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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, December 25, 2017, Vol. 21, No. 358

                            Headlines

APOLLO MEDICAL: Allied Physicians Has 6% Stake as of Dec. 8
APOLLO MEDICAL: Co-CEO Owns 5.6% Equity Stake as of Dec. 8
APOLLO MEDICAL: Co-CMO Vazquez Shares Down to 3% as of Dec. 8
APOLLO MEDICAL: Exec. Chairman Reports 5.6% Stake as of Dec. 8
ARMSTRONG WORLD: S&P Alters Outlook to Pos on Margin Expansion

ASHFIELD ACTIVE: Fitch Affirms BB Rating on Series 2017A Bonds
ATHLACTION HOLDINGS: S&P Withdraws 'B' Corporate Credit Rating
AYTU BIOSCIENCE: Appoints David Green as Chief Financial Officer
BLACKFOOT CONSTRUCTION: U.S. Trustee Unable to Appoint Committee
BMC STOCK: S&P Revises Outlook to Positive & Affirms 'B+' CCR

CALMARE THERAPEUTICS: Now Allows Inspectors to Review Votes
CALMARE THERAPEUTICS: Stanley Yarbro Remains as Director
CAPARRA HILLS: Fitch Affirms B+ Long-Term IDR; Outlook Negative
CARECORE NATIONAL: S&P Raises Then Withdraws BB ICR on Acquisition
CITY OF BRYANT: Chapter 9 Case Summary & 6 Unsecured Creditors

CLEARVIEW SHELDON: Case Summary & 2 Unsecured Creditors
COBALT INTERNATIONAL: Settles Sonangol Disputes for $500 Million
COGECO COMMUNICATIONS: S&P Affirms 'BB-' Corporate Credit Rating
COMSTOCK RESOURCES: Westcott Cuts Stake to 5.26% as of Dec. 19
CONTEXTMEDIA HEALTH: S&P Withdraws Ratings on Lack of Information

DELCATH SYSTEMS: Has 78.7 Million Outstanding Common Shares
EXCO RESOURCES: Obtains Forbearance from Lenders Until Jan. 15
FANNIE MAE: Increases Capital Reserve to $3 Billion
FILTRATION GROUP: Moody's Alters Outlook to Stable; Affirms B2 CFR
FREESEAS INC: All Three Proposals Passed at Annual Meeting

GNC HOLDINGS: S&P Lowers CCR to 'CC' on Exchange Offer
GULFMARK OFFSHORE: Has Resale Prospectus of 5.6M Shares & Warrants
HELIOS AND MATHESON: Empery Asset Has 6.33% Stake as of Dec. 13
HOVNANIAN ENTERPRISES: Posts $11.8 Million Net Income in Q4
ION GEOPHYSICAL: Accelerates Vesting of SARs Awards

KANGAROO FOODS: U.S. Trustee Unable to Appoint Committee
KEURIG GREEN: S&P Ups CCR to 'BB+' on Strengthened Credit Measures
MEDRISK MIDCO: S&P Places 'B' CCR on CreditWatch Negative
MOUNTAIN PROVINCE DIAMONDS: S&P Assigns 'B-' LT Corp. Credit Rating
MUSCLEPHARM CORP: Four Directors Elected by Stockholders

NATIONAL SURGICAL HOSPITALS: S&P Affirms Then Withdraws 'B' CCR
NAVISTAR INTERNATIONAL: Swings to $30 Million Net Income in 2017
ONE HORIZON: FCIC Will Assist in Finding Likely Acquisition Target
OPTIMUMBANK HOLDINGS: Midwest Kosher Has 6.3% Stake as of Dec. 19
PERFORMANCE SPORTS: Court Approves Amended Joint Chapter 11 Plan

PETROQUEST ENERGY: Enters Central Louisiana Oil Play
PORTER BANCORP: Patriot Transfers 1.7M Shares to Limited Partners
PRIMELINE UTILITY: S&P Places 'B' CCR on CreditWatch Positive
PSIVIDA CORP: All 12 Proposals Approved at Annual Meeting
QAS LLC: U.S. Trustee Unable to Appoint Committee

REMINGTON OUTDOOR: Moody's Lowers CFR to Caa3; Outlook Negative
RUBY TUESDAY: Closes Merger With NRD Capital
SIGNODE INDUSTRIAL: S&P Places 'B' CCR on CreditWatch Positive
SOUTHEAST POWERGEN: S&P Lowers CCR to 'B' on Weaker Performance
SPEEDVEGAS LLC: Wants Up to $600,000 in DIP Financing From EME

SPORTS ZONE: 9 Affiliates' Case Summary & Unsecured Creditors
SUNOCO LP: S&P Alters Outlook to Stable & Affirms 'BB-' CCR
T K MINING: U.S. Trustee Unable to Appoint Committee
TEGNA INC: S&P Alters Outlook to Negative on Acquisition Agreement
VERTEX ENERGY: Amends Credit Facility to Lower Min. Availability

VIRGIN ISLANDS PA: S&P Keeps B+ Revenue Bonds Rating on Watch Neg.

                            *********

APOLLO MEDICAL: Allied Physicians Has 6% Stake as of Dec. 8
-----------------------------------------------------------
Allied Physicians of California, A Professional Medical
Corporation, reported in a Schedule 13D filed with the Securities
and Exchange Commission that as of Dec. 8, 2017, it beneficially
owns 1,874,128 shares of common stock of Apollo Medical Holdings,
Inc., constituting 6.05 percent of the shares outstanding.

Allied Physicians of California's principal office is located at
1668 S. Garfield Ave., 2nd Floor, Alhambra, CA 91801.  The
principal business of the Reporting Person is providing medical
services as an independent physician practice association.

On Dec. 8, 2017, a reverse merger transaction between Network
Medical Management, Inc., a California corporation and the Issuer
was consummated such that NMM became a wholly-owned subsidiary of
the Issuer.

Immediately prior to the closing of the Merger, the Reporting
Person was a shareholder of NMM.  Pursuant to the Merger, the
shares of NMM common stock previously held by Reporting Person were
converted into (i) 1,664,054 shares of common stock of the Issuer,
(ii) a warrant to purchase 52,262.84 shares of common stock of the
Issuer exercisable at any time prior to December 8, 2022 at an
exercise price of $11.00 per share, (iii) a warrant to purchase
55,337.13 shares of common stock of the Issuer exercisable at any
time prior to Dec. 8, 2022 at an exercise price of $10.00 per
share, (iv) cash in lieu of fractional shares, and (v) the
Reporting Person's pro rata portion, if any, of the holdback shares
of common stock of the Issuer (such pro rata portion of the
holdback shares would, without offset, initially be equal to
184,894.80 shares of Common Stock of the Issuer).

Immediately prior to the Closing, NMM made an in-kind distribution
on a pro rata basis to its shareholders (including the Reporting
Person) of the following warrants, which warrants were previously
held by NMM: (i) 1,111,111 Series A warrants (of which the
Reporting Person will receive 68,317.43 Series A warrants) to
purchase common stock of the Issuer, exercisable at any time prior
to October 14, 2020 at an exercise price of $9.00 per share, and
(ii) 555,555 Series B warrants (of which the Reporting Person will
receive 34,158.69 Series B warrants) to purchase common stock of
the Issuer, exercisable at any time prior to March 30, 2021 at an
exercise price of $10.00 per share.

Pursuant to the terms of each of the warrants, no fractional shares
will be issuable upon exercise or conversion of the Warrants, and
the number of shares to be issued will be rounded down to the
nearest whole share.  If a fractional share interest arises upon
any exercise or conversion of the Warrants, the Issuer shall
eliminate such fractional share interest by paying the holder of
the Warrants cash in the amount computed by multiplying the
fractional share interest by the fair market value of a full share,
as determined in accordance with the terms of the Warrants.  As
such, the number and percentage of shares of Common Stock
beneficially owned by the Reporting Person excludes all fractional
shares of Common Stock issuable upon the exercise or conversion of
the Warrants.

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

                       https://is.gd/61OxkD

                        About Apollo Medical

Headquartered in Glendale, California, Apollo Medical Holdings,
Inc., and its affiliated physician groups are patient-centered,
physician-centric integrated population health management company
working to provide coordinated, outcomes-based medical care in a
cost-effective manner.  Led by a management team with over a decade
of experience, ApolloMed -- http://apollomed.net/-- has built a
company and culture that is focused on physicians providing
high-quality medical care, population health management and care
coordination for patients, particularly senior patients and
patients with multiple chronic conditions.

Apollo Medical reported a net loss attributable to the Company of
$8.96 million for the year ended March 31, 2017, compared to a net
loss attributable to the Company of $9.34 million for the year
ended March 31, 2016.  As of Sept. 30, 2017, Apollo Medical had
$41.17 million in total assets, $48.46 million in total liabilities
and a total stockholders' deficit of $7.29 million.

BDO USA, LLP, in Los Angeles, California, expressed substantial
doubt about the Company's ability to continue as a going concern in
its report on the consolidated financial statements for the year
ended March 31, 2017.  The auditors said the Company has suffered
recurring losses from operations and has generated negative cash
flows from operations since inception, resulting in an accumulated
deficit of $37.7 million as of March 31, 2017.


APOLLO MEDICAL: Co-CEO Owns 5.6% Equity Stake as of Dec. 8
----------------------------------------------------------
Thomas S. Lam, co-chief executive officer and director of Apollo
Medical Holdings, Inc., disclosed in a Schedule 13D filed with the
Securities and Exchange Commission that as of Dec. 8, 2017, he
beneficially owned 1,742,271 shares of common stock of Apollo
Medical Holdings, Inc., constituting 5.62 percent of the shares
outstanding.

On Dec. 8, 2017, a reverse merger transaction between Network
Medical Management, Inc., a California corporation and the Issuer
was consummated such that NMM became a wholly-owned subsidiary of
the Issuer.

Immediately prior to the closing of the Merger, Mr. Lam was a
shareholder of NMM.  Pursuant to the Merger, the shares of NMM
common stock previously held by Reporting Person were converted
into (i) 1,546,978 shares of common stock of the Issuer, (ii) a
warrant to purchase 48,585.84 shares of common stock of the Issuer
exercisable at any time prior to Dec. 8, 2022 at an exercise price
of $11.00 per share, (iii) a warrant to purchase 51,443.83 shares
of common stock of the Issuer exercisable at any time prior to Dec.
8, 2022 at an exercise price of $10.00 per share, (iv) cash in lieu
of fractional shares, and (v) the Reporting Person's pro rata
portion, if any, of the holdback shares of common stock of the
Issuer (such pro rata portion of the holdback shares would, without
offset, initially be equal to 171,886.40 shares of Common Stock of
the Issuer).

Immediately prior to the Closing, NMM made an in-kind distribution
on a pro rata basis to its shareholders (including the Reporting
Person) of the following warrants, which warrants were previously
held by NMM: (i) 1,111,111 Series A warrants (of which the
Reporting Person will receive 63,510.90 Series A warrants) to
purchase common stock of the Issuer, exercisable at any time prior
to Oct. 14, 2020 at an exercise price of $9.00 per share, and (ii)
555,555 Series B warrants (of which the Reporting Person will
receive 31,755.42 Series B warrants) to purchase common stock of
the Issuer, exercisable at any time prior to March 30, 2021 at an
exercise price of $10.00 per share.

Pursuant to the terms of each of the warrants, no fractional shares
will be issuable upon exercise or conversion of the Warrants, and
the number of shares to be issued will be rounded down to the
nearest whole share.  If a fractional share interest arises upon
any exercise or conversion of the Warrants, the Issuer shall
eliminate such fractional share interest by paying the holder of
the Warrants cash in the amount computed by multiplying the
fractional share interest by the fair market value of a full share,
as determined in accordance with the terms of the Warrants.  As
such, the number and percentage of shares of Common Stock
beneficially owned by the Reporting Person excludes all fractional
shares of Common Stock issuable upon the exercise or conversion of
the Warrants.

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

                     https://is.gd/1X7BkI

                     About Apollo Medical

Headquartered in Glendale, California, Apollo Medical Holdings,
Inc., and its affiliated physician groups are patient-centered,
physician-centric integrated population health management company
working to provide coordinated, outcomes-based medical care in a
cost-effective manner.  Led by a management team with over a decade
of experience, ApolloMed -- http://apollomed.net/-- has built a
company and culture that is focused on physicians providing
high-quality medical care, population health management and care
coordination for patients, particularly senior patients and
patients with multiple chronic conditions.

Apollo Medical reported a net loss attributable to the Company of
$8.96 million for the year ended March 31, 2017, compared to a net
loss attributable to the Company of $9.34 million for the year
ended March 31, 2016.  As of Sept. 30, 2017, Apollo Medical had
$41.17 million in total assets, $48.46 million in total liabilities
and a total stockholders' deficit of $7.29 million.

BDO USA, LLP, in Los Angeles, California, expressed substantial
doubt about the Company's ability to continue as a going concern in
its report on the consolidated financial statements for the year
ended March 31, 2017.  The auditors said the Company has suffered
recurring losses from operations and has generated negative cash
flows from operations since inception, resulting in an accumulated
deficit of $37.7 million as of March 31, 2017.


APOLLO MEDICAL: Co-CMO Vazquez Shares Down to 3% as of Dec. 8
-------------------------------------------------------------
Adrian Vazquez, M.D., co-chief medical officer of Apollo Medical
Holdings, Inc., reported in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of Dec. 8, 2017, he
beneficially owns 985,738 shares of common stock of the Company,
constituting 3 percent of the shares outstanding.

On Dec. 8, 2017, Apollo Medical completed a business combination
with Network Medical Management, Inc., a California corporation,
pursuant to an Agreement and Plan of Merger, dated as of Dec. 21,
2016, among the Issuer, Apollo Acquisition Corp., a wholly owned
subsidiary of the Issuer ("Merger Sub"), NMM and Kenneth Sim, as
the NMM shareholders' representative, whereby Merger Sub merged
with and into NMM, with NMM surviving as a wholly-owned subsidiary
of the Issuer.  As a result of the Merger, Dr. Vazquez's beneficial
ownership was reduced to approximately 3.0% of the outstanding
shares of Common Stock, based on 33,101,540 shares of Common Stock
outstanding as of the Effective Time.

As of Dec. 18, 2017, Dr. Vazquez has no definitive plan,
arrangement or understanding to seek to cause the Issuer to be
merged, reorganized or liquidated, to sell or transfer any assets
of the Issuer, to cause the Issuer to change its current board of
directors or management, to cause any material change to its
capitalization, dividend policy, business, corporate structure,
charter or bylaws, or to terminate registration of Common Stock
under section 12(g)(4) of the Act, or to take any similar action.
A full-text copy of the regulatory filing is available at:

                        https://is.gd/O1xdXY

                        About Apollo Medical

Headquartered in Glendale, California, Apollo Medical Holdings,
Inc., and its affiliated physician groups are patient-centered,
physician-centric integrated population health management company
working to provide coordinated, outcomes-based medical care in a
cost-effective manner.  Led by a management team with over a decade
of experience, ApolloMed -- http://apollomed.net/-- has built a
company and culture that is focused on physicians providing
high-quality medical care, population health management and care
coordination for patients, particularly senior patients and
patients with multiple chronic conditions.

Apollo Medical reported a net loss attributable to the Company of
$8.96 million for the year ended March 31, 2017, compared to a net
loss attributable to the Company of $9.34 million for the year
ended March 31, 2016.  As of Sept. 30, 2017, Apollo Medical had
$41.17 million in total assets, $48.46 million in total liabilities
and a total stockholders' deficit of $7.29 million.

BDO USA, LLP, in Los Angeles, California, expressed substantial
doubt about the Company's ability to continue as a going concern in
its report on the consolidated financial statements for the year
ended March 31, 2017.  The auditors said the Company has suffered
recurring losses from operations and has generated negative cash
flows from operations since inception, resulting in an accumulated
deficit of $37.7 million as of March 31, 2017.


APOLLO MEDICAL: Exec. Chairman Reports 5.6% Stake as of Dec. 8
--------------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Kenneth T. Sim disclosed that as of Dec. 8, 2017, he
beneficially owns 1,742,319 shares of common stock of Apollo
Medical Holdings, Inc., constituting 5.62 percent of the shares
outstanding.  Mr. Sim is the executive chairman and director of
Apollo Medical.

On Dec. 8, 2017, a reverse merger transaction between Network
Medical Management, Inc., a California corporation and the Issuer
was consummated such that NMM became a wholly-owned subsidiary of
the Issuer.

Immediately prior to the closing of the Merger, Mr. Sim was a
shareholder of NMM.  Pursuant to the Merger, the shares of NMM
common stock previously held by Reporting Person were converted
into (i) 1,547,019 shares of common stock of the Issuer, (ii) a
warrant to purchase 48,587.12 shares of common stock of the Issuer
exercisable at any time prior to Dec. 8, 2022 at an exercise price
of $11.00 per share, (iii) a warrant to purchase 51,445.18 shares
of common stock of the Issuer exercisable at any time prior to Dec.
8, 2022 at an exercise price of $10.00 per share, (iv) cash in lieu
of fractional shares, and (v) the Reporting Person's pro rata
portion, if any, of the holdback shares of common stock of the
Issuer (such pro rata portion of the holdback shares would, without
offset, initially be equal to 171,890.90 shares of Common Stock of
the Issuer).

Immediately prior to the Closing, NMM made an in-kind distribution
on a pro rata basis to its shareholders (including the Reporting
Person) of the following warrants, which warrants were previously
held by NMM: (i) 1,111,111 Series A warrants (of which the
Reporting Person will receive 63,512.56 Series A warrants) to
purchase common stock of the Issuer, exercisable at any time prior
to Oct. 14, 2020 at an exercise price of $9.00 per share, and (ii)
555,555 Series B warrants (of which the Reporting Person will
receive 31,756.25 Series B warrants) to purchase common stock of
the Issuer, exercisable at any time prior to March 30, 2021 at an
exercise price of $10.00 per share.

Pursuant to the terms of each of the warrants, no fractional shares
will be issuable upon exercise or conversion of the Warrants, and
the number of shares to be issued will be rounded down to the
nearest whole share.  If a fractional share interest arises upon
any exercise or conversion of the Warrants, the Issuer shall
eliminate such fractional share interest by paying the holder of
the Warrants cash in the amount computed by multiplying the
fractional share interest by the fair market value of a full share,
as determined in accordance with the terms of the Warrants.  As
such, the number and percentage of shares of Common Stock
beneficially owned by the Reporting Person excludes all fractional
shares of Common Stock issuable upon the exercise or conversion of
the Warrants.

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

                      https://is.gd/Y1jsY6

                      About Apollo Medical

Headquartered in Glendale, California, Apollo Medical Holdings,
Inc., and its affiliated physician groups are patient-centered,
physician-centric integrated population health management company
working to provide coordinated, outcomes-based medical care in a
cost-effective manner.  Led by a management team with over a decade
of experience, ApolloMed -- http://apollomed.net/-- has built a
company and culture that is focused on physicians providing
high-quality medical care, population health management and care
coordination for patients, particularly senior patients and
patients with multiple chronic conditions.

Apollo Medical reported a net loss attributable to the Company of
$8.96 million for the year ended March 31, 2017, compared to a net
loss attributable to the Company of $9.34 million for the year
ended March 31, 2016.  As of Sept. 30, 2017, Apollo Medical had
$41.17 million in total assets, $48.46 million in total liabilities
and a total stockholders' deficit of $7.29 million.

BDO USA, LLP, in Los Angeles, California, expressed substantial
doubt about the Company's ability to continue as a going concern in
its report on the consolidated financial statements for the year
ended March 31, 2017.  The auditors said the Company has suffered
recurring losses from operations and has generated negative cash
flows from operations since inception, resulting in an accumulated
deficit of $37.7 million as of March 31, 2017.


ARMSTRONG WORLD: S&P Alters Outlook to Pos on Margin Expansion
--------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' corporate credit rating on
Armstrong World Industries Inc. and revised the outlook to positive
from stable.

