on Sept. 19,
2017, Grant Thornton Limited was appointed as the monitor under the
CCAA.

The Ontario Court has ordered a stay of proceedings or enforcement
processes against Toys Canada until and including Oct. 19, 2017.
The Court also authorized the CCAA Applicant to access DIP
financing to fund operations.

A copy of the Initial Order is available at
http://bankrupt.com/misc/Toys_Canada_Initial_Ord.pdf

Toys Canada is the leading dedicated toy and baby products retailer
in Canada, with a significant retail store and e-commerce presence
throughout Canada.  Toys Canada operates 82 retail stores across
Canada and sells a broad selection of children's and baby products
from national, international and private label brands.  Toys Canada
was incorporated under the laws of Ontario on Jan. 24, 1983 and is
extra provincially registered to conduct business in each of the
nine other Canadian provinces.

As of September 8, 2017, Toys Canada had 3,751 active employees;
consisting of 635 full-time and 3,116 part-time employees; 196 of
the employees are employed at the Head Office, 126 are employed in
the operation of its distribution facility and the remainder are
employed at the 82 retail locations. During its peak holiday
season, Toys Canada hires additional staff at its retail outlets
bringing its total workforce to more than 6,000 employees.

                  Default Under Loan Facility

Toys Inc., certain of its U.S. subsidiaries (including Toys
Delaware) and Toys Canada have filed voluntary Chapter 11 petitions
in the United States Bankruptcy Court for the Eastern District of
Virginia to protect against stakeholder actions that could
adversely impact the value and operations of the Toys "R" Us
business while it explores strategic options and alternatives to
address its highly-leveraged capital structure and other financial
and operating challenges in certain of the markets in which it
operates.

The Canadian Business operates as a relatively autonomous business
unit within the wider Toys "R" Us enterprise and has achieved
strong financial and operational performance over the past several
years. However, Toys Canada is not immune from the current
challenges affecting the wider Toys "R" Us group.  Toys Canada's
US$200 million revolving credit facility and US$125 million secured
term loan facility (collectively, the "Canadian Loans") are
provided under the wider ABL Credit Facility made available to
U.S.-based parent Toys "R" Us-Delaware, Inc.  The commencement of
the Chapter 11 Proceedings is an event of default under the ABL
Credit Facility, resulting in the termination of any further
borrowing thereunder, including the Canadian Loans.

In the absence of creditor protection and access to DIP financing,
Toys Canada will lack sufficient liquidity to operate its business
in the normal course within approximately two weeks.  The effect of
such a cash crunch on the Canadian Business would be particularly
harmful given the pending holiday inventory build, and would
imperil its viability as a going concern.

Accordingly, Toys Canada has determined that it is in the best
interests of the company and its stakeholders generally for Toys
Canada to seek creditor protection at this time.  The breathing
room afforded by the CCAA and Chapter 11 proceedings and access to
the proposed DIP financing will maintain the stability of the
Canadian Business, preserve value for stakeholders, and enable Toys
Canada to continue to operate the Canadian Business in the normal
course without disruption as it moves into the holiday season.
Toys Canada believes that continuation of the Canadian Business in
the ordinary course is in the best interests of Toys Canada and a
broad range of its stakeholders, including customers, employees,
landlords and trade creditors.

                        Chapter 11 Case

Toys Canada is the Canadian subsidiary of U.S.-based Toys "R" Us,
Inc.  While the Company has one Executive leadership team, Toys
Canada, among other things, has its own management structure,
conducts its own business operations, makes its own purchasing
decisions, manages its own supply chain, and procures its own
vendors.  Like the foreign non-Debtor affiliates, Toys Canada is
party to an intercompany shared services agreement pursuant to
which it makes regular payments to certain of the domestic Debtors.
Toys Canada has also advanced intercompany loans to Toys Delaware
and it is anticipated this practice may continue post-petition,
subject to appropriate protections.  

Additionally, the Canadian revolving credit and "first-in last-out"
(FILO) facility -- which is secured by a first lien on
substantially all the property of Toys Canada -- is a sub-facility
of the Delaware Secured ABL Facility; however, Toys Canada is only
obligated under the Delaware Secured ABL Facility for its own
borrowings and is not a guarantor of Toys Delaware's obligations
thereunder.  It is contemplated that Toys Canada will be a borrower
under the Domestic DIP ABL Credit Facility based upon the same
structure.

Toys Canada filed for chapter 11 protection because of its status
as a borrower under the Delaware Secured ABL Facility and a
proposed borrower under the Domestic DIP ABL Credit Facility, and
because of its desire to obtain the benefit of the automatic stay
in the United States to prevent any potential creditor enforcement
against it.

                   Cross-Border Protocol

In light of the commencement of the CCAA Proceedings, the Debtors
are seeking approval of a customary cross-border insolvency
protocol with a view to ensuring effective and efficient
coordination and administration of the chapter 11 proceedings and
the CCAA Proceedings.

The Debtors believe it is appropriate to install a protocol to
preclude unnecessary confusion and ensure that: (a) the
Restructuring Proceedings are coordinated to avoid inconsistent or
duplicative activities; (b) all parties are adequately informed of
key issues concerning the Restructuring Proceedings; (c) the
substantive rights of all parties are protected; and (d) the
jurisdictional integrity of the Courts is preserved.

"Based on my discussions with our advisors, I believe that
approving and implementing a procedural protocol will establish the
necessary and appropriate means for communication between the
Courts and will facilitate the requisite level of coordination with
respect to cross-border matters arising in these proceedings. In
addition, the purely procedural and administrative nature of the
Protocol does not adversely affect any party's substantive rights.
Accordingly, I respectfully submit that the Cross-Border Protocol
Motion should be approved," says Michael J. Short, Executive Vice
President and Chief Financial Officer of Toys "R" Us.

                         DIP Facility

Toys Canada's cash position at the commencement of the CCAA
Proceedings is estimated to be approximately $3,291,000.  The Cash
Flow Projection estimates Toys Canada will require incremental
advances under the DIP facility of approximately $92 million to
fund its cash shortfall during the Cash Flow Period.  Toys Canada
is projecting total receipts of approximately $386 million and
total disbursements of approximately $661 million. The
disbursements can be broken down as follows:

   a) Non- Merchandise Disbursements and Operating Expenses
      approximately $86,500,000

   b) Merchandise Vendor Purchases approximately $281,00,000
      (including approximately $60,000,000 of Pre-filing
      Merchandise Vendor Purchases)

   c) Taxes $13,600,000

   d) Capital expenditures $3,935,145

   e) Professional costs $2,979,000

   f) Repayment of pre-filing debt $246,473,638

   g) DIP Fees & Interest $26,467,862

                        About Toys "R" Us

Toys "R" Us, Inc. is an American toy and juvenile-products retailer
founded in 1948 and headquartered in Wayne, New Jersey, in the New
York City metropolitan area.

Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in
the United States, Puerto Rico and Guam, and in more than 780
international stores and more than 245 licensed stores in 37
countries and jurisdictions.  Merchandise is also sold at
e-commerce sites including Toysrus.com and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the company.
Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc. and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  Judge Keith L. Phillips is the case
judge.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Kirkland & Ellis LLP is serving as principal legal counsel to Toys
"R" Us, Alvarez & Marsal is serving as restructuring advisor and
Lazard is serving as financial advisor.  Prime Clerk LLC is the
claims and noticing agent, and maintains the case Web site
https://cases.primeclerk.com/toysrus

Grant Thornton is the monitor appointed in the CCAA case.


