TCR_Public/171026.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, October 26, 2017, Vol. 21, No. 298

                            Headlines

201 LUIZ MARIN: Case Summary & 11 Unsecured Creditors
21ST CENTURY ONCOLOGY: Landlords, Physicians Object to Disclosures
ACCURIDE CORP: S&P Affirms 'B' CCR Amid Planned $90MM Loan Add-On
ACOSTA INC: Bank Debt Trades at 12% Off
ADAMS RESOURCES: Wants to Maintain Plan Exclusivity Until Feb. 15

ADVANCED SOLIDS: Sale of Equipment to Portable Mud for $571K Okayed
AEROGROUP INT'L: Taps Piper Jaffray as Investment Banker
AEROPOSTALE INC: Gets Further Exclusivity Extension Thru Nov. 7
ALL-STATE FIRE: Wells Fargo Wants to Prohibit Use of Cash
ALTAMONTE VETERINARY: November 30 Confirmation Hearing

AMERICAN TANK: Barred From Using MidSouth Cash Collateral
APOLLO SOLAR: May Use Cash Collateral Until Jan. 31, 2018
ARABELLA PETROLEUM: Trustee Sale of Back-In Working Interests OK'd
ARCONIC INC: Appoints Charles "Chip" Blankenship CEO
ARCONIC INC: Appoints Eric Roegner EVP and Group President

AVAYA INC: Files Second Amended Reorganization Plan
AVAYA INC: Reaches PBGC Deal on Salaried Employees Pension Plan
BAYWAY HAND: Trustee's Sale of Broadway Property for $12.3M Okayed
BOMBARDIER INC: Moody's Lowers CFR to B3 & Revises Outlook to Neg.
BREITBURN ENERGY: Court to Hear Disclosures at Nov. 14 Hearing

BURNHAM PROPERTIES: Case Summary & Unsecured Creditor
CALCEUS ACQUISITION: S&P Upgrades CCR to 'B', Outlook Stable
CAMBER ENERGY: Discusses Results of Well Workovers & Future Plans
CAPTAIN TRANSPORT: Has Approval to Use Cash Until Nov. 21
CARLOS HARO: Vanterpool Buying Pembroke Pines Property for $351K

CASHMAN EQUIPMENT: Sale of Vessels in Ordinary Course Approved
CECIL BANCORP: Court Approves Disclosures & Confirms Plan
CHESTER MARINA: Case Summary & Unsecured Creditor
CHRIS CARLSON: Taps Larson & Company as Accountant
COMBIMATRIX CORP: SEC Declares Invitae's Form S-4 as Effective

COMFORT HOLDING: Moody's Lowers CFR to B3 on Weak Performance
CONCHO RESOURCES: Likely to Cross Into Investment Grade in 2018
CONSOLIDATED COMMUNICATIONS: Bank Debt Trades at 3% Off
COTY INC: Moody's Affirms Ba1 CFR & Alters Outlook to Negative
CREEKSIDE HOMES: Wants to Use Cash Collateral

CUPCAKE SPOT: Taps ZASZ Enterprises as Accountant
DALTON OUTDOOR: Seeks to Hire MJ Harder as Accountant
DAYCO LLC: S&P Downgrades CCR to 'B' on Weak Credit Metrics
DELIVER BUYER: S&P Alters Outlook to Pos. & Affirms 'B' CCR
DETROIT DOWNTOWN: Fitch Affirms BB+ Rating on Series 1998A Bonds

ENERGY FUTURE: Seeks Entry of Final Decree Closing Cases
FAIRGROUNDS PROPERTIES: Voluntary Chapter 11 Case Summary
FRESH FANATIC: Taps Raines & Fischer as Accountant
FRONTIER COMMUNICATIONS: Bank Debt Trades at 5% Off
G.E.M. HOLDINGS: Hires Copeland Law Firm as Bankruptcy Counsel

GENERAL STEEL: Incurs $294,000 Net Loss in Q2 2016
GENERAL STEEL: Posts $2.54 Million Net Income in Q1 2016
GENERAL STEEL: Reports $2.08 Million Net Income for Q3 2016
GETTY IMAGES: Bank Debt Trades at 13% Off
GOEASY LTD: Moody's Assigns Ba3 LT Corporate Family Rating

GOEASY LTD: S&P Rates New $300MM Sr. Unsecured Notes Due 2022 BB-
GRANDPARENTS.COM INC: Trustee Taps Genovese as Special Counsel
GREAT FALLS DIOCESE: Taps Drake Law Firm as Special Counsel
HAMILTON ENGINEERING: HEI Acquisition Buying All Assets for $1.3M
HAWAII ISLAND AIR: May Use Cash Collateral Until Nov. 15

HELIOS AND MATHESON: Inks 3rd Amendment & Exchange Pact with Hudson
HILL'S VAN SERVICE: U.S. Trustee Unable to Appoint Committee
HORIZON SHIPBUILDING: Voluntary Chapter 11 Case Summary
HRP II LLC: Plan Payments to be Funded by Cash, Rental Income
INSTALLATION SERVICES: Taps Magee Goldstein as Legal Counsel

INTEGRITY LIFE: Hurricane Irma Delays Formulation of Plan
JASON MAZZEI: Sale of Meadville Property for $100K Withdrawn
JEFFREY L. MILLER: ESJ Buying Four Tampa Parcels for $7M
K & D HOSPITALITY: Asks for Court's Nod to Use Cash Collateral
LANDS' END: Bank Debt Trades at 17% Off

LANE FAMILY: Allowed to Use Cash Collateral Through Dec. 31
LAURA ELSHEIMER: Asks for Court's Nod to Use Cash Collateral
LEGEND SECURITIES: SIPA Claims Bar Date Set for April 20
LIVE NATION: Moody's Hikes CFR to Ba3 & Alters Outlook to Stable
MAC ACQUISITION: Selling Four Liquor Licenses for $1.2 Million

MARKS FAMILY: Taps Century 21 as Real Estate Broker
MEDALLION MIDLAND: Moody's Assigns B2 CFR; Outlook Positive
MILLER MARINE: Disclosure Statement Conditionally Approved
MOMENTIVE PERFORMANCE: 2nd Cir. Rules in Favor of Secured Creditors
MONAKER GROUP: Incurs $1.7 Million Net Loss in Second Quarter

MPM SILICONES: 2nd Cir. Affirms Ruling on Make-Whole Claims
NATIONAL EVENTS: Taps EisnerAmper as Accountant
NAVISTAR INTERNATIONAL: Fitch Affirms B- IDR; Outlook Stable
NC DEVELOPMENT: Taps Oak Crest as Real Estate Broker
NEOPS HOLDINGS: Has Final OK to Obtain DIP Financing & Use Cash

NICE CAR: Unsecured Creditors to Get $12,106 Under Chapter 11 Plan
NOVA ACADEMY: S&P Cuts 2015 Education Bonds Rating to 'BB'
PACIFIC 9: Court Sets December 14 Plan Confirmation Hearing
PASS BUSINESS: Jan. 23 Plan Confirmation Hearing
PELICAN REAL ESTATE: Trustee's Bid to Sell TM 25 Pools Abated

PERFORMANCE SPORTS: Equity Panel Objects to Claim 444 CrossMotion
PETROQUEST ENERGY: 41 mmcfe/d Combined Rate From 3 Latest Wells
PLANO IZMIR: Taps Quilling Selander as Legal Counsel
PME MORTGAGE: B. Weiner, J. Goulding No Longer Committee Members
POINT.360: Oct. 31 Hearing Set to Consider Final OK on Financing

POTLATCH CORP: Merger with Deltic Credit Positive, Moody's Says
POTLATCH CORP: S&P Alters Outlook to Pos. Amid Deltic Timber Deal
PUERTO RICO: Assured Guaranty Withdraws Suit vs Fiscal Plan
RBS GLOBAL: Moody's Hikes Corporate Family Rating to B1
REPLOGLE HARDWOOD: Wants Up to $300,000 Financing From Capstan II

RMS TITANIC: Needs More Time to Complete Sale, File Plan
ROOSTER ENERGY: Reorg Plan Filed; Nov. 20 Disclosures Hearing Set
ROSTRAVER TOWNSHIP: Moody's Lowers Sewer Rev. Debt Rating to Ba1
SAN LUIS FDC: S&P Raises Refunding Revenue Bonds Rating to 'CCC'
SEARS CANADA: Ontario Pension Guarantor Faces $79.3M Liability

SHEPHERD UNIVERSITY: May Obtain DIP Financing Until Dec. 6
SIGEL'S BEVERAGES: Kaiser Buying Richardson Property for $185K
SUCCESSFUL ASSET: Taps Anthony Nini as Accountant
SUNBURST FARMS: Dec. 11 Online Auction of Equipment by High Plains
SUNRISE REAL ESTATE: Late 10-K Shows $6.7M Net Loss in 2015

TAKATA CORP: Wants to Move Plan Filing Period to January 21
TEMPLE SHOLOM: Jivan Buying Floral Park Property for $835K
TERRAFORM POWER: Moody's Hikes CFR to B1; Outlook Stable
TEXAS FLUORESCENCE: Wants to Move Plan Filing Period to Nov. 29
TOYS "R" US: Summer Infant Enters Into Amended Credit Agreement

TOYS "R" US: Wins Final Approval of $3 Billion of DIP Financing
TRUCK HOLDINGS: S&P Revises Outlook to Neg on Weak Credit Metrics
UNIFRAX I: Moody's Affirms B2 CFR & Rates New 2nd Lien Loan Caa1
UNIFRAX I: S&P Rates 2nd Lien Term Loan 'B-' & Retains 'B' CCR
VERMEIL LLC: Plan to be Funded from Sale of Real Property

WAJAX CORP: S&P Affirms Then Withdraws 'BB+' Corp Credit Rating
WALTER INVESTMENT: Bank Debt Trades at 8% Off
WALTER INVESTMENT: Inks Confidentiality Pacts with Noteholders
WARRIOR MET: Moody's Assigns B3 CFR & Rates Secured Notes B3
WHISPERS RESTAURANT: November 21 Confirmation Hearing

WILLIAMS FINANCIAL: Asks Approval of Referral Deals w/ NAM & NSC
WINK HOLDCO: Moody's Assigns 'B2' CFR & Rates 1st Lien Loans 'B1'
WINK HOLDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
[*] JND's Keough Named Female Entrepreneur of the Year Finalist
[*] Paul Basta Joins Paul Weiss' Bankruptcy Department as Co-Chair

[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

201 LUIZ MARIN: Case Summary & 11 Unsecured Creditors
-----------------------------------------------------
Debtor: 201 Luiz Marin Realty, LLC
        201 Luis Marin Blvd.
        Jersey City, NJ 07302

Type of Business: Single Asset Real Estate (as defined in 11
                  U.S.C. Section 101(51B))

Chapter 11 Petition Date: October 23, 2017

Case No.: 17-31443

Court: United States Bankruptcy Court
       District of New Jersey (Newark)

Judge: Hon. Stacey L. Meisel

Debtor's Counsel: Jerome M Douglas, Esq.
                  LAW OFFICES OF JEROME M. DOUGLAS, LLC
                  1600 Route 208 North
                  Hawthorne, NJ 07507
                  Tel: 973-238-8638
                  Fax: (973) 238-8639
                  E-mail: jdouglasatty@gmail.com

Total Assets: $0

Total Liabilities: $3.37 million

The petition was signed by Stephen Anatro, managing member.

A full-text copy of the petition, along with a list of 11 unsecured
creditors, is
available for free at http://bankrupt.com/misc/njb17-31443.pdf


21ST CENTURY ONCOLOGY: Landlords, Physicians Object to Disclosures
------------------------------------------------------------------
BankruptcyData.com reported that certain landlords, physicians,
managers and related entities and administrative services agreement
parties (collectively, the "Creditor Group") filed with the U.S.
Bankruptcy Court an objection to 21st Century Oncology Holdings'
Disclosure Statement related to Joint Chapter 11 Plan of
Reorganization.  The Creditor Group argues, "The Disclosure
Statement should not be approved because it does not provide
information of a kind, and in sufficient detail, that would enable
such a hypothetical investor to make an informed judgment about the
Plan.  The Debtors failed to disclose the required financial
information with respect to the ramifications of the Plan, so that
creditors and parties in interests can 'arrive at an informed
decision concerning the acceptance or rejection of a proposed
plan,' as required under applicable law. Indeed, the Disclosure
Statement sidesteps many factors known to the Debtors that will
bear upon the success or failure of the proposals contained in the
Plan. First, the Disclosure Statement fails to disclose the
substantial economic risk facing the Debtors without resolution of
disputes with the Employees/Contractors, Practice Management
Groups, and Landlords that comprise the Creditor Group. Second,
pursuant to the Disclosure Statement at Section VII.E, unless
expressly rejected by the Debtors, all leases and executory
contracts will be assumed by the Debtors upon confirmation of the
Plan. The Debtors should not be able to assume unidentified
contracts. In total, to assume all of the Creditor Group's leases,
there is in excess of $60,000,000 in cure obligations. Third, given
the construct of the Plan treatment for unsecured creditors, it is
impossible for any creditor to anticipate the level of distribution
on any allowed amount of their claim that they would receive in
either cash or stock, or how much any stock distribution may be
diluted. Such a haze over the treatment of creditors is anathematic
to the statutory mandate of disclosure sufficient to enable a
hypothetical investor of the relevant class to make an informed
judgment about the Plan. Finally, the Disclosure Statement should
not be approved where the Plan itself is un-confirmable.  The
Debtors have not included any reliable revenue projections with
their Disclosure Statement.  Further, the Disclosure Statement does
not even consider the possibility or consequences if certain of the
Debtors' key constituencies (within the Creditor Group) leave the
Debtors when their contracts are rejected and/or indemnification
denied, or if the leases at their practice location is rejected.
Without these key constituencies, it will be impossible for the
Debtors to service their post-confirmation indebtedness. Without
projections that consider this outcome, there is no meaningful way
to evaluate the Plan's feasibility."

                  About 21st Century Oncology

21st Century Oncology Holdings, Inc., is a global provider of
integrated cancer care services.  As of March 31, 2017, the company
operated 179 treatment centers, including 143 centers located in 17
U.S. states and 36 centers located in seven countries in Latin
America.

21st Century and 59 U.S. affiliates filed Chapter 11 petitions
under the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-22770)
on May 25, 2017.  At the time of the filing, the Debtors estimated
their assets and debt at $1 billion to $10 billion.

The cases are pending before the Hon. Judge Robert D. Drain.

Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP, serves as the
Debtors' bankruptcy counsel.  Kurtzman Carson Consultants LLC is
the Debtors' claims and noticing agent.

On June 8, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The Committee has
tapped Morrison & Foerster LLP as counsel and Berkeley Research
Group, LLC, and financial advisor.


ACCURIDE CORP: S&P Affirms 'B' CCR Amid Planned $90MM Loan Add-On
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Accuride Corp. The outlook is stable.

At the same time, S&P affirmed its 'B' issue-level rating on the
company's secured term loan due November 2023. The '3' recovery
rating remains unchanged, indicating its expectation for meaningful
recovery (50%-70%; rounded estimate: 60%) in the event of a payment
default.

The affirmation follows Accuride's announcement that it is planning
to issue a $90 million add-on to its existing term loan B due
November 2023. The company plans to use the proceeds from the
add-on, along with $33 million of additional equity, to fund its
acquisition of mefro wheels GmbH, a leading European provider of
steel wheels. This is the second acquisition that Accuride has
announced in 2017 following its acquisition of KIC (a North
America-based wheel and wheel-end supplier), which it completed
earlier this year.

S&P said, "The stable outlook on Accuride reflects our expectation
that, pro forma for the company's acquisitions of KIC LLC and
Mefro, its leverage will remain in line with our expectations for
the current rating with debt-to-EBITDA of less than 5x. We believe
that these acquisitions will provide the company with incremental
revenue growth as it continues to execute on its global expansion
initiatives. In addition, we expect the company to benefit from
increased class 8 commercial vehicle production in 2018 and stable
demand in the class 5-7 markets, which should provide it with the
opportunity to modestly improve its credit metrics over the
forecast period.

"We could lower our ratings on Accuride over the next 12 months if
the company's debt-to-EBITDA exceeds 5x or its FOCF-to-debt ratio
declines to less than 5% on a sustained basis. This could occur if
Accuride experiences key missteps while integrating its recent
acquisitions or if the company takes on a more aggressive financial
policy such that additional debt-financed acquisitions increase its
debt-to-EBITDA above 5x. Additionally, we could lower our ratings
if the company's EBITDA margins meaningfully deteriorate due to
elevated material costs or increased pricing pressure.

"Although unlikely over the next year, we could raise our ratings
on Accuride if the company maintains debt-to-EBITDA of less than
5x, a FOCF-to-debt ratio of more than 5%, and our view of the
company's overall business risk improves. This could occur if
Accuride's international growth strategy allows the company to
achieve enough scale and geographic diversity to leverage these
benefits and improve its profitability."


ACOSTA INC: Bank Debt Trades at 12% Off
---------------------------------------
Participations in a syndicated loan under Acosta Inc. is a borrower
traded in the secondary market at 88.41 cents-on-the-dollar during
the week ended Friday, October 6, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents a decrease of
-0.19 percentage points from the previous week.  Acosta Inc pays
325 basis points above LIBOR to borrow under the $2.06 billion
facility. The bank loan matures on Sept. 26, 2021 and carries
Moody's B2 rating and Standard & Poor's B rating.  The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended October 6.


ADAMS RESOURCES: Wants to Maintain Plan Exclusivity Until Feb. 15
-----------------------------------------------------------------
Adams Resources Exploration Corporation files a second motion
asking the U.S. Bankruptcy Court for the District of Delaware for a
90-day extension of the exclusive periods to file a chapter 11 plan
and solicit acceptances of such plan through February 15 and April
16, 2018, respectively.

The Bar Date Order, entered by the Court on May 24, 2017,
established (a) July 10, 2017 as the date by which creditors (other
than governmental units) must file proofs of claim against the
Debtor for pre-petition claims, and (b) October 23, 2017 as the
date by which governmental units must file proofs of claim against
the Debtor. As of October 20, the Debtor tells the Court that 40
claims have already been filed against the bankruptcy estate and
the Debtor has begun its claim reconciliation process.

Promptly after the Petition Date, the Debtor initiated a process
for an orderly sale of its assets. Subsequently, the Debtor
conducted an auction for the sale of substantially all of its oil
and gas assets in Houston, Texas on July 19, 2017 which resulted in
two successful bids on a large portion of its oil and gas assets.

At the sale hearing held on August 1, 2017, the Court conditionally
approved the sales to Seuitur Permian LLC and Bendel Ventures LP1,
subject to the execution of asset purchase agreements. Eventually,
the Court approved (a) the sale to Sequitur for a purchase price of
$2,560,950, which sale closed on August 11, and (b) the sale to
Bendel for a purchase price of $2,478,000, which sale closed on
September 11.

On September 20, 2017, the Court entered an order authorizing the
sale of oil and gas assets related to two wells located in
Assumption Parish, LA to Petrodome Napoleonville, LLC in a private
sale for $180,365. The sale to Petrodome closed on September 21.

The Debtor filed its Combined Disclosure Statement and Plan of
Liquidation on October 13, 2017. The Court has scheduled a hearing
to consider approval of the disclosure statement on an interim
basis for November 3 and a hearing to consider confirmation of the
plan for December 18.

However, the Debtor claims that it is still in the process of
disposing the few remaining oil and gas assets.

                      About Adams Resources

Houston, Texas-based Adams Resources Exploration Corporation --
http://www.adamsexploration.com-- is engaged in the development of
the Haynesville Shale in East Texas and now own interest in a large
number of producing dry gas wells. It also has interest in 405
wells and 131,236 gross developed acres in seven states.

Adams Resources filed for Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 17-10866) on April 21, 2017, estimating assets
between $1 million and $10 million, and debt between $50 million
and $100 million.  The petition was signed by John Riney,
president.

Judge Kevin Gross presides over the case.

William A. Hazeltine, Esq., and D. Sullivan, Esq., at Sullivan
Hazeltine Allinson LLC, serve as the Debtor's bankruptcy counsel.
The Debtor hired Gavin/Solmonese, LLC, as chief restructuring
officer.

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

On May 23, 2017, the Court approved the retention of Oil & Gas
Asset Clearinghouse, LLC, as the Debtor's broker.


ADVANCED SOLIDS: Sale of Equipment to Portable Mud for $571K Okayed
-------------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas authorized Advanced Solids Control, LLC's sale of
equipment to Portable Mud Systems, Inc. for a lump sum payment in
the amount of $570,676.

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

The sale proceeds are to be paid to WTF Rentals, LLC as a partial
payment towards its secured claim.

Portable Mud is not a successor to the Debtor or its estate by
reason of any theory of law or equity, and will not assume, or be
deemed to assume, or in any way be responsible for any liability or
obligation of the Debtor or its estate with respect to the
equipment.

A list of the equipment sold attached to the Order is available for
free at:

     http://bankrupt.com/misc/Advanced_Solids_200_Order.pdf

                  About Advanced Solids Control

Advanced Solids Control, LLC, is an oilfield service company
specializing in solids control for land-based oil and gas drilling
operations.  

Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex. Case
No. 16-52748) on Dec. 2, 2016.  W. Lynn Frazier, managing member,
signed the petition.  The Debtor estimated assets of less than
$50,000 and liabilities of less than $1 million.

William R. Davis, Jr., Esq., at Langley & Banack, Inc., serves as
bankruptcy counsel to the Debtor.  Pena and Grillo PLLC serves as
special counsel.


AEROGROUP INT'L: Taps Piper Jaffray as Investment Banker
--------------------------------------------------------
Aerogroup International, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Piper Jaffray
& Co.

The firm will serve as investment banker and exclusive agent for
Aerogroup and its affiliates in connection with effectuating a sale
of substantially all of their assets or obtaining an investment
necessary to complete a financial restructuring of the companies.
Piper Jaffray will:

     (a) review and evaluate the Debtors' financial condition and
         outlook, debt capacity and alternative capital
         structures in connection with completing a transaction;

     (b) analyze the Debtors' financial liquidity and evaluate
         alternatives to improve such liquidity in connection
         with completing a transaction;

     (c) assist in the development of financial data and
         presentations to potential buyers or investors, the
         Debtors' Board of Directors, and other parties;

     (d) participate in negotiations among the Debtors and its
         creditors, suppliers, lessors and other interested
         parties with respect to any transaction;

     (e) provide financial advice to the Debtors regarding a
         transaction, identifying potential buyers or investors,
         and contacting and soliciting those parties;

     (f) assist in the arranging, structuring, evaluating,
         negotiating, and effecting of a transaction and any due
         diligence process required; and

     (g) analyze any proposed transaction and the potential
         impact on the value of Debtors and the recoveries of
         those stakeholders impacted by any transaction.

Piper Jaffray will be compensated according to this fee
arrangement:

     (a) The Debtors will pay the firm a fee of $50,000 per month
        (creditable to any transaction fee.

     (b) In the event the Debtors consummate a financing, a
         financing fee equal to 5% of the total committed gross
         proceeds.

     (c) In the event the Debtors consummate a sale, a sale fee
         equal to 1.25% of the transaction value if the
         transaction value is less than $70 million or 2% of the
         transaction value if the transaction value is equal to
         or greater than $70 million, provided that in no case
         should the sale fee be less than $750,000.

     (d) In the event the Debtors consummate a restructuring, a
         restructuring fee in the amount of $450,000, but only if
         neither a sale fee nor a financing fee has been
         previously paid.

Prior to the petition date, the firm received a retainer from the
Debtor in the sum of $50,000, and $16,236.22 as reimbursement for
its work-related expenses.

Richard Shinder, managing director of Piper Jaffray, disclosed in a
court filing that his firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Richard Shinder
     Piper Jaffray & Co.
     345 Park Avenue, Suite 1200
     New York, NY 10154
     Tel: +1 212 284-9456

                About Aerogroup International Inc.

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

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

The cases are pending before the Honorable Kevin J. Carey.

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

Aerosoles' legal advisor in connection with the restructuring is
Ropes & Gray LLP.  The Debtors hired Bayard, P.A. as co-counsel;
Berkeley Research Group, LLC as restructuring advisor; and
EisnerAmper, LLC, as accountant.  Hilco Merchant Resources is
assisting on store closings.  Prime Clerk LLC is the claims and
noticing agent.

On September 26, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  No trustee or examiner
has been appointed.


AEROPOSTALE INC: Gets Further Exclusivity Extension Thru Nov. 7
---------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy approved
Aeropostale Inc.'s motion for an order extending the Company's
exclusive periods to file a plan and solicit acceptances thereof
through and including November 4, 2017 and January 4, 2018,
respectively. As previously reported "The Debtors' Exclusive Filing
Period currently runs through and including September 29, 2017, and
the Debtors' Exclusive Solicitation Period currently runs through
and including December 1, 2017 and consideration of an extension of
the Exclusive Periods being a core proceeding pursuant to 28, and
the Court having found and determined that the relief granted
herein is in the best interests of the Debtors, their estates,
their creditors, and all parties in interest. It Is Hereby Ordered
That: Pursuant to section 1121(d) of the Bankruptcy Code, the
Exclusive Filing Period is extended through and including November
4, 2017. Pursuant to section 1121(d) of the Bankruptcy Code, the
Exclusive Solicitation Period is extended through and including
January 4, 2018."

                    About Aeropostale, Inc.

Aeropostale, Inc. (OTC Pink: AROPQ) is a specialty retailer of
casual apparel and accessories, principally serving young women and
men through its Aeropostale(R) and Aeropostale Factory(TM) stores
and website and 4 to 12 year-olds through its P.S. From Aeropostale
stores and website.  The Company provides customers with a focused
selection of high quality fashion and fashion basic merchandise at
compelling values in an exciting and customer friendly store
environment.  Aeropostale maintains control over its proprietary
brands by designing, sourcing, marketing and selling all of its own
merchandise.  As of May 1, 2016, the Company operated 739
Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale
stores in Canada and 25 P.S. from Aeropostale(R) stores in 12
states.  In addition, pursuant to various licensing agreements, the
Company's licensees currently operate 322 Aeropostale(R) and P.S.
from Aeropostale(R) locations in the Middle East, Asia, Europe, and
Latin America.  Since November 2012, Aeropostale, Inc., has
operated GoJane.com, an online women's fashion footwear and apparel
retailer.

Aeropostale, Inc., and 10 of its affiliates each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11275) on May 4, 2016.  The petitions were signed
by Marc G. Schubac, senior vice president, general counsel and
secretary.

The Debtors disclosed assets of $354.38 million and total debt of
$390.02 million as of Jan. 30, 2016.

The Debtors hired Weil, Gotshal & Manges LLP as counsel; FTI
Consulting, Inc., as restructuring advisor; Stifel, Nicolaus &
Company, Inc., and Miller Buckfire & Company LLC as investment
bankers; RCS Real Estate Advisors as real estate advisors; Prime
Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as
Canadian counsel; and Togut, Segal & Segal LLP as conflicts
counsel.

Judge Sean H. Lane is assigned to the cases.

The U.S. trustee for Region 2 on May 11, 2016, appointed seven
creditors of Aeropostale Inc. to serve on the official committee of
unsecured creditors.  The Committee retained Pachulski Stang Ziehl
& Jones LLP as counsel.

On June 29, 2017, Judge Lane authorized changes to the Debtors'
corporate names in relation to their bankruptcy cases.  The new
name for Aeropostale Inc. is now ARO Liquidation, Inc., Case No.
16-11275.


ALL-STATE FIRE: Wells Fargo Wants to Prohibit Use of Cash
---------------------------------------------------------
Wells Fargo Bank, N.A., and Wells Fargo Equipment Finance, Inc.,
ask the U.S. Bankruptcy Court for the District of Colorado to
prohibit All-State Fire Protection, Inc.'s use of cash collateral.

As reported by the Troubled Company Reporter on Sept. 26, 2017, the
Debtor sought court permission to use cash collateral to make the
premium payments to IPFS Corporation and to pay The Reliable
Automatic Sprinkler Co., Inc., as a critical vendor in the amount
of $140,000.  The Debtor also determined that it should also seek
court approval to use estate property, namely the Debtor's cash and
accounts receivable pursuant to 11 U.S.C. Section 363(b), in order
to pay the post-petition premium payments to IPFS and to pay
Reliable.  Wells Fargo consented to the use of its cash
collateral.

Wells Fargo now withdraws its consent to the stipulated motion to
use cash collateral and for adequate protection filed by the
Debtor.

According to Wells Fargo, the Stipulation has not been approved by
the Court, yet the Debtor has been using the cash collateral to
operate its business.  Moreover, the Debtor has failed to stay
within the budget agreed to in the Stipulation.  It also appears
that based on the Debtor's current financial picture, it will not
be able to pay the adequate protection payments owed to Wells Fargo
under the terms of the Stipulation.

On Sept. 22, 2015, the Debtor executed a Single Sided Lease
Agreement -$1 Purchase Option with WFEF for the lease of a New 2015
Nissan PF80YLP Forklift.  The present balance owed on the Lease is
$30,540.40.  Under the terms of the Lease, the Debtor is required
to make monthly payments of $792.  At the end of the Lease, the
Debtor may purchase the Equipment for $1.  Wells Fargo recorded a
Financing Statement with the Colorado Secretary of State on Oct.
28, 2015, at Reception No. 20152098816.  Wells Fargo has a valid
and perfected security interest on the Equipment.

The Debtor asserts that the Lease is a disguised secured
transaction such that the Lease is not a true lease.  

Wells Fargo says that a review of the Debtor's most recent Monthly
Operating Report for period ending Aug. 31, 2017, reflects the
Debtor's ending cash balance was $15,172.86.  In addition to a
serious revenue shortage in both July and August (September's
financial reports are not yet available), the Debtor has made a
number of unauthorized payments from Wells Fargo's cash collateral
(and perhaps, without conceding the same, the Colorado Department
of Revenue and the Colorado Department of Labor and Employment's
cash collateral) which give Wells Fargo pause and, moreover,
grounds to withdraw its consent to the Stipulation including:

     (a) payment of a Sears Mastercard held in Raymond Gibler's
         name and include charges for groceries, alcoholic
         beverages, and gasoline;

     (b) payments totaling $21,500 to Gibs Performance Horses,
         LLC, an unsecured creditor owned, on information and
         belief, by Raymond Gibler; and

     (c) the Debtor's financial reports also show its postpetition

         taxes payable as of Aug. 31, 2017, are $93,692, an
         increase of $25,209 in just one month.

A copy of Wells Fargo's motion is available at:

           http://bankrupt.com/misc/cob17-15844-132.pdf

Wells Fargo is represented by:

     Robert D. Lantz, Esq.
     COAN, PAYTON & PAYNE, LLC
     999 18th Street, Suite 1500S
     Denver, Colorado 80202
     Tel: (303) 861-8888
     E-mail: rlantz@cp2law.com

                 About All-State Fire Protection

All-State Fire Protection, Inc., based in Wiggins, Colo.,
specializes in the installation of fire sprinkler systems for
residential and commercial clients.

All-State Fire Protection filed a Chapter 11 petition (Bankr. D.
Colo. Case No. 17-15844) on June 23, 2016, estimating $1 million to
$10 million in assets and liabilities.  The petition was signed by
Raymond Gibler, president.

The Hon. Thomas B. McNamara presides over the case.  

Kenneth J. Buechler, Esq., at Buechler & Garber, serves as
bankruptcy counsel to the Debtor.


ALTAMONTE VETERINARY: November 30 Confirmation Hearing
------------------------------------------------------
Judge Cynthia C. Jackson of the U.S. Bankruptcy Court for the
Middle District of Florida entered an order conditionally approving
the disclosure statement filed by Altamonte Veterinary Hospital,
LLC.

An evidentiary hearing will be held on November 30, 2017 at 02:45
p.m. to consider and rule on the disclosure statement and any
objections or modifications. If the Court determines that the
disclosure statement contains adequate information, the Court will
conduct a confirmation hearing on the same date as the evidentiary
hearing.

Creditors and other parties in interest are required to file with
the clerk their written acceptances or rejections of the plan
(ballots) no later than seven days before the date of the
Confirmation Hearing.

              About Altamonte Veterinary Hospital

Altamonte Veterinary Hospital, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 17-04300) on June 28, 2017. The
Petition was signed by by Glenn T. Larkins, manager. The case is
assigned to Judge Cynthia C. Jackson. The Debtor is represented by
Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC. At the time of
filing, the Debtor had at least $50,000 in estimated assets and
$500,000 to $1 million in estimated liabilities.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Altamonte Veterinary Hospital,
LLC as of July 31, according to a court docket.


AMERICAN TANK: Barred From Using MidSouth Cash Collateral
---------------------------------------------------------
The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana has entered an agreed order
prohibiting American Tank Company, Inc., from using cash collateral
and allowing continued segregation of prepetition accounts
receivable filed by MidSouth Bank, N.A.

The Bank is authorized to continue to collect and deposit
prepetition accounts receivable into the lock box account at Bank,
pending further court order.

The Debtor will deposit into the lock box account at Bank, within
five days of the entry of the Oct. 18 court order, an amount equal
to the amount of prepetition accounts receivable received by Debtor
post-petition (if any).

The Debtor will not interfere with, obstruct or divert any
prepetition accounts receivable from being deposited into the lock
box account at Bank.  The Debtor will immediately deposit into the
lock box account at Bank any prepetition accounts receivable
hereafter received by Debtor.  The Bank and Debtor will not utilize
the prepetition accounts receivable without further court order.

A copy of the Order is available at:

          http://bankrupt.com/misc/lawb17-51160-56.pdf

                  About American Tank Company

American Tank Company, Inc., specializes in fabrication, design,
erection, disassembly, inspection and maintenance of API 12B and
AWWA D103 Bolted Tanks.  

The Debtor, based in New Iberia, Louisiana, filed a Chapter 11
petition (Bankr. W.D. La. Case No. 17-51160) on Sept. 5, 2017.  In
its petition, the Debtor disclosed $1.76 million in assets and
$1.83 million in liabilities. The petition was signed by Larry J.
Romero, its president.

Judge Robert Summerhays presides over the case.  

William C. Vidrine, Esq., at Vidrine & Vidrine, PLLC, serves as
bankruptcy counsel.  The Debtor hired Fran R. Henderson, as its
accountant.


APOLLO SOLAR: May Use Cash Collateral Until Jan. 31, 2018
---------------------------------------------------------
The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut has entered a fourth order authorizing
Apollo Solar, Inc., to use cash collateral, including proceeds from
the Debtor's accounts receivable for the period Nov. 1, 2017, to
Jan. 31, 2018, and every 90 day period, or pro-rated portion
thereof, thereafter prior to the entry of the next order
authorizing the use of cash collateral.

A hearing on the Debtor's cash collateral use will be held on Jan.
23, 2018, at 10:00 a.m.

As of the Petition Date, the State of Connecticut Department of
Economic and Community Development alleges a first priority secured
claim against all the Debtor' assets, including the Debtor'
accounts receivable.  In addition, certain additional parties may
assert liens against the Debtor's cash and accounts receivable,
including Electronic Specialties of Connecticut, Inc., which the
Debtor believes would be junior to the rights of the DECD.

In exchange for the preliminary use of cash collateral by the
Debtor, and as adequate protection for Secured Creditors' interests
therein, the Secured Creditors are granted replacement and
substitute liens as provided in Code Section 361(2) in all
post-petition assets and proceeds thereof, excluding any bankruptcy
avoidance causes of action, and the replacement liens will have the
same validity, extent, and priority that the Secured Creditors
possessed as to said liens as of the Petition Date.

A copy of the Order is available at:

            http://bankrupt.com/misc/ctb17-50247-110.pdf

                      About Apollo Solar

Headquartered at Fairfield, Connecticut, Apollo Solar, Inc.,
provides the residential, commercial, and remote telecom
Photovoltaic (PV) markets with innovative, technologically superior
electronics that have served industrial clients for decades.  

Apollo Solar filed for Chapter 11 bankruptcy (Bankr. D. Conn. Case
No. 17-50247) on March 7, 2017.  The petition was signed by John
Pfeifer, president.  As of the time of the filing, the Debtor
estimated up to $50,000 in assets and $1 million to $10 million in
liabilities.

The case is assigned to Judge Julie A. Manning.   

Scott Charmoy, Esq., at Charmoy & Charmoy, is serving as counsel to
the Debtor.  Diversified Financial Solutions, PC, is serving as the
Debtor's accountant.


ARABELLA PETROLEUM: Trustee Sale of Back-In Working Interests OK'd
------------------------------------------------------------------
Judge Tony M. Davis of the U.S. Bankruptcy Court for the Western
District of Texas authorized Morris Weiss, the Chapter 11 Trustee
of Arabella Petroleum Co., LLC, to sell the interests in oil and
gas properties, rights, and related assets operated by Brigham
Resources Operating, LLC ("Back-In Working Interests") to
Diamondback E&P, LLC for $2,584,040.

The Sale Hearing was held on Oct. 19, 2017.

The sale is free and clear of all obligations, liabilities, and
encumbrances of any kind or nature whatsoever.  All valid liens in
the Back-In Working Interests, if any, will attach to the proceeds
of the sale in order of priority.

The Trustee is authorized (but not directed) to pay or cause a
title company to pay any closing costs and expenses or prorations
described in the PSA, and any other miscellaneous and customary
closing costs or expenses.

Diamondback is not a "successor" to the Debtor or its estate by
reason of any theory of law or equity, and will not assume, or be
deemed to assume, or in any way be responsible for any liability or
obligation of the Debtor or its estate with respect to the Back-In
Working Interests or otherwise.

Notwithstanding the possible applicability of Fed. R. Bankr. P.
6004, 6006, or otherwise, the terms and conditions of the Order
will be immediately effective and enforceable upon its entry.

To the extent applicable, the automatic stay pursuant to Bankruptcy
Code Section 362 is lifted with respect to the Debtor to the extent
necessary, without further order of the Court (i) to allow
Diamondback to give the Trustee and the Debtor any notice provided
for in the PSA, and (ii) to allow Diamondback to take any and all
actions permitted by the PSA.  

There are no brokers involved in consummating the sale transaction,
and no brokers' commissions are due.

                   About Arabella Exploration

Arabella Exploration, LLC, formed on Oct. 2, 2009, is a
wholly-owned subsidiary of Arabella Exploration, Inc., a Cayman
Islands corporation.  It is an oil and gas exploration company that
owns working interests in a number of oil and gas properties and
interests.

Arabella Exploration filed a voluntary petition for relief under
chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
17-40120) on Jan. 8, 2017.  Charles (Chip) Hoebeke, manager, signed
the petition.

Judge Russell F. Nelms in Ft. Worth, Texas, is the case judge.

Raymond W. Battaglia, Esq., of the Law Offices of Ray Battaglia,
PLLC, serves as counsel to the Debtor.  Miller Johnson serves as
Battaglia's co-counsel.  Rehmann Turnaround and Receivership's
Charles Hoebeke is the Debtor's chief restructuring officer.

Arabella Exploration estimated $1 million to $50 million in assets
and liabilities.

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

On April 4, 2017, Arabella Operating, LLC, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 17-41479).  The case is being
jointly administered with that of Arabella Exploration.


ARCONIC INC: Appoints Charles "Chip" Blankenship CEO
----------------------------------------------------
Arconic Inc.'s Board of Directors has appointed Charles "Chip"
Blankenship as chief executive officer and a member of the Arconic
Board of Directors, effective Jan. 15, 2018.  Mr. Blankenship is a
24-year veteran of General Electric (GE) who spent much of his
career in its aviation and jet engine businesses, including running
its commercial engine operations.

Blankenship, 51, brings 20 years of aerospace experience to
Arconic, having worked across GE's aviation businesses, including
aero engines, industrial gas turbines and aerospace alloy
development.  Blankenship previously led GE Aviation's Commercial
Engines Operation, the world's leading producer of large and small
jet engines for commercial aircraft.

The Company entered into a letter agreement dated Oct. 19, 2017,
with Mr. Blankenship in connection with his appointment as chief
executive officer of the Company, effective as of the Effective
Date.  Pursuant to the letter agreement, Mr. Blankenship will
receive a base salary at an annual rate of $1,250,000, will be
eligible for a target annual cash incentive compensation
opportunity of 150% of his salary, and will receive a 2018 annual
equity award with a grant date fair value of $8,500,000.  The
letter agreement provides that Mr. Blankenship will be paid a
special sign-on cash bonus of $650,000 and will be granted a
special one-time stock option award with a grant date fair value of
$4,000,000, vesting in full on the fourth anniversary of the grant
date, subject to his continued employment with the Company, as well
as a special one-time restricted stock unit award with a grant date
fair value of $3,000,000, vesting in full on the third anniversary
of the grant date, subject to his continued employment with the
Company.  Pursuant to the letter agreement, Mr. Blankenship has
committed to purchase shares of Arconic common stock with an
aggregate purchase price of $1,000,000.

A metallurgist by training, Blankenship began his career with GE in
1992 after earning a B.S. in Materials Engineering from Virginia
Tech and a Ph.D. in Materials Science and Engineering from the
University of Virginia.  Blankenship's GE career culminated in his
appointment as president and chief executive officer of GE
Appliances in December 2011, where he led a significant turnaround
of the business and its subsequent 2016 sale to Haier Company.

Blankenship is a member of the National Academy of Engineering and
serves on the board of the National Association of Manufacturing
(NAM), where he has also led NAM's Task Force on Competitiveness &
the Workforce.  He holds seven patents related to jet engine
technology.

Chip Blankenship said, "Arconic is a company with significant
strengths and tremendous potential.  I am eager to engage with
customers, employees and the Board to develop plans that capitalize
on our strengths, and deliver outstanding returns for our
shareholders.  I am excited to join the team and get started."

Interim Chair Patricia F. Russo said, "After a thoughtful and
deliberate search, the Board is unanimous that Chip Blankenship is
the right leader to take the helm at Arconic.  Chip is an
exceptional executive with deep operating experience in aerospace
and materials science.  He has a strong customer orientation and
impressive leadership skills.  We are confident that Chip will lead
Arconic to create sustainable and increasing value for customers
and for shareholders."

David Hess, who has served as Arconic's Interim CEO since April
2017, will remain CEO until the start of Blankenship's tenure and
will continue to serve on the Board after the transition.  Interim
CEO Hess said, "I have known Chip Blankenship for many years as a
colleague and competitor in the aerospace industry and I can
personally attest that he is an excellent fit for Arconic.  I
couldn't be happier with the Board's selection.  I'm looking
forward to working with him to ensure a seamless transition and
continuing my service as a director to help realize the vast
potential of Arconic."

Acknowledging Hess's service as Interim CEO, Ms. Russo said, "The
Board extends its sincere appreciation to David Hess for leading
Arconic during its transition to a permanent CEO.  We look forward
to David's continued service as a director."

John Plant, an Arconic director since 2016, has been appointed
Chair of the Board effective immediately.  He succeeds Pat Russo,
who stepped into the role on an interim basis in April 2017; Ms.
Russo will continue her service on the Board and chair the
Governance committee.  Mr. Plant, 64, has had a distinguished
career in the automotive industry spanning nearly 40 years.  He
previously served as Chairman of the Board, president and chief
executive officer of TRW Automotive, which was acquired by ZF
Friedrichshafen AG in May 2015.

Chair Plant said, "As Arconic approaches its first anniversary as a
standalone public company it has much to look forward to; together
with the entire Board, I look forward to working with Chip to drive
Arconic's success into the future."

                      About Arconic Inc.

New York-based Arconic Inc. (NYSE: ARNC), formerly Alcoa Inc. --
http://www.arconic.com/-- is engaged in lightweight metals
engineering and manufacturing.  Arconic's products, which include
aluminum, titanium, and nickel, are used worldwide in aerospace,
automotive, commercial transportation, packaging, building and
construction, oil and gas, defense, consumer electronics, and
industrial applications.

Arconic reported a net loss attributable to the Company of $941
million for the year ended Dec. 31, 2016, following a net loss
attributable to the Company of $322 million for the year ended Dec.
31, 2015.  As of June 30, 2017, Arconic had $19.10 billion in total
assets, $13.35 billion in total liabilities, and $5.75 billion in
total equity.

"Arconic's results of operations or liquidity in a particular
period could be affected by new or increasingly stringent laws,
regulatory requirements or interpretations, or outcomes of
significant legal proceedings or investigations adverse to Arconic.
The Company may experience a change in effective tax rates or
become subject to unexpected or rising costs associated with
business operations or provision of health or welfare benefits to
employees due to changes in laws, regulations or policies.  The
Company is also subject to a variety of legal and regulatory
compliance risks associated with its business and products.  These
risks include, among other things, potential claims relating to
product liability (including personal injury, property loss or
similar claims), health and safety, environmental matters,
intellectual property rights, government contracts and taxes, as
well as compliance with U.S. and foreign laws and regulations
governing export, anti-bribery, competition, sales and trading
practices, and the manufacture and sale of products. Arconic could
be subject to fines, penalties, damages (in certain cases, treble
damages), or suspension or debarment from government contracts.

"Even if Arconic successfully defends against these types of
claims, the Company could still be required to spend a substantial
amount of money in connection with legal proceedings or
investigations with respect to such claims; the Company's
management could be required to devote significant time, attention
and operational resources responding to and defending against these
claims; and Arconic's reputation could suffer, any of which could
have a material adverse effect on its financial condition and
results of operations," said the Company in its quarterly report
for the period ended June 30, 2017.


ARCONIC INC: Appoints Eric Roegner EVP and Group President
----------------------------------------------------------
Arconic Inc. announced business management changes to streamline
and strengthen its operational executive leadership.  The changes
are effective immediately.

On Oct. 17, 2017, Arconic appointed Eric V. Roegner as executive
vice president and group president, Arconic Engineered Products and
Solutions, succeeding Karl Tragl who will leave the company.  Mr.
Roegner, who joined the Company in 2006, served as executive vice
president and group president, Arconic Global Rolled Products, in
his most recent role.

Roegner joined Alcoa Inc. in 2006 and has 11 years of experience in
aerospace and defense.  Since his appointment in May 2017 as
executive vice president and group president, Global Rolled
Products, Roegner has significantly rationalized and strengthened
the business with overhead reductions expected to save $15 million
in 2018.  Roegner was previously chief operating officer of
Engineered Products and Solutions where he led the successful
integration of the RTI acquisition and oversaw Arconic's jet engine
business.  He is co-inventor of the Ampliforge process, a hybrid
technique that combines additive and advanced manufacturing
processes.  Roegner holds a bachelor's degree in mechanical and
aerospace engineering from Princeton University and an MBA from
Case Western Reserve University.  He currently serves on the Board
of Governors of the Aerospace Industries Association.

Tim Myers is appointed executive vice president and group
president, Global Rolled Products (GRP) and Transportation &
Construction Solutions (TCS).  Myers joined Alcoa in 1992 as an
automotive applications engineer and has a strong background in
automotive and commercial transportation.  He was appointed
executive vice president and group president, Transportation and
Construction Solutions in May 2016 and led the Group to achieve
five consecutive quarters of year on year EBITDA growth through
June 2017.  Myers was previously President of Alcoa Wheel and
Transportation Products (AWTP) where he drove the business to
increase innovation, profitably grow market share and expand
internationally.  Myers has also held automotive engineering and
commercial roles for Global Rolled Products and Alcoa Forged
Products.  Prior to joining Alcoa, he was a product design engineer
for Ford Motor Company.  Myers holds a Bachelor's of Science in
Mechanical Engineering and an MBA from the University of Michigan.
He currently serves on the Board of Governors (Prior Chairman) of
the Heavy Duty Manufacturer's Association, and also serves on the
Board of Directors of the Motor & Equipment Manufacturers
Association.

"Both Eric and Tim are proven operational executives, with strong
industry experience and a track record of driving profitable growth
and serving our customers, said Interim CEO David Hess. "Eric's
strong background in aerospace and defense position him to
successfully lead EP&S as we support our customers in meeting their
aggressive ramp-up rates, and drive increased share for Arconic on
the new jet engine and airframe platforms.  Tim's deep operational
and commercial experience in the transportation markets will be key
to realizing valuable synergies in our transportation portfolio –
across both GRP and TCS.  With this change, Arconic brings GRP and
TCS under a single executive leader, streamlining our management
structure."

"We thank Karl for his leadership, passion for excellence and many
significant contributions to Arconic.  Under his leadership, EP&S
improved operating performance and strengthened customer
relationships in the face of an extraordinary ramp up in next
generation engine deliveries.  He created a team-oriented culture
where innovation flourished.  I wish him the very best in his
future endeavors," said Hess.

                      About Arconic Inc.

New York-based Arconic Inc. (NYSE: ARNC), formerly Alcoa Inc. --
http://www.arconic.com/-- is engaged in lightweight metals
engineering and manufacturing.  Arconic's products, which include
aluminum, titanium, and nickel, are used worldwide in aerospace,
automotive, commercial transportation, packaging, building and
construction, oil and gas, defense, consumer electronics, and
industrial applications.