S&P said, "At the same time, we affirmed our 'BB+' issue-level
ratings on the company's senior secured debt, including its $200
million revolving credit facility, $600 million term loan A, and
$250 million term loan B. The recovery rating on the facilities is
'2', indicating our expectation for substantial (70%-90%; rounded
estimate: 70%) recovery in the event of a payment default.

"Our revision of the rating outlook on Armstrong World Industries
Inc. to positive from stable reflects the company's improved
margins since the spin-off of its flooring division and prospects
for improved debt-to-EBITDA leverage in 2018. The sale of
Armstrong's low-margin European and Pacific Rim business units will
further enhance Armstrong's overall operating margins. We expect
Armstrong's 2017 adjusted EBITDA margins to be more than 35% and
improve to more than 36% in 2018. We expect the company's EBITDA
margins to follow a similar, though less pronounced, path of
improvement as when its flooring business was spun-off in April
2016. In that instance, Armstrong's adjusted EBITDA margins more
than doubled to 32.3% from 16% as of September 2017, compared to
the quarter ending June 2016, when the flooring division was
spun-off.

"The positive rating outlook on Armstrong reflects our favorable
view of the rating over the next 12 months based on expanding
EBITDA margins. We project Armstrong's adjusted EBITDA for 2018 to
be between $340 million and $350 million and leverage of
approximately 2x, considering the potential for shareholder returns
following the close of the sale of its international business
units. In addition, we expect interest coverage of more than 8x and
liquidity to remain strong.

"We could raise the rating if Armstrong's margins remained or
improved such that credit measures were held in line with a higher
rating--specifically, a maintenance of debt to EBITDA in the mid-2x
area and funds from operations to debt in the high-30% area. We
recognize Armstrong's positive discretionary cash flows as
providing the financial flexibility to both reduce leverage and
provide funds for moderate levels of shareholder returns.

"We could revise the outlook to stable if Armstrong's adjusted
debt-to-EBITDA leverage rose and approached 3x EBITDA and FFO to
debt fell and approached 30%. This could occur if the company
undertook large debt-funded initiatives such as share repurchases,
dividends, or acquisitions. A deterioration in margins due to a
sharp and unmitigated rise in materials costs or competitive
pressures requiring lower average sales prices could also
precipitate such a weakening of leverage."


ASHFIELD ACTIVE: Fitch Affirms BB Rating on Series 2017A Bonds
--------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' rating on the $122.45 million
Industrial Development Authority of the City of Kirkwood, Missouri
bonds issued on behalf of Ashfield Active Living and Wellness
Communities, Inc. dba Aberdeen Heights (Aberdeen) series 2017A.

The Rating Outlook is Stable.

SECURITY

The bonds are secured by a pledge of unrestricted receivables, a
first deed of trust lien on certain property and a debt service
reserve fund.

KEY RATING DRIVERS

STABLE OCCUPANCY: Aberdeen has enjoyed strong occupancy since it
opened in September of 2011, which further continued in fiscal
2017. Occupancy has remained high across all levels of care and was
at 98% in independent living units (ILU), 95.3% in assisted living
units (ALU), and 92.2% in the skilled nursing facility (SNF) in
fiscal 2017 (year-ended June 30).

GOOD PROFITABILITY: Occupancy has been strong overall, which has
resulted in a high net operating margin (NOM) averaging 30% over
the past four fiscal years, significantly ahead of Fitch's below
investment grade (BIG) median of 9.5%. Contrasting the strong NOM
is a weaker net operating margin- adjusted (NOMA) of 33.4% in
fiscal 2017 versus an average of 43.6% for the three prior fiscal
years.

HIGH DEBT BURDEN: Aberdeen's debt burden remains very elevated as
evidenced by maximum annual debt service (MADS) equating to a very
high 35.6% of total fiscal 2017 revenues, which remains weaker than
the 'BIG' category median of 17.1%. Revenue-only coverage of 0.9x
continues to be above the 0.7 median but MADS coverage of 1.0x was
below the BIG median of 1.5x as a result of lower entrance fees
received and higher refunds in fiscal 2017. Management reports that
coverage ratios are expected to somewhat rebound by the end of the
year as a result of increased net entrance fee receipts. Fitch
expects Aberdeen's debt burden to moderate over the longer term as
the community continues to improve its financial profile.

ADEQUATE LIQUIDITY: Aberdeen's $26.2 million in unrestricted cash
and investments (which includes the impact of a $4 million transfer
to its parent company in April 2017) at June 30, 2017 equated to an
adequate 21.3% of debt, 3.4x cushion ratio and 445 days cash on
hand (DCOH), when compared to Fitch's BIG medians of 34.2%, 4.4x
and 283 DCOH respectively. No additional transfers are expected.

RATING SENSITIVITIES

MAINTENANCE OF ROBUST PROFITABILITY: Due to Ashfield Active Living
and Wellness Communities, Inc.'s (Aberdeen) heavy debt burden, it
is imperative to maintain its robust profitability and unit
turnover. A weakening of operating performance, or an extended
compression in net entrance fee receipts, which negatively impacts
debt service coverage, could pressure the rating.

EXPANSION PLANS: Aberdeen's master plan contemplates an eventual
expansion of the campus, which could include additional borrowing.
The potential project has not been incorporated in Fitch's review;
however, Aberdeen does not have room at the current rating for
additional debt without a significant improvement in its liquidity
and debt service coverage.


ATHLACTION HOLDINGS: S&P Withdraws 'B' Corporate Credit Rating
--------------------------------------------------------------
S&P Global Ratings withdrew its 'B' corporate credit rating on
Dallas-based Athlaction Holdings LLC at the issuer's request. S&P
also withdrew its issue-level ratings on Athlaction's revolving
credit facility and first- and second-lien term loans.


AYTU BIOSCIENCE: Appoints David Green as Chief Financial Officer
----------------------------------------------------------------
Aytu BioScience, Inc. has appointed David A. Green as chief
financial officer.  Effective Dec. 18, 2017, Mr. Green joins Aytu
BioScience to oversee the Company's finance and accounting
functions, and will report directly to the chief executive
officer.

According to the Company, "Mr. Green is a highly accomplished CFO,
who brings an extensive array of financial, accounting, and
operational experience to Aytu, including a background at both
public and private life sciences companies over his
twenty-five-year career.  

Prior to joining Aytu BioScience, Mr. Green served as chief
accounting officer at Intarcia Therapeutics, a biopharmaceutical
company currently engaged in late stage clinical development. Prior
to that, he was chief financial officer of Catheter Connections, a
commercial-stage medical device company that was acquired by Merit
Medical.  Preceding Catheter Connections, Mr. Green was CFO at
Specialized Health Products International, a publicly traded
medical device company that was acquired by C.R. Bard.  Prior to
his time serving in senior financial leadership roles at
commercial-stage specialty life sciences companies, Mr. Green was a
managing director at Duff & Phelps, a global investment banking and
corporate finance advisory firm for nearly a decade.  Mr. Green was
also a founding member of Ernst & Young's Palo Alto Center for
Strategic Transactions, where he advised the firm's clients on
using strategic transactions to accelerate growth.  Mr. Green
earned a Bachelor of Science from the State University of New York,
a Master of Business Administration from the University of
Rochester, and is a Certified Public Accountant.

"Dave's deep experience in finance, accounting and operations at
high-growth, commercial-stage life sciences companies, along with
his extensive transactional, valuation, and strategic planning
expertise make him an excellent addition to Aytu's senior
leadership team at this important stage of the Company's growth,"
said Josh Disbrow, chief executive officer of Aytu BioScience.
"Dave's extensive background as a public company CFO, paired with
his experience across numerous transactions during his investment
banking career, will be valuable to Aytu as we continue to grow by
increasing sales of our current portfolio of products, as well as
through additional strategic transactions.  I welcome Dave and look
forward to his contributions as a key member of our leadership
team."

"I am excited to be joining Josh and his talented leadership team
at Aytu, and believe the Company is well positioned for tremendous
value creation as we continue toward our objective of building a
leading specialty life sciences company with substantial prospects
for growth," commented David Green.

Mr. Green succeeded Gregory A. Gould, who resigned effective
Nov. 15, 2017 to pursue another opportunity.

In connection with his appointment, Mr. Green and the Company
entered into an employment agreement, effective Dec. 18, 2017.
Pursuant to the terms of the Employment Agreement, Mr. Green will
receive a base salary at an annual rate of $250,000 and is eligible
for a discretionary annual bonus of up to 50% of his base salary as
determined by the Compensation Committee of the Board. As further
consideration for Mr. Green's services, the Company agreed to grant
to Mr. Green, on or promptly after Jan. 1, 2018, 75,000 restricted
shares of the Company's common stock pursuant to the Company's 2015
Stock Option and Incentive Plan.

                    About Aytu BioScience

Englewood, Colorado-based Aytu BioScience, Inc. (OTCMKTS:AYTU) --
http://www.aytubio.com/-- is a commercial-stage specialty
healthcare company concentrating on developing and commercializing
products with an initial focus on urological diseases and
conditions.  Aytu is currently focused on addressing significant
medical needs in the areas of urological cancers, hypogonadism,
urinary tract infections, male infertility, and sexual
dysfunction.

Aytu BioScience reported a net loss of $22.50 million for the year
ended June 30, 2017, a net loss of $28.18 million for the year
ended June 30, 2016, and a net loss of $7.72 million for the year
ended June 30, 2015.  Aytu BioScience reported a net loss of $4.24
million for the three months ended Sept. 30, 2017, compared to a
net loss of $5.72 million for the same period in 2016.

As of Sept. 30, 2017, Aytu Bioscience had $21.24 million in total
assets, $14.89 million in total liabilities and $6.35 million in
total stockholders' equity.


BLACKFOOT CONSTRUCTION: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------------
The Office of the U.S. Trustee on Dec. 20 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Blackfoot Construction
Company.

                  About Blackfoot Construction

Blackfoot Construction Company, d/b/a Blackfoot Solutions, owns and
operates a construction company located in Noblesville, Indiana.
It constructs and maintains cell phone towers and facilities as
well as provides installation services to telecommunication
providers.  It was incorporated on Dec. 9, 2004, in Dyersburg,
Tennessee, under different ownership.  Its current owner acquired
the Debtor in 2007 and started operating the business out of his
residence in Fishers, Indiana.  It has been located in Noblesville,
Indiana since March of 2014.  It has 15 employees.

Blackfoot Construction Company filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Ind. Case No. 17-08448) on Nov. 8, 2017.

The Debtor is represented by:

         David R. Krebs, Esq.
         John J. Allman, Esq.
         HESTER BAKER KREBS LLC
         One Indiana Square, Suite 1600
         Indianapolis, IN 46204
         Tel: (317) 833-3030
         Fax: (317) 833-3031
         E-mail: dkrebs@hbkfirm.com
                 jallman@hbkfirm.com
   
No trustee or examiner has been appointed in the Chapter 11 case.


BMC STOCK: S&P Revises Outlook to Positive & Affirms 'B+' CCR
-------------------------------------------------------------
S&P Global Ratings revised its rating outlook on BMC Stock Holdings
Inc. to positive from stable.

S&P said, "At the same time, we affirmed our 'B+' corporate credit
rating on BMCH and our 'BB-' issue-level rating on the senior
secured notes issued under subsidiary BMC East LLC. The recovery
rating on the notes is '2', indicating our expectation for
substantial (70%-90%; rounded estimate: 85%) recovery to
debtholders in the event of a default.

"We revised the outlook on BMCH to positive, reflecting our
expectations for continued gradual improvement in profitability and
for financial metrics to remain strong for the current 'B+' rating.
At the same time, we affirmed the rating, recognizing the company's
improved performance over the last year. We expect continued solid
performance to be driven by strong demand for new homes and cost
efficiency improvement as the company leverages its overhead and
integrates 2017 acquisitions. With the integration of Stock
Building Supply now well behind it, BMCH has consistently achieved
more favorable EBITDA margins of just over 6% and debt leverage of
less than 3x EBITDA over the past 12 months, and we forecast these
levels to continue. BMCH's profitability is now trending closer to
larger rated peer Builders FirstSource Inc. (BLDR; B+/Positive/--),
but with a stronger leverage profile.

"The positive outlook on the company recognizes its stronger
leverage and stronger profitability after full integration of the
Stock Building Supply merger in late 2015, and our increased
clarity on the company's operating prospects. These factors inform
our forecast that debt leverage will remains below 3x and EBITDA
margins between 6% and 7% over the next 12 months.

"We could raise the rating over the next 12 months if EBITDA
margins continue to improve toward 7% and profitability measures
are on par with rated peer distributors such as BLDR. An upgrade
would also require the company to maintain debt leverage of at
least 3x EBITDA on a sustained basis.

"While we view it as less likely over the next 12 months, we may
consider returning the outlook to stable if the company pursues a
much more aggressive and debt-financed acquisition strategy than we
anticipate, such that debt to EBITDA is elevated to 4x. This may
also result from an unanticipated halt in the pace of new home
construction that materially stunts the company's revenue growth
and causes EBITDA margins to fall below 4%."


CALMARE THERAPEUTICS: Now Allows Inspectors to Review Votes
-----------------------------------------------------------
The Board of Directors of Calmare Therapeutics Incorporated
approved an amendment to the Company's Bylaws that allows for the
Company to appoint a third-party inspector to review votes cast by
stockholders.  Specifically, the Amendment is set forth in a new
Section 1.10 and reads as follows:

Inspectors: The directors, in advance of any meeting, may, but need
not, appoint one or more inspectors of election to act at the
meeting, or any adjournment thereof or prior to the effectiveness
of the written consent.  If an inspector or inspectors are not
appointed, the person presiding at the meeting or prior to the
effectiveness of the written consent may, but need not, appoint one
or more inspectors.  In case any person who may be appointed as an
inspector fails to appear or act, the vacancy may be filled by
appointment made by the directors in advance of the meeting or at
the meeting by the person presiding thereat or prior to the
effectiveness of the written consent.  Each inspector, if any,
before entering upon the discharge of duties of inspector, shall
take and sign an oath to faithfully execute the duties of an
inspector at such meeting, or prior to the effectiveness of the
written consent with strict impartiality and according to the best
of such inspector's ability.  The inspectors, if any, shall: (a)
determine the number of shares of stock outstanding and the voting
power of each; (b) determine the shares of stock represented at the
meeting or the written consent, (c) determine the existence of a
quorum, and the validity and effect of proxies; (d) receive votes,
ballots, or consents; (e) hear and determine all challenges and
questions arising in connection with the right to vote, count, and
tabulate all votes, ballots, or consents; (f) determine the number
of votes required and its result; and (g) do such acts as are
proper to conduct the election or vote with fairness to all
stockholders. On request of the person presiding at the meeting or
prior to the effectiveness of the written consent, the inspector or
inspectors, if any, shall make a report in writing of any
challenge, question, or matter determined by such inspector or
inspectors, and execute a certificate of any fact found by such
inspector or inspectors. Except as may otherwise be required by
subsection (e) of Section 231 of the General Corporation Law, the
provisions of that Section shall not apply to the corporation.

                   About Calmare Therapeutics

Calmare Therapeutics Incorporated, formerly known as Competitive
Technologies, Inc. -- http://www.calmaretherapeutics.com/--
provides distribution, patent and technology transfer, sales and
licensing services focused on the needs of its customers and
matching those requirements with commercially viable product or
technology solutions.  Sales of the Company's Calmare(R) pain
therapy medical device continue to be the major source of revenue
for the Company.  The Company currently employ the full-time
equivalent of seven people.

Mayer Hoffman McCann CPAs, issued a "going concern" opinion in its
report on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that the Company has incurred operating
losses since fiscal year 2006 and has a working capital and
shareholders' deficit at Dec. 31, 2016.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

Calmare reported a net loss of $3.82 million for the year ended
Dec. 31, 2016, compared to a net loss of $3.67 million for the year
ended Dec. 31, 2015.  

As of Dec. 31, 2016, Calmare had $3.88 million in total assets,
$17.69 million in total liabilities, all current, and a total
shareholders' deficit of $13.81 million.


CALMARE THERAPEUTICS: Stanley Yarbro Remains as Director
--------------------------------------------------------
Calmare Therapeutics Incorporated has, upon further review of the
matters involved, determined that Mr. Stanley Yarbro's membership
on the Board of Directors of the Company has been continuous since
March 1, 2012.  

On Dec. 12, 2017, the Board held a meeting.  Mr. Yarbro was
provided notice but did not attend.

                   About Calmare Therapeutics

Calmare Therapeutics Incorporated, formerly known as Competitive
Technologies, Inc. -- http://www.calmaretherapeutics.com/--
provides distribution, patent and technology transfer, sales and
licensing services focused on the needs of its customers and
matching those requirements with commercially viable product or
technology solutions.  Sales of the Company's Calmare(R) pain
therapy medical device continue to be the major source of revenue
for the Company.  The Company currently employ the full-time
equivalent of seven people.

Mayer Hoffman McCann CPAs, issued a "going concern" opinion in its
report on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that the Company has incurred operating
losses since fiscal year 2006 and has a working capital and
shareholders' deficit at Dec. 31, 2016.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.

Calmare reported a net loss of $3.82 million for the year ended
Dec. 31, 2016, compared to a net loss of $3.67 million for the year
ended Dec. 31, 2015.  

As of Dec. 31, 2016, Calmare had $3.88 million in total assets,
$17.69 million in total liabilities, all current, and a total
shareholders' deficit of $13.81 million.


CAPARRA HILLS: Fitch Affirms B+ Long-Term IDR; Outlook Negative
---------------------------------------------------------------
Fitch Ratings has affirmed Caparra Hills LLC's Long-Term Issuer
Default Rating (IDR) at 'B+' and the senior secured debt at
'BB/RR2'. The ratings have been removed from Rating Watch Negative
(RWN) and assigned a Negative Outlook.

Caparra Hills' 'B+' Long-Term Issuer Default Rating reflects the
company's small size and limited property diversification. The
rating was placed on RWN due to heightened business risk that
resulted from Hurricane Maria, which has placed additional pressure
on Puerto Rico's fragile economy. With 18% of its leases falling
due in the next 12 months, Caparra Hills is susceptible to
declining lease rates and appraisal values.

KEY RATING DRIVERS

Hurricane Aftermath Uncertain: Damage to Caparra Hills' assets from
recent hurricanes was manageable. The company was able to resume
operations days after the power outage by using power generators.
Hurricane-related costs were minimal and were mainly diesel and
generator related. Potential for medium- to long-term impact on
tenants, contract renewals and lease rates remain key risks as the
island seeks to recover.

Slight Drop in Occupancy Expected: Occupancy has improved to 88% as
of Sept. 30, 2017, up from 76% as of fiscal year-end June 2016 and
70% as of June 2015. Fitch's base case projections anticipate
occupancy will drop slightly in FY2019, as a key client's contract
is set to expire. Fitch expects the potential departure by this
client to be partially offset by new clients during FY2019.

Concentration and Contracts Risk: Fitch expects counterparty risk
to decline and contract maturities to extend as the company
replaces key tenants. As of Sept. 30, 2017, T-Mobile Center's
(previously Santander Tower) occupancy rate was 88%, of which about
48% was occupied by 10 major tenants (down from 62% in 2015 and 58%
in 2016). Contract maturity risk is viewed as moderate to high, as
18.4% of the company's leases (as a percentage of total rents) are
set to expire within the next 12 months.

Secured Bond Enhances Recovery Prospects: Fitch's 'BB' rating on
the secured bonds positively incorporates the collateral support
included in the transaction structure. The payments of the bonds
are secured by a first mortgage on the company's real estate
properties and the assignment of leases. The secured bonds are
payable solely from payments made to the Puerto Rico Industrial,
Tourist, Educational, Medical and Environmental Control Facilities
Financing Authority (AFICA) by Caparra Hills. AFICA serves solely
as an issuing conduit for local qualified borrowers for the purpose
of issuing bonds pursuant to a trust agreement between AFICA and
the trustee. The secured bonds are not guaranteed by AFICA, do not
constitute a charge against the general credit of AFICA, and do not
constitute an indebtedness of the Commonwealth of Puerto Rico or
any of its political subdivisions. Fitch's Recovery Rating of 'RR2'
reflects superior recovery prospects, given default.

