TCR_Public/171101.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, November 1, 2017, Vol. 21, No. 304

                            Headlines

1776 AMERICAN: ELV US Buying Houston Properties for $1.5M
315 FRANKLIN: NOVO Buying Washington DC Property for $9M
9 HOUSTON LLC: Taps Nathan Sommers as Legal Counsel
A & K ENERGY: Plan Filing Delayed Due to Hurricane Irma
ACRISURE LLC: Moody's Rates $725MM 8-Year Sr. Unsecured Notes Caa2

ADVANCED IRONWORKS: Taps Nold Muchinsky as Legal Counsel
AEROGROUP INT'L: Committee Taps Cooley as Lead Counsel
AEROGROUP INT'L: Committee Taps Gellert Scali as Co-Counsel
AEROGROUP INT'L: Committee Taps Province as Financial Advisor
ALEVO USA: Taps CohnReznick as Investment Banker

ANDERSON SHUMAKER: Exclusive Plan Filing Deadline Moved to Nov. 28
APOLLO ENDOSURGERY: Incurs $4.90 Million Net Loss in 3rd Quarter
APPVION INC: Stroock, Young Conway Represent 2nd Lien Noteholders
ARMADA LEASING: Hires Tiger Capital to Auction 96 Trailers
ATIF INC: Committee Taps Becker & Poliakoff as Special Counsel

AUTO MASTERS: Has Court's Interim Nod to Use Cash Collateral
AVAYA INC: Appoints Patrick O'Malley as Chief Financial Officer
B N EMPIRE: Hires LomanginoCRE LLC as Real Estate Broker
CALATLANTIC GROUP: Moody's Puts Ba2 CFR Under Review for Upgrade
CAMPERWORLD INC: Souvall Buying All Assets for Approximately $6.5M

CAMPERWORLD INC: Wants to Obtain Financing from Souvall Management
CAPITAL TRANSPORTATION: November 8 Disclosure Statement Hearing
CC CARE LLC: Case Summary & 20 Largest Unsecured Creditors
CDRH PARENT: Moody's Lowers CFR to Caa1; Outlook Stable
CIRCLE MEDIA: Circle Orange Buying All Assets for $500K

CLAUDIA MANCINI: 910 Brownstone Buying Hoboken Property for $550K
CORNBREAD VENTURES: Case Summary & 20 Largest Unsecured Creditors
CRANBERRY GROWERS: Committee Taps Goldstein as Legal Counsel
CROFTON & SONS: Trustee Proposes to Pay Contingent Fees to Hahn
DAVID CHAMBERLAIN: Sale of Amory Property for $30K Approved

DONALD MARTIN: Proposes Searcy Auction of Property on Nov. 11
DYNAMIC INTERNATIONAL: Taps Jackson Lewis as Special Counsel
ENVIRO-SAFE: Airosol Buying Product Filler for $200K
ENVIRO-SAFE: Heritage Packaging Buying Scissor Lift for $3K
EVERGREEN PRODUCTS: Voluntary Chapter 11 Case Summary

FNC CORPORATION: Case Summary & 17 Largest Unsecured Creditors
GARY GRIFFITH: Garrisons Buying Winnsboro Property for $1.8 Million
GENERAL NUTRITION: Bank Debt Trades at 5.06% Off
GETTY IMAGES: Bank Debt Trades at 10.37% Off
GILDED AGE: Taps Kirby Commercial as Real Estate Agent

HKD TREATMENT: Hires Mestone & Associates as Counsel
J&S AUTO: Hires Riley & Dever as Counsel
JAGGER MERGER: Moody's Assigns B3 Corporate Family Rating
JAMES R. PITCAIRN: Taps Gary W. Short as Legal Counsel
LENFORD WILLIAMS: Rakines Buying Miramar Property for $530K

LISA BEENE: Christian Rev Trust Buying Property for $1M
LONG BROOK: DaSilva & Marin Buying Stratford Property for $825K
M & G USA: Case Summary & 30 Largest Unsecured Creditors
MCAADS.COM LLC: Plan Confirmation Hearing on Nov. 30
MD2U MANAGEMENT: NHI Buying Substantially All Assets for $4M

MILLERS HERITAGE: Nov. 21 Plan Confirmation Hearing
MISSISSIPPI VALLEY BROADCASTING: Hires Kalil & Co as Broker
NEIMAN MARCUS: Bank Debt Trades at 21.40% Off
NEXION HEALTH: Case Summary & 20 Largest Unsecured Creditors
NORTH CAROLINA TOBACCO: Court Approves J. Northen as Ch. 11 Trustee

NORTHWEST PEDIATRIC: Court Okays Disclosures, Confirms Plan
OWENS CORNING: Moody's Revises Outlook to Stable & Affirms Ba1 CFR
PAYLESS HOLDINGS: Canadian Recognition 1st-Day Orders Not Automatic
PETCO ANIMAL: Bank Debt Trades at 17.35% Off
PINPOINT WAREHOUSING: Wants to Use Cash Collateral in Operations

PROSPECTOR OFFSHORE: Fee Examiner Taps Bielli & Klauder as Counsel
RADIATE HOLDCO: Moody's Confirms B2 Corporate Family Rating
REPLOGLE HARDWOOD: Has Interim Nod to Use Cash Collateral
RICHARD LUTZ: Proposes Sale of Antiques at Auction
SADEX CORPORATION: Trustee Taps Barg & Henson as Accountant

SANTA CRUZ PLUMBING: Nov. 2 Plan and Disclosure Statement Hearing
SHEPHERD UNIVERSITY: Taps NEA's Mark Richardson as Appraiser
SOUTH COAST: Wants to Use Briar Capital's Cash Collateral
SOUTHWORTH COMPANY: Taps Doherty Wallace as Special Counsel
SPECTRUM HEALTHCARE: To Pay $121,250 for Committee's Professionals

TEC-AIR INC: Chatterjee Management Buying All Assets for $4 Million
TRACY JOHN CLEMENT: Trustee Selling Wanamingo Property for $630K
TWIN PONDS: Scraders Buying Centerville Property for $950K
U.S. TOMMY: May Use Cash Collateral Until Nov. 16
VASARI LLC: Case Summary & 20 Largest Unsecured Creditors

VISION QUEST: Needs More Time to Negotiation Plan with Citibank
WALL GROUP: Wants to Use Cash Collateral to Continue Operations
WENDY TAYLOR: Hearing on Disclosures Approval Set for Dec. 12
WHOLELIFE PROPERTIES: Hayward Property Sale Denied
WYNIT DISTRIBUTION: Avanquest Buying WD Encore Assets for $1M

YRC WORLDWIDE: Bank Debt Trades at 2.60% Off

                            *********

1776 AMERICAN: ELV US Buying Houston Properties for $1.5M
---------------------------------------------------------
1776 American Property IV, LLC, and its affiliates, ask the U.S.
Bankruptcy Court for the Southern District of Texas to authorize
the sale to ELV US, LLC of 1776 American Properties V, LLC's real
properties: (i) 5622 Woodbrook Way, Houston, Texas, also known as
Lot 13, Block 2 of Edison Park; (ii) 5621 Mina Way, Houston, Texas,
also known as Lot 4, Block 2 of Edison Park; and (iii) 5617 Mina
Way, Houston, Texas, also known as Lot 5, Block 2 of Edison Park
for $1,485,000 ($495,000 each).

Objections, if any, must be filed within 21 days of the date of
service.

1776 V currently owns eight single family residences located in the
Edison Park Subdivision, including the Properties.  The Debtor
obtained title to the Properties through Deeds in Lieu of
Foreclosure filed and recorded on April 19, 2017.  The Properties
are each subject to a mortgage, which is secured by a first lien
deed of trust held by PS Funding, Inc.  Each mortgage is reflected
by a promissory note in the original principal amount of $350,000.
Interest is accruing at 12% per-annum.  The obligor on the notes is
First Chapel Development.  The holder of the notes is PS Funding,
Inc.  The current principal balance of each note is approximately
$350,000, plus fees and related charges.  The sales proceeds will
be sufficient to pay-off the Notes in full at closing.

The Movant and Purchaser entered into contracts for the sale of the
Properties.  Under the terms of the contracts, the closing must
occur no later than Nov. 30, 2017.  The Properties will be sold,
transferred and conveyed free and clear of liens, claims, and
encumbrances.  All liens will attach to the proceeds of the sale or
be paid through the closing by the title company.  Upon execution
of the contracts by both parties, the Buyer will deposit $1,000 as
earnest money with Fidelity National Title, Carrie Morrison.

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

     http://bankrupt.com/misc/1776_American_464_Sales.pdf

The Debtor is represented by David Hashem an RE/MAX Executives, in
the transaction.  The Buyer is not represented by a broker.
Pursuant to the Order Authorizing Application to David Hashem and
RE/MAX, Movant requests approval of the 3% commission to the
Movant's broker.

From the proceeds of the sale, 1776 V proposes to pay (i) the 2016
and pro-rata 2017 ad-valorem property taxes owed on the Properties
at the closing; (ii) the Note and accrued interest and fees in full
at closing; (iii) any other secured claim on the property,
including past due HOA assessments; and (iv) normal and customary
closing costs and fees.

Emergency consideration and approval of the Motion is required to
allow the parties to close on the transaction as soon as possible.
A delay in the closing may prejudice either the Movant or the
Purchaser, or both.  Further, failure to timely close may result in
a default in the Agreed Order Conditioning Automatic Stay entered
by the Court on Oct. 17, 2017.  The Agreed Order contemplates the
sale of the Properties.

The Debtors ask the Court to waive any 14-day stay imposed by
Bankruptcy Rules 6004 and 6006.

               About 1776 American Properties IV

Historically, 1776 American Properties IV LLC, et al., were
companies managed by Jeff Fisher.  In 2008, Mr. Fisher began
investing in real estate in the Houston area.  Mr. Fisher worked
with friends and other business contacts in Asia who decided to
invest in special purpose entities organized in the Cayman
Islands.

The offshore companies would then loan money to Delaware based
limited liability companies, who in turn invested in real estate in
the United States.  By 2012, the U.S. based LLC's had acquired over
70 properties worth over $10 million.  As of January 2017, 1776
American Properties, et al., own 116 rental single family
homes / apartment units, five single family homes, and 76 vacant
lots.  In addition, 1776 IV, 1776 V, 1776 VII and 1776 VIII hold
promissory notes and profit sharing arrangements with various
builders on approximately 58 lots.

1776 American Properties IV LLC and its 12 affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Lead Case No. 17-30422) on Jan. 27, 2017.  The petitions were
signed by Jeff Fisher, director.

1776 American Properties IV estimated assets of $1 million to $10
million and liabilities of less than $50,000.

The cases are assigned to Judge Karen K. Brown.

Josh T. Judd, Esq., at Andrews Myers P.C., serves as the Debtors'
bankruptcy counsel.

No trustee or examiner has been appointed in the bankruptcy cases,
and no official committee of unsecured creditors has been
established.


315 FRANKLIN: NOVO Buying Washington DC Property for $9M
--------------------------------------------------------
315 Franklin, LLC, and its debtor-affiliates ask the U.S.
Bankruptcy Court for the District of Columbia to authorize the sale
of the real property located at 315-325 Franklin Street, N.E.,
Washington, D.C., which is an improved by a 76-unit residential
apartment project known as East and West Panorama Court, together
with certain related personal and intangible property, to NOVO
Development Corp. for $9,000,000.

The Debtor purchased the Property from Shirley M. Singletary and
Cornelius C. and Emma I. Dudley on April 25, 2012.

Two consensual liens encumber the Property: (i) a first-priority
deed of trust securing a promissory note dated June 22, 2012, in
the original principal amount of $4,227,000, assigned to Federal
National Mortgage Association ("Fannie Mae"); and (ii) a
second-priority deed of trust securing a promissory note dated Dec.
30, 2013, in the original principal amount of $1,200,000, also
assigned to Fannie Mae.  Fannie Mae asserted in a July 31, 2017
Complaint against the Debtor in the Superior Court of the District
of Columbia that the aggregate amounts due under the Notes exceeded
$5.7 million.

In addition, the District of Columbia recorded Litter Control
Administration Act liens against the Property on Nov. 13, 2015 in
the amount of $600, and on Dec. 19, 2016 in the amount of $4,500.


The Debtor's schedules, as filed with the Court on Oct. 11, 2017,
reflect that as of the Petition Date there were unsecured priority
claims against its estate of approximately $39,043, and unsecured,
non-priority, non-insider claims against its estate of
approximately $93,704, for total non-insider unsecured claims of
approximately $132,747.  While it is possible that additional
pre-petition, non-insider unsecured claims against the Debtor may
hereafter be identified or asserted, the Debtor is unaware of
significant non-insider pre-petition claims other than those
subsumed within the foregoing aggregate figures.

Since acquiring the Property, the Debtor has used its revenues to
pay for quality services to its residents and to maintain and
improve the Property’s physical condition and systems.
Nonetheless, the Property has not generated sufficient cash flow to
permit the Debtor to satisfy all of its loan and operational
obligations as they have come due.

In light of the Debtor's limited financial success and Fannie Mae's
efforts to take control, and conduct a foreclosure sale of, the
Property, the Debtor determined that it was in its best interests,
and that of its residents and creditors, to sell the Property to an
independent third party at a price that would allow the Debtor to
satisfy the Notes and its other financial obligations.

In 2016, the Debtor formally listed the Property for sale with
Greysteel, a national transactional commercial property advisor.
During the time the Property was listed with Greysteel, the Debtor
did not receive any satisfactory purchase offers.  In 2017, the
Debtor contacted purchasers who had previously expressed an
interest in the Property.  Through this process, it received
several letters of intent.

The Debtor determined, in the exercise of its business judgment,
that the letter of intent submitted by NOVO represented the highest
and best offer to purchase the Property.  Thereafter, the Debtor
and NOVO engaged in arm's-length negotiations which resulted in the
Purchase and Sale Agreement, dated as of Sept. 12, 2017, for the
sale of the Property to NOVO for the cash price of $9,000,000, free
and clear of liens and interests, other than existing tenant
leases.

Pursuant to the section 2.2 of the Purchase Agreement, NOVO has
lodged an earnest money deposit of $200,000 with Premium Title &
Escrow, which will be applied against the purchase price at
closing.  Under Section 2.5 of the Purchase Agreement, closing on
the sale of the Property to NOVO is to occur 30 days following
Court approval of the sale.

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

     http://bankrupt.com/misc/315_Franklin_62_Sales.pdf

The Debtor is unaware of any other voluntary liens against the
Property or any interests relating to the Property which are not
subject to one or more provisions of section 363(f).  It intends to
pay any and all unpaid real estate taxes and charges for utilities
relating to the Property from the proceeds of sale at closing.  The
sale will be subject to all existing tenant leases for apartment
units at the Property.

Secured and non-insider unsecured claims against the Debtor are
approximately $5,920,330, while the gross sale proceeds under the
Purchase Agreement will be $9,000,000.  Accordingly, the sale will
permit the Debtor to pay all of its secured and non-insider
unsecured creditors in full and in cash.  The sale will also
transfer risk of loss as to the Property to NOVO and will relieve
the Debtor of any management responsibilities, so that post-sale,
the Debtor's primary focus will be the determination and payment of
creditor claims.  Accordingly, the Debtor asks the Court to approve
the relief sought.

The Purchaser:

          NOVO DEVELOPMENT CORP.
          519 11th Street, SE
          Washington, DC 20003
          Attn: Greg Selfridge
          Telephone: (202) 390-6178
          Facsimile: (202) 315-1110

The Purchaser is represented by:

          Roger N. Simon, Esq.
          FRIEDLANDER MISLER, PLLC
          5335 Wisconsin Ave., N.W., Suite 600
          Washington, DC 20015
          Telephone: (202) 521-7751
          Facsimile: (202) 857-8343

                       About 315 Franklin

315 Franklin, LLC, based in Bethesda, Maryland, and its affiliates,
filed a Chapter 11 petition (Bankr. D. D.C. Lead Case No. 17-00512)
on Sept. 13, 2017.  The Debtors estimated 1 million to 10 million
in both assets and liabilities.  The petition was signed by Carter
A. Nowell, manager.  The Hon. Martin S. Teel, Jr., presides over
the case.  Stephen E. Leach, Esq., at Hirschler Fleischer PC,
serves as the Debtor's bankruptcy counsel.


9 HOUSTON LLC: Taps Nathan Sommers as Legal Counsel
---------------------------------------------------
9 Houston LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to hire Nathan Sommers Jacobs, APC as
its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; examine claims of creditors; assist in the
preparation of a plan of reorganization; and provide other legal
services related to its Chapter 11 case.

The firm's hourly rates range from $380 to $675 for shareholders,
$210 to $330 for associates, and $125 to $220 for paralegals.

Ronald Sommers, Esq., and Jarrod Martin, Esq., the attorneys who
will be handling the case, will charge $550 per hour and $330 per
hour, respectively.

Prior to the petition date, 801 Holding LLC, an affiliated entity,
remitted $150,000 to Nathan Sommers for various matters, including
the Debtor's bankruptcy.

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

The firm can be reached through:

     Ronald J. Sommers, Esq.
     Nathan Sommers Jacobs, APC
     2800 Post Oak Blvd., 61st Floor
     Houston, TX 77056-5705
     Tel: (713) 960-0303
     Fax: (713) 892-4800
     Email: rsommers@nathansommers.com

                       About 9 Houston LLC

9 Houston LLC owns a fee simple interest in 5.396 acres of land
located at 1317 Post Oak Park Drive, Houston, Texas, valued at
$29.39 million.  The Debtor is a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)).

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Tex. Case No. 17-35614) on September 30, 2017.
David Schmidt, manager, signed the petition.

At the time of the filing, the Debtor disclosed $29.39 million in
assets and $18.65 million in liabilities.  

Judge Jeff Bohm presides over the case.


A & K ENERGY: Plan Filing Delayed Due to Hurricane Irma
-------------------------------------------------------
A & K Energy Conservation, Inc., asks the U.S. Bankruptcy Court for
the Middle District of Florida to extend the exclusivity periods
during which the Debtor may file a plan of reorganization through
Jan. 31, 2018, and solicit acceptances of the plan through April 2,
2018.

As reported by the Troubled Company Reporter on Aug. 10, 2017, the
Court previously extended the exclusive periods during which the
Debtor may file a plan of reorganization through Oct. 30, 2017, and
solicit acceptances of the plan through Dec. 29, 2017.

The Debtor also asks that the Court extend through and including
Jan. 31 the deadline for the Debtor to file a plan and disclosure
statement.

The Debtor operates primarily from its headquarters in Dade City
and has a significant operational presence in Florida.  The
Debtor's operations were severely limited during the first two
weeks of September because of Hurricane Irma.  The Debtor lost
power for nearly a week.  In addition, certain of the Debtor's
customers put a temporary hold on existing maintenance and
projects.  These two things alone resulted in a significant delay
in billing and collections.

In addition, the Debtor has started to implement the restructuring
plan to include: restructure of senior management group; headcount
reduction; key area cost reduction; renegotiating customer
contracts with price increases; implementing automated systems in
time keeping, billing, expense management and inventory; merging
and consolidating service routes; reducing onboarding time for new
technicians and reducing turnover; implementing productivity
incentive plan and management incentive compensation program.
Results from the execution of many of these restructuring steps
started to show in August 2017.

For the disruption caused by Hurricane Irma, the Debtor would have
some data regarding the impact of these programs, which could be
used as a baseline and framework for the formulation of a plan.
Due to the hurricane, the Debtor does not have sufficient history
and metrics measurements to formulate a plan, and needs additional
time to appraise the impact of these programs on the forecast
period before proposing a plan.

               About A & K Energy Conservation, Inc.

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

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

The Debtor hired Bill Maloney of Bill Maloney Consulting, as chief
restructuring officer; and Wells Houser & Schatzel, P.A., as
certified public accountant.


ACRISURE LLC: Moody's Rates $725MM 8-Year Sr. Unsecured Notes Caa2
------------------------------------------------------------------
Moody's Investors Service has assigned a Caa2 rating to $725
million of eight-year senior unsecured notes being issued by
Acrisure, LLC. The company will use proceeds of the offering to
repay all of its second-lien term loan, pay related fees and
expenses, and help fund acquisitions. In connection with this
offering, Acrisure is upsizing and repricing its first-lien term
loan, as noted in Moody's press release of October 25, 2017.
Moody's has assigned a B2 rating to the new first-lien term loan
that will encompass the upsizing and repricing, and replace the
company's existing first-lien term loan facilities. The rating
outlook remains negative, based on Acrisure's continued aggressive
acquisition strategy and its steadily rising debt burden.

RATINGS RATIONALE

Acrisure's ratings reflect its growing market presence in US
insurance brokerage, its good mix of business across property &
casualty insurance and employee benefits, its healthy EBITDA
margins, and the majority ownership stake held by Acrisure
Management and Agency Partners, which helps align interests across
the firm, according to Moody's.

Offsetting these strengths are the company's aggressive acquisition
strategy, rising debt burden and persistently high financial
leverage. The rapid growth heightens the management challenges of
integrating accounting and information systems, and limiting the
firm's exposure to errors and omissions in its delivery of products
and services. Moreover, the company has large contingent earnout
liabilities that use a substantial portion of free cash flow,
limiting the amounts available to service debt.

Acrisure completed over 190 acquisitions from the start of 2014
through mid-2017, noted Moody's. The company's reported revenue
nearly tripled in 2014, more than doubled in 2015, nearly doubled
in 2016, and continues its steep rise in 2017. To help fund these
acquisitions, Acrisure has steadily increased its debt and
equivalents (including Moody's adjustments for operating leases and
the cash portion of contingent earnout liabilities) as follows: $96
million at year-end 2013, $388 million at year-end 2014, $1.0
billion at year-end 2015, $1.6 at year-end 2016 and $2.6 billion at
June 30, 2017. The high volume of deals and rapid increase in debt
give Acrisure little capacity to withstand disruptions in its
existing or acquired operations.

Acrisure's pro forma debt-to-EBITDA ratio will be in the range of
7.3x-7.5x, per Moody's estimates, after giving effect to the
proposed incremental borrowings along with run-rate EBITDA from
acquisitions funded by those borrowings. Pro forma (EBITDA - capex)
interest coverage will be in the range of 1.5x-2.0x, and the
free-cash-flow-to-debt ratio will be in the low-to-mid-single
digits. The free cash flow after contingent earnout payments will
be close to zero.

Given the negative rating outlook, it is unlikely that Acrisure's
ratings would be upgraded in the near future. Factors that could
lead to a stable outlook include: (i) debt-to-EBITDA ratio below
7.2x, (ii) (EBITDA - capex) coverage of interest consistently above
1.8x, (iii) free-cash-flow-to-debt ratio (after contingent earnout
payments) exceeding 2%, and (iv) a slowdown in acquisitions leading
to some convergence of reported and pro forma EBITDA.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 7.5x, (ii) (EBITDA - capex) coverage of
interest below 1.2x, (iii) free-cash-flow-to-debt ratio (after
contingent earnout payments) remaining below 1%, or (iv)
significant disruptions to existing or newly acquired operations.

Moody's has assigned the following ratings (and loss given default
(LGD) assessments):

New $725 million senior unsecured notes maturing in 2025 at Caa2
(LGD5);

New $2.2 billion (including pending $325 million increase)
first-lien term loan maturing in November 2023 at B2 (LGD3).

When the transactions close, Moody's will withdraw the ratings on
Acrisure's existing first-lien and second-lien term loans, as these
facilities will be fully repaid/terminated.

The rating outlook for Acrisure is negative.

The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in September 2017.

Based in Grand Rapids, Michigan, Acrisure distributes a range of
property & casualty insurance, employee benefits and related
products to small and mid-sized US businesses through offices in
more than half the states, mainly in the Midwest, Northeast, South
and West. The company generated revenue of $683 million for the 12
months through June 2017.



ADVANCED IRONWORKS: Taps Nold Muchinsky as Legal Counsel
--------------------------------------------------------
Advanced Ironworks Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Washington to hire Nold Muchinsky
PLLC as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; assist in the
preparation of a plan of reorganization; and provide other legal
services related to its Chapter 11 case.

Nold Muchinsky and its attorneys and staff do not represent any
interest adverse to the Debtor or its estate, according to court
filings.

The firm maintains an office at:

     Nold Muchinsky PLLC
     10500 NE 8th Street, Suite 930
     Bellevue, WA 98004
     Phone: 425-289-5555
     Fax: 425-289-6666

                  About Advanced Ironworks Inc.

Advanced Ironworks, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Wash. Case No. 17-10313) on Jan. 26, 2017,
estimating its assets and liabilities at between $100,001 and
$500,000 each.  Judge Timothy W. Dore presides over the case.


AEROGROUP INT'L: Committee Taps Cooley as Lead Counsel
------------------------------------------------------
The official committee of unsecured creditors of Aerogroup
International, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Cooley LLP as its lead
counsel.

The firm will, among other things, provide the committee with legal
advice on issues concerning the Chapter 11 cases of Aerogroup and
its affiliates; investigate the pre-bankruptcy transactions
involving the Debtors; assist in the Debtors' efforts to reorganize
or sell their assets; and assist the committee in negotiations on
any proposed bankruptcy plan.

The attorneys and paralegal expected to handle the cases and their
hourly rates are:

     Cathy Hershcopf         Partner            $1,055
     Michael Aaron Klein     Special Counsel      $885
     Sarah Carnes            Associate            $595
     Mollie Canby            Paralegal            $240

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

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Ms.
Hershcopf disclosed that her firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements.

Ms. Hershcopf also disclosed that her firm has not represented the
committee in the 12 months prior to the Debtors' bankruptcy and
that the committee has already approved its prospective budget and
staffing plan, which covers the period September 26 to December 31,
2017.

Cooley can be reached through:

     Cathy Hershcopf, Esq.
     Cooley LLP
     The Grace Building
     1114 Avenue of the Americas, 46th Floor
     New York, NY 10036-7798
     Tel: (212) 479-6000
     Email: chershcopf@cooley.com

                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; Piper
Jaffray & Co. as investment banker; 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.


AEROGROUP INT'L: Committee Taps Gellert Scali as Co-Counsel
-----------------------------------------------------------
The official committee of unsecured creditors of Aerogroup
International, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Gellert Scali Busenkell &
Brown, LLC.

Gellert will serve as co-counsel with Cooley LLP, the firm tapped
by the committee to be its lead counsel in the Chapter 11 cases of
Aerogroup and its affiliates.

The services to be provided by the firm include advising the
committee on local rules, practices and procedures; drafting and
filing of documents as requested by Cooley; and providing
administrative support to the lead counsel.

The firm's hourly rates range from $425 to $460 for partners, $275
to $350 for associates and of counsel, and $105 to $210 for
paraprofessionals.

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

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Busenkell disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements.

Mr. Busenkell also disclosed that no Gellert professional has
varied his rate based on the geographic location of the Debtors'
cases and that the committee has already approved its staffing and
prospective budget.

Gellert can be reached through:

     Michael Busenkell, Esq.
     Gellert Scali Busenkell & Brown, LLC
     1201 N. Orange Street, Suite 300
     Wilmington, DE 19801
     Email: contact@gsbblaw.com

                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; Piper
Jaffray & Co. as investment banker; 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.


AEROGROUP INT'L: Committee Taps Province as Financial Advisor
-------------------------------------------------------------
The official committee of unsecured creditors of Aerogroup
International, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Province, Inc. as its
financial advisor.

The firm will provide these services to the committee in connection
with the Chapter 11 cases of Aerogroup and its affiliates:

     (a) analyze the Debtors' cash collateral budget, assets and
         liabilities, and overall financial condition;

     (b) advise the committee on the Debtors' restructuring plan
         or assist in formulating and implementing its own plan;

     (c) monitor the store liquidations and sale process,
         interface with the Debtors' professionals, and advise
         the committee regarding the process;

     (d) prepare or review avoidance action and claim analyses;

     (e) assist the committee in reviewing the Debtors' financial
         reports;

     (f) advise the committee on the current state of the
         Debtors' cases;

     (g) advise the committee in negotiations with the Debtors
         and third parties as necessary; and

     (h) participate as a witness in hearings before the
         bankruptcy court, if necessary.

The firm's hourly rates are:

     Principal             $690 - $745
     Managing Director     $580 - $630
     Senior Director       $540 - $570
     Director              $470 - $530
     Senior Associate      $400 - $460
     Associate             $340 - $390
     Analyst               $270 - $330
     Paraprofessional             $150

Stilian Morrison, managing director of Province, disclosed in a
court filing that the firm has no connection with the Debtors or
any of their creditors.

The firm can be reached through:

     Stilian Morrison
     Province, Inc.
     2360 Corporate Circle, Suite 330
     Henderson, NV 89074

                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; Piper
Jaffray & Co. as investment banker; 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.


ALEVO USA: Taps CohnReznick as Investment Banker
------------------------------------------------
Alevo USA, Inc. and Alevo Manufacturing, Inc. seek approval from
the U.S. Bankruptcy Court for the Middle District of North Carolina
to hire an investment banker in connection with their Chapter 11
cases.

The Debtors propose to employ CohnReznick Capital Markets
Securities, LLC to, among other things, evaluate their business and
restructuring alternatives; assist them in negotiating with bidders
for their assets and evaluating their offers; and provide regular
reporting on the progress of the bidding process.

CohnReznick will receive a retainer of $75,000 from the Debtors.
The Debtors' parent companies will also provide a $75,000 retainer
but if issues regarding such payment arise, the Debtors may seek
court approval to increase the amount it pays to the firm.

Moreover, upon consummation of a court-approved reorganization or
transaction, the Debtors will pay the firm a transaction fee equal
to the greater of $250,000 or 4% of the aggregate consideration.

Jeffrey Manning, managing director of CohnReznick, 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:

     Jeffrey R. Manning
     CohnReznick Capital Markets Securities, LLC
     Graybar Building
     420 Lexington Avenue, Suite 2533
     New York, NY 10170
     Phone: 301-961-5531

                       About Alevo USA Inc.

Concord-based battery manufacturers Alevo USA, Inc. and Alevo
Manufacturing, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D.N.C. Case Nos. 17-50876 and 17-50877)
on August 18, 2017.  Peter Heintzelman, its president, signed the
petitions.

At the time of the filing, Alevo USA disclosed that it had
estimated assets of $1 million to $10 million and liabilities of
$10 million to $50 million.  Alevo Manufacturing estimated assets
and liabilities of $10 million to $50 million.

Judge Catharine R. Aron presides over the cases.  Nelson Mullins
Riley & Scarborough, LLP represents the Debtors as bankruptcy
counsel.  The Debtors hired BDO USA, LLP as their accountant.

An official committee of unsecured creditors was appointed on
September 1, 2017.  The committee hired Northen Blue LLP as its
legal counsel.


ANDERSON SHUMAKER: Exclusive Plan Filing Deadline Moved to Nov. 28
------------------------------------------------------------------
The Hon. Hon. Donald R. Cassling of the U.S. Bankruptcy Court for
the Northern District of Illinois has extended, at the behest of
Anderson Shumaker Company, the exclusive date for the Debtor to
file its plan of reorganization and disclosure statement through
and including Nov. 28, 2017, and the exclusive date for the Debtor
to solicit acceptances to the plan through and including Jan. 30,
2018.

A status hearing on the Debtor's Plan and Disclosure Sis set for
Nov. 28, 2017, at 10:00 a.m.

As reported by the Troubled Company Reporter on Oct. 17, 2017, the
Debtor asked the Court to extend the period within which it has the
exclusive right to file its plan and disclosure statement through
Dec. 23, 2017, from Oct. 23, 2017, as well as its exclusive date to
solicit acceptances to its plan through Feb. 26, 2018, from Dec.
27, 2017.  The Debtor claimed that it has also continued to explore
the possibility of a sale of its assets or refinancing of the
Associated Bank debt in accordance with the recommendation of Fort
Dearborn Partners, and therefore, would require additional time to
file its plan of reorganization and disclosure statement.

                     About Anderson Shumaker

Based in Chicago, Illinois, Anderson Shumaker Company provides open
die forgings and custom forgings in various shapes and finishes
using stainless steel, aluminum, carbon steel and various grades of
alloy steel.

Anderson Shumaker filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 17-05206) on Feb. 23, 2017.  The petition was signed by
Richard J. Tribble, its chief executive officer.  At the time of
filing, the Debtor had $1 million to $10 million in estimated
assets and $10 million to $50 million in estimated liabilities.

The case is assigned to Judge Donald R Cassling.

Scott R. Clar, Esq., and Brian P. Welch, Esq. at Crane, Heyman,
Simon, Welch & Clar serve as counsel to the Debtor.  RSM US LLP and
CFO Advise LLC serve as the Debtor's accountant and financial
advisor, respectively.  The Debtor hired Fort Dearborn Partners
Inc. as its financial advisor.

On March 9, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Freeborn & Peters LLP
represents the committee as legal counsel.


APOLLO ENDOSURGERY: Incurs $4.90 Million Net Loss in 3rd Quarter
----------------------------------------------------------------
Apollo Endosurgery, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
attributable to common stockholders of $4.90 million on $16.54
million of revenues for the three months ended Sept. 30, 2017,
compared to a net loss attributable to common stockholders of $8.32
million on $15.78 million of revenues for the three months ended
Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, Apollo Endosurgery
reported a net loss attributable to common stockholders of $19.97
million on $48.17 million of revenues compared to a net loss
attributable to common stockholders of $28.36 million on $49.31
million of revenues for the same period a year ago.

As of Sept. 30, 2017, Apollo Endosurgery had $114 million in total
assets, $57.16 million in total liabilities and $56.83 million in
total stockholders' equity.

Todd Newton, CEO of Apollo Endosurgery, said, "The third quarter
was a great quarter of accomplishment and performance for our
business as we completed an equity offering, received CE Mark
approval for Orbera365, and worked through a challenging disruptive
event to the U.S. market for intragastric balloons due to an FDA
communication in early August.  Total revenue in the third quarter
increased by 4.8% as worldwide Endo-bariatric product sales
increased 20.6% to $9.3 million, representing 56.3% of total
revenues on excellent OverStitch demand both in the U.S. and in our
direct markets internationally.  While Surgical product sales
continued to decline, the rate of decline continued to show
improvement this quarter."

Cash, cash equivalents and restricted cash were $35.5 million as of
Sept. 30, 2017.

The Company has experienced operating losses since inception and
occasional debt covenant violations and has an accumulated deficit
of $169,706 as of Sept. 30, 2017.  To date, the Company has funded
its operating losses and acquisitions through equity offerings and
the issuance of debt instruments.  The Company's ability to fund
future operations will depend upon its level of future operating
cash flow and its ability to access additional funding through
either equity offerings, issuances of debt instruments or both.

On July 25, 2017, the Company completed a public offering selling
6,542,453 shares at a price of $5.50 per share, including 853,363
shares sold to the underwriters upon the full exercise of their
option to purchase additional shares, before the underwriting
discount.  The public offering generated net proceeds of
approximately $33,584, after deducting the underwriting discount
and related offering expenses.

In February 2015, the Company entered into the Credit Agreement
which requires the Company to meet minimum revenue requirements and
other covenants each quarter and provides a cure provision in the
event this requirement is not met.  If the Company is not able to
meet its ongoing quarterly covenant requirements or utilize the
remaining cure provision rights, the repayment of the Credit
Facility could be accelerated at the lender's discretion.  The
Company believes its existing cash and cash equivalents and
remaining cure provision rights will be sufficient to meet
liquidity and capital requirements for at least the next twelve
months.

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

                      https://is.gd/Dp7lTQ

                    About Apollo Endosurgery

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

Apollo Endosurgery reported a net loss attributable to common
stockholders of $41.16 million for the year ended Dec. 31, 2016,
compared to a net loss attributable to common stockholders of
$36.38 million for the year ended Dec. 31, 2015.


APPVION INC: Stroock, Young Conway Represent 2nd Lien Noteholders
-----------------------------------------------------------------
In the Chapter 11 cases of Appvion, Inc., et al., certain
beneficial holders, or investment advisors or managers of
beneficial holders, who are holders of the 9.000% Second Lien
Senior Secured Notes due 2020 issued under that certain indenture,
dated as of Nov. 19, 2013, by and among Appvion, Inc., as issuer,
the guarantors, and U.S. Bank National Association, as trustee and
collateral agent, filed on Oct. 25, 2017, a verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
stating that Stroock & Stroock & Lavan LLP is counsel for the Ad
Hoc Group, and that Young Conaway Stargatt & Taylor, LLP, is local
counsel.