Arconic reported a net loss attributable to the Company of $941
million for the year ended Dec. 31, 2016, following a net loss
attributable to the Company of $322 million for the year ended Dec.
31, 2015.  As of June 30, 2017, Arconic had $19.10 billion in total
assets, $13.35 billion in total liabilities, and $5.75 billion in
total equity.

"Arconic's results of operations or liquidity in a particular
period could be affected by new or increasingly stringent laws,
regulatory requirements or interpretations, or outcomes of
significant legal proceedings or investigations adverse to Arconic.
The Company may experience a change in effective tax rates or
become subject to unexpected or rising costs associated with
business operations or provision of health or welfare benefits to
employees due to changes in laws, regulations or policies.  The
Company is also subject to a variety of legal and regulatory
compliance risks associated with its business and products.  These
risks include, among other things, potential claims relating to
product liability (including personal injury, property loss or
similar claims), health and safety, environmental matters,
intellectual property rights, government contracts and taxes, as
well as compliance with U.S. and foreign laws and regulations
governing export, anti-bribery, competition, sales and trading
practices, and the manufacture and sale of products.  Arconic could
be subject to fines, penalties, damages (in certain cases, treble
damages), or suspension or debarment from government contracts.

"Even if Arconic successfully defends against these types of
claims, the Company could still be required to spend a substantial
amount of money in connection with legal proceedings or
investigations with respect to such claims; the Company's
management could be required to devote significant time, attention
and operational resources responding to and defending against these
claims; and Arconic's reputation could suffer, any of which could
have a material adverse effect on its financial condition and
results of operations," said the Company in its quarterly report
for the period ended June 30, 2017.


AVAYA INC: Files Second Amended Reorganization Plan
---------------------------------------------------
Avaya on Oct. 24, 2017, disclosed that it has reached global
consensus regarding the terms of a chapter 11 plan with its major
creditors, including the Ad Hoc Group of First Lien Creditors (the
"First Lien Group"), the Ad Hoc Group of Crossover Creditors (the
"Crossover Group"), the Official Committee of Unsecured Creditors
(the "Creditors' Committee"), and Pension Benefit Guaranty
Corporation ("PBGC").  As a result of the Global Resolution, Avaya
has filed a Second Amended Plan of Reorganization (the "Second
Amended Plan") which, among other things: (a) increases recovery
for holders of Second Lien Notes Claims to 4.0% of Reorganized
HoldCo Common Stock, and distributes warrants for an additional
5.0% of Reorganized HoldCo Common Stock to holders of Second Lien
Notes Claims; (b) reduces the distribution of Reorganized HoldCo
Common Stock to holders of First Lien Debt from 91.5% to 90.5%; (c)
increases PBGC's proposed cash recovery from $300 million to $340
million and reduces PBGC's recovery in the form of Reorganized
HoldCo Common Stock from 7.5% to 5.5%; and (d) reduces recoveries
available to holders of General Unsecured Claims to $57.5 million.
Avaya has also entered into a plan support agreement with members
of the Crossover Group.  As a result, the Second Amended Plan is
now supported by holders of more than two-thirds of Avaya's First
Lien Debt and more than two-thirds of Avaya's Second Lien Notes.

Avaya has also filed a Disclosure Statement Supplement and, subject
to customary approvals, will distribute that supplement to voting
creditors.  Additionally, Avaya has filed a request for an updated
confirmation schedule to accommodate this resolution. Subject to
those approvals, including confirmation of the Second Amended Plan,
Avaya expects to complete its restructuring and emerge from chapter
11 protection in 2017.

Avaya also disclosed that it is launching an exit financing process
secured by fully underwritten commitments.  Subject to Bankruptcy
Court approval, these commitments include $2.925 billion of funded
debt, including a $2.425 billion term loan underwritten by a group
of banks led by Goldman, Sachs & Co. and Citibank, N.A.

Avaya projects to have $2.925 billion of funded debt and a $300
million senior secured asset-based lending (ABL) facility available
upon emergence from bankruptcy, a substantial reduction from the
approximately $6 billion of debt on its balance sheet when Avaya
commenced its financial restructuring.  This revised capital
structure is expected to save Avaya more than $200 million in
annual interest expense compared to fiscal year 2016.  The debt
restructuring will also provide Avaya with longer dated debt
maturities and improve its ability to pursue future growth
opportunities as it emerges as a public company.

"The Global Resolution is one of the most significant milestones in
our chapter 11 process, and we are pleased to have gained the
Crossover Group's support for the Second Amended Plan," said Jim
Chirico, Avaya's President and Chief Executive Officer.  "It was
our goal all along to reach a Plan of Reorganization that is fully
supported by all of our major creditor groups.  With a
consensus-backed Plan and exit financing commitments in hand, we
are closer than ever to emerging as a stronger, more competitive
company. These developments are good news not only for Avaya, but
for our customers and partners as well."

This press release is not intended as solicitation for a vote on
the Second Amended Plan, and nothing herein is or should be
considered a solicitation of votes for the acceptance of the Second
Amended Plan or any Plan of Reorganization for the purposes of
Bankruptcy Code sections 1125 and 1126 or otherwise.  The full
terms of the Second Amended Plan and revised Disclosure Statement,
as well as the related pleadings, are available online at:
https://cases.primeclerk.com/avaya.

Centerview Partners LLC and Zolfo Cooper LLC are Avaya's financial
and restructuring advisors and Kirkland & Ellis LLP is the
company's restructuring counsel.

The First Lien Group is represented by Akin Gump Strauss Hauer &
Feld LLP and PJT Partners LP, as legal and financial advisors,
respectively.

The Crossover Group is represented by Stroock & Stroock & Lavan LLP
and Rothschild Inc., as legal and financial advisors,
respectively.

The Creditors' Committee is represented by Morrison & Foerster LLP,
Jefferies LLC, and Alvarez & Marsal North America, LLC, as legal,
financial, and restructuring advisors, respectively.

PBGC is represented by Dentons US LLP and FTI Consulting, as legal
and financial advisors, respectively.

                        About Avaya Inc.

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

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

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

Judge Stuart M. Bernstein presides over the cases.

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

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

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

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


AVAYA INC: Reaches PBGC Deal on Salaried Employees Pension Plan
---------------------------------------------------------------
BankruptcyData.com reported that Avaya Inc. filed with the U.S.
Bankruptcy Court a motion seeking entry of an order (a) approving a
settlement with Pension Benefit Guaranty Corporation (PBGC) and (b)
making the determination required for distress termination of the
Avaya Pension Plan for the salaried employees.

According to the report, the motion notes, "The treatment of the
Avaya Pension Plan for Salaried Employees (the 'Salaried Pension
Plan') and the Avaya Pension Plan (the 'Hourly Pension Plan,' and
with the Salaried Pension Plan, the 'U.S. Qualified Pension Plans')
has remained a critical item for the Debtors' creditor groups. In
particular, each of the Ad Hoc First Lien Group and the Ad Hoc
Crossover Group (together, the 'Ad Hoc Creditor Groups') have made
clear that their support for any restructuring plan would be
conditioned on the Debtors also obtaining material concessions with
respect to their legacy liabilities - and the Salaried Pension
Plan, in particular. The Stipulation of Settlement also settles the
$1.2 billion of asserted claims resulting from the termination of
the Salaried Plan on terms that significantly aid the Debtors'
reorganization efforts without prolonged litigation."

The motion continues, "The Stipulation of Settlement resolves the
resulting liabilities against the controlled group by providing for
a cash distribution of $300 million and the issuance to PBGC of
7.5% of the equity of the Reorganized Debtors upon the Effective
Date of the Debtors' Amended Plan. The Stipulation of Settlement
also provides that the Reorganized Debtors will continue to sponsor
the Hourly Pension Plan with certain additional post-emergence
protections. Those protections may require the Reorganized Debtors
to contribute up to $150 million to the Hourly Pension Plan on a
post-Effective Date basis in connection with the occurrence of
certain 'Material Transactions.'"

The Court scheduled a November 15, 2017 hearing to consider the
motion, with objections due by November 1, 2017, according to the
report.

                        About Avaya Inc.

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

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

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

Judge Stuart M. Bernstein presides over the cases.

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

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

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

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


BAYWAY HAND: Trustee's Sale of Broadway Property for $12.3M Okayed
------------------------------------------------------------------
Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey authorized the bidding procedures of Donald
F. Conway, the Chapter 11 trustee for Bayway Hand Car Wash Corp.
president Jose Louis Vasquez, and his Purchase and Sale Agreement
dated Sept. 25, 2017 with Maddd Equities, LLC or its designee in
connection with the sale of real property located at 4778 Broadway,
New York, for $12,300,000, subject to higher and better offers.

The Court approved the Breakup Fee of $250,000.

If Maddd is not the successful bidder at the auction sale of the
Broadway Property, the Vazquez Trustee is authorized and directed
to pay the Breakup Fee to Maddd at the closing of the sale of said
property.

The material terms of the Bidding Procedures are:

     a. Stalking Horse Bid: $12,300,000

     b. Break-Up: $250,000

     c. Bid Deadline: Oct. 31, 2017 at 4:00 p.m.

     d. Qualified Bid: $12,600,000 ($300,000 initial overbid plus
Stalking Horse Bid)

     e. Deposit: 10% of the bid

     f. Auction: At the offices of the Trustee's special
environmental and real estate counsel, Herrick Feinstein LLP, on
Nov. 2, 2017 at 11:00 a.m.

     g. Bid Increments: $100,000

     h. Objection Deadline: Nov. 7, 2017 at 5:00 p.m.

     i. Sale Hearing: Nov. 9 or 10, 2017

The notice procedures set forth in Part I of the Sale Motion with
respect to the auction sale of the Broadway Property are approved.

The Vazquez Trustee is authorized and directed to serve the Notice
of Bidding Procedures within three days of the date of the Order
upon all Notice Parties.  In addition, the Vasquez Trustee is
authorized and directed to publish the Notice of Auction (i) at
least once in three days following the entry of the Order in the
New York Times Business section and (ii) at least once in the seven
days prior to the Bid Deadline in the New York Times Sunday Edition
Real Estate Section and to provide notice of the Auction and the
Bid Deadline via the LoopNet website.

The sale will be free and clear of any and all liens, security
interests, encumbrances and claims.

The Order will not be stayed pursuant to Bankruptcy Rules 6004(h)
or otherwise and will be effective and enforceable immediately upon
entry on the Court's docket.

A copy of the Stalking Horse APA and the Bidding Procedures
attached to the Order is available for free at:

         http://bankrupt.com/misc/Bayway_Hand_913_Order.pdf

                  About Vazquez and His Companies

Jose Louis Vazquez and four related entities, Bayway Hand Car Wash
Corp., Harlem Hand Car Wash Corp., J.V. Car Wash Ltd. and Webster
Hand Car Wash Corp., each filed a voluntary petition for
reorganization under chapter 11 of title 11 of the United States
Code (Bankr. D.N.J.) on Oct. 16, 2013.  The Debtors' bankruptcy
cases are being jointly administered pursuant to the Bankruptcy
Court's Order dated Nov. 16, 2013.

By order dated May 28, 2014, the Bankruptcy Court directed the
appointment of a Chapter 11 trustee for the Debtors.  Donald F.
Conway serves as the Chapter 11 trustee for the Individual Debtor.
Donald V. Biase serves as the Chapter 11 trustee for the Business
Debtors.

As of the Petition Date, each of the Business Debtors owned and
operated a car wash facility at a different location in the New
York metropolitan region and Vazquez was the 100 percent owner of
the Business Debtors.

During the course of the bankruptcy cases, the Business Debtors
have ceased operating their car wash businesses.  In August 2015,
the Business Debtors' Trustee sold the car wash operations and real
estate owned by Webster.  In March 2016, the Business Debtors'
Trustee closed the car wash operated by Harlem and the Vazquez
Trustee sold the real estate owned by the Individual Debtor from
which Harlem operated.  

In March 2017, the Business Debtors' Trustee closed the car wash
operated by J.V. and the Vazquez Trustee began to market for sale
the Broadway Property from which J.V. operate.

The Vazquez Trustee:

          Donald F. Conway
          THE MERCADIEN GROUP
          3625 quakerbridge Rd.
          Hamilton, NJ 08619

Counsel for the Vazquez Trustee:

          J. Alex Kress, Esq.
          BECKER, LLC
          354 Eisenhower Parkway
          Plaza II, Suite 1500
          Livingston, NJ 07039
          Telephone: (973) 422-1100
          E-mail: akress@becker.legal


BOMBARDIER INC: Moody's Lowers CFR to B3 & Revises Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Bombardier Inc.'s Corporate
Family rating (CFR) at B3 from B2, its probability of default
rating to B3-PD from B2-PD, and its senior unsecured rating to Caa1
from B3. The company's speculative grade liquidity rating is
affirmed at SGL-2. Bombardier's rating outlook has been changed to
negative from stable.

"The downgrade reflects Moody's expectation that Bombardier's
leverage will remain high through 2019 and its ability to generate
positive cash flow in that year has headwinds related to the
potential delay of C Series plane deliveries" said Jamie
Koutsoukis, Moody's analyst.

Issuer: Bombardier Inc.

Downgrades:

-- Corporate Family Rating, Downgraded to B3 from B2

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

-- Senior Unsecured Regular Bond/Debentures, Downgraded to Caa1
    (LGD4) from B3 (LGD4)

Issuer: Broward (County of) FL

-- Backed Senior Unsecured Revenue Bonds, Downgraded to Caa1
    (LGD4) from B3 (LGD4)

Issuer: Connecticut Development Authority

-- Backed Senior Unsecured Revenue Bonds, Downgraded to Caa1
    (LGD4) from B3 (LGD4)

Affirmations:

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

Outlook Actions:

Issuer: Bombardier Inc.

-- Outlook, Changed to Negative from Stable

RATINGS RATIONALE

Bombardier's B3 CFR is constrained by its significant financial
leverage (nearly 14x at Q2/17), execution risk on its new aircraft
programs (the C Series and Global 7000), increasing competitiveness
in its aircraft and rail transport businesses, and an uncertain
ability to generate positive free cash flow in 2018, but mitigated
by good liquidity for the next year, significant scale and
diversity and an existing 4 year order backlog at in its transport
business. Moody's expects consolidated LTM adjusted debt to EBITDA
to decline to about 9x at year end 2018 from 14x at June 2017.
However using a proportional accounting (70% of transportation, 50%
of C Series) it will be as high as 14x at year end 2017 and 13x at
year end 2018. Furthermore cash to Bombardier from Bombardier
Transport is through a dividend, the size of which it does not
unilaterally control as approval for dividends is required by the
Caisse de depot et placement du Quebec.

Bombardier and Airbus SE's agreement to create the C Series
Aircraft Limited Partnership (CSALP) could invigorate interest in,
and improve the long term prospects for the aircraft program which
has not seen new sales in over 18 months, but still faces US
countervailing duties that may slow the production ramp up of the
program and increase cash consumption. Airbus will receive 50.1% of
CSALP for nothing upfront, and it has the option of buying
Bombardier and the Province of Quebec out of the C Series entirely
in future years. The structure of the partnership reflects the low
value of the C Series currently and calls into question
Bombardier's future in the commercial aircraft space. Bombardier
will continue to fund 100% of cash consumption in the program, up
to $700 million, through to breakeven cash flow, expected in 2020.
Also the program continues to have uncertainty regarding the
imposition of duties by the US Department of Commerce (preliminary
announced duties of 300%) that would affect Delta Airlines' order
of 75 C Series planes, which is about 25% of current backlog. The
new partnership may construct a C Series assembly facility at
Airbus' plant in Alabama in order to circumvent US tariffs on the
plane, but this will likely mean a delay in deliveries to Delta,
which was supposed to have started next spring, and could then
delay cash flow breakeven. Additionally, Moody's believe the size
of and demand in the 100-150 seat aircraft market (in which the C
series competes) is unclear. Airbus and Bombardier have forecasted
demand to be up to 6,000 additional aircraft over the next 20 years
in this segment, however historically, programs targeting the
market have not sold well.

Alstom and Siemens have announced plans to combine their respective
rail equipment manufacturing businesses, which will increase
competition at Bombardier Transport within the next three to five
years, particularly in the key European market. Bombardier will not
match the scale of Siemens-Alstom in rolling stock and signaling,
and the merged entity will also have higher operating margins and a
stronger financial position than Bombardier. However, the merger is
expected to close at the end of 2018, followed by several years of
integration, so the impact on Bombardier will likely occur after
this timeframe. It is possible that Bombardier Transport will
become a valued second European supplier of passenger railcars, and
the only large alternative to Siemens/Alstom, apart from the very
large Chinese competitor CRRC.

Bombardier has good liquidity (SGL-2), with $3.3 billion of
available liquidity sources versus Moody's estimate of breakeven
free cash flow through the twelve months to June 2018 and minimal
debt maturities, assuming the Delta C Series contract remains
unchanged. Moody's do however expect large swings in working
capital quarter to quarter for the C Series and Global 7000
production ramp ups. At June/17, Bombardier had available cash of
$2.2 billion and $1.1 billion (USD equivalent) of unused revolvers
($400 million at Bombardier Aerospace due June 2020 and EUR 590
million at Bombardier Transport due May 2020). Bombardier's bank
financial covenants are not public, but they include minimum
liquidity and maximum leverage requirements. Moody's expects the
company will maintain headroom against the covenants. The company
does not have any material debt maturities until 2019, when $600
million is due, followed by $850 million in 2020, and $2.3 billion
in 2021. Moody's expect the company will generate free cash flow of
$400 million for the last two quarters of 2017 (it has consumed
$1.5 billion in free cash flow in the first half of 2017) and may
be near cash flow breakeven in 2018 as the C Series commercial jet
program ramps up towards its own breakeven in 2020 and the Global
7000 business jet program approaches entry into service in the
latter part of 2018. However with the uncertainty about the timing,
and how the company will sell the C Series into the US, Bombardier
could continue to generate negative free cash flow in 2018
dependent on a final US duty ruling.

The negative ratings outlook reflects Moody's uncertainty over
Bombardier's ability to achieve breakeven cash flow in 2018 and
2019 and its ability to refinance material debt maturities that
begin in 2019. It also reflects longer term concern about
Bombardier Transport's competitiveness in the face of the
Siemens/Alstom rail transport merger.

Bombardier's CFR rating could be upgraded if 1) the company
produces sustainable free cash flow in excess of $400 million, 2)
adjusted financial leverage (on a proportionally consolidated
basis) reduces below 6.5x, and 3) the company is able to secure
additional C Series orders, increasing the long term viability of
that aircraft.

Bombardier's CFR rating could be downgraded if 1) Bombardier
experiences challenges in any of its businesses that will likely
lead to continuing negative free cash flow past 2018 2) if Moody's
develops concerns over the adequacy of the company's liquidity and,
3) if Moody's has increased concerns regarding Bombardier's ability
to refinance its debt or the sustainability of its capital
structure.

The senior unsecured rating of Caa1 is one notch below the
corporate family rating of B3 because the Caisse de depot et
placement du Quebec's 30% ownership of Bombardier Transport, where
nearly all of Bombardier's consolidated cash flow is generated, is
in preferred shares which rank ahead of the Bombardier Transport
ordinary shares owned by Bombardier and therefore rank ahead the
senior unsecured debt at Bombardier on their claim to
Transportation's assets.

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

Headquartered in Montreal, Bombardier Inc. is a globally
diversified manufacturer of business and commercial jets as well as
rail transportation equipment. Annual revenues were about $16
billion in 2016.


BREITBURN ENERGY: Court to Hear Disclosures at Nov. 14 Hearing
--------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court for the
Southern District of New York has scheduled a Nov. 14, 2017 hearing
on the Disclosure Statement explaining the Joint Chapter 11 Plan of
Breitburn Energy Partners, LP, and its affiliates.

As previously reported by The Troubled Company Reporter, the
Debtors filed their Plan on Oct. 11, 2017, which is a product of
the Debtors' arm's-length negotiations and an agreement with (1)
the Revolving Credit Facility Lenders, (2) certain holders of the
Debtors' 9.25% Senior Secured Second Lien Notes due 2020, and (3)
certain holders of the Debtors' 7.875% Senior Unsecured Notes due
2022 and 8.625% Senior Unsecured Notes due 2020.  The Plan is
premised on the division of the Debtors' existing businesses and
assets into two separate entities upon the occurrence of the
Effective Date under the Plan: (1) a newly-formed limited liability
company (LegacyCo) that will own all of the Debtors' assets other
than certain assets related to the Permian Basin; and (2) a
newly-formed corporation (New Permian Corp.) that will own all of
the equity of a newly-formed limited liability company (New Permian
LLC) that will own the Permian Assets.

Separately, BankruptcyData related that the Debtors also filed a
notice of withdrawal of its previously-filed motion for a further
extension of its exclusive periods.

                   About Breitburn Energy

Breitburn Energy Partners LP is engaged in the acquisition,
exploitation and development of oil and natural gas properties,
Midstream Assets, and a combination of ethane, propane, butane and
natural gasoline that when removed from natural gas become liquid
under various levels of higher pressure and lower temperature, in
the United States.  Operations are conducted through Breitburn
Parent's wholly-owned subsidiary, Breitburn Operating LP, and
BOLP's general partner, Breitburn Operating GP LLC.

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

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

An Official Committee of Unsecured Creditors been formed in the
case.  The Creditors Committee retained Milbank, Tweed, Hadley &
McCloy LLP as counsel.

A Statutory Committee of Equity Security Holders was also formed in
the case.  The Equity Committee is currently composed of seven
individual holders.  The Equity Committee retained Proskauer Rose
LLP as counsel.


BURNHAM PROPERTIES: Case Summary & Unsecured Creditor
-----------------------------------------------------
Debtor: Burnham Properties, L.P.
        8035 McKnight Road
        Andre Plaza, Suite 302
        Pittsburgh, PA 15237

Type of Business: Established in 2010, Burnham Properties, LP
                  is a privately held company in Pittsburgh,
                  Pennsylvania that operates under the real
                  estate industry.  It is an affiliate
                  of Greater Lewiston Shopping Plaza LP,
                  which sought bankruptcy protection on
                  Feb. 23, 2017 (Bankr. M.D. Pa. Case No.
                  17-00693).

Chapter 11 Petition Date: October 24, 2017

Case No.: 17-04410

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Harrisburg)

Judge: Hon. Robert N. Opel II

Debtor's Counsel: Robert E. Chernicoff, Esq.
                  CUNNINGHAM, CHERNICOFF & WARSHAWSKY, P.C.
                  2320 North Second Street
                  Harrisburg, PA 17110
                  Tel: 717 238-6570
                  Fax: 717 238-4809
                  E-mail: rec@cclawpc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Nicholas J. Moraitis, president of
MHM-Lewistown Properties, Inc., general partner.

The Debtor's list of 20 largest unsecured creditors has a single
entry: Hawbaker Engineering LLC, $312,829.

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

            http://bankrupt.com/misc/pamb17-04410.pdf


CALCEUS ACQUISITION: S&P Upgrades CCR to 'B', Outlook Stable
------------------------------------------------------------
U.S.-based footwear and accessories company Calceus Acquisitions
Inc. (Cole Haan) is strengthening operating margin and cash flow
because of better product mix and improving working capital
management. As a result, its credit ratios are improving ahead of
its previous expectations, with projected EBITDAR fixed-coverage
ratio improving to above 1.5x and projected adjusted leverage
declining to the low- to mid-5x area by the end of fiscal 2018.

S&P Global Ratings thus raised its corporate credit rating on New
York–based Calceus Acquisitions Inc. (Cole Haan) to 'B' from
'B-'. The outlook is stable.

S&P said, "At the same time, we raised our issue-level rating on
the company's $320 million first-lien term loan due in 2020 to 'B'
from 'B-'. The recovery rating remains '4', reflecting our
expectation of average (30%-50%; rounded estimate 30%) recovery in
the event of a payment default."

The company's outstanding debt including revolver borrowing as of
Sept. 2, 2017, is about $335 million.

S&P said, "Our upgrade reflects Cole Haan's improved operating
performance, significant reduction in leverage, and our belief that
the Cole Haan's current level of operating performance will be
sustainable. In addition, we believe the company's full-price brand
strategy will result in further strengthening in its operating
margins and credit metrics. We forecast the company will generate
around $20 million of free operating cash flow (FOCF) annually in
the next two years as compared to our previous expectation of $10
million. We expect these improvements to be the result of a higher
pricing strategy as the company introduces new product lines and
better working capital management.

"The stable outlook reflects our expectation the company will
sustain its operational performance as it benefits from better
product mix and less promotional costs, such that leverage will
improve to the low- to mid-5x area and the EBITDAR fixed-charge
coverage ratio will exceed 1.5x. Furthermore, we expect the
company's DTC segment will return to growth in the latter part of
2018.

"We could lower our ratings if the company's full price strategy
is unsuccessful and its operating performance struggles as a
result, or the retail environment worsens from our current
expectation causing the company's wholesale segment to decline
further. This would likely result in deteriorating operating
performance and leverage exceeding 7x and an EBITDAR fixed-charge
ratio decrease to the low-1x area, with minimal free operating cash
flow generation. We estimate this could occur if EBITDA declines
about 20% from current levels, while debt remains constant.

"Although highly unlikely given the company's financial sponsor
ownership, we could raise our ratings if the company's operating
performance exceeds our expectations with debt to EBITDA sustained
at below 5x, and its private equity sponsor formally committing to
a financial policy consistent with sustaining the above leverage
level."


CAMBER ENERGY: Discusses Results of Well Workovers & Future Plans
-----------------------------------------------------------------
Camber Energy said it has immediately begun the process of
reestablishing production from six natural gas wells in the Camber
operated Coyle field, located in Payne County, Oklahoma.  The
workover process on these wells commenced last Wednesday.  The
Northern Shot well was the first well brought back online.  Initial
production from that well began last Friday.  Work on the Coyle
Field will continue uninterrupted until all six wells are back
online which the Company estimates will take approximately two
weeks.  The Company estimates that an additional 1.8 thousand cubic
feet (MCF) per day of natural gas liquid (NGL) rich natural gas
will be produced from these workovers, once the wells have been
fully restored to their normal production levels.

"Propane C3+ through C8+, which Camber produces from many of its
wells, is experiencing its seasonal upswing in pricing, which is
great news for us.  Getting production restored in the Coyle Field
and other Company owned assets is essential to our goal of
achieving positive cash flow from operations, as quickly as
possible," stated Richard N. Azar II, the interim chief executive
officer of Camber, who continued, "Workovers are being performed on
five additional wells which are operated by Equal Energy.  We
estimate that production to these wells will be restored next week.
When these wells are operating at normal sustained levels, we
estimate that they will produce an estimated 1.5 MCF/day. Camber
owns varied interests from 9% to 30% working interest in these
wells."

Mr. Azar continued, "Camber is currently in the process of
reviewing its leasehold positions in central Oklahoma and plans to
drill four, 100% owned wells on its Oklahoma acreage in calendar Q1
and Q2, 2018, funding permitting.  In addition, the Company is
actively pursuing additional leasehold acquisitions adjacent to its
current PDP, for its planned drilling program for Q3 and Q4 of
2018, funding permitting.

                    About Camber Energy, Inc.

Based in San Antonio, Texas, Camber Energy (NYSE American: CEI) --
http://www.camber.energy.com/-- is a growth-oriented, independent
oil and gas company engaged in the development of crude oil,
natural gas and natural gas liquids in the Hunton formation in
Central Oklahoma in addition to anticipated project development in
the San Andres formation in the Permian Basin.

Lucas Energy changed its name to Camber Energy, Inc., effective
Jan. 5, 2017, to more accurately reflect the Company's strategic
shift from its Austin Chalk and Eagleford roots to an expanding
addition of shallow oil and gas reserves with longer-lived,
lower-risk production profiles.

Camber reported a net loss of $89.12 million on $5.30 million of
total net operating revenues for the year ended March 31, 2017,
compared to a net loss of $25.44 million on $968,146 of total net
operating revenues for the year ended March 31, 2016.  

As of March 31, 2017, Camber Energy had $39.85 million in total
assets, $50.42 million in total liabilities and a total
stockholders' deficit of $10.56 million.

GBH CPAs, PC -- http://www.gbhcpas.com/-- in Houston, Texas,
issued a "going concern" opinion on the consolidated financial
statements for the year ended March 31, 2017, citing that the
Company has incurred significant losses from operations and had a
working capital deficit at March 31, 2017.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


CAPTAIN TRANSPORT: Has Approval to Use Cash Until Nov. 21
---------------------------------------------------------
The Hon. William J. Fisher of the U.S. Bankruptcy Court for the
District of Minnesota has authorized Captain Transport & Recovery,
Inc., and Northland Recovery Bureau, Inc., to use up to $44,850 of
cash collateral.

A final hearing on the Debtor's motion will be held on Nov. 21,
2017, at 3:30 p.m.

All banks, lenders or depository institutions used by the Debtor
are authorized to release and return to Debtor all of Debtors' cash
collateral and deposits, including any cash, credit card payments,
accounts receivable and all checks received prior to the filing
date (even if they have not yet cleared), and all other cash
collateral received before, on or after the filing date; and allow
Debtors access to its cash and receivables in order that Debtors
can use its funds in the normal course of business, and give the
Debtors an accounting of the same.

For purposes of adequate protection, and only to the extent of cash
collateral used, any creditor having an interest in cash collateral
is granted a replacement lien in the Debtors' post-petition assets
of the same type and nature as subject to the pre-petition liens.

The liens will have the same priority and affect as the lien
creditors held on the prepetition property of the Debtors, and are
granted only to the extent of the diminution in value of creditors'
interest in pre-petition collateral.

As additional adequate protection, the Debtors will (a) maintain
insurance on all of the property in which any secured creditor
having a lien in cash collateral (and all other secured creditors)
claims a security interest; (b) pay all post-petition federal and
state taxes, including timely deposit of payroll taxes; (c) pay all
post-petition Minnesota sales tax obligations in a timely manner;
(d) provide the Cash Collateral Creditors (and all other secured
creditors, upon reasonable notice), access during normal business
hours for inspection of their collateral and the Debtors' business
records; and (e) deposit all cash proceeds and income into a Debtor
in Possession Account.

A copy of the court order is available at:

            http://bankrupt.com/misc/mnb17-33195-17.pdf

As reported by the Troubled Company Reporter on Oct. 20, 2017, the
Debtors filed a motion with the Court seeking for preliminary
hearing for the use of cash collateral on an expedited basis, and
authorization to continue to use cash collateral within the
provisions of Section 363, until the final hearing.

                   About Captain Transport

Captain Transport & Recovery, Inc., is a privately held
transportation company in Burnsville, Minnesota, that provides
cargo loading and unloading services.  Captain Transport, a small
business debtor as defined in 11 U.S.C. Section 101(51D), is the
fee simple owner of a real property located at 1800 Highway 13 W,
Burnsville, MN, valued by the Company at $1.2 million.  The Company
posted gross revenue of $925,880 in 2016 and gross revenue of
$883,637 in 2015.

Captain Transport & Recovery, Inc., and Northland Recovery Bureau,
Inc., filed Chapter 11 petitions (Bankr. D. Minn. Case Nos.
17-33195 and 17-33196) on Oct. 9, 2017.  Joint administration of
the cases is currently pending before the Court.

Captain Transport's petition was signed by its president and CEO,
Kayihan Serant. At the time of filing, the Captain Transport had
$1.53 million in total assets and $1.88 million in total
liabilities.

The case is assigned to Judge William J Fisher.

The Debtors are represented by John D. Lamey, III, Esq., of the
Lamey Law Firm, P.A.


CARLOS HARO: Vanterpool Buying Pembroke Pines Property for $351K
----------------------------------------------------------------
Carlos Julio Haro and Carolina A. Haro, also known as Carolina A.
Calle, ask the U.S. Bankruptcy Court for the Southern District of
Florida to authorize their short sale of real property located at
1151 NW 166 Ave, Pembroke Pines, Florida to Vanterpool, LLC for
$351,000.

The Debtors ask an expedited hearing in this matter on Nov. 10,
2017 in the interest of time.

The Property's secured creditors or parties in interest are:

     Liens/Interest          Proof of    Amount     Broward County

                             Claim #               Recording
Instr#
     --------------          --------    ------   
----------------
     M&T Bank; assigned        12       $347,623    Foreclosure FJ
     bid to Federal Home                               113892932  

     Loan Mortgage Corp.

     Bank of America           10       $40,441      114139852 Asg

     IRS                        4       $92,567      113409509

     Spring Valley Phase III   16       $2,603       114248246

     City of Pembroke Pines             $361         14114249

The value of the Property per the Property Appraiser's Office is
$374,410.

In August 2016, M&T Bank obtained a Final Judgment in the Mortgage
Foreclosure action Case# 15-017348(11) in the 17th Judicial
Circuit, Broward County, Florida.  Spring Valley Phase III HOA and
Countrywide Home Loans, Inc., now known as Bank of America, were
initially joined as defendants in the Mortgage Foreclosure action.
M&T Bank is a willing party to the short sale transaction.  Bank of
America and the IRS have not objected to the short sale.

The short sale proposes to pay from the sale proceeds of the short
sale at closing in full settlement of any liens/interest, debt, and
claims against the Property and the Debtors as follows:

     a. Bank of America: Up to $6,000;

     b. The HOA: The amount required by Florida under statute
720.3085 under a mortgage foreclosure action which will be the
lesser of: (i) The parcel's unpaid common expenses and regular
periodic or special assessments that accrued or came due during the
12 months immediately preceding the acquisition of title and for
which payment in full has not been received by the association; or
(ii) 1% of the original mortgage debt;

     c. City of Pembroke Pines $361;

     d. All the Seller's costs including realtor fees; and

     e. M&T Bank the balance of the sale proceeds.

The realtor in the case is Eduardo Funes of Grand Realty of America
Corp.

The IRS will receive no proceeds from the sale.  The Debtors will
not receive any portion of the cash proceeds from the short sale.

The Debtors are asking consideration of the instant Offer and Sale
so that a Closing can occur before Dec. 15, 2017.  They propose to
sell the Property to the Buyer free and clear of all Liens, with
any and all valid Liens to attach to the Sale Proceeds.

The best interests of the Debtors' estate and creditors and ample
business justification support the instant Sale.  The relief
requested in the Motion is reasonable and appropriate and is
commonly approved by courts.  Accordingly, they ask the Court to
approve the relief requested.

In addition, it is imperative that the Debtors have the ability to
close the Sale as soon as practicable after the entry of an order
approving the Sale and in any event no later than Dec. 15, 2017.
Accordingly, they ask that the Court, in the discretion provided to
it under Rules 6004(h) and 6006(d) of the Bankruptcy Rules, waives
the 14-day stay of an order approving the Sale of the Debtors'
Asset to the Purchaser arising under those same Bankruptcy Rules.

The Creditors:

          M&T BANK
          c/o McCalla Raymer Pierce LLC
          110 SE 6th Street #2400
          Ft Lauderdale, FL 33301
          Attn: Ashley Prager Popowitz, Esq.

          BANK OF AMERICA
          c/o Marisnosci Law Group, P.C.
          100 West Cypress Creek Rd
          Suite 1045
          Fort Lauderdale, FL 33309
          Attn: Connie J. Delisser, Esq.

          SPRING VALLEY PHASE III HOA
          c/o Bakalar & Associates P.A., Reg Agt
          12472 W Atlantic Blvd
          Coral Springs, FL 33071

          CITY OF PEMBROKE PINES
          Attn: Frank C. Ortis, Mayor
          601City Center Way, 4th Floor
          Pembroke Pines, FL 33025

Counsel for the Debtors:

          Mary Jo Rivero, Esq.
          MARY JO RIVERO, P.A.
          1806 N. Flamingo Rd, Ste. 355
          Pembroke Pines, FL 33028
          Telephone: (954) 704-9332
          E-mail: ecf@maryjorivero.com

Carlos Julio Haro and Carolina A. Haro, also known as Carolina A.
Calle, filed a Voluntary Chapter 13 Petition in U.S. Bankruptcy
Court for the Southern District of Florida on Dec. 22, 2016.  The
case was converted to a Chapter 11 (Bankr. S.D. Fla. Case No.
16-26810-RBR) on March 22, 2017.


CASHMAN EQUIPMENT: Sale of Vessels in Ordinary Course Approved
--------------------------------------------------------------
Judge Melvin S. Hoffman of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Cashman Equipment Corp.'s sale
of vessels free and clear of liens in the ordinary course of
business, and its proposed distribution of sale proceeds.

A hearing on the Motion was held.  The counsel to the Debtor will
submit a revised form of order in ECF as a supplemental document
and submit a copy in Word format to msh@mab.uscourts.gov.

                  About Cashman Equipment Corp.

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

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

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

Judge Melvin S. Hoffman presides over the cases.

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

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


CECIL BANCORP: Court Approves Disclosures & Confirms Plan
---------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court issued
an order (a) granting Cecil Bancorp's final approval of its First
Amended Disclosure Statement; (b) allowing its motion to modify the
Plan of Reorganization prior to confirmation and (c) confirming the
Plan, as modified. The order states, "Within two business days
after the Closing Date, the Debtor shall cause the Bank to pay
Charles F. Sposato the sum of $ 476,873.20 by wire transfer to Mr.
Sposato's counsel, Cole Schotz P.C., in full satisfaction of Mr.
Sposato's Class 4 Claim. On or after the Effective Date, the Debtor
is authorized to, and shall, take the following actions in the
order as stated below: On the Effective Date: Cancel all ownership
interests of First Mariner Bank, Shri Sai Hotel Consultants,
Charles Sposato, and the Fair Family. Cancel 165,000 Common Stock
Interests of Mary Halsey. Cancel 126,250 Common Stock Interests of
LFB Investments; 437,500 Common Stock Interests of Phillip E. Klein
Non-Exempt Family Trust; and 37,500 Common Stock Interests of Clark
Turner. On the Closing Date (one day after the Effective Date):
Cancel the remaining Common Stock Interests and Series B Interests;
Issue New Common Stock; Issue the Exchange Shares; Convey the New
Common Stock to the New Investors; Convey the Exchange Shares to
Treasury to be immediately resold to New Investors; and Repurchase
the TruPS Securities."

As BankruptcyData previously related, "Under the Plan, only two
classes of creditors are eligible to cast ballots, Class 1 - the
TruPS Holders and Class 5 - the United States Treasury as the
holder ofcertain interests under the Troubled Asset Relief Program
('TARP'). On the Closing Date, the holders of Allowed TruPS Claims
shall convey their interest in the TruPS Securities to the Debtor
in consideration of payment of the Class 1 Legal Fee Allowance and
their pro rata share of the greater of a) $1,000,000 or b) the
Auction Proceeds."

                      About Cecil Bancorp

Cecil Bancorp, Inc. (OTC:CECB) is the direct parent of Cecil Bank,
a Maryland commercial bank with 52 employees, a main branch, 8
branch locations, and a corporate/loan office.  As of March 31,
2017, the Bank -- http://www.cecilbank.com/-- has total assets of
approximately $211 million, outstanding loans of $94 million and
total deposits of $154 million.  Cecil Bancorp also owns 100% of
the stock of Cecil Bancorp Capital Trust I ("Trust I") and Cecil
Bancorp Capital Trust II ("Trust II" and together with Trust I, the
"Trusts"), which are Delaware statutory trusts that were
established for the sole purpose of issuing capital securities.

Cecil Bancorp, Inc., filed a Chapter 11 petition (Bankr. D. Md.
Case No. 17-19024) in Baltimore, Maryland, on June 30, 2017.
Terrie G. Spiro, president and chief executive officer, signed the
petition.

The Debtor disclosed $7.64 million in total assets and $21.18
million in total liabilities.  The Debtor valued its 100% ownership
in Cecil Bank at $3.755 million and its 100% ownership in Cecil
Bancorp Capital Trusts I and II at $527,000.  The Debtor doesn't
have any secured debt and all its unsecured debt are comprised of:
$62,700 owing to Cecil Bank and $12.098 million and $9.026 million
owing to Wilmington Trust Company.

The Hon. Robert A. Gordon oversees the case.

The Debtor tapped Nelson Mullins Riley & Scarborough LLP as
counsel; and Teneo Securities, Inc., and Hovde Group, LLC.

                          *     *     *

The Debtor on the Petition Date filed a Chapter 11 Plan of
Reorganization and Disclosure Statement.  The Debtor's Chapter 11
plan exclusivity expires Oct. 30, 2017.


CHESTER MARINA: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: Chester Marina, LLC
        33309 Kent Avenue
        Bethany Beach, DE 19930

Type of Business: Chester Marina LLC is a privately held
                  company in Bethany Beach, Delaware
                  engaged in the real estate business.  The
                  Company owns a real property located at 319
                  Chester Avenue, Annapolis, MD 21403, valued
                  by the Company at $1.80 million.

Chapter 11 Petition Date: October 24, 2017

Case No.: 17-24160

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

Judge: Hon. David E. Rice

Debtor's Counsel: Diana L. Klein, Esq.
                  KLEIN & ASSOCIATES, LLC
                  2450 Riva Road
                  Annapolis, MD 21401
                  Tel: (443) 569-4574
                  Fax: 410 573-1615
                  E-mail: diana@klein-lawfirm.com
                          klein-tp@hotmail.com

Total Assets: $1.80 million

Total Liabilities: $1.76 million

The petition was signed by Michael Daniels, managing member.

The Debtor's list of top 20 unsecured creditors has a single entry:
Anne Arundel County, Maryland, holding a claim of $5,500 on account
of semi-annual R.E. taxes.

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

          http://bankrupt.com/misc/mdb17-24160.pdf


CHRIS CARLSON: Taps Larson & Company as Accountant
--------------------------------------------------
Chris Carlson Hot Rods, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Kansas to hire an accountant.

The Debtor proposes to employ Larson & Company, P.A. to prepare and
file its income tax returns.

The firm will charge $140 per hour for tax preparation, $160 per
hour for tax review by Karl Rump, $230 per hour for tax review by
Derry Larson, and $50 per hour for clerical services.

Mr. Rump, a certified public accountant employed with Larson,
disclosed in a court filing that his firm does not represent any
interest adverse to the Debtor's estate.

The firm can be reached through:

     Karl A. Rump
     200 W. Douglas Avenue, Suite 1000,
     Wichita, KS 67202
     Phone: (316) 263-8030  
     Fax: (316) 263-0880  
     Email: admin@larsonpa.com

                   About Chris Carlson Hot Rods

Chris Carlson Hot Rods, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Kan. Case No. 17-11660) on Aug. 28,
2017.  Christopher Carlson, its manager, signed the petition.  At
the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $1 million.  Judge Robert E.
Nugent presides over the case.  Eron Law P.A. is the Debtor's
bankruptcy counsel.  Arst & Arst, P.A., is counsel to the official
committee of unsecured creditors formed in the case.


COMBIMATRIX CORP: SEC Declares Invitae's Form S-4 as Effective
--------------------------------------------------------------
CombiMatrix Corporation filed with the Securities and Exchange
Commission an amendment No. 2 to its Tender Offer Statement on
Schedule TO originally filed by Invitae Corporation, a Delaware
corporation, on Sept. 13, 2017, as amended.  The Schedule TO
relates to the offer by Invitae to exchange each outstanding Series
F warrant to acquire shares of common stock of CombiMatrix
Corporation for shares of common stock, par value $0.0001 per
share, of Invitae.  The terms and conditions of the Exchange Offer
and procedures for tendering the CombiMatrix Series F Warrants are
set forth in the prospectus/offer to exchange, dated Oct. 6, 2017,
as supplemented by Prospectus Supplement No. 1, dated Oct. 23,
2017.

On Oct. 5, 2017, the SEC declared effective Invitae's registration
statement on Form S-4 (No. 333-220448), relating to the Exchange
Offer.  Pursuant to the Exchange Offer, each CombiMatrix Series F
Warrant validly tendered and not withdrawn in the Exchange Offer
will be exchanged for a number of shares of Invitae Common Stock
equal to 0.3056, which was calculated as the quotient (rounded to
the nearest ten-thousandth) obtained by dividing $2.90 by the
average closing price of $9.491 for shares of Invitae common stock
on the NYSE for the immediately preceding period of 30 trading days
prior to July 31, 2017, the date of the Agreement and Plan of
Merger and Reorganization by and among Invitae, Coronado Merger
Sub, Inc., a wholly owned subsidiary of Invitae, and CombiMatrix,
pursuant to which Merger Sub will merge with and into CombiMatrix,
with CombiMatrix surviving as a wholly owned subsidiary of
Invitae.

For purposes of calculating and satisfying the condition in the
Merger Agreement that at least 90% of the CombiMatrix Series F
Warrants outstanding immediately prior to the date of the Merger
Agreement shall have been validly tendered and not withdrawn prior
to the expiration of the Exchange Offer, which is a condition to
Invitae's obligation to consummate the Merger, Invitae will also
count towards such 90% requirement any and all CombiMatrix Series F
warrants that are validly exercised prior to the expiration of the
Offer (including, for this purpose, such exercises as are made
contingent solely upon a closing of the Merger).  In addition, the
Prospectus Supplement (i) provides updated estimates of the
fraction of a share of Invitae common stock, or the Merger Exchange
Ratio, into which each share of CombiMatrix common stock will be
converted upon a closing of the Merger, based on CombiMatrix's
current estimate of net cash, (ii) provides updated estimates of
the number of shares of Invitae common stock to be issued in
connection with the Merger and the Exchange Offer, and (iii)
provides additional disclosure as to how the participation
percentage by the holders of the CombiMatrix Series F warrants in
the Exchange Offer and the amount of CombiMatrix Series F warrants
separately exercised impacts the implied per share Merger
consideration based on CombiMatrix's currently estimated net cash.


                  About CombiMatrix Corporation

CombiMatrix Corporation -- http://www.combimatrix.com/-- provides
molecular diagnostic solutions and comprehensive clinical support
to foster the highest quality in patient care.  CombiMatrix
specializes in pre-implantation genetic diagnostics and screening,
prenatal diagnosis, miscarriage analysis and pediatric
developmental disorders, offering DNA-based testing for the
detection of genetic abnormalities beyond what can be identified
through traditional methodologies.  The Company's testing focuses
on advanced technologies, including single nucleotide polymorphism
chromosomal microarray analysis, next-generation sequencing,
fluorescent in situ hybridization and high resolution karyotyping.

CombiMatrix has a history of incurring net losses and net operating
cash flow deficits.  The Company is also deploying new technologies
and continue to develop new and improve existing commercial
diagnostic testing services and related technologies.  As a result,
these conditions raised substantial doubt regarding its ability to
continue as a going concern beyond 2017, according to the Company's
annual report for the year ended Dec. 31, 2016.  However, as of
Dec. 31, 2016, the Company had cash, cash equivalents and
short-term investments of $3.7 million.  Also, the combination of
continued revenue and cash reimbursement growth as the Company has
seen over the past several quarters, coupled with improved gross
margins and cost containment of expenses leads management to
believe that it is probable that the Company's cash resources will
be sufficient to meet its cash requirements through and beyond the
fourth quarter of 2017, where the Company anticipates to achieve
cash flow break-even status.  If necessary, management also
believes that it is probable that external sources of debt and/or
equity financing could be obtained based on management's history of
being able to raise capital coupled with current favorable market
conditions.  As a result of both management's plans and current
favorable trends in improving cash flow, the Company believes the
initial conditions which raised substantial doubt regarding its
ability to continue as a going concern have been alleviated.

CombiMatrix reported a net loss attributable to common stockholders
of $5.78 million for the year ended Dec. 31, 2016, a net loss of
$7.65 million in 2015, and a net loss of $8.70 million in 2014.  

As of June 30, 2017, CombiMatrix had $8.11 million in total assets,
$2.16 million in total liabilities, and $5.95 million in total
stockholders' equity.


COMFORT HOLDING: Moody's Lowers CFR to B3 on Weak Performance
-------------------------------------------------------------
Moody's Investors Service downgraded Comfort Holding, LLC
(Comfort), Corporate Family Rating (CFR) to B3 from B2 and the
Probability of Default Rating to B3-PD from B2-PD. At the same
time, Moody's downgraded the company's senior secured first lien
term loan to B3 from B2 and the senior secured second lien term
loan to Caa2 from Caa1. The rating outlook is stable.

"The downgrade is due to Comfort's weak operating performance and
credit metrics and Moody's expectation that both will remain below
Moody's original expectations through 2018," says Kevin Cassidy,
Moody's Investors Service Senior Credit Officer.

Comfort's EBITDA declined sharply in the first half of 2017.
Moody's estimates that Comfort's earnings decline will result in
pro forma debt to EBITDA climbing above 7 times, likely reaching a
peak in the fourth quarter of 2017 before improving in 2018. The
rating agency expects improvement to come from price increases and
other costs saving initiatives. Leverage will approach 6 times in
2018, but remain higher than what Moody's felt was appropriate for
the prior rating.