High Leverage Profile: Caparra Hills' gross leverage as of LTM
September 2017 was 8.7x. Fitch expects leverage to remain
relatively flat during FY2019 as the company looks to replace
expiring contracts in Puerto Rico's fragile economic environment.
Leverage has been trending down over the last couple of years as
the company improved its vacancy rates, but is still viewed as
high. Caparra had USD53.8 million of total debt as of June 30,
2017, composed entirely of secured bonds, and requires annual debt
service of approximately USD5.1 million (interest and principal).

DERIVATION SUMMARY

Caparra Hills, LLC's 'B+' rating reflects its property portfolio,
which is in line with a 'B' rating category due to the limited
property diversification and rental income risk profile. Occupancy
of 88% as of Sept. 30, 2017 is in line with the 'B' rating
category, which has a median of 85% occupancy. Caparra Hills'
business and operating environment are weaker than its U.S. peers,
as the company is exposed to the fragile economy of Puerto Rico and
operates on a relatively small scale. However, the company has
shown resilience in its performance, with EBITDA margins around
60%, which is in line with 'BB' rated companies within the sector.

The company's leverage is in line with the 'B' rating category
among its peers. When comparing the leverage profile of a higher
rated peer such as Mack-Cali (BB+;, net leverage 7.5x), Caparra
Hills' net leverage of 8.0x on an LTM basis, compares unfavorably.
Caparra Hills' consistently positive FCF and adequate liquidity
justify its higher rating when compared to General Shopping Brasil
(CC).

Caparra Hills' notes have been notched up to 'BB' to reflect strong
recovery prospects in the event of a default. The company's
loan-to-value ratio (LTV), based on the last appraisal, is
estimated to be around 71%. The LTV is consistent with peers rated
in the 'B' category.

KEY ASSUMPTIONS

Fitch's Key Assumptions within Fitch Rating Case for the Issuer
-- Debt-to-EBITDA of 8.8x at FY2018;
-- Slight drop in occupancy during FY2019 as the company looks to

    replace a tenant;
-- Negative FCF for FY2018 due to high capex on improvements.

Recovery Assumptions:
-- Recovery for Caparra Hills reflects a 10x multiple of
    estimated going-concern distressed EBITDA of USD4.2 million;
-- Adjusted enterprise value available for claims (after 10%
    adjustment for administrative claims) of USD37.8 million;
-- Estimated value results in a recovery level of 'RR2',
    consistent with securities historically recovering 71%-90% of
    current principal and related interest.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

A positive rating action could be triggered by lower business risk
in terms of contract maturity schedule; concentration risk while
improving cash flow generation resulting in lower gross leverage of
about 6.5x. A loan-to-value (LTV) of 60%, or below, would also be
viewed positively.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

A downgrade could be triggered from deterioration in the company's
occupancy rates and contract maturity schedule coupled with
declining cash flow generation, measured as EBITDA, which results
in weaker credit metrics. Sustained gross leverage above 9.0x and
an LTV above 80% would also be viewed negatively.

LIQUIDITY

Adequate Liquidity:
Caparra Hills' liquidity position is supported by its cash position
of USD4.5 million and an unused unsecured line of credit for USD1
million. As of Sept. 30, 2017, Caparra Hills' short-term debt
obligation was USD1.6 million. The company also maintains a debt
service reserve fund of approximately USD8.6 million, held by the
trustee, covering 20 months of debt service (interest and
principal). FCF, as of FYE June 2017, was USD289,000 and is
expected to be negative in FY2018, but should improve in FY2019 as
the company benefits from increased revenues from new tenants and
lower capex requirements, as Caparra Hills completes a period of
tenant renovations.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Caparra Hills, LLC

-- Long-Term Foreign Currency IDR at 'B+';
-- Senior secured debt at 'BB/RR2'.


CARECORE NATIONAL: S&P Raises Then Withdraws BB ICR on Acquisition
------------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
CareCore National LLC to 'BB' from 'B' and removed the rating from
CreditWatch Positive, where it was placed Oct. 13, 2017. The
outlook is stable.

S&P said, "We subsequently withdrew all of our ratings on CareCore
following its debt redemption.

"The upgrade reflects Express Scripts Holding Co.'s (ESRX)
acquisition of the company and our assessment of CareCore as a
strategically important subsidiary of ESRX. We believe CareCore's
strength in medical-benefits management (in areas such as
radiology) will be a good complement to ESRX's pharmacy benefit
manager (PBM) business. The combination will likely create new
cross-selling opportunities and could improve client retention in
some cases.

"The stable outlook (prior to the rating withdrawal) is based on
our view that CareCore was performing in line with our
expectations."


CITY OF BRYANT: Chapter 9 Case Summary & 6 Unsecured Creditors
--------------------------------------------------------------
Debtor: City of Bryant, Arkansas Municipal Property Owners'        
   
        Multipurpose Improvement District No. 84
        Graham Smith
        P.O. Box 242146
        Little Rock, AR 72223

Type of Business: City of Bryant, Arkansas Municipal Property
                  Owners' Multipurpose Improvement District No.
                  84 - Midtown Project is an Arkansas Multipurpose
                  Improvement District formed pursuant to A.C.A.   
      
                  Section 14-94-101, et. seq.  The District's
                  statutory authority to file for relief under
                  Chapter 9 of the U.S. Bankruptcy Code is granted
                  at A.C.A. Section 14-74-103.

Chapter 9 Petition Date: December 21, 2017

Bankruptcy Case No.: 17-16800

Court: United States Bankruptcy Court
       Eastern District of Arkansas (Little Rock)

Debtor's Counsel: James E. Smith, Jr., Esq.
                  WILLIAMS & ANDERSON, PLC
                  111 Center St., Suite 2200
                  Little Rock, AR 72201
                  Tel: (501) 372-0800
                  Fax: (501) 396-8543
                  E-mail: jsmith@williamsanderson.com

Total Assets: $4.02 million

Total Liabilities: $6.49 million

The petition was signed by Walter "Butch" Lomax, commissioner.

A full-text copy of the petition, along with a list of six largest
unsecured creditors is
available for free at http://bankrupt.com/misc/areb17-16800.pdf


CLEARVIEW SHELDON: Case Summary & 2 Unsecured Creditors
-------------------------------------------------------
Debtor: Clearview Sheldon, LLC
        8202 NE State Hwy, Suite 104
        Kingston, WA 98346

Type of Business: Clearview Sheldon, LLC's principal assets
                  are located at 631 Sheldon Blvd Bremerton,
                  WA 98337.

Chapter 11 Petition Date: December 21, 2017

Case No.: 17-15495

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Hon. Timothy W. Dore

Debtor's Counsel: David Carl Hill, Esq.
                  HILL LAW, PS
                  2472 Bethel Rd SE Ste A
                  Port Orchard, WA 98366
                  Tel: 360-876-5015
                  Email: bankruptcy@hilllaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Trish Williams, manager.

A full-text copy of the petition, along with a list two unsecured
creditors, is
available for free at http://bankrupt.com/misc/wawb17-15495.pdf


COBALT INTERNATIONAL: Settles Sonangol Disputes for $500 Million
----------------------------------------------------------------
The Angolan National Concessionaire Sociedade Nacional de
Combustiveis de Angola - Empresa Publica and Cobalt International
Energy, Inc. announced the signing of an agreement to resolve all
disputes and transition Cobalt's interests in Blocks 20 and 21
offshore Angola to Sonangol for $500 million.  The settlement is
subject to approval by the U.S. Bankruptcy Court for the Southern
District of Texas.  An initial non-refundable payment of $150
million is to be paid by Sonangol no later than Feb. 23, 2018 with
the final $350 million payment to be received no later than July 1,
2018.

Mr. Carlos Saturnino, chairman and chief executive officer of
Sonangol said: "I would like to thank Mr. Tim Cutt and Cobalt team
for all efforts made to conclude with success, the settlement of
all issues related to the Angolan offshore oil concessions, i.e.,
Block 21/09 and Block 20/11.  Sonangol will continue the
development of strategies and actions with all stakeholders to
relaunch the stability and attractiveness of the hydrocarbons
industry in Angola."

"I want to thank Mr. Carlos Saturnino for his leadership in
decisively and successfully resolving the outstanding issues
between our companies.  I also wish to thank Sonangol's Board of
Directors.  I believe this resolution is in the best interest of
our stakeholders," said Timothy J. Cutt, Cobalt's chief executive
officer.  "We look forward to working with Sonangol to implement
this agreement and wish them all the best in developing these world
class assets."

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

                      https://is.gd/HoQg90

                         About Cobalt

Cobalt -- http://www.cobaltintl.com-- is an independent
exploration and production company active in the deepwater U.S.
Gulf of Mexico and offshore West Africa.  Cobalt was formed in 2005
and is headquartered in Houston, Texas.

Cobalt International Energy, Inc. and five of its subsidiaries
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on Dec.
14, 2017.  David D. Powell signed the petition as chief financial
officer.

The Debtors reported total assets of $1.69 billion and total debt
of $3.16 billion as of Sept. 30, 2017.

The Debtors are represented by Zack A. Clement PLLC as local
bankruptcy counsel, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Houlihan Lokey
Capital, Inc., as financial advisor and investment banker, and
Kurtzman Carson Consultants LLC as claims and noticing agent.


COGECO COMMUNICATIONS: S&P Affirms 'BB-' Corporate Credit Rating
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' corporate credit rating, and
all other ratings, on Quincy, Mass.-based Cogeco Communications
(USA) Inc. The outlook is stable.

S&P said, "The rating action reflects our expectation that debt to
EBITDA will decline to the mid- to high-5x area by fiscal year-end
2019 from about 6.5x pro forma due to EBITDA growth and modest debt
reduction following the close of the acquisition of the Metrocast
assets in January 2018. We believe that the probability of leverage
rising above 7x is low given the fairly predictable and stable free
cash flow generation driven by revenue visibility from cable's
subscription-based business model and the company's leverage target
of 5.5x, or 6.5x including the debt-like treatment of the preferred
equity. We treat institutional investor Caisse de dépôt et
placement du Québec's (CDPQ) $315 million 21% equity stake in
Cogeco as a debt-like obligation. Given the elevated pro forma
adjusted leverage of about 6.5x, we revised our financial risk
assessment to highly leveraged from aggressive. Excluding the
preferred instrument, we believe that adjusted debt to EBITDA would
be about 5.5x.

"Our stable outlook reflects our expectation that the company will
benefit from solid growth from HSD and commercial services in the
near term, and that competitive dynamics in its territories will
remain favorable relative to other larger incumbent cable
operators, such that leverage declines to the mid- to high-5x area
in fiscal year 2019.

"A downgrade would most likely be the result of an accelerated loss
of video customers to satellite or OTT video services. More
specifically, we could lower the rating if a more competitive
environment resulted in the EBITDA margin declining to the mid-30%
area, leading to debt leverage rising above 7x, with little sign of
improvement. We could also lower the ratings if the company
continues to make debt-financed acquisitions that push leverage
above 7x.

"Although unlikely in the near term, we could raise the rating if
leverage fell below 5x and we were confident that management would
not pursue a debt-financed acquisition that would push leverage
above 5x. A ratings upgrade would also be accompanied by EBITDA
margins sustained near current levels with growing HSD and
commercial revenue."


COMSTOCK RESOURCES: Westcott Cuts Stake to 5.26% as of Dec. 19
--------------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, Carl H. Westcott disclosed that as of Dec. 19, 2017, he
beneficially owns 811,321 shares of common stock of Comstock
Resources, Inc., constituting 5.26 percent of the shares
outstanding.

Mr. Westcott directly holds 491,100 shares of common stock, par
value $0.50 per share, of Comstock.  Additionally, Mr. Westcott
exercises shared voting and disposition power over 296,549 shares
of Common Stock with Court H. Westcott as managers of Carl
Westcott, LLC, the general partner of each of Commodore Partners,
Ltd., which directly owns 269,000 shares of Common Stock, and G.K.
Westcott LP, which directly owns 27,549 shares of Common Stock.

Carl H. Westcott has shared discretionary authority to purchase and
dispose of shares of Common Stock under various accounts for the
benefit of the following persons, who directly hold the following
amounts of shares of Common Stock: Court H. Westcott, 500 shares;
Carla Westcott, 5,500 shares; Peter Underwood, 14,050 shares;
Francisco Trejo, Jr., 1,572 shares; and Rosie Greene, 2,050 shares.
Carl H. Westcott does not exercise any voting power over any such
shares of Common Stock owned by the aforementioned individuals and
expressly disclaims beneficial ownership of such shares.

The percentage ownership is based on 15,427,561 shares of Common
Stock outstanding, as reported by the Issuer in its quarterly
report on Form 10-Q filed on Nov. 2, 2017.

After accounting for all purchases and sales of Common Stock of the
Reporting Persons since the filing of Amendment No. 18 (the period
of Nov. 10, 2017 through Dec. 20, 2017), a net 187,300 shares of
Common Stock were sold by Carl H. Westcott during such period on
his own behalf and on behalf of certain other Reporting Persons for
an aggregate price of approximately $1,384,845.

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

                      https://is.gd/LFmgqv

                   About Comstock Resources

Comstock Resources, Inc. -- http://www.comstockresources.com/-- is
an independent energy company based in Frisco, Texas and is engaged
in oil and gas acquisitions, exploration and development primarily
in Texas and Louisiana.  The Company's stock is traded on the New
York Stock Exchange under the symbol CRK.

Comstock incurred a net loss of $135.1 million in 2016, a net loss
of $1.0 billion in 2015, and a net loss of $57.11 million in 2014.

                         *     *     *

In September 2016, S&P Global Ratings raised its corporate credit
rating on Comstock Resources Inc. to 'CCC+' from 'SD' (selective
default).  The outlook is negative.  "The rating actions on
Comstock are in conjunction with the Sept. 6, 2016, close of their
comprehensive debt exchange and our assessment of the company's
revised capital structure and credit profile," said S&P Global
Ratings credit analyst Aaron McLean.

Comstock Resources carries a 'Caa2' corporate family rating from
Moody's Investors Service.


CONTEXTMEDIA HEALTH: S&P Withdraws Ratings on Lack of Information
-----------------------------------------------------------------
S&P Global Ratings withdrew all its ratings on ContextMedia Health
LLC, including the 'CCC' corporate credit rating, due to a lack of
sufficient information needed to maintain the ratings.


DELCATH SYSTEMS: Has 78.7 Million Outstanding Common Shares
-----------------------------------------------------------
As of Dec. 19, 2017, Delcath Systems, Inc. had 78,773,089 shares of
its common stock, $0.01 par value per share, issued and
outstanding, as disclosed in a Form 8-K filed with the Securities
and Exchange Commission.

                    About Delcath Systems

Based in New York, New York, Delcath Systems, Inc. --
http://www.delcath.com/-- 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.  In Europe, the Company's system is in commercial
development 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.

As of Sept. 30, 2017, Delcath Systems had $14.48 million in total
assets, $16.33 million in total liabilities and a total
stockholders' deficit of $1.85 million.  The Company has incurred
losses since inception and has an accumulated deficit of $305.6
million at Sept. 30, 2017.  During the nine months ended Sept. 30,
2017 used $11.7 million of cash for its operating activities.

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.


EXCO RESOURCES: Obtains Forbearance from Lenders Until Jan. 15
--------------------------------------------------------------
EXCO Resources, Inc., has entered into forbearance agreements with
the administrative agent and the majority of lenders under its
reserve-based credit agreement, holders of approximately 87% of the
outstanding aggregate principal amount of its senior secured 1.5
lien notes due March 2022 and lenders holding approximately 81% of
its outstanding senior secured 1.75 lien term loans due October
2020.

Under the terms of the Forbearance Agreements, the Forbearing
Creditors have agreed to forbear from exercising any and all
remedies available to them under the Credit Agreement, the 1.5 Lien
Notes and the 1.75 Lien Term Loans as a result of the Company not
making the Dec. 20, 2017 payment due under the 1.75 Lien Term Loan,
as well as certain defaults arising as a result of the Company's
failure to meet affirmative covenants under its Credit Agreement as
of Dec. 31, 2017, among other things.  The Forbearance Agreements
will expire upon the earlier of 11:59 PM (Eastern Time) on Jan. 15,
2018 or the occurrence of certain events specified in the
Forbearance Agreements.

The Company also announced it has received a commitment for a $250
million debtor-in-possession financing in the event that the
Company elects to pursue a filing of voluntary petitions under
Chapter 11 of the U.S. Bankruptcy Code.

Harold L. Hickey, EXCO's chief executive officer and president,
said, "We are continuing to explore strategic alternatives to
address our financial position and maximize the value of the
Company.  The Forbearance Agreements provide EXCO with additional
time and flexibility as we continue our ongoing and constructive
discussions with our stakeholders regarding the Company's capital
structure.  We remain committed to acting in the best interest of
our stakeholders and will continue to take actions to strengthen
our financial position."

As previously announced, EXCO's next quarterly interest payment of
approximately $27 million, based on the paid in-kind interest rate
of 15.0% on the 1.75 Lien Term Loans, was scheduled to occur on
Dec. 20, 2017, and was required to be paid in-kind pursuant to the
terms of the indenture governing the 1.5 Lien Notes.  The Company
did not make the interest payment on the 1.75 Lien Term Loans on
Dec. 20, 2017.

The Company, together with the Audit Committee of the Board of
Directors, is continuing to explore strategic alternatives to
strengthen the Company's balance sheet and maximize the value of
the Company, which may include seeking a comprehensive out-of-court
restructuring or reorganization under Chapter 11 of the U.S.
Bankruptcy Code.  As previously announced, the Company has retained
PJT Partners LP as financial advisor and Alvarez & Marsal North
America, LLC as restructuring advisor.  The Company continues to
retain Kirkland & Ellis LLP as its legal advisor to assist the
Audit Committee and management team with the strategic review
process.

Additional information on the Forbearance Agreements is contained
in a report on Form 8-K, which has been filed with the Securities
and Exchange Commission and is available for free at

                     https://is.gd/mQEEpd

                    About EXCO Resources, Inc.

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, North Louisiana and the Appalachia
region.  EXCO's headquarters are located at 12377 Merit Drive,
Suite 1700, Dallas, TX 75251.

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.  As of Sept. 30, 2017,
EXCO Resources had $830.17 million in total assets, $1.59 billion
in total liabilities and a total shareholders' deficit of $760.36
million.

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.


FANNIE MAE: Increases Capital Reserve to $3 Billion
---------------------------------------------------
Fannie Mae, formally known as the Federal National Mortgage
Association, through the Federal Housing Finance Agency, in its
capacity as conservator, and the United States Department of the
Treasury entered into a letter agreement on Dec. 21, 2017, that
provides the following:

    * For the dividend period from Oct. 1, 2017 through and
      including Dec. 31, 2017, the dividend otherwise payable to
      Treasury on Fannie Mae's senior preferred stock will be
      reduced by $2.4 billion.  Consequently, upon the
      conservator, acting as successor to the rights, titles,
      powers and privileges of the Board of Directors, declaring a
      senior preferred stock dividend for this dividend period,
      Fannie Mae will pay a dividend to Treasury of approximately
      $650 million by Dec. 31, 2017.

    * The dividend payable on the senior preferred stock for a
      dividend period is the amount, if any, by which its net
      worth as of the end of the immediately preceding fiscal
      quarter exceeds an applicable capital reserve amount.  The
      capital reserve amount would have decreased to zero on
      Jan. 1, 2018.  For dividend periods beginning Jan. 1, 2018,
      the letter agreement increases the applicable capital
      reserve amount back up to $3 billion.

    * If, for any future dividend period, Fannie Mae does not
      declare and pay a dividend in the full amount provided for
      in the senior preferred stock, the capital reserve amount
      will thereafter be zero.  Under the terms of the senior
      preferred stock, if Fannie Mae does not have a positive net
      worth or if its net worth does not exceed the applicable
      capital reserve amount as of the end of a fiscal quarter,
      then no dividend amount will accrue or be payable for the
      applicable dividend period.

