TCR_Public/171215.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, December 15, 2017, Vol. 21, No. 348

                            Headlines

ACER THERAPEUTICS: Proposes Public Offering of Common Stock
AGAWAM HUNT: NEW AH & NC Buying All Assets for $6 Million
ALLIED CONSOLIDATED: Trustee Proposes Auction of Shoring Towers
ALLIED CONSOLIDATED: Trustee Selling Light Rails for $70K
ALLIED CONSOLIDATED: Trustee Selling Tube Mill Building for $2.3M

ALLIED CONSOLIDATED: Trustee Selling Youngstown Property for $193K
AMRIT FREIGHT: Jan. 4 Disclosure Statement Hearing
ANTELOPE VALLEY: Moody's Alters Outlook to Stable & Affirms Ba3 CFR
AUTHENTIDATE HOLDING: Four Directors Elected by Stockholders
AVINGER INC.: Secures Waiver & Consent to CRG Loan Agreement

BARTLETT MANAGEMENT: Seeks OK to Access $300K Financing, Cash Use
BATE LAND: 4th Cir. Reverses Dismissal of Plan Confirmation Appeal
BEAR FIGUEROA: Seeks to Hire TM Real Estate as Broker
BERRY GLOBAL: S&P Raises CCR to 'BB' on Low Debt, High EBITDA
BIRCH RIDGE: Taps Marcus Clegg as Legal Counsel

BON-TON STORES: Ends Third Quarter With $7.3 Million in Cash
BRIAR HILL: Sale of All Assets to Sander Brothers for $3.3M Okayed
BUTLER, PA: S&P Cuts 2015A/B GO Bonds Rating to B on Fund Concerns
CAMBRIDGE ACADEMY: Fitch Affirms BB- Rating on $7.8MM School Bonds
CHARMING CHARLIE: S&P Lowers CCR to 'D' on Chapter 11 Bankruptcy

CHOWDER GAS: Taps Forbes Law as Legal Counsel
CJ MICHEL: Cash Collateral Use Extended Through Dec. 31
COBALT INTERNATIONAL: Case Summary & 30 Top Unsecured Creditors
COBALT INTERNATIONAL: Files for Chapter 11 Amid Search for Buyer
COBALT INTERNATIONAL: Shares Begin Trading on OTC Pink Sheets

COOLWATER ESTATES: Taps Quilling Selander as Legal Counsel
DAVID EVERRITT: Sale of Pensacola Property for $150K Approved
DAVID EVERRITT: Sale of Pensacola Property to Den for $400K Okayed
DENT DEPOT: Seeks to Hire Tarbox Law as Legal Counsel
DEXTERA SURGICAL: Nasdaq Suspends Trading of Common Stock

FAIRMOUNT SANTROL: Fitch Puts B- Issuer Default Rating on Watch Pos
FAIRMOUNT SANTROL: S&P Places 'B-' CCR on CreditWatch Positive
FLEX ACQUISITION: S&P Alters Outlook to Stable on Good Performance
FM 544 PARK: Trustee's Sale of 32-Acre Collin County Land Approved
GENESYS RESEARCH: Former Employee Entitled to $2,687 Severance Pay

GETCHELL AGENCY: Trustee Taps Verrill Dana as Legal Counsel
GLOBALLOGIC HOLDINGS: S&P Raises CCR to 'B+' on EBITDA Growth
GOLF CARS: Seeks to Hire Tarbox Law as Legal Counsel
GRAFTECH INTERNATIONAL: S&P Raises CCR to 'B', Outlook Positive
HKD TREATMENT: Gets Interim OK to Use Cash Collateral Until Feb. 27

HOUSTON AMERICAN: Plans to Drill 6-8 Gross Wells in 2018
I-LOGIC TECHNOLOGIES: Moody's Gives B3 CFR, Rates 1st Lien Loans B3
IGNITE RESTAURANT: Court Confirms Amended Joint Chapter 11 Plan
IHEARTCOMMUNICATIONS INC: Exploring a Private Capital-Raising Deal
INFINITE HOLDINGS: May Access Cash for December 2017 Expenses

INSTALLED BUILDING: Moody's Rates $299MM 1st Lien Loan 'B1'
IRAAN GENERAL: Moody's Lowers GOULT Rating to Ba1
JACOB WIRTH: Taps Gary W. Cruickshank as Legal Counsel
KANGAROO FOODS: Allowed to Use Cash Collateral on Interim Basis
LEON RAMIREZ: Seeks to Compromise Second Lien Note Payment

LEVERETTE TILE: Has Final Authority to Use Cash Collateral
MAMMOET-STARNETH: Case Summary & 14 Unsecured Creditors
MD2U MANAGEMENT: Sale of All Assets to NHI for $4M Approved
MESOBLAST LIMITED: Named Global Leader in Cell Therapy Industry
MONTFORT HOUSING: Taps Marcus Clegg as Legal Counsel

NEOVASC INC: Capital World Has 13.8% Stake as of Nov. 30
OASIS PETROLEUM: S&P Affirms B+ CCR on Delaware Basin Acquisition
P3 FOODS: Okayed to Use Cash Collateral Until Jan. 10
PEOPLE'S COMMUNITY: Trustee Selling MCHS/MCHS-GP Equity Interests
PHILADELPHIA HEALTH: SSG Acted as Investment Banker in Asset Sale

PINE STATE HOUSING: Taps Marcus Clegg as Legal Counsel
PLAZA BROADWAY: Unsecureds to be Paid in Full Over 24 Months
PROPERTY VENTURES: Case Summary & 12 Unsecured Creditors
REAL INDUSTRY: Taps Prime Clerk as Claims and Noticing Agent
SCHANTZ HOLDINGS: Taps Denali Innovative as Sales Broker

SCIQUEST INC: Moody's Assigns B3 CFR & Rates 1st Lien Debt B3
SEARS HOLDINGS: Extends $400M 2018 Term Loan Facility to 2019
SEVEN GENERATIONS: Moody's Alters Outlook to Pos. & Affirms Ba2 CFR
SKYPATROL LLC: Case Summary & 20 Largest Unsecured Creditors
SOUTHERN TAN: Grubbs Buying Ergoline Tanning Beds for $26K

SUNRISE HOSPICE: Voluntary Chapter 11 Case Summary
SWEET BRIAR COLLEGE: S&P Hikes 2006 Revenue Bonds Rating to 'B+'
SWITCH LTD: Moody's Revises Outlook to Positive & Affirms B1 CFR
THINK FINANCE: Claims Bar Date Set for March 1
TMTR HOLDINGS: Taps Langley & Banack as Legal Counsel

TSC/GREEN ACRES: Seeks Approval of Deal Restricting Cash Use
UNIVERSAL HOSPITAL: Moody's Affirms B2 CFR; Outlook Remains Stable
US FLIGHT ACADEMY: January 3 Plan Confirmation Hearing
UTEX INDUSTRIES: Moody's Hikes CFR to Caa1; Outlook Stable
VALDERRAMA A/C: January 8 Disclosure Statement Hearing

VELOCITY HOLDING: Court Okays Proskauer Rose as Chapter 11 Counsel
VELOCITY HOLDING: Donlin Recano Okayed as Administrative Advisor
VELOCITY HOLDING: Hires Cole Schotz as Delaware Co-Counsel
VELOCITY HOLDING: Taps Flanagan of AP Services as CRO
VELOCITY HOLDINGS: Stoock, Young Conaway Represent Lenders

VWR CORP: S&P Withdraws 'B' CCR Amid Avantor Acquisition
WESTINGHOUSE ELECTRIC: Sale of Sewickley Property for $2M Approved
WINNEBAGO INDUSTRIES: S&P Rates New $260MM Term Loan 'BB'
XCELERATED LLC: Sets Bidding Procedures for All Assets
YIELD10 BIOSCIENCE: Amends Prospectus on 808,080 Units Offering

YIELD10 BIOSCIENCE: Grants Research License to Monsanto
[^] BOOK REVIEW: The Money Wars

                            *********

ACER THERAPEUTICS: Proposes Public Offering of Common Stock
-----------------------------------------------------------
Acer Therapeutics Inc. said it intends to offer and sell shares of
its common stock, subject to market and other conditions, in an
underwritten public offering.  All shares being offered are to be
sold by Acer.  Acer intends to grant the underwriters a 30-day
option to purchase an additional 15% of the shares of common stock
offered in the public offering.

Acer intends to use the net proceeds from this offering to fund its
research and development efforts, to seek regulatory approval for
EDSIVO, to invest in pre-commercial activities for EDSIVO and for
general corporate purposes, including working capital and other
general and administrative purposes.

William Blair & Company, L.L.C. is acting as sole book-running
manager of the offering.

The shares of common stock are being offered by Acer pursuant to
its shelf registration statement on Form S-3 previously filed and
declared effective by the Securities and Exchange Commission. The
offering is being made only by means of a prospectus supplement and
an accompanying prospectus.  Copies of the preliminary prospectus
supplement and the accompanying prospectus may be obtained from
William Blair & Company, L.L.C., Attention: Prospectus Department,
150 North Riverside Plaza, Chicago, IL 60606; Telephone: (800)
621-0687 or by email at prospectus@williamblair.com.

                     About Acer Therapeutics

Acer, headquartered in Newton, MA, is a pharmaceutical company
focused on the acquisition, development and commercialization of
therapies for patients with serious rare and ultra-rare diseases
with critical unmet medical need.  Acer's late-stage clinical
pipeline includes two candidates for severe genetic disorders for
which there are few or no FDA-approved treatments: EDSIVO
(celiprolol) for vEDS, and ACER-001 (a fully taste-masked,
immediate release formulation of sodium phenylbutyrate) for urea
cycle disorders (UCD) and Maple Syrup Urine Disease (MSUD).  There
are no FDA-approved drugs for vEDS and MSUD and limited options for
UCD, which collectively impact more than 4,000 patients in the
United States.  Acer's product candidates have clinical
proof-of-concept and mechanistic differentiation, and Acer intends
to seek approval for them in the U.S. by using the regulatory
pathway established under section 505(b)(2) of the Federal Food,
Drug, and Cosmetic Act, or FFDCA, that allows an applicant to rely
for approval at least in part on third-party data, which is
expected to expedite the preparation, submission, and potential
approval of a marketing application.  For more information, visit
www.acertx.com.

On Sept. 19, 2017, Acer Therapeutics Inc. completed the merger with
Opexa Therapeutics, Inc., under which the stockholders of Acer
(including investors in a financing that closed concurrently with
the merger) become holders of 88.8% of combined company's
outstanding common stock, with Opexa shareholders retaining 11.2%.

Opexa incurred a net loss of $7.98 million for the year ended Dec.
31, 2016, compared to a net loss of $12.01 million for the year
ended Dec. 31, 2015.  As of Sept. 30, 2017, the Company had $17.01
million in total assets, $2.25 million in total liabilities and
$14.76 million in total stockholders' equity.

Malonebailey, LLP -- http://www.malonebailey.com/-- in Houston,
Texas, 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, negative operating cash
flows and an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.

Acer Therapeutics said in its quarterly report for the period ended
Sept. 30, 2017, that the Company has experienced recurring losses
since inception.

"The Company plans to raise capital through equity and/or debt
financings.  There is no assurance, however, that the Company will
be able to raise sufficient capital to fund its operations on terms
that are acceptable, or that its operations will ever be
profitable.
  
"There is substantial doubt about the Company's ability to continue
as a going concern within one year after the date that the
accompanying financial statements are available to be issued and
these financial statements do not include any adjustments relating
to the recoverability of recorded asset amounts that might be
necessary as a result of the above uncertainty.  Based on available
resources, the Company believes that its cash and cash equivalents
currently on hand are sufficient to fund its anticipated operating
and capital requirements through the first half of 2018."


AGAWAM HUNT: NEW AH & NC Buying All Assets for $6 Million
---------------------------------------------------------
Agawam Hunt, LLC, asks the U.S. Bankruptcy Court for the District
of Rhode Island to authorize the bidding procedures in connection
with sale of substantially all of the assets s to New Agawam, LLC
("New AH") and The Nature Conservancy ("NC") for $2 million in cash
and up to $4 million credit bid, subject to overbid.

Since approximately 1897 until the Petition Date, the Debtor had
owned and operated a private country club on approximately 132
acres of property in East Providence, Rhode Island.  It is owned by
its members, which currently number approximately 280.  On the
Petition Date, the Debtor employed approximately 45 employees.  Its
Assets include, inter alia, the East Providence real estate
("Property"), machinery and equipment used at the country club to
operate and maintain the grounds, racquet facility, golf course,
dining facility, office equipment, including hardware and software,
cash, inventory, accounts receivable, general intangibles,
intellectual property, executory contracts, licenses and permits
and A/R.

At the time of filing of the Chapter 11, the Debtor's primary
secured lender was Bank Rhode Island ("BRI"), which was owed
approximately $3.5 million pursuant to two loans made to the Debtor
according to its Proof of Claim filed.  The BRI Loans were secured
by, inter alia, a first mortgage on the Property and a first lien
on substantially all of Debtor's personal property.

At the time of filing of the Chapter 11, the Town of East
Providence ("EP") was owed approximately $450,000 pursuant to its
proof of claim filed for taxes and municipal charges and held a
lien on the Property to secure said obligations.

Both pre-and post-petition, the Debtor pursued refinancing
opportunities and actively marketed its Assets for sale to third
parties.  Post-petition, it signed confidentiality agreements with,
provided due diligence materials to and conferred with over 15
interested parties.  Despite its best efforts, no offers were
received which were sufficient to pay the BRI Loans and the EP
Claim.  Several interested parties thereafter independently
approached BRI to negotiate a purchase of the BRI Loans.

New AH, a Rhode Island LLC made up substantially of members of the
Debtor, eventually purchased the BRI loans from BRI on May 12,
2017.  New AH has also recently purchased the EP Claims and now
hold a first position secured claim totaling approximately $4
million.  

The Debtor continued to negotiate with interested parties to obtain
an offer for its Assets in its attempt to formulate a plan to pay
its creditors.  As a result of these efforts, the Debtor has
negotiated and entered into the APA with the Joint Buyers, the New
AH and NC.

The Buyers propose to acquire substantially all of the Assets of
the Debtor for a purchase price consisting of $2 million in cash
and up to $4 million to be credit bid by New AH, on the terms and
conditions as are more fully set forth in the APA.  In addition,
and most importantly to the Estate, New AH has agreed to carve out
of the net sale proceeds, which they would otherwise be entitled to
receive as the first position secured creditor in the Assets, an
amount sufficient to fund a plan which will enable the Debtor to
pay administrative claims, priority claims, professional fee
claims, cure amounts to executory contract claimants (where said
contacts are being assumed and assigned to the Buyers) payments to
the U.S. Trustee and a 5% distribution to unsecured creditors, as
will be more fully set forth in the APA.

Contemporaneously with the Motion, the Debtor is filing its Sale
Procedures Motion, seeking approval of an order authorizing and
approving the Auction Procedures; the Debtor's execution of the
APA; the Sale Notice and related relief.

The salient terms of the APA are:

     a. Seller: The Debtor

     b. Buyers: New Agawam, LLC and The Nature Conservancy

     c. Price: $2 million in cash and New AH's credit bid of up to
$4 million

     d. Purchased Assets: Substantially all of the Assets of the
Debtor

     e. Carve Out: An amount sufficient to pay those claims and
obligations of the Debtor, approved by the Court, as are more fully
set forth in the APA.

     f. Adjustments: Closing adjustments

     g. Closing: Not later than 10 days after entry of the Sale
Approval Order or other date pursuant to Court Order

     h. Reps and Warranties: No Representations and warranties are
being made regarding the Assets, they are being sold "as is, where
is" without warranty of any kind or nature

     i. Court Approval: The Sale is subject to the Court's approval
and competitive bidding, pursuant to the Auction Procedures.

     j. Termination: Usual and customary, including without
limitation, material adverse change; upon material breach of
covenants, representations, or warranties; failure of conditions
precedent; material destruction of assets

     k. Deposit: $200,000

The Debtor believes the fair market value of the Assets being sold
are:
     
     a. Property: $2.7 Million

     b. Machinery and equipment: $100,000

     c. Inventory: N/A

     d. Intellectual Property Unknown

     e. Cash and collectable accounts receivable: $150,000

On information and belief, the scheduled values are based on real
estate and personal property appraisals that are over a year old
and the Debtor's business judgment of the value of its Assets.