The following ratings were downgraded:

Comfort Holding, LLC:

Corporate Family Rating to B3 from B2;

Probability of Default Rating to B3-PD from B2-PD;

$450 million secured 1st lien term loan due 2024 to B3 (LGD 4)
from B2 (LGD 3);

$100 million secured 2nd lien term loan due 2025 to Caa2 (LGD 6)
from Caa1 (LGD 6);

The rating outlook is stable.

RATINGS RATIONALE

The B3 CFR reflects the company's high pro forma debt to EBITDA of
approximately 7 times, modest scale and narrow product focus in the
foam supply industry. The rating also reflects the company's
exposure to changes in the price of chemical raw materials, which
can lead to volatility in financial results as evidenced in the
sharp earnings decline during 2017. The rating further reflects
susceptibility to discretionary consumer spending through the
company's bedding retail and commercial customers, and risks
associated by being owned by a private equity firm. Comfort
Holding's rating benefits from its good market position within the
foam supply industry and good reputation with its customers.
Comfort Holding's credit metrics need to be stronger than similarly
rated consumer durables companies because of its small size,
history of earnings volatility and high customer concentration.

The stable outlook reflects Moody's expectation that Comfort
Holding's scale will remain modest and leverage very high over the
next 12-18 months.

Ratings could be downgraded if Comfort's revenues and earnings fail
to improve in 2018 or if the company's liquidity weakens.

Comfort's ratings could be upgraded if its operating performance
significantly improves and debt to EBITDA is sustained below 5
times.

Subscribers can find further details in the Comfort Holding Credit
Opinion published on Moodys.com.

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

Innocor Inc. is the operating company of Comfort Holding, LLC and
is a manufacturer of commercial foam products to the bedding and
furniture industries and of foam bedding products sold at retail
(club, e-commerce, and department stores). The company is privately
owned by Bain Capital. Revenues approximate $800 million.


CONCHO RESOURCES: Likely to Cross Into Investment Grade in 2018
---------------------------------------------------------------
Almost a quarter of the roughly 240 oil and gas companies rated in
the Americas are within two notches of the "Crossover Zone," but
very few appear likely to cross over before the end of 2018,
Moody's Investors Service says in a new report. Only one, Concho
Resources (Ba1 positive) has the potential to be a "rising star,"
and thus upgraded to investment grade in 2018.

The Crossover Zone consists of companies with evolving credit
metrics or financial policies that place them within the range of
switching to an investment-grade -- a so-called "rising star" -- or
a speculative-grade rating -- a "fallen angel."

"A small group of companies beyond the Crossover Zone could move
into it by the end of 2018, but not cross over the border between
investment and speculative grade," observed Moody's Analyst Prateek
Reddy. "This group is dominated by midstream and E&P companies,
which together comprise about 85% of Moody's rated Ba2-Baa2
Americas oil & gas universe."

Through 2018, the risk of fallen angels will diminish as oil prices
rebound from the lows of 2016 and companies continue taking steps
to combat weak industry conditions, even as the degree of
strengthening will vary widely. Efforts made to adapt to the new
pricing reality, including changing capital structures by reducing
debt, lowering cost structures and adjusting financial policies,
will support some speculative grade companies move closer to
investment grade, even if not enough to cross over, according to
Moody's analysts.

Nevertheless, Moody's says oilfield services company Oceaneering
faces one of the highest risks of losing its investment-grade
rating in 2018 given its concentration in the challenged deepwater
and ultra-deepwater markets and weakening credit profile.
Additionally, PEMEX faces some risk to its investment-grade status
from the company's continued reliance on the debt capital markets
to support and partially fund its capital spending in 2017-18,
despite its improving credit profile and diminishing liquidity
risks.

The report is captioned "Oil and Gas -- Americas: Rating crossovers
will remain sparse in 2018", available at
http://www.moodys.com/viewresearchdoc.aspx?docid=PBC_1093105.


CONSOLIDATED COMMUNICATIONS: Bank Debt Trades at 3% Off
-------------------------------------------------------
Participations in a syndicated loan under Consolidated
Communications is a borrower traded in the secondary market at
97.05 cents-on-the-dollar during the week ended Friday, October 6,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents a decrease of 0.63 percentage points from
the previous week.  Consolidated Communications pays 300 basis
points above LIBOR to borrow under the $1.835 billion facility. The
bank loan matures on Oct. 5, 2023 and carries Moody's Ba3 rating
and Standard & Poor's BB- rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended October
6.


COTY INC: Moody's Affirms Ba1 CFR & Alters Outlook to Negative
--------------------------------------------------------------
Moody's Investors Service affirmed Coty Inc.'s Ba1 Corporate Family
Rating (CFR) and changed its rating outlook to negative from
stable. The affirmation reflects Moody's belief that Coty will
return to meaningfully positive free cash flow and begin to reduce
leverage within the next 12-18 months, despite recent challenges.
Given that the integration of Procter & Gamble's Beauty (P&G)
business is now complete, Coty can focus on investing in its brands
to meaningfully grow operating earnings and cash flow. At the same
time Moody's affirmed the company's Ba1 senior secured credit
facility ratings issued under Coty and Galleria Co. respectively.
Moody's also affirmed Coty's Ba2-PD Probability of Default Rating
and downgraded its SGL-2 Speculative Grade Liquidity Rating to
SGL-3 to reflect that negative free cash flow over the next 12
months will create revolver reliance to fund the dividend, the
acquisition of the Burberry beauty business, restructuring costs
and sizable required term loan amortization.

The change in the rating outlook nevertheless reflects Coty's weak
operating performance resulting in high financial leverage. Moody's
expects credit metrics to remain weak over the next 12-18 months,
reflecting the rating agency's belief that synergies from the P&G
transaction will take longer than expected to be realized.
Continued operating challenges or further delays in realizing
synergies leading to an inability to meaningfully lift EBITDA and
generate comfortably positive free cash flow would pressure the
ratings.

Moody's affirmed the following ratings:

Issuer: Coty Inc.

Corporate Family Rating at Ba1

Probability of Default Rating at Ba2-PD

$1500mm Senior Secured Revolving Credit Facility expiring 2020 at
Ba1 (LGD2)

EUR140mm Senior Secured Term Loan A due 2020 at Ba1 (LGD2)

$1750mm Senior Secured Term Loan A due 2020 at Ba1 (LGD2)

$975mm Senior Secured Term Loan A due 2021 (LGD2)

EUR325mm Senior Secured Term Loan B2 due 2022 at Ba1 (LGD2)

$597mm Senior Secured Term Loan B due 2022 at Ba1 (LGD2)

EUR662mm Senior Secured Term Loan B1 due 2022 at Ba1 (LGD2)

Issuer: Galleria Co.

$1500mm Senior Secured Revolving Credit Facility expiring 2020 at
Ba1 (LGD2)

$2000mm Senior Secured Term Loan A due 2020 at Ba1 (LGD2)

$1000mm Senior Secured Term Loan B due 2022 at Ba1 (LGD2)

The following rating was downgraded:

Issuer: Coty Inc.

Speculative Grade Liquidity Rating to SGL-3 from SGL-2

The rating outlook was changed to negative from stable.

RATINGS RATIONALE

Coty's Ba1 CFR reflects the company's high debt to EBITDA financial
leverage estimated at about 6.0x and weak free cash flow. Moody's
expects Coty to generate negative free cash flow over the next
several quarters in part due to its high capital spending,
restructuring costs, dividends and the acqusition of the burberry
business. The ratings also reflect the company's concentration in
fragrance and color cosmetics. This concentration creates cyclical
exposure to discretionary consumer spending. It also requires
continuous product and brand investment to minimize revenue
volatility as these categories tend to be more fashion driven than
other beauty products. Coty will remain more concentrated than its
primary competitors in mature developed markets. This creates
growth challenges and investment needs to more fully build its
global distribution capabilities and brand presence.

The ratings are supported by the company's large scale, its
portfolio of strong brands, and good product and geographical
diversification. Moody's believes that Coty will be less aggressive
with respect to its financial policy and acquisition strategy for
the next 12-18 months as it focuses on investing in its brands to
grow revenue and improve profitability. Moody's expects that Coty
will generate modest revenue growth in the next 12-18 months,
although EBITDA growth should significantly improve as synergies
from the P&G acquisition are finally realized. The company
estimates that it will reach $750 million in synergies through 2020
(after $1.2 billion in upfront costs).

The SGL-3 liquidity rating reflects Coty's reliance on its $3
billion of revolver commitments (approximately $2.2 billion undrawn
as of June 30, 2017) to fund the projected free cash flow deficit,
acquisitions and the required term loan amortization. The quarterly
amortization steps up to roughly $55 million in the December 2017
quarter from approximately $40 million in the September 2017
quarter. Moody's projects the company will maintain good headroom
under the total net leverage covenant over the next 12 months, but
headroom will likely diminish because of step downs to 4.25x by
March 2019 from 5.95x in December 2017.

Coty's ratings could be upgraded if it generates sustained organic
operating profit growth, and improves credit metrics. Specifically,
debt / EBITDA would need to approach 3.0x before Moody's would
consider an upgrade. An upgrade would also require a commitment to
financial policies consistent with an investment grade rating.

Coty's ratings could be downgraded if operating performance does
not improve, if synergies are not fully realized or do not
translate into higher earnings, or if debt / EBITDA is sustained
above 4.0x. A downgrade could also occur if there is a
deterioration in the company's liquidity or if the company pursues
aggressive debt funded acquisitions or shareholder returns.

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

Coty Inc. ("Coty"), a public company headquartered in New York, NY,
is one of the leading manufacturers and marketers of fragrance,
color cosmetics, and skin and body care products. The company's
products are sold in over 130 countries. The company generates
roughly $9.0 billion in annual revenues.


CREEKSIDE HOMES: Wants to Use Cash Collateral
---------------------------------------------
Creekside Homes, Inc., has sought approval from the Bankruptcy
Court to use up to $30,000 of cash collateral.

The Debtor says The Debtor needs to use cash collateral to operate
its business, to pay employees, to pay rent and utilities and pay
other expenses.  Without the use of cash collateral, the Debtor
will be unable to remain in business.  If it cannot use cash
collateral, it will be unable to work on its existing jobs and to
start construction on projects with signed contracts.  The Debtor's
reputation in the industry will be severely harmed.

The Debtor says that the entities' interests are adequately
secured.  They are afforded adequate protection of their claims in
many ways:

     a. the value of the assets;

     b. the Debtor continuing to operate the business and
        maintaining and servicing the inventory and equipment;

     c. operating the business creates additional revenues;

     d. all assets are properly insured;

     e. the Debtor will provide replacements lien to the four
        entities to the extent their prepetition liens attached to

        the Debtor's property and with the same validity,
        priority, and description of collateral.  To be clear, if
        there is a defect in a security interest prepetition, that

        same defect would apply post-petition; and

     f. the Court may order the Debtor, at the interim hearing or
        at the final hearing, to make adequate protection
        payments.  The Debtor does not propose to make adequate
        protection payments until a second hearing (or a later
        hearing) on cash collateral to permit the Debtor time to
        place its finances on a firmer basis.

The entities are also protected by the value of the Debtor's
assets.  They include:

        Work in Progress                 $1,015,174
        Receivables                         $25,763
        Monies on Hand                       $4,000 plus the
                                            $35,000 to be paid
                                         ----------
        Total                            $1,079,937

Total principal loan amounts on the four loans aggregate under
$400,000 though there will be fees and interest but also loan
payments made.

The Debtor has four creditors whom the Debtor believes will assert
interests in the Debtor's monies and accounts receivable.  The
entities with an interest in cash collateral are:

     -- Funding Circle filed a UCC 1 financing statement to secure

        a loan of $100,000 to the Debtor on or about Oct. 26,
        2016, with an interest rate of 19.29%.  It claimed an
        interest in monies;

     -- Swift Financial Corp. either purchased an undefined
        portion of future receivables or it loaned $100k to the
        Debtor, on or about March 7, 2017.  The interest rate is
        17%.  The monies were, in the Debtor's opinion, a loan.
        Prepetition, Swift commenced a legal action against the
        Debtor and the matter is now in arbitration against the
        Debtor and the Debtor's principals.  The Debtor has not
        located a recorded financing statement;

     -- Knight Capital also either purchased an undefined portion
        of future receivables or it loaned $104,000 to the Debtor
        on or about March 8, 2017.  The interest rate is 28%.  The

        Debtor has not located recorded financing statement; and

     -- LoanMe loaned $75,000 to the Debtor in August 2017.  The
        interest rate is 69%.  The Debtor has not located a
        recorded financing statement.

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

         http://bankrupt.com/misc/orb17-33893-tmb11-9.pdf

                        About Creekside Homes

Creekside Homes, Inc. -- http://www.creeksidehomes.net/-- is a
small business organization in the home building industry with its
principal place of business located at 219 NE Highway 99W
McMinnville, Oregon 97128-3305.  The Company builds, designs,
constructs, and remodels houses to clients in Newberg, Forest
Grove, McMinnville City and Sherwood City.  The Company possesses
interests in buildings under construction currently valued at
approximately $1 million. Creekside Homes is licensed with the
Oregon Construction Contractors Board and its CCB# is 193076.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Ore. Case No. 17-33893) on Oct. 18, 2017, listing $1.1 million in
total assets and $1.13 million in total liabilities.  The petition
was signed by Andrew Burton, president.

Judge Trish M. Brown presides over the case.

Keith Y. Boyd, Esq., and Steven R. Fox, Esq., at The Law Offices of
Keith Y. Boyd, serves as the Debtor's bankruptcy counsel.


CUPCAKE SPOT: Taps ZASZ Enterprises as Accountant
-------------------------------------------------
The Cupcake Spot & Sweet, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire an
accountant and bookkeeper.

The Debtor proposes to employ ZASZ Enterprises, LLC to, among other
things, review its financial statements and other filings required
by the court; assist in the preparation of tax returns and in other
tax-related matters; and give advice on the tax consequences of any
proposed plan of reorganization.

The firm will be paid a monthly fee of $350 for its services.

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

The firm can be reached through:

     Jesus E. Munoz
     5501 N. Beneva Road, Unit 210
     Sarasota, FL 34232
     Phone: 941-217-4241
     Fax: 941-366-3095

                 About The Cupcake Spot & Sweet

The Cupcake Spot & Sweet, Inc. operates a bakery in Saint
Petersburg, Florida.

The Debtor filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
17-05015) on June 8, 2017.  In its petition, the Debtor listed
disclosed less than $1 million in both assets and liabilities.

Judge K. Rodney May presides over the case.  Marshall G. Reissman,
Esq., at the Reissman Law Group serves as bankruptcy counsel.


DALTON OUTDOOR: Seeks to Hire MJ Harder as Accountant
-----------------------------------------------------
Dalton Outdoor Services, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Minnesota to hire an
accountant.

The Debtor proposes to employ MJ Harder, Ltd. to, among other
things, assist in the preparation of its balance sheets and income
statements, and prepare the payroll for its employees.  The firm
will be paid a monthly fee of $500.

Michael Harder, a certified public accountant, disclosed in a court
filing that he does not hold any interest adverse to the Debtor and
its estate.

The firm can be reached through:

     MJ Harder, Ltd.
     14701 Pioneer Trail, Suite 205
     Eden Prairie, MN 55347
     Phone: 952-746-5245
     Email: mike.mjharderltd@comcast.net

                 About Dalton Outdoor Services Inc.

Based in Rosemount, Minnesota, Dalton Outdoor Services, Inc. filed
a Chapter 11 petition (Bankr. D. Minn. Case No. 17-33188) on
October 9, 2017. At the time of filing, the Debtor disclosed less
than $100,000 in assets and less than $1 million in liabilities.

The Debtor is represented by Steven B. Nosek, Esq., and Yvonne R.
Doose, Esq., as bankruptcy counsel. Judge Katherine A. Constantine
presides over the case.


DAYCO LLC: S&P Downgrades CCR to 'B' on Weak Credit Metrics
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
U.S.-based Dayco LLC to 'B' from 'B+'. The outlook is stable.

S&P said, "We also lowered our issue-level rating on the company's
term loan to 'B' from 'B+'. The recovery rating remains '4',
indicating our expectation of average recovery (30%-50%; rounded
estimate: 40%) in the event of a payment default.

"The downgrade reflects our expectation that Dayco's credit metrics
will likely remain weak relative to those of auto suppliers that we
rate 'B+'. Specifically, over the next year we expect debt to
EBITDA of 5.9x-6.2x and free operation cash flow of 2.5%-3.5%.

"The stable outlook reflects our expectation that Dayco's debt to
EBITDA will remain below 7.0x and that the company will generate
positive free cash flow as margins improve in fiscal-year 2018.
While we believe there will be continued pressure on the
aftermarket business, we expect consistent performance of the OEM
business.

"We could consider another downgrade in the coming year if Dayco's
debt to EBITDA were to rise above 7.0x or free cash flow is
negative for a number of quarters. This could be due to challenges
in increasing prices to aftermarket retailers or further
market-share loss. Dayco could also begin using cash if auto
production levels drop suddenly (as they did in late 2008 and early
2009) amid the economic uncertainties in the U.S. and Europe and a
slowdown in China.

"We could upgrade Dayco if leverage were to decrease below 5x and
FOCF to debt increased to above 5%. This could occur if EBITDA
margins move sustainably above 12.5% due to growth of higher-margin
products. To consider an upgrade, we would also want to see
stabilization of both revenues and margins in Dayco's aftermarket
business."


DELIVER BUYER: S&P Alters Outlook to Pos. & Affirms 'B' CCR
-----------------------------------------------------------
S&P Global Ratings noted that Kentucky-based Deliver Buyer Inc. has
achieved better-than-expected operating results so far in 2017,
resulting in credit metrics that have strengthened to levels beyond
S&P's previous expectations.

S&P is thus revising its outlook on Deliver Buyer Inc. to positive
from stable. At the same time, S&P affirmed its 'B' corporate
credit rating on the company.

S&P said, "In addition, we affirmed our 'B' issue-level rating on
the company's first-lien credit facility. This consists of a
proposed $25 million add-on to the $240 million term loan B due
2024 and the $25 million revolving credit facility, which includes
proposed incremental capacity of $60 million. The '3' recovery
rating on the term loan is unchanged, indicating our expectation
for meaningful recovery (50%-70%; rounded estimate: 65%) in a
payment default scenario."

S&P said, "The outlook revision reflects our expectation that
credit metrics will continue to improve over the next 12 to 18
months due to a healthy pipeline of contracted project work,
supported by e-commerce growth and related demand for
parcel-sortation capabilities. These trends support our
expectations that the company's debt to EBITDA will decline to S&P
Global Ratings-adjusted leverage of about 4.0x in 2017 and 2018.
Fiscal 2017 results have thus far been better than expected due to
revenue growth and margin improvement beyond our prior
expectations. While we expect margins to remain fairly steady over
the next 12 months, there could be some slight pressure, as the
business mix shift favors lower-margin project work over the next
few years.

"The positive outlook reflects our expectation that credit metrics
will continue to improve over the next 12 months based on ongoing
favorable demand dynamics and continued strong operating
performance. We expect the company to maintain an S&P Global
Ratings-adjusted debt-to-EBITDA metric of about 4x and an
FFO-to-debt ratio in the low teens percent area through 2018.

"We could raise the rating over the next 12 months if Deliver Buyer
is able to sustain a robust project pipeline while managing its
capacity and controlling its costs such that its S&P Global
Ratings-adjusted debt-to-EBITDA remains at about 4x and FFO to debt
remains in the mid-teens percentage area on a sustained basis. An
upgrade would also be contingent on our confidence that the
sponsor's financial policy would allow for the maintenance of these
metrics on a sustained basis with minimal risk of re-leveraging.

"We could revise the outlook back to stable if the company's S&P
Global Ratings-adjusted leverage deteriorated to 5x or above over
the next 12 months. This could happen if, for example, there were
declines in operating performance, including unexpected cost
delays/overruns or the loss of a major customer. This could also
happen if there was an unanticipated shift in financial policy,
resulting in larger-than-expected debt-financed acquisitions or a
dividend recapitalization."


DETROIT DOWNTOWN: Fitch Affirms BB+ Rating on Series 1998A Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on the following
Detroit Downtown Development Authority bonds:

-- $27.7 million tax increment refunding bonds (Development Area
    No. 1 projects), series 1998A;

-- $16 million tax increment bonds (Development Area No. 1
    projects), series 1998B (taxable).

The Rating Outlook is Stable.

SECURITY

Bonds are backed by a pledge of tax increment revenues captured by
Development Area No. 1 net of those captured for school district
purposes (school capture). The debt service reserve (DSR) is funded
with a surety policy.

ANALYTICAL CONCLUSION

The 'BB+' rating incorporates Fitch's expectations for near-term
continued revenue growth prospects, high taxpayer concentration, a
cautious outlook on Detroit's overall economy and a closed lien on
pledged revenues.

Pledged Revenue Growth Prospects: Fitch expects pledged revenue
growth to continue over the near term based on the strong level of
investment driving several new development projects in and around
the Development Area 1.
Limited Resilience: Despite the recent improvement, Fitch believes
a high level of taxpayer concentration and notable historical
revenue volatility contributes to the debt structure's just
adequate resilience through economic cycles.

RATING SENSITIVITIES

Pledged revenue results: A consistent trend of improvement in
pledged revenue performance that leads to greater resilience of the
debt structure to future downturns could result in an upgrade.


ENERGY FUTURE: Seeks Entry of Final Decree Closing Cases
--------------------------------------------------------
BankruptcyData.com reported that Energy Future Holdings filed with
the U.S. Bankruptcy Court a motion for entry of a final decree (a)
closing certain of the Chapter 11 cases of Energy Future
Competitive Holdings Company (EFCH) and the direct and indirect
subsidiaries of Texas Competitive Electric Holdings Company (TCEH)
and leaving the Chapter 11 case of TCEH open for purposes of
resolving the outstanding matters against the closing case and (b)
transferring claims against and interests asserted in the TCEH
Debtors to the lead case. The motion explains, "The TCEH Cash
Payment was funded in the amount of $550,000,000, less certain
adjustments, in each case pursuant to the Plan. To date, the
Debtors have made initial distributions on account of approximately
$7.8 billion of Allowed Claims in Class C4 and Class C5. Certain
funds remain escrowed in the TCEH Cash Payment Account on account
of the 5,168 remaining unresolved Proofs of Claim against the TCEH
Debtors. The Reorganized TCEH Debtors file reports each calendar
quarter on account of the Closing Cases and are charged between
$325 and $30,000 in U.S. Trustee fees per entity each quarter based
on such entities' level of cash disbursements. There are no
outstanding matters related to the Closing Cases other than the
unresolved Proofs of Claim. Closure of such cases will allow the
Debtors to avoid unnecessarily incurring further U.S. Trustee fees
on account of the Closing Cases. At present, the TCEH Debtors'
cases accrue approximately $255,000 per quarter in U.S. Trustee
Fees. Therefore, the Debtors seek to transfer to TCEH (the 'Lead
Case') the 5,156 Asbestos Proofs of Claim (including 1,020
manifested asbestos proofs of claim, 4,132 un-manifested proofs of
claim, and 4 other asbestos proofs of claim) and the 9 non-asbestos
proofs of Claim that were asserted against TCEH Debtors other than
TCEH, thus enabling the Debtors to close cases that remain open
unnecessarily, saving time and resources."

The Court scheduled a November 8, 2017 hearing to consider the
motion, with objections due by November 1, 2017, according to the
report.

                       About Energy Future

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

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

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

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

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

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

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

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

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

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

                             * * *

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

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


FAIRGROUNDS PROPERTIES: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Fairgrounds Properties, Inc.
        3087 Three Bars Road
        Saint George, UT 84790

Type of Business: Fairgrounds Properties, Inc., listed its
                  business as a Single Asset Real Estate (as
                  defined in 11 U.S.C. Section 101(51B)).  In
                  2011, the company sought bankruptcy protection
                  in the U.S. Bankruptcy Court for the District of

                  Utah (Bankr. D. Utah Case No. 11-26803).  
                  Fairgrounds Properties' prior Plan of
                  Reorganization dated Dec. 8, 2011, was confirmed

                  by Judge William T. Thurman at the confirmation
                  hearing held on April 5, 2012.

Chapter 11 Petition Date: October 25, 2017

Case No.: 17-29271

Court: United States Bankruptcy Court
       District of Utah (Salt Lake City)

Debtor's Counsel: Darren B. Neilson, Esq.
                  NEILSON LAW, LLC
                  2150 S 1300 E, Suite 360
                  Salt Lake City, UT 84106
                  Tel: 801-207-9500
                  Fax: 877-563-7577
                  E-mail: darren@neilsonlaw.co

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert C. Stevens, president.

The Debtor did not file a list of its 20 largest unsecured
creditors together with the petition.

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

               http://bankrupt.com/misc/utb17-29271.pdf


FRESH FANATIC: Taps Raines & Fischer as Accountant
--------------------------------------------------
Fresh Fanatic, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire an accountant.

The Debtor proposes to employ Raines & Fischer LLP to, among other
things, monitor its activities regarding cash expenditures and
general business operations; assist in investigating its
liabilities and financial condition; and prepare its monthly
operating reports and tax returns.

The firm will charge $395 per hour for the services provided by its
partners and $340 for its independent contractor.

Sophie Uber, chief executive officer of Uber Associates Inc., is
the independent contractor hired by Raines & Fischer.

Steven Steckler, a partner at Raines & Fischer, and Ms. Uber
disclosed in court filings that their firms are "disinterested" as
defined in section 101(14) of the Bankruptcy Code.

Raines & Fischer can be reached through:

     Steven Steckler
     Raines & Fischer LLP
     555 Fifth Avenue, 9th Floor
     New York, NY 10017
     Tel: 212-953-9200
     Fax: 212-953-9366

Uber Associates can be reached through:

     Sophie Uber
     Uber Associates Inc.
     4 Birch Street West
     White Plains, NY 10607

                      About Fresh Fanatic Inc.

Fresh Fanatic -- http://www.freshfanatic.com/-- owns an organic
market in Brooklyn, New York. The Company offers organic, all
natural and local groceries and produce, fresh meat and fish,
international cheeses and top notch deli meats. It also features
gluten-free, non-dairy, vegan, and sugar- free specialties. The
Company obtains local produce straight from the farm, including
local farms in upstate New York like Hepworth Farms and Lucky Dog
Farm. Fresh Fanatic has an organic juice and smoothies bar, an
all-natural gourmet hot food bar, fresh made soups, prepared foods,
guacamole and hummus, and fresh-baked goods as well as custom
desserts by 5-star baker Michael Allen.

Fresh Fanatic, Inc. filed a Chapter 11 petition (Bankr. E.D.N.Y.
Case No. 17-44263) on August 17, 2017.  The Hon. Elizabeth S. Stong
presides over the case. Tracy L. Klestadt, Esq., at Klestadt
Winters Jureller Southard & Stevens, LLP, serves as the Debtor's
bankruptcy counsel.  Yeskoo Hogan & Tamlyn LLP, serves as special
litigation counsel.

In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. The petition
was signed by Andrew Goldin, chief executive officer.


FRONTIER COMMUNICATIONS: Bank Debt Trades at 5% Off
---------------------------------------------------
Participations in a syndicated loan under Frontier Communications
is a borrower traded in the secondary market at 95.11
cents-on-the-dollar during the week ended Friday, October 6, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.27 percentage points from the
previous week.  Frontier Communications pays 375 basis points above
LIBOR to borrow under the $1.5 billion facility. The bank loan
matures on June 1, 2024 and carries Moody's B1 rating and Standard
& Poor's BB- rating.  The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended October 6.


G.E.M. HOLDINGS: Hires Copeland Law Firm as Bankruptcy Counsel
--------------------------------------------------------------
G.E.M. Holdings U.S. Corporation, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Western District
of Virginia to employ Copeland Law Firm, P.C., as attorney to the
Debtors.

G.E.M. Holdings requires Copeland Law Firm to:

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

   b. prepare on behalf of the Debtor, as the Debtor in
      Possession, all necessary motions, applications, answers,
      orders, reports and other papers in connection with the
      administration of the Debtor's estate;

   c. negotiate and prepare on behalf of the Debtor a plan of
      reorganization and all related documents; and

   d. perform all other necessary legal services in connection
      with the prosecution of the Chapter 11 case.

Copeland Law Firm will be paid at these hourly rates:

     Attorneys                      $300
     Paraprofessionals              $100

Prior commencement of the bankruptcy case, G.E.M. Holdings, U.S.
Corporation provided Copeland Law Firm the amount of $12,305, where
Copeland Law Firm withdrew the amount of $2,000 for services
rendered pre-petition, and the filing fee of $1,717.

Copeland Law Firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Robert T. Copeland, partner of Copeland Law Firm, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Copeland Law Firm can be reached at:

     Robert T. Copeland, Esq.
     COPELAND LAW FIRM, P.C.
     212 Valley St NW
     Abingdon, VA 24210
     Tel: (276) 628-9525
     E-mail: rtc@rcopelandlaw.com

            About G.E.M. Holdings U.S. Corporation

G.E.M. Holdings U.S. Corporation, based in Wise, VA, and its
debtor-affiliates, filed a Chapter 11 petition (Bankr. W.D. Va.
Lead Case No. 17-71352) on October 4, 2017. The Hon. Paul M. Black
presides over the case. Robert T. Copeland, Esq., at Copeland Law
Firm, P.C., serves as bankruptcy counsel.

In its petition, G.E.M. Holdings's estimated $0-$50,000 in assets
and $10 million to $50 million in liabilities. Clinchco Met Coal,
Mill Creek Mining, Cobalt Coal, LLC, estimated $0-$50,000 in
assets, and $1 million to $10 million in liabilities.

The petition was signed by Stephen Moscicki, president of Clinchco
Met Coal.


GENERAL STEEL: Incurs $294,000 Net Loss in Q2 2016
--------------------------------------------------
General Steel Holdings, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $294,000 on $365,000 of total revenue for the three months ended
June 30, 2016, compared to a net loss of $1.03 billion on $0 of
total revenue for the three months ended June 30, 2015.

For the six months ended June 30, 2016, the Company recorded net
income of $2.25 million on $819,000 of total revenue compared to a
net loss of $1.11 billion on $0 of total revenue for the same
period during the prior year.

As of June 30, 2016, General Steel had $99.22 million in total
assets, $97.14 million in total liabilities, all current, and $2.08
milion in total equity.

In assessing the Company's liquidity, the Company monitors and
analyzes its cash on-hand and its operating and capital expenditure
commitments.  The Company's liquidity needs are to meet its working
capital requirements, operating expenses and capital expenditure
obligations.

The Company said it engages in trading of steel related products
and the Company's business is not capital intensive.  Debt
financing in the form of short term loans, loans from related
parties, have utilized to finance the working capital requirements
of the Company.  The main operating expenses are public Company
maintenance costs which CEO Mr. Yu Zuo Sheng fully supports the
operation funding.

Due to restructuring, the Company's working capital deficit has
decreased to approximately $12.1 million as of June 30, 2016, from
$75.9 million as of Dec. 31, 2015.  As of June 30, 2016, current
assets are mainly composed of cash, accounts receivables and other
receivables.  In 2017, the Company has extended the payment terms
of its payable to related parties till end of 2020, therefore
removing theses related parties payable, working capital is $39.0
million.

Management considers the historical experience, the economy, trends
in the industry, the expected collectability of the accounts and
other receivables and the realization of the prepayments and
determined the Company is expected to realize the remaining
balances.

Based on the above considerations, the Company's management is of
the opinion that it has sufficient funds to meet our working
capital requirements and debt obligations as they become due.
However, this opinion is based on the market and general economic
conditions the Company's operating results not continuing to
deteriorate and the Company shareholders will be able to provide
continued liquidity.

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

                     https://is.gd/DtwKvm

                 About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  General Steel --
http://www.gshi-steel.com/-- has operations in China's Shaanxi and
Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin
municipality with seven million metric tons of crude steel
production capacity under management.

Net loss attributable to the Company for the year ended Dec. 31,
2015, was $789.3 million as compared to $48.7 million for the year
ended Dec. 31, 2014.

Friedman LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has an accumulated
deficit, has incurred continued losses from operations, and has a
working capital deficiency at Dec. 31, 2015. In addition, the
majority of the Company's operating assets and business has been
divested at year-end or in the first quarter of 2016 to related
parties.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


GENERAL STEEL: Posts $2.54 Million Net Income in Q1 2016
--------------------------------------------------------
General Steel Holdings, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $2.54 million on $454,000 of net revenue for the three months
ended March 31, 2016, compared to a net loss of $74.11 million on
$0 of net revenue for the three months ended March 31, 2015.

As of March 31, 2016, General Steel had $72.60 million in total
assets, $70.01 million in total liabilities and $2.58 million in
total equity.

The Company said it engages in trading of steel related products
and its business is not capital intensive.  Debt financing in the
form of short term loans, loans from related parties, have utilized
to finance the working capital requirements of the Company.  The
main operating expenses are public Company maintenance costs which
CEO Mr. Yu Zuo Sheng fully supports funding the Company's
operations .

Due to the restructuring, the Company's working capital deficit has
decreased to approximately $12.3 million as of March 31, 2016, from
$75.9 million as of Dec. 31, 2015.  As of March 31, 2016, current
assets are mainly composed of cash, accounts receivables and other
receivables.  In 2017, the Company extended the payment terms of
its payable to related parties until the end of 2020, therefore
removing theses related parties payable, working capital is $40.1
million.

Management considers the historical experience, the economy, trends
in the industry, the expected collectability of the accounts and
other receivables and the realization of the prepayments and
determined the Company is expected to realize the remaining
balances.

Based on the above considerations, the Company's management is of
the opinion that it has sufficient funds to meet its working
capital requirements and debt obligations as they become due.
However, this opinion is based on the market and general economic
condition, the Company's operating results not continuing to
deteriorate and the Company shareholders continuing to provide
liquidity.

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

                      https://is.gd/nUjmJl

                 About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  General Steel --
http://www.gshi-steel.com/-- has operations in China's Shaanxi and
Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin
municipality with seven million metric tons of crude steel
production capacity under management.

Net loss attributable to the Company for the year ended Dec. 31,
2015, was $789.3 million as compared to $48.7 million for the year
ended Dec. 31, 2014.

Friedman LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has an accumulated
deficit, has incurred continued losses from operations, and has a
working capital deficiency at Dec. 31, 2015. In addition, the
majority of the Company's operating assets and business has been
divested at year-end or in the first quarter of 2016 to related
parties.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


GENERAL STEEL: Reports $2.08 Million Net Income for Q3 2016
-----------------------------------------------------------
General Steel Holdings, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $2.08 million on $426,000 of total revenue for the three months
ended Sept. 30, 2016, compared to a net loss of $94.49 million on
$0 of total revenue for the three months ended Sept. 30, 2015.

For the nine months ended Sept. 30, 2016, General Steel reported
net income of $4.33 million on $1.24 million of total revenue
compared to a net loss of $1.20 billion on $0 of total revenue for
the same period during the prior year.

As of Sept. 30, 2016, General Steel had $100.61 million in total
assets, $95.35 million in total liabilities, all current, and $5.26
million in total equity.

In assessing the Company's liquidity, the Company monitors and
analyzes its cash on-hand and its operating and capital expenditure
commitments.  The Company's liquidity needs are to meet its working
capital requirements, operating expenses and capital expenditure
obligations.

The Company engages in trading of steel related products and the
Company's business is not capital intensive. Debt financing in the
form of short term loans, loans from related parties, have been
utilized to finance the working capital requirements of the
Company.  The main operating expenses are public Company
maintenance costs which CEO Mr. Yu Zuo Sheng fully supports funding
the Company's operations.

Due to the restructuring, the Company's working capital deficit has
decreased to approximately $8.28 million as of Sept. 30, 2016, from
$75.9 million as of Dec. 31, 2015.  As of Sept. 30, 2016, current
assets are mainly composed of cash, accounts receivables and other
receivables.  In 2017, the Company extended the payment terms of
its payable to related parties until the end of 2020, therefore
removing theses related parties payable, working capital is $4
million.

Management considers the historical experience, the economy, trends
in the industry, the expected collectability of the accounts and
other receivables and the realization of the prepayments and
determined the Company is expected to realize the remaining
balances.

Based on the above considerations, the Company's management is of
the opinion that it has sufficient funds to meet its working
capital requirements and debt obligations as they become due.
However, this opinion is based on the market and general economic
condition, the Company's operating results not continuing to
deteriorate and the Company shareholders continuing to provide
liquidity.

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

                       https://is.gd/frs8Jx

                    About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  General Steel --
http://www.gshi-steel.com/-- has operations in China's Shaanxi and
Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin
municipality with seven million metric tons of crude steel
production capacity under management.

Net loss attributable to the Company for the year ended Dec. 31,
2015, was $789.3 million as compared to $48.7 million for the year
ended Dec. 31, 2014.

Friedman LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has an accumulated
deficit, has incurred continued losses from operations, and has a
working capital deficiency at Dec. 31, 2015. In addition, the
majority of the Company's operating assets and business has been
divested at year-end or in the first quarter of 2016 to related
parties.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


GETTY IMAGES: Bank Debt Trades at 13% Off
-----------------------------------------
Participations in a syndicated loan under Getty Images Inc is a
borrower traded in the secondary market at 86.52
cents-on-the-dollar during the week ended Friday, October 6, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.28 percentage points from the
previous week.  Getty Images pays 350 basis points above LIBOR to
borrow under the $1.9 billion facility. The bank loan matures on
Oct. 14, 2019 and carries Moody's B3 rating and Standard & Poor's
CCC rating.  The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended October 6.


GOEASY LTD: Moody's Assigns Ba3 LT Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating to
goeasy Ltd. and a senior unsecured rating of Ba3 to its unsecured
notes due 2022. The outlook is stable.

A summary of action is:

goeasy Ltd.:

-- LT Corporate Family: Ba3 rating assigned

-- Senior Unsecured Bond/Debenture, Ba3 rating assigned

Outlook Actions:

-- Outlook, Stable

RATINGS RATIONALE

The Ba3 corporate family rating reflects goeasy's solid franchise
as a leading provider of alternative financial services within
Canada's subprime consumer lending market. In addition, the ratings
reflect goeasy's solid fundamentals including profitability and
strong capital. They also incorporate the company's evolving
funding profile, a monoline business model, and susceptibility to
regulatory threats to its pricing and business practices.

The stable outlook reflects Moody's expectation that goeasy's will
remain profitable and its capital position will remain solid in the
foreseeable future.

goeasy's solid performance is underpinned by consistently high
levels of profitability. Pre-provision profits to average managed
assets for the first half of 2017 was 19.52% . This high level of
profitability enables the company to distribute a material amount
of earnings to shareholders while maintaining strong capital
levels; dividends and share buybacks were almost half its net
income during 2016. goeasy's tangible common equity to total
managed assets (TCE/TMA) ratio was over 28% as of June 30, 2017.
Moody's expect the company to maintain capital at or near current
levels over the medium term.

Notwithstanding goeasy's solid profitability and leading market
niche, these strengths are tempered by its vulnerable and evolving
funding profile. goeasy has three primary sources of external
funding: public equity, a committed syndicated revolving facility
and secured term funding that will be replaced by an unsecured
medium term note. While refinancing will significantly reduce the
company's secured debt, a credit positive, goeasy's small size
limits its ability to diversify funding sources and its business
model is vulnerable to both idiosyncratic and systemic confidence
events. At present, goeasy does not have any alternative sources of
funding such as conduit facilities or term securitizations;
however, as the company grows, Moody's expect its funding profile
to mature.

goeasy's ratings also reflect inherently higher levels of
regulatory and/or reputational risks associated with the perception
of predatory lending; high operating margins make this risk
particularly acute. As a result, the company faces regulatory risks
that may lead to significant deterioration in profitability, market
size, or other factors that could affect receivables and/or cash
flows. In Canada, goeasy's pricing is constrained by a national cap
on interest rates at about 60%, of which provinces have legislative
power to further lower through consumer protection regulations.

goeasy's corporate family rating could be upgraded with an
improvement in liquidity and better diversification of funding
sources while maintaining strong profitability and capital. Ratings
could be downgraded if there is a material deterioration in
capital, profitability and/or liquidity, or if regulatory change
threatens the profitability or viability of its business model.

goeasy Ltd. provides consumer finance to non-prime Canadian
borrowers through a national branch network.

The principal methodology used in this rating was Finance Companies
published in December 2016.


GOEASY LTD: S&P Rates New $300MM Sr. Unsecured Notes Due 2022 BB-
------------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' rating to goeasy
Ltd.'s proposed offering of up to $300 million of senior unsecured
notes due in 2022.

Concurrent with the unsecured notes offering the company has
executed a C$110 million senior secured revolving credit facility,
replacing the current C$20 million facility, which was fully
undrawn as of June 30, 2017. Goeasy intends to use the net proceeds
from the sale of the notes, together with expected borrowings under
the new credit facility, to repay outstanding indebtedness, to
expand its consumer loan portfolio, and for general corporate
purposes.

Upon completion of the transactions, S&P projects goeasy's debt to
adjusted total equity will be about 2.4x, consistent with its
expectation that the company will operate with long term leverage
of 2.25x-2.75x.

RATINGS LIST

  goeasy Ltd.

  Issuer Credit Rating        BB-/Stable/--

  New Rating

  goeasy Ltd.
   Senior Unsecured   US$300 mil notes due in 2022     BB-


GRANDPARENTS.COM INC: Trustee Taps Genovese as Special Counsel
--------------------------------------------------------------
The liquidating trustee for Grandparents.com, Inc. and Grand Card
LLC seeks approval from the U.S. Bankruptcy Court for the Southern
District of Florida to hire Genovese Joblove & Battista, P.A.

Joshua Rizack proposes to employ the firm as special counsel to
conduct due diligence, investigate, analyze, and pursue claims
against the Debtors' directors, officers and professionals,
including Chapter 5 avoidance claims.

Genovese will be paid on a contingency fee basis:

     Phase of Litigation     Percentage
     -------------------     ----------
     Pre-suit                   27.5%

     Post-suit/pre-start
          of trial              33.5%

     Post-start of trial        38.5%

David Cimo, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     David C. Cimo, Esq.
     Marilee A. Mark, Esq.
     Genovese Joblove & Battista, P.A.
     100 Southeast Second Street, Suite 4400
     Miami, FL 33131

                    About Grandparents.com Inc.

New York-based Grandparents.com, Inc., is a family-oriented social
media company that through its Web site --
http://www.grandparents.com/-- serves the age 50+ demographic
market. The website offers activities, discussion groups, expert
advice and newsletters that enrich the lives of grandparents by
providing tools to foster connections among grandparents, parents,
and grandchildren.

Grandparents.com, Inc., and Grand Cards LLC filed Chapter 11
petitions (Bankr. S.D. Fla. Case Nos. 17-14711 and 17-14704,
respectively) on April 14, 2017. The petitions were signed by
Joshua Rizack, chief restructuring officer, The Rising Group
Consulting, Inc.  The Hon. Laurel M. Isicoff presides over the
cases.

The Debtors disclosed combined assets of $1 million and combined
liabilities of $24.9 million.

The Debtors tapped Steven R. Wirth, Esq., and Eyal Berger, Esq., at
Akerman LLP, as bankruptcy counsel.  They have also tapped Genovese
Joblove & Battista, P.A., as special litigation counsel and
conflicts counsel, and EisnerAmper LLP as accountants and financial
advisor.

Joshua Rizack, the liquidating trustee for Grandparents.com, Inc.,
and Grand Card LLC Liquidating Trust, hired Akerman LLP as his
legal counsel.


GREAT FALLS DIOCESE: Taps Drake Law Firm as Special Counsel
-----------------------------------------------------------
The Roman Catholic Bishop of Great Falls, Montana, seeks approval
from the U.S. Bankruptcy Court for the District of Montana to hire
Drake Law Firm, P.C. as special counsel.

The firm will represent the Debtor in defense of a lawsuit filed in
Cascade County District Court, which involves a claim for personal
injury related to a vehicular incident.

Drake Law Firm has been selected by Church Mutual Insurance
Company, the Debtor's insurance company.  CMIC will pay the firm's
legal services.

Michael Kauffman, Esq., disclosed in a court filing that his firm
is a "disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Michael A. Kauffman, Esq.
     Drake Law Firm, P.C.
     29 North Shore Road
     Absecon, NJ 08201
     Phone: (609) 645-7406
     Fax: (609) 645-0129

                  About Roman Catholic Bishop of
                       Great Falls, Montana

The Roman Catholic Bishop of Falls, Montana, a Montana Religious
Corporate Sole, also known as the Diocese of Great Falls-Billings
-- http://www.dioceseofgfb.org/-- filed a Chapter 11 bankruptcy
petition (Bankr. D. Mont. Case No. 17-60271) on March 31, 2017.
The petition was signed by Bishop Michael W. Warfel.

In its petition, the Debtor disclosed $20.75 million in total
assets and $14.78 million in total liabilities.

The Hon. Benjamin P. Hursh presides over the case.

Bruce Alan Anderson, Esq., at Elsaesser Jarzabek Anderson Elliott &
MacDonald, CHTD.; and Gregory J. Hatley, Esq., at Davis Hatley
Haffeman & Tighe PC, serves as counsel to the Debtor.

NAI Business Properties and Matt Robertson have been employed as
realtor.

Pachulski Stang Ziehl & Jones LLP is counsel to the official
committee of unsecured creditors formed in the Debtor's case.


HAMILTON ENGINEERING: HEI Acquisition Buying All Assets for $1.3M
-----------------------------------------------------------------
Hamilton Engineering, Inc., asks the U.S. Bankruptcy Court for the
Eastern District of Michigan to authorize the bidding procedures in
connection with the sale of substantially all assets to HEI
Acquisition, Inc. for $1,300,000, subject to overbid.

The Debtor has determined, in the exercise of its business
judgment, that the best way to maximize the value of its assets is
to sell such assets through the Sale pursuant to section 363 of the
Bankruptcy Code.  To this end, it has executed the Asset Purchase
Agreement, dated as of Oct. 23, 2017, with the Buyer to provide for
the sale of the Assets to the Buyer, subject to higher or otherwise
better bids, for $1,300,000.  As part of the Sale, the Successful
Bidder will assume the applicable executory contracts and/or
unexpired leases relating to such executory contracts and/or
unexpired leases.

The Sale of the Assets is intended to preserve the jobs of a
substantial portion of the Debtor's employees, relieve the estate
of substantial obligations relating to such assets, reduce the
estate's liabilities through the assumption and assignment of the
relevant executory contracts and/or unexpired leases, and avoid the
further deterioration in the value of the Assets.

The Debtor and its professionals have been and will continue
exposing the Assets to competitive bidding through a marketing and
auction process pursuant to the Bidding Procedures.  If no timely,
conforming Qualified Bids, other than the Qualified Bid submitted
by the Buyer, for the Assets are received, there will be no Auction
for such Assets, and the Buyer will be the Successful Bidder for
the Assets.

On Aug. 30, 2017, the Court approved the retention of Whitestar
Management Consultants, Inc., doing business as Wadsworth Whitestar
Consultants as Financial Advisor of the Debtor.  Since that time,
Whitestar has been engaged by the Debtor and performed financial
advisory services.  It has met with the Buyer, contacted strategic
buyers (industry related) and financial buyers (private individuals
and private equity firms) who may have an interest in acquiring the
Debtor's Assets, prepared marketing materials and an electronic
data room which will be provided to all Preliminary Interested
Investors.

Prior to the Petition Date, the Debtor had received expressions of
interest and overtures from potential purchasers of its Assets.
Specifically, in the last six months, SPX Group – Weil Mclain
Boilers expressed an interest in a strategic relationship with the
Debtor.  Prior to discussions with SPX Group, Debtor has had
serious discussions with Mestek Group, Rheem Manufacturing and HEI
Acquisition, Inc.  These expressions of interest are actively being
utilized by Whitestar in an effort to fully develop the marketplace
for the sale of the Debtor's Assets.

In an exercise of its fiduciary obligation to maximize the
recoverable value of its estate, the Debtor has determined to
execute the APA and to ask authority of the Court to engage in the
Sale process contemplated by the Motion.  Accordingly, by the
Motion, the Debtor asks authority to implement the Bidding
Procedures so as to market and solicit offers for the Assets
efficiently.

Pursuant to the Motion, the Debtor asks that the Court enters the
proposed Bidding Procedures Order, which approves the Bidding
Procedures, the Bid Protections, the Assumption and Assignment
Procedures, and the various notices set forth.  In addition, the
Bidding Procedures set forth the timetable for conducting the
Auction and having a Sale Hearing.

