TCR_Public/171130.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, November 30, 2017, Vol. 21, No. 333

                            Headlines

24 AMHERST: Taps Cohen Pollock as Legal Counsel
24 AMHERST: Taps J. Allen Seymour as Accountant
419 SW 2ND AVENUE: Obtains Court's Nod to Use Cash Collateral
444 EAST 13: E. 10th Files Chapter 11 Plan of Liquidation
444 EAST 13: E. 9th Files Chapter 11 Plan of Liquidation

ACADIANA MANAGEMENT: Files Chapter 11 Plan of Liquidation
ADVANCED CONTRACTING: Wants to Use Signature Bank's Cash Collateral
AEROGROUP INT'L: Fee Examiner Taps Bielli & Klauder as Counsel
ALL SOD NURSERY: Taps Borro Tax Partners as Bookkeeper
ANDEAVOR LOGISTICS: Fitch Rates Preferred Equity Units 'BB'

ANDEAVOR LOGISTICS: Moody's Assigns Ba3 Preferred Stock Rating
ANDEAVOR LOGISTICS: S&P Rates Series A Preferred Units 'BB'
AQUION ENERGY: Exclusive Plan Filing Extended to Feb. 1
ARIZONA - FOR BETTER: Voluntary Chapter 11 Case Summary
ASTERIA INC: Unsecureds to be Paid $100 Monthly for 60 Months

B & B METALS: December 22 Plan Voting Deadline
BARONG LLC: Disclosures OK'd; Plan Confirmation Hearing on Jan. 3
BEARCAT ENERGY: Lost Cabin Leaves Creditor's Panel
BICOM NY: Has Until Feb. 5 to Exclusively File Plan
BIOSCRIP INC: Reports $15.1 Million Net Loss for Third Quarter

BMC SOFTWARE: Moody's Affirms B3 CFR & Cuts Unsec. Notes to Caa2
BOND AND COMPANY: Store Closing Sales Delay Plan Filing
BOWER CONTRACTING: D. Bower to Continue as President Under New Plan
BREITBURN ENERGY: Surety Objects to Plan's Third-Party Releases
BRIGHTLINE OPERATIONS: Fitch to Rate $600MM 2017 Bonds 'BB-(EXP)'

BUCKEYE PARTNERS: Moody's Rates Jr. Subordinated Regular Bonds Ba1
BUCKEYE PARTNERS: S&P Rates New Junior Sub. Notes Due 2077 'BB'
CAMBER ENERGY: Gets $1M Second Funding Tranche from Investor
CAPITAL TEAS: Has Until March 8 to Exclusively File Plan
CAROLINA MOLD: Has Court's Interim Nod to Use Cash Collateral

CARRINGTON FARMS: Settles Sequal Claim for $110K Under Amended Plan
CASCADE ACCEPTANCE: Court Converts Case Back to Chapter 11
CGG HOLDING: Files Status Report on Group's Reorganization
CIT GROUP: Fitch Affirms BB+ Long-Term IDR; Outlook Stable
COBALT INTERNATIONAL: Lowers Net Loss to $149.6M in Third Quarter

COVINGTON ROUTE: Hires DelBello Donnellan Weingarten as Counsel
CRYOPORT INC: Incurs $2 Million Net Loss in Third Quarter
CSRA INC: Moody's Affirms 'Ba2' Corporate Family Rating
DEALER TIRE: Proposed $50MM Loan Add-on No Impact on Moody's B2 CFR
DEERFIELD HOLDINGS: Moody's Assigns B2 CFR; Outlook Negative

DELCATH SYSTEMS: Amends Prospectus on 422.5M Units Offering
DELCATH SYSTEMS: Effects a 1-for-350 Reverse Common Stock Split
DELTA AIR LINES: S&P Rates New Senior Unsecured Notes 'BB+'
DIPLOMAT PHARMACY: Moody's Assigns B1 CFR; Outlook Stable
DIPLOMAT PHARMACY: S&P Assigns 'B+' CCR, Outlook Stable

EAST OAKLAND FAITH: Case Summary & 19 Largest Unsecured Creditors
EAST TEXAS MEDICAL: Fitch Keeps B+ on 2011/2007A Bonds on Watch Neg
ENDEAVOR ENERGY: Moody's Rates Proposed Sr. Unsecured Notes 'B3'
ETRADE FINANCIAL: S&P Rates Series B Preferred Stock Issue 'BB'
EVANS & SUTHERLAND: Posts $767,000 Net Income in Third Quarter

EVERETT'S AUTOMOTIVE: Wants to Move Plan Filing Deadline to Dec. 4
EVIO INC: Granted Expanded Accreditation to Test for Pesticides
EXCO RESOURCES: Amends Credit Agreement with JPMorgan
FIELDPOINT PETROLEUM: NYSE American Suspends Trading of Securities
FINANCIAL RESOURCES: May Use Cash Collateral Through Feb. 1

FIRST CAPITAL: Taps Hunt Jeppson as Special Counsel
FREDDIE MAC: Grace Huebscher Elected to Board of Directors
FUNCTION(X) INC: Appoints Mazars USA as Accountants
GIGA-TRONICS INC: Common Stock Starts Trading in OTCQB Exchange
GREEN CUBE: Needs to Use Cash Collateral for Operations

GUITAR CENTER: Moody's Lowers CFR to Caa1; Outlook Negative
HARSCO CORP: Fitch Rates $546MM Secured Term Loan 'BB+/RR1'
HARSCO CORP: Moody's Rates Amended $546MM 1st Lien Loan 'Ba1'
HARSCO CORP: S&P Rates New $546MM Term Loan B Due 2024 'BB+'
HIGHVEST CORP: Case Summary & 2 Largest Unsecured Creditors

HOCHHEIM PRAIRIE: S&P Places 'B+' FSR on CreditWatch Negative
IHS MARKIT: Moody's Rates New $400MM New Senior Notes 'Ba1'
ION GEOPHYSICAL: Posts $5 Million Net Income in Third Quarter
JKI IV: Wants to Use Cash Collateral for Operations
JUBEM INVESTMENTS: Exclusivity Period Extended Until Feb. 26

KANSAS CITY INTERNAL: Can Use Cash Collateral Thru Dec. 8
LA SABANA: Hires Yesenia Medina-Torres as Notary
LAKELAND HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable
LAKELAND TOURS: Moody's Assigns B2 CFR; Outlook Stable
LUCKY # 5409: Unsecureds to Recover 49% Under Plan

MAMAMANCINI'S HOLDINGS: Closes Acquisition of Joseph Epstein Food
MARINE ACQUISITION: S&P Puts 'B' CCR on CreditWatch Positive
MARKET SQUARE: Wants Exclusive Plan Filing Extended to Feb. 23
MCCLATCHY CO: Stephanie Shepherd Resigns as Controller
MCCLATCHY CO: Widens Net Loss to $260.5 Million in Third Quarter

METAL SERVICES: Moody's Rates $425MM First Lien Term Loan 'B1'
METROPOLITAN DIAGNOSTIC: Case Summary & 20 Top Unsecured Creditors
METROSPACES INC: Deficit Raises Going Concern Doubt
MICROVISION INC: Incurs $5.2 Million Net Loss in Third Quarter
MONAKER GROUP: Buys Belize Property from A-Tech

NAVISTAR INTERNATIONAL: Director Will Not Stand for Re-Election
NC DEVELOPMENT: Private Sale of Winchester Property for $3.3M OK'd
NEENAH FOUNDRY: Moody's Hikes CFR to B3 & Alters Outlook to Pos.
NEOVASC INC: Appeals Court Affirms $112MM Verdict in CardiAQ Case
NEOVASC INC: CFO Presented at the 29th Annual Healthcare Conference

NEW GOLD: S&P Alters Outlook to Stable on Rainy River's Progress
NORTHWEST GOLD: Wigger Estate Tries to Block Plan Confirmation
OCEAN CLUB: Has Interim OK to Use Cash Collateral; Dec. 4 Hrg. Set
OSSO LLC: Unsecureds to Recoup 100% at 1% Interest in 10 Years
PANTAGIS DINER: Case Summary & 4 Largest Unsecured Creditors

PARETEUM CORP: Believes to Have Satisfied NYSE's Equity Rule
PASHA GROUP: S&P Raises Senior Secured Term Loan Rating to 'BB-'
PAYMEON INC: Operating Losses Raise Going Concern Doubt
PHOENIX SERVICES: S&P Alters Outlook to Stable & Affirms 'B' CCR
POST EAST: May Use Connect REO's Cash Collateral Until December

POST HOLDINGS: Moody's Rates Proposed $1BB Sr. Unsecured Notes B3
POST HOLDINGS: S&P Assigns 'B' Rating on $1BB Unsec. Notes Due 2028
PREFERRED VINTAGE: Full Payment for Unsecureds Over 12 Months
PROJECT ALPHA: S&P Lowers Corp. Credit Rating to B-, Outlook Stable
RALSTON-LIPPINCOTT: Unsecs. to Get 12 Quarterly Payments of $5,765

RAVENSTAR INVESTMENTS: Sale of Reno Property for $70K Approved
RBS GLOBAL: Moody's Rates $500MM Unsec. Notes B3 & Affirms B1 CFR
REDDY ICE: Moody's Lowers Corporate Family Rating to 'Caa2'
REDDY ICE: S&P Alters Outlook to Neg. Amid Upcoming Debt Maturity
RENNOVA HEALTH: CEO Lagan Appointed as Interim CFO

RENNOVA HEALTH: Obtains $4 Million from Preferred Shares Offering
RITCHIE BROS: S&P Affirms 'BB' CCR on Improved Performance
ROBERT TAYLOR: Sale of Bank Stock to Catahoula Holding for $65K OKd
ROBERT TAYLOR: Sale of Cattle Farm Equipment for $68K OKd
ROOSTER ENERGY: US Specialty Insurance Objects to Disclosures

ROOSTER ENERGY: US Specialty Objects to Cochon's Disclosures
RYCKMAN CREEK: Natixis Wants Full Disclosure of Plan Sponsor
RYCKMAN CREEK: Statutory Lien Claimants to Recoup 7% to 13%
SALLY BEAUTY: S&P Alters Outlook to Negative & Affirms 'BB+' CCR
SCIENTIFIC GAMES: Amends Arrangement Deal to Add Takeover Clause

SENIOR CARE GROUP: Sale of Assets Delays Filing of Plan
SOLBRIGHT GROUP: SBI Investments Has 9.9% Equity Stake
SOUTHERN REDI-MIX: Wants to Continue Cash Use Through Dec. 31
STARWOOD PROPERTY: S&P Rates $500MM Unsec. Notes Due 2025 'BB-'
STERLING ENTERTAINMENT: Exclusive Plan Filing Extended to Feb. 1

STERLING MID-HOLDINGS: S&P Lowers Issuer Credit Rating to 'SD'
SUNDIAL GROUP: S&P Puts 'B-' CCR on Watch Pos. Amid Unilever Deal
TANGO TRANSPORT: Plan Trustee's Sale of 2911 Anton Road Asset OKed
TDR TRUST: Taps Coast to Coast as Real Estate Agent
THINK FINANCE: COP–Spectrum, India Banks Appointed to Committee

TKL ASSOCIATES: Dorsey & Whitney to Get Full Payment
TSC/GREEN ACRES: Case Summary & 20 Largest Unsecured Creditors
UNITI GROUP: Fitch Affirms 'BB-' Long-Term IDR; Outlook Stable
UNIVERSAL SOLAR: Signs LOI to Partner with KC Contractors
VARSITY BRANDS: Moody's Affirms B2 CFR & Rates $1.125BB Loan B1

VARSITY BRANDS: S&P Affirms 'B' CCR & Alters Outlook to Negative
VELLANO CORP: Court Denies Unsecured Assets Sale Without Prejudice
VERNON PARK CHURCH: Voluntary Chapter 11 Case Summary
WILLIAM LYON: Moody's Hikes CFR to B2; Outlook Stable
WILMA SENEVIRATNE: Sale of South Midvale Property for $1.6MM OKed

WORDSWORTH ACADEMY: Unsecured Creditors to Get 10% Under the Plan
YOUR NEIGHBORHOOD: Wants to Assume & Assign Subleases to Hoags
YUCCA LAND: Unsecured Creditors Get Paid in Full Under the Plan

                            *********

24 AMHERST: Taps Cohen Pollock as Legal Counsel
-----------------------------------------------
24 Amherst, LLC, and its affiliates have filed separate
applications seeking approval from the U.S. Bankruptcy Court for
the Northern District of Georgia to hire legal counsel.

In their applications, the company, Northeast Georgia Anesthesia
Services Inc., and Holladay Holdings LLC propose to employ Cohen
Pollock Merlin & Small, P.C. to, among other things, advise them
regarding their duties under the Bankruptcy Code; conduct
examinations; and give legal advice regarding any proposed
bankruptcy plan.

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

     Bruce Walker         Attorney    $385
     Anna Humnicky        Attorney    $380
     Ben Klehr            Attorney    $310
     Garrett Nye          Attorney    $305
     Jennifer Penston     Paralegal   $180

Cohen received a retainer in the sum of $3,717 from 24 Amherst,
$33,807 from Northeast, and $4,717 from Holladay.

Anna Humnicky, Esq., disclosed in a court filing that her firm does
not hold or represent any interest adverse to the Debtors and their
estates.

The firm can be reached through:

     Anna M. Humnicky, Esq.
     Bruce Walker, Esq.
     Ben Klehr, Esq.
     Garrett Nye, Esq.
     Cohen Pollock Merlin & Small, P.C.
     3350 Riverwood Parkway Suite, 1600
     Atlanta, GA 30339
     Phone: (770) 858-1288
     Fax: (770) 858-1277
     Email: bwalker@cpmas.com
            BKlehr@cpmas.com
            gnye@cpmas.com

                       About 24 Amherst LLC

Based in Winder, Georgia, 24 Amherst, LLC is a real estate company.
Northeast Georgia Anesthesia Services Inc. is a medical group
specializing in interventional pain management, anesthesiology,
pain management, addiction medicine, physical medicine and
rehabilitation.

24 Amherst LLC, Northeast Georgia Anesthesia Services Inc. and
Holladay Holdings LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case Nos. 17-22188 to 17-22190) on
November 14, 2017.  Janene D. Holladay, member, signed the
petitions.  

At the time of the filing, 24 Amherst disclosed that it had
estimated assets of $500,000 to $1 million and liabilities of $1
million to $10 million.  Northeast Georgia estimated assets and
liabilities of $1 million to $10 million.

Judge James R. Sacca presides over the cases.


24 AMHERST: Taps J. Allen Seymour as Accountant
-----------------------------------------------
24 Amherst, LLC, and its affiliates have filed separate
applications seeking approval from the U.S. Bankruptcy Court for
the Northern District of Georgia to hire an accountant.

In their applications, the company, Northeast Georgia Anesthesia
Services Inc., and Holladay Holdings LLC propose to employ J. Allen
Seymour, CPA, PC to provide accounting services during their
Chapter 11 cases.

The firm's hourly rates are:

     J. Allen Seymour     $180
     Alan Perry           $150
     Connie Riley          $95
     Jason Jones           $80

The firm does not hold or represent any interest adverse to the
Debtor or its bankruptcy estate, according to court filings.

Seymour can be reached through:

     Alan Perry
     J. Allen Seymour, CPA, P.C.
     1551 Jennings Mill Road, Unit 400-A
     Watkinsville, Georgia 30677-7262

                       About 24 Amherst LLC

24 Amherst, LLC is a real estate company based in Winder, Georgia.
Northeast Georgia Anesthesia Services Inc. is a medical group
specializing in interventional pain management, anesthesiology,
pain management, addiction medicine, physical medicine and
rehabilitation.

24 Amherst LLC, Northeast Georgia Anesthesia Services Inc. and
Holladay Holdings LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case Nos. 17-22188 to 17-22190) on
November 14, 2017.  Janene D. Holladay, member, signed the
petitions.  

At the time of the filing, 24 Amherst disclosed that it had
estimated assets of $500,000 to $1 million and liabilities of $1
million to $10 million.  Northeast Georgia estimated assets and
liabilities of $1 million to $10 million.

Judge James R. Sacca presides over the cases.


419 SW 2ND AVENUE: Obtains Court's Nod to Use Cash Collateral
-------------------------------------------------------------
The Hon. A. Jay Cristol of the U.S. Bankruptcy Court for the
Southern District of Florida has entered an agreed order
authorizing 419 SW 2nd Avenue, LLC, to use cash collateral until
the earlier of an entry of any order dismissing the case, the
granting of stay relief in favor of the secured lender, or by
consent and agreement of the secured lender, or the entry of any
order extending the use of cash collateral.

As reported by the Troubled Company Reporter on Oct. 17, 2017, the
Debtor sought the Court's permission to use cash collateral for the
necessary repair of the property, and in order to operate its
business and pay necessary expenses.  The Debtor claimed that the
budget contains expenses quoted by a licensed contractor to board
up the 22-unit building, erect a fence to isolate the premises from
general public plus debris cleanup.  Hutton Ventures made a loan to
the Debtor in the original principal amount of $1.05 million,
secured by a certain Mortgage, Collateral Assignment of Lease,
Rents, and Licenses.  Hutton Ventures asserts a first priority,
perfected lien on all of the Debtor's cash generated from the
operation, sale, disposition or other realization of any of its
assets.

The Debtor will use cash collateral for these purposes:

     a. to pay for the boarding up and cleaning of the premises
        located at 419 SW 2nd Avenue, Homestead, FL33030 performed

        by the court-approved General Contractor South
        Florida Expert Renovations & Construction, Corp.  The cost

        of the project is estimated to be $17,780.  The Debtor and

        the court-approved General Contractor will seek proper
        permits with the City of Homestead.  Should the actual
        cost and expenses exceed the initial estimation the Debtor

        will seek the Court's approval to use cash collateral for
        the cost and expenses; and

     b. to satisfy any unpaid fees due to the U.S. Trustee
        pursuant to 28 U.S.C. Section 1930, and all unpaid fees
        required to be paid to the Clerk of the Court.

The Debtor grants, in favor of the secured lender and as security
for all indebtedness that is owed by the Debtor to the secured
lender, under the loan documents, but only to the extent that the
secured lender's cash collateral is used by the Debtor, a first
priority post-petition security interest and lien in, to and
against all of the Debtor's assets, to the same priority, validity
and extent that the secured lender held a properly perfected
pre-petition security interest in the assets, which are or have
been acquired, generated, or received by the Debtor subsequent to
the Petition Date.

A copy of the court order is available at:

           http://bankrupt.com/misc/flsb17-21784-47.pdf

                      About 419 SW 2nd Avenue

419 SW 2nd Avenue, LLC, a single asset real estate as defined in 11
U.S.C. Section 101(51B), owns and manages a 22-unit rental building
located at 419 SW 2nd Avenue Homestead, Florida.

The Debtor filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-21784) on Sept. 27, 2017.  The petition was signed by Jose
Paradelo, managing member.  At the time of filing, the Debtor
estimated less than $1 million in assets and $1 million to $10
million in liabilities.


444 EAST 13: E. 10th Files Chapter 11 Plan of Liquidation
---------------------------------------------------------
E. 10th St. Holdings LLC filed with the U.S. Bankruptcy Court for
the Southern District of New York a disclosure statement for its
chapter 11 plan of liquidation dated Nov. 17, 2017.

The Debtor owns the real property located at 251 East 10th Street,
New York, New York. The Property is encumbered by a mortgage in
favor of E. Village Lender, the holder of a note in the principal
amount of $3,850,000, which was originally extended to the Debtor
on July 26, 2016.

The Plan is the result of a compromise of claims between the Debtor
and E. Village Lender, the Debtor's senior secured creditor. The
Plan provides for a sale of the Property to SJG East Tenth Realty
LLC for a purchase price of $8,000,000, pursuant to the Contract of
Sale. Holders of Allowed Claims will receive a 100% recovery from
the Sales Proceeds with any remaining Sales Proceeds to be
distributed to Holders of Allowed Interests.

Holders of Class 4 Unsecured Claims against the Debtor shall
receive, within 30 days of the Closing, Cash equal to 100% of their
Allowed Claim, with post-petition interest at the federal judgment
rate, from the Disbursing Agent.

The Plan will be funded by the Sales Proceeds, the Debtor's
Available Cash on the Closing, including all amounts available in
the Debtor's debtor in possession bank account.

A copy of Disclosure Statement is available for free at:

     http://bankrupt.com/misc/nysb17-23142-27-1.pdf

                    About 444 East 13 LLC

444 East 13 LLC owns and operates a residential apartment building
located at 444 East 13th Street in the east village neighborhood of
Manhattan, New York.  The property is valued at $11 million.

E. 9th St. Holdings owns and operates a residential apartment
building located at 332 East 9th Street in the east village
neighborhood of Manhattan, New York, valued at $8.82 million.
Meanwhile, E. 10th St. Holdings owns and operates a residential
apartment building located at 251 East 10th Street in the east
village neighborhood of Manhattan, New York, which is valued at
$7.5 million.

The properties are encumbered by mortgages to 444 Lender LLC and E.
Village Lender LLC (assigned to Metropolitan Commercial Bank).

E. 9th St. Holdings, E. 10th St. Holdings and 444 East sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Case Nos. 17-23141 to 17-23143) on July 21, 2017.  David
Goldwasser, authorized signatory of GC Realty Advisors LLC, manager
signed the petitions.

Judge Robert D. Drain presides over the cases.

At the time of the filing, E. 9th St. Holdings listed $8,850,000 in
total assets and $6,020,000 in total liabilities.  E. 10th St.
Holdings listed $7,590,000 in total assets and $3,980,000 in total
liabilities.  444 East 13 LLC disclosed $11,030,000 in total assets
and $8,980,000 in total debts.

The bankruptcy cases filed by the Debtors' affiliates that are
still pending:

                                                  Petition
   Debtor                         Court  Case No.    Date
   -------------------            -----  --------  ---------
   AC I Manahawkin LLC            S.D.N.Y. 14-22793  6/04/14
   AC I Toms River LLC            S.D.N.Y. 16-22023  1/08/16
   BCH Capital LLC                S.D.N.Y. 17-22384  3/15/17
   Cypress Way LLC                S.D.N.Y. 17-22383  3/15/17
   East Village Properties
      LLC, et al.                 S.D.N.Y. 17-22453  3/28/17
   Romad Realty Inc.              S.D.N.Y. 15-20007  9/28/15
   West 41 Property LLC           S.D.N.Y. 16-22393  3/25/16


444 EAST 13: E. 9th Files Chapter 11 Plan of Liquidation
--------------------------------------------------------
E. 9th St. Holdings LLC filed with the U.S. Bankruptcy Court for
the Southern District of New York a disclosure statement for its
proposed plan of liquidation dated Nov. 17, 2017.

The Plan is the result of a compromise of claims between the Debtor
and E. Village Lender, the Debtor's senior secured creditor. The
Plan provides for a sale of the Debtor's Property located at 51
East 10th
Street, New York, New York to 332 East 9th LLC for a purchase price
of $9,600,000, pursuant to the Contract of Sale which was entered
into prior to the Petition Date and which contract is being amended
to reflect the Debtor's bankruptcy status.

Holders of Class 4 Unsecured Claims against the Debtor will
receive, within 30 days of the Closing, Cash equal to 100% of their
Allowed Claim, with post-petition interest at the federal judgment
rate, from the Disbursing Agent.

The Plan will be funded by the Sales Proceeds, the Debtor's
Available Cash on the Closing, including all amounts available in
the Debtor's debtor in possession bank account. These funds shall
be utilized to satisfy payments due consistent with the terms of
the Plan.

A copy of the Disclosure Statement dated Nov. 17, 2017, is
available at:

     http://bankrupt.com/misc/nysb17-23141-26-1.pdf

                    About 444 East 13 LLC

444 East 13 LLC owns and operates a residential apartment building
located at 444 East 13th Street in the east village neighborhood of
Manhattan, New York.  The property is valued at $11 million.

E. 9th St. Holdings owns and operates a residential apartment
building located at 332 East 9th Street in the east village
neighborhood of Manhattan, New York, valued at $8.82 million.
Meanwhile, E. 10th St. Holdings owns and operates a residential
apartment building located at 251 East 10th Street in the east
village neighborhood of Manhattan, New York, which is valued at
$7.5 million.

The properties are encumbered by mortgages to 444 Lender LLC and E.
Village Lender LLC (assigned to Metropolitan Commercial Bank).

E. 9th St. Holdings, E. 10th St. Holdings and 444 East sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Case Nos. 17-23141 to 17-23143) on July 21, 2017.  David
Goldwasser, authorized signatory of GC Realty Advisors LLC, manager
signed the petitions.

Judge Robert D. Drain presides over the cases.

At the time of the filing, E. 9th St. Holdings listed $8,850,000 in
total assets and $6,020,000 in total liabilities.  E. 10th St.
Holdings listed $7,590,000 in total assets and $3,980,000 in total
liabilities.  444 East 13 LLC disclosed $11,030,000 in total assets
and $8,980,000 in total debts.

The bankruptcy cases filed by the Debtors' affiliates that are
still pending:

                                                  Petition
   Debtor                         Court  Case No.    Date
   -------------------            -----  --------  ---------
   AC I Manahawkin LLC            S.D.N.Y. 14-22793  6/04/14
   AC I Toms River LLC            S.D.N.Y. 16-22023  1/08/16
   BCH Capital LLC                S.D.N.Y. 17-22384  3/15/17
   Cypress Way LLC                S.D.N.Y. 17-22383  3/15/17
   East Village Properties
      LLC, et al.                 S.D.N.Y. 17-22453  3/28/17
   Romad Realty Inc.              S.D.N.Y. 15-20007  9/28/15
   West 41 Property LLC           S.D.N.Y. 16-22393  3/25/16


ACADIANA MANAGEMENT: Files Chapter 11 Plan of Liquidation
---------------------------------------------------------
Acadiana Management Group, LLC, and affiliates filed with the U.S.
Bankruptcy Court for the Western District of Louisiana a disclosure
statement relating to its chapter 11 plan of orderly liquidation.

The Plan will not result in the merger or otherwise affect the
separate legal existence of each Debtor, other than with respect to
voting and distribution rights under the Plan. Allowed Claims held
against one Debtor will be satisfied from the Assets of all Debtors
and the Estates, and each Claim against a Debtor will be treated as
a Claim against the consolidated Estate of all Debtors for all
purposes including, but not limited to, voting and distribution;
provided, however, that no Claim will receive value in excess of
100% of the Allowed amount of such Claim under the Plan.

On the Effective Date, the authority, power, and incumbency of the
Debtors will terminate, and vest in the Liquidation Trustee. The
Liquidation Trustee will, among other things, (a) sell, lease,
license, abandon or otherwise dispose of Liquidation Trust Assets;
(b) prosecute through judgment and/or settling the Liquidation
Trust Assets and any defense asserted by the Liquidation Trust in
connection with any counterclaim or crossclaim asserted against the
Liquidation Trust; (c) calculate and make distributions required
under the Plan to be made from the Liquidation Trust Assets; (d)
file all required tax returns, and paying obligations on behalf of
the Liquidation Trust from the Liquidation Trust Assets; (e)
otherwise administer the Liquidation Trust; (f) file quarterly
reports with the Bankruptcy Court with respect to the expenditures,
receipts, and distributions of the Liquidation Trust; and (g)
perform such other responsibilities as may be vested in the
Liquidation Trustee pursuant to the Liquidation Trust Agreement,
the Confirmation Order, or as may be necessary and proper to carry
out the provisions of the Plan relating to the Liquidation Trust.

Class 6A, General Unsecured Claims, will receive payments from the
Liquidating Trust, which will receive the Available Cash and
Avoidance Action proceeds remaining in the Post-Effective Date
Trust after payments to BOKF required above. Further, the
Liquidating Trust will receive 1.5% of the Equity Interests in
NewCo, and a warrant struck at a $25,000,000 equity valuation
which, upon exercise, represents an additional 1.5% equity interest
in NewCo. Class 6B, Critical Vendors named in the previously
granted Critical Vendor Motion, will continue to receive 1/60th of
their claims monthly until paid in full by NewCo, in accordance
with the terms of the Critical Vendor Motion, and will not
participate in the Liquidating Trust.

A copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/lawb17-50799-478.pdf

                  About Acadiana Management

Acadiana Management and several affiliates sought Chapter 11
bankruptcy protection (Bankr. W.D. La. Lead Case No. 17-50799) on
June 23, 2017.  The petitions were signed by August J. Rantz, IV,
president. Acadiana Management estimated assets of less than
$50,000 and debt at $50 million and $100 million.

Judge Robert Summerhays presides over the cases.  Gold, Weems,
Bruser, Sues & Rundell, serves as the Debtors' bankruptcy counsel.

On July 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

Susan Goodman was appointed as patient care ombudsman.


ADVANCED CONTRACTING: Wants to Use Signature Bank's Cash Collateral
-------------------------------------------------------------------
Advanced Contracting Solutions asks for authorization from the U.S.
Bankruptcy Court for the Southern District of New York to use cash
collateral through the day that is one-day after the date on which
the Court schedules a continued hearing on the cash collateral
motion, and to grant adequate protection to Signature Bank, N.A.

Signature Bank is the Debtor's only traditional secured lender.  On
Sept. 28, 2017, following several years of positive relations,
Signature Bank terminated all additional lending under its line of
credit with the Debtor as a result of the entry of an approximately
$76 million judgment entered against the Debtor by various union
and benefit funds.  On Oct. 6, 2017, Signature Bank froze the
Debtor's operating account which it subsequently released in
exchange for significant reductions to the Signature indebtedness.
In the past four weeks, the Debtor has paid its line of credit with
Signature down significantly and reduced its exposure from
approximately $3 million to approximately $1.8 million.

The Debtor requires the use of cash collateral to make its next
regular payroll and make other necessary payments on an emergency
basis.  The Debtor does not have Signature's consent to do so at
the time of filing, but intends to seek that consent prior to any
emergency hearing.  The Debtor further seeks authority to use cash
collateral going forward on a final basis upon sufficient notice to
parties in interest including any creditors' committee, if and when
one is appointed by the U.S. Trustee.

The Debtor proposes to grant to Signature, in all cases subject to
the carve-out, continuing, valid, binding, enforceable and
automatically perfected postpetition additional and replacement
security interests in and liens and mortgages as follows:

     i. a first priority perfected security interest in, and lien
        and mortgage on, all prepetition and postpetition property

        of the Debtor, whether tangible or intangible, not subject

        to a valid, perfected, enforceable and unavoidable lien or

        security interest on the Petition Date; and

    ii. a junior perfected security interest in and lien and
        mortgage on all prepetition and postpetition property of
        the Debtor, whether tangible or intangible, that is
        subject to (i) a valid, perfected, enforceable and
        unavoidable consensual lien or security interest in
        existence on the Petition Date or (ii) a valid and
        unavoidable consensual lien or security interest in
        existence on the Petition Date that is perfected
        subsequent thereto as permitted by Section 546(b) of the
        U.S. Bankruptcy Code; provided, however, that subject to
        the carve-out, the adequate protection liens will be
        senior to any other liens, including, without limitation,
        any other adequate protection replacement liens.

The adequate protection liens will not be secured by any avoidance
actions under Chapter 5 of the Bankruptcy Code.

As further adequate protection, the Debtor will pay $50,000 per
week to Signature Bank in reduction of the principal prepetition
obligations, plus approximately $9,000 each month in interest.

The Debtor tells the Court that use of cash collateral will enable
it to preserve, enhance, and realize the value of the cash
collateral, by allowing it to continue operations in the near term,
thereby enabling it the Debtor to continue to collect the proceeds
of its ongoing construction projects.  The anticipated receivables
that will be generated from the Debtor's ongoing construction
projects over the next seven weeks is approximately $18.6 million.

The Debtor says that its ability to continue to create and collect
receivables by continuing operations provides additional adequate
protection.

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

            http://bankrupt.com/misc/nysb17-13147-3.pdf

               About Advanced Contracting Solutions

Advanced Contracting Solutions, LLC -- acsnyllc.com -- is a
privately-held company in Bronx, New York, that provides antenna
installation services.  The Debtor is a large open-shop concrete
foundation and concrete super-structure contractor.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 17-13147) on Nov. 6, 2017.  Judge
Sean H. Lane presides over the case.  

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.  

Tracy L. Klestadt, Esq., Brendan M. Scott, Esq., and Fred Stevens,
Esq., at Klestadt Winters Jureller Southard & Stevens, LLP, serve
as the Debtor's bankruptcy counsel.


AEROGROUP INT'L: Fee Examiner Taps Bielli & Klauder as Counsel
--------------------------------------------------------------
The fee examiner appointed in Aerogroup International, Inc.'s
Chapter 11 case seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire legal counsel.

David Klauder proposes to employ Bielli & Klauder, LLC to, among
other things, review fee applications; give advice on legal issues
raised by bankruptcy professionals; and assist in the preparation
of reports regarding professional fees and expenses.

The attorneys and paraprofessionals proposed to represent the fee
examiner and their hourly rates are:

     Thomas Bielli       Member         $350
     Nella Bloom         Of Counsel     $325
     Cory Stephenson     Associate      $205
     Tyler Sacchetta     Law Clerk      $175
     Alyssa Carillo      Paralegal      $150

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

Bielli & Klauder can be reached through:

     Thomas D. Bielli, Esq.
     Nella Bloom, Esq.
     Cory Stephenson, Esq.
     Bielli & Klauder, LLC
     1204 N. King Street
     Wilmington, DE 19801
     Tel: (302) 803-4600
     Fax: (302) 397-2557
     Email: tbielli@bk-legal.com
            nbloom@bk-legal.com
            cstephenson@bk-legal.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 Sept. 26, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Cooley LLP as its lead counsel; Gellert Scali Busenkell & Brown,
LLC as co-counsel with Cooley; Province Inc. as financial advisor.

No trustee or examiner has been appointed.

On Oct.  24, 2017, the Debtors filed the Debtors' Joint Plan of
Reorganization.


ALL SOD NURSERY: Taps Borro Tax Partners as Bookkeeper
------------------------------------------------------
All Sod Nursery Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Borro Tax Partners
LLC in connection with its Chapter 11 case.

The services to be provided by the firm include general bookkeeping
matters; preparation of annual tax returns; compiling and
formatting data and analysis; preparing forecasts and budgets of
Debtor's operations and cash flows; and assisting the Debtor's
counsel in preparing a plan of reorganization.

Jose Borro will be primarily responsible for providing the
services.  He will charge an hourly fee of $100.  A staff
bookkeeper and tax preparer may also work on the Debtor's file at
hourly rates ranging from $75 to $100.

Mr. Borro disclosed in a court filing that he and his firm have no
connection with the Debtor or any of its creditors.

The firm can be reached through:

     Jose Borro
     Borro Tax Partners LLC
     8992 Cambria Cir#1602
     Naples, FL 34113

                   About All Sod Nursery Inc.

All Sod Nursery, Inc. operates a nursery located in Naples,
Florida, where young, premature plants, shrubs and trees are grown
until maturity and then offered for sale to the public.  In
addition to these products, the Company also sells sod and mulch to
landscaping companies for larger projects.

All Sod Nursery primarily operates out of its 4701 Radio Road
location which acts as a "pick-up" retail location at which the
plants, shrubs, trees, sod and mulch are sold.  It provides
delivery from this location for larger purchases.  In addition to
the Radio Road location, All Sod Nursery also utilizes land located
at 1150 Pheasant Roost Trail, Naples, Florida, where it grows the
plants, shrubs and trees until they are mature and ready for sale.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-07361) on August 21, 2017.  At
the time of the filing, the Debtor estimated assets and liabilities
of less than $1 million.

Judge Caryl E. Delano presides over the case.  Dal Lago Law
represents the Debtor as bankruptcy counsel.


ANDEAVOR LOGISTICS: Fitch Rates Preferred Equity Units 'BB'
-----------------------------------------------------------
Fitch Ratings has assigned a 'BB' rating to Andeavor Logistics'
(ANDX) issuance of perpetual preferred units. The series A
preferred units will represent perpetual equity interest in ANDX
and will rank junior to all of its existing and future indebtedness
and senior to its common units. Proceeds from the offering are to
be used for the redemption of the 2022 notes, repayment of credit
facility borrowings and for general partnership purposes. The
preferred units have been assigned 50% equity credit under Fitch's
hybrids criteria.

KEY RATING DRIVERS

Asset Profile Integrated with ANDV: ANDX has a significant
logistics footprint in the western U.S. Following the acquisition
of Western Refining Logistics, LP (NYSE: WNRL), it will have over
6,500 miles of crude, refined product and natural gas pipelines.
more than 38 million barrels of storage capacity, 42 terminals,
82,000 barrels of wholesale distribution per day, and processing
capacity of 1.6 billion cubic feet (bcf) per day. Many of these
assets are highly integrated with ANDX's operations, providing
greater visibility on throughput and cash flows. During the first
half of 2017 (1H17), its sponsor Andeavor (ANDV; BBB-/Stable)
accounted for approximately half of ANDX's revenues.

Stable Cash Flow Characteristics: ANDX has a diversified fee-based
business, with stable revenue characteristics. With the acquisition
of WNRL, exposure to commodity prices is expected to remain in the
low single digits. On a pro forma basis, Fitch expects ANDX to have
over $1 billion in annual EBITDA. Cash flows are expected to remain
stable. Fitch expects ANDX will continue to fund growth projects
using a mix of debt and equity, targeting distribution coverage of
approximately 1.1x and leverage at or below 4.0x, which appears
achievable.

Beneficial Relationship with ANDV: The relationship with ANDV
provides several benefits to ANDX. These include high visibility on
throughput volumes and industry activity levels, and an inventory
of assets available for dropdown to ANDX. ANDV accounted for
approximately half of ANDX's revenues in 1H17 and provides minimum
volume commitments on several key systems. ANDV bears the majority
of commodity risk that ANDX would otherwise face via a keep-whole
agreement between ANDX and ANDV. There is very little direct
commodity price exposure at ANDX, and on a pro forma basis it is
expected to remain in the low single digits.

Western Logistics Acquisition Complete: On Oct. 30, 2017, ANDX
completed its acquisition of WNRL in a unit-for-unit transaction
with assumption of $298 million of net debt for a total enterprise
value of approximately $1.7 billion. ANDX also issued 78 million of
its common units to ANDV in exchange for the cancellation of ANDX
incentive distribution rights and the conversion of its economic
general partner interest into a non-economic GP interest. ANDV will
continue to own the non-economic GP interest and common units
representing approximately 59% of the common units outstanding.

Improving Metrics in Forecast: Fitch expects EBITDA growth to
continue as additional capacity is built into the ANDX system or
acquired via asset dropdowns from ANDV. Fitch's EBITDA forecast of
approximately $1.2 billion in 2018 positions ANDX well relative to
other investment-grade logistics master limited partnerships
(MLPs). Fitch expects leverage to remain below 4.0x in 2018, based
on increased EBITDA from acquisitions including WNRL, and expected
dropdowns from ANDV. Liquidity should remain adequate over the
forecast period, as committed capital requirements are light.

DERIVATION SUMMARY

The 'BBB-' rating reflects ANDX's size and scale, which will grow
with the acquisition of WNRL. The rating also reflects the stable
cash flows and benefits provided by its relationship with ANDV,
decent visibility on growth opportunities, which should offset any
potential weakness in the gathering and processing operations, and
adequate liquidity given low capex requirements and minimal
projected cash flow volatility.

ANDX's leverage for the LTM ending June 30, 2017 was 4.9x, above
'BBB-' rated midstream energy refining MLP peer Valero Energy
Partners LP (VLP; BBB-/Stable), but in line with MPLX LP
(BBB-/Stable), which also has elevated leverage. On a pro forma
basis for the WNRL acquisition, Fitch forecasts that leverage will
fall in a range of 4.0x-4.2x by the end of 2017, which is strong
relative to other 'BBB-' midstream energy issuers. ANDX has a solid
financial profile and targets leverage to be approximately 4.0x and
distribution coverage to be approximately 1.1x. ANDX is smaller in
size and scale and is less diversified than its peer MPLX. ANDX is
larger in size and scale and has more diversity than VLP. VLP's
leverage is lower and its cash flows are stable.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Crude and natural gas prices set at Fitch's Base Case (long-
    term WTI at $55/bbl, long-term Henry Hub of $3.25/mcf);
-- Dropdowns from ANDV funded approximately 50-50 debt and
    equity, at 8.5x EBITDA;
-- No material third-party acquisitions.

RATING SENSITIVITIES

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

-- Asset and business-line expansion leading to a more
    diversified cash flow profile;
-- Debt/EBITDA sustained at or below 3.5x;
-- A rating upgrade at parent company ANDV.

An upgrade to 'BBB' would most likely be driven by a permanent
reduction in balance sheet debt and run-rate leverage targets, or
potentially by a substantial increase in cash flow volume and
diversification. While the ratings of ANDV and ANDX are not
explicitly linked, an upgrade for ANDV could motivate an upgrade
for ANDX if the underlying business fundamentals and outlook were
sufficiently strong.

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

-- Debt/EBITDA sustained above 4.5x or distribution coverage
    sustained below 1.0x;
-- Material unfavorable changes in sponsor support, contract mix
    or throughput volumes;
-- Adoption of a growth-funding strategy that does not include a
    significant equity component.

In the event of a downgrade at parent ANDV, Fitch would examine the
cash flow fundamentals at each of the ANDX segments to determine if
weakness at ANDV had a material effect on ANDX (e.g. an expectation
of permanently lower throughput volumes on ANDX systems, rather
than lower refining gross margins in the short run or increases in
ANDV debt).

SUFFICIENT LIQUIDITY

Fitch believes that ANDX's liquidity profile is adequate. As of
Sept. 30, 2017, the partnership had $16 million in cash, $565
million available on the $600 million revolving credit facility,
and full availability on its $1 billion dropdown credit facility,
leading to total liquidity of approximately $1.6 billion. The
partnership's maturity schedule is manageable, both credit
facilities mature on Jan. 29, 2021, and capex requirements are
fairly light over the forecast period.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings:

Andeavor Logistics LP
-- Series A perpetual preferred units 'BB'.

Fitch currently rates Andeavor Logistics as follows:

Andeavor Logistics LP
-- Long-Term IDR at 'BBB-';
-- Senior unsecured notes at 'BBB-';
-- Senior unsecured revolver at 'BBB-'.

The Rating Outlook is Stable.


ANDEAVOR LOGISTICS: Moody's Assigns Ba3 Preferred Stock Rating
--------------------------------------------------------------
Moody's Investors Services assigned a Ba3 rating to Andeavor
Logistics LP's (ANDX) proposed preferred equity and affirmed its
Ba1 Corporate Family Rating (CFR), Ba1-PD Probability of Default
Rating, Ba1 senior unsecured rating, and SGL-3 Speculative Grade
Liquidity rating. The proceeds from this offering are mainly
expected to be used to redeem ANDX's 6.250% senior notes due 2022
and to repay revolver borrowings. The outlook remains positive.

Assignments:

Issuer: Andeavor Logistics LP

-- Pref. Stock Preferred Stock, Assigned Ba3 (LGD6)

Outlook Actions:

Issuer: Andeavor Logistics LP

-- Outlook, Remains Positive

Affirmations:

Issuer: Andeavor Logistics LP

-- Probability of Default Rating, Affirmed Ba1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-3

-- Corporate Family Rating (Local Currency), Affirmed Ba1

-- Senior Unsecured, Affirmed Ba1 (LGD4)

RATINGS RATIONALE

The proposed preferred units are rated Ba3, two notches below the
Ba1 CFR, reflecting their subordination to all of the company's
existing senior unsecured notes and the unsecured revolving credit
facility. ANDX's senior unsecured notes are rated Ba1, at the same
level as the Ba1 CFR, due to the unsecured nature of the company's
capital structure. ANDX's senior unsecured notes are no longer
contractually subordinated to its $1.6 billion revolving bank
credit facilities due 2021 following the receipt of lender consent
to enable security fall-away.

On October 30, 2017 ANDX closed the acquisition of Western Refining
Logistics, LP (WNRL, unrated). ANDX's Ba1 CFR reflects its improved
scale and geographic reach following the acquisition, a more
diverse customer mix, its moderate debt leverage and the
elimination of uncertainty regarding Andeavor's (ANDV, Baa3 stable)
plans for the management of the two master limited partnerships
(MLPs). ANDX's CFR also reflects its stable cash flow from
meaningful levels of long-term, fee-based contracts with minimum
volume commitments, and the growth potential from further asset
dropdowns and organic projects. The buy-in of ANDV's IDRs has
simplified the combined entities' corporate structure. ANDX's
ratings recognize its importance to ANDV, as the MLP provides
critical infrastructure to ANDV's core refining operations and a
coordinated growth strategy. Additional support from ANDV is
derived from supportive contract structures and its sizeable
ownership stake in ANDX. The rating is restrained by ANDX's
relatively short track record of owning/operating assets generating
third-party revenues, volumetric risk in its gathering and
processing segment, historically high distributions associated with
its MLP structure, and modest execution risk pertaining to the
integration of WNRL.

The positive outlook reflects the predominately fee-based cash flow
stream generated by ANDX's growing asset base, and Moody's
expectation that ANDX will successfully execute its continuing
growth program while avoiding adding incremental debt leverage in
doing so.

The ratings could be upgraded to Baa3 presuming ANDX minimizes the
execution risk associated with its rapid growth, and there is no
dilution in ANDX's largely fee-based asset base while maintaining a
favorable business risk profile. Debt/EBITDA consistently inside 4x
and distribution coverage of 1.1x or better would also be required
for an upgrade. Ratings could be downgraded if debt/EBITDA exceeded
5x or if continued expansion of ANDX's asset base weakened its
business risk profile. If ANDV's Baa3 rating was downgraded, this
would also pressure ANDX's ratings.

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

Andeavor Logistics LP is a master limited partnership headquartered
in San Antonio, Texas. Its general partner is held by Andeavor
(Baa3 stable), also headquartered in San Antonio.


ANDEAVOR LOGISTICS: S&P Rates Series A Preferred Units 'BB'
-----------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to Andeavor
Logistics L.P.'s proposed series A fixed-to-floating rate
cumulative redeemable perpetual preferred units. S&P has assigned
intermediate equity credit (50%) to the issuance because it
believes that it meets its requirements for permanence,
subordination, and deferability. The partnership intends to use the
net proceeds from the issuance to redeem all or a portion of its
6.25% senior notes due 2022, repay amounts outstanding under its
credit facility, and for general partnership purposes.

San Antonio-based Andeavor Logistics L.P. (BBB-/Stable/--) is a
midstream energy partnership that gathers, transports, and stores
crude oil and distributes, transports, and stores refined products.
The partnership also owns and operates six natural gas processing
complexes and one fractionation facility.

  Ratings List

  Andeavor Logistics L.P.
   Corporate Credit Rating            BBB-/Stable/--

  New Rating

  Andeavor Logistics L.P.
   Series A preferred units           BB


AQUION ENERGY: Exclusive Plan Filing Extended to Feb. 1
-------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware has extended, at the behest of AEI Winddown,
Inc. fka Aquion Energy, Inc., the exclusive periods for the Debtor
to file a plan of reorganization and obtain acceptances of the plan
through and including Feb. 1, 2018, and April 3, 2018,
respectively.

As reported by the Troubled Company Reporter on Nov. 7, 2017, the
Debtor, throughout its Chapter 11 proceeding, has worked closely
with the Official Committee of Unsecured Creditors and other
significant parties in interest.  The Debtor has made substantial
progress towards achieving its Chapter 11 goals, and is nearing the
end of this process.  The Debtor merely requires additional time in
order to maximize the value of its estate.

                       About Aquion Energy

Pittsburgh, Pennsylvania-based Aquion Energy Inc., now known as AEI
Winddown, Inc., manufactures saltwater Batteries with a
proprietary, environmentally-friendly electrochemical design.
Aquion was founded in 2008 and had its first commercial product
launch in 2014.  Designed for stationary energy storage in pristine
environments, island locations, homes, and businesses, its
batteries have been Cradle to Cradle Certified, an environmental
sustainability certification that has never previously been given
to a battery producer.

Aquion Energy filed a Chapter 11 petition (Bankr. D. Del. Case No.
17-10500) on March 8, 2017.  Suzanne B. Roski, the CRO, signed the
petition.  The Debtor estimated $10 million to $50 million in
assets and liabilities.

Judge Kevin J. Carey presides over the case.

The Debtor tapped Laura Davis Jones, Esq., at Pachulski Stang Ziehl
& Jones LLP, as counsel, and Suzanne Roski of Protiviti, Inc., as
chief restructuring officer.  The Debtor also engaged Kurtzman
Carson Consultants, LLC, as claims and noticing agent.

The official committee of unsecured creditors formed in the case
has retained Lowenstein Sandler LLP as counsel, and Klehr Harrison
Harvey Branzburg LLP as Delaware co-counsel.


ARIZONA - FOR BETTER: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Arizona - For Better Business Association, LLC
           dba Dvine Bistro
        c/o Robert Coulson
        7944 E. Lakeview Ave.
        Mesa, AZ 85209

Business Description: Based in Mesa, Arizona, Arizona - For Better
                      Business Association L.L.C., founded in
                      2010, is a privately held company in the
                      professional, labor, political, and similar
                      organizations industry.  The company's
                      principal place of business is 3990 S. Alma
                      School Rd., #3, Chandler AZ 85248.

Chapter 11 Petition Date: November 28, 2017

Case No.: 17-14075

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

Judge: Hon. Eddward P. Ballinger Jr.

Debtor's Counsel: Don C. Fletcher, Esq.
                  LAKE & COBB, PLC
                  1095 West Rio Salado Parkway #206
                  Tempe, AZ 85281
                  Tel: 602-523-3000
                  Fax: 602-523-3001
                  Email: dfletcher@lakeandcobb.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert E. Coulson, managing member.

The Debtor failed to include a list of the names and addresses 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/azb17-14075.pdf


ASTERIA INC: Unsecureds to be Paid $100 Monthly for 60 Months
-------------------------------------------------------------
Asteria, Inc., filed with the U.S. Bankruptcy Court for the
District of Arizona a disclosure statement for its proposed plan of
reorganization, which provides for repayment of all claims against
the Debtor.

Class 4 under the plan consists of the general unsecured claimants.
All allowed Class 4 claims will be paid in the amount of $100 per
month for a period of 60 months commencing the first full month
following the Effective Date.

The Plan will be funded and made feasible from the net income
derived by Debtor the operation of its Greek Restaurant. A
non-debtor third party will, upon the earlier of the effective date
or the court’s approval of allowed administrative expenses,
satisfy the amount necessary to satisfy the holders of Class 3
claims and fund any deficit in the first month following the
Confirmation Date in order to pay outstanding fees owed to the
Office of the United States Trustee, pay allowed administrative
claims of professionals and pay administrative claims of
non-professionals.

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

     http://bankrupt.com/misc/azb4-17-05457-52.pdf

                    About Asteria, Inc.

Asteria, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D.Ariz. Case No. 17-05457) on May 17, 2017.  Charles R. Hyde, Esq.,
at The Law Offices of C.R. Hyde, PLC serves as bankruptcy counsel.
The Debtor's assets and liabilities are both below $1 million.


B & B METALS: December 22 Plan Voting Deadline
----------------------------------------------
B & B Metals, Inc., files with the U.S. Bankruptcy Court for the
Central District of Illinois an amended disclosure statement
describing its plan of reorganization dated November 9, 2017.

Ballots must be received by December 22, 2017.

Under the Plan, the general unsecured creditors are classified in
Class 2, which consists of the claim of U.S. Auctioneers, Inc. in
the amount of $11,606.40. Class 2 will receive a distribution of
21.681% of their allowed claims to be distributed as follows:

   Treatment A: If U.S. Auctioneers is deemed corporate debt, Class
2 will be paid $90.16 quarterly for a period of 5 years, then that
amount will be increased to $490.16 quarterly for the remaining 5
years.