In April 2017, the Ad Hoc Group retained Stroock as counsel.  In
September 2017, the Ad Hoc Group retained Young Conaway Stargatt &
Taylor, LLP, the Ad Hoc Group retained Young Conaway as local
counsel when informed by the Debtors that they would pursue a
reorganization in the U.S. Bankruptcy Court for the District of
Delaware.

As of the filing of this Verified Statement, Stroock and Young
Conaway represent the Ad Hoc Group in connection with the Debtors'
Chapter 11 cases.  In addition, the Ad Hoc Group, collectively and
through its individual members, does not represent or purport to
represent any other creditors or entities in connection with the
Debtors' Chapter 11 cases.

Stroock and Young Conaway have been advised by the members of the
Ad Hoc Group that, as of Oct. 23, 2017, the individual members of
the Ad Hoc Group hold, or are the investment advisors or managers
for funds or accounts that hold, in the aggregate, claims against
or interests in the Debtors arising from (i) the Second Lien Notes
and (ii) the first lien term loans issued under that certain Credit
Agreement, dated as of June 28, 2013, by and among Appvion,
Paperweight Development Corp. and the other guarantor parties
thereto, Jefferies Finance LLC, as administrative agent, Fifth
Third Bank as revolver agent, swing line lender and L/C issuer, the
other lenders party thereto, and certain other parties thereto.  

The Ad Hoc Group is comprised of:

     1. Certain funds and accounts that are managed or advised by
        ADK Capital, LLC
        350 Lincoln Road, 2nd Floor
        Miami Beach, FL 33139

        Nature and Amount of Disclosable Economic Interest(s):
        $2,000,000 principal amount of Second Lien Notes

     2. Certain funds and accounts that are managed or advised by  
       
        ALJ Capital Management, LLC
        6300 Wilshire Boulevard, Suite 700
        Los Angeles, CA 90048

        Nature and Amount of Disclosable Economic Interest(s):
        $5,500,000 principal amount of Second Lien Notes

     3. Certain funds and accounts that are managed or advised by
        Archer Capital Management, L.P.
        570 Lexington Avenue, 40th Floor
        New York, NY 10022

        Nature and Amount of Disclosable Economic Interest(s):
        $26,085,000 principal amount of Second Lien Notes
        $9,753,017.78 principal amount of Term Loans

     4. Certain funds and accounts that are managed or advised by
        Armory Advisors, LLC
        999 Fifth Avenue, Suite 450
        San Rafael, CA 94901

        Nature and Amount of Disclosable Economic Interest(s):
        $2,000,000 principal amount of Second Lien Notes

     5. Certain funds and accounts that are managed or advised by
        Barings LLC
        550 South Tryon Street, Suite 3300
        Charlotte, NC 28202

        Nature and Amount of Disclosable Economic Interest(s):
        $81,930,000 principal amount of Second Lien Notes
        $3,818,483.31 principal amount of Term Loans

     6. Certain funds and accounts that are managed or advised by
        Mackenzie Investments
        180 Queen Street, West Toronto
        ON M5V 3K1, Canada

        Nature and Amount of Disclosable Economic Interest(s):
        $8,832,000 principal amount of Second Lien Notes

     7. Certain funds and accounts that are managed or advised by
        MAK Capital One, LLC
        590 Madison Avenue, 24th Floor
        New York, NY 10022

        Nature and Amount of Disclosable Economic Interest(s):
        $41,130,000 principal amount of Second Lien Notes

     8. Certain funds and accounts that are managed or advised by
        Nomura Corporate Research and Asset Management
        309 West 49th Street, 19th Floor
        New York, NY 10019

        Nature and Amount of Disclosable Economic Interest(s):
        $27,035,000 principal amount of Second Lien Notes

     9. Certain funds and accounts that are managed or advised by  
      
        Riva Ridge Master Fund, Ltd
         55 Fifth Avenue, Suite 1808
        New York, NY 10003

        Nature and Amount of Disclosable Economic Interest(s):
        $4,000,000 principal amount of Second Lien Notes

     10. Certain funds and accounts that are managed or advised by

        Rotation Capital Management, L.P.
        489 Fifth Avenue, 11th Floor
        New York, NY 10017

        Nature and Amount of Disclosable Economic Interest(s):
        $26,000,000 principal amount of Second Lien Notes

     11. Certain funds and accounts that are managed or advised by

        Scott's Cove Management LLC
        400 Madison Avenue, 10th Floor
        New York, NY 10017

        Nature and Amount of Disclosable Economic Interest(s):
        $8,683,000 principal amount of Second Lien Notes

Neither Stroock nor Young Conaway owns, nor has Stroock or Young
Conaway ever owned, any claims against or interests in the Debtors
except for claims for services rendered to the Ad Hoc Group.
However, each of Stroock and Young Conaway has sought to have its
fees and disbursements paid by the Debtors' estates pursuant to
title 11 of the U.S. Code or as otherwise permitted in the Debtors'
Chapter 11 cases.  

Stroock and Young Conaway can be reached at:

     Jayme T. Goldstein, Esq.
     Samantha Martin, Esq.
     STROOCK & STROOCK & LAVAN LLP
     180 Maiden Lane
     New York, New York 10038
     Tel: (212) 806-5400
     Fax: (212) 806-6006

          -- and --

     Matthew B. Lunn, Esq.
     Edmon L. Morton, Esq.
     YOUNG CONAWAY STARGATT & TAYLOR, LLP
     Rodney Square, 1000 North King Street
     Wilmington, DE 19801
     Tel: (302) 571-6600
     Fax: (302) 571-1253

                      About Appvion, Inc.

Appvion, Inc. -- http://www.appvion.com/-- produces thermal,
carbonless, security, inkjet, digital specialty, and colored
papers. The Company is the largest manufacturer of direct thermal
paper in North America. Headquartered in Appleton, Wisconsin,
Appvion operates coating and converting plants there and in West
Carrollton, Ohio and a pulp and paper mill in Roaring Spring,
Pennsylvania. The Company employs approximately 1,400 people and is
100% employee-owned.

On Oct. 1, 2017, Appvion, Inc. and 5 affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 17-12082).  The cases are
pending before the Honorable Kevin J. Carey.

Appvion Inc. disclosed total assets of $413,430,904 and total
liabilities of $714,758,194 as of Aug. 31, 2017.

DLA Piper is serving as legal counsel to Appvion, Guggenheim
Securities LLC is serving as the Company's investment banker, and
Alan Holtz of AlixPartners is serving as the Company's Chief
Restructuring Officer.  Prime Clerk LLC is the claims and noticing
agent.

Andrew Vara, acting U.S. trustee for Region 3, on Oct. 11, 2017,
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Appvion, Inc., and
its affiliates.  The Committee hired Lowenstein Sandler LLP, as
counsel, Klehr Harrison Harvey Branzburg LLP, as Delaware
co-counsel.


ARMADA LEASING: Hires Tiger Capital to Auction 96 Trailers
----------------------------------------------------------
Armada Leasing, LLC, and High Country Transportation, Inc., ask the
U.S. Bankruptcy Court for the Northern District of Texas to
authorize (i) them to employ the joint venture comprised of Tiger
Capital Group, LLC, Great American Global Partners, Inc., and
Liquidity Services Capital Assets, LLC to conduct the auction of
their 96 Hyundai and Great Dane trailers via an online or webcast
auction process, available to potential buyers through
www.SoldTiger.com; and (i) the sales procedures in connection with
the sale of the trailers.

On July 27, 2017, the Court entered the Sale Procedures Order,
pursuant to which the Debtors are actively and strategically
selling and surrendering assets to continue to right-size their
businesses.

Since the Court entered the Sale Order, the Debtors have sold or
surrendered (i) 2013 Peterbilt 587 (26 sold for $29,000 each) on
Aug. 2, 2017; and (ii) 1995 Caterpillar RT100 Forklift (1 sold for
$20,000) on Aug. 4, 2017.

Since the Court entered the Sale Order, the Debtors have
surrendered (i) 2013-2015 Freightliner (total of 30 surrendered) to
Mercedes-Benz Financial Services USA, LLC, doing business as
Daimler Truck Financial; and (ii) 2015 Volvo (total of 9
surrendered) to EverBank Commercial Finance, Inc. as assignee for
VFS Leasing Co.

While they will continue asset sales and surrenders pursuant to the
First Sale Order, the Debtors are respectfully asking that the
Court approves a second and separate sale procedure in order for
them to most effectively maximize value on certain asset sales.

To continue their strategic sales, the Debtors plan to sell the
Assets.  They believe that an auction will provide the highest
value to the estate.  The Debtors ask authority to sell the Assets,
which are defined and described in further detail in the Asset
Disposition and Auction Agreement by and between High Country and
the Auctioneer.

The Debtors believe that the procedures proposed with respect to
the sale of the Assets are the best way to maximize the value of
these Assets for their estate, and for their creditors, under the
circumstances.  They ask authority to hire the Auctioneer to sell
the Assets and compensate the Auctioneer through the sale of the
Assets without further Court Order.

The Debtors plan to auction their Assets through an online auction
conducted by the Auctioneer, while allowing the Auctioneer to
effectuate pre-auction sales in Auctioneer's sold discretion.  They
respectfully ask that the Court allows, but not requires, the
Debtors to sell their Assets through an online auction process,
managed by the Auctioneer.

Pursuant to the Auction Agreement, the Auctioneer will:

     a. will conduct an online auction to sell the Assets, "as is"
and "where is," to the highest bidder;

     b. oversee the Auction and any direct negotiated sale of the
Assets;

     c. determine and implement commercially reasonable advertising
to sell the Assets during the Auction;

     d. prepare for the sale of the Assets, including cataloging
and photographing the Assets;

     e. provide and supervise qualified and experienced personnel
who will prepare for and sell the Assets in accordance with the
Auction Agreement;

     f. sell the Assets for cash or other immediately available
funds to the highest bidder(s) on an "as is, where is" and "all
sales are final" basis and in accordance with the Auction
Agreement;

     g. charge and collect from all purchasers any purchase price
together with all applicable taxes and the buyers' premium in
connection therewith;

     h. provide other related services deemed necessary or prudent
by the Debtors and the Auctioneer under the circumstances
presented; and

     i. provide the Debtors with reporting and reconciliation of
accounting information in a form reasonably acceptable to the
Debtors as set forth in the Auction Agreement.

As further protection to the estate, the Auctioneer guarantees that
the proceeds of the Assets, net of all Sale Expenses, will be no
less than $1,650,000.  The Guaranteed Amount is the absolute
minimum that Debtors will receive for sale of the Assets through
the online auction. As set out more specifically in the Auction
Agreement, the Auctioneer is paid through amounts over the
Guaranteed Amount and any amount above $1,750,000 will be split 90%
to the Debtors and 10% to the Auctioneer.  In addition, Auctioneer
will be entitled to collect from purchasers and retain for its own
account a buyers' premium of 15%.  Given the Auctioneer's pay
structure, there is a high likelihood that the Assets will realize
more than the Guaranteed Amount.  The Debtors believe the Auction
Agreement will ensure maximum value for their estate.

The Auctioneer, while coordinating with Debtors, will implement a
six-stage sale process that manages all aspects of the sale
process, including planning, marketing, pre-auction sales, setup,
implementation, checkout, and post-sale reporting.  The Auctioneer
will create a marketing plan, work with the Debtors to identify the
target audience, and publicize the auction through a press release,
social media, and trade sites.  For the sale, the Auctioneer will
negotiate the pre-auction sale of any Assets, where the Auctioneer
determines such sales to be in the best interest of the estate, and
will post the catalog of all remaining Assets online.  The
Auctioneer will then distribute invoices, obtain insurance
releases, and schedule and oversee removals.  After the sale, the
Auctioneer will send the Debtors a settlement summary, and sale and
expense reports.  It estimates the entire process will take about
eight weeks.

In their continuing effort to right-size their businesses, the
Debtors are respectfully asking that the Court authorizes them to
sell the Assets as set out and more specifically in the Auction
Agreement.  As soon as the Court enters the Sale Order, the
Auctioneer, in coordination with the Debtors, will begin the sale
process.  

The Debtors ask that the Court approves these Sale Procedure,
reserving the right for the Auctioneer to update and/or modify the
information slightly based on (i) the timing of entry of the Sale
Order; (ii) the timing of the Debtors' marshaling of Assets to the
Debtors' yards; (iii) any changes to the mix of Assets remaining
after any pre-auction sales; and (iv) the associated Marketing
Process:

      a. Date: The auction is scheduled to be conducted on Dec. 13,
2017.  The Auctioneer will work to accomplish all sales and
coordinate pickup of all sold assets before Dec. 31, 2017.

      b. Location: The auction will be conducted by the Auctioneer
via an online or webcast auction process, available to potential
buyers through www.SoldTiger.com.

      c. Bids: Bid increments will be set by the Auctioneer at the
time of sale within industry standards and intended to encourage
competitive bidding.

      d. Closing: The items will close in sequential order on the
Auction date.  In the event of an online-only auction, however, an
item's closing will be extended so long as active bidding continues
on the items for a period of time established in the Auctioneer's
professional judgment.

      e. Deposits: At the Auctioneer's sole discretion, the bidders
will be asked to provide a credit card, which will be authorized
for $300 to secure bids.  The card must have sufficient credit to
be authorized for 25% of purchases as the bidder continues to bid.
If the bidder plans on spending more than $10,000 they will be
asked to contact the Auctioneer prior to the auction to ensure no
bidding interruption.  A $5,000 minimum deposit will be requested
prior to the auction for international bidders.  All deposits made
by cashier's check, wire transfer, and personal check accompanied
with a bank letter of guarantee will be returned within seven days
unless purchases are made.  The Auctioneer will have the discretion
to make deposit exceptions to ensure, in its best judgment,
competitive bidding at the Auction.

The Debtors ask authority to sell and transfer the Assets to all
Successful Bidders free and clear of all Claims and Interests, with
such Claims and Interests to attach to the proceeds of the sale of
the Assets.

The Auctioneer will give notice of the Sale and the Sale Procedures
through their Marketing Process, including posting such terms on
its website.  If any of the dates and/or procedures is modified,
the Auctioneer will provide this modification and notice through
the Marketing Process and will additionally post the changes on its
website.

The Debtors believe the proposed sale of the Assets satisfies the
"business judgment," is in the best interests of their estates and
creditors, and will maximize the recoveries to creditors.
Accordingly, they ask that the Court enters its Sale Order
approving the sale of the Assets through an auction managed by
Tiger Capital.

The Debtors also ask the Court to waive the  14-day stay period
under Bankruptcy Rule 6004(h).

The Auctioneer:

            TIGER CAPITAL GROUP, LLC
            340 North Westlake Blvd.
            Suite 260
            Westlake Village, CA 91362
            Attn: Mark P. Naughton
            Senior General Counsel
            E-mail: mnaughton@tigergroup.com

            GREAT AMERICAN GLOBAL PARTNERS, INC.
            21860 Burbank Blvd., Suite 350 North,
            Woodland Hills, CA 91367

            LIQUIDITY SERVICES CAPITAL ASSETS, LLC
            10461 Mill Run Circle, Suite #810
            Owings Mills, MD 21117

                       About Armada Leasing

Headquartered in Dallas, Texas, Armada Leasing, LLC --
http://www.highcountrytrans.com/-- specializes in leasing trucks
to owner-operators.  High Country Transportation, Inc., an
affiliate of Armada which is also based in Dallas, is in the
trucking industry.  

HCT operates in three divisions, namely: the over-the-road
hopperbottom division which focuses on serving shippers in the
Midwest, Texas and Western 11 states; the dedicated dry bulk
division which operates in Colorado and New Mexico and actively
seeks new opportunities in the West, Midwest and Texas; and the
Freedom over-the-road dry van division which focuses on helping
contractors who also have the entrepreneurial drive to create their
own trucking business.  

Armada and HCT filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Lead Case No. 17-32498) on June 29, 2017.  The petitions
were signed by Kirk Crowley, managing member of Armada and
vice-president of HCT.

At the time of the filing, Armada estimated assets of $1 million to
$10 million and liabilities of $10 million to $50 million.  HCT
estimated assets and liabilities of $10 million and $50 million.


ATIF INC: Committee Taps Becker & Poliakoff as Special Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of ATIF, Inc. seeks
approval from the U.S. Bankruptcy Court for the Middle District of
Florida to hire Becker & Poliakoff, P.A. as its special counsel.

The firm will assist the committee in investigating and pursuing
litigation against Old Republic International Corp. and several
other entities related to the company.

Becker will be compensated on a contingency basis.  The firm will
receive 30% contingency fee calculated as the product of (i) total
recovery less all costs and expenses incurred for investigating and
prosecuting claims against Old Republic, and (ii) 30%.

Jon Polenberg, Esq., disclosed in a court filing that the firm does
not represent or hold any interest adverse to Debtor's estate.

The firm can be reached through:

     Jon Polenberg, Esq.
     Becker & Poliakoff, P.A.
     1 East Broward Blvd., Suite 1800
     Ft. Lauderdale, FL 33301
     Phone: (954) 364-6037
     Fax: (954) 985-4176
     Email: JPolenberg@bplegal.com

                         About ATIF Inc.

ATIF, Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-01712) on March 2, 2017.  The
petition was signed by Gerard A. McHale, chief executive officer.

At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $10 million to $50 million.

Michael C. Markham, Esq., at Johnson, Pope, Bokor, Ruppel & Burns
LLP serves as the Debtor's legal counsel.  The Debtor hired Buell &
Elligett, P.A. as its special counsel.

On April 13, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Messana, P.A. as its bankruptcy counsel.


AUTO MASTERS: Has Court's Interim Nod to Use Cash Collateral
------------------------------------------------------------
The Hon. Charles M. Walker of the U.S. Bankruptcy Court for the
Middle District of Tennessee has entered an interim order
authorizing Auto Masters, LLC and each of its affiliates to use
cash collateral until Oct. 26, 2017.

A continued interim hearing on the cash collateral use is scheduled
for Oct. 26, 2017, at 1:00 p.m.

As reported by the Troubled Company Reporter on Oct. 20, 2017, the
Debtors sought court permission to use cash to fund ordinary
business operations and necessary expenses.  

Capital One, National Association, is administrative agent for a
syndicated loan -- approximately $63 million -- and Automotive
Finance Corporation are granted valid and perfected security
interests and liens in all of the Debtors' post-petition assets of
the type described in the Capital One Loan Documents, including,
without limitation, all of the Debtors' post-petition "Consumer
Paper" and all proceeds therefrom, and all cash contained in the
cash collateral accounts.

To the extent the Capital One Replacement Liens granted to Capital
One do not provide Capital One with adequate protection of its
interests in the Capital One Collateral, Capital One will have a
super-priority administrative expense claim under U.S. Bankruptcy
Code Section 507(b) as necessary to fully compensate Capital One
for the use of its cash collateral by the Debtors.

To the extent the AFC Replacement Liens granted to AFC do not
provide AFC with adequate protection of its interests in the its
collateral, AFC will have a super-priority administrative expense
claim under Bankruptcy Code Section 507(b) as necessary to fully
compensate AFC for the use of its cash collateral by the Debtors.

                        About Auto Masters

Auto Masters, LLC -- https://driveautomasters.com/ -- is a "Buy
Here Pay Here" used car dealer in Nashville that offers financing
to customers for the cars they sell.  The company has dealership
locations in Nashville, Smyrna, Franklin, Hermitage, Madison,
Clarksville, West Nashville and Thompson Lane (Nashville).

On Oct. 17, 2017, Auto Masters, LLC, and 14 affiliates sought
Chapter 11 protection (Bankr. M.D. Tenn. Case No. 17-07036).  Auto
Masters estimated $10 million to $50 million in assets and $50
million to $100 million in debt.

The Hon. Charles M Walker is the case judge.

Dunham Hildebrand, PLLC, is the Debtors' counsel.


AVAYA INC: Appoints Patrick O'Malley as Chief Financial Officer
---------------------------------------------------------------
Avaya Inc. on Oct. 25 disclosed that it has appointed Patrick
O'Malley as Senior Vice President and Chief Financial Officer,
effective immediately.  David Vellequette, who has served as
Avaya's CFO for the past five years, will remain as Senior Vice
President of Finance until the end of 2017 to ensure a smooth
transition and help complete Avaya's debt restructuring and public
listing efforts.

Mr. O'Malley joins Avaya following a 30-year career with Seagate
Technology, where he served in a variety of roles, including as CFO
from 2008 to 2015.  During his career at Seagate, he played an
integral role in helping the company with its re-listing on the
NASDAQ after two years of private ownership and with the
restructuring of its debt following the 2008 financial crisis.

"We're thrilled to welcome Pat to Avaya's leadership team," said
Jim Chirico, President and Chief Executive Officer of Avaya.  "Pat
is a proven public company executive, whose experience is directly
relevant to building Avaya's next chapter, including our emergence
from Chapter 11 as a public company.  We look forward to benefiting
from his deep financial expertise and the wealth of knowledge he's
accumulated working in enterprise technology for over 30 years. I'd
also like to thank Dave for his contributions to Avaya and wish him
well in his future endeavors."

Mr. O'Malley will be responsible for financial governance and
management of Avaya's financial operations, including overall
responsibility for the controller's organization, financial
planning, treasury, tax and investor relations.

"I'm excited to join Avaya at such a pivotal moment in the
company's history," said Mr. O'Malley.  "I look forward to working
closely with Jim and the team to help position the company for the
future, including capitalizing on the immense opportunity ahead and
setting Avaya on a path of long-term, sustainable growth."

Mr. O'Malley holds a B.A. in Accounting from the University of
Notre Dame.

                         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.


B N EMPIRE: Hires LomanginoCRE LLC as Real Estate Broker
--------------------------------------------------------
B N Empire, LLC seeks authorization from the U.S. Bankruptcy Court
for the Middle District of Florida, Tampa Division, to employ
Joseph Lomangino as real estate broker for the Debtor.

B N Empire also seeks Court approval of a commission agreement with
LomanginoCRE, LLC.

The Debtor owns real property located at 10915 N. 56th Street,
Temple Terrace, Florida. The Property is a retail strip center and
is income producing. As part of the Debtor's reorganization
efforts, the Debtor wishes to sell the Property.

In the event of a sale, the Debtor will pay Broker a commission of
4% of the gross purchase price.

Joseph Lomangino attests that he and his firm possess no interest
adverse to the Debtor or the estate in the matters upon which it is
to be engaged for the Debtor.

The Broker can be reached through:

     Joseph Lomangino
     LomanginoCRE, LLC
     7716 Rutillio Court
     New Port Richey, FL 34652
     Tel: (727) 510-9676
     Email: JB@LomanginoCRE.com

                       About B N Empire, LLC

B N Empire, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D.
Fla. Case No. 17-07841) on September 5, 2017.  Johnson Pope Bokor
Ruppel & Burns, LLP represents the Debtor as counsel.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $1 million to $10 million in liabilities. The petition
was signed by Rajesh Bahl, its manager.


CALATLANTIC GROUP: Moody's Puts Ba2 CFR Under Review for Upgrade
----------------------------------------------------------------
Moody's Investors Service placed all ratings of CalAtlantic Group,
Inc., including its Ba2 Corporate Family Rating and Ba2-PD
Probability of Default Rating, under review for upgrade. The action
follows the company's announcement of merging with Lennar
Corporation that is rated Ba1.

RATINGS RATIONALE

The review is prompted by the proposed merger with Lennar. The
proposed merger is a strong credit positive to CalAtlantic as it
will create the largest homebuilder in the industry with $17
billion in revenues and make the combined company #1, #2, or #3 in
24 of the country's top 30 markets. In total, the combined entity
will be in 49 markets and 21 states. It will control 240,000 lots
across 1,300 communities. The transaction is expected to create
annual cost savings and synergies of approximately $250 million
with about $75 million achieved in fiscal 2018. The synergies and
cost savings primarily come from direct cost, reduced overhead, and
the elimination of duplicate public company expenses. Moody's
believe that the synergies could exceed $250 million as both
companies have demonstrated their ability to create value via
acquisitions. CalAtlantic with its acquisition of Ryland and Lennar
with its acquisition of WCI Communities.

The review will consider the consummation of the transaction as
currently proposed and the combined entity's credit metrics, in
particular, debt to capitalization and interest coverage.
Furthermore, the review will evaluate the expected synergies of
$250 million, execution and strategy.

The transaction is valued at $9.3 billion, including $3.6 billion
of net debt assumed. On a pro forma basis, CalAtlantic stockholders
are expected to own approximately 26% of the combined company.
Under the terms of the merger agreement, CalAtlantic's stock will
be exchanged for 0.885 shares of Lennar's Class A common stock.
Premium paid to CalAtlantic's shareholders is approximately 27%
based on closing price on October 27, 2018.

The following rating actions were taken:

Issuer: CalAtlantic Group, Inc.

Corporate Family Rating, rated Ba2, under review for upgrade;

Probability of Default Rating, rated Ba2-PD, under review for
upgrade;

Senior unsecured notes (various amounts and maturities), rated Ba2
(LGD4), under review for upgrade;

Senior unsecured convertible notes, rated Ba2 (LGD4), under review
for upgrade.

Outlook, changed to rating under review from stable

The ratings will be upgraded if the transaction closes as currently
anticipated.

The ratings could be taken off review and Ba2 Corporate Family
Rating confirmed if the transaction will not take place.

The principal methodology used in this rating was Homebuilding And
Property Development Industry published in April 2015.

Headquartered in Irvine, California and formed by the 2015 merger
of Standard Pacific Corp. and The Ryland Group, Inc., CalAtlantic
Group, Inc. ("CalAtlantic") constructs and sells single-family
attached and detached homes. The company operates in 17 states and
41 MSAs and is in the entry-level, move-up, luxury, and active
adult segments. CalAtlantic is the fourth largest homebuilder in
the United States with revenues for the LTM period ended June 30,
2017 of $6.58 billion.


CAMPERWORLD INC: Souvall Buying All Assets for Approximately $6.5M
------------------------------------------------------------------
Camperworld, Inc., asks the U.S. Bankruptcy Court for the District
of Utah to authorize the sale of substantially all assets to
Souvall Management, Inc. for approximately $6,500,000, or to ZB,
N.A., doing business as Zions First National Bank, and to Actium
High Yield Loan Fund II, LLC and its affiliates Actium Loan
Management, LLC and Actium High Yield Loan Fund, LLC by credit
bid.

On Sept. 9, 2015, the Debtor was formed in the State of Utah to
take all assets of the previous debtor, Camperworld Business Trust
("Camperworld 1").  The Camperworld 1 bankruptcy case was also
conducted in the Court as case number 15-20383.  On Sept. 2, 2015,
the Court entered in the Camperworld 1 bankruptcy case its Order
Confirming Joint Plan of Reorganization of the Debtor and
Committee, which order confirmed the Joint Plan of Reorganization
of the Debtor and Committee dated Aug. 4, 2015 filed by Camperworld
1.

Pursuant to the Plan, the Debtor received the assets of Camperworld
1 which currently consist primarily of six separate RV Parks
operated under the Camperworld business name, and a parcel of
undeveloped ground in New Mexico.

The RV Parks are described as follows:

     a. Echo Island Park: 41.80 acres, including an RV
park/campground, located at or about 340 S. 500 W., Coalville,
Utah;

     b. Hot Spring Resort: 289.62 acres, including an RV
park/campground and golf course, located at or about 5600 W. 19200
N., Garland, Utah;

     c. Knotty Pine Resort: 12.28 acres, including an RV
park/campground, located at or about 5175 East State Road (Highway
35), East of Woodland, Utah;

     d. Lakeside Park: 8.32 acres, including an RV park/campground,
located at or about 8850 S. 26500 W., Duchesne, Utah;

     e. Pleasant Creek Ranch: 22.85 acres, including an RV
park/campground, located at or about 2903 S. 1700 E., #69, Mount
Pleasant, Utah; and
     
     f. 17 individual RV Lots, .05 acres each, at Zions Gate RV
Resort (part of a privately owned RV park/campground, located at or
about 150 N. 3700 W., Hurricane, Utah ("Zions Gate RV Lots").

The undeveloped parcel of ground located in New Mexico is located
in Luna County, New Mexico, and is also part of the Sale, and is
described as Lots 3, 4, 5 and 6, Block 13, Unit 78, Deming
Ranchettes, in the County of Luna, New Mexico, as the same is shown
and designated on Plat Slide No. 61, thereof filed for record in
the Office of the County Clerk of said county on March 1, 1967,
Plat Records, Luna County, New Mexico.

Each of the RV Parks, except the Zions Gate RV Lots, are encumbered
by liens and security interests held primarily by: (i) Zions Bank;
and (ii) Actium.

The RV Parks which comprise the collateral of Zions Bank securing
its claims against the Debtor are Echo Island Park, Hot Springs
Resort, and Knotty Pine Resort ("Zions Bank Collateral").  The RV
Parks which comprise the collateral of Actium securing its claims
against the Debtor are Lakeside Park and Pleasant Creek Ranch
("Actium Collateral").

Prior to the petition date, the Debtor was actively marketing its
assets for sale through Newmark Grubb.  The offers received prior
to the Petition Date were insufficient to pay the secured claims on
the assets in full and were therefore not accepted by the Debtor.
The current offer for which approval is sought by the Debtor in the
Motion represents the best offer received pursuant to the
Debtor’s marketing efforts.  The back-up offers from Zions Bank
and Actium represent the next best offers for the purchase of the
Debtor's property to date.

In May, 2017, the Debtor engaged in discussions with the Buyer to
sell all assets, which resulted in signing the Agreement.  The
Buyer received an assignment of all of Souvall Management's rights
in and to the Agreement and thereby became the Buyer.

The Debtor has agreed to sell, and the Buyer has agreed to
purchase, subject to Court approval, all of the Debtor's assets,
including its tangible and intangible assets, for a purchase price
that is comprised partly of cash, and partly of the Buyer's
assumption of theDebtor's debts.  Between the cash expected to be
paid at the Closing, and the debts assumed, the Debtor estimates
the Purchase Price to be approximately $6,500,000.

The parties agree to allocate the total purchase price as follows:
(i) Echo Island - $3,000,000; (ii) Knotty Pine - $2,000,000; (iii)
Pleasant Creek - $1,000,000; (iv) Lakeside: Accounts payable -
estimated to be approx. $800,000 and the Title will be assumed and
income generated will be allocated to pay any accounts payable over
time as per the Chapter 11 bankruptcy plan; and (v) Zions Gate and
Hot Springs - the Buyer agrees to honor founding member contracts
being converted to a right to use of RV sites.
A copy of the Purchase Agreement attached to the Motion is
available for free at:

    http://bankrupt.com/misc/Camperworld_Inc_27_Sales.pdf

After the Closing, all secured claims will be paid in full, and the
Buyer will have assumed all remaining claims against the Debtor and
the estate, including all remaining claims under the Plan, many of
which are also expected to be paid by the Buyer at or shortly after
the Closing.  Accordingly, the Debtor asserts that, if the sale to
Buyer closes as further set forth, all secured and unsecured claims
of this estate will be paid in full through the sale process either
as payment in cash at closing or through payment in full and in
cash to the secured creditors and the assumption of unsecured debt
by the Buyer.

To the extent the sale to the Buyer does not close and secured
creditors are not paid in full by Dec. 27, 2017, the Motion asks
entry of an Order (i) approving a sale by credit bid to Zions Bank
of the Zions Bank Collateral and to Actium of the Actium
Collateral, which sale, if approved under the Motion, will be
deemed automatically to close by Dec. 28, 2017, or (ii) approval of
an alternative sale process to any other potential bidder with a
higher and better offer subject to further court hearing on the
condition that any such alternative sale closes prior to Dec. 28,
2017 as set forth.  The Debtor has sought and obtained the
cooperation of Zions Bank and Actium in the sale process.

The Buyer requires a loan in order to complete the Closing, which
loan is expected to be guaranteed by the United States Department
of Agriculture.  Without this guarantee, the Buyer will not obtain
the loan, and will not complete the Closing.

In the event the Buyer does not complete the Closing by Dec. 27,
2017, the Debtor has agreed to sell the Zions Bank Collateral to
Zions Bank in full satisfaction of any and all claims of Zions Bank
against the Debtor and the estate, which sale price will be deemed
paid pursuant to a credit bid by Zions Bank for such Zions Bank
Collateral ("Zions Bank Sale") in the amount of Zions Bank's claim
against the Debtor.

The additional terms of the Zions Bank Sale are:

     a. In the Sale Order, a specific finding will be included that
Zions Bank is a good faith purchaser for value pursuant to 11
U.S.C. Section 363(m);

     b. The Zions Bank Sale will constitute a sale of the Zions
Bank Collateral to Zions Bank free and clear of any and all
interests, liens, claims, and encumbrances except with respect to
any interest, liens, claims, and encumbrances senior to the Zions
Bank liens which will be assumed by Zions Bank;

     c. Any stay related to the Zions Bank Sale, including any stay
provided for under Bankruptcy Rule 6004, will be waived and
nullified in the Sale Order;

     d. The Debtor will be authorized and directed to execute and
deliver, and empowered to fully perform under, consummate, and
implement, the Zions Bank Sale, together with all additional
instruments and documents that may be reasonably necessary or
desirable to implement the sale, and to take any and all further
actions as may be reasonably requested by Zions Bank or any title
company in connection with the closing of the Zions Bank Sale;

     e. The Debtor will have provided notice of the Zions Bank Sale
to all entities who may assert any interest in the Zions Bank
Collateral including any lienholders, taxing entities, and the
like;

     f. Prior to the Zions Bank Sale, the Debtor will execute
special warranty deed and bill of sale conveying the Zions Bank
Collateral to Zions Bank, which deed will be held in escrow by the
title company.  In the event the Sale to Buyer has not completed by
Dec. 27, 2017, Zions Bank will be authorized to instruct the escrow
agent/ title company to record the special warranty deed in favor
of Zions Bank on Dec. 28, 2017, and to release to Zions Bank the
bill of sale.  To the extent the sale to the Buyer or an
alternative buyer as set forth below is approved and closes by Dec.
27, 2017, and Zions Bank is paid in full as set forth, Zions Bank
will cause such transfer documents to be returned to the Debtor or
destroyed.

     g. Nothing in the Motion modifies Zions Bank's liens and
security interests in any of the Zions Bank Collateral, including
but not limited to, the priority of such liens and security
interests as such liens and security interests existed on the
Petition Date; and
     
     h. On Dec. 28, 2017, the Debtor will deliver to Zions Bank all
documents in its possession respecting the Zions Bank Collateral,
including but not limited to all appraisals, feasibility studies,
financial reports, occupancy reports, and environmental studies if
any such documents exist.

In the event the Buyer does not complete the Closing by Dec. 27,
2017, then the Debtor has agreed to sell the Actium Collateral to
Actium in full satisfaction of any and all claims of Actium against
the Debtor and the estate, which will be the sale price and credit
bid for such Actium Collateral.

The additional terms of the Actium Sale are:

     a. In the Sale Order, a specific finding would be included
that Actium is a good faith purchaser for value pursuant to 11
U.S.C. Section 363(m);

     b. The Actium Sale is made free and clear of interests, except
with respect to interests senior to the Actium liens which
interests will be assumed by Actium;

     c. Any stay related to the Actium Sale, including any stay
provided for under Bankruptcy Rule 6004, will be waived and
nullified in the Sale Order;

     d. The Debtor would be authorized and directed to execute and
deliver, and empowered to fully perform under, consummate, and
implement, the Actium Sale together with all additional instruments
and documents that may be reasonably necessary or desirable to
implement the sale, and to take all further actions as may be
reasonably requested by Actium or any title company closing the
Actium Sale;

     e. The Debtor will have provided notice of the Actium Sale to
all entities who may assert any interest in the Actium Collateral
including any lienholders, taxing entities, and the like;

     f. Prior to the Actium Sale, the Debtor will execute special
warranty deed and bill of sale conveying the Actium Collateral to
Actium, which deed will be held in escrow by the title company.  In
the event the Sale to Buyer has not completed by Dec. 27, 2017,
Actium is authorized to instruct the escrow agent/title company to
record the special warranty deed in favor of Actium on Dec. 28,
2017, and release to Actium the bill of sale.  To the extent the
sale to the Buyer or an alternative buyer as set forth is approved,
Actium will cause such transfer documents to be returned to the
Debtor or destroyed.

     g. Nothing in the Motion modifies Actium's security interest
in the Actium Collateral, including but not limited to, the
priority of such security interest as it existed on the Petition
Date; and

     h. On Dec. 28, 2017, the Debtor will deliver to Actium all
documents in its possession respecting the Actium Collateral,
including but not limited to all appraisals, purchase offers,
feasibility studies, financial reports, occupancy reports and
environmental studies if any such documents exist.