The Bidding Procedures are a material inducement to and condition
of the willingness of New AH and NC to enter into the Stalking
Horse Agreement and will serve as a minimum base bid which the
Debtor and its creditors can rely upon.

The salient terms of the Bidding Procedures are:

     a. Minimum Auction Bid: At least equal to the sum of the full
purchase price offered in the APA (calculated to include the total
combined amount of the credit bid and cash component)

     b. Deposit: $200,000

     c. Bid Deadline: Dec. 26, 2017

     d. Auction: The Auction shall take place at 10:00 a.m. Eastern
Time on Dec. __, 2017, before the Court.

     e. Bid Increments: $25,000

     f. Credit Bidding: In conjunction with the cash portion of the
bid of $2 million, New AH, will be entitled to credit bid at the
Auction the amount of its secured claim, an amount up to
approximately $4 million.

     g. Objection Deadline: Dec. 27, 2017 at 12:00 p.m.

     h. "As Is; Where Is": The sale of the Assets shall be on an
"as is, where is" basis and without any representations or
warranties of any kind, nature, or description by the Debtor, its
counsel, its agents, or Estate, except as provided in the Stalking
Horse APA.

     i. Sale Hearing: Dec. (TBD), 2017 at 10:00 a.m.

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

    http://bankrupt.com/misc/Agawam_Hunt_146_Sales.pdf

The Debtor will continue to market the Assets to any potential
bidders up until the time of the Auction.

The Assets will be sold to the Buyer or the Successful Bidder free
and clear of all liens, claims, and encumbrances (other than liens
resulting from assumed liabilities and permitted encumbrances),
with such liens, claims and encumbrances, if any, to attach to the
net proceeds of the Sale, subject to the Carve Out.

The proposed auction procedures are detailed in the Procedures
Motion filed contemporaneously with the Motion.

As a part of the Motion, the Debtor asks authority from the Court
to assume and assign certain Assigned Contracts to the Successful
Bidder.  It asks that with respect to any Assigned Contracts, by
Dec. 18, 2017 or as soon as thereafter as practicable, the Debtor
will file with the Court and serve on each party to an Assigned
Contract a notice.  The Debtor asks that objections, if any, to the
proposed assumption and assignment of Cure Amounts must be filed on
Dec. 26, 2017 by 12:00 p.m. (ET).

The Debtor asserts that the Sale is in the best interest of the
Estate and all stakeholders because it maximizes the value the
Debtor and its creditors will receive for the Assets.  Emergency
Determination of the Motion is requested because of the Debtor's
seasonal reduced cash flow and the need for the infusion of
additional capital after the 1st of the year to continue
operations, the Debtor and the proposed Buyers under the APA ask
the auction Sale occur occur before the end of 2017.

Agawam Hunt, LLC filed for Chapter 11 bankruptcy protection (Bankr.
D.R.I. Case No. 17-10056) on Jan. 13, 2017.  Peter J. Furness,
Esq., at Richardson, Harrington & Furness, serves as the Debtor's
bankruptcy counsel.


ALLIED CONSOLIDATED: Trustee Proposes Auction of Shoring Towers
---------------------------------------------------------------
John Lane, Trustee for Allied Consolidated Industries, Inc. and its
affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Ohio to authorize the sale of property known as the
shoring towers by online auction.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied.  Certain property was transferred to the
creditor trust on the effective date and included within such
property were the Shoring Towers.  Pursuant to Section 8.3(d) and
Section 8.5 of the Allied's Plan and Section 6.1(d) and Section 6.3
of the Creditor Trust Agreement, the Trustee has determined that a
sale of the Shoring Towers is appropriate in the exercise of his
reasonable business judgment and in order to comply with the
provisions of the Plan and the Creditor Trust Agreement.

The Trustee has employed Ritchie Bros. Auctioneers to conduct a
live auction with a reserve of $275,000 plus commission to begin on
Jan. 4, 2018 at 8:00 a.m. online at Ritchie Bros. website or its
subsidiary, Ironplanet.com, and every two weeks thereafter for
three consecutive auctions or until such property is sold and, if
not sold, to be scrapped and sold as scrap metal.

The Trustee believes that the sale is a material transaction as
such transaction is defined in the Plan and the Creditor Trust
Agreement requiring Court approval of the proposed disposition.

The proceeds of the sale will be paid out pursuant to the terms of
the Confirmed Plan of Reorganization.

             About Allied Consolidated Industries

Co-founded on March 7, 1973, by current president, John R. Ramun,
and his father, Michael Ramun, Allied Erecting and Dismantling,
Inc., provided industrial dismantling of decommissioned industrial
facilities.  In 1985, Allied Industrial Scrap, Inc., Allied
Industrial Equipment, Inc., Allied Industrial Development
Corporation, and Allied Industrial Contracting, Inc., came into
being.  The Allied companies' complex at 1999 Poland Avenue,
Youngstown, Ohio includes a 25,000 square foot office building and
a new 218,000 square foot machine shop, office, and training
facility.

Allied Consolidated Industries, Inc., is the parent company.
President John R. Ramun is a 75% shareholder and his brother,
Michael D. Ramun, is a 25% shareholder.

Allied Consolidated Industries, Allied Erecting and Dismantling,
Allied Gator, Inc., and Allied Industrial Scrap sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Lead Case
No. 16-40675) on April 13, 2016.  The petitions were signed by John
R. Ramun, president.

The Court approved the retention of Suhar & Macejko, LLC, as
Counsel for the Debtors on May 12, 2016.  The Court entered an
agreed order approving the retention of Inglewood Associates, LLC
as turnaround managers on May 13, 2016.  The Court approved the
retention of Eckert Seamans Cherin & Mellott, LLC, as special
counsel on July 18, 2016.

The Debtors have sought approval to employ Landmark Real Estate
Services, LLC, as the non-exclusive real estate broker in
Connection with the listing for sale of 240 acres of properties for
a listing period through June 30, 2017.

On May 16, 2016, the United States Trustee filed a notice of
appointment of an Official Committee of Unsecured Creditors.  On
June 30, 2016, the bankruptcy court granted the committee's
application to retain counsel.

On July 11, 2016, the bankruptcy court entered an order granting
substantive consolidation of the estates of the debtor companies.

On June 19, 2017, the Court confirmed the Debtor's Second Amended
Joint Plan of Reorganization. Thereafter the Creditor Trust was
created in accordance with Article 8 of the Plan and the Trust
Agreement.  John Lane was appointed as Trustee.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied Consolidated Industries, Case No.
16-40675.


ALLIED CONSOLIDATED: Trustee Selling Light Rails for $70K
---------------------------------------------------------
John Lane, Trustee for Allied Consolidated Industries, Inc. and its
affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Ohio to authorize the private sale of light rails
located at 1290 Poland Avenue, Youngstown, Ohio, for $70,000 or
more.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied.  Certain property was transferred to the
Creditor Trust on the effective date and included within such
property were the Light Rails.  Pursuant to Section 8.3(d) and
Section 8.5 of the Allied's Plan and Section 6.1(d) and Section 6.3
of the Creditor Trust Agreement, the Trustee has determined that a
sale of the Light Rails is appropriate in the exercise of his
reasonable business judgment and in order to comply with the
provisions of the Plan and the Creditor Trust Agreement.

The Trustee asks authority to make such modifications to the terms
of the Sale Agreement as do not constitute a material transaction
as the same is defined in Section 8.5 of the Plan and Section 6.3
of the Creditor Trust Agreement.

The proceeds of the sale will be paid out pursuant to the terms of
the Confirmed Plan of Reorganization.

              About Allied Consolidated Industries

Co-founded on March 7, 1973, by current president, John R. Ramun,
and his father, Michael Ramun, Allied Erecting and Dismantling,
Inc., provided industrial dismantling of decommissioned industrial
facilities.  In 1985, Allied Industrial Scrap, Inc., Allied
Industrial Equipment, Inc., Allied Industrial Development
Corporation, and Allied Industrial Contracting, Inc., came into
being.  The Allied companies' complex at 1999 Poland Avenue,
Youngstown, Ohio, includes a 25,000 square foot office building and
a new 218,000 square foot machine shop, office, and training
facility.

Allied Consolidated Industries, Inc. is the parent company.
President John R. Ramun is a 75% shareholder and his brother,
Michael D. Ramun, is a 25% shareholder.

Allied Consolidated Industries, Allied Erecting and Dismantling,
Allied Gator, Inc., and Allied Industrial Scrap sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Lead Case
No. 16-40675) on April 13, 2016.  John R. Ramun, president, signed
the petitions.

The Court approved the retention of Suhar & Macejko, LLC, as
counsel for the Debtors on May 12, 2016.  The Court entered an
agreed order approving the retention of Inglewood Associates, LLC
as turnaround managers on May 13, 2016.  The Court approved the
retention of Eckert Seamans Cherin & Mellott, LLC, as special
counsel on July 18, 2016.

The Debtors have sought approval to employ Landmark Real Estate
Services, LLC, as the non-exclusive real estate broker in
Connection with the listing for sale of 240 acres of properties for
a listing period through June 30, 2017.

On May 16, 2016, the United States Trustee filed a notice of
appointment of an Official Committee of Unsecured Creditors.  On
June 30, 2016, the bankruptcy court granted the committee's
application to retain counsel.

On July 11, 2016, the bankruptcy court entered an order granting
substantive consolidation of the estates of the debtor companies.

On June 19, 2017, the Court confirmed the Debtor's Second Amended
Joint Plan of Reorganization. Thereafter the Creditor Trust was
created in accordance with Article 8 of the Plan and the Trust
Agreement.  John Lane was appointed as Trustee.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied Consolidated Industries, Case No.
16-40675.


ALLIED CONSOLIDATED: Trustee Selling Tube Mill Building for $2.3M
-----------------------------------------------------------------
John Lane, Trustee for Allied Consolidated Industries, Inc. and its
affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Ohio to authorize the private sale of real property
known as the Tube Mill Building, 1290 Poland Avenue, Youngstown,
Ohio and more particularly identified as up to 60 acres of land
contained within Parcel #53-040-0-015.01-0 and Parcel
#53-042-0-010.01-0 together with all improvements therein and
thereon, any and all equipment, furnishings, furniture, supplies,
maintenance supplies, tools, and any other items used in the
operation and maintenance of the real property or any of the
improvements thereon, to R&S Development Partners, LLC or its
nominee for $2,250,000.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied.  Certain property was transferred to the
Creditor Trust on the effective date and included within such
property was property known as the Tube Mill Building and certain
parcels identified as well as personal property located therein and
there at.  Pursuant to Section 8.3(d) and Section 8.5 of the
Allied's Plan and Section 6.1(d) and Section 6.3 of the Creditor
Trust Agreement, the Trustee has determined that a sale of the
assets described as the Tube Mill Building and more particularly
identified is appropriate in the exercise of his reasonable
business judgment and in order to comply with the provisions of the
Plan and the Creditor Trust Agreement.

Such property has been advertised for sale by Landmark Real Estate
Service and CBRE, Inc. and that the proposed purchase price
constitutes a fair and reasonable price for the assets to be
transferred.  The proposed agreement will have contingencies
entitling the Purchaser to conduct due diligence for a period of 90
days following the effective date of the agreement and, during such
time period, if the prospective Purchaser is unsatisfied with the
results of its due diligence inspections, the Purchaser will have
the ability, in its sole and absolute discretion, to terminate the
agreement.

The Trustee asks authority to make such modifications to the terms
of the Sale Agreement as do not constitute a material transaction
as the same is defined in Section 8.5 of the Plan and Section 6.3
of the Creditor Trust Agreement.

The proceeds of the sale will be paid out pursuant to the terms of
the Confirmed Plan of Reorganization.

The Purchaser:

           R&S DEVELOPMENT PARTNERS, LLC
           c/o Michael J. Sherwin
           200 W. Railroad Street
           Columbiana, OH 44408

            About Allied Consolidated Industries

Co-founded on March 7, 1973, by current president, John R. Ramun,
and his father, Michael Ramun, Allied Erecting and Dismantling,
Inc., provided industrial dismantling of decommissioned industrial
facilities.  In 1985, Allied Industrial Scrap, Inc., Allied
Industrial Equipment, Inc., Allied Industrial Development
Corporation, and Allied Industrial Contracting, Inc., came into
being.  The Allied companies' complex at 1999 Poland Avenue,
Youngstown, Ohio includes a 25,000 square foot office building and
a new 218,000 square foot machine shop, office, and training
facility.

Allied Consolidated Industries, Inc. is the parent company.
President John R. Ramun is a 75% shareholder and his brother,
Michael D. Ramun, is a 25% shareholder.

Allied Consolidated Industries, Allied Erecting and Dismantling,
Allied Gator, Inc., and Allied Industrial Scrap sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Lead Case
No. 16-40675) on April 13, 2016.  The petitions were signed by John
R. Ramun, president.

The Court approved the retention of Suhar & Macejko, LLC, as
Counsel for the Debtors on May 12, 2016.  The Court entered an
agreed order approving the retention of Inglewood Associates, LLC
as turnaround managers on May 13, 2016.  The Court approved the
retention of Eckert Seamans Cherin & Mellott, LLC, as special
counsel on July 18, 2016.

The Debtors have sought approval to employ Landmark Real Estate
Services, LLC, as the non-exclusive real estate broker in
connection with the listing for sale of 240 acres of properties for
a listing period through June 30, 2017.

On May 16, 2016, the United States Trustee filed a notice of
appointment of an Official Committee of Unsecured Creditors.  On
June 30, 2016, the bankruptcy court granted the committee's
application to retain counsel.

On July 11, 2016, the bankruptcy court entered an order granting
substantive consolidation of the estates of the debtor companies.

On June 19, 2017, the Court confirmed the Debtor's Second Amended
Joint Plan of Reorganization. Thereafter the Creditor Trust was
created in accordance with Article 8 of the Plan and the Trust
Agreement.  John Lane was appointed as Trustee.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied Consolidated Industries, Case No.
16-40675.


ALLIED CONSOLIDATED: Trustee Selling Youngstown Property for $193K
------------------------------------------------------------------
John Lane, Trustee for Allied Consolidated Industries, Inc. and its
affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Ohio to authorize the sale of real property known as
Youngstown Industrial Property, containing an approximate 5.5 acre
piece of raw land with no improvement situated north of Poland
Avenue and south of the Youngstown & Southern Rail line -- and
immediately adjacent to the west of the scrap yard -- by private
sale to Brown Beaver Land Co., LLC or its nominee for $192,500.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied.  Certain property was transferred to the
Creditor Trust on the effective date and included within such
property was the Youngstown Industrial Property.  Pursuant to
Section 8.3(d) and Section 8.5 of the Plan of Allied and Section
6.1(d) and Section 6.3 of the Creditor Trust Agreement, the Trustee
has determined that a sale of the assets described as Youngstown
Industrial Property is appropriate in the exercise of his
reasonable business judgment and in order to comply with the
provisions of the Plan and the Creditor Trust Agreement.

Such property has been advertised for sale by Landmark Real Estate
Service and CBRE Inc. and that the proposed purchase price
constitutes a fair and reasonable price for the assets to be
transferred.  The proposed agreement will have contingencies
entitling the purchaser to obtain financing and conduct due
diligence for a period of 120 days following the effective date of
the agreement and, during such time period, if the prospective
Purchaser is unsatisfied with the results of its due diligence
inspections, the Purchaser will have the ability, in its sole and
absolute discretion, to terminate the agreement.

The Trustee asks authority to make such modifications to the terms
of the Sale Agreement as do not constitute a material transaction
as the same is defined in Section 8.5 ofthe Plan and Section 6.3 of
the Creditor Trust Agreement.

The proceeds of the sale will be paid out pursuant to the terms of
the Confirmed Plan of Reorganization.

The Purchaser:

           BROWN BEAVER LAND CO., LLC
           c/o Andrew Blocksom
           7716 Depot Road, Unit 1
           Lisbon, OH 44432

Counsel for Trustee:

           Michael J. Moran, Esq.
           234 West Portage Trail
           P.O. Box 535
           Cuyahoga Falls, OH 44221
           Telephone: (330) 929-0507
           Facsimile: (330) 929-6605
           E-mail: mike@gibso_nmoran.com

           About Allied Consolidated Industries

Co-founded on March 7, 1973, by current president, John R. Ramun,
and his father, Michael Ramun, Allied Erecting and Dismantling,
Inc., provided industrial dismantling of decommissioned industrial
facilities.  In 1985, Allied Industrial Scrap, Inc., Allied
Industrial Equipment, Inc., Allied Industrial Development
Corporation, and Allied Industrial Contracting, Inc., came into
being.  The Allied companies' complex at 1999 Poland Avenue,
Youngstown, Ohio includes a 25,000 square foot office building and
a new 218,000 square foot machine shop, office, and training
facility.