    * Fannie Mae will amend or replace the existing Certificate of
      Designation for the senior preferred stock to reflect the
      revised dividend provisions.

    * In addition, the liquidation preference on the senior
      preferred stock, which is currently $117.1 billion, will
      increase by $3 billion on Dec. 31, 2017.

A copy of the letter agreement is available for free at:

                         https://is.gd/CD6ahE

Treasury beneficially owns more than 5% of the outstanding shares
of Fannie Mae's common stock by virtue of the warrant it issued to
Treasury on Sept. 7, 2008.
  
                           Other Events

On Dec. 20, 2017, Congress passed tax legislation that, among other
things, reduces the corporate income tax rate from 35% to 21%.
Because of this reduction in the corporate tax rate, Fannie Mae is
required to measure its deferred tax assets using the new rate in
the period in which the bill containing the rate change is signed
by the President and enacted into law.  This will result in an
estimated one-time charge through its provision for federal income
taxes of approximately $10 billion in that period.  The Company
expects this charge, combined with the restrictions on the amount
of capital the Company is permitted to retain, will result in its
being required to draw from Treasury under its Senior Preferred
Stock Purchase Agreement with Treasury.  The Company's expectations
are based on assumptions relating to a number of factors, including
the value of its deferred tax assets as of
Dec. 31, 2017.  Upon drawing funds from Treasury, the amount of
remaining funding under the agreement, currently $117.6 billion,
will be reduced by the amount of its draw.  Fannie Mae's need for a
draw will be due to restrictions on the amount of capital it may
retain and not an indication of its underlying business
fundamentals, which remain strong.  Fannie Mae also expects that it
will benefit from the lower corporate tax rate in the future.

                About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly known
as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac. Freddie
Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established
by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets. Freddie
Mac supports communities across the nation by providing mortgage
capital to lenders.

During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury.  The Treasury committed to invest up to $200 billion
in preferred stock and extend credit through 2009 to keep the GSEs
solvent and operating.  Both GSEs are still operating under the
conservatorship of the Federal Housing Finance Agency (FHFA).

In exchange for future support and capital investments of up to
$100 billion in each GSE, each GSE agreed to issue to the Treasury
(i) $1 billion of senior preferred stock, with a 10% coupon,
without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.

As of Sept. 30, 2017, Fannie Mae had $3.33 trillion in total
assets, $3.32 trillion in total liabilities and $3.64 billion in
total stockholders' equity.


FILTRATION GROUP: Moody's Alters Outlook to Stable; Affirms B2 CFR
------------------------------------------------------------------
Moody's Investors Service affirmed Filtration Group Corporation's
B2 Corporate Family Rating (CFR), the B2-PD Probability of Default
rating, the B2 senior secured first-lien revolving credit facility
rating, the B2 senior secured first-lien term loan rating and the
B2 senior secured delayed draw term loan rating. The rating outlook
was changed to stable from negative.

RATINGS RATIONALE

The affirmations reflect robust organic revenue momentum (7%+
through September 2017), boosted by the late 2016/early 2017
acquisitions of Mahle Industrial Filtration ("Mahle") and Porous
Technologies, and a pause in acquisition activity that has allowed
leverage to fall to pre-acquisition levels as these two businesses
approach full run-rate performance. In less than one year, Mahle
and Porous Technologies are already meaningfully contributing to
Filtration Group's ability to capitalize on the favorable end
market fundamentals driving outsized growth in the global
filtration industry.

The B2 CFR reflects still elevated leverage (over 5.5x) with modest
but improving scale and a historically active acquisition strategy
that has been largely funded with debt. The rating also considers
Filtration Group's leading positions, aided by acquisitions, in
niche markets for filtration products that are used in a wide
variety of industries and end markets (medical and bioscience,
transmission and industrial and environmental air), many of which
are experiencing highly favorable demand conditions. The
replacement/consumables business (over 80% of total sales) and low
capital expenditure needs translate into a fairly robust free cash
flow profile (averaged approximately $57 million per year over the
past three years), which is strong compared to similarly rated
peers. This large recurring revenue base, combined with the
relatively low-average price of filters and critical importance to
customers' overall system/process reduces Filtration Group's
vulnerability to cyclical downturns. Solid margins and good
geographic diversification - approximately 50% of sales generated
outside of the US - provide additional support to the rating.

The stable outlook reflects Moody's expectations for organic growth
to remain strong through 2018 and, barring a return in significant
acquisition activity, credit metrics to continue improving as
revenue and cost synergies drive earnings growth. Moody's expects
Filtration Group to remain acquisitive as it builds out its
capabilities in the large and highly fragmented air and fluid
filtration markets which could lead to periodic spikes in debt
levels. Nonetheless, solid free cash flow levels and improving
margins help mitigate the potential for temporarily elevated
leverage.

Moody's took the following rating actions on Filtration Group
Corporation:

Issuer: Filtration Group Corporation

Outlook Actions:

-- Outlook, Changed To Stable From Negative

Affirmations:

-- Probability of Default Rating, Affirmed B2-PD

-- Corporate Family Rating, Affirmed B2

-- Senior Secured Bank Credit Facility, Affirmed B2, LGD3

Ratings could be upgraded even with some level of acquisition
activity if organic revenue growth maintains its current pace
(mid-to-high single digits) through 2018 and into 2019, leading to
greater than anticipated free cash flow for accelerated debt
repayment and/or improved financial flexibility. Margin expansion
greater than 100 bps per year would also be viewed favorably.
Quantitatively, debt-to-EBITDA trending towards 5x and free cash
flow-to-debt in the high single digits for an extended period of
time could result in positive rating momentum. Ratings could be
downgraded if there is a material decline in revenues potentially
driven by several key end markets correlating to the downside or
increased competition from larger competitors, flat-to-weaker
year-over-year free cash flow or the inability to maintain current
margin levels. Downward rating pressure could also result from
sustained debt-to-EBITDA above 6.25x or free cash flow-to-debt
falling below 5%.

Moody's views Filtration Group's liquidity profile as good with
cash over $50 million at September 30, 2017 and Moody's expectation
for free cash flow of $70+ million over the next 12-18 months. The
$100 million revolving credit facility set to expire August 2020
had over $90 million available at third quarter end 2017. The
facility includes a springing net leverage covenant based on a 30%
utilization trigger with a threshold of 6.5x through 2017, stepping
down to 6.0x for fiscal 2018. Moody's anticipates net leverage to
remain below the covenant requirement in the event the test is
triggered. The company has approximately $11.9 million of annual
amortization payments on the term loan. Filtration Group has
sizable overseas operations which could serve as alternative
sources of liquidity, if necessary.

Filtration Group is a designer and manufacturer of air and fluid
filtration products to a broad array of end markets, operating
through its Life Sciences (bioscience, pharmaceuticals, HVAC, paint
& industrial finishing) and Industrial Technologies (food &
beverage, oil & gas, transmission, hydraulics) divisions. The
company is 80%-owned by an affiliate of Madison Industries with the
remaining 20% owned by management. Revenues for the latest twelve
months ended September 30, 2017 were approximately $1.15 billion,
over $1.2 billion on a pro forma basis.

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.


FREESEAS INC: All Three Proposals Passed at Annual Meeting
----------------------------------------------------------
FreeSeas Inc. announced that at the annual meeting of the Company's
shareholders held Dec. 20, 2017, the shareholders: (i) elected Mr.
Ion G. Varouxakis to the Board of Directors for a three year term;
(ii) ratified the appointment of Fruci & Associates II, PLLC, as
the Company's independent registered public accounting firm for the
fiscal year ending Dec. 31, 2017; and (iii) granted discretionary
authority to the Company's board of directors to (A) amend the
Amended and Restated Articles of Incorporation of the Corporation
to effect one or more consolidations of the issued and outstanding
shares of common stock, pursuant to which the shares of common
stock would be combined and reclassified into one share of common
stock at a ratio within the range from 1-for-2 up to 1-for-20,000
and (B) determine whether to arrange for the disposition of
fractional interests by shareholder entitled thereto, to pay in
cash the fair value of fractions of a share of common stock as of
the time when those entitled to receive such fractions are
determined, or to entitle shareholder to receive from the
Corporation's transfer agent, in lieu of any fractional share, the
number of shares of common stock rounded up to the next whole
number, provided that, (X) that the Corporation shall not effect
Reverse Stock Splits that, in the aggregate, exceeds 1-for-20,000,
and (Y) any Reverse Stock Split is completed no later than the
first anniversary of the date of the Annual Meeting.

                      About FreeSeas Inc.

FreeSeas Inc. -- http://www.freeseas.gr/-- is a Marshall Islands
corporation with principal offices in Athens, Greece.  FreeSeas is
engaged in the transportation of drybulk cargoes through the
ownership and operation of drybulk carriers.  FreeSeas' common
stock trades on the OTCPK under the symbol "FREEF".  

Freeseas reported a net loss of US$20.51 million on US$506,000 of
operating revenues for the year ended Dec. 31, 2016, compared to a
net loss of US$52.94 million on US$2.30 million of operating
revenues for the year ended Dec. 31, 2015.  

As of Dec. 31, 2016, Freeseas had US$2.93 million in total assets,
US$36.52 million in total liabilities and a total shareholders'
deficit of US$33.59 million.

Fruci & Associates II, PLLC, in Spokane, Washington, issued a
"going concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, noting that the
Company has been unable to obtain ongoing sources of revenue
sufficient to cover cost of operations and scheduled debt
repayments.  Additionally, the Company has not made scheduled
payments and is in violation of debt covenants associated with its
bank loan, and per the loan agreement, this violation may result in
acceleration of outstanding indebtedness, which would require the
Company to obtain significant additional financing in order to meet
obligations under the loan agreement.  These factors raise
substantial doubt about its ability to continue as a going concern.


GNC HOLDINGS: S&P Lowers CCR to 'CC' on Exchange Offer
------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Pittsburgh, Pa.-based GNC Holdings Inc. to 'CC' from 'CCC+' with
ratings on CreditWatch with negative implications.  

S&P said, "At the same time, we lowered our issue-level rating on
the company's secured credit facility to 'CC' from 'CCC+' to
reflect to the lower corporate rating. The '3' recovery rating is
unchanged, indicating our expectation for meaningful (50% to 70%,
rounded estimate of 60%) recovery in the event of a payment default
or bankruptcy."

On Dec. 21, 2017, GNC Holdings Inc. announced a private exchange
offer for $98.9 (out of a total of $287million outstanding) million
of convertible senior unsecured notes due 2020. Noteholders will
receive 14.6 million of common shares (about $57 million in value
at the $3.8 per share recent trading price for GNC's) and about
$0.5 million in cash for accrued and unpaid interest. This portion
notes will be retired upon the close of the transaction, which we
expect on Dec. 26, 2017.  

S&P said, "The CreditWatch negative placement reflects our
expectation that, once the transaction has closed, we will lower
the corporate credit rating to 'SD'. Following the completion of
this debt exchange transaction, we'll re-evaluate the corporate
credit rating taking into account potential for additional debt
exchange transactions or other debt restructuring."


GULFMARK OFFSHORE: Has Resale Prospectus of 5.6M Shares & Warrants
------------------------------------------------------------------
GulfMark Offshore, Inc., filed a Form S-1 registration statement
with the Securities and Exchange Commission relating to the offer
and sale by certain selling security holders of up to (i) 5,612,033
shares of the Company's Common Stock, par value $0.01 per share,
(ii) 149,900 Equity Warrants, (iii) 149,900 shares of Common Stock
that may be issued upon exercise of the Equity Warrants, (iv)
474,074 Noteholder Warrants and (v) 474,074 shares of Common Stock
that may be issued upon exercise of the Noteholder Warrants.  The
Company is not selling any Securities and it will not receive any
proceeds from the sale of the Securities by the selling security
holders.  The Company has paid the fees and expenses incident to
the registration of the Securities for sale by the selling security
holders.

The registration of the Securities covered by this prospectus does
not mean that the selling security holders will offer or sell any
of the Securities.  The selling security holders may sell the
Securities covered by this prospectus in a number of different ways
and at varying prices.

Gulfmark's Common Stock is listed on the NYSE American under the
symbol "GLF."  On Dec. 20, 2017, the last reported sale price of
the Company's Common Stock was $28.50 per share, as reported on the
NYSE American.  The Company's Equity Warrants are listed on the
NYSE American under the symbol "GLF.WS."  On Dec. 20, 2017, the
last reported sale price of the Company's Equity Warrants was
$1.00, as reported on the NYSE American.  The Company is in the
process of registering its Noteholder Warrants to be traded and
quoted on the OTCQX market (which is operated by OTC Markets Group,
Inc.).  There can be no assurance that an active trading market for
the Noteholder Warrants will develop.

Among the Selling Security Holders are:

   * 5 Essex, L.P.

   * Funds or accounts managed by Canyon Capital Advisors LLC

   * JLP Credit Opportunity IDF Series Interests of the SALI
     Multi-Series Fund, L.P.

   * JLP Credit Opportunity Master Fund Ltd.

   * Mercer QIF Fund PLC – Mercer Investment Fund

   * Raging Capital Offshore Fund, Ltd.

    Raging Capital Fund (QP), LP.

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

                     https://is.gd/r4DfIY

                    About Gulfmark Offshore

Based in Houston, Texas, GulfMark Offshore, Inc. provides offshore
marine support and transportation services primarily to companies
involved in the offshore exploration and production of oil and
natural gas.  The Company's vessels transport materials, supplies
and personnel to offshore facilities, and also move and position
drilling and production facilities.  The majority of the Company's
operations are conducted in the North Sea, offshore Southeast Asia
and offshore the Americas.  The Company currently operates a fleet
of 73 owned or managed offshore supply vessels, or OSVs, in the
following regions: 30 vessels in the North Sea, 13 vessels offshore
Southeast Asia, and 30 vessels offshore the Americas.  Visit
http://www.gulfmark.comfor more information.

GulfMark Offshore, Inc., filed for bankruptcy protection (Bankr. D.
Del., Case No. 17-11125) on May 17, 2017.  Quintin V. Kneen, its
president and chief executive officer, signed the petition.  The
Company reported total assets of $1.07 billion and total debt of
$737.1 million as of March 31, 2017.

Mark D. Collins, Esq., Zachary I. Shapiro, Esq., Brett M. Haywood,
Esq. and Christopher M. De Lillo, Esq., of Richards, Layton &
Finger, P.A., as well as Gary T. Holtzer, Esq., Ronit J. Berkovish,
Esq., and Debora A. Hoehne, Esq., of Weil Gotshal & Manges LLP
serve as counsel to the Debtor.  The Debtor has also tapped Blank
Rome LLP as corporate counsel; Alvarez & Marsal North America, LLC
as financial advisor; Evercore Group L.L.C. as investment banker;
Ernst & Young LLP as restructuring consultant; KPMG US LLP as
auditor and tax consultant; and Prime Clerk LLC as claims and
noticing agent.

An ad hoc committee of holders of unsecured senior notes issued by
GulfMark Offshore, Inc., is represented by Robert J. Dehney, Esq.,
and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht &
Tunnell LLP, in Wilmington, Delaware; and Dennis F. Dunne, Esq.,
Evan R. Fleck, Esq., Andrew Leblanc, Esq., and Nelly Almeida, Esq.,
at Milbank, Tweed, Hadley & McCloy LLP, in New York.


HELIOS AND MATHESON: Empery Asset Has 6.33% Stake as of Dec. 13
---------------------------------------------------------------
Empery Asset Management, LP, Ryan M. Lane and Martin D. Hoe
disclosed in a Schedule 13G filed with the Securities and Exchange
Commission that as of Dec. 13, 2017, they beneficially own
1,425,000 shares of Common Stock and 1,425,000 shares of Common
Stock issuable upon exercise of Warrants of Helios & Matheson
Analytics Inc., constituting 6.33 percent of the shares
outstanding.  The percentage is based on 22,512,023 shares of
Common Stock issued and outstanding as of Dec. 14, 2017, as
represented in the Company's Prospectus Supplement on Form
424(b)(5) filed with the SEC on Dec. 14, 2017 and assumes the
exercise of the Company's reported warrants subject to the
Blockers.

Pursuant to the terms of the Reported Warrants, the Reporting
Persons cannot exercise the Reported Warrants to the extent the
Reporting Persons would beneficially own, after any such exercise,
more than 4.99% of the outstanding shares of Common Stock, and the
percentage for each Reporting Person gives effect to the Blockers.
Consequently, as of Dec. 13, 2017, the Reporting Persons were not
able to exercise any of the Reported Warrants due to the Blockers.

The Investment Manager, which serves as the investment manager to
the Empery Funds, may be deemed to be the beneficial owner of all
shares of Common Stock held by, and underlying the Reported
Warrants (subject to the Blockers) held by, the Empery Funds.  Each
of the Reporting Individuals, as Managing Members of the General
Partner of the Investment Manager with the power to exercise
investment discretion, may be deemed to be the beneficial owner of
all shares of Common Stock held by, and underlying the Reported
Warrants (subject to the Blockers) held by, the Empery Funds.

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

                      https://is.gd/s5ultT

                   About Helios and Matheson

Since 1983, Helios and Matheson Analytics Inc. (NASDAQ:HMNY) --
http://www.hmny.com/-- has provided information technology
services and solutions to Fortune 1000 companies and other large
organizations.  The Company offers its clients an enhanced suite of
services of predictive analytics with technology at its foundation
enriched by data science.  The Company is headquartered in New York
City and has an office in Bangalore India.

Helios and Matheson reported a net loss of $7.38 million for the
year ended Dec. 31, 2016, compared to a net loss of $2.11 million
for the year ended Dec. 31, 2015.  

As of Sept. 30,2017, Helios and Matheson had $17.46 million in
total assets, $41.54 million in total liabilities, $2.09 million in
redeemable common stock and a $26.17 million total shareholders'
deficit.


HOVNANIAN ENTERPRISES: Posts $11.8 Million Net Income in Q4
-----------------------------------------------------------
Hovnanian Enterprises, Inc., reported results for its fiscal fourth
quarter and year ended Oct. 31, 2017.

"We focused on enhancing our operating results throughout fiscal
2017 and this is reflected in improvements in our gross margin
percentage and our contracts per community, both of which increased
during the fourth quarter and the full year," stated Ara K.
Hovnanian, Chairman of the Board, president and chief executive
officer.  "We ended fiscal 2017 with $464 million of cash, which is
$219 million in excess of the high end of our target range and the
highest level at a quarter’s end since July 31, 2010.  As we move
forward, we remain focused on controlling more lots, further
operational improvements and returning to consistent profitability.
Given our renewed efforts to expand our land position, we believe
we should be well positioned for growing our deliveries, revenues
and profitability in 2019 and beyond."

"Although we are taking steps to increase our future community
count, our 2017 deliveries and revenues were impacted by a decrease
in our community count, which resulted from the decisions we made
in fiscal 2016 to exit four underperforming markets, convert a
number of wholly owned communities to joint ventures and
temporarily reduce land spend, in order to pay off $320 million of
maturing debt," concluded Mr. Hovnanian.

RESULTS FOR the THREE-MONTHs and Year ENDED October 31, 2017:
  
   * Total revenues decreased 10.4% to $721.7 million in the
     fourth quarter of fiscal 2017, compared with $805.1 million
     in the fourth quarter of fiscal 2016.  For the fiscal year
     ended Oct. 31, 2017, total revenues decreased 10.9% to $2.45
     billion compared with $2.75 billion in the prior year.

   * Homebuilding revenues for unconsolidated joint ventures
     increased 52.6% to $98.1 million in the fourth quarter of
     fiscal 2017, compared with $64.2 million in the fourth
     quarter of fiscal 2016.  For the fiscal year ended Oct. 31,
     2017, homebuilding revenues for unconsolidated joint ventures

     increased 120.7% to $312.2 million compared with $141.4
     million in the prior year.