These financial liens exist against the real property, and are
listed in order of priority as to each property:

     a. Echo Island Park.

          i. Property Taxes: The  Property taxes were not paid for
2016.  As a result, Summit County is owed $9,716 in general
property taxes, $231 in special assessment taxes, and $25 for 2015
personal property taxes, plus applicable penalties and interest on
all of the foregoing amounts.

         ii. Zions Bank recorded a Deed of Trust on May 28, 2013,
in the amount of $4,100,000, plus interest, as Entry No. 971162, in
book 2188, page 793.

        iii. Weber Basin Water Conservancy District recorded a
Notice of Lien in the amount of $21,484, plus penalties, fees and
interest, on April 28, 2016, as Entry No. 1043887, in book 2349,
page 356.

         iv. Notice of Interest wherein Coalville City claims and
intends to hold and claim a lien and or interest estate upon the
subject property, recorded May 23, 2017, Entry No. 1070147, in book
2411, at page 406.

     b. Hot Springs Resort.

          i. Property taxes for 2016 were not paid, and as a result
Box Elder County is owed $7,790, plus penalties and interest.

         ii. Zions Bank recorded a Deed of Trust on May 28, 2013,
in the amount of $4,100,000, plus interest, as Entry No. 325971, in
book 1208, page 742.

     c. Knotty Pine Resort.

          i. The property taxes for 2016 and some for 2015 were not
paid, and as a result Summit County is owed $3,944 for general
property taxes, $125 for special assessment taxes, and $25 for 2015
personal property taxes, plus penalties and interest accruing on
all of the foregoing.

         ii. Zions Bank recorded a Deed of Trust on May 28, 2013,
in the amount of $4,100,000, plus interest, as Entry No. 1001725,
in book 2254, page 1410.

     d. Lakeside Park.

          i. 2016 property taxes were not paid, and as a result
Duchesne County is owed $2,732, plus penalties and interest.

         ii. Actium recorded a Deed of Trust on June 25, 2015, in
the amount of $500,000, plus interest, as Entry No. 485728.

        iii. Actium recorded an Amended Deed of Trust on May 24,
2016, as Entry No. 494431 increasing the amount loaned as set forth
under the amended
promissory note.

     e. Pleasant Creek Ranch.

          i. Property taxes for 2016 were not paid, and as a result
Sanpete County is owed $4,149, plus penalties and interest.

         ii. Actium recorded a Deed of Trust on June 25, 2015, in
the amount of $500,000, plus interest, as Entry No. 206637, in book
681, at page 1346.

        iii. Actium recorded an Amended Deed of Trust on May 23,
2016, as Entry No. 212807, in book 695, at page 115 increasing the
amount loaned as set forth under the amended promissory note.

     f. Zions Gate RV Lots: Property taxes for 2015 and 2016 were
not paid, and as a result Washington County is owed $4,517, plus
penalties and interest.

     g. New Mexico Property: None.

As part of the Sale to the Buyer, the Debtor proposes to pay all of
the foregoing liens in full from the proceeds of the Sale, at the
Closing.  To the extent 2017 property taxes are not paid prior to
the Closing, the same will also be paid from the proceeds of the
Sale at the Closing.

To the extent the Zions Bank Collateral is sold to Zions Bank as
part of the Zions Bank Sale, the Debtor proposes that Zions Bank
will be responsible to pay all liens with a higher priority than
its Deed of Trust, if any, and that all liens with a lower priority
than Zions Bank's Deed of Trust will attach to any proceeds of
sale, and will, as a result, be eliminated as if Zions Bank had
executed its credit bid rights as part of the Zions Bank Sale.

If the Buyer does not close the Sale to the Buyer as contemplated,
and to the extent any holder of a lien junior to the Zions Bank
Deed of Trust, if any, desires to make a bid on the Zions Bank
Collateral, such entity will make an offer sufficient to pay Zions
Bank in full by Dec. 28, 2017, with any excess proceeds held by the
estate for further distribution in accordance with Court order.

To the extent that the Zions Bank Collateral may be sold to an
alternative buyer, as set forth, the Debtor will schedule an
additional hearing before the Court seeking approval of a sale to
such buyer prior to Dec. 27, 2017,such that the alternative sale,
if approved, may close prior to Dec. 28, 2017, after which the sale
of the Zions Bank Collateral to Zions Bank pursuant to credit bid
as set forth above will be deemed to have closed to Zions Bank
pursuant to the recording of the warranty deeds and release of
bills of sale.

To the extent the Actium Collateral is sold as part of the Actium
Sale, then the Debtor proposes that Actium will be responsible to
pay all liens with a higher priority than its Deed of Trust, and
all liens with a lower priority than its Deed of Trust will attach
to any proceeds of sale, and will, essentially, be eliminated as if
Actium had executed its credit bid rights as part of the Actium
Sale.  The Debtor has no knowledge of any junior liens in the
Actium Collateral and no such interest is identified in the title
reports obtained by Actium and/or the Buyer.

If the Buyer does not close the sale contemplated and to the extent
any other entity, including the holder of a lien junior to the
Actium Deed of Trust if any, desires to make a bid on the Actium
Collateral, such entity will make an offer sufficient to pay Actium
in full by Dec. 28, 2017 with any excess proceeds held by the
estate for further distribution in accordance with Court order.

To the extent the Actium Collateral may be sold to an alternative
buyer, as set forth, the Debtor will schedule an additional hearing
before the Court seeking approval of the sale to such buyer before
Dec. 27, 2017 such that the alternative sale may close prior to
Dec. 28, 2017 when the Actium Collateral sale to Actium pursuant to
credit bid as set forth will close pursuant to the recording of
deeds and release of bills of sale.

With respect to any and all other claims against the Debtor and the
estate, to the extent the Sale occurs with the Buyer, the Agreement
obligates the Buyer to assume and pay any and all such claims, and
therefore the Debtor proposes that such claims will be eliminated
from the Debtor and the estate.  The one exception is
administrative claims in the bankruptcy case.

For those claims, the Buyer will place a sufficient amount in
escrow with the Debtor to pay the estimated amount of such claims,
taking into consideration any retainer already held by such
professionals.  To the extent the Zions Bank Sale and the Actium
Sale or any alternative sale occur as set forth, then all such
claims will remain obligations of the Debtor and the estate as they
were on the petition date, and will be administered pursuant to
further proceedings in this bankruptcy case.

A sound business reason exists for the proposed sale.  The Debtor,
due to lack of operational funds, is unable to sustain operations.
The sale to the Buyer provides a method to satisfy creditors and to
pay the claims against the estate much more quickly than through
operations of the RV Parks or any other method of disposition of
estate assets.  The alternative bidding and sale procedures are
also
reasonable in that it allows the Debtor to consider any other
potential sale or, finally, a credit bid sale to lienholders if no
other sale is possible, within a reasonable period of time
described in the Motion.

The Debtor asks the Court to use its authority under Rule 6004(h)
to make the Sale Order effective upon entry.

                      About Camperworld Inc.

Camperworld, Inc. is a Utah corporation with its principal place of
business in West Jordan, Utah.  It owns and operates recreational
vehicle resorts at various locations.

Camperworld sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Utah Case No. 17-27764) on Sept. 6, 2017.  At the
time of the filing, the Debtor estimated assets and liabilities of
$1,000,001 to $10 million.  Judge William T. Thurman presides over
the case.  James W. Anderson, Esq., and Victoria B. Finlinson,
Esq., at Clyde Snow & Session, serve as counsel to the Debtor.

                         *     *     *

On Sept. 2, 2015, the Court confirmed the Joint Plan of
Reorganization of the Debtor and Committee dated Aug. 4, 2015.


CAMPERWORLD INC: Wants to Obtain Financing from Souvall Management
------------------------------------------------------------------
Camperworld, Inc., seeks permission from the U.S. Bankruptcy Court
for the District of Utah to obtain post-petition financing from
Souvall Management, Inc.

The amount borrowed is $40,000, plus the origination fee, plus any
recording fees for the deed of trust.  $20,000 is to be used solely
for allowed administrative expenses of the Debtor's counsel, Clyde
Snow & Sessions.  The remaining $20,000 is to be used by the Debtor
for ordinary and necessary expenses during the bankruptcy case.
Souvall Management will be funding 100% of the Loan.

Interest will accrue at an annual rate of 12%.  Upon funding the
Loan, the Debtor will then remit back to Lender an origination fee
of 2%.  Any amount not paid by the Maturity Date or in the event of
default will bear interest at a default rate of 18%.

The Debtor will be in default if Debtor (a) fails to make any
required payment 10 days after any payment due date, or (b) fails
to timely comply with or perform any other obligation under the
Loan Agreement.

No payments will be due prior to the maturity date.  On the
Maturity Date, all of the outstanding principal and accrued
interest will be due and payable.  The loan may be pre-paid in
whole or in part, at any time, without penalty.

The maximum loan term is until Oct. 1, 2018.  The Loan will be
secured by a first position deed of trust against lots 183, 184,
185, 186, and 187 in the Zions Gate campground owned by the
Debtor.

The Debtor does not have the cash flow to maintain operations and
is seeking a complete sale of all of its assets as part of the
bankruptcy process.  Furthermore, the Debtor does not believe it
has sufficient cash without the loan to last through November.  As
a result of this lack of cash and lack of cash flow, the Debtor
does not believe it could obtain a loan without granting security
against the Zions Gate lots.  A lender willing to loan purely as an
administrative expense would do so based on expected cash flow to
be repaid, which the Debtor does not have, and does not expect to
have.

Other than property taxes, the Zions Gate lots are unencumbered,
and therefore the lien granted fits within the definition of 11
U.S.C. Section 364(c)(2).

The Debtor estimates the value of the Zions Gate lots to be $20,000
each, equaling $100,000 in total.  The Debtor has previously
obtained a loan from one of its main secured creditors, Actium High
Yield Loan Fund II, LLC, and its affiliates Actium Loan Management
LLC and Actium High Yield Loan Fund LLC, which required a 40% loan
to value ratio for collateral.  The Debtor believes the current
loan's request of 5 lots, or $100,000 of collateral, is reasonable
in that it matches the same 40% loan to value requirement of
Actium.

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

            http://bankrupt.com/misc/utb17-27764-25.pdf

                      About Camperworld Inc.

Camperworld, Inc., is a Utah corporation with its principal place
of business in West Jordan, Utah.  It owns and operates
recreational vehicle resorts at various locations.

Camperworld sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Utah Case No. 17-27764) on Sept. 6, 2017.  At the
time of the filing, the Debtor estimated assets and liabilities of
$1,000,001 to $10 million.  Judge William T. Thurman presides over
the case.  James W. Anderson, Esq., and Victoria B. Finlinson,
Esq., at Clyde Snow & Sessions, serve as counsel to the Debtor.  



CAPITAL TRANSPORTATION: November 8 Disclosure Statement Hearing
---------------------------------------------------------------
John K. Olson of the U.S. Bankruptcy Court for the Southern
District of Florida has set a hearing to consider approval of the
disclosure statement filed by Capital Transportation, Inc. to take
place on November 8, 2017 at 10:30 a.m.

The last day for filing and serving objections to the disclosure
statement will be November 1, 2017.

Plan Proponent:

            Capital Transportation, Inc.
            David A. Ray, P.A.
            1330 Southeast 4th Avenue, Suite I
            Fort Lauderdale, Florida 33316
            Phone: (954) 399-0105
            Email: dray@draypa.com

                  About Capital Transportation

Capital Transportation, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 17-11664) on Feb.
10, 2017.  John Camillo, president, signed the petition.  The
Debtor estimated assets of less than $500,000 and liabilities of $1
million.  David A. Ray, P.A., is serving as counsel to the Debtor.

An official committee of unsecured creditors has not been appointed
in the Chapter 11 case of Capital Transportation, Inc. as of April
17, 2017, according to the court docket.


CC CARE LLC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates that filed separate Chapter 11 bankruptcy
petitions:

     Debtor                                     Case No.
     ------                                     --------
     CC Care, LLC                               17-32406
        dba Community Care Center
     c/o TM Healthcare Management
     15443 Summit Ave.
     Oakbrook, IL 60181

     BT Bourbonnais Care, LLC                   17-32411
        dba Bourbonnais Terrace Nursing Home

     CT Care, LLC                               17-32417

     JLM Financial Healthcare, LP               17-32421

     FT Care, LLC                               17-32423

     JT Care, LLC                               17-32425

     KT Care, LLC                               17-32427

     TN Care, LLC                               17-32429

     SV Care, LLC                               17-32430

     WCT Care, LLC                              17-32433

Business Description: CC Care, LLC dba Community Care Center
                      is a nursing & custodial care facility  
                      located at 4314 S. Wabash Ave. Chicago,
                      Illinois 60653.  The company offers
                      therapeutic services, social services,
                      personal amenities and other services
                      including respite care, hospice care,
                      podiatry, optometry, 24-hour professional  
                      nursing, licensed dietitian, restorative
                      programs, x-ray and lab services.  The
                      facility accepts Medicaid, Medicare, private
                      insurance and private pay.  For more
                      information please visit the company's Web
                      site at: http://communitycarechicago.com/

Chapter 11 Petition Date: October 30, 2017

Court: United States Bankruptcy Court
       Northern District of Illinois (Chicago)

Judge: Hon. Janet S. Baer (17-32406)
            Deborah L. Thorne (17-32411)

Debtors' Counsel: David K Welch, Esq.
                  CRANE, HEYMAN, SIMON, WELCH & CLAR
                  135 S Lasalle St, Suite 3705
                  Chicago, IL 60603
                  Tel: 312 641-6777
                  Fax: 312 641-7114
                  E-mail: dwelch@craneheyman.com

                    - and -

                  BURKE WARREN MACKAY & SERRITELLA P.C.
                  330 N. Wabash Avenue, Suite 2100
                  Chicago, Illinois 60611
                  Tel: 312-840-7000

CC Care's
Estimated Assets: $1 million to $10 million

CC Care's
Estimated Liabilities: $1 million to $10 million

The petitions were signed by Patrick Laffey, manager and
designated representative.

A full-text copy of CC Care, LLC's petition, along with a list of
20 largest unsecured creditors, is available for free at
http://bankrupt.com/misc/ilnb17-32406.pdf

A full-text copy of BT Bourbonnais Care's petition, along with a
list of 20 largest unsecured creditors, is available for free at
http://bankrupt.com/misc/ilnb17-32411.pdf


CDRH PARENT: Moody's Lowers CFR to Caa1; Outlook Stable
-------------------------------------------------------
Moody's Investors Service downgraded CDRH Parent, Inc's (d/b/a as
"Healogics") Corporate Family Rating to Caa1 from B3. The rating
outlook remains stable.

The downgrade reflects the company's weak financial performance
within its clinics division. Specifically, the company's hyperbaric
oxygen ("HBO") therapy treatments have substantially declined
following stricter oversight of documentation implemented by
Medicare. Further, Moody's expects Healogics' liquidity to weaken
as the company approaches a resolution for its pending litigation
cases related to the utilization of its HBO treatments. As a
result, financial leverage has increased and Moody's expects it to
remain very high. The company has initiatives to address challenges
in its HBO segment however the magnitude and timing of any recovery
remains uncertain.

The following ratings were downgraded:

CDRH Parent, Inc.

Corporate Family Rating to Caa1 from B3

Probability of Default Rating to Caa1-PD from B3-PD

$100 million senior secured revolver expiring 2019 to B3 (LGD 3)
from B2 (LGD 3)

$545 million senior secured first lien term loan due 2021 to B3
(LGD 3) from B2 (LGD 3)

$250 million second lien term loan due 2022 to Caa3 (LGD 5) from
Caa2 (LGD 5)

The rating outlook is stable.

RATINGS RATIONALE

Healogics' Caa1 Corporate Family Rating reflects Moody's
expectation that the company will continue to operate with very
high financial leverage over the next 12 to 18 months. Leverage
will remain high as Healogics' revenue from HBO treatments declines
due to the stricter oversight of documentation from Medicare. The
rating is also constrained by the company's narrow focus on wound
care management. The rating benefits from Healogics' good customer
diversification, minimal direct government reimbursement risk, and
its leading position in outsourced wound care treatments. The
company's liquidity remains adequate as it has access to a
substantially undrawn $100 million revolving credit facility which
expires in July 2019.

The ratings could be downgraded if the company's liquidity erodes,
or the probability increases that the company will pursue a
transaction that Moody's deems a distressed exchange, and hence a
default.

Ratings could be upgraded if Healogics sustains debt to EBITDA near
6.5 times and interest coverage above 1.5 times while maintaining
good liquidity.

CDRH Parent, Inc. is a holding company whose principal operating
subsidiary is Healogics, Inc. Based in Jacksonville, FL., Healogics
partners with hospitals to establish, staff and run specialized
wound care centers that treat patients with chronic, non-healing
wounds. CDRH is owned by private equity sponsor Clayton, Dubilier
and Rice. As of June 30, 2017, Healogics operated approximately 700
wound care centers and generated $424 million in revenue.

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


CIRCLE MEDIA: Circle Orange Buying All Assets for $500K
-------------------------------------------------------
Circle Media, Inc., and S3 Digital Corp. ask the U.S. Bankruptcy
Court for the District of Nebraska to authorize the bidding
procedures in connection with the sale of substantially all of
Circle Media's assets, including its proprietary software,
Fan.DexDMS, to Circle Orange, LLC, for $500,000, subject to
overbid.

Despite Circle Media's affiliation with outstanding universities
and interscholastic associations, it has struggled to turn
prospects into paying customers as quickly as it had anticipated
and has spent more capital developing the propriety software than
anticipated, and thus, it has not generated the amount of revenue
that it had anticipated, causing a financial strain that, along
with pending litigation, has prevented the Debtors from raising
additional capital.

Recognizing the need to explore strategic alternatives, the Debtors
retained the investment banker, Frontcourt Group, LLC, in July 2016
through November 2016 to market the Debtors to potentially
interested parties.  In connection with this process, Frontcourt
compiled diligence information, prepared a confidential information
memorandum, and compiled a targeted list of strategic and financial
buyers.

Despite these efforts, and subsequent due diligence and discussions
with potentially interested parties, this marketing process did not
give rise to a viable transaction, in large part because of the
pending litigation, lower than anticipated annual revenue, and a
significant outstanding balance of account payables.  From November
to the present, the Debtors have continued to explore a transaction
with interested parties to maximize value, in addition to
maintaining contact with certain potentially interested parties.
However, the Debtors' financial position has continued to
deteriorate.

To preserve and maximize value, the Debtors again sought to
implement a sale process, this time in connection with a chapter 11
filing that would allow the assets to be sold free and clear.
Through this process, after vigorous marketing efforts and
discussions with potentially interested parties, the Debtors
determined that the stalking horse bid from the Stalking Horse
Bidder offered the Debtors the best alternative to maximize value
for their estates and creditors.

The Debtors have entered into the Stalking Horse Purchase Agreement
dated as of Oct. 27, 2017, by and among the Debtors and the
Stalking Horse Bidder for the sale of substantially all of the
Debtors' assets, including its proprietary software, Fan.DexDMS.
Under the Stalking Horse Purchase Agreement, the consideration that
will be paid to their estates will be not less than $500,000.  The
Debtors believe that this represents the highest and best value for
the assets and that by combining the Stalking Horse Purchase
Agreement with the Bid Procedures, they will maximize the value of
their bankruptcy estates for the benefit of all parties in
interest.

The material terms and conditions of the Stalking Horse Purchase
Agreement are:

     a. Purchaser: Circle Orange, LLC and/or its assignee or
designee

     b. Purchased Assets: Any and all of Circle Media's right,
title, and interest in, among other things and without limitation,
the following: (i) tangible assets, such as personal property,
including, without limitation, computers; (ii) all Accounts
Receivable, the Transferred Contracts, Intellectual Property,
Permits, insurance benefits, rights and proceeds, most books and
records, and goodwill; and (iii) claims against any third parties
in respect of the Purchased Assets and/or any Assumed Liability.

     c. Assumed Liabilities: The Purchaser will assume only the
following Liabilities of Circle Media: (i) liabilities relating to
the Purchased Assets solely to the extent arising after the Closing
Date; (ii) all Cure Amounts, if any, as to Transferred Contracts;
and (iii) taxes attributable to the Purchased Assets after
Closing.

     d. Purchase Price: $500,000 comprising (i) the Credit Bid
Amount, (ii) an amount in cash equal to the difference between (x)
$500,000 and (y) the Credit Bid Amount, and (iii) the assumption of
the Assumed Liabilities at the Closing.

     e. Cure Amounts: Circle Media believes that there are no
material cure amounts owed to counterparties of any Transferred
Contract.

     f. Termination Fee: $25,000 to be paid upon the consummation
of an Alternative Transaction or otherwise in accordance with the
Stalking Horse Purchase Agreement

     g. Free and Clear: The Purchased Assets will be sold free and
clear of all liens, claims, encumbrances, and interests, including,
but not limited to, any Encumbrances held holders of Statutory
Liens.

     h. Termination: The Stalking Horse Purchase Agreement contains
termination provisions.  Pursuant thereto, the Stalking Horse
Purchase Agreement will terminate if, among other things: (i) the
Closing has not occurred on Dec. 1, 2017; (ii) the Sale Order has
not been entered on Nov. 29, 2017; and (iii) Circle Media
consummates an Alternative Transaction.

     i. Bid Protection: $25,000

The salient terms of the Bidding Procedures are:

     a. Bid Price, Minimum Amount: The Bid Price must be equal to
or greater than (i) the sum of the Purchase Price set forth in the
Stalking Horse Purchase Agreement, (ii) the value of the Bid
Protections, and (iii) $100,000.

     b. Deposit: Each Potential Bidder must submit a deposit of 10%
of the Bid Price in immediately available cash funds via wire
transfer to be held in the trust account of Koley Jessen P.C.,
L.L.O. pending completion of the Auction.  If the Potential Bidder
is unsuccessful, the Deposit will be returned to the Potential
Bidder.

     c. As Is, Where is: The sale is "as is, where is."

     d. Bid Deadline: Nov. 22, 2017 at 5:00 p.m. (CST)

     e. Credit Bid: At the Auction, any Qualified Bidder who has a
valid and perfected lien on any assets of the Debtors' estates will
have the right to credit bid all or a portion of the value of the
Secured Creditor's claims to the extent that such secured claim is
not disputed.

     f. Auction: The Auction will take place on Nov. 27, 2017 on
9:00 a.m. (CT) at the offices of Koley Jessen P.C., L.L.O., 1125
South 103rd Street, Suite 800, Omaha, NE 68124, and Qualified
Bidders will be allowed to participate telephonically.

     g. Overbids: $125,000

     h. Sale Hearing: Nov. 29, 2017, at 1:00 p.m.

     i. Sale Objection Deadline: Nov. 28, 2017 at 5:00 p.m. (CT)

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

       http://bankrupt.com/misc/Circle_Media_10_Sales.pdf

Within three business days after entry of an Order approving the
Bid Procedures, the Debtors will serve the Sale Notice, the
Stalking Horse Purchase Agreement, the Bid Procedures, upon all
Notice Parties.  Prior to the Sale Hearing, the Debtors will file
with the Court the Notice of Potential Assumption and Assignment
and attach thereto the Contracts List that may be assumed and
assigned in connection with the Sale.

The Debtors ask that the Court will consider the Motion on Nov. 6,
2017 at 1:00 p.m. (CT).

The Debtors ask the Court to waive the 14-day stay period to allow
the Sale to close in an expeditious manner following the sale
hearing.

The Purchaser:

          CIRCLE ORANGE, LLC
          50 Gramercy Park North, Apt. 10A
          New York, NY 10010
          E-mail: dlewis@orangecap.com
          Telephone: (215) 939-1486
          Attn: Daniel Lewis

               - and -

          Andrew Rosenblatt, Esq.
          NORTON ROSE FULBRIGHT US LLP
          1301 Avenue of the Americas
          New York, NY 10019
          E-mail: andrew.rosenblatt@nortonrosefulbright.com
          Telephone: (212) 408-5559
          Facsimile: (646) 710-5559

                       About Circle Media

Circle Media, Inc., doing business as Circle Media, provides data
management software and solutions for the sports and entertainment
industries.  It offers data analysis and management system for
aggregating and managing fan information for conferences, teams,
media, and brands.  Its proprietary Fan.Dex Data Management
Solution (Fan.Dex DMS) provides its partners with a complete set of
tools that integrate first and third party data and provides users
with a simple interface designed to help them make smarter
marketing decisions.  Circle Media is 100% owned by S3 Digital
Corp.  The company was founded in 2012 and is based in Austin,
Texas.

S3 Digital Corp. and Circle Media sought Chapter 11 protection
(Bankr. D. Neb. Case Nos. 17-81540 and 17-81541) on Oct. 27, 2017.
The petitions were signed by Joseph Casey, CEO.

S3 Digital Corp. disclosed total liabilities of $5,673,353.  Circle
Media disclosed total assets of $510,011 and total liabilities of
$4,618,978.

The cases are assigned to Judge Thomas L. Saladino.  

The Debtors tapped Brian J. Koenig, Esq., at Koley J. Jessen, P.C.,
L.L.O. as counsel.


CLAUDIA MANCINI: 910 Brownstone Buying Hoboken Property for $550K
-----------------------------------------------------------------
Claudia A. Mancini asks the U.S. Bankruptcy Court for the District
of New Jersey to authorize the short sale of real property located
at 910 Hudson Street, Unit 2, Hoboken, New Jersey to 910
Brownstone, LLC to purchase the Property for $550,000, subject to
higher and better offers.

A hearing on the Motion is set for Oct. 31, 2017, at 10:00 a.m.

Pursuant to an appraisal obtained approximately one year prior to
the Filing Date, the Property was appraised at approximately
$390,000.  The building where the Property is located consists of
three units.  The first unit is owned by the Debtor's boyfriend,
William Natale.  The third unit is owned by William's son, Joseph
Natale.  The Debtor receives rental income for the Property in the
amount of $3,075 per month.

On Nov. 8, 2016, Nationstar filed a secured Proof of Claim in the
amount of $690,208.

In January 2017, the Debtor received an offer for the Property in
the amount of $600,000, conditioned upon the sale of the other two
units in the Property.  Immediately upon receiving the offer and
concluding attorney review, attempts were made to obtain short sale
approval from the secured creditor for the Property, Nationstar,
now Mr. Cooper.

Based upon the delay in obtaining short-sale approval, that
purchaser terminated the contract.  In late-March, 2017, the Debtor
received a subsequent offer in the amount of $575,000, but that
offer never materialized.

On March 31, 2017, the Debtor filed her Disclosure Statement and
Plan.  The First Modified Disclosure Statement and Plan were filed
on May 12, 2017, and a Second Amendment to the Disclosure Statement
and Plan was filed on May 16, 2017.  By Order dated June 6, 2017,
the Disclosure Statement, as amended, relating to the Plan, as
amended, was approved by the Court.

On April 11, 2017, the Debtor received an offer from Aimee Wang and
Dennis Wang, or their designee, to purchase the Property for
$550,000.  As with other interested potential purchasers, the sale
of the Property was contingent upon the sale of all three units of
the building.  The Wangs have since designated their rights under
the Contract to an entity formed for the purpose of purchasing the
building, 910 Brownstone.

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

       http://bankrupt.com/misc/Claudia_Mancini_92_Sales.pdf

The sale price of each unit was separately negotiated by the
parties.  William's property has been allocated a sale price of
$960,000.  His unit is in foreclosure, subject to short sale
approval by his lender, and authority from the Court relating to
his bankruptcy proceeding.  Joseph's unit is being sold for
$910,000.  His mortgage is not in default.  Joseph currently
resides in Florida.  The sale of his unit alone is impossible due
to the known financial and foreclosure issues with the Debtor's
unit and William's unit.

The Debtor engaged in formal short sale discussions directly with
Nationstar in the late-Spring and early-Summer 2017. On Aug. 31,
2017, Nationstar approved the short sale, with certain
modifications.  As a result, on Sept. 8, 2017, the Debtor filed a
Third Amendment to the Plan to confirm the agreed-upon treatment
with Nationstar.  On Oct. 19, 2017, Nationstar confirmed its
approval.

Specifically, the sale price is being increased to $580,000.
Nationstar has agreed to fix its claim in the amount of $548,900,
and waive any deficiency claim.  Nationstar consents to the payment
of realtor commissions in the amount of $29,000 ((5%) of the
purchase price)).  The remaining balance of $2,100 will be used to
pay a portion of the water, sewer and tax liens against the
Property.

Joseph has agreed to allocate funds or otherwise contribute amounts
from the sale of his unit so the sale may be consummated.  The only
choice is to sell all units in one package since no sale is
individually possible.  Specifically, Joseph is willing to dedicate
approximately $118,050 from his sale price to make a one-time lump
sum distribution to the Debtor's creditors.  Of this amount,
approximately $69,000 is owed to 910 Hudson Street Condo
Association.  The Debtor proposed to dedicate $35,000 for a
one-time lump sum pro rata distribution to unsecured creditors.
The Debtor was informed that Joseph has agreed to do so, so that
the sale of his unit may finally be consummated.  These amounts,
however, will not be available for distribution until Joseph sells
his unit.

On Oct. 24, 2017, the Court conducted an initial hearing on
confirmation of the Plan.  A First Modified Plan is in the process
of being formulated and must be re-noticed to creditors.
Therefore, so as to maintain the short sale approval status with
Nationstar, the Debtor asks authority to sell the Property
immediately.  The First Modified Plan will be filed Nov. 1 , 2017,
immediate1y after the outcome of the Motion.

The Plan had always contemplated to the sale of the Property.  No
creditor or interested party objected to the Plan on those grounds.
Given the imminent closing date and possible delay in closing on
the other unit(s), the Debtor respectfully asks that the
Nationstar-approved expenses be paid at closing, and all other
debts be paid on the Effective Date of the Plan, so as to give the
Purchaser time to close on Joseph's unit.

The Debtor is informed by the Association that it is willing to
wait until the Effective Date to receive payment.  The other
outstanding payments at that time will be administrative costs
(other than the Broker), de minimus priority tax obligations and
the one-time pro rata distribution to unsecured creditors.  The
Debtor anticipates that the sale of the Property will realize
significant funds for the benefit to the Estate, which will pay off
the secured creditor, Nationstar, satisfy brokers' commissions, and
satisfy municipal lien(s) against the Property.

The Title Report obtained by the Purchaser reveals these judgment
liens against the Property:

  Date of Lien       Creditor                             Amount
  ------------       --------                             ------
  10/07/2009    Sovereign Bank                            $92,367
  02/08/2010    Park Avenue Bank                         $115,328
  04/12/2011    Wilentz, Goldman & Spitzer                 $3,700
  04/21/2011    917 Washington Street Condo Association    $3,000
  12/30/2011    New Century Financial Services             $6,511
  02/10/2012    Midland Funding                            $1,527
  07/05/2013    New Century Financial Services            $11,129

The Debtor will continue to consider higher and better offers
until, and at, the hearing on the Motion.  Moreover, the Broker
will continue to show the Property to any interested party upon
request.

The Debtor asks the Court to waive the stay requirements under Rule
6004(h) in connection with the sale of the estate's interest in the
Property, so the sale can be consummated as soon as practicable.

Counsel for the Debtor:

          Michele M. Dudas, Esq.
          TRENK, DiPASQUALE, DELLA FERA & SODONO, P.C.
          347 Mount Pleasant Avenue, Suite 300
          West Orange, NJ 07052
          Telephone: (973) 243-8600

Claudia A. Mancini sought Chapter 11 protection (Bankr. D.N.J. Case
No. 16-23040) on July 6, 2016.  The Debtor tapped Michele M. Dudas,
Esq., at Trenk, Dipasquale, Della Fera & Sodono, as counsel.  On
Oct. 17, 2016, the Court appointed Coldwell Banker Residential
Broker as realtor.  On June 6, 2017, the Court approved the
Debtor's Second Amendment to the Disclosure Statement and Plan.


CORNBREAD VENTURES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Cornbread Ventures, LP
        2850 E. Camelback Rd.
        Phoenix, AZ 85016

Type of Business: Cornbread Ventures, LP is the owner and operator

                  of Z'Tejas Southwestern Grill.  The company was
                  founded in 2015 and is based in Austin, Texas.

Case No.: 17-12877

Chapter 11 Petition Date: October 30, 2017

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Brenda K. Martin

Debtor's Counsel: Jordan A Kroop, Esq.
                  PERKINS COIE LLP
                  2901 N Central Avenue, Suite 2000
                  Phoenix, AZ 85012
                  Tel: 602-351-8017
                  Fax: 602-648-7076
                  E-mail: jkroop@perkinscoie.com

Estimated Assets: $1 million to $10 million

Estimated Debt: $1 million to $10 million

The petition was signed by Michael Stone, president and general
partner.

A full-text copy of the petition, along with a list of 20 largest
unsecured creditors, is available for free at
http://bankrupt.com/misc/azb17-12877.pdf


CRANBERRY GROWERS: Committee Taps Goldstein as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Cranberry Growers
Cooperative seeks approval from the U.S. Bankruptcy Court for the
Western District of Wisconsin to hire Goldstein & McClintock LLLP
as its legal counsel.

The firm will advise the committee on legal issues concerning the
Debtor's Chapter 11 case; investigate the Debtor's assets and
pre-bankruptcy conduct; advise the committee on the terms of any
bankruptcy plan or asset sale; and provide other legal services
related to the case.

Goldstein's billing rates range from $315 per hour for associates
to $725 per hour for senior partners.  The hourly rates for legal
assistants range from $150 to $235.

The attorneys expected to represent the committee are:

     Brian Jackiw      Partner       $355
     Thomas Fawkes     Partner       $450
     Sean Williams     Associate     $315

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

The firm can be reached through:

     Brian J. Jackiw, Esq.
     Goldstein & McClintock LLLP
     111 West Washington, Suite 1221
     Chicago, IL 6060 2
     Tel: (312) 337-7700
     Fax: (312) 277-2305
     Email: brianj@goldmclaw.com

                      About Cranberry Growers

Cranberry Growers Cooperative (CranGrow) --
https://www.crangrow.com/ -- is a group of cranberry growers based
in Warrens, Wisconsin.  CranGrow currently has 40 grower members,
and it is these members that own the co-op.  The co-op's growers
range in size from small to very large cranberry marshes, most of
which have been family owned and operated for generations.  Some
have been in operation for over 100 years.  CranGrow produces
sliced sweetened dried cranberries, whole sweetened dried
cranberries, single strength juice (not from concentrate), 50 and
65 brix concentrate, and cranberry seed pomace.  Unlike many
cranberry processors, CranGrow actually grows the fruit and process
it themselves.

Cranberry Growers Cooperative filed a Chapter 11 petition (Bankr.
W.D. Wis. Case No. 17-13318) on Sept. 25, 2017.  The petition was
signed by James Reed, its chief executive officer.  At the time of
filing, the Debtor estimated $1 million to $10 million in both
assets and liabilities.

Cranberry Growers Cooperative hired Dorsey & Whitney LLP as its
lead bankruptcy counsel; and Michael Best & Friedrich LLP as its
local counsel.  Donlin, Recano & Company, Inc. serves as the
Debtor's claims, noticing and solicitation agent.  The Debtor hired
Winston Mar of SierraConstellation Partners LLC as its chief
restructuring officer.

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


CROFTON & SONS: Trustee Proposes to Pay Contingent Fees to Hahn
---------------------------------------------------------------
The official administering the creditor trust of Crofton & Sons
Inc. seeks court approval to modify in part the terms governing the
employment of his legal counsel, Hahn Loeser & Parks LLP.