Allied Consolidated Industries, Inc. is the parent company.
President John R. Ramun is a 75% shareholder and his brother,
Michael D. Ramun, is a 25% shareholder.

Allied Consolidated Industries, Allied Erecting and Dismantling,
Allied Gator, Inc., and Allied Industrial Scrap sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Lead Case
No. 16-40675) on April 13, 2016.  The petitions were signed by John
R. Ramun, president.

The Court approved the retention of Suhar & Macejko, LLC, as
Counsel for the Debtors on May 12, 2016.  The Court entered an
agreed order approving the retention of Inglewood Associates, LLC
as turnaround managers on May 13, 2016.  The Court approved the
retention of Eckert Seamans Cherin & Mellott, LLC, as special
counsel on July 18, 2016.

The Debtors have sought approval to employ Landmark Real Estate
Services, LLC, as the non-exclusive real estate broker in
Connection with the listing for sale of 240 acres of properties for
a listing period through June 30, 2017.

On May 16, 2016, the United States Trustee filed a notice of
appointment of an Official Committee of Unsecured Creditors.  On
June 30, 2016, the bankruptcy court granted the committee's
application to retain counsel.

On July 11, 2016, the bankruptcy court entered an order granting
substantive consolidation of the estates of the debtor companies.

On June 19, 2017, the Court confirmed the Debtor's Second Amended
Joint Plan of Reorganization. Thereafter the Creditor Trust was
created in accordance with Article 8 of the Plan and the Trust
Agreement.  John Lane was appointed as Trustee.

The estates of each of the Debtors were substantively consolidated
into the estate of Allied Consolidated Industries, Case No.
16-40675.


AMRIT FREIGHT: Jan. 4 Disclosure Statement Hearing
--------------------------------------------------
Judge Robyn L. Moberly of the U.S. Bankruptcy Court for the
Southern District of Indiana is set to hold a hearing on Jan. 4,
2018 at 10:00 a.m. to consider Amrit Freight Transport, Inc.'s
disclosure statement dated Nov. 30, 2017.

Any objection to the disclosure statement must be filed and served
at least 5 days prior to the hearing date.

The unsecured creditors will receive a pro-rata share from the
aggregate amount of $25,000 to be paid in equal annual installments
of $5,000 over a five-year period commencing on the first
anniversary of the Confirmation Date.

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

         http://bankrupt.com/misc/ianb17-05924-112.pdf

            About Amrit Freight Transport, Inc.

Amrit Freight Transport Inc is a licensed and bonded freight
shipping and trucking company running freight hauling business from
Indiana.  Amrit Freight Transport, Inc., based in Indianapolis, IN,
filed a Chapter 11 petition (Bankr. S.D. Ind. Case No. 17-05924) on
August 8, 2017.  The Hon. Robyn L. Moberly presides over the case.
David R. Krebs, Esq., at Hester Baker Krebs LLC, 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 Jatinder Singh, president.



ANTELOPE VALLEY: Moody's Alters Outlook to Stable & Affirms Ba3 CFR
-------------------------------------------------------------------
Moody's Investors Services has revised Antelope Valley Healthcare
District's outlook to stable from negative and affirmed the Ba3
rating. The affirmation affects approximately $124 million of
debt.

RATINGS RATIONALE

Affirmation of the Ba3 rating reflects Antelope Valley Healthcare
District 's (AVHD) strong market position as a provider of unique
and higher acuity services in a market with challenging
demographics and high reliance on supplemental funding to maintain
sufficient cash flow. The Ba3 further incorporates AVHD's high
leverage, large unfunded pension liability, and continuing capital
requirements to address a variety of needs including strategic
growth and California seismic regulations.

RATING OUTLOOK

Revision in the outlook to stable from negative is driven by a
change in the governance structure that will expand the number of
board members, and in Moody's view, increase stability of the board
and reduce the likelihood of future abrupt changes in management or
strategic direction that AVHD has experienced in recent years. The
stable outlook is further supported by Moody's view that stronger
cash flow achieved in fiscal 2017 will continue into 2018.

FACTORS THAT COULD LEAD TO AN UPGRADE

- Stability of management and evidence of fruitful working
relationship between management, the board, and medical staff

- Durability of operating cash flow margins at levels achieved in
fiscal 2017

- Reduction in reliance on supplemental funding as a share of
operating cash flow

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Return to poor governance practices

- Material reduction in supplemental funding absent core
operational improvement

- Additional debt absent cash flow growth

LEGAL SECURITY

The bonds are secured by a revenue pledge. Key financial covenants
include minimum days cash on hand of 55 days and annual debt
service coverage of 1.2x.

PROFILE

AVHD operates 420 licensed bed Antelope Valley Hospital, an acute
care hospital located in Lancaster, CA. AVHD is a political
subdivision of the State of California. Voters of the district
approved a change to the board that will increase the board by four
people. The new board will be comprised of nine people: five
publicly elected members, three people appointed by the elected
board members, and the CEO of the hospital.

METHODOLOGY

The principal methodology used in this rating was Not-For-Profit
Healthcare published in November 2017.


AUTHENTIDATE HOLDING: Four Directors Elected by Stockholders
------------------------------------------------------------
Authentidate Holding Corp. held its annual meeting of stockholders
on Dec. 8, 2017 in Gainesville, Georgia, at which the
stockholders:

  (a) elected Hanif A. Roshan, Charles C. Lucas III, Mustafa
      Chagani and Varinder S. Rathore, M.D. to serve on the
      Company's board of directors;

  (b) approved, on an advisory basis, the compensation paid to the
      Company's named executive officers; and

  (c) ratified the appointment of Rosenberg Rich Baker Berman and
      Company as the Company's independent registered public
      accounting firm for the fiscal year ending June 30, 2018.

                       About Authentidate

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

Authentidate Holding reported a net loss of $32.07 million on
$20.19 million of total net revenues for the year ended June 30,
2017, compared to net income of $5.26 million on $34.57 million of
total net revenues for the year ended June 30, 2016.  As of Sept.
30, 2017, Authentidate had $15.85 million in total assets, $8.87
million in total liabilities and $6.98 million in total
shareholders' equity.

The Company's independent accounting firm IsnerAmper LLP in Iselin,
New Jersey, issued a "going concern" opinion in its report on the
consolidated financial statements for the year ended June 30, 2017,
noting that the Company has a working capital deficit and its
capital requirements have been and will continue to be significant,
which raise substantial doubt about its ability to continue as a
going concern.


AVINGER INC.: Secures Waiver & Consent to CRG Loan Agreement
------------------------------------------------------------
Avinger, Inc., a developer and manufacturer of image-guided,
catheter-based systems for the treatment of peripheral arterial
disease (PAD) and pioneer of the Lumivascular approach to treating
vascular disease, on Dec. 14, 2017, disclosed that it has entered
into an agreement with CRG to waive compliance by Avinger with the
minimum revenue covenant for 2017 included in the company's term
loan agreement with CRG.  Additionally, CRG agreed to accept
payment of interest due on December 31, 2017, in the form of a
payment-in-kind (PIK) loan.  The PIK loan allows Avinger to
conserve cash usage by increasing the principal amount of the loan.


"We appreciate CRG's ongoing support as we focus on achieving
important product development and clinical milestones in coming
quarters," said Jeff Soinski, Avinger's president and CEO.  "CRG's
partnership also provides the flexibility for us to continue to
focus our sales force on continued engagement with key accounts in
front of our anticipated next-generation Pantheris product
approvals in 2018."

Avinger entered into a term loan agreement and a securities
purchase agreement with CRG in September, 2015.  The total amount
owed to CRG as of Sept. 30, 2017, including principal and deferred
interest, was $43.1 million.

                        About Avinger, Inc.

Avinger -- http://www.avinger.com/-- is a commercial-stage medical
device company that designs and develops the first-ever
image-guided, catheter-based system that diagnoses and treats
patients with peripheral artery disease (PAD).  Avinger is
dedicated to radically changing the way vascular disease is treated
through its Lumivascular platform, which currently consists of the
Lightbox imaging console, the Ocelot family of chronic total
occlusion (CTO) catheters, and the Pantheris(R) family of
atherectomy devices.  Avinger is based in Redwood City, CA.


BARTLETT MANAGEMENT: Seeks OK to Access $300K Financing, Cash Use
-----------------------------------------------------------------
Bartlett Management Services, Inc., Bartlett Management
Indianapolis, Inc., and Bartlett Management Peoria, Inc., seek
authority from the U.S. Bankruptcy Court for the Central District
of Illinois to obtain postpetition financing from Stephen M.
Nesbitt, secured by a junior lien on certain of the Debtors' real
property and to use the cash collateral of their prepetition
secured lender, Heartland Bank & Trust Co.

Prior to the commencement of these Cases, the Debtors has sought
loans from Heartland Bank and Mr. Nesbitt, secured by senior liens
on the Debtors' real property, (among other things) and
super-priority administrative claims. After several weeks of
careful consideration, Heartland Bank declined to provide such
financing.

Mr. Nesbitt is willing to lend the Debtors $300,000 for these
purposes:

      (a) posting of approximately $102,000 to provide the Debtors'
numerous utility companies adequate assurance of payment and to
assure the Debtors' credit card processor (Bank of America Merchant
Services with assurance that it will receive payment of its monthly
fees without the need for it to place an administrative freeze on
the funds it collects on a daily basis;

      (b) a total of $50,000 for post-petition retainers for the
Debtors' counsel and Mr. Nerger; and

      (c) the balance for liquidity to make payments during the
periods of time that, as reflected in the Budget, since the Debtor
will need funds in excess of their cash on hand to pay the
prepetition claims of their critical vendors as well as their
post-petition administrative expenses.

In addition, Mr. Nesbitt would be required to post up a $120,000
Backstop Letter of Credit to ensure the Debtors' ability to pay
their U.S. Trustee Fees, as well as the allowed fees of the
Debtors’ and of any Official Committee of Unsecured Creditors'
professionals that may be formed in this case.

Under the terms of the Post-petition Financing, Mr. Nesbitt would
receive interest on the amounts funded (or drawn on the Backstop
LOC) at the rate of 6% per annum, and a facility fee of 1% for the
undrawn amount of the LOC starting with the posting thereof.

Although the possibility exists that the Debtors might be able to
defer the need for a portion of the proposed post-petition loan --
depending on the outcome of certain other motions that the Debtors
will be filing seeking to reject certain leases and delay their
performance under others -- the Debtors need the entire proposed
post-petition loan (with the exception of the Backstop LOC) on an
emergency basis because: (a) the outcome of those motions is
uncertain, (b) in any event, at least approximately $150,000 of the
$300,000 will be needed immediately to fund the deposit accounts
and the proposed post-petition professional retainers, and to
ensure that the Debtors may make their first post-petition payroll
on or about December 11-12, 2017.

Moreover, the Debtors believe that immediate access to the full
proposed post-petition loan will provide comfort and confidence to
all parties in interest at this critical juncture.

The Debtors currently owe approximately $5,000,000 to Heartland
Bank under two term notes and an additional approximately $400,000
under a line of credit, which indebtedness are secured by
substantially all the Debtors' real and personal property, and the
Heartland Bank letter of credit is secured by substantially all of
the real and personal property of Bartlett Management Services,
Inc.

Under the Debtors' cash management arrangement with Heartland Bank,
the bank sweeps substantially all of the Debtor' cash within 24 to
48 hours of the Debtors' receipt of it. Accordingly, Heartland Bank
possesses a lien as of the Petition Date on (a) the Debtors' cash
and equivalents on hand as of the Petition Date, (b) the value of
the Debtors' inventory on the Petition Date, and (c) one-third of
the Debtors' sales revenues.

To protect Heartland Bank's interest in the Cash Collateral, the
Debtors propose granting Heartland Bank (a) a replacement lien on
their postpetition inventory, plus (b) a replacement lien on their
postpetition cash and receivables.

A full-text copy of the Debtors' Motion is available at:

            http://bankrupt.com/misc/ilcb17-71890-13.pdf

                About Bartlett Management Services

Based in Clinton, Illinois, Bartlett Management Services, Inc., is
a franchisee of The Kentucky Fried Chicken chain with 25 restaurant
locations in the counties of Winnebago, Coles, Montgomery, Macon,
Sangamon, McLean, Johnson, Boone, Vermillion, Rock, Champaign,
Marion, Illinois.

Bartlett Management Services and its affiliates sought Chapter 11
protection (Bankr. C.D. Ill. Lead Case No. 17-71890) on Dec. 5,
2017.  The Debtors have sought joint administration of the cases
under Case No. 17-71890.  Robert E. Clawson, president, signed the
petitions.

Bartlett estimated $1 million to $10 million in assets and $10
million to $50 million in liabilities.

The Hon. Mary P. Gorman presides over the cases.

Jonathan A Backman, Esq., at the Law Office of Jonathan A Backman,
serves as bankruptcy counsel to the Debtors.  The Debtors also
hired Valenti Florida Management, Inc., as accountant and financial
advisor, Steven A. Nerger of Silverman Consulting, Inc., as chief
restructuring officer.

No request has been made for the appointment of a trustee or
examiner, and a creditors' committee has not yet been appointed in
these Cases


BATE LAND: 4th Cir. Reverses Dismissal of Plan Confirmation Appeal
------------------------------------------------------------------
The U.S. Court of Appeals, Fourth Circuit, reverses the district
court's dismissal of Bate Land Company LLC's appeal of the
bankruptcy court's confirmed reorganization plan for Bate Land &
Timber LP and affirms the judgment of the bankruptcy court in the
appeals case BATE LAND COMPANY LP, Creditor-Appellant, v. BATE LAND
& TIMBER LLC, Debtor-Appellee, No. 16-2037 (4th Cir.).

In 2006, BLC sold the Debtor 79 tracts of land in eastern North
Carolina for $65 million. Of this amount, the Debtor paid $9
million in cash and financed the remaining $56 million through a
purchase money promissory note secured through a purchase money
deed of trust encumbering the property.

In the years that followed, the Debtor paid BLC over $60 million.
However, the Debtor failed to repay its debt in full by the
maturation date. The parties negotiated new deadlines, but the
Debtor failed to meet the revised deadlines as well. The Debtor
attempted to convey two tracts of land back to BLC to satisfy its
debt, but BLC rejected this proffer. The bankruptcy court combined
the two tracts originally proffered with six additional tracts and
determined that all eight properties that the Debtor offered in
fulfillment of BLC's claim represented a total value of
approximately $13.7 million.

BLC's total secured claim was $14.6 million, and the eight tracts
of land offered to fulfill the claim had a value of $13.7 million.
The bankruptcy court concluded that conveyance of these eight
tracts of land, along with cash payments totaling approximately $1
million, served as the indubitable equivalent of BLC's claim. The
bankruptcy court issued its Confirmed Plan and an associated final
order on Feb. 3, 2016. The Confirmed Plan set conditions for the
Debtor's cash payments and noted that the $1 million in cash would
be fully secured by the Debtor's remaining tracts of land.

On appeal, BLC first argues that the district court erred in
finding that its appeal was equitably moot. On the merits, BLC
challenges the bankruptcy court's determination of the indubitable
equivalence of its claim and the bankruptcy court's equitable
tolling of post-petition interest.

Upon review, the Appeals Court concludes that BLC's appeal is not
equitably moot because the facts presented do not support the
conclusion that "effective judicial relief is no longer practically
available." BLC objects to the Confirmed Plan only to the extent
that it seeks to recover additional collateral from the Debtor, and
the parties have offered no reason for the Appeals Court to
conclude that this court would be unable to order the Debtor to
surrender additional cash or tracts of land to BLC. Nor is there
any reason for the Appeals Court to conclude that it would be
inequitable to do so. This is particularly true because the
Debtor's surrender of additional collateral to BLC would not alter
any other creditor's recovery.

Turning to the merits of the appeal in which BLC challenges the
bankruptcy court's determination of the indubitable equivalent of
its claim and the amount of post-petition interest awarded, the
Appeals Court holds that the bankruptcy court did not err in
calculating the indubitable equivalent of BLC's claim or in
calculating the amount of post-petition interest due to BLC.
Therefore, the district court's dismissal of the appeal is reversed
and the judgment of the bankruptcy court is affirmed.

A full-text copy of the Fourth Circuit's Decision dated Dec. 6,
2017 is available at https://is.gd/y1FMI8 from Leagle.com.