   * Total SG&A was $72.9 million, including a $12.5 million
     adjustment to construction defect reserves related to
     litigation for two closed communities, or 10.1% of total
     revenues, for the fourth quarter ended Oct. 31, 2017 compared
     with $53.7 million, or 6.7% of total revenues, in last year's
     fourth quarter.  Excluding the $12.5 million adjustment to
     construction defect reserves, total SG&A would have been
     $60.4 million, or 8.4% of total revenues, for the fiscal 2017

     fourth quarter.  For fiscal 2017, total SG&A was $255.7
     million, including a $12.5 million adjustment to construction
     defect reserves in the fiscal 2017 fourth quarter related to
     litigation for two closed communities, or 10.4% of total
     revenues, compared with $253.1 million, or 9.2% of total
     revenues, in the prior fiscal year.  Excluding the $12.5
     million adjustment to construction defect reserves, total
     SG&A would have been $243.2 million, or 9.9 % of total
     revenues, for the fiscal year ended Oct. 31, 2017.

   * Interest incurred (some of which was expensed and some of
     which was capitalized) was $43.3 million for the fourth
     quarter of fiscal 2017 compared with $40.3 million in the
     same quarter one year ago.  For the fiscal year ended
     Oct. 31, 2017, interest incurred decreased 4.0% to $160.2
     million compared with $166.8 million during last year.

   * Total interest expense was $59.3 million in the fourth
     quarter of fiscal 2017, which includes $8.9 million of land  

     and lot sales interest, compared with $48.2 million in the
     fourth quarter of fiscal 2016.  Total interest expense
     increased 1.4% to $185.8 million for all of fiscal 2017
     compared with $183.4 million in fiscal 2016.

   * Homebuilding gross margin percentage, after interest expense
     and land charges included in cost of sales, was 13.7% for the
     fourth quarter of fiscal 2017 compared with 13.0% in the
     prior year's fourth quarter.  During all of fiscal 2017, this

     homebuilding gross margin percentage was 13.2% compared with
     12.2% in the same period of the previous year.

   * Homebuilding gross margin percentage, before interest expense

     and land charges included in cost of sales, was 18.2% for the

     fourth quarter of fiscal 2017 compared with 17.6% in the
     prior year's fourth quarter.  During fiscal 2017, this
     homebuilding gross margin percentage was 17.2% compared with
     16.9% in the same period one year ago.

   * Income before income taxes for the quarter ended Oct. 31,
     2017 was $12.3 million compared to income before income taxes
     of $32.1 million during the fourth quarter of 2016.  For
     fiscal 2017, the loss before income taxes was $45.2 million,
     which included a $34.9 million loss on extinguishment of
     debt, compared to income before income taxes of $2.4 million
     during fiscal 2016.

   * Income before income taxes, excluding land-related charges
     and loss on extinguishment of debt, for the quarter ended
     Oct. 31, 2017 was $20.8 million compared to $45.8 million
     during the fourth quarter of fiscal 2016.  For fiscal 2017,
     income before income taxes, excluding land-related charges,
     joint venture write-downs and loss on extinguishment of debt,
     was $10.2 million compared to $39.0 million during fiscal
     2016.

   * Net income was $11.8 million, or $0.08 per common share, in
     the fourth quarter of fiscal 2017 compared with net income of
     $22.3 million, or $0.14 per common share, during the same
     quarter a year ago.  For the fiscal year ended Oct. 31, 2017,
     the net loss was $332.2 million, or $2.25 per common share,
     including the $294.0 million increase in the valuation
     allowance for its deferred tax assets and a $34.9 million
     loss on extinguishment of debt, compared with a net loss of
     $2.8 million, or $0.02 per common share, in fiscal 2016.

   * Contracts per community, including unconsolidated joint
     ventures, increased 16.2% to 8.6 contracts per community for
     the quarter ended Oct. 31, 2017 compared with 7.4 contracts,
     including unconsolidated joint ventures, per community in
     last year's fourth quarter.  Consolidated contracts per
     community increased 10.3% to 8.6 contracts per community for
     the fourth quarter of fiscal 2017 compared with 7.8 contracts
     per community in the fourth quarter of fiscal 2016.

   * For November 2017, contracts per community, including
     unconsolidated joint ventures, increased 27.3% to 2.8
     contracts per community compared to 2.2 contracts per
     community for the same month one year ago.  During November
     2017, the number of contracts, including unconsolidated joint
     ventures, increased 10.8% to 443 homes from 400 homes in
     November 2016 and the dollar value of contracts, including
     unconsolidated joint ventures, increased 5.8% to $183.9
     million in November 2017 compared with $173.8 million for
     November 2016.

   * As of the end of the fourth quarter of fiscal 2017, community

     count, including unconsolidated joint ventures, decreased
     16.5% to 157 communities compared with 188 communities at
     Oct. 31, 2016.  Consolidated community count decreased 22.2%
     to 130 communities as of Oct. 31, 2017 from 167 communities
     at the end of the prior year’s fourth quarter.

   * Despite the significant drop in community count, the number
     of contracts, including unconsolidated joint ventures, for
     the fourth quarter ended Oct. 31, 2017, decreased 3.2% to
     1,344 homes from 1,389 homes for the same quarter last year.
     The number of consolidated contracts, during the fourth
     quarter of fiscal 2017, decreased 14.4% to 1,112 homes
     compared with 1,299 homes during the fourth quarter of 2016.

   * During fiscal 2017, the number of contracts, including
     unconsolidated joint ventures, was 5,937 homes, a decrease of

     6.9% from 6,380 homes during fiscal 2016.  The number of
     consolidated contracts, during the year ended Oct. 31, 2017,
     decreased 14.9% to 5,196 homes compared with 6,109 homes in
     the previous year.

   * The dollar value of contract backlog, including
     unconsolidated joint ventures, as of Oct. 31, 2017, was $1.09
     billion, a decrease of 10.6% compared with $1.22 billion as
     of Oct. 31, 2016.  The dollar value of consolidated contract
     backlog, as of Oct. 31, 2017, decreased 24.4% to $808.0
     million compared with $1.07 billion as of Oct. 31, 2016.

   * For the quarter ended Oct. 31, 2017, deliveries, including
     unconsolidated joint ventures, decreased 9.4% to 1,787 homes
     compared with 1,972 homes during the fourth quarter of fiscal

     2016.  Consolidated deliveries were 1,604 homes for the
     fourth quarter of fiscal 2017, a 14.2% decrease compared with

     1,870 homes during the same quarter a year ago.

   * For the year ended Oct. 31, 2017, deliveries, including
     unconsolidated joint ventures, decreased 8.4% to 6,149, homes

     compared with 6,712 homes in the prior fiscal year.
     Consolidated deliveries were 5,602 homes in fiscal 2017, a
     13.3% decrease compared with 6,464 homes in fiscal 2016.

   * The consolidated contract cancellation rate for the three
     months ended Oct. 31, 2017 was 22%, compared with 20% in the
     fourth quarter of the prior year.  The contract cancellation
     rate, including unconsolidated joint ventures, was 22% in the

     fourth quarter of fiscal 2017 compared with 21% in the fourth

     quarter of fiscal 2016.

   * The valuation allowance was $918.2 million as of Oct. 31,
     2017.  The valuation allowance is a non-cash reserve against
     the tax assets for GAAP purposes.  For tax purposes, the tax
     deductions associated with the tax assets may be carried
     forward for 20 years from the date the deductions were
     incurred.

Liquidity AND Inventory as of Oct. 31, 2017:

   * Total liquidity at the end of the fourth quarter of fiscal
     2017 was $473.8 million, which includes $463.7 million of
     cash and cash equivalents.

   * For the year ended Oct. 31, 2017, net new option lots
     increased by 5,565 lots to 6,597 lots compared with 1,032
     lots for all of fiscal 2016. Total lots purchased were 5,825
     lots in fiscal 2017 compared with 5,123 lots in the previous
     year.

   * In the fourth quarter of fiscal 2017, approximately 3,100
     lots were put under option or acquired in 35 communities,
     including unconsolidated joint ventures.

   * Subsequent to the end of the fiscal year, paid off $56.0
     million principal amount of debt that matured on Dec. 1,
     2017.

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

                     https://is.gd/DwUjGj

                  About Hovnanian Enterprises

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

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

                          *     *     *

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

In July 2017, S&P Global Ratings affirmed its 'CCC+' corporate
credit rating on Hovnanian Enterprises Inc.  The rating outlook is
negative.  The negative outlook reflects the potential for a
downgrade over the next 12-18 months if it appears Hovnanian will
experience difficulty or delays raising capital through land
banking arrangements, joint ventures, or other transactions in
amounts sufficient to meet upcoming debt maturities.

In July 2017, Fitch Ratings affirmed the ratings of Hovnanian
Enterprises, including the company's Long-term Issuer Default
Rating (IDR) at 'CCC'.


ION GEOPHYSICAL: Accelerates Vesting of SARs Awards
---------------------------------------------------
The Compensation Committee of the Board of Directors of ION
Geophysical Corporation authorized and approved the acceleration of
the vesting date to Dec. 13, 2017 for the second tranche of the
Company's outstanding stock appreciation rights awards, which
awards were issued to certain of its officers and other key
employees on March 1, 2016.  The second tranche of the SARs Awards
was originally scheduled to vest on March 1, 2018.  The vesting of
the second tranche of the SARs Awards was accelerated to facilitate
the exercise by the SARs Participants, if they so choose, of a
larger portion of the SARs Awards prior to year-end, as such an
exercise would minimize the potential cash flow impact of any such
exercise in the first quarter of 2018, would mitigate the ongoing
mark to market accounting requirements for cash-settled SARs, and
would afford the SARs Participants liquidity to invest in common
stock of the Company to further align their interests with those of
the Company's stockholders.

After the foregoing Committee action, to encourage the Company's
executive officers and other key employees to purchase common stock
of the Company and further align their interests with those of the
Company's stockholders, the Board authorized and approved an equity
investment program pursuant to which certain of the executive
officers and other key employees of the Company are permitted, but
not obligated, to purchase unregistered shares of common stock of
the Company directly from the Company at market prices.  In
connection with any such purchases, the Committee authorized and
approved, on Dec. 13, 2017 (subject to Board approval of the
Program), a grant by the Company to such purchasing executive
officers and key employees of a certain number of shares of
restricted stock.  On Dec. 13, 2017, the Committee also authorized
and approved to grant to certain executive officers and key
employees a certain number of shares of restricted stock in
connection with certain purchases of shares of the Company's common
stock in the open market.

Specifically, for each five shares directly purchased from the
Company or in the open market during a defined period (to expire no
later than Dec. 31, 2017), the Company will issue one share of
restricted stock, subject to certain limitations as to the total
number of restricted shares to be issued by the Company.  Provided
that an executive officer or key employee remains employed with the
Company until March 1, 2018, the restricted stock will be granted
as of March 1, 2018, will vest in full on the date that is 90 days
after the grant date and will be subject to the other terms and
conditions of the Company's form of restricted stock agreement and
the Company's long-term incentive plan.

                           About ION

Headquartered in Delaware, ION Geophysical Corporation --
http://www.iongeo.com/-- is a provider of technology-driven
solutions to the global oil and gas industry.  ION's offerings are
designed to help companies reduce risk and optimize assets
throughout the E&P lifecycle.

ION Geophysical reported a net loss attributable to the Company of
$65.14 million in 2016, a net loss attributable to the Company of
$25.12 million in 2015 and a net loss attributable to the Company
of $128.3 million in 2014.  As of Sept. 30, 2017, Ion Geophysical
had $303.5 million in total assets, $273.4 million in total
liabilities and $30.06 million in total equity.

                           *    *    *

In October 2016, S&P Global Ratings raised the corporate credit
rating on ION Geophysical to 'CCC+' from 'SD'.  The rating action
follows ION's partial exchange of its 8.125% notes maturing in 2018
for new 9.125% second-lien notes maturing in 2021.

In May 2016, Moody's Investors Service affirmed ION Geophysical's
'Caa2' Corporate Family Rating, and affirmed and appended its
Probability of Default Rating (PDR) at 'Caa2-PD/LD'.  ION's 'Caa2'
reflects its exposure to the highly volatile and cyclical seismic
sector, which is currently in the midst of a severe sector
down-turn, pressuring ION's earnings and cash flow generation.


KANGAROO FOODS: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Dec. 20 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Kangaroo Foods, LLC.

                      About Kangaroo Foods

Headquartered in Newport, Kentucky, Kangaroo Foods, LLC --
https://www.beefobradys.com/ -- is a franchisee of the Beef 'O'
Brady's Family Sports Pub.  Established in 1985 by Jim Mellody in
Brandon, Florida, Beef 'O' Brady's is a family friendly restaurant
filled with TVs and satellite dishes so patrons could watch a vast
array of sporting events.  Beef 'O' Brady's offers a variety of
foods like chicken wings, burgers, sandwiches, pizzas & flatbreads
and desserts.

Kangaroo Foods filed a Chapter 11 petition (Bankr. E.D. Ky. Case
No. 17-21520) on Nov. 27, 2017.  Thomas Drennen, authorized member,
signed the petition.  The case is assigned to Judge Tracey N. Wise.
The Debtor is represented by J. Christian A. Dennery, Esq., at
Dennery PLLC.  At the time of filing, the Debtor had $27,050 in
total assets and $1.07 million in total liabilities.


KEURIG GREEN: S&P Ups CCR to 'BB+' on Strengthened Credit Measures
------------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Keurig
Green Mountain Inc. to 'BB+' from 'BB'. The outlook is stable. S&P
said, "At the same time, we affirmed the 'BBB-' issue-level ratings
on the company's senior secured credit facilities. The '1' rating
indicates our expectation for very high (90%-100%; rounded
estimate: 95%) recovery to lenders in the event of a payment
default. (Recovery ratings and issue-level ratings on secured debt
for issuers rated 'BB' and 'BB+' are capped because recovery is a
smaller component of credit risk when default risk is more remote
and because recovery prospects may be less predictable and more
variable for these issuers.)"

Funded debt outstanding as of Sept. 30, 2017, was about $4.0
billion.

S&P said, "The upgrade reflects the progress Keurig has made in
deleveraging its balance sheet, its improved operating performance,
and our belief that the company will maintain leverage below 3.0x.
Previously, we had forecasted the company's leverage to be above
3.0x until the end of fiscal 2019. We have revised our forecast and
believe Keurig's leverage will trend towards the low-2.0x area in
fiscal 2018 (ending Sept. 30) through a combination of EBITDA
margin expansion and debt repayment. Under new management, Keurig's
EBITDA margin expanded 250 basis points (bps) in fiscal 2017 after
expanding more than 400 bps in fiscal 2016 compared to fiscal 2015.
This combined with more than $2.0 billion of debt pay-down has
resulted in leverage falling to 2.9x at the end of fiscal 2017 from
pro forma 5.4x at the time of the leveraged buyout in March 2016.
Operating performance has improved because of new management's
manufacturing and procurement initiatives, favorable brewer mix,
and lower coffee bean costs. The company also benefitted from
disposing its Kold business. We forecast its operating performance
will continue to improve as the company streamlines costs and
increases its operating efficiencies. In addition, we believe
management will focus on deleveraging rather than shareholder
distributions. As a result, we expect credit metrics to strengthen
further, including leverage declining to the low-2.0x area at the
end of fiscal 2018 and remaining in the low-2.0x area thereafter
absent acquisitions. The company could periodically acquire
companies in adjacent categories, causing leverage to rise. We
believe the company would use its strong cash flow to bring
leverage back to the low-2.0x area.

"The stable outlook on Keurig reflects our expectation that the
company will prioritize deleveraging and use internally generated
cash for debt repayment. We also expect the company to generate
organic sales growth in fiscal 2019 by improving marketing, expand
margins through cost reductions, and reduce working capital over
the next 12 months. This should enable the company to generate free
operating cash flow in excess of $1.0 billion and reduce financial
leverage to the low-2.0x area by the end of fiscal 2018.
We could consider lowering the ratings if Keurig demonstrates a
more aggressive financial policy such that it sustains leverage
above 3.0x. This could occur if the company increases debt by $1.3
billion from year-end fiscal 2017 levels to pay a dividend to JAB
(its owner) or JAB levers up the company to merge it with other
coffee companies it owns (such as Peets or Caribou). We also
believe an EBITDA decline of 30% from our fiscal 2018 base-case
forecast would cause leverage to increase to 3.0x. This could
result from a material change in operating performances, possibly
from market share losses because of changes in consumer tastes.

"Although unlikely over the next year, we could consider an upgrade
if Keurig strengthens its business risk profile. This could occur
if it geographically diversifies and gains market share in
countries it currently does not do business in, and diversifies
into other product categories, while maintaining leverage below
3.0x."


MEDRISK MIDCO: S&P Places 'B' CCR on CreditWatch Negative
---------------------------------------------------------
S&P Global Ratings said it placed all of its ratings, including its
'B' long-term issuer credit ratings on MedRisk Midco LLC and its
subsidiary MedRisk LLC (collectively MedRisk) on CreditWatch with
negative implications.

Rationale

The CreditWatch placement follows news that The Carlyle Group will
be acquiring a majority stake in MedRisk. The existing majority
owners, TA Associates, entered into the MedRisk investment in
February 2016. The Carlyle Group expects the deal to be completed
by year-end 2017. Financial terms of the deal were not disclosed.

CreditWatch

S&P expects to resolve the CreditWatch listing following its review
of the transaction and any potential changes to the company's
operating strategy and financial policies. The CreditWatch Negative
placement indicates that S&P will likely affirm or lower its
ratings following its review.


MOUNTAIN PROVINCE DIAMONDS: S&P Assigns 'B-' LT Corp. Credit Rating
-------------------------------------------------------------------
Canada-based Mountain Province Diamonds Inc. (MPV) has issued
US$330 million of second-lien secured notes and repaid amounts
outstanding under its previous loan facility and amounts owed to De
Beers Canada for historical sunk costs.

S&P Global Ratings assigned its 'B-' long-term corporate credit
rating to Canada-based Mountain Province Diamonds Inc. The outlook
is stable.

S&P said, "At the same time, S&P Global Ratings assigned its 'B-'
issue-level rating and '3' recovery rating to the company's US$330
million second-lien senior secured notes. The '3' recovery rating
reflects our expectation of meaningful (50%-70%; rounded estimate
60%) recovery prospects in the event of default.

"The ratings are in line with the preliminary ratings we assigned
on Nov. 27, 2017. Instead of the proposed US$325 million
second-lien senior secured notes, the company issued US$330 million
notes. The final documentation does not otherwise depart from the
material reviewed in November. The now slightly higher issuance
amount remains in line with our financial risk profile assessment
and rating level on the company.

"The rating on MPV primarily reflects the company's limited product
and asset diversity, and exposure to volatility in rough diamond
prices. The company derives its cash flow and profitability
exclusively from its 49% interest in the Gahcho Kue mine in
Canada's Northwest Territories. The high-grade diamond mine is
operated by the company's joint venture (JV) partner, De Beers
Canada (51% interest), and achieved commercial production in March
2017. We also incorporate the nascent stage of operations of the
mine into our ratings, which we believe could contribute to
material variability in our estimated credit measures. In our view,
the dependence on a single asset and commodity exposes MPV to
operating issues, geological risk, and volatility in diamond
prices.

"The stable outlook reflects our expectation that MPV can maintain
FFO-to-debt above 20% over the next year, based primarily on our
expectation for production and grades that are relatively in line
with run-rate levels achieved in third-quarter 2017 and stable
rough diamond prices. We estimate the company will maintain stable
debt levels over this period and improve liquidity from positive
free cash flows.

"A downgrade could occur if MPV's liquidity position deteriorated
such that it would limit the company's ability to service interest
and sustaining capital spending requirements. In this scenario, we
would expect a significant decline in rough diamond prices,
lower-than-expected production due to lower grades, or unexpected
operational issues at its mine, and would view the company's
capital structure unsustainable.