TRIDENT BRANDS: Issues 811,887 Common Shares to Fengate
-------------------------------------------------------
Trident Brands, Inc., entered into a note purchase agreement with
Fengate Trident LP. pursuant to which, in consideration for the
issuance of 811,887 of the Company's common shares to Fengate, the
Company purchased outstanding secured convertible promissory notes
of Mycell Technologies LLC having an aggregate balance due and
payable of $511,141 in principal and $94,526 in interest accrued as
at Sept. 12, 2017.  The purchased notes, which were originally
issued to LPF (MCTECH) Investment Corp. on Jan. 22, 2016, Feb. 5,
2016, and May 19, 2016, bear simple interest on unpaid principal at
the rate of ten percent per annum.  The outstanding principal and
accrued interest is convertible at the option of the note holder
into securities of Mycell.  The Company issued the 811,887 common
shares to one non-US person (as that term is defined in Regulation
S of the Securities Act of 1933), in an offshore transaction
relying on Regulation S of the Securities Act of 1933, as amended.

          Share Purchase Agreement with StreamPack Ltd.

Also on Sept. 12, 2017, the Company entered into a Share Purchase
Agreement dated Sept. 6, 2017, among its wholly owned subsidiary,
Trident Brands International Ltd., a Bahamas corporation, StreamPak
Ltd., an Anguilla corporation, and the sole shareholder of
StreamPak, pursuant to which, in consideration for the payment of
$125,000 in cash and 500,000 of the Company's common shares,
Trident International purchased 100% of the issued and outstanding
common shares of StreamPak.  As a result of the share purchase
StreamPak became a wholly owned subsidiary of Trident
International.

                      About StreamPak Ltd.

StreamPak Ltd. is an augmented reality packaging agency with
expertise in all aspects of packaging, prototyping, and AR
development; including 3D renderings, animations, gaming, geo
positioning  technology, tracking software, and the programming of
mobile devices.  AR packaging refers to the practice of attaching
media to physical objects so they can be viewed through a
smartphone or other web enabled device.  Mr. Ruben Padilla,
StreamPak's founder and principal, will serve as general manager of
StreamPak following the transaction.  Mr. Padilla is a former
General Manager at Coca-Cola with extensive experience in
procurement, production, logistics, sales, and operational
marketing for CPG operations. Previously, he founded Protopak
Innovations, a global market leader in the production of digitally
printed packaging, which was acquired by Shawk, Inc. (SGK:NYSE) in
2007.  Mr. Padilla is known as a pioneer in the use of digital
technology as it relates to various aspects of consumer packaging,
including prepress automation, color management, digital printing,
conversion, and plastic extrusion.  He owns an integrated bottling
facility in Nassau, Bahamas, and is focused on the use of AR
technology to create brand experiences for consumers.

                    About Trident Brands

Trident Brands Incorporated, f/k/a Sandfield Ventures Corp., was
initially formed to engage in the acquisition, exploration and
development of natural resource properties, but has since
transitioned and is now focused on branded consumer products and
food ingredients.  The Company maintains a portfolio of branded
consumer products including nutritional products and supplements
under the Everlast(R) and Brain Armor(R) brands, and functional
food ingredients under the Oceans Omega brand.  These brands are
focused on the fast growing supplements and nutritional product and
heart and brain health categories, supported by an  established
contract manufacturing, supply chain and research and development
infrastructure, and a solid and proactive management  team, board
of directors and advisors with many years of experience in related
categories.

Trident reported a net loss of $3.18 million on $168,042 of
revenues for the 12 months ended Nov. 30, 2016, compared to a net
loss of $3.16 million on $16,569 of revenues for the 12 months
ended Nov. 30, 2015.  

As of May 31, 2017, Trident had $7.16 million in total assets,
$9.22 million in total liabilities and a total stockholders'
deficit of $2.06 million.


TW TOWING: Taps Eric A. Liepins as Legal Counsel
------------------------------------------------
TW Towing Company, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to hire legal counsel.

The Debtor proposes to employ Eric A. Liepins, P.C. to give legal
advice regarding its duties under the Bankruptcy Code and provide
other legal services related to its Chapter 11 case.

Eric Liepins, Esq., the attorney who will be handling the case,
will charge $275 per hour.  The hourly fees for paralegals and
legal assistants range from $30 to $50.

The firm received a retainer of $5,000, plus the filing fee.

Mr. Liepins disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor or its estate.

The firm can be reached through:

     Eric A. Liepins, Esq.
     Eric A. Liepins, P.C.
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Telephone: (972) 991-5591
     Telecopier: (972) 991-5788

                  About TW Towing Company Inc.

TW Towing Company, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-41933) on September
1, 2017.  Beverly Blair, its president, signed the petition.

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

Judge Brenda T. Rhoades presides over the case.


UNI-PIXEL INC: Sept. 21 Meeting Set to Form Creditors' Panel
------------------------------------------------------------
Tracy Hope Davis, United States Trustee for Region 17, will hold an
organizational meeting on Sept. 21, 2017, at 10:00 a.m. in the
bankruptcy cases of Uni-Pixel, Inc. and Uni-Pixel Displays, Inc..

The meeting will be held at:

               Office of the United States Trustee
               280 South First Street, Room 130
               San Jose, CA 95113

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

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

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

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

                  About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. --
http://www.unipixel.com-- develops and markets metal mesh
capacitive touch sensors for the touch-screen and flexible
displays
markets.  The Company's roll-to-roll electronics manufacturing
process patterns fine line conductive elements on thin films.  The
Company markets its technologies for touch panel sensor, cover
glass replacement, and protective cover film applications under the
XTouch and Diamond Guard brands.  

Uni-Pixel, Inc., and its subsidiary Uni-Pixel Displays, Inc., filed
Chapter 11 petitions (Bankr. N.D. Cal. Case Nos. 17-52100 and Case
No. 17-52101) on Aug. 30, 2017.

The Debtors tapped Scott H. McNutt, Esq., at McNutt Law Group LLP,
as bankruptcy counsel; and Crowell & Moring LLP, as special
counsel.

The meeting of creditors under 11 U.S.C. Sec. 341(a) is slated to
be held on Oct. 3, 2017, at 1:00 p.m.  Proofs of claim are due by
Jan. 2, 2018.


UNITED MOBILE: Sell Nominal Property for $2K per MetroPCS Store
---------------------------------------------------------------
United Mobile Solutions, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Georgia to authorize it (i) to abandon
signage, other displays and store fixtures which have imbedded in
them trademark proprietary logos and other service marks that are
proprietary to MetroPCS ("Proprietary Property"); and (ii) sell
fixtures, shelving, tables and equipment, the value of which does
not exceed $2,000 per store ("Nominal Store Property"), for an
amount not less than $2,000 per store location.

The Debtor operates 41 cellular retail stores as a carrier master
dealer for T-Mobile USA, Inc., MetroPCS Georgia, LLC, and MetroPCS
Texas, LLC.  Specifically, it operates (i) 13 T-Mobile stores with
10 sub-dealer locations and 3 direct operated locations; (ii) 17
MetroPCS GA stores with 12 sub-dealer locations and 5 direct
operated locations; and (iii) 11 MetroPCS TX stores with 5
sub-dealer locations and 6 direct operated locations ("MetroPCS
Locations").