   Treatment B: If U.S. Auctioneers is deemed an independent debt
and not corporate debt, then Class 2 will receive nothing.

A full-text copy of the Debtor's Amended Plan of Reorganization,
dated November 7, 2017, is available for free at
https://is.gd/1ccBrH

A full-text copy of the Debtor's Amended Disclosure Statement is
available at https://is.gd/gKqEXe

                      About B & B Metals

B & B Metals, Inc., sought Chapter 11 protection (Bankr. C.D. Ill.
Case No. 17-80859) on June 9, 2017.  The petition was signed by
Larry Beam, President.  The Debtor estimated assets of less than
$100,000 and liabilities of less than $500,000.  The Debtor tapped
Justin Raver, Esq., at Barash & Everett, LLC, as counsel.

Since 2012, the Debtor has been in the business of scrapping
semi-trailers, selling various parts including the tires, rims, and
suspension equipment as well as refrigeration units and then
scrapping the remaining metals and selling to regional scrap
yards.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of B & B Metals, Inc. as of July
26, according to a court docket.


BARONG LLC: Disclosures OK'd; Plan Confirmation Hearing on Jan. 3
-----------------------------------------------------------------
The Hon. Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado has approved Barong, LLC, and SiSu Too, LLC's
amended joint disclosure statement in support of the Debtor's
second amended joint plan of reorganization dated Aug. 14, 2017.

A hearing for consideration of confirmation of the Plan and
objections is set for Jan. 3, 2018, at 10:00 a.m.

On Dec. 18, 2017, any objection to confirmation of the Plan must be
filed with the Court.

Ballots accepting or rejecting the Plan must be submitted by the
holders of all claims or interests by 5:00 p.m. on Dec. 18, 2017.

As reported by the Troubled Company Reporter on Nov. 16, 2017, the
Debtors filed with the Court an amended joint disclosure statement
dated Oct. 30, 2017, to accompany the Debtors' amended joint plan
of reorganization dated Aug. 28, 2017, which states that the Class
2 and 6 claims of Vail Village Plaza Condominium Association will
continue to be secured by the real property located in Vail,
Colorado, with an address of 100 East Meadow Drive, Units
2,3,5,6B,6C, and 9, and real property consisting of five parking
spaces located in Vail, Colorado, as appropriate, and paid in the
amounts of $30,330 for Class 2 and $1,510.60 for Class 6, or lesser
amount as otherwise agreed by the Debtor and the Class 2 and 6
claimants, upon the sale or refinance of the Properties in the
order of priority as determined by applicable law.  The Properties
will be sold or refinanced no later than June 30, 2018, or at a
later date if agreed by the Class 2 and 6 claimants.

A copy of the Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/cob17-14551-158.pdf

                          About Barong LLC

Barong, LLC, based in Avon, Colorado, filed a Chapter 11 petition
(Bankr. D. Colo. Case No. 17-14551) on May 16, 2017.  The Hon.
Elizabeth E. Brown presides over the case.  Jenny M. Fujii, Esq.,
at Kutner Brinen, P.C., serves as bankruptcy counsel.

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

                        About SiSu Too, LLC

SiSu Too, LLC, based in Avon, Colorado, filed a Chapter 11 petition
(Bankr. D. Colo. Case No. 17-14555) on May 16, 2017.  The Hon.
Elizabeth E. Brown presides over the case. Jenny M. Fujii, Esq, at
Kutner Brinen, P.C., serves as bankruptcy counsel.

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

The Debtor has filed a bankruptcy petition within the past eight
years in the District of Colorado or there is a related case
pending in the District under Case No. 17-14551 EEB.  Pursuant to
L.B.R. 1073-1, this case has been reassigned to the judge that
heard or is assigned the previous case.  Judge Brown was added to
the case and the involvement of Judge Michael E. Romero was
terminated.


BEARCAT ENERGY: Lost Cabin Leaves Creditor's Panel
--------------------------------------------------
The Office of the U.S. Trustee on Nov. 27 informed the U.S.
Bankruptcy Court for the District of Colorado that Lost Cabin Gas,
LLC, is no longer a member of the official committee of unsecured
creditors in the Chapter 11 case of Bearcat Energy LLC.

Lost Cabin resigned from the committee on November 21.

The remaining committee members are Magna Energy Services, LLC, and
Argo Partners.

                      About Bearcat Energy

Bearcat Energy LLC, owner of coal bed methane wells, equipment and
related fixtures located in the State of Wyoming, filed a Chapter
11 petition (Bankr. D. Colo. Case No. 17-12011) on March 14, 2017.
The petition was signed by Keith J. Edwards, CEO.

The Debtor estimated $0 to $50,000 in assets and $1 million to $10
million in liabilities as of the bankruptcy filing.

The Hon. Elizabeth E. Brown presides over the case.  Kenneth J.
Buechler, Esq., at Buechler & Garber, LLC, serves as bankruptcy
counsel.

On April 20, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


BICOM NY: Has Until Feb. 5 to Exclusively File Plan
---------------------------------------------------
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of BICOM
NY, LLC, and its debtor-affiliates, the exclusive period for the
Debtors to file a plan of reorganization until Feb. 5, 2018, and to
solicit acceptance of that plan until April 6, 2018.

As reported by the Troubled Company Reporter on Nov. 13, 2017, the
Debtors sought the extension, telling the Court they require
additional time to negotiate and prepare a plan and disclosure
statement that provide adequate information.  The general bar date
is Nov. 30, 2017.  The Debtors said they cannot possibly provide
adequate information in a disclosure statement as required by
Section 1125(a) of the U.S. Bankruptcy Code without
"understand[ing] the number, nature, and amount of valid claims
against the estate."  Once the General Bar Date passes, the Debtors
will need a reasonable amount of time to review and evaluate those
claims.

                      About Bicom NY LLC

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

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

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

Judge Michael E. Wiles presides over the cases.

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

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


BIOSCRIP INC: Reports $15.1 Million Net Loss for Third Quarter
--------------------------------------------------------------
BioScrip, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q reporting a net loss attributable
to common stockholders of $15.08 million on $198.69 million of net
revenue for the three months ended Sept. 30, 2017, compared to a
net loss attributable to common stockholders of $13.57 million on
$224.54 million of net revenue for the same period in 2016.

For the nine months ended Sept. 30, 2017, the Company reported a
net loss attributable to common stockholders of $68.57 million on
$634.60 million of net revenue compared to a net loss attributable
to common stockholders of $35.74 million on $695.46 million of net
revenue for the same period in 2016.

As of Sept. 30, 2017, Bioscrip had $590.24 million in total assets,
$588.80 million in total liabilities, $2.73 million in series A
convertible preferred stock, $76.70 million in series C convertible
preferred stock, and a total stockholders' deficit of $77.99
million.

"BioScrip delivered adjusted EBITDA of $13.0 million during the
third quarter of 2017, while completing the UnitedHealthcare
contract transition and enduring disruption from both Hurricane
Harvey and Hurricane Irma, which impacted 12 of our branches," said
Daniel E. Greenleaf, president and chief executive officer. "I am
extremely proud of the significant progress the team has made on
the turnaround plan since I joined the company just over a year
ago.  The turnaround plan is on schedule, driven by success in our
CORE initiatives which has driven much improved and sustainable
profitability and cash flow.  With the UnitedHealthcare contract
transition complete, we look forward to Core revenue
acceleration."

The Company has updated its revenue guidance for the full year 2017
to a range of $805.0 million to $810.0 million, reflecting the
disruption from the hurricanes and the UnitedHealthcare contract
transition during the third quarter, and the resulting lower
patient census to begin the fourth quarter.  The Company has also
updated its adjusted EBITDA guidance to a range of $42.0 million to
$44.0 million for full-year 2017, reflecting the third quarter
results and the impact of updated revenue guidance for 2017.  The
Company expects to incur restructuring expenses in a range of $11.5
million to $12.0 million in 2017.

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

                     https://is.gd/BxHZm9

                    About BioScrip, Inc.

Headquartered in Denver, Colo., BioScrip, Inc., is an independent
national provider of infusion and home care management solutions,
with approximately 2,200 teammates and nearly 80 service locations
across the U.S. BioScrip partners with physicians, hospital
systems, payors, pharmaceutical manufacturers and skilled nursing
facilities to provide patients access to post-acute care services.
BioScrip operates with a commitment to bring customer-focused
pharmacy and related healthcare infusion therapy services into the
home or alternate-site setting.  By collaborating with the full
spectrum of healthcare professionals and the patient, BioScrip
provides cost-effective care that is driven by clinical excellence,
customer service, and values that promote positive outcomes and an
enhanced quality of life for those it serves.

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

                           *    *    *

Moody's Investors Service affirmed BioScrip, Inc.'s 'Caa2'
Corporate Family Rating.  BioScrip's Caa2 CFR reflects the
company's very high leverage and weak liquidity, as reported by the
TCR on Aug. 3, 2017.

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


BMC SOFTWARE: Moody's Affirms B3 CFR & Cuts Unsec. Notes to Caa2
----------------------------------------------------------------
Moody's Investors Service affirmed BMC Software Finance, Inc.'s B3
Corporate Family Rating but downgraded its and its affiliates
existing unsecured notes to Caa2 from Caa1. Moody's also affirmed
secured debt ratings. The company is raising new secured and
unsecured debt to refinance its parent company's PIK Toggle Notes
(approximately $604 million outstanding) The downgrade in the
unsecured ratings reflects the larger proportion of operating
company unsecured debt in the capital structure. The parent company
debt previously absorbed a significant proportion of losses in a
default scenario. The ratings outlook remains stable.

RATINGS RATIONALE

BMC's B3 corporate family rating is driven by very high leverage
(over 8x as of September 30, 2017) as a result of the 2013 private
equity led buyout and subsequent dividend as well as the very
limited proportion of equity in the capital structure. The ratings
also consider the strength of BMC's market position as a leading
independent provider of IT systems management software solutions,
the resiliency of its high-margin mainframe software business and
resultant cash generating capabilities. BMC's mainframe business is
estimated to generate approximately half of the company's operating
profit and cash flow, however, it is a flat to modestly declining
business. BMC's free cash flow is generally positive but it can
swing based on renewal cycles resulting in between 0% and 5% free
cash flow to debt levels.

The ratings also reflect the challenges of navigating an evolving
IT management market and continually restructuring the business.
The IT management software industry is evolving to adapt to the
growing complexity of cloud based, privately hosted, and on-premise
IT environments and the established players such as BMC, CA Inc.,
IBM and HP Enterprise face increased competition from growing SaaS
only players. Given the evolving nature of the industry, there
remains significant risk that leverage and free cash flow could
weaken.

The stable ratings outlook reflects Moody's expectation that
despite the very high debt load and competitive challenges, free
cash flow levels will remain solid over the next 24 months and the
company will have sufficient liquidity to fund all its operating
needs and debt obligations. Ratings could be upgraded if the
company demonstrates modest growth, leverage declines to less than
7x and free cash flow to debt averages greater than 5% through the
renewal cycle. The ratings could be downgraded if leverage is
expected to be sustained above 8x or free cash flow to debt is
negative on other than a temporary basis.

Liquidity is expected to be good based on healthy levels of cash on
hand ($579 million as of September 30, 2017), $310 million of
revolver capacity and an expectation of solid free cash flow over
the next 24 months.

Downgrades:

Issuer: BMC Software Finance, Inc

-- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2
    (LGD5) from Caa1 (LGD5)

Issuer: BMC Software Inc.

-- Senior Unsecured Regular Bond/Debenture, Downgraded to Caa2
    (LGD5) from Caa1 (LGD5)

Outlook Actions:

Issuer: BMC Software Finance, Inc

-- Outlook, Remains Stable

Affirmations:

Issuer: BMC Software Finance, Inc

-- Probability of Default Rating, Affirmed B3-PD

-- Corporate Family Rating, Affirmed B3

-- Senior Secured Bank Credit Facility, Affirmed B1 (LGD3 from
    LGD2)

Issuer: ESM Foreign Holdco, Inc.

-- Senior Secured Bank Credit Facility, Affirmed Ba3 (LGD2)

BMC Software Finance, Inc. is the entity set up by a group of
private equity firms led by Bain Capital and Golden Gate Capital to
acquire BMC Software, Inc. BMC is a provider of a broad range of IT
management software tools and had revenues of $1.8 billion for the
twelve months ended September 30, 2017. The company is
headquartered in Houston, TX.

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


BOND AND COMPANY: Store Closing Sales Delay Plan Filing
-------------------------------------------------------
Bond and Company, Jewelers Inc., asks the U.S. Bankruptcy Court for
the Middle District of Florida to extend the exclusive periods for
the Debtor to file a plan of reorganization through and including
Jan. 12, 2018.

The Debtor also asks that the Court extend through and including
confirmation of the plan the exclusivity period during which only
the Debtor may solicit acceptances of the plan.

The Court established Nov. 24, 2017, as the deadline for the Debtor
to file a plan and disclosure statement.  The period for the Debtor
to solicit acceptances of a plan would expire on Jan. 23, 2018.

The Debtor is running court-approved store closing sales in its
four traditional stores under the store closing sale court order
and is restructuring its operations around its Pandora locations.
The Debtor needs additional time in order to complete the store
closing sales before proposing a plan, which will bring more
certitude to the Debtor's ability to proposed terms for the
treatment of various classes of claims.

The Debtor has discussed its requested extension with Synovus Bank,
N.A., the Debtor's largest creditor and senior secured lender, who
does not oppose the relief requested.

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

         http://bankrupt.com/misc/flmb17-06561-100.pdf

              About Bond and Company Jewelers Inc.

Headquartered in St. Petersburg, Florida, Bond and Company,
Jewelers, Inc. -- dba Bond Jewelers, Bond Diamonds, and Pandora --
sells various kinds of jewelries with store branches in St.
Petersburg, Brandon and Sarasota Florida.  bonddiamonds.com, a
dynamic online jewelry commerce site, is the online marketing arm
of Bond Diamonds and Bond Jewelers.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Fla. Case No. 17-06561) on July 27, 2017, estimating its assets and
liabilities at between $1 million and $10 million.  The petition
was signed by Marvin K. Shavlan, its president.

Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Postler,
P.A., serves as the Debtor's bankruptcy counsel.  The Debtor hired
CBIZ MHM, LLC as its accountant.


BOWER CONTRACTING: D. Bower to Continue as President Under New Plan
-------------------------------------------------------------------
Bower Contracting Inc. and its president, David Bower filed with
the U.S. Bankruptcy Court for the District of Colorado a second
amended joint disclosure statement to accompany its joint plan of
reorganization dated Sept. 28, 2017.

Class I under the second amended plan consists of those unsecured
creditors of Bower who hold Allowed Claims. The total amount of
Class I Claims currently asserted against the estate is
approximately $163,417.72. Bower has filed an Objection to Proof of
Claim No. 6-1 filed by Joe Slane. If Bower prevails in his
Objection, Joe Slane's Claim will be disallowed in its entirety,
reducing the total amount of general unsecured claims to
$30,679.78. Class I will receive a pro rata distribution of $550 of
disposable monthly income generated by the Bower over the five year
period following the Effective Date of the Plan less any amount
required to pay Unclassified Priority Claims that agree to accept
deferred payment. In accordance with 11 U.S.C. section 1129(a)(15),
Bower is contributing at disposable income in an amount greater
than he would be required to contribute pursuant to 11 U.S.C.
section 1325(a).

The total amount of unsecured claims asserted by creditors of Mr.
Bower in the previous plan is approximately $181,573.63.

If Joe Slane's claim is allowed in its entirety, the total
unsecured claims in Class I will be $163,417.72 and Class I
Creditors will receive approximately 20% on account of their
claims. If Joe Slane's claim is disallowed in its entirety, the
total unsecured claims in Class I will be $430,679.78 and Class I
Creditors will be paid in full.

On the Effective Date of the Plan, David Bower will continue as the
president of BCI to execute the provisions of the Plan and to
manage BCI's day to day operations. As the president of BCI, Bower
will receive a pre-tax salary in the amount of approximately
$79,300 per year.

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

      http://bankrupt.com/misc/cob16-21735-116.pdf

                    About Bower Contracting

Based in Mosca, Colorado, Bower Contracting, Inc. and David Ray
Bower, president, filed Chapter 11 petitions (Bankr. D. Colo. Case
No. 16-21735 and 16-21737) on December 2, 2016.  

In its petition, Bower Contracting estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.  The petition
was signed by Mr. Bower.

Judge Thomas B. McNamara presides over the cases. Jeffrey S.
Brinen, Esq. of Kutner Brinen, P.C. serves as bankruptcy counsel.

A list of the Debtor's two unsecured creditors is available for
free at http://bankrupt.com/misc/cob16-21735.pdf    

No official committee of unsecured creditors has been appointed in
the Debtors' cases.


BREITBURN ENERGY: Surety Objects to Plan's Third-Party Releases
---------------------------------------------------------------
U.S. Specialty Insurance Company and American Contractors Indemnity
Company, for and on behalf of their affiliated sureties, file with
the U.S. Bankruptcy Court for the Southern District of New York
their objections regarding the deficiencies in the Disclosure
Statement and Plan filed by Breitburn Energy Partners LP and its
affiliates.

Surety issued Bonds to Debtors and their affiliates by virtue of,
among other things, the Indemnity Agreements. The Surety asserts
that the Indemnity Agreements and Bonds are financial accommodation
contracts through which the Bonds, among other things, are issued
and controlled, and thus these contracts may not be assumed or
assigned without prior consent of the Surety. Bonds are considered
"financial accommodations" because they represent obligations to
pay money based on the obligations of another.

Section 365 (c)(2) of the Bankruptcy Code specifically prohibits
Debtors from assuming certain contracts, which provides: "(c) The
trustee may not assume or assign any executory contract or
unexpired lease of the debtor, whether or not such contract or
lease prohibits or restricts assignment of rights or delegation of
duties, if…. (2) such contract is a contract to make a loan, or
extend other debt financing or financial accommodations, to or for
the benefit of the debtor, or to issue a security of the debtor."

The Surety contends that the Plan allows the Debtors to add or
remove an unexpired lease or contract from a proposed schedule up
and until the Confirmation Hearing for purposes of assuming or
rejecting said contract. The Surety argues that such timing does
not give the creditor a way to properly assess its position in the
case or otherwise have sufficient time to object to the Debtors'
treatment, whether rejected or assumed. In addition, creditors such
as Surety would have to vote on the Plan without knowing the
Debtors' treatment of their contracts, if the Debtors can switch
treatment at the last possible moment.

In addition, the Surety contends that it is not clear from the
Motion, Disclosure Statement or Plan if all potential
counterparties to the Debtors' unexpired leases or executory
contracts will be given notice of potential cure amounts,
regardless of whether they are being assumed or rejected by the
Debtors. At best, even if the Surety gets notice of assumption and
cure amount in the 14-day framework, the Surety asserts that such
timing is insufficient for Surety's underwriters to assess the
potential reorganized Debtors.

The Surety tells the Court that under these circumstances, the
Debtors should provide every counterparty (or at least Surety) with
a notice of potential assumption and cure amount at a minimum 30
days before Confirmation. The Debtors should not be able to switch
its designation (whether rejected or assumed) absent consent of the
parties, at least as to Surety.

As the Plan contemplates that the Debtors' assets will be
transferred to two companies post-Confirmation, absent consent of
the Surety, the Surety argues that the Debtors should not able to
switch at the last moment which of the two companies will be
assuming such contract or unexpired lease, as Surety should not
have to go through the cost of underwriting only to have the Debtor
change its designation at Confirmation.

Also, the Plan's purported feasibility is based on projections for
the combined new companies post-Confirmation. In order for
creditors and the Court to assess plan feasibility and adequate
assurance of future performance, the Surety asserts that such
projections must be broken down between the two new entities.
Without the projections being separated, Surety’s underwriters
cannot properly determine whether Surety should consent to Legacy
Co. assuming the Indemnity Agreements and issuing new or replacing
the Bonds.

In addition, to the extent that it is determined that the new
entities wish to replace the bonds issued by the Surety, the Surety
contends that the new entity should be required to show sufficient
proof that it has secured adequate financial assurances to meet its
obligations under the appropriate statute and/or contract, such
that the Surety may have some degree of assurance that the new
entities will be able to secure approval from the appropriate
government authorities or other beneficiaries of whatever financial
assurances are going to be provided by the new entities in an
effort to assure the release of the surety bonds issued by the
Surety.

The Surety is also the beneficiary of that certain irrevocable
standby letter of credit No. IS0017584U issued by Wells Fargo Bank,
N.A., in the amount of $1,900,000 as additional security for Surety
pursuant to the Indemnity Agreements. The Surety also points out to
some sections of the Plan containing broad sweeping third-party
releases of the Debtors and their estates and of many non-debtor
parties. The Plan Releases include Wells Fargo Bank, N.A. as a
Released Party and also include broad categories of parties not
identified by name.

To the extent that the Debtors have not identified the specific
parties being released, the Surety argues that the Plan Releases
cannot constitute a voluntary knowing release and any release of
Wells Fargo Bank, N.A. by Surety is inappropriate.

Because Surety asserted its claims, inter alia, as secured, the
Debtors may not treat the Surety as an unsecured creditor (even
though it has such claims) whereby it could vote and opt-out of
Plan Releases or even if treated as partially secured and partially
unsecured, Surety is deemed to give a release under the Plan.

Finally, the Surety contends that since there are no grounds
requiring the Surety (as a secured creditor) to release Wells Fargo
Bank, N.A. under the letter of credit, such non-consensual, third
party releases are not permissible and the Surety should not, and
cannot be forced to release Wells Fargo Bank, N.A. from its
obligations under the letter of credit, especially to the extent
that at least part of Surety's claim is unsecured.

Counsel to U.S. Specialty Insurance Company:

           Louis A. Modugno, Esq.
           MCELROY, DEUTSCH, MULVANEY & CARPENTER, LLP
           1300 Mount Kemble Ave.
           Morristown, NJ 07960
           Telephone: 973-993-8100
           Facsimile: 973-425-0161
           Email: lmodugno@mdmc-law.com

                   About Breitburn Energy

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

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

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

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

The U.S. trustee for Region 2 disclosed in an Oct. 30 filing the
current members of the official committee of unsecured creditors in
the Chapter 11 cases of Breitburn Energy Partners, L.P. and its
affiliates.  The committee members are: (1) Transpecto Transport
Co.; (2) Wilmington Trust Company; and (3) Ronald Jay Lichtman.

The U.S. Trustee originally appointed Ares Special Situations Fund
IV, L.P. C/O Ares Management LLC; BPC UKI LP C/O Beach Point
Capital Management; and Wexford Spectrum Investors, LLC, as members
of the Creditors' Committee.  The U.S. Trustee then also appointed
Transpecto Transport Co. and Wilmington Trust Company as Committee
members.

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


BRIGHTLINE OPERATIONS: Fitch to Rate $600MM 2017 Bonds 'BB-(EXP)'
-----------------------------------------------------------------
Fitch Ratings has assigned a 'BB-(EXP)' rating to approximately
$600 million in series 2017 surface transportation facility revenue
bonds (Brightline Passenger Rail Project - South Segment) issued by
the Florida Development Finance Corporation on behalf of All Aboard
Florida - Operations LLC (dba Brightline Operations).

The Rating Outlook is Stable. The final rating is contingent upon
the final pricing of the bonds.

KEY RATING DRIVERS

Summary: All Aboard Florida - Operations LLC (AAF), doing business
as Brightline Operations (Brightline), is a privately owned and
operated intercity passenger rail service connecting the three key
cities in Southeast Florida (Miami, Fort Lauderdale and West Palm
Beach). The rating reflects Brightline's standing as a new-market,
U.S. luxury rail project that exhibits uncertain demand and revenue
generation potential. The rail line was constructed as a
semi-greenfield project and construction was substantially complete
in fourth quarter 2017. Service on the West Palm Beach (WPB) to
Fort Lauderdale (FTL) line is expected to start in December 2017,
with service from WPB to Miami starting the first quarter of 2018.

Uncertainty surrounding demand and willingness to pay constrains
this rating to non-investment grade. Favorably, Brightline is
targeting a small corridor market share of only 0.74% of trips in a
densely populated and congested service area that has a need for
additional transit options and demand for travel time-savings
associated with higher-speed rail. The 'BB-' rating is supported by
strong breakeven analysis, which shows under sponsor case
assumptions that Brightline achieves breakeven levels if stabilized
ridership is 44% lower than projected. Sufficient reserve funds and
a $50 million working capital revolver can support operations even
under delayed ramp-up scenarios up to six years (2023 ridership
stabilization).

Uncertain Demand
The Brightline luxury rail line will serve the growing southeast
region of Florida and be a much needed alternative to congested
surface transportation modes. Fitch views the region as
economically strong and diverse, with strong demographic
characteristics. However given Brightline is a new service with no
ridership history that targets business and leisure traffic and has
no similar U.S. comparables, there is significant uncertainty
around ridership levels. However, the strong revenue generation of
other U.S. passenger rail services in intercity corridors, such as
Amtrak's Northeast Corridor (NEC) and the California Pacific
Surfliner, provide a good indication of Brightline's potential.
Amtrak's Acela service from D.C. to Boston generates almost $600
million in annual revenue with 2016 ridership of 3.5 million in a
constrained and competitive rail corridor. Brightline in contrast
is forecasting $147.6 million of revenue in 2021, the first year
after stabilization, and can breakeven with revenue of $90.6
million, based on ridership of 1.6 million and average fares
substantially lower than Acela.

Unilateral Rate-Setting Ability, Levels Untested
Brightline has the ability to set rates and implement rate
increases freely, independent of any legislative or political
interference. Proposed fare levels on a per mile basis are in line
with regional Florida Amtrak fares and substantially below the
Northeast Corridor's Acela line. With no history of rate increases,
price risk is considered midrange. Strong corridor demographics and
higher incomes support the initial fare proposals, but price
uncertainty remains given the lack of experience in the U.S. with a
similar quality service.

Experienced Operators Support Service
The project will be operated by experienced personnel, further
complemented by freight transportation personnel who have a long
history of successfully operating and maintaining a busy rail
corridor. A 30-year rail car supply and maintenance contract with
Siemens Industries, which includes a parent company guarantee
(Siemens AG, rated A/Stable by Fitch), adds further strength to the
project's operational attributes. The operating cost profile is
deemed manageable by the independent engineer (IE), Louis Berger.

Growth-Dependent Debt Structure
The revenue bonds will be issued as fully amortizing, fixed rate
senior debt. A flat debt service profile and amortization beginning
in year 11 may put strain on the issuer's financial profile if
Brightline's ramp-up period is longer than expected. The issuance
of parity debt, with the exception of a working capital revolver
not to exceed $50 million, is restricted. Phase II of the project
will be funded separately. An equity distribution test of 1.75x
DSCR and a six-month debt service reserve fund provide additional
protections.

Financial Profile
Given the uncertainty surrounding ridership and ramp-up, Fitch
analyzed multiple ramp-up and breakeven scenarios. Under the
sponsor case, ridership is able to sustain a 43.8% decrease after
stabilization and still maintain at least a 1.0x debt service
coverage ratio (DSCR), using unrestricted funds when needed. When
performing the same analysis under a delayed ramp-up scenario with
stabilization occurring in 2022, ridership is able to sustain a
41.1% decrease and still maintain at least a 1.0x DSCR, using
unrestricted funds when needed. A 41.1% decrease in ridership
results in only a 0.38% share of the addressable market.

PEER GROUP
Fitch does not publicly rate any rail service that would be a close
peer to Brightline. Other rated rail service within Fitch's global
portfolio have been operational for a number of years with tested
demand and stable ridership, which removes the inherent risk seen
in Brightline's service and accounts for the higher ratings.
Publically-rated European rail lines include the City Greenwich
Lewisham Rail Link plc (CGLR; BBB+/Positive) and Channel Link
Enterprise Finance plc (CLEF; BBB/Stable). Both CGLR and CLEF have
been operational for nearly three decades with stabilized passenger
levels and clearer volume and market share certainty leading to
investment grade ratings.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action:
-- Underperformance from either ridership or revenue that results

    in metrics that are materially below Fitch's rating case.

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action:
-- Sustained long-term ridership levels or revenues in line with
    or outperforming the sponsor's forecast.


BUCKEYE PARTNERS: Moody's Rates Jr. Subordinated Regular Bonds Ba1
------------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Buckeye
Partners, L.P.'s (Buckeye) proposed junior subordinated notes
issue. Moody's also affirmed Buckeye's Baa3 senior unsecured
rating. The proceeds of the notes in addition to the net proceeds
from the November 9, 2017 $400 million senior notes offering are
expected to be used primarily to repay debt, including the amounts
outstanding under the partnership's revolver, and to fund
acquisitions, capex, and additions to working capital. The outlook
remains stable.

Assignments:

Issuer: Buckeye Partners, L.P.

-- Junior Subordinated Regular Bond/Debenture, Assigned Ba1

Outlook Actions:

Issuer: Buckeye Partners, L.P.

-- Outlook, Remains Stable

Affirmations:

Issuer: Buckeye Partners, L.P.

-- Senior Unsecured Regular Bond/Debenture, Affirmed Baa3

RATINGS RATIONALE

The new junior subordinated notes are rated Ba1, one notch below
its Baa3 senior unsecured rating. The notching reflects the
subordinated position of the notes relative to the partnership's
existing senior unsecured notes and revolving credit facility.
Buckeye can opt to defer interest payments on the notes on one or
more occasions for up to 10 consecutive years as described in the
offering documents. As subordinated obligations, the notes, in
Moody's view, have equity-like features that allow them to receive
basket 'B' treatment in the capital structure (25% equity and 75%
debt). Please refer to Moody's Cross Sector Rating Methodology
"Hybrid Equity Credit" (January 2017) for further details.

Buckeye 's Baa3 rating is supported by the company's stable refined
product pipelines and complementary terminals that form the
majority of its assets and cash flow. Given the company's mature
legacy assets, which face long term secular declines in gasoline
volumes, and its master limited partnership (MLP) business model,
acquisitions have and are likely to continue to be a part of
Buckeye's growth strategy, which poses execution, financing and
event risk. The company's growth trajectory has also exposed it to
moderately higher longer term volume risks as compared to the
demand pull stability of refined product pipelines. While Buckeye
has paid high multiples and suffered from lagging operating
performance from a number of its acquisitions, it has demonstrated
success in executing on its organic growth projects, including
those related to its acquisitions. Primarily as a result of its
execution on organic growth projects, Buckeye has largely
maintained supportive financial leverage metrics and has improved
distribution coverage. In addition, management has a demonstrated
track record of issuing equity in order to protect its financial
metrics.

The stable outlook reflects Moody's expectation that Buckeye will
successfully maintain financial leverage below 5x debt/EBITDA and
distribution coverage above 1.0x.

An upgrade would be considered if Buckeye's financial leverage
appears sustainable around 4x. Buckeye's ratings could be
downgraded due to elevated leverage and weak distribution coverage
(debt/EBITDA exceeding 5x and coverage below 1.0x).

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

Buckeye Partners L.P., is a publicly traded master limited
partnership based in Houston, Texas. The company's core, legacy
assets are its refined products pipeline systems in the Northeast
and Midwest, including complementary terminals. The company also
has wholesale fuel distribution and marketing and domestic and
international terminaling facilities.


BUCKEYE PARTNERS: S&P Rates New Junior Sub. Notes Due 2077 'BB'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to Buckeye
Partners L.P.'s proposed junior subordinated notes due 2077. S&P
classifies the issuance as having intermediate equity credit,
reflecting its view that the issue meets its standards for
intermediate equity classification, including permanence,
subordination, and deferability. The partnership intends to use net
proceeds of the offering to repay borrowings under its revolving
credit facility and for general corporate purposes.

Houston-based Buckeye Partners L.P. is a midstream energy master
limited partnership that owns and operates a diversified network of
integrated assets providing midstream logistic solutions, primarily
consisting of the transportation, storage, and marketing of liquid
petroleum products. Buckeye is one of the largest independent
liquid petroleum products pipeline operators in the U.S. in terms
of volumes delivered, with approximately 6,000 miles of pipeline.

Ratings List

  Buckeye Partners L.P.
   Corporate Credit Rating          BBB-/Stable/--

  New Rating

  Buckeye Partners L.P.
   Jr subord notes due 2077         BB


CAMBER ENERGY: Gets $1M Second Funding Tranche from Investor
------------------------------------------------------------
Camber Energy, Inc., has received its second tranche of funding ($1
million) under the previously disclosed Stock Purchase Agreement it
executed on Oct. 5, 2017 with an institutional investor.  Pursuant
to the previously announced Stock Purchase Agreement, the Company
will receive a total of $13 million in additional consideration in
connection with the sale of additional shares of Series C Preferred
Stock in the event the remaining closings contemplated under the
Stock Purchase Agreement are completed, which closings are subject
to certain closing conditions described in greater detail in the
Stock Purchase Agreement.

The Company plans to use the proceeds from the sale of the Series C
Preferred Stock for working capital, workovers on additional wells
(the Company has already completed workovers on six wells which are
now fully operational and revenue producing), drilling and
completion of additional wells, repayment of vendor balances and
payments to its senior lender, in anticipation of regaining
compliance.

"This second tranche represents another milestone for our
business," said Richard N. Azar II, the interim chief executive
officer of Camber.  "We believe that with this capital and the
funding due pursuant to the remaining tranches, the Company will be
in a position to execute its immediate business objectives and its
detailed business plan, which will facilitate the growth and
expansion of our business."”

To view the Form 8-K filed by Camber disclosing the funding
transaction and including additional information regarding that
transaction, visit https://is.gd/0OKwgH

                  About Camber Energy, Inc.

Based in San Antonio, Texas, Camber Energy (NYSE American: CEI) is
a growth-oriented, independent oil and gas company engaged in the
development of crude oil, natural gas and natural gas liquids in
the Hunton formation in Central Oklahoma in addition to anticipated
project development in the San Andres formation in the Permian
Basin.  For more information, please visit the Company's website at
www.camber.energy.

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

Camber reported a net loss of $89.12 million on $5.30 million of
total net operating revenues for the year ended March 31, 2017,
compared to a net loss of $25.44 million on $968,146 of total net
operating revenues for the year ended March 31, 2016.  As of  Sept.
30, 2017, Camber Energy had $34.49 million in total assets, $53.96
million in total liabilities and a total stockholders' deficit of
$19.47 million.

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


CAPITAL TEAS: Has Until March 8 to Exclusively File Plan
--------------------------------------------------------
The Hon. Robert A. Gordon of the U.S. Bankruptcy Court for the
District of Maryland has extended, at the behest of Capital Teas,
Inc., the exclusive periods to file a plan of reorganization and
obtain acceptances for the plan by 120 days from their expiration
dates through and including March 8, 2018, and May 7, 2018,
respectively.

As reported by the Troubled Company Reporter on Oct. 20, 2017, the
Debtor asserted that the volume of retail locations adds a layer of
complexity to this case, thus, it is imperative for the Debtor to
gauge its performance during the peak holiday season to determine
the feasibility of a reorganization.

                      About Capital Teas Inc.

Capital Teas, Inc. -- http://www.capitalteas.com/-- is a retailer
offering green, white, black, oolong, rooibos, mate, fruit tisane,
and herbal tea products.  The Debtor first opened its doors in
2007.  Peter Martino is chief executive officer of the Debtor.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 17-19426) on July 11, 2017.  Mr.
Martino signed the petition.

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

Judge Robert A. Gordon presides over the case.  Lawrence J. Yumkas,
Esq., and Lisa Yonka Stevens, Esq., at Yumkas, Vidmar, Sweeney &
Mulrenin, LLC, serve as the Debtor's legal counsel.

The U.S. Trustee for Region 4 on July 24 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Capital Teas, Inc. The committee members are:
(1) Julie Minnick Bowden of GGP Limited Partnership; (2) Holger
Lohs of Haelssen and Lyon NA Corp.; and (3) Silvia Rettore of
Dethlefsen & Balk, Inc.


CAROLINA MOLD: Has Court's Interim Nod to Use Cash Collateral
-------------------------------------------------------------
The Hon. Benjamin A. Kahn of the U.S. Bankruptcy Court for the
Middle District of North Carolina has entered a seventh interim
order authorizing Carolina Mold & Machining, Inc., to use cash
collateral for its ordinary and reasonable operating expenses,
which shall include payment of reasonable and necessary payroll and
all standard and reasonable operating expenses.

The Debtor will be authorized to use the cash collateral in the
ordinary course of its business through the earliest of (i) the
entry of a final order authorizing the use of cash collateral, (ii)
the entry of a further interim order authorizing the use of cash
collateral, (iii) Nov. 21, 2017, (iv) the entry of an order denying
or modifying the use of Cash Collateral, (v) an occurrence of
default as provided herein, or (vi) the occurrence of a termination
event.

The Debtor's bank accounts, accounts receivable, and inventory have
a collective value of approximately $303,375.34.

The Debtor has a lease with Direct Capital Corporation dated March
26, 2013, for an article of equipment used in the Debtor's
business, more particularly described as a GF Agie Charmilless
FO350, SP.  The term of the lease is for 60 months with a monthly
payment of $2,965.02 and an end of lease purchase option of $1.
The Debtor contends that this a secured purchase.  On July 18,
2013, Direct Capital filed a UCC-1 financing Statement with the
Secretary of State asserting a secured interest in the equipment
and among other items accounts and inventory.  As of the Petition
Date, the amount remaining owed under the terms of the lease is
approximately $55,000.  The Debtor contends that the Fair Market
Value of the Equipment is $125,000.  The Debtor is not aware of any
other valid security interests on any of the cash collateral owned
or operated by the Debtor.

Patsy Marion, IRS, and Direct Capital, to the extent they have a
valid and enforceable security interest in the property of the
Debtor, have consented to the use of cash collateral by the Debtor
on an interim basis without receiving adequate protection
payments.

Patsy Marion, the IRS, and Direct Capital are granted post-petition
replacement liens in the Debtor's post-petition property of the
same type which secured the indebtedness of Patsy Marion and Direct
Capital pre-petition, with the liens having the same validity,
priority, and enforceability as Patsy Marion had against the same
type of collateral as of the Petition Date.  The post-petition
liens and security interests will be subordinate to Trailing
Expenses and will survive the term of this court order to the
extent the prepetition lien was valid, perfected, enforceable, and
non-avoidable as of the Petition Date.

During the usage period, the Debtor will make monthly adequate
protection payments to Direct Capital in the amount of $1,400, with
the first payment due by March 20, 2017.  Subsequent payments would
be due on the same day of each month thereafter during the Usage
Period.  The adequate protection payments shall be applied as
provided in the Promissory Note.

Direct Capital will be allowed $4,000 in allowed expenses pursuant
to 11 U.S.C. Section 506(b).  The amount will be added to the claim
and will cover all attorney fees incurred, or to be incurred,
except any actions pursuant to objections to the confirmation of
the plan of reorganization.

During the usage period, the Debtor will make monthly adequate
protection payments to the IRS in the amount of $5,500 payments are
due on the 1st day of each month during the usage period.

As additional adequate protection, the Debtor will keep all of its
personal property insured for no less than the amounts of the
pre-petition insurance.  The Debtor will timely pay all insurance
premiums related to any and all of the collateral.

A copy of the court order is available at:

          http://bankrupt.com/misc/ncmb17-10001-121.pdf

As reported by the Troubled Company Reporter on Oct. 6, 2017, the
Court signed a sixth interim cash collateral order, authorizing the
Debtor to use cash collateral for its ordinary and reasonable
operating expenses pursuant to the budget until Oct. 31, 2017.

                      About Carolina Mold

Carolina Mold and Machining, Inc., was founded in 1994 by Rodney
Marion and James Hoague.  Originally Carolina Mold was a mold
manufacturer, mold repair and mold modification facility.  As the
industry changed, most new molds are being built offshore.  As such
the business has changed to mostly service repairs and engineering
changes, while still manufacturing some new molds.  The company's
financial situation stems from Rodney Marion turning over the day
to day operations of the business to his son.  This has caused the
Company to fall significantly behind on taxes due to the Internal
Revenue Service.  Rodney Marion is currently in charge of all
operations and as such the business is improving to the point
necessary to be profitable.

Carolina Mold & Machining, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-10001) on Jan.
1, 2017.  Rodney Marion, president, signed the petition.

The Debtor disclosed $660,978 in assets and $1.48 million in
liabilities.

The Debtor is represented by Dirk W. Siegmund, Esq., at Ivey,
McClellan, Gatton & Siegmund, LLP.  

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


CARRINGTON FARMS: Settles Sequal Claim for $110K Under Amended Plan
-------------------------------------------------------------------
Carrington Farms Condominium Owners' Association submits an Amended
Disclosure Statement to the U.S. Bankruptcy Court for the District
of New Hampshire.

The immediate cause of the Debtor's case was the entry of the
Sequel Judgment in the amount of $197,000, which is on appeal to
the New Hampshire Supreme Court.

The Plan provides that Class 2 includes the statutory lien claim
held or asserted by Belletetes Inc., which arises from, out of or
incidental to the Order entered by Merrimack Superior Court in
Belletete's Inc. v. Sequel Development et al, Case No. 15-CV-715
(Merr. 2015).  The claim in this Class will be compromised and
allowed as a secured claim in the amount of $8,500 and paid in full
on the Effective Date of this Plan pursuant to a settlement
agreement reached with Belletetes and Sequel.  

The settlement reduces the claim by a minimum of approximately
$2,000 and a maximum of approximately $4,000.  In consideration of
the settlement, Belletetes has agreed to release any claims that it
has or may have against Sequel, which was a prerequisite to the
Sequel Settlement and support the Confirmation of the Plan as part
of the settlement.   

Class 5 includes all creditors that hold or assert unsecured claims
against the Debtor including without limitation, Sequel and the
other creditors identified as general unsecured creditors.

The Debtor and Sequel have agreed to compromise and settle the
$243,000 Sequel claim.  The original Sequel litigation cost the
Debtor more than $70,000.  As such, the Debtor believes that
settling the Sequel claim for $110,000 -- approximately 45.2% of
the claim -- payable on the Effective Date of the Plan subject to
the following terms and conditions:

      (a) Sequel will be deemed to have an impaired claim in the
amount of alleged in Proof of Claim 4-1, which established a prima
facie claim in that amount.    

      (b) The entry of the Confirmation Order will Allow Sequel a
general unsecured claim, which will be compromised, paid in full
and satisfied by the payment of $110,000 on the Effective Date.  

      (c) Sequel and its Equity Interest Holders will execute and
deliver to the Debtor a full and complete general release, which
discharges, releases and relinquishes any and all Causes of Action
which any of the Releasing Sequel Parties have, may have or might
hereafter have against the Released Debtor Parties for, upon or by
reason of any matter, cause or thing from the beginning of the
world to through the Effective Date.   

      (d) The Debtor will execute and deliver to Sequel and its
Equity Interest Holders for the benefit of Sequel and its Equity
Interest Holders, a full and complete release of any and all Causes
of Action under or by reason of a contract for the management of
the Condominium entered into with the Debtor or arising from, out
of or incidental to a default under or breach thereof from the
beginning of the world through the Effective Date.  

      (e) The Debtor will have no responsibility for the payment of
any claims asserted against Sequel by subcontractors, materialmen,
suppliers and vendors that failed or neglected to file Proofs of
Claim against the Debtor for work done or supplies and other goods
or labor provided to the Debtor or the Condominium at the request
of Sequel on or before the Bar Date.

      (f) The Debtor and Sequel will execute and file a Docket
Marking Agreement in Carrington Farms Condominium Owners'
Association, Appellant v. Sequel Development & Management, Inc.,
Case No. 2016-0586 that reads "Settled pursuant to Plan of
Reorganization confirmed in In re Carrington Farms Condominium
Owners’ Association, Case No 17-10137-BAH."   

      (g) Sequel will have no further claims against the Debtor or
the property of the estate.

The Plan provides estimated allowed general unsecured claims in the
amount of $290,559.62 and a projected dividend of $118,112. Class 5
general unsecured creditors may elect to:

      (a) be paid in full over a period of 10 years without
interest; or

      (b) accept a payment equal to 45.2% of their Allowed Claims
on the Effective Date, which gives them the same treatment as
Sequel.  

Creditors who do not elect will be deemed to have chosen the
payment in full Option.  

To fund the Plan of Reorganization, the Board of Directors adopted
the Plan Dividend Assessment and Capital Improvement Assessment as
part of the Budget for the current year, which Budget has been
approved by the members at the annual meeting.  

     (a) The Plan Dividend Assessment will raise $241,000 for the
purpose of paying the dividends due Belletetes, Sequel and General
Unsecured Creditors holding Allowed Claims, which are liabilities
that arose prior to the Petition Date and would otherwise burden
future Unit Owners subject to the Confirmation of this Plan.  

     (b) The Capital Improvement Assessment will raise $240,000
over a period of 10 years for the sole purpose of paying for
capital improvement subject to the Confirmation of this Plan.  The
Capital Improvement Assessment will be used solely for the purpose
of paying for the capital improvements and/or other capital
improvements deemed necessary by the Board.  

Although the Debtor will have enough cash on hand to pay the
dividends due on the Effective Date, it will need to bring the
operating account back to $40,000 and replenish and build the
capital reserve account.

A full-text copy of the Debtor's Amended Disclosure Statement,
dated November 9, 2017 is available for free at
https://is.gd/H4eMp8

                     About Carrington Farm
                 Condominium Owners Association

Carrington Farms Condominium Owners' Association, a not for profit,
voluntary association organized under RSA 292, is responsible for
the management and operation of Carrington Farms.  It is managed by
NH Core Properties, LLC, acting through Tom Carroll.  Although it
was administratively dissolved, Carrington Farms Condominium
Owners' Association has applied for reinstatement.

Carrington Farms Condominium Owners' Association filed a Chapter 11
bankruptcy petition (Bankr. D.N.H. Case No. 17-10137) on Feb. 3,
2017.  Gary Woscyna, President, signed the petition.  At the time
of filing, the Debtor estimated $100,000 to $500,000 in assets and
$500,000 to $1 million in liabilities.  William S. Gannon, Esq., at
William S. Gannon PLLC, is serving as counsel to the Debtor.


CASCADE ACCEPTANCE: Court Converts Case Back to Chapter 11
----------------------------------------------------------
The Hon. Dennis Montali of the U.S. Bankruptcy Court for the
Northern District of California has entered an order granting the
joint motion of Chapter 7 trustee Timothy Hoffman and the Official
Committee of Unsecured Creditors to convert Cascade Acceptance
Corp.'s Chapter 7 case back to Chapter 11.

The Office of the U.S. Trustee is directed to appoint a Chapter 11
Trustee and Creditor's Committee.

As reported by the Troubled Company Reporter on Oct. 11, 2017, the
Chapter 7 trustee and the Committee jointly asked the Court to
convert the Debtor's Chapter 7 case back to Chapter 11.  In their
motion, the Chapter 7 trustee and the Committee proposed the
conversion of the case so that a plan could be filed and "maximize
the value" of the company's property, which has the potential for
exploitation of mineral rights.

                     About Cascade Acceptance

Mill Valley, California-based Cascade Acceptance Corporation filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No.
09-13960) on Nov. 23, 2009.  At the time of the filing, the Debtor
estimated $50 million to $100 million in assets and debts.  Douglas
B. Provencher, Esq., at the Law Offices of Provencher and Flatt,
assisted the Debtor in its restructuring effort.  

On July 12, 2010, Judge Jaroslovsky converted the Chapter 11 case
to one under Chapter 7 of the Bankruptcy Code.  Timothy W. Hoffman
was appointed as Chapter 7 trustee at the time of the conversion.

Post-conversion, a Chapter 7 creditors committee was appointed by
the Office of the U.S. Trustee.


CGG HOLDING: Files Status Report on Group's Reorganization
----------------------------------------------------------
BankruptcyData.com reported that CGG Holding filed with the U.S.
Bankruptcy Court a status report with respect to the reorganization
of the Debtors and their non-Debtor affiliates (collectively, "CGG
Group") in France and the United States through the Safeguard Plan
and the Plan, respectively. According to the Debtors, "As the Court
may recall, implementation of the Financial Restructuring requires,
among other things, approval by the requisite majority of the
Debtors' lenders and bondholders, approval of the resolutions
necessary to implement the Safeguard Plan by the requisite majority
of CGG S.A.'s ('CGG') shareholders at the general meeting of
shareholders (the 'General Meeting') and sanctioning by the French
Court of the Safeguard Plan. In accordance with the rules applying
to the Safeguard under French law, a meeting of the committee of
credit institutions and assimilated entities (the 'Lenders'
Committee') and a bondholders' general meeting (the 'BGM') were
held on July 28, 2017. At such meetings, the Lenders' Committee
unanimously approved the Safeguard Plan, and a 93.5% majority of
the holders of claims arising under CGG's senior notes and
convertible bonds who cast a vote at the BGM also approved the
Safeguard Plan. Accordingly, the requisite threshold of creditors
have voted to approve the Safeguard Plan. In early August, an
informal group of convertible bondholders objected to their
treatment under the Safeguard Plan. The French Court will examine
the Safeguard Plan and the convertible bondholder group's challenge
thereto at a hearing later this month. Given the delays, with
respect to the shareholder vote, the French Court has postponed the
hearing to approve the Safeguard Plan to November 20, 2017 (from
November 6, 2017). Assuming that the French Court enters an order
sanctioning the Safeguard Plan, CGG will seek an order in the
Chapter 15 Case to enforce the French sanction order at the hearing
before this Court. Although the Debtors had hoped that the
Effective Date of the Plan would occur in mid-January 2018, in
light of the aforementioned delays, it is likely that the Plan will
not be consummated until February 2018."

                       About CGG Holding

Paris, France-based CGG Holding (U.S.) Inc. -- http://www.cgg.com/
-- provides geological, geophysical and reservoir capabilities to
its broad base of customers primarily from the global oil and gas
industry.  Founded in 1931 as "Compagnie Generale de Geophysique",
CGG focuses on seismic surveys and other techniques to help energy
companies locate oil and natural-gas reserves.  The company also
makes geophysical equipment under the Sercel brand name.

The Group has more than 50 locations worldwide, more than 30
separate data processing centers, and a workforce of more than
5,700, of whom more than 600 are solely devoted to research and
development.  CGG is listed on the Euronext Paris SA (ISIN:
0013181864) and the New York Stock Exchange (in the form of
American Depositary Shares, NYSE: CGG).

After a deal was reached key constituencies on a restructuring that
will eliminate $1.95 billion in debt, on June 14, 2017 (i) CGG SA,
the group parent company, opened a "sauvegarde" proceeding, the
French equivalent of a Chapter 11 bankruptcy filing, (ii) 14
subsidiaries of CGG S.A. filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
17-11637) in New York, and (iii) CGG S.A filed a petition under
Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
Case No. 17-11636) in New York, seeking recognition in the U.S. of
the Sauvegarde as a foreign main proceeding.

Chapter 11 debtors CGG Canada Services Ltd. and Sercel Canada Ltd.
also commenced proceedings under the Companies' Creditors
Arrangement Act in the Court of Queen's Bench of Alberta, Judicial
District of Calgary in Calgary, Alberta, Canada, to seek
recognition of the Chapter 11 cases in Canada.


CIT GROUP: Fitch Affirms BB+ Long-Term IDR; Outlook Stable
----------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' Long-Term Issuer Default
Ratings (IDRs) and 'B' Short-Term IDRs for CIT Group Inc. (CIT) and
CIT Bank, N.A. (CIT Bank). The Rating Outlook is Stable.  

KEY RATING DRIVERS

IDRs, VRs, Senior Unsecured Debt, Revolving Credit Facility and
Hybrid Securities

The rating affirmations reflect the company's strong franchise
position in middle market lending, equipment and real estate
finance, rail leasing, and factoring. The rating also considers
CIT's stable net finance margins, strong capital levels, a
supportive regulatory framework, and solid progress on selling
non-core assets and reducing wholesale funding reliance.