ARGUED: Matthew Nis Leerberg -- matt.leerberg@smithmoorelaw.com --
SMITH MOORE LEATHERWOOD LLP, Raleigh, North Carolina; Laurie Beth
Biggs, STUBBS & PERDUE, PA, Raleigh, North Carolina, for
Appellant.

George Mason Oliver, THE LAW OFFICES OF OLIVER & CHEEK, P.A., New
Bern, North Carolina, for Appellee.

ON BRIEF: Kip D. Nelson -- kip.nelson@smithmoorelaw.com -- SMITH
MOORE LEATHERWOOD LLP, Raleigh, North Carolina; Trawick H. Stubbs,
Jr., Joseph Z. Frost, STUBBS & PERDUE, PA, Raleigh, North Carolina,
for Appellant.

Amy M. Currin, THE LAW OFFICES OF OLIVER & CHEEK, P.A., New Bern,
North Carolina; Mark R. Sigmon -- mark@sigmonlawfirm.com -- SIGMON
LAW, PLLC, Raleigh, North Carolina, for Appellee.

                 About Bate Land & Timber

Willotte, North Carolina-based Bate Land & Timber, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C.
Case No. 13-04665) on July 25, 2013.  Judge Stephani W.
Humrickhouse oversees the Chapter 11 case.

The Debtor, in amended schedules, disclosed $53,477,624 in assets
and $74,162,211 liabilities as of the Chapter 11 filing.  The
petition was signed by Brad Cheers, manager.

The Bankruptcy Administrator for the Eastern District of North
Carolina was unable to organize and recommend the appointment of a
committee of creditors holding unsecured claims against the Debtor.


BEAR FIGUEROA: Seeks to Hire TM Real Estate as Broker
-----------------------------------------------------
Bear Figueroa LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to hire TM Real Estate Brokers
as its real estate broker.

The firm will assist the Debtor in connection with the sale of its
real properties located at 10520 South Figueroa Street, Los
Angeles, California.

The firm will get 4% of the sales price at the close of sale.  In
case there is a cooperating real estate broker representing a
buyer, the commission will be divided equally between that broker
and TM Real Estate.

Tony Amer, a real estate broker employed with TM Real Estate,
disclosed in a court filing that he and his firm are "disinterested
persons" as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Tony Amer
     TM Real Estate Brokers
     1800 Palo Verde Avenue, #E
     Long Beach, CA 90815
     Tel: 1.562.244.0093

                        About Bear Figueroa

Headquartered in Culver City, California, Bear Figueroa LLC owns a
property located at 10520 South Figueroa Boulevard, Los Angeles,
California 90003, valued at $2.9 million.  For 2016, it recorded
gross revenue of $265,000 compared to gross revenue of $250,000
during the prior year.

Bear Figueroa filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Cal. Case No. 17-14249) on April 6, 2017, listing $2.9 million
in total assets and $1.93 million in total liabilities.  Denise
Johnson, its managing member, signed the petition.

Judge Vincent P. Zurzolo presides over the case.

Lionel E Giron, Esq., at the Law Offices of Lionel E. Giron, serves
as the Debtor's bankruptcy counsel.

No creditors' committee has been appointed by the U.S. Trustee.


BERRY GLOBAL: S&P Raises CCR to 'BB' on Low Debt, High EBITDA
-------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Berry
Global Group Inc. to 'BB' from 'BB-'. The outlook is positive.

S&P said, "At the same time, we raised our issue-level rating on
the company's first-lien term loan to 'BBB-' from 'BB' and revised
the recovery rating to '1' from '2'. The '1' recovery rating
indicates our expectation for very high (90%-100%; rounded
estimate: 95%) recovery in a payment default scenario.

"Additionally, we raised our issue-level rating on Berry's
second-lien secured notes to 'BB-' from 'B+'. The '5' recovery
rating remains unchanged, indicating our expectation for modest
(10%-30%; rounded estimate: 10%) recovery in a payment default
scenario."

The upgrade reflects the continued growth of Berry's overall
business and its ongoing commitment to reduce its debt. As of the
end of fiscal-year 2017, Berry's adjusted EBITDA had increased by
13% from the year prior to $1.3 billion, primarily due to
contributions from the AEP acquisition and a higher-than-expected
level of operational synergies ($85 million versus initial guidance
of $50 million). Berry's operating segments also performed well as
the operating income of both its Health, Hygiene, and Specialties
(HH&S) and Engineered Materials (EM) segments increased during this
period. At the same time, the company's Consumer Packaging (CP)
segment remained resilient despite continued end-market softness.
These factors have enabled Berry to continue with its aggressive
debt reduction strategy. Since purchasing AEP with $500 million of
incremental debt in January 2017, Berry has paid down $603 million
of its first-lien term loans. This means that the company has more
than repaid the financing for its AEP acquisition in just eight
months.

S&P said, "The positive outlook on Berry reflects the one-in-three
chance that we will upgrade the company over the next 12 months.
This incorporates our expectation that growth in Berry's overall
business, along with management's continued debt reduction, will
improve its credit measures and bring them more closely in line
with those at its similarly rated peers. The company may continue
to undertake small bolt-on acquisitions as part of its growth
strategy, though our forecast does not contemplate any additional
large debt-funded transactions that would meaningfully weaken its
credit measures on a sustained basis.

"Although unlikely, we could lower our ratings on Berry if a severe
economic downturn led to sustained weakness in the company's sales
volumes and compressed its profit margins, causing its adjusted
debt-to-EBITDA to increase above 4x for a sustained period with no
foreseeable improvement. We estimate that this could occur if
Berry's sales volume declines by 400 basis points (bps) and its
operating margins contract by 150 bps from our base-case scenario.

"We could raise our ratings on Berry if better-than-expected sales
volume growth and margin expansion cause its adjusted
debt-to-EBITDA to improve to be closer in line with similarly rated
peers. We estimate that this could occur if Berry's sales volumes
increase by 200 bps while its operating margins rise by 150 bps
from our base-case scenario. In order to upgrade the company, we
would also need to believe that its financial policies would remain
consistent and be sustainable at the current rating."


BIRCH RIDGE: Taps Marcus Clegg as Legal Counsel
-----------------------------------------------
Birch Ridge Limited Partnership seeks approval from the U.S.
Bankruptcy Court for the District of Maine to hire Marcus Clegg as
its legal counsel.

The firm will advise the Debtor regarding its responsibilities
under the Bankruptcy Code; prepare a plan of reorganization;
represent the Debtor in connection with the sale of any of its
assets; give advice on general business law issues; and provide
other legal services related to its Chapter 11 case.

The firm's hourly rates are:

     George Marcus          $600
     Jennie Clegg           $395
     Lee Bals               $325
     David Johnson          $320
     Andrew Helman          $255
     Katherine Krakowka     $255

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

The firm can be reached through:

     George J. Marcus, Esq.
     Jennie L. Clegg, Esq.
     David C. Johnson, Esq.
     Andrew C. Helman, Esq.
     Katherine M. Krakowka, Esq.
     Marcus Clegg
     One Canal Plaza, Suite 600
     Portland, ME 04101
     Phone: (207) 828-8000
     Email: bankruptcy@marcusclegg.com

               About Birch Ridge Limited Partnership

A privately held business based in Gray, Maine, Birch Ridge Limited
Partnership sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Maine Case No. 17-20633) on November 27, 2017.
Kevin J. McCarthy, its manager, 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 Peter G. Cary presides over the case.


BON-TON STORES: Ends Third Quarter With $7.3 Million in Cash
------------------------------------------------------------
The Bon-Ton Stores, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $44.87 million on $545.33 million of net sales for the 13 weeks
ended Oct. 28, 2017, compared to a net loss of $31.58 million on
$589.94 million of net sales for the 13 weeks ended Oct. 29, 2016.

For the 39 weeks ended Oct. 28, 2017, Bon-Ton Stores reported a net
loss of $135.40 million on $1.58 billion of net sales compared to a
net loss of $108.13 million on $1.72 billion of net sales for the
39 weeks ended Oct. 29, 2016.

As of Oct. 28, 2017, Bon-Ton Stores had $1.58 billion in total
assets, $1.74 billion in total liabilities and a total
shareholders' deficit of $155.96 million.

At Oct. 28, 2017, the Company had $7.3 million in cash and cash
equivalents and $161.5 million available under its Second Amended
Revolving Credit Facility (before taking into account the minimum
borrowing availability covenant under such facility, which was
$87.5 million at Oct. 28, 2017).  Excess availability was $302.7
million as of the comparable prior year period.  The reduced excess
availability primarily reflects the early payment of senior notes
due July 2017 and higher borrowings to fund seasonal operations.

Other income, which includes income from revenues received under
the Company's credit card program agreement, miscellaneous revenue
departments and gift and merchandise return card breakage, was
$17.1 million in the third quarter of 2017 as compared with $17.3
million in the third quarter of 2016.  The decrease was primarily
due to lower revenues associated with our proprietary credit card
operations.  Proprietary credit card sales, as a percentage of
total sales, increased 90 basis points to 57.9% in the third
quarter of 2017.

Gross margin in the third quarter of 2017 decreased $26.8 million
to $180.3 million as compared with $207.1 million in the comparable
prior year period, primarily due to the decreased sales volume in
the current period.  Gross margin as a percentage of net sales
decreased 204 basis points to 33.1% in the third quarter of 2017
from 35.1% in the comparable prior year period, primarily due to an
increase in the markdown rate driven by a shift in merchandise
mix.

SG&A expense in the third quarter of 2017 decreased $11.2 million
to $202.6 million as compared with $213.8 million in the third
quarter of 2016.  This reduction was largely due to savings
associated with prior year closed stores and reductions in medical
insurance, payroll, taxes and store occupancy costs.  The current
period expense rate, 37.2% of net sales, increased 91 basis points
from that of the prior year period as a result of decreased sales
volume.

Depreciation and amortization expense and amortization of
lease-related interests decreased $2.5 million to $20.8 million in
the third quarter of 2017 from $23.3 million in the third quarter
of 2016.

Net interest expense was $18.9 million in the third quarter of 2017
as compared with $18.2 million in the third quarter of 2016. The
increase primarily reflects an increased weighted average interest
rate and higher debt levels.

The effective income tax rate in the third quarter in each of 2017
and 2016 largely reflects the Company's valuation allowance
position against all net deferred tax assets.  The $0.1 million
income tax benefit in the third quarter of 2017 includes a $0.5
million benefit from the loss on continuing operations which was
partially offset by the recognition of deferred tax liabilities
associated with indefinite-lived assets.  The $0.2 million income
tax benefit in the third quarter of 2016 includes a $0.6 million
benefit from the loss on continuing operations which was partially
offset by the recognition of deferred tax liabilities associated
with indefinite-lived assets.

Net cash used in operating activities was $160.4 million and $81.0
million in 2017 and 2016, respectively.  The decrease in cash flow
primarily reflects a higher net loss of $27.3 million and a $37.2
million unfavorable change in cash flow from working capital.  The
decrease in cash flow from working capital was largely due to
unfavorable fluctuations of $113.6 million and $21.6 million in
cash flows from accounts payable and prepaid expenses,
respectively, partially offset by a favorable variance of $107.0
million in cash flows from inventories.

Net cash provided by investing activities was $4.7 million in 2017
compared with net cash used in investing activities of $43.9
million in 2016.  In 2017, the inflow of cash includes $39.4
million of proceeds associated with various real estate
transactions.  Capital expenditures totaled $35.7 million and $43.9
million in 2017 and 2016, respectively, reflecting a planned
decrease in capital expenditures.  These expenditures do not
reflect reductions for external contributions (primarily leasehold
improvement and fixture allowances received from landlords or
vendors) of $6.8 million and $20.9 million in 2017 and 2016,
respectively.  The Company anticipates that its fiscal 2017 capital
expenditures will not exceed $44.1 million (excluding external
contributions of $14.1 million, reducing anticipated net capital
investments to $30.0 million).

Net cash used in financing activities was $156.3 million and $125.0
million in 2017 and 2016, respectively.  The increase in cash used
in financing activities is primarily a result of increased net
borrowings to support current year operations.

Aside from planned capital expenditures, the Company's primary cash
requirements will be to service debt and finance working capital
increases during peak selling seasons.

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

                        https://is.gd/17h8IM

                      About The Bon-Ton Stores

The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin -- http://www.bonton.com/--
operates 260 stores, which includes nine furniture galleries and
four clearance centers, in 24 states in the Northeast, Midwest and
upper Great Plains under the Bon-Ton, Bergner's, Boston Store,
Carson's, Elder-Beerman, Herberger's and Younkers nameplates.  The
stores offer a broad assortment of national and private brand
fashion apparel and accessories for women, men and children, as
well as cosmetics and home furnishings.

Bon-Ton Stores reported a net loss of $63.41 million for the year
ended Jan. 28, 2017, a net loss of $57.05 million for the fiscal
year ended Jan. 30, 2016, and a net loss of $6.97 million for the
year ended Jan. 31, 2015.

                          *     *     *

As reported by the TCR on Nov. 27, 2017, S&P Global Ratings lowered
its corporate credit rating on The Bon-Ton Stores to 'CCC' from
'CCC+'.  The outlook is negative.  "The downgrade reflects our view
that Bon-Ton could pursue a debt restructuring to address its
capital structure over the next 12 months.  We believe Bon-Ton's
existing capital structure is unsustainable given our expectation
for persistently negative free operating cash flow, continued
pressure on operating performance, and diminishing revolver excess
availability over time.  There are no maturities over the next 12
months.

Also in November 2017, Moody's Investors Service downgraded The
Bon-Ton Stores's Corporate Family Rating to 'Caa3' from 'Caa1'.
The downgrade reflects the high likelihood of a distressed exchange
to reduce its debt obligations and improve the company's long term
liquidity profile.


BRIAR HILL: Sale of All Assets to Sander Brothers for $3.3M Okayed
------------------------------------------------------------------
Judge Russ Kendig of the U.S. Bankruptcy Court for the Northern
District of Ohio authorized Briar Hill Foods, LLC, Bias Realty,
Ltd., Jack Coffy, LLC, Thorne Management, Inc. and CPW Properties,
Ltd. to sell substantially all of their assets to Sander Brothers,
Inc. or its assigns, for $3,250,000.

The Sale Hearing was held on Nov. 30, 2017 at 10:00 a.m.

The sale is free and clear of all Liens, with all such Liens being
divested to the proceeds of sale.

The proceeds of the sale of the Assets will be paid at closing in
cash to Huntington in the amount of Huntington's allowed secured
claim, as set forth in the Cash Collateral Order and as amended by
the Financing Order, except for (i) amounts necessary to satisfy
the Cure Amounts for any Purchased Contracts; (ii) amounts
necessary to satisfy carve-outs or commissions agreed to by
Huntington, subject to court approval; (iii) amounts necessary to
pay the statutory fees of the United States Trustee, including
estimated amounts for any distribution under the Order; (iv)
amounts necessary to pay any allowed, prior secured claim; (v)
amounts necessary to fund an escrow for potential or disputed prior
secured claims or Liens; (vi) amounts necessary to fund any other
escrow as may be required by the APA; and (vii) for any amounts in
excess of Huntington's allowed secured claims.

Pursuant to Sections 105(a) and 365 of the Bankruptcy Code and
subject to and conditioned upon the Closing of the sale to the
Purchaser under the APA, the Debtors' assumption and assignment of
the Purchased Contracts to the Purchaser is authorized and approved
as of the date of Closing.

To the extent that Section 1146(c) of the Bankruptcy Code applies,
the sale of the Assets to the Purchaser will be exempt from any and
all stamp, transfer, recording, and other similar taxes (other than
income taxes), and any transfer fees or other similar costs
incurred or assessed by any federal, state, local, or foreign
taxing authority (including interest and penalties, if any) in
connection with the sale or transfer of the Assets to Purchaser or
the transactions contemplated by the APA.

The Order is a final order and, in accordance with Bankruptcy Rule
8002(a), the time to file a notice of appeal of the Order will
commence on the date of the entry of the Order by the Court.
Pursuant to Bankruptcy Rule 6004(h), the Court expressly finds that
there is no just reason for delay in the implementation of the
Order, and expressly directs that the 14-day stay otherwise
applicable pursuant to Rule 6004(h) may be waived by agreement of
the parties to the APA.