On Sept. 1, 2017, the Debtor filed its Subsidiary Motion asking
authority for its wholly owned subsidiary, Italk Lease Management,
LLC, now known as United Mobile Solutions, LLC, to close
transactions concerning the Leasehold Interests for the 28 MetroPCS
Locations.  Specifically, the Subsidiary Motion asks authority for
the Subsidiary to sell five Leasehold Interests in Lubbock, TX to
All Cellular Orlando, LLC with Net Proceeds in the amount of
$150,000 to be submitted to the Debtor.  The Subsidiary Motion also
asks Court approval for the Subsidiary to sell and assign the
Leasehold Interests for its remaining 23 MetroPCS locations (for
which the Subsidiary is a tenant) upon terms substantially similar
to the terms set forth in the Subsidiary Motion.

Contemporaneously with the transactions sets forth in the
Subsidiary Motion, pursuant to the instant Motion, the Debtor asks
to abandon MetroPCS Proprietary.  Each of the MetroPCS Locations
contains Proprietary Property.  The Debtor has no realizable value
in the Proprietary Property as it contains the trademarks and
service marks of MetroPCS; therefore, it has no ability to use or
transfer it.  The Debtor asks the Court to authorize it to abandon
any and all Proprietary Property (pursuant to the direction of
MetroPCS) as it has no realizable value to the estate.

Additionally, there may be nominal property of the Debtor contained
in each of the MetroPCS Locations which is not Proprietary Property
of MetroPCS including but not limited to the Nominal Store
Property.  As the Debtor is winding down its MetroPCS operations,
the cost of moving the Nominal Store Property would exceed the
value of the property itself.  Accordingly, it asks authorization
to sell or transfer the Nominal Store Property for an amount not
less than $2,000 per store location, free and clear of any lien,
claim, or other interest.

The Debtor has a need to abandon the Proprietary Property and sell
the Nominal Store Property contemporaneously with the transfer of
the Leasehold Interests set forth in the Subsidiary Motion.  As
such, the Debtor further asks that: (i) the Court waives any stay
pursuant to Bankruptcy Rule 6004 or otherwise, and (b) that any
Order approving the sale of the Nominal Store Property and
abandonment of Proprietary Property be effective immediately upon
entry of such Order without any stay of its effectiveness.

                 About United Mobile Solutions

United Mobile Solutions, LLC, is a carrier master dealer that
operates and manages approximately 20 retail cellular phone stores.
Its corporate offices are located in Norcross, Georgia.

United Mobile filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
16-62537) on July 20, 2016.  The petition was signed by Kil Won
Lee, president.  At the time of the filing, the Debtor estimated
assets of less than $50,000 and liabilities of $1 million to $10
million.

The Debtor is represented by Cameron M. McCord, Esq., at Jones &
Walden, LLC.  

An official committee of unsecured creditors has not been appointed
in the case.

                         *     *     *

On Dec. 16, 2016, the Debtor filed a disclosure statement and
Chapter 11 plan of reorganization.


VANITY SHOP: Intends to File Plan of Liquidation by November 26
---------------------------------------------------------------
Vanity Shop of Grand Forks, Inc. requests the U.S. Bankruptcy Court
for the District of North Dakota to extend the exclusive period to
file a plan of liquidation to November 26, 2017, and the exclusive
period for the Debtor to solicit acceptances of that plan to
January 25, 2018.

The Debtor asserts that there are still certain critical matters
that must be resolved, including the evaluation of TGC, LP's claim,
the claims of landlords for rejection damages and possible
preference claims, and concluding a sale of the IP assets, before
the Debtor can further pursue and gain approval of a plan and
accompanying disclosure statement containing adequate information.

The Debtor relates that as of the July 3, 2017, deadline, there
were 321 proofs of claim filed; and total claims filed to date is
338.  Now that the claims bar date has passed, the Debtor has filed
its motion to approve procedures regarding the claim objection
procedures. The Debtor, however, requires additional time to
analyze the proofs of claim filed in the case to decide how to best
structure a plan of liquidation.

The Debtor contends that its secured creditor TGC, LP has filed its
proof of claim in excess of $5M, which is critical for voting
purposes on a plan of liquidation. The Unsecured Creditors'
Committee has indicated its intention to pursue subordination
and/or a finding that the debt owed by Debtor to TGC, LP is invalid
and unenforceable. Accordingly, the Debtor, and possibly the
Committee, will need additional time to negotiate a resolution of
TGC, LP's claim. The Debtor asserts that treatment of TGC, LP's
debt will have a significant impact on the treatment of the
unsecured creditors and voting for a liquidation plan.

The Debtor tells the Court that it is also in the process of
reviewing claims made by various taxing entities and providing
information to those entities as to the likelihood of no obligation
for returns or taxes owed during the period for which claims have
been filed.

Moreover, the Debtor contends that it is likely to object to
various landlord claims as exceeding the Bankruptcy Code's
limitation on rejection damages. The Debtor claims that it is still
in the process of analyzing all filed landlord claims as to
appropriately claimed lease rejection damages and mitigation
offsets, if any. The Debtor asserts that additional time is needed
to analyze the various landlord proofs of claims since this will
have an impact on a plan of liquidation which has interim
distributions.

In addition, the Debtor has retained Hilco Streambank and DBTS to
market and sell the Debtor's intellectual property assets.  Once an
asset purchase agreement has been entered into between Debtor and
the stalking horse bidder for sale of the IP, the Debtor avers that
a motion to approve the competitive auction process and bidding
procedures for the IP will be filed. The Debtor asserts that this
sale process will assure that maximum value is obtained for the IP
assets, and that proceeds from sale of the IP will increase the
pool of funds available to creditors and will need to be included
for distribution in any plan for liquidation.

The Debtor submits that ample cause exists for the requested
extensions of the Exclusive Periods.

                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.


VB TAXI: Seeks to Hire Alla Kachan as Legal Counsel
---------------------------------------------------
VB Taxi Corp. seeks approval from the U.S. Bankruptcy Court for the
Eastern District of New York to hire the Law Offices of Alla
Kachan, P.C. as its legal counsel.

The firm will, among other things, assist the Debtor in
administering its Chapter 11 case; represent in adversary cases;
and negotiate with creditors in formulating a plan of
reorganization.

Kachan will charge an hourly fee of $300 for the services of its
attorneys.  Clerks and paraprofessionals will charge $150 per
hour.

The firm received an initial retainer of $20,000 from the Debtor's
shareholders prior to the petition date.

Alla Kachan, Esq., 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:

     Alla Kachan, Esq.
     Law Offices of Alla Kachan, P.C.
     3099 Coney Island Avenue, 3rd Floor
     Brooklyn, NY 11235
     Tel: (718) 513-3145
     Fax: (347) 342-3156
     Email: alla@kachanlaw.com

                   About VB Taxi Corp.

VB Taxi Corp., based in Brooklyn, NY, filed a Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 17-41661) on April 5, 2017.  The petition
was signed by Marina Fridman, president.

In its petition, the Debtor disclosed $0 in assets and $1.3 million
in liabilities.

Judge Nancy Hershey Lord presides over the case.  The Debtor hired
the Law Offices of Alla Kachan, P.C., as counsel and Wisdom
Professional Services Inc. as its accountant.


VINCENT WALCH: CNB Bank Reiterates Necessity of Ch. 11 Trustee
--------------------------------------------------------------
CNB Bank & Trust, N.A., files an amended motion with the U.S.
Bankruptcy Court for the Central District of Illinois seeking for
the appointment of a Chapter 11 Examiner for Vincent J. Walch and
Alexis L. Walch.