"Although it's unlikely over the next 12 months, we could consider
an upgrade if we believe the company can generate and sustained an
adjusted FFO-to-debt ratio above 30% while generating positive free
cash flows and maintaining stable debt levels. At the same time, we
would also expect MPV to improve its operating breadth, likely from
investments that do not lead to higher leverage."


MUSCLEPHARM CORP: Four Directors Elected by Stockholders
--------------------------------------------------------
The 2017 annual meeting of stockholders of MusclePharm Corporation
was held on Dec. 15, 2017, at which the stockholders elected Ryan
Drexler, John J. Desmond, William J. Bush and Brian Casutto to
serve as directors of the Company until the next annual meeting of
stockholders and until their respective successors have been
elected and qualified, or until their earlier resignation, removal
or death.  The stockholders also ratified the appointment of EKS&H
LLP as the Company's independent registered public accounting firm
for the fiscal year ending Dec. 31, 2017 and approved, on an
advisory basis, the compensation paid to the Company's named
executive officers as described in the Company's Definitive Proxy
Statement on Schedule 14A filed with the Securities and Exchange
Commission on Nov. 9, 2017.

                       About MusclePharm

Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.muslepharm.com/-- develops and
manufactures a full line of National Science Foundation approved
nutritional supplements that are 100 percent free of banned
substances.  MusclePharm is sold in over 120 countries and
available in over 5,000 U.S. retail outlets, including GNC and
Vitamin Shoppe.  MusclePharm products are also sold in over 100
online stores, including bodybuilding.com, Amazon.com and
Vitacost.com.

MusclePharm reported a net loss of $3.47 million on $132.5 million
of net revenue for the year ended Dec. 31, 2016, compared to a net
loss of $51.85 million on $166.9 million of net revenue for the
year ended Dec. 31, 2015.

As of Sept. 30, 2017, MusclePharm had $30.11 million in total
assets, $41.57 million in total liabilities and a total
stockholders' deficit of $11.45 million.


NATIONAL SURGICAL HOSPITALS: S&P Affirms Then Withdraws 'B' CCR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
National Surgical Hospitals Inc. The outlook is stable.

S&P subsequently withdrew all of its ratings on the company,
including the corporate credit rating and the first- and
second-lien senior secured debt ratings.

The ratings withdrawal is based on Surgery Partners Inc.'s'
(B/Stable/--) acquisition of National Surgical Hospitals Inc. All
of National Surgical's debt has been redeemed.


NAVISTAR INTERNATIONAL: Swings to $30 Million Net Income in 2017
----------------------------------------------------------------
Navistar International Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K reporting net
income attributable to the company of $30 million on $8.57 billion
of net sales and revenues for the year ended Oct. 31, 2017,
compared to a net loss attributable to the company of $97 million
on $8.11 billion of net sales and revenues for the year ended
Oct. 31, 2016.

Navistar reported a fourth quarter 2017 net income of $135 million,
or $1.36 per diluted share, compared to a fourth quarter 2016 net
loss of $34 million, or $0.42 per diluted share.

Fourth quarter 2017 adjusted EBITDA was $268 million, which
included $11 million of adjustments.  Adjusted EBITDA margins
increased to 10.3 percent.  Fiscal year 2017 adjusted EBITDA was
$582 million, versus $508 million adjusted EBITDA for 2016.
Full-year adjusted EBITDA margins increased to 6.8 percent.

Revenues in the quarter increased 26 percent, to $2.6 billion,
compared to fourth quarter 2016.  The revenue increase was largely
driven by a 31-percent increase in the company's Core (Class 6-8
trucks and buses in the United States and Canada) volumes.  Revenue
for fiscal year 2017 was up six percent to $8.6 billion, compared
to $8.1 billion in fiscal year 2016.

Navistar finished the fourth quarter 2017 with $1.1 billion in
consolidated cash, cash equivalents and marketable securities
including $1.0 billion in manufacturing cash, cash equivalents and
marketable securities.

As of Oct. 31, 2017, Navistar had $6.13 billion in total assets,
$10.70 billion in total liabilities and a total stockholders'
deficit of $4.57 billion.

"Our 2017 was a breakthrough year, as we returned to profitability
and grew our market share 1.5 points," said Troy A. Clarke,
chairman, president and CEO.  "These results were driven by
stronger sales, our steady investment in the industry's newest
product lineup, early results from our strategic alliance with
Volkswagen Truck & Bus and our ongoing focus on cost."

The company finished 2017 with strong momentum across the board.
During the quarter, the company launched the International HV
Series line of vocational trucks.  The HV Series, in addition to
the HX Series premium vocational truck lineup, now has the option
of being powered by the International A26 engine.  The company also
announced plans for its next-generation powertrains with alliance
partner Volkswagen Truck & Bus, including big bore diesel, as well
as electric medium-duty and electric bus platforms launching as
early as 2019.

Also during the fourth quarter, Navistar and Volkswagen Truck & Bus
announced their intention to converge their connected vehicle
activities -- OnCommand Connection and RIO, Volkswagen Truck &
Bus's digital brand.  OnCommand Connection now has an industry
leading 370,000 connected vehicles.

Navistar refinanced its manufacturing debt in early November, which
improved its debt profile and provided greater financial
flexibility.  The transaction yielded $200 million of additional
liquidity and extended the company's debt maturities by four years.
Additionally, it will save approximately $25 million in annualized
interest in 2018 and $34 million in 2019, following the repayment
of convertible debt that comes due in 2018.

The company provided the following 2018 fiscal year guidance:

   * Retail deliveries of Class 6-8 trucks and buses in the United
States and Canada are forecast to be in the range of 345,000 units
to 375,000 units.

   * Revenues are expected to be between $9 billion and $9.5
billion.

   * Adjusted EBITDA is expected to be between $675 million and
$725 million.

   * Year-end manufacturing cash is expected to be about $1
billion.

"We think 2018 is shaping up to be one of the strongest industry
years this decade, and we're positioned to make it a breakout year
for Navistar," Clarke said.  "We'll drive even greater customer
consideration with our commitment to uptime and our ongoing cadence
of new product launches, which will include the introduction of our
new medium-duty vehicle, as well as new IC Bus offerings.  At the
same time, we will build on our alliance with Volkswagen Truck &
Bus by investing in and collaborating on the major technologies
that are reshaping our industry, including electric, connectivity
and autonomous."

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

                     https://is.gd/BqbxQf

                         About Navistar

Headquartered in Lisle, Illinois, Navistar International
Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding
company whose subsidiaries and affiliates produce International
brand commercial and military trucks, proprietary diesel engines,
and IC Bus brand school and commercial buses.  An affiliate also
provides truck and diesel engine service parts.  Another affiliate
offers financing services.

                           *    *    *

This concludes the Troubled Company Reporter's coverage of Navistar
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level sufficient
to warrant renewed coverage.


ONE HORIZON: FCIC Will Assist in Finding Likely Acquisition Target
------------------------------------------------------------------
One Horizon Group, Inc., has entered into a Mergers & Acquisitions
Agreement with First Choice International Company, Inc. pursuant to
which the Company issued to FCIC 1,075,000 shares of its common
stock and warrants to purchase an additional 3,800,000 shares of
common stock as an advance for assistance in identifying a
potential acquisition candidate.

Warrants to purchase 350,000 having an exercise price of $0.60 per
share may be exercised until Dec. 31, 2017; warrants to purchase an
additional 750,000 shares having an exercise price of $0.75 per
share may be exercised during the period commencing April 1, 2018
and ending April 30, 2018; warrants to purchase an additional
850,000 shares having an exercise price of $0.85 per share may be
exercised during the period commencing July 1, 2018 and ending July
31, 2018; warrants to purchase an additional 900,000 shares having
exercise price of $0.95 per share may be exercised during the
period commencing Oct. 1, 2018 and ending Oct. 31, 2018; and
warrants to purchase an additional 950,000 shares having exercise
price of $1.05 per share may be exercised during the period
commencing Jan. 1, 2019 and ending Feb. 28, 2019.  The terms of the
warrants provide that the holder may not exercise the warrants at
any time the holder may be deemed to be the beneficial owner of
more than 4.99% of the Company's common stock, as determined under
the beneficial ownership rules of the SEC, by virtue of the
ownership of the warrants or any of its other securities.  The
Company has agreed to file one or more registration statements for
the resale of the Shares and Warrants Shares.

The issuance of the Shares and Warrants was exempt from
registration pursuant to Section 4(a)(2) of the Securities Act. The
certificates representing the Shares and the Warrants are endorsed
with the customary Securities Act restrictive legend.

                    About One Horizon Group

Based in Limerick, Ireland, One Horizon Group, Inc. (NASDAQ: OHGI)
-- http://www.onehorizongroup.com/-- is a reseller of secure
messaging software for the growing gaming, security and education
markets including in China and Hong Kong.

The Company's independent accountants Cherry Bekaert LLP, in Tampa,
Fla., issued a "going concern" opinion in its report on the
Company's consolidated financial statements for the year ended Dec.
31, 2016, stating that the Company has recurring losses and
negative cash flows from operations that raise substantial doubt
about its ability to continue as a going concern.

One Horizon reported a net loss of $5.54 million on $1.61 million
of revenue for the year ended Dec. 31, 2016, compared to a net loss
of $6.30 million on $1.53 million of revenue for the year ended in
2015.  As of Sept. 30, 2017, One Horizon had $8.67 million in total
assets, $4.25 million in total liabilities and $4.42 million in
total stockholders' equity.

According to the Company's Form 10-Q for the period ended Sept. 30,
2017, "[T]he Company will pursue its revised operations and
business plan.  The Company expects to incur further non cash
losses in 2017 which, when combined with any costs incurred in
pursuing acquisition of new businesses, may generate negative cash
flows.  As of Sept. 30, 2017, the Company did not have any
available credit facilities.  As a result, it is in the process of
seeking new financing by way of sale of either convertible debt or
equities.  While it has been successful in the past in obtaining
the necessary capital to support its investment and operations,
there is no assurance that it will be able to obtain additional
financing under acceptable terms and conditions, or at all.  In the
event that the Company is unable to obtain sufficient additional
funding when needed in order to fund operations, it would not be
able to continue as a going concern and may be forced to severely
curtail or cease operations and liquidate the Company."


OPTIMUMBANK HOLDINGS: Midwest Kosher Has 6.3% Stake as of Dec. 19
-----------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Midwest Kosher & Deli LLC reported that as of Dec. 19,
2017, it beneficially owns 69,702 shares of common stock of
OptimumBank Holdings, Inc., constituting 6.3 percent of the shares
outstanding.  The percentage is based upon 1,103,447 shares of the
Issuer's Common Stock outstanding per the Issuer's Form 10-Q filed
with the SEC on Nov. 13, 2017.  A full-text copy of the regulatory
filing is available for free at https://is.gd/xNtNJW

                    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 Sept. 30, 2017, Optimumbank Holdings had $108.47
million in total assets, $105.84 million in total liabilities and
$2.62 million in total stockholders' equity.


PERFORMANCE SPORTS: Court Approves Amended Joint Chapter 11 Plan
----------------------------------------------------------------
Old PSG Wind-down Ltd., formerly, Performance Sports Group Ltd., on
Dec. 21, 2017, disclosed that the U.S. Bankruptcy Court for the
District of Delaware has approved the first amended joint Chapter
11 plan of liquidation filed by the Company and its affiliated
debtors on Oct. 31, 2017, as supplemented by the plan supplement
filed by the Debtors on Dec. 5, 2017.  

The Debtors also received a companion distribution and approval
order approving the Plan from the Ontario Superior Court of Justice
(Commercial List) (the "Canadian Court") under the Companies'
Creditors Arrangement Act.  A joint hearing before the Bankruptcy
Court and the Canadian Court to confirm the Plan and obtain the
CCAA Approval Order took place on Dec. 20, 2017 and the Plan became
effective on Dec. 21, 2017.

The Plan is based on a global settlement among the Debtors and
their stakeholders that, among other things, provides for payment
to the Debtors' creditors in the full amount of their allowed
claims, without interest, and the distribution of the Debtors'
remaining assets to beneficial holders of Allowed Parent Equity
Interests (as defined in the Plan), subject to the cash
distributions pursuant to the settlement that provides for
distributions to the Plumbers & Pipefitters National Pension Fund,
in its capacity as court-appointed lead plaintiff (the "Lead
Plaintiff") in the securities class action litigation styled as
Nieves v. Performance Sports Group Ltd., et al., Case No.
1:16-CV-3591-GHW (S.D.N.Y.) on behalf of itself and a putative
class of plaintiffs. The Debtors' assets comprise cash proceeds
from the going concern sale of substantially all of their assets,
the closing of which was announced on February 28, 2017, as well as
claims relating to potential causes of action.  As of the date
hereof, 45,925,640 common shares of the Company ("Common Shares")
are issued and outstanding.  No additional Common Shares will be
issued in satisfaction of claims, and as described in more detail
below, a certain number of Common Shares will be mandatorily
purchased and cancelled in exchange for the issuance of Beneficial
Trust Interests (as defined in the Plan) based on elections made by
certain holders of Allowed Parent Equity Interests in accordance
with, and pursuant to, the Plan.

As a result of the Plan becoming effective, beneficial holders of
Allowed Parent Equity Interests who elect to have such interests
mandatorily purchased and cancelled, will receive Beneficial Trust
Interests in exchange therefor.  For beneficial holders of Allowed
Parent Equity Interests who did not elect to have their Allowed
Parent Equity Interests mandatorily purchased and cancelled in
exchange for Beneficial Trust Interests, the issued and outstanding
common shares of the Company held by such holders will be subject
to restrictions on transfer in accordance with the Plan and
pursuant to the amended and restated articles approved by the
Bankruptcy Court and Canadian Court.

As soon as possible after the Plan goes effective, certain of the
Company's assets will be transferred to a liquidating trust
established for the benefit of the holders of the Beneficial Trust
Interests pursuant to the Plan and liquidating trust agreement.
These assets include claims relating to potential causes of action,
as well as certain cash reserves to fund the liquidating trust and
wind down of the Debtors' estates.  Theseus Strategy Group LLC has
been appointed as the liquidation trustee and Mark E. Palmer of
Theseus Strategy Group LLC has been appointed as Chief Wind-Down
Officer for the purpose of liquidating and distributing all of the
Company's remaining assets in accordance with the terms of the
Plan.

In accordance with the Plan and upon it becoming effective, the
current members of the board of directors (the "Board") of the
Company will each step down from the Board and  a new slate of
members selected by the Equity Committee are expected to serve as
directors through to the liquidation of the Debtors' assets.

The Company intends to file a Form 15 with the Securities and
Exchange Commission and take other actions as necessary to
terminate the registration under the Securities Exchange Act of
1934, as amended (the "Exchange Act") of its common shares and
suspend all reporting obligations under Section 13 and Section
15(d) of the Exchange Act.  Upon filing a Form 15, the Company will
immediately cease filing any further periodic or current reports
under the Exchange Act.

The Plan, including the Plan Supplement and related materials, is
available on https://cases.primeclerk.com/PSG and
www.ey.com/ca/psg.

                  About Performance Sports

Exeter, N.H.-based Performance Sports Group Ltd. --
http://www.PerformanceSportsGroup.com/-- is a developer and
manufacturer of ice hockey, roller hockey, lacrosse, baseball and
softball sports equipment, as well as related apparel and soccer
apparel.

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

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

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

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

Ernst & Young LLP is the monitor in the CCAA cases.  The Monitor
tapped Thornton Grout Finnigan LLP, Allen & Overy LLP, and Buchanan
Ingersoll & Rooney PC as attorneys.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Nov. 10, 2016,
appointed three creditors of BPS US Holdings, Inc., parent of
Performance Sports, to serve on the official committee of unsecured
creditors.  The Creditors' Committee retained by Blank Rome LLP as
counsel, Cassels Brock & Blackwell LLP as Canadian co-counsel, and
Province Inc. as financial advisor.

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

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

The U.S. Court appointed M.J. Renick & Associates LLC as the fee
examiner.

                          *     *     *

As reported by the Troubled Company Reporter, effective as of Feb.
27, 2017, the Company consummated the sale of substantially all of
the assets of the Company and its North American subsidiaries,
including its European and global operations, pursuant to an asset
purchase agreement, dated as of Oct. 31, 2016, as amended, by and
among the Sellers, 9938982 Canada Inc., an acquisition vehicle
co-owned by affiliates of Sagard Holdings Inc. and Fairfax
Financial Holdings Limited, and the designated purchasers party
thereto, for a base purchase price of US$575 million in aggregate,
subject to certain adjustments, and the assumption of related
operating liabilities.

The transaction was the culmination of the process commenced by the
Sellers pursuant to creditor protection proceedings launched on
Oct. 31, 2016, in the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act, and in the U.S. Bankruptcy
Court for the District of Delaware under Chapter 11 of the
Bankruptcy Code, as amended.

The Company conducted a court-supervised sale and auction process
as part of its Canadian and U.S. court proceedings.  The bid made
by the Purchaser served as the "stalking horse" bid for purposes of
the process and was ultimately determined to be the successful bid
in accordance with the related court approved bidding procedures.

In accordance with, and pursuant to, the terms and conditions of
the Agreement, the Company has changed its name to "Old PSG
Wind-down Ltd." from "Performance Sports Group Ltd." effective as
of March 20, 2017.  BPS US Holdings Inc. changed its name to Old
BPSUSH Inc.

On Aug. 25, 2017, the Debtors filed their original Plan of
Liquidation and related Disclosure Statement.  On Oct. 19, 2017,
the Debtors filed their modified Plan of Liquidation and modified
Disclosure Statement.


PETROQUEST ENERGY: Enters Central Louisiana Oil Play
----------------------------------------------------
PetroQuest Energy, Inc., announced its entry into an oil focused
play in central Louisiana targeting the Austin Chalk formation
through the execution of agreements to acquire interests in
approximately 24,600 gross acres.  The leasehold acquisition costs
were funded by $8.75 million in proceeds from the sale of certain
of the Company's water disposal assets in East Texas, approximately
$6 million of cash on hand and the issuance of 2 million shares of
the Company's common stock.  The Company plans to drill its initial
horizontal test well during the second quarter of 2018 utilizing
data from existing vertical and unfracked horizontal wells in the
area and from fracked horizontal wells that are expected to be
drilled in the area.

Through geologic and reservoir studies and analysis of results
comparing fracked and unfracked horizontal Austin Chalk wells in
both Texas and now in central Louisiana, the Company believes that
applying modern hydraulic fracturing methods to this formation
provides the opportunity to achieve a substantial uplift in
recoveries versus vintage unfracked horizontal wells.  Based on a
comparative analysis between 22 fracked and hundreds of unfracked
Austin Chalk wells drilled in Karnes County, Texas, fracked
horizontal wells achieved an approximate 500% increase in resource
recoveries as compared to unfracked horizontal wells.  The average
per well recovery for these fracked wells was in excess of 600,000
barrels of oil equivalent.

This acreage position is expected to provide PetroQuest the
opportunity to utilize its expertise gained from operating and/or
participating in over 600 horizontal wells in multiple resource
projects.  Since selling its Woodford shale assets in 2015, the
Company has shifted its focus to a horizontal Cotton Valley program
in East Texas that is estimated to have over 800 horizontal
locations.  The emerging Austin Chalk play is expected to
complement the Company's growing East Texas operations, and could
serve as the catalyst to achieve a balanced commodity mix over the
ensuing years through a project that is expected to offer years of
inventory.

Management's Comment

"We are excited to have an early, first mover position in this
emerging oil play right in our backyard at a very attractive cost,"
said Charles T. Goodson, chairman, chief executive officer and
president.  "Based on recent well results in the area of our
acreage, as well as in South Texas, the application of contemporary
horizontal drilling and fracking is showing a material impact on
resource recovery from the Austin Chalk formation, which has
produced over 1.3 billion barrels of oil since 1902.  Our acreage
position is expected to provide us with a capital allocation option
to grow our oil production, which should complement our
gas-weighted Cotton Valley assets in terms of diversifying our
future production mix and cash flow.  These assets are ideally
located with available takeaway options close to the gulf coast
refineries and rapidly expanding options for NGLs and associated
natural gas that fit with our strategy to focus on assets near
these key markets."