                    About Briar Hill Foods

Briar Hill Foods, LLC, and several affiliates filed voluntary
Chapter 11 petitions (Bankr. N.D. Ohio Lead Case No. 17-61892) on
Aug. 5, 2017.  The other debtors are Bias Realty, Ltd. (Bankr. N.D.
Ohio Case No. 17-61893); Jack Coffy, LLC (Bankr. N.D. Ohio Case No.
17-61894); CPW Properties, Ltd. (Bankr. N.D. Ohio Case No.
17-61895); Thorne Management, Inc. (Bankr. N.D. Ohio Case No.
17-61896).

At the time of filing, Briar Hill estimated assets at $1 million to
$10 million and debt at $10 million to $50 million.  Bias Realty
estimated assets of $500,000 to $1 million and debt at $1 million
to $10 million.

Judge Russ Kendig presides over the cases.  

The Debtors are represented by Marc B. Merklin, Esq., at Brouse
McDowell, LPA, as their bankruptcy counsel.


BUTLER, PA: S&P Cuts 2015A/B GO Bonds Rating to B on Fund Concerns
------------------------------------------------------------------
Global Ratings has lowered its underlying rating (SPUR) on Butler,
Pa. series 2015A and 2015B general obligation (GO) bonds four
notches to 'B' from 'BB+' and placed it on CreditWatch with
negative implications.

"The downgrade reflects our continued concern over the city's lack
of management and its plan to fund a line of credit with PNC bank
that it guaranteed for the redevelopment authority (due Dec. 6,
2017) and could pressure its already thin liquidity and affect its
ability to meet its other debt obligations if the bank decides to
exercise its right for payment of the line of credit," explained
S&P Global Ratings credit analyst Moreen Skyers-Gibbs.

Butler entered into an agreement with its redevelopment authority
to guarantee a $2 million line of credit for the authority's
construction of a hotel. Originally, the plan had been to pay the
line of credit from a grant from the commonwealth once the
construction was complete. There have been construction delays and
the line of credit has been extended by the bank twice because of
them. After reaching out to management and the bank, we understand
the loan will not be paid by the due date as the project is once
again delayed and there is no plan to pay the line of credit at
this time. The authority and bank have discussed the potential for
a sale of the project or waiting until the project is completed.
The bank has noted that currently, it does not intend to exercise
its right to request repayment, but reserves the right to do so.
While the bank does not expect to receive the payment from either
the city or the authority by the maturity date of Dec. 6, it is
currently anticipating payment on Jan, 5, 2018. If this happens,
the city will be relieved of this obligation. Neither party has
requested an extension.

"The rating reflects our concern of the contingent liquidity risk
that remains with the line of credit outstanding and the potential
for the bank to request payment at any time after Dec. 6," added
Ms. Skyers-Gibbs. In our opinion, the city's guarantee of the line
of credit is considered a nonremote contingent liability and it
represents about 27% of the city's 2016 general fund revenues.
Furthermore, we believe that Butler could face unexpected liquidity
pressures since it has no plan in place for how it would address
the payment of the line of credit which has a short maturity. In
our opinion, given the magnitude of the loan, the city's current
liquidity position is already thin and will diminish if it has to
make payment of the line of credit. Its cash declined significantly
and stood at only $183,000 in fiscal 2016.
The CreditWatch Negative placement reflects our view that the line
of credit is due on Dec. 6, 2017, after which point the city could
be called on to provide payment of $2 million.

"It is possible the city and the bank could resolve the payment
situation through sale of the hotel within the 90-day CreditWatch
horizon, which would alleviate our contingent liquidity concerns,
though concerns regarding management's oversight and very weak
liquidity would likely persist," added Ms. Skyers-Gibbs.

Butler, with an estimated population of 13,371, is in Butler County
in the Pittsburgh metropolitan area.



CAMBRIDGE ACADEMY: Fitch Affirms BB- Rating on $7.8MM School Bonds
------------------------------------------------------------------
Fitch Ratings has affirmed the 'BB-' rating on the $7.8 million
outstanding charter school revenue bonds, series 2010 issued by the
Industrial Development Authority of the County of Pima, Arizona on
behalf of Cambridge Academy East (CAE or the obligor).

The Rating Outlook remains Negative.

SECURITY

The bonds are payable from a first-priority lien on all pledged
revenues of CAE, secured by a first mortgage on the financed
facilities and a cash-funded debt service reserve sized to
transaction maximum annual debt service (TMADS). There is an
intercept mechanism in place directing monthly state funding
disbursements to the trustee to cover debt service on the bonds
before funds are released to the school for operations. The Fitch
rating does not incorporate the intercept mechanism.

KEY RATING DRIVERS

DETERIORATED FINANCIAL PERFORMANCE: The Outlook remains Negative
given the sharp deterioration of CAE's operating performance (-11%
margin) and weakened financial and debt metrics stemming from
higher than budgeted enrollment loss that occurred in fiscal 2017.
This is consistent with a general pattern of volatile operating
results.

WEAK FINANCIAL CUSHION: CAE's balance sheet resources are limited
on both a nominal and ratio basis, providing minimal cushion
relative to operating expenses and debt.

RECENT ENROLLMENT GROWTH: CAE's enrollment base is small and
volatile. Enrollment is up about 7% in fiscal 2018 and generally in
line with budget according to management, which if sustained would
reverse a prior trend of decline.

HIGH DEBT BURDEN: CAE's debt burden remains high; TMADS rose to
27.7% of fiscal 2017 operating revenue and coverage of TMADS from
operations fell to less than 1x.

RATING SENSITIVITIES

IMPROVED FINANCIAL PERFORMANCE: The rating is sensitive to
indications that balanced operating results will be restored in
fiscal 2018. Financial performance below this expectation, or that
does not appear to be sustainable, would further stress coverage
ratios and cause negative rating pressure.

CHARTER RELATED CONCERNS: Concerns about CAE's ability to maintain
its charter, last renewed in 2016 for a 20-year term, could
pressure the rating.


CHARMING CHARLIE: S&P Lowers CCR to 'D' on Chapter 11 Bankruptcy
----------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating to 'D' from
'CCC' on Houston-based fashion jewelry and accessories retailer
Charming Charlie LLC.

S&P said, "At the same time, we lowered the issue-level rating on
the first-lien term loan facility to 'D' from 'CCC'. The recovery
rating on the first-lien term loan facility is '3', indicating
meaningful (50%-70%; rounded estimate: 50%) recovery in the event
of a payment default."

On Dec. 11, Charming Charlie LLC announced that it filed for
Chapter 11 bankruptcy protection. The company plans to close about
100 stores immediately as part of the filing, with further store
closures likely. Charming Charlie has a $150 million first-lien
term loan outstanding minus amortization, as well as significant
outstanding debt under its $55 million revolving credit facility
(not rated).



CHOWDER GAS: Taps Forbes Law as Legal Counsel
---------------------------------------------
Chowder Gas and Storage Facility LLC and Lake Shore Gas Storage
Inc. seek approval from the U.S. Bankruptcy Court for the Northern
District of Ohio to hire Forbes Law LLC as their legal counsel.

The firm will advise the Debtors regarding their duties under the
Bankruptcy Code and will provide other legal services related to
their Chapter 11 cases.

The firm will charge $350 per hour for the services of its
attorneys and $125 per hour for paralegal services.

Glenn Forbes, Esq., disclosed in a court filing that he and his
firm do not hold or represent any interest adverse to the Debtors'
estates.

Forbes Law can be reached through:

     Glenn E. Forbes, Esq.
     Forbes Law LLC        
     166 Main Street
     Painesville, OH 44077        
     Tel: 440-357-6211
     Email: gforbes@geflaw.net
     Email: bankruptcy@geflaw.net

               About Chowder Gas and Lake Shore Gas

Chowder Gas and Storage Facility LLC and Lake Shore Gas Storage
Inc. are natural gas storage providers based in Willoughby, Ohio.

The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ohio Case Nos. 17-17245 and 17-17246) on December
9, 2017.  Richard M. Osborne, its managing member, signed the
petitions.

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

Judge Arthur I Harris presides over the cases.


CJ MICHEL: Cash Collateral Use Extended Through Dec. 31
-------------------------------------------------------
Judge Gregory R. Schaaf of the U.S. Bankruptcy Court for the
Eastern District of Kentucky has authorized CJ Michel Industrial
Services, LLC, to use cash collateral through Dec. 31, 2017, to pay
those items designated on the budget.

The Debtor is also authorized to escrow $25,000 per the budget from
the DIP loan proceeds with its counsel for the payment of legal
fees subject to fee application approval.

All terms of the agreed order for authority to incur secured debt
in the form of continuation of the Debtor's sale of accounts
receivable to Gulf Coast Bank & Trust Company, to use cash
collateral, and to provide adequate protection pursuant to 11 USC
Sections 363 and 364 will remain in effect including any adequate
protection granted thereunder.

If no objections are filed within 14 days of entry of the court
order, it will become final without further hearing.

A full-text copy of the Order is available at:

          http://bankrupt.com/misc/kyeb17-51611-103.pdf

               About CJ Michel Industrial Services

CJ Michel Industrial Services, LLC, has provided staffing and/or
contracting services for customers in the construction and
industrial sector for over 20 years.  Services are not limited to
the electrical trade but include OSHA certified, trade licensed and
fully insured low-E, data/communications service technicians,
pipefitters, welders, iron workers, riggers, millwrights, concrete
tradesmen, and general tradesmen.

CJ Michel Industrial Services began to experience cash flow issues
after it borrowed money from nontraditional lending sources which
were primarily merchant cash advance lenders.  It has been unable
to reach out-of-court workout agreements with these lenders and
seeks a "breathing spell" to reorganize its business under Chapter
11 of the Bankruptcy Code in order to restructure its debts,
reorganize as a going concern, and maximize value for the benefit
of the creditors of its Estate.

CJ Michel Industrial Services, based in Lancaster, Kentucky, filed
a Chapter 11 petition (Bankr. E.D. Ky. Case No. 17-51611) on Aug.
10, 2017.  In its petition, the Debtor estimated $0 to $50,000 in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Clarence J. Michel, Jr., member.  

No trustee or examiner has been appointed in the Chapter 11 case,
and no creditors' committee or other official committee has been
appointed.

The Hon. Gregory R. Schaaf presides over the case.  

Jamie L. Harris, Esq., at DelCotto Law Group PLLC, serves as
bankruptcy counsel.


COBALT INTERNATIONAL: Case Summary & 30 Top Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: Cobalt International Energy, Inc.
             920 Memorial City Way, Suite 100
             Houston, TX 77024

Type of Business: Cobalt International Energy, Inc., and its
                  wholly-owned debtor and non-debtor
                  subsidiaries, are an independent exploration
                  and production company that operates in the
                  deepwater U.S. Gulf of Mexico and offshore
                  Angola and Gabon in West Africa.  Cobalt was
                  formed in 2005 and is headquartered in
                  Houston, Texas.  

                  http://www.cobaltintl.com/

Chapter 11 Petition Date: December 14, 2017

Affiliates that simultaneously filed Chapter 11 petitions:

     Debtor                                    Case No.
     ------                                    --------
     Cobalt International Energy, Inc.         17-36709
     Cobalt International Energy GP, LLC       17-36710
     Cobalt International Energy, LP           17-36711
     Cobalt GOM LLC                            17-36712
     Cobalt GOM #1 LLC                         17-36713
     Cobalt GOM #2 LLC                         17-36714

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Marvin Isgur

Debtors'
Local
Bankruptcy
Counsel:    Zack A. Clement, Esq.
            ZACK A. CLEMENT PLLC
            3753 Drummond Street
            Houston, Texas 77025
            Tel: (832) 274-7629
            E-mail: zack.clement@icloud.com

Debtors'
General
Bankruptcy
Counsel:    James H.M. Sprayregen, P.C.
            Marc Kieselstein, P.C.
            Chad J. Husnick, P.C.
            Brad Weiland, Esq.
            Laura Krucks, Esq.
            KIRKLAND & ELLIS LLP
            KIRKLAND & ELLIS INTERNATIONAL LLP
            300 North LaSalle Street
            Chicago, Illinois 60654
            Tel: (312) 862-2000
            Fax: (312) 862-2200
            E-mail: james.sprayregen@kirkland.com
                    marc.kieselstein@kirkland.com
                    chad.husnick@kirkland.com
                    laura.krucks@kirkland.com

Debtors'
Financial
Advisor &
Investment
Banker:     HOULIHAN LOKEY CAPITAL, INC.

Debtors'
Notice &
Claims
Agent:      KURTZMAN CARSON CONSULTANTS LLC
            Web site: http://www.kccllc.net/cobalt

Total Assets
as of Sept. 30, 2017:  $1.69 billion

Total Debts
as of Sept. 30, 2017:  $3.16 billion

David D. Powell, chief financial officer, signed the petitions.

A full-text copy of Cobalt International Energy, Inc.'s petition is
available for free at:

         http://bankrupt.com/misc/txsb17-36709.pdf

Debtors' List of 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Wells Fargo Bank, N.A.               2.625% Sr.      $801,171,133
600 S. 4th Street, 11th Floor       Convertible
Minneapolis, MN 55415                  Notes
Attn: Claire Alber
Tel: 612-667-0337
Fax: 214-756-7401
Email: claire.m.alber@wellsfargo.com

Wells Fargo Bank, N.A.                3.125% Sr.      $627,880,485
600 S. 4th Street, 11th Floor         Convertible
Minneapolis, MN 55415                    Notes
Attn: Claire Alber
Tel: 612-667-0337
Fax: 214-756-7401
Email: claire.m.alber@wellsfargo.com

Skadden Arps Slate Meagher             Trade Debt       $2,777,458
Four Times Square
New York, NY 10036
Attn: Jay Kasner & Scott Musoff
Fax: 212-735-2000
Email: jay.kasner@skadden.com;
       scott.musoff@skadden.com

Wachtell Lipton Rosen & Katz           Trade Debt       $1,108,102
51 West 52nd Street
New York, NY 10019
Attn: Director or Officer
Fax: 212-403-2000
Email: srdavies@wlrk.com

Schlumberger Technology Corp           Trade Debt         $741,686
300 Schlumberger Drive
Sugar Land, TX 77478
Attn: Director or Officer
Fax: 281-285-8545
Email: customerremittances@slb.com

Williams & Connolly LLP                Trade Debt         $537,956
725 12th Street, N.W.
Washington, DC 20005
Attn: Director or Officer
Fax: 202-434-5029

CGG Services (U.S.) Inc.               Trade Debt         $338,000
10300 Town Park Dr
Houston, TX 77072
Attn: Erika Lovertro & Nina Hodge
Email: erika.lovetro@cgg.com;
       nina.hodge@Cgg.Com

Baker Hughes Oilfield                  Trade Debt         $167,450
Operational LLC
Email: arcccashapplication@bakerhughes.com

Weatherford Laboratories               Trade Debt         $127,466
Email: ana.pandes@weatherford.com

National Economic Research             Trade Debt          $92,555
Associates, Inc.
Email: neraaccountsreceivable@nera.com

Gardere Wynne Sewell LLP               Trade Debt          $79,008
Email: roran@gardere.com

Intecsea, Inc                          Trade Debt          $46,699
Email: billing@intecsea.com

Marine Preservation Assoc              Trade Debt          $37,500
Email: brewry@mpaz.org

Earth Science Assoc. C and T Inc.      Trade Debt          $34,860
Email: docandyp@gmail.com

Geocomputing Group, LLC                Trade Debt          $31,150
Email: eschall@geocomputing.net

Sonangol Offshore Services Co.         Trade Debt          $25,867
Email: devans@sonangoloffshore.com

JCC Services Inc.                      Trade Debt          $25,584
Email: cathy.brock@jccteam.com;
michele.heli@jccteam.com

Crowe Horwath LLP                      Trade Debt          $25,025
Email: jansie.mcmahan@Croweharwath.Com

Covington and Burling LLP              Trade Debt          $23,658

Blade Energy Partners Ltd              Trade Debt          $22,298
Email: mpineda@blade-energy.com

Berger Geosciences LLC                 Trade Debt          $18,000
Email: admin@b-geo.com

Cuneiform Offshore Consulting, LLC     Trade Debt          $16,720
Email: bmekha@cuneiform-offshore.com

PRQ Inc                                Trade Debt          $14,520
Email: paul.quigley@cobaltintl.com

Vinson And Elkins LLP                  Trade Debt          $10,533

PriceWaterhouseCoopers LLP             Trade Debt          $10,363
  
Email: bob.morgan@us.pwc.com

Oil Spill Response (Dispersants)       Trade Debt          $10,723
Limited
Email: creditcontrol@oilspillresponse.com

Fugro Marine Geoservices, Inc          Trade Debt           $7,510
Email: cjiro@fugro.com

Axia Partners, LP                      Trade Debt           $6,960
Email: ar@axiapartners-us.com

Ellington And Associates Inc           Trade Debt           $6,357
Email: alsog.fnusa@alsglobal.com

Halliburton Energy Services            Trade Debt           $5,365
Email: clarice.gray@halliburton.coms



COBALT INTERNATIONAL: Files for Chapter 11 Amid Search for Buyer
----------------------------------------------------------------
Cobalt International Energy, Inc. and certain of its U.S.
affiliates on Dec. 14, 2017, filed voluntary petitions for relief
under chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas.