By Order of the Court on June 22, 2017, Roger W. Stone was
appointed as the examiner in this matter. Mr. Stone completed his
examination of the accounts and affairs of Debtors, and on August
21, 2017, the report and supporting documents were filed with the
Court.

The Report confirmed that for months before and up to the eve of
bankruptcy, and at a time when Debtors' knew or should have known
that the filing of a petition for bankruptcy was eminent or
necessary, the Debtors' engaged in various pre-petition actions and
conduct that raise suspicion that certain of Debtors' payments and
transfers may have been fraudulent and/or avoidable.

More specifically, the Report found, inter alia, that:

     (a) Prior to the bankruptcy filing, Debtors apparently opened
new bank accounts and made deposits into such accounts,
transferring $35,281 of grain sale proceeds into a personal
checking account for Mr. Walch at Prairie State Bank, as well as an
additional $64,643 of field tiling income begin diverted by the
Debtors' into their new account at First Mid-Illinois Bank.

     (b) Also prior to the bankruptcy filing, the Debtors made what
appears to be a preferential payment to creditor M&M Service
Company.

     (c) The Debtors' bankruptcy schedules are incorrect and/or
contain material mistakes.

     (d) Mr. Walch further indicated to the examiner that there are
at least 2 other pieces of equipment that are not listed on the
Debtors' schedules.

     (e) The Debtors were commingling assets and funds between
various entities, operations, bank accounts and banks up to the
month of the filing of their bankruptcy petition.

     (f) Mr. Walch was taking significant cash withdrawals and
making non-farm related purchases of firearms in the period before
the filing of the bankruptcy petition.

     (g) The Debtors' failed to provide their bookkeeper with
sufficient information to allow for the preparation and completion
of accurate financial records.

     (h) The Debtors were providing valuations on their financial
statements that are inconsistent with their valuation of the same
property on their bankruptcy schedules.

     (i) The Debtors' payment of $38,283.15 to Prairie State Bank
was "very possibly a preference payment."

     (j) Mr. Stone found additional potential preference payments
totaling more than $248,000.

     (k) The Debtors' own filings in this matter indicate that
Debtors' made a lump sum of $60,000 to Timewell Tile on January 10,
2017, and 2 payments totaling $51,917 to Springfield Plastics in
February of 2017, or a total of what Debtors' indicate and/or
appear to be $111,917 in potential preferential payments for tiling
supplies and inventory.

     (l) Also problematic was the Debtors' purchase of lumber from
Liberty Hardwood on January 17, 2017 in the amount of $10,936. This
lumber was purportedly for Debtors' cabinet-making business that
according to the 341 testimony of Debtor Vincent Walch, a prior
business which he intended to "restarts." However, in his 2004
examination, Mr. Walch indicated this lumber was for personal use
and intended as part of a remodel and trading of residences between
the Walch's and Terri Pope, Mrs. Walch's mother.

Based upon his examination of the Debtors' accounts and records,
and interviews with various witnesses including Mr. Walch, and the
information and documentation he had gathered, Mr. Stone determined
that:

     (a) There were numerous preferential payments made to both
creditors and insiders alike;

     (b) The financial statements signed by Debtors and provided to
CNB Bank on September 1, 2015 and January 3, 2017 were fraudulent;
and

     (c) The Debtors were insolvent on December 31, 2015.

Furthermore, CNB Bank asserts that the Debtors' also list various
other transactions which appear to be suspicious and of a
questionable nature and warrant further investigation, all of which
may be or could result in a finding that preferential payments were
made, including but not limited to:

     (a) Vincent Walch listed his 2017 income, as of the date of
the filing of the petition, at $500,000, which is presumably from
grain sales for grain raised and harvested in 2016 as farming was
Mr. Vincent Walch's only material source of such a large income for
2016. Any 2016 grain harvested by the Debtors' was the subject of a
perfected security interest granted by Mr. Walch in favor of CNB
Bank (as well as likely security interests granted to other
creditors of Debtors). In addition, the Debtors' schedules indicate
a total of $267,049.70 in expenses so far this year, which when
compared to the $500,000 of income, already leaves approximately
$232,950 of 2017 income for which Debtors' are unable to account.

     (b) The Debtors' sale of $65,000 of firearms to James Walch,
father of Mr. Walch.

     (c) The Debtors' payments or transfers to or for the benefit
of insiders, totaling $187,530 since August of 2016 per the
Debtors' initial schedules. However, the Report set this amount at
$248,894, an understatement by the Debtors of $61,364.

     (d) The Debtors' claim that a John Deere 4230 tractor is owned
by James Walch, father of Mr. Walch, despite records provided by
Mr. Walch to CNB Bank showing that the Debtors' incurred in excess
of $15,000 in repair expenses for such tractor in the recent past,
raising questions as to the true ownership of the tractor and
perhaps other assets Debtors' listed as being owned by others.

In addition, CNB Bank notes that at the 341 meeting revealed that
the Debtors' had a substantial number of acres of soybeans already
planted despite the Debtors' assertions that no cash was available
from which to engage in farming operations for the 2017 crop year.
As it turns out, the Debtors' sought and received, either in their
own name or in the name of a nominee, partial financing (apparently
on an unsecured basis) to pay for Debtors' 2017 farming efforts to
date, all by what once again appears to be the Debtors' use of the
credit and accounts of another party, a course of conduct that
would appear to be common practice for Mr. Walch.
As revealed by the Debtors' schedule and Mr. Stone's Report, the
Debtors' have certainly made pre-petition voidable preferences
and/or fraudulent transfers. CNB Bank asserts that these fraudulent
and irregular actions, and potential fraudulent or voidable
transfers, cast a shadow on the Debtors' bankruptcy. Such actions
are inconsistent with the expectations of Chapter 11 debtors in
general, and certainly raise concerns regarding Debtors' financial
responsibility and their ability to manage their Chapter 11
estate.

Since no creditor's committee was appointed in this matter, CNB
Bank believes that there is no formal oversight or investigation of
Debtors' pre-petition and post-petition financial affairs, nor are
the Debtors' likely to investigate their own pre-petition actions
or make any material effort to attempt to recover any preferential
payments that may have been made.

Accordingly, CNB Bank contends that the appointment of a trustee in
this matter is needed to further investigate both Debtors' pre- and
post-petition actions which have been shown by the Report to be
fraudulent, dishonest and/or incompetent, all resulting, at a
minimum, in the gross mismanagement of the affairs of Debtors.

Vincent J Walch and Alexis L Walch filed a Chapter 11 petition
(Bankr. C.D. Ill. Case No. 17-70467) on March 27, 2017, and is
represented by Douglas Antonik, Esq.


VIRGIN ISLANDS WPA: S&P Cuts Senior-Lien Bonds Rating to 'CCC+'
---------------------------------------------------------------
S&P Global Ratings has lowered its ratings on Virgin Islands Water
and Power Authority's (WAPA) senior-lien electric system revenue
bonds to 'CCC+' from 'BB+', and its rating on the authority's
subordinate-lien electric system revenue debt to 'CCC' from 'BB-'.
At the same time, S&P Global Ratings placed the ratings on
CreditWatch with negative implications.