Rating constraints include execution risk related to completing
CIT's strategic plans, which include reducing operating expenses,
generating improved overall profitability, and shifting its funding
mix towards non-maturity deposits and away from higher-cost
brokered deposits. The ratings are further constrained by CIT's
exposure principally to middle market companies, historically a
higher risk customer segment, and heightened asset risk associated
with cyclical businesses such as railcar leasing and commercial
real estate (CRE) lending.

CIT has strong capital ratios, which in part reflect the lower
credit quality of its borrowers and lessees. CIT and CIT Bank's
fully phased-in CET 1 capital ratios of 14.0% and 13.7%,
respectively, as of Sept. 30, 2017, are high relative to large
regional bank peers but expected to decline over the next several
years towards the upper end of a 10% to 11% target range. Fitch
views these targets as adequate for the rating level in the context
of CIT's balance sheet risk. Furthermore, the company has a sound
risk management framework. It uses a combination of capital metrics
and thresholds to measure capital adequacy and in June 2017 it
received a non-objection to its capital plan from the Federal
Reserve Bank of New York under the 2017 Comprehensive Capital
Analysis and Review.

Asset quality has been appropriate, although this has partially
been a function of the continued relatively benign credit
environment. Non-accrual loans represented approximately 0.9% of
total loans for the period ended Sept. 30, 2017 and net charge-offs
from continuing operations excluding noteworthy items increased
slightly to 0.37% in 3Q17 from 0.28% in 3Q16. Fitch does not expect
material asset quality worsening for U.S. banks in 2018, but rather
a gradual normalization back to long-run historical measures of
non-performing loans and loan losses. For CIT's railcar leasing
portfolio, weak rail prices are expected to continue to negatively
impact rail yields into 2018.

Overall earnings continue to be impacted by various one-time items.
In 3Q17, these items related to a deferred tax benefit from a
restructuring of an international legal entity and adjustments
concerning the pending sales of Financial Freedom (the reverse
mortgage servicing business), the reverse mortgage loan portfolio,
and NACCO (the European rail leasing business), among others. Other
major one-time items this year related to the sale of the
Commercial Air business and liability management actions. Overall
earnings stability would positively impact the ratings.

On a core basis, however, net finance margins (NFM) slightly
decreased to 3.46% in 3Q17 from 3.51% in 3Q16. NFM is expected to
trend in a range of 3.0% to 3.5% over the outlook horizon due to
lower purchase accounting accretion and challenges in the rail
portfolio, which is mitigated by an expected increase in investment
securities and reduction in funding costs. Return on average
tangible common stockholders' equity (ROTCE), excluding noteworthy
items, was 9.20% in 3Q17, compared to 8.54% in 3Q16, though this
does include favorable tax adjustments during the quarter.

Fitch believes CIT's 10% ROTCE target may be difficult to achieve
in 2018 due to a challenging loan growth environment and NFM
headwinds. Over the longer term, this goal appears reasonable and
will likely be dependent on CIT's ability to execute on its expense
control and deposit gathering strategies, as well as manage asset
quality and optimize capital levels. CIT's ability to execute on
these initiatives and drive core earnings improvement would be a
positive rating driver should it occur.

Since the OneWest Bank acquisition in August 2015, CIT continues to
refine its deposit strategy, which is currently focused on building
long-term relationships with customers that are not highly rate
sensitive. A demonstrated durability of deposits in a rising
interest rate environment may contribute to positive rating
momentum. Deposits represented 78% of total funding as of Sept. 30,
2017, up from 67% at year-end 2015. As of Sept. 30, 2017, 49.3% of
CIT's deposits were time deposits, which is high relative to peers
and results in higher deposits costs for CIT.

The branch bank (40% of deposits as of Sept. 30, 2017) is targeting
non-maturing deposits for consumers and small businesses. The
online bank (38%) is shifting its deposit mix from higher beta
certificates of deposits to lower beta non-maturing deposits. The
company also lowered its higher cost brokered deposit base to 13%
as of Sept. 30, 2017 from 20% as of Sept. 30, 2016. Lastly, CIT has
a small commercial deposit base (9%), which in Fitch's opinion is
limited by the relatively weak credit quality and the constrained
liquidity profiles of CIT's middle market customers.

CIT's IDR of 'BB+' is equalized with its VR of 'bb+', reflecting
Fitch's view that external support cannot be relied upon.

The senior unsecured debt rating is equalized with CIT's IDR of
'BB+' reflecting that existing notes are senior unsecured
obligations of the company that rank equally in payment priority
with all existing and future unsubordinated unsecured indebtedness
of CIT.

The revolving credit facility, which is currently unused, is
unsecured and is guaranteed by eight of CIT's domestic operating
subsidiaries. In general, the revolving credit facility ranks equal
in right of payment with all existing unsecured indebtedness of
CIT, and as such, the rating of the revolving credit facility is
equalized with CIT's IDR.

The preferred stock is rated four notches lower than CIT's
Viability Rating (VR) of 'bb+'. The preferred stock rating includes
a combined four notches for loss severity given the securities'
deep subordination in the capital structure and non-performance
given that the coupon of the securities is non-cumulative and fully
discretionary.

KEY RATING DRIVERS

Support Ratings and Support Rating Floors

The Support Ratings of '5' reflect Fitch's view that external
support cannot be relied upon. The Support Rating Floors of 'No
Floor' reflect Fitch's view that there is no reasonable assumption
that sovereign support will be forthcoming to CIT.

KEY RATING DRIVERS

Long- and Short-term Deposit Ratings

CIT Bank's uninsured deposit ratings of 'BBB-'/'F3' are rated one
notch higher than the bank's IDR because U.S. uninsured deposits
benefit from depositor preference in the U.S. Fitch believes
depositor preference in the U.S. gives deposit liabilities superior
recovery prospects in the event of default.

RATING SENSITIVITIES

IDRs, VRs, Senior Unsecured Debt, Revolving Credit Facility and
Hybrid Securities

Positive rating momentum would be primarily dependent upon
successful execution of CIT's strategic refocus on national
commercial lending resulting in consistent operating performance
and the achievement of profitability targets. Demonstrated credit
performance through market cycles in line with expectations,
maintenance of appropriate capital levels relative to the company's
risk profile, and demonstrated durability of deposits in a rising
interest rate environment may also contribute to positive rating
momentum.

Negative rating momentum could be driven by unsuccessful execution
on current strategic objectives which results in a sustained
weakness in operating performance. Expansion into new business
verticals outside CIT's core commercial lending and leasing
expertise or outsized growth in new commercial businesses, though
not expected by Fitch, may lead to negative rating momentum. An
inability to successfully manage increased regulatory requirements
would also be viewed negatively.

The senior unsecured debt rating and the revolving credit facility
rating are equalized with CIT's Long-Term IDR, and therefore are
sensitive to any changes in CIT's IDR.

CIT's preferred stock rating is primarily sensitive to downward
changes in CIT's VR. An upward change in CIT's VR would not
necessarily lead to a change in the preferred stock rating, as
downward notching for preferred stock increases to five from four
for 'bbb-' and higher rated issuers.

RATING SENSITIVITIES

Support Ratings and Support Rating Floors

CIT's Support Rating and Support Rating Floor are sensitive to
Fitch's assumptions around CIT's capacity to procure extraordinary
support in case of need.

CIT Bank's uninsured deposit ratings are rated one notch higher
than the company's IDR, and therefore are sensitive to any changes
in CIT Bank's IDR. The deposit ratings are primarily sensitive to
any change in CIT Bank's long- and short-term IDRs.

Fitch has affirmed the following ratings with a Stable Outlook:

CIT Group Inc.
-- Long-term IDR at 'BB+';
-- Short-term IDR at 'B';
-- Viability Rating at 'bb+';
-- Senior Unsecured Debt at 'BB+';
-- Revolving Credit Facility at 'BB+';
-- Preferred stock at 'B';
-- Support Rating at '5';
-- Support Rating Floor at 'NF'.

CIT Bank, N.A.
-- Long-term IDR at 'BB+';
-- Short-term IDR at 'B';
-- Viability Rating at 'bb+';
-- Long-Term Deposit Rating at 'BBB-';
-- Short-Term Deposit Rating at 'F3';
-- Support Rating at '5';
-- Support Rating Floor at 'NF'.


COBALT INTERNATIONAL: Lowers Net Loss to $149.6M in Third Quarter
-----------------------------------------------------------------
Cobalt International Energy, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q reporting a
net loss of $149.61 million on $14.42 million of oil, natural gas
and natural gas liquids revenues for the three months ended Sept.
30, 2017, compared to a net loss of $218.20 million on $4.22
million of oil, natural gas and natural gas liquids revenues for
the three months ended Sept. 30, 2016.  This decrease in net loss
compared to the same period in 2016 was largely driven by a $96
million reduction in loss on amendment of contract and an $11
million decrease in general and administrative expenses offset by a
$27 million increase in interest expense and a $33 million non-cash
loss on debt related embedded derivatives associated with an
increase in the market value of secured debt during the quarter.

For the nine months ended Sept. 30, 2017, the Company reported a
net loss of $641.44 million on $38.04 million of oil, natural gas
and natural gas liquids revenues compared to a net loss of $470.36
million on $9.03 million of oil, natural gas and natural gas
liquids revenues for the same period in 2016.

As of Sept. 30, 2017, Cobalt International had $1.69 billion in
total assets, $3.16 billion in total liabilities and a total
stockholders' deficit of $1.47 billion.  As of Sept. 30, 2017,
cash, cash equivalents, short term investments and restricted cash
were approximately $547 million.  This includes $250 million of
Angolan sale proceeds received pursuant to the purchase and sale
agreement with Sonangol, but excludes approximately $179 million in
receivables owed to Cobalt by Sonangol

Capital expenditures are expected to be approximately $250 million
in 2017, which excludes general and administrative expenses and
interest expense.  Of this amount, approximately $226 million has
been spent as of Sept. 30, 2017.  Cobalt does not expect any
significant cash outlays for its development activities for the
remainder of the year given that drilling activities have been
completed.  Total 2017 cash outlays are currently expected to be
approximately $537 million, of which approximately $409 million has
been spent as of Sept. 30, 2017.

                    Operational Update

In the deepwater Gulf of Mexico, Cobalt has completed the North
Platte appraisal program and is currently planning to file for a
suspension of production during the fourth quarter of 2017.  As a
contingency to the SOP process, Cobalt is also currently in the
planning stages for a North Platte #5 well.

At Anchor, the operator plans to file an application with the
Bureau of Safety and Environmental Enforcement to expand the
existing Anchor unit to include the two leases located immediately
south of the unit (Green Canyon blocks 850 and 851).  Assignments
submitted for the south Anchor leases were approved by the Bureau
of Ocean Energy Management in August.  The operator currently
intends to file for an SOP for the Anchor unit.

At Shenandoah, the operator is currently concluding studies to
verify the suitability of a more cost effective facility as the
production host and is also evaluating future drilling options.

Marketing efforts continue with respect to Cobalt's Gulf of Mexico
assets.  However, given the scope of these assets, this process has
taken longer than expected.  Interested parties continue to be
engaged in Cobalt's data room and the process is still moving
forward.

With regard to Angola, the two arbitration processes between Cobalt
and Sonangol continue to progress and the arbitral tribunals for
each arbitration have been constituted with a President for each
selected.  In addition, scheduling conferences are being planned to
agree on long term schedules for both arbitrations cases.  Cobalt
continues to seek a constructive dialogue with Angola to attempt to
resolve these disputes amicably.  However, until this matter is
resolved in a satisfactory manner, Cobalt will continue to
vigorously prosecute these claims in arbitration and seek all
available remedies.

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

                      https://is.gd/GqnDOL

                   About Cobalt International

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

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

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


COVINGTON ROUTE: Hires DelBello Donnellan Weingarten as Counsel
---------------------------------------------------------------
Covington Route 300, LLC, seeks authority from the U.S. Bankruptcy
Court for the Southern District of New York to employ DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, as its attorneys, as
of October 3, 2017, and in substitution of Lawrence M. Klein.

Services required of DDW as substitute counsel are:

     (a) give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management of its
property and affairs;

     (b) negotiate with creditors of the Debtor and work out a plan
of reorganization and take the necessary legal steps in order to
effectuate such a plan including, if need be, negotiations with the
creditors and other parties in interest;

     (c) prepare the necessary answers, orders, reports and other
legal papers required for the Debtor who seeks protection from its
creditors under Chapter 11 of the Bankruptcy Code;

     (d) appear before the Bankruptcy Court to protect the interest
of the Debtor and to represent the Debtor in all matters pending
before the Court;

     (e) attend meetings and negotiate with representatives of
creditors and other parties in interest;

     (f) advise the Debtor in connection with any potential
refinancing of secured debt and any potential sale of the business
and its assets;

     (g) represent the Debtor in connection with obtaining
post-petition financing;

     (h) take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
and

     (i) perform all other legal services for the Debtor which may
be necessary for the preservation of the Debtor's estate and to
promote the best interests of the Debtor, its creditors and its
estate.

DDW's billing rates for 2017 are:

     Attorneys - $410 to $620 per hour
     Legal Assistants/ Paralegals - $150.00 per hour

Julie Cvek Curley, Esq., of DelBello Donnellan Weingarten Wise &
Wiederkehr, LLP, attests that DDW does not hold or represent any
interest adverse to the Debtor with respect to the matters for
which it is being retained; DDW is a "disinterested person" as that
phrase is defined in section 101(14) of the Bankruptcy Code;
neither DDW nor its professionals have any connection with the
Debtor, its estate, or creditors; and  DDW's employment is
necessary and in the best interests of the Committee.

The Counsel can be reached through:

     Jonathan S. Pasternak, Esq.
     Julie Cvek Curley, Esq.
     DELBELLO DONNELLAN WEINGARTEN
     WISE & WIEDEKEHR, LLP
     1 North Lexington Avenue
     White Plains, NY 10601
     Tel: (914) 681-0200
     Email: jsp@ddw-law.com
            jcvek@ddw-law.com

             About Covington Route 300, LLC

Covington Route 300, LLC, based in New Paltz, NY, filed a Chapter
11 petition (Bankr. S.D.N.Y. Case No. 17-35780) on May 9, 2017. The
Hon. Cecelia G. Morris presides over the case. Lawrence M. Klein,
Esq., at Lawrence M. Klein, Attorney at Law, serves as bankruptcy
counsel.

In its petition, the Debtor estimated $3.5 million in assets and
$7.85 million in liabilities. The petition was signed by Georgina
Tufano, president.

Covington Route 300, LLC, owns a property located at 202 & 204 Iron
Forge New Windsor, New York valued at $3.5 million.


CRYOPORT INC: Incurs $2 Million Net Loss in Third Quarter
---------------------------------------------------------
Cryoport, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $1.97
million on $3 million of revenues for the three months ended Sept.
30, 2017, compared to a net loss of $2.18 million on $1.97 million
of revenues for the three months ended Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, the Company reported a
net loss of $5.62 million on $8.63 million of revenues compared to
a net loss of $8.82 million on $5.44 million of revenues for the
same period in 2016.

As of Sept. 30, 2017, Cryoport had $19.71 million in total assets,
$1.96 million in total liabilities and $17.75 million in total
stockholders' equity.

As of Sept. 30, 2017, the Company had cash and cash equivalents of
$15.4 million and working capital of $15.4 million.  Historically,
the Company has financed its operations primarily through sales of
its debt and equity securities.

For the nine months ended Sept. 30, 2017, Cryoport used $2.4
million of cash for operations primarily as a result of the net
loss of $5.6 million offset by non-cash expenses of $3.1 million
primarily comprised of depreciation and amortization, stock-based
compensation expense, and loss on disposal of fixed assets.  Also
contributing to the cash impact of its net operating loss
(excluding non-cash items) was an increase in accounts receivable
of $280,300 as a result of an increase in sales offset by an
increase in accounts payable and other accrued expenses and accrued
compensation of $410,700.  

Net cash used in investing activities of $1.3 million during the
nine months ended Sept. 30, 2017 was primarily due to the purchase
of Cryoport Express CXVC1 Shippers, Smart Pak IITM Condition
Monitoring Systems and computer equipment as well as legal expenses
incurred for trademark applications.

Net cash provided by financing activities totaled $14.5 million
during the nine months ended Sept. 30, 2017, and resulted from net
proceeds of $11.4 million from the March 2017 common stock
offering, proceeds from the exercise of stock options and warrants
of $3.8 million, which were partially offset by the repayment of
related party notes payable of $656,200.

The Company's management believes that, based on its current plans
and assumptions, the current cash on hand, together with projected
cash flows, will satisfy the Company's operational and capital
needs for at least the next twelve months.  The Company's
management recognizes that the Company may need to obtain
additional capital to fund its operations until sustained
profitable operations are achieved.  Additional funding plans may
include obtaining additional capital through equity and/or debt
funding sources.  No assurance can be given that additional
capital, if needed, will be available when required or upon terms
acceptable to the Company.

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

                     https://is.gd/7hY9Kv

                         About Cryoport

Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) --
http://www.cryoport.com/-- provides comprehensive solutions for
frozen cold chain logistics, primarily in the life science
industries.  Its solutions afford new and reliable alternatives to
currently existing products and services utilized for
bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.

The Company's management recognizes that the Company will need to
obtain additional capital to fund its operations until sustained
profitable operations are achieved.  Additional funding plans may
include obtaining additional capital through equity and/or debt
funding sources.

In its report on the consolidated financial statements of Cryoport
for the year ended Dec. 31, 2016, KMJ Corbin & Company LLP, in
Costa Mesa, California, issued a "going concern" opinion citing
that the Company has experienced recurring operating losses from
inception and has used substantial amounts of working capital in
its operations.  Although the Company has cash and cash equivalents
of $4.5 million at Dec. 31, 2016, management has estimated that
cash on hand will only be sufficient to allow the Company to
continue its operations through the third quarter of calendar year
2017.  These matters, the auditor said, raise substantial doubt
about the Company's ability to continue as a going concern.

Cryoport reported a net loss attributable to common stockholders of
$15.05 million on $5.88 million of revenues for the year ended
March 31, 2016.  For the nine months ended Dec. 31, 2016, Cryoport
reported a net loss of $10.40 million.


CSRA INC: Moody's Affirms 'Ba2' Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service has affirmed the Ba2 Corporate Family
Rating (CFR) of CSRA Inc., the Ba2 rating on the Term Loan A1
facility due 2019 and concurrently assigned Ba2 ratings to: amended
$700 million secured revolving credit facility (maturity extended
to 2022 from 2021), amended $1,549 million Term Loan A2 (maturity
extended to 2022 from 2021) and amended $850 million Term Loan B
due 2023 (increased from $650 million). The increased proceeds of
Term Loan B will be used to pay down borrowings under the revolver
in connection with the $235 million acquisition of Praxis
Engineering Technologies, Inc.

RATINGS RATIONALE

The Ba2 CFR reflects CSRA's scale and qualifications to lead large
information technology projects within the federal government,
including network modernization of classified data systems and
migration of data from onsite to cloud-based platforms. While CSRA
experienced organic revenue contraction since becoming an
independent company in November 2015, Moody's expects CSRA's
revenue performance to improve with low single digit annual growth
over 2018-2019. The company's backlog growth, to $17.7 billion from
$15.5 billion over the last twelve months ended September 29, 2017
and the trailing book-to-bill of 1.8x underscores the improving
trend. The very strong EBITDA margin (+17% including pension
income) versus other government service contractors, is also a
favorable consideration.

The rating, nonetheless, factors in high financial leverage versus
peers as well as more pronounced contract concentration,
particularly the contracts that underpin CSRA's strong profit
margin. Pro forma for the debt-financed acquisition, debt to EBITDA
would be over 4x with free cash flow to debt only in the mid-single
digit percentage range. Consolidation within the sector is
producing more formidable competitors and government will continue
its focus on extracting strong value from service procurements.
Moody's expects CSRA's profit margin to decline, potentially by as
much as 100 bps over the next three years.

The stable rating outlook anticipates low acquisition spending by
CSRA into 2019 after the May NES acquisition and the Praxis
acquisition. Without much acquisition spending, at least $250
million of free cash flow driven debt reduction is expected, with
EBITDA leverage declining to mid 3x range over the next 18 months
and free cash flow leverage improving to 10%.

The speculative grade liquidity rating of SGL-2, denoting a good
liquidity profile, has been affirmed. Following the transaction
Moody's anticipates near-term scheduled debt amortization of about
$85 million, well below the free cash flow generation level.
Revolver availability should be at the $700 million facility
commitment level and a good degree of covenant headroom should
exist.

Upward rating momentum would require lower financial leverage,
continued backlog growth, and continued good liquidity profile.
Credit metrics that would likely accompany an upgrade include free
cash flow to debt closer to 20% and debt to EBITDA below 3x.
Sustained EBITDA margin in the 17% range, which would demonstrate
good cost control, would also contribute positive rating momentum.

Downward rating pressure would develop with backlog erosion, debt
to EBITDA failing to improve below 4x near term, free cash flow to
debt in the mid-single digit percentage range, or diminishing
covenant cushion.

Assignments:

Issuer: CSRA Inc.

-- $1.549 Billion (Outstanding) Senior Secured Term Loan A2,
    Assigned Ba2 (LGD3)

-- $850 Million Senior Secured Term Loan B, Assigned Ba2 (LGD3)

-- $700 Million Senior Secured Revolving Credit Facility,
    Assigned Ba2 (LGD3)

Outlook Actions:

Issuer: CSRA Inc.

-- Outlook, Remains Stable

Affirmations:

Issuer: CSRA Inc.

-- Probability of Default Rating, Affirmed Ba2-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Corporate Family Rating, Affirmed Ba2

-- Senior Secured Term Loan A1, Affirmed Ba2 (LGD3)

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

Through its subsidiaries, CSRA Inc., headquartered in Falls Church,
VA, delivers information technology mission and operations-related
services across the United States federal government. Revenues for
the LTM ended September 29, 2017 were approximately $5.0 billion.


DEALER TIRE: Proposed $50MM Loan Add-on No Impact on Moody's B2 CFR
-------------------------------------------------------------------
Moody's Investors Service said that Dealer Tire, LLC's proposed $50
million add-on and concurrent repricing of its senior secured term
loan is a modest credit negative development, as financial leverage
will slightly increase at a time when the tire industry has been
experiencing softness in volume and pricing for three consecutive
quarters. However, the proposed transaction does not impact the
company's ratings, including its B2 corporate family rating and
B3-PD probability of default rating, as well as the B2 ratings for
its senior secured bank credit facilities. The ratings outlook
remains stable.

"The transaction is indicative of the shareholder return
initiatives which have been employed by the company's financial
sponsor since acquiring a controlling stake several years ago,"
according to Inna Bodeck, Moody's lead analyst for Dealer Tire.
"While the balance sheet will be a bit more levered, debt service
costs will actually nominally improve as a result of a pending
re-pricing of the bank debt given still highly liquid market
conditions," added Bodeck.

Dealer Tire, LLC headquartered in Cleveland, Ohio, is a distributor
of replacement tires through its exclusive relationship with
automobile original equipment manufacturers and their participating
dealership networks in the US. The company also provides warranty
processing billing services, logistics services, marketing
programs, and sales training for its customers. Dealer Tire
operates out of 45 distribution points throughout the United
States. Affiliates of private equity firm Lindsay Goldberg acquired
a majority stake in the company in 2014. Revenues for the
twelve-month period ended 9/31/2017 were approximately $1.5
billion.


DEERFIELD HOLDINGS: Moody's Assigns B2 CFR; Outlook Negative
------------------------------------------------------------
Moody's Investors Service has assigned B2 corporate family rating
(CFR) to Deerfield Holdings Corporation (Deerfield), a newly formed
holding corporation that intends to obtain financing to fund the
purchase of Duff & Phelps Corporation (Duff & Phelps) by funds
advised by Permira Advisers L.L.C. (Permira) for $1,750 million.
Moody's has also assigned B2 ratings to Deerfield's proposed $1,020
million senior secured first lien term loan and to its proposed
$100 million revolving credit facility. The ratings of Duff &
Phelps will be withdrawn after the closing of the proposed
transaction. Moody's said the outlook on Deerfield's ratings is
negative.

RATINGS RATIONALE

The B2 rating of Deerfield follows the announced acquisition of
Duff & Phelps by funds advised by Permira. Deerfield plans to
borrow $1,020 million and refinance the Duff & Phelps debt. The
transaction will also be funded through equity contributions by
Permira and Duff & Phelps management team, which will continue to
lead the firm in their current roles. Following this transaction,
Deerfield's debt outstanding of $1,020 million would be around $170
million higher compared to Duff & Phelps' current outstanding debt
balance. The increase comes on top of an incremental $105 million
which Duff & Phelps borrowed in October 2017 to help finance a
dividend.

Moody's expects the firm's pro forma debt/EBITDA to increase to
around 7.5x from around 6.5x level prior to the transaction.
Sustained leverage at this level would be inconsistent with the
current ratings. Despite the elevated debt leverage, Moody's said
Duff & Phelps has produced consistent growth in revenue and
operating profitability in recent years, partially attributed to
the success of various acquisitions. Duff & Phelps' credit profile
benefits from diversified service offerings in a range of
countries, with a high level of repeat business, said Moody's.
These strengths provide the firm with relatively stable cash flows
and operating margins throughout the economic cycle.

Rating Outlook

The rating outlook is negative, reflecting the risk that the
company will be operating at a higher debt leverage level and may
incur additional borrowing in order to help finance bolt-on
acquisitions, which could impair its ability to return its leverage
to levels consistent with the current rating over the medium term.

What Could Change the Rating -- Up

* The demonstration of strong and sustainable organic revenue
growth resulting in positive operating leverage and higher
profitability

* Improved debt leverage and debt service capacity by way of a
commitment to debt reduction or improvement in EBITDA leading to a
leverage ratio below 5x

What Could Change the Rating -- Down

* A broad slowdown resulting in deterioration in cash flow
generation leading to a debt/EBITDA ratio above 6x on a sustained
basis

* A further increase in borrowings that would worsen the company's
pro forma debt leverage trajectory

* Evidence of weakening financial flexibility such as through the
maintenance of limited cash balances and/or ongoing utilization of
the company's revolving credit facility

The principal methodology used in these ratings was Securities
Industry Service Providers published in September 2017.


DELCATH SYSTEMS: Amends Prospectus on 422.5M Units Offering
-----------------------------------------------------------
Delcath Systems, Inc., filed with the Securities and Exchange
Commission an amendment no.1 to its Form S-1 registration statement
relating to the offering of up to 422,535,211 units (each unit
consisting of one share of its common stock and one Series C common
warrant to purchase one share of its common stock, one Series D
common warrant to purchase one share of its common stock and one
Series E common warrant to purchase one share of its common stock).


The common warrants contained in the units will be exercisable
immediately and the Series C common warrants will expire five years
from the date of issuance, the Series D common warrants will expire
one year from the date of issuance, and the Series E common
warrants will expire one year from the date of issuance.  The
Company is also offering the shares of its common stock that are
issuable from time to time upon exercise of the common warrants
contained in the units.  All share numbers included in this
prospectus are included on a pre reverse split basis without taking
into account the reverse split of the issuer's issued common stock
scheduled to occur on Nov. 6, 2017.

Delcath is also offering to each purchaser whose purchase of units
in this offering would otherwise result in the purchaser, together
with its affiliates and certain related parties, beneficially
owning more than 4.99% of its outstanding common stock immediately
following the consummation of this offering, the opportunity to
purchase, if the purchaser so chooses, pre-funded units (each
pre-funded unit consisting of one pre-funded warrant to purchase
one share of its common stock and one Series C common warrant to
purchase one share of its common stock, one Series D common warrant
to purchase one share of its common stock and one Series E common
warrant to purchase one share of our common stock) in lieu of units
that would otherwise result in the purchaser's beneficial ownership
exceeding 4.99% of its outstanding common stock (or at the election
of the purchaser, 9.99%).  The purchase price of each pre-funded
unit will equal the price per unit being sold to the public in this
offering minus $0.01, and the exercise price of each pre-funded
warrant included in the pre-funded unit will be $0.01 per share.

The Company's common stock is quoted on the OTCQB under the symbol
"DCTH."  The last reported sale price of its common stock on Oct.
31, 2017 was $0.0355 per share.  There is no established public
trading market for the warrants and the Company does not expect a
market to develop.  In addition, the Company does not intend to
apply for listing of the common warrants or the pre-funded warrants
on any national securities exchange or other nationally recognized
trading system.

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

                       https://is.gd/suf7dr

                       About Delcath Systems

Headquartered in  New York, NY, Delcath Systems, Inc. --
http://www.delcath.com/-- is an interventional oncology Company
focused on the treatment of primary and metastatic liver cancers.
The Company's investigational product -- Melphalan Hydrochloride
for Injection for use with the Delcath Hepatic Delivery System
(Melphalan/HDS) -- is designed to administer high-dose chemotherapy
to the liver while controlling systemic exposure and associated
side effects.  In Europe, the Company's system is in commercial
development under the trade name Delcath Hepatic CHEMOSAT Delivery
System for Melphalan (CHEMOSAT), where it has been used at major
medical centers to treat a wide range of cancers of the liver.

As of Sept. 30, 2017, Delcath Systems had $14.48 million in total
assets, $16.33 million in total liabilities and a total
stockholders' deficit of $1.85 million.

The Company has incurred losses since inception and has an
accumulated deficit of $305.6 million at Sept. 30, 2017.

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


DELCATH SYSTEMS: Effects a 1-for-350 Reverse Common Stock Split
---------------------------------------------------------------
FINRA announced on its Daily List dated Nov. 3, 2017, that Delcath
Systems, Inc., is to effect a reverse split of its issued common
stock from FINRA in a ratio of 1-for-350 (as previously approved by
its shareholders and Board of Directors).  The Reverse Stock Split
took effect at the open of business on Nov. 6, 2017 on the OTCQB.
The new symbol for the Common Stock will be DCTHD, and the "D" will
be removed in 20 business days, at which time the symbol will
reverse back to DCTH.  As a result of the Reverse Stock Split,
every 350 shares of the Company's issued and outstanding common
stock, par value $.01 per share, will be converted into one share
of common stock, par value $.01 per share, reducing the number of
issued and outstanding shares of the Company's common stock from
approximately 490,000,000 to approximately 1,400,000.  The
Company's authorized shares will remain unchanged.  The new CUSIP
number for the Shares will be 24661P 609.

No fractional shares will be issued in connection with the Reverse
Stock Split.  Stockholders who otherwise would be entitled to
receive fractional shares because they hold a number of pre-reverse
stock split shares of the Company's common stock not evenly
divisible by 350, will have the number of post-reverse split shares
of the Company's common stock to which they are entitled rounded up
to the nearest whole number of shares of the Company's common
stock.  No stockholders will receive cash in lieu of fractional
shares.  Registered shareholders holding shares through a brokerage
account will have their shares automatically adjusted to reflect
the post Reverse Stock Split amount. Registered shareholders
holding physical common share certificates will receive a letter of
transmittal from the Company's transfer agent, American Stock
Transfer, with specific instructions regarding the exchange of
their certificates.

                      About Delcath Systems

Based in New York, New York, Delcath Systems, Inc. --
http://www.delcath.com/-- is an interventional oncology Company
focused on the treatment of primary and metastatic liver cancers.
The Company's investigational product -- Melphalan Hydrochloride
for Injection for use with the Delcath Hepatic Delivery System
(Melphalan/HDS) -- is designed to administer high-dose chemotherapy
to the liver while controlling systemic exposure and associated
side effects.  In Europe, the Company's system is in commercial
development under the trade name Delcath Hepatic CHEMOSAT Delivery
System for Melphalan (CHEMOSAT), where it has been used at major
medical centers to treat a wide range of cancers of the liver.

As of Sept. 30, 2017, Delcath Systems had $14.48 million in total
assets, $16.33 million in total liabilities and a total
stockholders' deficit of $1.85 million.

The Company has incurred losses since inception and has an
accumulated deficit of $305.6 million at Sept. 30, 2017.  During
the nine months ended Sept. 30, 2017 used $11.7 million of cash for
its operating activities.  The Company said these factors among
others raise substantial doubt about its ability to continue as a
going concern for a reasonable period of time.

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


DELTA AIR LINES: S&P Rates New Senior Unsecured Notes 'BB+'
-----------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating to Delta
Air Lines Inc.'s proposed senior unsecured notes.

The company will use the proceeds from these notes for general
corporate purposes.

S&P rates Delta's senior unsecured debt one notch below its
corporate credit rating on the company because a large majority of
its balance sheet debt is secured, which effectively places
unsecured creditors in a subordinated position.

ISSUE RATINGS

Subordination Risk Analysis

Capital structure

Delta's capital structure consists of $7 billion of secured debt
and $2 billion of unsecured debt (not including the proposed
notes). All of the debt is issued by (or, in the case of former
Northwest Airlines' debt, is now the obligation of) Delta Air Lines
Inc., the parent company and principal operating unit.

Analytical conclusions

S&P said, "We rate Delta's senior secured bank facilities at the
same level as our corporate credit rating because they are secured.
This does not apply to the enhanced equipment trust certificates,
which we rate using different criteria.

"We rate Delta's senior unsecured debt one notch lower than our
corporate credit rating because it ranks behind a significant
amount of secured debt in the company's capital structure."

RATINGS LIST

  Delta Air Lines Inc.
   Corporate Credit Rating        BBB-/Stable/--

  New Rating

  Delta Air Lines Inc.
   Senior Unsecured Notes         BB+


DIPLOMAT PHARMACY: Moody's Assigns B1 CFR; Outlook Stable
---------------------------------------------------------
Moody's Investors Service assigned a B1 Corporate Family Rating to
Diplomat Pharmacy, Inc. At the same time, Moody's assigned a B1-PD
Probability of Default Rating, a B1 senior secured rating and an
SGL-2 Speculative Grade Liquidity Rating. This is the first time
Moody's has rated Diplomat. The rating outlook is stable.

Ratings assigned:

Corporate Family Rating at B1

Probability of Default rating at B1-PD

Senior secured term loan due 2024 at B1 (LGD 4)

Senior secured revolving credit facility due 2022 at B1 (LGD 4)

Speculative Grade Liquidity Rating at SGL-2

Proceeds of the company's new term loan, plus borrowings under the
new revolving credit facility and the proceeds of new common
equity, will be used to fund the company's pending acquisition of
LDI Holding Company, LLC and refinance existing debt.

RATINGS RATIONALE

Diplomat's B1 Corporate Family Rating reflects its niche position
as a specialty pharmacy operator and its recent expansion into the
pharmacy benefit management (PBM) space. In both business lines,
Diplomat ranks considerably smaller than leading players including
CVS, Walgreen, and Express Scripts. However, Diplomat's growth
outlook is solid, due to the medical profession's increasing usage
of specialty pharmacy treatments, as well as the tailwind from
rising pharmaceutical prices. In addition to Diplomat's small
scale, the rating is constrained by execution risk as the company
acquires PBMs and infusion companies, and the potential for rapid
shifts in the competitive environment due to consolidation. In
light of these risks, financial leverage is somewhat high, with pro
forma debt/EBITDA of about 5.2x. The company has a
publicly-articulated target of reducing debt/EBITDA to a range of
2.0x to 3.0x by year-end 2019.

The rating outlook is stable, incorporating Moody's expectations
for solid earnings growth and deleveraging towards debt/EBITDA of
3.0x. Factors that could lead to an upgrade include successful
integration of PBM acquisitions, achieving solid growth and high
customer retention rates, and sustaining debt/EBITDA below 3.0x.
Factors that could lead to a downgrade include customer turnover,
integration challenges, pharmaceutical pricing pressure, or debt
financed acquisitions. Specifically, debt/EBITDA sustained over
4.5x could lead to a downgrade.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.

Headquartered in Flint, Michigan, Diplomat Pharmacy is a
publicly-traded specialty pharmacy company. Diplomat dispenses
pharmaceutical products that treat rare diseases, and also offers
infusion therapy and pharmacy benefit management services. Pro
forma for acquisitions, annual revenues total about $5 billion.


DIPLOMAT PHARMACY: S&P Assigns 'B+' CCR, Outlook Stable
-------------------------------------------------------
Flint, Mich.-based Diplomat Pharmacy Inc. plans to acquire pharmacy
benefit manager (PBM) Leehar Distributors LLC, doing business as
LDI Integrated Pharmacy Services (LDI), for $595 million. The
transaction will be financed with $515 million in cash and $80
million in common stock. The cash portion consists of a $150
million drawn revolver ($250 million total capacity) and $545
million term loan B.

S&P Global Ratings assigned its 'B+' corporate credit rating to
Diplomat Pharmacy Inc. The outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating and '3'
recovery rating to the company's senior secured credit facility.
The '3' recovery rating indicates expectations for average
(50%-70%; rounded estimate: 50%) recovery in the event of a
default.

The rating on Diplomat reflects the company's entrance into the
pharmacy benefit manager (PBM) market via the acquisition of LDI.
S&P said, "We estimate the transaction will materially lift the
company's adjusted leverage to be in the high-4x area for the last
12 months ended Sept. 30, 2017, compared to the low-1.0x area
historically. We expect leverage to decline to 3.9x in 2018 through
a combination of EBITDA growth and debt repayment. Leverage could
continue to decline in 2019 and management has publicly stated that
it would lower its total leverage to between 2.0x and 3.0x by
mid-2019, but we believe that there is some risk that the company
may pursue additional debt-funded acquisitions to boost its topline
growth."

S&P said, "Our stable rating outlook reflects our expectation that
Diplomat will successfully integrate the acquisitions, manage
reimbursement pressure, and maintain margins in the low-3% area. It
also assumes that the company will direct its excess cash flow to
repay its revolver balance and bring the adjusted leverage down to
below the 4x area by the end of 2018."


EAST OAKLAND FAITH: Case Summary & 19 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: East Oakland Faith Deliverance Center Church
           aka East Oakland Faith Deliverance Center Church, Inc.
           fka East Oakland Faith Deliverance Center, a California
               Corporation
           fdba East Oakland Deliverance Center
        7425 International Blvd.
        Oakland, CA 94621

Business Description: Based in Oakland, California, East Oakland
                      Faith Deliverance Center Church is a non
                      profit, tax-exempt corporation in the
                      religious organizations industry.

Chapter 11 Petition Date: November 28, 2017

Case No.: 17-42951

Court: United States Bankruptcy Court
       Northern District of California (Oakland)

Judge: Hon. William J. Lafferty

Debtor's Counsel: Lawrence L. Szabo, Esq.
                  LAW OFFICES OF LAWRENCE L. SZABO
                  3608 Grand Ave. #1
                  Oakland, CA 94610-2024
                  Tel: (510) 834-4893
                  Email: szabo@sbcglobal.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Rev. Ray E. Mack, president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 19 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb17-42951.pdf


EAST TEXAS MEDICAL: Fitch Keeps B+ on 2011/2007A Bonds on Watch Neg
-------------------------------------------------------------------
Fitch Ratings maintains the following outstanding bonds issued on
behalf of East Texas Medical Center Regional Health System's (ETMC)
on Rating Watch Negative:

-- $35.8 million Wood County Central Hospital District hospital
    revenue bonds, series 2011 'B+';

-- $231.5 million Tyler Health Facilities Development Corporation

    hospital revenue bonds, series 2007A 'B+'.

SECURITY

The bonds are secured by a pledge of gross revenues of the
obligated group, a first mortgage lien on certain property and debt
service reserve funds on the series 2007A and 2011 bonds.

KEY RATING DRIVERS

RATING RATIONALE: The 'B+' rating reflects four years of declining
profitability and thinning liquidity resulting from increased
market competition, heavy reliance on supplemental funding, and
challenges navigating payor shifts. Maintenance of the Rating Watch
Negative reflects the potential for a default on the bonds in the
unlikely event that a pending ETMC asset sale does not close by
Jan. 31, 2018.

PROPOSED SALE TO ARDENT AND THE UNIVERSITY OF TEXAS SYSTEM: ETMC
announced on Sept. 13, 2017 that it had selected Ardent Health
Services (Ardent) and The University of Texas System (UT System),
which includes The University of Texas Health Science Center at
Tyler (UT Health Northeast) to form a new health system. Ardent
will assume majority ownership and operating responsibility of the
combined system. Ardent will also retain ETMC's ambulance division
in Texas, although another party has agreed to buy ETMC's ambulance
divisions in other states. ETMC reports that outstanding bonds
issued on its behalf will be called or defeased at the date of
closure (by Jan. 31, 2018).

PROGRESSIVE DECLINE IN FINANCIAL PROFILE: Fiscal year 2017
represents the fourth year of progressively declining margins and
debt service coverage. Cash declined from a combination of optional
and early repayment of debt as well as ongoing operating losses. As
a result, days cash on hand (DCOH) decreased to 77 days as of Oct.
31, 2017 from 105 days at fiscal year-end 2016 (Oct.31). Fitch
anticipates that the sizable operating losses will continue if
ETMC's operations remain on a stand-alone basis.

RATING SENSITIVITIES

SUCCESSFUL CLOSE OF PROPOSED ACQUISITION: The asset sale is
expected to close by Jan. 31, 2018. A successful execution of the
proposed acquisition by Jan. 31 would result in the bonds being
called or defeased and with the withdrawal of the rating on ETMC's
outstanding debt. Failure to close the transaction by Jan. 31 2018
would result in a rate covenant default on the bonds and a probable
downgrade as Fitch anticipates that ETMC's losses would be unabated
and liquidity would continue to decrease without the benefits of
the proposed new structure.


ENDEAVOR ENERGY: Moody's Rates Proposed Sr. Unsecured Notes 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Endeavor Energy
Resources, L.P.'s (Endeavor) proposed $500 million of senior
unsecured notes due 2026 and $300 million of senior unsecured notes
due 2028. Net proceeds from the offering, together with cash on
hand, will be used to fund a tender offer for any and all
outstanding senior notes due 2021 and 2023.

Endeavor's offering of new notes will not affect the company's
Corporate Family Rating (CFR), Probability of Default Rating (PDR)
or the stable outlook. The B3 rating on the existing senior
unsecured notes will be withdrawn after they are repaid following
the close of the new issuance transaction and redemption of the
existing notes.

Debt List

Assignments:

Issuer: Endeavor Energy Resources, L.P.

$500 million senior unsecured notes due 2026, Assigned B3 (LGD4)

$300 million senior unsecured notes due 2028, Assigned B3 (LGD4)

Ratings to be withdrawn after redemption:

Issuer: Endeavor Energy Resources, L.P.

$500 million senior unsecured notes due 2021, rated B3 (LGD4)

$300 million senior unsecured notes due 2023, rated B3 (LGD4)

RATINGS RATIONALE

The issuance of the new senior unsecured notes will effectively
replace the outstanding senior unsecured notes leaving the
company's indebtedness at the same level, while lowering the cash
interest costs and extending the maturity profile of the unsecured
notes.

The B3 ratings on Endeavor's senior unsecured notes reflect their
subordination to the company's $400 million borrowing base
revolving credit facility due 2019. The revolver borrowings ($390
million of availability as of September 30, 2017) have a priority
claim to the company's assets. The size of the potential secured
claims relative to Endeavor's outstanding senior unsecured notes
results in the notes being rated one notch below the B2 CFR.

Endeavor's B2 CFR reflects its ability to maintain its improved
credit metrics while growing its production to almost 40,000 boe
per day by year-end 2017. The company will be able to pursue its
growth plan through 2018 without incurring additional debt, mainly
due to enhanced liquidity from the substantial assets sales in
2016. Endeavor's debt to average daily production ratio is expected
to be at or below $20,000 at year-end 2017 and will decline further
through 2018. Retained cash flow to debt has steadily increased
over the past few quarters and will be above 30% at year-end 2017.
The company's approximately 329,000 net acres in the Midland Basin
are mostly held by production and are being steadily de-risked by
the drilling activities of Endeavor and multiple offset operators.
Endeavor's good liquidity, combined with improved drilling cost
structures, and its other development arrangements such as Drill
Fund and Farmout agreements, position the company for increased
production and higher reserves, without worsening its credit
metrics or liquidity significantly. Endeavor's ratings are
constrained by its commodity price exposure and its Midland Basin
concentration. Endeavor's weak historical Leveraged Full Cycle
Ratio (LFCR) which has had an impact on ratings, has improved
materially due to drilling efficiencies achieved through the past
year.

The stable outlook reflects Endeavor's good liquidity and the
potential to increase production and reserves without causing its
credit metrics to deteriorate.

Endeavor's ratings could be considered for an upgrade if the
company can continue to grow its production sequentially to above
50,000 boe per day, sustain retained cash flow to debt above 30%,
and the LFCR above 1.25x.

The ratings may be downgraded if Endeavor's production declines
significantly or the retained cash flow to debt ratio falls below
15%.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Endeavor is an independent exploration and production (E&P) company
with assets concentrated in the Permian Basin. The company holds a
core net acreage position of approximately 329,000 acres in the
Midland Basin. At December 31, 2016 Endeavor had 133.5 MMBoe of
proved reserves of which 84.5 MMBoe was proved developed. Founded
in 2000, Endeavor is privately-held by Autry Stephens and family.


ETRADE FINANCIAL: S&P Rates Series B Preferred Stock Issue 'BB'
---------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB' issue-level rating on
E*TRADE Financial Corp.'s new issue of fixed to floating rate
noncumulative perpetual preferred stock, series B. E*TRADE intends
to use the proceeds to help pay for its recently announced purchase
of Trust Company of America. S&P's 'BBB' issuer credit rating and
other ratings on E*Trade are unaffected because we expect that
risk-adjusted capitalization will remain very strong.

RATINGS LIST

  E*TRADE Financial Corp.
   Issuer Credit Rating             BBB/Stable/--

  New Rating

  E*TRADE Financial Corp.
   Preferred Stock                  BB


EVANS & SUTHERLAND: Posts $767,000 Net Income in Third Quarter
--------------------------------------------------------------
Evans & Sutherland Computer Corporation filed with the Securities
and Exchange Commission its quarterly report on Form 10-Q reporting
net income of $767,000 on $8.04 million of sales for the three
months ended Sept. 29, 2017, compared to net income of $561,000 on
$10.30 million of sales for the three months ended Sept. 30, 2016.

For the nine months ended Sept. 29, 2017, the Company reported net
income of $781,000 on $22.83 million of sales compared to a net
loss of $172,000 on $23.47 million of sales for the same period in
2016.

As of Sept. 29, 2017, Evans & Sutherland had $26.55 million in
total assets, $24.04 million in total liabilities and $2.50 million
in total stockholders' equity.

In the first nine months of 2017, $1,792,000 of cash used in
operating activities was attributable to $1,099,000 of cash
provided by the net income for the period, after the effect of
$318,000 of non-cash items and an unfavorable change to working
capital of $2,891,000.  The change to working capital was driven by
increases in receivables and costs and estimated earnings in excess
of billings on uncompleted contracts.  These increases are
attributable to the timing of billings, customer payments and new
customer orders.  The change in working capital was also affected
by an increase in prepaid expenses and other assets and a decrease
in restricted cash for a performance guarantee that was released
upon completion of the project.

In the first nine months of 2016, the $2,116,000 of cash provided
by operating activities was attributable to $426,000 of cash
absorbed by the net loss for the period, after the effect of
$598,000 of non-cash items and an increase in cash from changes to
working capital of $1,690,000.  The working capital changes
contributing to the increase in cash consisted primarily of an
increase in accrued expenses attributable to severance compensation
and payroll schedules plus increased progress payments from
customer contracts.

Cash used in investing activities was $100,000 for the nine months
ended Sept. 29, 2017 compared to $145,000 for the same period of
2016.  Investing activities for both periods presented consisted
entirely of property and equipment purchases.  

For the nine months ended Sept. 29, 2017, financing activities used
$157,000 of cash compared to $148,000 in 2016 for principal
payments on mortgage notes.

According to Evans & Sutherland, "[W]e believe existing liquidity
resources and funds generated from forecasted revenue will be
sufficient to meet our current and long-term obligations.  We
continue to operate in a rapidly evolving and often unpredictable
business environment that may change the timing or amount of
expected future cash receipts and expenditures."

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

                    https://is.gd/l6HtkT

                   About Evans & Sutherland

Salt Lake City, Utah-based Evans & Sutherland Computer Corporation
in conjunction with its wholly owned subsidiary, Spitz Inc.,
creates digital planetarium systems and full-dome show content.
E&S has developed Digistar 5, a digital planetarium with full-dome
video playback, real-time computer graphics, and a complete 3D
digital astronomy package fully integrated into a single theater
system.  This technology allows audiences to be immersed in
full-color, 3D computer-generated interactive worlds.  E&S also
offers Spitz domes, hybrid planetarium systems integrated with
Digistar and theater systems from audio and lighting to theater
automation.  E&S products have been installed in over 1,300
theaters worldwide.

Evans & Sutherland reported net income of $1.74 million for the
year ended Dec. 31, 2016, following a net loss of $1.27 million in
2015.

                         *   *    *

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


EVERETT'S AUTOMOTIVE: Wants to Move Plan Filing Deadline to Dec. 4
------------------------------------------------------------------
Everett's Automotive, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Illinois to extend the exclusive period for
Everett's Automotive, LLC, to file a plan of reorganization and
disclosure statement through Dec. 4, 2017.

A hearing to consider the approval of the Disclosure Statement is
scheduled for Dec. 7, 2017, at 10:30 a.m.

On Sept. 28, 2017, an order was entered extending the time for the
Debtor to file its Plan and Disclosure Statement to and including
Nov. 13, 2017, and set the case for status on Nov. 29, 2017.
Subsequently, the Court struck the status date and set the status
date for Dec. 7, 2017, at 10:30 a.m.

The Debtor says that since the date of filing, the Debtor has made
changes to its operations in an effort to reduce monthly expenses
and increase monthly income.

Although the early summaries of monthly receipts and disbursements
showed relatively marginal positive cash flow, the Debtor's
summaries of monthly receipts and disbursements for June and July,
show increased cash flow of approximately $2,500 and $5,500.

Although the summary of receipts and disbursements for August shows
marginal cash flow, it is still positive cash flow with the ending
balance being $16,217.64.  The summary of monthly receipts and
disbursements for September and October will be filed shortly.

It is necessary for the extension requested herein in light of the
following:

     a. the need to propose Plan which will retire tax obligations

        within five years of the date of filing;

     b. the need to come to an agreement with Midas regarding the
        amount of the pre-petition default under the Franchise
        Agreement and repayment schedule in order to assume the
        Franchise Agreement; and

     c. the need to propose meaningful dividend to general
        unsecured creditors after taking into account the payments

        required to assume the Lease Agreement, the Franchise
        Agreement and continue making monthly payments to Liberty
        Bank Trust.

                  About Everett's Automotive

Everett's Automotive, LLC, dba Midas Auto Service Experts, filed a
Chapter 11 petition (Bankr. N.D. Ill. Case No. 17-07795) on March
13, 2017.  Andrea Brown, Member, signed the petition.  The Debtor
is represented by Joel A. Schechter at the Law Offices of Joel A.
Schechter.  At the time of filing, the Debtor listed less than
$50,000 in estimated assets and $500,000 to $1 million in estimated
liabilities.


EVIO INC: Granted Expanded Accreditation to Test for Pesticides
---------------------------------------------------------------
EVIO, Inc., has been granted an expansion to its accreditation from
the Oregon Environmental Laboratory Accreditation Program (ORELAP),
a division of the Oregon Health Authority.

The expanded accreditation include the ability for EVIO Labs to
provide full-scope pesticide testing at its Medford location.  The
Company also attained additional accreditation to test for residual
solvent residues at its Portland location.  Together, the added
accreditation will enable EVIO to substantially reduce its testing
costs and improve customer satisfaction by decreasing turnaround
time by eliminating the reliance of third party testing providers.