Upon conclusion of the Auction and selection of the highest or
otherwise best bid, the Debtor will ask that the Court enters the
proposed Sale Order authorizing the Sale.  At the Sale Hearing, the
Debtor will also ask approval of the assumption and assignment of
the relevant executory contracts and/or unexpired leases to the
Successful Bidder for the applicable Assets.

The principal terms of the APA are:

     a. Purchase Price: $1,300,000 cash

     b. Assets: Substantially all of the Debtor's assets

     c. Assumed Liabilities: Section 2.3 of the APA provides that
the Buyer will assume and perform and discharge in accordance with
their respective terms, among others, Liabilities in respect of any
Assumed Contracts but only to the extent that such liabilities
thereunder are required to be performed after the Closing Date.

     d. Bid Protections: The Buyer will receive an expense
reimbursement in the amount of $20,000 and a break-up fee in an
amount of 3% of the Purchase Price.

     e. Closing Conditions: Pursuant to section 10 of the APA, in
addition to customary closing conditions, including Court approval,
the obligation of the Buyer to consummate the transactions
contemplated by the APA is subject to the satisfaction of closing
conditions more fully set forth in the APA.

The salient points of the Bidding Procedures are:

     a. Minimum Bid: A Bid for the Assets must have a Purchase
Price, including any assumption of liabilities, that in the
Debtor's reasonable business judgment (after consulting with the
Consultation Parties) has a value greater than the sum of (i) the
Purchase Price plus (ii) $159,000 (equaling the sum of the Bidding
Protections and the Minimum Overbid Increment).

     b. Deposit: 10% of Purchase Price excluding Assumed
Liabilities

     c. Designation of Assigned Contracts and Leases: A Bid must
identify the executory contracts and unexpired leases with respect
to which the Bidder seeks assignment from the Debtor.

     d. Designation of Assumed Liabilities: A Bid must identify all
liabilities that the Bidder proposes to assume.

     e. Bid Deadline: Dec. 1, 2017 at 5:00 p.m. (ET)

     f. Terms: "As is, where is," with all faults, and without any
warranty whatsoever, express or implied, and free and clear of any
and all liens, claims, encumbrances and interests

     g. Auction: Dec. 5, 2017 at 10:00 a.m. at the office of
Stevenson & Bullock, PLC, 26100 American Drive, Suite 500,
Southfield, Michigan.

     h. Bid Increments: $100,000

     i. Lender May Credit Bid: Lender will be entitled to submit
Bids or Overbids in cash, cash equivalents or other forms of
consideration, as described above, or credit bid amounts up to the
aggregate amount of the Pre-Petition Claim, except that Lender
waives its right to credit bid against the Stalking Horse.

     j. Sale Hearing: Dec. 7, 2017 at 11:00 a.m.

     k. Closing: No later than Dec. 15, 2017

The Debtor has served a copy of the Motion and the proposed Bidding
Procedures Order to all creditors.  The Debtor also proposes,
within three business days after the entry of the Bidding
Procedures Order, or as soon thereafter as practicable, to serve a
copy of the Sale Notice, the Bidding Procedures Order, and the
Bidding Procedures upon all interested entities.  In addition, on
the Mailing Date, or as soon thereafter as practicable, the Debtor
will the Sale Notice upon all other known creditors of the Debtor
and all counterparties to its executory contracts and unexpired
leases.  Finally, on the Mailing Date or as soon as practicable
thereafter, the Debtor will cause the Sale Notice to be published
on one occasion, in a national publication, such as Crain's or the
Wall Street Journal.

In accordance with the proposed Bidding Procedures Order, within
five business days after the entry of the Bidding Procedures Order
or as soon as practicable thereafter, the Debtor will file with the
Court and serve the Cure Notice on each counterparty to an
executory contract or unexpired lease related to the Assets.  Cure
objection deadline is Dec. 1, 2017.

On Oct. 30, 2017, the Buyer will provide to the Debtor a list of
those executory contracts and unexpired leases that the Buyer
elects to have assumed and assigned (if any) to the Buyer at
Closing.  On Nov. 3, 2017, if applicable, the Debtor will file with
the Court: (i) the list of the Buyer Designated Contracts, and (ii)
a description of the Buyer and information as to the Buyer's
ability to perform the Debtor's obligations under the Buyer
Designated Contracts.

On Sept. 22, 2017, upon a stipulation submitted by the Lender, Grow
Michigan and the Committee, the Court entered the Order Adjourning
Hearing on Committee's Limited Objection to Claims and Security
Interests of Grow Michigan, LLC, and Resolving Committee's
Objection to Claims and Security Interests of First Business
Capital Corp.  

The Stipulated Order provided, among other things, that the Lender
has an allowed pre-petition claim against the Debtor in the amount
of $2,824,172 secured by: (a) valid, perfected and non-avoidable
first priority liens on and security interests in all of the
pre-petition assets and pre-petition properties of the Debtor
except for those certain vehicles listed in Debtor's Schedules --
(i) 2005 Ford F150, (ii) 1997 F800 Stake Truck and (iii) 1995
International Box Truck -- and any other motor vehicles owned by
the Debtor; and (b) the Replacement Liens granted in the Final Cash
Collateral Order.  Accordingly, the Lender should be permitted to
bid any portion of the Pre-Petition Claim pursuant to section
363(k) of the Bankruptcy Code.

The Debtor asks that the Court waives the 14-day stay under
Bankruptcy Rules 6004(h) and 6006(d).  The Debtor has lost money
since the commencement of the bankruptcy case, to the detriment of
all creditors.  To delay closing on the Sale will burden the
estates and require unnecessary expenditures of the Debtor's
limited resources, to the detriment of Lender, Grow Michigan, the
holders of administrative expenses and unsecured creditors.

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

     http://bankrupt.com/misc/Hamilton_Engineering_144_Sales.pdf

The Purchaser is represented by:

          Matthew W. Bower, Esq.
          VARNUM LLP
          160 W. Fort Street, Fifth Floor
          Detroit, MI 48226
          E-mail: mwbower@varnumlaw.com

                About Hamilton Engineering Inc.

Founded in 1981, Hamilton Engineering is a family-owned, Livonia,
Michigan-based, supplier of specially designed water heating and
building heat applications throughout North and South America.

Hamilton Engineering, Inc. filed a Chapter 11 petition (Bankr. E.D.
Mich. Case No. 17-48381) on June 3, 2017.  Shareholder Christina
McIlhenney signed the petition.  At the time of the filing, the
Debtor estimated assets of less than $50,000 and liabilities of $1
million to $10 million.

The case is assigned to Judge Maria L. Oxholm.  

The Debtor is represented by Ernest M. Hassan, III, Esq. and Elliot
G. Crowder,
Esq., at Stevenson & Bullock, P.L.C.

On June 16, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The Committee hired Kerr
Russell and Weber, PLC, as counsel.

On Aug. 30, 2017, the Court appointed Whitestar Management
Consultants, Inc., doing business as Wadsworth Whitestar
Consultants as Financial Advisor of the Debtor.


HAWAII ISLAND AIR: May Use Cash Collateral Until Nov. 15
--------------------------------------------------------
The Hon. Robert J. Faris of the U.S. Bankruptcy Court for the
District of Hawaii has entered a stipulation and agreed first
interim order authorizing Hawaii Island Air, Inc., to use cash
collateral until Nov. 15, 2017.

Prior to the filing of the petition, the Debtor and Carbonview
Limited, LLC, and PaCap Aviation Finance, LLC, entered into various
loan arrangements documented, including recorded UCC-1 Financings
Statements.  Secured Creditors allege that to secure its
obligations under the Secured Loan Agreements, the Debtor granted
to Secured Creditors a security interest in its collateral,
including all of the following property of the Debtor, whether now
owned or hereafter acquired or existing, and wherever located.

Secured Creditors allege that:

     a. the Debtor is liable to the Secured Creditors in respect
        to the loans made, and certain accrued and unaccrued
        interest, costs and fees, pursuant to the Secured Loan
        Agreements in the aggregate principal amount of $4
        million.  Secured Creditors allege that Secured Creditors'

        security interests in, and liens on, the Pre-Petition
        Collateral were properly perfected and are valid and
        enforceable first priority liens on and security interests

        in the Pre-Petition Collateral that Debtor's cash on hand
        and cash equivalents as of the Petition Date that
        constitute proceeds of the Pre-Petition Collateral are
        cash collateral of Secured Creditors;

     b. they are entitled, pursuant to Bankruptcy Code Sections
        361 and 363(e), to adequate protection of its interest in
        the Pre-Petition Collateral, including for the use of Cash

        Collateral, the use, sale or lease of the Pre-Petition
        Collateral other than Cash Collateral, and for the
        imposition of the automatic stay;

     c. the Pre-Petition Collateral includes, without limitation,
        all proceeds, products and profits of the Pre-Petition
        Collateral, whether existing before or after the
        commencement of the Chapter 11 cases, available cash will
        consist of the Debtor's cash and cash equivalents that are

        subject to the existing lien of Secured Creditors.  
        Secured Creditors allege that, as of the Petition Date,
        all of the Available Cash is the proceeds, products and
        profits of the Pre-Petition Collateral.  However, under
        Section 552(b), the revenues generated after the filing of

        the petition is not part of Secured Creditors' cash
        collateral and is not subject to Secured Creditors' pre-
        petition security interest;

     d. cash held on the Petition Date together with any cash or
        cash equivalent proceeds of the Pre-Petition Collateral
        received on or after the Petition Date shall constitute
        Cash Collateral;

     e. (i) the Secured Loan Obligations constitute legal, valid
        and binding obligations of the Debtor, enforceable in
        accordance with the terms of the Secured Loan Agreements,
        (ii) no offsets, defenses or counterclaims exist to the
        currently outstanding Secured Loan Obligations, (iii)
        Secured Creditors' liens and security interests are first
        priority, valid, enforceable, perfected and not subject to

        avoidance, subordination or challenge; (iv) and no portion

        of the Secured Loan Obligations is subject to avoidance,
        subordination or disallowance pursuant to the Bankruptcy
        Code or applicable non-bankruptcy law;

     f. the value of the Pre-Petition Collateral exceeds the
        amount of the Secured Loan Obligations outstanding as of
        the Petition Date.

An immediate need exists for the Debtor to have access to the
Cash Collateral in order to continue its operations, meet its
payroll and other necessary, ordinary course business expenditures,
administer and preserve the value of its estate, and maintain
adequate access to cash in amounts customary and necessary for a
company of this size in this industry to maintain customer and
vendor confidence.  The ability of the Debtor to finance its
operations by way of working capital requires its access to cash
resources, the absence of which would immediately and irreparably
harm the Debtor, its estate, and its creditors.  The Debtor
requires these cash resources to operate its businesses, preserve
the confidences of vendors, suppliers and customers, and to
preserve the value of their businesses.

On account of the Debtor's use of Cash Collateral, its use, sale or
lease of the other Pre-Petition Collateral and the imposition of
the automatic stay pursuant to Section 362 of the Bankruptcy Code,
in each case during the Interim Cash Collateral Period, Secured
Creditors are hereby granted the following adequate protection
pursuant to Sections 361 and 363(e) of the Bankruptcy Code: (a)
replacement liens of the same validity, perfection, priority and
extent of any existing pre-petition lien in the Debtor's collateral
is hereby granted, assigned, and pledged for any post-petition use
of the Secured Creditors' pre-petition cash collateral to the
extent the same existed on the Petition Date and Replacement liens
will not cutoff, alter or subordinate any rights in the collateral;
(b) the Debtor will pay all post-petition federal, state and county
taxes (other than real property taxes) as and when due, regardless
of whether such taxes appear on the budget.

A copy of the Order is available at:

         http://bankrupt.com/misc/hib17-01078-29.pdf      

                   About Hawaii Island Air

Hawaii Island Air -- http://www.islandair.com/-- provides
scheduled air transportation services in the Islands of Hawaii.
Founded in 1980 as Princeville Airways, the company was renamed
Island Air in 1992 and offers 406 flights each week between Oahu,
Maui, Kauai and Hawaii Island.  Its main base is the Honolulu
International Airport on Oahu.

Hawaii Island Air, Inc., d/b/a Island Air, sought Chapter 11
protection (Bankr. D. Hawaii Case No. 17-01078) on Oct. 16, 2017.
The Debtor estimated assets and debt of $10 million to $50
million.

The Hon. Robert J. Faris is the case judge.

Case Lombardi & Pettit serves as counsel to the Debtor.


HELIOS AND MATHESON: Inks 3rd Amendment & Exchange Pact with Hudson
-------------------------------------------------------------------
Pursuant to the Securities Purchase Agreement, dated Feb. 7, 2017,
between Helios and Matheson Analytics Inc. and Hudson Bay Master
Fund Ltd, an institutional investor, the Company issued to the
Investor, among other things, a senior secured convertible note,
convertible into shares of the Company's common stock.

Pursuant to the Securities Purchase Agreement, dated Aug. 15, 2017,
between the Company and the Investor, the Company issued to the
Investor, among other things, senior secured convertible notes,
convertible into shares of Common Stock.

Pursuant to a letter agreement, dated Aug. 27, 2017, between the
Company and the Investor, the Investor converted $2.5 million in
then outstanding principal amount of the February Note plus accrued
but unpaid interest on that amount into an aggregate of 841,250
February Conversion Shares.  In connection with that conversion,
the Company provided the Investor with a right to exchange shares
of Common Stock up to the February Share Amount, for a senior
secured convertible note in substantially the same form as the
February Note in the principal amount up to the February Converted
Amount.

On Oct. 13, 2017, the Investor exchanged 100,000 shares of Common
Stock into a February Exchange Note in the principal amount of
$300,000.

             Third Amendment and Exchange Agreement

On Oct. 23, 2017, the Company and the Investor entered into a Third
Amendment and Exchange Agreement for the purpose of exchanging the
New February Exchange Note for 947,218 shares of Common Stock and
rights to receive 552,782 additional shares of Common Stock,
subject to a 9.9% beneficial ownership limitation and limitations
under Nasdaq Listing Rule 5635(d).  

In exchange for the Exchange Securities, the Investor agreed to,
among other things:

  (i) terminate the Investor's February Exchange Right,
      terminating the Holder's right to receive any further
      February Exchange Notes, which would have had a principal
      amount up to $2.2 million and a $0.50 conversion price
      floor if issued;

(ii) (A) release all security interests held by the Investor in  

      the assets of the Company and its subsidiaries, including
      Zone Technologies, Inc. and its proprietary RedZone Map
      product and the Company's interest in MoviePass Inc., (B)
      terminate each security agreement between the Company and
      the Investor, and (C) authorize the Company to file
      amendments to all UCC Financing Statements for the purpose
      of terminating the Investor's security interests in the
      assets of the Company and its subsidiaries, including
      RedZone and the Company's interest in MoviePass;

(iii) consent to the Company obtaining non-convertible senior
      secured debt financing from a qualified bank in an amount
      not less than $20 million and not more than $100 million   
      while the August Notes remain outstanding;

(iv) defer the Company's obligation to pay any interest under the

      August Notes until the earlier to occur of (x) each
      conversion of the August Notes, solely with respect to the
      portion of interest included in the applicable conversion
      amount, (y) each redemption of the August Notes, solely with
      respect to the portion of interest included in the
      applicable redemption amount, and (z) the maturity date of
      the August Notes; and

  (v) waive any and all Events of Default (as defined in the
      August Notes) prior to the date of the Third Exchange
      Agreement.

The Third Exchange Agreement also includes standard representations
and warranties made by the Company for the benefit of the
Investor.

                    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 June 30, 2017, Helios and
Matheson had $12.75 million in total assets, $2.06 million in total
liabilities and $10.68 million in total shareholders' equity.

For the six months ended June 30, 2017, net cash provided by
financing activities was $3.9 million as compared to $0 for the six
months ended June 30, 2016.  In management's opinion, there is
substantial doubt about the Company's ability to continue as a
going concern through one year after the issuance of the
accompanying financial statements.  Management has evaluated the
significance of the conditions in relation to the Company's ability
to meet its obligations and concluded that without additional
funding the Company will not have sufficient funds to meet its
obligations within one year from the date of the condensed
consolidated financial statements were issued.  While management
continues to plan on raising additional capital from investors to
meet operating cash requirements, there is no assurance that
management's plans will be successful.


HILL'S VAN SERVICE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Hill's Van Service of North
Florida, Inc. as of Oct. 23, according to a court docket.

                   About Hill's Van Service of
                       North Florida Inc.

Hill's Van Service of North Florida is a full service relocation
company with over 55 years of experience specializing in the
transportation and storage of household goods, electronics,
high-value products, office and industrial equipment, and asset
management. Hill's serves individual customers, as well as
corporations and various government agencies, in local, long
distance and international moving.  It also offers Commercial
Moving, Hospitality FF&E installation, warehousing/storage, and
complete transportation solutions.

Hill's Van Service of North Florida, Inc., based in Jacksonville,
Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
17-03093) on August 23, 2017.  The Hon. Jerry A. Funk presides over
the case.  Jason A. Burgess, Esq., at the Law Offices of Jason A.
Burgess, LLC, serves as bankruptcy counsel.

In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities.  The petition was signed
by James Bargeron, the Debtor's president.


HORIZON SHIPBUILDING: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Horizon Shipbuilding, Inc.
        13980 Shell Belt Rd
        Bayou La Batre, AL 36509-2306

Type of Business: Horizon Shipbuilding, Inc., an Alabama
                  corporation, designs, builds and repairs
                  ships, boats, and barges up to 300' in
                  length and 1500 tons launch weight.
                  Horizon's customer base includes tug and
                  barge operators, the offshore oil industry,
                  cruise and diving industry, and specialized
                  craft for the United States and foreign
                  governments.  The Company is located on the
                  Southwestern coast of Alabama, about 30
                  miles from the port of Mobile.  

                  Web site: https://www.horizonshipbuilding.com/

Chapter 11 Petition Date: October 24, 2017

Case No.: 17-04041

Court: United States Bankruptcy Court
       Southern District of Alabama (Mobile)

Judge: Hon. Jerry C. Oldshue

Debtor's Counsel: Irvin Grodsky, Esq.
                  454 Dauphin St
                  Mobile, AL 36602-2404
                  E-mail: igpc@irvingrodskypc.com
                          igrodsky@irvingrodskypc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Travis R. Short, president.

The Debtor did not file a list of 20 largest unsecured creditors
together with the petition.

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

          http://bankrupt.com/misc/alsb17-04041.pdf


HRP II LLC: Plan Payments to be Funded by Cash, Rental Income
-------------------------------------------------------------
H.R.P. II LLC filed with the U.S. Bankruptcy Court for the Northern
District of Indiana a disclosure statement in its small business
chapter 11 case, which describes the Debtor's Plan of
Reorganization dated October 12, 2017.

The Debtor has no secured prepetition claims and no priority claims
that fall into a class. The Debtor also has no general unsecured
creditors and no equity interest holders.

Payments and distributions under the Plan will be funded by the
Debtor's cash on hand and rental income. The Plan Proponent
believes that the Debtor will have enough cash on hand on the
effective date of the Plan to pay all the claims and expenses that
are entitled to be paid on that date.

A full-text copy of the Disclosure Statement dated October 12,
2017, is available for free at http://tinyurl.com/ybsnmeol

City of Hammond is represented by:

           Kevin C. Smith, Esq.
           275 Joliet Street, Suite 330
           Dyer, IN 46311
           Phone: (219) 322-8222
           Email: ksmith@smithsersic.com

Nancy J. Gargula represented by:

           Jennifer Prokop, Esq.
           Office of the U.S. Trustee
           100 E. Wayne Street Suite 555
           South Bend, IN 46601
           Phone: (574)236-8105
           Email: jennifer.prokop@usdoj.gov

Internal Revenue Service is represented by:

           Robin W. Morlock, Esq.
           Assistant U.S. Attorney
           5400 Federal Plaza, Suite 1500
           Hammond, IN 46320
           Phone: (219) 937-5500
           Fax: (219)852-2770
           Email: Robin.Morlock@usdoj.gov

Lake County Treasurer represented by:

           Ronald Ostojic, Esq.
           Ostojic & Ostojic
           6287 Central Ave
           Portage, IN 46368
           Phone: (219)764-0042
           Fax: (219)764-4349
           Email: ostojicandostojic@gmail.com

           -- and --

           Stacia L. Yoon
           SY Law, Corp
           1101 Cumberland Crossing Dr, PMB #260
           Valparaiso, IN 46383
           Phone: 219-299-2186
           Email: trustee_yoon@comcast.net

                      About H.R.P. II LLC

H.R.P. II LLC filed a Chapter 11 petition (Bankr. N.D. Ind. Case
No. 17-21695), on June 15, 2017. The Petition was signed by its
manager, Andy Young. The Debtor is represented by Renee M. Babcoke,
Esq. at Babcoke Law Office. At the time of filing, the Debtor had
$500,000 to $1 million in estimated assets and $100,000 to $500,000
in estimated liabilities.


INSTALLATION SERVICES: Taps Magee Goldstein as Legal Counsel
------------------------------------------------------------
Installation Services & Delivery Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Virginia to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to employ Magee Goldstein Lasky & Sayers, P.C.
to, among other things, give legal advice regarding its duties
under the Bankruptcy Code; negotiate with creditors; advise on any
potential sale of its assets; and assist in the preparation of a
bankruptcy plan.

The firm's hourly rates range from $225 to $375.  Paralegals and
paraprofessionals charge $115 per hour.

The attorneys expected to handle the case are:

     Andrew Goldstein     $375
     Garren Laymon        $275
     M. Coleman Adams     $225

Andrew Goldstein, Esq., a shareholder of Magee Goldstein, disclosed
in a court filing that his firm is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Andrew S. Goldstein, Esq.
     Magee Goldstein Lasky & Sayers, P.C.
     P.O. Box 404
     Roanoke, VA 24003-0404
     Phone: 540-343-9800

              About Installation Services & Delivery

Installation Services & Delivery Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D.Va. Case No.
17-71402) on October 17, 2017.

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

Judge Paul M. Black presides over the case.


INTEGRITY LIFE: Hurricane Irma Delays Formulation of Plan
---------------------------------------------------------
Integrity Life Sciences LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida for an additional 60 days extension of
the exclusivity period to file its disclosure statement and plan.

The Court set an initial deadline of October 20, 2017, in which to
file a plan and disclosure statement.

The Debtor's principal, Jim Gibson, has informed the Debtor's
counsel that the Company's office located on Busch Blvd. in Tampa,
Florida, was heavily damaged during the Hurricane Irma.
Specifically, the roof was totally ripped off and the computers
were damaged. As such, the Debtor has been unable to formulate a
plan and disclosure statement. Currently, the Debtor's principal
has been trying to retrieve valuable information necessary to
formulate its plan.

              About Integrity Life Sciences LLC

Integrity Life Sciences LLC filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 17-05530) on June 26, 2017.  The
petition was signed by its president, James Gibson. The Debtor is
represented by Frank A. Principe, Esq., at Frank A. Principe,
Attorney at Law.  At the time of filing, the Debtor had at least
$50,000 in estimated assets and $100,000 to $500,000 in estimated
liabilities.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Integrity Life Sciences LLC as
of August 9, according to a court docket.


JASON MAZZEI: Sale of Meadville Property for $100K Withdrawn
------------------------------------------------------------
Judge Gregory L. Taddonio of the U.S. Bankruptcy Court for the
Western District of Pennsylvania authorized Jason J. Mazzei to
withdraw his sale of the commercial building located at 221-223
Chestnut Street, Meadville, Pennsylvania, tax ID number of 20-H-9,
to 221 Chestnut Properties, LLC for $100,000.

The Debtor owns the Property.  He proposed to sell it "as is" and
free and clear of all liens and encumbrances and claims.

Jason Mazzei is a licensed real estate agent currently conducting
business at 416 East Second Avenue, Tarentum, Pennsylvania.  Mr.
Mazzei sought Chapter 11 protection (Bankr. W.D. Pa. Case No.
16-24827) on Dec. 30, 2016.  The Debtor tapped Albert G. Reese, Jr,
Esq., at Law Office of Albert G. Reese, Jr.


JEFFREY L. MILLER: ESJ Buying Four Tampa Parcels for $7M
--------------------------------------------------------
Jeffrey L. Miller Investments, Inc., asks the U.S. Bankruptcy Court
for the Middle District of Florida to authorize the sale of parcels
of real property located at 2400, 2250, 2304 and 2410 East Busch
Boulevard, Tampa, Florida, to ESJ Real Estate Services, LLC for
$7,000,000.

The Debtor is engaged in the ownership and leasing of the Real
Estate Parcels.

Presently, Private Financing Alternatives, LLC ("PFA") holds a lien
on the Real Estate Parcels in the approximate amount of
$3,498,626.

The Hillsborough County Tax Collector and various tax certificate
holders also allege that they hold liens in these amounts on the
Real Estate Parcels:

       Creditor                 Real Estate Parcel        Amount
       --------                 ------------------        ------
  Hillsborough County Tax Coll. 2250 E. Busch Boulevard   $5,845
  Hillsborough County Tax Coll  2250 E. Busch Boulevard   $5,638
  Aroni-G, LLC                  2400 E. Busch Boulevard   $27,709
  Green Tax Funding 4           2304 E. Busch Boulevard  $104,922
  Garber Tax Management, LLC-1  2410 E. Busch Boulevard  $190,964

The Debtor is filing objections to many of claims of the Tax
Collectors contemporaneously with the instant Motion.  There are no
known liens on the Real Estate Parcels other than the mentioned
creditors.

ESJ offers to purchase the Real Estate Parcels for $7,000,000.
Under the Letter of Intent, the parties must close on a sale prior
to Dec. 12, 2017.  The proposed sale of the Real Estate Parcels is
not in the ordinary course of business.  Therefore, the Debtor
proposes to sell the Real Estate Parcels free and clear of liens as
provided for by 11 U.S.C. Section 363(b) and (f).

The Debtor asks authority from the Court to sell the Real Estate
Parcels "as is" and "where is", free and clear of any potential
liens, with valid and enforceable liens attaching to the proceeds
of the sale.

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

       http://bankrupt.com/misc/Jeffrey_Miller_138_Sales.pdf

Any net proceeds from the sale of the Real Estate Parcels, after
payment of closing costs and payoff of the lien of PFA, will be
escrowed in the Debtor's counsel's trust account, pending further
Court order.

The proposed sale is on fair and equitable terms and is in the best
interest of the bankruptcy estate and its creditors.

The Debtor asks that the 14-day stay required under Bankruptcy Rule
6004(h) be waived, and that any Order granting the Motion is
effective immediately upon entry.

              About Jeffrey L. Miller Investments

Jeffrey L. Miller Investments, Inc., based in Tampa, FL, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-10036) on Nov.
23, 2016.  The petition was signed by Jeffrey L. Miller, president.
At the time of the filing, the Debtor disclosed $6.54 million in
assets and $4.18 million in liabilities.

Judge Michael G. Williamson presides over the case.  

Buddy D. Ford, P.A., serves as bankruptcy counsel to the Debtor.
The Debtor hired Owen & Dunivan, PLLC, as its corporate counsel and
Robert F. Cohen, CPA, PA, as its accountant.


K & D HOSPITALITY: Asks for Court's Nod to Use Cash Collateral
--------------------------------------------------------------
K & D Development asks the U.S. Bankruptcy Court for the Western
District of Pennsylvania for authorization to use cash collateral.

On April 3, 2012, K & D Hospitality, LLC, and respondents First
National Bank of Pennsylvania, Office of the U.S. Trustee, entered
into a mortgage agreement with a separate assignment of rents
provision to secure the loan.  Both the mortgage agreement and
assignment of rents were filed with the Westmoreland County
Recorder of Deeds on May 4, 2012.  As the Debtors cash reserves
derive entirely from the operation of the hotel at 111 Sheraton
Drive, this assignment of rents acts as a lien on the Debtor's cash
reserves and operating funds.

The Debtor says that the use of cash collateral is necessary for
the Debtor's continuing operation, and the Debtor will be forced to
shut down immediately absent use of the cash collateral.  The
Debtor concedes that Respondent is entitled to adequate protection
of its interest in the cash collateral.  At this time, it is
unclear if the Respondent is undersecured or oversecured.

To protect the Respondent's interest, the Debtor proposes one or
more of these methods be allowed to protect the interests of
Respondent and provide adequate protection as that term is used in
11 USC Section 361: (a) replacement lien on all post-petition rents
and proceeds obtained by the Debtor; and/or (b) adequate protection
payments in an amount to be determined by the court or agreed upon
by the parties.

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

            http://bankrupt.com/misc/pawb17-24167-5.pdf

                        K & D Hospitality

Founded in 2006, K & D Hospitality, LLC, is a small business debtor
as defined in 11 U.S.C. Section 101(51D) that operates under the
rooming and boarding houses industry.

K & D Hospitality filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Pa. Case No. 17-24167) on Oct. 18, 2017, estimating
its assets and liabilities at between $1 million and $10 million
each.  The petition was signed by Parmod Patel, president.

Judge Carlota M. Bohm presides over the case.

Justin P. Schantz, Esq., at the Law Care of David A. Colecchia And
Associates, serves as the Debtor's bankruptcy counsel.


LANDS' END: Bank Debt Trades at 17% Off
---------------------------------------
Participations in a syndicated loan under Lands' End is a borrower
traded in the secondary market at 82.73 cents-on-the-dollar during
the week ended Friday, October 6, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents an increase
of 0.30 percentage points from the previous week.  Lands' End pays
325 basis points above LIBOR to borrow under the $0.515 billion
facility. The bank loan matures on March 19, 2021 and carries
Moody's B3 rating and Standard & Poor's B- rating.  The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended October 6.


LANE FAMILY: Allowed to Use Cash Collateral Through Dec. 31
-----------------------------------------------------------
The Hon. Robert S. Bardwil of the U.S. Bankruptcy Court for the
Eastern District of California authorized Lane Family Limited
Partnership No. One to use cash collateral for the period of
October 1 through December 31, 2017, in accordance with the budget
with a variance of plus or minus 5% per category, per month.

The approved cash collateral budget provides total operating
expenses of $22,932 during the cash collateral period.

A full-text copy of the Order, dated is Oct. 19, 2017, is available
at http://tinyurl.com/yb4gh5fb

                   About Lane Family LP No. One           

Lane Family Limited Partnership No. One's bankruptcy case was
commenced by filing voluntary chapter 12 petition on Jan. 4, 2017.
Jan Johnson was the appointed acting Chapter 12 Trustee.  The case
was later converted to one under Chapter 11 (Bankr. E.D. Cal. Case
No. 17-20038) on March 15, 2017.

The Hon. Robert S. Bardwil presides over the case.

The Debtor is represented by Iain A. MacDonald, Esq., and Matthew
J. Olson, Esq., at MacDonald Fernandez LLP.


LAURA ELSHEIMER: Asks for Court's Nod to Use Cash Collateral
------------------------------------------------------------
Laura Elsheimer LLC seeks permission from the U.S. Bankruptcy Court
for the District of Massachusetts to use cash collateral in the
ordinary course of business and to grant postpetition liens to the
lienholder as adequate protection.

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

          http://bankrupt.com/misc/mab17-41842-16.pdf

Headquartered in Hudson, Massachusetts, Laura Elsheimer LLC filed
for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No.
17-41842) on Oct. 11, 2017, estimating its assets and liabilities
at between $500,001 and $1 million.  Michael Van Dam, Esq., at Van
Dam Law LLP, serves as the Debtor's bankruptcy counsel.


LEGEND SECURITIES: SIPA Claims Bar Date Set for April 20
--------------------------------------------------------
Legend Securities Inc., 45 Broadway, 32nd Floor, New York, New
York, has become the subject of a Direct Payment Procedure pursuant
to Section 10 of the Securities Investor Protection Act ("SIPA").

In the Direct Payment Procedures, the Securities Investor
Protection Corporation ("SIPC") will satisfy timely filed claims of
customers of Legend Securities that qualify for the SIPA
protection.

Claims for protection under SIPA must be filed with SIPC on or
before April 20, 2018, at:

   Securities Investor Protection Corporation
   Direct Payment Procedures
   Legend Securities Inc.
   1667 K Street, N.W., Suite 1000
   Washington, DC 20006

Under the law, SIPC cannot pay or otherwise satisfy, in whole or in
part, any claim not file by the deadline.

Forms for filing claims in the Direct Payment Procedures for Legend
Securities have been prepared by SIPC and together with a copy of
this notice, will be mailed on the date of the notice to investors
with accounts at Legend Securities as their name and addresses
appear on the books and records of Legend Securities.

Legend Securities Inc. is a full-service securities brokerage and
investment banking firm, providing services to individuals.  The
Company operates as a subsidiary of Stocktrade Network Inc.


LIVE NATION: Moody's Hikes CFR to Ba3 & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service upgraded Live Nation Entertainment Inc.'s
(Live Nation) corporate family rating (CFR) to Ba3 from B1, while
also upgrading the company's probability of default rating to
Ba3-PD from B1-PD, its senior secured credit rating to Ba1 from
Ba2, and its senior unsecured notes issue to B1 from B3. Live
Nation's speculative grade liquidity rating was affirmed at SGL-1
(indicating very good liquidity arrangements, and its ratings
outlook was changed to stable from positive.

"Moody's upgraded Live Nation's ratings because Moody's expect
debt/EBITDA leverage to decline below 4x in 2018, because the
company maintains solid liquidity and, as the company has gained
scale and matured, results are becoming more stable and
predictable," said Bill Wolfe, a Moody's senior vice president.

The following summarizes Moody's ratings and rating actions for
Live Nation:

Issuer: Live Nation Entertainment, Inc.

Live Nation's Ratings / Outlook:

  Corporate Family Rating: Upgraded to Ba3 From B1

  Probability of Default Rating: Upgraded to Ba3-PD From B1-PD

  Speculative Grade Liquidity Rating: Affirmed at SGL-1

  Senior Secured Credit Facility: Upgraded to Ba1 (LGD 2) from Ba2
(LGD2)

  Senior Unsecured Regular Bond/Debenture: Upgraded to B1 (LGD5)
From B3 (LGD5)

  Outlook: Changed to Stable From Positive

RATINGS RATIONALE

Live Nation's Ba3 stable credit profile benefits from sustainable
and increasingly predictable cash flow, solid liquidity, good scale
and competitive positioning, and expectations that debt/EBITDA
leverage will be sustained below 4x (Moody's adjusted). Credit
profile challenges stem from event risks, such as new competitors
in ticketing, regulatory changes mandating action on robotic ticket
purchases, and large debt-financed acquisitions, along with a lack
of articulated capital structure parameters.

Live Nation has very good liquidity (SGL-1) based on free cash flow
of about $200 million/year (depending upon capital expenditure
levels), a large available cash balance that Moody's expects to be
generally in the $250 million to $450 million range ($464 million
at 30Jun17; most of the company's cash is received on behalf of
performing artists), and a $365 million revolving credit facility
(not used as at 30Jun17 and committed to October, 2021). The
company's next significant debt maturity is in May 2019 when $275
million of convertible/exchangeable notes come due. Moody's do not
expect financial covenant compliance issues to restrict access to
the facility for the next year or so; Moody's expect debt/EBITDA to
be in the low 4x range over the next few quarters, while covenant
cushions are likely to remain in excess of 30%.

While Live Nation's senior secured credit facility rating was
upgraded by one notch in the line with the CFR upgrade, company's
senior unsecured notes were upgraded by two notches. Ratings for
both instruments depend on loss absorption provided by the
company's 2.5% $275 million convertible/exchangeable notes due May
2019 (not rated). In the event of the convertible/exchangeable
notes being refinanced at either the senior unsecured or senior
secured level, instrument ratings at both levels are susceptible to
downgrade.

Rating Outlook

The stable ratings outlook is based on Moody's expectations of Live
Nation's leverage of debt/EBITDA declining below 4x during 2018
(4.1x at 30Jun17).

What Could Change the Rating - Up

* Debt-to-EBITDA trending towards 3x on a sustained basis (4.1x at
30Jun17)

* FCF/Debt to be sustained above 10% (14.1% at 30Jun17)

* Favorable business conditions

* Solid liquidity

What Could Change the Rating - Down

* Debt-to-EBITDA above 4.25x on a sustained basis (4.1x at
30Jun17)

* FCF/Debt below 5% (14.11% at 30Jun17)

* Unfavorable business conditions

* Weak liquidity

Corporate Profile

Live Nation Entertainment, Inc. (Live Nation), headquartered in
Beverly Hills, California, operates a leading live entertainment
ticketing and marketing company (Ticketmaster), owns, operates
and/or exclusively books and promotes live entertainment venues
with operations in North America, Europe, and Asia. In addition,
Live Nation owns the rights to several globally recognized
performing artists under contracts of varying scope and duration.

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


MAC ACQUISITION: Selling Four Liquor Licenses for $1.2 Million
--------------------------------------------------------------
Mac Acquisition LLC, and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to authorize them to
assume four Purchase Agreements in connection with the sale of
their four liquor licenses for vacated restaurants: (i) MAC
Acquisition, LLC's Liquor License No. ABCC#00029-RS-0160 to Eddie
V's Holdings, LLC for $350,000; (ii) MAC Acquisition LLC's Liquor
License No. 47-472479 to Yardbird Beverly Hills, LLC for $80,000;
(iii) MAC Acquisition of New Jersey, LLC's Liquor License No.
0248-33-004-005 to 900 Route 17 North Holdings, LLC for $400,00;
and (iv) MAC Acquisition of New Jersey, LLC's Liquor License No.
1410-33-005-004 to East Hanover, LLC for $405,000.

A hearing on the Motion is set for Nov. 13, 2017 at 11:30 a.m.
(ET).  The objection deadline is Nov. 6, 2017 at 4:00 p.m. (ET).

From January 2017 through the Petition Date, the Debtors have
closed 37 underperforming restaurants in an effort to minimize
their cash burn and complete their turnaround.  Each of these
closed premises maintained Liquor Licenses in connection with the
operation of their restaurants.  As a result, the Debtors have
maintained certain of their Liquor Licenses for vacated restaurants
to the extent they have value and may be sold and assigned, so as
to preserve and maximize value for their estates.

The Debtors' vacated restaurants that include such quota liquor
licenses are:

     Store No.     Store Name          Store Address
     ---------     ----------          -------------
      31047         Wayne         1958 State Route 23, Wayne, NJ
      31055      East Hanover     138 State Route 10, Suite 2, East
Hanover, NJ
      31062         Edison        1521 Route 1, Edison, NJ
      31076         Ramsey        900 State Rt. 17, Ramsey, NJ
      31104      Cockeysville     9701 Beaver Dam Rd., Timonium,
MD
      31121     Santa Clarita     25720 The Old Rd., Stevenson
Ranch, CA
      31173       Burlington      50 South Ave., Burlington, MA
      31263       Mt. Olive 51    International Dr. S, Flanders,
NJ
      31281     Grand Rapids      5525 28th St. SE, Grand Rapids,
MI

The Debtors' management and financial advisors are experienced
professionals in the restaurant industry, and have substantial
experience in marketing and selling liquor licenses for closed
restaurants.  Further, where the Debtors find appropriate under the
circumstances, the Debtors may elect to use the services of a
listing website operated under the domain name, liquorlicense.com
("License Listing Company").  The License Listing Company provides
a listing service where the Debtors' Remaining Liquor Licenses can
be posted to the company's public website, so that interested
buyers may identify and submit bids for their Remaining Liquor
Licenses.  To the extent the Debtors determine to use the License
Listing Company for any Remaining Liquor License, the Debtors enter
into separate listing agreements.  In exchange for the License
Listing Company's services, the License Listing Company is entitled
to up to 10% of the purchase price realized from the sale of the
applicable Liquor License.

Prior to the Petition Date, the Debtors and their management and
advisors have marketed the Liquor Licenses for the Closed Premises.
Their efforts were successful for four of the Closed Premises, and
the Debtors have entered into four separate Purchase Agreements to
sell Liquor Licenses to third party purchasers.  

The material terms of such Purchase Agreements are:

     a. Liquor License No. ABCC#00029-RS-0160:

          i. Seller: MAC Acquisition, LLC

         ii. Purchaser: Eddie V's Holdings, LLC

        iii. Purchase Price: $350,000

         iv. Deposit Received: $35,000

          v. Outside Closing Date: March 31, 2018

         vi. Terms: Free and clear of all Encumbrances

     b. Liquor License No. 47-472479

          i. Seller: MAC Acquisition, LLC

         ii. Purchaser: Yardbird Beverly Hills, LLC

        iii. Purchase Price: $80,000

         iv. Deposit Received: $8,000

          v. Outside Closing Date: NA

         vi. Terms: Free and clear of all Encumbrances

     c. Liquor License No. 0248-33-004-005

          i. Seller: MAC Acquisition of New Jersey, LLC

         ii. Purchaser: 900 Route 17 North Holdings, LLC

        iii. Purchase Price: $400,000

         iv. Deposit Received: $20,000

          v. Outside Closing Date: 270 days after filing of
transfer application

          vi. Terms: Free and clear of all Encumbrances

     d. Liquor License No. 1410-33-005-004

          i. Seller: MAC Acquisition of New Jersey, LLC

         ii. Purchaser: East Hanover, LLC

        iii. Purchase Price: $405,000

         iv. Deposit Received: $20,000

          v. Outside Closing Date: March 18, 2018

         vi. Terms: Free and clear of all Encumbrances

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

      http://bankrupt.com/misc/Mac_Acquisition_84_Sales.pdf

The Purchase Agreements were all negotiated at arm's-length and in
good faith.  No broker was used to market the Liquor Licenses
subject to the Purchase Agreements, and none of such Liquor
Licenses are subject to agreements with the License Listing
Company.  As a result, no broker or related fee will reduce the
recovery for the Debtors' estates.

The Debtors continue to market the Remaining Liquor Licenses for
the Closed Premises that are not currently subject to a Purchase
Agreement.  They've entered into listing agreements with the
License Listing Company for certain of these Remaining Liquor
Licenses, and, for the others, continue to seek interested buyers
through their current management and advisors.  Through these
efforts, the Debtors intend to realize the highest and best offer
for each Remaining Liquor License, and to enter into further
purchase agreements to the extent consistent with their business
judgment.

The salient terms of the Remaining Liquor Licenses' Sale Procedures
are:

     a. Selling Price: Up to $500,000
     
     b. Terms: Free and clear of all Encumbrances with such
Encumbrances attaching only to the sale proceeds

     c. The Debtors will give the Sale Notice to all Sale Notice
Parties

     d. If no written objection from any Sale Notice Party is
received by the Debtors within 10 business days following service
of the Sale Notice, the Debtors are authorized to (i) submit an
order to the Court approving the transaction and making findings
pursuant to Section 363(f) and (m) and (b) immediately consummate
such transaction after entry of such order.

     e. If a written objection is received from a Sale Notice Party
within such 10 business day period and such objection cannot be
consensually resolved, the relevant Remaining Liquor License(s)
will only be sold upon further order of the Court after notice and
a hearing.

For the avoidance of doubt, the Sale Procedures do not apply to
sales transactions to the extent the proposed purchase price
exceeds $500,000.

Due to the size of the purchase prices, the Debtors are concerned
that having to proceed with separate sale motions for each
Remaining Liquor License would impose administrative cost that
would negate the benefits of any sale, and could impose procedural
delay that might chill the market for the Debtors' Remaining Liquor
Licenses.

The Debtors have expended substantial time and planning leading up
to the Chapter 11 Cases in order to maximize value for the estates.
In connection with these efforts, they've sought to realize value
from the Closed Premises, even though such restaurants are not part
of their proposed restructuring plan.  These efforts included
selling the Liquor Licenses related to the Closed Premises.  These
Liquor Licenses have no value to the Debtors as part of the
go-forward business, but may generate value through sales to
third-party buyers.  Accordingly, the Debtors ask the Court to
approve the relief requested.

To implement the foregoing immediately, the Debtors ask a waiver of
the notice requirements of Bankruptcy Rule 6004(a) to the extent
such requirements are deemed to apply.

Eddie V's can be reached at:

          EDDIE V'S HOLDINGS, LLC
          C/O Darden Restaurants, Inc.
          Leeanne K. Calderon, Esq.
          Paralegal, Licensing
          1000 Darden Center Drive
          Orlando, FL 32837
          Telephone: (407) 245-5401
          Facsimile: (407) 241-7454
          E-mail: lcalderon@darden.com

Eddie V's is represented by:

          Joseph H. Devlin, Esq.
          DEVLIN LAW OFFICES, LLC
          1 Harris Street, Ste 1
          Telephone: (617) 514-2837
          Facsimile: (617) 514-2825
          E-mail: jdevlin@devlinlawoffices.com

Yardbird can be reached at:

          YARDBIRD BEVERLY HILLS, LLC
          8500 Beverly Blvd. #112
          Los Angeles, CA 90048

900 Route can be reached at:

          900 ROUTE 17 NORTH HOLDINGS, LLC
          48 West 848th St., Suite 1410
          New York, NY 10036

900 Route is represented by:

          John B. Hall, Esq.
          MCMANIMON, SCOTLAND & BAUMANN, LLC
          75 Livingston Ave.
          Roseland, NJ 07068

East Hanover can be reached at:

          EAST HANOVER, LLC
          c/o Tom Graziano
          291 Douglass Road
          Far Hills, NJ 07931

East Hanover is represented by:

          RICHARD LUPO, LLC
          1254 Highway 27
          North Brunswick, NJ 08902
          Telephone: (732) 846-2200
          Facsimile: (732) 937-6536
          E-mail: beth@lupo-law.com

Mac Acquisition of New Jersey can be reached at:

          MAC ACQUISITION OF NEW JERSEY, LLC
          Attn: Legal Department
          1855 St., Suite 200
          Denver, Co 80202

Mac Acquisition of New Jersey is represented by:

          Jason L. Sobel, Esq.
          SILLS CUMMIS & GROSS, PC
          One riverfront Plaza
          Newark, NJ 07102
          E-mail: JSobel@SillsCummis.com

                   About Mac Acquisition LLC

Mac Acquisition LLC, et al. -- https://www.macaronigrill.com/ --
operate full-service casual dining restaurants under the trade
name, "Romano's Macaroni Grill."  As of Oct. 18, 2017, the company
operates 93 company-owned restaurants located in 23 states, with a
workforce of approximately 4,600 employees. Non-debtor affiliate
RMG Development franchises an additional 23 restaurants in
Florida, Hawaii, Illinois, Texas, Puerto Rico, Mexico, Bahrain,
Egypt, Oman, the United Arab Emirates, Qatar, Germany, and Saudi
Arabia.

During 2016, Mac Acquisition and RMG generated gross revenues
through restaurant sales and franchisee payments of approximately
$230 million.

On Oct. 18, 2017, Mac Acquisition LLC, and eight affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12224).  Mac
Acquisition's estimated assets of $10 million to $50 million and
debt at $50 million to $100 million.

The Hon. Mary F. Walrath is the case judge.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
Delaware bankruptcy counsel; Gibson, Dunn & Crutcher LLP, as
general bankruptcy counsel; Mackinac Partners, LLC, and financial
advisor. Donlin, Recano & Company, Inc., is the claims agent, and
maintains the Web site at https://www.donlinrecano.com/mg


MARKS FAMILY: Taps Century 21 as Real Estate Broker
---------------------------------------------------
Marks Family Trucking, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Wisconsin to hire a real estate
broker.

The Debtor proposes to employ Century 21, Affiliated in connection
with the sale of its commercial real estate located at 520 E.
Burnett Street, City of Beaver Dam, Dodge County, Wisconsin.
Jeffrey Kitchen, a real estate broker employed with the firm, will
provide the services.

Century 21 will get a commission of 8% of the gross sales price of
each property sold.

Mr. Kitchen disclosed in a court filing that he does not hold or
represent any interest adverse to the Debtor's estate.

The firm can be reached through:

     Jeffrey Kitchen
     Century 21, Affiliated
     215 N. Spring Street
     Beaver Dam, WI 53916
     Phone: 920-885-3312

                    About Marks Family Trucking

Marks Family Trucking, LLC, is engaged in contract truck hauling.
The Company owns a fee simple interest in a property located at
5230 E. Burnett Street, Beaver Dam, Wisconsin -- office, garage and
yard -- from which it operated.  It paid $350,000 for the property
five years ago and the current value is thought to be at least this
much.

Marks Family Trucking sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wis. Case No. 17-26876) on July 13,
2017.  Rebecca L. Marks, manager, signed the petition.

The Debtor hired Steinhilber Swanson LLP as counsel.

The Debtor disclosed $1.65 million in assets and $969,984 in
liabilities as of the bankruptcy filing.

Judge Susan V. Kelley presides over the case.

On Aug. 11, 2017, the Court appointed Auction Specialists as
auctioneer.