The downgrade reflects S&P's view of the electric system's weakened
business prospects in the aftermath of Hurricane Irma, which struck
the U.S. Virgin Islands (USVI) Sept. 6, 2017. "We believe the
hurricane's adverse impacts on the local tourist-dependent economy;
its impact on the USVI government, a significant customer and the
source of materials receivables on WAPA's balance sheet; the
authority's already-weak financial position; and its weak liquidity
make the electric system vulnerable to nonpayment in the event of
continued adverse business, economic, and financial conditions,"
said S&P Global Ratings credit analyst Peter Murphy.

S&P's rating action affects $127 million of senior-lien bonds and
$96 million of subordinate-lien debt.

S&P believes the following factors have contributed to its view of
WAPA's weak condition, and that the interdependence of these
factors increase its vulnerability:

-- A weakening territorial economy, which has not fully recovered
from the closing of a major oil refinery in 2012, and which S&P
expects face further pressures due to dependence on tourism, rum
production, and government employment, each of which it expects
hurricane damage to negatively affect;

-- Very high electric rates from high oil prices over the past
decade, and high debt service costs. Combined with economic
pressures that could affect affordability among rate payers, these
could limit WAPA's flexibility to fully recover costs on a timely
basis;

-- Thin financial margins brought about by high operating costs,
low on-balance-sheet liquidity, and fully drawn credit lines that
are due within one year;

-- Large receivable balances, especially from government accounts.
We believe the hurricane's impact on government finances will
threaten prospects for these accounts;

-- High leverage, due in part to deficit financing linked to high
oil prices the past several years, which has kept overall debt
service coverage levels low and the fiscal 2018 commencement of the
amortization of capital lease costs, related to capital costs of
WAPA's conversion of oil-fired generating units to liquefied
propane.

The project, which was intended to significantly reduce fuel costs,
had been subject to cost overruns and delays, and its completion
this fiscal year triggers payments of substantial infrastructure
fees to the project vendor, resulting in further pressure on
expenditures.

S&P will monitor the system's recovery from the storm and its
financial condition and will update the CreditWatch placement as
developments warrant.


VISIONS REAL ESTATE: Case Summary & Unsecured Creditor
------------------------------------------------------
Debtor: Visions Real Estate Partnership
        4405 Pennsylvania St
        Schnecksville, PA 18078-2594

Type of Business: The Company is a Single Asset Real Estate
                  (as defined in 11 U.S.C. Section 101(51B)).
                  It owns in fee simple interest a real
                  property located at 4405 Pennsylvania St,
                  Schnecksville, PA 18078-2594 valued by the
                  Company at $1.34 million.  The Company
                  posted gross revenue of $125,000 in 2016
                  and gross revenue of $80,000 in 2015.

NAICS (North American
Industry Classification
System) 4-Digit Code that
Best Describes Debtor: 624410

Chapter 11 Petition Date: September 18, 2017

Case No.: 17-16354

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania (Reading)

Judge: Hon. Richard E. Fehling

Debtor's Counsel: Michael J. McCrystal, Esq.
                  MCCRYSTAL LAW OFFICES
                  2355 Old Post Road, Ste 4
                  Coplay, PA 18037
                  Tel: (610) 262-7873
                  E-mail: mccrystallaw@gmail.com

Total Assets: $1.35 million

Total Liabilities: $1.27 million

The petition was signed by Robert J. Jurchenko, managing partner.

The Debtor's list of 20 largest unsecured claims held by
non-insiders has a single entry: Sheri Hills, holding a trade claim
of $1.

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

       http://bankrupt.com/misc/paeb17-16354.pdf


VISUAL HEALTH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Visual Health Solutions Inc.
        1300 Riverside Avenue, Suite 101
        Fort Collins, CO 80524

Business Description: Visual Health Solutions creates
                      multimedia content, including medical        

                      animations, medical illustrations, and
                      interactive graphics for the healthcare
                      industry.  Visual Health Solutions'
                      multimedia medical library content includes
                      3D medical animations, medical device
                      animations, pharmaceutical MOA animations,
                      multimedia programs, medical illustrations,
                      and interactive anatomy models.  The Company
                      partners with hospitals to create new
                      patient education content and pharmaceutical

                      companies to assist with sales training and
                      product launch or development.  For more
                      information, please visit the Company's web
                      site at http://www.visualhealthsolutions.com

NAICS (North American
Industry Classification
System) 4-Digit Code that
Best Describes Debtor: 5414

Chapter 11 Petition Date: September 18, 2017

Case No.: 17-18643

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Hon. Elizabeth E. Brown

Debtor's Counsel: Aaron A Garber, Esq.
                  BUECHLER & GARBER, LLC
                  999 18th St., Ste. 1230 S.
                  Denver, CO 80202
                  Tel: 720-381-0045
                  Fax: 720-381-0382
                  E-mail: Aaron@bandglawoffice.com

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Paul Baker, CEO.

A full-text copy of the petition and list of 20 largest unsecured
creditors, is available for free at
http://bankrupt.com/misc/cob17-18643.pdf


WALL ST. RECYCLING: Taps Leonard I. Greenberg as Accountant
-----------------------------------------------------------
Wall St. Recycling LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Ohio to hire an accountant.

The Debtor proposes to employ Leonard I. Greenberg, Inc. to, among
other things, prepare its tax returns; communicate with taxing
authorities; and assist in the preparation of its operating
reports.

The standard hourly rate for Greenberg's services is $80.

Leonard Greenberg, principal of the firm, disclosed in a court
filing that he and his firm do not hold or represent any interest
adverse to the Debtor and its estate.

Greenberg can be reached through:

     Leonard I. Greenberg
     Leonard I. Greenberg, Inc.
     5915 Landerbrook Drive, Suite 302
     Cleveland, OH 44124-4034

                    About Wall St. Recycling

Wall St. Recycling -- http://wallstreetrecycling.com/-- is a buyer
and seller of ferrous and nonferrous scrap metals including copper,
aluminum, brass, stainless, cast, iron and steel.  Founded in 2000
as a small nonferrous yard located in Ravenna, Ohio, it has grown
steadily over the years into a full service recycling company.  Its
facility is open to the public with unloading assistance available
if needed.  John Joseph, Robert Murray and Michael Ambrose each
owns 33.33% of the company.

Wall St. Recycling L.L.C., a/k/a Wall Street Recycling LLC, filed a
Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-51701) on July
19, 2017.  Robert Murphy, member, signed the petition.  The Debtor
estimated assets and liabilities ranging between $1 million and $10
million.  The case is assigned to Judge Alan M. Koschik.  Marc B.
Merklin, Esq., Kate M. Bradley, Esq., and Bridget A. Franklin,
Esq., at Brouse McDowell, LPA, serve as the Debtor's bankruptcy
counsel.


WEATHERFORD INT'L: BlackRock Has 4.9% Stake as of July 31
---------------------------------------------------------
BlackRock, Inc. reported in a regulatory filing with the Securities
and Exchange Commission that as of July 31, 2017, it beneficially
owns 48,203,831 shares of common stock of Weatherford International
PLC, which constitutes 4.9 percent of the shares outstanding.  A
full-text copy of the Schedule 13G/A is available for free at
https://is.gd/bUZB2u

                       About Weatherford

Ireland-based Weatherford International plc (NYSE: WFT) --
http://www.weatherford.com/-- is a multinational oilfield service
company providing innovative solutions, technology and services to
the oil and gas industry.  The Company operates in over 90
countries and has a network of approximately 880 locations,
including manufacturing, service, research and development, and
training facilities and employs approximately 29,500 people.