"EVIO Labs has made substantial investment during the past year to
achieve this milestone.  During the last twelve months we have been
focused on adapting to a new regulatory environment, increasing
revenues, standardizing operations, and preparing for growth.
These new accreditation in Oregon will enable the company to
substantially reduce, if not nearly eliminate, our subcontracting
costs.  The last fiscal year these expenses alone topped $1
million," commented EVIO CEO, William Waldrop.  "Bringing pesticide
testing fully in-house and expanding our capability with residual
solvent analysis will also allow us to substantially increase our
market opportunity and simultaneously become an even more
formidable competitor statewide."

                      About EVIO, Inc.

Based in Bend, Oregon, EVIO, Inc. is a life science company focused
on advancing and analyzing cannabis as a means for improving
quality of life.  The Company provides analytical testing services,
advisory services and performs product research in its accredited
laboratory testing facilities.  The Company's EVIO Labs division
operating coast-to-coast provides state-mandated ancillary services
to ensure the safety and quality of the nation's cannabis supply.
For more information, visit www.eviolabs.com

At a special meeting of stockholders held on Aug. 30, 2017, the
stockholders of Signal Bay approved, among other things, an
amendment to the Company's Restated and Amended Articles of
Incorporation to change the name of the Company to "EVIO, Inc." The
name change took effect at 12:01 am Sept. 6, 2017.

Signal Bay reported a net loss of $2.55 million for the year ended
Sept. 30, 2016, following a net loss of $1.45 million for the year
ended Sept. 30, 2015.  As of June 30, 2017, Signal Bay had $3.97
million in total assets, $3.13 million in total liabilities and
$838,396 in total equity.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2016, stating that the Company has negative working
capital, recurring losses from operations and likely needs
financing in order to meet its financial obligations.  These
conditions raise significant doubt about the Company's ability to
continue as a going concern.


EXCO RESOURCES: Amends Credit Agreement with JPMorgan
-----------------------------------------------------
EXCO Resources, Inc., certain subsidiaries of EXCO, JPMorgan Chase
Bank, N.A., as administrative agent, and the banks party thereto
entered into the Ninth Amendment to Amended and Restated Credit
Agreement, amending EXCO's Amended and Restated Credit Agreement,
dated as of July 31, 2013.  The Amendment amends the definition of
Indebtedness (as defined in the Credit Agreement) to exclude, in
certain circumstances, accounts payable incurred in the ordinary
course of business.  

A full-text copy of the Amended Credit Agreement is available for
free at https://is.gd/DhmaZS

                        About EXCO

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

EXCO Resources reported a net loss of $225.3 million on $271
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $1.19 billion on $355.70 million of total
revenues for the year ended Dec. 31, 2015.  As of Sept. 30, 2017,
EXCO Resources had $830.17 million in total assets, $1.59 billion
in total liabilities and a total shareholders' deficit of $760.36
million.

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

                           *    *    *

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

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


FIELDPOINT PETROLEUM: NYSE American Suspends Trading of Securities
------------------------------------------------------------------
FieldPoint Petroleum Corporation announced that the NYSE American
has suspended trading of the Company's Common Stock and Warrants
(expiring March 23, 2018) ticker symbols FPP and FPP WS effective
Nov. 27, 2017.  The NYSE had previously announced on Nov. 16, 2017
that it had commenced delisting procedures with respect to the
Company.  The Company has not requested a review of this
determination by a Committee of the Board of Directors of NYSE
American.  Following suspension, the NYSE will apply to the
Securities and Exchange Commission to delist the Company's
Securities.  

In anticipation of the suspension and delisting, the Company has
applied for listing and quotation of its Securities on the OTC.QB
quotation system of the OTC Markets Group, Inc.

                    About FieldPoint Petroleum

FieldPoint Petroleum Corporation (NYSE:FFP) acquires, operates and
develops oil and gas properties.  Its principal properties include
Block A-49, Spraberry Trend, Giddings Field, and Serbin Field,
Texas; Flying M Field, Sulimar Field, North Bilbrey Field, Lusk
Field, and Loving North Morrow Field, New Mexico; Apache Field,
Chickasha Field, and West Allen Field, Oklahoma; Longwood Field,
Louisiana; and Big Muddy Field, Wyoming.  As of Dec. 31, 2015, the
Company had varying ownership interests in 472 gross wells (113.26
net).  FieldPoint Petroleum Corporation was founded in 1980 and is
based in Austin, Texas.

As of Sept. 30, 2017, FieldPoint had $7.97 million in total assets,
$6.59 million in total liabilities and $1.37 million in total
stockholders' equity.

Hein & Associates LLP, in Dallas, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses, and has a working capital deficit.  This, the auditors
said, raises substantial doubt about the Company's ability to
continue as a going concern.  FieldPoint incurred a net loss of
$2.47 million in 2016 and a net loss of $10.98 million in 2015.


FINANCIAL RESOURCES: May Use Cash Collateral Through Feb. 1
-----------------------------------------------------------
The Hon. Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida has entered a third order authorizing
Financial Resources of America, Inc. authority to use cash
collateral nunc pro tunc to Petition Date and for an additional 90
days subject to a final hearing.

The Debtor will be entitled to use cash collateral to pay all
ordinary and necessary expenses in the ordinary course of his
business for the purposes through and including 5:00 p.m. on Feb.
1, 2018.

The Debtor sought the request to be able to pay expenses of
administration like U.S. Trustee fees, intellectual property
payments and operating expenses in order to maintain its business.

The Debtor will make payments to TD Bank, N.A., on the 15th of each
month.

A copy of the court order is available at:

          http://bankrupt.com/misc/flsb16-17275-79.pdf

              About Financial Resources of America

Financial Resources of America, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Fla. Case No. 16-17275) on May 20, 2016.  The
petition was signed by Bart Caso, president.  David L. Merrill,
Esq., at Merrill PA, serves as bankruptcy counsel to the Debtor.
The Debtor estimated assets and liabilities at $100,001 to $500,000
at the time of the filing.


FIRST CAPITAL: Taps Hunt Jeppson as Special Counsel
---------------------------------------------------
First Capital Retail, LLC, received approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire
Hunt Jeppson & Griffin, LLP, as its special counsel.

The firm will provide legal services to Rameshwar Prasad and the
Debtor in connection with their dispute with Suneet Singal and
First Capital Real Estate Investments, Inc., related to their
purchase of membership interest in the Debtor.

The firm's hourly rates range from $225 to $300 for associates and
from $75 to $125 for law clerks and paralegals.  Tory Griffin,
Esq., the attorney who will be handling the case, charges $375 per
hour.

Hunt Jeppson does not hold any interest adverse to the Debtor's
bankruptcy estate, according to court filings.

The firm can be reached through:

     Tory E. Griffin, Esq.
     Hunt Jeppson & Griffin, LLP
     1478 Stone Point Drive, Suite 100
     Roseville, CA 95661
     Phone: (916) 780-7008
     Email: tgriffin@hjg-law.com

                   About First Capital Retail

Based in Rancho Cordova, California, First Capital Retail, LLC is
into management of companies and enterprises.

First Capital Retail sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Cal. Case No. 17-26125) on Sept. 14,
2017.  Rameshwar Prasad, managing member, signed the petition.

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

Judge Michael S. McManus presides over the case.

The Debtor is represented by Gabriel E. Liberman, Esq. at the Law
Offices of Gabriel Liberman, APC.

No request has been made for the appointment of a trustee or
examiner, and no official committee has been appointed.


FREDDIE MAC: Grace Huebscher Elected to Board of Directors
----------------------------------------------------------
Freddie Mac announced that Grace A. Huebscher was elected as a
member of the company's board of directors.  Ms. Huebscher, 57, is
an executive with decades of experience in the real estate and
capital markets industries.

"We are very pleased that Grace is joining the Freddie Mac Board,"
said Christopher S. Lynch, Freddie Mac's non-executive chairman.
"She is a seasoned executive with a deep understanding of the
multifamily business and the capital markets.  We look forward to
the valuable insights and entrepreneurial spirit Grace will bring
to the Board during a crucial period of GSE conservatorship."

Ms. Huebscher served as president of Capital One Multifamily
Finance, LLC, a subsidiary of Capital One Financial Corporation,
from 2013 until March 2017 and served as an advisor of Capital One
Commercial Bank from April 2017 until November 2017.

Prior to that, Ms. Huebscher was chief executive officer of Beech
Street Capital, LLC, a company she co-founded in 2009.  From 1997
to 2009, she held a variety of positions at Fannie Mae, including
Vice President, Capital Markets.  Ms. Huebscher currently serves as
a director of The Kenyon Review.  She is a former member of the
Commercial Board of Governance of the Mortgage Bankers
Association.

Ms. Huebscher earned a bachelor's degree from Kenyon College.

                        About Freddie Mac

Headquartered in McLean, Virginia, Freddie Mac makes home possible
for millions of families and individuals by providing mortgage
capital to lenders.  Since its creation by Congress in 1970, the
company has made housing more accessible and affordable for
homebuyers and renters in communities nationwide.  Freddie Mac is
building a housing finance system for homebuyers, renters, lenders
and taxpayers.  Learn more at FreddieMac.com, Twitter @FreddieMac
and Freddie Mac's blog FreddieMac.com/blog.

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

In exchange for increased future support and capital investments of
up to $200 billion in each GSE, each GSE agreed to issue to the
Treasury (i) $1 billion of senior preferred stock, with a 10%
coupon, without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.


FUNCTION(X) INC: Appoints Mazars USA as Accountants
---------------------------------------------------
The Audit Committee of the Board of Directors of Function(x) Inc.
conducted a selection process to identify and engage a new
independent registered public accounting firm.  As a result of this
process, the Committee approved the appointment of Mazars USA LLP
as the Company's independent registered public accounting firm for
the fiscal year ending June 30, 2017.  The Company said that during
the two most recent fiscal years and in the subsequent interim
period through Oct. 31, 2017, it has not consulted with Mazars with
respect to the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit
opinion that would have been rendered on the Company's consolidated
financial statements, or any other matters set forth in Item
304(a)(2)(i) or (ii) of Regulation S-K.

                      About Function(x)

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

On Jan. 27, 2016, Function(x) Inc. changed its name from Viggle
Inc. to DraftDay Fantasy Sports, Inc., and changed its ticker
symbol from VGGL to DDAY.  On June 10, 2016, the Company changed
its name from DraftDay Fantasy Sports, Inc., to Function(x) Inc.,
and changed its ticker symbol from DDAY to FNCX.  It now conducts
business under the name Function(x) Inc.

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

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


GIGA-TRONICS INC: Common Stock Starts Trading in OTCQB Exchange
---------------------------------------------------------------
Giga-tonics Inc. started trading its common stock on the OTCQB
Exchange on Oct. 30, 2017.  The Company's ticker symbol (GIGA)
remains the same.
  
Giga-tronics Inc. remains a public company following the delisting
and its shares will continues to trade publicly.  The Company will
continue to make SEC filings on Forms 10-K, 10-Q and 8-K, and it
will remain subject to the SEC rules and regulations applicable to
reporting companies under the Exchange Act.  Giga-Tronics will
maintain an independent Board of Directors with an independent
Audit Committee and provide annual financial statements audited by
an independent auditor and unaudited interim financial reports,
prepared in accordance with U.S. generally accepted accounting
principles.

At this time the Company does not intend to effect the reverse
split that was recently approved by shareholders.  Increasing the
Company's trading price to $1.00 or higher, expected to be a
byproduct of the reverse split, was one of the conditions the
Company needed to satisfy to stay listed on the NASDAQ Exchange.

                      About Giga-tronics

Headquartered in Dublin, California, Giga-tronics Incorporated
produces electronic warfare instruments used in the defense
industry and YIG RADAR filters used in fighter jet aircraft.  It
designs, manufactures and markets the new Advanced Signal Generator
(ASG) for the electronic warfare market, and switching systems that
are used in automatic testing systems
primarily in aerospace, defense and telecommunications.

Giga-tronics reported a net loss of $1.54 million on $16.26 million
of net sales for the year ended March 25, 2017, compared to a net
loss of $4.10 million on $14.59 million of net sales for the year
ended March 26, 2016.  As of Sept. 30, 2017, Giga-Tronics had $8.48
million in total assets, $8.81 million in total liabilities and a
total shareholders' deficit of $335,000.

"The Company has experienced delays in the development of features,
receipt of orders, and shipments for the new Advanced Signal
Generator ("ASG").  These delays have contributed, in part, to a
decrease in working capital.  The new ASG product has shipped to
several customers, but potential delays in the development or
refinement of features, longer than anticipated sales cycles, or
uncertainty as to the Company's ability to efficiently manufacture
the ASG, could significantly contribute to additional future losses
and decreases in working capital.

"To help fund operations, the Company relies on advances under the
line of credit with Bridge Bank which expires on May 6, 2019.  The
agreement includes a subjective acceleration clause, which allows
for amounts due under the facility to become immediately due in the
event of a material adverse change in the Company's business
condition (financial or otherwise), operations, properties or
prospects, or ability to repay the credit based on the lender's
judgement.  As of September 30, 2017, the line of credit had a
balance of $552,000.

"These matters raise substantial doubt as to the Company's ability
to continue as a going concern," the Company stated in its
quarterly report for the period ended Sept. 30, 2017.


GREEN CUBE: Needs to Use Cash Collateral for Operations
-------------------------------------------------------
Green Cube Cafe Inc. and its affiliates seek permission from the
U.S. Bankruptcy Court for the Southern District of New York to use
property which may constitute collateral in which Funding Metrics,
Retailing Capital, Everest Business Funding, Fund Works, Merchant
Capital, and On Deck Capital may assert a security interest.

The Debtor believes that the Disputed Secured Creditors are the
only parties that may assert a perfected security interest in its
property which may constitute cash collateral.

The Debtor wants to use the collateral to continue the operation of
its business and to preserve the value of its estate during the
course of the Chapter 11 case.

As adequate protection for the Debtors' use of the Disputed Secured
Creditors' collateral and in consideration for the use of the
collateral, the Debtor will grant the Disputed Secured Creditors
replacement liens in all of the Debtors' prepetition and
post-petition assets and proceeds, including the collateral and the
proceeds of the foregoing, to the extent that the Disputed Secured
Creditors had valid security interests in the pre-petition assets
on the Petition Date and in the continuing order of priority that
existed as of the Filing Date.

A copy of the Debtors' request is available at:

           http://bankrupt.com/misc/nysb17-23751-8.pdf

                     About Green Cube Cafe

Headquartered in Yonkers, New York, Green Cube Cafe --
https://greencubecafe.com/ -- is a fast food company that serves
fresh and natural ingredients.  Green Cube offers salads,
smoothies, soups, yogurts and gourmet cafe and bakery items, all
freshly baked on its premises.  The company has locations at Cross
County Shopping Center - Yonkers, NY; Jefferson Valley Mall -
Yorktown Heights, NY; Queens Center Mall - Elmhurst, NY; Green
Acres Mall - Valley Stream, NY; 3 Purdy Ave., Rye, NY; and Danbury
Fair Mall, Danbury CT.  

Green Cube Cafe Inc. (Bankr. S.D.N.Y. Case No. 17-23751), and
affiliates Green Cube Cafe Leasing LLC (Bankr. S.D.N.Y. Case No.
17-23752), Green Cube Cafe III LLC (Bankr. S.D.N.Y. Case No.
17-23753), Green Cube Cafe VI, LLC (Bankr. S.D.N.Y. Case No.
17-23754), and Green Cube Cafe Danbury LLC (Bankr. S.D.N.Y. Case
No. 17-23755) simultaneously filed Chapter 11 petitions on Nov. 15,
2017.  The petitions were signed by Lung Chen, president.

Judge Robert D. Drain presides over the case.

Dawn Kirby, Esq., at Delbello Donnellan Weingarten Wise &
Wiederkehr, LLP, serves as the Debtors' bankruptcy counsel.

Green Cube Cafe Inc. estimated its assets and liabilities at up to
$50,000 each.


GUITAR CENTER: Moody's Lowers CFR to Caa1; Outlook Negative
-----------------------------------------------------------
Moody's Investors Service downgraded Guitar Center Inc.'s (GCI)
ratings. The downgrade and negative outlook reflect Moody's
continued concern regarding GCI's significant and relatively
near-term debt maturities. Excluding the company's $375 million
asset-backed loan facility, approximately 65% of the company's
long-term debt matures in April 2019.

GCI's Corporate Family Rating was downgraded to Caa1 from B3, and
its Probability of Default Rating was downgraded to Caa1-PD from
B3-PD. At the same time, GCI's senior secured first lien notes were
downgraded to Caa1 from B3 while its unsecured notes were
downgraded to Caa3 from Caa2. The rating outlook is negative. This
concludes the review for downgrade that was initiated on Sep. 28,
2017.

"The downgrade considers that despite Moody's expectation that GCI
will generate relatively stable earnings and positive free cash
flow, a significant majority of the company's debt matures in less
than 18 months," stated Keith Foley, a Senior Vice President at
Moody's. "GCI's cash flow on its own will not be enough to
materially reduce debt and improve leverage within the time frame
the company has to address its debt maturities," added Foley.

Downgrades:

Issuer: Guitar Center Inc.

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

-- Corporate Family Rating, Downgraded to Caa1 from B3

-- Senior Secured Regular Bond/Debenture, Downgraded to
    Caa1(LGD4) from B3(LGD3)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    Caa3(LGD5) from Caa2(LGD5)

Outlook Actions:

Issuer: Guitar Center Inc.

-- Outlook, Changed To Negative From Rating Under Review

RATINGS RATIONALE

GCI's $375 million asset-based credit facility (not-rated) matures
on April 2, 2019. The company's $615 mil 6.5% senior secured 1st
lien notes mature on April 15, 2019. GCI's $325 million 9.625%
senior unsecured notes do not mature until 2020.

Although GCI is currently in negotiations to refinance its
outstanding debt, and still has time to refinance these debt
obligations, Moody's believes the more compressed that time period
becomes from this point on, the more challenging it will be for GCI
to address its debt maturity profile particularly in light of the
key challenges faced by the company. These challenges include the
company's high leverage -- debt/EBITDA on a Moody's adjusted basis
is about 6.2 times -- and limited revenue visibility regarding the
retail environment for musical instruments.

The negative outlook reflects continued concern on Moody's part
with respect to the GCI's ability to extend its debt maturity
profile and obtain terms and pricing terms that will enable it to
compete in the specialty retail environment over the longer-term.

GCI's ratings could be lowered if, for any reason prior to
maturity, the company executes a refinancing in a manner that
involves impairment to existing lenders -- an event that Moody's
would deem to be a distressed exchange -- or if it appears that the
company will not be able to refinance is near-term debt maturities
by the end of March 2018, approximately one-year before the
company's $615 mil 6.5% senior secured notes come due. The degree
and timing of any downgrade depends on Moody's assessment of GCI's
refinancing plans and opportunities at various points going
forward.

The rating outlook would be revised back to stable if GCI is able
to push out its debt maturities prior to maturity without any
impairment to creditors. A higher rating is possible over the
long-term, but would also require that GCI, materially improve its
credit metrics -- achieve and maintain lease-adjusted debt/EBITDA
of at least 4.5 times and EBIT/interest at or above 2.5 times.

GCI is the largest retailer of music products in the United States
based on revenues. GCI is a wholly-owned subsidiary of Guitar
Center Holdings, Inc. The company has three reportable business
segments, comprised of Guitar Center, Musician's Friend and Music &
Arts. GCI is a private company and does not publicly disclose
detailed financial information.

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


HARSCO CORP: Fitch Rates $546MM Secured Term Loan 'BB+/RR1'
-----------------------------------------------------------
Fitch Ratings has assigned a rating of 'BB+/RR1' to Harsco
Corporation's $546 million extended, secured term loan B maturing
in November 2024. Fitch currently rates Harsco's Long-Term Issuer
Default Rating (IDR) 'BB' and its secured revolver 'BB+/RR1'. The
Rating Outlook is Stable. Harsco had $624 million of debt
outstanding as of Sept. 30, 2017.

KEY RATING DRIVERS

Business Recovering: Harsco's business has begun to recover in 2017
following significant weakness in 2015-2016 as a result of improved
conditions in the company's metals and minerals (M&M) and
industrial end markets. The M&M segment (67% of 2016 revenues)
reported 4% revenue growth and higher margins in the first nine
months of 2017 due to higher steel output and service levels. The
industrial segment (17% of sales) also generated healthy sales and
earnings growth in the period due to a rebound in demand for heat
exchangers sold into the U.S. energy market.

Rail Segment Pressured: The rail segment (16% of sales) generated
2.5% sales growth and flat margins in the nine months due to lower
equipment shipments in North America offset by higher parts and
services revenues. Sales of maintenance of way equipment are
expected to remain soft in 2018. In addition, the company will
continue to incur negative cash flow on a contract with Swiss Rail
as it delivers the equipment under the contract over the next few
years.

Growth Orientation: Harsco has returned to a growth orientation in
its M&M segment, with an expected increase in capex to capitalize
on growth opportunities over the medium term. These opportunities
stem from the potential for new contracts at existing locations and
with mills in China, India and other emerging markets. This follows
a significant restructuring of the M&M segment over 2014-2016 and a
decision by management in 2017 to retain this business rather than
sell or spin it off.

Lower but Positive FCF: Free cash flow (FCF) turned positive in
2016 as a result of the suspension of the dividend, which saves $66
million annually, and a reduction in capex. Fitch expects FCF will
remain healthy in 2017 and that this cash flow will be used in part
for debt reduction. An expected increase in growth capex will
likely constrain FCF beginning in 2018, though Fitch expects FCF to
remain positive going forward and that the company will maintain
disciplined cash deployment.

Lower Financial Leverage: The ratings take into account the
deleveraging that followed Harsco's September 2016 sale of its 26%
interest in Brand Energy & Infrastructure Services, Inc. for net
cash proceeds of $145 million. Debt/EBITDA improved from 3.3x at
the end of 2015 to 2.7x at the end of 2016, and improved further to
2.3x as of Sept. 30, 2017. Fitch expects flat to modestly lower
leverage in 2018.

Cyclical End-Markets: As Harsco's results have improved in 2017,
Fitch recognizes that the company's results are tied to the
challenging and cyclical metal, energy and rail equipment
end-markets, with particular exposure to steel and mineral markets.
The ratings also take into account Harsco's moderate size, the need
for ongoing restructuring to remain competitive and support
returns, and lower expected FCF going forward.

DERIVATION SUMMARY

Harsco is a diversified manufacturer and service provider that
participates in a variety of end-markets, each of which has a
different set of competitors. Other diversified industrials of a
similar size and with credit opinions in the 'bb' category include
Global Brass and Copper Holdings, which processes copper and copper
alloys, and Rexnord Corp., which makes highly engineered products
for a variety of end markets. Harsco has lower financial leverage
than both companies, and generates EBITDA margins that are higher
than Global Brass and in-line with those of Rexnord. No
country-ceiling, parent/subsidiary or operating environment aspects
impact the rating.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case include:

-- Sales grow by around 6% in 2017, with particular strength in
    the industrial segment and moderate growth in the M&M and rail

    segments, followed by low single digit growth in 2018.
-- EBITDA improves to around $270 million in 2017 and is flat to
    moderately higher in 2018.
-- FCF is relatively steady in 2017 compared with $85 million in
    2016, but will decline in 2018 due to higher capex in the M&M
    segment.
-- Debt/EBITDA improves to around 2.3x at the end of 2017 from
    2.7x at the end of 2016, and is flat to modestly improved in
    2018.

RATING SENSITIVITIES

The ratings are unlikely to be upgraded in the medium term given
the relatively small size and cyclical nature of its businesses.

-- Longer term, developments that may, individually or
    collectively, lead to a positive rating action include the
    company developing into a larger, more diversified operation;
-- Stronger FCF generation;
-- Debt/EBITDA sustained under 2.5x and funds from operations
    (FFO)-adjusted leverage under 3.5x.

Future developments that may, individually or collectively, lead to
a negative rating action:

-- Fitch's expectation that debt/EBITDA will remain above 3.0x-
    3.5x, and FFO adjusted leverage will remain above 4.0x-4.5x;
-- Negative FCF on a sustained basis.

LIQUIDITY

Harsco's liquidity at Sept. 30, 2017 was supported by cash of $60
million, of which $59 million was held overseas. This cash is used
in the company's foreign operations for working capital purposes,
though part of it could be repatriated at relatively low tax rates.
Liquidity is further supported by a $400 million secured revolver,
on which $282 million was available. Liquidity is also supported by
FCF, which turned positive in 2016.

FULL LIST OF RATING ACTIONS

Harsco Corporation

Fitch assigns a rating of 'BB+/RR1' to Harsco's extended and
repriced Term Loan B

Fitch currently rates Harsco as follows:
-- Long-Term IDR 'BB';
-- Senior secured RCF 'BB+/RR1';

The Rating Outlook is Stable.


HARSCO CORP: Moody's Rates Amended $546MM 1st Lien Loan 'Ba1'
-------------------------------------------------------------
Moody's Investors Service rated Harsco Corporation's amended and
extended $546 million first lien term loan Ba1. Harsco is proposing
to extend the maturity of the term loan by one year to 2024, reduce
pricing, and modify certain covenants. Harsco's Corporate Family
Rating is Ba1 and Probability of Default Rating is Ba1-PD.

Assignments:

Issuer: Harsco Corporation

-- $546 million senior secured 1st lien term loan, assigned
    Ba1 (LGD3)

RATINGS RATIONALE

Harsco's Ba1 Corporate Family Rating benefits from its (1) strong
free cash flow generation and conservative operating strategy (2)
global, diversified revenue stream in three different segments,
Metals and Mining, Industrial and Rail, thereby reducing the risks
inherent in cyclical end markets (3) its size and scale relative to
competitors (4) market and fundamental improvements in the steel
and energy industries (5) its new multi-year contracts in 2017 in
China, Brazil, Egypt and India projected to bring in greater
revenue for Harsco's Metals & Minerals segment.

At the same time, the Ba1 Corporate Family Rating is constrained by
(1) seasonality of Harsco's business (2) cyclical economic
conditions of commodities (3) weak adjusted debt to-EBITDA at 3.5x
and adjusted EBITA-to-interest expense at 2.3x for the trailing 12
months ended September 30, 2017. However, Moody's recognize that
the company has made efforts to improve its debt leverage and will
continue to focus on lowering its debt leverage.

The stable rating outlook presumes demand from key end-makets will
grow moderately and that debt-to-EBITDA will trend towards 3.5x or
better, and EBITA-to-interest will strengthen towards 2.4x over the
next 12 -- 18 months as Harsco focuses on revenue through global
growth and internal optimization initiatives.

Positive rating actions over the intermediate term are unlikely as
Harsco needs to demonstrate its ability to improve and sustain
operating margins and cash flows. However, in the long term
positive rating action could be considered if:

* EBITA to interest expense remains above 4.5x

* Adjusted debt to EBITDA is sustained below 3.0x

* Adjusted debt to book capitalization is sustained below 50%

* Liquidity profile improves

Negative rating action would be considered if Harsco does not
execute its plan to improve efficiency and reduce debt,
specifically if:

* Adjusted EBITA to interest expense is sustained below 2.75 times

* Adjusted debt to EBITDA remains above 3.5 times

* There is a deterioration in the liquidity profile

The principal methodology used in this rating was Global
Manufacturing Companies published in June 2017.

Harsco Corporation, headquartered in Camp Hill, PA, is a
diversified industrial service company focused on global markets
for outsourced services to metal industries, metal recovery &
mineral-based products, railway track maintenance and certain
industrial equipment. Revenues for the 12 months through September
30, 2017 totaled approximately $1.5 billion.


HARSCO CORP: S&P Rates New $546MM Term Loan B Due 2024 'BB+'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '2'
recovery rating to Harsco Corp.'s proposed $546 million term loan B
due December 2024. The '2' recovery rating indicates S&P's
expectation for substantial (70%-90%; rounded estimate: 75%)
recovery in the event of a payment default.

All of S&P's other ratings on Harsco, including its 'BB' corporate
credit rating, remain unchanged.

The company plans to use the proceeds from this term loan to repay
the borrowings under its existing term loan B due November 2023.

RECOVERY ANALYSIS

Key analytical factors

S&P said, "Our simulated default scenario contemplates a default
occurring in 2022 due to a sustained weak global economy that hurts
the company's key metal and minerals and industrial end markets.

"We used a 5.5x EBITDA multiple to reflect the company's position
in the niche market for mill services, the various industrial
products it specializes in, and its rail maintenance equipment and
spare parts."

Simulated default assumptions

-- The revolver will be 85% drawn at default;
-- LIBOR at 2.50% in our assumed default year; and
-- All debt obligations include six months of outstanding
    interest.

Simplified waterfall

-- Emergence EBITDA: $154 million
-- Multiple: 5.5x
-- Gross recovery value: $849 million
-- Net recovery value for waterfall after administrative expenses
(5%) and pension claims: $713 million
-- Obligor/nonobligor valuation split: 42%/58%
-- Estimated first-lien claim: $897 million
-- Value available for first-lien claim (including value from
deficiency claims): $713 million
    --Recovery range for first-lien claim: 70%-90% (rounded
estimate: 75%)

RATINGS LIST

Harsco Corp.
Corporate Credit Rating         BB/Stable/--

New Rating

Harsco Corp.
$546M Trm Ln B Due Dec 2024     BB+
  Recovery Rating                2(75%)


HIGHVEST CORP: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Highvest Corp.
        7406 U.S. 27, N.
        Sebring, FL 33870

Business Description: Based in Sebring, Florida, Highvest
                      Corp. was founded in 2009 and is engaged in
                      the wholesale distribution of distilled
                      spirits, including neutral spirits and ethyl
                      alcohol used in blended wines and distilled
                      liquors.

Chapter 11 Petition Date: November 28, 2017

Case No.: 17-24166

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Paul G. Hyman, Jr.

Debtor's Counsel: Angelo A. Gasparri, Esq.
                  LAW OFFICE OF ANGELO A GASPARRI
                  1080 S Federal Highway
                  Boynton Beach, FL 33435
                  Tel: 561-826-8986
                  Email: angelo@drlclaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Anthony R. Cozier, president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's two largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb17-24166.pdf


HOCHHEIM PRAIRIE: S&P Places 'B+' FSR on CreditWatch Negative
-------------------------------------------------------------
S&P Global Ratings placed its 'B+' financial strength ratings on
Hochheim Prairie Farm Mutual Insurance Assoc. (HPFMIA) and its
subsidiary, Hochheim Prairie Casualty Insurance Co. (HPCIC;
collectively Hochheim) on CreditWatch with negative implications.

S&P said, "We believe the company has demonstrated a strong ability
to rebuild its capital despite the timing and severity of Hurricane
Harvey. As of October 2017, the company had net loss of $19.7
million, a $9.1 million deterioration from the previous year, and a
116.5% combined ratio compared to 111.2%. In addition, as of
October 2017 the company lost 28.4% of its capital, which is 12
points more than the 16.1% lost at this time in the previous year.
This puts its capital base at greater risk from future events and
pressures current capital-adequacy levels commensurate with its
rating level.

"The CreditWatch Negative highlights our concerns with Hochheim's
ability to maintain its current reinsurance coverage. Because of
the company's exposure to man-made and natural catastrophes in
Texas, its ability to grow its capital organically is somewhat
restricted. Given the significance of Hurricane Harvey and the
possibility of increased reinsurance costs, the company could be
challenged to get a similar reinsurance program during the January
renewal period, which could put additional pressures on our
assessment of its capitalization. Over the next 90 days, we will
assess the company's ability to replenish its capital levels
organically and get coverage similar to 2017 to guide our
assessment of the impact to net catastrophe exposure.

"We may lower our ratings by up to two notches in the next 6-12
months if the company is unable to replenish its capital and get
adequate reinsurance protection, incurs additional losses that
would materially reduce capital levels, or there is a change in our
view of the risk of regulatory intervention because of the typical
weather-related losses that it suffers in the first half of each
year and the inclusion of a catastrophe charge in the risk-based
capital assessment."


IHS MARKIT: Moody's Rates New $400MM New Senior Notes 'Ba1'
-----------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to IHS Markit
Ltd.'s proposed $400 million of new senior notes. IHS Markit's
existing ratings, including its Ba1 Corporate Family Rating (CFR)
and senior unsecured debt ratings, Ba1-PD Probability of Default
Rating and its SGL-1 Speculative Grade Liquidity rating are not
affected. The ratings outlook is stable. The company plans to use
the net proceeds from the new issuance to repay a portion of
outstanding revolving borrowings.

RATINGS RATIONALE

The Ba1 rating reflects IHS Markit's enhanced scale, diversified
business lines and leading positions as a provider of information
services to the energy and transportation industries. Its credit
profile is supported by the high proportion of recurring revenues,
high EBITDA-to-free cash flow conversion and a good track record of
integrating acquisitions. Moody's expects IHS Markit's mid-single
digit organic revenue growth and EBITDA margin expansion to drive
free cash flow in the high teens percentages of total debt (Moody's
adjusted) and total debt to EBITDA to modestly decline from
slightly over 4x (Moody's adjusted, including stock-based
compensation expense, and pro forma for the acquisition of
automotiveMasterMind in September 2017), to about 3.8x, over the
next 12 to 18 months. The rating is constrained by IHS Markit's
moderately high financial leverage, highly acquisitive growth
strategy and history of significant share repurchases.

The stable outlook is based on Moody's expectation for a modest
decline in IHS Markit's leverage and strong free cash flow over the
next 12 to 18 months. IHS Markit's SGL-1 liquidity rating reflects
its very good liquidity profile that is supported by expected free
cash flow of about $900 million over the next year and at least $1
billion of availability under its revolving credit facility.

Moody's could raise IHS Markit's ratings if it maintains strong
earnings growth and demonstrates a commitment to more conservative
financial policies. The ratings could be upgraded if Moody's
expects IHS Markit's total debt to EBITDA (Moody's adjusted) to be
sustained below 3.0x. Conversely, the rating could be downgraded if
weak operating performance or aggressive financial policies cause
total debt to EBITDA and free cash flow-to-total debt to be
sustained above 4x and below 15%, respectively, on a Moody's
adjusted basis.

Assignments:

Issuer: IHS Markit Ltd.

-- Senior Unsecured Regular Bond/Debenture, Assigned Ba1 (LGD4)

IHS Markit provides information, research, analytics and other
services to customers in major industries, financial markets, and
governments.

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


ION GEOPHYSICAL: Posts $5 Million Net Income in Third Quarter
-------------------------------------------------------------
Ion Geophysical Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting net income
of $5.01 million on $61.09 million of total net revenues for the
three months ended Sept. 30, 2017, compared to net income of $1.91
million on $78.62 million of total net revenues for the same period
in 2016.

For the nine months ended Sept. 30, 2017, Ion Geophysical reported
a net loss of $28.03 million on $139.65 million compared to a net
loss of $58.38 million on $137.43 million of total net revenues for
the nine months ended Sept. 30, 2016.

As of Sept. 30, 2017, Ion Geophysical had $303.45 million in total
assets, $273.39 million in total liabilities and $30.06 million in
total equity.

The Company reported Adjusted EBITDA of $27.1 million for third
quarter 2017, compared to $24.4 million in the same period last
year.

Net cash flows from operations were $6.4 million during the third
quarter 2017, compared to $15.6 million in third quarter 2016.
Total net cash flows, including investing and financing activities,
were $(3.0) million, compared to $10.1 million in third quarter
2016.  The decline in net cash flows was a result of the
significant increase in accounts and unbilled receivables at Sept.
30, 2017, of which a majority of the balances are expected to be
collected during the fourth quarter 2017.  Accounts and unbilled
receivables increased to a combined balance of $65.2 million at
Sept. 30, 2017; a $31.0 million increase from Dec. 31, 2016 and a
$27.3 million increase from June 30, 2017.

Brian Hanson, ION's president and chief executive officer,
commented, "We are a niche business in the larger E&P market, so we
target geographic areas and production optimization opportunities
less dependent on cycle recovery, and where our differentiated
technologies bring significant value.  These efforts have begun to
pay off and support the recovery of our business.

"Continuing the strong momentum of the first and second quarters,
our third quarter revenues increased sequentially by 33%, driven by
continued strong sales of our 3D multi-client reimaging programs as
well as new 2D programs we have recently launched. Excluding the
OBS Services revenues from the prior year, our revenues of $61
million are up 26% over the third quarter of last year.  We
reported a net income of $5 million and Adjusted EBITDA of $27.1
million for the third quarter, doubling our Adjusted EBITDA for the
first and second quarters of this year combined. Overall, our third
quarter was stronger than anticipated and we expect to finish the
year strong.

"We experienced a significant increase in our accounts and unbilled
receivables during the quarter and their collection, combined with
expected year-end customer spending on data libraries, should
result in significant cash generation during the fourth quarter.
This should lead to a meaningful increase in our liquidity, which
in turn positions us well for the third lien bond maturity in May
2018."

As of Sept. 30, 2017, the Company had total liquidity of $52.3
million, consisting of $40.2 million of cash on hand and $12.1
million of undrawn borrowing base available under its revolving
credit facility.  The borrowing base under this maximum $40.0
million revolving credit facility was $22.1 million, and there was
$10.0 million of indebtedness outstanding under the credit facility
at Sept. 30, 2017.  Even though the Company experienced a
significant increase in its accounts and unbilled receivables,
those increases were part of the Company's foreign operations,
which are not included in the borrowing base calculation.

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

                      https://is.gd/H8WhYw

                           About ION

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

ION Geophysical reported a net loss attributable to the Company of
$65.14 million in 2016, a net loss attributable to the Company of
$25.12 million in 2015 and a net loss attributable to the Company
of $128.25 million in 2014.

                          *    *    *

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

In May 2016, Moody's Investors Service affirmed ION Geophysical's
'Caa2' Corporate Family Rating, and affirmed and appended its
Probability of Default Rating (PDR) at 'Caa2-PD/LD'.


JKI IV: Wants to Use Cash Collateral for Operations
---------------------------------------------------
JKI IV, Inc., seeks permission from the U.S. Bankruptcy Court for
the District of New Jersey to use cash collateral to fund its
ordinary course of business operations and administration.

The Debtor asserts that cash collateral is necessary for it to
provide automotive services and repairs to the customers, and thus
permitting it to successfully reorganize.  The continued use of
cash collateral will allow the Debtor to continue operating so that
it can continue with its reorganization by proposing a plan to
satisfy the claims of its creditors.

The Debtor proposes to provide adequate protection to its only
secured creditor, The Bancorp Bank, in the form of a replacement
lien of the same extent, priority, and validity as existed
prepetition.  Accordingly, Bancorp will be granted replacement
liens in unencumbered assets, matching its pre-petition collateral,
as adequate protection.  These liens will correspond with the
Debtor's utilization of cash collateral encumbered by Bancorp,
allowing the Debtor to access the necessary funds to continue
operating while preventing, to the extent possible, damage to
Bancorp's positions as a secured creditor.

The Debtor represents that the replacement assets to be encumbered
will represent accounts receivable for product and/or services
completed, cash generated through the Debtor's operations, and any
inventory or equipment purchased for use by the Debtor in its
operations.  Additionally, the Debtor is willing to make adequate
protection payments to Bancorp in order to preserve Bancorp's
position.

To the extent that TNK and/or DLI attempted to secure their
respective debts owed by the Debtor, both Tomorrow Never Knows,
LLC, and DLI Assets Bravo, LLC, fall behind Bancorp in the order of
priority.  On the Petition Date, the Debtor's assets were valued at
under $70,000.  Accordingly, Bancorp's claim against the Debtor is
undersecured and TNK and DLI's claims are entirely unsecured.

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

             http://bankrupt.com/misc/njb17-31642-9.pdf

                        About JKI IV Inc.

JKI IV, Inc., sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Case No. 17-31642) on Oct. 25, 2017.  At the
time of the filing, the Debtor disclosed that it had estimated
assets of less than $100,000 and liabilities of less than $1
million.

Nella M. Bloom, Esq., Thomas D. Bielli, Esq., and David M. Klauder,
Esq., at Bielli & Klauder, LLC, serve as the Debtor's legal
counsel.

Judge Jerrold N. Poslusny, Jr., presides over the case.


JUBEM INVESTMENTS: Exclusivity Period Extended Until Feb. 26
------------------------------------------------------------
The Hon. Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the
Southern District of Texas has extended, at the behest of Jubem
Investments, Inc., the Debtor's exclusivity period until Feb. 26,
2018.

As reported by the Troubled Company Reporter on Nov. 22, 2017, the
Debtor asked the Court to extend by 90 days the Debtor's
exclusivity period, to allow the sale of its real property to be
finalized prior to a Chapter 11 bankruptcy plan being submitted.
The exclusivity period was set to end on Nov. 28, 2017.  The Debtor
said that it will be able to more effectively put together a plan
and disclosure statement once the sale of the real property located
at 1700 Las Milpas Road, Pharr, Texas 78577, and 3600 E. Las Milpas
Road, Hidalgo, Texas 78557 becomes final.

                     About Jubem Investments

Jubem Investments, Inc., dba Buffalo Wings & Rings, is a privately
held company in San Juan, Texas.  Its principal place of business
is located at 3600 E. Las Malpas Road Hidalgo, Texas.  The Debtor
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case
No. 17-10288) on July 31, 2017, estimating its assets at up to
$50,000 and liabilities at between $1 million and $10 million.  The
petition was signed by Juan Miranda, its president.

The bankruptcy petition was originally filed in the Bankruptcy
Court's Brownsville Division.  On Aug. 14, 2017, the case was
transferred to the McAllen Division and assigned Case No.
17-70299.

Judge Eduardo V. Rodriguez presides over the case.  Guerra &
Smeberg, PLLC, represents the Debtor as bankruptcy counsel.


KANSAS CITY INTERNAL: Can Use Cash Collateral Thru Dec. 8
---------------------------------------------------------
The Hon. Dale L. Somers of the U.S. Bankruptcy Court for the
District of Kansas has entered an interim order authorizing Kansas
City Internal Medicine, P.A., to use cash collateral.

A final hearing on the Debtor's cash collateral use will be
conducted on Dec. 8, 2017, at 1:30 p.m.

The interim court order will expire unless extended by further
order of the Court or upon entry of a final order approving use of
cash collateral.

If any provision of the interim court order is modified, vacated or
stayed by a subsequent order of the Court, the modification,
vacation or stay will not affect the validity of any obligation or
liability incurred pursuant to the Interim Order and prior to the
effective date of such modification, vacation or stay.

The Debtor does not believe that any creditor has a perfected
secured claim to its cash, inventory, and accounts receivable, but
to the extent a creditor has a claim, the items constitute cash
collateral as defined in 11 U.S.C. Section 363(a).

The Debtor has no source of income other than from the operation of
its businesses and the collection of its accounts.  If Debtor is
not permitted to use cash collateral in the ordinary course of its
business, it will be unable to pay its operating and business
expenses, thus effectively precluding its orderly reorganization in
these Chapter 11 proceedings and causing imminent and irreparable
harm to its bankruptcy estate.

A copy of the court order is available at:

            http://bankrupt.com/misc/ksb17-22168-40.pdf            


                 About Kansas City Internal Medicine

Kansas City Internal Medicine, P.A. -- https://www.kcim.com/ -- a
division of Signature Medical Group, is a private internal medicine
physician practice with more than 170 employees serving over
135,000 patient visits per year.  KCIM specializes in internal
medicine, endocrinology, rheumatology, podiatry, integrative
medicine, personalized healthcare, clinical psychology, and
chiropractic.  It also offers additional services including full
service laboratory, ultrasound, bone density, intravenous infusion
treatments, weight health and wellness, and diabetic shoe
consultations.  

The company's gross revenue amounted to $3.86 million in 2016 and
$26.69 million in 2015.  KCIM has locations in Kansas City and
Lee's Summit, Missouri and in Overland Park in Kansas.

Kansas City Internal Medicine, P.A., sought Chapter 11 protection
(Bankr. D. Kan. Case No. 17-22168) on Nov. 8, 2017.  David Wilt,
MD, president, signed the petition.  The Debtor disclosed total
assets at $567,000 and total liabilities at $1,477,611.  Judge Dale
L. Somers presides over the case.  The Debtor disclosed Colin N.
Gotham, Esq., at Evans & Mullinix, P.A., as counsel.


LA SABANA: Hires Yesenia Medina-Torres as Notary
------------------------------------------------
La Sabana Development, LLC, seeks authority from the United States
Bankruptcy Court for the District of Puerto Rico to employ Attorney
Yesenia Medina-Torres as notary to prepare and authorize the Deed
of Sale pending for the 363 Sale at a rate of 0.50% of the value of
the transaction.

Service the attorney will perform are:

     a. advise the Seller and the Buyer of their rights;

     b. obtain a Title Search of the Real Estate Property to be
sold;

     c. prepare and file with the Centro de Recordation de Ingress
Municipales the necessary  documents to transfer the property to
the buyer;

     d. obtain any debt certificates that he may deem necessary to
complete the sale; and

     e. file with the Treasury Department the corresponding
Informative Return, and any and  all matters related thereto.

Attorney Yesenia Medina-Torres attests that she does not represent
an interest adverse to this estate and she is a "disinterested"
person pursuant to 11 USC 327 (a), sec. 101(14).

The Notary can be reached through:

     Yesenia Medina-Torres, Esq.
     Correa Acevedo & Abesada Law Offices, PSC.
     Centro Internacional de Mercadeo, Torre II
     #90 Carr. 165, Suite 407
     Guaynabo, PR 00968
     Tel: (787) 273-8300
     Fax: (787) 273-8379
     Email: ymedina@calopsc.com

                About La Sabana Development

La Sabana Development LLC is a limited liability corporation, duly
registered and authorized to do business in the Commonwealth of
Puerto Rico.  The Debtor is engaged in the business of developing
residential units.

The Debtor filed a Chapter 11 petition (Bankr. D.P.R. Case No.
15-08743), on Nov. 4, 2015.  The case is assigned to Judge Mildred
Caban Flores.  The Debtor's counsel is Hector Eduardo Pedrosa Luna,
Esq., The Law Offices of Hector Eduardo Pedrosa Luna, PO Box
9023963, San Juan, Puerto Rico.  At the time of filing, the Debtor
had estimated both assets and liabilities ranging from $10 million
to $50 million each.  The petition was signed by Cleofe
Rubi-Gonzalez, president.


LAKELAND HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
Charlottesville, Va.-based Lakeland Holdings LLC. The outlook is
stable.

S&P said, "At the same time, we assigned a 'B' issue-level rating
and '3' recovery rating to the company's proposed $60 million
senior secured revolving credit facility due 2022 and $460 million
senior secured term loan due 2024, consisting of $425 million
initial term loan and $35 million delayed draw term loan expected
to be undrawn at close. The '3' recovery rating indicates our
expectation for meaningful (50% to 70%; rounded estimate: 50%)
recovery for lenders in the event of a payment default.  The
borrower of the debt is Lakeland Tours, LLC."

S&P did not assign ratings to the proposed $100 million seller
notes.

The company will use the proceeds from the proposed initial term
loan and seller notes to refinance all of its existing debt and
fund its acquisition by financial sponsors Eurazeo and Primavera,
and for transaction fees and expenses. The company intends to draw
the delayed draw term loan after the close of the transaction to
fund a tuck-in acquisition that is currently under LOI.

The rating on WorldStrides primarily reflects high leverage, low
EBITDA margin and small scale compared to other broad and globally
diversified rated education and leisure companies, its
participation in a competitive and fragmented market with
relatively low barriers to entry, the discretionary nature of its
services, and modest switching costs for customers. The company's
leading position in the K through 12 domestic market, good
relationships with its suppliers, good retention rates in its K-12
domestic and higher education segments, and near-term revenue
visibility partly offset these risk factors.

S&P said, "The stable outlook reflects our expectation for good
operating performance that will allow the company to reduce our
measure of debt to EBITDA to the mid-6x area by fiscal 2019, below
our 7x threshold at which we could consider lower ratings.
WorldStrides has low capex needs, resulting in good free cash flow
that could allow the company to reduce leverage quicker by using
additional cash for debt repayment. Additionally, we expect EBITDA
coverage of cash interest to be good, in the low-3x area through
2019.

"We could consider lower ratings if we believed our measure of
total adjusted debt to EBITDA were sustained above 7x, likely the
result of operating underperformance, leveraging acquisitions, or
shareholder returns. We could also consider lower ratings if EBITDA
coverage of cash interest were sustained below 2x, or if free cash
flow deteriorates in a manner that causes us to lose confidence
that the company will be able to maintain leverage metrics inside
our thresholds.

"Higher ratings are unlikely at this time, given our forecast for
high leverage and the company's financial sponsor ownership.
However, we could consider higher ratings if the company were to
sustain total adjusted debt to EBITDA below 5x on a sustained
basis, including leveraging acquisitions and returns to
shareholders."


LAKELAND TOURS: Moody's Assigns B2 CFR; Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned to Lakeland Tours, LLC (d/b/a
"WorldStrides") a B2 Corporate Family Rating (CFR), B2-PD
Probability of Default Rating, and a B1 rating to new first-lien
credit facilities consisting of a $60 million revolving credit
facility, a $425 million term loan facility and a $35 million
delayed-draw term loan facility (contingent on completion of an
acquisition). The ratings outlook is stable. Proceeds from the
proposed debt issuance, approximately $584 million of equity, and
$100 million of subordinated seller paper (treated as debt), will
be used to finance the acquisition of tour operator WorldStrides by
Eurazeo and minority investor Primavera Capital Group.

Assignments:

Issuer: Lakeland Tours, LLC

-- Probability of Default Rating, Assigned B2-PD

-- Corporate Family Rating, Assigned B2

-- Senior Secured Bank Credit Facility, Assigned B1 (LGD3)

Issuer: Lakeland Tours, LLC

-- Outlook, Assigned Stable

RATINGS RATIONALE

The B2 CFR reflects WorldStride's high initial leverage, mature
demand for its core K-12 domestic service line, difficulty
stabilizing revenue declines in its individual higher education
service line and APAC operations, and potential for continued
acquisition activity which could introduce integration difficulties
or result in persistently high leverage levels if financed with
additional debt. Pro forma for the close of the acquisition,
WorldStride's debt to EBITDA as of the fiscal year ended June 30,
2017, will be about 7.8x (about 7.4x when adjusted for change in
deferred revenue) but is expected to decline to approximately 7.5x
over the next 12 to 18 months. The rating is supported by
WorldStride's favorable cash flow characteristics, its leading
position as a provider of full service domestic and international
travel and education services to K-12, undergraduate and graduate
students, long track record of organic growth and success in
integrating acquired businesses. WorldStrides collects deposits on
travel itineraries well in advance of service provision which
provides strong visibility into free cash flow generation. Moody's
forecasts free cash flow to debt to increase to about 7% over the
next 12-18 months from about 5% in fiscal 2017, pro forma for the
acquisition close, reflecting revenue and deferred revenue growth
and limited capital expenditure requirements.

The stable ratings outlook is based on Moody's expectation that
over the next 12 to 18 months, WorldStrides will generate free cash
flow of about $45 million, continue to grow revenue in its core
service lines and stabilize revenue declines in its individual
higher ed. service line and APAC operations.

Moody's could upgrade WorldStride's ratings if the company
generates continued mid to high single digit revenue, maintains
leverage below 6x and free cash flow to debt approaches 10%.
Moody's could downgrade WorldStrides ratings if execution
challenges, competitive pressures or customer losses result in
revenue erosion, free cash flow to debt declines to below 5% on
other than a temporary basis or leverage is sustained above 8x.

WorldStrides has adequate liquidity, supported by consistent free
cash flow generation which is expected to be about $45 million over
the next 12 to 18 months and access to a committed $60 million
revolving credit facility. The company is expected to draw upon and
repay the revolver on a seasonal basis. Pro forma for the close of
the acquisition, WorldStrides is expected to have about $30 million
of cash on the balance sheet.