MEDALLION MIDLAND: Moody's Assigns B2 CFR; Outlook Positive
-----------------------------------------------------------
Moody's Investors Service assigned first time ratings to Medallion
Midland Acquisition, LLC (Medallion), including a B2 Corporate
Family Rating (CFR), a B2-PD Probability of Default Rating (PDR),
and a B2 senior secured term loan rating. The outlook is positive.

"Medallion's ratings reflect the company's small scale and its high
initial leverage, which, to decline to a sustainable range, is
dependent on a rapid increase in volumes. The ratings benefit from
the location of the company's assets in the Midland Basin and the
basin's expected growth in crude oil volumes," commented Amol
Joshi, Moody's Senior Analyst. "The positive outlook reflects
producer drilling activity in the acreage dedicated to Medallion
and the expected improvement in leverage metrics should that level
of activity continue."

Assigned:

Issuer: Medallion Midland Acquisition, LLC

-- Corporate Family Rating, assigned B2

-- Probability of Default Rating, assigned B2-PD

-- $700 million Senior Secured Term Loan, assigned B2 (LGD4)

Outlook, Positive

RATINGS RATIONALE

Medallion's B2 CFR reflects its very high initial financial
leverage, and the company's significant reliance on a steep
increase in crude oil transportation volumes through 2018 and 2019
to accomplish the planned reduction in leverage. The ratings are
also tempered by the company's small scale, limited operating track
record and the volume risk involved in producer customers ramping
up their respective production volumes. The company's presence
primarily in the Permian's Midland Basin, acreage dedications
spread over 687,000 acres with 13 customers, large equity
contribution by an experienced sponsor and adequate liquidity
support the company's credit profile. The contracts are 100%
fee-based, minimizing direct commodity price risk, although the
absence of material minimum volume commitment (MVC) contracts to
underpin expected volume growth highlights the volume risk. The
ratings also benefit from structural enhancements such as an excess
cash flow sweep and a $20 million debt service reserve account via
a letter of credit.

The positive outlook reflects the oil-focused drilling activity in
the Midland Basin expected to drive volume growth through
Medallion, providing a pathway to reduce the high initial financial
leverage by the end of 2018.

The $700 million term loan maturing seven years from the closing of
the transaction is rated B2 (the same as the CFR) under the Moody's
Loss Given Default Methodology. The $25 million revolver (unrated)
maturing five years from the closing of the transaction has a super
priority preference over the term loan; however, because of the
small size of the revolver compared to the term loan, the term loan
is rated the same as the CFR.

Moody's expects that Medallion will maintain adequate liquidity
through the end of 2018. At the closing of the transaction,
Medallion will have an undrawn $25 million revolver, in addition to
a $20 million debt service reserve account via a letter of credit.
Moody's expect the company to fund its debt service obligations and
capital expenditures primarily through cash from operations.
Medallion has a mandatory cash flow sweep provision on the term
loan, which will likely lead to Medallion having a low cash balance
while reducing some debt. The term loan will have a minimum debt
service coverage ratio covenant of 1.1x. In addition, the revolver
will have financial covenants including a minimum debt service
coverage ratio of 1.1x, a maximum debt to capitalization ratio of
50%, and a maximum super priority leverage ratio of 1x. Moody's
expects the company to be in compliance with its covenants through
the end of 2018.

Medallion's ratings could be upgraded if the company successfully
realizes its planned volume and corresponding earnings growth,
reducing debt/EBITDA to approach 5x while maintaining adequate
liquidity.

Ratings could be downgraded if debt/EBITDA is likely to remain
above 6x beyond 2018 or if liquidity weakens substantially.

The principal methodology used in these ratings was Midstream
Energy published in May 2017.

Medallion Midland Acquisition, LLC is a privately owned crude oil
gathering and intra-basin pipeline transportation system in the
Midland Basin. In October 2017, Global Infrastructure Partners
(GIP) entered into an agreement to buy Medallion for approximately
$1.825 billion, plus an additional cash consideration linked to
GIP's realized profits at exit.


MILLER MARINE: Disclosure Statement Conditionally Approved
----------------------------------------------------------
Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern
District of Florida conditionally approved Miller Marine Yacht
Service, Inc.'s disclosure statement, dated Oct. 12, 2017, to
accompany its plan of reorganization.

Nov. 9, 2017, is fixed as the last day for filing and serving
written objections to the disclosure statement and is fixed as the
last day for filing acceptances or rejections of the plan.

Objections to confirmation must be filed and served seven days
before the confirmation hearing.

The Court also issued an order granting the Debtor's motion to
consolidate hearing on plan and disclosure.

              About Miller Marine Yacht Services

Miller Marine Yacht Services, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Fla. Case No. 17-50113) on March 31, 2017.
The petition was signed by Willian M. Miller, president.  The
Debtor disclosed total assets of $3.3 million and total liabilities
of $2.03 million.  The Hon. Karen K. Specie presides over the case.
The Debtor is represented by Charles M. Wynn, Esq. at Charles M.
Wynn Law Offices, PA.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Miller Marine Yacht Service,
Inc., as of April 28, according to a court docket.


MOMENTIVE PERFORMANCE: 2nd Cir. Rules in Favor of Secured Creditors
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Cravath, Swaine & Moore LlP disclosed that on Oct. 20, 2017, the
Second Circuit (the "Court") issued its long-awaited opinion on the
appeals of the plan confirmation order in the Momentive Performance
Materials Inc. ("MPM") bankruptcy case.  The decision covers
several issues important to creditors at all levels of the capital
structure, with particular importance for secured creditors.  The
key issues addressed in the opinion include:

   -- lien subordination versus payment (or debt) subordination;
   -- entitlement to "make-whole" premiums in bankruptcy; and
   -- whether the interest rate on replacement notes issued in a
Chapter 11 cramdown should be market-based or formula-based.

In an important victory for secured creditors, the Court rejected
the formula-based approach (which typically results, and in the MPM
case did result, in a below market rate of interest on replacement
notes) in favor of a market rate of interest where an efficient
market rate can be ascertained.  Because a market rate should
generally be ascertainable in Chapter 11 cases (particularly in
large cases like MPM), this holding should significantly reduce the
likelihood that secured creditors will be forced to take back
replacement debt with a below market coupon in a Chapter 11
reorganization.

BACKGROUND
MPM faced serious financial problems after it took on significant
new debt obligations beginning in the mid-2000s.  The three
relevant classes of notes issued by MPM were: (1) Subordinated
Notes; (2) Second-Lien Notes; and (3) Senior-Lien Notes (first and
1.5 lien), which included a "make-whole" premium if MPM opted to
redeem the notes prior to maturity.

Following these debt issuances, MPM was substantially
overleveraged, and filed a petition under Chapter 11 on April 14,
2014. MPM proposed a plan of reorganization which provided for (i)
a 100% cash recovery of the principal balance and accrued interest
on the Senior-Lien Notes; (ii) an estimated 12.8%-28.1% recovery on
the Second-Lien Notes in the form of equity in the reorganized
debtors; and (iii) no recovery on the Subordinated Notes.  The plan
also gave the Senior-Lien Notes holders the option of (i) accepting
the plan and immediately receiving a cash payment of the
outstanding principal and interest due on their notes (without a
make-whole premium), or (ii) rejecting the plan, receiving
replacement notes with a present value equal to the allowed amount
of such holder's claim, and then litigating in the bankruptcy court
whether they were entitled to the make-whole premium and whether
the interest rate on the replacement notes was fair and equitable.

The Subordinated Notes holders and the Senior-Lien Notes holders
opposed the plan.

The Subordinated Notes holders contended that, under the relevant
indenture provisions, their notes were not subordinate to the
Second-Lien Notes holders and, consequently, they were entitled to
some recovery.  The Senior-Lien Notes holders opposed the plan on
the ground that the replacement notes they received did not provide
for the make-whole premium, and carried an interest rate that was
well below ascertainable market rates for similar debt obligations
and thus was not fair and equitable, a requirement under the
Bankruptcy Code for a cramdown, because it failed to give them the
present value of their claim.

Despite these objections, the bankruptcy court confirmed the plan
and the district court affirmed.

LIEN SUBORDINATION VERSUS PAYMENT (OR DEBT) SUBORDINATION
The first issue the Court addressed was the Subordinated Notes
holders' challenge to the lower courts' conclusions that their
claims were subordinate to the Second-Lien Notes holders' claims.
The Court came to the same conclusion as the lower courts -- that
the Second-Lien Notes are "Senior Indebtedness" under the
Subordinated Notes indenture and thus entitled to payment priority
over the Subordinated Notes—but did so only after concluding that
the indenture was ambiguous as a matter of law.  This required the
Court to go through a detailed analysis of extrinsic evidence
(e.g., bond offering memorandum disclosure (including risk factor
disclosure), SEC filings and other public statements) and the
likely intent of the parties before concluding that the Second-Lien
Notes were entitled to priority.

For both investors and issuers, it would clearly be preferable if a
term as important as "Senior Indebtedness" in a subordinated notes
indenture were drafted in an unambiguous manner.  In MPM, the
potential ambiguity arose from the fact that the general definition
of Senior Indebtedness excludes debt that is subordinate "in right
of payment" to any other indebtedness of the issuer, whereas the
Fourth Proviso to the definition excludes (seemingly more broadly)
debt that is subordinate or junior "in any respect" to any other
indebtedness of the issuer.  The Court first noted that it was
undisputed that the Second-Lien Notes are not subordinated in right
of payment to any other indebtedness and thereby met the baseline
definition of "Senior Indebtedness".  The question the Court then
addressed was whether liens that are junior to the liens securing
another series of debt (here, the Second-Lien Notes with liens
junior to the Senior-Lien Notes) make the junior lien debt
subordinate "in any respect" to other indebtedness and thereby
excluded from the
definition of "Senior Indebtedness" by virtue of the Fourth Proviso
and, accordin ly, not entitled to the benefit of payment
subordination of the Subordinated Notes.

In addressing the appropriate interpretation of the Fourth Proviso,
the Court noted that "as a practical matter, it seems to us to be
illogical to believe that a second-lien holder does not possess an
obligation that is meaningfully subordinate in some respect to a
first-lien holder."  However, the Court went on to conclude that an
expansive reading of the Fourth Proviso to cover lien subordination
would have the effect of rendering the "in right of payment"
language in the baseline definition superfluous.  Unlike the lower
courts, the Court concluded that the definition of "Senior
Indebtedness" was ambiguous and that it was therefore appropriate
to look to extrinsic evidence to determine the intent of the
parties.

In resolving the ambiguity, the Court gave weight to the following
extrinsic evidence:

   -- MPM's clear and consistent public disclosure that the
Second-Lien Notes were senior in right of payment to all
subordinated indebtedness;
   -- the fact that unsecured debt would have greater effective
priority than secured debt if lien subordination disqualified the
Second-Lien Notes from constituting "Senior Indebtedness"; and
   -- the fact that a broad reading of "in any respect" to cover
lien subordination would have disqualified even the SeniorLien
Notes from constituting "Senior Indebtedness" because the
Senior-Lien Notes had a second priority lien on certain collateral
securing MPM's revolving credit facility.

Based on its interpretation of the extrinsic evidence, the Court
ultimately concluded that the Second-Lien Notes constituted "Senior
Indebtedness" despite the Fourth Proviso and thus had priority
relative to the Subordinated Notes.

MAKE-WHOLE PREMIUM IN BANKRUPTCY
The indentures governing the Senior-Lien Notes contain optional
redemption clauses, which provide for the payment of a make-whole
premium (a premium to compensate for lost interest if notes are
redeemed early) if MPM were to "redeem the Notes at its option"
prior to the stated maturity date of October 15, 2015.  The Court
concluded that the Senior-Lien Notes holders were not entitled to a
make-whole premium in connection with receiving replacement notes
under the MPM plan of reorganization.

The Court reasoned as follows:
   -- filing for bankruptcy automatically accelerates the debt;
   -- acceleration brought about by a bankruptcy filing changes the
date of maturity of the accelerated notes to the date of the
bankruptcy petition;
   -- therefore, any payment on the accelerated notes following a
bankruptcy filing would be a post-maturity payment; and
   -- a post-maturity payment is mandatory, not an optional (early)
redemption.

The Court rejected the Senior-Lien Notes holders' argument that
they were entitled to the make-whole premium because when MPM
issued the replacement notes under the MPM plan, it "redeemed" the
Senior-Lien Notes "at its option" prior to maturity.  It also
rejected the Senior-Lien Notes holders' argument that they could
have waived the acceleration, holding that such a waiver would
violate the automatic stay.

The market has been eagerly awaiting the Court's decision on the
make-whole premium issue following the Third Circuit's EFH decision
from November 16, 2016.  In re Energy Future Holdings Corp., 842
F.3d 247, 251 (3rd Cir. 2016).  The bankruptcy court in the Energy
Future Holdings case held that the make-whole was not payable in
that case, and the district court affirmed.  EFH formulated a plan
of reorganization predicated on the make-whole not being payable.
However, the Third Circuit reversed and held that Energy Future
must pay the make-whole.

While on their face EFH and MPM seem to be in conflict—one case
found that a make-whole premium was payable in bankruptcy and the
other case found it was not—we believe that the specific facts of
each case drove the different outcomes.  In EFH, Energy Future was
solvent at the time it effected the refinancings and Energy Future
effected the refinancings during the course of its bankruptcy case
in a cash transaction to take advantage of a lower interest rate
environment.  MPM, on the other hand, simply issued replacement
notes at the end of its bankruptcy case pursuant to a confirmed
plan of reorganization, an outcome specifically contemplated by the
Bankruptcy Code.  Thus, a potential way that courts may reconcile
the two decisions going forward is to deem make-whole premiums not
payable when notes are addressed through a plan of reorganization,
but deem them payable when notes are redeemed during a bankruptcy
case by a solvent debtor (i.e., outside the Bankruptcy Code
framework versus within it).  How the bankruptcy courts in fact
reconcile these two decisions going forward will be keenly followed
by market participants.

CRAMDOWN INTEREST RATE
Perhaps the most important part of the Court's MPM decision --
particularly from the perspective of secured creditors -- is its
rejection of a formula-based approach to determining the
appropriate rate of interest under the cramdown provisions of
Chapter 11 in favor of a market-based approach.  The importance of
this decision can hardly be overstated, as the risk of being
crammed down with take-back paper with a below market rate of
interest has been something of a Sword of Damocles hanging over the
heads of secured creditors ever since the Supreme Court's 2004
decision in Till.  As a consequence of rejecting the MPM plan, the
Senior-Lien Notes holders received replacement notes which pay out
their claim over time.  The Bankruptcy Code permits debtors to make
such "deferred cash payments" to secured creditors (i.e., to
"cramdown").  Such payments must be at least equal to the full
value of the secured creditors' claims.  To ensure the creditor
receives the full present value of its secured claim, the deferred
payments must carry an appropriate rate of interest.  The key
question is what that rate is, as it has a direct economic impact
on the creditors forced to take back paper under a Chapter 11 plan,
such as MPM's creditors.

The issue of what is the appropriate rate of interest in the
context of a Chapter 11 cramdown plan has been unclear for many
years, following the Supreme Court's 2004 decision in Till. At
issue in Till was a Chapter 136 debtor's sub-prime auto loan,
carrying an interest rate of 21% and providing the creditor with a
$4,000 secured claim.  The Till court rejected a market-based
approach to determining the appropriate interest rate in the
context of a secured creditor cramdown, in part because in Chapter
13 cramdowns "there is no free market of willing cramdown lenders".
Instead, the Supreme Court endorsed a "formula-based" approach
that starts with a largely risk-free interest rate (the prime rate)
and then leaves it up to the bankruptcy court to determine an
appropriate plan-specific risk adjustment to that prime rate.

Ignoring the market rate and instead relying on a bankruptcy judge
to make the determination of the appropriate rate of interest is
contrary to the general principle in bankruptcy that the market is
the best source of valuation.  The Supreme Court in Till did leave
open the possibility of a market-based approach in the context of a
Chapter 11 cramdown, but it was in a rather Delphic footnote and
many judges—including both the bankruptcy and the district court
judges in MPM—felt bound by Till to dismiss market rates of
interest in favor of the formula-based approach.  The MPM decision
is the first time the Second Circuit has addressed this question in
the 13 years since Till was decided.

In MPM, the Second Circuit stated that "where, as here, an
efficient market may exist that generates an interest rate that is
apparently acceptable to sophisticated parties dealing at
arms-length, we conclude . . . that such rate is preferable to a
formula improvised by a court."  Having determined that exit
financing was available to MPM, and that the rates quoted by
potential exit finance providers were significantly higher than the
formula-based approach imposed by the bankruptcy court, the Second
Circuit remanded so that the bankruptcy court can ascertain if an
efficient market rate exists and, if so, apply that rate, instead
of the formula rate.

CONCLUSION
The Second Circuit's decision in MPM meaningfully reduces the
likelihood of secured creditors being crammed down with paper that
bears a below market interest rate.  Confirmation that lien
subordination does not equate to payment subordination for purposes
of a subordinated notes indenture was also a helpful clarification.
We suspect that make-whole premiums in bankruptcy will continue to
generate significant litigation unless and until the issue is
addressed by the Supreme Court.

                   About Momentive Performance

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

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

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

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

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

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

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

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


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

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

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

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

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

                           *     *     *

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


MONAKER GROUP: Incurs $1.7 Million Net Loss in Second Quarter
-------------------------------------------------------------
Monaker Group, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $1.70 million on $112,798 of total revenues for the three months
ended Aug. 31, 2017, compared to a net loss of $906,344 on $176,770
of total revenues for the three months ended Aug. 31, 2016.

For the six months ended Aug. 31, 2017, Monaker Group reported a
net loss of $2.49 million on $268,884 of total revenues compared to
a net loss of $2.03 million on $271,869 of total revenues for the
six months ended Aug. 31, 2016.

The Company's balance sheet at Aug. 31, 2017, showed $6.50 million
in total assets, $4.49 million in total liabilities and $2.01
million in total stockholders' equity.

As of Aug. 31, 2017, the Company had $1,969,438 of cash on-hand, an
increase of $962,373 compared to the $1,007,065 of cash on hand the
Company had at the start of fiscal 2018.  The increase in cash was
due primarily to the funds raised on Aug. 11, 2017, through a
Common Stock and Warrant Purchase Agreement, which was primarily
offset by payments of operating expenses and website development
costs during the six months ended Aug. 31, 2017.

As of Aug. 31, 2017, the Company had total current liabilities of
$1,595,764, consisting of a line of credit facility of $1,193,000
from Republic Bank, accounts payable and accrued expenses of
$264,030 and other current liabilities of $138,734.  The Company
can satisfy these amounts from current assets of $2,828,612 which
includes the $1,969,438 in cash.

The Company had working capital of $1,232,848 as of Aug. 31, 2017,
and an accumulated deficit of $103,158,633.

Net cash used in operating activities was $2,149,448 for the six
months ended Aug. 31, 2017, compared to $2,054,826 for the six
months ended Aug. 31, 2016, an increase of $94,622.  This increase
was primarily due to cash payment for general and administrative
expenses.  In May 2017, the Company entered into a settlement
agreement with a financial advisory firm who was engaged to raise
capital per an agreement signed in October 2016.  Based upon the
firm's inability to meet any of the agreed upon milestones, the
firm agreed to return all the consideration paid for the services.
The Company recorded a $450,945 credit to stock compensation in May
2017 as a result of the settlement.

Net cash used in investing activities was $76,500 and $276,730 for
the six months ended Aug. 31, 2017 and 2016, respectively which was
primarily the result of the capitalized website development costs.

Net cash provided by financing activities increased $692,982 to
$3,188,321 for the six months ended Aug. 31, 2017, compared to
$2,495,339, for the six months ended Aug. 31, 2016.  This increase
was primarily due to the net increase of proceeds from the issuance
of common stock and warrants and the exercise of warrants of
$3,048,433, which amount includes the proceeds received in
connection with the closing of the transactions contemplated by the
Common Stock and Warrant Purchase Agreement.

"The growth and development of our business will require a
significant amount of additional working capital, provided that we
currently believe that the funds raised in the July/August private
placement offering described below, together with the revenues we
anticipate receiving beginning at the end of October 2017, will be
adequate to allow us to be self-sufficient and that we will not
need to raise any additional funding in the near term to support
our operations," the Company stated in the Report.
"Notwithstanding the above, in the event we need to raise
additional funding in the future, such funding may not be available
on terms that are acceptable to us and/or may have a dilutive
effect on our existing stockholders.

"We are a technology driven travel and logistics company with
alternative lodging rental inventory.  Our inventory consists of
ALRs owned and leased by third parties which are available to rent
through our websites.  Core to the Company's services are key
elements including technology, an extensive film library, media
distribution, trusted brands and established partnerships that
enhance product offerings and reach.  We believe that consumers are
quickly adopting video for researching and educating themselves
prior to purchases, and we have carefully amassed video content,
media distribution, key industry relationships and a prestigious
Travel Brand as cornerstones for the development and planned
deployment of core-technology on both proprietary and partnership
platforms.

"We are subject to all the substantial risks inherent in the
development of a new business enterprise within an extremely
competitive industry.  Due to the absence of a long standing
operating history and the emerging nature of the markets in which
we compete, we anticipate operating losses until we can
successfully implement our business strategy, which includes all
associated revenue streams.  Our revenue model is new and evolving,
and we cannot be certain that it will be successful.  The potential
profitability of this business model is unproven.  We may never
ever achieve profitable operations or generate significant
revenues. Our future operating results depend on many factors,
including demand for our products, the level of competition, and
the ability of our officers to manage our business and growth.  As
a result of the emerging nature of the market in which we compete,
we may incur operating losses until such time as we can develop a
substantial and stable revenue base. Additional development
expenses may delay or negatively impact the ability of the Company
to generate profits.  Accordingly, we cannot assure you that our
business model will be successful or that we can sustain revenue
growth, achieve or sustain profitability, or continue as a going
concern.

"We currently have a monthly cash requirement of approximately
$220,000, exclusive of capital expenditures.  We believe that in
the aggregate, it could cost several millions of dollars to support
and expand the marketing and development of our travel products and
services, provide capital expenditures for additional equipment and
development costs, payment obligations, office space and systems
for managing our business, and cover other operating costs.  As
described above, we believe that we have sufficient capital to
support our operations with the funds raised in the July/August
2017 private placement offering, described below, and expected
revenues which we anticipate generating at the end of October 2017.
Notwithstanding the above, if we require additional funding in the
future and we are unable to obtain additional funding on acceptable
terms, or at all, it will negatively impact our business, financial
condition and liquidity.  As of August 31, 2017, we had
approximately $1.6 million of current liabilities (a decrease of
approximately $1.4 million from the $3.0 million of current
liabilities as of February 28, 2017).

"Since our inception, we have funded our operations with the
proceeds from the private equity financings.  Currently, revenues
provide less than 10% of our cash requirements.  Our remaining cash
needs are derived from debt and equity raises."

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

                      https://is.gd/nhV27b

                          About Monaker

Monaker Group, Inc., formerly known as Next 1 Interactive, Inc. --
http://www.monakergroup.com/-- operates online marketplaces for
the alternative lodging rental industry and facilitate access to
alternative lodging rentals to other distributors.  Alternative
lodging rentals (ALRs) are whole unit vacation homes or timeshare
resort units that are fully furnished, privately owned residential
properties, including homes, condominiums, apartments, villas and
cabins that property owners and managers rent to the public on a
nightly, weekly or monthly basis.  The Company's marketplace,
NextTrip.com, unites travelers seeking ALRs online with property
owners and managers of vacation rental properties located in
countries around the world.  As an added feature to the Company's
ALR offering, the Company also provides access to airline, car
rental, hotel and activities products along with concierge tours
and activities, at the destinations, that are catered to the
traveler through its Maupintour products.

LBB & Associates Ltd. LLP, in Houston, Texas, stated in its report
on the Company's consolidated financial statements for the year
ended Feb. 28, 2017, that the Company's accumulated deficit and
limited financial resources raise substantial doubt about the
Company's ability to continue as a going concern.

Monaker reported a net loss of $7.10 million on $400,277 of
revenues for the year ended Feb. 28, 2017, compared to a net loss
of $4.55 million on $544,658 of revenues for the year ended Feb.
29, 2016.


MPM SILICONES: 2nd Cir. Affirms Ruling on Make-Whole Claims
-----------------------------------------------------------
Three groups of creditors -- the Subordinated Notes holders and the
Senior-Lien Notes holders -- separately appeal a judgment of the
United States District Court of the Southern District of New York
(Briccetti, J.) affirming the confirmation of Momentive Performance
Materials Inc., Momentive Performance Materials Holdings Inc., and
their affiliates' Chapter 11 reorganization plan by the U.S.
Bankruptcy Court (Drain, J.).

The creditors argue that the plan improperly eliminated or reduced
the value of notes they held.  The appellants opposed the Plan.
The Subordinated Notes holders, who were to receive nothing,
contended that, under relevant indenture provisions, their Notes
were not subordinate to the Second-Lien Notes holders and,
consequently, they were entitled to some recovery.  The Senior-Lien
Notes holders opposed the Plan on the ground that the replacement
notes they received did not provide for the make-whole premium, and
carried a largely risk-free interest rate that failed to comply
with the Code because it was well below ascertainable market rates
for similar debt obligations and thus was not fair and equitable
because it failed to give them the present value of their claim.

Despite these objections, the bankruptcy court confirmed the Plan
following a four-day hearing.  Confirmation was facilitated by
Chapter 11's "cramdown" provision, which allows a bankruptcy court
to confirm a reorganization plan notwithstanding non-accepting
classes if the plan Adoes not discriminate unfairly, and is fair
and equitable, with respect to each class of claims or interests
that is impaired under, and has not accepted, the plan.

The bankruptcy court concluded that the Plan was fair to the
Subordinated Notes holders, despite no recovery, because the 2006
Indenture called for their subordination to the Second-Lien Notes.
It held the plan was fair to the Senior-Lien Notes holders because
the 2012 Indentures did not require payment of the make-whole
premium in the bankruptcy context and because the interest rate on
the proposed replacement notes, even though well below a "market"
rate, was determined by a formula that complied with the Code's
cramdown provision.

The bankruptcy court's confirmation order triggered an automatic
14-day stay during which Debtors could not consummate the Plan.
Appellants aggressively took advantage of this period and attempted
to block the implementation of the Plan.  Specifically, prior to
the expiration of the automatic stay, appellants moved in the
bankruptcy court to extend the stay pending their appeal of the
confirmation order, which the court denied.  They then promptly
moved the district court for a stay, which was also denied.
Appellants then appealed the denial of the stay to the U.S. Court
of Appeals for the Second Circuit, which the Second Circuit
dismissed for lack of jurisdiction.  Despite these efforts, the
Debtors contend this appeal is equitably moot, a contention with
which the Second Circuit does not agree.

The appellants appealed the confirmation order to the district
court which affirmed the bankruptcy court=s confirmation order.
The district court essentially agreed with the bankruptcy court,
concluding that: (i) the relevant indentures unambiguously
prioritize the Second-Lien Notes over the Subordinated Notes, id.
at 326B31; (ii) the below market interest rate selected by the
bankruptcy court complied with the Code, id. at 331B34; and (iii)
under their indentures, the Senior-Lien Notes holders are not
entitled to the make-whole premium in the context of a bankruptcy.
The Subordinated Notes holders, the First-Lien Notes holders, and
the 1.5-Lien Notes holders separately appealed.

These appeals raise four issues:

   First, the Subordinated Notes holders challenge the lower
courts' conclusions that their claims are subordinate to the
Second-Lien Notes holders' claims.

   Second, the Senior-Lien Notes holders contend that the lower
courts erroneously applied a below-market interest rate to their
replacement notes.

   Third, the Senior-Lien Notes holders challenge the lower courts'
rulings that they are not entitled to a make-whole premium.

   Fourth, Debtors argue that we should dismiss these appeals as
equitably moot.

The Second Circuit finds merit only in the Senior-Lien Notes
holders' contention with respect to the method of calculating the
appropriate interest rate for the replacement notes, and reject the
others.  The Second Circuit concluded that the lower courts erred
in categorically dismissing the probative value of market rates of
interest.  Accordingly, the  concludes that the plan confirmed by
the bankruptcy court and affirmed by the district court comports
with the provisions of Chapter 11.  

The Second Circuit remands so that the bankruptcy court can address
the single deficiency it identified with the proceedings, which is
the process for determining the proper interest rate under the
cramdown provision
of Chapter 11.

A full-text copy of the Second Circuit's Opinion dated October 20,
2017, is available at https://is.gd/T7qokp

                   About Momentive Performance

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

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

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

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

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

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

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

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

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

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

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

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

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

                           *     *     *

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


NATIONAL EVENTS: Taps EisnerAmper as Accountant
-----------------------------------------------
National Events of America, Inc. and New World Events Group Inc.
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to hire an accountant.

The Debtors propose to employ EisnerAmper LLP to, among other
things, assist them in various financial and litigation matters;
conduct forensic evaluation and investigation; and assist them in
the analysis and resolution of issues related to claims filed
against their estates.

The firm's standard hourly rates are:

     Partners             $510 - $600
     Directors            $450 - $470
     Senior Managers      $370 - $390
     Managers             $280 - $295
     Senior               $260 - $270
     Staff Assistants     $205 - $250
     Paraprofessional     $205 - $250

David Ringer, a partner at EisnerAmper, disclosed in a court filing
that the firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     David Ringer
     EisnerAmper LLP
     750 Third Avenue
     New York, NY 10017
     Tel: +1 212-949-8700

                  About National Events Holdings

National Events Holdings, LLC, et al., operate together a ticket
broker and wholesale distributor of tickets for sporting and
theatrical events that was formed in 2006.  National Events
Holdings provides ticketing services for all concert, theater and
sporting event tickets, as well as various V.I.P. hospitality
packages that deliver exclusive access to big name events,
including hotels, celebrity meet and greets and exclusive parties.

National Events Holdings and its affiliates filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 17-11556) on
June 5, 2017.  They are represented by Stephen B. Selbst, Esq., and
Hanh V. Huynh, Esq., at Herrick, Feinstein LLP, in New York.
Timothy Puopolo of RAS Management Advisors, LLC, is the chief
restructuring officer.

On June 28, 2017, National Events of America Inc. and New World
Events Group Inc. filed Chapter 11 petitions (Bankr. S.D.N.Y. Case
Nos. 17-11798 and 17-11799).  They are represented by Westerman
Ball Ederer Miller Zucker & Sharfstein, LLP.

Alan D. Halperin, Esq., at Halperin Battaglia Benzija LLP, was
appointed as examiner.  The examiner hired Halperin Battaglia
Benzija, LLP as his counsel.


NAVISTAR INTERNATIONAL: Fitch Affirms B- IDR; Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) for
Navistar International Corporation (NAV), Navistar, Inc., and
Navistar Financial Corporation (NFC) at 'B-'. The Rating Outlook is
Stable.

NAV announced plans to refinance its existing $1 billion senior
secured term loan due 2020 with a new $1.6 billion senior secured
term loan due 2024. It also launched a tender offer and consent
solicitation for its 8.25% senior unsecured notes due 2021 on which
approximately $1.45 billion is outstanding. The consents would
eliminate virtually all restrictive covenants for the notes that
aren't tendered. The tender offer would be funded from net proceeds
of the proposed term loan combined with new notes that NAV intends
to offer.

NAV is negotiating with the holders of its recovery zone facility
revenue bonds and the issuers of the bonds (the Illinois Finance
Authority and Cook County, Illinois) to amend covenants in the loan
agreements relating to the bonds. The amendments include the grant
of a second lien on certain collateral that secure the term loan.
The coupon would increase to 6.75% from 6.5%. The proposed
amendments would become effective if the refinancing of the term
loan and senior unsecured notes are completed as planned.

Upon completion of NAV's refinancing plans, Fitch expects to assign
a rating of 'BB-/RR1' to the new $1.6 billion senior secured
seven-year term loan and to upgrade the ratings for NAV's recovery
zone facility revenue bonds to 'B+' from 'B-'.

KEY RATING DRIVERS

Fitch expects NAV's debt and leverage could be nearly unchanged or
increase slightly following the completion of its refinancing
plans. Fitch views NAV's liquidity as manageable in the near term,
but additional debt maturities of $200 million in October 2018 and
$411 million in 2019 will need to be refinanced in the absence of a
return to positive FCF. Leverage remains high, including
debt/EBITDA of 8.9x as calculated by Fitch as of July 31, 2017, and
free cash flow on a trailing 12 month basis continues to be
negative.

Cash and marketable securities at the manufacturing operations of
$923 million as of July 31, 2017 could be flat to slightly higher
at the end fiscal 2017 compared to the end of fiscal 2016. This
level would be adequate to fund seasonally negative operating cash
flow in the first fiscal quarter of 2018 (negative $275 million in
1Q17 as calculated by Fitch). Warranty cash spending continues to
improve but pension contributions are expected to increase. NAV
expects to contribute approximately $113 million to its pension
plans in 2017 and $130 million to $190 million annually from 2018
through 2020. The net pension obligation was $1.7 billion (57%
funded) at Oct. 31, 2016.

Negative free cash flow (FCF) continues to be a key rating concern.
Fitch estimates FCF will improve but will remain negative in 2017
and possibly again in 2018. However, the heavy duty truck market
has been improving, and NAV could generate stronger FCF than
estimated by Fitch if the company is able to recover market share
and generate higher margins. NAV has continued to invest in new
product development which should support its competitive position.
The company's alliance with VW T&B includes collaboration on
powertrain and other technologies and a procurement joint venture
(JV) which should enhance NAV's cost structure and product
development.

NAV estimates it will generate $200 million of annual synergies
from the VW T&B alliance by the end of five years and $500 million
cumulatively over the same period. Fitch expects the alliance will
support an expansion of NAV's technological capabilities,
potentially including engines sourced internally or from within the
alliance for use in NAV trucks, a larger parts business, and
opportunities to share technology and development costs for trucks,
engines, and digital technology. Some aspects of the alliance will
become effective gradually. NAV could also have opportunities to
expand its powertrain offerings beyond engines.

NAV's market share of Class 8 trucks in the U.S. and Canada was 11%
in 2016 and in the third quarter of 2017 compared to 20% or higher
prior to 2012. Its share is behind the three other dominant
commercial truck-makers. NAV's share in the medium-duty market is
below historical levels but has held up better than heavy duty
trucks. Orders in NAV's core truck markets were up 19% in the first
nine months of 2017, reflecting the industry recovery from cyclical
lows in 2016 and early 2017.

Under its criteria for rating non-financial corporates, Fitch
calculates an appropriate debt/equity ratio of 3x at Financial
Services based on asset quality as well as liquidity and funding
that incorporate support from NAV in the form of funding. Actual
debt/equity at Financial Services as measured by Fitch, including
intangible assets, was 3.6x as of July 31, 2017. As a result, Fitch
calculates a pro forma equity injection of slightly less than $100
million would be needed to reduce debt/equity to 3x at Financial
Services. Fitch assumes NAV would fund its equity injection through
the use of excess cash or new debt, which Fitch includes in debt at
the manufacturing business. This Fitch-calculated debt amount is
higher than actual debt outstanding.

Litigation risks include a lawsuit by the U.S. Department of
Justice which is seeking penalties of up to $291 million on behalf
of the U.S. Environmental Protection Agency related to NAV's use of
engines during 2010 that did not meet emissions standards. In the
event of an adverse outcome, a large payment would exacerbate
concerns about liquidity, although Fitch expects the timing of any
payments could be delayed in a lengthy litigation process. Other
litigation includes class action lawsuits concerning NAV's
discontinued advanced EGR engines.

DERIVATION SUMMARY

NAV has a weaker financial profile, including margins, free cash
flow and liquidity, than other large heavy duty truck OEMs which
puts it at a disadvantage with respect to financial flexibility and
the ability to invest in the business. Several OEMs including
Daimler, Volkswagen and Volvo are affiliates of global vehicle
manufacturing companies which gives them greater access to
financial and operational resources and markets compared to NAV.
NAV's alliance with VW T&B partly addresses this difference. More
than three-fourths of NAV's revenue was located in North America,
which makes it more sensitive to industry cycles compared to
competing OEMs that have greater geographic diversification.

NAVISTAR FINANCIAL CORPORATION

Fitch believes NFC is core to NAV's overall franchise. Thus the IDR
of the finance subsidiary is equalized with, and directly linked to
that of its ultimate parent due to the close operating relationship
and importance to NAV, as substantially all of NFC's business is
connected to the financing of dealer inventory and trucks sold by
NAV's dealers. The relationship is formally governed by the Master
Intercompany Agreement, as well as a provision referenced under
NFC's credit agreement requiring NAV or NIC to own 100% of NFC's
equity at all times.

NFC's operating performance and overall credit metrics are viewed
by Fitch to be neutral to NAV's ratings. The company's performance
has not changed materially compared to Fitch's expectations, but
its financial profile remains tied to NAV's operating and financial
performance. Through the first nine months of FY2017 (9M17), total
financing revenue decreased by 16.4%, driven by lower overall
finance receivables balances and partially offset by higher
interest rates on finance receivables. In 9M17, the average finance
receivable portfolio balance decreased to $1.1 billion from $1.4
billion in 9M16. However, at July 31, 2017, the company's ending
finance receivables balance grew by $74.2 million, or 5.9%, from
FYE-2016.

Asset quality remained within Fitch's expectations throughout 2017.
Charge-offs and provisions have been relatively stable as NFC
continues to focus on its wholesale portfolio, which historically
has experienced lower loss rates compared to the retail portfolio.

NFC's leverage remains relatively low compared to its captive
finance peers but has risen throughout recent periods due to
dividend payments to its parent. As of July 31, 2017, the debt to
tangible equity ratio was 4.2x, which is significantly higher than
the four-year average of 3.2x. NAV continues to use the strength of
NFC's balance sheet to enhance liquidity at the parent company,
including re-establishing dividends and intercompany borrowings
between NAV and NFC. Fitch believes that the company's current
leverage profile is stronger than other captive finance companies,
but notes that continued payments of large dividends could result
in significant increases in leverage in future periods.

The 'B' rating assigned to the existing senior secured bank credit
facility reflects Fitch's view that recovery prospects given
default for the facility are good and support the Recovery Rating
of 'RR3'. The credit facility's 1.35x collateral coverage covenant
mitigates Fitch's earlier concerns that NFC could securitize all
its remaining unencumbered assets, leaving other senior secured
lenders in a subordinate collateral position to the company's
securitizations.

KEY ASSUMPTIONS

Fitch's key assumptions within the current rating case for NAV's
manufacturing business include:

-- NAV's manufacturing revenue is flat in 2017 and increases
    in 2018 as industry demand improves;
-- New product introductions support NAV's market share which
    increases slightly in 2018 and could gain more traction in
    subsequent years;
-- FCF remains negative in 2017 and possibly into 2018;
-- EBITDA margins continue to improve;
-- NAV refinances scheduled debt maturities in 2018 and 2019;
-- Warranty cash costs remain above warranty expense; warranty
    expense, excluding adjustments to pre-existing warranties,
    remains below 3%.
-- The recovery analysis for NAV reflects Fitch's expectation
    that the enterprise value of the company, and recovery rates
    for creditors, would be maximized as a going concern rather
    than through liquidation. Fitch has assumed a 10%
    administrative claim.
-- The going concern EBITDA is based on Fitch's projected EBITDA
    in 2018 which incorporates stabilized revenue and margins at
    mid-cycle, and limited recovery of market share. Going concern

    EBITDA is higher than historical EBITDA in recent years.
    Previously, EBITDA was reduced by the negative impact of
    charges for restructuring, warranty and other items while NAV
    re-set its engine strategy and realigned operations to focus
    on core markets.
-- An EBITDA multiple of 5x is used to calculate a post-
    reorganization valuation, below the 6.4x median for the
    industrial and manufacturing sector. The multiple incorporates

    cyclicality in NAV's heavy duty truck market and uncertainty
    around its future recovery of market share which is well below

    historical levels due to a failed engine emissions strategy
    several years ago. The multiple also considers the highly
    competitive nature of the heavy duty truck market and NAV's
    smaller size compared to large global OEMs.
-- Fitch assumes a fully used ABL facility, excluding a liquidity

    block, primarily for standby letters of credit that could be
    utilized during a distressed scenario.
-- The secured term loan is rated 'BB-/RR1', three levels above
    NAV's IDR, as Fitch expects the loan would recover more than
    90% in a distressed scenario based on a strong collateral
    position. The 'RR4' for senior unsecured debt reflects average

    recovery prospects in a distressed scenario. The 'RR6' for
    senior subordinated convertible notes reflects a low priority
    position relative to NAV's other debt.

RATING SENSITIVITIES

Navistar International Corporation

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

-- Consistently higher EBITDA margins that lead to positive
    FCF and lower leverage;
-- NAV's retail market share recovers to a level near 20% for
    combined Class 8 heavy and severe service trucks (11% in 2016)

    and 30% for medium-duty trucks (21% in 2016);
-- Liquidity improves sufficiently to reduce outstanding debt.

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

-- Working capital or other cash requirements appear likely to
    exceed NAV's available liquidity;
-- Manufacturing EBITDA margins as calculated by Fitch decline
    materially from 4.8% in 2016;
-- FCF does not become positive on an LTM basis during 2018;
-- There is a material adverse outcome from litigation.

Navistar Financial Corporation

NFC's ratings are expected to move in tandem with its parent.
Therefore, positive rating momentum will be limited by Fitch's view
of NIC's credit profile. However, negative rating actions could be
driven by a change in the perceived relationship between NFC and
its parent. Additionally, a change in profitability leading to
operating losses, a material change in leverage, and/or
deterioration in the company's liquidity profile could also yield
negative rating actions.

The rating on the senior secured bank credit facility is sensitive
to changes in NFC's IDR, as well as the level of unencumbered
balance sheet assets in a stress scenario, relative to outstanding
debt.

Fitch does not envision a scenario where NFC would be rated higher
than the parent.

LIQUIDITY

Navistar International Corporation

Liquidity at NAV's manufacturing business as of July 31, 2017
included cash and marketable securities totaling $923 million, net
of restricted cash. NAV had limited availability under a $125
million asset-backed lending (ABL) facility. NAV's cash was
supplemented in 2017 by $250 million of incremental debt issuance
and the $256 million equity investment by VW T&B.

Liquidity was offset by current maturities of manufacturing
long-term debt of $114 million. In addition to the ABL, NAV uses an
Intercompany Used Truck Loan from NFC under which $53 million was
outstanding. NAV had other outstanding intercompany loans totaling
$63 million from Financial Services. In recent years, NAV has
received funding from NFC including loans, dividends and return of
capital, but net funding has declined. Fitch does not include
intercompany loans from Financial Services in manufacturing debt,
and leverage would be higher when including these liabilities.

Navistar Financial Corporation

While Fitch views NFC's current liquidity as adequate given
available resources and the company's continued ability to
securitize originated assets, liquidity may become constrained if
the parent materially increases its reliance on NFC to fund
operations or if NFC is unable to refinance a sufficient amount of
debt on economical terms.

As of July 31, 2017, NFC had $24 million of unrestricted cash and
approximately $285 million of availability under its various
corporate and ABS borrowing facilities (subject to collateral
requirements). Fitch views favorably NFC's ability to refinance a
portion of its borrowing facilities and access the capital markets
at reasonable terms, which should mitigate some potential near-term
liquidity concerns.

As of July 31, 2017 debt at NAV's manufacturing business totaled
$3.6 billion as adjusted by Fitch, including unamortized discount
and debt issuance costs, and $1.8 billion at the Financial Services
segment, the majority of which is at NFC.

FULL LIST OF RATINGS

Fitch has affirmed the following ratings:

Navistar International Corporation
-- Long-Term IDR at 'B-';
-- Senior unsecured notes at 'B-/RR4;
-- Senior subordinated notes at 'CCC/RR6'.

Navistar, Inc.
-- Long-Term IDR at 'B-';
-- Senior secured term loan at 'BB-/RR1'.

Cook County, Illinois
-- Recovery zone revenue facility bonds (Navistar International
    Corporation Project) series 2010 at 'B-'.

Illinois Finance Authority (IFA)
-- Recovery zone revenue facility bonds (Navistar International
    Corporation Project) series 2010 at 'B-'.

Navistar Financial Corporation
-- Long-Term IDR at 'B-';
-- Senior secured bank credit facility at 'B/RR3'.

The Rating Outlook Is Stable.


NC DEVELOPMENT: Taps Oak Crest as Real Estate Broker
----------------------------------------------------
NC Development, L.L.C. seeks approval from the U.S. Bankruptcy
Court for the Western District of Virginia to hire a real estate
broker.

The Debtor proposes to employ Oak Crest Commercial Real Estate to
assist with the marketing and potential sale of its property
located at 320 Hope Drive, Winchester, Virginia.

The firm will get 4% of the gross sale proceeds.  The listing price
for the property is $3.85 million.

Marie Dilorenzo, an associate broker employed with Oak Crest,
disclosed in a court filing that the firm does not hold or
represent any interest adverse to the Debtor's estate.

The firm can be reached through:

     Marie Dilorenzo
     Oak Crest Commercial Real Estate
     126 North Kent Street
     Winchester, VA 22601
     Phone: 540-504-0787
     Fax: 540-504-0795
     Email: info@oakcrestcommercial.com

                     About NC Development LLC

NC Development, LLC listed its business as a single asset real
estate (as defined in 11 U.S.C. Section 101(51B)) whose principal
assets are located at 320 Hope Drive, Winchester, Virginia.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Va. Case No. 17-50630) on June 29, 2017.  Matthew
Carroll, managing member, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $1 million to $10 million.

Judge Rebecca B. Connelly presides over the case.  Hoover Penrod
PLC is the Debtor's bankruptcy counsel.

The Debtor previously filed a Chapter 11 petition (Bankr. D. Md.
Case No. 11-13720).  The petition was filed on February 25, 2011.


NEOPS HOLDINGS: Has Final OK to Obtain DIP Financing & Use Cash
---------------------------------------------------------------
The Hon. Ann M. Vevins of the U.S. Bankruptcy Court for the
District of Connecticut has entered a final order authorizing NEOPS
Holdings, LLC, to obtain secured, superpriority postpetition
financing consisting of a $1.2 million term loan credit facility
from AHM NEOPS Acquisition, LLC, and to use cash collateral.

The Debtors' use of cash collateral pursuant to this court order
will be effective nunc pro tunc to the Petition Date.

A copy of the Order is available at:

          http://bankrupt.com/misc/ctb17-31017-180.pdf

The DIP Lender requires, and the Debtors have agreed, that proceeds
of the DIP Facility be used, in each case in a manner consistent
with the terms and conditions of the Post-Petition Financing
Documents, solely for (1) working capital and other general
corporate purposes, (2) permitted payment of costs of
administration of the Cases and (3) payment of fees and expenses
due under the DIP Facility, as approved by the Court.

As adequate protection: (i) the Prepetition Senior Lender will
receive adequate protection liens and super priority claims and
(ii) the Prepetition Junior Lenders will receive adequate
protection liens.

The DIP Lender is granted an allowed superpriority administrative
expense claim in each of the cases and any successor cases for all
DIP Obligations.  The DIP Superpriority Claims will be subordinate
only to the carve out, and will (a) otherwise have priority over
any and all administrative expenses and unsecured claims against
the Debtors or their Estates in any of the cases and any successor
cases, at any time existing or arising, of any kind or nature
whatsoever, including, without limitation, administrative expenses
of the kinds specified in or ordered pursuant to the U.S.
Bankruptcy Code, and (b) at all times be senior to the rights of
the Debtors and their estates, and any successor trustee or other
estate representative to the extent permitted by law.  

                  About New England Orthotic

Headquartered in Branford, Connecticut, New England Orthotic and
Prosthetic Systems -- http://www.neops.net/-- is a provider of
state-of-the-art orthotic and prosthetic patient care products and
services in the eastern United States.  The partnership was founded
by certified orthotists and prosthetists who were dissatisfied with
large impersonal corporations where the constant pressures of
consolidation and cost containment can hamper effective patient
care.

NEOPS Holdings LLC and its affiliates, including New England
Orthotic and Prosthetic Systems, LLC, filed for Chapter 11
protection (Bankr. D. Conn. Lead Case No. 17-31017) on July 11,
2017.  The petitions were signed by David Mahler, president and
CEO.

NEOPS Holdings estimated its assets at between $1 million and $10
million and its liabilities at between $10 million and $50 million.
New England Orthotic estimated its assets at up to $50,000 and
liabilities at between $1 million and $10 million.

Judge Ann M. Nevins presides over the case.

James Berman, Esq., and Joanna M. Kornafel, Esq., at Zeisler &
Zeisler, P.C., serve as the Debtors' bankruptcy counsel.  The
Debtors hired Daniel O'Brien as their restructuring and financial
advisor.

On July 21, 2017, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors.  The Committee retained
Blakeley LLP, as lead counsel, and Camacho, Merced & Pol, LLC, as
local counsel.