Weatherford reported a net loss attributable to the Company of
$3.39 billion on $5.74 billion of total revenues in 2016, compared
to a net loss attributable to the Company of $1.98 billion on $9.43
billion of total revenues in 2015.  

As of June 30, 2017, Weatherford had $12.05 billion in total
assets, $10.52 billion in total liabilities and $1.52 billion in
total shareholders' equity.

                         *     *     *

In November 2017, Fitch Ratings downgraded the ratings for
Weatherford and its subsidiaries, including the companies'
Long-Term Issuer Default Ratings to 'CCC' from 'B+'.  The downgrade
reflects the potential further tightening of the company's
specified leverage and L/C ratio covenant following the fourth
quarter (4Q) 2016 calculation, and with the expected 0.5x step-down
in 1Q 2017 per the Credit Agreement.


WEIGHT WATCHERS: Moody's Hikes CFR to B2; Outlook Remains Positive
------------------------------------------------------------------
Moody's Investors Service upgraded Weight Watchers International,
Inc.'s Corporate Family rating ("CFR") to B2 from B3, Probability
of Default rating ("PDR") to B2-PD from B3-PD and senior secured
bank credit facility to B2 from B3. The Speculative Grade Liquidity
rating was affirmed at SGL-2 The rating outlook remains positive.

RATINGS RATIONALE

"Solid growth in both digital and meeting subscribers from all of
Weight Watchers geographic regions will lead to accelerating
leverage reduction, driving the ratings upgrade," noted Edmond
DeForest, Moody's Senior Credit Officer. DeForest continued: "If
Weight Watchers can maintain subscriber, revenue and profit growth
from all its business segments beyond 2018, its credit metrics and
liquidity would likely be consistent with still higher ratings,
leading Moody's to maintain the rating outlook at positive."

The B2 CFR reflects Moody's expectation for 6% to 8% growth in both
subscribers and revenue in 2018, driving debt to EBITDA down to
about 5.5 times from over 7 times for the 12 month period ended
July 1, 2017 through EBITDA expansion and modest debt repayment.
The recent acceleration of subscriber and revenue growth in Europe,
which accounts for about 30% of Weight Watcher's revenues, leads
Moody's to anticipate that non-US operations will no longer weigh
negatively on overall results. Moody's anticipates free cash flow
to debt of about 8% and EBITA to interest expense of approaching 3
times, driven by low interest expense despite the high amount of
debt. These metrics are solid for the B2 rating. However, Moody's
notes that the company's history of subscriber volatility, as well
as the competitive nature of the weight management services
industry, pressure the ratings. Profitability as measured by EBITA
margin should remain solidly above 20%, although rates of
profitability may now grow only slowly as Weight Watchers invests
in its products, services and promotions to maintain subscriber
growth rates. Moody's remains concerned that competition for weight
loss service customers, especially for so-called "trial" members
who are most likely to follow the newest trends or promotions,
could make further operating and financial improvements difficult
and slow to achieve.

All financial metrics cited reflect Moody's standard adjustments.
In addition, Moody's expenses Weight Watchers capitalized software
costs.

Moody's considers Weight Watchers' liquidity profile good,
reflected in the SGL-2 Speculative Grade Liquidity rating. Weight
Watchers had cash balances of over $100 million at July 1, 2017.
Moody's expects at least $150 million of free cash flow. The
company has $21 million of required annual term loan amortization
in 2018. Since the fully available $50 million senior secured
revolver matures in April 2018, which is within one year, Moody's
does not consider it an available liquidity source over the next 12
months. Almost $2 billion of secured term loans mature in 2020.

The positive ratings outlook reflects Moody's expectation that
higher-than-anticipated annual subscriber growth would drive rapid
improvements in credit metrics and liquidity.

The ratings could be upgraded if Moody's expects ongoing revenue
growth, debt to EBITDA to remain below 5 times and free cash flow
to debt will be sustained over 8%.

A ratings downgrade is possible if Moody's expects: slow or no
growth in subscribers or revenues; debt to EBITDA sustained above 6
times; or diminished liquidity.

Issuer: Weight Watchers International, Inc.

Upgrades:

-- Corporate Family Rating, to B2 from B3

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

-- Senior Secured Bank Credit Facilities, to B2 (LGD3) from B3
    (LGD3)

Affirmations:

-- Speculative Grade Liquidity Rating, at SGL-2

Outlook:

-- Outlook, remains Positive

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

Weight Watchers is a provider of weight management services.
Moody's expects revenue for 2018 of approaching $1.4 billion.


WEST CORPORATION: Moody's Confirms B1 CFR; Outlook Stable
---------------------------------------------------------
Moody's Investors Service concluded the review of West
Corporation's ratings and confirmed its B1 Corporate Family Rating
(CFR) and the ratings for its existing debts. Moody's also assigned
to Olympus Merger Sub, Inc. a B1 CFR and Ba3 and B3 ratings to its
proposed senior secured credit facilities and senior unsecured
notes, respectively. The ratings were assigned in connection with
the acquisition of West by funds affiliated with Apollo Global
Management, LLC, for approximately $5.1 billion. The ratings have a
stable outlook.

Upon the close of the acquisition, Olympus Merger Sub will merge
into West Corporation and the ratings will be assumed by West
Corporation. Olympus Merger Sub has initiated a tender offer for
the existing West senior notes due 2022 and West initiated a change
of control offer for the senior notes due 2022 and senior secured
notes due 2021. Moody's will withdraw the ratings for these notes
if the entire outstanding amounts of the notes are redeemed.

RATINGS RATIONALE

Pro forma for the acquisition, West's total debt to EBITDA will
increase by 1.3x to slightly over 6x (Moody's adjusted), before
including the at least $75 million of planned cost savings that
management expects to realize by the end of 2019. Moody's confirmed
West's B1 CFR based on the expectation that cost savings and
termination of common dividends of approximately $75 million will
continue to support free cash flow in the mid-single digit
percentages of total adjusted debt and total debt to EBITDA will
decline to below the mid 5x in 2019.

The B1 CFR reflects West's high initial leverage and execution risk
over the next 12 to 24 months as the company implements significant
cost reductions. West operates in highly competitive markets and
its audio conferencing business faces risk of substitution from
internet-based technologies. Moody's expects declining revenues and
profits in audio conferencing, which is West's largest service
offering by revenue and operating profits, will be offset by the
growth in other technology-enabled services and cost reductions.
However, low single digit organic growth will limit opportunities
to reduce leverage once the cost savings are fully executed. The
rating is supported by West's good operating scale reflecting a
diverse portfolio of products and services and leading market
positions in the conferencing and collaboration and emergency
communications segments. The company generates healthy EBITDA
margins, even before counting the planned cost savings, which
support good cash generation. West's financial policies are
expected to be shareholder-friendly after the take-private
transaction. However, the B1 rating incorporates Moody's
expectation that given the secular challenges in audio conferencing
business, West will maintain leverage at or below the mid 5x.
West's credit profile is additionally supported by its very good
liquidity from free cash generation and access to a $350 million
revolving credit facility.

The stable ratings outlook reflects Moody's expectation that West
will generate modest revenue growth, free cash flow of about 5% of
total debt and leverage will steadily decline toward the mid 5x
(Moody's adjusted).