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

Lakeland Tours, LLC (d/b/a "WorldStrides"), an accredited
educational institution headquartered in Charlottesville, Virginia,
is a leading provider of full service educational travel programs
to K-12, undergraduate and post graduate students both domestically
and internationally. WorldStrides generated revenues of
approximately $583 million in the fiscal year ended June 30, 2017.
The company is owned by Eurazeo and minority investor Primavera
Capital Group.


LUCKY # 5409: Unsecureds to Recover 49% Under Plan
--------------------------------------------------
Lucky # 409, Inc., and Azhar H. Chaudhry, filed with the U.S.
Bankruptcy Court for the Northern District of Illinois a disclosure
statement dated Nov. 13, 2017, referring to the Debtor's plan of
reorganization.

Class 5 General Unsecured Claims (Business Claims) -- $446,749.33
(for distribution purposes; and $756,749.33 for voting purposes) --
are impaired by the Plan.

Allowed claims will be paid by pro rata payment of approximately
49% of the allowed claim in cash upon the later of: (a) the date of
allowance thereof by final court order; (b) the earliest date on
which there are Liquidation Proceeds available to pay the Allowed
Class 5 Claims; or (c) any Distribution Date as determined by the
Disbursing Agent.

After the Effective Date, Lucky will continue to exist as a
separate and distinct legal entity, in accordance with applicable
law in the jurisdiction in which it is incorporated or organized,
solely to operate IHOP-Bridgeview through the Closing Date and,
subsequently, distribute the Liquidation Proceeds pursuant to the
Plan, which will be controlled by the Disbursing Agent.  All
distributions from the Lucky Liquidation Account shall be made
solely with the signatures of both Chaudhry and the Disbursing
Agent.  Except as otherwise provided in the Plan, after the Closing
Date, all property of the Debtors, except for the Retained Assets,
will vest in Lucky free and clear of all claims, liens, charges,
other encumbrances and interests.

Lucky will be dissolved after the Disbursing Agent makes his final
distribution.

Since July 6, 2017, the Debtors and creditor IHOP have negotiated
the terms of a global settlement of the adversary proceeding, IHOP
claims objection, and the sale motion, including the sale of
IHOP-Bridgeview to an IHOP approved purchaser.  The value provided
by the sale of IHOP-Bridgeview and IHOP settlement is equal to or
exceeds the value of the Hemani Offer.  In summary, the Purchase
Price, included with the waiver of the IHOP Claims, results in
value provided of not less than $1,200,000.  Pursuant to Section
1123(b)(4) of the Bankruptcy Code, the Debtors intend to seek
through the Plan, court approval of the sale of IHOP-Bridgeview,
Asset Purchase Agreement, and settlement with IHOP.  The Debtors,
Purchaser, and IHOP have entered into an Asset Purchase Agreement
for the sale of IHOP-Bridgeview to Khurram L. Mian.  Purchaser will
remit to the Debtors, or any escrow agent of the Debtors, on the
Closing Date total consideration of $850,000.

IHOP has consented to the assignment of the IHOP-Bridgeview to
Purchaser as required in the Franchise Agreement and as set forth
in Asset Purchase Agreement.

The Franchise Assets are being sold pursuant to 11 U.S.C. Sections
363, 365 and 1229, and to the extent provided for in the Bankruptcy
Code, are free and clear of any liens, claims and encumbrances, any
and all of which will attach solely to the Purchase Price with the
same validity, perfection and priority as existed against the
Franchise Assets prior to the Sale; however, for the avoidance of
doubt, any liens, claims and encumbrances arising in favor of IHOP
and required under the Franchise Agreement will remain with the
same validity, perfection and priority.  Except for the IHOP Cure
Claim, neither Debtors nor their Estates will have any liabilities
for any liens, claims and encumbrances arising in favor of IHOP and
required under the Franchise Agreement whether arising prior to or
after the Closing Date.

After the closing of the sale on the Closing Date, except as set
forth in the Plan and the Asset Purchase Agreement, Lucky will
cease all operations and all officers, directors and employee will
be terminated as of the closing on the Closing Date.  The net Sale
Proceeds will be transferred upon closing to the Lucky Liquidation
Account to be disbursed as set forth pursuant to Articles V and VII
of the Plan.  All funds in the Lucky Bank Account on or after the
Closing Date will remain in the possession and control of the
Debtors until the Operational Claims Deadline.  Chaudhry shall be
paid a reduced salary of $3,000 per month ($6,000 in total) in
compensation for the wind-up of the Operational Claims.  On the
Operational Claims Deadline, the balance of the Lucky Bank Account
will be accounted for and turned over to the Disbursing Agent and
deposited in the Lucky Liquidation Account.

Except as otherwise provided in the Plan or the Confirmation Order,
all cash necessary for the Disbursing Agent to make payments
pursuant to the Plan shall be obtained from the Sale Proceeds, the
balance of the Lucky Liquidation Account, and, except for the
Retained Assets, the liquidation of the Debtors' other assets
existing, if any, as of the Confirmation Date.

A copy of the Disclosure Statement is available at:

         http://bankrupt.com/misc/ilnb16-16264-173.pdf

                       About Lucky # 5409

Azhar Chaudhry is an individual and franchisee of an International
House of Pancakes restaurant located at 7240 W. 79th Street,
Bridgeview, Illinois 60455 (IHOP-Bridgeview).  IHOP-Bridgeview is
operated through the corporate entity, Lucky # 5409, Inc.  Chaudhry
is the sole shareholder and president of Lucky.  IHOP Bridgeview's
day-to-day operations are run by the restaurant's manager, Ron
Matin.

Lucky # 5409, Inc., and Azhar Chaudhry sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
16-16264 and 16-16273) on May 13, 2016.  The cases are jointly
administered under Case No. 16-16264.  The petitions were signed by
Azhar M. Chaudhry, president.  The Debtors estimated assets at
$500,001 to $1 million and liabilities at $100,001 to $500,000 at
the time of the filing.

The Debtors are represented by Kevin H. Morse, Esq., at Arnstein &
Lehr LLP.  The Debtors hired Tax Consulting Inc. as accountant.


MAMAMANCINI'S HOLDINGS: Closes Acquisition of Joseph Epstein Food
-----------------------------------------------------------------
MamaMancini's Holdings, Inc., had closed its previously announced
acquisition of Joseph Epstein Food Enterprises, Inc., a
manufacturer of food products, which has been the sole manufacturer
of the Company's products since inception.  Under the agreed terms,
no cash or stock was exchanged between the parties. JEFE was
previously owned by the chief executive officer and president of
the Company, who in the aggregate own approximately 44% of the
Company's common stock.

The Company believes that the transaction, on a pro-forma basis is
accretive to the Company both in terms of Earnings Before Interest,
Taxes, Depreciation and Amortization (a non-GAAP financial measure)
and Net Profit in the range of $1.5 to $2.0 million over the next
12 months and brings increased value overall to the Company.

The principal consideration for the transaction was the
cancellation of approximately $2 million of inter-company debt and
the assumption of approximately $2 million of accrued expenses and
accounts payable.  In considering the transaction, the Company's
Strategic Alternatives Committee had obtained an independent
professional outside appraisal of JEFE on both a freestanding and
combined basis.  On a conservative basis, the Committee concluded
that the value of JEFE significantly exceeded the consideration the
Company would pay pursuant to the LOI.  While the transaction will
increase Company debt and reduce net worth, the Committee believed
that the benefits of this transaction significantly outweighed
these considerations and would bring meaningful value accretion to
the Company and its shareholders.

                      About MamaMancini's

Based in East Rutherford, NJ, MamaMancini's is a marketer and
distributor of a line of beef meatballs, turkey meatballs, and
chicken meatballs all with sauce, five cheese stuffed beef, turkey
and chicken meatballs all with sauce, original beef and turkey
meatloaves and bacon gorgonzola beef meatloaf, and other similar
Italian cuisine products.  The Company's sales have been growing on
a consistent basis as the Company expands its distribution channel,
which includes major retailers such as Costco, Publix, Shop Rite,
Price Chopper, Jewel, SaveMarts, Luckys, Lunds/Byerly's, SuperValu,
Safeway, Albertsons, Spartan Stores, Bashas, Whole Foods, Shaw's
Supermarkets, Kings, Roche Brothers, Key Foods, Stop-n-Shop, Giant
Stores, Giant Eagle, Food Town, Randalls, Kroger, Shoppers, Marsh's
Supermarkets, King Kullen, Lowes Stores, Central Markets, Weis
Markets, Ingles, and The Fresh Market.  Visit website
www.mamamancini's.com for more information.

The Company had a net loss of $289,140 and $3,511,618 for the years
ended Jan. 31, 2017 and 2016.  As of July 31, 2017, MamaMancini's
Holdings had $7.47 million in total assets, $6.17 million in total
liabilities and $1.29 million in total stockholders' equity.

                        *   *   *

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


MARINE ACQUISITION: S&P Puts 'B' CCR on CreditWatch Positive
------------------------------------------------------------
S&P Global Ratings placed the 'B' corporate credit rating on
Litchfield, Ill.-based Marine Acquisition Holdings Inc. on
CreditWatch with positive implications. The action follows Dometic
Group's announcement that it plans to purchase SeaStar in a
transaction funded by cash and committed bank facilities.

S&P said, "We expect SeaStar's $25 million revolver due 2019 and
its $370 million term loan B due 2021 will be refinanced when the
transaction closes, because there are change of control provisions
in the credit agreement that will require refinancing of the credit
facility. Upon transaction closing, we will withdraw the
issue-level rating on the revolver and term loan.

"The CreditWatch listing reflects the announced acquisition and our
expectation that upon the close of the transaction we will raise
our corporate credit rating on SeaStar to 'BB' with a stable
outlook, same as that on Dometic Group. For the complete corporate
credit rating rationale on Dometic Group, see our research update
published Nov. 27, 2017."

CreditWatch

S&P said, "We will resolve the CreditWatch listing and raise our
rating on SeaStar to 'BB' with a stable outlook once the
transaction closes. We also expect to withdraw the rating on
SeaStar's debt after the transaction closes."


MARKET SQUARE: Wants Exclusive Plan Filing Extended to Feb. 23
--------------------------------------------------------------
Market Square Hospitality, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Illinois to extend the exclusive periods
for the Debtor to file a Chapter 11 plan and solicit acceptance of
the plan through and including Feb. 23, 2018, and May 3, 2018.

Pursuant to Section 1121(b), only a debtor may file a plan in the
first 120 days after filing a voluntary Chapter 11 petition.  If
the Debtor files a plan within the initial period of exclusivity,
Section 1121 (c) gives the Debtor the exclusive right to solicit
acceptances of the plan until 180 days after the voluntary petition
is filed.  The current deadline for the Debtor to exclusively file
a plan is Nov. 25, 2017.

The Debtor says that its size and debt structure are not
particularly complicated.  However, its exit strategy for a
successful Chapter 11 is complicated because of the loss of its
principal pre-petition customer, the Cancer Center of America.  In
order to successfully reorganize, the Debtor must find a new
customer base for long term operations as a hotel; new revenue
sources to replace the CTCA business in order to facilitate a
prospective sale of the business; or find a buyer or joint venture
partner to move forward with transitioning the current hotel to
more productive use as a senior living or assisted living facility.
The court heard most of this evidence in the trial this court
conducted on the motion to modify stay.  The Debtor, as opposed to
any other party in interest in this case, is best situated to
formulate a plan of reorganization that can deal with this
complexity.

The Debtor states that it will necessarily take additional time for
it to replace the lost CTCA business and at the same time proceed
with the evaluation of the feasibility of converting the hotel to a
congregate living or assisted living facility.  The Debtor needs
the time to stabilize its hotel property and also to perform the
due diligence required to evaluate the contemplated conversion to a
new use.  The Debtor expects to market the Property for sale
pursuant to Section 363 or become a joint venture partner with a
developer that already is in the congregate living assisted living
market place.

The Debtor tells the Court that it has made substantial progress in
the retention of professionals to assist in developing a viable
reorganization plan.  In addition to the work done by Stuart Gaines
that he described in detail at the trial, these, among other
things, occurred:

     a) subsequent to the trial, Mr. Delisle and Mr. Delach
        engaged Mr. Gaines to perform a follow up market study and

        a follow up feasibility study, based upon the work done by

        ARCH;

     b) the Debtor engaged ARCH to do preliminary drawings for an
        assisted living facility prior to the Petition Date.
        Subsequent to the trial, Mr. Delisle and Mr. Delach
        retained ARCH to perform follow up design services.  ARCH
        has prepared designs for two potentially viable concepts
        for conversion of the hotel.  One is a combined assisted
        living facility and memory care facility of 76 units.  It
        is contingent upon obtaining variances from applicable
        code requirements in order to reduce construction costs.
        Mr. Gaines and ARCH believe obtaining a variance is
        feasible.  The second concept is an independent senior
        living facility consisting of 46 living units;

     c) the Debtor retained special counsel to seek relief from
        the Lake County Board of Review on the 2017 assessment of
        the hotel pursuant to an order entered on Aug. 23, 2017.
        The Board of Review held a hearing on Oct. 25, 2017, at
        which it announced it would propose a reduction in the
        assessed valuation.  When that becomes final in February
        or March 2018, the reduction from the assessed valuation
        will reduce the 2017 real estate taxes, to be billed in
        2018.  Special counsel has indicated that the 2017 taxes
        would likely have been $280,000.  Based on the reduction
        in the assessed valuation, the 2017 taxes are likely to be

        $239,000;

     d) on Nov. 1, 2017, the Debtor submitted a formal written
        proposal to the Veterans Administration to become a
        participate in the Emergency Housing Program at the rate
        of $55 per day.  Participants would use rooms that would
        otherwise be unoccupied.  Participation in this program
        would help stabilize the hotel pending proposal a plan of
        reorganization.  On Nov. 21, 2017, the VA informed Mr.
        Delach that it would have a decision on Debtor's
        participation during the week of Nov. 27, 2017;

     e) the Debtor and HoiKima restaurant have executed an
        Addendum to the restaurant's lease.  The Addendum provides

        (i) that the tenant will begin paying CAM of $1,407.90 in
        November 2017; (ii) the tenant will pay a security deposit

        of $5,000 in November 2017; (iii) the tenant will pay a
        fee of $2,500 in November 2017 for renegotiating the terms

        of the lease; and (iv) the tenant will begin paying
        monthly base rent in January 2018.  In November 2017,
        HoiKima paid the Debtor $8,907.90 for CAM, security
        deposit, and the renegotiating fee; and

     f) subsequent to the Trial, the Debtor's managers have had
        communications with various mortgage brokers and
        developers in the senior living and assisted living
        market.  The people contacted include Bob Welstead, Jeff
        Smith, Mike Speilman, Brett Murphy, Jeff Hyman, Noel
        Escolona, Patrick Taylor, and representatives of AIC
        Ventures.  Each of these persons has expressed an interest

        in obtaining more information about the conversion of the
        hotel to a new use as senior living or assisted living.

The Debtor admits that it is delinquent in payment of 2016 real
estate taxes that first came due after the petition date (i.e.
second installment).  The Debtor is not currently able to pay for
the accrued costs of its professionals in this case.  However,
Debtor's managers have personally paid for the engagement of Stuart
Gaines and ARCH to move the reorganization process forward. Even
though the Debtor is not able to pay all of its post-petition
expenses as they become due, terminating exclusivity is not likely
to alter or correct that state of affairs.

The Debtor believes that Mr. Gaines will be able to complete his
second market and feasibility studies based of the two options
developed by ARCH by the end of 2017 or in January 2018.  That
information will enable the Debtor to make the decision on whether
it should continue to pursue a conversion of the use of the hotel
or start plans for marketing the Property based on its current use
as a hotel and retail/office complex.  

The Debtor says it has been unable to engage Olson in a dialogue
over how this case can come to a successful conclusion.  The Debtor
believes it has to be further along in its efforts to stabilize its
business and formulate a plan before it can engage the SBA and
unsecured creditors in a meaningful dialogue.

The initial period of exclusivity terminated on Nov. 24, 2017.  The
Debtor has not asked for any prior extensions of the period of
exclusivity.

The Debtor is seeking the extension so that it go forward with a
plan that will materially benefit all classes of creditors and
parties in interest.  If exclusivity is not extended, the only
party that is likely to plan is Olson.  However, Olson has not duty
to any of the other creditors or the estate.  He has no incentive
to propose a plan that does anything other than pay his
over-secured claim.

The only existing contingencies are whether the Debtor will be
successful in recovering on its rent claim against IMSC and whether
it will meet its projections concerning its ability to pay the
balance of the 2016 real estate taxes.  If those contingencies turn
out favorable to the Debtor, the Debtor's prospects for proposing a
confirmable plan will be substantially enhanced.

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

          http://bankrupt.com/misc/ilnb17-22394-127.pdf

                 About Market Square Hospitality

Market Square Hospitality, LLC, operates a hotel at 2723 Sheridan
Rd, Zion, Illinois 60099, USA, known as "The Inn At Market
Square".

Market Square Hospitality filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Case No. 17-22394) on July 27, 2017,
estimating its assets at up to $50,000 and its liabilities at
between $1 million and $10 million.  The petition was signed by
David Delach and Richard Delisle, managers.

Judge Janet S. Baer presides over the case.

Abraham Brustein, Esq., and Julia Jensen Smolka, Esq., at Dimonte &
Lizak, LLC, serve as the Debtor's bankruptcy counsel.


MCCLATCHY CO: Stephanie Shepherd Resigns as Controller
------------------------------------------------------
The McClatchy Company announced that Stephanie Shepherd, corporate
controller since December 2015, has resigned effective November 27
to pursue an executive finance role in the Nevada state education
sector.  A search for her replacement has begun.  

"Stephanie has been a tremendous asset to this company, a wonderful
colleague and an accomplished corporate controller," said Elaine
Lintecum, McClatchy's CFO.  "She led the finance team to a new
structure, creating centers of excellence and streamlining the
finance functions across the company.  We thank Stephanie for her
many contributions and wish her all the best in the future."  
"The past two years have been characterized by exciting changes at
McClatchy," said Shepherd.  "I've met many friends and loved my
time here, but coming from two generations of teachers, I'm excited
to pursue a career in the higher education field.  It was an honor
to work with this team of exceptionally talented professionals and
during my time here to help move the digital transformation forward
by streamlining and improving the financial process at McClatchy."

                         About McClatchy

McClatchy -- http://www.mcclatchy.com-- is a publisher of iconic
brands such as the Miami Herald, The Kansas City Star, The
Sacramento Bee, The Charlotte Observer, The (Raleigh) News &
Observer, and the (Fort Worth) Star-Telegram.  McClatchy operates
30 media companies in 14 states, providing each of its communities
with high-quality news and advertising services in a wide array of
digital and print formats. McClatchy is headquartered in
Sacramento, Calif., and listed on the New York Stock Exchange
American under the symbol MNI.

McClatchy reported a net loss of $34.19 million for the year ended
Dec. 25, 2016, compared to a net loss of $300.2 million for the
year ended Dec. 27, 2015.

                          *     *     *

McClatchy continues to hold Moody's Investors Service's "Caa1"
corporate family rating.  In December 2015, Moody's affirmed the
"Caa1" corporate family rating rating and changed the rating
outlook to stable from positive due to continued weakness in the
print advertising market and the ongoing pressure on the company's
operating cash-flow.

McClatchy continues to hold Standard & Poor's "B-" corporate credit
rating (outlook stable).  As reported by the TCR on April 2, 2014,
S&P affirmed all ratings on McClatchy including the 'B-' corporate
credit rating, and revised the rating outlook to stable from
positive.  The outlook revision to stable reflected S&P's
expectation that the timeframe for a potential upgrade lies beyond
the next 12 months, and could also depend on the company realizing
value from its digital minority interests.


MCCLATCHY CO: Widens Net Loss to $260.5 Million in Third Quarter
----------------------------------------------------------------
The McClatchy Company filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $260.47 million on $212.60 million of net revenues for the three
months ended Sept. 24, 2017, compared to a net loss of $9.80
million on $234.70 million of net revenues for the quarter ended
Sept. 25, 2016.

For the nine months ended Sept. 24, 2017, the Company reported a
net loss of $393.49 million on $658.93 million of net revenues
compared to a net loss of $37.27 million on $714.91 million of net
revenues for the nine months ended Sept. 25, 2016.

The increase in the net loss in the quarter and nine months ended
Sept. 24, 2017, compared to the same periods in 2016, was primarily
due to a pre-tax impairment charges of $171.0 million and a
non-cash deferred tax valuation allowance impairment charge of
$245.4 million.  In addition, advertising revenues were lower, but
were partially offset by a decrease in expenses.

As of Sept. 24, 2017, the Company had $1.51 billion in total
assets, $1.77 billion in total liabilities and a stockholders'
deficit of $258.65 million.

McClathcy's cash and cash equivalents were $84.0 million as of
Sept. 24, 2017, compared to $23.2 million and $5.3 million as of
Sept. 25, 2016, and Dec. 25, 2016, respectively.  

According to the Company, "We expect that most of our cash and cash
equivalents, and our cash generated from operations, for the
foreseeable future will be used to repay, restructure or repurchase
debt, pay income taxes, fund our capital expenditures, invest in
new revenue initiatives, digital investments and enterprise-wide
operating systems, make required contributions to the Pension Plan,
and for other corporate uses as determined by management and our
Board of Directors.  As of September 24, 2017, we had approximately
$805.1 million in total aggregate principal amounts of debt
outstanding, consisting of $439.7 million of our 9.00% Notes due
2022 and $365.4 million of our notes maturing in 2027 and 2029.  We
expect to continue to opportunistically repurchase or restructure
our debt from time to time if market conditions are favorable,
whether through privately negotiated repurchases of debt using cash
from operations, privately negotiated exchanges of stock or debt
for our outstanding debt or other types of tender offeres or
exchange offers or other means. We also expect that we will
refinance or restructure a significant portion of this debt prior
to the scheduled maturity of such debt. However, we may not be able
to do so on terms favorable to us or at all.  We may also be
required to use cash on hand or cash from operations to meet these
obligations.  We believe that our cash from operations is
sufficient to satisfy our liquidity needs over the next 12 months,
while maintaining adequate cash and cash equivalents to fund our
operations."

The Company generated $18.4 million of cash from operating
activities in the nine months ended Sept. 24, 2017, compared to
generating $61.3 million of cash in the nine months ended Sept. 25,
2016.  The change is partially due to the timing of income tax
payments in 2017 compared to income tax refunds in 2016.  In the
first nine months of 2017, the Company had net income tax payments
of $10.0 million compared to $0.8 million in the first nine month
of 2016.  In addition, the change in cash generated from operating
activities was due to the timing of collections of accounts
receivable, which were lower by $24.4 million.  The remaining
changes in operating activities related to miscellaneous timing
differences in various receipts and payments.  
  
The Company generated  $86.6 million of cash from investing
activities in the nine months ended Sept. 24, 2017.  The Company
received proceeds from the sale of property, plant and equipment
("PP&E") for $22.7 million, proceeds from the sale of our equity
interest in equity investments for $66.7 million, and $7.3 million
in distributions from its equity investments that exceeded the
cumulative earnings from the investee and was considered a return
of investment.  These amounts were partially offset by the purchase
of PP&E for $7.4 million and contributions to equity investments of
$2.7 million.  The Company expects total capital expenditures for
the full year of 2017 to be approximately $12.0 million.  The
Company used $10.4 million of cash from investing activities in the
nine months ended Sept. 25, 2016, which was primarily due to the
purchase of PP&E for $10.5 million.

The Company used  $26.2 million of cash for financing activities in
the nine months ended Sept. 24, 2017, compared to using $37.0
million in the nine months ended Sept. 25, 2016.  During the nine
months ended Sept. 24, 2017, the Company retired $16.9 million
principal amount of the 5.75% Notes that matured on Sept. 1, 2017,
and the Company repurchased or redeemed  $51.7 million principal
amount of its 9.00% Notes in privately negotiated transactions, for
$70.6 million in cash.  These repurchases were partially offset by
the $44.0 million increase in the Company's financial obligations
as a result of the sale and leaseback of one of its real
properties.  The use of cash in the first nine months of 2016 was
primarily related to the repurchase of debt and treasury shares.

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

                   https://is.gd/XFoPc0

                     About McClatchy

McClatchy -- http://www.mcclatchy.com-- is a publisher of iconic
brands such as the Miami Herald, The Kansas City Star, The
Sacramento Bee, The Charlotte Observer, The (Raleigh) News &
Observer, and the (Fort Worth) Star-Telegram.  McClatchy operates
30 media companies in 14 states, providing each of its communities
with high-quality news and advertising services in a wide array of
digital and print formats. McClatchy is headquartered in
Sacramento, Calif., and listed on the New York Stock Exchange
American under the symbol MNI.

McClatchy reported a net loss of $34.19 million for the year ended
Dec. 25, 2016, compared to a net loss of $300.2 million for the
year ended Dec. 27, 2015.

                          *     *     *

McClatchy continues to hold Moody's Investors Service's "Caa1"
corporate family rating.  In December 2015, Moody's affirmed the
"Caa1" corporate family rating rating and changed the rating
outlook to stable from positive due to continued weakness in the
print advertising market and the ongoing pressure on the company's
operating cash-flow.

McClatchy continues to hold Standard & Poor's "B-" corporate credit
rating (outlook stable).  As reported by the TCR on April 2, 2014,
S&P affirmed all ratings on McClatchy including the 'B-' corporate
credit rating, and revised the rating outlook to stable from
positive.  The outlook revision to stable reflected S&P's
expectation that the timeframe for a potential upgrade lies beyond
the next 12 months, and could also depend on the company realizing
value from its digital minority interests.


METAL SERVICES: Moody's Rates $425MM First Lien Term Loan 'B1'
--------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Metal Services,
LLC's (Metal Services) proposed senior secured first lien credit
facilities and a Caa1 rating to its senior secured second lien term
loan. The company plans to use the proceeds from the new term loans
to pay off its existing term loan and mezzanine debt and to pay a
shareholder dividend. Moody's affirmed the company's B2 corporate
family rating, B2-PD probability of default rating and the outlook
remains stable. The B1 rating on the existing senior secured first
lien credit facilities remains unchanged and will be withdrawn once
the refinancing is completed.

Issuer: Metal Services, LLC

Assignments:

-- $50 million Senior Secured First Lien Revolving Credit
    Facility due 2022, Assigned B1 (LGD3)

-- $425 million Senior Secured First Lien Term Loan due 2024,
    Assigned B1 (LGD3)

-- $140 million Senior Secured Second Lien Term Loan due 2025,
    Assigned Caa1 (LGD6)

Affirmations:

Issuer: Metal Services, LLC.

-- Corporate Family Rating, Affirmed B2

-- Probability of Default Rating, Affirmed B2-PD

Outlook Actions:

Issuer: Metal Services, LLC

-- Outlook, Remains Stable

RATINGS RATIONALE

Metal Services' B2 corporate family rating is supported by its
strong market position, highly-variable cost structure and the
downside protection afforded by the company's long-term contracts
with fixed fees and tiered pricing. It also reflects the high
margins it has generated through various steel sector cycles, its
ability to achieve consistent growth in the number of sites it
serves, its variable maintenance expenditures and adequate
liquidity. Metal Services' rating is constrained by its high
financial leverage, weak interest coverage and inconsistent free
cash generation due to periodic capital spending at new mill sites
in advance of cash flow generation from those sites. The company is
also reliant on the highly cyclical steel sector and has
significant customer concentration with ArcelorMittal (Ba1 stable),
though recent business wins with large customers provides some
diversity.

Metal Services plans to establish a new $425 million senior secured
first lien term loan maturing in 2024 and a new $140 million senior
secured second lien term loan due 2025 with the proceeds used to
retire its existing term loan debt of around $370 million, pay off
about $94 million of subordinated notes and pay a shareholder
dividend of approximately $100 million. The company also plans to
terminate its existing $24 million revolving credit facility and to
establish a new $50 million revolver with a 5 year maturity. The
proposed refinancing will extend the company's debt maturities by
about 3.5 years and will increase its financial flexibility.
However, it will increase its outstanding debt balance by about
$100 million.

Metals Services has recently benefitted from relatively favorable
domestic and international steel sector dynamics, and the
expectation those conditions will continue over the next 12 to 18
months. The improved US steel sector dynamics are supported by
prices in the upper end of the range of the past few years along
with moderately improved end market demand. US steel production has
increased by about 4.0% through November 18, 2017 and worldwide
steel production has risen by 5.6% through September 2017 according
to the World Steel Association. Production is expected to remain
above year ago levels for the remainder of this year and in 2018.
The higher level of steel production has aided Metal Services'
customers and its operating performance, since its revenue
generation is tied to the production levels of the steel mills that
it serves. The company is also benefitting from EBITDA generation
from new mill sites. As a result, the company's revenues and
adjusted EBITDA have increased moderately during the nine months
ended September 2017. The improved operating performance has
resulted in the adjusted leverage ratio (Debt/ EBITDA) declining to
4.3x versus 4.6x in December 2016. However, the interest coverage
ratio (EBIT/Interest Expense) has weakened to about 0.6x from 0.7x
due to the higher interest rate instituted on the revolver and term
loan when the maturities were extended in May 2016.

The company's operating results should strengthen further in 2018,
but the improvement in credit metrics will be tempered by the
increase in debt from the proposed refinancing. This will be offset
by a reduction in its interest expense due to the elimination of
the high rate subordinated debt. Moody's expect its adjusted
leverage ratio to be in the range of 4.3x-4.7x and its interest
coverage to rise to 1.1x-1.2x. These metrics will be weak for the
B2 corporate family rating, but the rating also reflects the
company's relatively strong profit margins and return on assets.

Metal Services has adequate liquidity to support operations in the
near-term. The company had $23 million of cash and net availability
of $18.5 million on its $24 million revolving credit facility as of
September 30, 2017. Its borrowing availability should increase by
about $26 million when the new revolver is established, but its
cash balance is expected to decline as part of the refinancing,
with its total liquidity improving moderately. Moody's expects the
company to generate sufficient EBITDA to cover cash interest,
maintenance capital spending and expansionary capital spending
associated with new contracts over the next 12 to 18 months.
However, free cash flow generation will depend on the extent to
which the company is awarded new contracts and whether improved
business conditions require investments in working capital.

The stable outlook reflects the likelihood that Metal Services'
operating results will continue to strengthen over the next 12 to
18 months and result in credit metrics that are appropriate for the
B2 rating. It also presumes the company will maintain adequate
liquidity to support its operations.

Metal Services' ratings are not likely to experience upward
pressure in the near term, but an upgrade could occur if the
company sustains a leverage ratio below 4.0x (Debt/EBITDA). An
upgrade would also require more conservative financial policies,
such as using internally-generated cash flow to fund a larger
percentage of the capital associated with new business wins.

The ratings would be considered for a downgrade if the company's
leverage ratio rises above 5.0x or its interest coverage remains
below 1.0x (EBIT/Interest Expense) on a sustainable basis. A
material reduction in liquidity could also pressure the rating.

Headquartered in Kennett Square, Pennsylvania, Metal Services LLC
(Phoenix Services LLC) provides on-site steel mill services and
generated about $380 million in revenues for the LTM period ended
September 30, 2017. The company was founded in 2006 and has been
majority-owned by private equity firm Olympus Partners since 2009.

The principal methodology used in these ratings was Steel Industry
published in September 2017.


METROPOLITAN DIAGNOSTIC: Case Summary & 20 Top Unsecured Creditors
------------------------------------------------------------------
Debtor: Metropolitan Diagnostic Imaging Inc.
          dba Advanced Medical Imaging Center
        111 North Wabash Avenue, Suite 620
        Chicago, IL 60602

Business Description: Based in Chicago, Illinois, Advanced Medical
                      Imaging Center has been providing
                      radiological services since 1985.  Its
                      services include diagnostic breast MRI,
                      digital screening mammography, high field
                      MRI/MRA, open MRI/MRA, digital general x-
                      ray, ultrasound, multidetector CT/CTA, DEXA
                      and fluoroscopy/arthrography.  Visit
                      https://www.amic-chicago.com for more
                      information.

Chapter 11 Petition Date: November 28, 2017

Case No.: 17-35285

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

Judge: Hon. Timothy A. Barnes

Debtor's Counsel: Monica C O'Brien, Esq.
                  GREGORY K. STERN, P.C.
                  53 W Jackson Blvd Ste 1442
                  Chicago, IL 60604
                  Tel: 312 427-1558
                  Fax: 312 427-1289
                  Email: gstern1@flash.net

                    - and -

                  Gregory K Stern, Esq.
                  GREGORY K. STERN, P.C.
                  53 West Jackson Blvd., Suite 1442
                  Chicago, IL 60604
                  Tel: 312 427-1558
                  Fax: 312 427-1289
                  Email: gstern1@flash.net
                         greg@gregstern.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Moqueet Syed, president.

A full-text copy of the petition containing, among other items,
a list of the Debtor's 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb17-32585.pdf


METROSPACES INC: Deficit Raises Going Concern Doubt
---------------------------------------------------
Metrospaces, Inc., filed its quarterly report on Form 10-Q,
disclosing a net profit of $1,912,644 on $6,803 of revenue for the
three months ended March 31, 2016, compared with a net loss of
$1,420,176 on $245,860 of revenue for the same period in 2015.

At March 31, 2016, the Company had total assets of $5.12 million,
total liabilities of $10.61 million, and $5.49 million in total
stockholders' deficit.

The Company has generated minimal revenues, has an accumulated
deficit of $12,326,014, and stockholders' deficit of $5,493,582, as
of March 31, 2016.  The continuation of the Company as a going
concern is dependent upon, among other things, continued financial
support from its stockholders and the attainment of profitable
operations.  These factors, among others, raise substantial doubt
regarding the Company's ability to continue as a going concern.
There is no assurance that the Company will be able to generate
revenues in the future.

A copy of the Form 10-Q is available at:

                       https://is.gd/wUnEAl

                      About Metrospaces, Inc.

Miami-based Metrospaces, Inc., through its subsidiaries, builds,
sells and manages condominium properties located in Argentina and
Venezuela.  In January 2015, the Company acquired Bodega IKAL, S.A.
and Bodega Silva Valent S.A. that collectively own 75 hectares of
vineyards from which they sell grapes to local wineries.


MICROVISION INC: Incurs $5.2 Million Net Loss in Third Quarter
--------------------------------------------------------------
MicroVision, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $5.24 on $6.08 million of total revenue for the three months
ended Sept. 30, 2017, compared to a net loss of $4.07 million on $4
million of total revenue for the three months ended Sept. 30,
2016.

For the nine months ended Sept. 30, 2017, the Company reported a
net loss of $16.38 million on $8.33 million of total revenue
compared to a net loss of $11.10 million on $11.85 million of total
revenue for the same period last year.

As of Sept. 30, 2017, MicroVision had $37.30 million in total
assets, $24.82 million in total liabilities and $12.47 million in
total shareholders' equity.

Operating loss for the third quarter of 2017 was $5.2 million,
compared to $4.1 million for the third quarter a year ago.
Operating loss was $16.4 million for the first nine months of 2017,
compared to $11.1 million for the first nine months of 2016.

For the third quarter of 2017, cash used in operations was $5.7
million compared to $3.8 million for the same period in 2016. For
the nine months ended Sept. 30, 2017, cash used in operations was
$7.8 million compared to cash used in operations of $10.9 million
for the same period in 2016.  The cash use for the first nine
months of 2017 reflects a $10 million upfront payment received in
the second quarter under the development and supply contract for a
leading technology company.

As of Sept. 30, 2017 backlog was $15.8 million and cash and cash
equivalents were $25.3 million.

As previously announced, Ragentek, a China-based smartphone
manufacturer and solution company, placed a $6.7 million order with
MicroVision in March 2017 for a customized model of the company's
PSE-0403 display engine. Volume shipments of engines began in July
and are ongoing.  Ragentek began shipping its smartphone with the
embedded display engine in late August. MicroVision plans to
complete fulfillment of the order in the coming months.

The PSE-0403 display engine is part of MicroVision’s engine line
of business.  Two additional scanning engines, one for 3D LiDAR
sensing and the other for interactive display, are in the
development stages.  MicroVision has been engaging with potential
customers about these engine solutions.  As a result of customer
interest in evaluating the 3D LiDAR scanning engine, the company
plans to accelerate availability of a development kit for this
engine to the end of this year, from an originally planned
timeframe of second quarter 2018.

Development kits for the interactive display engine have been
provided to select OEMs and software developers for evaluation.
Initial feedback to the company included indications of how much
time would be needed to develop software applications for the
interactive gesture and touch interface using the 3D point cloud
output by the MicroVision scanning engine as well as requests for
performance enhancements.  MicroVision is planning upgrades to this
engine based on this feedback, and commercial availability of the
engine is now planned for the second half of 2018.

During the third quarter, MicroVision continued working on a major
development and supply contract for a laser beam scanning (LBS)
system for a leading technology company.  The development work
began in April, and to date MicroVision has recognized $2.6 million
in revenue for this contract, with $1.8 million of that being
recognized in the third quarter of 2017.  MicroVision also
concluded work on two other development contracts signed last year.
MicroVision delivered concept demonstration devices to these
customers: one for augmented reality and the other for an automated
driving assistance system (ADAS).  Third quarter revenue from these
contracts totaled $1.5 million.

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

                     https://is.gd/KiQngb

                       About MicroVision
  
Redmond, Washington-based MicroVision, Inc. --
http://www.microvision.com/-- is developing its PicoP(R) display
technology that can be adopted by its customers to create
high-resolution miniature laser display and imaging modules.  This
PicoP display technology incorporates the company's patented
expertise in two-dimensional Micro-Electrical Mechanical Systems
(MEMS), lasers, optics and electronics.

The report from Microvision's independent registered public
accounting firm Moss Adams LLP, in Seattle, Washington, for the
year ended Dec. 31, 2016 includes an explanatory paragraph stating
that the Company has incurred losses from operations and has an
accumulated deficit, which raises substantial doubt about its
ability to continue as a going concern.

MicroVision reported a net loss of $16.47 million in 2016, a net
loss of $14.54 million in 2015, and a net loss of $18.12 million in
2014.


MONAKER GROUP: Buys Belize Property from A-Tech
-----------------------------------------------
Monaker Group, Inc., entered into a purchase agreement with A-Tech
LLC on behalf of its wholly-owned subsidiary Parula Village Ltd.
Pursuant to the Property Purchase Agreement, on Nov. 21, 2017, the
Company purchased from A-Tech ownership of 12 parcels of land on
Long Caye, Lighthouse Reef, Belize.  Additionally, pursuant to the
Property Purchase Agreement and an addendum thereto, A-Tech agreed
to construct 12 vacation rental residences on the Property within
270 days of closing of the transaction.

In consideration for the acquisition of the Property and the
Construction obligation, the Company issued A-Tech 600,000 shares
of restricted common stock valued at $1.5 million or $2.50 per
share.  In the event the average closing price of the Company's
common stock for the 10 trading days prior to the 90th day after
the closing of the transaction is less than $2.50 per share, the
Company has the option to issue up to an additional 100,000 shares
of its restricted common stock such that the value of the shares
issued to A-Tech totals $1.5 million (subject to the 100,000 share
maximum).  In the event any encumbrances, taxes, levies, claims or
liens of any kind are brought against the Property within 24 months
of the closing, the Company has the right at its sole discretion to
either unwind the transaction and cancel all the shares issued to
A-Tech or have A-Tech take actions to settle such claims.  A-Tech
also agreed to a leak out provision which prohibits it from selling
shares of common stock exceeding 30% of the weekly volume of the
its common stock, up to a maximum of 240,000 shares each quarter,
starting 180 days from the closing (provided that A-Tech is
prohibited from selling any shares prior to the 180th day following
the closing).  Additionally, A-Tech granted the Company (or itsr
assigns) a 48 hour first right of refusal to purchase any shares of
common stock proposed to be sold by A-Tech at $2.50 per share,
prior to A-Tech selling any such shares in the open market.

A-Tech agreed to warrant the Construction for one year after
occupancy and in the event there are any repairs required in
connection with such Construction, A-Tech agreed that if it did not
pay such repairs the Company could cancel up to 200,000 of the
shares issued to A-Tech based on a valuation for cancellation
purposes of $1 per share.

The Purchase Addendum requires that A-Tech provide architectural
plans for the Construction within 90 days of the closing of the
acquisition and complete the Construction within 270 days from the
closing.

                         About Monaker

Headquartered in Weston, Florida, Monaker Group, Inc., formerly
known as Next 1 Interactive, Inc. -- http://www.monakergroup.com/
-- operates online marketplaces for the alternative lodging rental
industry and facilitate access to alternative lodging rentals to
other distributors.  Alternative lodging rentals (ALRs) are whole
unit vacation homes or timeshare resort units that are fully
furnished, privately owned residential properties, including homes,
condominiums, apartments, villas and cabins that property owners
and managers rent to the public on a nightly, weekly or monthly
basis.  The Company's marketplace, NextTrip.com, unites travelers
seeking ALRs online with property owners and managers of vacation
rental properties located in countries around the world.  As an
added feature to the Company's ALR offering, the Company also
provides access to airline, car rental, hotel and activities
products along with concierge tours and activities, at the
destinations, that are catered to the traveler through its
Maupintour products.

LBB & Associates Ltd. LLP, in Houston, Texas, stated in its report
on the Company's consolidated financial statements for the year
ended Feb. 28, 2017, that the Company's accumulated deficit and
limited financial resources raise substantial doubt about the
Company's ability to continue as a going concern.

Monaker reported a net loss of $7.10 million on $400,277 of
revenues for the year ended Feb. 28, 2017, compared to a net loss
of $4.55 million on $544,658 of revenues for the year ended Feb.
29, 2016.  As of Aug. 31, 2017, Monaker had $6.50 million in total
assets, $4.49 million in total liabilities and $2.01 million in
total stockholders' equity.


NAVISTAR INTERNATIONAL: Director Will Not Stand for Re-Election
---------------------------------------------------------------
General (Retired) Stanley A. McChrystal notified Navistar
International Corporation that he will not stand for re-election as
director at the Company's 2018 Annual Meeting of Stockholders
scheduled to be held on Feb. 13, 2018.  General McChrystal's
decision was not in connection with any disagreement with the
Company pertaining to the Company's operations, policies or
practices, as disclosed in a Form 8-K report filed by Navistar with
the Securities and Exchange Commission.

                      About Navistar

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

Navistar reported a net loss attributable to the Company of $97
million on $8.11 billion of net sales and revenues for the year
ended Oct. 31, 2016, compared with a net loss attributable to the
Company of $184 million on $10.14 billion of net sales and revenues
for the year ended Oct. 31, 2015.  As of July 31, 2017, Navistar
had $6.08 billion in total assets, $11 billion in total
liabilities, and a total stockholders' deficit of $4.92 billion.

                          *     *     *

Navistar carries a 'B3' Corporate Family Rating (CFR) and stable
outlook from Moody's.  Moody's said in January 2017 that Navistar's
ratings reflects the continuing challenges the company faces in
re-establishing its competitive position and profitability in the
North American medium and heavy truck markets.

In October 2017, S&P Global Ratings affirmed its 'B-' corporate
credit rating on Navistar International Corp.  The outlook remains
stable.  "We could lower our ratings on Navistar if the company
faces challenges that prevent it from maintaining its
profitability, causing its credit measures to deteriorate or its
liquidity to weaken.  We could also lower our ratings if we come to
believe that Navistar is dependent upon favorable business,
financial, and economic conditions to meet its financial
commitments, or if we view the company's financial obligations as
unsustainable in the long term."

As reported by the TCR on Oct. 26, 2017, Fitch Ratings affirmed the
Issuer Default Ratings (IDRs) for Navistar International
Corporation (NAV), Navistar, Inc., and Navistar Financial
Corporation (NFC) at 'B-'.  The Rating Outlook is Stable.  Fitch
expects NAV's debt and leverage could be nearly unchanged or
increase slightly following the completion of its refinancing
plans.


NC DEVELOPMENT: Private Sale of Winchester Property for $3.3M OK'd
------------------------------------------------------------------
Judge Rebecca B. Connelly of the U.S. Bankruptcy Court for the
Western District of Virginia authorized NC Development, L.L.C.'s
private sale of real property commonly known as 320 Hope Drive,
Winchester, Virginia, Tax Map Identification Number 270-06-2, to
Sareena Corp. for $3,250,000.

The Debtor is authorized to sign and deliver a Deed and other usual
and customary documents necessary for closing the sale, and to pay
or authorize credits from the proceeds of the sale to satisfy all
liens and encumbrances against the property and such usual and
customary costs of sale, including without limitation, recording
costs and the compensation of the Real Estate Professional.

The proposed compensation of the Real Estate Professional in the
amount requested by the Debtor in the amount of $100,000 to be paid
in equal parts to the seller's agent and the buyer's agent is
approved and the Debtor is authorized to pay the approved
compensation from the proceeds of the sale at the closing of the
sale of the Property without further order or application.

                     About NC Development

NC Development, LLC, listed its business as a single asset real
estate (as defined in 11 U.S.C. Section 101(51B)) whose principal
assets are located at 320 Hope Drive, Winchester, Virginia.

The Debtor previously sought Chapter 11 protection (Bankr. D. Md.
Case No. 11-13720) on Feb. 25, 2011.

NC Development sought protection under Chapter 11 of the
Bankruptcy
Code (Bankr. W.D. Va. Case No. 17-50630) on June 29, 2017.
Matthew
Carroll, managing member, signed the petition.

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

Judge Rebecca B. Connelly presides over the case.  

Hoover Penrod PLC is the Debtor's bankruptcy counsel.  Oak Crest
Commercial Real Estate is the Debtor's real estate broker.


NEENAH FOUNDRY: Moody's Hikes CFR to B3 & Alters Outlook to Pos.
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Neenah Foundry
Company - Corporate Family and Probability of Default Ratings to B3
and B3-PD, from Caa1, and Caa1-PD, respectively. In a related
action, Moody's assigned a Caa1 to the new $120 million senior
secured term loan which matures in December 2022. Proceeds from the
new senior secured term loan will be used to repay the existing
$107 million senior secured term loan maturing in April 2019. The
rating outlook is revised to positive from stable.

The following ratings were upgraded:

Corporate Family Rating, to B3 from Caa1;

Probability of Default, to B3-PD from Caa1-PD.

The following rating was assigned:

Caa1 (LGD4), to the new $120 million senior secured term loan, due
2022.

Rating outlook: positive

The Caa2 (LGD4) rating of the existing senior secured term loan
($117 million outstanding amount) is unaffected and will be
withdrawn upon repayment of the facility.

The $75 million asset based revolving credit facility is unrated by
Moody's.

RATINGS RATIONALE

The upgrade of Neenah's Corporate Family Rating to B3 reflects the
extension of the company's debt maturity profile as a result of the
proposed debt refinancing along with recovering conditions in the
U.S. Class 8 commercial vehicle market. The proposed transaction
extends Neenah's debt maturities to 2022 from 2019 relieving
near-term liquidity rating pressures. The transaction also supports
additional financial flexibility through increased availability
under the $75 million asset based revolving credit facility.

Over the recent quarters, Neenah's improved operating performance
has been supported by higher U.S. commercial vehicle build rates,
which is expected to improve about 12% for calendar 2017. Sales to
commercial vehicle manufacturers represented about 41% of FYE
September 2017 revenues. The company's debt/EBITDA has improved to
about 4.1x (including Moody's standard adjustments) at FYE
September 30, 2017 from about 5.5x at the prior FYE. This cyclical
recovery is expected to continue into calendar-year 2018 with Class
8 commercial vehicle production further improving about 25%. In
addition, Neenah's operational performance has benefited from the
disposal of certain unprofitable facilities in fiscal 2016.

The Neenah's positive rating outlook incorporates recovering
industry conditions in the U.S. commercial vehicle market
supportive of improved profit levels, balanced by higher expected
capital expenditure levels over the next year which will moderate
free cash flow generation.

Neenah is expected to maintain an adequate liquidity profile over
the next 12-15 months supported by availability under a new $75
million asset based revolving credit facility due December 2022
(with about $65 million of availability after $3 million of pro
forma borrowings and $6 million of outstanding letters of credit
following the transaction) and nominal positive free cash flow
generation. Pro forma for the refinancing transaction, Neenah is
anticipated to have only modest amounts of cash on hand. Over the
next 12 months Moody's believes that Neenah's free cash flow will
remain nominal, in the low single digits as a percentage of debt.
During this period, higher capital expenditure levels are
anticipated be used to support additional finishing capacity and
future operational efficiencies. Neenah's cash flow cycle is
seasonal with positive cash generation in the second half of the
company's fiscal year. The facility is anticipated to mature in
December 2022. The financial covenant under the asset based
revolver is a springing minimum fixed charge coverage test, which
Moody's does not expect to spring over the near-term. The term loan
is expected to have a maximum leverage covenant test and will be
reset to support sufficient covenant cushion.

An improvement in Neenah's rating could result from the ability to
sustain current market share, growth, and pricing trends such that
EBITA/Interest is sustained above 3.3x and Debt/EBITDA below 3.5x
while demonstrating a financial policy that is focused on debt
reduction rather than shareholder returns.

The rating or outlook could be lowered if the North American
commercial vehicle and casting markets experience demand trends
resulting in EBITA margins sustained below 5%, EBIT/Interest
sustained below 2x and debt/EBITDA above 4.5x. The initiation of
large shareholder distribution or the inability to refinance the
term loan over the coming months could also lower the company's
rating.

The principal methodology used in these ratings was "Global
Automotive Supplier Industry" published in June 2016.

Neenah Foundry Company, headquartered in Neenah, Wisconsin,
manufactures gray and ductile iron castings and forged components
for sale to industrial and municipal customers. Industrial castings
are custom engineered and produced for customers in several
industries, including the medium- and heavy-duty truck components,
farm equipment, construction equipment, and material handling
equipment. Municipal castings include manhole covers and frames,
storm sewer frames and grates, tree grates, and specialty castings.
Neenah is a wholly owned subsidiary of Neenah Enterprises, Inc.,
which is controlled by private investment funds affiliated with
Golden Tree Asset Management and others. Revenues for fiscal year
ending September 30, 2017 were $366 million.


NEOVASC INC: Appeals Court Affirms $112MM Verdict in CardiAQ Case
-----------------------------------------------------------------
The United States Court of Appeals for the Federal Circuit affirmed
the judgment of the United States District Court for the District
of Massachusetts in the case of CardiAQ Valve Tech., Inc. v.
Neovasc Inc. and denied the petition for panel rehearing and en
banc rehearing filed by CardiAQ Valve Technologies, Inc. and denied
the petition for en banc rehearing filed by the Company.  The
mandate of the court was issued on Nov. 13, 2017.

In summary, the appeals process is now exhausted.  The full
judgment of approximately US$112 million, of which approximately
US$70 million is already held in an escrow account, became due on
Nov. 13, 2017.  Neovasc said it will continue to evaluate all
options available to the Company relating to the requirement to pay
the damages and fund the remaining US$42 million not held in
escrow, which exceeds the Company's current cash resources.

                       About Neovasc Inc.

Based in Richmond, British Columbia, Neovasc is a specialty medical
device company that develops, manufactures and markets products for
the rapidly growing cardiovascular marketplace.  Its products
include the Neovasc Reducer, for the treatment of refractory angina
which is not currently available in the United States and has been
available in Europe since 2015 and the Tiara, for the transcatheter
treatment of mitral valve disease, which is currently under
investigation in the United States, Canada and Europe.  The Company
also sells a line of advanced biological tissue products that are
used as key components in third-party medical products including
transcatheter heart valves.  For more information, visit:
www.neovasc.com.

Neovasc reported a loss of US$86.49 million for the year ended Dec.
31, 2016, following a loss of US$26.73 million for the year ended
Dec. 31, 2015.  As of Sept. 30, 2017, Neovasc had US$81.75 million
in total assets, US$114.73 million in total liabilities and a total
deficit of US$32.98 million.