In his motion filed with the U.S. Bankruptcy Court for the Middle
District of Florida, Laurence Goddard, the court-appointed trustee,
proposes to modify the terms of Hahn Loeser's employment to provide
for a contingent fee for services rendered in these pending
adversary cases:

     * Trustee v. N. D. Crofton, Adv. Proc. 16-ap-278
     * Trustee v. Bernaldo, et al., Adv. Proc. 16-ap-279
     * Trustee v. Bernaldo, et al., Adv. Proc. 16-ap-280
     * Trustee v. Coogle, Adv. Proc. 16-ap-2811
     * Trustee v. Gordon, et al., Adv. Proc. 16-ap-282
     * Trustee v. Peace Transport, LLC, Adv. Proc. 16-ap-283
     * Trustee v. K. D. Crofton, Adv. Proc. 16-ap-284

Hahn Loeser and the trustee have agreed that, subsequent to
December 31, 2016, the terms of the firm's employment should be
modified such that the firm will no longer be compensated on an
hourly basis in connection with the adversary cases.

In the event of a recovery in any adversary case, the amount
recovered will be used as a basis for compensation depending upon
the point of time at which recovery is obtained such that the firm
will receive an amount equal to 33-1/3% of the recovery in money or
property up to the time of the beginning of the trial; an amount
equal to 40% of the recovery if obtained at any point between the
beginning of the trial and the entry of judgment; and an amount
equal to 45% thereafter, including any post-trial motion or appeal,
according to the court filing.

                    About Crofton & Sons Inc.

Crofton & Sons, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
M.D. Fla. Case No. 14-04208) on April 16, 2014. Stichter, Riedel,
Blain & Prosser P.A. represents the Debtor as counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Kevin D.
Crofton, its president.

On June 12, 2015, the Debtor received court approval to sell
substantially all of its assets to Blue Planet Holdings, LLC.

On December 31, 2015, the court confirmed the Debtor's Chapter 11
plan of liquidation and appointed Laurence Goddard to administer
the creditor trust established under the plan.  The plan was
declared effective on April 7, 2016.


DAVID CHAMBERLAIN: Sale of Amory Property for $30K Approved
-----------------------------------------------------------
Judge Catherine Bauer of the U.S. Bankruptcy Court for the Central
District of California authorized David Tudor Chamberlain's sale of
the real property located at 274 Amory, Manchester, New Hampshire
to 374 Amory Street Realty Trust for $30,000.

A hearing on the Motion was held on Oct. 25, 2017 at 10:00 a.m.

The Amory Property is sold "as-is," in its present condition, free
and clear of all liens and encumbrances.

David Tudor Chamberlain is a real estate agent with over 25 years
of experience in marketing and selling real properties.  He sought
Chapter 11 protection (Bankr. C.D. Cal. Case No. 17-11370) on April
9, 2017.  The Debtor tapped Jeffrey I Golden, Esq., at Lobel
Weiland Golden Friedman LLP, as counsel.


DONALD MARTIN: Proposes Searcy Auction of Property on Nov. 11
-------------------------------------------------------------
Donald Duren Martin and Mary Ellen Martin ask the U.S. Bankruptcy
Court for the Middle District of Tennessee the sale of 54.34 acres
of real property located at 103 Brentlawn Drive, Springfield,
Tennessee at auction.

The Debtors are the owners of the Property.  The Debtors wish to
market and auction the property in an attempt to maximize the sale
price of the property which will in turn reduce the debt owed to
Reliant Bank and reduce the amount which would be needed to repay
the bank in any Chapter 11 plan.

Reliant Bank, who holds a deed of trust on the property, has
obtained relief from the automatic stay.  A foreclosure has been
scheduled on the property and has already been continued once to
Nov. 20, 2017.  The auction is scheduled for Nov. 11, 2017, in an
attempt to generate a higher sale price in advance of any
foreclosure.  

The advertising and promotion for the sale needs to begin as soon
as possible; therefore, the Motion needs to be heard on an
expedited basis.

The auction will be held on Nov. 11, 2017, at 10:30 a.m. to be
conducted by Searcy Realty & Auctions, Inc.  Pursuant to the
Auction Agreement, the Debtors will pay the agent and Auctioneer of
6% of the total of the property.  The Auctioneer will not charge a
buyer's premium.  The Debtors will pay the advertising expenses to
conduct the sale in the amount of $1,000.

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

          http://bankrupt.com/misc/DONALD_MARTIN_147_Sales.pdf

The Notice of the Application will be sent to Megan Seliber,
Attorney for the United States Trustee, Marc T. McNamee and Stephen
M. Montgomery, Attorneys for Reliant Bank, and all other parties of
record to receive notice electronically via the U.S. Bankruptcy
Court's CM/ECF filing system, on Oct.  27, 2017.  In addition, the
Notice will be sent to the Debtor and all other creditors and
parties-in-interest pursuant to the attached mailing matrix; by
U.S. Mail, postage prepaid, on Oct. 27, 2017.

The Debtors ask that the matter be heard on Nov. 7, 2017, at 9:00
a.m., or the next available date thereafter.

From the sale proceeds, the Debtors propose to pay the costs of the
auctioneer, the deed tax and all outstanding property taxes.  The
buyer will not be an insider as defined by Section 101(13) and Rule
2014 of the Bankruptcy Code, and the sale will represent an
arm's-length transaction between the parties, made without fraud,
collusion, and no attempt will been made by either party to take
any unfair advantage of the other.  The buyer will purchase the
Property in good faith pursuant to 11 U.S.C. Section 363(m).

The sale gives Reliant Bank, the creditor holding a lien on the
property, the right to approve or refuse to accept the final
auctioned bid price for the property.  The lien held by Reliant
Bank will attached to the proceeds of the sale.  Reliant Bank has
already agreed to the terms of the auction.

The Agent/Auctioneer:

          SEARCY REALTY & AUCTIONS, INC.
          2109 Park Plaza Drive, Suite 100
          Springfield, TN 37172
          Telephone: (615) 384-9095
          Facsimile: (615) 384-93399

Counsel for the Debtors:

          Steven L. Lefkovitz, Esq.
          LAW OFFICES LEFKOVITZ & LEFKOVITZ
          618 Church Street, Suite 410
          Nashville, Tennessee 37219
          Telephone: (615) 256-8300
          Facsimile: (615) 255-4516
          E-mail: slefkovitz@lefkovitz.com

Donald Duren Martin and Mary Ellen Martin sought Chapter 11
protection (Bankr. M.D. Tenn. Case No. 16-08387) on Nov. 22, 2016.
The Debtors tapped Steven L. Lefkovitz, Esq., at Law Offices
Lefkovitz & Lefkovitz, as counsel.


DYNAMIC INTERNATIONAL: Taps Jackson Lewis as Special Counsel
------------------------------------------------------------
Dynamic International Airways, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of North Carolina to hire
Jackson Lewis P.C. as its special counsel.

The firm will provide legal services to Dynamic International in
connection with claims filed or to be filed against the company
before the Equal Employment Opportunity Commission.

Jackson Lewis will charge an hourly fee of $220 for the services
provided by its associate attorneys and $255 for partners.

Ted Kazaglis, Esq., disclosed in a court filing that the firm and
its partners and associates do not hold any interest adverse to the
company's estate.

Jackson Lewis can be reached through:

     Ted N. Kazaglis, Esq.
     Jackson Lewis P.C.
     3737 Glenwood Avenue, Suite 450
     Raleigh, NC 27612
     Phone: 919-760-6460
     Fax: 919-760-6461

               About Dynamic International Airways

Dynamic International Airways, LLC owns and operates a full-service
aviation enterprise, and is a licensed and certificated air
carrier. It was formed in 2010 and operates in High Point, North
Carolina.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D.N.C. Case No. 17-10814) on July 19, 2017. The case
is assigned to Judge Catharine R. Aron. At the time of the filing,
the Debtor disclosed that it had estimated assets of $10 million to
$50 million and liabilities of $50 million to $100 million.

The Debtor hired Bell Davis & Pitt, PA, and Garman Turner Gordon
LLP, as attorneys, and MJAC L.L.C., d/b/a Allison Consulting, as
financial advisor.

An official committee of unsecured creditors has been appointed in
the Debtor's case. The committee hired Saul Ewing LLP and Poyner
Spruill LLP as its bankruptcy counsel, and AlixPartners, LLP, as
financial advisor.


ENVIRO-SAFE: Airosol Buying Product Filler for $200K
----------------------------------------------------
Enviro-Safe Refrigerants, Inc., asks the U.S. Bankruptcy Court for
the Central District of Illinois to authorize the sale of
KP-Airofill/Packaging Technologies 12 Head Rotary Electromatic
Product Filler to Airosol Co., Inc. for $200,000.

Due to the nature of its business, the Debtor from time to time has
equipment that it no longer uses in its operations.  It has the
Product Filler which it no longer uses in its operations.  After
its own marketing efforts the Product Filler to potential third
party purchasers, the Debtor has received an offer to purchase the
item for the sum of $200,000 from the Purchaser.  The Debtor
believes that the amount offered is fair and reasonable, and the
highest price that it can obtain on the open market for the used
item.

As stated in prior pleadings and as referenced in prior orders of
the Court, two parties hold blanket perfected security interests of
the Debtor in its equipment: PNC National Bank N.A. ("PNC") and
Busey Bank, an Illinois Banking Corp.  Both PNC and Busey have been
made aware of the surplus equipment sales anticipated in this case,
and have consented to such sales and also consented to the Debtor
retaining the sale proceeds for use in its ordinary course business
operations.  Therefore, Debtor asserts that the proposed sale is in
the best interests of the bankruptcy estate and request that it be
approved.

Upon request and tender of a draft by the Purchaser, the Debtor
will obtain a release of the security interests of PNC and Busey to
the Product Filler.  Upon request and tender of a draft the
Purchaser, the Debtor will execute a bill of sale to the Product
Filler.

The Purchaser:

          AIROSOL CO., INC.
          P.O. Box 120
          Neodosha, KS 66757

Counsel for PNC Bank:

          Martin Wasserman, Esq.
          E-mail: mwasserman@carlsondash.com

Counsel for Busey Bank:

          Michael Seghetti, Esq.
          MSeghetti@emrslaw.com

               About Enviro-Safe Refrigerants

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

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

Judge Thomas L. Perkins presides over the case.  

Sumner Bourne, Esq., at Rafool, Bourne & Shelby, P.C., serves as
the Debtor's bankruptcy counsel.

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


ENVIRO-SAFE: Heritage Packaging Buying Scissor Lift for $3K
-----------------------------------------------------------
Enviro-Safe Refrigerants, Inc., asks the U.S. Bankruptcy Court for
the Central District of Illinois to authorize the sale of a scissor
lift outside the ordinary course of business to Heritage Packaging
for $3,000.

Due to the nature of its business, the Debtor from time to time has
equipment that it no longer uses in its operations.  It has a
scissor lift, which it no longer uses in its operations.  After its
own marketing efforts the scissor lift to potential third party
purchasers, the Debtor has received an offer to purchase the item
for the sum of $3,000 from the Purchaser.  The Debtor believes that
the amount offered is fair and reasonable, and the highest price
that it can obtain on the open market for the used item.

The Debtor believes that the amount offered is fair and reasonable,
and the highest price that it can obtain on the open market for the
used item.

As stated in prior pleadings and as referenced in prior orders of
the Court, two parties hold blanket perfected security interests of
the Debtor in its equipment: PNC National Bank N.A. ("PNC") and
Busey Bank, an Illinois Banking Corp.  Both PNC and Busey have been
made aware of the surplus equipment sales anticipated in this case,
and have consented to such sales and also consented to the Debtor
retaining the sale proceeds for use in its ordinary course business
operations.  Therefore, Debtor asserts that the proposed sale is in
the best interests of the bankruptcy estate and request that it be
approved.

Upon request and tender of a draft by Heritage Packaging, the
Debtor will obtain a release of the security interests of PNC and
Busey to the scissor lift.  Upon request and tender of a draft by
Heritage Packaging, the Debtor will execute a bill of sale to the
scissor lift.

The Purchaser:

          HERITAGE PACKAGING
          2350 5th Street
          Lincoln, IL 62656

Counsel for PNC Bank:

          Martin Wasserman, Esq.
          E-mail: mwasserman@carlsondash.com

Counsel for Busey Bank:

          Michael Seghetti, Esq.
          MSeghetti@emrslaw.com

                 About Enviro-Safe Refrigerants

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

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

Judge Thomas L. Perkins presides over the case.  

Sumner Bourne, Esq., at Rafool, Bourne & Shelby, P.C., serves as
the Debtor's bankruptcy counsel.

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


EVERGREEN PRODUCTS: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Evergreen Products LLC
        9-11 Anthony Street
        Newark, NJ 07107

Type of Business: Founded in 2004, Evergreen Products LLC is a
                  manufacturer of packaged terminal air
                  conditioning units.  Evergreen offers customers
                  the latest eco-friendly Minisplit products with
                  advanced remote control features.  Evergreen
                  carries a full line of hydronic PTAC units
                  (steam, hot water or electric heat) and Ductless

                  Mini-Split systems (heat pump or electric heat),

                  with great choices in accessories and legacy
                  replacement units.  Evergreen offers
                  professional grade, factory authorized services
                  for basic repairs, preventive maintenance or
                  upgrades to enhance performance & features.  
                  Evergreen's offices and warehouses are located
                  in Woodside, New York.  

                  Web site: http://www.egreenproducts.com

Chapter 11 Petition Date: October 29, 2017

Case No.: 17-31858

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

Debtor's Counsel: Philip Guarino, Esq.
                  GUARINO LAW, LLC
                  26 Park Street, Suite 2057
                  Montclair, NJ 07042
                  Tel: 973-272-4147
                  Fax: 973-528-0635
                  E-mail: pguarino2@gmail.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Christopher Powis, 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/njb17-31858.pdf


FNC CORPORATION: Case Summary & 17 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: FNC Corporation
           dba Mapleton Mini Mart
        8626 W. Wheeler Drive
        Mapleton, IL 61547

Type of Business: FNC Corporation owns the Mapleton Mini Mart
                  convenience store located at 8626 W.
                  Wheeler Drive, Mapleton Illinois.  The
                  company's gross revenue amounted to $2.16
                  million in 2016 and $4.81 million in 2015.
                  FNC previously sought bankruptcy
                  protection on March 12, 2015 (Bankr. C.D.
                  Ill. Case No. 15-80389).

Chapter 11 Petition Date: October 30, 2017

Case No.: 17-81568

Court: United States Bankruptcy Court
       Central District of Illinois (Peoria)

Judge: Hon. Thomas L. Perkins

Debtor's Counsel: Carleen Cignetto, Esq.
                  CARLEEN CIGNETTO ATTORNEY AT LAW
                  2 Dearborn Square, Suite 2
                  Kankakee, IL 60901
                  Tel: 815 937 5530
                  Fax: 815 937 5532
                  E-mail: cignettolaw@gmail.com

Total Assets: $1.40 million

Total Liabilities: $1.38 million

The petition was signed by Mahmood Choudhari, president.

A full-text copy of the petition, along with a list of 17 largest
unsecured creditors, is available for free at
http://bankrupt.com/misc/ilcb17-81568.pdf


GARY GRIFFITH: Garrisons Buying Winnsboro Property for $1.8 Million
-------------------------------------------------------------------
Gary R. Griffith asks the U.S. Bankruptcy Court for the Northern
District of Texas to authorize the sale of real property located at
4694 N FM 2869, Winnsboro, Texas, to Patrick Garrison and Shannon
Garrison for $1,800,000.

The Debtor owns the Property which he has been marketing for sale.
He has filed the Motion because the Property is currently subject
to an offer from the Purchasers for the total purchase price of
$1,800,000.  The parties executed the Farm and Ranch Contract for
the sale of the Property.  The Debtor, in the exercise of his
reasonable business judgment, asks authority to convey to the
Purchasers, the Property, free and clear of all liens, claims and
encumbrances of any kind or nature, save and except ad valorem tax
liens for 2017.

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

     http://bankrupt.com/misc/Gary_Griffith_215_Sales.pdf

The Debtor submits that subsections (2), (3), and (5) apply in the
case since certain lienholders of record can be compelled to accept
the value of their indebtedness in full and final satisfaction of
the debts and liens against the Property; certain lienholders will
consent to the sale; and the value of any other lienholder's liens
are less than to the value of the Property.

The known lienholders on the Property are:

     a. City National Bank, 1135 Mockingbird Lane, Sulphur Springs,
Texas 75482

     b. Wood County Appraisal District, P.O. Box 1706, Quitman,
Texas 75783

     c. Wood County Waste Disposal District, P.O. Box 1706,
Quitman, Texas 757

     d. Todd & Dawn Aaron, 9757 Military Parkway, Dallas, Texas
75227

     e. Winnsboro ISD, 207 E. Pine Street, Winnsboro, Texas 75494

     f. Wood County Tax Assessor, P.O. Box 1706 Quitman, Texas
75783

     g. First Victoria National Bank, c/o Clinton Milner, PLLC,
P.O. Box 801031, Dallas, TX 75380

Accordingly, the Debtor asks that the Court authorizes him, or any
title company acting pursuant to the authority of the Court's Order
granting the Motion, to close the sale of the Property; to vest
title in the Purchasers free and clear of all liens, claims and
encumbrances whatsoever, save and except 2017 ad valorem taxes; and
remit the sale proceeds as follows:

     a. First, to those parties necessary to fully satisfy closing
costs and brokerage fees;

     b. Second, to any ad valorem taxing authority to fully satisfy
the ad valorem taxes for the tax periods 2017 and prior (including
all amounts allowed under 11 U.S.C. Section 506(b)) against the
Property;

     c. Third, to the holders of valid, recorded liens of record
against the Property; and

     d. Fourth, to the Debtor.

Because the proposed Purchasers have agreed to close on the sale on
the Property on Nov. 30, 2017, the Debtor asks that the Court
orders that Federal Rule of Bankruptcy Procedure 6004(h) does not
apply to any Order granting the relief sought.

The Purchasers:

          Patrick Garrison and Shannon Garrison
          105 Rainbow Cove
          Holly Lake Ranch, TX
          Telephone: (903) 517-2495
          E-mail: patrick1@rehabsolutionstx.com

Counsel for the Debtor:

          Howard Marc Spector, Esq.
          SPECTOR & JOHNSON, PLLC
          12770 Coit Road, Suite 1100
          Dallas, TX 75251
          Telephone: (214) 365-5377
          Facsimile: (214) 237-3380
          E-mail: hspector@spectorjohnson.com

On July 2, 2013, Gary R. Griffith filed his voluntary petition
under Chapter 7 of Title 11 of the United States Code in U.S.
Bankruptcy Court for the Northern District of Texas.  On Aug. 12,
2013, the case was converted to a Chapter 11 (Bankr. N.D. Tex. Case
No. Case No. 13-33404-HDH-11).  On Aug. 5, 2014, the Court
confirmed the Debtor's Second Amended Plan of Reorganization.


GENERAL NUTRITION: Bank Debt Trades at 5.06% Off
------------------------------------------------
Participations in a syndicated loan under General Nutrition is a
borrower traded in the secondary market at 94.94
cents-on-the-dollar during the week ended Friday, October 27, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.31 percentage points from the
previous week.  General Nutrition pays 250 basis points above LIBOR
to borrow under the 1350 billion facility. The bank loan matures on
Mar.2, 2019 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 27.


GETTY IMAGES: Bank Debt Trades at 10.37% Off
--------------------------------------------
Participations in a syndicated loan under Getty Images Inc.
Industrial is a borrower traded in the secondary market at 89.63
cents-on-the-dollar during the week ended Friday, October 20, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 3.19 percentage points from the
previous week.  Getty Images Inc. pays 350 basis points above LIBOR
to borrow under the 1900 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 20.


GILDED AGE: Taps Kirby Commercial as Real Estate Agent
------------------------------------------------------
Gilded Age Properties, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Rhode Island to hire a real estate
agent.

The Debtor proposes to employ Kirby Commercial, LLC in connection
with its plan to lease or rent out its units located at 117
Bellevue Avenue and 38-40 Freebody Street, in Newport, Rhode
Island.

Stephen Kirby, a real estate agent employed with the firm, will
provide the services at a rate to be determined by the court.

Mr. Kirby disclosed in a court filing that he has no connection
with the Debtor or any of its creditors.

The firm can be reached through:

     Stephen Kirby
     Kirby Commercial, LLC
     65 Houston Avenue
     Newport, RI 02840
     Tel: 401-846-1010
     Fax: 401-846-7737

                    About Gilded Age Properties

Gilded Age Properties, LLC, owns and operates two properties: a
commercial rental property located at 117 Bellevue Avenue in
Newport, Rhode Island and a residential apartment building located
at 38-40 Freebody Street in Newport, Rhode Island.

Gilded Age Properties filed a Chapter 11 petition (Bankr. D.R.I.
Case No. 17-10738) on May 4, 2017.  The petition was signed by
Peter M. Iascone, member.  At the time of the filing, the Debtor
estimated assets and liabilities between $1 million and $10
million.

The case is assigned to Judge Diane Finkle.  The Delaney Law Firm
LLC is the Debtor's bankruptcy counsel.


HKD TREATMENT: Hires Mestone & Associates as Counsel
----------------------------------------------------
HKD Treatment Options, P.C. seeks approval from the United States
Bankruptcy Court for the District of Massachusetts, Central
Division, to employ Richard A. Mestone, Esq., and the law firm of
Mestone & Associates LLC as Chapter 11 counsel.

Legal services to be rendered by Mestone are:

     a. advise the Debtor with respect to its rights, powers and
        duties as a debtor-in-possession in the continued conduct
        of its Chapter 11 case and the management of its assets
        while in this case;

     b. advise the Debtor with respect to drafting and proposing
        a disclosure statement and plan of reorganization and any
        other matters relevant to the formulation and negotiation
        of such a plan or plans of reorganization in this case;

     c. represent the Debtor at all meetings, hearings and
        matters pertaining to its affairs as a debtor and
        debtor-in-possession;

     d. prepare on the Debtor's behalf all necessary and
        appropriate applications, motions, answers, orders,
        reports, and other pleadings and other documents, and
        review all financial and other reports filed in this
        Chapter 11 case;

     e. review and analyze the nature and validity of any liens
        asserted against the Debtor's property and advise the
        Debtor concerning the enforceability of such liens;

     f. advise and assist the Debtor in connection with any
        potential property dispositions;

     g. advise the Debtor concerning executory contracts and
        unexpired lease assumptions, assignments and rejections;

     h. review and analyze various claims of the Debtor's
        creditors and the treatment of those claims and the
        preparation, filing or prosecution of any objections
        thereto;

     i. Commence and conduct any and all litigation necessary
        or appropriate to assert rights held by the Debtor,
        protect assets and the Debtor's Chapter 11 estate or
        otherwise further the goal of completing the Debtor's
        successful reorganization; and

     j. perform all other legal services and provide all other
        necessary legal advice to the Debtor as a debtor-in-
        possession.

Richard A. Mestone, principal of the law firm of Mestone &
Associates LLC, attests that neither the Firm nor any of its "of
counsel" attorneys represent any interest adverse to the interest
of the estate, nor do they represent any other entity connected to
or with this estate.

Mestone's professional hourly rates:

     Richard A. Mestone, Esq.  $350.00
     Law Clerks                $110.00
     Paralegals                $ 85.00
     
     Of Counsel Attorneys
     Steven J. Marullo, Esq.   $350.00
     Arthur M. Capozzo, Esq.   $350.00

The Counsel can be reached through:

     Richard A. Mestone, Esq.
     MESTONE & ASSOCIATES LLC
     65 Flagship Drive, Suite A
     North Andover, MA 01845
     Tel: (617) 381-6700
     Email: richard.mestone@mestonehogan.com

                    About HKD Treatment Options

HKD Treatment Options -- http://www.hkdtreatmentoptions.com/--
provides behavioral health counseling and treatment plans to help
patients recover from alcohol and drug addiction.

Based in Lowell, Massachusetts, HKD Treatment Options filed a
Chapter 11 petition (Bankr. D. Mass. Case No. 17-41895) on October
20, 2017.  The petition was signed by Hung K. Do, president and
director.

Judge Elizabeth D. Katz presides over the case. Richard A. Mestone,
Esq. at Mestone & Associates LLC represents the Debtor as counsel.

At the time of filing, the Debtor estimates $0 to $50,000 in assets
and $1 million to $10 million in liabilities.


J&S AUTO: Hires Riley & Dever as Counsel
----------------------------------------
J&S Auto Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Massachusetts, Eastern Division, to employ George J.
Nader and Riley & Dever, P.C., as counsel.

Services required of Riley & Dever are:

     (a) assist the Debtor in preparing schedules, statement of
         financial affairs and  related documents with the court;

     (b) employ professionals to assist in the reorganization of
         the Debtors;

     (c) effectuate a reorganization of the Debtor's estates by
         filing the appropriate plans of reorganizations and
         disclosure statements, including any amendments thereto,
         and defending against any motions to dismiss and/or for
         relief from the stay;

     (d) assist the Debtor in complying with Chapter 11 reporting
         and operations requirements, including filing necessary
         reports; and

     (e) negotiate with creditors for adequate protection and the
         use of cash collateral,  assumption or rejection of
         leases and/or executory contracts, objection to claims
         and related issues.

George J. Nader, Esq. charges $400 per hour for his services.

George J. Nader, Esq., partner at Riley & Dever, P.C., attests that
he and each member of his Firm is a "disinterested person" as that
term is defined in 11 U.S.C. Section 101(14).

The Counsel can be reached through:

     George J. Nader, Esq.
     Riley & Dever, P.C.
     210 Broadway, Suite 101
     Lynnfield, MA 01940
     Phone: (781) 581-9880
     Fax: (781) 581-7301
     Email: nader@rileydever.com

                        About J&S Auto Inc.

Based in Revere, Massachusetts, J&S Auto Inc. filed a Chapter 11
petition (Bankr. D. Mass. Case No. 17-13911) on October 20, 2017,
listing under $1 million in both assets and liabilities. The Debtor
is represented by George J. Nader, Esq. at Riley & Dever, P.C. as
counsel.


JAGGER MERGER: Moody's Assigns B3 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) and B3-PD Probability of Default Rating to Jagger Merger Sub
Inc.. Jagger will be merged into MDVIP, LLC ("MDVIP") immediately
following the LBO of the company by private equity firm Leonard
Green & Partners. Moody's also assigned B2 (LGD 3) ratings to
Jagger's senior secured first lien credit facilities. The outlook
is stable. This is the first time Moody's has rated Jagger.

Ratings assigned:

Jagger Merger Sub Inc. (to be merged into MDVIP, LLC immediately at
the transaction's close)

Corporate Family Rating at B3

Probability of Default of Rating at B3-PD

Senior secured first lien revolving credit facility expiring 2022
at B2 (LGD 3)

Senior secured first lien term loan due 2024 at B2 (LGD 3)

The rating outlook is stable.

RATINGS RATIONALE

The B3 CFR reflects MDVIP's modest scale and very high financial
leverage. Moody's expects MDVIP's gross revenue to reach
approximately $350 million per annum ($140 million net of physician
payments) over the next 12-18 months. Further, Moody's estimates
MDVIP's pro forma adjusted debt to EBITDA to remain very high
albeit decline towards 6.5 times over this time horizon from 7.3
times at June 30, 2017. The rating also reflects MDVIP's singular
business focus, high marketing costs, and Moody's expectation that
the company will operate with aggressive financial policies (e.g. -
future dividends).

The B3 CFR is supported by MDVIP's good visibility into its
revenues as a result of its subscription model. It also reflects
the company's high retention rates both of its affiliated
physicians and subscribing members. The rating is further supported
by a national footprint with a presence in 43 US states.

The stable outlook reflects Moody's view that MDVIP will continue
to operate with modest scale and high financial leverage as it
attempts to grow its physician and member bases.

The ratings could be upgraded if MDVIP effectively manages its
growth while achieving greater scale. Additionally, debt to EBITDA
would need to approach 5.0 times for Moody's to consider an
upgrade.

The ratings could be downgraded if the company's operating
performance weakens. A downgrade could also occur if Moody's
becomes concerned about MDVIP's ability to effectively recruit and
maintain physicians and members. Finally, a deterioration in the
company's liquidity could also result in a downgrade.

MDVIP, Inc. is a marketer of programs to access private healthcare
services to 284,000 member subscribers across the US. Its members
receive personalized preventative care and wellness services from
MDVIP's 863 affiliated physicians. The company's revenue was
approximately $317 million at June 30, 2017. Following the pending
LBO, MDVIP will be owned by Leonard Green & Partners.

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


JAMES R. PITCAIRN: Taps Gary W. Short as Legal Counsel
------------------------------------------------------
James R. Pitcairn, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to hire the law firm
of Gary W. Short as its legal counsel.

The firm will assist the Debtor in the preparation of a plan of
reorganization and will provide other legal services related to its
Chapter 11 case.

Prior to the petition date, the firm received $11,717, of which
$7,315 was used to pay its pre-bankruptcy services and $1,717 was
used to pay the filing fee.  The remaining amount will be treated
as a retainer.

Gary William Short, Esq., disclosed in a court filing that his firm
does not represent any interest adverse to the Debtor or its
estate.

The firm can be reached through:

     Gary William Short, Esq.
     Gary W. Short
     212 Windgap Road
     Pittsburgh, PA 15237
     Tel: 412-765-0100
     Fax: 412-536-3977
     Email: garyshortlegal@gmail.com

                   About James R. Pitcairn Inc.

Based in Pittsburgh, Pennsylvania, James R. Pitcairn, Inc. --
http://www.jamesrpitcairn.com/-- sells, services, installs, and
repairs residential elevators, wheelchair lifts, stair lifts, and
dumbwaiters.  Its products are manufactured by Custom Elevator
Manufacturing Company, Inc. and hand crafted to meet each
specialized individual's mobility needs.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Pa. Case No. 17-24210) on October 21, 2017.
Craig M. Pitcairn, its president, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of $1 million
to $10 million.

Judge Carlota M. Bohm presides over the case.


LENFORD WILLIAMS: Rakines Buying Miramar Property for $530K
-----------------------------------------------------------
Lenford Samuel Williams asks the U.S. Bankruptcy Court for the
Southern District of Florida to authorize the short sale of his
non-homestead property located at 17709 SW 54 Street, Miramar,
Florida, legally described as Lot 202 Sunset Falls, Plat 1, to Ali
and Ahmad Rakine for $530,000.

The secured creditor, Wells Fargo Bank, N.A. was granted stay
relief on June 7, 2016.  The Buyers emerged for the property and
the secured Creditor, Wells Fargo Bank, N.A. has subsequently
agreed to a short sale of the property to the Buyers.

Pursuant to the Court's previous Order Granting Relief from the
Automatic Stay, the Creditor is permitted to proceed with and
complete any present or future loan modification, short sale or
other workout programs with the Debtor in regards to the mortgage
loan secured by the Collateral that is the subject of the
Creditor's Motion.

Pursuant to the Sales Contract, the Buyer's loan was funded and
ready to close on Oct. 20, 2017.  However, the title company,
Phoenix Land Title & Escrow, notwithstanding the Court's previous
Order, has requested an Order specifically allowing the sale of the
real property described.

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

     http://bankrupt.com/misc/Lenford_Williams_186_Sales.pdf

As a result, the Title Company cancelled the sale and returned the
wire because their underwriter, will not issue title insurance to
the new buyers without the Order Allowing the Sale of the
Non-Homestead Property.  If the Order is not achieved
expeditiously, the Buyers' lock will expire and they will not be
able to reset the closing.

The Debtor will not be receiving any funds from the short sale, and
desires that the short sale go through so that the foreclosure
action pending against him can be resolved by paying off his
mortgage to the secured Creditor.

Wells Fargo can be reached at:

          WELLS FARGO ABNK, N.A.
          Attn: Bankruptcy Department
          1401 Wiseman Blvd.
          San Antonio, TX 78251-4201

Counsel for the Debtor:

          Michelle A. Smith, Esq.
          SMITH LAW GROUP, LLC
          Telephone: (954) 572-4662
          E-mail: smithlawgroupllc@earthlink.net

               - and -

          Christine E. Bryce, Esq.
          LAW OFFICES OF CHRISTINE E. BRYCE
          P.O. Box 824023
          Pembroke Pines, FLA 33082
          Telephone: (305) 651-4558
          E-mail: Cebrycebklaw@cs.com

Miramar, Florida-based Lenford Samuel Williams sought Chapter 11
protection (Bankr. S.D. Fla. Case No. 14-22855) on June 3, 2014.
His Chapter 11 Plan was confirmed on Sept. 15, 2016.


LISA BEENE: Christian Rev Trust Buying Property for $1M
-------------------------------------------------------
Lisa K. Beene asks the U.S. Bankruptcy Court for the Northern
District of Mississippi to authorize the sale of her interest in
the real property being 4562 Spring Place Cove, Olive Branch,
Mississippi, more particularly described Lot 18, Spring Place
Subdivision, in Section 11, Township 2 South, Range 7 West, Desoto
County, Mississippi, to Rita B. Christian Rev Trust for
$1,000,000.

At the time of the filing and through the present date, the Debtor
is and remains the owner of a one-half interest in the Property.

The Debtor has entered into a Contract for the Sale and Purchase of
Real Estate, together with the addendum to said contract.  She has
agreed to sell the property to the Purchaser for a purchase price
of $1,000,000.  She shows unto the Court that Planters Bank & Trust
holds a deed of trust which would require payment of approximately
$1,500,000.  Thus, said bank will receive substantially less than
the amount that is owed on the promissory note secured by the deed
of trust.  A sum of $2,500 will be deposited with Crye Leike
realtors as earnest money.  The closing will occur on Nov. 30,
2017.

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

    http://bankrupt.com/misc/Lisa_Beene_62_Sales.pdf

Although Planters Bank & Trust will receive substantially less than
the amount that the bank is owed, the bank agrees that the amount
is at or near the value of the real property being sold.  Planters
Bank will receive the net proceeds from the sale and has agreed
that undersigned counsel can be reimbursed for two of the three
court costs paid for the three motions to sell that have been
filed, including the current one.

As set forth in the contract, the Debtor, her husband and Planters
Bank have agreed to pay these charges:

     a. Payment of the 2015 and 2016 ad valorem taxes and/or
proration of taxes due to the Tax Collector of Desoto County as of
the date of the sale of the subject property;

     b. Payment of closing costs as required by the contract, not
to exceed $1,500;

     c. Payment of real estate commission to Crye-Leike of
Mississippi, Inc. 3% of the sales price in the amount of $30,000;

     d. Payment of real estate commission to Burch Realty Group,
LLC 3% of the sales price in the amount of $30,000;

     e. Payment to the office of the United States Trustee, the sum
of $4,875 to cover the fees which will be incurred during the
fourth quarter of 2017 as a result of the sale;

     f. Payment to Gambrell & Associates, PLLC the sum of $362 to
cover the filing fees for two of the motions to sell free and clear
of liens on the same parcel; and

     g. Payment to Planters Bank & Trust the remaining funds from
the proceeds of the sale.

The Debtor asserts that the proceeds of the sale are insufficient
to cover the costs of all liens on the property, but the sale
should be authorized to be completed, provided payment is made to
the charges, and the Property should be conveyed, free and clear of
these liens:

     a. The Deed of Trust in favor of Planters Bank & Trust
(formerly Covenant Bank), dated April 12, 2012, securing a note in
the original amount of $1,456,022 which was filed for record on
April 19, 2012 in Deed of Trust Book 3,428 at Page 350; along with
the Deed of Trust in favor of Planters Bank & Trust (formerly
Covenant Bank), dated Aug. 27, 2009, securing a note in the
original amount of $1,600,000, which was filed for record on Sept.
4, 2009 in Deed of Trust Book 3,076 at Page 368.

     b. The Judgment against the co-owner, Steven P. Beene, in
favor of Phoenix Communications Corporation in the County Court of
Desoto County, MS, in Case No. CO2011-2319CD enrolled in Book 2012
at Page 14216 in the amount of $119,975.

     c. The Judgment against the co-owner, Steven P. Beene, in
favor of Chris Woods Construction Co. in the County Court of Desoto
County, MS, in Case No. CO2013-0740CD enrolled on July 15, 2013, in
Book 2013 at Page 22566 in the amount of $172,101.

     d. The Judgment against the co-owner, Steven P. Beene, in
favor of Desoto County Bank in the County Court of Desoto County,
MS, in Case No. CO2013-0816CD enrolled in Book 2013 at Page 22567
in the amount of $62,655.

     e. The Judgment against the Debtor, Lisa K. Beene, and
co-owner, Steven P. Beene, in favor of Rector Kay Stothart in the
Chancery Court of Desoto County, MS, in Case No. 99-CV-1649
enrolled on July 15, 2013, in Book 2014 in the amount of $75,000.

     f. The Judgment against the co-owner, Steven P. Beene, in
favor of Portfolio Recovery Associates in the County Court of
Desoto County, MS, in Case No. CO2013-1769CD enrolled on Nov. 17,
2015, in Book 2015 at Page 54272 in the amount of $23,214.

     g. The Judgment against Debtor, Lisa K. Beene in favor of
American Express Centurion Bank entered in the County Court of
Desoto County, MS in Case No. CO2012-0386CD, enrolled on Nov. 14,
2012, in Book 2015 at page 12873 in the amount of $24,289.

     h. The Tax Lien against Steve P. Beene held by the Mississippi
Department of Revenue in the amount of $6,873, identified by Lien
Number 922303, enrolled on August 21, 2017 in the State Tax Lien
Registry for the state of Mississippi.

     i. The lien in favor of J. Butler Inc., doing business as
Butler Pool & Spa, as evidenced by the Notice of Construction lien
recorded in Construction Lien Book 17 at page 48 in the office of
the Chancery Clerk of Desoto County, Mississippi.