The ratings could be downgraded if Moody's expects West's total
debt to EBITDA is likely to be sustained above the mid 5x or free
cash flow falls to the low single digit percentages of total debt
as a result of weak operating performance, execution challenges or
increase in debt. A ratings upgrade is not expected given West's
limited organic growth prospects and expectations for shareholder
friendly financial policies. Moody's could upgrade West's ratings
if sustained debt reduction or strong profitability results in
total debt to EBITDA below 4.5x and free cash flow to debt in the
high single digit percentages of total debt.

The following ratings were confirmed:

Issuer: West Corporation

Corporate Family Rating -- B1

Probability of Default Rating -- B1-PD

Existing senior secured credit facilities -- Ba3 (LGD 3)

$400 million of senior secured notes due 2021-- Ba3 (LGD 3)

$1 billion of senior unsecured notes due 2022 -- B3 (LGD 5)

Outlook - Changed To Stable, from Rating Under Review

Moody's assigned the following ratings:

Issuer: Olympus Merger Sub, Inc.

Corporate Family Rating --B1

Probability of Default Rating -- B1-PD

New senior secured credit facilities -- Ba3 (LGD 3)

New senior unsecured notes due 2025 -- B3 (LGD 5)

Outlook -- Stable

West Corporation is a leading provider of technology-enabled
communications services with approximately $2.3 billion in revenues
for the twelve months ended June 30, 2017.

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


WILLIAM THOMAS, JR: Sale of Memphis Property to Bell for $705K OK'd
-------------------------------------------------------------------
Judge David S. Kennedy of the U.S. Bankruptcy Court for the
District of Tennessee authorized William H. Thomas, Jr.'s sale of
his interest in the real property consisting of approximately 58.74
acres of vacant land located at or adjacent to 5568 Airways Road,
Memphis, Tennessee, to Samuel Bell or his assigns $704,880.

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

Prior to closing, the counsel for the Debtor will provide counsel
for Clear Channel Outdoors, Inc. and Tennison Brothers, Inc., with
a copy of the proposed final settlement statement.

The proceeds of any sale will be subject to and impressed with the
duly perfected first priority lien of the Deed of Trust benefitting
Merchant & Planters Bank and the second priority lien of the Deed
of Trust benefitting Community Bank, and the cross-collateralized
lien of Merchant & Planters Bank, and any other liens in the order
of their priority.  The net proceeds, after payment of regular and
customary closing costs, a 6% real estate commission to the buyer's
broker, real estate taxes on the parcels, recording fees to the
extent applicable, customary and reasonable closing attorney's fees
and fees related to obtaining court approval of the Motion and any
amounts required to be paid pursuant to the Contract, will at
closing be paid to the obligations of Merchant & Planters Bank and
Community Bank.  No net proceeds of sale will be distributed to the
Debtor.

The Order will be effective upon entry and that the 14-day stay
period provided in Fed. R. Bankr. P. 6004 (h) will not apply.

                  About William H. Thomas, Jr.

William H. Thomas, Jr., is a resident of Perdido Key, Florida.  He
is an attorney licensed to practice in the State of Tennessee and
owns various real estate and business interests, including the
ownership and operation of various advertising billboards and raw
land.

William H. Thomas, Jr., sought Chapter 11 protection (Bankr. D.
Tenn. Case No. 16-27850-DSK) on June 2, 2016.


WILLIAM VANDERPOOL: Sale of Winter Haven Property for $162K Okayed
------------------------------------------------------------------
Judge Michael G. Williamson of the U.S. Bankruptcy Court for the
Middle District of Florida authorized William Mac Vanderpool, Jr.
and Kimberly D. Vanderpool to sell real property located at U.S.
Highway 542 W, Winter Haven, Polk County, Florida, outside the
ordinary course of business, to David Deboer for $162,000.

The sale is free and clear of Liens.

The lien of Wells Fargo Bank, N.A. will attach to the net proceeds
of the sale.  Wells Fargo Bank will either be paid in full at the
time of the closing of the sale; or, in the alternative consent in
writing to a "short sale" at or prior to closing.

The proceeds of the sale will not become property of the Debtors'
bankruptcy estate nor subject to distribution by the trustee/DIP.

The closing agent will be permitted to pay at closing the following
expenses of sale: (i) title insurance premiums; (ii) outstanding ad
valorem taxes; (iii) other customary settlement charges; and (iv)
the mortgage lien of Wells Fargo Bank, N.A.

No other payments from the proceeds of the sale will be disbursed
by the closing agent.

The Debtors will provide a copy of the closing statement for this
transaction to the United States Trustee within 10 days of the
closing of the sale.

William Mac Vanderpool, Jr. and Kimberly D. Vanderpool sought
Chapter 11 protection (Bankr. M.D. Fla. Case No. 15-06078) on June
11, 2015.  The Debtors' Plan of Reorganization has been confirmed
by the Court.


WJA ASSET: Needs More Time to Reconcile Records, File Ch. 11 Plan
-----------------------------------------------------------------
WJA Asset Management, LLC, and its affiliated debtors ask the U.S.
Bankruptcy Court for the Central District of California to extend
the exclusive period for each Debtor to file a chapter 11 plan to
January 18, 2018, as well as the exclusive period for each Debtor
to solicit acceptances to such a plan to April 18, 2018.

WJA tells the Court that Howard Grobstein, their Chief
Restructuring Officer, and his team are reconciling the Debtors'
books and records, which he discovered were inaccurate and
incomplete in many material respects.

This reconciliation includes:

     (a) analysis of the Debtors' QuickBooks files and
         information maintained by third-party custodians;

     (b) analysis of the Debtors' banking information;

     (c) analysis and documentation of all intercompany
         transfers and verification that the funds
         transferred between the Debtors;

     (d) determination of distributions to creditors and
         equity holders and investments made;

     (e) determination of the nature of ownership interests
         in certain Debtors held by other Debtors; and

     (f) determination of the classification of creditors
         and investors.

In furtherance of the reconciliation process, the Debtors are also
in the process of obtaining documents from third party sources to
the extent that the Debtors' books and records are incomplete.

Because of this reconciliation and other additional necessary work
that needs to performed, the Debtors need additional time before
they can formulate, propose, and negotiate plans of
reorganization.

While reconciling the Debtors' books and records, the Debtors
contend that they have also accomplished a significant amount of
necessary work, including William Jordan Investments, Inc. winding
down its investment adviser business -- which also includes
entering into a Consent Order with the California Department of
Business Oversight to resolve disputes regarding the Commissioner's
revocation of Jordan Investments' investment adviser certificate,
ceasing to provide investment advisory services, transitioning
former advisory clients to new registered investment advisors, and
rejecting the lease for and moving out of the Del Mar Office where
Jordan Investments previously operated its investment advisory
business.

Further, as of the commencement of these cases, the Debtors held a
diverse portfolio of assets across the country including real
estate, deeds of trust, promissory notes, and stock or membership
units in third party companies. The Debtors claim that they have
received Court authority to implement procedures for consummating
various sales and other transactions, which allowed the Debtors to
liquidate their assets in a cost-effective manner that maximizes
value for creditors and investors. In addition, the Debtors have
and are in negotiations to monetize a number of their assets.

Likewise, the Debtors tell the Court that they are also preparing
to file a motion to approve certain claim and interest procedures
that is specifically tailored to assist creditors and interest
holders in these cases and will provide them with the opportunity
to receive certain assistance to minimize claim and interest
objections in the future.  Meanwhile, the Debtors aver that the
reconciliation process will likely result in the amendment of their
bankruptcy schedules.