Grant Thornton LLP, in Vancouver, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, emphasizing that the Company was named in a
litigation and that the court awarded $112 million in damages
against it.  This condition, along with other matters, indicate the
existence of a material uncertainty that may cast significant doubt
about the Company's ability to continue as a going concern, the
auditors said.


NEOVASC INC: CFO Presented at the 29th Annual Healthcare Conference
-------------------------------------------------------------------
Chris Clark, chief financial officer of Neovasc Inc., made a
presentation at the 29th Annual Piper Jaffray Healthcare Conference
on Wednesday, November 29th at 7:50 am ET at the Lotte New York
Palace in New York City.  A live audio webcast of the presentation
will be available on the Investors page of Neovasc's website at
www.neovasc.com.

                         About Neovasc Inc.

Headquartered in British Columbia, Canada, Neovasc is a specialty
medical device company that develops, manufactures and markets
products for the rapidly growing cardiovascular marketplace.  Its
products include the Neovasc Reducer, for the treatment of
refractory angina which is not currently available in the United
States and has been available in Europe since 2015 and the Tiara,
for the transcatheter treatment of mitral valve disease, which is
currently under investigation in the United States, Canada and
Europe.  The Company also sells a line of advanced biological
tissue products that are used as key components in third-party
medical products including transcatheter heart valves.  For more
information, visit: www.neovasc.com.

Neovasc reported a loss of US$86.49 million for the year ended Dec.
31, 2016, following a loss of US$26.73 million for the year ended
Dec. 31, 2015.  As of Sept. 30, 2017, Neovasc had US$81.75 million
in total assets, US$114.73 million in total liabilities and a total
deficit of US$32.98 million.

Grant Thornton LLP, in Vancouver, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, emphasizing that the Company was named in a
litigation and that the court awarded $112 million in damages
against it.  This condition, along with other matters, indicate the
existence of a material uncertainty that may cast significant doubt
about the Company's ability to continue as a going concern, the
auditors said.


NEW GOLD: S&P Alters Outlook to Stable on Rainy River's Progress
----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Toronto-based
mining company New Gold Inc. to stable from negative.

At the same time, S&P Global Ratings affirmed its 'B' long-term
corporate credit rating on New Gold as well as its issue-level
rating on the company's unsecured notes. The '3' recovery rating on
the unsecured notes is unchanged and reflects S&P's view of
meaningful (50%-70%; rounded estimate 60%) recovery in a simulated
default scenario.

S&P said, "The outlook revision primarily reflects our expectation
that New Gold's financial risk profile and liquidity will stabilize
following the recent commercial production attainment at the
company's Rainy River mine. After several delays, the mine ramp-up
is progressing generally in line with our expectations. We assume
that full throughput from Rainy River and favorable gold and copper
prices will primarily lead to higher earnings and cash flow
generation in 2018, and contribute to improvement in New Gold's
liquidity position. In our view, the company is now less sensitive
to potential execution risks and higher-than-expected mine
development costs and on the path to improving its credit measures.
We estimate the company will generate an adjusted debt-to-EBITDA of
below 4x and funds from operations (FFO)-to-debt above 20% over the
next two years, which are commensurate with the ratings and stable
outlook.

"The stable outlook reflects S&P Global Ratings' expectation for
New Gold to generate improved credit measures with adjusted
debt-to-EBITDA trending toward the low-3x area in 2018 but we
expect volatility to remain a factor until Rainy River achieves
steady state output. The outlook also reflects our expectation that
the company will maintain adequate liquidity.

"We would consider a downgrade if New Gold's adjusted
debt-to-EBITDA ratio increased well above 5x, with reduced
prospects for de-leveraging. In this scenario, we would expect free
cash flow deficits and deteriorating liquidity position from a
severe drop in gold prices or higher-than-expected capital
expenditures.

"We could consider a positive rating action if, over the next 12
months, we believe New Gold can sustain an adjusted debt-to-EBITDA
of about 3x while maintaining adequate liquidity. We would also
expect the company to generate gold output in line with our
estimates, with improved visibility for positive free cash flow
generation as its Rainy River mine progresses toward steady state
output."


NORTHWEST GOLD: Wigger Estate Tries to Block Plan Confirmation
--------------------------------------------------------------
The Estate of Wigger filed with the U.S. Bankruptcy Court for the
District of Alaska an objection to the confirmation of Northwest
Gold, LLC's plan of reorganization and approval of the disclosure
statement explaining the plan.

According to Wigger, NWG's plan is contrary to the U.S. Bankruptcy
Code and a recent U.S. Supreme Court decision.

The terms of NWG's plan, Wigger claims, show bad faith.  Wigger
says that NWG's plan is not in the best interest of the creditors,
but only in the best interest of one creditor, and it is not
feasible.  NWG's disclosure statement does not provide adequate
information for a hypothetical reasonable investor or the relevant
class to make an informed decision about its proposed plan.  It
would be an error for the Court to confirm NWG's proposed plan.

Wigger states that the central lynchpin of NWG's plan is the
Section 1129(b) "cramdown" in an effort to force Wigger to sell its
undisputed real property interest to AER at a bargain basement
price.  It would be clear error, according to the 2012 decision by
the U.S. Supreme Court, RadLAX Gateway Hotel, LLC v. Amalgamated
Bank, to confirm NWG's plan, which expects to sell Wigger's
collateral at a substantially reduced price, Wigger says.

According to Wigger, the plan is fair and equitable if one of three
elements is satisfied:

     (i) the secured creditor retains its lien on the property and

         receives deferred cash payments;

    (ii) the property is sold free and clear of the lien, 'subject

         to Section 363(k),' and the creditor receives a lien on
         the proceeds of the sale.  Section 363(k), in turn,
         provides that 'unless the court for cause orders
         otherwise the holder of such claim may bid at such sale,
         and, if the holder of such claim purchases such property,

         such holder may offset such claim against the purchase
         price of such property' -- i.e., the creditor may credit-
         bid at the sale, up to the amount of its claim; and

   (iii) the plan provides the secured creditor with the
         "indubitable equivalent" of its claim.

Wigger says that to prohibit it from credit-bidding and force it to
sell its interest at the depressed price of $1 million is contrary
to common-sense, the law, and violates Wigger's right to
credit-bid.
A copy of the Objection is available at:

          http://bankrupt.com/misc/akb17-00100-161.pdf

As reported by the Troubled Company Reporter on Nov. 14, 2017,
Wigger filed with the Court a disclosure statement in support of
its proposed Chapter 11 liquidation plan, dated July 27, 2017, for
Northwest Gold, LLC. Under the liquidation plan, unsecured
creditors in class 4 and class 5 cannot receive anything from the
Plan or outside the Plan.

Wigger is represented by:

     Jo A. Kuchle, Esq.
     CSG, Inc.
     714 Fourth Avenue, Suite 200
     Fairbanks, AK 99701
     Tel: (907) 452-1855
     Fax: (907) 452-8154
     E-mail: jkuchle@alaskalaw.com

                   About Northwest Gold

Northwest Gold LLC owns a real property along Park Highway in
Ester, Alaska, which it values at $14 million.  Northwest sells
washed mine tailings from the property, grossing $170,000 from
sales in 2016.

Northwest Gold filed a Chapter 11 petition (Bankr. D. Alaska Case
No. 17-00100) on March 21, 2017.  The petition was signed by Robert
Knappe, Jr., manager.  The Debtor disclosed $26.02 million in
assets and $12.01 million in liabilities.  The Debtor is
represented by Erik LeRoy, Esq., at Erik LeRoy, P.C.


OCEAN CLUB: Has Interim OK to Use Cash Collateral; Dec. 4 Hrg. Set
------------------------------------------------------------------
The Hon. Henry A. Callaway of the U.S. Bankruptcy Court for the
Northern District of Florida granted on an interim basis, pending a
further hearing to be held on Dec. 4, 2017, at 9:30 a.m. Central
Time, authorization to Ocean Club of Walton County, Inc., to use
cash collateral.

The Debtor is authorized to use cash, deposit accounts, accounts
receivable, and proceeds from the sale of inventory to pay ordinary
and expenses.

The Debtor will maintain insurance coverage for the Collateral in
accordance with its obligations under the loan and security
documents with Hancock Bank.

Hancock Bank is granted a replacement lien on the Debtor's cash in
the amount of $9,961.50 as adequate protection for the Debtor's use
of the Hancock cash collateral to fund the Debtor's payroll due on
Nov. 17, 2017, in the amount of $9,085 and for the Debtor's use of
the balance of the Hancock cash collateral as authorized by the
court order.

A copy of the court order is available at:

           http://bankrupt.com/misc/flnb17-31019-41.pdf

                         About Ocean Club

Headquartered in Miramar Beach, Florida, Ocean Club of Walton
County, Inc. -- http://theoceanclubdestin.com/-- operates the
Ocean Club seafood restaurant located at the entrance to Tops'l
Beach & Racquet Resort and across the street from Sandestin Golf
and Beach Resort in Destin.  The restaurant's menu includes Smoked
Scottish Salmon, Steamed Prince Edward Island Mussels Provencale,
Buttermilk Fried Calamari, and Shrimp Cocktail.  The Ocean Club
prides itself on providing live entertainment from the Emerald
Coast artists.  

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Fla. Case No. 17-31019) on Nov. 14, 2017, estimating its assets at
between $500,000 and $1 million and liabilities at between $1
million and $10 million.  The petition was signed by Cary Shahid,
president. Judge Jerry C. Oldshue Jr. presides over the case.

Jodi Daniel Cooke, Esq., at Stichter, Riedel, Blain & Postler,
P.A., serves as the Debtor's bankruptcy counsel.


OSSO LLC: Unsecureds to Recoup 100% at 1% Interest in 10 Years
--------------------------------------------------------------
Osso, LLC, filed with the U.S. Bankruptcy Court for the District of
Arizona a disclosure statement dated Nov. 13, 2017, for its plan of
reorganization dated Nov. 13, 2017.

Class Six Unsecured Deficiency Claims and Unsecured Claims consists
of all unsecured deficiency claims and unsecured claims against the
Debtor.  The Debtor estimated unsecured claims in this class in the
amount of $61,152.04.

Class 6 is impaired by the Plan.

The Plan provides that each and every holder of a Class 6 Allowed
Claim will be paid 100% of the allowed amount of their claims at 1%
interest on the unpaid balance in equal monthly installments in 120
equal monthly installments with the first payment due 60 days from
the Effective Date.  Any liens held by the Class 6 creditors will
be null and void and removed as of the Effective Date.

Consummation of the Plan will occur upon the funding of the
contributions due from participating investors hereunder if
required; and commencement of disbursements to impaired creditors
as provided in the Plan.

Potential investors may be allowed to acquire a percentage of
interest or a percentage thereof, in the reorganized debtor.  These
proceeds, in conjunction with the Debtor's property revenues and
inherent future appreciation, will provide the necessary funds to
Debtor to pay creditors under the Plan.

A copy of the Disclosure Statement is available at:

            http://bankrupt.com/misc/azb17-06737-78.pdf

                          About OSSO, LLC

OSSO, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.Ariz.
Case No. 17-06737) on June 14, 2017.  Eric Slocum Sparks, Esq., at
Law Offices of Eric Slocum Sparks, P.C. serves as bankruptcy
counsel.

The Debtor's assets and liabilities are both below $1 million.


PANTAGIS DINER: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Pantagis Diner, LLC
        3126 Woodbridge Avenue
        a/k/a 41 Lehigh Avenue
        Edison, NJ 08837

Business Description: Based in Edison, New Jersey, Pantagis Diner,
                      LLC is a small organization in the
                      restaurants industry founded in 2008.  The
                      restaurant offers sandwiches, wraps and
                      paninis, burgers, and Italian cuisine and
                      seafood.  Visit http://pantagisdiner.com
                      for more information.

Chapter 11 Petition Date: November 28, 2017

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

Case No.: 17-33944

Judge: Hon. Kathryn C. Ferguson

Debtor's Counsel: Tomas Espinosa, Esq.
                  TOMAS ESPINOSA, ESQ.
                  8324 Kennedy Boulevard
                  North Bergen, NJ 07047
                  Tel: 201-223-1803
                  Fax: 201-223-1893
                  Email: te@lawespinosa.com

Total Assets: $850,000

Total Liabilities: $1.20 million

The petition was signed by Stephen A. Pantagis, sole member.

A full-text copy of the petition containing, among other items,
a list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb17-33944.pdf


PARETEUM CORP: Believes to Have Satisfied NYSE's Equity Rule
------------------------------------------------------------
Pareteum Corp. announced pro forma Stockholders' Equity as of Nov.
27, 2017, which incorporates the Company's (i) sales of common
stock and preferred stock, including the public offering of shares
of common stock on Oct. 10, 2017 and a public offering of shares of
common stock, Series B Convertible Preferred Stock and warrants on
Nov. 9, 2017, (ii) the acquisition of an interest in Artilium, plc
as previously reported on Form 8-K filed with the Securities and
Exchange Commission on Oct. 16, 2017, and (iii) net loss and other
comprehensive loss.  The Company had previously announced
Stockholders' Equity as of Sept. 30, 2017 on Nov. 13, 2017.  After
adjusting for the sale of the securities, acquisition of an
interest in Artilium, net loss and other comprehensive loss from
Oct. 1, 2017 through Nov. 27, 2017, the Company announced pro forma
Stockholders' Equity of approximately $10,563,993 on a pro-forma
basis as of Nov. 27, 2017.  Subject to review by the NYSE American
LLC, the Company believes that it has satisfied Section 1003(a)(i),
Section 1003(a)(ii), Section 1003(a)(iii), and Section 1003(a)(iv)
of the NYSE MKT Company Guide and as a result will be fully in
compliance with the NYSE continuing listing standards.

                       About Pareteum

New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com--
is an international provider of business software and services to
the telecommunications and financial services industry.

Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, has an
accumulated deficit of $287,080,234 and has negative working
capital.  This, according to the auditors, raises substantial doubt
about the Company's ability to continue as a going concern.

Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, following a net loss of $5 million for the year
ended Dec. 31, 2015.  The Company's balance sheet as of Sept. 30,
2017, showed $10.28 million in total assets, $15.16 million in
total liabilities and a total stockholders' deficit of $4.87
million.


PASHA GROUP: S&P Raises Senior Secured Term Loan Rating to 'BB-'
----------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on The Pasha
Group's proposed senior secured term loan to 'BB-' from 'B' and
revised its recovery rating to '1' from '3' following the company's
revision of the terms of the loan. The '1' recovery rating
indicates S&P's expectation for very high (90%-100%; rounded
estimate: 95%) recovery in the event of a default.

The company has reduced the size of the term loan by $110 million
(to $150 million) and moved up the maturity date by one year to
2022. In addition, the amortization on the term loan will now
include $20 million in the first year and $25 million annually
thereafter. Pasha has indicated that it still plans to use the
proceeds from the proposed term loan to repay its existing debt
balances. Although the term loan is smaller than the company had
previously proposed, S&P expects its outstanding debt levels to
remain the same as under our previous forecast.

S&P said, "We note that TOTE Inc. has begun the construction of
four Jones Act vessels that could enter the Hawaiian shipping
market in which Pasha participates. We view this as a longer-term
risk to Pasha's business because the construction of these vessels
will not likely conclude until 2020 (or later) and the vessels
cannot deploy until TOTE secures access to a Hawaiian terminal,
which could take several more years. We will continue to monitor
this development and its potential impact on Pasha's competitive
position in the Hawaiian trade market.

"Our ratings on Pasha reflect the company's participation in the
competitive and capital-intensive shipping industry. The ratings
also reflect the company's exposure to cyclical demand swings, its
narrow geographic focus, and its relatively small fleet of six
vessels. Offsetting some of these weaknesses are its end-market
diversity and good position in the Hawaiian shipping market. Our
assessment of Pasha's financial risk incorporates our expectation
that the company will maintain adjusted debt leverage of around 5x
with moderate positive free operating cash flow (FOCF) over the
next 12 months. We estimate that Pasha's credit measures will
remain relatively steady over the next 12 months. However, the
inherent potential for volatility in the company's industries could
affect its credit measures during a downturn."

RECOVERY ANALYSIS

Key analytical factors

S&P said, "Our simulated default scenario contemplates a default in
2020 and assumes there is a broader economic slowdown that reduces
the demand for transportation of all cargo types, including
automobiles, industrial products, and off-highway equipment. As a
result, the company is unable to renew its contracts at favorable
rates. These disruptions would hurt its operations and depress its
earnings and margins, leading to a liquidity crisis and
hypothetical default in 2020.

"In evaluating the recovery prospects associated with the
underlying assets, we used a discrete asset value (DAV) methodology
because we believe it provides the best estimate of stressed value
for this capital-intensive business. To arrive at our value, we
applied realization rates to the company's assets and considered
the fleet's appraised fair market value with some additional
discounts to reflect the adverse conditions in which it might
default."

Simulated default and valuation assumptions:

-- Simulated year of default: 2020
-- LIBOR of 250 basis points.
-- $65 million asset-based lending (ABL) revolver will be 60%
drawn at default.

Simplified waterfall:

-- Net discrete asset value (after 5% admin. costs): $310 million
-- Valuation split (obligors/nonobligor P/nonobligor M):
49%/36%/15%
-- Priority claims: $35 million
-- Value available to secured debt claims: $116 million
-- Secured first-lien debt claims: $110 million
    --Recovery expectations: 90%-100% (rounded estimate: 95%)
Note: All debt amounts include six months of prepetition interest.

RATINGS LIST

  The Pasha Group
   Corporate Credit Rating         B/Stable/--

  Rating Raised; Recovery Rating Revised
                                   To                 From
  The Pasha Group
   Senior Secured
    $150mil Term Loan Due 2022     BB-                B
     Recovery Rating               1(95%)             3(65%)


PAYMEON INC: Operating Losses Raise Going Concern Doubt
-------------------------------------------------------
PayMeOn, Inc., filed its quarterly report on Form 10-Q, disclosing
a net loss of $799,407 on $11,032 of total revenue for the three
months ended March 31, 2017, compared with a net loss of $1,511,481
on $89,620 of total revenue for the same period in 2016.

At March 31, 2017, the Company had total assets of $1.54 million,
total liabilities of $2.73 million, and $1.18 million in total
stockholders' deficit.

Since inception, the Company has incurred net operating losses and
used cash in operations.  As of March 31, 2017, the Company has an
accumulated deficit of $13,089,596, a working capital deficiency of
$1,881,359 and used cash in operations of $1,563,692 for the three
months ended March 31, 2017.  Losses have principally occurred as a
result of the substantial resources required for research and
development and marketing of the Company's products which included
the general and administrative expenses associated with its
organization and product development.

The acquisition of Rockstar and commencement of production related
to the products the Company will produce will require substantial
additional investment in plant and equipment.  In addition, the
Company will have to invest substantial sums in the creation of a
sales and marketing program designed to introduce its products to
the industry.

These conditions raise substantial doubt about the Company's
ability to continue as a going concern.

A copy of the Form 10-Q is available at:

                       https://is.gd/NZRXam

                        About PayMeOn, Inc.

Headquartered in Oakland Park, Fla., PayMeOn, Inc., engages in the
retail sale of electric bicycles.  The company offers its electric
bicycles through retail store, as well as online through
irideelectric.com.


PHOENIX SERVICES: S&P Alters Outlook to Stable & Affirms 'B' CCR
----------------------------------------------------------------
Kennet Square, Pa.-based steel-mill services provider Phoenix
Services International LLC has announced its intention to refinance
its $371 million first-lien term loan, which is currently due in
June 2019, and its $94 million subordinated notes.

S&P Global Ratings is thus affirming its 'B' corporate credit
rating on Phoenix Services International LLC and revised its
outlook to stable from negative.

S&P said, "At the same time, we assigned our 'B+' issue-level
rating to the company's $50 million revolving credit facility due
in 2022 and $425 million first-lien term loan due in 2024. The
recovery rating is '2', reflecting our expectation of substantial
(70%-90%; rounded estimate: 75%) recovery in the event of a payment
default.

"We also assigned our 'CCC+' issue-level rating to the company's
$140 million second-lien term loan due in 2025. The recovery rating
is '6', reflecting our expectation of negligible (0%-10%; rounded
estimate: 0%) recovery in the event of a payment default. The
revision of the outlook to stable incorporates our view that the
proposed refinancing will eliminate our capital structure concerns.
That said, the $100 million dividend, paid to the private equity
owners during the proposed refinancing, confirms our view of an
aggressive financial strategy. This is in line with our expectation
that Phoenix Services' private equity ownership would limit the
company's ability to maintain stronger credit metrics. We expect
Phoenix to generate cash flow from operations of $65 million-$75
million over the next 12 months. While Phoenix could use this level
of cash flow to decrease leverage, we expect the company to either
continue to enter new sites, which would require elevated capital
spending or eventually pay a portion of the cash as a dividend. Our
rating affirmation reflects our expectation that the company will
generate adjusted debt to EBITDA of 5x-5.5x and EBITDA interest
coverage of 2x-2.5x over the next 12 months. We also expect Phoenix
Services to continue to generate above-average EBITDA margins
relative to peers.

"The stable outlook on Phoenix Services incorporates our
expectation that the company will generate improved EBITDA based on
mid-single-digit percentage revenue growth and stable EBITDA
margins. This positive operational performance is partially offset
by our view that the private equity owner will employ an aggressive
financial strategy, which may keep leverage elevated. We expect
Phoenix to generate adjusted debt to EBITDA of 5x-5.5x and EBITDA
interest coverage of 2x-2.5x over the next 12 months."


POST EAST: May Use Connect REO's Cash Collateral Until December
---------------------------------------------------------------
The Hon. Ann M. Nevins of the U.S. Bankruptcy Court for the
District of Connecticut has entered a ninth order authorizing Post
East, LLC, to use rentals and other funds that may constitute cash
collateral in which Connect REO, LLC, asserts secured interests,
for the months of November and December 2017.

A continued hearing on the use of cash collateral is scheduled for
Dec. 20, 2017, at 10:00 a.m.

The use of cash collateral, or escrow for future use, may be up to
the total amount of expenses projected to be $11,266 for November
and $11,266 for December of cash and rental proceeds in accordance
with the budget, allowing up to 10% overage in any category without
further order, for the period from Nov. 1, 2017, through Dec. 31,
2017, or through the occurrence of the Effective Date of a
confirmed plan of reorganization, whichever is earlier, which sum
includes two monthly adequate protection payments of $6,500 each
payable to secured creditor Connect REO, LLC, and to be mailed to
its attorney of record, Linda St. Pierre.

To the extent the interest of Respondent in such cash collateral
may be proven, and to the extent the cash collateral is used, the
claimant is granted secured interests in all post-petition rents
and leases as the same may be generated, provided, however that the
post-petition secured interest will be subordinate to all Chapter
11 quarterly fees that will become due pursuant to 28 U.S.C.
Section 1930(a)(6).

A copy of the court order is available at:

          http://bankrupt.com/misc/ctb16-50848-262.pdf

As reported by the Troubled Company Reporter on Sept. 7, 2017, the
Court entered an eight order authorizing the Debtor to use cash
collateral for the months of September and October 2017.

                       About Post East LLC

Post East, LLC, owns real estate at 740-748 Post Road East,
Westport, Connecticut.  The property is a commercial real estate
which presently has seven leased spaces.  The secured creditor is
Connect REO, LLC, which is owed $1,043,000.

Post East filed for Chapter 11 bankruptcy protection (Bankr. D.
Conn. Case No. 16-50848) on June 27, 2016.  The petition was signed
by Michael F. Calise, member.  The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the
filing.
  
The Debtor's bankruptcy counsel is Carl T. Gulliver, Esq., at Coan
Lewendon Gulliver & Miltenberger LLC.  The Debtor's mortgage broker
is Richard J. Chappo of Chappo LLC.

On Feb. 2, 2017, Connect REO, LLC, a secured creditor, filed a
disclosure statement, which explains its proposed Chapter 11 plan
for the Debtor.


POST HOLDINGS: Moody's Rates Proposed $1BB Sr. Unsecured Notes B3
-----------------------------------------------------------------
Moody's Investors Service has assigned a B3 rating to Post
Holdings, Inc.'s proposed $1 billion 10-year senior unsecured
notes. Net proceeds from the offering will be used primarily to
redeem $630 million of existing 6.00% senior unsecured notes due
2022 and to fund a portion of the pending acquisition of Bob Evans
Farms, Inc. The ratings outlook is positive.

On September 19, 2017, Post announced that it would purchase Bob
Evans for $1.6 billion enterprise value. Post plans to close the
transaction by year end using its existing $1.5 billion of cash on
hand along with net proceeds from offering. The Bob Evans
transaction follows closely on the heels of Post's GBP1.4 billion
($1.8 billion) acquisition of UK cereal company Weetabix that
closed in early July 2017.

Moody's expects Post's pro forma debt/EBITDA at closing to
approximate 6.5x. Thereafter, the company should be able to reduce
leverage by at least a half-turn per year through earnings growth
and voluntary repayments on its $2 billion senior secured term loan
due 2024.

Rating assigned:

Post Holdings, Inc.

Proposed $1.0 billion senior unsecured notes due January 2028 at B3
(LGD 5)

RATINGS RATIONALE

The B2 Corporate Family Rating reflects Post's investment holding
company profile that is characterized by a serial
growth-through-acquisitions strategy and related periods of high
financial leverage. The ratings are supported by the attractive
profit margin and strong cash flow Post generates within the slowly
declining, but highly profitable US ready-to-eat cereal category.
The company's major commercial egg business also is an important
contributor to earnings. However, this commodity business generates
much lower margins and over the past two years has experienced
periods of high volatility related to the 2015 US avian flu
pandemic. Finally, the ratings are supported by improved geographic
diversification provided through the $1.8 billion acquisition of
UK-based Weebatix Food Company earlier this year, Post's first
significant investment outside of North America.

The positive rating outlook reflects improvement in Post's scale
and diversification over the past several years that has been
achieved through acquisitions and, to a lesser extent, core
earnings growth.

The ratings could be upgraded if the pace of Post's acquisition
slows, operating profit margins stabilize in both the RTE cereal
and commercial egg businesses and the company sustains its ability
to restore debt/EBITDA to below 6.0 times within 12-18 months
following a leveraged acquisition.

The ratings could be downgraded if operating performance
deteriorates, if debt to EBITDA is sustained above 7.0 times, or if
free cash flow turns negative.

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

CORPORATE PROFILE

Post Holdings, based in St. Louis Missouri, is a manufacturer of
shelf-stable cereal, value-added egg products, branded potatoes and
cheese, active nutrition products and private label peanut butter
and granola. Pro-forma annual sales approximate $5.5 billion.


POST HOLDINGS: S&P Assigns 'B' Rating on $1BB Unsec. Notes Due 2028
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level ratings to Post
Holdings Inc.'s proposed $1 billion senior unsecured notes due
2028.

S&P said, "The recovery rating is '4', indicating our expectation
for average (30%-50%; rounded estimate: 30%) recovery in the event
of a payment default. The company intends to use proceeds to redeem
its $630 million 6% senior unsecured notes due 2022, to finance a
portion of the acquisition of Bob Evans Farms Inc., for general
corporate purposes, and to pay fees and expenses. We will withdraw
the ratings on the currently outstanding notes when the redemption
is complete. The company's existing senior unsecured notes remain
rated 'B' with a '4' recovery; these include the company's $1
billion 5.5% notes due 2025, $400 million ($137 million
outstanding) 8% notes due 2025, $1.75 billion 5% notes due 2026,
and $1.5 billion 5% notes due 2027. The ratings on the company's
$2.2 billion term senior secured term loan B due 2024 remains 'BB-'
with a '1' recovery rating, indicating our expectation of very high
recovery (90%-100%; rounded estimate: 95%) in the event of a
default.

"Our other ratings on the company, including the 'B' corporate
credit rating, are unaffected by this transaction. The outlook
remains positive.

"Pro forma for the Weetabix and Bob Evans acquisitions and this
debt issuance, we estimate debt leverage of just over 6x, about
$7.6 billion in reported debt outstanding, and $7.8 billion in
adjusted debt outstanding (including intermediate equity treatment
on the company's preferred stock)."

Post is a holding company with operating companies that
manufacture, market, and distribute branded and private-label
ready-to-eat (RTE) cereals, granola, foodservice and retail eggs,
potato, cheese and pasta, and peanut butter, nut butters, dried
fruit, and nuts. Post has shifted its strategy from a pure-play
cereal manufacturer to a holding company that has diversified its
business mix with several acquisitions. S&P said, "We expect the
company will continue to diversify as it makes additional
acquisitions. Geographic diversification will remain limited, with
more than 80% of pro forma sales generated in the U.S. and the
remainder mostly split between the U.K. and Canada. Weetabix will
further increase Post's operating scale and add free operating cash
flow, despite an overall category decline in RTE cereals. We also
view the acquisition of Bob Evans favorably for the company as it
will complement its existing Michael Foods business from a product
and management expertise perspective in both the retail and
foodservice channels. The acquisition will add products that are
sold in the perimeter of the store with growth rates that have
outpaced those of the overall packaged food industry. We expect the
company to continue to be acquisitive."
  
RECOVERY ANALYSIS

Key analytical factors:

Capital structure:

The issuer of all of the company's debt is Post Holdings Inc. After
this transaction, the company's debt structure will consist of:

-- $800 million revolving credit facility due 2022;
-- $2.2 billion senior secured term loan B due 2024;
-- $1 billion 5.5% senior unsecured notes due 2025;
-- $400 million ($137 million outstanding) 8% senior unsecured
notes due 2025;
-- $1.75 billion 5% senior unsecured notes due 2026;
-- $1.5 billion 5.75% senior unsecured notes due 2027; and
-- $1 billion senior unsecured notes due 2028.

Simulated default assumptions:

S&P's simulated default scenario is driven by strained liquidity
from weak sales and profitability. This could occur as a result of
heightened competitive pressures, combined with higher commodity
costs and consumer preference for other products, or a major
product recall. These factors hamper margins and cash flow,
resulting in an inability to meet fixed charges.

-- Year of default: 2020
-- EBITDA at emergence: $698 million
-- Implied enterprise value multiple: 7x

The emergence-level EBITDA takes into consideration a 25%
operational adjustment (to reflect some recoupment of sales volume
and cost-cutting efforts that improve margins) on top of the
default-level EBITDA. The default EBITDA roughly reflects
fixed-charge requirements of about $434 million in interest costs
(we assume a higher rate because of default and include prepetition
interest), $22 million in debt amortization, and $102 million in
minimal capital expenditures (capex) assumed at default. S&P
estimates a gross valuation of $4.9 billion, assuming a 7x EBITDA
multiple. This is within the range S&P used for some of the
company's peers.

Calculation of EBITDA at emergence:

-- Debt service assumption: $456 million (assumed default year
interest and amortization)
-- Minimum capex assumption: $102 million Preliminary emergence
EBITDA: $558 million
-- Operational adjustment: 25%
-- Emergence EBITDA: $698 million

Simplified waterfall

-- Gross recovery value: $4.9 billion
-- Net recovery value for waterfall after administrative expenses
(5%): $4.6 billion
-- Obligor/nonobligor valuation split: 85%/15%
-- Collateral value available to secured debt: $4.4 billion
-- Estimated senior secured claims: $2.9 billion
-- Recovery range for senior secured debt: 90%-100%; rounded
estimate: 95%
-- Remaining value to unsecured claims: $1.8 billion
-- Estimated unsecured debt claims: $5.5 billion
-- Recovery range for senior unsecured debt: 30%-50%; rounded
estimate: 30%
*All debt amounts include six months of prepetition interest.

RATINGS LIST
  Post Holdings Inc.
   Corporate credit rating         B/Positive/--

  Ratings Assigned
  Post Holdings Inc.
   Senior unsecured   
  $1 bil. notes due 2028           B
    Recovery rating                4(30%)


PREFERRED VINTAGE: Full Payment for Unsecureds Over 12 Months
-------------------------------------------------------------
Preferred Vintage LLC filed with the U.S. Bankruptcy Court for the
Northern District of California a combined chapter 11 plan of
reorganization and disclosure statement.

General unsecured creditors are classified in Class 2 and will be
paid 100% of their allowed claims in monthly payments over 12
months.

If the Plan is confirmed, the payments promised in the Plan
constitute new contractual obligations that replace the Debtor’s
pre-confirmation debts. Creditors may not seize their collateral or
enforce their pre-confirmation debts so long as Debtor performs all
obligations under the Plan. If Debtor defaults in performing Plan
obligations, any creditor can file a motion to have the case
dismissed or converted to a Chapter 7 liquidation, or enforce their
non-bankruptcy rights. The Debtor will be discharged from all
pre-confirmation debts (with certain exceptions) if Debtor makes
all Plan payments.

A copy of the Disclosure Statement is available at:

      http://bankrupt.com/misc/canb17-31106-22.pdf

The Debtor is represented by:

     Michael C. Fallon, Esq.
     LAW OFFICE OF MICHAEL C. FALLON
     100 E St. #219
     Santa Rosa, CA 95404
     Tel: (707) 546-6770
     E-mail: mcfallon@fallonlaw.net

Headquartered in Greenbrae, CA, Preferred Vintage LLC filed for
Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No.
17-31106) on Nov. 1, 2017, listing its estimated assets at $1
million to $10 million and estimated liabilities at $1 million to
$10 million. The petition was signed by Greg Hoffman, managing
member.


PROJECT ALPHA: S&P Lowers Corp. Credit Rating to B-, Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings said it has lowered its corporate credit rating
on Radnor, Pa.-based Project Alpha Intermediate Holding Inc. (Qlik)
to 'B-' from 'B'. The outlook is stable.

S&P said, "We also lowered the issue-level rating on the company's
$75 million secured revolver due in 2022 and the $995 million
secured term loan due in 2024 to 'B-' from 'B'. The recovery rating
remains '3', indicating our expectation of meaningful (50%-70%;
rounded estimate: 50%) recovery in the event of payment default.

"Our ratings reflect Qlik's higher than anticipated adjusted
leverage for the period ended Sept. 30, 2017; low EBITDA margins
(excluding credit for cost cuts and restructuring) and modest scale
relative to software peers; and technological leadership among data
analytics enterprise software providers including IBM Corp.,
Microsoft Corp., SAP SE, Tableau Software, and TIBCO Software Inc.


"The stable outlook reflects our expectation that Qlik will
maintain adjusted leverage in the high-8x area over the next 12
months, with prospects for deleveraging subsequent to 2018. We
could lower the rating if Qlik's operating performance deteriorates
following the implemented cost-cutting initiatives, the company
undertakes debt-funded acquisitions or shareholder returns such
that the capital structure becomes unsustainable, or FOCF becomes
negative.

"An upgrade over the next year is unlikely given the high adjusted
leverage. Longer term, we could raise the rating if Qlik sustains
adjusted leverage below 7x and FOCF flow to debt above 5%, with a
commitment from management to stay at or improve those levels."


RALSTON-LIPPINCOTT: Unsecs. to Get 12 Quarterly Payments of $5,765
------------------------------------------------------------------
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., and its
affiliated debtors filed with the U.S. Bankruptcy Court for the
Southern District of New York a disclosure statement dated Nov. 13,
2017, referring to the Debtors' joint plan of reorganization.

Class 6 non-insider allowed unsecured claims of non-insider
unsecured claimants of the Debtors are not entitled to priority
pursuant to the U.S. Bankruptcy Code Section 507, to the extent not
included in another class of claims, including without limitation
any claims arising as a result of the operation of Code Section
506, or as a result of the rejection of executory contracts and
unexpired leases.  The Class 6 Allowed Claims total $69,185, with
each of 12 quarterly payments commencing on the Effective Date in
the amount of $5,765.

The Plan will be funded by (a) the post-confirmation revenues and
assets of the reorganized Debtors and (b) funding provided by
non-debtor Strong-Basile Funeral Home, being all of its net
operating income for the ten year period commencing on the
Effective Date.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/nysb17-35114-66.pdf

           About Ralston-Lippincott-Hasbrouck-Ingrassia
                      Funeral Home, Inc.

Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc.,
Lippincott-Ingrassia Funeral Home, Inc., Lippincott Funeral Chapel,
Inc., and CKI, LLC, filed Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 17-35114, 17-35115, 17-35116, and 17-35117, respectively)
on Jan. 26, 2017.  Anthony Ingrassia, president, signed the
petitions.

The Debtors are represented by Mike Pinsky, Esq., at Hayward,
Parker, O'Leary & Pinsky.  The cases are assigned to Judge Cecelia
G. Morris.  

Ralston-Lippincott-Hasbrouck-Ingrassia disclosed assets at
$1,280,000 and liabilities at 1,110,000, while Lippincott-Ingrassia
Funeral disclosed assets at $557,600 and liabilities at $422,138.

Debtors Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc.,
Lippincott-Ingrassia Funeral Home, Inc., and Lippincott Funeral
Chapel, Inc., own and operate affiliated funeral homes in Orange
County, New York.

The funeral home owned and operated by
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., is
located at 72 West Main Street in Middletown, New York.

The funeral home owned and operated by Lippincott-Ingrassia Funeral
Home, Inc., is located at 92 Main Street in Chester, New York.

The funeral home owned and operated by Lippincott Funeral Chapel,
Inc., is located at 107 Murray Street in Goshen, New York.

Debtor CKI owns improved real estate located at 4 Oak Street,
Greenwood Lake, New York.  The Greenwood Lake Property is rented to
non-debtor affiliate Caitant, Inc., which operates that property as
an affiliated funeral home.


RAVENSTAR INVESTMENTS: Sale of Reno Property for $70K Approved
--------------------------------------------------------------
Judge Bruce T. Beesley of the U.S. Bankruptcy Court for the
District of Nevada authorized Ravenstar Investments, LLC to sell
real property located at 5282 Allegheny Street, in Reno, Nevada to
Todd Kaufman for $70,000, free and clear of liens, claims and
encumbrances.

The $70,000 in sales proceeds will be disbursed directly from
escrow as follows:

     a. $1,000 to First American Title Co. to pay the actual
Seller's costs of sale up to 2% of the total purchase price;

     b. $5,000 to Jason Norris, the Buyer's agent;

     c. $15,000 to Darby Law Practice, Ltd. for the fees & costs
and subject to Court approval and disgorgement; and

     d. $49,000 to the Debtor to be deposited in the DIP Bank
Account.  The amount may be reduced if the actual costs of sale are
more than estimated.

                  About Ravenstar Investments

Ravenstar Investments, LLC, owns fee simple interests in eight
properties located in Sun Valley and Reno, Nevada.  It posted gross
revenue from rental income of $38,960 for 2016 and $45,210 for
2015.

Ravenstar Investments sought Chapter 11 protection (Bankr. D. Nev.
Case No. 17-50751) on June 15, 2017.  It disclosed $2.65 million in
assets and $2.59 million in liabilities.


RBS GLOBAL: Moody's Rates $500MM Unsec. Notes B3 & Affirms B1 CFR
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to RBS Global,
Inc.'s proposed new $500 million senior unsecured notes and
affirmed RBS' Corporate Family Rating ("CFR") and Probability of
Default Rating at B1 and B1-PD, respectively. Proceeds from the
notes and about $300 million of the balance sheet cash will be used
to reduce outstandings on the company's senior secured term loan.
The Ba3 rating on the company's existing senior secured term loan
and revolver are being withdrawn. Moody's is also assigning a Ba2
rating to the amended revolver and term loan maturing 2023 and
2024, respectively. The rating outlook is stable and reflects the
expectation for low profit growth and good free cash flow
generation.

Moody's affirmed the following ratings:

Issuer: RBS Global, Inc.

Corporate Family Rating, at B1

Probability of Default Rating, at B1-PD

Speculative Grade Liquidity Rating SGL-1.

Ratings Assigned:

Senior secured revolver due 2023, assigned at Ba2 (LGD2)

Senior secured 1st lien term loan B due 2024, assigned at Ba2
(LGD2)

Senior unsecured notes, assigned at B3 (LGD5)

Ratings to be withdrawn upon close:

Senior secured revolving credit facility due 2019, rated Ba3 (LGD
3), to be withdrawn upon transaction close

Senior secured 1st lien term loan due 2023, rated Ba3 (LGD 3), to
be withdrawn upon transaction close

The rating outlook is stable.

RATINGS RATIONALE

The assignment of a B3 rating to RBS' unsecured notes reflects its
ranking behind the company's amended term loan and revolver. The
affirmation on CFR incorporates the improvement in the company's
performance in the last two quarters as evidenced by its improved
leverage metrics and higher margins. Leverage for the LTM period
ended September decreased to 5.2x from 5.5x for fiscal year 2017
ended March. For Fiscal 2019 ended March 2019, Moody's anticipate
leverage to further improve due to higher EBTIDA and reduced debt
level. The company will be paying down its term loan with
approximately $300 million in cash. Leverage is anticipated to be
under 4 times on a Moody's adjusted basis.

The stable ratings outlook reflects the company's cost cutting
initiatives which will lead to increasing margins. In addition, the
outlook also reflects Moody's expectation of steady revenue growth
and benefits from good geographic and product diversity.

Moody's affirms the SGL-1 rating reflecting a very good liquidity
profile supported by approximately $227 million in cash pro-forma
for debt pay down, no borrowings under its $265 million revolving
credit facility and expectation of free cash flow generation over
$150 million for fiscal 2019. There are no meaningful near term
maturities with the amending of the senior secured facilities. In
addition, RBS Global also has a $100 million accounts receivable
securitization facility which was fully available as of September
30, 2017.

RBS Global and its wholly-owned subsidiary, Rexnord LLC, are
co-obligors under the senior secured and senior unsecured credit
facilities. The Ba2 rating on the company's senior secured bank
credit facilities is two notches higher than the CFR and reflects
Moody's expectations for significantly better recovery in the event
of default due to the support provided by the unsecured notes
issue. The B3 rating on the senior unsecured notes is two notches
lower than the CFR to reflect expectation for greater loss in a
default scenario.

The rating could be downgraded or the ratings outlook changed to
negative if revenue showed a significant decline or liquidity
showed a significant weakening. A large debt financed acquisition
could also result in downwards ratings pressure. More specifically,
negative rating pressure could develop if free cash flow to debt
was anticipated to be below 4% or leverage was expected to be over
5.5x on a Moody's adjusted basis.

A ratings upgrade would require a multi-year track record of
organic revenue growth and margin improvement. Any positive ratings
traction would be prefaced by organic revenue growth for both of
its segments and EBITDA growth of at least 3%, and at least good
liquidity. Additional credit metrics that would support positive
ratings traction include expectations for sustained debt to EBITDA
below 4.25x, and EBITA to Interest above 2.5x.

The principal methodology used in this rating was Global
Manufacturing Companies published in June 2017.

Rexnord Corporation, headquartered in Milwaukee, WI, is publicly
traded and is the holding company of RBS Global, Inc. RBS Global
operates through its wholly-owned subsidiary Rexnord LLC., which is
an industrial company comprised of two business segments: Process
and Motion Control (PMC) (about 60% of revenues) and Water
Management (WM) (about 40% of revenues). The PMC platform designs,
manufactures, markets and services a portfolio of motion control
products, shaft management products, aerospace components, and
related value-added services. The WM platform designs, procures,
manufactures, and markets products that provide and enhance water
quality, safety, flow control and conservation. Rexnord Corporation
employs around 8,000 people and had revenues approximating $1.95
billion for the LTM period ending 9/30/17.


REDDY ICE: Moody's Lowers Corporate Family Rating to 'Caa2'
-----------------------------------------------------------
Moody's Investors Service downgraded Reddy Ice Corporation's
Corporate Family Rating (CFR) and Probability of Default Rating
(PDR) to Caa2 and Caa2-PD (from Caa1 and Caa1-PD), respectively.
Moody's also assigned a B3 rating to the company's $50 million
senior secured first lien revolving credit facility (April 2019
expiry) and affirmed the existing B3 rating on the company's $225
million principal senior secured first lien term loan due May 2019.
At the same time, Moody's withdrew the B3 rating on the company's
former $50 million senior secured first lien revolving credit
facility expiring May 2018. The ratings outlook has been changed to
stable from negative.

"Moody's has downgraded Moody's fundamental ratings for Reddy Ice
given what Moody's view to be a rising probability of default, with
a shrinking time horizon to refinance the company's debt
obligations and ongoing weakness in earnings and liquidity," said
Moody's Vice President -- Senior Analyst Brian Silver. "Although
the recent amendment affords a modest liquidity buffer over the
near term by widening covenant headroom and pushing out the
revolver expiration, the company's term loan comes current in May
2018, and refinancing options remain increasingly uncertain," added
Mr. Silver.

Moody's noted that its affirmation of the existing term loan rating
despite downgrading Reddy Ice's fundamental ratings reflects the
company's evolving capital structure and its expectation that first
lien debt securities would likely benefit from growing loss
absorption from more junior-ranking obligations in the consolidated
capital structure.

The following rating has been assigned at Reddy Ice Corporation:

  $50 million senior secured first lien revolving credit facility
due 2019 at B3 (LGD3)

The following ratings have been downgraded at Reddy Ice
Corporation:

  Corporate Family Rating to Caa2 from Caa1

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

The following rating has been affirmed at Reddy Ice Corporation:

  $225 million senior secured first lien term loan at B3 (LGD3)

The following rating has been withdrawn at Reddy Ice Corporation:

  $50 million senior secured first lien revolving credit facility
due 2018 rated B3 (LGD3)

The ratings outlook is stable

RATINGS RATIONALE

Reddy Ice's Caa2 corporate family rating and associated Caa2-PD
probability of default rating primarily reflect the company's weak
liquidity profile, which is expected to worsen over the next 18
months largely due to the May 2019 maturity of its first lien term
loan (as well as the now April 2019 expiration of its revolver).
The ratings also incorporate the company's elevated financial
leverage, marginal interest coverage, narrow product focus, and
high susceptibility to shifts in demand due to weather and other
factors. In addition, the company has small absolute scale
highlighted by annual revenues of less than $500 million. These
factors are partially offset by the company's solid market position
as one of the leaders in the North American packaged ice industry,
relatively large scale in its narrow sector, favorable geographic
footprint, and barriers to entry created by its infrastructure. The
company, along with other players in the ice industry, will
continue to face risks associated with the ongoing challenge of
matching its ice making/delivery capacity to demand, which is very
difficult to determine on a consistent basis, especially with short
lead times that are influenced by variable weather patterns.

The stable ratings outlook reflects Moody's belief that the company
still has time to refinance its debt obligations, but the outlook
could revert to negative again if the company's debt is not
refinanced by FYE18.

The ratings could be upgraded if the company's earnings and
liquidity profile improves, which would require the refinancing of
its debt obligations. Alternatively, the ratings could be
downgraded if the company does not refinance its debt obligations
by FYE18, if its supplemental uncommitted revolving credit facility
is terminated, or if it defaults on any of its debt obligations.

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

Reddy Ice Holdings, Inc. ("Reddy Holdings"), through its
wholly-owned subsidiary Reddy Ice Corporation ("Reddy Ice"), the
borrower, manufactures and distributes packaged ice products. The
company is reportedly one of the largest manufacturers of packaged
ice in the United States and serves a variety of customer locations
in 37 states and the District of Columbia. Typical customers
include supermarkets, mass merchants, and convenience stores. Reddy
Holdings is majority owned and controlled by PE firm Centerbridge
Partners. The company generated revenue for the twelve months ended
September 30, 2017 of approximately $329 million.


REDDY ICE: S&P Alters Outlook to Neg. Amid Upcoming Debt Maturity
-----------------------------------------------------------------
U.S.-based, Reddy Ice Holdings has significant upcoming maturities
despite its recent amendment of its revolver, which provides
covenant relief and extends the maturity of its revolver to 2019.
The company's performance through the first nine months of 2017 has
been weaker than compared with the same period in 2016 due to
cooler-than-expected temperatures and increased hurricane activity,
resulting in expected negative free operating cash flow and EBITDA
interest coverage of below 1.5x for fiscal 2017.

S&P Global Ratings affirmed its 'CCC+' corporate credit rating on
Reddy Ice Holdings Inc. and revised the outlook to negative from
stable.

S&P said, "At the same time, we affirmed our 'B-' issue-level
rating on the company's first-lien credit facility, consisting of a
$50 million dollar revolver and $225 million term loan, which
begins to mature in April 2019. The recovery rating remains '2',
indicating our expectations for a substantial (70%-90%; rounded
estimate: 75%) recovery in the event of payment default.

"The outlook revision to negative reflects the risk that Reddy Ice
may have difficulty refinancing its entire capital structure which
matures in 2019, especially given its soft performance thus far in
2017. We have revised our forecast downward and now expect negative
free operating cash flow for fiscal 2017. The company recently
completed an amendment extending the maturity of its $50 million
revolver to April 2019, which better aligns with the maturity of
its first- and second-lien term loans, which mature in May and
November of 2019, respectively. The amendment also provided
covenant relief under the company's consolidated net leverage ratio
increasing the covenant cushion to roughly 13% as of September
2017. As part of the agreement, the company was required to
increase the amount its independent financing which was satisfied
through an increase of its uncommitted unsecured line of credit
from $10 million to $30 million and is secured through a letter of
credit from its financial sponsor, Centerbridge Capital Partners.

"The negative outlook reflects the potential for a lower rating
over the next 6 months if the company does not refinance its credit
facilities before they begin to become current in April 2018. The
outlook also incorporates the uncertainty surrounding operational
performance in 2018 as the company remains heavily reliant on
favorable weather to ensure healthy sales to ensure it meets in
financial commitments, including maintaining compliance with
financial covenants.

"We could lower the rating within the next 6 months if the company
does not successfully complete a refinancing of its capital
structure or if it is increasingly likely the company will pursue a
debt restructuring transaction to address its unsustainable capital
structure and 2019 maturities.

"We could revise the outlook to stable or raise the ratings if the
company successfully refinances its upcoming maturities.  An
upgrade would also be dependent on the company materially improving
its profits  and free cash flow generation leading to positive free
operating cash flow of at least $5 million as well as EBITDA
interest coverage to rise to and be sustained above 1.5x."


RENNOVA HEALTH: CEO Lagan Appointed as Interim CFO
--------------------------------------------------
Rennova Health, Inc.'s Board of Directors has appointed Seamus
Lagan, the Company's chief executive officer, as the Company's
interim chief financial officer, as disclosed in a Form 8-K report
filed with the Securities and Exchange Commission.

                     About Rennova Health

Based in West Palm Beach, Florida, Rennova Health, Inc.
(NASDAQ:RNVA) -- http://www.rennovahealth.com/-- provides health
care services for healthcare providers, their patients and
individuals.  Historically, the Company has operated its business
under one management team, but beginning in 2017, the Company
intends to operate in four synergistic divisions with specialized
management: (1) Clinical diagnostics through its clinical
laboratories; (2) supportive software solutions to healthcare
providers including Electronic Health Records, Laboratory
Information Systems and Medical Billing services; (3) Decision
support and interpretation of cancer and genomic diagnostics; and
(4) the recent addition of a hospital in Tennessee.

Rennova Health reported a net loss attributable to common
stockholders of $32.61 million on $5.24 million of net revenues for
the year ended Dec. 31, 2016, compared with a net loss attributable
to common stockholders of $37.58 million on $18.39 million of net
revenues for the year ended Dec. 31, 2015.

As of June 30, 2017, Rennova Health had $5.68 million in total
assets, $23.20 million in total liabilities, and a total
stockholders' deficit of $17.51 million.

Green & Company, CPAs, in Temple Terrace, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has
significant net losses and cash flow deficiencies.  Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


RENNOVA HEALTH: Obtains $4 Million from Preferred Shares Offering
-----------------------------------------------------------------
Rennova Health, Inc., closed an offering of $4,960,000 stated value
of its newly-authorized Series I-1 Convertible Preferred Stock. The
offering was pursuant to the terms of the Securities Purchase
Agreement, dated as of Oct. 30, 2017, between the Company and
certain existing institutional investors of the Company.  The
Company received proceeds of $4,000,000 from the offering.