All creditors which are creditors of the Debtor as of the date of
the notice given to them can be served by mail to the addresses
through ECF, and these holders of each of the foregoing liens may
be served in the following manner:

     a. Planters Bank & Trust can be served upon its attorney,
William B. Palmertree through his email address of
bpalmertree@gravessmith.com, by fax to fax number 662-429-9302 as
maintained by the MS Bar Association, and by mail to his address
of 140 W Center St, Hernando, MS 38632-2218

     b. Phoenix Communications Corporation can be served upon its
attorney, James D. Lawson, James D. Lawson, P.C., Licensed in
Arkansas and Tennessee, Tennessee Rule 31 Listed General Civil
Mediator, Arkansas General Civil Mediator, through his email
address of jimmy@hamlindispute.com, and by mail to his address of
10094 Ridgewood Oak Drive, Lakeland, Tennessee 38002.

     c. Chris Woods Construction Company can be served upon its
attorney, Joseph M Sparkman Jr. at his email address of
rick@sparkman-zummach.com, by fax to his fax number of 662-349-6800
and to his address of 7125 Getwell Road Ste 201, Southaven, MS
38672-9007.  Chris Woods Construction Company can also be served
upon its president, Chris L. Woods at his address of 8068 Us
Highway 70, Suite #2, Memphis, TN 38133

     d. Desoto County Bank can be served upon its attorney, William
B. Palmertree through his email address of
bpalmertree@gravessmith.com, by fax to fax number 662-429-9302 as
maintained by the MS Bar Association, and by mail to his address of
140 W Center St, Hernando, MS 38632-2218.

     e. Rector Kay Stothart can be served upon her attorney, A.E.
Rusty Harolow, Jr., through his email address of
rusty@harlowlawfirm.com, by fax to fax number 662-226-2932 as
maintained by the MS Bar Association, and by mail to his address of
850 Lakeview Dr., Grenada, MS 38901-4305.

     f. Portfolio Recovery Associates can be served upon its
attorney, J Ward Conville, through his email address of
ward@megagate.com by fax to fax number 601-584-8619 as maintained
by the MS Bar Association, and by mail to his address of P.O. Box
681, Hattiesburg, MS 39403-0681.

     g. American Express Centurion Bank can be served upon its
attorney, J Ward Conville, through his email address of
ward@megagate.com by fax to fax number 601-584-8619 as maintained
by the MS Bar Association, and by mail to his address of P.O. Box
681, Hattiesburg, MS 39403-0681.

     h. The Mississippi Department of Revenue can be served upon
its attorney, Silvie D. Robinson at her email address
bankruptcy.attorney@dor.ms.gov.

     i. J. Butler Inc., doing business as Butler Pool & Spa, can be
served upon its attorney, William B. Palmertree through his email
address of bpalmertree@gravessmith.com, by fax to fax number
662-429-9302 as maintained by the MS Bar Association.

The Debtor asks that the Court will enter the Order authorizing the
sale of her interest in the stated real property pursuant to the
contract and addendum attached, provided her husband sells the
remaining one-half interest at the same time.

The Debtor submits that the real estate commission being paid
through the sale of the subject real property is reasonable and
necessary and that the commission owed to each realtor should be
approved.  The Debtor asks that the fees to Crye-Leike of
Mississippi, Inc. and to Burch Realty Group, LLC be approved, that
the 14-day Stay set forth under FRBP 6004(h) be waived.

The Purchaser is represented by:

          AUSTIN LAW FIRM
          6928 Cobblestone
          Southaven, MS 38672
          E-mail: mary@autinlawfirm.ms

The Brokers:

          Sturgis Monteith
          BURCH REALTY GROUP
          6879 Crumpler Blvd., Ste 101
          Olive Branch, MS 38654
          Telephone: (662) 893-1700
          E-mail: lsmonteith@gmail.com

          Tina Martin
          CRYE-LAIKE REALTORS
          2380 E Parkway
          Hernando, MS 38632
          Telephone: (662) 429-2442
          E-mail: tinamartin.cl@gmail.com

Counsel for the Debtor:

          Robert Gambrell, Esq.
          GAMBRELL & ASSOCIATES, PLLC
          101 Ricky D. Britt Blvd., Ste. 3
          Oxford, MS 38655
          Telephone: (662) 281-8800
          Facsimile: (662) 202-1004
          E-mail: rg@ms-bankruptcy.com

Lisa K. Beene sought Chapter 11 protection (Bankr. N.D. Miss. Case
No. 17-12386) on June 28, 2017.  The Debtor tapped Robert Gambrell,
Esq., at Gambrell & Associates, PLLC, as counsel.


LONG BROOK: DaSilva & Marin Buying Stratford Property for $825K
---------------------------------------------------------------
Long Brook Station, LLC, asks the U.S. Bankruptcy Court for the
District of Connecticut to authorize the sale of real property in
Stratford, Connecticut to Nelson DaSilva and Rafael Marin, or an
entity designated by them, for $825,000, subject to higher and
better offers.

The Debtor is the owner of the property commonly known as 3044 Main
Street, Stratford, Connecticut(the "Property").  Prior to the
Petition Date, the Property was the subject of a foreclosure
judgment issued by the Connecticut Superior Court, Judicial
District of Waterbury in favor of Manuel Moutinho, Trustee.

The Debtor obtained title to the Property with the intent to obtain
zoning approval for development of the Property to maximize its
value.  The Property had included an abandoned residence.  In order
to maximize the value of the Property and prepare it for future
development, the Debtor demolished the existing structure and paved
the Property to make it appropriate for parking.

The Debtor obtained title to the Properties subject to the liens
held by (i) the Town of Stratford and the State Tax Collection
Agency, LLC for unpaid real estate taxes; (ii) the Trustee for a
mortgage securing a note in the original principal amount of
$500,000; (iii) a mortgage in favor of IP Media Products, LLC; (iv)
seven mortgages held Ebay Wanted, Inc. as a result of mergers of
entities holding mortgages against the Property into Ebay Wanted,
Inc.; (v) a mortgage held by Albina Pires; (vi) a mortgage held by
Gus Curcio, Jr.; (vii) a mortgage held by Robin Cummings; (viii) a
mortgage held by Joseph Regensburger; (ix) a mortgage held by the
Estate of Faye Kish; (x) a mortgage held by Richard Urban; and (xi)
a mortgage held by Dahill Donofrio.

As of the Petition Date, the Trustee has an alleged secured claim
of $647,962.

By order dated Feb. 22, 2017, the Debtor retained DeLibro Realty
Group, LLC, to market the Property for sale.  Since that date,
DeLibro has engaged in a marketing campaign calculated to obtain
the best price for the sale of the Property.

On Oct. 27, 2017, the Debtor filed its 10th Amended Joint
Disclosure Statement and Tenth Amended Joint Plan of
Reorganization.  The Plan calls for a sale of the Property to fund
payments to creditors pursuant to its terms.  The sale contemplated
is made pursuant to the terms of the Plan, and the Debtor asks an
order of the Court that the contemplated sale be free and clear of
any and all transfer and conveyance taxes.

After extensive negotiations with interested parties, the Debtor
has reached an agreement with the Proposed Purchasers, subject to
Court approval and higher and better offers as memorialized in the
Agreement of Purchase and Sale dated as of Aug. 31, 2017, as
amended and modified by Addendum dated Oct. 3, 2017.

Pursuant to the terms of the Agreement, the Proposed Purchaser will
buy the Property for $825,000, payable by a deposit in the
aggregate amount of $82,500 paid at execution of the Agreement,
which Deposit is being held by the Debtor's counsel, with the
balance of the Purchase Price due at Closing.

The balance of the Purchase Price will be paid as follows: (i)
$517,500 cash at Closing and (ii) a promissory note in the amount
of $225,000 ("Purchase Money Note") made by the Proposed Purchasers
and payable to the order of the Debtor, which note will bear
interest at the rate of 10% per annum and will be due and payable
in full on the first anniversary thereof.  The Purchase Money Note
will be secured by a mortgage covering the Property.

The Proposed Purchasers is purchasing the Property "as is" and has
waived all contingencies to Closing.  The Closing will occur within
five days of entry of an order approving the sale.  In order to
realize the highest value for the benefit of creditors in this
case, it is necessary and appropriate for the Property to be sold
and transferred free and clear of liens, with liens to attach to
the sale proceeds.

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

       http://bankrupt.com/misc/Long_Brook_286_Sales.pdf

The Debtor is asking to sell the Property Free and Clear of all
liens (other than outstanding real estate tax liens), claims,
interests, and encumbrances, including, without limitation:

   a. that Mortgage from the Debtor in favor of Manuel Moutinho,
Trustee for the Mark IV Construction Co., Inc.  Defined Benefit
Pension Plan in the principal amount of $500,000 dated and recorded
on Nov. 9, 2007 at Volume 3124, Page 15 as assigned to Manuel
Moutinho, Trustee for Mark IV Construction Co., Inc. 401(k) Savings
Plan;

   b. that Mortgage from Debtor held by IP Media Products, LLC and
originally in favor of Landbank Investments, LLC in the principal
amount of $300,000 dated and recorded on Nov. 9, 2007 at Volume
3124, Page 21 of the Stratford Land Records;

   c. that Mortgage from Debtor held by Ebay Wanted, Inc. and
originally in favor of Rio, Inc. in the principal amount of $5,000
dated Feb. 1, 2009 and recorded on Oct. 28, 2009 at volume 3330,
Page 28 of the Stratford Land Records;

   d. that Mortgage from Debtor held by Ebay Wanted, Inc., and
originally in favor of Oronoque 15, LLC in the principal amount of
$5,000 dated Feb. 1, 2009 and recorded on Oct. 28, 2009 at Volume
3330, Page 43 of the Stratford Land Records;

   e. that Mortgage from the Debtor in favor of Albina Pires in the
principal amount of $1,500 dated July 6, 2010 and recorded on Sept.
20, 2010 at volume 3411, Page 175 of the Stratford Land Records;

   f. that Mortgage from the Debtor in favor of Gus Curcio, Jr. in
the principal amount of $1,000 dated July 6, 2010 and recorded on
Nov. 22, 2010 at volume 3429, Page 154 of the Stratford Land
Records;

   g. that Mortgage from the Debtor in favor of Robin Cummings in
the principal amount of $800 dated September, 2010 and recorded on
Nov. 30, 2010 at Volume 3431, Page 311 of the Stratford Land
Records;

   h. that Mortgage from the Debtor in favor of Joseph Regensburger
in the principal amount of $5,000 dated June 29, 2010 and recorded
on Jan. 19, 2011 at Volume 3449, Page 246 of the Stratford Land
Records;

   i. that Mortgage held by Ebay Wanted, Inc. and originally in
favor of Cell Phone Club, Inc. in the principal amount of $1,000
dated September, 2010 and recorded on April 7, 2011 at Volume 3468,
Page 170;

   j. that Mortgage held by Ebay Wanted, Inc. and originally in
favor of Out Law Boxing Kats, Inc. in the principal amount of
$1,000 dated September 2010 and recorded on April 7, 2011 at Volume
3468, Page 174 of the Stratford Land Records;

   k. that Mortgage held by Ebay Wanted, Inc. and originally in
favor of Millionair Club, Inc. in the principal amount of $1,000
dated September 2010 and recorded on April 7, 2011 at Volume 3468,
Page 178 of the Stratford Land Records;

   l. that Mortgage held by Ebay Wanted, Inc. and originally in
favor of City Streets, Inc. in the principal amount of $1,000 dated
September, 2010 and recorded on April 7, 2011 at Volume 3468, Page
287 of the Stratford land Records;

   m. that Mortgage in favor of the Estate of Faye Kish in the
original principal amount of $500 dated September 2010 and recorded
on April 13, 2011 at Volume 3469, Page 315 of the Stratford Land
Records;

   n. that Mortgage in favor of Richard Urban in the principal
amount of $1,200 dated Sept. 1, 2010 and recorded on April 13, 2011
at Volume 3469, Page 332 of the Stratford Land Records; and

   o. that Mortgage in favor of Dahill Donofrio in the principal
amount of $2,000 dated July 6, 2010 and recorded on April 13, 2011
at Volume 3469, Page 334 of the Stratford Land Records.

The Debtor further asks authority for its closing counsel to make
disbursements at the closing from the proceeds of sale, in
accordance with the usual and ordinary real estate closing
practices and as required by the Agreement, and to pay all
outstanding tax lien claims due to the Town of Stratford and State
Tax Collection Agency, LLC from the closing proceeds.

Any person wishing to make a better and higher offer subject to the
conditions set forth must submit an intent to bid to the Debtor's
undersigned counsel, and a deposit, no later than 4:00 p.m. two
business days prior to the hearing on the approval of the proposed
sale.  In the event that any Prospective Bidder gives notice of an
intent to bid, the Debtor will hold an auction at the offices of
its counsel, Neubert, Pepe & Monteith, P.C., 195 Church Street, New
Haven, Connecticut at 9:30 a.m., on the date of the hearing on the
Motion.

To participate in the auction, prospective bidders are required to
submit a deposit of at least $82,500, with its Intent to Bid no
later than 4:00 p.m. two business days prior to the hearing on the
approval of the proposed sale.  A prospective bidder's deposit will
be supplemented by the prospective bidder to equal 10% of its bid
within two business days of the prospective bidder having been
determined to have submitted the highest and best offer at the
Auction.  Failure of the prospective bidder to timely supplement
the deposit will render the Prospective Bidder in default and the
Initial Deposit will be deemed non-refundable.  Unless otherwise
ordered, the bidding will be permitted and will continue
bidder-by-bidder in increments of $10,000.

In the event no intents to bid are filed or served on the Debtor's
counsel, the Debtor will proceed with the sale of the Property to
the Proposed Purchaser upon the terms set forth in the Agreement.

The Debtor represents that the proposed sale of the Property is in
the best interests of the bankruptcy estate and its creditors.

The Debtor asks waiver of the stay imposed by Section 6004(h) of
the Bankruptcy Rules to allow the closing on the sale to occur
within 14 days of approval of the Motion.

The Purchasers:

          Nelson DaSilva and Rafael Marin
          27 Hoyt Road
          Bethel, CT

The Purchasers are represented by:

          Doug Lewis, Esq.
          EVANS & LEWIS
          93 Greenwodd Avenue #1
          Bethel, Ct 06801
          Telephone: (203) 743-7644
          E-mail: lewisdouglas74@yahoo.com

                    About 500 North Avenue

500 North Avenue, LLC, and Long Brook Station, LLC, filed Chapter
11 petitions (Bankr. D. Conn. Case Nos. 14-31094 and 14-31095) on
June 6, 2014.  Joseph Regensburger, member, signed the petitions.

At the time of filing, 500 North Avenue estimated $1 million to $10
million in assets and $10 million to $50 million in liabilities;
and Long Brook Station estimated $500,000 to $1 million in assets
and $1 million to $10 million in liabilities.

The cases are assigned to Judge Julie A. Manning.

The Debtors' attorneys are Douglas S. Skalka, Esq., at Neubert,
Pepe, and Monteith, P.C.  DeLibro Realty Group, LLC, is the
realtor.


M & G USA: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------
Lead Debtor: M & G USA Corporation
             aka M&G USA Corporation
             State Route 2
             Apple Grove, WV 25502

Type of Business: Founded in 1953, M&G Group is a privately owned
                  chemical company in Italy and is controlled
                  through the holding company M&G Finanziaria
                  S.p.A.  The M&G Group -- specifically, its
                  chemicals division, which includes the Debtors -
                  - is a producer of polyethylene terephthalate
                  resin for packaging applications.  PET is a
                  plastic polymer produced principally from
                  purified terephthalic acid and monoethylene
                  glycol, and is used to manufacture plastic
                  bottles and other packaging for the beverage,
                  food and personal care industries.  

                  Web site: http://www.mg-chemicals.com/

Chapter 11
Petition Date:    October 30, 2017

Affiliates that simultaneously sought Chapter 11  protection:

    Debtor                                          Case No.
    ------                                          --------
    M & G USA Corporation (Lead Case)               17-12307
    M & G USA Holding, LLC                          17-12308
    M & G Resins USA, LLC                           17-12309
    M & G Finance Corporation                       17-12310
    M&G Waters USA, LLC                             17-12311
    Chemtex International Inc.                      17-12312
    Chemtex Far East, Ltd.                          17-12313
    Indo American Investments, Inc.                 17-12314
    Mossi & Ghisolfi International S.a.r.l.         17-12315
    M&G Chemicals S.A.                              17-12316
    M&G Capital S.a.r.l.                            17-12317

Court:            United States Bankruptcy Court
                  District of Delaware (Delaware)

Judge:            Hon. Brendan L. Shannon

Debtors'
Restructuring
Counsel:          Scott J. Greenberg, Esq.
                  Stacey L. Corr-Irvine, Esq.
                  JONES DAY
                  250 Vesey Street
                  New York, NY 10281
                  Tel: (212) 326-3939
                  Fax: (212) 755-7306
                  E-mail: sgreenberg@jonesday.com
                         scorrirvine@jonesday.com

                           - and -

                  Carl E. Black, Esq.
                  JONES DAY
                  901 Lakeside Avenue
                  Cleveland, Ohio 44144
                  Tel: (216) 586-7035
                  Fax: (216) 579-0212
                  E-mail: ceblack@jonesday.com

Debtors'
Restructuring
Counsel:          Laura Davis Jones, Esq.
                  James E. O'Neill, Esq.
                  Joseph M. Mulvihill, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 N. Market Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: 302 652-4100
                  Fax: 302-652-4400
                  E-mail: ljones@pszjlaw.com
                          joneill@pszjlaw.com
                          jmulvihill@pszjlaw.com

Debtors'
Restructuring
Advisor:          ALVAREZ & MARSAL NORTH AMERICA, LLC

Debtors'
Investment
Banker:           ROTHSCHILD INC.

Debtors'
Claims,
Noticing &
Solicitation
Agent:            PRIME CLERK, LLC
                  https://cases.primeclerk.com/mgusa/

Estimated Assets:  $1 billion to $10 billion

Estimated Debts:   $1 billion to $10 billion

The petition was signed by Dennis Stogsdill, chief restructuring
officer.

A full-text copy of M & G USA Corporation's petition is available
for free at http://bankrupt.com/misc/deb17-12307.pdf

Debtors' Consolidated List of 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Industrial and Commercial Bank         Bank Loan     $355,817,228
of China Limited
Room BS38, 55 Fuxingmennei Street,
Xicheng District
Beijing, China 100140
Attn: Sara Suen
Tel: +86-13611365676
Email: sunqiuchen@icbc.com.cn

Och-Ziff Management Europe Limited       Bonds       $110,000,000
40 Argyll Street
London, GB WIF 7EB
Attn: Nicola Falcenilli
Tel: +44 (0)20 77588447
Email: nicola.falcinelli@ozm.com

Indorama V Ventures                    Trade Debt     $56,696,444
10200, Rue Sherbrooke Est
Montreal, QC H1B 1B4
Attn: Stephane Pageau
Tel: +1 514 645 7887
Email: stephane.pageau@ca.indorama.net

Unicredit S.p.A.                    Letters of Credit $26,348,500
Piazza Gae Aulenti, 4
Unicredit Tower C.
Milano, M1 20154
Attn: Giuseppe Angelo Bacchi
Tel: +39 02 88621651
Email: GiuseppeAngelo.Bacchi@unicredit.eu

Akra Polyester S.A. de C.V.             Trade Debt    $23,962,149
Av. adolfo Ruiz Cortines
Monterrey, NL 64400
Attn: Jorge Young
Tel: +1 704 940 7577
Email: jyoung@dakamericas.com

Bay Ltd.                                Trade Debt    $22,481,995
1414 Valero Way
Corpus Christi, TX 78409
Attn: D.J. Smith
Tel: +1 361 693 2334
Email: smithdj@bayltd.com

Shell Chemical LP                       Trade Debt    $19,983,563
910 Louisiana
Houston, TX 77002
Attn: Dean Hager
Tel: +1 713 241 1666
Email: dean.hager@shell.com

MMR Constructors, Inc.                  Trade Debt    $15,779,475
2033 FM 2725
Ingleside, TX 78362
Attn: Kyel Rasmussen
Tel: +1 361-758-4019
Email: krasmussen@mmrgr.com

Integrity Mechanical Specialists LL     Trade Debt    $14,901,143
1146A E White St.
Rock Hills, SC 29730
Attn: John Tidwell
Tel: +1 (254) 716-9977
Email: jtidwell@imsweld.com

Lexicon, Inc.                           Trade Debt    $13,532,699
8900 Fourche Dam Pike
Little Rock, AR 72206
Attn: Patrick Schueck
Tel: +1 (501) 490-2300
Email: patricks@lexicon-inc.com

Fagioli Inc.                            Trade Debt    $12,809,672
21310 Highway 6
Manvel, TX 77578
Attn: Edoardo Ascione
Tel: +1 (281) 997-3434
Email: e.ascione@fagioli.com

Banca Monte dei Paschi di Siena SpA     Bank Loan     $10,000,000
New York Branch
55 East 59th Street
New York, NY 10022
Attn: Nicolas Kanaris
Tel: +1 212 89113600
Email: nicolas.kanaris@banca.mps.it

PepsiCo                                   Rebate       $6,824,156
1 Pepsi Way, mail drop 7s-17
Somers, NY 10589
Attn: Clinton E. Berry
Tel: +1 914 767 6536
Email: clint.e.berry@pepsico.com

Dawkins On Site Concrete                Trade Debt     $5,841,246
1329 Ruby Road
Hartsville, SC 29550
Attn: Curry Dawkins
Tel: +1(843) 332-3561
Email: curry@dawkinsconcrete.com

Wyatt Field Service                     Trade Debt     $5,112,840
15415 Katy Freeway, Ste 810
Houston, TX 77094
Attn: Jim Kelly
Tel: +1 (281) 675-1456
Email: jrkelly@wfsconstruction.com

Mirage Industrial Group LLC             Trade Debt     $6,817,467
5745 Agnes Street
Corpus Christi, TX 78406
Attn: Eric Neal
Tel: +1 (361) 874-4500
Email: erick@mirageindustrialgroup.com

Wholesale Electric                      Trade Debt     $4,562,284
6201 S Loop E Fwy
Houston, TX 77094
Attn: Dave Patterson Jr.
Tel: +1 713-743-5524
Email: davejr@wholesaleelectric.com

Nestle Waters North America, Inc.         Advance      $4,499,998
12 Boulevard Garibaldi - Cedex 9          Payment
Issy Les Moulineaux, FR 92763
Attn: Sonia Merlin
Tel: +33 1 41 23 44 33
Email: Sonia.Merlin@waters.nestle.com

Lemartec Corporation                     Trade Debt    $4,358,216
11740 SW 80th Street, 3rd Floor
Miami, FL 33183
Attn: Manny Garcia Tunon
Tel: +1 (305) 273.8676
Email: sgomez@lemartec.com

Eaton Corporation                        Trade Debt    $4,356,567
175 Vista Boulevard
Arden, NC 28704
Attn: Bill Mortensen
Tel: +1 412-716-2610
Email: BillAMortensen@Eaton.com

Fluor Enterprises, Inc.                  Trade Debt    $4,086,751
One Fluor Daniel Drive
Sugar Land, TX 77478
Attn: Steve Smith
Tel: +1 281-263-8484
Email: steve.csmith@fluor.com

Coca Cola Refreshments USA                 Rebate      $3,038,149
One Coca-Cola Plaza
Atlanta, GA 30313
Attn: Anthony Felando
Tel: +1 404 676 8537
Email: afelando@ccbss.com

Accurate Welding & Inspection, LLC       Trade Debt    $2,805,345
902 Hwy, 181
Portland, TX 78374
Attn: Joe Martinez
Tel: +1 361-777-1003
Email: joe.martinez@awi-llc.net

Orbital Insulation Corporation           Trade Debt    $2,445,042
817 Houston Avenue
Port Arthur, TX 77640
Attn: Miguel Ochoa
Tel: +1 409.985.9662
Email: miguel@orbitalinsulationcorp.com

SimplexGrinnell, A Tyco Intntl Co.       Trade Debt    $2,209,835
17295 Foltz Industrial Parkway, Ste. G
Strongville, OH 44149
Attn: Troy D. Gattshall
Tel: +1 978-731-2500
Email: tgattshall@simplexgrinnell.com

Unicredit Factoring                       Factoring    $1,664,074
Via Livio Cambi 5
Milano, MI 20151
Attn: Francesco di Fabbio
Tel: +39 023671162
Email: francesco.difabbio@unicreditgroup.com

Sunbelt Rentals Scaffold Services         Trade Debt   $1,496,787
208 W. Shaw Avenue
Pasadena, TX 77506
Attn: Chase Wellbrock
Tel: +1 713-534-0600
Email: Chase.wellbrock@sunbeltrentals.com

Meitec, Inc.                              Trade Debt   $1,446,583
1314 Underwood Road
La Porte, TX 77571
Attn: Ross V. Bubrig
Tel: +1 (281) 412-6990
Email: rossb@meitec.net

Port of Corpus Christi Authority          Trade Debt/  $1,438,407
222 Power Street                            Lessor
Corpus Christi, TX 78401
Attn: Sean Strawbridge
Tel: +1 361 -885-6133
Email: sstrawbridge@pocca.com

Eastman Chemical Company                  Trade Debt   $1,298,650
SN 200 South Wilcox Drive
Kingsport, TN 37660
Attn: Pat Ryder
Tel: +1 423 229 1975
Email: pryder@eastman.com


MCAADS.COM LLC: Plan Confirmation Hearing on Nov. 30
----------------------------------------------------
The Hon. K. Rodney May of the U.S. Bankruptcy Court for the Middle
District of Florida has conditionally approved MCAads.com, LLC, and
its debtor affiliates' disclosure statement dated Oct. 13, 2017,
referring to the Debtors' plan of reorganization.

The Court will conduct a hearing on Nov. 30, 2017, at 10:00 a.m. to
consider the final approval of the Disclosure Statement and the
confirmation of the Plan.

Objections to the Disclosure Statement and plan confirmation must
be filed no later than seven days prior to the confirmation
hearing.

All creditors and parties in interest that assert a claim against
the Debtor which arose after the filing of this case, including all
professionals seeking compensation from the estate of the Debtor
pursuant to U.S. Bankruptcy Code Section 330, must file motions or
applications for the allowance of the claims with the Court no
later than 14 days after the Oct. 18, 2017 entry of this court
order.

In accordance with the provisions of 11 U.S.C. Section 1129(e), a
small business debtor has a 45-day deadline to obtain plan
confirmation.  The time for obtaining confirmation in this case is
set to expire on Nov. 27, 2017.  On its own motion, the Court
extends the time period for the Debtors to obtain confirmation,
through and including Nov. 30, 2017.

                        About MCAAds.com LLC

MCAAds.Com, LLC, and My Classified Ads, LLC, are small business
debtors as defined in 11 U.S.C. Section 101(51D) that are engaged
in advertising.  MCAAds.Com and My Classified Ads filed Chapter 11
petitions (Bankr. M.D. Fla. Case Nos. 17-05179 and 17-05180,
respectively) on June 14, 2017.  Blaire Fanning, its manager,
signed the petitions.

At the time of the filing, MCAAds.Com scheduled $537,689 in assets
and $2,410,000 in liabilities.  My Classified Ads disclosed
$625,067 in assets and $2,390,000 in liabilities.

Suzy Tate, P.A., represents the Debtors as bankruptcy counsel.  The
Debtors hired Lexium PLLC as their special counsel and Robert
Wellen, Jr. PA as their accountant.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of MCAAds.Com, LLC and My
Classified Ads, LLC as of July 21, according to a court docket.


MD2U MANAGEMENT: NHI Buying Substantially All Assets for $4M
------------------------------------------------------------
MD2U Management, LLC, MD2U Kentucky, LLC, MD2U Indiana, LLC, and
MD2U North Carolina, LLC, ask the U.S. Bankruptcy Court for the
Western District of Kentucky to authorize the bidding procedures in
connection with the sale of substantially all assets to National
Health Industries, Inc. or its designees for $4,000,000 (including
a credit bid of the outstanding principal amount of the
indebtedness owed by the Debtors to NHI under the DIP Credit and
Security Agreement, dated as of Sept. 22, 2017, and related DIP
Loan Document; plus assumption of certain liabilities of the
Debtors.

The Debtors' primary payors are Medicare and Medicaid although it
receives some payments from third party providers.  The structure
of Debtors is such that MD2U Kentucky, MD2U Indiana, and MD2U North
Carolina receive payments and those net funds, after payroll, flow
into MD2U Management.  MD2U Management then assumes sole
responsibility for payments to creditors.

MD2U Florida, LLC was a lucrative affiliate of the Debtor.
However, on June 29, 2016, First Coast Service Options, Inc., a CMS
contractor, issued a notice that MD2U Florida's Medicare billing
privileges had been revoked because it had determined that MD2U
Florida was not operational any longer.  This determination was
made based upon an on-site visit to MD2U Florida's principal office
wherein no one was present at the office.

MD2U Florida appealed that decision and was ultimately vindicated.
However, the erroneous notice had already caused direct and
irreparable harm to the Debtor in that approximately 1,500
patients, 14 providers, and back office support staff were lost due
to the revoked billing privileges.  The Debtors were ultimately
never able to recover that source of income.

As a result of the cash flow problems created in large part by the
erroneous notice sent to MD2U Florida, the Debtors were forced to
seek out additional financing which could only be obtained at usury
interest rates.  In addition to the usurious interest rates, these
lenders were able to obtain first lien positions on collateral that
the Debtor thought to be encumbered by their SBA backed loan with
Byline Bank.  

Consequently, the receivables received by each of the affiliate
Debtors are encumbered by liens from the predatory lenders while
the receivables of MD2U Management are encumbered by liens from
Byline Bank.  Due to the structure of their businesses, the
receivables do not reach MD2U Management until they have passed
through the Debtor affiliates with their attendant lien
encumbrances.

In 2016, the Debtor, their related companies, and certain of its
executives, J. Michael Benfield, CEO, Greg Latta, CIO, and Karen
Latta, COO, entered into the Settlement Agreement with the United
States regarding several allegations which resulted in an agreement
to pay $3.3 million and a percentage of the Debtors' net income for
five years.  The Debtors and their executives also entered into a
five-year corporate integrity agreement ("CIA") with HHS-OIG.  

As the cash flow problems continued to compound with the predatory
lenders, the Debtors were also under the obligation to make payment
to the United States under the Settlement Agreement on July 30,
2017.  When they were unable to make its payment, the United States
issued its default notice on Aug. 1, 2017, which gave the Debtors
up through and including Aug. 22, 2017 to cure its default and
remit payment under the Settlement Agreement.

Prior to the default, the Debtors engaged a broker to market its
business for sale in an attempt to honor its obligations to Byline
Bank, the predatory lenders, and the U.S. government.  In addition,
they began meeting with Byline Bank and the U.S. Attorney's Office
for the Western District of Kentucky to come up with a strategy to
maximize the return to secured lenders and the United States
through the resignation of the Chief Executives, and chapter 11
liquidation proceedings that would sell their assets and maximize
the return to creditors.

They engaged Stoneridge Partners pre-petition to market its assets
and has sought Court approval to approve the continued retention of
Stoneridge Partners.  Stoneridge located the prospective purchaser
of the Debtors' assets.  The Debtors' assets are comprised
primarily of their equipment, fixtures, inventory, tangible and
intangible property.  The overwhelming value of the Debtors is its
value as a going concern, performing services to patients.  They
desire to conduct an expedited asset sale with the goal of keeping
the business in operation.  Stoneridge continues to provide
assistance to Debtor in its continued marketing effort and in
aiding due diligence being provided to potential purchasers.

The Debtors have selected a stalking horse bidder for the purchase
of their assets for the purpose of establishing a minimum
acceptable bid with which to begin bidding at the auction.

The stalking horse bidder will be NHI.  NHI and its Affiliates are
leading providers of home health nursing, rehabilitation and
personal care services.  The Debtors' financial condition has been
precarious during the course of the bankruptcy cases.  They
reasonably believe that they can continue to operate in their
current financial state for approximately 13 weeks.

They also believe that an Auction utilizing the Asset Purchase
Agreement from NHI as the stalking horse bid and offering certain
protections to NHI as the stalking horse bidder for an Asset Sale
of Debtor is in the best interest of its estate and creditors.  The
Debtors further believe the expedited sale is in the best interest
of their patients.  NHI has offered substantial value for the
assets and is willing to close no later than Nov. 30, 2017, and
thereby enable the Debtors to reduce the risk that the Debtors'
value will further deteriorate.

The salient terms of the APA are:

     a. Purchased Assets: The proposed sale will include the
Purchased Assets, which comprise substantially all of the assets of
the Debtors. For the avoidance of doubt, the Purchased Assets will
include assets that are subject to the capital leases, which assets
will be transferred free and clear of, among other things, all
Claims related to such capital leases.

     b. Purchaser: National Health Industries, Inc. or its
designees

     c. Purchase Price: On the Closing Date, NHI will (i) pay to
the Debtors $4,000,000 (including a credit bid of the outstanding
principal amount of the indebtedness owed by the Debtors to NHI
under the DIP Credit and Security Agreement, dated as of Sept. 22,
2017, and related DIP Loan Document; and (ii) assume certain
liabilities of the Debtors.

     d. Break-up Fee: The APA provides for payment of a break-up
fee in the amount of $180,000, plus reimbursement of all of NHI's
costs and expenses related to pursuing, negotiating, and
documenting the transactions contemplated by the APA, each payable
to NHI in certain circumstances, including, without limitation, in
the event the Court authorizes the sale of the Purchased Assets (or
any of them) to an entity other than NHI.

     e. Expense Reimbursement: Reimbursement of all of NHI's costs
and expenses related to pursuing, negotiating, and documenting the
transactions contemplated by the APA, each to be paid to NHI.

     f. Terms: The Purchased Assets are to be transferred free and
clear of all Claims, other than the Assumed Liabilities.

     g. Assumption of Executory Contracts and Leases: The Sellers
will assume and assign to NHI all of the Debtors' rights under,
title to, and interest in the Assumed Contracts.

     h. Conditions to Closing" Conditions to consummation of the
Asset Sale under the APA will include, among other things (i) entry
of the Procedures Order, (ii) approval by the Court of the APA and
the transactions contemplate therein, including the Asset Sale, no
later than Nov. 29, 2017; (iii) closing of the transactions
contemplated in the APA no later than Nov. 30, 2017; and (iv)
receipt of necessary third-party approvals.

With respect to the Assumed Contracts, the Debtors will file with
the Court and serve on each party to an Assumed Contract notice of
their intention to assume and assign that party's contract to NHI
or the Successful Bidder.  Any Cure Amounts to be paid under any
Assumed Contract will also be paid upon the closing of the Asset
Sale from the proceeds of the Purchase Price if NHI is the
Successful Bidder and as otherwise agreed by the Debtors if another
Qualified Bidder is the Successful Bidder.