                       About Petroquest

Lafayette, La.-based PetroQuest Energy, Inc. --
http://www.petroquest.com/-- is an independent energy company
engaged in the exploration, development, acquisition and production
of oil and natural gas reserves in the Texas, Louisiana and the
shallow waters of the Gulf of Mexico.  PetroQuest's common stock
trades on the New York Stock Exchange under the ticker PQ.

PetroQuest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015.  The Company's
balance sheet at Sept. 30, 2017, showed $159.5 million in total
assets, $415.7 million in total liabilities and a total
stockholders' deficit of $256.20 million.
   
                          *     *     *

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

As reported by the TCR on Dec. 7, 2017, S&P Global Ratings raised
its corporate credit rating on PetroQuest Energy to 'CCC+' from
'CCC'.  The rating outlook is negative.  "The upgrade reflects our
assessment that PetroQuest is likely to generate sufficient cash
flow and, along with continued access to its multidraw term loan,
have sufficient liquidity to meet cash interest requirements
through 2018.  The company has the option to make PIK interest
payments on its second-lien senior secured PIK notes through August
2018 at 1% cash interest and 9% PIK.


PORTER BANCORP: Patriot Transfers 1.7M Shares to Limited Partners
-----------------------------------------------------------------
Two affiliated limited partnerships, Patriot Financial Partners,
L.P. and Patriot Financial Partners, Parallel L.P., completed the
distribution of shares of Porter Bancorp, Inc. that the Patriot
Partnerships beneficially owned to their limited partners, who
received a total of 1,747,673 of the Company's common shares.  
Kirk W. Wycoff, a general manager of each of the Patriot
Partnerships, is also a director of the Company.

In addition to owning 384,186 of Porter's common shares, the
Patriot Partnerships owned 1,371,600 of the Company's non-voting
common shares before the Distribution.  Porter's non-voting common
shares are not listed for trading on any exchange or trading
platform, unlike its common shares, which are listed on the NASDAQ
Capital Market.  As a result of the Distribution, (i) the 1,371,600
non-voting common shares held by the Patriot Partnerships
automatically converted into 1,371,600 voting common shares, in
accordance with the Company's articles of incorporation, and (ii)
the number of the Company's common shares outstanding increased
from 4,668,264 to 6,039,864 shares.

The common shares transferred directly by the Patriot Partnerships
to their limited partners in the Distribution, as well as the
common shares issued to the limited partners upon the conversion of
the non-voting common shares, were registered with the Securities
and Exchange Commission.  Registration enables the shares
distributed to the limited partners (other than to any limited
partners who may be deemed to be affiliates of the Company) to be
free from restrictions on resale.  Any limited partners who are
affiliates of the Company may resell the shares distributed to them
in open market transactions in reliance upon Rule 144 under the
Securities Act, provided that they conform to the requirements of
that rule.

                     About Porter Bancorp

Porter Bancorp, Inc. (NASDAQ: PBIB) -- http://www.pbibank.com/--
is a Louisville, Kentucky-based bank holding company which operates
banking centers in 12 counties through its wholly-owned subsidiary
PBI Bank.  The Company's markets include metropolitan Louisville in
Jefferson County and the surrounding counties of Henry and Bullitt,
and extend south along the Interstate 65 corridor.  The Company
serves southern and south central Kentucky from banking centers in
Butler, Green, Hart, Edmonson, Barren, Warren, Ohio and Daviess
counties.  The Company also has a banking center in Lexington,
Kentucky, the second largest city in the state.  PBI Bank is a
traditional community bank with a wide range of personal and
business banking products and services.

Porter Bancorp reported a net loss of $2.75 million for the year
ended Dec. 31, 2016, a net loss of $3.21 million for the year ended
Dec. 31, 2015, and a net loss of $11.15 million for the year ended
Dec. 31, 2014.  The Company had $962.96 million in total assets,
$922.89 million in total liabilities and $40.06 million in total
stockholders' equity as of Sept. 30, 2017.


PRIMELINE UTILITY: S&P Places 'B' CCR on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings placed its 'B' corporate credit rating on
PrimeLine Utility Services LLC on CreditWatch with positive
implications.

S&P said, "At the same time, we placed our 'B' issue-level ratings
on the company's revolver and term loan on CreditWatch with
positive implications.

The CreditWatch placement follows VINCI's announcement that it has
agreed to acquire PrimeLine. We believe that if the transaction
closes as proposed PrimeLine would become part of the financially
stronger VINCI.

"We expect to resolve the CreditWatch positive placement upon the
close of the transaction. The magnitude of any upgrade would depend
on a number of items, including the potential benefits that
PrimeLine may receive as part of the larger VINCI, which has a
stronger credit profile. If VINCI repays all of the company's rated
debt at the close of the transaction, we will likely withdraw all
of our ratings on PrimeLine."


PSIVIDA CORP: All 12 Proposals Approved at Annual Meeting
---------------------------------------------------------
The annual meeting of stockholders of pSivida Corp. was held on
Dec. 15, 2017, at which the stockholders:

   (1) elected David J. Mazzo, Ph.D., Nancy Lurker, Michael
       Rogers, Douglas Godshall, James Barry, Ph.D., Jay Duker,
       M.D., and Kristine Peterson as directors;

   (2) ratified the issuance of 5,900,000 shares of Common Stock
       pursuant to ASX Listing Rule 7.4 to refresh the Company's
       capacity to issue shares of common stock without prior
       stockholder approval pursuant to ASX Listing Rule 7.1.;

   (3) approved the issuance of equity securities up to an
       additional 10% of the issued capital of the Company over a
       12-month period pursuant to ASX Listing Rule 7.1A.;

   (4) approved the grant of stock options, restricted stock units
       and performance stock units to Nancy Lurker, president and
       chief executive officer;

(5-10) approved the grant of stock options and/or deferred stock
        units to the Company's non-executive directors: David J.
        Mazzo, Ph.D., Michael Rogers, Douglas Godshall, James
        Barry, Ph.D., Jay Duker, M.D. and Kristine Peterson;

   (11) approved on an advisory basis the Company's 2017 executive
        compensation; and

   (12) ratified the appointment of Deloitte & Touche LLP.  

                      About pSivida Corp.

Headquartered in Watertown, Mass., pSivida Corp. --
http://www.psivida.com/-- develops drug delivery products
primarily for the treatment of chronic eye diseases.  The Company
has developed three products for treatment of back-of-the-eye
diseases, which include Medidur for posterior segment uveitis, its
lead product candidate that is in pivotal Phase III clinical
trials; ILUVIEN for diabetic macular edema (DME), its lead licensed
product that is sold in the United States and European Union (EU)
countries, and Retisert.  Medidur is designed to treat chronic
non-infectious uveitis affecting the posterior segment of the eye
(posterior segment uveitis).  ILUVIEN is an injectable micro-insert
that provides treatment of DME from a single injection.  Retisert
is an implant that provides treatment of posterior segment
uveitis.

pSivida reported a net loss of $18.48 million on $7.54 million of
total revenues for the fiscal year ended June 30, 2017, compared
with a net loss of $21.55 million on $1.62 million of total
revenues in 2016.  The Company's balance sheet as of Sept. 30,
2017, showed $13.32 million in total assets, $4.32 million in total
liabilities and $9 million in total stockholders' equity.

In its report on the consolidated financial statements for the year
ended June 30, 2017, Deloitte & Touche LLP stated that the
Company's anticipated recurring use of cash to fund operations in
combination with no probable source of additional capital raises
substantial doubt about its ability to continue as a going concern.


QAS LLC: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of QAS LLC as of Dec. 20,
according to a court docket.

                          About QAS LLC

QAS LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Colo. Case No. 17-20278) on November 7, 2017.  James
Poage, 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 Elizabeth E. Brown presides over the case.  DLG Law Group,
LLC is the Debtor's bankruptcy counsel.


REMINGTON OUTDOOR: Moody's Lowers CFR to Caa3; Outlook Negative
---------------------------------------------------------------
Moody's Investors Service downgraded Remington Outdoor Company,
Inc.'s Corporate Family Rating (CFR) to Caa3 from Caa2 and its
Probability of Default Rating to Caa3-PD from Caa2-PD. The rating
action reflects Moody's concern with Remington's weak operating
performance, liquidity pressure from approaching maturities, and
the view that the company's capital structure is unsustainable. The
rating outlook is negative.

"Moody's is very concerned that Remington will be unable to
refinance debt that comes due in April 2019 given its weak
operating performance and high financial leverage," said Kevin
Cassidy, Senior Credit Officer at Moody's Investors Service.
"Moody's understand Remington has a number of options available to
address the 2019 maturities. Depending on the solution, Moody's may
categorize as the option as a default" noted Cassidy.

The two notch downgrade in the secured term loan to Caa3 from Caa1
and the secured notes to C from Caa3 reflects Moody's view of very
weak recovery for these instruments in the event of a default.

Ratings downgraded:

Corporate Family Rating to Caa3 from Caa2;

Probability of Default Rating to Caa3-PD from Caa2-PD;

Senior secured term loan due April 2019 to Caa3 (LGD 3) from Caa1
(LGD 3);

Secured notes due May 2020 to C (LGD 5) From Caa3 (LGD 5)

The rating outlook is negative.

RATINGS RATIONALE

Remington's Caa3 Corporate Family Rating reflects the company's
unsustainable capital structure given its weak operating
performance, significant demand volatility in firearms and
ammunition, and high leverage with debt to EBITDA over 15 times.
Remington's narrow product focus in firearms, ammunition and
related areas and exposure to raw material commodity prices (i.e.,
copper and lead) is also reflected in the rating. Moody's expects
earnings to remain under pressure and leverage to remain high.
Ratings are also constrained by the longer term threat of increased
gun regulations. Ratings benefit from strong brand recognition with
such lines as Remington Arms and Bushmaster. Also beneficial is an
expanding base of firearm enthusiasts and solid market share.

The negative outlook reflects the uncertainty about the company's
ability to refinance its debt on acceptable terms and quickly
execute an operational turnaround.

Ratings could be downgraded if the company does not refinance its
debt obligations well before maturity, pursues a debt restructuring
that Moody's would likely consider a default, or recovery values
weaken. Ratings could also be downgraded if revenue and earnings
trends do not improve.

The company needs to materially improve its operating performance
and address its upcoming debt maturities before Moody's would
consider an upgrade.

Subscribers can find further details in the Remington Outdoors
Credit Opinion published on Moodys.com.

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

Remington Outdoors is a supplier of firearms, ammunition and
related products with leading market positions across its major
product categories. Recognized brands include Remington, Marlin,
Bushmaster, and DPMS/Panther Arms, among others. Revenues are
approximately $690 million. The company is owned by Cerberus
Capital Management.


RUBY TUESDAY: Closes Merger With NRD Capital
--------------------------------------------
Ruby Tuesday, Inc., reported the successful acquisition of the
Company by a fund managed by NRD Capital.  The acquisition was
announced on Oct. 16, 2017, and the transaction closed and became
effective on Dec. 21, 2017.

Under the terms of the transaction, Company shareholders will
receive $2.40 per share in cash for each share they own, without
interest and less any applicable withholding taxes.  At a Special
Meeting of Shareholders held on Dec. 20, 2017, in New York, NY,
shareholders approved the transaction by a large majority.

In connection with the completion of the acquisition, Ruby Tuesday
(i) entered into a new credit facility for a secured term loan in
the amount of $115,000,000 and a new $12,500,000 secured revolving
credit facility; (ii) paid all amounts due under its prior credit
facility with UBS AG, Stamford Branch, as administrative agent and
issuing bank, and terminated such credit facility; and (iii)
provided notice of an optional redemption to the holders of its
7.625% Senior Notes due 2020 pursuant to which the Company has
elected to redeem $212,546,000 in principal amount of the
outstanding Notes on Jan. 20, 2018.

                   New Officers and Directors

As a result of the completion of the acquisition, Ruby Tuesday's
common stock will cease trading on the New York Stock Exchange. The
Company also will make the necessary filings with the Securities
and Exchange Commission to end its reporting obligations under the
Securities Exchange Act of 1934, as amended.

At the Effective Time, all of the members of the board of directors
of the Company were removed under the terms of the Merger
Agreement.  The board of directors included the following
individuals immediately prior to the Effective Time: Mark W.
Addicks, Lane F. Cardwell, Jr., Kevin T. Clayton, Donald E. Hess,
Bernard Lanigan, Jr., Jeffrey J. O’Neill, Stephen I. Sadove and
James F. Hyatt, II.  Also at the Effective Time, Aziz Hashim, Shawn
Lederman, and Susan Beth became the directors of the Company.  Mr.
Hashim, Mr. Lederman and Ms. Beth are also directors of NRD Capital
Management, an affiliate of Parent and Merger Subsidiary.

Mr. Hyatt also announced as of the Effective Time, his immediate
resignation from his position as the Company's president and chief
executive officer.  At the Effective Time, Mr. Hashim was appointed
by the board of directors as president and chief executive officer
of the Company.

Mr. Hashim, 50, is the founder and managing partner of NRD Capital
Management and controls the operations of NRD Partners II, L.P., an
affiliate of Parent and Merger Subsidiary.  Based in Atlanta, NRD
Capital Management is focused on supporting the growth of high
quality consumer brands by positioning them for accelerated
success, and its portfolio now includes successful QSR concepts
like Fuzzy's Taco Shop and the iconic American brand Frisch's Big
Boy, acquired by an affiliate of NRD Capital Management in 2015.
Mr. Hashim brings to the Company demonstrated management,
operational and leadership ability, and has been internationally
recognized for expertise in the foodservice and franchising
industry. Mr. Hashim previously served as Chairman of the Board of
Directors for the International Franchise Association (IFA),
representing the franchise industry and its $1.3 trillion in annual
economic output.

                       About NRD Capital

NRD Capital invests in brands that offer superior products or
services and compelling unit-level economics in order to help them
strategically grow through the power of franchising. The fund was
founded in 2014 by Aziz Hashim, one of the world’s leading
experts on franchising, with the goal of leveraging operational and
financial experience to position high quality brands for
accelerated but responsible growth. The differentiated private
equity fund takes a unique approach to investing, applying
operating expertise and leveraging its wide network of franchisees,
in addition to infusing capital in its portfolio companies.

                       About Ruby Tuesday

Based in Maryville, Tennessee, Ruby Tuesday, Inc. --
http://www.rubytuesday.com/-- owns and franchises Ruby Tuesday
brand restaurants.  As of Dec. 1, 2017, there were 596 Ruby Tuesday
restaurants in 41 states, 14 foreign countries, and Guam.  Of those
restaurants, the company owns and operates 541 Ruby Tuesday
restaurants and franchises 55 Ruby Tuesday restaurants.  The
company-owned and operated restaurants are concentrated primarily
in the Southeast, Northeast, Mid-Atlantic, and Midwest of the
United States, which are considered to be the company's core
markets.

Ruby Tuesday reported a net loss of $106.1 million on $951.97
million of total revenue for the year ended June 6, 2017, compared
to a net loss of $50.68 million on $1.09 billion of total revenue
for the year ended May 31, 2016.  As of Sept. 5, 2017, Ruby Tuesday
had $701.02 million in total assets, $403.12 million in total
liabilities and $297.9 million in total shareholders' equity.

                         *     *     *

As reported by the TCR on Oct. 20, 2017, S&P Global Ratings placed
its ratings, including the 'CCC+' corporate credit rating, on
casual dining restaurant operator Ruby Tuesday Inc. on CreditWatch
with developing implications.  The CreditWatch placement follows
Ruby Tuesday's announcement that it has reached a definitive
agreement to be acquired by Atlanta-based private equity firm NRD
Capital in an approximately $335 million transaction.


SIGNODE INDUSTRIAL: S&P Places 'B' CCR on CreditWatch Positive
--------------------------------------------------------------
S&P Global Ratings placed all its ratings on Glenview, Ill.-based
Signode Industrial Group Lux S.A., including the 'B' corporate
credit rating, on CreditWatch with positive implications.

As of Sept. 30, 2017, Signode had about $2.13 billion in funded
debt outstanding.

The CreditWatch placement follows Crown's announcement that it will
purchase Signode for roughly $3.91 billion. S&P said, "We believe
Signode could benefit from support from higher-rated Crown, which
has a considerably stronger credit profile. Therefore, we believe
the transaction will enhance Signode's credit quality on a
consolidated basis."

S&P said, "We expect to update the CreditWatch placement in about
the next 90 days following the close of the acquisition, which is
expected by the end of the first quarter of 2018. When further
transaction details are available, we will review Signode for a
potential upgrade. The magnitude of such an upgrade would depend on
a number of factors, including the pro forma capital structure and
operating plans and our assessment of the strategic importance and
commitment of the parent to the subsidiary. And as stated earlier,
if all Signode debt is repaid or guaranteed, we would also withdraw
the ratings.

"Alternatively, if the proposed transaction does not close, we
would likely affirm the ratings and remove them from CreditWatch."


SOUTHEAST POWERGEN: S&P Lowers CCR to 'B' on Weaker Performance
---------------------------------------------------------------
S&P Global Ratings lowered its project rating on Southeast PowerGen
LLC (SEPG) to 'B' from 'B+'. The outlook is negative. The recovery
rating on this debt is 3 (50%), indicating S&P's expectation for
meaningful recovery in a default.

Although operating performance remains strong at SEPG, S&P has
revised its forecast downward to reflect weaker market conditions.


S&P said, "At the time the project issued the debt in 2014, we had
forecast cash flows available for debt service (CFADS) to be around
$90 million. For 2017, SEPG will likely have CFADS of less than
half that. Management is forecasting a DSCR in 2017 of 1.41x
compared to their initial budget of 1.91x, which SEPG based on the
expectation of higher merchant gross margins from its Effingham
plant. Instead, Effingham contributed almost 40% less than
expected. Meanwhile SEPG's  Sandersville units 3,4,7,8 have also
not recontracted for capacity. Unlike Effingham, however, they have
sat idle since 2016. Given the weak market conditions in Georgia,
we have lowered our recontracting assumptions for the other plants
in the portfolio. While all the contracted plants have power
purchase agreements (PPAs) that continue after the term loan B
matures in December 2021, we assume that SEPG will have to
refinance the debt. Our refinance period goes out to 2030, which
occurs after the current revenue contracts expire, exposing the
project to recontracting risk. We have also increased our expense
forecast, as recent actuals have been higher than expected, and we
may raise our expense assumptions further.

"In contrast to management, we are forecasting a 2017 DSCR of
1.26x. In our calculation of debt service coverage, we exclude the
release of debt service reserves and interest income from CFADS.
Even though the project has not made an excess cash flow sweep in
two years and its debt balance is above the target, the project did
make optional pre-payments of principal of $21.6 million in 2016
and $18.5 million in 2017, fulfilling all future mandatory
principal obligations and reducing the debt balance. The current
balance of the term loan B of $432.7 million is now below the 2017
target, but we are forecasting around $364 million due at the time
of refinancing, considerably higher than the 2021 target of $235
million.

"With our revised forecast, we are projecting a minimum DSCR of
0.83x in 2022, coverage commensurate with a 'b' level given that
the average DSCR is above 1.0x and the minimum occurs during our
refinance period. The weakness in cash flows in 2022 and 2023 are
due to the jump in debt service. Debt service increases because we
assume straight-line amortization of both the term loan B and the
revolver at 8.35%. Debt service decreases after 2023 as the
Mackinaw debt is paid off. While coverage improves from 2024
onwards, and the Mackinaw assets have unencumbered cash flows after
this point, coverage could deteriorate if the Mackinaw assets are
not able to recontract at similar rates. Furthermore, the project's
financial viability could be in jeopardy if interest rates or
operating expenses escalate, or there is a significant shift in
major maintenance.

"A reduction in cash flows also reduces the net present value
expected in our default scenario, lowering the percent recovered,
but not changing the recovery score.