NICE CAR: Unsecured Creditors to Get $12,106 Under Chapter 11 Plan
------------------------------------------------------------------
Nice Car, Inc. filed with the U.S. Bankruptcy Court for the
Southern District of Florida a disclosure statement describing the
Plan or Reorganization.

Under the Plan, Class 3 allowed general unsecured claims is
impaired. Each holder of the allowed general unsecured claim will
receive its pro rata share of a one-time cash distribution in the
aggregate amount of $12,106.26, such distribution to be made within
seven business days of the Effective Date. Impaired Class 3 Claims
consist of the following:

   Ben Karnefsky     $125,000
   Seymour Kerzer     $76,661
   Michelle Kanov     $60,000
   Phil Baratz        $50,000

The Debtor does not believe that there are any Priority Claims and
does not anticipate any Priority Claims being filed. Each holder of
an Allowed Secured Claim against the Debtor will receive its pro
rata share of:

      (a) new secured notes in the principal amount of $10,000,000
bearing interest at a fixed rate equal to 3% made payable over a
period of 85 months, that will be issued by the Reorganized Debtor,
and which will be subject to Security Agreements which will provide
for first priority liens on all of the Reorganized Debtor's assets;
and

      (ii) 89% of the Equity Interests issued by the Reorganized
Debtor subject to a Shareholder Agreement. The Secured Notes will
be secured by a first priority lien on all of the Reorganized
Debtor's assets, including any products, proceeds and income
derived therefrom each with the same validity and priority.

The Plan will be funded primarily through the continued operation
of the Reorganized Debtor's used car sales operations. Steven
Kerzer, the holder of 100% of the prepetition Equity Interests in
the Debtor, as a condition to the effectiveness of the Plan, will
contribute his 100% Equity Interests in Shelby Tire & Service
Center, Inc. and Gavi & Associates, LLC to the Reorganized Debtor
in exchange for 11% of the Equity Interests issued by the
Reorganized Debtor.

Stirling Financial, LLC has predicated its support for the Plan on
the contribution of Steven Kerzer's Equity Interests in Shelby and
Gavi and the contribution of such Equity Interests is a condition
precedent to Stirling Financial, LLC's support of the Plan.

As of the Effective Date, Nice Car will hold 100% of the Equity
Interests of Shelby and Gavi contributed to Nice Car. Based upon,
among other things, improved sales, the merger, and increased cash
flow, the Debtor believes that it will successfully complete all of
its necessary payments under the Plan.

In addition, The Reorganized Debtor and Steven Kerzer will enter
into an employment agreement, pursuant to which agreement Steven
Kerzer will serve as President of the Reorganized Debtor and will
be afforded the opportunity to earn additional equity in the
Reorganized Debtor on the terms set forth in such agreement.

A full-text copy of the Disclosure Statement dated October 12, 2017
is available for free at http://tinyurl.com/ybd83stj

Attorneys for the Debtor:

     Robert F. Reynolds, Esq.
     SLATKIN & REYNOLDS, P.A.
     One East Broward Boulevard, Suite 609
     Fort Lauderdale, Florida 33301
     Telephone 954.745.5880
     Facsimile 954.745.5890
     Email: rreynolds@slatkinreynolds.com

                    About Nice Car, Inc.

Founded in 1977, Nice Car -- https://nicecar1977.com/ -- is a
family owned and operated full service used car dealer.  The
Debtor's business is located in Hollywood, Broward County, Florida
and serves customers throughout the South Florida area.  Steven
Kerzer is the 100% shareholder of the Debtor and the Debtor's
president.

Nice Car, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-15001), on April 24, 2017.  The petition was signed by
Steven Kerzer, president.  The case is assigned to Judge Raymond B.
Ray.  The Debtor is represented by Robert F. Reynolds, Esq., at
Slatkin & Reynolds, P.A.  At the time of filing, the Debtor had
estimated assets and liabilities ranging from $10 million to $50
million.


NOVA ACADEMY: S&P Cuts 2015 Education Bonds Rating to 'BB'
----------------------------------------------------------
S&P Global Ratings lowered its underlying rating for credit program
on Clyde Education Facilities Corp., Texas' series 2015 education
revenue refunding bonds issued for Nova Academy to 'BB' from
'BBB-'. The outlook is stable.

"We lowered the rating based in part on the U.S. Not-for-Profit
Charter School methodology, published on Jan. 3, 2017, and on our
view of the credit risks associated with Nova Academy's inability
to renew a facility lease, which will likely cause some variability
in operating performance over the near term," said S&P Global
Ratings credit analyst Luke Gildner.

S&P said, "The stable outlook reflects our anticipation that the
school will maintain a healthy liquidity position for the rating as
it navigates operational pressures over the next year. We also
anticipate the school will successfully grow enrollment at the new
Cedar Hill campus while at least maintaining steady demand at both
the Scyene and Prichard campuses.

"We could lower the rating if operating deficits persist beyond
fiscal 18, liquidity deteriorates significantly, or enrollment does
not meet expectations.

"We would consider a positive rating action if the charter school
can grow enrollment back to historical levels, produce consistently
positive operating surpluses leading to debt service coverage
levels commensurate with a higher rating, and maintain liquidity
near current levels."


PACIFIC 9: Court Sets December 14 Plan Confirmation Hearing
-----------------------------------------------------------
Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central
District of California entered an order approving adequacy of the
disclosure statement describing Pacific 9 Transportation, Inc.'s
and Official Committee of Unsecured Creditors' Joint Plan of
Reorganization dated September 21, 2017.

The hearing to confirm the Plan has been set for December 14, 2017,
at 10:00 a.m.

The last day by which the Debtor must serve the Plan, the
Disclosure Statement, and Ballots for accepting or rejecting the
Plan is fixed on October 16, 2017. The deadline to cast ballots
accepting or rejecting the Plan will be on November 9, 2017.

The last day by which Debtor must submit a summary of the ballots
accepting or rejecting the Plan with the Court will be on November
16, 2017.

The Court fixed the deadline to file an objection to confirmation
of the Plan and/or opposition to the Motion to Confirm the Plan on
November 30, 2017, and the last day by which the Debtor may submit
a reply to such objection and/or opposition on December 7, 2017.

Attorneys for the Debtor:

            David R. Haberbush, Esq.
            Vanessa M. Haberbush, Esq.
            Lane K. Bogard, Esq.
            HABERBUSH & ASSOCIATES, LLP
            444 West Ocean Boulevard, Suite 1400
            Long Beach, CA 90802
            Telephone: (562) 435-3456
            Facsimile: (562) 435-6335
            E-mail: dhaberbush@lbinsolvency.com

Attorneys for Official Committee of Unsecured Creditors

            John N. Tedford, IV, Esq.
            Zev Shechtman, Esq.
            DANNING, GILL, DIAMOND & KOLLITZ, LLP
            1900 Avenue of the Stars, 11th Floor
            Los Angeles, California 90067-4402
            Telephone: (310) 277-0077
            Facsimile: (310) 277-5735
            Email: jtedford@dgdk.com
                  zshechtman@dgdk.com

                  About Pacific 9 Transportation

Pacific 9 Transportation, Inc. is a trucking company located in Los
Angeles, California that provides trucking services throughout
California. The Company rents real property located at 21900 S.
Alameda Street, Los Angeles, CA 90810 for the premises used to
store its trucks, trailers, ocean containers, and legally related
equipment.  As of Sept. 1, 2016, it began using the premises as its
office and principal place of business.

Pacific 9 sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Cal. Case No. 16-15447) on April 26, 2016.  The
petition was signed by Le Phan, CFO.  The Debtor estimated both
assets and liabilities in the range of $1 million to $10 million.

The case is assigned to Judge Julia W. Brand.

The Debtor hired Haberbush & Associates LLP as its general
bankruptcy counsel; and The Law Firm of Atkinson, Andelson, Loya,
Ruud & Romo as its special counsel.

On June 14, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee retained
Danning, Gill, Diamond & Kollitz, LLP, as local counsel, and Armory
Consulting Company as financial advisor.


PASS BUSINESS: Jan. 23 Plan Confirmation Hearing
------------------------------------------------
Judge Katharine M. Samson of the U.S. Bankruptcy Court for the
Southern District of Mississippi issued an amended order fixing the
time for filing acceptances or rejections to the plan of
reorganization filed by Pass Business Terminal, LLC.

Jan. 5, 2018 is now fixed as the last day for filing written
objections to confirmation of the Plan.

Jan. 12, 2018 is fixed as the last day for submitting ballots of
acceptance or rejection of the Plan with the attorney for the
Debtor.

A hearing on confirmation of the Plan will be held on Jan. 23,
2018, at 9:30 AM, in the Bankruptcy Courtroom, 7th Floor, Dan M.
Russell, Jr. U. S. Courthouse, 2012 15th Street, Gulfport,
Mississippi.

                 About Pass Business Terminal

Pass Business Terminal, LLC, filed a Chapter 11 petition (Bankr.
S.D. Miss. Case No. 16-51767) on Oct. 11, 2016.  The petition was
signed by Roger L. Caplinger, owner.  At the time of filing, the
Debtor estimated assets of less than $1 million and liabilities of
less than $500,000.

The Debtor is represented by Matthew Louis Pepper, Esq., at Matthew
Perry, Attorney at Law.  The Debtor hired Strick Trio Investments,
LLC as its accountant and bookkeeper.

On May 3, 2017, the court approved the Debtor's disclosure
statement, which explains its proposed Chapter 11 plan.


PELICAN REAL ESTATE: Trustee's Bid to Sell TM 25 Pools Abated
-------------------------------------------------------------
Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle
District of Florida abated the consideration of the motion of Maria
M. Yip, the Chapter 11 Liquidating Trustee for Pelican Real Estate,
LLC and affiliates, to sell TM 25 Pools to Orange Capital Funding,
LLC or assigns for $206,800, subject to higher and better offers,
until the deficiency is corrected.

The Liquidating Trustee proposes to sell the Property free and
clear of all liens, claims, and interests.

The Court determines that the motion is deficient because the
prescribed filing fee of $181, as required by the Bankruptcy Court
Schedule issued in accordance with 28 U.S.C Section 1930 was not
paid.

No additional filing fee will be assessed for the filing of any
amended motion filed for the purposes of correcting the noted
deficiency.

                  About Pelican Real Estate

Pelican Real Estate, LLC and its eight affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case
No. 16-03817) on June 8, 2016.  The petition was signed by Jared
Crapson, president of SMFG, Inc., manager of Pelican Management
Company, LLC. At the time of the filing, Pelican Real Estate listed
under $50,000 in both assets and debt.

The Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP.  The Debtors hired Bill Maloney Consulting as their
financial advisor; Hammer Herzog and Associates P.A. as their
accountant; and Pino Nicholson PLLC as their special counsel.

Turnkey Investment Fund LLC, an affiliate of Pelican Real Estate
LLC, hired Dance Bigelow Sharp & Co. as accountant.

Guy Gebhardt, acting U.S. trustee for Region 21, on July 27, 2016,
formed an official committee of unsecured creditors for Pelican
Real Estate LLC's affiliates, Smart Money Secured Income Fund LLC
and Accelerated Asset Group LLC.

Maria Yip was appointed examiner in the case.  She hired
GrayRobinson, P.A. as her lead counsel; and Fikso Kretschmer Smith
Dixon Ormseth PS as special counsel.

On February 15, 2017, the Court entered an order confirming the
Debtors' Second Amended Plan of Liquidation.  The Plan became
effective on March 2, 2017, at which time the Smart Money
Liquidating Trust came into existence and Ms. Yip was named the
Liquidating Trustee.


PERFORMANCE SPORTS: Equity Panel Objects to Claim 444 CrossMotion
-----------------------------------------------------------------
BankruptcyData.com reported that Performance Sports Group's
official committee of equity security holders filed with the U.S.
Bankruptcy Court an objection to Plumbers & Pipefitters National
Pension Fund's cross-motion for application of Bankruptcy Rule 7023
to Proof of Claim No. 444 (Putative Class Claim).  The equity
committee asserts, "Despite the rhetoric in the Putative Class'
recently-filed pleadings, disallowance of the contingent and
unliquidated Putative Class Claim turns on uncontroverted legal
principles and the application of those legal principles to
uncontroverted facts.  First (as the Putative Class concedes),
there is no inherent right to file a class proof of claim in a U.S.
(or Canadian) bankruptcy proceeding.  Second (as the Putative Class
also concedes), the decision regarding whether to permit the filing
of a class proof of claim is left to the sound discretion of the
Bankruptcy Court.  Where, as here, proceeding with a putative class
proof of claim would not benefit the estates, but rather would
materially impede implementation of and distributions under a
Chapter 11 plan, the Bankruptcy Court should exercise its
discretion and disallow the putative class claim….  Moreover, no
request for class certification appears to be forthcoming, likely
because the Putative Class is nowhere near being able to carry its
substantial burden respecting class certification.  Nor did the
Putative Class file a motion seeking leave to file the Putative
Class Claim prior to the Bar Date or timely nunc pro tunc relief
after the Bar Date.  The Official Equity Committee is a fiduciary
of the Chapter 11 estates and advocates for the interests of all
present equity holders."

                  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 August 25, 2017, the Debtors filed their Plan of Liquidation and
related Disclosure Statement. On October 19, 2017, the Debtors
filed their modified Plan of Liquidation and modified Disclosure
Statement.


PETROQUEST ENERGY: 41 mmcfe/d Combined Rate From 3 Latest Wells
---------------------------------------------------------------
PetroQuest Energy, Inc. announced results from its horizontal
Cotton Valley drilling program in East Texas.  The Company
completed a two well pad (PQ #26 & PQ #27 - average NRI: 59%) which
established a cumulative maximum 24-hour gross daily rate of 17,207
Mcf of gas, 1,266 barrels of NGLs and 205 barrels of oil, for an
equivalent rate of 26,033 Mcfe/d.  PQ #26 and #27 represent the
initial wells in the Company's northern most JV acreage.  In
addition, the Company commenced flowback on its PQ #28 well (NRI:
58%) in early October.  To date, the well has established a maximum
24-hour gross daily rate of 10,912 Mcf of gas, 689 barrels of NGLs
and 51 barrels of oil, for an equivalent rate of 15,352 Mcfe/d.
The three wells had an average lateral length of 6,163 feet and the
Company estimates an average drill and complete cost of $893 per
lateral foot.  A table listing the initial maximum 24-hour gross
daily rates and certain additional operating data per well is
available for free at https://is.gd/CiNw9J

The Company has reached total depth on its PQ #29 well (WI - 77%)
and is currently drilling its PQ #30 well (WI - 74%), which will be
the final well of its 2017 Cotton Valley drilling program.  The
Company expects to complete these two wells during the first
quarter of 2018.  Based upon the wells completed to date, the
Company estimates its third quarter 2017 daily production from East
Texas was 63% higher than the fourth quarter of 2016.

                3Q17 Production Guidance Update

During August 2017, the Company experienced shut-ins at the
majority of its Gulf of Mexico fields associated with Hurricane
Harvey.  In addition, during portions of August and September 2017,
the Company's West Delta 89 field was shut-in as a result of a fire
on a third-party platform.  The Company estimates Gulf of Mexico
down-time related to the events above totaled approximately 2.4
MMcfe per day during the third quarter of 2017.  All of the
impacted production has been restored.  As a result of the
down-time, the Company projects its third quarter 2017 production
will average between 81 - 82 MMcfe per day as compared to its
previous guidance range of 80-84 MMcfe per day.

                         Hedging Update

The Company recently initiated the following commodity hedging
transaction:

                           Instrument
Production Period            Type       Daily Volumes   Price
-----------------         ----------    -------------   ------
2018                        Swap           250 Bbls     $55.00

After executing the above transaction, the Company has 91,250 Bbls
of oil hedged for 2018 at an average floor price of $55.00/Bbl.  In
addition, the Company has approximately 3.2 Bcf of natural gas
hedged for the first quarter of 2018 at an average floor price of
$3.24/Mcf.

                        Management's Comment

"We are very pleased with the results from our 2017 Cotton Valley
drilling program.  We implemented multiple operational options
including longer laterals, larger proppant concentration, pad
drilling and tighter perforation cluster spacing.  We obtained
micro-seismic data, which we are continuing to analyze to refine
our completion design.  Most importantly, we executed extremely
attractive wells in terms of high productivity and low costs," said
Charles T. Goodson, chairman, chief executive officer and
president.  "Two of our most recent wells, PQ #25 and PQ #28,
achieved Company records in initial maximum 24-hour gross daily
rates of 18.3 MMcfe/d and 15.4 MMcfe/d, respectively, and from a
cost perspective, the entire program of wells drilled and completed
during 2017 averaged $857 per lateral foot, nearly 15% below our
goal of $1,000 per lateral foot."
     
                        About PetroQuest

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

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.  As of June 30,
2017, Petroquest had $148.6 million in total assets, $402.0 million
in total liabilities, and a total stockholders' deficit of $253.4
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.

In October 2016, S&P Global Ratings raised the corporate credit
rating on PetroQuest Energy to 'CCC' from 'SD'.  The outlook is
negative.  "The upgrade reflects our reassessment of the company's
corporate credit rating following the exchange of the majority of
its outstanding 10% senior unsecured notes due September 2017 at
par," said S&P Global Ratings credit analyst Daniel Krauss.  The
negative outlook reflects the company's current debt leverage
levels, which S&P views to be unsustainable, as well as its less
than adequate liquidity position.


PLANO IZMIR: Taps Quilling Selander as Legal Counsel
----------------------------------------------------
Plano Izmir, LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Texas to hire legal counsel in connection
with its Chapter 11 case.

The Debtor proposes to employ Quilling, Selander, Lownds, Winslett
& Moser, P.C. to, among other things, give legal advice regarding
its duties under the Bankruptcy Code and assist in the preparation
of a plan of reorganization.

The firm's hourly rates range from $275 to $375 for attorneys and
from $100to $105 for paralegals.

Timothy York, Esq., disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Timothy A. York, Esq.
     Christopher J. Moser, Esq.
     Quilling, Selander, Lownds, Winslett & Moser, P.C.
     2001 Bryan Street, Suite 1800
     Dallas, TX 75201  
     Phone: (214) 880-1805
     Fax: (214) 871-2111

                       About Plano Izmir LLC

Plano Izmir, LLC, which conducts business under the name Cafe
Izmir, is an operating Mediterranean-style restaurant located at
1921 Preston Road, Plano, Texas.

Plano Izmir sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Tex. Case No. 17-42242) on October 11, 2017.
Beau Nazary, its managing partner, signed the petition.

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

Judge Brenda T. Rhoades presides over the case.


PME MORTGAGE: B. Weiner, J. Goulding No Longer Committee Members
----------------------------------------------------------------
The Office of the U.S. Trustee on Oct. 23 disclosed in a court
filing that Barbara Weiner and Jerry Goulding are no longer members
of the official committee of unsecured creditors in the Chapter 11
case of PME Mortgage Fund Inc.

The remaining committee members are:

     (1) Michael Sirelson  
         7424 Village 7
         Camarillo, CA 93012
         Phone: 760-835-1798

     (2) Sandra Petrucelli  
         33349 Wallace Way
         Yucaipa, CA 92399
         Phone: 909-838-4488

     (3) Thomas A. Whittemore
         5022 Harlan Dr.
         Klamath Falls, OR 97602
         Phone: 541-274-0594

                  About PME Mortgage Fund Inc.

PME Mortgage Fund Inc. is a privately held company in Big Bear
Lake, California.  It is an affiliate of hard-money lender Pacific
Mortgage Exchange, Inc., which has provided hard money loan
programs for over 30 years.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-15082) on June 19, 2017.
Nicholas Rubin, its chief restructuring officer, signed the
petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $10 million to $50 million.

On July 17, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


POINT.360: Oct. 31 Hearing Set to Consider Final OK on Financing
----------------------------------------------------------------
BankruptcyData.com reported that Point.360 filed with the U.S.
Bankruptcy Court a motion for approval of re-use of cash collateral
and postpetition financing.  The motion explains, "The use of cash
collateral is sought in accordance with the budget Exhibit 1,
subject to a 5% cumulative deviation.  The only party having an
interest in cash collateral is Austin Financial Services, pursuant
to a July 13, 2016 Amended and Restated Loan and Security Agreement
as amended ('LSA').  The fundamental terms of Austin's revolving
loan agreement are an 85% advance rate against eligible receivables
at a 6% annual interest rate and 6.5% annual management fee.  This
12.5% annualized cost of financing is paid monthly.  The last
payment of $28,048.15 was paid to Austin on September 29, 2017.
Austin's current balance is $2,433,184.73 pursuant to the account
statement included with Exhibit 2. To the extent Austin consents to
provide such DIP financing, the approval requested herein seeks
approval of such financing.  If Austin opts to terminate Debtor's
prepetition financing, then Debtor will demand turnover of
post-petition receivable collections and use such proceeds in
operations without further advances from Austin during the interim
approval period.  The Medley Loan Agreement is comprised of a
five-year term loan facility in the amount of $6,000,000,
$1,000,000 of which was funded on the July 8, 2015 closing date.
As of March 31, 2017, the Company had borrowed the $6,000,000 under
the Medley Loan Agreement. Debtor has elected to pay interest as
payment in kind ('PIK') as permitted by the Loan Agreement. The
outstanding principal balance and all accrued and unpaid interest
on the Term Loan are due and payable on July 8, 2020. Austin's
$2,433,184.73 debt is secured by $9 million in collateral."

According to the report, the Court subsequently granted interim
approval to the motion and scheduled an October 31, 2017 hearing to
consider final approval.

                         About Point.360

Point.360 (PTSX) -- http://www.point360.com/and
http://www.mvf.com/-- is a value add service organization
specializing in content creation, manipulation and distribution
processes integrating complex technologies to solve problems in the
life cycle of Rich Media.  With locations in greater Los Angeles,
Point.360 performs high and standard definition audio and video
post production, creates virtual effects and archives and
distributes physical and electronic Rich Media content worldwide,
serving studios, independent producers, corporations, non-profit
organizations and governmental and creative agencies.  Point.360
provides the services necessary to edit, master, reformat and
archive clients' audio and video content, including television
programming, feature films and movie trailers.  Point.360's
interconnected facilities provide service coverage to all major
U.S. media centers.

Point.360 on Oct. 10, 2017, filed a voluntary petition for
reorganization under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
C.D. Cal. Case No. 17-22432).  Haig S. Bagerdjian, the Company's
Chairman, President and CEO, signed the petition.

No trustee has been appointed, and the Company will continue to
operate its business as "debtor in possession" under the
jurisdiction of the Court and in accordance with the applicable
provisions of the Bankruptcy Code and orders of the Court.

The Debtor had total assets of $11.14 million and total debt of
$14.77 million as of March 31, 2017.

The Hon. Julia W. Brand is the case judge.

Lewis R. Landau, Attorney At Law, in Calabasas, California, serves
as counsel to the Debtor.


POTLATCH CORP: Merger with Deltic Credit Positive, Moody's Says
---------------------------------------------------------------
Potlatch Corporation's (Ba1 RUR) agreement to acquire Deltic Timber
Corporation (unrated) in a stock-for-stock transaction is credit
positive. The acquisition will allow for the addition of Deltic's
530,000 acres of timberland in the US South and three wood product
facilities. Moody's views the deal as strategically sound given the
complementary businesses and because Deltic's mature timberland,
coupled with a strengthening demand for logs and expected
realizable synergies, will immediately generate cash flow, enabling
Potlatch's leverage to return to current levels in about 12 months
after an initial increase.

Based in Spokane, Washington, Potlatch is the third largest timber
real estate investment trust with about 1.4 million acres of
timberland and a top 10 US lumber producer. Deltic, headquartered
in El Dorado, Arkansas, owns 530,00 acres of timberland, two saw
mills and a medium density fiber mill. The merger is expected to
close by mid-2018.



POTLATCH CORP: S&P Alters Outlook to Pos. Amid Deltic Timber Deal
-----------------------------------------------------------------
Spokane, Wash.-based Potlatch Corp. has announced it has reached an
agreement to acquire timberlands owner and wood products producer
Deltic Timber Corp. for total consideration of approximately $1.4
billion, approximately $1.2 billion of which will be in Potlatch
stock with the remainder being the assumption of approximately $250
million of Deltic debt.

S&P Global Ratings is thus revising its rating outlook on Potlatch
Corp. to positive from stable. At the same time, S&P affirmed its
ratings, including the 'BB+' corporate credit rating, on the
company.

S&P said, "Our ratings affirmation and outlook revision to positive
reflect the proposed Deltic acquisition's significant addition to
Potlatch's size and scale because revenues will increase by 37%,
EBITDA by about 30% while adding 530 thousand acres of timberlands
in Arkansas, bring Potlatch's total holdings to just under 2
million acres. Potlach will also acquire two additional saw mills
that will add 430 million board feet of lumber capacity (a 56%
increase to Potlach's capacity) and will also add a medium density
fiberboard (MDF) plant.

"The positive outlook reflects the potential to raise Potlatch's
ratings to investment grade (BBB-) given the company's increased
size, timberlands holdings, and earnings capacity after the Deltic
acquisition. An upgrade would be predicated on our view that the
company will also maintain leverage metrics in the lower half of
the 3x area or lower.

"We could raise our rating on Potlatch to 'BBB-' over the next year
if it is successful in integrating Deltic into its operations,
achieving targeted synergies of at least $50 million that
demonstrates the company's improved earnings breadth and stability.
We expect that Potlatch will maintain debt leverage of 3x-3.5x
while it integrates Deltic.

"We could revise our outlook back to stable if Potlatch's
acquisition of Deltic is delayed or cancelled or if integration
difficulties or reduced demand for lumber and saw logs causes
Potlatch's leverage to rise toward 4X."


PUERTO RICO: Assured Guaranty Withdraws Suit vs Fiscal Plan
-----------------------------------------------------------
BankruptcyData.com reported that Assured Guaranty Municipal and
Assured Guaranty announced the voluntary withdrawal, without
prejudice, of their lawsuit challenging the legality of the
Commonwealth of Puerto Rico's fiscal plan as certified by The
Financial Oversight and Management Board for Puerto Rico (Oversight
Board). The complaint, filed on May 3, 2017, had asserted that the
certified fiscal plan violated multiple provisions of PROMESA and
the United States Constitution.

According to the report, Dominic Frederico, president and C.E.O. of
Assured Guaranty states, "While we continue to believe the current
Fiscal Plan is illegal, we have determined to voluntarily dismiss
our complaint without prejudice at this time due to the crisis in
Puerto Rico following Hurricane Maria, and the high likelihood that
the Fiscal Plan will have to be revised. Now is no time to be
arguing over these issues, when residents of the island are
suffering. The current focus should remain on restoration and
relief for Puerto Rico. Additionally, it would be an avoidable
misallocation of time, money and judicial resources to litigate
issues about a Fiscal Plan that is expected to change." The release
further notes, "Assured Guaranty urges the Oversight Board to use
this opportunity to reset its relationship with creditors, correct
the defects in the current Fiscal Plan and work collaboratively
with creditors on a new fiscal plan that complies with the
mandatory statutory requirements of PROMESA, the Commonwealth
Constitution, and the United States Constitution. Meeting PROMESA's
dual stated purpose of fiscal responsibility and restoration of the
Commonwealth's access to the capital markets has become even more
critical in the aftermath of the hurricane damage."

BankruptcyData relates that under applicable law, Assured Guaranty
is permitted to refile the lawsuit. If insufficient progress is
made in developing a new fiscal plan that complies with PROMESA and
respects Assured Guaranty's constitutional, statutory and
contractual rights, Assured Guaranty will refile the lawsuit at an
appropriate time.

                      About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.

The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.

The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA").

The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017.  On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").

U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases.  The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.

Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.

McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.

O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.

The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.

                      Bondholders' Attorneys

Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin
Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc.,
Franklin Advisers, Inc., and the First Puerto Rico Family of Funds,
which collectively hold over $3.5 billion in COFINA Bonds and over
$2.9 billion in other bonds issued by Puerto Rico and other
instrumentalities, including over $1.8 billion of Puerto Rico
general obligation bonds ("GO Bonds").

White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS
Family of Funds and the Puerto Rico Family of Funds, which hold
$613.3 million in COFINA bonds.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP, Autonomy
Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual Advisers LLC,
Monarch Alternative Capital LP, Senator Investment Group LP, and
Stone Lion Capital Partners L.P.

Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are
co-counsel to the ad hoc coalition of holders of senior bonds
issued by COFINA, comprised of at least 30 institutional holders,
including Canyon Capital Advisors LLC and Varde Investment
Partners, L.P.

Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon
Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson
Kempner Capital Management LP, OZ Management, LP, and OZ Management
II LP (the QTCB Noteholder Group).

                           Committees

The U.S. Trustee formed a nine-member Official Committee of
Retirees and a seven-member Official Committee of Unsecured
Creditors of the Commonwealth.  The Retiree Committee tapped Jenner
& Block LLP and Bennazar, Garcia & Milian, C.S.P., as its
attorneys.  The Creditors Committee tapped Paul Hastings LLP and
O'Neill & Gilmore LLC as counsel.


RBS GLOBAL: Moody's Hikes Corporate Family Rating to B1
-------------------------------------------------------
Moody's Investors Service upgraded RBS Global, Inc.'s Corporate
Family Rating ("CFR") and Probability of Default Rating to B1 and
B1-PD from B2 and B2-PD, respectively. The company's speculative
grade liquidity rating remains at SGL-1. Concurrently, Moody's
upgraded the senior secured facilities to Ba3 from B1. The rating
outlook is stable and reflects the expectation for good free cash
flow generation, debt reduction, and improving profit growth.

Moody's upgraded the following ratings:

Issuer: RBS Global, Inc.

Ratings Upgraded:

Corporate Family Rating, to B1 from B2;

Probability of Default Rating, to B1-PD from B2-PD;

Senior secured revolving credit facility, to Ba3(LGD3) from
B1(LGD3);

Senior secured 1st lien term loan, to Ba3(LGD3) from B1(LGD3).

Ratings Affirmed:

Speculative Grade Liquidity Rating SGL-1.

Outlook, Stable

RATINGS RATIONALE

The upgrade to a B1 CFR reflects the improvement in Rexnord's
leverage to 5.3x for the LTM period ended in June 2017 from 6.2x
for 2016 (all on Moody's adjusted basis) and the expectation for
further deleveraging in the coming year. The company has
voluntarily paid down debt and Moody's anticipates further debt
repayments over the next twelve months. For the fiscal year ending
in March 2019, Moody's anticipates leverage to be around 4.25x on a
Moody's adjusted basis. The company's performance should benefit
from an improving US market where the majority of profits are
generated. Moody's also believes that the European economic
environment will also support growth. The Water Management segment
is affected by construction and municipal expenditures which are
expected to continue to grow. Although Moody's has modest growth
expectations for the Process & Motion Control segment over the
short term, Moody's believes the stability and diversity this
segment provides is supportive of the rating. The ratings also
reflect good balance sheet management with recent cash funded
acquisitions and a very good liquidity profile.

The stable ratings outlook reflects the company's cost cutting
initiatives which are expected to support increasing margins and
Moody's expectations for low but steady organic revenue growth.
Moody's also anticipates the company's cash and cash flow
generation to further reduce debt balances and fund small
acquisitions.

Moody's affirms the SGL-1 rating which reflects a very good
liquidity profile supported by approximately $516 million in cash
as of June 2017 and no borrowings under its $265 million revolving
credit facility. In addition, there are no meaningful near term
maturities. RBS Global also has a $100 million accounts receivable
securitization facility which was fully available as of June 30,
2017.

The rating could be downgraded or the ratings outlook changed to
negative if revenue showed a significant decline and if operating
margin declined by 100 basis points or more. A large debt financed
acquisition could also result in downwards ratings pressure. As the
company has a track record of maintaining strong liquidity, a
meaningful weakening of its liquidity could affect the ratings
outlook. More specifically, negative rating pressure could develop
if free cash flow to debt was anticipated to be below 4% or
leverage was expected to be over 5.5x on a Moody's adjusted basis.

A ratings upgrade would require a longer track record of organic
revenue growth and margin improvement. Any positive ratings
traction including a positive outlook would be prefaced by organic
EBITDA growth of at least 3%, and EBITDA margin improvement of 100
basis points and at least good liquidity. Additional credit metrics
that would support positive ratings traction include: debt to
EBITDA below 4.25x, and EBITA to Interest above 2.5x.

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

Rexnord Corporation, headquartered in Milwaukee, WI, is publicly
traded and is the holding company of RBS Global, Inc. RBS Global
operates through its wholly-owned subsidiary Rexnord LLC., which is
an industrial company comprised of two business segments: Process
and Motion Control (PMC) (about 60% of revenues) and Water
Management (WM) (about 40% of revenues). The PMC platform designs,
manufactures, markets and services a portfolio of motion control
products, shaft management products, aerospace components, and
related value-added services. The WM platform designs, procures,
manufactures, and markets products that provide and enhance water
quality, safety, flow control and conservation. Rexnord Corporation
employs around 8,000 people and had revenues approximating $1.9
billion for the LTM period ending 6/30/17.


REPLOGLE HARDWOOD: Wants Up to $300,000 Financing From Capstan II
-----------------------------------------------------------------
Replogle Hardwood Flooring Company, LLC and debtor-affiliate,
Replogle Enterprises, G.P., seek for authorization from the
Bankruptcy Court for the Western District of Tennessee to obtain
from Capstan II, LLC, to obtain postpetition financing in an
aggregate principal amount of up to $300,000, with a maturity of
March 15, 2018, for Debtor's use during the Chapter 11 proceeding.

The Lender has agreed to the terms of a facility.  The Credit
Facility will have an interest rate of 8.25% per annum, and 4.5%
origination fee and closing fee of $12,500.  The loan will be
secured by a first priority priming lien on all of the Debtors'
assets (except the individuals' residence) and provided
administrative superpriority in the cases, pursuant to 11 U.S.C.
Section 364(d).  The Debtors agree to engage Tortola Advisors
(which is an entity related to the Lender) and pay a collateral
monitoring fee of $2,500 per month until loan is paid (with the
first four months ($10,000) paid from loan proceeds).  Events of
default customary for loan transactions of a similar size and
nature, include: a) conversion to Chapter 7 or dismissal of any
Chapter 11 case; b) stay relief granted to any lender holding
collateral upon which Lender has a priming lien; c) an acceptable
363 sale motion (or plan of reorganization) has not been filed by
Jan. 15, 2018; and d) Nathan Replogle no longer running the company
for any reason.  Upon the occurrence of any of these events of
default, the loan will be due immediately without need for
demand/notice.

The Debtors say they do not have sufficient funds to cover its
upcoming post-petition expenses.  The Debtors have insufficient
funds to make payroll, keep their assets insured, and to order
material necessary for normal business operations absent
post-petition funding.  The Debtors anticipate that they might be
insolvent as early as Nov. 1, 2017, absent additional funding.  

The Debtors request that the Court set an interim hearing on their
request for Oct. 26, 2017, with the deadline to object to their
request being set for Oct. 25, 2017, before 4:00 p.m. central time.
The Debtors also request that the final hearing be held on Nov. 9,
2017.

The Debtors may use the funds solely consistent with a budget that
will be presented to the Court at or before the hearing, but which
will be restricted to the following uses: fees owed to the U.S.
Trustee; professional fees as approved by the Court; fees
associated with the Financing; rent; wages; taxes; insurance
premiums; purchase of materials needed in the operation of the
Debtors' businesses; upkeep of equipment needed in the operation of
the Debtors' businesses; and other expenses typical for the
Debtors' business.

The Debtors say they are unable to obtain post-petition financing
in the form of unsecured credit allowable as an administrative
expense under Section 503(b)(1) of the U.S. Bankruptcy Code,
unsecured credit allowable under Sections 364(a) and (b) of the
Bankruptcy Code, or credit secured by liens on estate assets as
contemplated by Section 363(c) of the Bankruptcy Code.  Further,
the Debtors have been unable to obtain financing secured only by
currently unencumbered assets of the estate.

While the terms of the Financing require that the Lender be granted
a first priority lien on all assets of the Debtors, it is
nonetheless in the best interest of the estate and its creditors.
Two creditors, Tennessee BIDCO and Centennial Bank, claim a
security interest in substantially all real estate used in the
operation of the businesses, all inventory and raw materials, and
all equipment owned by the Debtors.  To the extent those security
interests are perfected, those creditors are undersecured.  Absent
approval of the Financing, the Debtors' operations will be forced
to cease immediately and all assets of the Debtor will be worth a
fraction of its value with the Debtors' continued operations.
However, with the proceeds from the Financing, the Debtors will be
able to order more material with which it can produce inventory to
meet orders that it currently cannot meet.  Therefore, the
Financing will increase the Debtors' inventory, accounts
receivable, and cash assets, creating value to the estate that is
equal to or greater than the amount to be repaid under the terms of
the Financing.  In this way, any secured interests of creditors are
adequately protected.

Copies of the Debtors' motion are available at:

          http://bankrupt.com/misc/tnwb17-12172-36.pdf
          http://bankrupt.com/misc/tnwb17-12173-36.pdf

                    About Replogle Hardwood

Replogle Hardwood Flooring LLC sells a wide variety of unfinished
hardwood flooring that comes straight from its sawmill to its
showroom.  The Company is also a distributor of Turman, Somerset,
RealWood Floors, and WoodHouse prefinished and engineered flooring
as well as CoreTec engineered vinyl and Quick-Step laminate
flooring.

Based in Henry, Tennessee, Replogle Hardwood Flooring and its
affiliate, Replogle Enterprises, G.P., filed Chapter 11 petitions
(Bankr. W.D. Tenn. Case Nos. 17-12172 and 17-12173) on Sept. 29,
2017.  The petitions were signed by Nathan Replogle, authorized
representative of the Debtors.

At the time of filing, Replogle Hardwood disclosed $2,190,000 in
assets and $4,790,000 in liabilities, and Replogle Enterprises
disclosed $806,667 in assets and $5,110,000 in liabilities.

Judge Jimmy L Croom presides over the cases.  

Phillip G. Young, Jr., of Thompson Burton, PLLC, serves as counsel
to the Debtors.


RMS TITANIC: Needs More Time to Complete Sale, File Plan
--------------------------------------------------------
RMS Titanic, Inc. and certain of its affiliates request the U.S.
Bankruptcy Court for the Middle District of Florida to further
extend their exclusive period to propose and file a Chapter 11 plan
through December 14, 2017, and the exclusivity to seek acceptance
of such plan through and including February 14, 2018.

Pursuant to the Extension Orders, the periods during which the
Debtors have the exclusive right to file a Chapter 11 plan and to
gain acceptance of a plan are slated to expire October 20, 2017 and
January 12, 2018, respectively.

The Debtors and the official committees appointed in the bankruptcy
cases have entered into the Plan Support Agreement approved by the
Court by Order entered on July 6, 2017. The PSA contemplates a
marketing and sale process for the Debtors to be consummated
through parallel sale and plan confirmation processes.

The Debtors and the Committees are each working diligently toward
the sale and plan process contemplated by the PSA, which includes
certain milestones related to filing a plan and disclosure
statement. The Committees have agreed to extend certain milestones
in the PSA in connection with the sale process and the filing of a
plan and disclosure statement to allow the Debtors time to select
and enter into a definitive agreement with a stalking horse bidder.
To that end, both Committees have consented to the extension of
exclusivity.

The Debtors assert that without an appropriate extension of
exclusivity, the PSA would be subject to immediate termination.
Thus, an extension of exclusivity is necessary to allow the Debtors
and the Committees to continue their efforts to work toward a sale
and plan contemplated in the PSA.

Moreover, the Debtors argue that any extension of the Debtors'
exclusive periods to dates prior to December 14, 2017, and February
14, 2018, would merely waste estate resources seeking further
extensions of exclusivity while the Debtors should be focusing on
consummating the sale and plan contemplated in the PSA.

                  About About RMS Titanic, Inc.

Premier Exhibitions, Inc. (Nasdaq: PRXI), located in Atlanta,
Georgia, is a presenter of museum quality exhibitions throughout
the world.  Premier -- http://www.PremierExhibitions.com/--
develops and displays unique exhibitions for education and
entertainment including Titanic: The Artifact Exhibition, BODIES.
The Exhibition, Tutankhamun: The Golden King and the Great
Pharaohs, Pompeii The Exhibition, Extreme Dinosaurs and Real
Pirates in partnership with National Geographic. The success of
Premier Exhibitions lies in its ability to produce, manage, and
market exhibitions.

RMS Titanic and seven of its subsidiaries filed voluntary petitions
for reorganization under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Fla. Lead Case No. 16-02230) on June 14, 2016.  Former Chief
Financial Officer and Chief Operating Officer Michael J. Little
signed the petitions.  The Chapter 11 cases are assigned to Judge
Paul M. Glenn.

The Debtors estimated both assets and liabilities of $10 million to
$50 million.

The Debtors are represented by Daniel F. Blanks, Esq., and Lee D.
Wedekind, III, Esq., at Nelson Mullins Riley & Scarborough LLP.
The Debtors employ Brian A. Wainger, Esq., at Kaleo Legal as
special litigation counsel, outside general counsel, securities
counsel, and conflicts counsel; Robert W. McFarland, Esq., at
McGuireWoods LLP as special litigation counsel; Steven L. Berson,
Esq., at Dentons US LLP and Dentons Canada LLP as outside general
counsel and securities counsel; Oscar N. Pinkas, Esq., at Dentons
LLP as outside general counsel and securities counsel.

The Debtors also employed Ronald L. Glass as Chief Restructuring
Officer and GlassRatner Advisory & Capital Group, LLC, as financial
advisors.

Guy Gebhardt, acting U.S. trustee for Region 21, on Aug. 24, 2016
appointed three creditors to serve on the official committee of
unsecured creditors of RMS Titanic, Inc., and its affiliates.  The
Committee hired Avery Samet, Esq. and Jeffrey Chubak, Esq., at
Storch Amini & Munves PC, and Richard R. Thames, Esq. and Robert A.
Heekin, Jr., Esq., at Thames Markey & Heekin, P.A., as counsel.

The official committee of equity security holders of Premier
Exhibitions Inc. retained Peter J. Gurfein, Esq., at Landau
Gottfried & Berger LLP as counsel; Jacob A. Brown, Esq., and
Katherine C. Fackler, Esq., at Akerman LLP as Co-Counsel; and Teneo
Securities LLC as financial advisor.


ROOSTER ENERGY: Reorg Plan Filed; Nov. 20 Disclosures Hearing Set
-----------------------------------------------------------------
BankruptcyData.com reported that Rooster Energy filed with the U.S.
Bankruptcy Court a Joint Plan of Reorganization and related
Disclosure Statement of Cochon Properties and Morrison Well
Services (MWS) on October 12, 2017.

BankruptcyData related that according to the Disclosure Statement,
"The Disclosure Statement will not be construed to be advice on the
tax, securities, financial, business, or other legal effects of the
Plan as to Holders of Claims against, or Equity Interests in,
Cochon and MWS after the Effective Date (and each of their
successors) ('Reorganized Cochon' and 'Reorganized MWS'), or any
other person. The Plan sets forth the material terms and conditions
of the restructuring. The Plan substantially deleverages Cochon's
and MWS's balance sheets by converting the Note Claims into 100% of
the equity in Reorganized Cochon and Reorganized MWS. The key
components of the Plan are as follows: On the Effective Date, the
Note Claims will be deemed Allowed Claims in an amount not less
than $54,943,000 comprised of an amount of not less than
$53,138,000 in principal under the Notes and the Note Purchase
Agreement as of the Petition Date, plus accrued and unpaid
interest, fees, costs, and expenses in an amount of not less than
$1,805,000 accrued under the Notes and the Note Purchase Agreement
as of the Petition Date. On the Effective Date, except to the
extent a Holder of an Allowed Cochon Unsecured Trade Claim agrees
in writing to less favorable treatment, in full and final
satisfaction, settlement, and release of, and in exchange for each
Allowed Cochon Unsecured Trade Claim, each Holder of an Allowed
Cochon Unsecured Trade Claim will receive a Cash payment in the
full Allowed amount of such Claim; provided, however, that if the
Allowed aggregate amount of Cochon Unsecured Trade Claims exceeds
$1,040,000, then such Holders will share Pro Rata in $1,040,000. On
the Effective Date, except to the extent a Holder of an Allowed MWS
Unsecured Trade Claim agrees in writing to less favorable
treatment, in full and final satisfaction, settlement, and release
of, and in exchange for each Allowed MWS Unsecured Trade Claim,
each Holder of an Allowed MWS Unsecured Trade Claim will receive a
Cash payment in the full Allowed amount of such Claim; provided,
however, that if the Allowed aggregate amount of MWS Unsecured
Trade Claims exceeds $992,000, then such Holders will share Pro
Rata in $992,000."

The court dockets show that the hearing to consider the Disclosure
Statement is slated for Nov. 20, 2017.  Eligible parties have until
Nov. 13 to file formal objections to the Disclosure Statement.

                      About Rooster Energy

Houston, Texas-based Rooster Energy Ltd. --
http://www.roosterenergyltd.com/-- is an integrated oil and
natural gas company with an exploration and production (E&P)
business and a downhole and subsea well intervention and plugging
and abandonment service business.  The Company's operations are
located in the state waters of Louisiana and the shallow waters of
the Gulf of Mexico, mature regions that have produced since 1936.

Rooster Energy, L.L.C., Rooster Energy Ltd., and five other
affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 17-50705) on June 2, 2017.  The petitions were signed by
Kenneth F. Tamplain, Jr., president and chief executive officer.

In its petition, Rooster Energy L.L.C. estimated $50 million to
$100 million in liabilities.

Jan M. Hayden, Esq., Lacey Rochester, Esq., Susan C. Mathews, Esq.,
and Daniel J. Ferretti, Esq., at Baker Donelson Bearman Caldwell &
Berkowitz, P.C., serve as bankruptcy counsel.  Opportune LLP has
been tapped as restructuring advisor.  Donlin Recano & Company,
Inc., serves as claims, noticing and solicitation agent.

On June 23, 2017, the U.S. Trustee appointed three creditors to
serve in the official committee of unsecured creditors of the
Rooster Petroleum case.

On June 22, 2017, the U.S. Trustee appointed two creditors to serve
in the official committee of unsecured creditors of the Cochon
Properties case.


ROSTRAVER TOWNSHIP: Moody's Lowers Sewer Rev. Debt Rating to Ba1
----------------------------------------------------------------
Moody's Investors Service has downgraded Rostraver Township Sewage
Authority, PA's sewer revenue debt to Ba1 from Baa3. The outlook
remains negative.

The Ba1 rating incorporates the authority's small system size,
average wealth levels, and satisfactory cash, juxtaposed to its
weak legal framework for debt service coverage and obstacles to
raising rates.

Rating Outlook

The negative outlook reflects the continuing uncertainty as to
whether the authority will be willing and/or able to increase rates
to sufficiently cover debt service and generate funds for future
capital expenditures.

Factors that Could Lead to an Upgrade / Removal of the Negative
Outlook

- Authority's acquisition of autonomous ability to raise rates,
   resulting in rate increases that are sufficient to fully cover
   debt service and provide for structurally balanced operations

- Improved debt service coverage ratio

Factors that Could Lead to a Downgrade

- Further deterioration of debt service coverage

- Continued debt service coverage by net revenue of less than sum

   sufficient (1x)

- The utilization of cash-funded debt service reserve fund and
   replacing it with surety

- Increase in the debt burden

Legal Security

All outstanding debt is secured by a pledge of net revenues of the
city's sanitary sewer system.

Use of Proceeds

Not applicable.

Obligor Profile

Rostraver Township Sewage Authority is an all-inclusive sewage
collection, transmission, treatment, and disposal system. It
consists of 200 miles of sewer pipes, eight pump stations, and one
treatment plant. It serves approximately 4,100 customers mostly in
Rostraver Township.

Methodology

The principal methodology used in this rating was US Municipal
Utility Revenue Debt published in October 2017.


SAN LUIS FDC: S&P Raises Refunding Revenue Bonds Rating to 'CCC'
----------------------------------------------------------------
S&P Global Ratings raised its long-term rating to 'CCC' from 'D' on
the San Luis Facility Development Corp., Ariz.'s senior-lien
taxable refunding revenue bonds. The outlook is negative.

"The rating action reflects our view of the corporation's modified
bond security provisions incorporated in the forbearance agreement,
which was approved by bondholders and through a court-approved
restructuring that included subordination of principal behind
interest, reimbursable expenses, and operating expenses," said S&P
Global Ratings credit analyst Jenny Poree.

The negative outlook reflects S&P's view that cash flow will likely
be insufficient to fund the past missed principal set-aside
payments (reportedly a minimum of $693,203) as well as the required
set aside payments from now until May of 2018.