Other than NHI, no purchaser willing to execute a definitive
purchase agreement has emerged during the course of the bankruptcy
cases, but the Debtor has received interest from other potential
purchasers.  The Debtor have determined the proposed structure for
the Bidding Procedures is the one most likely to maximize the
realizable value of the Purchased Assets for the benefit of their
estate and creditors and other interested parties.

In addition, the APA requires the Debtors to obtain the Procedures
Order as a means of implementing the Asset Sale to NHI.
Accordingly, Debtor seeks approval of the Bidding Procedures.

The salient terms of the Bidding Procedures are:

     a. Qualified Bid: A competing proposal (i) the value of which
must be greater than $6,500,000; (ii) that has substantially the
same terms and conditions as the APA and proposes to purchase the
Purchased Assets; (iii) is accompanied by satisfactory evidence of
committed financing or other ability to perform, and (iv) that is
received by the undersigned counsel by the Bid Deadline.  For all
purposes, the transaction contemplated by the APA is a Qualified
Bid and NHI is a Qualified Bidder.

     b. Auction: The Auction will be conducted at the offices of
Kaplan & Partners LLP, 710 W. Main Street, 4th Floor, Louisville,
Kentucky, on the date determined by the Court at the Bidding
Procedure Hearing.

     c. Bid Increments: $100,000

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

     http://bankrupt.com/misc/MD2U_Management_77_Sales.pdf

The Debtors respectfully ask the Court to approve the relief
sought.

The Purchaser:

          NATIONAL HEALTH INDUSTRIES, INC.
          c/o Almost Family, Inc.
          9510 Ormsby Station Road
          Suite 300
          Louisville, KY 40223
          Attn: President
          Facsimile: (502) 891-8067

               - and -

          ALMOST FAMILY, INC.
          9510 Ormsby Station Road
          Suite 300
          Louisville, KY 40223
          Attn: President
          Facsimile: (502) 891-8067

The Purchaser is represented by:

          Brent Hill, Esq.
          WALLER LANSDEN DORTCH & DAVIS, LLP
          511 Union Street, Suite 2700
          Nashville, Tennessee 37219-1760
          Facsimile: (615) 244-6804

                      About MD2U Management

Founded in 2010 and based in Louisville, Kentucky MD2U Management,
LLC -- http://www.md2u.com/-- provides home-based primary medical
care services for chronic and acute illnesses.  The Company offers
adult primary care, medication management, post discharge visits,
wound care visits, mental and behavioral healthcare, mobility
assessments, home medical equipment assessments, end of life care,
and mental health services.  It serves to home-bound or
home-limited patients in Kentucky, Indiana, Ohio and North
Carolina.

MD2U Management LLC and its affiliates MD2U Kentucky LLC, MD2U
Indiana LLC, and MD2U North Carolina LLC each filed separate
Chapter 11 petition (Bankr. W.D. Ky. Case Nos. 17-32761 to
17-32764) on Aug. 29, 2017.  The cases are jointly administered.
The petitions were signed by Joel Coleman, president.  

MD2U Management estimated $500,000 to $1 million in assets and $1
million to $10 million in debt.  MD2U Kentucky estimated between $1
million and $10 million in assets, and $500,000 to $1 million in
debt.

The Debtors are represented by Charity Bird Neukomm, Esq., at
Kaplan & Partners LLP.


MILLERS HERITAGE: Nov. 21 Plan Confirmation Hearing
---------------------------------------------------
The Hon. Brian T. Fenimore of the U.S. Bankruptcy Court for the
Western District of Missouri has conditionally approved Millers
Heritage Landscape, LLC's disclosure statement dated Oct. 17, 2017,
to accompany its proposed plan of reorganization dated Oct. 17,
2017.

A final hearing on the approval of the Disclosure Statement and
confirmation of the Plan will be held on Nov. 21, 2017, at 1:30
p.m.

Objections to the Disclosure Statement and plan confirmation must
be filed by Nov. 16, 2017.

As reported by the Troubled Company Reporter on Oct. 25, 2017, the
Debtor filed a disclosure statement to accompany its proposed plan
of reorganization, which proposes that allowed Unsecured
Non-Priority Claims in Class eight receive 10% of their claim,
payable in monthly payments with no interest payable over seven
years in the months of March through October and no payments in
November through February.  

              About Millers Heritage Landscape LLC

Millers Heritage Landscape LLC is a landscaping company in
Parkville, Missouri.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W. D. Mo. Case No. 17-50265) on June 26, 2017.
Michael Perdue, managing member, signed the petition.

At the time of the filing, the Debtor disclosed $491,683 in assets
and $2.19 million in liabilities.

Judge Arthur B. Federman presides over the case.  Krigel & Krigel,
P.C. represents the Debtor as bankruptcy counsel.  The Debtor hired
Kelly S. Taylor CPA, P.C. as its accountant.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Millers Heritage Landscape LLC
as of Aug. 4, according to a court docket.


MISSISSIPPI VALLEY BROADCASTING: Hires Kalil & Co as Broker
-----------------------------------------------------------
Mississippi Valley Broadcasting LLC, White Eagle Broadcasting,
Inc., and TCOM, Inc. seek authorization from the U.S. Bankruptcy
Court for the Western District of Wisconsin to employ Kalil & Co.,
Inc. as a media operations sales broker for the Debtors.

Kalil's broker services are:

     a. market the assets of the Debtors using such advertising,
        solicitations, and activities as may be necessary and
        agreed upon with the Debtors;

     b. analyze offers and proposals from potential purchasers
        and offering recommendations to the Debtors in connection
        with any proposed transaction;

     c. assist with negotiations regarding any potential
        transaction; and

     d. assist the Debtors with the consummation of any
        transactions.

For its broker services, Kalil will be paid a commission of:

     a. 5% of the first $5,000,000 of the purchase price for the
        Debtors' assets;

     b. 2.5% of any amount received in excess of $5,000,000; and

     c. Should the total purchase price be less than $2,000,000,
        Kalil shall receive a minimum fee of $100,000.

Todd Hartman, Vice President of Kalil & Co., Inc., attest that his
firm is a "disinterested person" within the meaning of 11 U.S.C.
Sec. 101(14), does not have any connection with the debtor, the
creditors, or any other party-in-interest, and does not hold or
represent any interest adverse to the Debtors in the matters for
which it is to be retained.

The Broker can be reached through:

     Todd Hartman
     KALIL & CO., INC.
     2960 North Swan Road, Suite 134
     Tucson, AZ 85712
     Phone: (520) 795-1050
     Fax: (520) 322-0584

                    About La Crosse Media Group     

Mississippi Valley Broadcasters, LLC, known locally as the "La
Crosse Radio Group" -- http://www.lacrosseradiogroup.net/-- is the
owner and operator of five radio stations in La Crosse, Wisconsin.
The Company is a partnered ownership between TCOM, Inc. and Patrick
H. Smith of Onalaska, WI.  The La Crosse Radio Group coverage areas
include western Wisconsin and eastern Minnesota. Their physical
facilities are at 1407 2nd Avenue North (Highway 35) in Onalaska
WI, north of La Crosse.

Mississippi Valley Broadcasters, LLC; White Eagle Broadcasting,
Inc.; and TCOM, Inc. filed Chapter 11 petitions (Bankr. W.D. Wisc.
Case No. 17-12664, 17-12665 and 17-12666, respectively) on July 27,
2017.  The petitions were signed by Patrick H. Smith, managing
partner.

The Hon. Catherine J. Furay presides over the Debtors' cases.

William E. Wallo, Esq., at Weld Riley, S.C., serves as the Debtors'
bankruptcy counsel.

Mississippi Valley Broadcasters estimated between $1 million and
$10 million in assets, while White Eagle Broadcasting and TCOM,
Inc. both listed between $100,000 and $500,000 in assets.  All
Debtors listed between $1 million and $10 million in liabilities.


NEIMAN MARCUS: Bank Debt Trades at 21.40% Off
---------------------------------------------
Participations in a syndicated loan under Neiman Marcus Group Inc.
is a borrower traded in the secondary market at 78.60
cents-on-the-dollar during the week ended Friday, October 20, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.93 percentage points from the
previous week.  Neiman Marcus Group Inc. pays 300 basis points
above LIBOR to borrow under the 2900 billion facility. The bank
loan matures on Oct. 16, 2020 and carries Moody's Caa1 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
20.


NEXION HEALTH: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor affiliates that filed separate Chapter 11 bankruptcy
petitions:

  Debtor                                              Case No.
  ------                                              --------
  Nexion Health at Lancaster, Inc.                    17-34025
    dba Millbrook Healthcare and Rehabilitation Center
  1850 West Pleasant Run Rd.
  Lancaster, TX 75146

  Nexion Health at Garland, Inc.                      17-34028

  Nexion Health at McKinney, Inc.                     17-34031

  Nexion Health at Bogata, Inc.                       17-34034

Type of Business: Nexion Health operates skilled nursing &
                  rehabilitation facilities in Colorado,
                  Louisiana, and Texas dedicated to providing
                  quality and compassionate nursing care.  It
                  also offers comprehensive rehabilitation
                  services.  

                 
http://www.nexion-health.com/millbrook-healthcare

Chapter 11 Petition Date: October 30, 2017

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Harlin DeWayne Hale

Debtors' Counsel: Joseph M. Coleman, Esq.
                  KANE RUSSELL COLEMAN LOGAN PC
                  3700 Thanksgiving Tower
                  1601 Elm St.
                  Dallas, TX 75201-7207
                  Tel: (214)777-4200
                  E-mail: ecf@krcl.com
                          jcoleman@krcl.com

                    - and -

                  John J. Kane, Esq.
                  KANE RUSSELL COLEMAN LOGAN PC
                  1601 Elm St., Ste. 3700
                  Dallas, TX 75201
                  Tel: (214) 777-4261
                  Fax: (214) 777-4299
                  E-mail: jkane@krcl.com

Debtors'
Special
Counsel:          FERGUSON BRASWELL FRASER KUBASTA PC

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Francis P. Kirley, president and chief
executive officer.

A full-text copy of Nexion Health at Lancaster's petition, along
with a list of 20 largest unsecured creditors, is available for
free at:

         http://bankrupt.com/misc/txnb17-34025.pdf


NORTH CAROLINA TOBACCO: Court Approves J. Northen as Ch. 11 Trustee
-------------------------------------------------------------------
Judge Benjamin A. Kahn of the U.S. Bankruptcy Court for the Middle
District of North Carolina entered an order approving the
appointment of John A. Northen as chapter 11 trustee in the case of
North Carolina Tobacco International, LLC.

As previously reported by the Troubled Company Reporter, the
Bankruptcy Administrator argued that the appointment of a Trustee
or Examiner is in the interests of creditors, equity security
holders and other interests of the estate because of the apparent
disorganization of the Debtor, the discord among the parties in
interest and the failure of the Debtor’s management to respond to
the Receiver.

North Carolina Tobacco International, LLC, filed a Chapter 11
voluntary petition (Bankr. M.D.N.C. Case No. 17-51077) on October
10, 2017, and is represented by Richard Steele Wright, Esq., at
Moon Wright & Houston, PLLC.



NORTHWEST PEDIATRIC: Court Okays Disclosures, Confirms Plan
-----------------------------------------------------------
The Hon. Jacqueline Cox of the U.S. Bankruptcy Court for the
Northern District of Illinois has approved Northwest Pediatric
Services S.C.'s third amended disclosure statement and confirmed
the Debtor's third amended plan of reorganization dated July 28,
2017.

The Debtor is not assuming the lease for the location at 2055 W.
Army Trail Road, #104, Addison, Illinois 60101.  

As reported by the Troubled Company Reporter on Aug. 4, 2017, the
Debtor filed with the Court a third amended disclosure statement
referring to their plan of reorganization.  This filing modifies
the administrative claims section to reflect the Debtor's agreement
with and obligations to East Park Professional Center, the Debtor's
former Elgin, Illinois landlord.  

             About Northwest Pediatric Services  

Headquartered in Elgin, Illinois, Northwest Pediatric Services
S.C., dba Kid Care Medical S.C., filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 16-09373) on March 18, 2016,
estimating its assets at between $100,000 and $500,000 and its
liabilities at between $1 million and $10 million.  The petition
was signed by Orawan Sukavachana, M.D., president.  Judge
Jacqueline P. Cox presides over the case.  Scott R Clar, Esq., at
Crane, Heyman, Simon, Welch & Clar serves as the Debtor's
bankruptcy counsel.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 12-07777) on Feb. 29, 2012.  On May 22, 2013, the
Debtor confirmed its Third Plan of Reorganization.  IRS and IDR
were secured and priority unsecured creditors in the previous
Chapter 11 case.  Under the terms of the Plan, IRS and IDR were to
be given 20 payments over a five-year period.  Each payment to the
IRS was to be approximately $138,000.


OWENS CORNING: Moody's Revises Outlook to Stable & Affirms Ba1 CFR
------------------------------------------------------------------
Moody's Investors Service changed Owens Corning's ("OC") rating
outlook to stable from positive following the company's recent
announcement that it is acquiring Finland-based Paroc Group Oy, an
insulation producer, serving multiple end-markets including
construction, HVAC, process industries (O&G, Power Generation),
marine and OEMs, resulting in debt leverage metric over the
intermediate term stretched for higher ratings. Additionally,
change in rating outlook reflects a more aggressive financial
strategy towards acquisitions than Moody's previous expectations.
Moody's did not anticipate such a significantly large debt-financed
acquisition so soon after acquiring Pittsburgh Corning in late June
2017 for approximately $563 million. In related rating actions,
Moody's affirmed OC's Ba1 Corporate Family Rating, its Ba1-PD
Probability of Default Rating, and Ba1 ratings assigned to the
company's unsecured notes. The Speculative Grade Liquidity Rating
is affirmed at SGL-1 as well.

OC is acquiring Paroc from private-equity firm CVC Capital Partners
for approximately EUR900 million ($1.04 billion) in cash. The
purchase of Paroc is credit negative due to resulting higher
leverage over the intermediate term. Funding is coming from $900
million in senior unsecured term loans (unrated), which are pari
passu's to OC's existing unsecured notes and a portion will be
termed out and become part of OC's permanent debt capital
structure. Balance of purchase price will likely come from overseas
cash ($154 million at 3Q17). However, Moody's recognizes that Paroc
has adjusted EBITDA margins in excess of 20%, expands OC's
technology portfolio and geographic presence within Europe, and
increases international sales mix of its insulation business to 35%
on pro forma basis. Paroc operates production facilities in
Finland, Sweden, Lithuania, Poland and Russia and has sales
companies across 13 European countries. Closing of Paroc is
anticipated in January 2018.

The following ratings/assessments were affected by this action:

Corporate Family Rating affirmed at Ba1;

Probability of Default Rating affirmed Ba1-PD;

Senior unsecured notes affirmed at Ba1 (LGD4); and,

Speculative Grade Liquidity Rating affirmed at SGL-1.

Outlook, Changed to Stable from Positive

RATINGS RATIONALE

Change in rating outlook to stable from positive reflects a more
than anticipated aggressive financial policy towards acquisitions
than previously anticipated, resulting in higher debt leverage that
does not support higher ratings.

Owens Corning's Ba1 Corporate Family Rating has significant cushion
to accommodate higher leverage, despite balance sheet debt
increasing to about $3.4 billion from $2.5 billion at 3Q17. Moody's
expects improving debt credit metrics due to a combination of
better earnings from volume growth, operating leverage and synergy
savings. Moody's project OC's revenues growing over next 12 to 18
months after closing on the purchase of Paroc to slightly above
$7.0 billion from $6.8 billion pro-forma through September 30, 2017
due to end market demand and full-year earnings from both Paroc and
Pittsburgh Corning Corp, acquired on June 27. EBITA margins will
remain in-line with current performance (12.7% for LTM 3Q17),
higher raw material costs negatively impacting volume growth and
operating leverage. Moody's project debt-to-EBITDA trending towards
2.75x by mid-2019 from 3.1x pro forma at 3Q17. Moody's forward view
includes some repayment of debt from free cash flow. Earnings and
resulting cash flow from Paroc will not contribute directly to debt
service, unless OC maintains tax-efficient strategies to repatriate
cash from Europe. Consistent with Moody's standard adjustments,
Moody's add an additional $368 million to balance sheet debt for
pension liabilities as of FYE 2016, $237 million for operating
lease commitments, as well as $16 million for net discount
add-back. Total adjusted balance sheet debt is about $4.1 billion
pro forma. Moody's exclude at this time Paroc's pension and lease
adjustments, which are not material relative to OC's debt and
resulting ratings.

Owens Corning rating benefits from solid fundaments in each
business. Composites, insulation and roofing provide a diversified
revenue base. Composites will gain from broad-based market
strength. Roofing and insulation in particular will continue to
benefit from higher volumes due to the growth in both domestic
repair and remodeling activity as well as new residential
construction.

OC's very good liquidity profile characterized by free cash flow
generation and revolver availability is a credit enhancer, giving
it financial flexibility to contend with Paroc's integration and
achieving cost synergies as the company de-levers. OC has an
extended maturity profile with nearest maturities in 2020, when its
securitization facility expires in mid-2020 and revolver credit
facility expires later that year.

Nevertheless, risks remain. Although strong now, domestic
construction is highly cyclical, and could turn downward, stressing
key debt credit metrics. Share repurchases reduces cash that
otherwise could be used for liquidity or debt reduction. However,
Moody's expect the program tempered should further acquisitions
occur and relative to economic conditions. OC may pursue other
debt-financed acquisitions, boosting earnings with low costs of
capital.

Positive rating actions over intermediate term is unlikely, since
OC needs to integrate both Paroc and Pittsburgh Corning, and
generate significant levels of free cash flow for debt reduction.
An upgrade could ensue if Owens Corning continues to perform well,
delivering debt credit metrics that remain supportive of investment
grade ratings such as debt leverage remaining below 3.0x throughout
the cycle. Also, OC must demonstrate that it is committed to an
investment-grade ratings and its ability to weather the volatility
in the US construction end market, main driver of revenues and
resulting earnings.

Downward rating pressures is not likely to occur over the next 12
to 18 months. However, longer term negative rating actions could
ensue if Owens Corning's operating performance falls below Moody's
expectations, resulting in the following metrics (all ratios
incorporate Moody's standard adjustments) or characteristics:

* EBITA margins contracting near 10%

* Debt-to-EBITDA stay above 3.5x

* Free cash flow-to-debt sustained below 12.5%

* Deterioration in liquidity profile

* Large debt-financed acquisitions

* Higher levels of share repurchases

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

Owens Corning, headquartered in Toledo, OH, is a global producer of
composites and building materials systems. Products range from
glass fiber used to reinforce composite materials used in
transportation, electronics, marine, wind energy and other
high-performance markets to insulation and roofing used in
residential, commercial, and industrial applications. Pro forma
revenues including Paroc and Pittsburgh Corning totaled
approximately $6.8 billion.


PAYLESS HOLDINGS: Canadian Recognition 1st-Day Orders Not Automatic
-------------------------------------------------------------------
Fasken Martineau insolvency law partner Guillaume-Pierre Michaud
discusses what companies, debtors and creditors should take away
from the Canadian bankruptcy court decision against Payless
Holdings.

First-day orders in U.S. chapter 11 proceedings deal with a wide
range of pressing issues within a limited timeframe.  Moreover,
foreign recognition of first-day orders in cross-border
insolvencies, particularly in Canada-U.S. ones, have been dealt
with in a context of a high degree of mutual deference and
collaboration between jurisdictions.  These factors might have led
practitioners to assume that recognition of first-day orders by
Canadian courts was a given.  But recently, in the Payless
ShoeSource cross-border insolvency, a Canadian bankruptcy court
issued a ruling refusing to recognize a debtor-in-possession (DIP)
order issued by a U.S. bankruptcy court.  The Payless decision(1)
serves as a good reminder that seeking recognition of first-day
orders is not automatic and may have a material impact on the
restructuring as a whole when all the criteria are not addressed to
the satisfaction of the foreign tribunal.

Factual Background

On April 4, 2017, Payless Holdings LLC and 25 related entities
(collectively, "Payless U.S."), along with two Canadian
subsidiaries and a Canadian limited partnership (collectively,
"Payless Canada" and, together with Payless U.S., "Payless"), filed
voluntary petitions for relief pursuant to chapter 11 of the
Bankruptcy Code.  Payless filed first-day motions seeking entry of
various first-day orders, including an interim DIP order for the
purpose of financing Payless U.S., which was to be secured by a
charge over the assets of Payless Canada (the "DIP order" and the
"DIP charge").  A charge such as the DIP charge in Canadian
insolvency proceedings is akin to a superpriority lien in the U.S.
for the purpose of securing the repayment of interim financing.

Payless operates in multiple countries but is essentially managed
out of its head office in Topeka, Kan.  Payless also operates on an
integrated basis, and for the year 2016, Payless Canada's sales
accounted for 7% of Payless' revenues, whereas Payless U.S.
accounted for about 75% of those revenues.(2) It is well accepted
that Payless Canada, although itself solvent, is entirely reliant
on Payless U.S. for its operations.(3)

Payless's chapter 11 proceedings were then meant to be a
pre-arranged restructuring with the aim of allowing Payless to
continue as a going concern, through a comprehensive financing
restructuring and recapitalized plan to be implemented through the
chapter 11 proceedings. The DIP order and DIP charge were part of
that plan.  As such, Payless U.S., along with Payless Canada,
immediately applied before the Ontario Superior Court of Justice
(Canada), acting as Canadian bankruptcy court in the matter (the
"Canadian Court" ), seeking recognition orders under the Companies"
Creditors Arrangement Act(4)(CCAA) -- i.e.., the Canadian
equivalent of chapters 11 and 15.

The Canadian court proceeded to recognize without any difficulty
the chapter 11 proceedings as "foreign main proceedings," with
Payless's center of its main interest being in the U.S. However,
the Canadian court refused, in its decision released on April 20,
2017, to recognize the DIP order and to issue the DIP charge.(5) It
did so despite recognizing that the CCAA provides that the court
shall cooperate, to the maximum extent possible, with the foreign
court involved in the foreign proceedings, and notwithstanding the
fact that in the context of cross-border insolvencies, Canadian
courts have consistently encouraged comity and cooperation among
courts in order to enable enterprises to restructure on a
cross-border basis.(6)

Canadian Court's Refusal to Recognize the DIP Order and to Issue
the DIP Charge

The Canadian court did not decline to recognize the DIP order
lightly.(7) It phrased the issue before it as follows: The DIP
agreement requires Payless Canada to be guarantors and to employ
their assets as collateral for the indebtedness under the DIP, even
though Payless Canada is not a borrower, will not receive any
advance under the DIP and holds unencumbered assets.(8) Payless
alleged that without this financing, it would be unable to finance
its operations.  This, in return, would have a disastrous effect on
Payless Canada, which cannot survive without Payless U.S.(9)

A group of Payless Canada's landlords opposed foreign recognition
of the DIP order and the DIP charge.  As of the filing of the
chapter 11 proceedings, the landlords had no claim and were only
contingent unsecured creditors, their exposure being only that
Payless's intention to continuing operations and to pay the rents
going forward could change depending on economic conditions.  The
landlords could incur a loss for any damages resulting from unpaid
post-filing rents and the potential termination of leases.  The
landlords argued that the DIP order and the DIP charge gave them no
adequate protection and otherwise provided no benefit to a solvent
Payless Canada.  They also argued that the other main unsecured
creditor groups were being granted protection through superpriority
liens on Payless Canada's assets, and as such, other unsecured
creditors were receiving more favorable treatment than the
landlords. As Payless Canada was solvent, they argued that
arrangements had to be made so that they could be no worse off if
the Recognition Order was granted. The landlords also argued that
the DIP order should provide that the DIP lender would look first
to Payless U.S.'s assets in case of realization.(10)

The evidence for the material impact of the recognition of the DIP
order was clearly put forward before the Canadian court, which did
consider it.  Notably, it was argued that Payless U.S. needed all
the liquidity provided by the DIP, for which the DIP lenders
required recognition by the Canadian court within five days of the
issuance of the first-day orders.  Payless did reiterate that the
viability of Payless Canada depended on the viability of Payless as
a whole, underlining the rationale for Payless Canada's creditors,
which would otherwise be unaffected, to share the burden and risks
of this restructuring.

However, the Canadian court ruled that the fact remained that prior
to the chapter 11 filing, Payless Canada was not a borrower, and
that providing security for the DIP without a proper mechanism to
protect the position of the landlords, contrary to the other
creditors of Payless Canada, was detrimental to their position and
justified the refusal to recognize the DIP order.

Lessons to Learn

The structure of the restructuring contemplated by Payless with
respect to the financing of the insolvent crown jewel of its
business with the estate of foreign solvent but dependent debtors
was nothing that unusual, and was not inherently unfair or
prejudicial.  It had been done before, with a strong rationale
similar to the one in Payless, which was that although solvent, the
foreign-related debtor was entirely dependent on its parent group
of companies and existed because of them.(11)

However, considering the potential impact it could have on Payless
Canada's stakeholders, there were important considerations that
needed to be addressed for it to be acceptable in the eyes of the
Canadian court, such as the sufficient protection and fair
treatment of the landlords in relation to the other creditors.  The
Canadian court declined to recognize the DIP order despite its
importance for the overall restructuring, mainly because it could
not find an acceptable justification for the unequal treatment of
the creditors impacted.  This issue had not been fully addressed in
the first-day orders.

In that sense, the Payless decision may serve as a good reminder
that first-day orders are issued in an expeditious way, and
understandably so, but that when foreign recognition of such orders
is sought, it is not always a given if all criteria are not
properly met.  The urgency and importance alleged of the first-day
orders submitted for recognition will not invariably remedy the
shortcomings.  This lesson applies even more so when an important
part of the overall restructuring contemplated rests on the
recognition of said first-day orders, as was the case in Payless.

Payless Holdings LLC (Re), {2017} 2017 ONSC 2321 (Can. Ont. S.J.).
On April 7, 2017, an Initial Recognition Order was granted in these
proceedings, and the reasons reported at Payless Holdings LLC (Re),
{2017} 2017 ONSC 2242 (Can. Ont. S.J.), should be read in
conjunction with these reasons. Payless Holdings LLC (Re), {2017}
2017 ONSC 2242 (Can. Ont. S.J.), para. 10. Id. at paras. 10 & 14.
Companies"(TM) Creditors Arrangement Act, R.S.C. 1985 (Can.), c.
C-36, Secs. 46-49. Payless Holdings LLC (Re), 2017 ONSC 2321, para.
4. Payless Holdings LLC (Re), 2017 ONSC 2242, paras. 34 & 35; Lear
Canada, {2009} 55 C.B.R. (5th) 57 (Can. Ont. S.C.J.), para. 11; Re
Babcock and Wilcox Canada Ltd., {2000} 18 C.B.R. (4th) 157 (Can.
Ont. S.C.J. {Commercial List}), para. 9. Payless Holdings LLC (Re),
2017 ONSC 2321, para. 9. Id. at para. 18. Id. at para. 20. Id. at
para. 40. Hartford Computer Hardware Inc. (Re), {2012} 2012 ONSC
964 (Can. Ont. S.C.J.); InterTAN Canada Ltd. (Re), {2008} 2008
Carswell Ont. 8040 (Can. Ont. S.C.J. {Commercial List}).

                      About Payless Holdings

Payless Holdings LLC and its subsidiaries sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Lead Case No.
17-42267) on April 4, 2017.  The petitions were signed by Paul J.
Jones, chief executive officer.   At the time of the filing, the
Debtors estimated their assets at $500 million to $1 billion and
liabilities at $1 billion to $10 billion.   

Payless -- http://www.payless.com/-- was founded in 1956 as an
everyday footwear retailer.  The Company is headquartered in
Topeka, Kansas, but its operations span across Asia, the Middle
East, Latin America, Europe, and the United States.  Payless first
traded publicly in 1962, and was taken private in May 2012. Payless
Holdings, LLC currently owns, directly or indirectly, each of its
91 subsidiaries.

As of the bankruptcy filing, Payless had more than 4,000 stores in
more than 30 countries, and employed approximately 22,000 people.
In April 2017, it sought court approval to close an initial 389
stores.  In May it sought court approval to close 408 more stores
but later reduced the list to 216 stores.

The Debtors hired Alvarez & Marsal North America LLC as
restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.

On April 14, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The unsecured creditors
committee has tapped Pachulski Stang Ziehl & Jones LLP as lead
counsel to the Committee, Polsinelli PC as its local counsel, and
Province Inc. as financial advisor.  The committee has retained
Back Bay Management Corp. and its division The Michael-Shaked Group
as expert consultant.

On April 25, 2017, the Debtors filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.  The
Debtors' plan, if confirmed and implemented, would reduce their
debt to $469 million.


PETCO ANIMAL: Bank Debt Trades at 17.35% Off
--------------------------------------------
Participations in a syndicated loan under Petco Animal Supplies is
a borrower traded in the secondary market at 82.65
cents-on-the-dollar during the week ended Friday, October 20, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.25 percentage points from the
previous week.  Petco Animal Supplies pays 325 basis points above
LIBOR to borrow under the 2506 million facility. The bank loan
matures on Jan. 26, 2023 and carries 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 20.


PINPOINT WAREHOUSING: Wants to Use Cash Collateral in Operations
----------------------------------------------------------------
Pinpoint Warehousing, LLC, seeks permission from the U.S.
Bankruptcy Court for the Western District of North Carolina to use
cash collateral to operate in the ordinary course of business.

LSQ Funding Group L.C. is party to a prepetition factoring and
security agreement with the Debtor, and is the Debtor's senior
secured lender with respect to the factored accounts receivable and
certain related collateral.

Upon information and belief, various other creditors also assert
security interests in the Debtor's assets.  The Lenders' debts are
therefore secured by competing interests in the prepetition
property of the Debtor, including, inter alia, accounts
receivable.

Due to the emergency nature of this filing, the counsel for the
Debtor has not yet had a full opportunity to review all of the loan
documents.  At this point, the Debtor relies upon its understanding
that the Loan Documents are secured by properly perfected liens on
substantially all personal property of the Debtor.  The Debtor
reserves the right to challenge the perfection of any liens at a
later date, as well as the right of any creditors' committee to do
so.

The Debtor states that preliminarily, the use of cash collateral in
the ordinary course of business, in and of itself, provides
adequate protection in that it preserves the going concern value of
the Debtor's business and, as a result, the value of the
pre-petition collateral.  To protect against diminution in the
value of the pre-petition collateral, the Debtor proposes to
provide the Lenders with replacement liens in post-petition assets
to the same extent and priority as existed prepetition, for all
cash collateral actually expended during the duration of the
interim cash collateral court order.

Due to the emergency nature of the relief requested, the Debtor is
not yet prepared to provide evidence as to any potential equity
cushion in the Lenders' collateral, but reserves the right to do so
at a subsequent hearing and to seek a determination that the
Lenders are adequately protected on that basis alone.  In the
interim, the Debtor's cash flow and other financial analysis show
that the Lenders' respective collateral positions will be
adequately maintained during the Debtor's use of cash collateral,
especially during the short term period covered by the interim
court order requested.

The Debtor warns that in the absence of a court order authorizing
the use of cash collateral, the Debtor will be unable to meet its
operating expenses and will be forced to cease operations
immediately, rather than reorganizing its business structure in
order to maximize value for the bankruptcy estate and creditors.
Without immediate access to cash, the Debtor's inability to pay its
ordinary operating expenses would lead to a quick collapse of its
business.  The value of the Debtor's assets and the collateral,
especially receivables, will deteriorate rapidly if the Debtor is
not permitted to access cash collateral.  As a result, the Debtor's
ability to fashion an effective plan to satisfy secured, priority,
and other claims will be irreparably impaired.

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

          http://bankrupt.com/misc/ncwb17-31701-14.pdf

                  About Pinpoint Warehousing

Pinpoint Warehousing, LLC, f/k/a Pinpoint Warehousing, Inc. --
http://goppw.com-- is a privately held full-service warehousing
company based in Charlotte, North Carolina.  With over 30 years of
experience, the Debtor provides streamlined warehousing, contract
packaging, distribution, and order fulfillment processes to a wide
variety of businesses across multiple industries.  Serving Fortune
500, mid-sized, and start up companies, Pinpoint Warehousing offers
total warehousing packages as well as individual services.

Pinpoint Warehousing filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.C. Case No. 17-31701) on Oct. 17, 2017, estimating
its assets at up to $50,000 and liabilities at between $1 million
and $10 million.  The petition was signed by Harvey Gantt,
president and CEO.

Judge Laura T. Beyer presides over the case.

Richard S. Wright, Esq., at Moon Wright & Houston, PLLC, serves as
the Debtor's bankruptcy counsel.


PROSPECTOR OFFSHORE: Fee Examiner Taps Bielli & Klauder as Counsel
------------------------------------------------------------------
David M. Klauder, the Fee Examiner for the bankruptcy estates of
Prospector Offshore Drilling S.a r.l. and its debtor-affiliates,
seeks authority from the U.S. Bankruptcy Court for the District of
Delaware to retain Bielli & Klauder, LLC as counsel.

Professional services that Bielli & Klauder will provide to the Fee
Examiner are:

     a. review the Fee Applications and related invoices for
        compliance with: i. Sections 328, 329, 330 and 331 of the
        Bankruptcy Code; ii. Rule 2016 of the Bankruptcy Rules;
        iii. Local Rule 2016-2 of the Local Rules; iv. The United
        States Trustee Guidelines for Reviewing Applications for
        Compensation & Reimbursement of Expenses filed under 11
        U.S.C. Sec. 330 (28 C.F.R. Part 58, Appendix A); and v.
        The Fee Examiner Order and together with the Local Rules
        and the UST Guidelines;

     b. assist the Fee Examiner in any hearings or other
        proceedings before the Court to consider the Fee
        Applications including, without limitation, advocating
        positions asserted in the reports filed by the Fee
        Examiner and on behalf of the Fee Examiner;

     c. assist the Fee Examiner with legal issues raised by
        inquiries to and from the Retained Professionals and
        any other professional services provider retained by the
        Fee Examiner;

     d. attend meetings between the Fee Examiner and the Retained
        Professionals;

     e. assist the Fee Examiner with the preparation of
        preliminary and final reports regarding professional fees
        and expenses;

     f. assist the Fee Examiner in developing protocols and
        making reports and recommendations; and

     g. provide such other services as the Fee Examiner may
        request.

Thomas D. Bielli, Esq. member of the law firm of Bielli & Klauder,
LLC, attests that BK does not hold or represent any interest
adverse to the Fee Examiner or the Debtors' Bankruptcy Estates and
is a "disinterested person" as that term is defined under section
101(14) of the Bankruptcy Code.

Bielli & Klauder's current hourly rates are:

     Thomas D. Bielli (Member)       $350.00
     Nella M. Bloom (of Counsel)     $325.00
     Cory P. Stephenson (Associate)  $205.00
     Tyler Sacchetta (Law Clerk)     $175.00  
     Alyssa Carrillo (Paralegal)     $150.00

The Counsel can be reached through:

     Thomas D. Bielli, Esq.
     Bielli & Klauder, LLC
     1204 N. King Street
     Wilmington, DE 19801
     Phone (302) 803-4600
     Fax (302) 397-2557
     Fax (215) 754-4177
     Email: tbielli@bk-legal.com

          About Prospector Offshore and Paragon Offshore

Prospector Offshore Drilling S.a r.l. and three affiliates filed
separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
17-11572 to 17-11575) on July 20, 2017.  The affiliates are
Prospector Rig 1 Contracting Company S.a r.l.; Prospector Rig 5
Contracting Company S.a r.l.; and Paragon Offshore plc (in
administration).

The Hon. Christopher S. Sontchi presides over the cases.

The Debtors are represented by Gary T. Holtzer, Esq., and Stephen
A. Youngman, Esq., at Weil, Gotshal & Manges LLP, and Mark D.
Collins, Esq., Amanda R. Steele, Esq., and Joseph C. Barsalona II,
Esq., at Richards, Layton & Finger, P.A., as counsel.  The Debtors
hired as their financial advisors, Lazard Freres & Co. LLC; as
their restructuring advisor, AlixPartners, LLP; and as their
claims, noticing and solicitation agent, Kurtzman Carson
Consultants LLC.

In their petition, the Debtors estimated $1 billion to $10 billion
in both assets and liabilities.  The petitions were signed by Lee
M. Ahlstrom as senior vice president and chief financial officer.