The portfolio includes:

-- One combined-cycle mid-merit facility: Effingham (510 megawatts
[MW]);

-- Four combustion-turbine peaking facilities: Monroe (309 MW),
Washington (620 MW), Walton(465 MW), and Sandersville (600 MW);
and

-- One cogeneration facility: Mid-Georgia Cogen (300 MW).  
   
Operations Phase SACP: b

The project has moderate market exposure and a fair competitive
position. With no country risk, this results in a preliminary
operating phase business assessment (OPBA) of '10'.

Based on the OPBA of 10, the minimum debt service coverage of 0.83x
is in the 'b' category range. Although there are two years with
coverage below 1.0x, the project has sufficient liquidity to cover
debt service and the average DSCR is above 1.0x. Our refinancing
scenario assumes fully amortizing debt through the life of the
assets rather than a sweep structure like a term loan B. Under this
scenario we are looking at the project's capacity to fully repay
debt. However, these types of projects commonly refinance with debt
that includes some sort of sweep. This would mean lower required
debt service with an additional sweep, likely resulting in coverage
above 1.0x. As the project survives under our fully amortizing
scenario due to sufficient liquidity, and minimum coverage is
likely above 1.0x under a sweep scenario, the preliminary
operations phase SACP is 'b'. The downside case performance of the
credit reflects the 'b' category, resulting in an operations phase
SACP of 'b'.

The project's liquidity assessment is neutral. The project's
refinancing risk results in a 'b+' cap. All material irreplaceable
counterparties are rated above the project, resulting in a final
rating of 'B'.

Modifiers

Modifiers have no impact on the project's rating.


S&P said, "We assess SEPG's liquidity as neutral. SEPG has a cash
and letter of credit (LOC)-funded six month debt service, which is
typical for projects of this kind. As of September 30, 2017, the
DSRA is funded with $5 million from an LOC and $7 million with
cash. There is no major maintenance reserve requirement. However,
the project has a $70.5 million revolver it can rely upon for
supplemental liquidity. $58 million is reserved for LOCs, which
cover project contracts and the DSRA. That leaves $12.5 million for
working capital, which is undrawn. In addition, subsidiary Mackinaw
Power has a major maintenance reserve that will be used for plants
under that collateral package. As a peaking portfolio, major
maintenance at Mackinaw is infrequent and there are sufficient cash
flows to cover MM expenses.

"The negative outlook reflects our expectation that current market
conditions will persist, keeping our minimum DSCR, which occurs in
our refinancing period, in the range 0.8x to 1.0x. We will revisit
our rating after Q1, when the 2018 budget is released and we can
assess performance to date. In the meantime, though two of the
power plants within the project portfolio are merchant exposed,
cash flows from the contracted plants will provide support and
reduce volatility in the near-term.

"We could lower the rating further if the minimum DSCR in our base
case forecast falls below 0.8x and the project's liquidity position
weakens. This would most likely be driven by a persistently weak
power market or weak demand for capacity along with either poor
operational performance, higher costs than forecasted, or an
acceleration of major maintenance.

"We could return the outlook to stable if the power market improves
such that base case forecast minimum DSCRs move into the middle of
the 1.0x to 1.50x range, and/or if the merchant plants can
recontract on favorable terms and shore up cash flow stability.
Coverage could also improve if more of the principal is repaid than
forecasted, and if costs decrease."


SPEEDVEGAS LLC: Wants Up to $600,000 in DIP Financing From EME
--------------------------------------------------------------
Speed Vegas, LLC, seeks permission from the U.S. Bankruptcy Court
for the District of Delaware to obtain postpetition secured
financing from EME Finance, LLC, and to use cash collateral.

The Debtor wants up to $600,000 in principal amount of new
postpetition financing from Lance Harris, in his capacity as
administrative agent and collateral agent for the lender.  The
Debtor wants to roll-up the Gap Period Loan, bringing the total
amount of the DIP Financing to $800,000.

The Debtor will borrow and use up to $250,000 during the period
from the entry of the interim court order and the entry of the
final court order.

The DIP Lenders are a subset of the Debtor's primary prepetition,
secured lenders, and the DIP Agent is also the Collateral Agent
under the existing prepetition secured facility.  Following the
filing of the involuntary petition, the DIP Lenders agreed to
extend the Debtor $200,000 in additional secured financing to
enable the Debtor to prepare for a voluntary Chapter 11 case and
pay certain business expenses and capital expenditures.  It was
contemplated from the outset of the Gap Period Loan that the Debtor
would seek to roll up the Gap Period Loan amount into the Debtor's
ultimate DIP financing facility.

The Debtor evaluated its cash position during the Gap Period, and
based on the anticipated cash needs of the Debtor for the
post-petition period, determined that it is necessary for the
Debtor to secure financing in order to achieve a successful
reorganization in Chapter 11.

The DIP Agreement contemplates that the following fees shall accrue
to the DIP Facility balance: (i) a Closing Fee of $15,000 that
shall be fully earned at Closing; (ii) A Commitment Fee of 5.0% per
annum charged on the average unused portion of the DIP Credit
Facility, earned monthly; and (iii) An Administrative Fee in the
amount of $5,000 per month the first of which is earned at Closing,
and earned on the first day of each subsequent calendar month
thereafter.  Interest will accrue at the rate of 18% and the
default rate of interest will be an additional 2%.

The DIP Lenders will be granted valid first priority, senior
security interests in, and liens on all assets of the Debtor and
other property acquired and/or created by the Debtor from and after
the Petition Date

The Obligations arising under or in connection with the DIP
Facility will constitute allowed administrative expense claims
equal in priority to a claim under Section 364(c)(1) of the U.S.
Bankruptcy Code, and except as otherwise provided in the interim
court order with respect to the carve-out will have priority over
all other costs and expenses of administration of any kind and be
payable from and have recourse to all assets and property of the
Debtor, including, subject to entry of the final court order, the
proceeds of any avoidance actions.

The DIP Liens will be subject and subordinate to any perfected
vehicle financing liens in place as of the Petition Date.  The DIP
Liens and the superpriority administrative claim will be subject to
a carve-out for the payment of U.S. Trustee fees, court costs and
professional fees, as set forth in the Interim Order.

All obligations under the DIP Facility, accrued or otherwise, would
be due and payable in full within 30 days from closing, unless a
Final Order has been entered approving the DIP Facility on a final
basis.  Upon entry of a Final Order, the Termination Date would be
the earliest of (i) 7 months from Closing; (ii) an event of default
by the Borrower as specified under the proposed DIP Facility
documents; or (iii) the closing of the sale of all or substantially
all the assets of the Debtor.  The Final Order must be final within
15 days of its entry, not subject to any stay, and acceptable to
Agent in its reasonable discretion.

The Closing on the DIP Facility will be conditioned upon
satisfaction of the following conditions precedent as well as other
conditions customary of transactions of this type: (i) all
necessary consents and approvals to the financing shall have been
obtained; (ii) Receipt of an acceptable Debtor-in-Possession weekly
Budget for the first thirteen weeks and rolling thereafter;
(iii) the Court will grant adequate protection with respect to the
Senior Loan until the final roll-up of the Existing Credit Facility
into the DIP Facility; (iv) Any other information (financial or
otherwise) reasonably requested by the Agent will have been
received by the Agent and will be in form and substance reasonably
satisfactory to the Agent; and (v) Execution and delivery of the
documentation satisfactory in form and substance to Agent and its
counsel.

A copy of the Debtor's request is available at:

           http://bankrupt.com/misc/deb17-11752-80.pdf

                        About Speed Vegas

Speed Vegas, LLC -- https://speedvegas.com/ -- owns a car racing
track in the Las Vegas Valley, Nevada.  Speedvegas delivers the
longest driving experience in Las Vegas: a monster 1.5 mile track,
with a half mile straight.  Racers can choose from a multi-million
dollar collection of exotic supercars: Ferrari, Lamborghini,
Porsche, Mercedes & more.

Phil Fiore, Velocita, LLC, EME Driving, LLC, Thomas Garcia,
Sloan-Speed, LLC, and T-VV, LLC, filed an involuntary Chapter 11
petition (Bankr. D. Del. Case No. 17-11752) against alleged debtor
Speed Vegas, LLC, on Aug. 12, 2017.

The Hon. Kevin J. Carey presides over the case.

Steven K. Kortanek, Esq., at Drinker, Biddle, & Reath LLP, serves
as the Debtor's bankruptcy counsel.


SPORTS ZONE: 9 Affiliates' Case Summary & Unsecured Creditors
-------------------------------------------------------------
Nine subsidiaries of The Sports Zone, Inc. (Bankr. D. Md. Case No.
17-26758) that filed voluntary petitions for bankruptcy relief and
protection under Chapter 11 of the Bankruptcy Code:

     Debtor                                      Case No.
     ------                                      --------
     The Zone 220, LLC                           17-26998
        dba Sports Zone
        dba Sports Zone Elite
     5851 Ammendale Road
     Beltsville, MD 20705

     Sports Zone of Hechinger, LLC               17-27001
     The Zone 450, LLC                           17-27003
     The Zone 600, LLC                           17-27005
     The Zone 620, LLC                           17-27006
     Zone of DC USA, LLC                         17-27007
     The Zone 700 L.L.C.                         17-27008
     The Zone 870 L.L.C.                         17-27009
     The Zone 999 L.L.C.                         17-27010

Business Description: Based in Beltsville, Maryland, Sports
                      Zone -- https://sportszoneelite.com --
                      operates retail stores offering brands like
                      Adidas, New Balance, and The North Face.
                      Since 1985, the Debtors have operated
                      sneaker and sporting apparel stores at
                      shopping malls in Maryland, Virginia, and
                      the District of Columbia.  As recently as
                      September 2017, the Debtors operated 28
                      stores.  In September 2017, the Debtors
                      closed 17 of its stores, leaving 11 stores
                      open.  The Debtors intend to close one more
                      store in January 2018.  Each of the Debtors
                      is 100% owned by The Sports Zone, Inc.

Chapter 11 Petition Date: December 21, 2017

Court: United States Bankruptcy Court
       District of Maryland (Greenbelt)

Judge: Hon. Thomas J. Catliota

Debtors' Counsel: Justin P. Fasano, Esq.
                  Janet M. Nesse, Esq.
                  Craig M. Palik, Esq.
                  MCNAMEE HOSEA
                  6411 Ivy Lane, Suite 200
                  Greenbelt, Maryland 20770
                  Tel: (301) 441-2420
                  Fax: (301) 982-9450
                  E-mail: jnesse@mhlawyers.com
                          cpalik@mhlawyers.com
                          jfasano@mhlawyers.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $0 to $50,000

The petition was signed by Michael Dahan, CEO of The Sports Zone,
Inc., managing member.

Debtor The Zone 220, LLC listed Fairfax Company of Virginia LLC as
its sole unsecured creditor holding a claim of $11,279.

A full-text copy of The Zone 220, LLC's petition is available for
free at:

        http://bankrupt.com/misc/mdb17-26998.pdf


SUNOCO LP: S&P Alters Outlook to Stable & Affirms 'BB-' CCR
-----------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB-' corporate credit
rating on Sunoco L.P. and revised the outlook to stable from
negative.

"At the same time, we raised our issue-level rating on Sunoco's
senior secured debt to 'BB+' from 'BB' and revised the recovery
rating to '1' from '2'. The '1' recovery rating reflects our
expectation of very high (90%-100%; rounded estimate: 95%) recovery
in the event of a default.

"We also affirmed the issue-level rating of 'B+' on the
partnership's senior unsecured debt. The recovery rating of '5'
unchanged, reflecting our expectation of modest (10%-30%; rounded
estimate: 15%) recovery in the event of a payment default.

"The rating action reflects our view that Sunoco should be able to
meaningfully reduce financial leverage once the sale of the retail
stores closes, which will allow the partnership to repair its
balance sheet and improve distribution coverage in 2018. We expect
the partnership's adjusted financial leverage will improve by more
than a full turn in 2018, with adjusted debt to EBITDA in the
5.2x-5.3x area compared to about 6.75x for the 12-months ended
Sept. 30, 2017. Therefore, we are revising Sunoco's financial risk
profile to aggressive from highly leveraged. In addition, we
believe that the partnership will likely use a portion of the
proceeds to redeem its preferred equity and some of its common
units, which will strengthen distribution coverage to about 1.1x.

"We are also revising our assessment of Sunoco's business risk
profile to fair from satisfactory to reflect the partnership's more
limited scale, scope, and asset diversity pro forma for the sale.
That said, we view Sunoco's wholesale fuels distribution business
as having considerable economies of scale and providing a
relatively stable cash flow stream that will account for about 70%
of Sunoco's gross profit. Sunoco has one of the largest wholesale
fuel logistics platforms in the U.S., suppling fuel to about 7,000
gasoline stations across more than 30 states located mainly along
the Eastern seaboard and in Texas and Hawaii. As of Sept. 30, 2017,
the business distributed about eight billion gallons of motor
fuels.

"The stable outlook reflects our belief that Sunoco will repay a
significant portion of debt with the proceeds from the retail asset
sale, resulting in improved credit metrics with adjusted leverage
in the low-5x area.

"We could lower the rating if operational performance is weaker
than expected, such that debt to EBITDA continues to be above 5.5x,
with no clear path to improvement. The rating could also be
pressured if Sunoco were unable to execute its strategy to expand
its wholesale business and keep distribution coverage in the 1.1x
area and the cost of equity continued to be challenged, limiting
balance sheet flexibility."

Higher ratings are unlikely at this time, unless Sunoco embraces a
more conservative financial policy, such that debt to EBITDA is in
the low 4x area consistently.


T K MINING: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of T K Mining Services, LLC as of
Dec. 20, according to a court docket.

                   About T K Mining Services

T K Mining Services, LLC, is engaged in the business of providing
mining services from its Delta, Colorado location.

T K Mining Services sought Chapter 11 protection (Bankr. D. Col.
Case No. 16-21016) on Nov. 10, 2016.  The petition was signed by
Keith Burhdorf, manager.  The Debtor estimated assets of $500,000
to $1 million and debt of $1 million to $10 million.

The case is assigned to Judge Elizabeth E. Brown.

The Debtor tapped Thomas F. Quinn, Esq., at Thomas F. Quinn, P.C.
as counsel.

No trustee, examiner, or statutory creditors' committee has been
appointed in the Chapter 11 case.  TKM continues to operate its
business in the ordinary course.


TEGNA INC: S&P Alters Outlook to Negative on Acquisition Agreement
------------------------------------------------------------------
S&P Global Ratings revised its rating outlook on McLean, Va.-based
TEGNA Inc. to negative from stable and affirmed its 'BB+' corporate
credit rating on the company.

S&P said, "The outlook revision reflects TEGNA's elevated leverage
and our expectation that its debt to average eight-quarter EBITDA
will remain above 4x in 2018. TEGNA's leverage gradually increased
to around 4x over the course of 2017 as a result of the spin-off of
Cars.com, higher expenses, and a weak core advertising environment.
The recently announced transaction will result in leverage
increasing about 0.2x, and we expect TEGNA to remain acquisitive.
We could lower the rating if we become convinced that leverage will
remain above 4x on a sustained basis.

"The negative outlook reflects our expectation that TEGNA's
leverage will remain above 4x over the next year.

"We could lower the corporate credit rating over the next year if
unexpected operating missteps in acquisition integration or growth
initiatives lead to weaker profitability and adjusted debt to
average eight-quarter EBITDA remaining above 4x. We could also
lower the rating if TEGNA remains acquisitive, which we expect
would delay deleveraging again and result in leverage remaining
above 4x.

"We could revise the outlook to stable if the company successfully
executes its growth strategy and moderates shareholder-favoring
initiatives and strengthens its credit metrics. More specifically,
we could revise the outlook to stable if debt to eight-quarter
average EBITDA declines below 4x on a sustained basis."


VERTEX ENERGY: Amends Credit Facility to Lower Min. Availability
----------------------------------------------------------------
On or around Oct. 9, 2017, Vertex Energy, Inc., its wholly-owned
subsidiary, Vertex Energy Operating, LLC and substantially all of
its other direct and indirect subsidiaries, entered into a First
Amendment and Consent to Credit Agreement, with Encina Business
Credit, LLC, as agent, and Encina Business Credit SPV, LLC and
CrowdOut Capital LLC, as lenders.  The First Amendment and Consent
to Credit Agreement corrected several drafting errors from the
original Credit Agreement

On Dec. 15, 2017, the Company and Vertex Operating, entered into
(a) a First Amendment to ABL Credit Agreement, with the Agent, and
Encina, as lender; and (b) a Second Amendment to Credit Agreement,
with the Agent, and Encina and CrowdOut, as lenders.

The Credit Agreement Amendments amended the ABL Credit Agreement
and Credit Agreement the Company entered into on Feb. 1, 2017, with
the Agent and the various lenders party thereto to decrease the
required minimum availability under the Credit Agreements to $1.5
million for periods prior to Dec. 31, 2017 (effective as of Nov. 5,
2017) and $2.5 million thereafter.  Previously the Company was
required to maintain minimum availability of at least $2.5 million
at all times.

                      About Vertex Energy

Vertex Energy, Inc. (VTNR) -- http://www.vertexenergy.com/-- is a
specialty refiner and marketer of hydrocarbon products.  The
Company's business divisions include aggregation and transportation
of refinery feedstocks such as used motor oil and other petroleum
and chemical co-products to produce and commercialize a broad range
of high purity intermediate and finished products such as fuel
oils, marine grade distillates and high purity base oils used for
lubrication.  Vertex operates on a regional model with strategic
hubs located in key geographic areas in the United States.  With
its headquarters in Houston, Texas, Vertex Energy's processing
operations are located in Houston and Port Arthur (TX), Marrero
(LA), and Columbus (OH).

Vertex Energy reported a net loss of $3.95 million for the year
ended Dec. 31, 2016, a net loss of $22.51 million for the year
ended Dec. 31, 2015, and a net loss of $5.87 million in 2014.  

As of Sept. 30, 2017, Vertex Energy had $82.28 million in total
assets, $30.90 million in total liabilities, $22.09 million in
temporary equity, and $29.29 million in total equity.


VIRGIN ISLANDS PA: S&P Keeps B+ Revenue Bonds Rating on Watch Neg.
------------------------------------------------------------------
S&P Global Ratings has maintained its 'B+' underlying rating (SPUR)
on the Virgin Islands Port Authority's (VIPA) marine revenue bonds,
on CreditWatch with negative implications, where they were placed
Sept. 20, 2017.

"The rating action reflects our view of the port's weakened
business prospects in the aftermath hurricanes, Irma and Maria,
which struck the U.S. Virgin Islands in September," said S&P Global
Ratings credit analyst Todd Spence. S&P believes VIPA's finances
are vulnerable, given the port's reliance on revenue related to
cruise ships. The hurricanes adversely affected the local
tourist-dependent economy; their impact on the cruise activity is
likely to have a negative impact on debt service coverage and
liquidity. In addition, storm-related capital requirements could
lower liquidity. Although VIPA has financial resources to mitigate
some of the impact, the severity and duration of the impact are
unknown and some factors will be outside of management control.

This rating action affects about $42 million of marine revenue
bonds outstanding.

VIPA, working in conjunction with the USVI territorial government
along with its insurance carriers, is still determining the full
extent of damages. However, initial surveys estimate the property
damage at $85 million for the combined airport and marine
facilities. VIPA expects existing insurance to cover most of the
repair costs. In addition, the authority is applying for Federal
Emergency Management Agency assistance in the repair and
rehabilitation of its facilities.

S&P will monitor the VIPA's recovery from the storm and the
authority's financial condition, and will update the CreditWatch
placement as developments warrant.


                            *********

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.
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Each Tuesday edition of the TCR contains a list of companies with
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Don't be fooled.  Assets, for example, reported at historical cost
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equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
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Each Friday's edition of the TCR includes a review about a book of
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available at your local bookstore or through Amazon.com.  Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

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S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
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Editors.

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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                   *** End of Transmission ***