Cobalt expects to conduct business in the ordinary course, and its
cash on hand is expected to provide Cobalt with adequate liquidity
to fund its operations during the restructuring process. The
Chapter 11 Cases are expected to facilitate the restructuring
process and the proposed sale of Cobalt's assets.

Earlier this month, Cobalt said it has elected not to make the
interest payment of approximately $8.1 million due on Dec. 1, 2017
with respect to its outstanding 2.625% Convertible Senior Notes due
2019.  The indenture governing the 2019 Notes permits the Company a
30-day grace period to make the interest payment.  If the Company
fails to make the interest payment within the grace period an event
of default will result, and the trustee or noteholders holding at
least 25% in the aggregate outstanding principal amount of 2019
Notes may elect to accelerate the 2019 Notes causing them to be
immediately due and payable.  In addition, an event of default
under the indenture governing the 2019 Notes would trigger an event
of default under all of the Company's other outstanding
indebtedness.

On Thursday, Cobalt said it has been engaged in constructive
discussions with its first lien noteholders, second lien
noteholders, unsecured noteholders and their respective advisors
regarding the need for, sponsorship of, and terms of a
restructuring and proposed sale of Cobalt's assets. Cobalt plans to
utilize the Chapter 11 Cases to continue and complete these
discussions with key stakeholders and evaluate other
value-maximizing opportunities to facilitate an expedited
restructuring that will deliver maximum value to its stakeholders.

Cobalt has filed a variety of "first-day" motions with the court
seeking, among other things, authority to use the cash collateral,
maintain its existing cash management system and other customary
relief.  When granted, such motions will assure Cobalt's ability to
maintain business-as-usual operations throughout the restructuring
process.

                    No DIP Financing Needed

The Debtors said in court filings that they currently have
approximately $437 million in cash on hand which the Debtors
believe is sufficient to fund these chapter 11 cases and a sale
process without the need for debtor-in-possession financing.

                  $2.8 Billion in Funded Debt

As of the Petition Date, the Debtors have $2.8 billion in total
funded debt:

                                               Outstanding
       Long Term Debt Obligations               Principal
       --------------------------               ---------
10.75% first lien notes due 2021            $500.0 million
7.75% second lien notes due 2023            $934.7 million
2.625% senior unsecured notes due 2019      $619.2 million
3.125% senior unsecured notes due 2024      $786.9 million
                                            --------------
       Total                               $2,800 million

Wilmington Trust, National Association is trustee and collateral
agent under the 10.75% first lien notes due 2021 and 7.75% second
lien secured notes due 2023.  Wells Fargo Bank, National
Association is the trustee under the 2.625% unsecured notes due
2019 and the 3.125% convertible senior unsecured notes due 2024.

Cobalt said in a filing with the Securities and Exchange Commission
that the commencement of the Chapter 11 Cases constitutes an event
of default that accelerated the Company's or the Debtors'
obligations, as the case may be, under these debt documents.  Any
efforts to enforce those obligations under the Debt Documents are
automatically stayed as a result of the filing of the Petitions and
the holders' rights of enforcement in respect of the Debt Documents
are subject to the applicable provisions of the Bankruptcy Code.

As of Nov. 30, 2017, Cobalt has approximately 29.9 million shares
of common stock, par value $0.01 per share, issued and outstanding.
Cobalt has 133.3 million shares of authorized common stock.
Cobalt's common stock traded on the NYSE under the ticker symbol
"CIE," after its IPO in 2009, until it was notified by the NYSE, on
Dec. 13, 2017, that the NYSE would immediately commence delisting
proceedings.  Cobalt's common stock is expected to begin trading on
the over the counter market beginning on Dec. 14, 2017.

                         First Day Motions

The Debtors filed a number of first day motions seeking orders
granting relief intended to stabilize Cobalt's business operations,
facilitate the efficient administration of these chapter 11 cases,
and expedite a swift and smooth sale of Cobalt's assets.

A hearing on the first day motions was held Dec. 14, 2017, at 3:30
p.m. CT.

A hearing will be held to consider final orders related to the
First day motions on Jan. 11, 2018, at 2:00 P.M. (Central Time)
before the Honorable Marvin Isgur, 515 Rusk Street, Courtroom 404,
Houston, Texas 77002.

                        About Cobalt Int'l

Cobalt International Energy, Inc. (OTC: CIEI) is an independent
exploration and production company active in the deepwater U.S.
Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005
and is headquartered in Houston, Texas.

Cobalt International Energy, Inc., and five affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 17-36709) on
Dec. 14, 2017.

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

The Hon. Marvin Isgur is the case judge.

Kirkland & Ellis LLP is serving as Cobalt's legal advisor, with the
engagement led by James H.M. Sprayregen, P.C.  Houlihan Lokey, Inc.
is serving as Cobalt's financial advisor.  Zack A. Clement PLLC is
the local counsel.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.


COBALT INTERNATIONAL: Shares Begin Trading on OTC Pink Sheets
-------------------------------------------------------------
Cobalt International Energy, Inc. disclosed in a regulatory filing
with the Securities and Exchange Commission that the Company was
notified on Dec. 13, 2017, by the New York Stock Exchange that the
NYSE had determined to commence proceedings to delist the Company's
common stock from the NYSE. These proceedings are a result of the
Company's failure to comply with the continued listing standard set
forth in Section 802.01B of the NYSE Listed Company Manual that
required the Company to maintain an average global market
capitalization over a consecutive 30-day trading period of at least
$15.0 million for the Company's common stock.

The NYSE suspended the trading of the Company's common stock at the
close of trading on December 13.  In addition, the NYSE advised the
Company that its application to the Securities and Exchange
Commission to delist the Company's common stock was pending,
subject to the completion of applicable procedures.

Effective December 14, 2017, the Company's common stock was
expected to begin trading on the OTC Pink marketplace under the
symbol "CIEI". The Company can provide no assurance that its common
stock will begin or continue to trade on this market, whether
broker-dealers will begin or continue to provide public quotes of
the Company's common stock on this market, whether the trading
volume of the Company's common stock will be sufficient to provide
for an efficient trading market or whether quotes for the Company's
common stock may be blocked by OTC Markets Group in the future. The
Company will remain subject to the public reporting requirements of
the SEC following the trading of its common units on the OTC Pink
marketplace.

                        About Cobalt Int'l

Cobalt International Energy, Inc. (NYSE:CIE) is an independent
exploration and production company active in the deepwater U.S.
Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005
and is headquartered in Houston, Texas.

Cobalt International Energy, Inc., and five affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 17-36709) on
Dec. 14, 2017.

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

The Hon. Marvin Isgur is the case judge.

Kirkland & Ellis LLP is serving as Cobalt's legal advisor, with the
engagement led by James H.M. Sprayregen, P.C.  Houlihan Lokey, Inc.
is serving as Cobalt's financial advisor.  Zack A. Clement PLLC is
the local counsel.  Kurtzman Carson Consultants LLC is the claims
and noticing agent.


COOLWATER ESTATES: Taps Quilling Selander as Legal Counsel
----------------------------------------------------------
Coolwater Estates, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire Quilling,
Selander, Lownds, Winslett & Moser, P.C. as its legal counsel.

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

The firm's hourly rates range from $300 to $425 for shareholders,
$225 to $275 for associates, and $75 to $110 for paralegals.

Quilling received a $1,956 retainer to file the Debtor's case.
  
Christopher Moser, Esq., disclosed in a court filing that the firm
and its employees are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Christopher J. Moser, Esq.
     Quilling, Selander, Lownds, Winslett & Moser, P.C.
     2001 Bryan Street, Suite 1800
     Dallas, TX 75201
     Phone: (214) 871-2100
     Fax: (214) 871-2111

                   About Coolwater Estates LLC

Coolwater Estates, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-34460) on December 1,
2017.  Judge Stacey G. Jernigan presides over the case.   At the
time of the filing, the Debtor disclosed that it had estimated
assets of less than $1 million and liabilities of less than
$500,000.


DAVID EVERRITT: Sale of Pensacola Property for $150K Approved
-------------------------------------------------------------
Judge Jerry C. Oldshue, Jr. of the U.S. Bankruptcy Court for the
Northern District of Florida authorized David Aldean Everritt's
sale of real property located at 911 North Devilliers Street,
Pensacola, Florida to North Hill Properties, LLC for $150,000.

A hearing on the Motion was held on Dec. 8, 2017.

The sale is free and clear of liens, with a release price of
$150,000 to be paid to Synovus Bank from the proceeds at which time
Synovus Bank will release its mortgage encumbering the property.

At the closing of the transaction, all outstanding ad valorem real
property taxes owing on the property to the Escambia County Tax
Collector will be paid in full.

David Aldean Everritt sought Chapter 11 protection (Bankr. N.D.
Fla. Case No. 16-30531) on June 6, 2016.  The Debtor tapped J.
Steven Ford, Esq., at Wilson, Harrell, Farrington, as counsel.


DAVID EVERRITT: Sale of Pensacola Property to Den for $400K Okayed
------------------------------------------------------------------
Judge Jerry C. Oldshue, Jr. of the U.S. Bankruptcy Court for the
Northern District of Florida authorized David Aldean Everritt's
sale of real property located at 1023 North Devilliers Street,
Pensacola, Florida to Den of Antiquities, LLC, for $400,000.

A hearing on the Motion was held on Dec. 8, 2017.

The sale is free and clear of liens with a release price of
$400,000 to be paid to Synovus Bank from the proceeds at which time
Synovus Bank will release its mortgage encumbering the property.

At the closing of the transaction, all outstanding Ad valorem real
property taxes owing on the property to the Escambia County Tax
Collector will be paid in full.

David Aldean Everritt sought Chapter 11 protection (Bankr. N.D.
Fla. Case No. 16-30531) on June 6, 2016.  The Debtor tapped J.
Steven Ford, Esq., at Wilson, Harrell, Farrington, as counsel.


DENT DEPOT: Seeks to Hire Tarbox Law as Legal Counsel
-----------------------------------------------------
Dent Depot, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Tarbox Law P.C. as its legal
counsel.

The firm will advise the Debtor regarding the administration of its
bankruptcy estate; assist in the sale of its assets; prepare a plan
of reorganization; and provide other legal services related to its
Chapter 11 case.

Max Tarbox, Esq., the attorney who will be handling the case,
disclosed in a court filing that he has no connection with
creditors that have interests adverse to the Debtor.

The firm can be reached through:

     Max R. Tarbox, Esq.
     Tarbox Law, P.C.
     2301 Broadway
     Lubbock, TX 79401
     Phone: 806-686-4448
     Fax: 806-368-9785
     Email: max@tarboxlaw.com

                       About Dent Depot LLC

Dent Depot, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-10311) on December 4,
2017.  Judge Robert L. Jones presides over the case.
   
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$1 million.


DEXTERA SURGICAL: Nasdaq Suspends Trading of Common Stock
---------------------------------------------------------
Dextera Surgical, Inc., received from the staff of The Nasdaq Stock
Market LLC on Dec. 11, 2017, a letter notifying Dextera that the
Nasdaq Hearings Panel has determined to delist Dextera's common
stock from Nasdaq, and that trading in Dextera's common stock will
be suspended effective at the open of business on Dec. 13, 2017.
Dextera had appealed the Staff's previous delisting notices for
failure to comply with the minimum bid price requirement in Nasdaq
listing rule 5550(a)(2), and minimum stockholders' equity
requirement in Nasdaq listing rule 5550(b)(1), to the Nasdaq
Hearings Panel, which appeal was heard by the Nasdaq Hearings Panel
on Dec. 7, 2017.  Dextera has applied to the OTC Markets Group for
a listing of its common stock on the OTCQB Venture Market.

                    About Dextera Surgical

Headquartered in Redwood City, California, Dextera Surgical Inc.
(Nasdaq:DXTR) -- https://www.dexterasurgical.com/ -- is a medical
device company that designs and manufactures proprietary stapling
devices that enable the advancement of minimally invasive surgical
procedures.  Founded in 1997 as Vascular Innovations, Inc., the
Company changed its name in November 2001 to Cardica, Inc. and in
June 2016 to Dextera Surgical Inc.  Dextera had its initial public
offering in 2006 and its common stock is publicly traded and prior
to the bankruptcy filing, had been listed on the NASDAQ Capital
Market (DXTR).

Dextera Surgical sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-12913) on Dec. 11, 2017.

The Company disclosed $6.53 million in total assets and $14.82
million in total debt as of Sept. 30, 2017.

The Debtor tapped Saul Ewing Arnstein & Lehr LLP as counsel; Cooley
LLP as special corporate counsel; JMP Securities, LLC, as financial
advisor and investment banker; Rust Consulting/Omni Bankruptcy as
claims and noticing agent.


FAIRMOUNT SANTROL: Fitch Puts B- Issuer Default Rating on Watch Pos
-------------------------------------------------------------------
Fitch Ratings has placed the 'B-' Long-Term Issuer Default Ratings
(IDRs) of Fairmount Santrol Inc. and Fairmount Santrol Holdings
Inc. (FMSA) on Rating Watch Positive.

The Rating Watch Positive follows the announcement of a merger with
Unimin Corporation which Fitch expects to provide a more stable
stream of cash flows and be deleveraging for Fairmount Santrol. The
proposed merger will result in the delisting of FMSA and listing
the new combined entity on the NYSE, with FMSA shareholders
receiving $170 million in cash and a 35% stake of the new company.
FMSA has already obtaining voting agreements with shareholders
representing 26% of outstanding shares. Fitch believes the new
company will have an improved credit profile over FMSA's current
profile, with a stronger more stable cash flow profile from the
increased exposure to the industrial segment, reduced customer
concentration, and the potential for further improved cash flows
upon completion of a company specified $150 million in synergies.

The Rating Watch Positive is expected to be resolved upon
completion of the merger when further details on the combined
company and capital allocation plans should be known. The merger is
currently expected to close mid-year 2018. Should the transaction
not be completed Fitch believes the stand-alone profile of
Fairmount Santrol is unchanged.

KEY RATING DRIVERS

Merger Provides Stable Cash Flow, Volumes: The combination of
Fairmount and Unimin is expected to change Fairmount Santrol's LTM
tons sold sand mix from 79% proppant solutions and 21% industrial
materials to 58% proppant solutions and 42% industrial materials
pro forma Sept. 30, 2017 while nearly tripling total tons sold.
Fitch views the shift to a more equalized volume distribution
between the two segments as a positive to the credit. The
industrial materials segment is a more stable business with
predictable cash flows and GDP like growth for volumes, providing a
strong base to a more volatile proppant solutions segment.

On the proppant side, the addition Unimin's 3 million ton frac sand
mine in the Permian, expected to be completed in the first half of
2018, will add volumetric stability with 75% of volumes contracted
over a multiyear period. Fitch believes the in-basin Permian sand
will be the most resilient sand in a downturn due to its proximity
to the lowest cost basin in the U.S.

Deleveraging Transaction: The combined company has fully committed
financing in place with a Term Loan B of $1.65 billion. The
transaction is expected to reduce leverage compared to stand-alone
Fairmount, with the combined entity having a pro forma debt/EBITDA
of 4.1x compared to Fairmount Santrol's 5.0x at Sept. 30, 2017.
Leverage, assuming synergies, would decrease gross debt/EBITDA to
3.0x. The decreased leverage, along with the larger base of stable
cash flows is expected to provide a stronger credit profile in
comparison to current FMSA stand-alone rating.

Increasing Volumes, Margins: Frac sand volumes and prices have
increased substantially since the downturn in 2015 and 2016, when
demand faltered as E&P drilling budgets were cut and activity was
halted. Year-over-year, Fairmount Santrol's frac sand volumes
doubled in the second quarter to 2.59 million tons sold. While
drilling activity has been a large driver of the increase in
demand, enhanced completions have also contributed as a greater
amount of proppant is being used per well. Fitch believes that E&Ps
may be approaching optimal frac sand per well foot but expects that
well lengths will continue to increase. Margins have also expanded,
with Fairmount's stand-alone gross profit per ton increasing from
about $9.26 in the fourth quarter of 2016 to $30.05 for Sept. 30,
2017.