The Debtors' bankruptcy filing came two days after the Paragon
Offshore group completed its corporate and financial reorganization
on July 18, 2017.  The plan of reorganization under chapter 11 of
the U.S. Bankruptcy Code substantially de-levered the company's
ongoing business, eliminating approximately $2.3 billion of secured
and unsecured debt.

Paragon Offshore Plc, and several affiliates initially filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385
to 16-10410) on Feb. 14, 2016.  The Delaware Bankruptcy Court
entered an order on June 7, 2017, confirming the 2016 Debtors'
Fifth Joint Chapter 11 Plan of Reorganization.


RADIATE HOLDCO: Moody's Confirms B2 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service confirms Radiate Holdco, LLC's B2
Corporate Family Rating (CFR) and B2-PD Probability of Default
Rating, previously under review. Moody's also confirms all
instrument ratings including the B1-LGD3 Senior Secured bank Credit
Facility and Caa1-LGD6 Senior Unsecured notes. The outlook was
changed to stable, from under review. All of the ratings for Wave
Holdco, LLC and WaveDivision Holdings, LLC will be withdrawn upon
close, with full repayment of all outstanding debt. This concludes
Moody's review of Radiate Holdco, LLC's ratings which were
initially placed under review on May 23, 2017 following the
announcement of the company's debt-financed acquisition of Wave
Holdco, LLC (B3 Stable).

Radiate Holdco, LLC will acquire Wave Holdco, LLC. for $2.365
billion. The transaction, and related fees and expenses, will be
financed with debt and equity contributed from TPG Capital, the
Company's majority shareholder, and other investors. Debt includes
a $1.275 million incremental Senior Secured Term Loan (due 2024)
being raised under the existing bank credit facility. Moody's
expect the company to subsequently issue incremental unsecured
notes to fund the balance of the transaction which Moody's estimate
will be close to $500 million. In connection with the transaction,
the Company has also upsized its revolving credit facility (due
2022) by $150 million, to $300 million.

Confirmations:

Issuer: Radiate HoldCo, LLC

-- Probability of Default Rating, Confirmed at B2-PD

-- Corporate Family Rating, Confirmed at B2

-- Senior Secured Bank Credit Facility, Confirmed at B1 (LGD 3)

-- Senior Unsecured Regular Bond/Debenture, Confirmed at Caa1
    (LGD 6)

Outlook Actions:

Issuer: Radiate HoldCo, LLC

-- Outlook, Changed To Stable From Rating Under Review

RATINGS RATIONALE

Radiate's B2 Corporate Family Rating (CFR) reflects the company's
small scale, weak free cash flow, and private equity ownership
which poses event risk and tolerates aggressive financial policies
including high leverage (between 6.0x-6.7x over the next 12-18
months). The company's organic video and voice business are also
under pressure, as it competes in highly competitive markets in the
Northeast, Chicago and Texas. The company has been losing video and
voice subscribers with customers migrating to commercial-free,
lower-cost video streaming services and substituting wireline voice
with wireless mobile services. Also constraining the rating is the
company's moderate scale and limited market share evidenced by
below average performance metrics including revenue to homes passed
and Triple Play Equivalent (TPE; defined as a simple average of the
company's three main product penetration rates). The addition of
Wave Broadband (a wholly owned subsidiary of Wave Holdco, LLC
(Wave)), a weaker credit rated B3 stable, puts further pressure on
the rating. Radiate will acquire the company for $2.4 billion with
the close scheduled for the fourth quarter of 2017. The acquisition
is likely to increase leverage under certain financing scenarios.
Wave's business will also further weaken Radiate's already limited
free cash flow with the significant burden of higher capital
expenditures being incurred for the build out of Wave's fiber
network.

Supporting the rating is organic growth in its residential
broadband (or HSD) product and commercial services business
segment, driven by higher demand for bandwidth as subscribers
consume more data. The subscriber growth in these parts of the
business is more than fully offsetting the loss in video
subscribers, at a rate of near 3x, providing stability to the
company's customer base. The company's ability to protect its
market position is supported by significant investments in its
network which is fiber-rich and has industry leading speeds. The
rating is also supported by a predictable business model that
produces stable revenues, pricing power, and strong EBITDA growth.
The addition of Wave increases Radiates scale by 1.4x, improves
margins, and expands Radiate's geographic diversity with a national
footprint that now extends to the West Coast - adding incumbent
markets with better operating metrics. The contribution lifts
Radiate's penetration rates, revenue per homes passed, and
subscriber growth rates.
Moody's outlook is stable. Moody's believe Radiate will grow
revenues to over $1.5 billion over the next 12-18 months,
generating close to $600 million in EBITDA (Moody's adjusted) on
margins approaching 40%. Net of the burden of CAPEX and interest,
and including the materialization of transaction synergies
following the acquisition of WAVE, Moody's expect the company to
generate positive free cash flows beginning in 2018. Moody's expect
the company to use all available FCF to de-lever over the rating
horizon, with leverage falling to near 6.0x by the end of 2018 -
below Moody's maximum tolerance of 6.25x for the rating category.
Moody's expect the business to lose video and voice subscribers by
low single digit percent, but more than fully offset by up to 3x
the rate of growth in both residential and commercial subscribers.
Moody's expect CAPEX/revenues to moderate in the low 20% range, TPE
to remain in the low 20% range, and Revenue to Homes Passed to rise
near $560. Moody's rating assumes the company will not distribute
any material cash to its shareholders.

Moody's would consider a positive rating action if Leverage
(Moody's adjusted debt-to-EBITDA) is sustained below 5x times or
below and Coverage (Moody's adjusted free cash flow to debt) is
sustained above high single-digit percent. A positive rating action
would also be considered if the company maintains good liquidity,
improves the scale of the company, adopts more conservative
financial policies, there is a low probability of near-term event
risks and or there are positive developments in regulation, market
position, capital structure, or key performance measures that, when
taken together with all other factors, the credit profile suggests
a better rating category.

Moody's would consider a negative rating action if Leverage
(Moody's adjusted debt-to-EBITDA) rises above 6.25x, or Coverage
(Moody's adjusted free cash flow to debt) sustained above high
single-digit percent, or the year-over-year change in broadband
subscribers to the year-over-change change in video subscribers (in
absolute value) is less than 1x. A negative rating action would
also be considered if liquidity deteriorated, more aggressive
financial policies were adopted, or Moody's anticipated the
possibility of a material and adverse change in regulation, market
position, capital structure, key performance measures, or the
operating model such that, when taken together with all other
factors, the credit profile suggests a better rating category.

Radiate, based in Princeton, New Jersey, is the parent of RCN
Telecom Services, LLC, Grande Communications Networks LLC, and Wave
Broadband. The company provides video, high-speed internet and
voice services to residential and commercial customers in 16
markets located on the Northwest coast (4 markets), the Northeast
coast (5 markets), Chicago and in Texas (6 markets). As of the
period ended June 30, 2017, pro forma including Wave, the company
served approximately 529 thousand video, 843 thousand HSD, and 320
thousand voice customers. Revenue for the Last Twelve Months ended
June 30, 2017 was over $1.3 billion. Radiate is owned by TPG
Capital, the majority shareholder (with approximately 85% share),
as well as Capital G (through Google Capital, a wholly-owned
subsidiary of Alphabet Aa2 stable), and Patriot Media Consulting,
Radiate's executive management company.

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


REPLOGLE HARDWOOD: Has Interim Nod to Use Cash Collateral
---------------------------------------------------------
The Hon. Jimmy L. Croom of the U.S. Bankruptcy Court for the
Western District of Tennessee has entered an interim order
authorizing Replogle Hardwood Flooring Company, LLC, and
debtor-affiliate, Replogle Enterprises, G.P., to use cash
collateral through Oct. 26, 2017.

A final hearing on the cash collateral use was scheduled for Oct.
26, 2017, at 9:30 a.m.

Copies of the interim orders are available at:

           http://bankrupt.com/misc/tnwb17-12172-40.pdf
           http://bankrupt.com/misc/tnwb17-12173-40.pdf

As reported by the Troubled Company Reporter on Oct. 20, 2017, the
Debtors sought court permission to use cash collateral to (i) fund
the working of capital requirements, operational expenses and other
financial needs of the Debtors during the pendency of the Chapter
11 case, and (ii) pay costs and expenses of the administration of
the Chapter 11 cases.

As adequate protection for any cash collateral expended by the
Debtors, Tennessee Business and Industrial Development Corporation
is granted a perfected replacement lien in all postpetition assets
of the Debtors, which liens will have the same priority to TN BIDCO
that existed as of the filing of the Petition.

                    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.


RICHARD LUTZ: Proposes Sale of Antiques at Auction
--------------------------------------------------
Richard Lutz and Susan M. DiBiase Lutz ask the U.S. Bankruptcy
Court for the District of New Jersey to authorize their sale of
antiques at auction on Nov. 9, 2017, to be conducted by Kamelot
Auction House.

Mr. Lutz certifies that when he filed his bankruptcy petition,
there was a sheriff's sale pending for their home at 351 Creek
Road, Moorestown, New Jersey.  The Debtors had been trying to sell
the Property for over five years due to their financial problems
and their inability to pay the carrying costs for the Property.

During the pendency of their bankruptcy cases, they entered into
two contracts for sale of the Property and filed a Motion to Sell
the Property with most of the antiques that they had purchased for
the Property, but that Motion was denied over the objection of the
mortgagee.  The Property is listed for Sheriff's Sale, but the
mortgagee does not yet have relief from stay, so the Debtors do not
know when the Property might be sold.

Pending the Sheriff's sale, they've found another place to live,
but they do not need the Antiques and wish to liquidate them so
that they have money to move and to fund a Plan of Reorganization.

The Debtors have signed a Contract with an auctioneer to sell the
Antiques at auction on Nov. 9, 2017.  The auctioneer's fee is 10%
of the sale price.  The Debtors are proposing the sale in good
faith in the belief that it is in the best interests of all parties
involved.

A copy of the Auction Agreement and the list of Antiques to be sold
attached to Mr. Lutz's Certification is available for free at:

   http://bankrupt.com/misc/Richard_Lutz_102_Sales.pdf

The Auctioneer:

          KAMELOT AUCTION HOUSE
          2216 East Allegheny Ave.
          Philadelphia, PA 19134
          Telephone: (215) 438-6990
          Facsimile: (215) 438-6990
          E-mail: consigning@kamelotauctions.com

Richard Lutz sought Chapter 11 protection (Bankr. D.N.J. Case No.
16-26969) on Sept. 1, 2016.  Susan M. DiBiase Lutz sought Chapter
11 protection (Bankr. D.N.J. Case No. 16-29499) on Oct. 12, 2016.
The cases were consolidated by the Court on Nov. 29, 2016.

The Debtors tapped Ellen M. McDowell, Esq., at McDowell Posternock
Apell & Detrick, PC, as counsel.


SADEX CORPORATION: Trustee Taps Barg & Henson as Accountant
-----------------------------------------------------------
Shawn Brown, the Chapter 11 trustee for Sadex Corp., seeks approval
from the U.S. Bankruptcy Court for the Northern District of Texas
to hire Barg & Henson P.C. as his accountant.

The firm will, among other things, assist the trustee in the
preparation of the Debtor's tax returns; determine claims filed
against its bankruptcy estate; and review documents to determine
the value of the Debtor's assets.

The firm's hourly rates are:

     Donald Barg         $325
     Robert Henson       $325
     Melanie Blakely     $204
     Andrew Barg         $173
     Jereme Stone        $168
     Mary Ninemire       $163
     Lara Yates          $125

Donald Barg, a certified public accountant, disclosed in a court
filing that he is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.

Barg & Henson can be reached through:

     Donald Barg
     Barg & Henson P.C.
     1300 S. University Drive, Suite 312
     Fort Worth, TX 76107

                      About Sadex Corporation

Sadex Corporation filed a Chapter 11 petition (Bankr. N.D. Tex.
Case No. 14-44622), on Nov. 14, 2014.  The case is assigned to
Judge Michael Lynn.  The petition was signed by Harlan E. Clemmons,
its president.

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

The Debtor's counsel is J. Robert Forshey, Esq., at Forshey &
Prostok, LLP.

Shawn K. Brown has been appointed Chapter 11 trustee for the
Debtor.  The trustee hired Goodrich Postnikoff & Associates, LLP as
his bankruptcy counsel.

On August 1, 2016, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


SANTA CRUZ PLUMBING: Nov. 2 Plan and Disclosure Statement Hearing
-----------------------------------------------------------------
Judge Stephen L. Johnson of the U.S. Bankruptcy Court for the
Northern District of California issued an order approving Santa
Cruz Plumbing, Inc.'s disclosure statement, dated Oct 3, 2017,
referring to its plan of reorganization.

The hearing on confirmation of the Debtor's Combined Plan and
Disclosure Statement dated Oct. 3, 2017, is set for Nov. 2, 2017,
at 1:30 P.M. in The United States Bankruptcy Court, Northern
District of California, 280 So. First St., Courtroom 3099 San Jose,
CA 95113.

Objections to confirmation, if any, must be filed on Oct. 26, 2017,
and the deadline to vote to accept or reject the Plan is also on
Oct. 26, 2017.

                 About Santa Cruz Plumbing

Santa Cruz Plumbing, Inc., filed a Chapter 11 petition (Bankr. N.D.
Cal. Case No. 17-50324) on Feb. 10, 2017.  The petition was signed
by Jason Stewart Allison, president. The Debtor disclosed total
assets of $772,930 and total liabilities of $3.72 million at the
time of the filing.  The Hon. Stephen L. Johnson is the case judge.
Lars T. Fuller, Esq., at The Fuller Law Firm, PC, is serving as
counsel to the Debtor.


SHEPHERD UNIVERSITY: Taps NEA's Mark Richardson as Appraiser
------------------------------------------------------------
Shepherd University seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire an appraiser.

The Debtor proposes to employ Mark Richardson of National Equipment
Appraisal to conduct an appraisal of its equipment, furniture and
fixtures, and pay him a flat fee of $8,375.

Mr. Richardson disclosed in a court filing that he does not hold
any interest adverse to the Debtor, its estate and creditors.

Mr. Richardson's office address is:

     Mark Richardson
     National Equipment Appraisal
     5452 Estate Ridge Road
     Anaheim Hills, CA 92807
     Tel: 714-282-7146  
     Email: Mark@.nationalequipmentappraisal.com

                    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 the Law Offices of Jaenam Coe PC, in
Los Angeles, California, serves as counsel to the Debtor.


SOUTH COAST: Wants to Use Briar Capital's Cash Collateral
---------------------------------------------------------
South Coast Supply Company asks the U.S. Bankruptcy Court for the
Southern District of Texas for authorization to use cash
collateral.

The Debtor has prepared a budget for expenses to be paid out of
cash collateral for the 15-day period starting Oct. 21, 2017.

A hearing on the cash collateral use will be held on Nov. 6, 2017,
at 10:30 a.m.

The Debtor says it has no other source of funds with which to
operate its business.  The Debtor requires the use of cash
generated from the collection of accounts receivable to operate the
business, maintain its property, and generate new receivables,
thereby preserving Briar Capital's collateral and making it
possible to successfully reorganize.

The Debtor has an outstanding revolving loan with Briar Capital,
L.P., evidenced by (i) the Loan and Security Agreement dated March
15, 2011, with a minimum outstanding principal balance of $1
million; (ii) the Third Amendment to Loan Agreement dated Feb. 14,
2017; and (iii) the Blocked Account Agreement dated May 8, 2015.
The indebtedness evidenced by these loan documents totals
$2,547,263.88 as of the filing of this bankruptcy case.

The Briar Capital loan is secured by collateral including all of
the Debtor's now owned or hereafter acquired assets, whether
tangible or intangible, including but not limited to the Debtor's
equipment, inventory, and accounts, and the proceeds thereof.  As a
result, the cash revenues received by the Debtor from the sale of
its products are the cash collateral of Briar Capital.

As adequate protection for the use of Briar Capital's cash
collateral, the Debtor proposes that:

     (i) Briar Capital be granted a post-petition security
         interest, superior to all other post-petition security
         interests and claims, in the Debtor's accounts receivable

         and the proceeds thereof to the extent that Briar
         Capital's pre-petition collateral is expended post-
         petition;

    (ii) the Debtor submit a weekly report to Briar Capital of its

         revenues and expenditures; the report will be submitted
         no later than each Wednesday for the week ending the
         previous Friday.  The requested approval of the Debtor's
         use of cash collateral will be without prejudice to Briar

         Capital, which may request reconsideration at any time
         based on the information contained in the weekly reports
         or any other ground; and

   (iii) the Debtor be authorized to expend cash collateral only
         for the expenses listed in the applicable budget, with
         expenses for any line item being limited to 125% of the
         budgeted amount and with total expenses being limited to
         115% of the total budget for that period, unless Briar
         Capital consents in writing or the Court on motion allows

         an additional expense or expenses within the period
         covered by the budget.

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

           http://bankrupt.com/misc/txsb17-35898-4.pdf

                    About South Coast Supply

Founded in 1972 and headquartered in Houston, Texas, South Coast
Supply Company -- http://www.southcoastsupply.com-- is a
distributor of industrial equipment including flanges, weld
fittings, long weld necks, OD & ID heads, pipe, valves, pressure
fittings and piping accessories.  South Coast is a dependable
supply source for engineering/construction, vessel fabricators,
heat exchanger industry, original equipment manufacturers (OEM),
industrial contractors, gas transmission companies, mechanical
contractors, water/wastewater industry and companies in oil and gas
exploration/processing industries in the U.S. and export market.

South Coast Supply Company filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Case No. 17-35898) on Oct. 20, 2017,
estimating its assets and liabilities at between $1 million and $10
million.  The petition was signed by Steven Mark Gray, CEO.

Judge Karen K. Brown presides over the case.

Miles H. Cohn, Esq., at Crain, Caton & James, P.C., serves as the
Debtor's bankruptcy counsel.


SOUTHWORTH COMPANY: Taps Doherty Wallace as Special Counsel
-----------------------------------------------------------
Southworth Company seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to hire Doherty, Wallace,
Pillsbury & Murphy P.C. as its special counsel.

Doherty will provide legal services to the Debtor in connection
with the sale of its assets.  The firm's hourly fees for the
services of its attorneys range from $230 to $335.  Paralegals will
charge $165 per hour.

W. Garth Janes, Esq., disclosed in a court filing that the firm and
its members are "disinterested" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     W. Garth Janes, Esq.
     Doherty, Wallace, Pillsbury & Murphy P.C.
     One Monarch Place, Suite 1900
     1414 Main Street
     Springfield, MA 01144
     Tel: 413-733-3111
     Fax: 413-734-3910

                     About Southworth Company

Southworth Company is a privately owned Massachusetts Corporation
organized in 1839 and headquartered in Agawam, Massachusetts.  In
2006, Southworth acquired the Esleeck Paper Company in Turners
Falls where it operates as Turners Falls Paper Company.  The
Madison Park Group, a greeting card and gift company based in
Seattle, Washington, was acquired in 2012 and operates as a
division of Southworth.

Southworth has recently employed approximately 100 employees and
has been engaged in the manufacture of specialty papers for baking
and health care applications, envelopes and office paper, as well
as greeting cards and gifts.

Southworth Company filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 17-30817) on Sept. 27, 2017.  The petition was signed by
John S. Leness, its president.  At the time of filing, the Debtor
estimated $1 million to $10 million in assets and $10 million to
$50 million in liabilities.

Judge Elizabeth D. Katz presides over the case.

Joseph B. Collins, Esq., at Hendel & Collins P.C., in Springfield,
Massachusetts, serves as counsel to the Debtor.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors.  The committee hired Shatz, Schwartz and
Fentin, P.C. as its bankruptcy counsel.


SPECTRUM HEALTHCARE: To Pay $121,250 for Committee's Professionals
------------------------------------------------------------------
Spectrum Healthcare Manchester, LLC, filed with the U.S. Bankruptcy
Court for the District of Connecticut a second amended disclosure
statement dated Oct. 18, 2017, referring to the Debtors' plan of
reorganization.

According to the Second Amended Disclosure Statement, the
Reorganized Debtors will pay $185,000 for the Debtors'
professionals and $121,250 for the Official Committee of Unsecured
Creditors' Professionals on the Effective Date, from the proceeds
of the exit financing facility, which payment will be held in
escrow pending approval of professional fees by the Court.  

The Second Amended Disclosure Statement says that Manchester will
receive these financial accommodations from MidCap, to be more
fully documented on or prior to the Confirmation Date a $3 million
revolving loan facility, which will include, as of the Effective
Date, a $1,235,000 overadvance, instead of $1,160,000.  About
$306,250 in Professional Fees -- instead of $185,000 (including all
of the Professional Fees of the Debtors' Professionals) -- will be
paid from the proceeds of the Exit Financing Facility.

These changes were made on the Exit Financing Facility terms: (i)
the remaining $235,000 -- instead of $160,000 -- of the overadvance
will be amortized on a 16-month straight line schedule starting on
the Effective Date and will be payable monthly; (ii) $1 million of
the overadvance will terminate on the earlier of (x) the day that
is 24 months after the Effective Date, or (y) payment by the
Reorganized Debtor of its overadvance obligations in full; and
(iii) the remaining $235,000 -- instead of $160,000 -- of the
overadvance will terminate on the earlier of (x) the day that is 16
months after the Effective Date, or (y) payment by the Reorganized
Debtor of its overadvance obligations in full.  MidCap's commitment
to provide the Exit Financing Facility is conditioned upon the
Effective Date occurring on or before Nov. 30, 2017.

An additional $80,000 of the Debtors' Professional Fees will be
satisfied from the collateral of the Debtors other than Manchester,
pursuant to the carve-out provided for in the cash collateral court
orders entered in the case.  If the additional $80,000 of the
Debtors' Professional Fees are not satisfied pursuant to the
carve-out from MidCap's collateral, the balance of any unpaid
allowed Professional Fees will be satisfied from any excess cash
generated by the Reorganized Debtor after payment of all ordinary
course expenses.

The Debtors' Professionals will be forever barred and estopped from
asserting any claim for professional fees against the Reorganized
Debtor, any of the other Debtors (except in connection with the
carve-outs from MidCap's collateral, any excess cash generated by
the Reorganized Debtor after payment of all ordinary course
expenses, or as may be agreed upon in connection with the
confirmation of a plan of reorganization for, or other disposition
of the Chapter 11 case of, Derby), or MidCap, and the Debtors'
Professionals sole recourse with respect to professional fees other
than those paid from the proceeds of the Exit Financing Facility
will be to the carve-outs from MidCap's collateral, any excess cash
generated by the Reorganized Debtor after payment of all ordinary
course expenses, or as may be agreed upon in connection with the
confirmation of a plan of reorganization for, or other disposition
of the Chapter 11 case of, Derby.  

The Committee's Professional Fees with respect to all Debtors
(except as may be agreed upon in connection with the confirmation
of a plan of reorganization for, or other disposition of the
Chapter 11 case of, Derby) will be capped at $121,250.   The
Committee's Professionals will be forever barred and estopped from
asserting any claim for professional fees against the Reorganized
Debtor, any of the other Debtors (except as may be agreed upon in
connection with the confirmation of a plan of reorganization with
respect to Derby) or MidCap.

As reported by the Troubled Company Reporter on Aug. 10, 2017, the
Debtors filed a disclosure statement for its proposed plan of
reorganization, dated Aug.4, 2017, which contemplated a financial
rehabilitation of the Debtor and the continuation of its business.
The previous disclosure statement says that the Debtor will pay a
portion of the Professional Fees by making a payment of $131,250
($110,000) for the Debtors' Professionals and $21,250 for the
Committee's Professionals) on the Effective Date, which payment
will be held in escrow as set forth below pending approval of
Professional Fees by the Court.  An additional $75,000 of the
Debtors' Professional Fees and an additional $100,000 of the
Committee's Professional Fees will be paid from the Exit Financing
Facility upon the closure of the Exit Financing Facility.  An
additional $80,000 of the Debtors' Professional Fees will be
satisfied from the collateral of the Debtors other than Manchester,
pursuant to the carve-out provided for in the cash collateral court
orders entered in the case.  Provided the carve-out amounts are
satisfied, the Debtor Professionals will be forever barred and
estopped from asserting any claim for professional fees against
MidCap.  The balance of any unpaid allowed Professional Fees will
be satisfied from any excess cash generated by the Reorganized
Debtor.

A copy of the Second Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/ctb16-21635-581.pdf

                    About Spectrum Healthcare

Spectrum Healthcare LLC is a nursing home operator, owning six
nursing facilities have 716 beds and employing 725 people.

Spectrum Healthcare LLC and its affiliates previously filed Chapter
11 petitions (Bankr. D. Conn. Lead Case No. 12-22206) on Sept. 10,
2012.

Spectrum Healthcare, LLC, and its affiliates again sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn.
Case Nos. 16-21635 to 16-21639) on Oct. 6, 2016.  The petitions
were signed by Sean Murphy, chief financial officer.

Spectrum Healthcare, LLC, disclosed $282,369 in assets and
estimated less than $1 million in liabilities.  Affiliate Spectrum
Healthcare Derby disclosed $2,068,467 in assets and estimated less
than $10 million in debt.

The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC.  Blum, Shapiro & Co., P.C., serves as their accountant and
financial advisor.

William K. Harrington, the U.S. Trustee for the District of
Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for the Debtors.


TEC-AIR INC: Chatterjee Management Buying All Assets for $4 Million
-------------------------------------------------------------------
Tec-Air, Inc., asks the U.S. Bankruptcy Court for the Northern
District of Illinois to authorize the bidding procedures in
connection with the sale of substantially all assets to Chatterjee
Management Co. for (i) $4,000,000 plus the Cure Costs and
assumption of the Assumed Liabilities, subject to overbid.

A hearing on the Motion is set for Nov. 7, 2017, at 9:30 a.m.
(PCT).

The key provisions of the Stalking Horse APA are:

     a. Purchase Price: The Purchase Price to be paid by the
Purchaser to the Seller in exchange for the Purchased Assets will
be the sum of (i) the amount of the Good Faith Deposit; plus (ii)
cash in the amount of $3,800,000; plus (iii) the Cure Costs set
forth on Schedule 2.3(a)(i) or as otherwise determined by the
Bankruptcy Court, plus the Supplier Obligations set forth on
Schedule 2.3(a)(ii) or as otherwise determined by the Bankruptcy
Court; provided, however, that the Purchaser's obligation to pay
the Cure Costs and the Supplier Obligations will not exceed an
aggregate amount of $600,000; plus (iv) the assumption of the
Assumed Liabilities.

     b. Purchased Assets: Substantially all assets of the Debtor

     c. Assumed Liabilities: (i) the obligations of Seller, up to
an aggregate amount of $600,000: (1) under the Assumed Contracts
and Assumed Leases to the extent required by section 365(b) of the
Bankruptcy Code ("Cure Costs"); and (2) owed to the suppliers set
forth on Schedule 2.3(a)(ii) ("Supplier Obligations"); (ii) all
Liabilities under the Assumed Contracts and the Assumed Leases
arising at or after the Closing Date; and (3) all Liabilities
arising out of the conduct of the Business or ownership of any
Purchased Asset at or after the Closing Date.   Notwithstanding
anything in the Stalking Horse APA to the contrary, by written
notice to Seller delivered not later than two days prior to the
Closing, the Purchaser in its sole discretion may remove any
Assumed Contract.

     d. Closing: Upon the terms and conditions set forth in the
Stalking Horse APA, the closing of the sale of the Purchased Assets
and the assumption of the Assumed Liabilities contemplated thereby
will take place at the offices of Cullen and Dykman LLP, One
Riverfront Plaza, Newark, New Jersey, or by electronic delivery of
required Closing items, as promptly as practicable, and
at no time later than the third Business Day, following the date on
which the conditions set forth in Section 8 have been satisfied or
waived, or at such other place or time as the Purchaser and the
Seller may mutually agree.

     e. Bid Protections: (i) Break-up Fee - $150,000, and (ii)
Expense Reimbursement - $150,000

     f. Good Faith Deposit: $200,000

     g. Employee Matters: The Purchaser will employ, effective as
of the Closing Date and continuing for not less than 60 days
following the Closing Date, substantially all of the Seller's
employees who remain employed by Seller immediately prior to the
Closing (including employees on approved leave of absence).

The key provisions of the Bidding Procedures are:

     a. Purchased Assets: Each bid must (i) be a bulk bid to
purchase all or substantially all of the Purchased Assets, and must
clearly state which liabilities of the Debtor the Qualified Bidder
is agreeing to assume.

     b. Initial Minimum Overbid: Each bid must provide for the
assumption of the Assumed Liabilities and the aggregate
consideration proposed by each bid must equal or exceed the sum of:
(i) cash in an amount equal to $4,000,000; plus (ii) assumption of
the Cure Costs and Supplier Obligations up to an aggregate amount
of $600,000; plus (iii) cash equal to the sum of the Break-Up Fee
plus the Expense Reimbursement (i.e., $300,000), subject to
confirmation of the amount of the Expense Reimbursement by the
Debtor, after consultation with the Stalking Horse Bidder and the
Committee, if any, prior to (and to be announced at) the Auction;
plus (iv) $100,000 in cash.

     c. Deposit: Each bid must be accompanied by a cash deposit in
the amount equal to $200,000 to be held in an interest-bearing
escrow account to be identified and established by the Debtor.

     d. Bid Deadline: The Debtor proposes that the deadline for a
Potential Bidder to submit a bid (other than the Stalking Horse
Bidder or its designee or assignee) will be Dec. 1, 2017 at 12:00
p.m. (PCT).

     e. Auction:  The Debtor proposes that the Auction will take
place on Dec. 5, 2017 at 10:00 a.m. (PCT) at the offices of
Polsinelli PC, 150 N. Riverside Plaza, Suite 3000, Chicago,
Illinois 60606, or such later date and time as selected by the
Debtor.

     f. Baseline Bid: At the beginning of the Auction, the Debtor
and its professional advisors will, in consultation with the
Committee, if any, announce the highest Qualified Bid received by
the Bid Deadline which will serve as the baseline bid at the
Auction.

     g. Minimum Overbid Increments: $25,000

     h. Sale Hearing: The Debtor proposes to have the Sale Hearing
on Dec. 6, 2017.

     i. Sale Objection Deadline/Contract Objection Deadline: No
later than 4:00 p.m. (PCT) on the date that is seven days prior to
the Sale Hearing.

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

     http://bankrupt.com/misc/Tec-Air_Inc_11_Sales.pdf

On the date that is 15 days prior to the Sale Hearing, the Debtor
will serve the Cure Notice on the non-Debtor counterparties to the
Assumed Contracts and Assumed Leases.  The Debtor asks the Court to
authorize and approve the assumption and assignment of the Assumed
Contracts and Assumed Leases upon the Closing, without the need for
any further action by any party; and that where the Debtor is
unable to establish that a default exists under an Assumed Contract
or Assumed Lease, the Cure Cost relating such Assumed Contract or
Assumed Lease will be set at $0.

The Debtor also asks the authority, upon and in connection with the
Closing, to change its corporate name and the caption of the
chapter 11 case, consistent with applicable law.  The Debtor will
file a notice of change of case caption, containing the new caption
and the proposed new corporate name of the Debtor, within five
business days of the Closing Date, and the change of case caption
for the chapter 11 case will be deemed effective as of the Closing
Date.

The Debtor asks that the Court waives the 14-day stay period under
Bankruptcy Rules 6004(h) and 6006(d) or, in the alternative, if an
objection to the Sale is filed, reduce the stay period to the
minimum amount of time needed by the objecting party to file its
appeal.

The Purchaser:

          CHATTERJEE MANAGEMENT CO.
          Attn: Gudrun Zoeller
          888 Seventh Avenue, 37th Floor
          New York, NY 10106
          Facsimile: (212) 489-2005
          E-mail: gudrun@tcgny.com

The Purchaser is represented by:

          Timothy W. Brink, Esq.
          MELTZER, PURTILL & STELLE, LLC
          300 South Wacker Drive, Suite 2300
          Chicago, IL 60606
          Facsimile: (312) 987-9854
          E-mail: tbrink@mpslaw.com

                       About Tec-Air, Inc.
                
Tec-Air, Inc., doing business as Tec Air, Inc. --
https://www.tecairinc.com/ -- manufactures, designs and develops
injection molded plastic parts for the consumer appliance,
automotive, off highway vehicle, industrial equipment, medical, air
movement and HVAC industries.  Tec-Air's 130,000 sq ft
manufacturing facility, engineering lab, and business headquarters
are located in Lake Business Center in Munster, Indiana.  The
company was founded by Richard E. Swin, Sr. in 1965.

Tec-Air, Inc. sought Chapter 11 protection (Bankr. N.D. Ill. Case
No. 17-32273) on Oct. 27, 2017.  The petition was signed by Robert
J. McMurtry, president/chief executive officer.  The Debtor
estimated assets and liabilities in the range of $1 million to $10
million.  The case is assigned to Judge Janet S. Baer.  The Debtor
tapped Michael H. Traison, Esq., Jason S. Steele, Esq., and Nicole
Stefanelli, Esq., at Cullen and Dykman LLP as counsel.


TRACY JOHN CLEMENT: Trustee Selling Wanamingo Property for $630K
----------------------------------------------------------------
Phillip L. Kunkel, Chapter 11 Trustee for Tracy John Clement, asks
the U.S. Bankruptcy Court for the District of Minnesota to
authorize the sale outside the ordinary course of business of
interest in the dairy facility and adjoining real estate located at
44656 County 1 Blvd., Wanamingo, Minnesota, and legally described
as The West One-Half of the Southwest Quarter, Section 28, Township
110 North, Range 17 West of the 5th P.M., Goodhue County,
Minnesota, to Steven A. Boyum and Tracy M. Boyum for $630,000.

The Court will hold a hearing on the Motion on Nov. 29, 2017 at
10:00 a.m.  The objection deadline is Nov. 24, 2017.

The Wanamingo Dairy Property consists of approximately 80 acres, of
which approximately 43.2 acres are tillable, and a dairy facility.
The Debtor and Mr. Boyum purchased the Wanamingo Dairy Property as
tenants in common in 2008 from West Woods Dairy, LLP.

In connection with the sale, West Woods Dairy, LLP executed a deed
for the Wanamingo Dairy Property.  The first deed, dated Feb. 27,
2008, and recorded as Document No. 553596 with the Goodhue County
Recorder, conveyed the Wanamingo Dairy Property from West Woods
Dairy, LLP to the Debtor and Mr. Boyum, as tenants in common.

The Wanamingo Dairy Property is encumbered by a mortgage in favor
of Citizen's State Bank of Hayfield, dated Feb. 27, 2008, filed
March 21, 2008, as Document No. 554202, in the original amount of
$475,000 ("Mortgage").  The outstanding balance is, as of Oct. 13,
2017, $350,000 in principal and $3,549 in interest, for a total of
$353,549.  Per diem interest after Oct. 13, 2017 is $49.

The Trustee seeks to sell the estate's interests in the Wanamingo
Dairy Facility free and clear of liens, encumbrances, and other
interests, with the liens to attach to the proceeds of the sale
with the same dignity and priority as the liens attached to the
property.  The Wanamingo Dairy Facility is being sold "as is, where
is" without representations or warranties.

The Debtor has received an offer from the Proposed Purchasers to
purchase the Wanamingo Dairy Property for $630,000, which includes
the undivided one-half interest of Mr. Boyum.  The gross purchase
price for the bankruptcy estate's undivided one-half interest in
the Wanamingo Dairy Facility is $315,000.

The offer received from the Proposed Purchasers is the highest and
best offer the Trustee has received for the Wanamingo Dairy
Property.  As such, the Trustee believes the sale price is fair and
reasonable. The Debtor estimates in his Disclosure Statement that
the liquidation value of the Wanamingo Dairy Property is $500,000.
The sale is to close on Dec. 31, 2017.

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

     http://bankrupt.com/misc/Tracy_Clement_564_Sales.pdf

Prior to entering into the Purchase Agreement and pursuant to
Bankruptcy Rule 7001(3), the Debtor filed an adversary proceeding
against the Potential Purchasers to obtain approval of the sale of
Mr. Boyum's interests in the Wanamingo Dairy Property.  To resolve
the adversary proceeding, the Trustee and the Potential Purchasers
have entered into the Settlement Agreement.  The Settlement
Agreement provides that the Potential Purchasers will receive a net
credit in the amount of $2,183 in exchange for resolutions of all
claims in the adversary proceeding.  