                   About WJA Asset Management

Luxury Asset Purchasing International, LLC, et al., are part of a
network of entities or "Funds" formed to offer a range of
investment opportunities to individuals.  Many of the existing
Funds are performing and some Funds had substantial gains. However,
certain Funds, i.e., those invested in private trust deeds secured
by real estate, suffered losses.

William Jordan Investments, Inc. ("Advisor"), is a registered
investment advisor. Laguna Hills, California-based WJA Asset
Management, LLC ("Manager"), is the managing member of Luxury, et
al.  William Jordan was the president and sole owner of Advisor and
was the sole member and manager of Manager.

On May 18, 2017, Luxury and its affiliates filed voluntary
petitions under chapter 11 of the United States Bankruptcy Code. On
May 25, 2017, four other affiliated filed voluntary petitions under
chapter 11.  On June 6, CA Real Estate Opportunity Fund III filed
its chapter 11 petition.  The Debtors' cases are jointly
administered under Bankr. C.D. Cal. Lead Case No. 17-11996, and the
Debtors continue to operate their businesses and manage their
affairs as DIP.

Pursuant to court orders, Howard Grobstein is now serving as the
chief restructuring officer of the Debtors and Mr. Jordan no longer
has any ongoing role in the Debtors' operations.

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

Judge Scott C. Clarkson presides over the cases.

Lei Lei Wang Ekvall, Esq., Philip E. Strok, Esq., Robert S.
Marticello, Esq., and Michael L. Simon, Esq., at Smiley
Wang-Ekvall, LLP, serve as counsel to the Debtors.


ZWO ENTERPRISES: Taps Zagorsky & Galske as Special Counsel
----------------------------------------------------------
ZWO Enterprises, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Connecticut to hire Zagorsky, Zagorsky &
Galske, P.C. as its special counsel.

The Debtor is engaged in the business of owning real property
located at 70 Halcyon Drive, Bristol, Connecticut and leasing the
same to one tenant.  Recently the Debtor executed a letter of
intent for the purpose of entering into a contract to sell the
Property to a third party. The Debtor desires to employ ZZG to
represent it in the sale of the Property.

The Debtor seeks to employ ZZG at its normal hourly rate of $250.00
per hour for this type of transaction.

William Galske, III, attests that ZZG does not hold or represent an
interest adverse to the Debtor or its estate and is disinterested
as that term is defined by section 101(14) of the Bankruptcy Code.

The Counsel can be reached through:

     William Galske, III, Esq.
     ZAGORSKY, ZAGORSKY & GALSKE
     P.O. Box 218
     73 E. Main St.
     Plainville, CT 06062
     Phone: (860) 793-0200
     Fax: (860) 793-0177

                    About ZWO Enterprises LLC

ZWO Enterprises, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D. Conn. Case No. 17-20101) on January 27, 2017.  The petition was
signed by Robert Zwolinski, member.  The Debtor disclosed total
assets of $760,132 and total liabilities of $1.22 million.

Judge James J. Tancredi presides over the case.  Grafstein &
Arcaro, LLC represents the Debtor as counsel.

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


[*] Arxis' Ray Rivers Joins ACG's G.research
--------------------------------------------
Associated Capital Group, Inc., disclosed that Ray Rivers will join
G.research, LLC, its institutional research services business,
effective on Sept. 18, 2017.  Mr. Rivers will work closely with
C.V. McGinity, its President, to expand the institutional research
efforts.

Mr. Rivers was most recently a Managing Director with Arxis
Securities, located in New York City.  Over the years, he has also
held senior positions at Cantor Securities, R.W. Pressprich, Knight
Equity Markets, CRT Capital Group, BT Securities and Bear Stearns.
Mr. Rivers has over 30 years' experience in the trading and
supervision of both equity and fixed income securities.  In
addition, he has a wealth of knowledge in small cap investing,
special situations investing, the bankruptcy reorganization
process, and the implementation of systematic trading technologies.
A native of Louisiana, Mr. Rivers is a graduate of Louisiana State
University.  He currently serves as president of the Greenwich Town
Party.

                  About Associated Capital Group

Associated Capital Group --
http://www.associated-capital-group.com/-- operates its
institutional research services business through G.research (doing
business as Gabelli & Company), a wholly owned subsidiary of
Institutional Services Holdings, LLC which in turn is a wholly
owned subsidiary of the Company.  G.research is a broker-dealer
registered under the Securities Exchange Act of 1934, as amended,
that provides institutional research services and acts as an
underwriter.


[*] Daniel Saval Kobre & Kim's Insolvency Litigation Practice
-------------------------------------------------------------
Kobre & Kim, the premier law firm for global disputes and
investigations, welcomes Daniel Saval to its cross-border
insolvency litigation practice in New York.  Mr. Saval represents
clients in multijurisdictional insolvency and corporate
restructuring disputes, and has particular experience in
contentious proceedings involving funds in liquidation triggered by
fraud or wrongdoing.  He joins a global insolvency team at Kobre &
Kim that spans the U.S., the Caribbean, Europe and Asia.

"Dan is a dynamic and talented lawyer who is exceptionally
positioned to meet our clients' unique, multijurisdictional needs,"
said Farrington Yates, an insolvency disputes lawyer in the firm's
New York office.  "His breadth of experience, including relating to
asset recovery, will support and surely enhance the firm's
insolvency litigation practice."

Mr. Saval is the fifth insolvency lawyer to join Kobre & Kim in the
past year, following Mr. Yates in February, London-based Mark
Griffiths in April, and New York-based Adam Lavine and George Utlik
also in April.

The firm's Insolvency & Debtor-Creditor Disputes group has handled
some of the largest insolvency disputes in recent times, involving
SunEdison, Energy Future Holdings, Baha Mar, Caesars Entertainment
Group and Petters, among others.  Serving as special litigation
counsel and international asset recovery counsel in insolvencies
originating from jurisdictions including New York, London, Hong
Kong, Korea, Latin America, and offshore jurisdictions (the Cayman
Islands, British Virgin Islands Turks and Caicos Islands, St.
Vincent and the Grenadines, and Bermuda, among others), the team
focuses on clawback actions, priority contests, intercreditor
disputes, and investigation and recovery of insolvent entities'
assets, often in simultaneous legal proceedings in multiple
countries.

Before joining Kobre & Kim, Mr. Saval most recently practiced in
the Bankruptcy & Corporate Restructuring and International Disputes
groups at Brown Rudnick LLP.  He is also a Fellow of INSOL
International.

                      About Kobre & Kim

Kobre & Kim -- http://www.kobrekim.com/-- is a global, Am Law 200
law firm that focuses on disputes and investigations, often
involving fraud and misconduct.  It offers multi-jurisdictional
solutions in highly specialized matters that require independence
from conflicts, coordinated cross-border strategies, or cultural
knowledge and language abilities outside a clients' home
jurisdiction.  Its insolvency disputes team represents secured and
unsecured creditors, debtors, bondholders, trustees and distressed
debt investors in disputes that often require navigating
significant competing interests.  It leverages its asset
investigation and recovery experience within the context of
bankruptcy/insolvency administrations.

The insolvency team includes U.S. litigators (including former U.S.
government lawyers); offshore lawyers qualified in the Cayman
Islands, British Virgin Islands, Turks and Caicos Islands, St.
Vincent and the Grenadines, and Bermuda, among others; Hong Kong
solicitors; and English barristers and solicitors (including three
English Queen's Counsel).


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Editors.

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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