SEARS CANADA: Ontario Pension Guarantor Faces $79.3M Liability
--------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that Sears Canada Inc.'s decision to liquidate its assets
has laid a C$100 million (about US$79.3 million) pension liability
at the door of the Ontario provincial government, people familiar
with the matter said.

According to the report, the situation underscores how the U.S.
government's pension insurer is similarly exposed to legacy pension
liabilities at Sears Canada's larger, non-bankrupt U.S. namesake,
Sears Holdings Corp.

Sears Canada won court approval to hold liquidation sales and lay
off thousands of workers after its board rejected a private-equity
takeover proposal, the report related.  Going-out-of-business sales
will run through January, and after that Sears Canada will contend
with competing creditor groups prepared to quarrel over the
liquidation proceeds, the report further related.

Retirees have petitioned for bankruptcy-court approval to terminate
or "wind up" the pension plan and elevate their claims over other
Sears Canada creditors, the report said.  The demand is still
pending and, if granted, would require filling in the plan's
actuarial deficit, the report said.

In that event, the Financial Services Commission of Ontario is
expected to be liable for C$100 million of the C$267 million
funding gap, the report related, citing people familiar with the
matter. The FSCO runs the Pension Benefits Guarantee Fund, the
Ontario government's safety net for private-sector retirement
plans, the report pointed out.

                      About Sears Canada

Sears Canada Inc. is an independent Canadian digital and
store-based retailer and technology company whose head office is
based in Toronto.  Sears Canada's unique brand format offers
premium quality Sears Label products, designed and sourced by Sears
Canada, and of-the-moment fashion and home decor from designer
labels in The Cut @ Sears.  Sears Canada also has a top ranked
appliance and mattress business in Canada.  Sears Canada is
undergoing a reinvention, including new customer experiences at
every touchpoint, a new e-commerce platform, new store concepts,
and a new set of customer service principles designed to deliver
WOW experiences to customers.  Information can be found at
sears.ca/reinvention.  Sears Canada operates as a separate entity
from its U.S.- based co-founder, now known as Sears Holdings Corp.
based in Illinois.

The Company's balance sheet as of April 29, 2017, showed total
assets of C$1.187 billion against total liabilities of C$1.107
billion.

Amid mounting losses and liquidity constraints Sears Canada and
certain of its subsidiaries on June 22, 2017, applied to the
Ontario Superior Court of Justice (Commercial List) for protection
under the Companies' Creditors Arrangement Act ("CCAA"), in order
to continue to restructure its business.

Sears Canada and its subsidiaries on June 22, 2017, were granted an
order (the "Initial Order") under the Companies' Creditors
Arrangement Act (the "CCAA").  Pursuant to the Initial Order, FTI
Consulting has been appointed Monitor.  Sears Canada and certain of
its subsidiaries have obtained orders from the Ontario Superior
Court of Justice (Commercial List) extending the stay period
provided by the Initial Order to Nov. 7, 2017, under the CCAA.

The Company has engaged BMO Capital Markets, as financial advisor,
and Osler, Hoskin & Harcourt LLP, as legal advisor.  The Board of
Directors and the Special Committee of the Board of Directors of
the Company has retained Bennett Jones LLP, as legal advisor.

FTI Consulting is the Court-appointed monitor.  The Monitor tapped
Norton Rose Fulbright Canada LLP as counsel.


SHEPHERD UNIVERSITY: May Obtain DIP Financing Until Dec. 6
----------------------------------------------------------
The Hon. Sheri Bluebond of the U.S. Bankruptcy Court for the
Central District of California has entered an order approving the
up to  $300,000 in interim DIP financing for Shepherd University
from Queens College PTY LTD between Oct. 20, 2017, and Dec. 6,
2017.

A final hearing on the financing will be held on Dec. 6, 2017, at
11:00 a.m.

As reported by the Troubled Company Reporter on Oct. 12, 2017, the
Debtor sought court permission to (i) obtain new money loans under
a secured superpriority priming senior credit facility, pursuant to
the terms of the post-petition funding agreement with DIP lender
Queenston College PTY LTD in the amount of up to $300,000 upon
entry of the interim court order, and in the amount of up to $10
million upon entry of the final court order; and (ii) use cash
collateral.  The financing will be used to pay:

     a. the Debtor's post-petition faculty and employee salaries
        and benefits including payroll taxes, which the Debtor is
        ordered to pay promptly upon receipt of the funds;

     b. a carve-out of $30,000 for the benefit of a Chapter 11
        Examiner's to be appointed by a separate order to be
        placed in the Trust Account of the Debtor's counsel, Law
        Offices of Jaenam Coe PC.  No further disbursement of
        these monies from the trust account may be made, except
        upon further order of the Court; and

     c. to the extent any funds remain after payment of, and
        reserve for, the foregoing, the Debtor's ordinary course,
        post-petition operating expenses, costs of administration,

        and other ordinary course, post-petition expenses (but may

        not be used to pay (i) any compensation or expenses to any

        members of the Debtor's board of directors, or (ii) the
        fees or costs of any professionals employed by the
        estate).  The financing will not be used for any other
        purposes.

The Lender will be granted a security interest as follows:

     a. a lien junior to all pre-existing liens in all encumbered
        properties of the Debtor and its estate; and

     b. a lien on all unencumbered properties of the Debtor
        whether now existing or acquired later.

The Debtor's counsel will file and serve a supplement to the
Debtor's request, explaining what further relief is being sought at
the final hearing and providing a detailed report of how the
proceeds of the interim loan were spent by Nov. 22, 2017.
Objections to the request must be filed by Nov. 29, 2017.

A copy of the court order is available at:

           http://bankrupt.com/misc/cacb17-19964-98.pdf

                    About Shepherd University

Shepherd University -- http://www.shepherduniversity.edu/-- was
established in Los Angeles in August 1999 by Dr. Richard Cornel
Rhee to serve the community in Southern California.  Dr. Rhee
founded the school in collaboration with a faculty of scholars and
professionals, envisioning the purpose of educating in nursing,
music, information technology and theology at the current location.
The Campus of Shepherd University consists of 83,600-square-foot
building, 5.87-acre campus space and more than 325 parking spots
located in the section of Los Angeles near downtown.

Shepherd University sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-19964) on Aug. 14,
2017.  Shalom Kim, its president, signed the petition.  At the time
of the filing, the Debtor estimated assets and liabilities of $1
million to $10 million.  Judge Sheri Bluebond presides over the
case.  Jaenam Coe, Esq., at Law Offices of Jaenam Coe PC, in Los
Angeles, California, serves as counsel to the Debtor.


SIGEL'S BEVERAGES: Kaiser Buying Richardson Property for $185K
--------------------------------------------------------------
Sigel's Beverages, L.P., asks the U.S. Bankruptcy Court for the
Northern District of Texas to authorize the sale of .8208 acre
tract of undeveloped land located at 901 Abrams Road, Richardson,
Dallas County, Texas to Mansur Kaiser for $185,000.

During the pendency of its bankruptcy case, the Debtor has taken
steps to enhance the profitability of its retail operations.  Along
with its other first day motions, the Debtor filed its Motion to
Reject Leases, and on Dec. 23, 2016, the Court entered an agreed
order granting the Motion to Reject and setting the effective date
of rejection for the leases addressed in the Motion to Reject.

The Debtor owns the Abrams Property.  The Abrams Property is
located directly adjacent to the location of its former Store #8,
which the Debtor closed at the beginning of the case after
rejecting the related Store #8 real property lease with The Florida
Co.

The Abrams Property is encumbered by a lien in favor of the Dallas
County Tax Assessor for ad valorem taxes in the estimated amount of
$4,390 and a lien in favor of the Richardson Independent School
District in the estimated amount of $2,460.  There are no other
known liens, claims, interests, or encumbrances against the Abrams
Property.  PNC Bank, N.A. does not hold any liens against the
Abrams Property.

The Debtor has received a letter of intent for the purchase of the
Abrams Property from the Purchaser for the purchase price of
$185,000, free and clear of all liens, claims and encumbrances.
The parties are currently preparing and finalizing a form of
Purchase and Sale Agreement to formalize the proposed transaction.
Upon information and belief, the Purchaser intends to purchase the
entire premises at which the Debtor operated its Store #8 from the
Debtor's former landlord The Florida Co. and intends to develop the
adjacent Abrams Property for parking or some other use related to
the Purchaser's acquisition of the larger tract and building.  The
lienholders secured in the Abrams Property will be paid at closing
from sale proceeds.  Upon execution of the PSA, the Purchaser will
deliver $2,000 into the interest-bearing account to be held by a
mutually-agreed upon title company.

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

     http://bankrupt.com/misc/Sigels_Beverages_282_Sales.pdf

Adequate reasons exist to justify the sale to the Purchaser.  The
market for the sale of such a small tract of undeveloped land is
small.  The Purchaser intends to develop the Abrams Property for
parking or some other use related to its acquisition of the larger
tract and building from The Florida Co., the Debtor's former
landlord at Store #8.  The Debtor therefore does not believe that
there are any other buyers of the Abrams Property who would be
willing to pay more than what the Purchaser has proposed.

The Debtor asks to sell the Abrams Property at a price well above
the ad valorem liens in an amount sufficient to generate a
substantial cash infusion into its operations.  It believes that
the proposed sale of the Abrams Property will return a substantial
benefit to the estate.

The Debtor respectfully asks that the Court waives the 14-day stay
under Rule 6004(h) and provides in the Order approving the Sale
Motion that such Order is effective immediately.

The Purchaser can be reached at:

          John Davis Gonzales
          President
          CALLEJO COMMERCIAL PROPERTIES, LLC
          10135 Rockmoor Drive
          Dallas, TX 75229
          Telephone: (214) 402-9741
          E-mail: jd@callejocp.com

                     About Sigel's Beverage

Sigel's Beverage, L.P., is a 111-year-old distributor and
wholesaler of fine wines and spirits.  It is one of the largest
local distributors of alcohol in the Dallas Fort Worth Metroplex.
In addition to its wholesale division, it also operates 10 retail
store locations in the Metroplex.

Sigel's Beverage, L.P., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-34118) on Oct. 20,
2016.  Anthony J. Bandiera, chief executive officer of Milan
General Investments, Inc., general partner of the Debtor, signed
the petition.

The Debtor estimated $10 million to $50 million in assets and
liabilities as of the bankruptcy filing.

Judge Barbara J. Houser presides over the Debtor's case.  

Pronske, Goolsby & Kathman, P.C., serves as counsel to the Debtor,
with the engagement, led Gerrit M. Pronske, Esq., and Jason P.
Kathman, Esq.  Bridgepoint Consulting, LLC, is the Debtor's
financial and restructuring advisor.

On Dec. 31, 2016, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


SUCCESSFUL ASSET: Taps Anthony Nini as Accountant
-------------------------------------------------
Successful Asset Management, LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire an
accountant.

The Debtor proposes to employ Anthony Nini, a certified public
accountant, to, among other things, prepare and file its monthly
operating reports and assist in the preparation of a Chapter 11
plan of reorganization.

The firm's hourly rates are:

     Owners/Directors     $200 - $285
     Managers             $150 - $175
     Senior Associates    $110 - $135
     Associates            $75 - $100
     Paraprofessionals      $50 - $65

Mr. Nini disclosed in a court filing that he is "disinterested" as
defined in section 101(14) of the Bankruptcy Code.

Mr. Nini maintains an office at:

     Anthony D. Nini
     1075 Easton Avenue 187
     Somerset, NJ 08873
     Phone (609) 216-1273

               About Successful Asset Management LLC

Successful Asset Management, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. D.N.J. Case No. 17-27132) on August 23, 2017,
disclosing less than $1 million in both assets and liabilities.
Judge Kathryn C. Ferguson presides over the case.  The Debtor is
represented by Scott E. Kaplan, Esq., at the Law Offices of Scott
E. Kaplan, LLC.


SUNBURST FARMS: Dec. 11 Online Auction of Equipment by High Plains
------------------------------------------------------------------
Sunburst Farms Partnership filed a notice with the U.S. Bankruptcy
Court for the District of Kansas of its sale of equipment by online
auction to be conducted by High Plains Online Auction Service,
LLC.

A copy of the list of equipment to be sold attached to the Notice
is available for free at:

       http://bankrupt.com/misc/Sunburst_Farms_154_Sales.pdf

The sale will be on-line only, with bids opening on Dec. 11, 2017
at 5:00 p.m. (CST), and closing at different times, based on
category or type of equipment, beginning Dec. 13, 2017 and
continuing until complete, no later than Dec. 15, 2017.

All bids should be presented to: Auctiontime.com.  The equipment
will be listed by category or type on such site.  Each item will
have a "count-down timer" to establish the closing time for bids as
to that item.

The costs of the sale will include (i) the auctioneer's fee of 5%
of gross proceeds to High Plains; (ii) any unpaid personal property
tax attributable to the equipment; and (iii) motion fee $181.

The property will be sold in its present condition with no express
or implied warranties, and the purchaser is to accept such property
in its present condition.  The sale will be free and clear of
liens.  Any liens or similar encumbrances will attach to the
proceeds.

The equipment is subject to the following liens: (i) security
interest in favor of The Bank, Winona, Kansas, as to all the
equipment, and other property; and (ii) security interest in favor
of CNH Capital America, LLC, as to four Case combines, and four
Case headers.

The costs of the sale may be assessed against the equipment as
needed.  The net funds will be disbursed to The Bank and CNH
Capital America per their respective liens.  Any net proceeds over
and above the liens will be held in the DIP account pending further
order of the Court.

The sale will also include two Versatile 450 tractors (S/N 704058
and 704059).  These tractors were previously owned by the Debtor,
subject to a lien to AgriCredit.  Such lien was paid by sale of the
tractors to Sunray Fanns, Inc. per lease financing with Lease
Finance Partners, Inc. ("LFP").  The sale of the tractors will be
subject to a reserve for payment in full to LFP per its lease
financing.  The reserve price will be the pay-off, plus costs of
the sale as to the tractors.  As of Oct. 15, 2017, the pay-off is
approximately $211,500.  If the reserve is met, net proceeds will
be deposited to the DIP account pending further order of the Court.
If the reserve is not met, the tractors will not be sold.

Objections to the intended sale, of the bidding procedures, the
allowance and/or payment of administrative expenses, and/or the
motion for authority as set out must be filed no later than Nov.
10, 2017.  The copies of any objections must be served upon counsel
for DIP at 301 N. Main, Suite 1600, Wichita, Kansas.  If no
objections are made to the sale, payment of the items, or Motion
for authority, the Court may enter orders as to the same without
further notice.  If objections are timely filed, a hearing will be
on Dec. 7, 2017 at 10:30 a.m.

                       About Sunburst Farms

Sunburst Farms Partnership is engaged in wheat and feed sorghum
production.  The principal place of business of Sunburst Farms is
116 W Greeley, Tribune, Kansas 67879.

Sunburst Farms filed for Chapter 11 bankruptcy protection (Bankr.
D. Kan. Case No. 17-11389) on July 19, 2017, disclosing $4.29
million in total assets and $6.60 million in total liabilities.
The petition was signed by Carol Bloesser, president of Western
Plains, the Debtor's general partner.

Judge Robert E. Nugent presides over the case.

David P. Eron, Esq., at Eron Law, P.A., serves as the Debtor's
bankruptcy counsel.  The Debtor hired K.Coe Isom, LLC, as its
accountant.


SUNRISE REAL ESTATE: Late 10-K Shows $6.7M Net Loss in 2015
-----------------------------------------------------------
Sunrise Real Estate Group, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K reporting a net
loss of US$6.72 million on US$4.76 million of net revenues for the
year ended Dec. 31, 2015, compared to a net loss of US$5.21 million
on US$8.61 million of net revenues for the year ended Dec. 31,
2014.

As of Dec. 31, 2015, Sunrise Real had US$106.28 million in total
assets, US$115.99 million in total liabilities and a total
stockholders' deficit of US$9.71 million.

"We require substantial capital resources to fund our land use
rights acquisition and property developments, which may not be
available," said the Company in the Report.

"Property development is capital intensive.  Our ability to secure
sufficient financing for land use rights acquisition and property
development depends on a number of factors that are beyond our
control, including market conditions in the capital markets, the
PRC economy and the PRC government regulations that affect the
availability and cost of financing for real estate companies.

"In order to strengthen liquidity management and regulate money and
credit supply, the People's Bank of China raised the RMB reserve
requirement ratio for depository financial institutions. Prior to
December 2011, the People's Bank of China raised the reserve
requirement ratio by an additional 1.5%.  Effective on December 5,
2011, the People's Bank of China reduced the RMB reserve
requirement ratio by 0.5%.  Effective on February 24, 2012 and May
18, 2012, People's Bank of China decided to further cut the RMB
reserve requirement ratio by 0.5% twice.  The reserve requirement
ratio refers to the amount of funds that banks must hold in reserve
against deposits made by their customers.  These increases in the
reserve requirement ratio have reduced the amount of commercial
bank credit available to businesses in China, including us."

RH, CPA, in Bayside, NY, issued a "going concern" opinion in its
report on the consolidated financial statements for the year ended
Dec. 31, 2015, noting that the Company has a working capital
deficiency, accumulated deficit from recurring net losses for the
current and prior years, and significant short-term debt
obligations currently in default or maturing in less than one year.
These conditions raise substantial doubt about its ability to
continue as a going concern.

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

                      https://is.gd/xAXFZv

                            Form 10-Qs

Sunrise Real Estate Group, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of US$1.93 million on US$953,290 of net revenues for the
three months ended June 30, 2015, compared to a net loss of
US$456,595 on US$2.72 million of net revenues for the three months
ended June 30, 2014.  A copy of the 10-Q is available at
https://is.gd/NzeAw2

                    About Sunrise Real Estate

Headquartered in Shanghai, the People's Republic of China, Sunrise
Real Estate Group, Inc. and its subsidiaries' principal activities
are real estate development and property brokerage services,
including real estate marketing services, property leasing
services; and property management services in the People's Republic
of China.  


TAKATA CORP: Wants to Move Plan Filing Period to January 21
-----------------------------------------------------------
TK Holdings Inc. and its affiliated debtors ask the U.S. Bankruptcy
Court for the District of Delaware to extend for 90 days the
periods during which the Debtors have the exclusive right to file a
chapter 11 plan and solicit acceptance of its plan, through January
21, 2018 and March 22, 2018, respectively.

A hearing to consider extending the exclusive periods will be held
on November 20, 2017 at 10:00 a.m. Objections are due by November
6.

Takata's insolvency requires the coordination of multiple
insolvency proceedings across a number of jurisdictions. In
addition to the Chapter 11 Cases, Takata Corporation, the Debtors'
ultimate corporate parent, together with Takata Kyushi K.K. and
Takata Service Corporation (the "Japanese Debtors"), commenced
civil rehabilitation proceedings under the Civil Rehabilitation Act
of Japan in the 20th Department of the Civil Division of the Tokyo
District Court on the Petition Date.

The Japanese Debtors have sought recognition of the Japan
Proceedings with this Court under chapter 15 of the Bankruptcy
Code. In addition, both the Debtors and the Japanese Debtors have
also commenced ancillary proceedings under the Companies' Creditors
Arrangement Act (Canada), in the Ontario Superior Court of Justice
(Commercial List) in Ontario, Canada. These international
proceedings require coordination and communication to ensure a
successful outcome of the Debtors' Chapter 11 Cases.

If the size and geographic reach of the Debtors were not
complicated enough, as the Court is aware, the Debtors are in the
midst of the largest recall in U.S. automotive history relating to
certain airbag inflators containing phase-stabilized ammonium
nitrate ("PSAN Inflators ") manufactured by Takata that have
ruptured during deployment.

As of the Petition Date, over 60 million PSAN Inflators in the
U.S., and more than 64 million PSAN Inflators outside of the U.S.,
have been or will be subject to recalls based on announced
schedules. By December 31, 2019, all vehicles in the U.S.
containing non-desiccated PSAN Inflators will be subject to NHTSA's
recalls.

In addition to managing their ongoing day-to-day operations,
manufacturing sufficient replacement kits to ensure compliance with
their ongoing NHTSA obligations, and ensuring the safety of
end-users of those Takata airbags containing PSAN Inflators, since
the Petition Date, the Debtors have been diligently working and
negotiating with Key Safety Systems, Inc. ("Plan Sponsor") and a
group of fourteen of Takata's original equipment manufacturer
customers ("Consenting OEMs").

The Debtors are now on the verge of executing transaction documents
with the Plan Sponsor for the sale of substantially all of Takata's
worldwide assets. The Debtors, the Plan Sponsor, and the Consenting
OEMs have agreed in principle to this sale of the Debtors' assets
to the Plan Sponsor, which, with respect to the Debtors, will be
consummated pursuant to a Chapter 11 Plan and an asset purchase
agreement ("U.S. Acquisition Agreement"), which the Debtors expect
to be filed with the Court shortly.

The Plan Sponsor has agreed to an aggregate purchase price of
$1.588 billion for all of Takata's assets. Additionally, the
Debtors have worked to finalize, in support of the Plan, a
restructuring support agreement among the parties, which they
anticipate filing with the Court with the Plan and the U.S.
Acquisition Agreement. The Plan and RSA, as well as the sale
through the U.S. Acquisition Agreement, will have the support of
the Consenting OEMs, which are the Debtors' largest creditor
group.

In addition to the U.S. Acquisition Agreement, which governs the
sale to the Plan Sponsor by the Debtors, certain Takata entities
and the Plan Sponsor have entered into additional acquisition
agreements for the sale of assets in Europe, Japan, and other
regions. As the Court is aware, a sale of substantially all of the
Debtors' assets must be completed by no later than February 28,
2018 in order to satisfy the payment of the remaining $850 million
restitution payment that TKJP is obligated to pay pursuant to the
Plea Agreement entered into by TKJP, the Department of Justice,
Criminal Division, Fraud Section, and the U.S. Attorney's Office
for the Eastern District of Michigan in connection with the
criminal investigation of Takata.

Accordingly, the Debtors assert that the requested extension
fulfills the crucial purpose of providing the Debtors with an
opportunity to finalize the Global Transaction Documents, including
the Plan. The filing of the Plan is not merely possible, but high
likely, because the Debtors, the Consenting OEMs, and the Plan
Sponsor have finalized several critical Global Transaction
Documents that support the Plan. The Global Accommodation Agreement
and the RSA signify the Consenting OEMs' support and willingness to
compromise in furtherance of a executing the Global Transaction.
With these agreements, the Debtors can diligently seek approval to
solicit acceptances and secure confirmation after filing the Plan.

                     About Takata Corp

Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/-- develops, manufactures and sells
safety products for automobiles.  The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts.

Headquartered in Tokyo, Japan, Takata operates 56 plants in 20
countries with approximately 46,000 global employees worldwide.
The Company has subsidiaries located in Japan, the United States,
Brazil, Germany, Thailand, Philippines, Romania, Singapore, Korea,
China and other countries.

Takata Corp. filed for bankruptcy protection in Tokyo and the U.S.,
amid recall costs and lawsuits over its defective airbags. Takata
and its Japanese subsidiaries commenced proceedings under the Civil
Rehabilitation Act in Japan in the Tokyo District Court on June 25,
2017.

Takata's main U.S. subsidiary TK Holdings Inc. and 11 of its U.S.
and Mexican affiliates each filed voluntary petitions under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No.17-11375) on June 25, 2017.  Together with the bankruptcy
filings, Takata announced it has reached a deal to sell all its
global assets and operations to Key Safety Systems (KSS) for
US$1.588 billion.

Nagashima Ohno & Tsunematsu is Takata's counsel in the Japanese
proceedings. Weil, Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., are serving as counsel in the U.S. cases.
PricewaterhouseCoopers is serving as financial advisor, and Lazard
is serving as investment banker to Takata.  Ernst & Young LLP is
tax advisor.  Prime Clerk is the claims and noticing agent.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal
counsel, KPMG is serving as financial advisor, Jefferies LLC is
acting as lead financial advisor.  UBS Investment Bank also
provides financial advice to KSS.

On June 28, 2017, TK Holdings, as the foreign representative of the
Chapter 11 Debtors, obtained an order of the Ontario Superior Court
of Justice (Commercial List) granting, among other things, a stay
of proceedings against the Chapter 11 Debtors pursuant to Part IV
of the Companies' Creditors Arrangement Act.  The Canadian Court
appointed FTI Consulting Canada Inc. as information officer. TK
Holdings, as the foreign representative, is represented by McCarthy
Tetrault LLP.

The U.S. Trustee has appointed an Official Committee of Unsecured
Trade Creditors and a separate Official Committee of Tort
Claimants.

The Official Committee of Unsecured Creditors has selected
Christopher M. Samis, Esq., L. Katherine Good, Esq., and Kevin F.
Shaw, Esq., at Whiteford, Taylor & Preston LLC, in Wilmington,
Delaware; Dennis F. Dunne, Esq., Abhilash M. Raval, Esq., and Tyson
Lomazow, Esq., at Milbank Tweed Hadley & McCloy LLP, in New York;
and Andrew M. Leblanc, Esq., at Milbank, Tweed, Hadley & McCloy
LLP, in Washington, D.C., as its bankruptcy counsel.  The Committee
has also tapped Chuo Sogo Law Office PC as Japan counsel.

The Official Committee of Tort Claimants selected Pachulski Stang
Ziehl & Jones LLP as counsel.  Gilbert LLP will evaluate of the
insurance policies.  Sakura Kyodo Law Offices will serve as special
counsel.

Roger Frankel, the legal representative for future personal injury
claimants of TK Holdings Inc., et al., tapped Frankel Wyron LLP and
Ashby & Geddes PA to serve as co-counsel.

Takata Corporation ("TKJP") and affiliates Takata Kyushu
Corporation and Takata Services Corporation commenced Chapter 15
cases (Bankr. D. Del. Case Nos. 17-11713 to 17-11715) on Aug. 9,
2017, to seek U.S. recognition of the civil rehabilitation
proceedings in Japan.  The Hon. Brendan Linehan Shannon oversees
the Chapter 15 cases.  Young, Conaway, Stargatt & Taylor, LLP,
serves as Takata's counsel in the Chapter 15 cases.


TEMPLE SHOLOM: Jivan Buying Floral Park Property for $835K
----------------------------------------------------------
Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern
District of New York will convene a hearing on Nov. 15, 2017 at
3:00 p.m. to consider Temple Sholom's sale of the real property
located at 79-15 254th Street, Floral Park, New York to Jivan
Jyoti, Inc. for $835,000.

The objection deadline is Nov. 8, 2017.

The Real Property was originally acquired by the Debtor for a new
synagogue and facility for the congregation.  It was acquired
without the need for mortgage financing.  Unfortunately, Temple
Sholom was not able to raise the funds necessary to support
operations simultaneously while building its new Synagogue
structure, and thereafter determined that a sale of the Real
Property would be necessary.

The Debtor listed the Real Property with a real estate broker, Katz
Realty Group, to sell the property.  Prior to Filing Date, as a
result of the efforts of the Broker and the marketing of the Real
Property, the Debtor received an arms-length offer to purchase the
Real Property from the Buyer.  The Buyer is a not-for-profit
domestic corporation formed on Feb. 14, 2013.  The purchase price
offered by the Buyer is $835,000.  Pursuant to the Broker
Agreement, the Broker is entitled to a commission of 4%.

The Debtor accepted the offer, and the Debtor and Buyer entered
into a Contract of Sale, dated Feb. 6, 2017.  The Contract remained
in effect as of the Filing Date and was listed by the Debtor in its
filed Schedule G - Executory Leases and Unexpired Leases.  The
Buyer has advised the Debtor that it remains ready, willing and
able to close on the sale of the Real Property under the Contract.

The sale of the Real Property would be "as is" and free and clear

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

     http://bankrupt.com/misc/Temple_Sholom_46_Sales.pdf

The Purchase Price is substantially higher in amount than the
aggregate of claims and obligations of the Debtor, and the proceeds
of the sale will allow for the full funding of all payments and
distributions under the Plan.  Accordingly, the Debtor submits that
the proposed sale of the Real Property need not be subject to
higher and better offers (bidding), and asks that as part of the
Court's approval of the sale of the Real Property, it waive and
dispense with any bidding process.

The proposed sale of the Real Property is related to the Plan as it
is the basis for funding the distributions and payments required of
the Debtor under the Plan.  The Plan specifically provides for use
of the Purchase Price to make the distributions under the Plan.
The Purchase Price will be more than sufficient to satisfy all Plan
related payments as the creditor claim base is between $400,000 and
$500,000.  The balance of the Purchase Price will be utilized by
the Debtor for future operations of Temple Sholom.

According the sale of the Real Property is a transfer of real
estate under the Plan, and such transfer is exempt from any state
or municipal imposed "stamp" or similar tax.

With the Purchase Price being $835,000 under the Contract, the
Broker's commission would be $33,400.  The Debtor did not seek to
retain the Broker in the Case as its services had been rendered
pre-Filing Date with the obtaining of the Buyer' offer and the
parties' execution of the Contract and thus the Commission had been
earned pre-petition, subject only to a closing on the sale.
However, the Debtor does seek the Court's approval for the payment
of the Commission from the Purchase Price at the closing on the
Contract.  The Debtor believes that the Broker rendered all
services provided for and contemplated under the Broker agreement,
and provided a major benefit to the Debtor, its congregants and
creditors by locating the Buyer and assisting in the sale of the
Real Property.

The sale of the Real Property, and a closing under the Contract, is
subject to the Debtor receiving the approval of the New York State
Attorney General as required under to Section 12 of the Religious
Corporations Law and Sections 510 and 511 of the Not-For-Profit
Corporation Law.  Its retained real estate attorneys, Dresner &
Dresner, has prepared and submitted a petition to the Attorney
General's office for such approval.  Its counsel has also submitted
a letter to the Office of the Attorney General, Charities Bureau in
support of the petition and asking expedited consideration and
approval of the sale of the Real Property.

The Purchaser:

          JIVAN JYOTI, INC.
          256-11 Hillside Ave.
          Floral Park, NY 11004

The Purchaser is represented by:

          Jonathan Kroll, Esq.
          400 Garden City Plaza #435
          Garden City, NY 11530

                     About Temple Sholom

Temple Sholom is a religious organization of the Jewish faith
formed and operating under the New York State Religious
Corporations Law.  It was established 70 years ago in the eastern
Queens County section of Floral Park, New York and currently
operates at the St. Paul International Lutheran Church in Floral
Park, New York.  After hearing on approval of the Disclosure
Statement, the Court entered an Order on Oct. 6, 2017.  A hearing
to consider confirmation of the Plan is set for Nov. 15, 2017.

Temple Sholom sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-41950) on April 21, 2017.  The
petition was signed by Paul Trolio, managing director.

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

The Debtor hired Gertler Law Group, LLC, as counsel.

On Sept. 21, 2017 the Debtor filed its Amended Chapter 11 Plan of
Reorganization on and the related Disclosure Statement for the
Plan.


TERRAFORM POWER: Moody's Hikes CFR to B1; Outlook Stable
--------------------------------------------------------
Moody's Investors Service upgraded Terraform Power Operating LLC's
(TPO or yieldco) ratings, including its Corporate Family Rating
(CFR) to B1 from B3 and Probability of Default rating to B1-PD from
B3-PD and senior unsecured rating to B2 from Caa1. Moody's also
raised TPO's speculative grade liquidity rating to SGL-2 from
SGL-4. Concurrently, Moody's assigned a Ba1 senior secured rating
to TPO's proposed 5-year $300 million secured Term Loan B due in
2022. The outlook is stable. This rating action concludes the
review of TPO's ratings initiated on September 11, 2017.

TPO will use the proceeds raised in connection with the proposed
Term Loan B, along with around $69 million in cash on hand, to
repay an existing $369 million term loan outstanding at TPO's
intermediate holding company subsidiaries.

Similar to TPO's outstanding senior unsecured notes due in 2023 and
2025, as well as the company's $450 million bank revolving credit
facility, the proposed Term Loan B will be guaranteed by TerraForm
Power, LLC and TPO's intermediate holding companies.

On October 16, 2017, an affiliate of Brookfield Asset Management
Inc. (Brookfield, Baa2 stable) became the majority shareholder (51%
ownership-stake) of TerraForm Power, Inc. (TERP; unrated), the
parent company of TPO. The execution of the transaction included
the payment of a special dividend to shareholders that aggregated
$288 million which was largely funded with unrestricted cash
(balance as of end June 2017: $692 million).

RATINGS RATIONALE

"The upgrade of TPO's CFR to B1 factors in the benefits of being
part of the Brookfield Asset Management family, a significant
credit improvement compared to its position under the previous
owner, Sun Edison," said Natividad Martel, Vice-President Senior
Analyst. "The B1 incorporates Moody's view that this change in
ownership will result in more sustainable growth and cash
distribution policies," added Martel. TERP has publicly announced a
target payout ratio that ranges between 80% and 85%, as well as a
reduction in the incentive distribution rights (IDRs), which were
transferred to a Brookfield affiliate.

Pursuant to the Master Service Agreement and certain other
agreements executed on October 16, 2017, Brookfield and its
affiliates will provide several key services to TPO while also
appointing key management members. The sponsorship arrangements
also provide TPO access to a pipeline of operating wind (1,200 MW)
as well as development stage wind and solar (2,300 MW) projects
through a Right of First Offer (ROFO) agreement with Brookfield.
Any acquisitions from Brookfield or any of its affiliates will be
subject to the approval of TPO's three independent directors,
evidencing the yieldco's improved corporate governance, another
credit positive.

Importantly, the upgrade to B1 also considers TPO's plans to
implement cost saving initiatives, which could enhance TPO's cash
flows, as well as to make changes in the yieldco's capital
structure. The new corporate finance strategy will focus, for
example, on replacing some of the yieldco's corporate long-term
debt with project level debt at some of its currently unencumbered
assets. The increase in the amount of amortizing project debt,
while reducing the yieldco's historically significant reliance on
so called "evergreen" bullet corporate debt, will better align
TPO's consolidated debt maturity profile with the assets' growing
re-contracting risk over the medium to long-term, a credit
positive.

The B1 CFR considers the size of TPO's portfolio of solar (around
60% of generated cash flows) and wind assets which are subject to
contracts with satisfactory credit quality off-takers. The rating
considers some diversification benefits because, while over 90% of
the assets (in terms of installed gross capacity) operate in the
US, they are located across several states.

The rating is tempered by the assets weighted average contracted
life that hovers around fifteen years, which is among the shorter
tenors compared to other yieldcos, a credit negative.

The stable outlook reflects Moody's expectation that TPO will
maintain an adequate financial profile with consolidated
debt/EBITDA ranging between 7x-8x. The stable outlook also
considers the lack of a track record on the part of the new
management following the recent change in ownership and execution
risk in achieving the projected cost savings and targeted leverage,
including 4-5x holding company debt to cash flow available to
service debt (CFADS). The stable outlook also considers Moody's
estimations that TPO's net present value (NPV) of unlevered free
cash flows to total consolidated debt scores on the low-end
compared to other publicly rated yieldcos.

Liquidity

TPO's SGL-2 speculative grade liquidity rating incorporates Moody's
expectation of adequate liquidity for the next 12 months. TPO's
liquidity profile is underpinned by its newly executed $450 million
committed secured bank revolving credit facility scheduled to
expire in 2021. However, TPO's reduction in the size of the
committed credit facility to $450 million from $520 million
(previous facility) is a credit negative. However, the SGL-2
considers that TPO currently has around $234 million available
under this new bank credit facility. Furthermore, in October 2017,
TPO's parent company, TERP, also executed a 5-year $500 million
secured sponsor credit facility with Brookfield to fund
acquisitions. This sponsor facility will be structurally
subordinated to TPO's outstanding debt obligations and further
helps to insulate the group from market liquidity disruptions.

In 2017, TPO anticipates recording between $105-$125 million in
pro-forma cash flow available for distribution (CAFD) after its
capital requirements, including the yieldco's pro-forma interest
expenses of nearly $117 million. The yieldco has used a significant
portion of its material unrestricted cash balance (June 2017: $692
million) to fund $288 million in special dividends and to pay down
$281 million of borrowings outstanding under its previous bank
revolver. In addition, the yieldco expects to use $69 million of
its cash balance, along with the $300 million proceeds raised in
connection with its proposed 5-year secured Term Loan B, to fully
repay the $369 million debt outstanding at TPO's intermediate
holding company subsidiaries. This Term Loan will be subject to
typical 1% annual amortization but will also include a soft call
option exercisable within the next six months (prepayment at 101%
of the principal amount) which could help to reduce TPO's
outstanding corporate debt, a credit positive. The SGL-2 also
considers that several projects are likely to remain unencumbered
over the medium-term despite the planned change in TPO's capital
structure, which further enhances the yieldco's liquidity profile.

WHAT COULD CHANGE THE RATING UP

TPO's CFR could experience positive momentum following the
successful implementation of the cost saving initiatives along with
conservative corporate finance policies, and if the planned changes
in the capital structure result in an improvement in the yieldco's
credit metrics. This would include Funds From Operations (FFO) to
debt in the range of 10%; the debt to EBITDA falling below 8.0x, on
a sustainable basis, or some improvement in its NPV of unlevered
free cash flows to consolidated debt.

WHAT COULD CHANGE THE RATING DOWN

TPO's CFR could be downgraded if its leverage, including
consolidated debt to EBITDA, exceeds 8.5x and/or its corporate debt
to CAFDS remains above 5.0x for an extended period of time or if
the yieldco unexpectedly implements cash distributions and/or
growth policies that Moody's deem aggressive for the current rating
level.

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.

Headquartered in Bethesda, the total return company (yieldco)
Terraform Power Operating LLC's (TPO; B1 stable) currently owns
2,607 MW in renewable assets including wind (1,532 MW) and
utility-scale and distributed solar (1,075 MW) projects. Over 90%
of these projects are located in the US (2,348 MW) while the
balance is across Canada (145 MW), Chile (102 MW) and the UK (11
MW). Since October 16, 2017, an affiliate of Brookfield holds a 51%
ownership stake in TerraForm Power, Inc. (TERP; unrated). TERP, the
public parent of TPO is expected to serve as Brookfield's primary
vehicle to acquire operating solar and/or wind projects in North
America and Western Europe.


TEXAS FLUORESCENCE: Wants to Move Plan Filing Period to Nov. 29
---------------------------------------------------------------
Texas Fluorescence Laboratories, Inc. requests the U.S. Bankruptcy
Court for the Western District of Texas to extend the exclusive
period during which only the Debtor may file a plan, and
prohibiting any other party in interest from filing a plan, unless
the Debtor has not filed a plan by November 29, 2017.

The Debtor's management and its legal counsel have been working
diligently to formulate a plan and file a plan prior to the
expiration of its Exclusive Period. While the Debtor's counsel have
almost completed the drafting of a plan of liquidation with
disclosures, based on an offer received from Francisco Conti -- one
of the Debtor's shareholders -- to purchase substantially all of
the Debtor's assets. It has recently become apparent, however, that
the Debtor's current two-member board of directors is not in
agreement regarding several important provisions of the plan.

The Debtor's counsel still expect to resolve such issues but doing
so will likely delay filing the plan for as much as 30 days after
the expiration of the Exclusive Period.

               About Texas Fluorescence Laboratories, Inc.

Texas Fluorescence Laboratories, Inc., a small business debtor as
defined in 11 U.S.C. Section 101(51D), develops products for
designing fluorescent and molecular probes. It develops ion
indicators, ionophores, PKC indicators, general fluorophores, and
surfactants for cell biology, biochemistry, biomolecular screening,
molecular biology, microbiology, and neuroscience. The company also
provides probes for electrophysiology, live-cell function,
receptors and ion channels, in situ hybridization, signal
transduction, and ribonucleic acid and deoxyribonucleic acid; and
pH indicators; as well as membrane potential; flow cytometry; and
custom synthesis products.  TEF Labs, Inc., is based in Austin,
Texas.

Texas Fluorescence Laboratories filed a Chapter 11 petition (Bankr.
W.D. Tex. Case No. 17-10517) on May 1, 2017. The Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities. The petition was signed by Akwasi Minta, director and
officer.

The Hon. Tony M. Davis presides over the case.

B. Weldon Ponder, Jr., Esq., at B. Weldon Ponder, Jr., Attorney at
Law, serves as bankruptcy counsel to the Debtor.


TOYS "R" US: Summer Infant Enters Into Amended Credit Agreement
---------------------------------------------------------------
Summer Infant, Inc., a global leader in premium juvenile products,
on Oct. 20, 2017, disclosed that the Company has amended its
existing credit facility to provide near-term financial flexibility
as a result of the bankruptcy filing by Toys "R" Us, Inc. ("TRU")
on September 18, 2017.  As part of the amendment, Summer Infant's
lenders waived any loan violations that may have occurred due to
"overadvances" made after TRU receivables were no longer deemed
"eligible accounts" for purposes of the revolver borrowing base,
reflecting the bankruptcy filing.  The amendment also includes
certain provisions to provide additional flexibility to the Company
in light of the TRU insolvency proceedings, including permitting
post-bankruptcy-filing TRU receivables to qualify as eligible
accounts, as is further detailed in the Company's Current Report on
Form 8-K being filed today with the SEC.

The bankruptcy of TRU negatively impacted net revenue of Summer
Infant by approximately $2.3 million during the third quarter,
primarily related to delayed shipments to Babies "R" Us.  In
addition, the Company expects to record a charge in the third
quarter of approximately $2.1 million as an allowance for bad debt
related to pre-bankruptcy petition accounts receivable from TRU.

Mark Messner, Chief Executive Officer, commented, "We have analyzed
our near term exposure to Babies "R" Us and believe it prudent to
reserve an allowance for doubtful accounts given the time it may
take for the bankruptcy to run its course.  Going forward, we are
taking the appropriate steps to serve this customer, actively
manage our inventory, and roll out new products in the fourth
quarter.  We're pleased that, once again, we were supported by all
institutions participating in our credit agreement with regard to
the amendment to provide near-term financial flexibility."

The estimated impact of the TRU bankruptcy on the Company's third
quarter results is based on management's preliminary financial
analysis.  The unaudited consolidated condensed financial
statements for the three and nine months ended September 30, 2017
are not yet available and subject to adjustments.  These
preliminary estimates may differ materially from the actual results
that will be reflected in the Company's unaudited consolidated
condensed financial statements for the three and nine months ended
September 30, 2017 when completed.

                    About Summer Infant, Inc.

Based in Woonsocket, Rhode Island, the Company --
http://www.summerinfant.com--  is a global leader of premium
juvenile products for ages 0-3 years which are sold principally to
large North American and international retailers.  The Company
currently sells proprietary products in a number of different
categories including nursery audio/video monitors, safety gates,
durable bath products, bed rails, nursery products, strollers,
booster and potty seats, swaddling blankets, bouncers, travel
accessories, highchairs, swings, and infant feeding products.

                         About Toys "R" Us

Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area.  Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.

Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.

Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Grant Thornton is the monitor appointed in the CCAA case.

Judge Keith L. Phillips presides over the Chapter 11 cases.

In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel.  Kutak Rock
LLP serves as co-counsel.  Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker.  It hired Prime Clerk LLC as
claims and noticing agent.  A&G Realty Partners, LLC, serves as its
real estate advisor.

On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  Cullen Drescher
Speckhart of Wolcott Rivers Gates is representing the Committee.


TOYS "R" US: Wins Final Approval of $3 Billion of DIP Financing
---------------------------------------------------------------
Toys"R"Us, Inc., on Oct. 24, 2017, disclosed that the U.S.
Bankruptcy Court for the Eastern District of Virginia entered a
final order granting the company authority to access the full
amount of its more than $3.0 billion in debtor-in-possession (DIP)
financing.  The Court also granted final approvals for the
Company's "First Day Motions" intended to support the business,
including continuing to pay employee wages and benefits, honoring
customer programs and paying foreign vendors in full for all goods
and services under normal terms.

Dave Brandon, Chairman and Chief Executive Officer, said, "We are
continuing to provide customers outstanding service whenever,
wherever and however they want to shop with us -- just as we have
for the past 70 years, and will continue to do for decades into the
future.  Our brick and mortar and web stores around the world are
open and continuing to serve customers.  As we approach the busy
and ever-important holiday season, our teams are working diligently
behind the scenes to ensure we can deliver on our commitment to be
champions of play and a parent's best friend.  Our team members are
fired up and ready to reward the millions of customers who continue
to put their trust in our iconic global brand."

Mr. Brandon continued, "During this highly competitive time of the
year, our teams know that we have to be totally bold and different.
I won't give away all our plans just yet but shoppers should know
about our improved layaway program -- with a daily lottery
giveaway; Parents-only late night shopping events; and a Price
Match Promise where we'll donate $1 to Toys for Tots for every
price match we do over Holiday.  There is simply no reason to go
somewhere else -- our focus is kids and families every day of the
year -- unlike some of our competitors who only play (pun-intended)
a few weeks a year."

As previously announced, on September 18, 2017, Toys"R"Us and
certain of its U.S. subsidiaries and its Canadian subsidiary
voluntarily filed for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Eastern District of
Virginia in Richmond, VA.  In addition, the Company's Canadian
subsidiary sought and was granted protection in parallel
proceedings under the Companies' Creditors Arrangement Act ("CCAA")
in the Ontario Superior Court of Justice.  The Company intends to
use these court-supervised proceedings to restructure its
outstanding debt and establish a sustainable capital structure that
will enable it to invest in long-term growth and fuel its
aspirations to bring play to kids everywhere and be a best friend
to parents.

Additional information can be accessed by visiting the Company's
restructuring website at www.toysrusinc.com/restructuring, calling
the Company's Information Hotline, toll-free in the U.S. and Canada
at 844-794-3476, or sending an email to toysrusinfo@PrimeClerk.com
in the U.S. or to toysruscanada@ca.gt.com in Canada. Court filings
and other documents related to the court-supervised process in the
U.S. are available on a separate website administered by the
Company's claims agent, Prime Clerk, at
https://cases.primeclerk.com/toysrus.  Information about the CCAA
proceedings is available on a separate site maintained by an
independent Monitor at www.grantthornton.ca/ToysRUs.  The Monitor
also has a hot line at 416-777-7202 or 1-855-747-2648.

Kirkland & Ellis LLP is serving as principal legal counsel to
Toys"R"Us, Alvarez & Marsal is serving as restructuring advisor and
Lazard is serving as financial advisor.

                       About Toys "R" Us

Toys "R" Us, Inc., is an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area.  Merchandise is sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.

Merchandise is also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.

Toys "R" Us is now a privately owned entity but still files with
the Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.

In addition, the Company's Canadian subsidiary voluntarily
commenced parallel proceedings under the Companies' Creditors
Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of
Justice.

The Company's operations outside of the U.S. and Canada, including
its 255 licensed stores and joint venture partnership in Asia,
which are separate entities, are not part of the Chapter 11 filing
and CCAA proceedings.

Grant Thornton is the monitor appointed in the CCAA case.

Judge Keith L. Phillips presides over the Chapter 11 cases.

In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel.  Kutak Rock
LLP serves as co-counsel.  Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker.  It hired Prime Clerk LLC as
claims and noticing agent.  A&G Realty Partners, LLC, serves as its
real estate advisor.

On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  Cullen Drescher
Speckhart of Wolcott Rivers Gates is representing the Committee.


TRUCK HOLDINGS: S&P Revises Outlook to Neg on Weak Credit Metrics
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Ann Arbor, Mich.-based
auto supplier Truck Holdings Inc. to negative from stable and
affirmed its 'B' corporate credit rating on the company.

S&P said, "At the same time, we affirmed our 'B' issue-level rating
on the company's proposed first-lien term loan due 2024 (including
the $190 million add-on). The '3' recovery rating remains
unchanged, indicating our expectation that debtholders would
realize meaningful (50%-70%; rounded estimate: 55%) recovery in the
event of a payment default.

"Additionally, we affirmed our 'CCC+' issue-level rating on THI's
second-lien term loan due 2025 (including the $45 million add-on).
The '6' recovery rating remains unchanged, indicating our
expectation that debtholders would realize negligible (0%-10%;
rounded estimate: 0%) recovery in the event of a payment default.

"The negative outlook reflects our expectation that THI's credit
metrics will continue to underperform our expectations because of
the increased leverage it will take on to fund its acquisition of
Omix-ADA, which sells aftermarket products for Jeep vehicles.
Specifically, we expect the company to maintain debt-to-EBITDA of
6.8x-7.3x and a free operating cash flow (FOCF)-to-debt ratio of
3%-5% over the next year. While THI's sales and margins have
remained strong, management has shown a desire to grow the company
quickly, including by using debt to fund acquisitions. The proposed
debt financing for the Omix acquisition further increases the risk
that Truck Hero, which is a relatively niche participant in the
broader auto supplier market, may be unable to recover if the
demand for its products unexpectedly declines. Moreover, because
the company sells products that we view as discretionary, it must
successfully adapt to changes in consumer preferences to stay
competitive. THI also faces some integration risk given the
aggressive pace of its acquisitions.