From the proceeds of the sale, the Trustee will pay (i) all closing
costs required to be paid by the Trustee under the Purchase
Agreement; (ii) all amounts owed to Mr. Boyum as tenant in common;
and (ii) the current and full balance of the Mortgage to Citizens
State Bank of Hayfield.  The remaining proceeds will be held by the
Trustee until further ordered by the Court to distribute the
proceeds.  After the payments, the Trustee expects the estate to
realize approximately $130,000 to $140,000 from this transaction.

The Trustee understands, through counsel, that the Debtor and
Citizens State Bank of Hayfield both support the sale.  The
Committee submits that the value of the Wanamingo Dairy Property to
the estate is zero.

The Trustee asks that the Court orders that the stay provided in
Bankruptcy Rules 4001 and 6004, does not apply to the immediate
implementation of the sale.

The Purchasers:

          Steven A. Boyum & Tracy M. Boyum
          9144 County 30 Boulevard
          Wanamingo, MN 55983
          E-mail: tracy.boyum@byron.k12.mn.us

The Purchasers are represented by:

          Paul W. Bucher, Esq.
          DUNLOP & SEEGER, P.A.
          P.O. Box 549
          30 3rd Street SE, Suite 400
          Rochester, MN 55903-0549
          E-mail: pwb@dunlaplaw.com

                   About Tracy John Clement

Tracy John Clement sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 16-31189) on April 11,
2016.  The Debtor tapped James C. Brand, Esq., at Fredrikson &
Byron PA, as counsel.

On May 3, 2016, the Office of the United States Trustee appointed
an Official Committee of Unsecured Creditors.

On Sept. 19, 2017, Phillip L. Kunkel was appointed as the Chapter
11 Trustee for the Debtor.  Attorney for the Trustee:

         GRAY, PLANT, MOOTY, MOOTY & BENNETT, P.A.
         Abigail M. McGibbon, Esq.
         P. Jason Thibodeaux, Esq.
         Abigail M. McGibbon, Esq.
         500 IDS Center
         80 South Eighth Street
         Minneapolis, Minnesota 55402
         Tel: 612-632-3484
         Fax: 612-632-4000
         E-mail: jason.thibodeaux@gpmlaw.com
                 abigail.mcgibbon@gpmlaw.com


TWIN PONDS: Scraders Buying Centerville Property for $950K
----------------------------------------------------------
Twin Ponds Duck Club, Inc., asks the U.S. Bankruptcy Court for the
District of Maryland to authorize the sale of real property located
on 300 Twin Ponds, Centerville, Maryland to Harry L. Scrader and
Evelyn E. Schrader for $950,000.

The Debtor has been engaged in the business of owning and operating
as its primary place of business at the Property.  It utilizes the
location to sell kayak and other water sport goods on a dropship
basis to customers who purchase these goods over the Internet.  The
Property is also the primary residence of the Debtor's 100%
stockholder, Abram G. Hopper.

Prior to the initiation of the Chapter 11 case, due to overall
pressures from the economy, the Debtor fell behind in its payment
of debt to secured and unsecured creditors.  Accordingly, in order
to stay collection efforts, it commenced the bankruptcy case.

According to its schedules of assets filed with the Court, the
Property is encumbered by consensual liens in favor of Queenstown
Bank ($399,805), Terry R. Mallett and Linda F. Mallett ($133,554)
and TRM IRA Investments, LLC/LFM ($129,869).  The Debtor has
scheduled total secured claims of $663,229.

Queenstown Bank has filed a Motion for Relief from Stay in the
bankruptcy case seeking permission from the Bankruptcy Court to
initiate foreclosure proceedings against the Property.  The Debtor
initially opposed the Motion but ultimately settled by
agreeing to pay Queenstown Bank within 180 days of Aug. 25, 2017.
Notwithstanding such agreement, the settlement has not been reduced
to writing nor presented to the Bankruptcy Court.  Nevertheless,
Debtor agrees that Queenstown Bank is currently owed an amount at
least $402,000.  As part of its Motion, the Queenstown Bank
submitted an appraisal for the Property, as of Feb. 28, 2017, at a
value of $875,000.  The Debtor scheduled the Property at a value of
$1,300,000.

As stated previously, The Debtor's primary business has been the
sale of kayak and other water sport goods to the public on a retail
basis through online drop-ship transactions.  However, its revenues
have been insufficient to make debt service payments to secured
creditors during the pendency of the Chapter 11 case.  Accordingly,
the Debtor's management has concluded that the best opportunity to
realize substantial proceeds to benefit the creditors of the estate
would be to sell the Property.

Accordingly, the Debtor has entered into the Purchase Agreement to
sell the Property to the Purchasers for the sum of $950,000.  The
purchase price is to be paid in cash at closing.

The salient terms of the Purchase Agreement are:

     a. Purchase Price: $950,000 to be paid in cash at closing on
Dec. 21, 2017.

     b. Purchasers. Harry L. Scrader and Evelyn E. Schrader

     c. Deposit: The Purchasers have deposited the sum of $7,000
with their attorneys, Cookerly & Barroll, LLC of Chestertown,
Maryland.  These are the only deposits required under the Purchase
Agreement.

     d. Study Period and Contingencies: The sole contingency is
approval by the Court of the proposed sale.

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

     http://bankrupt.com/misc/Twin_Ponds_41_Sales.pdf

In the first instance, upon closing the proposed sale will result
in the estate's receipt of sufficient cash to pay all creditors in
full.  It is the Debtor's intent to pay all secured claims at
settlement and to soon thereafter seek permission to pay all
undisputed unsecured claims on an interim basis.

The sale will be free and clear of all liens, claims and
encumbrances.  Upon the closing of the sale, all liens, interests,
claims, encumbrances, charges and monetary encumbrances on or in
the Property will be removed and released from the Property and
will attach to the net proceeds of sale (sales price less the
closing costs of sale) to the same extent and in the same order of
priority as provided under applicable law and as such liens,
interests, claims, encumbrances, charges and monetary encumbrances
existed as of the date of sale.

The proceeds from the sale will be held in an escrow account with
the Debtor's attorney, pending final resolution of the objection to
any disputed claim(s).  Upon the entry of a final order of a Court
of competent jurisdiction, the Debtor's attorney will distribute
the sale proceeds pursuant to such Order.  Furthermore, following
consummation of the sale the Debtor will cease its business
operations.

Upon closing, the following the payment of all administrative
claims and closing costs there will be more than enough money
available to pay all creditors in full, as follows:

     Sale Proceeds                    $950,000
     Administrative Claims            ($25,000)
     Net available for creditors      $925,000
     Secured claims                  ($670,000)
     Scheduled undisputed             ($32,869)
      unsecured claims who have
      not filed proofs of claim
     Unsecured claims filed           ($24,024)
     Projected cash surplus          $198,107

These creditors hold claims against in the Property:

     Air Doctorx Inc.           $69
     Chase Member Services      $1,400
     Citibank                   $12,000
     GRP Companies              $18,889
     PNC Bank                   $511
     Total                      $32,869

The Debtor believes that the terms of the proposed sale are fair
and reasonable and offer the Debtor the best opportunity to
optimize the value of the estate assets and pay creditors.

The Purchasers:

          Harry L. Scrader and Evelyn E. Schrader
          6215 Church Hill Road
          Chestertown, MD 21620

The Creditors:

          AIR DOCTORX, INC.
          4639 Halltown Road
          Hartly, DE 19953-2614

          CHASE MEMBER SERVICES
          P.O. Box 15153
          Wilmington, DE 19886-5153

          CITIBANK
          P.O. Box 6500
          Sioux Falls, SD 57117-6500

          PNC BANK
          249 Fifth Avenue
          18th Floor
          Pittsburgh, PA 15222-2707

                   About Twin Ponds Duck Club

Based in Centreville, Maryland, Twin Ponds Duck Club Inc., a
manufacturer of Kayak Dock, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Md. Case No. 17-14275) on March 28,
2017.  The petition was signed by Abram G. Hopper III, president.
At the time of the filing, the Debtor estimated assets of $1
million to $10 million and liabilities of less than $1 million.
The case is assigned to Judge Thomas J. Catliota.  Ronald J.
Drescher, in Baltimore, Maryland, serves as counsel to the Debtor.



U.S. TOMMY: May Use Cash Collateral Until Nov. 16
-------------------------------------------------
The Hon. Jessica E. Price Smith of the U.S. Bankruptcy Court for
the Northern District of Ohio has entered an interim order
authorizing U.S. Tommy, Inc., to use cash collateral through Nov.
16, 2017.

A hearing to consider the Debtor's continued cash collateral use
will be held on Nov. 14, 2017, at 10:30 a.m.

Objections to the cash collateral use must be filed by Nov. 7,
2017.

The Debtor has stipulated that Grand Pacific Holdings, Corp.'s
claims are secured with, among other assets, the Debtor's cash
collateral.  The stipulation is subject to review by any party in
interest or an official committee of unsecured creditors (if
appointed in this case).

As adequate protection, Grand Pacific is granted a valid and
perfected replacement security interest in, and a lien upon, all
property of the Debtor's estate to the same validity, perfection,
and priority of the prepetition liens and security interests that
Grand Pacific asserts, to the extent that the Debtor's use, sale,
or lease of property results in a decrease in the value of Grand
Pacific's interest in the property.

Grand Pacific is granted an administrative expense priority claim.

The Debtor will pay Grand Pacific the sum of $18,297.91
(representing 6.25% of the principal balance of $3,513.199/12) plus
$8,150.92 (representing 1/12 of the estimated annual insurance
premium and real estate taxes) totaling $26,448.83 by the end of
business on Nov. 5, 2017.

A copy of the Order is available at:

           http://bankrupt.com/misc/ohnb17-16150-18.pdf

As reported by the Troubled Company Reporter on Oct. 25, 2017, the
Debtor filed a motion seeking authorization from the Court for the
interim use of cash collateral.  The Debtor discussed with counsel
the terms under which Grand Pacific Holdings would agree to the
consensual use of cash collateral before and after the entry of the
final order for use of the cash collateral, but no agreement was
reached.

                       About U.S. Tommy

U.S. Tommy, Inc., operates a hotel known as University Hotel &
Suites -- https://www.universityhotelandsuites.com/ -- located at
3614 Euclid Ave., Cleveland, OH, 44115.  The Hotel, valued by the
Company at $2 million, has 98 rooms and offers free Wi-Fi, free
parking and an on-site restaurant/bar.  The Company's gross revenue
amounted to $1.41 million in 2016 and $1.26 million in 2015.

U.S. Tommy filed a Chapter 11 petition (Bankr. N.D. Ohio Case No.
17-16150) on Oct. 16, 2017.  The petition was signed by Robert Lin,
secretary/treasurer.  The case is assigned to Judge Jessica E.
Price Smith.  The Debtor is represented by Richard H. Nemeth, Esq.,
at Nemeth & Associates, LLC.  At the time of filing, the Debtor
disclosed $3.18 million in total assets and $6.25 million in
liabilities.


VASARI LLC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Vasari, LLC
           dba Dairy Queen
        8636 Ben Brook Boulevard
        Fort Worth, TX 76126

Type of Business: Vasari, LLC -- http://www.vasarillc.com-- is a  
                  franchisee of the Dairy Queen restaurant with 70

                  locations in Texas, Oklahoma, and New Mexico.  
                  The Dairy Queen restaurants serve a normal fast-
                  food menu featuring burgers, french fries,
                  salads and grilled and crispy chicken in
                  addition to frozen treats and hot dogs.

Chapter 11 Petition Date: October 30, 2017

Case No.: 17-44346

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Hon. Mark X. Mullin

Debtor's Counsel: Vickie L. Driver, Esq.
                  HUSCH BLACKWELL LLP
                  2001 Ross Avenue, Suite 2000
                  Dallas, TX 75201
                  Tel: 214.999.6100
                  Fax: 214.999.9170
                  E-mail: Vickie.Driver@huschblackwell.com

Debtor's
Auctioneer:       THE ADVANTAGE GROUP ENTERPRISE, INC.

Estimated Assets: $10 million to $50 million

Estimated Debt: $10 million to $50 million

The petition was signed by William M. Spae, Jr., president and
chief executive officer.

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

         http://bankrupt.com/misc/txnb17-44346.pdf

Debtor's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Labatt                                Trade Debt        $446,558
650 Regal Row
Dallas, TX 75247
Tel: 800-324-5252

American Dairy                        Trade Debt        $354,359
Queen Corporation
c/o Vicki L. Remme
7505 Metro Blvd.
Minneapolis, MN 55439
Vicki L. Remme
Tel: (952) 830-0331
Email: vremme@idq.com

American Express                     Credit Card        $228,157
                                      purchases

Elan Financial Services               Trade Debt        $183,328

BDO                                   Trade Debt         $45,829
Email: jyouens@bdo.com

Stonebriar Finance Holdings LLC     Trade Debt/Rent      $32,160
Email: Jim.Romaine@StonebriarCF.com

Pine Tree Livestock                 Trade Debt/Rent      $25,845
Email: doug@bendbroadband.com

Joseph G. Bruney                    Trade Debt/Rent      $25,410

Wilport, LLC                        Trade Debt/Rent      $24,750
Email: tuttlenc@aol.com

The Evans Family Trust              Trade Debt/Rent      $23,208
Email: meenlee@sbcglobal.net

Denise Thibodo                      Trade Debt/Rent      $23,100
Email: niese_1@msn.com

Lewis Bass                          Trade Debt/Rent      $20,167
Email: rich@next-enterprises.com

Shirley Silke                       Trade Debt/Rent      $19,500
Email: selkeno1@aol.com

Brown Family Revocable Trust        Trade Debt/Rent      $17,243
Email: adamb6269@gmail.com

Mary Lou Cox                        Trade Debt/Rent      $16,804
Email: marylou@cox.cc

Condon Dalhart                      Trade Debt/Rent      $16,456
Associates, LLC
Email: house2boat@reagan.com

John Papini, Jr.                    Trade Debt/Rent      $15,767
Email: papinirugrats@gmail.com

Treadgill                           Trade Debt/Rent      $15,629
Commercial L&W, LLC

Cottage R & S                       Trade Debt/Rent      $15,500
Investments LLC
Email: bob@herrickgrapevines.com

Wave Crest Development              Trade Debt/Rent      $15,400
Email: damonwc@pacbell.net


VISION QUEST: Needs More Time to Negotiation Plan with Citibank
---------------------------------------------------------------
Vision Quest Lighting, Inc., asks the U.S. Bankruptcy Court for the
Eastern District of New York to extend the Debtor's exclusive
periods to file a Chapter 11 plan through and including Jan. 24,
2018, and its exclusive time to solicit acceptances of that plan
through and including March 25, 2018.

A hearing on the Debtor's request is scheduled for Dec. 7, 2017, at
11:00 a.m.  Objections to the Debtor's request must be filed by
Nov. 30, 2017, at 4:00 p.m.

The Debtor's exclusive period within which to file a Plan expires
on Oct. 26, 2017.

The Debtor requires additional time to present adequate information
to, and negotiate its Plan with, Citibank, N.A., the Debtor's
prepetition lender.  The Debtor does not believe that Citibank will
object to the relief requested.

Since the Debtor's Chapter 11 filing, it has been working towards
consummating a sale of its assets in order to satisfy its
obligations to creditors.  The Debtor has now determined that it
will be unable to sell its business as a going concern, and will be
filing a motion to liquidate its assets through an auction sale.
The Debtor believes that its efforts so far in this Chapter 11 case
constitute good faith progress towards confirming a Plan to
liquidate the Debtor.

The Debtor says that only four months have passed since the
Petition Date, which is not a sufficient amount of time to propose
a Plan during the Debtor's wind down of its operations.

The Debtor assures the Court that the request for an extension of
the Exclusive Periods is clearly an effort to work with, rather
than pressure, Citibank and the Debtor's other creditors.  Although
progress has been made in the Debtor's case, the Debtor requires an
extension of the Exclusive Periods to continue its wind down,
review its scheduled and filed claims, and provide time to
negotiate with Citibank in connection with its Plan in the hopes
that the Debtor's Plan may be consensual.  Granting the requested
extension will allow the Debtor to prepare adequate information for
the Citibank and all other creditors, and to proceed with a viable
Plan.

                        About Vision Quest

Founded Larry Lieberman, Ronkonkoma, New York-based Vision Quest
Lighting -- http://www.vql.com/-- d/b/a E-Quest Lighting, is a
custom lighting manufacturer in the United States with a client
base that includes hotel and hospitality, national retail account
brands, corporate offices and high-end residential projects.
Starting as an engineering company specializing in theatrical
lighting in 1996, VQL created unique lighting effects that are
still used today all over the world.  In 2005 VQL expanded its
services into architectural lighting and has since expanded from a
small engineering office to a 20,000-square foot manufacturing
facility on Long Island in New York.

Vision Quest Lighting filed for Chapter 11 bankruptcy protection
(Bankr. E.D.N.Y. Case No. 17-73967) on June 28, 2017, estimating
its assets at between $500,000 and $1 million and its liabilities
at between $1 million and $10 million.  The petition was signed by
Lawrence Lieberman, its president.

Judge Louis A. Scarcella presides over the case.  Ronald J.
Friedman, Esq., and Brian Powers, Esq., at SilvermanAcampora LLP,
serve as the Debtor's bankruptcy counsel.


WALL GROUP: Wants to Use Cash Collateral to Continue Operations
---------------------------------------------------------------
Wall Group Industries, Inc., asks for permission from the U.S.
Bankruptcy Court for the Middle District of North Carolina to use
cash collateral generated by its business operations to continue
operations.

The use of cash collateral will help the Debtor to avoid closing
operations down and immediate, irreparable harm to the Estate.  The
Debtor warns that if its request to use cash collateral is not
immediately approved, the Estate will suffer immediate and
irreparable harm because it will not be able to pay its expenses
from funds generated by business operations.

The Debtor believes that Insulation Distributors, Inc., may have a
lien in the amount of $7,436 on cash collateral as that term is
defined in Section 363(a) of the U.S. Bankruptcy Code.  The Debtor
does not believe that FFD has liens on cash collateral, and Debtor
proposes that, until the adversary proceeding against FFD and WGI
minority shareholder Michael Olander Jr., is resolved, FFD and
Insulation Distributors receive a lien on cash collateral to the
same extent, validity and priority as existed prior to the Petition
Date.  

The Debtor has an outstanding balance of $7,435.51 with Insulation
Distributors.  On the Petition Date, the Debtor's total outstanding
receivables are $290,459.  The Debtor proposes establishing a
separate cash collateral account and paying those receivables into
that account.

To the extent that the Court is inclined to order the Debtor to
make adequate protection payments to FFD, the Debtor contends that
the estate and creditors would be harmed if those payments are made
directly to FFD.  Instead, the Debtor proposes that any adequate
protection payments ordered by the Court be paid into the trust
account of Parry Tyndall White, where they can be held pending
further orders of the Court regarding their distribution.  As for
Insulation Distributors, Inc., because of the relatively small size
of its debt, WGI believes that payment of $100 per month.

In exchange for the use of cash collateral, the Debtor proposes
that the Court grant, as adequate protection, a replacement lien
equal in extent, validity, and priority to the lien held by the
purported secured party as of the Petition Date.

The Debtor seeks authority to use cash collateral through and
including the effective date of a confirmed plan of reorganization
or liquidation, a sale of substantially all assets of the estate,
or the appointment of a trustee or examiner or conversion of the
case to Chapter 7, whichever may first occur; provided, however,
without further notice and hearing the Debtor may not use cash
collateral for any purpose other than (i) operations in the
ordinary course of business, (ii) adequate protection payments (if
any) to secured creditors, or (iii) payment of allowed
administrative fees, costs, or expenses.

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

            http://bankrupt.com/misc/ncmb17-80873-5.pdf

                         About Wall Group

Wall Group Industries, Inc., d/b/a The Wall Group --
http://www.thewall-group.com/-- is a privately held commercial
drywall contractor based in Durham, North Carolina.  Wall Group
self-performs all projects ensuring consistent results.  As part of
the Company's ongoing safety program, its staff regularly
participates in general safety training, as well as
project-specific safety education.  

Wall Group Industries filed for Chapter 11 bankruptcy protection
(Bankr. M.D. N.C. Case No. 17-80873) on Oct. 20, 2017, estimating
its assets at between $100,000 and $500,000 and liabilities at
between $1 million and $10 million.  The petition was signed by
Frankie Byrd, president.

Judge Lena M. James presides over the case.

James C. White, Esq., at Parry Tyndall White. serves as the
Debtor's bankruptcy counsel.  James Pappalardo is the Debtor's
accountant.


WENDY TAYLOR: Hearing on Disclosures Approval Set for Dec. 12
-------------------------------------------------------------
The Hon. Austin E. Carter of the U.S. Bankruptcy Court for the
Middle District of Georgia has scheduled for Dec. 12, 2017, at 9:30
a.m. a hearing to consider the approval of Wendy Taylor Homes,
Inc.'s disclosure statement dated Oct. 16, 2017, referring to the
Debtor's plan of reorganization.

Objections to the Disclosure Statement must be filed by Dec. 1,
2017.

                   About Wendy Taylor Homes Inc.

Wendy Taylor Homes, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ga. Case No. 17-51204) on June 5,
2017.  Wendy Taylor, authorized representative, signed the
petition.  

At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of less than $500,000.


WHOLELIFE PROPERTIES: Hayward Property Sale Denied
--------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas denied without prejudice to refiling Melissa
Hayward's sale of property.

The Court finds that more than 45 days have passed since the filing
of the Motion on June 7, 2017.  A hearing was held on June 13, 2017
and no reset hearing has been requested.  The Court further finds
that insufficient action has been taken to obtain the relief
sought.  

                    About WholeLife Properties

WholeLife Properties, LLC, owns two undeveloped tracts of land
located in McKinney, Texas that is intended to be developed into a
mixed use complex and 200 social memberships to the TPC at Craig
Ranch, a private golf club in McKinney, Texas.

WholeLife Properties sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 16-42274) on June 7,
2016.  The petition was signed by John B. Lowery, as sole member of
WholeLife Companies, Inc., sole member of WholeLife Properties,
LLC.  At the time of the filing, the Debtor estimated assets of $10
million to $50 million and debt of $1 million to $10 million.

Melissa Hayward, Esq., at Franklin Hayward LLP, is the Debtor's
general bankruptcy counsel.

The case is assigned to Judge Mark X. Mullin.

To date, no committee of unsecured creditors has been appointed.

Mr. Lowery was involved in another Chapter 11 debtor, Cornerstone
Ministries Investments, Inc., which filed Feb. 10, 2008 (Bankr.
N.D. Ga. Case No. 08-20355). Mr. Lowery joined Cornerstone in
approximately 2004 to oversee several single family housing
projects that were being developed by Cornerstone.

Daniel J. Sherman, is the Chapter 11 Trustee of WholeLife
Properties, LLC.  He is represented by Sherman & Yaquinto, L.L.P.,
as counsel.


WYNIT DISTRIBUTION: Avanquest Buying WD Encore Assets for $1M
-------------------------------------------------------------
WYNIT Distribution, LLC, and its affiliates ask the U.S. Bankruptcy
Court for the District of Minnesota to authorize the bidding
procedures in connection with the sale of WD Encore Software, LLC's
assets to Avanquest North America, LLC for $1,025,000, subject to
overbid.

A hearing on the Motion is set for Nov. 9, 2017 at 9:00 a.m.
Objection deadline is Nov. 8, 2017 at 12:00 (noon) (PCT).

Simultaneously, the Debtors have filed (i) a separate motion to
approve bid procedures for a sale of certain Encore Assets free and
clear of all liens, interests, claims and encumbrances; and (ii) a
separate motion for an order to approve procedures for assumption
or rejection of certain executory contracts and unexpired leases
affiliated with the Encore Sale Motion.

The assets being sold pursuant to the Encore Sale Motion include
inventory, accounts receivable, furniture fixtures and equipment,
and intellectual property further defined as Purchased Assets in
the Asset Purchase Agreement.

The Encore Assets to be sold will not include any Excluded Assets
as defined in the Agreement.  In addition, the Encore Assets to be
sold will not include inventory sold to the Debtors on consignment
or inventory allegedly sold to the Debtors on consignment, but does
include inventory sold by Debtors on consignment with third
parties.

Because the Encore business has a significant seasonal element to
it, the value of the business is higher before the holidays than it
will be after the holidays.  There is also concern that the Encore
brand and business may be damaged as it is associated with the wind
down of the WYNIT distribution business.  Furthermore, the Encore
business costs approximately $120,000 per week to operate currently
and that business can likely be run more efficiently by a buyer
outside of the current business platform and systems.  Therefore,
it is important to complete the Encore sale as expeditiously as
possible to maximize value for all creditors.  As a result, the
Debtors are requesting that the Court considers the Encore Sales
Motion on an expedited basis.

Each of the Debtors other than WYNIT Holdings, Inc. is a borrower
under a Credit Agreement, dated Nov. 29, 2016 ("Wells Credit
Agreement"), under which Wells Fargo Bank, National Association, as
the Prepetition Agent, for itself and other Prepetition Lenders,
has authority to act as secured lender.  WYNIT Holdings signed a
guaranty of the other Debtors' obligations under the Wells Credit
Agreement.  

Each of the Debtors also executed the Guaranty and Security
Agreements each dated as of Nov. 29, 2016 in favor of the
Prepetition Lenders to secure performance of terms and obligations
arising under the Wells Credit Agreement and, under the Security
Agreement, each signing Debtor granted the Prepetition Agent, for
the benefit of itself and the Prepetition Senior Lenders, a first
priority security interest in and continuing lien on substantially
all of each such Debtor's assets and property, and all proceeds,
products, accessions, rents, and profits thereof, in each case
whether then owned or existing or thereafter acquired or arising.

The Wells Credit Agreement provided the Debtors party thereto with
a revolving, operating line of credit, subject to borrowing base
restrictions and compliance with a host of other covenants, in an
aggregate maximum principal amount of $250,000,000 ("Wells
Facility").  As of the Petition Date, the outstanding principal
balance of the Wells Facility was in excess of $76,724,574.

In addition to the foregoing, on Feb. 12, 2014, WYNIT Distribution,
LLC, entered into an Inventory Financing Agreement with Wells Fargo
Commercial Distribution Finance, LLC ("WFCDF"), that provided
financing for the purchase of certain, specified inventory and, in
exchange, WFCDF received, among other things, a first-priority,
purchase money security interest in specific inventory purchased
with the proceeds of its loan ("WFCDF Inventory").  As of Aug. 29,
2017, the outstanding balance on WFCDF's line of credit was
$10,356,227.

After careful analysis, WYNIT Distribution, in consultation with
its third-party financial advisor, concluded that the value of the
inventory subject to WFCDF's purchase money security interest was
nearly identical to the amount owed to WFCDF.  As a result, WYNIT
Distribution entered into a Voluntary Surrender Agreement with
WFCDF, and surrendered relevant inventory to WFCDF on Sept. 5,
2017.  The Debtors will not include the Surrendered Inventory in
this sale.

Within 90 days prior to the petition date, the Debtors also
executed a security agreement dated June 12, 2017, that purports to
provide FitBit, Inc. with a subordinated lien on the Debtors'
assets.  FitBit filed a related UCC financing statement on June 16,
2017.  As a result, any asserted security interest may be
avoidable, any claim is subject to an objection, and all rights
with respect to any asserted claim and lien are reserved under the
Bankruptcy Code.

After filing the Cases, the Debtors have performed their duties
under the Bankruptcy Code attentively and in good faith.  Among
other things to date:

     a. The Debtors filed the DIP Financing Motion on Sept. 8, 2017
under which they sought the Court approval for a senior secured
postpetition revolving loan facility of up to $15,000,000
("Postpetition Facility") with Wells Fargo Bank, National
Association as administrative agent ("Postpetition Agent") for
certain of the Prepetition Lenders with respect thereto
("Postpetition Lenders").  The Court has entered two interim Orders
granting the DIP Financing Motion and the Postpetition Facility
pursuant to which up to $8,000,000 of interim financing is being
provided by the Postpetition Lenders to the Debtors.

     b. Among the other terms set forth fully in the DIP Financing
Motion and Exhibits thereto, the Postpetition Facility requires the
compliance with certain "Milestones", as defined in the DIP
Financing Motion and Exhibits thereto.  The Encore Sale Motion, and
the related Encore Bid Procedures Motion, are filed in conjunction
with other sale pleadings and documents in these cases to satisfy
the
Milestones.

After the last minute failure of a critical funding need, and after
careful consideration of available options and consultation with
counsel, WYNIT determined it could no longer operate on Aug. 24,
2017.  Conway MacKenzie began work as WYNIT's financial advisor in
Greenville, South Carolina, Aug. 28.  Conway MacKenzie, working
with executive management, began to explore alternative
methodologies to best monetize the assets of the business.  A
parallel path approach to selling assets was developed.

Ultimately, Conway MacKenzie located and negotiated an Asset
Purchase Agreement for the Encore Assets with the Buyer.  However,
some other parties have also expressed an interest in possibly
submitting competing bids, hence Conway MacKenzie believes the
separate Encore Bid Procedures Motion is appropriate.

The Debtors propose to effectuate a sale of the Encore Assets to
the Buyer or the highest or best bidder, or bidders, after
completion of the Auction pursuant to the APA.  A major component
of the APA is the assumption and assignment of certain executory
contracts.  This is because the inventory largely consists of
hundreds of different types of software for home and office use.
Given the nature of the inventory, each item requires multiple
licenses and other agreements with third parties.  Any buyer,
including Buyer, will need time to determine whether a particular
contract is executory and should be assumed and assigned (with or
without modifications proposed and agreed to by the non-debtor
counterparty), or rejected.

In order to facilitate an immediate closing, but also allow 90 days
to determine whether to assume and assign certain executory
contracts, Section 7.10 of the APA provides for a transition period
during which Buyer will utilize certain employees, space,
equipment, records, and related assets of Debtors pursuant to a
Transition Agreement.  As part of the Transition Agreement, the
Debtor requests that the Court approve a sub-license of all
intellectual property rights in the Encore Assetss to the Buyer, to
enable the Buyer to use the intellectual property in the executory
contracts until a decision is made to assume and assign any
executory contract to the Buyer.  Additional details on the
executory contract issues are addressed in the separate Encore
Executory Contracts Motion.

The Sale Motion, in conjunction with the Encore Executory Contracts
Motion, provides a mechanism for the Buyer to provide notice of
assumption and assignment of desired executory contracts for 90
days from the Closing date.

Pursuant to the APA, the Buyer will provide gross cash proceeds for
the sale of the Encore Assets of $1,025,000.  An amount equal to
$300,000 of the Purchase Price will be reserved by the Debtors for
payment and satisfaction of Cure Costs as such Cure Costs are
established in the Cure Order or such other Orders of the
Bankruptcy Court.

In the event that the total Cure Costs are less than $300,000, the
Debtor will promptly pay to the Prepetition Lenders and the
Postpetition Lenders the difference between $300,000 minus the
total Cure Costs. In the event that the total Cure Costs exceed
$300,000, the Buyer assumes such amounts in excess of $300,000 as
an Assumed Liability and will pay such excess Cure Costs.

The offer includes a "good faith" deposit of $50,000, consistent
with the Bid Procedures for any other Qualified Bids.  There is no
financing contingency for the Buyer to close the purchase provided
all other terms are satisfied.

As discussed in the Encore Bid Procedures Motion, the APA includes
in Section 10.2 a "Breakup Fee" of $30,000, and an "Overbid
Requirement," requiring the first (if any) overbid at the Auction
to exceed the Buyer's offer by at least $55,000 (the Breakup Fee
plus $25,000) and that bid increments will thereafter be at least
$25,000 higher than the prior existing qualified bid.

The Breakup Fee will be deemed to be an allowed administrative
expense claim of the estate under 11 U.S.C. 503(b) and will be paid
from the close of escrow from the sale of all or some of the Encore
Assets from a buyer other than the Buyer.  In the event that the
Buyer is entitled to the Breakup Fee, the Buyer will be entitled to
a one-time credit of the Break-Up Fee if the Buyer is the
Successful Bidder of the Encore Assets.

The sale to the Buyer, or other highest or best bidder, will
provide for, among other things, the sale of the Encore Assets, or
portions thereof, free and clear of any and all liens, claims,
encumbrances, and other interests.  They propose to effectuate the
sale(s) via the process and procedures outlined in the Encore Bid
Procedures Motion and any related Encore Bid Procedures Order in
order to determine the highest or best bidder or bidders to enter
into the sale transaction(s).

The Debtors propose the following timeline for execution of the Bid
Procedures and the sale transaction(s):

     a. Notice + NDAs + Data Room + Direct contact with buyers:
Commenced Prepetition

     b. Sale Procedures/Stalking-Horse Bid and Bid Protections
Approved: Oct. 31, 2017

     c. Competing Bid Deadline: Nov. 7, 2017 at 5 p.m.

     d. Final Auction, if necessary, and Announce Results: Nov. 8,
2017 at 9 a.m.

     e. Sale Motion Approved: Nov. 9, 2017

     f. Closing re Asset Sale(s) (outside date): Nov. 10, 2017

The salient terms of the Sale Motion and the Bidding Procedures
are:

     a. Sale to Insider: At this time, none of the Assets are
contemplated to be sold to an "insider" within the meaning of
Bankruptcy Code Section 101(31).

     b. Sale Agent: The Debtors are proposing that Conway MacKenzie
act independently as the Sale Agent.

     c. Competitive Bidding: At this time, the Debtors do not
anticipate any private sale or elimination of competitive bidding.

     d. Interim Arrangements with Proposed Buyer: At this time, The
Debtors do not anticipate any interim arrangements with any
proposed buyer, other than the post-closing Transition Agreement
described.

     e. Bid Protections: As discussed in the Encore Bid Procedures
Motion, the offer from Buyer requests a Breakup Fee of $30,000 and
an Overbid Requirement which is defined as follows: If there is an
initial overbid it must exceed the Buyer offer plus the Breakup Fee
by at least $55,000; and thereafter, each bid must exceed the prior
existing bid by at least $25,000.  All bidding is conducted under
the supervision of the Sales Agent.

     f. Use of Proceeds: The Debtors are proposing to release sale
proceeds on and after the closing(s) with any Successful Bidder(s)
to the Postpetition Lender and Prepetition Lenders which are both
represented by Wells Fargo Bank, N.A, as their respective agent,
without further order of the Bankruptcy Court.  They do not
currently propose a release of proceeds to other creditors without
a
separate order of the Court.

     g. Relief from Bankruptcy Rules 6004(h): By the Motion, the
Debtors do ask relief from the 14-day stay imposed by Fed. R.
Bankr. P. 6004(h) for the reasons noted.

The Debtors ask the Court to waive the stay required by Bankruptcy
Rule 6004(h).

                   About WYNIT Distribution

Headquartered at Greenville, South Carolina, WYNIT Distribution,
LLC, is an international distributor of products from the top
brands in the consumer electronics, photo, wide format printing,
security and outdoor leisure and adventure industries.

WYNIT Distribution filed a Chapter 11 bankruptcy petition (Bankr.
D. Minn. Case No. 17-42726) on Sept. 8, 2017.  The petitions were
signed by Pete Richichi, its chief operating officer.  The Debtor
estimated assets and debt of $100 million to $500 million.

Judge Kathleen H Sanberg presides over the case.  

The Debtor engaged Stinson Leonard Street LLP as counsel.  The
Debtor also hired Conway Mackenzie, Inc., as financial advisor, and
JND Corporate Restructuring as claims, noticing, and balloting
agent.

The Official Committee of Unsecured Creditors formed in the case
has retained Barnes & Thornburg LLP and Lowenstein Sandler LLP as
its bankruptcy co-counsel.


YRC WORLDWIDE: Bank Debt Trades at 2.60% Off
--------------------------------------------
Participations in a syndicated loan under YRC Worldwide is a
borrower traded in the secondary market at 97.40
cents-on-the-dollar during the week ended Friday, October 20, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.30 percentage points from the
previous week.  YRC Worldwide pays 850 basis points above LIBOR to
borrow under the 600 million facility. The bank loan matures on
July 20, 2022 and Moody's Ba3 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 20.




                            *********

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

Troubled Company Reporter is a daily newsletter co-published
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