Advantaged Core Mines: Fairmount's Wedron facility is among the
lowest cost northern white sand mines in the industry and has resin
coating capabilities. The large Central Illinois mine is advantaged
by location relative to other northern white mines in Wisconsin,
where the distance to active basins as well as operational benefits
from unit train capabilities can result in substantial all-in cost
savings. Fairmount is also constructing a new in basin mine in
Kermit, Texas, situated in-between the Delaware and Midland basin,
providing the first in-basin option for Fairmount. The location of
the mine is expected to be a significant benefit for Fairmount, as
costs to truck from the new build location to well sites is
considerably cheaper than from Fairmount's established Voca
facility. Fitch expects the mine will be fully utilized at 3.0
million tons of annual capacity once fully functional in 2018.

The rebound in frac sand also changed the demand profile for mesh
grades, with fine sand, 40/70 mesh and 100 mesh sands, being more
in demand than coarse sands. Recent improvements at Wedron,
combined with the new Kermit facility will increase Fairmount's
fine mesh offering to 74% of active capacity and will allow
Fairmount to flex their sand mix with market demand. The increased
capacity of fine mesh, with the added flexibility to change
production mixes, makes Fairmount a stronger competitor in the sand
market.

Stable I&R Business: The Industrial & Recreational business segment
is a stable, GDP-like growth business that services multiple end
markets and provides Fairmount with some volumetric and cash flow
profile stability and diversification. On a stand-alone basis, the
segment has historically made over $40 million in gross profit and
sells 2.3 million to 2.5 million tons annually. The segment has
performed well in the first two quarters, selling 1.28 million tons
of silica and contributing $29 million in gross profit. Fitch
expects the business will remain stable throughout the forecast.

Improving FCF, Leverage Profiles: Fitch's stand-alone base case
projects Fairmount Santrol will be FCF positive $36 million in
2017, compared to a Fitch calculated negative FCF of $37 million in
2016. Increases in price and volume have helped improve cash flows,
but the timing of capital expenditures on the new build Kermit
facility cut into the company's FCF. Fitch expects FCF to build
throughout the base case, growing to $74 million and $119 million
in 2018 and 2019, respectively. Leverage is also expected to
improve dramatically to 3.7x by the end of 2017, improving from
9.8x at June 30, 2017 and 273.7x at the end of 2016. A full year of
opened mines and solid pricing should increase EBITDA, further
reducing leverage to 2.7x in 2018.

Extended Maturity Schedule: The October debt refinancing extended
Fairmount's maturity wall, eliminating near term refinancing risk
and one of the negative rating sensitivities. The $700 million term
loan due 2022 is secured by a first priority lien on non-working
capital assets and a second priority lien on working capital
assets. The term loan does not contain any financial covenants but
does include cash flow sweeps, while the revolver has a minimum
fixed charge coverage of 1.0x if excess availability is less than
the greater of 12.5% of the maximum borrowing base or $10 million.

Cyclical Macro: Sand mining volumes are reliant upon exploration
and production activity, with a material reduction in activity
having a large negative effect on FMSA and the industry as a whole.
Reduction in completion activities generally causes oversupply of
sand, which takes some time to work through as companies liquidate
inventory, causing margins to be lost, and expensive or out of
demand mines to be shuttered. There has been a rapid expansion of
in basin Permian mines that are currently in construction or in the
process of being approved, increasing the likelihood that white
sand from the Illinois/Wisconsin/Minnesota area could become
uneconomic. Fairmount is better equipped for a downturn than they
were before, with a Permian basin sand option available that would
most likely continue to operate through a downturn and Wedron,
which is a strong low cost option for white sand. FMSA's balance
sheet is also better equipped, with some debt reduction and pushed
out maturities mitigating refinancing risk.

DERIVATION SUMMARY

Stand-alone Fairmount Santrol's ratings are supported by its market
position as one of the largest frac sand miners with advantaged
facilities that provide operational and logistical advantages
compared to peers. Pre-merger, Fairmount will have approximately
15.6 million tons of active annual frac sand production capacity
after they complete their Kermit, Texas facility in 2Q 2018, making
them one of the largest two producers in the U.S. U.S. Silica
Holdings Inc. also has frac sand mines under construction, and will
have approximately 20 million tons of capacity by the end of 2018.
Hi-Crush Partners LP and Smart Sands Inc. are smaller than
Fairmount at 13.4 million tons and 5.5 million tons of capacity.
Other supporting factors include the company's industrial and
recreational silica business that provides volume and cash flow
stability and diversification from the more volatile frac sand
market and the company's expected free cash flow throughout the
forecast. Offsetting factors include the susceptibility of the
industry to boom and busts cycles that severely impact the
industry's ability to operate profitably in the trough. Leverage
compared to peers is also higher, with 9/30/2017 debt/EBITDA was
5.0x for Fairmount, 2.6x for Hi-Crush Partners LP, and 2.3x for
U.S. Silica Holdings Inc.

While U.S. Silica and Hi-Crush have moved into last-mile logistical
services that truck the sand from either the nearby mine or the
transloading station and provide advantages at the well site
including reduced demurrages, Fairmount has not entered this end
market, instead focusing on improving operations and using excess
cash for debt reduction. Fairmount instead has continued to allow
the service providers to take care of the delivery logistics. The
refinancing and additional commitments to pay down debt, along with
the addition of an in-basin option and expected free cash flow
should allow for some additional debt reduction and lower
leverage.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer:
-- Increased production and margin in 2017 for frac sand, at
    around 10 million tons and $22.7/ton sold, respectively.
-- Tons increase in 2018, consistent with Fitch's current oil
    price deck assumptions, based upon a higher rig count, as
    rigs were being added in 2017, and more tons of sand/well.
-- Total capital expenditures of about $230 million over 2017 and

    2018, accounting for Fairmount's expected new build
    construction costs.
-- Debt repayments as scheduled, paying off the ABL draw and some

    excess cash flow repayments. Remaining fee cash flow remains
    on the balance sheet.

Recovery Rating Assumptions: The recovery analysis assumes
Fairmount Santrol would be considered a going concern in bankruptcy
and that the company would be reorganized rather than liquidated.
Fitch assume a 10% administration claim.

Fitch's recovery rating assigned to the various debt classes are
based upon assumed going concern EBITDA of $190 million and a going
concern enterprise multiple of 4x. The going concern EBITDA was
estimated to be the level of EBITDA Fairmount would generate
following a deep cyclical downturn. Fairmount's growing local sand
capabilities and ability to flex production to demand changes in
both size and type of sand is viewed as important in achieving the
assumed post-emergence EBITDA. The multiple considers recent market
transactions and accounts for the uncertainty of cash flows due to
the underlying commodity.

The secured revolving credit facility is assumed to be half drawn,
reflecting a reduced borrowing base at the point of default. The
$10 million revenue bond is considered super senior by Fitch, and
is first in the recovery waterfall. The credit facility is next,
per Fitch's recovery criteria for well-structured ABL facilities,
and is assumed to recover 100% for a 'BB-'/'RR1' rating. The term
loan recovery is second to the credit facility due to the credit
facility's first lien on working capital. The term loan is expected
to recover at the 'B+'/'RR2' level.

RATING SENSITIVITIES

Developments that May, Individually or Collectively, Lead to
Positive Rating Action
-- Gross debt balance of $600 million or less or a sustained
    gross debt/EBITDA below 2.5x-3.0x;
-- Reduced customer concentration or counter party risk;
-- Material increase in free cash flow resulting from continued
    improvement in gross margins;
-- Value chain integration that leads to margin expansion and
    cash flow diversification.

Developments that May, Individually or Collectively, Lead to
Negative Rating Action
-- Material reduction in U.S. drilling and E&P capex leading to
    a reduction in completion activities;
-- Interest coverage ratio at or below 1.0x for a sustained
    period of time;
-- Liquidity below $100 million, which is enough to cover debt
    servicing and a year of normalized capital expenditures.

LIQUIDITY

Adequate Liquidity: Liquidity is adequate for Fairmount Santrol
with approximately $138 million in cash and $75 million in revolver
availability at September 30, 2017, pro-forma the recent debt
transaction. Fitch expects the company to build cash throughout the
forecast, most likely using some of the cash flow to reduce
revolver borrowings.

The revolver is due 2022 and is secured by a first priority lien on
Net Working Capital Assets and a second lien on non-working capital
assets, as opposed to a blanket first lien on all assets the
previous revolver had. The borrowing base is the sum of 85% of
accounts receivable, plus either 50% of inventory or the lesser of
70% of inventory or 85% of the liquidation value of inventory.

FULL LIST OF RATING ACTIONS

Fitch has placed the following ratings on Rating Watch Positive:

Fairmount Santrol Inc.
-- Long-Term Issuer Default Rating (IDR) 'B-';
-- Senior secured ABL credit facility 'BB-'/'RR1';
-- Senior secured term loan 'B+'/'RR2'.

Fairmount Santrol Holdings Inc.
-- Long-Term IDR at 'B-';


FAIRMOUNT SANTROL: S&P Places 'B-' CCR on CreditWatch Positive
--------------------------------------------------------------
S&P Global Ratings placed its 'B-' corporate credit rating on
Fairmount Santrol Inc. and its 'B-' issue-level rating on the
company's $700 million senior secured term loan on CreditWatch with
positive implications.

The CreditWatch placement follows the announcement that Fairmount
Santrol plans to merge with Unimin. If the merger is completed as
proposed, Fairmount Santrol's shareholders will receive $170
million in cash and 35% of the new company. Sibelco, Unimin's
parent, will own the other 65%. The companies expect to close the
transaction by the second quarter of 2018.

S&P said, "The CreditWatch with positive implications means we
could raise the ratings on Fairmount Santrol. We will resolve the
CreditWatch as key transaction milestones are achieved, including
approval by Fairmount Santrol's shareholders and regulatory
approvals."


FLEX ACQUISITION: S&P Alters Outlook to Stable on Good Performance
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit ratings on
Flex Acquisition Holdings Inc. (doing business as Novolex) and
revised the outlook to stable from negative.  

S&P said, "At the same time, we affirmed our existing 'B'
issue-level rating and '3' recovery rating on the company's senior
secured credit facilities, which is comprised of a $300 million
revolver and a $1.575 billion first-lien term loan. The '3'
recovery rating reflects our expectation for meaningful (50%-70%;
rounded estimate: 55%) recovery in a payment default scenario.

"We also affirmed our 'CCC+' issue-level rating and '6' recovery
rating on the company's $625 million senior unsecured notes. The
'6'recovery rating reflects our expectation for negligible (0%-10%;
rounded estimate: 0%) recovery in a payment default scenario.

"Our revised outlook reflects Novolex's improved operating
performance since its acquisition by the The Carlyle Group
(December 2016) and the contributions from its Burrows Paper Corp.
(December 2016) and Heritage Bag Co. (April 2016) acquisitions.
Through year-to-date Sept. 30, 2017, Novolex's pro forma adjusted
EBITDA grew 9%, from $243.8 million to $265.5 million, as a result
of improved product and pricing mix and realized acquisition
synergies of approximately $14.1 million. In addition, the majority
of one-time transaction costs associated with its acquisition by
Carlyle are expected to roll off by fiscal year-end (FYE) 2017,
resulting in an estimated adjusted debt-to-EBITDA ratio of
approximately 6.4x for FYE 2017. The expected improvement in the
company's leverage metrics is consistent with its current ratings.
Therefore, we revised our outlook to stable.        

"Our stable outlook reflects our expectations that steady demand in
the company's key end-markets will result in modest volume growth
over the next 12 months and consistent, if not improving, operating
margins that will enable the company to maintain credit metrics
consistent with the current rating. We expect the company will
continue to pursue bolt-on acquisition opportunities, though
nothing that would result in a sustained deterioration in its
credit metrics. Over the next 12 months, we expect the company's
adjusted debt to EBITDA to improve to below 7.0x, which is
consistent with the current rating.

"We could lower our ratings on Novolex if its operating performance
is significantly weaker than we expect due to, for example, shifts
in consumer preferences, increased legislative pressure, or
unexpected difficulties related to the integration of previous
acquisitions, causing its debt-to-EBITDA metric to remain above 7x
without any prospect for recovery. This could occur if the company
revenues decline by 500 basis points (bps) and its operating
margins decline by 200 bps from our base case scenario. We could
also consider downgrading Novolex if the company pursued a large
debt-funded acquisition or dividend recapitalization, or if its
free cash flow deteriorated significantly enough for us to revise
our liquidity assessment to less than adequate.

"Although unlikely, we could consider raising our ratings on
Novolex if its operating performance is significantly better than
we expect, such that its adjusted debt-to-EBITDA fell below 5x on a
sustained basis. This could occur if the company's revenues improve
by 275 bps and its operating margins improve by 200 bps above our
base-case scenario. In addition, we would require the company and
its financial sponsor commit to financial policies that will
support credit metrics at these levels."


FM 544 PARK: Trustee's Sale of 32-Acre Collin County Land Approved
------------------------------------------------------------------
Judge Stacey G. C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas authorized Kevin D. McCullough, the
Chapter 11 Trustee for FM 544 Park Vista Ltd. and Pavist, LLC, to
sell FM 544's primary asset, a 31.5 acre tract of land located, in
Collin County, Texas, to Park Vista Seniors Ltd. for $4.5 million,
plus the additional consideration memorialized in the settlement
agreement and guaranty agreement.

An expedited hearing on the Motion was held on Nov. 27, 2017.  

The sale is free and clear of all Liens existing immediately prior
to the sale.  Alll Liens that existed in the 31.5 Acre Tract or in
proceeds from the sale of the 31.5 Acre Tract prior to the entry of
the Sale Order will attach with the same validity, priority, force
and effect as then existed pursuant to applicable law, to the net
proceeds of the sale (net of closing costs).

The Trustee is authorized to instruct the title company handling
the closing of the sale to make distributions to these from the
Purchase Price (the numbers listed are estimates, which will remain
subject to change until the time of closing):

      a. The seller's customary closing costs of the Sale;

      b. The Debtor's ad valorem real property taxes in the
apparent amount of $18,940 for the year 2017 prorated to date of
closing;

      c. Liberty's claims against the Debtor, including $2,470,000
in principal; late charges through Dec. 1, 2017 in the amount of
$2,703; non-default rate interest through Dec. 1, 2017, in the
amount of $33,483; default rate interest through Dec. 1, 2017, in
the amount of $20,583; interest from Dec. 1, 2017 through closing
at the rate of $1,235; and attorney's fees through Dec. 7, 2017 in
the amount of $15,680, plus reasonable attorneys' fees incurred on
behalf of Liberty from Dec. 8, 2017 through closing;

      d. These Potential M&M Lien Holders that in the Trustee's
discretion, in consultation with the title company, need to be paid
in order to convey clean title:

           1. Landstar Excavation's apparent claim for $869,400;
           2. Ikemire Architect, LLC's apparent claim for $9,765;
           3. Southwestern Blueprint's apparent claim for $1,647;
           4. Civil Point Engineer's apparent claim for $434;
           5. Construction Rent-a-Fence, Inc.'s apparent claim for
$1,293;
           6. Roadstar Trucking Services, LLC's apparent claim for
$31,920;
           7. Geoscience, Inc.'s apparent claim for $23,189; and
           8. Ajnisha Investments, LLC's apparent claim for
$66,000.

     e. Any other Liens subsequently identified, which in the
Trustee's discretion, in consultation with the title company, are
determined to be valid and must be paid in order to convey clean
title.

All remaining funds and sale proceeds will be deposited into the
Trustee's account pending further order of the Court and will be
subject to the Liens in the same validity, priority, force and
effect as existed immediately prior to the sale pursuant to
applicable law.

The 14-day stay provided for in Bankruptcy Rule 6004(h) is waived
and the Order will be effective immediately.

                    About FM 544 Park Vista

FM 544 Park Vista Ltd. was formed on or about April 29, 2014, to
acquire and prepare for development a 31.5 acre tract located in
Plano, Collin County, Texas as a 318-unit senior housing apartment
complex.  The general partner of FM 544 is Pavist, a limited
liability company, while the sole limited partner is Shaw Family
Trust No. 3.