"The negative outlook on THI reflects the increased risk that the
company's debt-to-EBITDA will remain above 7.0x over the next two
years. While we believe that the company will produce positive free
cash flow, its elevated leverage increases the risk that it could
default if the demand for its discretionary products declines.

"We could lower our ratings on THI if its FOCF-to-debt turns
negative or its debt leverage remains above 7.0x on a sustained
basis. This could occur if the demand for the company's products is
weaker than expected due to a deteriorating economic environment or
a sharp increase in gas prices that limits the growth of
discretionary purchases. This could also occur if
higher-than-expected acquisition-integration costs or rising
commodity prices increase the pressure on the company's margins.

"We could revise our outlook on THI to stable if the company
reduces its debt-to-EBITA below 6.5x while generating a
FOCF-to-debt ratio of 3%-5% on a sustained basis. We would also
need to be confident that the company would maintain financial
policies that are supportive of such metrics."


UNIFRAX I: Moody's Affirms B2 CFR & Rates New 2nd Lien Loan Caa1
----------------------------------------------------------------
Moody's Investors Service has affirmed Unifrax's B2 Corporate
Family Rating (CFR) and its Probability of Default Rating of B2-PD,
as well as B2 ratings of Unifrax's $75 million first lien revolving
credit facility due 2022, $517 million first lien term loan B
(including proposed incremental $57 million in October 2017) due
2024 and EUR187 million first lien EUR Term Loan B due 2024. At the
same time, Moody's assigned a Caa1 rating to the newly proposed
$100 million second lien term loan due 2025.

The proceeds from the proposed incremental amount of $57 million in
first lien term loan B and the new $100 million second lien term
loan will be used to pay $157 million in dividends including fees
to Unifrax's shareholders.

The ratings outlook is stable.

Issuer: Unifrax I LLC

Affirmations:

-- Corporate Family Rating, B2

-- Probability of Default Rating, B2-PD

-- Senior secured first lien revolving credit facility, B2 (LGD3,
from LGD 4)

-- Senior secured first lien term loans, B2 (LGD3, from LGD 4)

Assignments:

-- Senior secured second lien term loan, Assigned Caa1 (LGD6)

Outlook:

-- Outlook, Stable

RATINGS RATIONALE

"The rating affirmation reflects the expected improvement in
Unifrax's earnings thanks to cost savings initiative, demand
recovery in its customer industries as well as the increasing
contribution from its equity investment in Luyang. Such improvement
should enable Unifrax to reduce debt leverage to the level
commensurate with its B2 rating likely within a year after this
proposed dividend recapitalization" said Jiming Zou, a Moody's Vice
President--senior analyst.

Unifrax's plan to raise additional $157 million in debt for
dividend distribution to its equity sponsors will result in a
pro-forma debt leverage of about 6.3x, including Moody's standard
analytical adjustments, versus about 5.5x for the LTM ending June
30, 2017. Moody's expects debt leverage to trend below 6.0x by the
end of 2018, as industrial manufacturing recovery, particularly in
the steel industry, and a global regulatory environment shifting
towards lower energy consumption and reduced CO2 emission, will
drive Unifrax's earnings growth. In addition, new functional
organization model, streamlined procurement, manufacturing and
supply chain reduced cost base by about $36 million in 2015 and
2016, with additional savings expected in 2017 and beyond.

Unifrax has a track record of generating free cash flow in the
range of $17 million to $29 million per annum during 2013 and 2016,
and will continue its solid free cash flow generation in support of
deleveraging, as potential working capital needs and expansion
capex will be offset by earnings improvement. However, foreign
exchange fluctuations will continue to impact its cash flow
generation and debt leverage ratios, considering that roughly
two-thirds of its revenues are generated outside of the US.

Additionally, Moody's consider Unifrax's 29% equity investment in
Shandong Luyang Energy-Saving Materials Co. (unrated), a leading
ceramic fiber producer in China, as beneficial to its credit
profile, although Moody's have not included Unifrax's share of
Luyang's EBITDA, almost $10 million expected for 2017, in adjusted
EBITDA given its non-controlling interest, potential reinvestment
needs and historically low dividend distribution rates. The lock-up
period of its equity stake in Shandong Luyang will end in 2018 and
provide additional liquidity for debt reduction, if it chooses to
do so.

The B2 corporate family rating reflects the company's modest scale,
high leverage and narrow product line of ceramic and glass fiber
products. The rating also reflects exposure to cyclical automotive
and industrial end markets, which together account for over 80% of
the company's sales. The ratings reflect expectations that demand
in key end markets, such as steel, has improved from the trough,
which should support performance along with completed cost savings
programs. Moody's expects the company to continue to benefit from
strong margins indicative of a specialty materials company. The
rating also benefits from Unifrax's operational and geographic
diversity as well as broad customer base.

Unifrax is expected to have a good liquidity for the next four
quarters, supported by cash on balance sheet, expected free cash
flow generation, and availability under its $75 million revolving
credit facility, which expires in 2022. The company had about $27
million of cash as of June 30, 2017. Moody's expect positive free
cash flow in the next 12 months though Moody's do anticipate some
quarterly variation in cash flow generation due to working capital
movements. The company has no near-term maturities and annual term
loan amortization is about $7 million. The revolver has a springing
total net leverage ratio covenant of 6.92x, if borrowings exceed
30% of the revolving commitments. There are no covenants on the
term loans. The company's alternate liquidity includes its
non-guarantor international subsidiaries or the minority stake in
Shadong Luyang which has less than a year on its lock-in holding
period.

The stable outlook reflects Moody's expectations that the company
will improve earnings to reduce debt leverage after dividend
recapitalization, thanks to cost savings and improved key end
markets in the next 12 to 18 months.

Moody's could upgrade the ratings if Moody's adjusted debt/EBITDA
declines below 4.5x and retained cash flow/debt rises above 10% on
a sustained basis. An upgrade would require a commitment to more
conservative financial policies from the sponsor and management.

Moody's could downgrade the ratings if operating performance
deteriorates or if the company undertakes a significant
debt-financed acquisition or dividend recapitalization, causing
debt/EBITDA to rise above 6.0x on a sustained basis. Moody's could
also downgrade the ratings if free cash flow turns negative and
liquidity deteriorates.

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.

Headquartered in Tonawanda, N.Y., Unifrax I LLC produces
heat-resistant ceramic fiber products and specialty glass
microfiber materials for a variety of industrial applications.
Unifrax has been a portfolio company of American Securities since
2011. Unifrax generated revenues of approximately $512 million for
the twelve months ended June 30, 2017.


UNIFRAX I: S&P Rates 2nd Lien Term Loan 'B-' & Retains 'B' CCR
--------------------------------------------------------------
Tonawanda, N.Y.-based specialty fiber products manufacturer Unifrax
Holding Co. plans to raise $157 million of secured debt to fund a
$150 million dividend to its private-equity owner and pay related
fees and expenses.

S&P Global Ratings assigned its 'B-' issue-level rating and '5'
recovery rating to Unifrax I LLC's proposed $100 million
second-lien term loan. The '5' recovery rating indicates its
expectation for modest (10%-30%; rounded estimate: 15%) recovery
for lenders in the event of a payment default.

S&P said, "Our 'B' corporate credit rating on Unifrax Holding Co.
remains unchanged and the outlook remains stable.

"In addition, our 'B' issue-level rating on subsidiary Unifrax I
LLC's first-lien facility, which includes a proposed $57 million
incremental term loan, remains unchanged. The '3' recovery rating
indicates our expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery for lenders in the event of a payment
default.

"The stable outlook reflects our belief that, despite a moderate
increase in the company's leverage to around 6.5x in 2017 (from
about 5.7x as of June 30, 2017), Unifrax will maintain its good
year-to-date operating performance while gradually reducing its
leverage over the next 12 months (primarily through EBITDA growth).
We also anticipate that the company will continue to generate
positive free cash flow and maintain adequate liquidity, though we
expect that any meaningful reduction in Unifrax's leverage will be
unsustainable given the relatively aggressive financial policies of
its financial sponsor.

"The scale of Unifrax's operations is limited as a niche producer
of specialty insulating materials for the industrial thermal
management, automotive emission control, fire protection, and
battery separator and filtration markets. We expect the company to
maintain its good market share globally as one of the two or three
leading competitors in its segments. We expect Unifrax to continue
to generate a significant proportion of its revenue from
maintenance and replacement demand and the sale of consumable
products (primarily in its industrial segment), which we believe
reduces the volatility of its earnings and cash flow. However, the
company's end markets will likely remain cyclical and competitive.

"The stable outlook on Unifrax reflects our expectation that the
modestly improving conditions in the company's end markets,
combined with its good positions in its niche markets and its
EBITDA margins of about 25%, will help it sustain debt-to-EBITDA of
6.0x-6.5x over the next 12 months while generating moderate free
cash flow.

"We could lower our ratings on Unifrax if the company's end
markets, such as the industrial or automotive markets, become
weaker than expected, causing its leverage to rise above 6.5x on a
sustained basis. We could also lower our ratings if the company's
free cash flow falls below our expectations or if it appears likely
that it will draw on its revolver to the extent that it triggers
the leverage covenant and it is unable to maintain headroom of at
least 15%.

"Although unlikely given its private-equity sponsor's aggressive
financial policies, we could raise our ratings on Unifrax if
stronger-than-expected growth in the company's end markets leads to
increased cash flow generation and a sizeable reduction in its debt
such that its financial leverage declines to and remains below 5x.
Before considering an upgrade, we would also need to believe that
the company would adhere to a less aggressive financial policy that
is consistent with the higher rating."


VERMEIL LLC: Plan to be Funded from Sale of Real Property
---------------------------------------------------------
The Vermeil LLC and Sterling & Seventh LLC filed with the U.S.
Bankruptcy Court for the Eastern District of New York an amended
disclosure statement for their plan of reorganization dated Oct.
18, 2017.

Under the Plan, the Debtors' real property --Units 1D and 1E in The
Vermeil condominium--will be sold at an auction, with a parking
spot attached to each unit. The proceeds realized will satisfy the
obligations of the Debtors to Jacob Rosenberg (after payment of
Administrative Expenses). In the event that the proceeds realized
exceeds the amount due to Rosenberg, excess proceeds will be used
to satisfy the claims due to The Board of Managers of the Vermeil
Condominium Association.

Additionally, the Debtors will sell at auction three parking
spaces, the proceeds of same to satisfy the claims of The Board of
Managers of the Vermeil Condominium Association, except that the
proceeds from the sale of the three parking spaces will first be
used to satisfy outstanding Priority Claims. To the extent that the
funds realized from the auction sales exceed the Administrative
Expenses, Priority Claims, the Secured Creditor and the Board of
Managers of the Vermeil, distribution will be made to the other
claim holders. It is not reasonably likely that any payments will
be made to other claim holders. There are no general unsecured
creditors of the Estate.

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

     http://bankrupt.com/misc/nyeb1-15-44136-97.pdf

                     About The Vermeil LLC

Headquartered in Brooklyn, New York, The Vermeil LLC filed for
chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
15-44136) on Sept. 8, 2015, listing its estimated assets at $1
million to $10 million and estimated liabilities at $1 million to
$10 million.  The petition was signed by Jacob Pinson, managing
member.


WAJAX CORP: S&P Affirms Then Withdraws 'BB+' Corp Credit Rating
---------------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB+' long-term corporate
credit rating on Wajax Corp. The outlook is negative.

S&P Global Ratings subsequently withdrew its ratings on Wajax at
the company's request due to all of Wajax's unsecured notes being
redeemed and cancelled.

Wajax sells, rents, and provides after-sale parts and service
support of mobile equipment, power systems, and industrial
components.





WALTER INVESTMENT: Bank Debt Trades at 8% Off
---------------------------------------------
Participations in a syndicated loan under Walter Investment
Management Corp is a borrower traded in the secondary market at
91.60 cents-on-the-dollar during the week ended Friday, October 6,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing.  This represents an increase of 0.20 percentage points
from the previous week.  Walter Investment pays 375 basis points
above LIBOR to borrow under the $1.5 billion facility. The bank
loan matures on Dec. 187, 2020 and carries Moody's Caa2 rating and
Standard & Poor's CCC- rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended October
6.


WALTER INVESTMENT: Inks Confidentiality Pacts with Noteholders
--------------------------------------------------------------
Walter Investment Management Corp. entered into confidentiality
agreements (i) on Sept. 23, 2017, with certain holders of the
Company's 7.875% Senior Notes due 2021 issued pursuant to that
certain Senior Notes Indenture by and among the Company, the
guarantors thereof, and Wilmington Savings Fund Society, FSB, as
Successor Trustee, dated as of Dec. 17, 2013, and (ii) on Sept. 27,
2017, with the investment manager, sub-advisor or persons acting in
similar capacities for certain members of a group of persons that
hold or control an interest in the Company's term loan under the
Amended and Restated Credit Agreement, dated as of Dec. 19, 2013,
by and among the Company, as the borrower, Credit Suisse AG, as
administrative agent and the lenders party thereto, regarding
potential transactions in respect of the Company's previously
announced debt restructuring initiative.

Pursuant to the Confidentiality Agreements, the Ad Hoc Term Loan
Holders and the Ad Hoc Noteholders have been provided with
confidential information regarding the Company, which materials are
available for free at https://is.gd/9JV6iy

On Oct. 20, 2017, the Company entered into (i) an Amended and
Restated Restructuring Support Agreement with lenders holding, as
of October 20, 2017 more than 48% of the loans and/or commitments
outstanding under the Credit Agreement, and (ii) a Restructuring
Support Agreement with senior unsecured noteholders holding, as of
Oct. 20, 2017, more than 50% of the Senior Notes.

                      About Walter Investment

Walter Investment Management Corp. --
http://www.walterinvestment.com/-- is an independent servicer and
originator of mortgage loans and servicer of reverse mortgage
loans.  The Company services a wide array of loans across the
credit spectrum for its own portfolio and for GSEs, government
agencies, third-party securitization trusts and other credit
owners.  Through the consumer, correspondent and wholesale lending
channels, the Company originates and purchases residential mortgage
loans that are predominantly sold to GSEs and government agencies.
The Company also operates two supplementary businesses; asset
receivables management and real estate owned property management
and disposition.  Based in Fort Washington, Pennsylvania, the
Company has approximately 4,500 employees and services a diverse
loan portfolio.

"The Company is facing certain challenges and uncertainties that
could have significant adverse effects on its business, liquidity
and financing activities," as disclosed in the Company's Form 10-Q
report for the period ended June 30, 2017.  "The Company may be
adversely impacted by the following factors, among others: failure
to maintain sufficient liquidity to operate its servicing and
lending businesses due to the inability to renew, replace or extend
its advance financing or warehouse facilities on favorable terms,
or at all; failure to comply with covenants contained in its debt
agreements or obtain any necessary waivers or amendments; failure
to resolve its obligation with respect to the remaining mandatory
clean-up calls; and failure to successfully restructure its
corporate debt."

The Company reported a net loss of $833.9 million for the year
ended Dec. 31, 2016, a net loss of $263.2 million in 2015, and a
net loss of $110.3 million in 2014.  As of June 30, 2017, Walter
Investment had $15.59 billion in total assets, $15.70 billion in
total liabilities and a total stockholders' deficit of $112.98
million.

Ernst & Young LLP, in Tampa, Florida, issued a "going concern"
opinion on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that on July 31, 2017 the Company entered
into a Restructuring Support Agreement that provides for a
prepackaged plan of restructuring in the event the Company is
unsuccessful in otherwise restructuring its corporate debt.  The
prepackaged plan would provide court relief under the provisions of
Chapter 11 of the Bankruptcy Code.  These conditions, the auditors
said, raise substantial doubt about the Company's ability to
continue as a going concern.

                           *    *    *

In July 2017, S&P Global Ratings lowered its long-term issuer
credit rating on Walter Investment Management Corp. to 'CCC-' from
'CCC'.  The outlook is negative.

In August 2017, Moody's Investors Service downgraded Walter
Investment's corporate family rating to 'Caa3' from 'Caa2'.  The
rating action follows the company's announcement that it has
entered into a restructuring support agreement with more than 50%
of senior term loan lenders.


WARRIOR MET: Moody's Assigns B3 CFR & Rates Secured Notes B3
------------------------------------------------------------
Moody's Investors Service assigned ratings to Warrior Met Coal,
Inc., including corporate family rating (CFR) of B3, probability of
default rating (PDR) of B3-PD, and a senior secured notes rating of
B3. The outlook is stable.

Warrior's operating assets consist primarily of two longwall mines
located in Alabama and acquired from Walter Energy as part of
Walter's Chapter 11 bankruptcy process. Warrior produces and
exports metallurgical coal for a diversified customer base of blast
furnace steel producers located primarily in Europe and South
America.

Proceeds from the notes issuance, along with a portion of cash on
hand, are expected to be used to pay a one time dividend to
Warrior's shareholders.

Assignments:

Issuer: Warrior Met Coal, Inc.

-- Probability of Default Rating, Assigned B3-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-2

-- Corporate Family Rating, Assigned B3

-- Senior Secured Regular Bond/Debenture, Assigned B3 (LGD 4)

Outlook Actions:

Issuer: Warrior Met Coal, Inc.

-- Outlook, Assigned Stable

Issuer: Warrior Met Coal Intermediate Holdco, LLC

-- Outlook, Changed to Rating Withdrawn from Stable

Withdrawals:

Issuer: Warrior Met Coal Intermediate Holdco, LLC

-- Probability of Default Rating, previously rated B3-PD

-- Corporate Family Rating, previously rated B3

-- Senior Secured Bank Credit Facility, previously rated B3
    (LGD 3)

RATINGS RATIONALE

The ratings reflect the significant operational concentration in
two mines, and the inherent volatility of the metallurgical coal
markets. Nevertheless, the ratings also reflect the company's
position as one of the lowest cost producers of high quality
metallurgical coal in the United States. The company's two
operating mines -- No.4 and No.7 -- produce low-vol and mid-vol
hard coking coal which commands premium prices in excess of 90% of
benchmark. These mines are highly efficient and flexible longwall
operations with a structurally lower and highly variable operating
cost profile.

The metallurgical coal benchmark settlements have fluctuated
between $82 and $285/mt over the past two years, and the ratings
incorporate a pricing sensitivity range of $95 to $145/ mt. At the
same time, the ratings reflect the relatively strong pricing
environment in 2017, which has boosted the company's liquidity and
allowed it to distribute a portion of cash on hand as a one time
special dividend.

The ratings reflect the company's fairly low leverage pro forma for
the issuance, with $350 million in debt implying a Debt/EBITDA of
roughly 1x in 2017, based on the current pricing environment, and
roughly 3x in 2018 using a met coal benchmark assumption of $120/
mt. The ratings further reflect, however, potential volatility in
margins and increase in leverage should metallurgical coal prices
retreat to the low levels observed in 2015 and 2016. That said,
Moody's acknowledge that a significant portion of the company's
cost structure is variable, allowing the business to earn positive
margins even in a distressed pricing environment. For example, the
company ties employee bonuses and hourly wage increases to
benchmark prices and production volumes, while royalty and
logistics contracts allow for lower cash outlays when the prices
are low.

The B3 rating on the senior secured notes, in line with the CFR,
reflects the preponderance of secured debt in the capital
structure, along with the $100 million ABL revolver.

The company has adequate liquidity, including cash balance of
roughly $156 million as of June 30, 2017 and a fully available $100
million ABL facility. Moody's expect positive free cash flows over
the next twelve months, with the cash balance maintained at around
$100 million.

The stable outlook reflects Moody's expectation of positive free
cash flows.

The ratings could be upgraded if metallurgical coal markets were to
show more stability and predictability. The ratings could also be
upgraded in the event of material growth in scale and diversity.

The ratings could be downgraded if Debt/ EBITDA, as adjusted,
increased above 6x, if free cash flows turned negative, or if
liquidity deteriorated.

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

Warrior Met Coal is based in Brookwood, Alabama and operates two
longwall mines in Brookwood, Alabama, which produce and export
metallurgical ("met") coal for a diversified customer base of blast
furnace steel producers located primarily in Europe and South
America.

On April 12, 2017, Warrior Met Coal, LLC was converted into a
Delaware corporation and renamed Warrior Met Coal, Inc. Warrior Met
Coal, LLC was formed on September 3, 2015 by certain of Walter
Energy, Inc.'s lenders, in connection with the acquisition by the
company of certain core operating assets of Walter Energy under
section 363 under Chapter 11 of Title 11 of the U.S. Bankruptcy
Code. The acquisition closed on March 31, 2016. On July 15, 2015,
Walter Energy and certain of its wholly owned US subsidiaries filed
voluntary petitions for relief under Chapter 11 of Title 11 of the
US Bankruptcy Code in the Northern District of Alabama, Southern
Division.


WHISPERS RESTAURANT: November 21 Confirmation Hearing
-----------------------------------------------------
Judge Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved disclosure statement
filed by Whispers Restaurant & Lounge, LLC, with respect to its
chapter 11 plan filed on October 10, 2017.

The Court has fixed November 21, 2017 as the hearing date on the
final approval of the disclosure statement and for the hearing on
confirmation of the plan. The hearing will be held at 2:30 p.m.

Any objections to disclosure or confirmation must be filed and
served seven days before the hearing date on the final approval of
the disclosure statement and confirmation of the plan.

Creditors and other parties in interest are required to file with
the Court their written ballots accepting or rejecting the Plan no
later than fourteen days before the date of the Confirmation
Hearing.

                    About Whispers Restaurant

Whispers Restaurant & Lounge, LLC, based in Jacksonville, Florida,
filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-02006) on
May 31, 2017. The Petition was signed by Cheryl Harris, manager.
At the time of filing, the Debtor estimated less than $50,000 in
assets and $100,000 to $500,000 in liabilities.

The case is assigned to Judge Jerry A. Funk.

Bryan K. Mickler, Esq., at Law Offices of Mickler & Mickler, LLP,
serves as bankruptcy counsel to the Debtor.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Whispers Restaurant & Lounge,
LLC as of August 9, according to a court docket.


WILLIAMS FINANCIAL: Asks Approval of Referral Deals w/ NAM & NSC
----------------------------------------------------------------
Williams Financial Group, Inc., WFG Management Services, Inc., WFG
Advisors, LP ("WFGA"), and WFG Investments, Inc. ("WFGI"), ask the
U.S. Bankruptcy Court for the Northern District of Texas to
authorize the referral agreements of WFGI with National Securities
Corp. ("NSC") and of WFGA with National Asset Management, Inc.
("NAM") that provide for them to collect referral fees.

The objection deadline is Nov. 13, 2017.

As part of the wind down of the Debtors' operations, WFGI and WFGA
have an opportunity to generate additional income of approximately
$500,000 for the estate in the form of cash as referral fees.  WFGI
and WFGA have entered into certain Recruiting Agreements.  By the
Agreements, the Debtors propose to introduce certain registered
representatives ("RRs") that worked for WFGI to NSC and to
introduce certain investment advisor representatives ("IARs") that
worked for WFGA to NAM.

Pursuant to the Agreements, for each RR or IAR that chose to
affiliate with NSC or NAM as a result of the Debtors' introduction,
NSC or NAM has agreed to pay the Debtors recruiting fees ("Referral
Fees").  NSC and NAM have requested that the Debtors ask a Court
order authorizing the Agreements so they can perform under the
Agreements.

The Debtors ask the Court's approval and authority to enter into
and perform under the Agreements and to accept the Referral Fees
from NSC and NAM.  The Debtors no longer operate and their
affiliated RRs and IARs have all transitioned to new affiliates or
otherwise moved on from the company.  There is no way for them to
monetize this portion of their wind down except through the
Agreements.  Accordingly, the Debtors believe the Referral Fees are
a benefit to the estate and will maximize their ability to return
distributions to their creditors in these Cases.

To the extent the Agreements are construed to constitute a "use" of
estate property, i.e., the Debtors' relationships with former RRs
and IARs, the Debtors ask the Court's authority to use that
property to generate the Referral Fees.  The Referral Fees are the
highest and best use of the Debtors' prepetition relationships with
their RRs and IARs.

Accordingly, based on the foregoing, the Debtors respectfully
submit that the Referral Fees are fair and reasonable and that the
Debtors should be authorized to receive them pursuant to section
363 of the Bankruptcy Code and the Agreements.  The Agreements are
in the best interests of creditors and the bankruptcy estate.

Additionally, the Debtors ask the Court to waive the provisions of
Federal Rule of Bankruptcy Procedure 6004(h) staying the
effectiveness of any Order granting this Motion, and provide that
any Order granting the Motion be effective immediately upon entry
thereof.

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

    http://bankrupt.com/misc/Williams_Financial_127_Sales.pdf

                About Williams Financial Group Inc.

Williams Financial Group, Inc. is a holding company, and is the
direct or indirect parent of WFG Management Services, Inc., WFG
Advisors, LP, WFG Investments, Inc., and other related entities.

WFG Advisors, LP is an SEC Registered Investment Advisor that
previously provided fee-based wealth advisory and retirement
services that included: wrap accounts, advisor directed or third
party-managed accounts, asset allocation and portfolio reporting,
tax trust and estate and financial planning services.  It was not a
custodian and never held any client assets.  It started winding up
its affairs in August of 2017 and its current sole source of
revenue is pre-petition earned advisory fees.

WFG Investments, Inc. is a broker-dealer that previously engaged in
the business of facilitating transactions in securities, but has
ceased operations and is currently engaged in the windup and
liquidation of its business.  It operated primarily on an
independent registered representative model.  Prior to commencing
the windup of its operations, the Debtor had approximately 225
registered representatives, all of whom were independent
contractors who owned and ran their own businesses, while being
licensed through and supervised by the Debtor.

WFG Management Services provides management services to its
affiliates.  

Williams Financial Group, Inc. and its subsidiaries WFG Management
Services Inc., WFG Investments Inc. and WFG Advisors LP sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Tex. Case Nos. 17-33578 to 17-33581) on Sept. 24, 2017.

At the time of the filing, Williams Financial Group estimated
assets and liabilities of $1,000,001 to $10 million.

Judge Harlin Dewayne Hale presides over the cases.

David William Parham, Esq., at Akerman LLP, serves as the Debtors'
Chapter 11 counsel.  Sessions, Fishman, Nathan & Israel LLC serves
as the Debtors' special counsel.


WINK HOLDCO: Moody's Assigns 'B2' CFR & Rates 1st Lien Loans 'B1'
-----------------------------------------------------------------
Moody's Investors Service has assigned a B2 corporate family rating
(CFR) to Wink Holdco, Inc. (Wink). It has also assigned a B1 rating
to Wink's $660 million first lien term loan and $75 million
revolver, and a Caa1 rating to the $250 million second lien term
loan, and a Ba2 insurance financial strength (IFS) rating to Wink's
operating subsidiary Superior Vision Insurance, Inc. The outlook on
both entities is stable.

Wink is primarily owned by Centerbridge Partners (69% ownership).
FFL Partners, Highmark Inc. (senior unsecured rating Baa3, stable)
and management collectively own the remaining 31%. Wink currently
owns Superior Vision, the fifth largest managed care vision company
in the US. The proceeds from the financings are being used to
acquire Davis Vision, the third largest managed vision care company
in the US, currently owned by Highmark Inc. The combined company
will remain the third largest managed vision care company with 33
million members and a national footprint.

RATINGS RATIONALE

Wink's B2 CFR reflects the company's high leverage and lack of
product diversification, which offsets the company's solid market
position, low risk operating model and good growth potential.
Wink's financial flexibility is weak, reflected in an adjusted
financial leverage ratio of 67.1% and adjusted debt to EBITDA of
7.4x. Given the high debt burden, the EBITDA coverage and cash flow
coverage of interest expense metrics are also weak.

However, Wink's business profile is solid. It will be the third
largest managed vision care company in the US by members and has a
large provider network. The pro-forma 2016 EBITDA margin was 8.4%,
which is in the Aa range for this sub-factor and consistent with
Wink's historical margins. Moody's believe these solid margins
should be sustainable given the stable cost structure of the
business with predictable utilization and capped benefits.

The Ba2 IFS rating for Wink's operating insurance subsidiary,
Superior Vision Insurance, Inc. represents the preferred status
that regulators generally accord policyholders. The B1 rating for
first lien term loan is two notches below the IFS rating, which is
Moody's notching practice when the loan is backed by a first
priority security interest in all the assets and property of the
borrowers, as in this case. The Caa1 rating on the second lien term
loan reflects its subordinated position in the capital structure.

RATING DRIVERS

The following would place upward pressure on the ratings for Wink
and the IFS rating of Superior Vision: 1) Adjusted financial
leverage < 55%; 2) debt-to-EBITDA  3.0x (3 year weighted
average). Conversely, the following would place downward pressure
on the ratings for Wink and the IFS rating of Superior Vision: 1)
Membership declines by 5% or more; 2) there is an increase in
leverage resulting from either a decline in EBITDA, or increased
debt; and 3) the medical loss ratio increases to over 80%.

Moody's has assigned the following ratings:

Wink Holdco, Inc. -- corporate family rating at B2; senior secured
first lien term loan debt rating at B1; senior secured revolving
credit facility debt rating at B1; senior secured second lien term
loan debt rating at Caa1.

Superior Vision Insurance, Inc. -- insurance financial strength
rating at Ba2.

Outlook Actions:

Issuer:

Wink Holdco, Inc.
Superior Vision Insurance, Inc.

Outlook, Stable

Wink Holdco is headquartered in Linthicum, Maryland. For 2016 the
company reported revenues of about $350.7 million. At year-end 2016
shareholders' equity was $220.4 million and total members were
approximately 11.5 million.

Moody's insurance financial strength ratings are opinions of the
ability of insurance companies to pay punctually senior
policyholder claims and obligations.

The principal methodology used in these ratings was U.S. Health
Insurance Companies published in October 2017.


WINK HOLDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Wink Holdco Inc. The outlook is stable.

S&P said, "At the same time, we assigned a 'B' debt rating to the
company's $75 million revolving credit facility due 2022 and its
$660 million first-lien term loan due 2024. The recovery rating is
'3', indicating our expectation for meaningful (65%) recovery in
the event of a payment default. We also assigned our 'CCC+'
issue-level and '6' recovery ratings to the company's $250 million
second-lien term loan due 2025. The '6' recovery rating indicates
our expectation for negligible (0%) recovery in the event of
payment default."

Centerbridge Partners has reached a definitive agreement to acquire
Davis Vision, the third largest U.S. vision care provider.  As part
of this transaction, Davis Vision will merge with Superior Vision,
a Centerbridge company, under Superior Vision's existing parent
holding company, Wink Holdco Inc.

S&P said, "The stable outlook reflects our expectation that Wink's
increased scale, some gains from organic growth, and moderate
synergies over the next year will translate into margins of 11%-12%
per our base case assumption. We believe these factors and slight
debt repayment will result in a modest de-leveraging trend over the
next year. We expect leverage between 6.5x and 7x by year-end 2018
and adjusted EBITDA interest coverage in the upper-2x area over the
next 12 months.

"We could lower our rating within the next 12 months if we believe
Wink's performance were to deteriorate meaningfully due to
integration risk or loss of a substantial customer. Under this
scenario, EBITDA would decline by 1%-2% from our base-case
projections. This would increase the risk of higher-than-expected
leverage and/or weaker-than-expected EBITDA coverage. The specific
trigger points that could lead to a downgrade include our forecast
of financial leverage above 7.5x and EBITDA coverage below 2x on a
sustained basis."

Rating upside potential for Wink in the next 12 months is limited.
However, key factors for consideration of a higher rating include
the ability to combine the two legacy entities successfully,
sustain profitable growth, and moderate its aggressive financial
policies. At that time, the combination of the above factors would
result in the company maintaining leverage below 5x and EBITDA
coverage above 3x on a sustained basis.


[*] JND's Keough Named Female Entrepreneur of the Year Finalist
---------------------------------------------------------------
Jennifer Keough, CEO and co-founder of JND Legal Administration, a
legal management and administration company serving law firms,
corporations and government entities, has been named a Female
Entrepreneur of the Year finalist in the 14th annual Stevie(R)
Awards for Women in Business.  As a finalist, Ms. Keough will
ultimately be recognized as a Gold, Silver or Bronze Stevie Award
winner.

The Stevie Awards for Women in Business honor women executives,
employees and the companies they run -- worldwide.  The Stevie
Awards have been hailed as the world's premier business awards.

"Every year we say that the current crop of Stevies for Women
nominations couldn't be better, and the next year we're proven
wrong," said Michael Gallagher, founder and president of the Stevie
Awards.  "The judges' scores and comments bear witness to the fact
that this year we will honor a truly remarkable class of women and
women-led organizations."

Finalists were chosen from a pool of more than 1,500 candidates by
more than 170 professionals serving on five specialized judging
committees.  Gold, Silver and Bronze Stevie Award winners will be
announced during a gala event on November 17 at the Marriott
Marquis Hotel in New York.  More details about the Stevie Awards
for Women in Business and the list of finalists are available at
https://stevieawards.com/women/2017-stevie-award-winners.

"It is an honor to be recognized among some of the world's most
accomplished female business leaders," Ms. Keough comments.  "I'm
proud of the results we have achieved at JND.  Our success is very
important to me, as is the culture we strive to create where men
and woman work collaboratively and equally.  Being recognized as a
Female Entrepreneur of the year is also a testament to the strong
partnership between me and JND's other co-founders, Neil Zola and
David Isaac."

Under Ms. Keough's leadership, JND has more than doubled its
revenues in just one year making it the fastest-growing company in
its industry.  As the only female CEO in the legal administration
sector, Ms. Keough serves as a mentor and role model for women
seeking to achieve professional success.

Prior to co-founding JND, Ms. Keough served as chief operating
officer and executive vice president of one of the largest class
action administration firms in the country at that time.
Previously, she worked as a class action business analyst at
Perkins Coie.  Ms. Keough holds a law degree and a master's in
finance from Seattle University, and was named as a "Women Worth
Watching" in 2015 and 2017 by Profiles in Diversity Journal.

                  About JND Legal Administration

JND Legal Administration -- http://www.JNDLA.com/-- is a legal
management and administration company led by a team of industry
veterans who are passionate about providing superior service to
clients.  Armed with decades of expertise and a powerful set of
tools, JND has deep experience expertly navigating the intricacies
of multiple, intersecting service lines including class action
settlements, corporate restructuring, eDiscovery, mass tort claims
and government services.  JND is trusted by law firms, government
agencies and Fortune 500 companies across the nation.  The company
is backed by Stone Point Capital and has offices in California,
Colorado, Minnesota, New York, Washington and Washington, D.C.


[*] Paul Basta Joins Paul Weiss' Bankruptcy Department as Co-Chair
------------------------------------------------------------------
Paul, Weiss, Rifkind, Wharton & Garrison LLP on Oct. 24, 2017,
disclosed that Paul M. Basta joined the firm as co-chairman of the
Bankruptcy & Corporate Reorganization Department, resident in the
New York office.  Mr. Basta advises debtors, creditors and
investors in complex restructurings in and out of court.

"We are thrilled to welcome one of the nation's most accomplished
and respected restructuring lawyers to our firm," said Paul, Weiss
chairman Brad S. Karp.  "The addition of Paul enhances the
preeminence and breadth of our bankruptcy practice and fits
squarely into our strategic plan."

"We have worked extensively with Paul over the years and admire the
quality and depth of his work and his unwavering commitment to
clients," said Alan W. Kornberg, chairman of the Bankruptcy &
Corporate Reorganization Department.  "Paul's broad experience
advising debtors, creditors and investors complements our team and
further strengthens our diverse restructuring practice."

"I am excited to join Paul, Weiss's world-class bankruptcy
practice," Mr. Basta said.  "I have long admired the firm's team of
professionals, as well as their culture and record of success. It
is a perfect fit for me."

Mr. Basta has represented debtors and creditors in some of the
highest-profile chapter 11 cases of the past two decades.  He has
also represented private equity clients in connection with their
distressed portfolio companies.

Mr. Basta's company-side representations have included A&P
Supermarkets, Barneys New York, Caesars Entertainment Operating
Co., Charter Communications, Global Crossing, Hawker Beechcraft,
Linn Energy, Longview Power, MoneyGram, Reader's Digest, Sabine Oil
& Gas and Samson Resources, among many others.  Major creditor
representations have included creditors of Nextel International,
Roust Inc. and Six Flags, among many others.

Consistently recognized as a leading bankruptcy lawyer by numerous
industry publications over the past 15 years, Mr. Basta is a fellow
of the American College of Bankruptcy.  He received a B.A. from the
University of Michigan and a J.D. from George Washington
University's National Law Center, where he was elected to the Order
of the Coif.  He is admitted to practice in New York.

Mr. Basta can be reached at:

         Paul M. Basta
         Partner
         PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
         Tel: +1-212-373-3023
         Fax: +1-212-492-0023
         E-mail:pbasta@paulweiss.com
         1285 Avenue of the Americas
         New York, NY 10019-6064s

                       About Paul, Weiss

Paul, Weiss -- http://www.paulweiss.com/-- is a firm of more than
900 lawyers with diverse backgrounds, personalities, ideas and
interests who provide innovative and effective solutions to its
clients' most complex legal and business challenges.  The firm
takes great pride in representing the world's leading companies in
their critical legal matters and most significant business
transactions, as well as individuals and organizations in need of
pro bono assistance.  


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Michael Damon Dugger
   Bankr. D. Ariz. Case No. 17-12259
      Chapter 11 Petition filed October 16, 2017
         Filed Pro Se

In re Yuichiro Sakurai and Akemi Sakurai
   Bankr. C.D. Cal. Case No. 17-22660
      Chapter 11 Petition filed October 16, 2017
         represented by: Nicholas W Gebelt, Esq.
                         E-mail: ngebelt@goodbye2debt.com

In re Vim + Vigor, LLC
   Bankr. D. Mass. Case No. 17-13830
      Chapter 11 Petition filed October 16, 2017
         See http://bankrupt.com/misc/mab17-13830.pdf
         represented by: Peter M. Daigle, Esq.
                         THE LAW OFFICE OF PETER M. DAIGLE, P.C.
                         E-mail: pmdaigleesq@yahoo.com

In re Bramhope Enterprises LLC
   Bankr. D. Md. Case No. 17-23783
      Chapter 11 Petition filed October 16, 2017
         See http://bankrupt.com/misc/mdb17-23783.pdf
         represented by: Robert Grossbart, Esq.
                         GROSSBART, PORTNEY & ROSENBERG
                         E-mail: robert@grossbartlaw.com

In re Brickley Enterprises LLC
   Bankr. D. Md. Case No. 17-23784
      Chapter 11 Petition filed October 16, 2017
         See http://bankrupt.com/misc/mdb17-23784.pdf
         represented by: Robert Grossbart, Esq.
                         GROSSBART, PORTNEY & ROSENBERG
                         E-mail: robert@grossbartlaw.com

In re Jaime Salas-Hernandez
   Bankr. D. Nev. Case No. 17-15514
      Chapter 11 Petition filed October 16, 2017
         represented by: Michael J. Harker, Esq.
                         E-mail: notices@harkerlawfirm.com

In re John Harper Dickerson
   Bankr. E.D.N.Y. Case No. 17-76332
      Chapter 11 Petition filed October 16, 2017
         Filed Pro Se

In re Teddy Valdez
   Bankr. E.D.N.Y. Case No. 17-76357
      Chapter 11 Petition filed October 16, 2017
         represented by: Ronald D Weiss, Esq.
                         E-mail: weiss@ny-bankruptcy.com

In re Kevin J. Bryson, D.D.S., P.C.
   Bankr. S.D.N.Y. Case No. 17-36745
      Chapter 11 Petition filed October 16, 2017
         See http://bankrupt.com/misc/nysb17-36745.pdf
         represented by: Michelle L. Trier, Esq.
                         GENOVA & MALIN
                         E-mail: michelle_genmal@optonline.net

In re Cardiac Connections: Home Health Care Nursing Services Corp.
   Bankr. E.D. Va. Case No. 17-35183
      Chapter 11 Petition filed October 16, 2017
         See http://bankrupt.com/misc/vaeb17-35183.pdf
         represented by: Robert S. Westermann, Esq.
                         HIRSCHLER FLEISCHER, P.C.
                         E-mail: rwestermann@hf-law.com

In re Richard Paul Herman
   Bankr. C.D. Cal. Case No. 17-14117
      Chapter 11 Petition filed October 17, 2017
         represented by: Michael Jones, Esq.
                         M. Jones & Associates, PC
                         E-mail: mike@mjthelawyer.com

In re The Fitness Factory, Inc.
   Bankr. N.D. Ill. Case No. 17-31029
      Chapter 11 Petition filed October 17, 2017
         See http://bankrupt.com/misc/ilnb17-31029.pdf
         represented by: Paul M. Bach, Esq.
                         BACH LAW OFFICES
                         E-mail: paul@bachoffices.com

In re Hans Futterman
   Bankr. S.D.N.Y. Case No. 17-12899
      Chapter 11 Petition filed October 17, 2017
         represented by: Joel Shafferman, Esq.
                         SHAFFERMAN & FELDMAN, LLP
                         E-mail: joel@shafeldlaw.com

In re Daniel A. Burns and Patricia A. Burns
   Bankr. W.D.N.Y. Case No. 17-12189
      Chapter 11 Petition filed October 17, 2017
         represented by: Daniel F. Brown, Esq.
                         ANDREOZZI BLUESTEIN LLP
                         E-mail: dfb@andreozzibluestein.com

In re Cathleen Carole Walker
   Bankr. D. Or. Case No. 17-33888
      Chapter 11 Petition filed October 17, 2017
         represented by: Ted A. Troutman, Esq.
                         E-mail: tedtroutman@gmail.com

In re Raul Pedraza
   Bankr. S.D. Tex. Case No. 17-35846
      Chapter 11 Petition filed October 17, 2017
         represented by: Brian A. Kilmer, Esq.
                         KILMER CROSBY & WALKER PLLC
                         E-mail: bkilmer@kcw-lawfirm.com

In re Philip Ali Gentry and Jeanette Coutin-Gentry
   Bankr. E.D. Va. Case No. 17-13507
      Chapter 11 Petition filed October 17, 2017
         represented by: Robert M. Marino, Esq.
                         REDMON PEYTON & BRASWELL, LLP
                         E-mail: rmmarino@rpb-law.com

In re Installation Services & Delivery Inc.
   Bankr. W.D. Va. Case No. 17-71402
      Chapter 11 Petition filed October 17, 2017
         See http://bankrupt.com/misc/vawb17-71402.pdf
         represented by: Andrew S. Goldstein, Esq.
                         MAGEE GOLDSTEIN LASKY & SAYERS, P.C.
                         E-mail: agoldstein@mglspc.com

In re James Richard Barnes and Susan Lane Barnes
   Bankr. D. Ariz. Case No. 17-12364
      Chapter 11 Petition filed October 18, 2017
         represented by: Kenneth L. Neeley, Esq.
                         NEELEY LAW FIRM, PLC
                         E-mail: ecf@neeleylaw.com

In re Gregory Lamont Belcher
   Bankr. N.D. Cal. Case No. 17-52528
      Chapter 11 Petition filed October 18, 2017
         Filed Pro Se

In re EMC Group, Inc.
   Bankr. S.D. Fla. Case No. 17-22636
      Chapter 11 Petition filed October 18, 2017
         See http://bankrupt.com/misc/flsb17-22636.pdf
         represented by: Kenneth R. Noble, Esq.
                         NOBLE LAW FIRM, P.A.
                         E-mail: ray@noblelawfirmpa.com

In re Spray Force Systems Inc.
   Bankr. E.D.N.Y. Case No. 17-45368
      Chapter 11 Petition filed October 18, 2017
         See http://bankrupt.com/misc/nyeb17-45368.pdf
         represented by: Aileen Perez, Esq.
                         LAW OFFICES OF PEREZ & BONOMO, LLC
                         E-mail: aperezesq@yahoo.com

In re Seamus Realty Corp.
   Bankr. E.D.N.Y. Case No. 17-76424
      Chapter 11 Petition filed October 18, 2017
         See http://bankrupt.com/misc/nyeb17-76424.pdf
         Filed Pro Se

In re Front Street Ventures, LLC
   Bankr. E.D. Pa. Case No. 17-17047
      Chapter 11 Petition filed October 18, 2017
         See http://bankrupt.com/misc/paeb17-17047.pdf
         Filed Pro Se

In re Vidal Rosario Leon
   Bankr. D.P.R. Case No. 17-06542
      Chapter 11 Petition filed October 18, 2017
         represented by: Luisa S. Valle Castro, Esq.
                         C. CONDE & ASSOCIATES
                         E-mail: notices@condelaw.com

In re LP Cleaners, Inc.
   Bankr. E.D. Tenn. Case No. 17-33170
      Chapter 11 Petition filed October 18, 2017
         See http://bankrupt.com/misc/tneb17-33170.pdf
         represented by: Keith L. Edmiston, Esq.
                         EDMISTON LAW FIRM, PLLC
                         E-mail: kedmiston@edmistonlawfirm.com

In re Cisco's Westlake Village Corporation
   Bankr. C.D. Cal. Case No. 17-11891
      Chapter 11 Petition filed October 19, 2017
         See http://bankrupt.com/misc/cacb17-11891.pdf
         represented by: Andrew S. Mansfield, Esq.
                         MANSFIELD LAW CORPORATION
                         E-mail: amansfield@mansfield.law

In re Eric John Diesel
   Bankr. C.D. Cal. Case No. 17-22849
      Chapter 11 Petition filed October 19, 2017
         Filed Pro Se

In re Christopher Owen Horsnell and Sandra Caroline Horsnell
   Bankr. S.D. Fla. Case No. 17-22662
      Chapter 11 Petition filed October 19, 2017
         represented by: Brian S Behar, Esq.
                         E-mail: bsb@bgglaw.net

In re Heart and Vascular Associates of Acadiana, P.C.
   Bankr. W.D. La. Case No. 17-51387
      Chapter 11 Petition filed October 19, 2017
         See http://bankrupt.com/misc/lawb17-51387.pdf
         represented by: Rodd C. Richoux, Esq.
                         RICHOUX LAW FIRM, LLC
                         E-mail: ecf@richouxlawfirm.com

In re Jill S. Becker
   Bankr. D. Mass. Case No. 17-13868
      Chapter 11 Petition filed October 19, 2017
         represented by: Timothy M. Mauser, Esq.
                         LAW OFFICE OF TIMOTHY MAUSER, ESQ.
                         E-mail: tmauser@mauserlaw.com

In re Weston O. Graves, Jr.
   Bankr. D. Mass. Case No. 17-13876
      Chapter 11 Petition filed October 19, 2017
         represented by: Timothy M. Mauser, Esq.
                         LAW OFFICE OF TIMOTHY MAUSER, ESQ.
                         E-mail: tmauser@mauserlaw.com

In re Pedro Vazquez Chona
   Bankr. D. Nev. Case No. 17-15627
      Chapter 11 Petition filed October 19, 2017
         represented by: Michael J. Harker, Esq.
                         E-mail: notices@harkerlawfirm.com

In re Lawrence Best
   Bankr. E.D.N.Y. Case No. 17-45392
      Chapter 11 Petition filed October 19, 2017
         represented by: Tanya Dwyer, Esq.
                         DWYER LAW FIRM LLC
                         E-mail: info@dwyerlawnyc.com

In re Greene Avenue Restoration Corp
   Bankr. E.D.N.Y. Case No. 17-45394
      Chapter 11 Petition filed October 19, 2017
         See http://bankrupt.com/misc/nyeb17-45394.pdf
         Filed Pro Se

In re Keith Hills and Diane Hills
   Bankr. S.D.N.Y. Case No. 17-36764
      Chapter 11 Petition filed October 19, 2017
         represented by: Michelle L. Trier, Esq.
                         GENOVA & MALIN
                         E-mail: michelle_genmal@optonline.net

In re Metro Development of W.N.Y., LLC
   Bankr. W.D.N.Y. Case No. 17-12225
      Chapter 11 Petition filed October 19, 2017
         See http://bankrupt.com/misc/nywb17-12225.pdf
         represented by: Robert B. Gleichenhaus, Esq.
                         GLEICHENHAUS, MARCHESE & WEISHAAR, P.C.
                         E-mail: RBG_GMF@hotmail.com

In re Party Nation LLC
   Bankr. M.D. Pa. Case No. 17-04355
      Chapter 11 Petition filed October 19, 2017
         See http://bankrupt.com/misc/pamb17-04355.pdf
         Filed Pro Se

In re J&S Auto, Inc.
   Bankr. D. Mass. Case No. 17-13911
      Chapter 11 Petition filed October 20, 2017
         See http://bankrupt.com/misc/mab17-13911.pdf
         represented by: George J. Nader, Esq.
                         RILEY & DEVER, P.C.                       
E-mail: nader@rileydever.com



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

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

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

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

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***