The Purchase Agreement gives the investors the right to participate
in up to 50% of any offering of common stock or common stock
equivalents by the Company.  In the event of any such offering, the
investors may also exchange all or some of their Preferred Stock
for such new securities on an $0.80 stated value of Preferred Stock
for $1.00 of new subscription amount basis.

The Company's board of directors has designated up to 4,960 shares
of the 5,000,000 authorized shares of preferred stock as the
Preferred Stock.  Each share of Preferred Stock has a stated value
of $1,000.

The Preferred Stock is senior in right of payment, including
dividend rights and liquidation preference, to the Company's Series
G Convertible Preferred Stock and Series H Convertible Preferred
Stock.

Each share of Preferred Stock is convertible into shares of the
Company's common stock at any time at the option of the holder at a
conversion price equal to the lesser of (i) $1.00, subject to
adjustment, and (ii) 85% of the lesser of the volume weighted
average market price of the common stock on the day prior to
conversion or on the day of conversion.  The conversion price is
subject to "full ratchet" and other customary anti-dilution
protections as more fully described in the Certificate of
Designation of the Preferred Stock.  Holders of the Preferred Stock
are prohibited from converting Preferred Stock into shares of
common stock if, as a result of such conversion, the holder,
together with its affiliates, would own more than 4.99% (or, upon
election of the holder, 9.99%) of the total number of shares of
common stock then issued and outstanding.  However, any holder may
increase or decrease such percentage to any other percentage not in
excess of 9.99%, provided that any increase in such percentage
shall not be effective until 61 days after notice to the Company.

Upon any liquidation, dissolution or winding-up of the Company, the
holders of Preferred Stock will be entitled to receive an amount
equal to the stated value of the Preferred Stock, plus any accrued
and unpaid dividends thereon and any other fees or liquidated
damages then due and owing for each share of Preferred Stock,
before any distribution or payment shall be made on any junior
securities.

Shares of Preferred Stock generally have no voting rights, except
as required by law and except that the affirmative vote of the
holders of a majority of the then outstanding shares of Preferred
Stock is required to (a) alter or change adversely the powers,
preferences or rights given to the Preferred Stock or alter or
amend the Certificate of Designation of the Preferred Stock, (b)
authorize or create any class of stock ranking as to dividends,
redemption or distribution of assets upon liquidation senior to, or
otherwise pari passu with, the Preferred Stock, (c) amend the
Company’s certificate of incorporation or other charter documents
in any manner that adversely affects any rights of the holders, (d)
increase the number of authorized shares of Preferred Stock, or (e)
enter into any agreement with respect to any of the foregoing.

Holders of Preferred Stock shall be entitled to receive dividends
on shares of Preferred Stock equal (on an as-converted to common
stock basis) to and in the same form as dividends actually paid on
shares of common stock when, as and if dividends are paid on shares
of common stock.  No other dividends shall be paid on shares of
Preferred Stock.

Upon the occurrence of certain Triggering Events (as defined in the
Certificate of Designation of the Preferred Stock), the holder
shall, in addition to any other right it may have, have the right,
at its option, to require the Company to either redeem the
Preferred Stock in cash or in certain circumstance in shares of
common stock at the redemption prices set forth in the Certificate
of Designation.

As long as at least a specified number of shares of Preferred Stock
are outstanding, unless the holders of 67% of the then outstanding
shares of Preferred Stock shall have given prior written consent,
the Company and its subsidiaries are, with certain exceptions,
limited from (a) incurring indebtedness, (b) creating liens, (c)
amending its charter documents, (d) repurchasing or acquiring
shares of common stock or common stock equivalents, (e) paying cash
dividends on junior securities, (f) entering into transactions with
affiliates, or (g) entering into any agreement with respect to the
foregoing.

                       About Rennova Health

Based in West Palm Beach, Florida, Rennova Health, Inc.
(NASDAQ:RNVA) -- http://www.rennovahealth.com/-- provides health
care services for healthcare providers, their patients and
individuals.  Historically, the Company has operated its business
under one management team, but beginning in 2017, the Company
intends to operate in four synergistic divisions with specialized
management: (1) Clinical diagnostics through its clinical
laboratories; (2) supportive software solutions to healthcare
providers including Electronic Health Records, Laboratory
Information Systems and Medical Billing services; (3) Decision
support and interpretation of cancer and genomic diagnostics; and
(4) the recent addition of a hospital in Tennessee.

Rennova Health reported a net loss attributable to common
stockholders of $32.61 million on $5.24 million of net revenues for
the year ended Dec. 31, 2016, compared with a net loss attributable
to common stockholders of $37.58 million on $18.39 million of net
revenues for the year ended Dec. 31, 2015.

As of June 30, 2017, Rennova Health had $5.68 million in total
assets, $23.20 million in total liabilities, and a total
stockholders' deficit of $17.51 million.

Green & Company, CPAs, in Temple Terrace, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has
significant net losses and cash flow deficiencies.  Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


RITCHIE BROS: S&P Affirms 'BB' CCR on Improved Performance
----------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB' long-term corporate
credit rating on Burnaby, B.C.-based heavy equipment auctioneer
Ritchie Bros. Auctioneers Inc. (RBA). The outlook is stable.

At the same time, S&P Global Ratings affirmed its 'BBB-'
issue-level rating, with a '1' recovery rating, on RBA's existing
revolving credit facility and term loans. The '1' recovery rating
indicates its expectation of very high (90%-100%, rounded estimate
of 95%) recovery in a default scenario.

S&P Global Ratings also affirmed its 'BB-' issue-level rating, with
a '5' recovery rating, on RBA's US$500 million unsecured notes. The
'5' recovery rating indicates its expectation of modest (10%-30%,
rounded estimate of 10%) recovery in a default scenario.

S&P said, "The affirmation reflects our expectation that RBA's
operating performance and credit measures will improve in 2018,
following weaker-than-expected results this year. We estimate
adjusted debt-to-EBITDA will decline to the high 2x area through
modest debt reduction and EBITDA growth. In our view, the
constrained supply of equipment in North America that contributed
to lower sales volumes in 2017 is temporary rather than a secular
change in the industry. We expect a return to positive organic
revenue growth as new equipment enters the North American
construction market, which should bolster the volume of used
equipment going to auction. We also assume the company's Iron
Planet (IP) division, acquired in May 2017, should contribute to
higher earnings and cash flow following modest contributions to
date.

"The stable outlook on RBA reflects our expectation that adjusted
debt-to-EBITDA should reduce to the high 2x area in 2018 through
modest debt reduction and adjusted EBITDA growth. This incorporates
our view that weaker-than-expected operating results this year,
mainly related to constrained supply of equipment in North America,
is temporary. We expect positive organic revenue growth should
resume in 2018 as new equipment gradually enters the North American
construction market, which should drive up volume of used equipment
going to auction.

"We could lower the rating on RBA within the next 12 months if we
expect the company to sustain adjusted debt-to-EBITDA in the low 3x
area. This could occur if the North American supply of construction
equipment tightens further next year, contributing to lower volumes
of used equipment sold at auction and a decline in pro forma EBITDA
(excluding acquisition costs). This could also occur if we expect
the company to repurchase more than US$50 million of shares
outstanding through 2018.

"Although we do not expect to raise our ratings in the next 12
months, we could upgrade the company if RBA is able to achieve and
sustain adjusted debt-to-EBITDA at about 2.0x and discretionary
cash flow-to-debt above 10%. In this scenario, we would anticipate
stronger revenue growth than our current forecast, in addition to
our view that the company's financial policy supports these credit
measures, which we believe will take time to demonstrate."


ROBERT TAYLOR: Sale of Bank Stock to Catahoula Holding for $65K OKd
-------------------------------------------------------------------
Judge John W. Kolwe of the U.S. Bankruptcy Court for the Western
District of Louisiana authorized the private sale by Robert Drew
and Anissa Rose Taylor of their shares of stock, specifically
described as one certificate for 3,500 shares of stock in Catahoula
Holding Co. issued Jan. 8, 2015, to Catahoula Holding for the sum
of $18.50 per share or a total purchase price of $64,750.

The sale is subject to the terms and conditions, including transfer
restrictions, of the Amended and Restated Shareholders' Agreement
dated as of Nov. 15, 2014, as the same may be further amended from
time to time, by and between the corporation and each of its
shareholders, which agreement is on file at the registered office
of Catahoula Holding Co.

The proceeds of the sale will be held in the trust account of their
counsel pending further orders of the Court.

Robert Drew Taylor and Anissa Rose Taylor filed a voluntary
petition seeking relief pursuant to Chapter 12 of Title 11 of the
United States Code on March 14, 2017.  Thereafter, the same was
converted to one under Chapter 11 (Bankr. W.D. La. Case No.
17-80258) on June 8, 2017.  Their Plan of Reorganization was filed
on Aug. 21, 2017, providing for liquidation of unencumbered assets.


ROBERT TAYLOR: Sale of Cattle Farm Equipment for $68K OKd
---------------------------------------------------------
Judge John W. Kolwe of the U.S. Bankruptcy Court for the Western
District of Louisiana authorized Robert Drew Taylor and Anissa Rose
Taylor to sell (i) John Deere 6415 Tractor - SN #L06415D493319;
(ii) John Deere 5525 MFWD Tractor - SN #LV5525R45392; (iii) John
Deere Loader - SN W00542D26359; (iv) 2010 Kubota L3940 HSTC Tractor
- SN 50255; and (v) Loader Model LA-724 - SN 86146 which were used
in connection with their cattle operations to Drewett Taylor for
$68,000.

The Buyer is the father of Robert Drew Taylor.

The Equipment is sold "as is, where is" with all faults and without
any warranties, express or implied; and free and clear of lines and
encumbrances.  The liens and encumbrances will attach to the
proceeds of the sale.

The proceeds of the sale will be held in the trust account of their
counsel pending further orders of the Court.

Robert Drew Taylor and Anissa Rose Taylor filed a voluntary
petition seeking relief pursuant to Chapter 12 of Title 11 of the
United States Code on March 14, 2017.  Thereafter, the same was
converted to one under Chapter 11 (Bankr. W.D. La. Case No.
17-80258) on June 8, 2017.  Their Plan of Reorganization was filed
on Aug. 21, 2017, providing for liquidation of unencumbered assets.


ROOSTER ENERGY: US Specialty Insurance Objects to Disclosures
-------------------------------------------------------------
U.S. Specialty Insurance Company filed with the U.S. Bankruptcy
Court for the Western District of Louisiana an objection to the
disclosure statement for joint Chapter 11 plan of Rooster Energy,
LLC, Rooster Petroleum, LLC, and Rooster Oil & Gas, LLC, dated as
of Oct. 23, 2017.

USSIC continues to review both plans and disclosure statements and
reserves all rights to oppose confirmation on any ground.  However,
at the current time, USSIC objects to the Rooster Disclosure
Statement due to the fact it fails to provide "adequate
information" as required by 11 U.S.C. Section 1125.  The Rooster
Disclosure Statement contains at least the following deficiencies:

     a. the Rooster Debtors fail to provide adequate information
        regarding the handling of the USSIC bonds by incorporating

        the concept of "USSIC Bonds New Agreements."  USSIC
        continues discussion with counsel for Rooster and Morrison

        regarding the bonds and bond collateral issues, but, at
        this point, USSIC does not understand what the Rooster
        Debtors contemplate by this definition and plan provision;

     b. this deficiency is further significant because surety
        bonds are not executory contracts and cannot be
        transferred.  In theory the Rooster Debtors seek to
        sidestep this problem through the "USSIC Bonds New
        Agreements," but the current disclosure is unclear on that

        point;

     c. the Rooster Debtors provide for payment of administrative
        claims but give no disclosure as to the amounts of claims
        covered or any indication that they can satisfy those
        claims in full.  USSIC anticipates submitting an
        administrative claim for unpaid bond premiums.  USSIC
        cannot tell from the Disclosure Statement whether these
        premiums will be satisfied; and

     d. the Rooster Debtors provide no disclosure regarding their
        decommissioning obligations and plan for addressing those
        liabilities.  The Rooster Debtors should provide
        disclosure regarding their decommissioning plans to
        demonstrate they can comply with their environmental
        obligations.  This information is essential for creditors
        to evaluate whether a plan will be followed quickly by a
        liquidation or further need for reorganization.  Moreover,

        the Rooster Debtors' environmental claims could present
        substantial administrative claim burdens, and it is
        unclear how the Rooster Debtors can satisfy those claims.

USSIC anticipates discussing and hopefully resolving these issues
with Debtors and other interested parties.  However, USSIC submits
this objection out of an abundance of caution.  USSIC expressly
reserves all rights including all rights associated with its bonds,
indemnity agreements, guaranty agreements, and any pending demands
for collateral.
A copy of the Objection is available at:

          http://bankrupt.com/misc/lawb17-50705-558.pdf

As reported by the Troubled Company Reporter on Nov. 8, 2017, the
Debtor filed with the Court a disclosure statement dated Oct. 23,
2017, referring to the Debtor's joint Chapter 11 plan dated Oct.
23, 2017, which proposes that if the Rooster restructuring closing
date occurs, in full and final satisfaction of, and in exchange
for, its General Unsecured Claim, each holder of an Allowed Class
5a Claim will receive the holder's pro rata share of the Rooster
Energy General Unsecured Claim Distribution Fund.  Each holder of
an Allowed Class 5b Claim will receive the holder's pro rata share
of the Rooster O&G General Unsecured Claim Distribution Fund, and
each holder of an Allowed Class 5c Claim will receive the holder's
pro rata share of the Rooster Petroleum Unsecured Claim
Distribution Fund.

USSIC is represented by:

     Bradley C. Knapp, Esq.
     LOCKE LORD, LLP
     601 Poydras Street, Suite 2660
     New Orleans, Louisiana 70130
     Tel: (504) 558-5210
     Fax: (504) 910-6847
     E-mail: rkuebel@lockelord.com
             bknapp@lockelord.com

          -- and --

     Philip G. Eisenberg, Esq.
     LOCKE LORD, LLP
     2800 JP Morgan Chase Tower
     600 Travis Street
     Houston, Texas 77002
     Tel: (713) 226-1200
     Fax: (713) 223-3717
     E-mail: peisenberg@lockelord.com

                      About Rooster Energy

Houston, Texas-based Rooster Energy Ltd. --
http://www.roosterenergyltd.com/-- is an integrated oil and
natural gas company with an exploration and production (E&P)
business and a downhole and subsea well intervention and plugging
and abandonment service business.  The Company's operations are
located in the state waters of Louisiana and the shallow waters of
the Gulf of Mexico, mature regions that have produced since 1936.

Rooster Energy, L.L.C., Rooster Energy Ltd., and five other
affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 17-50705) on June 2, 2017.  The petitions were signed by
Kenneth F. Tamplain, Jr., president and chief executive officer.

In its petition, Rooster Energy L.L.C. estimated $50 million to
$100 million in liabilities.

Jan M. Hayden, Esq., Lacey Rochester, Esq., Susan C. Mathews, Esq.,
and Daniel J. Ferretti, Esq., at Baker Donelson Bearman Caldwell &
Berkowitz, P.C., serve as bankruptcy counsel.  Opportune LLP has
been tapped as restructuring advisor.  Donlin Recano & Company,
Inc., serves as claims, noticing and solicitation agent.

On June 23, 2017, the U.S. Trustee appointed three creditors to
serve in the official committee of unsecured creditors of the
Rooster Petroleum case.

On June 22, 2017, the U.S. Trustee appointed two creditors to serve
in the official committee of unsecured creditors of the Cochon
Properties case.


ROOSTER ENERGY: US Specialty Objects to Cochon's Disclosures
------------------------------------------------------------
U.S. Specialty Insurance Company filed with the U.S. Bankruptcy
Court for the Western District of Louisiana an objection to the
disclosure statement for joint Chapter 11 plan of Cochon
Properties, LLC, and Morrison Well Services, LLC.

USSIC continues to review both plans and disclosure statements and
reserves all rights to oppose confirmation on any ground.  However,
at the current time, USSIC objects to the Cochon Disclosure
Statement due to the fact it fails to provide "adequate
information" as required by 11 U.S.C. Section 1125.  The Cochon
Disclosure Statement contains at least the following deficiencies:

     a. the Cochon Disclosure Statement describes two options for
        USSIC -- either vote in favor of the Plan and keep the
        bonds in place or vote against the plan for the bonds to
        be replaced "in the ordinary course."  If USSIC votes in
        favor of the plan, it will apparently receive a cash
        payment of some completely unidentified amount.  Angelo
        Gordon should identify that amount or the basis for
        determining what that amount will be.  The Cochon
        Disclosure Statement is also vague regarding what
        agreements will be entered if USSIC votes "yes."  Angelo
        Gordon discloses that the Reorganized Debtors will enter
        new indemnity agreements in a form acceptable to them
        while existing indemnity obligations will be "discharged."

        The final form these agreements will take is unclear;

     b. the Cochon Plan's class structure creates four separate
        classes of unsecured creditors with disparate treatment.
        Moreover, the Angelo Gordon not explain what funds may be
        available for unsecured claims USSIC has related to the
        cancellation of certain indemnity obligations.  The Cochon

        Disclosure Statement should clarify the basis for this
        disparate treatment, which appears to violate the U.S.
        Bankruptcy Code at this time;

     c. the Cochon Plan does not properly disclosure how it will
        handle the payment of administrative expenses, including
        providing placement bonds if necessary;

     d. the "vote no" option is also problematic because the
        Cochon Disclosure Statement indicates the bonds would be
        replaced "in the ordinary course."  This option is
        unacceptable because it creates a gap period where Cochon
        Debtors' liabilities are apparently stripped but the bonds

        remain in place.  Any replacement should happen on or
        before the effective date of the Plan.  Moreover, the
        payment of some amount based on a Chapter 7 liquidation
        analysis to be determined by the Court makes little sense
        and potentially impairs administrative claims USSIC will
        have for providing bonding postpetition; and

     e. the Cochon Disclosure Statement broadly describes an exit
        facility, but Angelo Gordon does not explain how they plan

        to satisfy regulatory requirements and provided for future

        decommissioning and other environmental obligations.  This

        information is essential for creditors to evaluate whether

        a plan will be followed quickly by a liquidation or
        further need for reorganization.  Moreover, the Cochon
        Debtors' environmental claims could present substantial
        administrative claim burdens, and it is unclear how the
        Rooster Debtors can satisfy those claims.

USSIC anticipates discussing and hopefully resolving these issues
with Debtors and other interested parties.  However, USSIC submits
this objection out of an abundance of caution.  USSIC expressly
reserves all rights including all rights associated with its bonds,
indemnity agreements, guaranty agreements, and any pending demands
for collateral.

A copy of the Objection is available at:

           http://bankrupt.com/misc/lawb17-50705-557.pdf

USSIC is represented by:

     Bradley C. Knapp, Esq.
     LOCKE LORD, LLP
     601 Poydras Street, Suite 2660
     New Orleans, Louisiana 70130
     Tel: (504) 558-5210
     Fax: (504) 910-6847
     E-mail: rkuebel@lockelord.com
             bknapp@lockelord.com

          -- and --

     Philip G. Eisenberg, Esq.
     LOCKE LORD, LLP
     2800 JP Morgan Chase Tower
     600 Travis Street
     Houston, Texas 77002
     Tel: (713) 226-1200
     Fax: (713) 223-3717
     E-mail: peisenberg@lockelord.com

                      About Rooster Energy

Houston, Texas-based Rooster Energy Ltd. --
http://www.roosterenergyltd.com/-- is an integrated oil and
natural gas company with an exploration and production (E&P)
business and a downhole and subsea well intervention and plugging
and abandonment service business.  The Company's operations are
located in the state waters of Louisiana and the shallow waters of
the Gulf of Mexico, mature regions that have produced since 1936.

Rooster Energy, L.L.C., Rooster Energy Ltd., and five other
affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 17-50705) on June 2, 2017.  The petitions were signed by
Kenneth F. Tamplain, Jr., president and chief executive officer.

In its petition, Rooster Energy L.L.C. estimated $50 million to
$100 million in liabilities.

Jan M. Hayden, Esq., Lacey Rochester, Esq., Susan C. Mathews, Esq.,
and Daniel J. Ferretti, Esq., at Baker Donelson Bearman Caldwell &
Berkowitz, P.C., serve as bankruptcy counsel.  Opportune LLP has
been tapped as restructuring advisor.  Donlin Recano & Company,
Inc., serves as claims, noticing and solicitation agent.

On June 23, 2017, the U.S. Trustee appointed three creditors to
serve in the official committee of unsecured creditors of the
Rooster Petroleum case.

On June 22, 2017, the U.S. Trustee appointed two creditors to serve
in the official committee of unsecured creditors of the Cochon
Properties case.


RYCKMAN CREEK: Natixis Wants Full Disclosure of Plan Sponsor
------------------------------------------------------------
Natixis, New York Branch, files with the U.S. Bankruptcy Court for
the District of Delaware a limited objection to the Fifth Amended
Disclosure Statement With Respect to the Fourth Amended Joint
Chapter 11 Plan of Reorganization of Ryckman Creek Resources, LLC,
and its affiliated debtors.

Natixis does not object to the Disclosure Statement in its
totality. Natixis does, however, assert that the Disclosure
Statement is inadequate in that it does not provide basic
information regarding 31 Midstream LLC (the "Plan Sponsor") and 31
Group LLC (the "Plan Sponsor Parent").

Natixis asserts that information regarding the Plan Sponsor and the
Plan Sponsor Parent is critical because the consideration being
provided by the Plan Sponsor is a promise to make payments for
three years to the Debtors' estates. The promise to make these
payments is secured by the Plan Sponsor's assets, and includes an
unsecured guarantee from the Plan Sponsor Parent.

Natixis argues that without disclosing financial and other
information regarding the Plan Sponsor and the Plan Sponsor Parent,
the Debtors have not and cannot meet the threshold of providing
adequate information sufficient to obtain approval of the
Disclosure Statement.

Natixis tells the Court that the only information contained in the
Disclosure Statement regarding the identity of the Plan Sponsor and
the Plan Sponsor Parent is that they are "31 Midstream LLC" and "31
Group LLC." This is inadequate information since no details are
provided regarding the actual entities, aside from their name.

Under the Plan and as described in the Disclosure Statement, the
Plan Sponsor will obtain 80% of the common membership units in the
reorganized Debtors. In exchange for the New Common Units, the Plan
Sponsor will provide cash consideration of $500,000 on the
Effective Date.

The Plan Sponsor will also make four monthly payments of $250,000
following the Effective Date and six semi-annual payments of
principal and interest of approximately $2,630,000 over three years
following the Effective Date. The Plan Sponsor Note is, among other
things, secured by the assets of the Plan Sponsor, guaranteed by
the reorganized Debtors, and guaranteed by the Plan Sponsor Parent
on an unsecured basis. However, it is unclear whether the Deferred
Cash Payments are also secured in the same manner as the Plan
Sponsor Note.

Thus, the vast majority of the consideration being provided by the
Plan Sponsor is through the Deferred Cash Payments and the Plan
Sponsor Note. The Plan Sponsor Note is secured by the assets of the
Plan Sponsor, and subject to an unsecured guarantee from the Plan
Sponsor Parent. As the feasibility of the Plan and the estates'
ability to pay administrative claims is entirely dependent on
whether the Plan Sponsor is able to fulfill its agreement regarding
the Deferred Cash Payments and the Plan Sponsor Note, Natixis
asserts that it is critical that the Debtors' creditors are
provided adequate information about the Plan Sponsor and the Plan
Sponsor Parent, including their financial wherewithal.

Further, as the Plan Sponsor and the Plan Sponsor Parent are
providing guarantees, Natixis contends that the financial
information regarding the Plan Sponsor and the Plan Sponsor Parent
is also necessary. Absent this information, the Disclosure
Statement should not be approved, as the creditors will have no
information, much less adequate information, regarding the
Debtors’ estates’ ability to collect on the consideration under
the Plan.

Counsel for Natixis, New York Branch

             Brian E. Farnan, Esq.
             Michael J. Farnan, Esq.
             FARNAN LLP
             919 North Market Street, 12th Floor
             Wilmington, DE 19801
             Phone: (302) 777-0300
             Fax: (302) 777-0301
             Email: bfarnan@farnanlaw.com
                   mfarnan@farnanlaw.com

             -- and --

             Charles A. Beckham, Jr., Esq.
             Arsalan Muhammad, Esq.
             HAYNES AND BOONE, LLP
             1221 McKinney Street, Suite 2100
             Houston, Texas 77010
             Telephone: (713) 547-2000
             Fax: (713) 547-2300
             Email: charles.beckham@haynesboone.com
                   arsalan.muhammad@haynesboone.com

              About Ryckman Creek Resources, LLC

Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC, is engaged
in the acquisition, development, marketing, and operation of a
natural gas storage facility known as the Ryckman Creek Facility.

The Ryckman Creek Facility is a depleted crude oil and natural gas
reservoir located in Uinta County, Wyoming.  The company began
development of the reservoir into a natural gas storage facility in
2011.  The Ryckman Creek Facility began commercial operations in
late 2012 and received injections of customer gas and gas purchased
by the company.  The company and its affiliated debtors have
approximately 35 employees.

Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings LLC,
Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-10292) on Feb. 2, 2016. The petitions were signed by Robert Foss
as chief executive officer. Kevin J. Carey has been assigned the
case.

The Debtors hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel; AP Services, LLC, as management provider; Evercore Group
LLC as investment banker; and Kurtzman Carson Consultants LLC as
claims and noticing agent.

On April 11, 2016, Ryckman Creek Resources disclosed total assets
of more than $205 million and total debt of more than $391.2
million.

On Feb. 12, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Attorneys for the
committee are Greenberg Traurig, LLP's Dennis A. Meloro, Esq.,
David B. Kurzweil, Esq., and Shari L. Heyen, Esq. The committee
retained Alvarez & Marsal, LLC, as financial advisor.


RYCKMAN CREEK: Statutory Lien Claimants to Recoup 7% to 13%
-----------------------------------------------------------
Ryckman Creek Resources, LLC, and its affiliates filed with the
U.S. Bankruptcy Court for the District of Delaware a modified fifth
amended disclosure statement dated Nov. 13, 2017, with respect to
the modified fourth amended joint Chapter 11 plan of
reorganization.

General Unsecured Claims primarily consist of the trade payables
and intercompany payables.  The Debtors have assumed for the
purposes of this analysis that all putative Statutory Lien Claims
will be treated as General Unsecured Claims.  To the extent that
any asserted Statutory Lien Claims are deemed to be secured by
valid liens senior in priority to the liens secured the Debtors'
pre- and post-petition funded debt, the claims would recover ahead
of the Prepetition Credit Agreement Claims, DIP Facility Claims,
and/or the carve-out, causing recoveries to be adjusted
accordingly.  To the extent the liens asserted by holders of
Statutory Lien Claims are determined to rank senior in priority to
the DIP Facility Claims and the carve-out, holders of Statutory
Lien Claims would recover between $1,305,000 and $2,333,000 in
aggregate (approximately 7% and 13%, respectively, on account of
the claims).

Each holder of Class 3 Unsecured Claims will receive on the Trust
Distribution Date on account of the Class 3 Claim its pro rata
share of the Class 3 Common Units.  This class is impaired by the
Plan.  

A copy of the Fifth Amended Disclosure Statement is available at:

         http://bankrupt.com/misc/deb16-10292-1271.pdf

The confirmation hearing will commence on Dec. 6, 2017, at 10:00
a.m. (Eastern).  For a vote on the plan to be counted, the ballot
indicating acceptance or rejection of the plan must be received by
Kurtzman Carson Consultants LLC, the Debtors' claims, noticing, and
solicitation agent, no later than 4:00 p.m. (Pacific), on Dec. 1,
2017.

The plan objection deadline is Dec. 1, 2017, at 4:00 p.m.
(Eastern).

As reported by the Troubled Company Reporter on Nov. 15, 2017, the
Debtors further revised the Third Amended Plan to, among other
things, make certain changes to creditor classification and
treatment, provide additional information, and make certain other
revisions.  Under the Fourth Amended Plan, Class 3 consists of all
unsecured claims, including all Prepetition Credit Agreement Claims
and all General Unsecured Claims.  Each holder of an allowed Class
3 claim will receive on the Trust Distribution Date on account of
the Class 3 claim its pro rata share of the Class 3 Common Units.
The Debtors have estimated 0% to 100% recovery for every allowed
Class 3 claim.  Class 3 is impaired and holders of allowed Class 3
claims are entitled to vote to accept or reject the Plan.  

                About Ryckman Creek Resources, LLC

Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC, is engaged
in the acquisition, development, marketing, and operation of a
natural gas storage facility known as the Ryckman Creek Facility.

The Ryckman Creek Facility is a depleted crude oil and natural gas
reservoir located in Uinta County, Wyoming.  The company began
development of the reservoir into a natural gas storage facility in
2011.  The Ryckman Creek Facility began commercial operations in
late 2012 and received injections of customer gas and gas purchased
by the company.  The company and its affiliated debtors have
approximately 35 employees.

Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings LLC,
Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-10292) on Feb. 2, 2016.  The petitions were signed by Robert
Foss as chief executive officer.  Kevin J. Carey has been assigned
the case.

The Debtors hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel; AP Services, LLC, as management provider; Evercore Group
LLC as investment banker; and Kurtzman Carson Consultants LLC as
claims and noticing agent.

The Debtors employ Great American Group Advisory & Valuation
Services, L.L.C., as valuation consultant.

On April 11, 2016, Ryckman Creek Resources disclosed total assets
of more than $205 million and total debt of more than $391.2
million.

On Feb. 12, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Attorneys for the
committee are Greenberg Traurig, LLP's Dennis A. Meloro, Esq.,
David B. Kurzweil, Esq., and Shari L. Heyen, Esq.  The committee
retained Alvarez & Marsal, LLC, as financial advisor.


SALLY BEAUTY: S&P Alters Outlook to Negative & Affirms 'BB+' CCR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Denton, Texas-based
beauty retailer/distributor Sally Beauty Holdings Inc. to negative
from stable. At the same time, S&P affirmed all ratings, including
the 'BB+' corporate credit rating.

S&P said, "The outlook revision reflects our expectation that soft
customer traffic and a promotional environment could continue, and
we now think debt to EBITDA will remain above 3.5x over the next
year and interest coverage around high-4x area. We think
competition with mass retailers in the beauty retailing space and
other online retailers will increase as competitors vie for market
share gains, which could contribute to weaker sales for the
company. In addition, we view the intensified competition as a
result of a higher promotional environment and a shift to online
channels, including greater competition from Amazon and Wal-Mart,
in the beauty segment. We also view its distribution segment could
face pressure as customers continue to shop online for convenience
and search for price value. The company reported weak same-store
sales in fourth-quarter 2017 of about negative 2.5% for its retail
segment, and we expect sales comparisons to remain soft for the
next fiscal year. Going forward, we expect Sally will continue to
modify its pricing strategy in an effort to regain lost market
share from the heavier competition and manage its product mix,
which could weigh on profits.

"The negative outlook reflects our expectation that credit metrics
will remain pressured as potential performance weakness at the SBS
segment may cause the company to underperform our expectations.
Though we recognize the company's efforts to balance its strategic
initiatives and expansion into the online channel, leverage could
continue to weaken.

"We could lower the rating if leverage remains around 4x and
competitive pressures cause a greater-than-expected revenue decline
and a loss in market share. This could hurt profitability and lead
to weakened cash flows. Alternatively, a downgrade could occur
because of an aggressive financial policy that results in large
debt-financed shareholder remunerations.

"We could revise our outlook to stable if debt to EBITDA declines
to the mid-3x area and if we are convinced that the company's
competitive position and operating initiatives, such as expansion
of its online channel or SBG segment, provides revenue and profit
growth. This could come from better-than-expected operating
performance with EBITDA margins improving 100 bps because of better
same-store sales at SBS and meaningful sales and cost benefits from
its strategic initiatives."


SCIENTIFIC GAMES: Amends Arrangement Deal to Add Takeover Clause
----------------------------------------------------------------
As previously disclosed on Scientific Games Corporation's Current
Report on Form 8-K filed with the U.S. Securities and Exchange
Commission on Sept. 20, 2017, the Company entered into an
Arrangement Agreement, among the Company, Bally Gaming And Systems
UK Limited, a UK company and a wholly owned subsidiary of SGMS
("AcquireCo"), and NYX Gaming Group Limited, a Guernsey company
pursuant to which AcquireCo has agreed to acquire all issued and
outstanding ordinary shares of NYX at a purchase price of CAD $2.40
per share in cash, without interest.

On Nov. 21, 2017, the Company, AcquireCo and NYX entered into the
First Amendment to Arrangement Agreement amending the Arrangement
Agreement.  Pursuant to the terms of the Amendment, among other
things, the Company and NYX agreed that the Company will be
obligated to make a contractual takeover offer to any and all NYX
shareholders pursuant to Part XVIII of the Companies (Guernsey)
Law, 2008 (as amended) if: (i) the required approval by NYX
shareholders is not obtained at the shareholder meetings to be held
on Dec. 20, 2017, (ii) the scheme order is not obtained at the
scheme sanction hearing of the Royal Court of Guernsey, (iii) the
Company and NYX mutually consent to the Takeover Offer or (iv) upon
10 days notice by NYX to the Company that it has reasonably
determined, in good faith, that effecting the Acquisition by way of
the Takeover Offer would reasonably be expected to increase the
likelihood that the Acquisition will be consummated.

The Takeover Offer would include a minimum tender condition, which
requires the Company to acquire no less than one NYX ordinary share
more than 50% of the ordinary shares of NYX issued and outstanding
(including any ordinary shares of NYX beneficially owned by the
Company prior to the consummation of the takeover offer) or as
otherwise required by applicable law.  The Takeover Offer would be
for a purchase price of CAD $2.40 per share in cash.

                    About Scientific Games

Based in Las Vegas, Nevada, Scientific Games Corporation (NASDAQ:
SGMS) -- http://www.scientificgames.com/-- is a developer of
technology-based gaming systems, table games, table products and
instant games and a leader in products, services and content for
gaming, lottery and interactive gaming markets.  Scientific Games
delivers what customers and players value most: trusted security,
creative content, operating efficiencies and innovative technology.
Today, the Company offers customers a fully integrated portfolio
of technology platforms, robust systems, engaging content and
unrivaled professional services.

Scientific Games reported a net loss of $353.7 million in 2016, a
net loss of $1.39 billion in 2015 and a net loss of $234.3 million
in 2014.  Scientific Games had $7.06 billion in total assets, $9.03
billion in total liabilities and a $1.97 billion total
stockholders' deficit.

                          *    *    *

As reported by the TCR on Oct. 4, 2017, Moody's Investors Service
confirmed Scientific Games Corporation's ("SGC") 'B2' Corporate
Family Rating and 'B2-PD' Probability of Default Rating.  The
confirmation of the 'B2' Corporate Family Rating reflects Moody's
expectations that the proposed transaction, although primarily debt
funded, does not materially change Moody's expectation for
continued reduction in leverage from current levels, which is key
to the company maintaining its existing rating.

In July 2017, S&P Global Ratings affirmed its ratings on Scientific
Games, including its 'B' corporate credit rating.  The outlook is
stable.  "The affirmation of our 'B' corporate credit rating
reflects our expectation for adjusted EBITDA coverage of interest
to remain around 2x through 2018 and for the company to prioritize
the use of free cash flow for debt repayment, which we believe
partially mitigates currently high leverage.  We are forecasting
adjusted debt to EBITDA to be in the low- to mid-7x area in 2017
and around 7x in 2018, given our forecast for only modest EBITDA
growth and debt reduction."


SENIOR CARE GROUP: Sale of Assets Delays Filing of Plan
-------------------------------------------------------
Senior Care Group, Inc., and its affiliates ask the U.S. Bankruptcy
Court for the Middle District of Florida to extend the exclusivity
periods during which only the Debtors will file a plan of
reorganization and solicit acceptance of the plan through and
including Feb. 28, 2018, and May 1, 2018, respectively.

Sections 1121(b) and 1121(c)(2) of the U.S. Bankruptcy Code provide
that only the debtor may file a plan until after 120 days following
the Petition Date.  The 120-day period would expire on Feb. 28,
2018.  Section 1121(c)(3) statutorily extends the exclusivity
period until 180 days after the Petition Date to permit the debtor
to obtain acceptances of a plan as filed.  The 180-day period would
expire on May 1, 2018.

On Nov. 11, 2017, the Court entered its order on the motion of SCG
Baywood, LLC, SCG Gracewood, LLC, SCG Harbourwood, LLC, and SCG
Laurellwood, LLC, for entry of a court order (i) approving bid
procedures in connection with the sale of substantially all of
their assets to TL Capital Management, LLC, (ii) establishing
procedures for the assumption and assignment by the Debtors of
certain executory contracts and unexpired leases, (iii) approving
break-up fee and minimum overbid amount, (iv) approving form and
manner of notice of bid procedures, and (v) setting objection
deadlines.  Pursuant to the bid procedures court order, Debtors SCG
Baywood, SCG Gracewood, SCG Harbourwood, and SCG Laurellwood are
conducting a sale and auction process with respect to certain of
their assets, with a sale hearing scheduled for Jan. 29, 2018.  The
outcome of the sale process will affect the distributions to be
proposed by the Debtors in the plan.  The Debtors, therefore,
request an extension of the Debtors' exclusive period to file a
plan and of the deadline by which the Debtors may obtain
acceptances of the plan.

The Court pursuant to its order continuing initial status
conference established Nov. 29, 2017, as the deadline by which the
Debtors are to file their disclosure statement and plan.  

The Debtors are filing their motion for extension of time to file
plan and disclosure statement and request an extension through and
including Feb. 28, 2018, to file their plan and disclosure
statement.

A copy of the Debtors' request is available at:

           http://bankrupt.com/misc/flmb17-06562-231.pdf

                   About Senior Care Group Inc.

Senior Care Group, Inc., is a non-profit corporation which, through
its wholly-owned subsidiaries, provides residents and patients with
nursing and long-term health care services.

Senior Care Group and its six affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No.
17-06562) on July 27, 2017.  David R. Vaughan, chairman of the
Board, signed the petitions.

At the time of the filing, Senior Care Group estimated assets and
liabilities of $1 million to $10 million.

Judge Catherine Peek Mcewen presides over the cases.

Stichter Riedel Blain & Postler, P.A., is the Debtors' bankruptcy
counsel.  The Debtors hired Akerman LLP as their special healthcare
counsel.

The U.S. Trustee for Region 21 appointed Mary L. Peebles as the
patient care ombudsman for Key West Health and Rehabilitation
Center LLC, SCG Baywood LLC, SCG Gracewood LLC, and SCG
Laurellwood, LLC.

On Aug. 18, 2017, the U.S. trustee appointed an official committee
of unsecured creditors.  The committee hired Stevens & Lee, P.C.,
as its bankruptcy counsel; and Trenam, Kemker, Scharf, Barkin,
Frye, O'Neill & Mullis, P.A., as co-counsel.

On Aug. 17, 2017, the Debtors retained Holliday Fenoglio Fowler,
LP, as Broker.


SOLBRIGHT GROUP: SBI Investments Has 9.9% Equity Stake
------------------------------------------------------
SBI Investments LLC, 2014-1 disclosed in a Schedule 13G filed with
the Securities and Exchange Commission that as of Oct. 21, 2017, it
beneficially owns 2,145,666 shares of common stock of Solbright
Group, Inc., constituting 9.99 percent of the shares outstanding.
This percentage is calculated based on approximately 21,673,403
shares of common stock outstanding as of Oct. 21, 2017.  As of Oct.
21, 2017, SBI Investments LLC, 2014-1 was deemed to have
beneficially owned 9.99% of the common stock of Solbright Group,
Inc., as a result of SBI's ownership of that certain convertible
promissory note, which gives SBI the rights to own an aggregate
number of shares of the Company's common stock in an amount not to
exceed 9.99% of shares of common stock then outstanding.  A
full-text copy of the regulatory filing is available for free at
https://is.gd/IycV1L

                    About Solbright Group

Solbright Group, Inc., formerly known as Arkados Group, Inc., is an
industrial automation and energy management company providing
Industrial Internet of Things (IoT) solutions  that  help
commercial and industrial facilities increase efficiency and reduce
cost.  Headquartered in Newark, New Jersey, the Company delivers
technology solutions for building and machine automation and energy
conservation that  complement its energy conservation services such
as LED lighting retrofits, HVAC system retrofits and solar
engineering, procurement and construction services.  The company's
focus is towards the development and commercialization of an
Internet of Things software platform that supports Big Data
applications that complement its energy management services.  More
information is available at www.arkadosgroup.com.

On Oct. 30, 2017, Arkados Group filed its Certificate of Amendment
of the Certificate of Incorporation with the Secretary of State of
the State of Delaware changing the name of the Company to
"Solbright Group, Inc."  The holders of a majority of the votes
entitled to be cast by all the Company's outstanding shares adopted
resolutions by written consent, in lieu of a meeting of
stockholders, to amend the Company's Certificate of Incorporation
to change its name to Solbright Group, Inc. to better reflect the
business of the Company.  On Nov. 3, 2017, the Company received
notification from FINRA that as of Nov. 6, 2017, the new symbol of
the Company will be "SBRT".

The report from the Company's independent registered public
accounting firm for the year ended May 31, 2017, includes an
explanatory paragraph stating that the Company has incurred
recurring operating losses and will have to obtain additional
capital to sustain operations.  RBSM LLP, in New York, said these
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

Arkados incurred a net loss of $3.34 million for the year ended May
31, 2017, following a net loss of $3.11 million for the year ended
May 31, 2016.  As of Aug. 31, 2017, Arkados had $19.17 million in
total assets, $15.32 million in total liabilities and $3.84 million
in total stockholders' equity.


SOUTHERN REDI-MIX: Wants to Continue Cash Use Through Dec. 31
-------------------------------------------------------------
Southern Redi-Mix Corporation seeks permission from the U.S.
Bankruptcy Court for the District of Massachusetts for continued
access to cash collateral through Dec. 31, 2017.

A final hearing to consider the Debtor's continued cash collateral
use will be held on Dec. 31, 2017.

The Debtor requires the use of the cash collateral in order to fund
its ongoing operations.  The Debtor warns that absent the use of
the cash collateral, the Debtor will be unable to pay the usual and
ordinary operating expenses of the business.  The use of the cash
collateral is therefore necessary to preserve the value of the
Debtor's estate.

As to all secured creditors, the Debtor proposes to adequately
protect their collateral by:

     (a) operating its business and pursuing its reorganization in

         this case to maintain both its going concern and the
         value of the creditor's collateral. Debtor believes that
         its assets are worth far more on a going concern basis
         than in a hypothetical liquidation; and

     (b) maintaining insurance on Debtor's personal property and
         by paying all postpetition vendor and other
         administrative costs on a timely basis.

The Debtor proposes to adequately protect Mechanics Cooperative
Bank, Commercial Credit Group, Inc., Corporate Service Company,
Forward Financial, LLC, Lehigh Cement Company, LLC, Capital Stack,
LLC, and Libertas Funding for the use of any cash collateral by:

     (a) the existence of an equity cushion in the collateral
         secured by their liens; and

     (b) granting them replacement liens (1) to the same extent,
         priority and validity of liens that existed as of the
         Petition Date (2) to be recognized only to the extent of  
       
         any diminution in the value of the creditor's prepetition

         collateral arising from the Debtors' use of cash
         collateral, (3) on the same types on the same types of
         collateral that the creditors had valid liens on as of
         the Petition Date.

The Debtor will make these monthly payments:

     (a) $1,908 to MCB.  This payment represents the contract rate

         of payment and will be held in suspense, and not applied
         to principle or interest, pending further order of the
         Court and/or confirmation of a plan of reorganization;
         and

     (b) $8,500 to CCGI to protect against potential diminution in

         value relating to the most vital pieces of equipment for
         the Debtor's business and reorganization efforts, to
         which CCGI holds the first priority lien;

The Debtor's use of its income to operate and maintain the business
constitutes additional adequate protection.  In addition, the
Debtor's property is insured at replacement cost.  This provides
further adequate protection to the secured creditors.

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

           http://bankrupt.com/misc/mab17-13790-98.pdf

As reported by the Troubled Company Reporter on Nov. 16, 2017, the
Court authorized the Debtor to use cash collateral on a final basis
pursuant to the terms and conditions as previously stated.

                      About Southern Redi-Mix

Southern Redi-Mix Corporation is a concrete manufacturing and sales
corporation located in Marshfield, Massachusetts.  Southern
Redi-Mix has been in continuous operations since its founding in
1986.

In February 2010, Gregory Keelan and Henry Stout formed an equal
partnership, Northern Yankee, LLC, which acquired 100% of Southern
Redi-Mix.  In February 2012, Gilbert Lopes, together with Mr.
Keelan, formed Bristol Yankee, LLC, in order to acquire McCabe Sand
and Gravel in Taunton, MA.  Southern Redi-Mix and McCabe Sand
integrated business operations with the sales efforts pushed toward
the McCabe Sand facility at the behest of Lopes.

Southern Redi-Mix filed a Chapter 11 petition (Bankr. D. Mass. Case
No. 17-13790) on Oct. 12, 2017.  Gregory Keelan, its president,
signed the petition. Judge Frank J. Bailey presides over the case.

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

The Debtor tapped John M. McAuliffe, Esq., of McAuliffe &
Associates, P.C., as its legal counsel.


STARWOOD PROPERTY: S&P Rates $500MM Unsec. Notes Due 2025 'BB-'
---------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' debt rating to
Starwood Property Trust Inc.'s proposed offering of $500 million of
senior unsecured notes due March 2025. The debt rating is one notch
below S&P's 'BB' long-term issuer credit rating on Starwood
Property Trust Inc. because the company's priority debt is greater
than 30% of adjusted assets, although unencumbered assets
comfortably cover the unsecured debt.

The company intends to use all or substantially all of the net
proceeds from this offering to repay a portion of the amount
outstanding under existing repurchase agreements and to use any
remaining net proceeds for other general corporate purposes. S&P
views the related unencumbering of assets pledged to secured
financing facilities favorably. Assuming a $500 million issuance
with substantially all net proceeds used to reduce secured
borrowings, S&P expects debt to adjusted equity will be about 2.0x,
consistent with its expectation that the company will operate with
leverage of 1.75x-2.5x.

RATINGS LIST

  Starwood Property Trust Inc.
   Issuer credit rating                BB/Stable/--

  New Rating

  Starwood Property Trust Inc.
   Senior unsecured   
   $500 mil notes due 2025             BB-


STERLING ENTERTAINMENT: Exclusive Plan Filing Extended to Feb. 1
----------------------------------------------------------------
The Hon. August B. Landis of the U.S. Bankruptcy Court for the
District of Nevada has extended, at the behest of Sterling
Entertainment Group LV, LLC, the exclusive periods for the Debtor
to file a plan of reorganization and solicit acceptance of the
plan, through and including Feb. 1, 2018, and April 2, 2018,
respectively.

As reported by the Troubled Company Reporter on Oct. 27, 2017, the
Debtor sought the extension (a) to provide further time for
preparing adequate information, formulate a plan, and conclude
negotiations for the Debtor's business operations and (b) to ensure
the plan that is eventually formulated will take into account all
the interests of the Debtor and its creditors.

               About Sterling Entertainment Group

Los Angeles, California-based Sterling Entertainment Group LV, LLC,
owns the Olympic Garden Gentlemen's Club located at 1531 Las Vegas
Boulevard, Las Vegas, Nevada 89104 as well as the real Property
associated with the Club.  Sterling Entertainment Group filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
D. Nev. Case No. 17-13662) on July 6, 2017.  The petition was
signed by Amadouba Tall, trustee of Salahadin Family Trust.

The Hon. August B. Landis presides over the case.  Bryan M
Viellion, Esq., at Kaempfer Crowell, represents the Debtor.  At the
time of filing, the Debtor estimated $10 million to $50 million in
both assets and liabilities.


STERLING MID-HOLDINGS: S&P Lowers Issuer Credit Rating to 'SD'
--------------------------------------------------------------
S&P Global Ratings said it lowered its issuer credit rating on
Sterling Mid-Holdings Ltd. to 'SD' from 'CC'.

S&P said, "At the same time, we lowered the ratings on the
company's senior secured payment-in-kind (PIK) toggle notes and
senior secured notes to 'D' from 'CC'. The recovery rating on the
notes remains '6', indicating our expectation for negligible
recovery (0%-5%) in the event of default."

On Nov. 24, 2017, LSF8 Bond Holdings Ltd., an affiliate of Lone
Star Funds that owns DFC Global Corp. through Sterling
Mid-Holdings, announced the expiration of its revised cash tender
offer for any and all of DFC Finance Corp's 10.5%/12.0% senior
secured PIK toggle notes due 2020 and 10.5% senior secured notes
due 2020 at 70% of par. S&P said, "We view the offer as a
distressed debt exchange tantamount to a default. As a result, we
are lowering the issuer credit rating to 'SD' (selective default)
and the rating on the senior notes to 'D' (default)."

On Nov. 2, under the revised cash tender offer, an eligible holder
of 10.5%/12.0% senior secured notes will receive $670 (compared
with $650) in exchange and $30 premium per $1,000 of par total
exchange. An eligible holder of 10.5% senior secured notes will
receive $670 (compared with $620) in exchange and $30 premium per
$1,000 par total exchange. Sterling Mid-Holdings believes that the
affiliate of Lone Star holds about $273 million (33%) of the
existing 10.5%/12.0% senior secured PIK toggle notes and none of
the 10.5% senior secured notes.

Following the expiration of cash tender offer,LSF8 Bond Holdings
Ltd., owns over 95% of the outstanding issues. About $32.6 million
of 10.5%/12.0% senior secured PIK toggle notes due 2020 and about
$0.1 million of 10.5% senior secured notes due 2020 were not
tendered. S&P does not expect the recovery prospects on notes to
change because the firm has a $125 million revolver and a $400
million securitization facility, which are considered to be
priority debt.

S&P plans to raise the issuer credit rating and issue rating on the
senior notes from 'SD' and 'D', respectively, in as soon as two
business days.


SUNDIAL GROUP: S&P Puts 'B-' CCR on Watch Pos. Amid Unilever Deal
-----------------------------------------------------------------
S&P Global Ratings placed its 'B-' corporate credit rating on
Amityville, N.Y.-based Sundial Group LLC on CreditWatch with
positive implications. In addition, S&P placed its 'B-' issue-level
ratings on the company's senior secured revolver and term loan B on
CreditWatch with positive implications. Sundial's debt outstanding
as of September 30, 2017, was about $280 million.

The CreditWatch placement follows the announcement that Unilever
has entered into an agreement to acquire Sundial. S&P expects the
transaction to close in the first quarter of 2018. If the
transaction closes, Sundial would become part of financially
stronger Unilever (A+/Stable/A-1).

S&P said, "We expect to resolve the CreditWatch placement upon
closing of the transaction. The magnitude of any ratings uplift
would depend largely on whether any debt remains outstanding at
Sundial and the potential benefits to Sundial as part of the larger
Unilever, which has a stronger credit profile. If all rated debt at
Sundial is repaid at transaction closing, we would likely withdraw
our ratings on the company.  

"Alternatively, if the transaction is not completed, we would
reassess our ratings on Sundial, which would most likely result in
the ratings being affirmed and removed from CreditWatch."



TANGO TRANSPORT: Plan Trustee's Sale of 2911 Anton Road Asset OKed
------------------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized Christopher J. Moser, the plan
trustee for Tango Transport, LLC and its affiliates, to sell
outside the ordinary course of business the large parcel of land in
at 2911 Anton Road, Madisonville, Kentucky, designated as Lot #3,
Lot #4, and the remainder of Lot #5, totaling 29.139 acres, to
Steve Pleasant and Barrett McGaw, II for $241,000.

The Plan Trustee is authorized to pay the broker fees and other
reasonable costs of sale out of the proceeds of the sale.

                 About Tango Transport LLC

Tango Transport, LLC provides dry van and flatbed services.  It
offers over-the-road truckload services; and dedicated/private
fleet conversion, expedited, third party logistics, heavy hauling,
and brokerage services. The company also provides logistic
services, including warehouse and distribution, warehouse
management, inventory control, freight payment and audit, and
transportation control services; and reverse logistics solutions.
It serves Fortune 500 companies in the United States. The company
was founded in 1991 and is based in Shreveport, Louisiana.  It
operates a terminal in Shreveport, Louisiana; and facilities in
Sibley, Louisiana; West Memphis, Arkansas; and Madisonville,
Kentucky.

Tango Transport, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40642) on April 6,
2016.  The petition was signed by B.J. Gorman, president of Gorman
Group, Inc., sole member of the Debtor.  The Debtor is represented
by Keith William Harvey, Esq., at The Harvey Law Firm, P.C.  The
Debtor estimated assets of less than $50,000 and debts of $10
million to $50 million.

On April 26, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Heller Draper Patrick
Horn & Dabney, LLC, serves as counsel while Stillwater Advisory
Group, LLC, serves as financial advisor.

On Dec. 21, 2016, the court confirmed the Debtor's joint plan of
liquidation and the plan trust agreement, which called for the
appointment of Christopher J. Moser as plan trustee.


TDR TRUST: Taps Coast to Coast as Real Estate Agent
---------------------------------------------------
TDR Trust, LLC, seeks approval from the U.S. Bankruptcy Court for
the Middle District of Florida to hire a real estate agent.

The Debtor proposes to employ Coast to Coast Real Estate Inc. to
list for sale its real property located at 9561 Merrimoor
Boulevard, Seminole, Florida.  The firm will get a sale commission
of 6%.

Ronald McDonald, a real estate agent employed with Coast to Coast,
disclosed in a court filing that he does not hold any interest
adverse to the Debtor.

The firm can be reached through:

     Ronald McDonald
     Coast to Coast Real Estate Inc.
     45622 W. Village Drive 156
     Tampa, FL 33606
     Tel: 813-249-0330

                   About TDR Trust, LLC

TDR Trust, LLC, filed a Chapter 11 bankruptcy petition (Bankr. M.D.
Fla. Case No. 17-07470) on Aug. 24, 2017, disclosing under $1
million in both assets and liabilities.  Judge Michael G.
Williamson presides over the case.  The Debtor is represented by
David W. Steen, Esq., at David W. Steen, P.A.


THINK FINANCE: COP–Spectrum, India Banks Appointed to Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee on Nov. 27 appointed two more
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Think Finance, LLC and its affiliates.

The new committee members are:

     (1) COP - Spectrum Center
         c/o Ace Roman
         5601 Granite Parkway, Suite 800
         Plano, TX 75024
         Phone: 972-731-2300
         Fax: 972-731-2360
         Email: aroman@graniteprop.com

     (2) India Banks
         1415 Harness Horse Lane, #202
         Brandon, FL 33511
         Phone: 812-454-8322
         Email: indialbanks@gmail.com
         Email: ILBanks@tecoenergy.com

The bankruptcy watchdog had earlier appointed Marlin & Associates
Holding LLC, Mphasis Limited and Patrick Inscho, court filings
show.

                        About Think Finance

Think Finance, Inc. -- https://www.thinkfinance.com/ -- is a
provider of software technology, analytics, and marketing services
to financial clients in the consumer lending industry.  Think
Finance offers an end-to-end, professionally managed online lending
program.  The company's customized services allow clients to
create, develop, launch and manage their loan portfolio while
effectively serving customers.  For over 15 years, the company has
helped its clients originate over 2 million loans enabling them to
put more than $4 billion in credit on the street.

Think Finance, LLC, along with six affiliates, sought Chapter 11
protection (Bankr. N.D. Tex. Lead Case No. 17-33964) on Oct. 23,
2017.

Think Finance estimated assets of $100 million to $500 million and
debt of $10 million to $50 million.

The Hon. Harlin DeWayne Hale is the case judge.

The Debtors tapped Hunton & Williams LLP as counsel; Alvarez &
Marsal as financial advisor; and American Legal Claims Services,
LLC, as claims and noticing agent.

On Nov. 2, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Cole Schotz P.C.
represents the committee as bankruptcy counsel.


TKL ASSOCIATES: Dorsey & Whitney to Get Full Payment
----------------------------------------------------
TKL Associates, LLC, filed with the U.S. Bankruptcy Court for the
District of Alaska a first amended disclosure statement dated Nov.
13, 2017, to accompany its proposed plan of reorganization.

Class A-1 includes the claims of Dorsey & Whitney, employed
pursuant to 11 USC Section 327.  These claims are estimated at
$25,000 as of the Effective Date.  Dorsey & Whitney will be paid in
full on the Effective Date, unless it accepts less than full
payment and a promise for future payment.  
The Plan will be funded by the rent payments provided by the
continued operation of ATKL.

ATKL's rent payments will total, exactly, the monthly interest
payments to First National Bank of Alaska starting Feb. 1, 2018,
through Jan. 1, 2020, any insurance payments required, and any
property taxes due on the property of the Debtor.  The Debtor plans
to liquidate and sell the real property and Lodge by that time.  A
liquidation would pay every creditor in full, with interest.

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

          http://bankrupt.com/misc/akb17-00253-51.pdf

As reported by the Troubled Company Reporter on Oct. 18, 2017, the
Debtor filed with the Court a disclosure statement to accompany its
proposed plan of reorganization, which proposed that Class U-1 --
all allowable insider unsecured non-priority claims ($355,758.13)
-- would be paid in full with 2% interest upon successful
liquidation of Debtor's property.  The Plan would be funded by the
revenues generated from rental payments by Alaska's Trophy King
Lodge and eventually, a sale of the Debtor's property.  It is
anticipated that TKL will pay off all creditors after the sale of
the Debtor's property.

                  About TKL Associates LLC

TKL Associates, LLC, an Alaska Limited liability company filed a
Chapter 11 bankruptcy petition (Bankr. D. Alaska Case No. 17-00253)
on July 12, 2017.  Judge Gary Sparker presides over the case.
Dorsey & Whitney LLP represents the Debtor as counsel.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $500,000 to $1 million in liabilities.  The petition was
signed by Drew H. Butterwick, sole member.


TSC/GREEN ACRES: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates that filed separate Chapter 11 bankruptcy
petitions:

        Debtor                                    Case No.
        ------                                    --------
        TSC/Green Acres Road, LLC                 17-25912
        8600 Snowden River Parkway, Suite 207
        Columbia, MD 21045

        TSC/Nester's Landing, LLC                 17-25913
        8600 Snowden River Parkway, Suite 207
        Columbia, MD 21045

Business Description: Based in Columbia, Maryland, TSC/Green
                      Acres Road owns in fee simple interest
                      subdivided lots located at 7345 Green Acres
                      Drive, Glen Burnie, MD valued by the company

                      at $2.08 million.  Its affiliate
                      TSC/Nester's Landing is also the fee simple
                      owner of a property located at 1915 Turkey
                      Point Road, Baltimore County (consisting of
                      subdivided lots) valued at $1.89 million.

Chapter 11 Petition Date: November 28, 2017

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

Judge: Hon. David E. Rice (17-25912)
       Hon. Robert A. Gordon (17-25913)

Debtors' Counsel: David W. Cohen, Esq.
                  LAW OFFICE OF DAVID W. COHEN
                  1 N. Charles St., Ste. 350
                  Baltimore, MD 21201
                  Tel: (410) 837-6340
                  Email: dwcohen79@jhu.edu

                                             Total      Total
                                            Assets    Liabilities
                                          ----------  -----------
TSC/Green Acres Road, LLC                   $2.57M      $2.60M
TSC/Nester's Landing, LLC                   $1.89M      $1.69M

The petition was signed by Gerard McDonough, trustee for AN&J
Family Trust.

A full-text copy of TSC/Green Acres Road, LLC's petition
containing, among other items, a list of the Debtor's 20 largest
unsecured creditors is available for free at:

            http://bankrupt.com/misc/mdb17-25912.pdf

A full-text copy of TSC/Nester's Landing, LLC's petition
containing, among other items, a list of the Debtor's eight largest
unsecured creditors is available for free at:

            http://bankrupt.com/misc/mdb17-25913.pdf

Pending bankruptcy cases filed by affiliates:

      Debtor                    Petition Date       Case No.
      ------                    -------------       --------
College Park Investments, LLC     9/22/17           17-22678
Stein Properties, Inc.            9/22/17           17-22680
TSC/JMJ Snowden River South, LLC 10/23/17           17-24510


UNITI GROUP: Fitch Affirms 'BB-' Long-Term IDR; Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Uniti Group Inc.'s Long-Term Issuer
Default Rating (IDR) at 'BB-'. The Rating Outlook remains Stable.
In addition, Fitch has affirmed Uniti Group L.P.'s debt, which was
previously issued by Uniti Group Inc. and assumed by Uniti Group LP
upon the formation of an UP-REIT. Uniti Group Inc. is a guarantor
of the debt.

The affirmation reflects Fitch's belief that Uniti's operating cash
flows are more stable than the operating cash flows at its main
tenant, Windstream Services LLC, as well as the improved revenue
diversification Uniti has attained through acquisitions of
communications infrastructure since the spin-off from Windstream in
2015. Fitch believes that under the master lease between the two
companies, rents would likely continue uninterrupted through a
Windstream bankruptcy owing to the importance of Uniti's assets to
Windstream's continued operation as a going concern. There are no
provisions in the master lease that would trigger its
renegotiation, although if Windstream's coverage of rent weakens
materially, there is the possibility that by agreement of both
parties the lease could voluntarily be recast.

On Nov. 16, 2017, Fitch downgraded Windstream to 'B' from 'BB-'
based on continued weakness in the company's operating trends. The
Rating Watch Negative was maintained (Fitch placed Windstream on
Rating Watch Negative on Sept. 27, 2017 in connection with a
receipt of a notice of default from a bondholder in one series of
notes. Windstream is defending the allegations, has filed a legal
proceeding on the matter, and has successfully executed exchange
offers and obtained waivers from other bondholders to remove the
event of default. Fitch will resolve the Negative Watch following
the resolution of the pending litigation and conclusion of the
debt-exchange offer).

KEY RATING DRIVERS

Slight Rise in Leverage: Acquisitions have increased Uniti's gross
leverage slightly since the spinoff from Windstream Holdings in
2015. For 2016, gross leverage (total debt/EBITDA) was 6.2x when
giving 50% equity treatment for its preferred stock. Fitch Ratings
expects Uniti to finance future transactions such that gross
leverage will remain relatively stable and should remain in the
high-5x range over the longer term.

Acquisitions: Based on management comments about opportunities
within a robust transaction pipeline and desire to diversify across
various asset classes, Fitch anticipates that Uniti will announce
further transactions over time.

Very Stable Cash Flow: Fitch expects Uniti's cash flows to be very
stable, owing to the fixed nature of the long-term lease payments
from Windstream Holdings, Inc. (its subsidiary Windstream Services,
LLC is rated B/Rating Watch Negative) and the contractual nature of
the revenue streams in Uniti's operating businesses. A substantial
portion (and declining due to acquisitions) of Uniti's current
revenues is generated under the master lease with Windstream, which
has exclusive access to the fiber and copper assets spun off to
Uniti.

Business Model: The master lease currently produces slightly more
than $650 million in cash revenues annually. Fitch believes similar
transactions are likely, as are acquisitions of communications
infrastructure.

Tenant Concentration: The master lease provides approximately 70%
of Uniti's revenues pro forma for recently completed acquisitions.
At the spinoff, nearly all revenues were from Windstream. In
Fitch's view, the improved diversification is a positive for
Uniti's credit profile, and combined with a revised view on the
strength of the master lease and its priority payment, Uniti's
Issuer Default Rating can be higher than Windstream's.

Seniority: Uniti's master lease is with Windstream Holdings, which
is subordinate to Windstream Services. However, Fitch believe
Uniti's assets are essential to Windstream Services' operations and
are a priority payment, as a default on the lease could cause
Windstream to lose control of the leased assets. Fitch also
believes that in a bankruptcy scenario Windstream is very unlikely
to reject the master lease owing to its indivisible nature, and its
lenders are likely to consent to the lease payment to preserve the
value of its assets.

Geographic Diversification: Uniti's geographic diversification is
solid, given Windstream's geographically diverse operations and the
expanded footprint provided by recent acquisitions.

DERIVATION SUMMARY

As the only fiber-based telecommunications REIT, Uniti has no
direct peers. Uniti is a telecom REIT that was formed through the
spin-off of a significant portion of Windstream Services, LLC's
fiber optic and copper assets. Windstream retained the electronics
necessary to continue as a telecommunications services provider.
Fitch believes Uniti's operations a geographically diverse, spread
across more than 30 states, and in the assets under the master
lease with Windstream, have adequate scale.

Other close comparable telecommunications REITs are tower companies
including American Tower (BBB/Stable Outlook), Crown Castle
(BBB-/Stable Outlook) and SBA Communications ('not rated'). The
tower companies lease space on towers and ground space to wireless
carriers, and are a key part of the wireless industry
infrastructure. However, the primary difference is that the tower
companies operate on a shared infrastructure basis (multiple
tenants) whereas Windstream has a master lease and exclusive access
to the fiber/copper facilities sold to Uniti. Uniti's leverage is
higher than American Tower or Crown Castle, but lower than SBA.

In the Uniti Fiber segment, the most direct comparable company
would be Zayo Group Holdings (not rated), a company that operates
with moderately lower leverage than Uniti. While expanding
primarily through acquisitions, Uniti Fiber has relatively small
scale. The business models of Uniti Fiber and Zayo are unlike the
wireline business of communications services providers such as AT&T
(A-/Negative Watch), Verizon ('A-/Stable') or CenturyLink
(BB/Stable). Uniti Fiber and Zayo are providers of infrastructure,
which may be used by communications service providers to provide
retail services (wireless, voice, data, and internet).
Increasingly, Crown Castle is becoming a larger participant in the
fiber infrastructure business through a series of acquisitions. The
large communications services providers do self-provision, and may
use a fiber infrastructure provider to augment their networks.

Communications services providers may sell dark fiber and
connectivity services on a wholesale basis but Fitch believes they
have more of a focus on selling retail services to consumers and
businesses, as well as solutions to business customers.

Uniti's fiber acquisitions since the spin-off are a key credit
consideration as they have reduced the concentration of revenues
and EBITDA from the Windstream master lease. While Windstream's
EBITDAR coverage of the master lease payment remains strong, in a
stress situation where the potential exists for a renegotiation and
reduction in terms, the other sources of EBITDA provide protection
to Uniti. Customers in this fiber business include wireless
carrier, enterprises, and governments.

Fitch believes aspects of Uniti's credit profile are similar to
cases in the gaming industry where there are single tenant or
concentrated leases between operating companies (OpCos) and their
respective REITs (PropCos). Both Uniti and gaming REITs benefit
from triple net leases. Fitch believes that the PropCos are better
positioned as rents may continue uninterrupted through the tenant's
bankruptcy, because such rents are an operating expense, and
unlikely to be rejected to the master lease structure.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Fitch expects Uniti's revenue to grow approximately 18% to 19%

    in 2017 owing to acquisitions in 2016 and the 2017 Hunt and
    Southern Light acquisitions that closed in 3Q17.
-- Fitch expects margins to decline in 2017 due to acquisitions
    of operating businesses and the low initial margins in the
    tower business (these margins improve as tenants are added).
    Nevertheless the EBITDA margin is expected to be in the low
    80% range throughout the forecast.
-- Fitch has assumed Uniti will continue to be acquisitive and
    that it will fund transactions with a mix of debt and equity
    that can maintain relatively stable credit metrics, though no
    large acquisitions have been built into the forecast.
-- Uniti will target long-term net leverage in the mid-5x range;
    Fitch expects gross leverage to be in the high-5x range.
-- Fitch expects capital spending in the $145 million to $160
    million range in line with company guidance on spending for
    Uniti Fiber and Uniti Towers, and a nominal amount of spending

    in the consumer CLEC business and other areas.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- An upgrade could be considered if 25%-30% of its revenue and
   EBITDA is derived from tenants or operations other than
   Windstream and Uniti maintains gross debt leverage in the 5.5x
   range.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- A negative rating action could occur if gross debt leverage is
   expected to be sustained at higher than 6x.
- In addition, if Windstream's rent coverage ((EBITDAR-
   capex)/rents) approaches 1.2x, a negative rating action could
   occur but Fitch will also take into account Uniti's level of
   revenue and EBITDA diversification at that time.

LIQUIDITY

Solid Liquidity: Uniti's revolving credit facility (RCF, due 2020),
which had $590 million available on Sept. 30, 2017, provides
sufficient backstop for liquidity needs. In April 2017, Uniti
increased the RCF to $750 million. Fitch expects Uniti will restore
revolver availability following transactions by terming out
borrowings over time by more permanent means of equity and debt
funding. The company had $50 million in cash at June 30, 2017.
Working capital needs are minimal, as Uniti had approximately $85
million in annual operating expenses and very little capital
spending -- approximately $35 million -- in 2016. Such amounts
could increase as Uniti acquires operating companies with higher
operating expenses than the REIT and capex requirements, but
working capital needs are expected to remain relatively low. The
primary uses of liquidity will be to support the timing of the
receipt of cash and the REIT-required level of distributions.

Covenants: The principal financial covenants in the company's
credit agreement require Uniti to maintain a consolidated secured
leverage ratio of 5.0x. The company can also obtain incremental
term loan borrowings or increased commitments in an unlimited
amount as long as on a pro forma basis the consolidated secured
leverage ratio does not exceed 4x.

Maturities: Uniti's maturity profile is solid as, other than the
RCF, which matures in 2020, there are no major maturities until
2022 when the $2.1 billion term loan matures.

Capital Market Activities: To fund its acquisition activities, in
addition to debt Uniti has used equity to maintain a relatively
balanced capital structure. In April 2017, the company raised
approximately $518 million in net proceeds from a common stock
issuance. The proceeds were used to fund a portion of the cash
consideration of the Southern Light and Hunt acquisitions. In May
2017, an umbrella partnership REIT (UPREIT) structure was
implemented, which will enable the company to acquire properties
through the issuance of limited partnership interests in its
operating partnership in an efficient manner. The acquisitions of
Southern Light and Hunt, which closed on July 3, 2017, were partly
funded by the issuance of operating partnership units. Uniti has an
at-the-market common stock offering program that allows for the
issuance of up to $250 million of common equity to keep the capital
structure in balance when funding capex in the tower or fiber
operating businesses as well as to finance small transactions.

FULL LIST OF RATING ACTIONS

Fitch affirms the following ratings:

Uniti Group Inc.
-- Long-Term IDR at 'BB-'.

Uniti Group L.P.:
-- Senior secured revolving credit facility due 2020 at
    'BB+/RR1';
-- Senior secured term loan credit facility due 2022 at
    'BB+/RR1';
-- Senior secured notes at 'BB+/RR1';
-- Senior unsecured notes at 'BB-/RR4'

The Rating Outlook is Stable.


UNIVERSAL SOLAR: Signs LOI to Partner with KC Contractors
---------------------------------------------------------
Universal Solar Technology, Inc. issued a letter of intent to
establish a partnership with KC Contractors for multiple projects,
the first of which is the development of a proprietary design of
Tiny Houses, according to a Form 8-K report filed with the
Securities and Exchange Commission.  KC Contractors is a Houston
based contractor with large scale project development consisting of
both commercial and residential projects.  With the intent to
utilize unique design approaches to incorporate style, energy
efficiency and efficient accommodations, the partnership will
capitalize on the core strengths of both organizations to take
advantage of the ever-diversifying demands of the housing market.

                    About Universal Solar

Headquartered in Zhuhai City, Guangdong Province, in the People's
Republic of China, Universal Solar Technology, Inc., was
incorporated in the State of Nevada on July 24, 2007.  It operates
through its wholly owned subsidiary, Kuong U Science & Technology
(Group) Ltd., a company incorporated in Macau, the People's
Republic of China on May 10, 2007, and its subsidiary, Nanyang
Universal Solar Technology Co., Ltd., a wholly foreign owned
enterprise registered on Sept. 8, 2008 under the wholly
foreign-owned enterprises laws of the PRC.  The Company primarily
manufactures, markets and sells silicon wafers to manufacturers of
solar cells.  In addition, the Company manufactures photovoltaic
modules with solar cells purchased from third parties.

Universal Solar reported a net loss of $1.28 million in 2013
following a net loss of $5.66 million in 2012.

Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2013.  The independent auditors noted that
the Company had not generated cash from its operation, had a
stockholders' deficiency of $ 10,663,106 and had incurred net loss
of $11,175,906 since inception.  These circumstances, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.


VARSITY BRANDS: Moody's Affirms B2 CFR & Rates $1.125BB Loan B1
---------------------------------------------------------------
Moody's Investors Service affirmed the Corporate Family Rating
(CFR) and Probability of Default Rating (PDR) of Varsity Brands
Holding Co., Inc. at B2 and B2-PD, respectively. At the same time,
Moody's assigned a B1 rating to the company's proposed $1.125
billion principal first lien senior secured term loan due 2024.
Moody's plans to withdraw the rating on the company's existing
$1.02 billion first lien senior secured term loan due 2021 at the
close of the recapitalization transaction. The rating outlook is
stable.

Proceeds from the proposed $1.125 billion term loan, a privately
placed $500 million second lien term loan, and roughly $65 million
of Varsity Brands' balance sheet cash will be used to repay
existing first and second lien debt in an aggregate amount of
approximately $1.36 billion, pay a dividend of roughly $300 million
to the company's shareholders, the largest being Charlesbank
Capital Partners, and fund estimated fees and expenses of
approximately $25 million.

Pro-forma for the proposed transaction, the company's
debt-to-EBITDA and EBITA-to-interest for the twelve month period
ended September 30, 2017 were approximately 6.8 times and 1.9
times, respectively (all ratios are Moody's adjusted unless
otherwise stated). Moody's expects the company's leverage will
improve to the 6 -- 6.5 times range over the next 12-18 months.

"The affirmation of Varsity Brands' fundamental ratings
incorporates Moody's expectation that, consistent with its recent
track record, the company will materially deleverage from currently
high levels, which have resulted in-part from a large debt-financed
dividend to shareholders," said Moody's Vice President Brian
Silver. "Deleveraging will primarily be driven by earnings growth
and to a lesser extent debt repayment using free cash flow."

Moody's expects the company will continue to generate solid free
cash flow stemming from its relatively high EBITDA-to-cash
conversion rate, which is largely a function of relatively low
capital expenditure requirements, while continuing to benefit from
the diversified product offerings of its three operating segments.
Moody's also expects that the owners will refrain from taking
further dividends until leverage is significantly reduced.

The following ratings have been affirmed at Varsity Brands Holding
Co., Inc.:

Corporate Family Rating at B2;

Probability of Default Rating at B2-PD

The following ratings have been assigned at Varsity Brands Holding
Co., Inc. (with Hercules Achievement, Inc., as a joint and several
co-borrower):

$1,125 million principal senior secured first lien term loan due
2024 to B1 (LGD3)

The following ratings will be withdrawn at Varsity Brands Holding
Co., Inc. (with Hercules Achievement, Inc., as a joint and several
co-borrower) at the close of this transaction:

$1,020 million first lien senior secured term loan facility due
2021 rated B1 (LGD3)

The rating outlook is stable.

RATINGS RATIONALE

Varsity Brands Holding Co., Inc.'s ("Varsity") B2 Corporate Family
Rating (CFR) reflects the company's high financial leverage and
relatively aggressive financial policies associated with its
private equity ownership. The company's top-line is expected to
grow in the low single-digits organically over the next year while
operating margins will remain moderate in the mid to high
single-digits, subject to a high degree of seasonality that is
evident on a quarterly basis. Debt-funded acquisitions will likely
continue to be used to supplement growth over time. Moody's expects
the company to de-leverage from roughly 6.8 times debt-to-EBITDA
for the twelve months ended September 30, 2017, pro forma for the
proposed capital structure, to the 6.0 - 6.5 times range over the
next 12 to 18 months. This will be primarily from earnings growth
and to a lesser extent debt repayment (all financials are Moody's
adjusted unless otherwise stated).

Varsity benefits from its good size, solid position within its
niche markets, and operational diversification provided by its
three business segments, where the diversified nature of the
product portfolio helps to limit volatility in financial
performance. Growth will be driven by both the BSN segment,
consisting of team sports apparel and equipment, and the Varsity
Spirit segment, which includes cheerleading dance uniforms and
camps. The Herff Jones segment operates in mature markets and has
recently experienced declining growth rates, but it generates high
margins and healthy cash flow. Moody's anticipates that Herff
Jones' legacy yearbook and achievement segments will continue to
face top-line challenges stemming from the slow erosion of demand
for consumer affinity products over time, but cost saving
initiatives will help support Herff Jones' margins in the
near-term. Varsity will continue to generate solid free cash flow
annually, the bulk of which will typically be generated in its
fourth quarter.

The stable rating outlook reflects Moody's expectation that the
company's top-line growth, achieved organically and via tuck-in
acquisitions, together with cost savings initiatives will result in
EBITDA growth and solid free cash flow generation that enables the
company to de-leverage from what Moody's view as high levels for
the B2 rating category. The outlook also incorporates Moody's
expectation that Varsity will maintain a good liquidity profile and
a disciplined approach to acquisitions.

The ratings could be upgraded if Moody's adjusted debt-to-EBITDA
improves such that it is sustained below 5.0 times. Also, the
company would be expected to maintain a conservative approach to
acquisitions, solid operating momentum and a good liquidity
profile. Alternatively, the ratings could be downgraded if Moody's
adjusted debt-to-EBITDA increases above 7.0 times or if free cash
flow or liquidity materially weaken. More aggressive financial
policies such as additional shareholder dividends could also lead
to a downgrade.

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

Varsity Brands Holding Co., Inc., through its affiliates, is a
provider of sports, cheerleading and achievement related products
to schools, colleges and youth organizations in the US. The company
operates through its three complementary businesses: BSN Sports,
providing sports apparel and equipment to schools and consumers;
Herff Jones, supplying graduation-related items and recognition
rewards through its Yearbook and Achievement divisions; and Varsity
Spirit, offering cheerleading uniforms and apparel and hosting
cheerleading camps and competitions. In December 2014 the company
was acquired in an LBO transaction by Charlesbank Capital Partners
and Partners Group for approximately $1.5 billion. The company
generated approximately $1.7 billion of revenue over the twelve
months ended September 30, 2017.


VARSITY BRANDS: S&P Affirms 'B' CCR & Alters Outlook to Negative
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Dallas, TX-based Varsity Brands Holding Co. Inc. and revised the
outlook to negative from stable.

S&P said, "We also assigned our 'B' issue-level rating to the
company's proposed $1.125 billion first-lien term loan due 2024.
The recovery rating is '3', reflecting our expectation for
meaningful (50%-70%, rounded estimate 60%) recovery in the event of
a payment default. Varsity Brands Holding Co. Inc. and Hercules
Achievement Inc. (collectively, Varsity Brands) are co-borrowers
under the senior secured term loan.

"Our ratings assume the transaction closes on substantially the
terms presented to us. We estimate pro forma funded debt
outstanding is about $1.625 billion.

"We expect to withdraw our issue-level ratings on the existing
asset-backed lending (ABL) credit facility, first-lien term loan,
and second-lien term loan once the transaction closes and the
credit facilities have been repaid.

"The negative outlook reflects the deterioration of Varsity Brands'
credit metrics due to the proposed dividend recapitalization and
the potential risk the company will be unable to improve leverage
in line with our forecast. Pro forma for the transaction, adjusted
debt to EBITDA will increase to above 8x from the high-6x area as
of Sept. 30. We believe the company will lower debt to EBITDA to
the low-7x area by the end of 2018 mainly through EBITDA growth via
organic expansion and tuck-in acquisitions. But we could still
lower the ratings if the company cannot de-lever below 8x over the
next few quarters with a clear path to below 7.5x by the end of
2018. That could occur if sales and profits drop, potentially due
to a faster-than-expected decline in the achievement segment or
cuts to school funding for non-education-related activities. The
negative outlook reflects the credit ratio deterioration following
the proposed dividend recapitalization and the potential risk the
company will be unable to reduce leverage in line with our forecast
if there's any operating difficulties.

"We could lower the rating in the next 12 months if it becomes
clear the company cannot successfully de-lever below 8x over the
next few quarters with a clear path to below 7.5x by the end of
2018. This could occur if a such that there is a
faster-than-expected decline in the achievement segment or school
funding for non-education-related activities declines, leading to
deterioration in operating performance and a material decline in
EBITDA and free cash flow generation. We could also lower the
rating if there is a material increase in input costs, which the
company is unable to pass through to customers, which hurts
profitability.  

"We could revise the outlook to stable if the company successfully
lowers and sustains leverage below 7.5x while maintaining free cash
flow around $90 million to $100 million. We estimate that pro forma
EBITDA would need to improve more than 10% or pro forma debt would
need to be reduced by $150 million for the company to achieve debt
to EBITDA around the 7.5x area."  


VELLANO CORP: Court Denies Unsecured Assets Sale Without Prejudice
------------------------------------------------------------------
Judge Robert E. Littlefield, Jr. of the U.S. Bankruptcy Court for
the Northern District of New York denied without prejudice The
Vellano Corp.'s request to sell  all unsecured assets to FW Webb
Co. for $900,000 amid objections from various parties.

The Court found that the Debtor failed to meet its burden of proof
on the Motion.

The parties that filed objections and responses to the Motion were
Groundwater Rescue, Inc., Ally Bank, United States Trustee, M&T
Bank, National Pipe & Plastics, Inc. and the Official Committee of
Unsecured Creditors.

                        About The Vellano

The Vellano Corporation -- http://www.vellano.com/-- is a
veteran-owned business in the water and waste industry.  It
provides water services, sewer services and industrial supplies.
The Debtor has 14 branch locations in six states: New York,
Massachusetts, New Hampshire, Rhode Island, Alabama and Georgia. It
employs more than 100 people.

The Vellano Corporation sought Chapter 11 protection (Bankr.
N.D.N.Y. Case No. 17-11348) on July 21, 2017, disclosing total
assets at $5.81 million and total liabilities at $15.65 million.
The petition was signed by Paul Vellano, as authorized
representative.


VERNON PARK CHURCH: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Vernon Park Church of God
        1975 E. Joe Orr Road
        Lynwood, IL 60411-8504

Business Description: Based in Lynwood, Illinois, Vernon Park
                      Church of God is a religious organization.
                      The Church's Sunday service is at 10:00 a.m.

                      Children's Church is held during Sunday
                      service.  Visit http://www.vpcog.orgfor
                      more information.

Chapter 11 Petition Date: November 28, 2017

Case No.: 17-35316

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

Judge: Hon. Donald R Cassling

Debtor's Counsel: Karen J Porter, Esq.
                  PORTER LAW NETWORK
                  230 West Monroe, Suite 240
                  Chicago, IL 60606
                  Tel: 312-372-4400
                  Fax: 312-372-4160
                  Email: porterlawnetwork@gmail.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jerald January Sr., pastor.

The Debtor failed to include a list of the names and addresses 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/ilnb17-35316.pdf


WILLIAM LYON: Moody's Hikes CFR to B2; Outlook Stable
-----------------------------------------------------
Moody's Investors Service upgraded the rating of William Lyon
Homes, Inc.'s Corporate Family Rating to B2 from B3 and Probability
of Default Rating to B2-PD from B3-PD. The ratings on the company's
senior unsecured notes were upgraded to B2 from B3. The SGL-3
rating was upgraded to SGL-2, and the outlook is stable.

The upgrade reflects Lyon's strong revenue and earnings momentum,
reduced debt/cap to below 60%, respectable market share positions,
strengthened EBIT interest coverage, increased size and scale, and
successful integration of Polygon.

The following ratings were impacted:

Corporate Family Rating, upgraded to B2 from B3

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

Ratings on three issues of senior unsecured notes maturing in 2019,
2022, and 2025, upgraded to B2 (LGD4) from B3 (LGD4)

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

Outlook, Stable

RATINGS RATIONALE

Lyon's B2 Corporate Family Rating reflects the company's relatively
strong credit metrics for a B2 homebuilder, including adjusted debt
leverage of 57% and interest coverage of 2.5x, both as of September
30, 2017, which Moody's expects to improve further during the rest
of 2017 and in 2018. In addition, the company has made great
strides in increasing its size and scale since Moody's first rated
the company in 2012. Moreover, the company is showing strong order
growth which portends healthy revenue and earnings performance into
2018.

The company has adequate liquidity, with $95 million of
availability under its unrated $145 million revolving credit
facility that matures in July 2019. In addition, a Moody's
projected positive cash flow generation in 2017, substantial
covenant headroom, and a largely unencumbered asset base add to
Lyon's liquidity strength.

The stable outlook reflects Moody's expectation that both debt
leverage and interest coverage will continue to strengthen and
gross margins will stop deteriorating.

Moody's would consider an additional upgrade if Lyon strengthens
its liquidity, attains debt leverage (total adjusted homebuilding
debt to book capitalization) below 55%, and EBIT interest coverage
trends towards 3.0x.

Factors that could lead to a downgrade include the company's
attaining adjusted debt leverage above 65%, EBIT interest coverage
below 1.0x, and deteriorating liquidity.

Included in Lyon's debt stack as of September 30, 2017 was
approximately $106 million of consolidated joint venture notes
payable, which are comprised of secured construction notes payable
both at Lyon and at the joint ventures that Lyon is required to
consolidate onto its balance sheet. These note holders are secured
by a discrete group of real estate assets and do not have any
secured rights to Lyon's general real estate or asset base.

The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in April 2015.

Established in 1956 and headquartered in Newport Beach, CA, William
Lyon Homes, Inc. designs, builds, and sells single-family attached
and detached homes in California, Arizona, Colorado, Nevada,
Oregon, and Washington. Revenues and net income for the trailing
12-month period ended September 30, 2017 were $1.65 billion and $59
million, respectively.

William Lyon Homes, also known in the public 10-K and 10-Q
statements as "Delaware Lyon," is the parent company of William
Lyon Homes, Inc., also known in the public 10-K and 10-Q statements
as "California Lyon." It is the latter company that issues the
company's senior unsecured notes, which are guaranteed by the
parent company's principal operating subsidiaries.


WILMA SENEVIRATNE: Sale of South Midvale Property for $1.6MM OKed
-----------------------------------------------------------------
Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central
District of California authorized Wilma Seneviratne to sell the
residential real property located at 1941 South Midvale Avenue, Los
Angeles, California, APN 4323-005-016, to Ronald T. Anavim and
Joliene H. Anavim for $1,584,500, free and clear of any claims.

The Anavims will tender the balance of the purchase price of
$1,502,199 to 7 Star Escrow, Inc. no later than 12:00 p.m. on Nov.
27, 2017, with escrow to close by Nov. 30, 2017.

The Midvale Avenue Residence will be sold free and clear of the
following interests, and any other interests that may be recorded
against the Midvale Avenue Residence, with the interests to attach
to the sale proceeds in their order of priority:

     a. First priority deed of trust lien in favor of Wells Fargo
Bank, National Association of $544,722 as of the Petition Date;

     b. Second priority (disputed) deed of trust lien in favor of
Behrouz Aframian, Firooz Payan's successor in interest, of $324,571
as of the Petition Date; and

     c. Third priority deed of trust lien in favor of Rusty
Phanvong and Christine Verzosa of $35,000.

The Debtor is authorized to pay the following from the sale
proceeds and through escrow:

     a. the demand submitted to Escrow by the First Trust Deed
Lienholder in an amount approved for payment by the Debtor in
writing;

     b. the demand submitted to Escrow by the Second Trust Deed
Lienholder in an amount approved for payment by the Debtor in
writing;

     c. the demand submitted to Escrow by the Third Trust Deed
Lienholder in an amount approved for payment by the Debtor in
writing;

     d. the broker's commission of $71,303 (pursuant to the
Residential Listing Agreement) with $35,651 to be paid to PLG
Estates, the broker employed by Seneviratne, and with the Anavims
receiving a credit toward the $1,584,500 purchase price in the
amount of $35,651; and

     e. the costs of sale, including escrow fees and closing
costs.

Upon the close of escrow, the disbursement of the sale proceeds to
the entities/individuals identified and the issuance of a final
closing statement, the Escrow will remit the remaining balance of
the purchase price to the Aver Firm to be deposited into a client
trust account pending further order of the Court.

Los Angeles, California-based Wilma Seneviratne sought Chapter 11
protection (Bankr. C.D. Cal. Case No. 16-19487) on July 18, 2016.
The Debtor filed pro se but later hired counsel:

          Raymond H. Aver, Esq.
          LAW OFFICES OF RAYMOND H. AVER
          10801 National Boulevard, Suite 100
          Los Angeles, CA 90064
          Telephone: (310) 571-3511
          E-mail: ray@averlaw.com


WORDSWORTH ACADEMY: Unsecured Creditors to Get 10% Under the Plan
-----------------------------------------------------------------
Wordsworth Academy, Wordsworth CUA 5, LLC, and Wordsworth CUA 10,
LLC file with the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania a disclosure statement which sets forth certain
information regarding the Debtors' Joint Chapter 11 Plan dated as
of November 8, 2017.

The Bankruptcy Court has scheduled a Confirmation Hearing for
December 18, 2017 at 9:30 a.m. Any objections to confirmation of
the Plan or proposed modifications to the Plan must be filed and
served on or before December 12, 2017.

Under the Plan, Class 5 general unsecured claims against the
Debtors are impaired and entitled to receive 10% pro rata share of
the distributable cash.

Class 5A consists of general unsecured claims against Wordsworth
Academy estimated at approximately $3,727,000. The City of
Philadelphia is included in Class 5A, to the extent that the City's
claim against Wordsworth Academy is not fully secured by a right of
setoff to the extent available under applicable law.

Class 5B consists of general unsecured claims against Wordsworth
CUA 5, LLC with an estimate allowed claim of approximately $13,000.
Class 5C consists of general unsecured claims against Wordsworth
CUA 10, LLC with an estimated aggregate allowed claim of $600.

The Debtors assign a value of $0.00 to any Class 5B Claim held by
M&T Bank against Wordsworth CUA 5, LLC and/or Wordsworth CUA 10,
LLC and take the position M&T Bank will not receive a distribution
from the distributable cash. M&T Bank disputes and disagrees with
this treatment and the Debtors' position concerning the use of
Distributable Cash to pay M&T's unsecured claims.

However, if the Bankruptcy Court determines that the Class 2 Claim
and/or M&T Bank's Class 5B and/or Class 5C Claims must receive
payment from Distributable Cash on account of any unsecured portion
of such claim, the Debtors will amend the Plan to provide for a
different treatment of Class 2 and/or Class 5 Claims. Any such
amendment that results in $400,000 of Distributable Cash not being
available for distribution to Holders of Class 5 Claims, other than
M&T Bank, will be considered to be a material amendment requiring
re-solicitation.

The distributions provided for under the Plan will be made by the
Debtors, on or after the Effective Date, from funds on hand that
were (a) obtained from Public Health Management Corporation
("PHMC") in the form of Distributable Cash – in the amount of
$400,000 to fund pro rata distributions in the aggregate to Allowed
Class 5A, Allowed Class 5B and Allowed Class 5C Claims as provided
in the Plan -- and pursuant to the Affiliation Agreement, (b) from
the Siena DIP Facility and/or the Exit Financing provided through
PHMC, and (c) future revenues of the Reorganized Debtors.

A lender selected by PHMC will provide exit financing to satisfy
and replace the Initial DIP Financing Facility and the Siena DIP
Financing Facility as well as provide financing to replace the
Siena DIP Financing Facility that will be used to fund ongoing
operations.

A full-text copy of the Disclosure Statement, dated November 8,
2017, is available for free at https://is.gd/qrg1mg

                   About Wordsworth Academy

Philadelphia, Pennsylvania-based Wordsworth Academy is a non-profit
that provides education, behavioral health and child welfare
services to children and youth who have emotional, behavioral and
academic challenges.  Wordsworth provides services through two
Community Umbrella Agencies.  CUA 5 provides services to children
and families in the 35th and 39th Police Districts in Philadelphia,
encompassing much of North Central Philadelphia. CUA 10 provides
services to children and families in the 16th and 19th Police
Districts in Philadelphia, encompassing much of West Philadelphia.

Wordsworth Academy, along with Wordsworth CUA 5, LLC, and
Wordsworth CUA 10, LLC, sought Chapter 11 protection (Bankr. E.D.
Pa. Lead Case No. 17-14463) on June 30, 2017.  Donald Stewart, the
CFO, signed the petitions.

Wordsworth Academy estimated assets and debt of $10 million to $50
million.

Judge Ashely M. Chan presides over the cases.

Dilworth Paxson LLP serves as counsel to the Debtors, with the
engagement led by Lawrence G. McMichael, Esq., Peter C. Hughes,
Esq., and Anne M. Aaronson, Esq. The Debtors hired Getzler Henrich
& Associates LLC as financial advisor, and Donlin, Recano &
Company, Inc., as claims and noticing agent.

On July 14, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


YOUR NEIGHBORHOOD: Wants to Assume & Assign Subleases to Hoags
--------------------------------------------------------------
Your Neighborhood Urgent Care, LLC asks the U.S. Bankruptcy Court
for the Central District of California to authorize it to sell and
contemporaneously assign its interest in unexpired leases for three
urgent care facilities located at (i) 5630 Santa Ana Canyon Road,
Anaheim, California, (ii) 5355 Warner Avenue, Suite 102, Huntington
Beach, California, and (iii) 2560 Bryan Avenue, Tustin, California
to Hoag Urgent Care-Anaheim Hills, Inc., Hoag Urgent
Care-Huntington Harbour, Inc., and Hoag Urgent Care-Tustin, Inc.;
or, in the alternative, to assume and assign unexpired leases to
the Hoag Debtors.

The Hoag Debtors own and operate five urgent care facilities
located in Orange County, California, including the Properties.
The Debtor is the former management company for the Hoag Debtors.

In the process of establishing the Hoag Clinics, the Hoag Debtors
and the Debtor, the former management company for the Hoag Debtors,
entered into a series of agreements with Newport Newport Healthcare
Center, LLC.  The agreements include a structured leasing of the
property by which Newport leased the Properties from the Landlords
and, shortly thereafter, subleased the Properties to the Debtor.
The Debtor is the management company of the Hoag Debtors and only
holds bare legal title in the Subleases.  The Hoag Debtors hold the
beneficial interest in the Subleases.

In general, the Subleases are comprised of three distinct
agreements: namely, (i) a lease of the Properties to the Debtor for
the term of the Master Leases; (ii) a financing agreement for the
acquisition of certain medical and diagnostic equipment; and (iii)
a license for the use of the trademark or trade name "Hoag Urgent
Care."  The Anaheim Sublease terminates by August 2021, the
Huntington Sublease terminates on Oct. 31, 2021, and the Tustin
Sublease terminates on April 30, 2021.  Additionally, as assignees
of the Debtor, the Subleases constitute unexpired leases of the
Hoag Debtors.

Simultaneously with the execution of the Subleases, the Debtor
entered into Sub-subleases with the Hoag Debtors.  It was the
intention of the Debtor and the Hoag Debtors that the Sub-subleases
effectuate an assignment of all rights of the Debtor under the
Subleases to the Hoag Debtors.  Under the Sub-subleases, the Debtor
granted the Hoag Debtors the exclusive right to utilize the
entirety of the Properties for the duration of the Subleases.  The
Debtor also granted the Hoag Debtors its rights with respect to the
Equipment and Trademark under the Subleases.

Newport consented to Debtor "subsubleasing" all rights conferred
under the Subleases to the Hoag Debtors.  Thereafter, the Hoag
Debtors utilized the Assets in the operation of the Hoag Clinics in
accordance with the terms of the Subleases.  Prior to the
appointment of the David Stapleton as Receiver, the Hoag Debtors
made nearly all of the payments under the Subleases directly to
Newport and, with rare exception, satisfied the obligations of the
Debtor due under the Subleases.

Based on the Hoag Debtors' books and records, they believe that
they are current on all rental obligations related to the use and
occupancy of the Properties following the Petition Date.  Prior to
the Hoag Debtors bankruptcy filing, the Receiver failed to make two
monthly payments under the Subleases.  Based on the base rent under
the Subleases plus applicable late fees, the Hoag Debtors estimate
that the Receiver failed to pay approximately $63,802 in rent for
the use and occupancy of the Properties.  Accordingly, prior to or
through the Sale, the Hoag Debtors will cure the default in order
to permit the assumption of the Subleases.

The Debtor does not have the funds to cure the amounts outstanding
on the Subleases and have never had the funds to pay the amounts
due on the Subleases.  The Hoag Debtors have been making the
payments due under the Subleases.  They do not have the funds
necessary to cure any amounts outstanding on the Subleases.  

Prior to the commencement of their bankruptcy cases, and
thereafter, the Hoag Debtors marketed their businesses and/or
assets for sale in an effort to generate the maximum value for the
benefit of their creditors.  The Hoag Debtors entered into an asset
sale agreement with a Proposed Purchaser.  On Oct. 19, 2017, the
Hoag Debtors filed their Bidding Procedure Motion which the Court
approved on Oct. 25, 2017.  As part of the proposed sale, the Hoag
Debtors desire to sell and the Proposed Purchaser wants to acquire
the Subleases and operations thereunder.  As such, the Hoag Debtors
intend to assume the Subleases and assign them to the Proposed
Purchaser.

Therefore, in order for this assumption by Hoag Debtors to take
effect, the Debtor asks to sell and contemporaneously assign its
bare legal title interest in the Subleases to the Hoag Debtors in
order to facilitate the Sale.  If the Court requires that the
Debtor assumes its bare legal title interest in the Subleases and
assigns it to the Hoag Debtors, then the Debtor asks this
alternative relief.  Any cure required to be paid for the
assumption and assignment of the Subleases will be paid by the
purchasers through the close of escrow on the Sale.

Any cure amounts outstanding under the Subleases will be paid by
the proposed purchasers through the close of escrow on the Sale.
As the sale hearing is scheduled for Dec. 13, 2017 -- approximately
two weeks after the scheduled hearing for the Hoag Motion -- the
Hoag Debtors will be able to promptly cure any and all arrears
under the Subleases pertaining to the lease of the Properties.

The Hoag Debtors have filed their own motion asking entry of an
order (i) finding that the Hoag Debtors are assignees of the Debtor
under the terms of the Subleases; (ii) finding that the Subleases
are divisible and, thus, that the portions thereof relating to the
Properties is independently assumable; and (iii) finding adequate
grounds to permit the Hoag Debtors to assume their respective
rights under the Subleases.  The Hoag Debtors' Motion is presently
set for hearing on Nov. 29, 2017 at 10:00 a.m. before the Court.

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

   http://bankrupt.com/misc/Your_Neighborhood_16_Sales.pdf

The Sublessor:

          NEW PORT HEALTHCARE CENTER, LLC
          1 Hoag Drive
          Newport Beach, CA 92663
          Attn: Director, Real Estate

Hoag Debtors can be reached at:

          HOAG URGENT CARE-ANEHEIM HILLS, INC.
          Attn: Robert Amster, M.D.
          18231 Irvine Blvd., Suite 204
          Tustin, CA 92780

             About Your Neighborhood Urgent Care, LLC

Located at 18231 Irvine Blvd., Suite 204, Tustin, California, Your
Neighborhood Urgent Care, LLC is a privately held Tustin,
California operating under the health care industry.

Your Neighborhood Urgent Care, LLC sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 17-14545) on Nov. 17, 2017.  The case is
assigned to Judge Scott C Clarkson.

Pending bankruptcy cases filed by its affiliates:

                                      Petition      Case
     Debtor                             Date       Number        
     ------                           --------    --------
Cypress Urgent Care, Inc.              8/02/17    17-13089

Hoag Urgent Care - Anaheim Hills, Inc. 8/02/17    17-13080

Hoag Urgent Care -                     8/02/17    17-13078
Huntington Harbour, Inc.

Hoag Urgent Care - Orange, Inc.        8/02/17    17-13079

Hoag Urgent Care - Tustin, Inc.        8/02/17    17-13077

Laguna Dana Urgent Care Inc.           8/02/17    17-13090

The Debtor tapped Jeffrey I. Golden, Esq., at Lobel Weiland Golden
Friedman LLP as counsel.

The Debtor estimated assets in range of $50,000 to $100,000 and $1
million to $10 million in debt.

The petition was signed by Dr. Robert C. Amster, president.


YUCCA LAND: Unsecured Creditors Get Paid in Full Under the Plan
---------------------------------------------------------------
Yucca Land Company, LLC, files with the U.S. Bankruptcy Court for
the District of Nevada a Disclosure Statement in connection with
its Plan of Reorganization dated October 25, 2017.

The Debtor's liabilities are comprised of the following: (a) a debt
to Sun Pacific Marketing Cooperative, Inc. in the amount of
$8,276,546.02 as of July 5, 2017, secured by a lien on the
Properties; (b) a debt to Ron Krater Studio in the amount of
approximately $24,700, for land design and planning services
rendered, secured by a lien on the Properties; (c) a debt to the
Mohave County Taxing Authority, for unpaid real property taxes in
the amount of approximately $45,000, secured by a lien on the
Properties; (d) an unsecured debt in the amount of approximately
$257,667 to National EWP, Inc., pursuant to that certain
"Settlement and Release Agreement," dated October 5, 2016; and (e)
an unsecured debt in the amount  of approximately $550.00 to
Gillette Law PLLC, for legal services rendered.

The Class 2 allowed Sun Pacific secured claim is impaired and the
holder of the allowed Sun Pacific secured claim is entitled to vote
to accept or reject the Plan. Pursuant to the Settlement Agreement
and in accordance with the terms of the Credit Bid Purchase
Agreement, both of which are included in the Plan Supplement, Sun
Pacific will purchase the Properties at the Confirmation Hearing by
credit bidding up to the full amount of the Sun Pacific Secured
Claim. The sale will be free and clear of all liens, claims, equity
interests, and other encumbrances, except the Permitted
Encumbrances, as defined in the Settlement Agreement.

Each holder of an allowed general unsecured claim under Class 5
will, in full satisfaction, settlement, release and exchange for
such allowed general unsecured claim, receive cash in the allowed
amount of such allowed general unsecured claim on the Effective
Date. Class 5 allowed general unsecured claims are not impaired and
the holders of Class 5 general unsecured claims are not entitled to
vote to accept or reject the Plan.

The Plan provides for the Debtor's existing Old Equity Interests to
be cancelled and 100% of the new membership interests in the
Reorganized Debtor to be issued to the New Equity Investor in
exchange for providing the New Capital Contribution of up to
$500,000, which will be used to make payments under the Plan.

A full-text copy of the Disclosure Statement is available for free
at https://is.gd/VYBdU4

                     About Yucca Land Company, LLC

Yucca Land Company, LLC owns multiple parcels of vacant land
located in Mohave, Arizona.  The company is affiliated with debtors
Avery Land Group, LLC (Bankr. D. Nev. Case No. 16-14995) and Mohave
Agrarian Group, LLC (Bankr. D. Nev. Case No. 16-10025).

Yucca Land Company, LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Nev. Case No. 17-16042) on November 9, 2017. The
petition was signed by James M. Rhodes, manager. The Debtor is
represented by Brett A. Axelrod, Esq. at Fox Rothschild LLP. At the
time of filing, the Debtor had $10 million to $50 million in
estimated assets and $1 million to $10 million in estimated
liabilities.

The Hon. Laurel E. Davis presides over the case.


                            *********

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