FM 544 Park Vista Ltd., based in Addison, TX, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 17-34255) on Nov. 7, 2017.
Pavist, LLC, filed a voluntary petition for relief under chapter 11
of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 17-34274-11) on
Nov. 9, 2017.  The bankruptcy cases are being jointly administered
for procedural purposes only under the case of FM 544 Park Vista.

FM 544 estimated $1 million to $10 million in both assets and
liabilities.

Richard Shaw, manager, signed the petitions.

The Hon. Stacey G. Jernigan presides over the case.  

Joseph F. Postnikoff, Esq., at Goodrich Postnikoff & Associates,
LLP, serves as bankruptcy counsel.

Kevin D. McCullough is the Court-appointed Chapter 11 Trustee for
the Debtors.


GENESYS RESEARCH: Former Employee Entitled to $2,687 Severance Pay
------------------------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts overruled the objection to the claim of Dr.
Christine Briggs filed by the Chapter 11 Trustee of the estate of
Genesys Research Institute, Inc.

Dr. Briggs, a former employee of GRI, who was terminated in
September of 2014, approximately one year before the commencement
of the Debtor's bankruptcy case, timely filed a proof of claim on
Oct. 29, 2015 seeking sick time pay in the amount of $4,262 and
severance pay in the amount of $2,687, for a total claim in the
amount of $6,949.

The Trustee maintains that GRI did not have any severance policy in
place at the time Dr. Briggs was terminated, and it was not legally
obligated to make an offer of severance to her. Alternatively, he
asserts that an offer of severance was discretionary and
conditioned upon the execution of a release.

Dr. Briggs indicated that her claim is based, at least in part, on
the Federal False Claim Act, 31 U.S.C. section 3730(h), which she
maintains provides for relief from retaliatory actions and, in her
particular case, retaliation was for her lawful acts in furtherance
of whistleblower allegations set forth in a complaint filed with
the Office of the Massachusetts Attorney General Charitable
Organization on Jan. 13, 2014 and a complaint filed in the
Massachusetts Superior Court, Department of the Trial Court on July
28, 2014.

The Trustee, through his Omnibus Objection to Dr. Briggs's proof of
claim provided arguments in an attempt to rebut the prima facie
validity of Dr. Brigg's proof of claim, emphasizing Dr. Briggs's
status as an at-will employee and the discretionary nature of the
severance policy. He did not, however, submit competent evidence to
sufficiently rebut the prima facie validity of her proof of claim
for severance in the amount of $2,687. Dr. Briggs demonstrated that
she has a valid claim for severance as she unequivocally
established that the severance policy was not applied uniformly
and, indeed, GRI did not act in good faith in failing to afford the
so-called whistleblower claimants such as herself the opportunity
to sign a release in exchange for severance benefits.

A full-text copy of the Court's Memorandum dated Dec. 8, 2017 is
available at:

     http://bankrupt.com/misc/mab15-12794-806.pdf

                  About Genesys Research

GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015.  The
petition was signed by Robert Stemple, clerk and treasurer.  Parker
& Associates serves as the Debtor's counsel.  The Debtor estimated
assets of $10 million to $50 million and liabilities of at least $1
million.  The case is assigned to Judge Joan N. Feeney.


GETCHELL AGENCY: Trustee Taps Verrill Dana as Legal Counsel
-----------------------------------------------------------
Nathaniel Hull, the Chapter 11 trustee for The Getchell Agency,
seeks approval from the U.S. Bankruptcy Court for the District of
Maine to hire Verrill Dana LLP as its legal counsel.

The firm will assist the trustee in the investigation of the
Debtor's financial condition; negotiate with creditors; consult
with the trustee to evaluate potential assets of the estate; and
provide other legal services related to the Debtor's Chapter 11
case.

The firm's hourly rates range from $290 to $655 for partners, $185
to $375 for associates, and $120 to $275 for paralegals.

Nathaniel Hull, Esq., and Roger Clement Jr., Esq., the attorneys
who will be handling the case, charge $295 per hour and $375 per
hour, respectively.

The firm will receive a retainer in the sum of $210,000.

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

Verrill Dana can be reached through:

     Roger A. Clement, Jr., Esq.
     Verrill Dana LLP
     One Portland Square
     P.O. Box 586
     Portland, ME 04112-0586
     Phone: (207) 774-4000
     Fax: (207) 774-7499
     Email: rclement@verrilldana.com

                    About The Getchell Agency

Headquartered in Bangor, Maine, The Getchell Agency is a
Residential Section 21 Funded Care Agency, licensed by the State of
Maine to house and provide support services for approximately 65
adults living with physical, emotional and cognitive disabilities
in residential care facilities of mobile or modular homes located
in Bangor, Maine.

Getchell Agency filed for Chapter 11 bankruptcy protection (Bankr.
D. Maine Case No. 16-10172) on March 25, 2016, estimating under
$50,000 in assets and between $1 million and $10 million in
liabilities. The petition was signed by Rena J. Getchell, its
president.

The Debtor hired Strout & Payson as bankruptcy counsel; Curtis
Thaxter, LLC and Rudman Winchell as special counsel; and Purdy
Powers & Co. as financial consultant.

On November 29, 2017, Nathaniel R. Hull was appointed the Debtor's
Chapter 11 trustee.


GLOBALLOGIC HOLDINGS: S&P Raises CCR to 'B+' on EBITDA Growth
-------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on San Jose,
Calif.-based GlobalLogic Holdings Inc. to 'B+' from 'B'. The
outlook is stable.

S&P said, "We raised our issue-level ratings on the company's
senior secured credit facilities, consisting of a $50 million
revolving credit facility expiring 2021, and a $350 million senior
secured term loan due 2023, to 'B+' from 'B'. The '3' recovery
rating remains unchanged, and indicates our expectation for
meaningful recovery (50%-70%; rounded estimate: 55%) in the event
of payment default."

GlobalLogic's strong revenue growth and improving EBITDA margins
over the past year have contributed to leverage declining to the
mid-4x area for the 12 months ended Sept. 30, 2017, a nearly 2x
improvement from the same time last year. The company has
benefitted from rapidly increasing demand for digital
transformation services and application development, as their
customers incorporate digital solutions into their go-to-market
strategy in a market that IDC estimates will grow in the mid- to
high-teen percentage area annually for the next five years. The
company has proven its ability to effectively scale in response to
the burgeoning demand for services, and has benefitted modestly
from operating leverage, expanding adjusted EBITDA margins by
around 200 basis points (bps) to the low 20% area over the past 12
months. S&P said, "We expect these margins to be stable over the
foreseeable future. In addition, we expect GlobalLogic to continue
to maintain a modest financial policy, with no planned
transformative acquisitions or leveraged dividends, and that
adjusted leverage will remain below 5x on a sustained basis."

S&P said, "The stable outlook reflects our expectation for the
company to continue to grow revenue in the high-teen percentage
point area, in line with current industry trends as companies look
to take advantage of the value proposition from outsourcing product
R&D, while maintaining current operating margins, such that
leverage remains below 5x.

"We could consider a lower rating if significant customer
defections and decreased utilization rates lead to weakness in
revenue or profitability, or if the company pursues aggressive
leveraged dividends or acquisitions, resulting in adjusted debt to
EBITDA in excess of 5x or free operating cash flow to debt below 5%
on a sustained basis.

"Although we are unlikely to do so over the next 12 months, we
could raise the rating if GlobalLogic is able to gain significant
scale and market share within the product engineering services
market through sustained growth, while diversifying its client base
and industry concentration, and reducing adjusted debt to EBITDA
below 4x on a sustained basis."


GOLF CARS: Seeks to Hire Tarbox Law as Legal Counsel
----------------------------------------------------
Golf Cars of West Texas, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire Tarbox
Law P.C. as its legal counsel.

The firm will advise the Debtor regarding the administration of its
bankruptcy estate; assist in the sale of its assets; prepare a plan
of reorganization; and provide other legal services related to its
Chapter 11 case.

Max Tarbox, Esq., the attorney who will be handling the case,
disclosed in a court filing that he has no connection with
creditors that have interests adverse to the Debtor.

The firm can be reached through:

     Max R. Tarbox, Esq.
     Tarbox Law, P.C.
     2301 Broadway
     Lubbock, TX 79401
     Phone: 806-686-4448
     Fax: 806-368-9785
     Email: max@tarboxlaw.com

                About Golf Cars of West Texas LLC

Golf Cars of West Texas, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Texas Case No. 17-10312) on
December 4, 2017.  Judge Robert L. Jones presides over the case.
   
At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$500,000.


GRAFTECH INTERNATIONAL: S&P Raises CCR to 'B', Outlook Positive
---------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on
Independence, Ohio-based GrafTech International Ltd. to 'B' from
'CCC+'. The outlook is positive.

S&P said, "We also raised our issue-level rating on the company's
$300 million senior unsecured notes due 2020 to 'B' from 'CCC+'. We
revised the recovery rating on the notes to '3' from '4', which
indicates our expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a payment default."

The upgrade reflects the exponential improvement in spot graphite
electrode pricing to a high of nearly $30,000 per metric tonne (mt)
from a low of roughly $2,500/mt in less than a year due largely to
supply-side reforms in China. S&P said, "Over the next several
years, we expect GrafTech to benefit materially from the signing of
long-term (three to five years) take-or-pay contracts at prices
well above historical averages, and to a lesser extent from higher
spot prices; improved volumes; and lower fixed costs. In our view,
this reflects the company's dramatically evolving credit profile,
underscored by its shifting strategy toward longer-term contracts
at a time when graphite electrode pricing is much more favorable.
As a result, we expect the company to produce adjusted debt to
EBITDA of about 7x and EBITDA interest coverage of about 2.5x by
year-end 2017, before improving to below 2x and above 20x,
respectively, by year-end 2018. While we acknowledge this is a
considerable improvement from the previous year, when GrafTech
produced an EBITDA loss, the company's operating performance this
year is already markedly better. For instance, GrafTech's adjusted
debt to EBITDA was about 10x and EBITDA interest coverage was
roughly 1.25x for the rolling 12-months (RTM) ended Sept. 30, 2017,
compared with approximately 20x and 0.75x, respectively, for the
RTM ended June 30, 2017." Notably, some of this improvement
followed the sale of GrafTech's Engineered Solutions segment in
2016 and 2017--the proceeds of which were used to repay its
revolving credit facility--which reduced adjusted debt by nearly
$60 million over the past 12 months.

S&P said, "The positive outlook reflects our view that GrafTech
will continue to benefit from selling graphite electrodes at much
higher prices--some on long-term contracts--over the next 12
months, leading to adjusted leverage below 2x and EBITDA interest
coverage above 20x by year-end 2018.

"We could raise our ratings on GrafTech over the next 12 months if
the company were able to maintain the recent upward momentum in its
credit measures, while signing additional long-term contracts at
prices well above the 10-year historical average price for graphite
electrodes of roughly $4,500/mt. This could cause us to view the
company to be better than similarly rated peers, even considering
the volatility of GrafTech's cash flows and potential contract
renewal risk in the long term. We could also take a positive rating
action if GrafTech's adjusted leverage remained comfortably below
4x on a sustained basis, along with a commitment from its financial
sponsor to keep leverage below this level over the long term.

"We could revise our outlook back to stable if GrafTech were unable
to sign meaningful additional long-term contracts, which would
leave the company more susceptible to the volatility of spot
graphite electrode prices. Under this scenario, and if prices fell
materially below current levels and back below their historical
levels, we could also revise our outlook back to stable. Although
less likely, we could also take a negative rating action over the
next 12 months if the company did not address its upcoming debt
maturities, especially its revolving credit facility and term loan
facility--with approximately $54 million outstanding as of Sept.
30, 2017--that are due in April 2019."


HKD TREATMENT: Gets Interim OK to Use Cash Collateral Until Feb. 27
-------------------------------------------------------------------
The Hon. Elizabeth D. Katz of the U.S. Bankruptcy Court for the
District of Massachusetts authorized HKD Treatment Options, P.C.,
to use cash collateral on an interim basis through Feb. 27, 2018.

The Cash Collateral Claimant and any other creditor which holds or
asserts an interest in the cash collateral are granted replacement
liens on the same types of petition property of the estate against
which they held liens as of the Petition Date. Said replacement
liens will maintain the same priority, validity, and enforceability
as the Cash Collateral Claimant or other creditors held on
pre-petition cash collateral and will be recognized only to the
extent of any diminution in value of the Cash Collateral Claimant's
or any other creditor’s pre-petition collateral after the
petition date resulting from the Debtor’s use of cash collateral
during its Chapter 11 case.

The Debtor is required to file with the Court, on or before
February 23, 2018:

      (a) a reconciliation of its actual income and expenses for
the period from November 25, 2017 to February 16, 2018;

      (b) an accounts receivable aging report as of February 16,
2018; and

      (c) an updated three month budget.

A final hearing respecting the continued use of cash collateral
pursuant to the Motion will be held on February 27, 2018 at 12:00
p.m.

A full-text copy of the Order is available at:

          http://bankrupt.com/misc/mab17-41895-46.pdf

                  About HKD Treatment Options

Based in Lowell, Massachusetts, HKD Treatment Options, P.C. --
http://www.hkdtreatmentoptions.com/-- provides behavioral health
counseling and treatment plans to help patients recover from
alcohol and drug addiction.

HKD Treatment Options filed a Chapter 11 petition (Bankr. D. Mass.
Case No. 17-41895) on Oct. 20, 2017.  Hung K. Do, president and
director, signed the petition.

The Debtor estimated less than $50,000 in assets and $1 million to
$10 million in liabilities.

Judge Elizabeth D. Katz presides over the case.

The Debtor hired Richard A. Mestone, Esq., at Mestone & Associates
LLC as its bankruptcy counsel; Good Schneider & Fried as its
special counsel; and Dennis and Associates as its accountant.


HOUSTON AMERICAN: Plans to Drill 6-8 Gross Wells in 2018
--------------------------------------------------------
Houston American Energy Corp. has prepared updated slides
reflecting recent developments in Reeves County and updated Company
information to be posted on the Company's web site and for use in
connection with investor presentations.  

Houston American said it plans to:

  - generate healthy returns and peer group leading growth while
    maintaining low leverage

  - evaluate opportunity to hedge oil and gas prices for new
    production from Reeves County horizontal wells

  - reach positive cash flow

  - add Permian proven reserve categories to reserve report for
    year end

  - pursue opportunistic leasing and/or acquisitions in the
    Delaware and Midland basins

  - increase participation in acquisition targets

  - drill 6-8 gross wells during 2018

The presentation slides to be used are available for free at:

                     https://is.gd/hUKTIN

                 About Houston American Energy

Based in Houston, Texas, Houston American Energy Corp.
(NYSEMKT:HUSA) -- http://www.HoustonAmericanEnergy.com/-- is an
independent energy company with interests in oil and natural gas
wells, minerals and prospects.  The Company's business strategy
includes a property mix of producing and non-producing assets with
a focus on Texas, Louisiana and Colombia.

Houston American reported a net loss of $2.64 million on $165,910
of oil and gas revenue for the year ended Dec. 31, 2016, compared
to a net loss of $3.83 million on $429,435 of oil and gas revenue
for the year ended Dec. 31, 2015.  As of Sept. 30, 2017, Houston
American had $7.13 million in total assets, $625,277 in total
liabilities and $6.50 million in total shareholders' equity.

GBH CPAs, PC, in Houston, Texas -- http://www.gbhcpas.com/--
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2016, noting that
the Company has suffered recurring losses from operations, which
raises substantial doubt about its ability to continue as a going
concern.


I-LOGIC TECHNOLOGIES: Moody's Gives B3 CFR, Rates 1st Lien Loans B3
-------------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) and B3-PD Probability of Default Rating (PDR) to I-Logic
Technologies Bidco Limited (Dealogic). Concurrently, Moody's
assigned a B3 rating to each of the proposed $20 million first lien
revolver and USD-equivalent $660 million first lien term loans
(which will be denominated in both USD and Euro tranches). The
ratings outlook is stable.

The new loans are being issued as part of a transaction whereby ION
Investment Group (ION) is acquiring a majority stake in Dealogic in
a transaction valued at over $1.2 billion. In addition to the $660
million term loan, ION will be financing the acquisition with $400
million of new cash equity. The Carlyle Group and the management
team will also have ownership stakes. The transaction is expected
to close in late December 2017.

Assignments:

Issuer: I-Logic Technologies Bidco Limited

-- Probability of Default Rating, Assigned B3-PD

-- Corporate Family Rating, Assigned B3

-- Senior Secured Bank Credit Facility, Assigned B3 (LGD3)

Outlook Actions:

Issuer: I-Logic Technologies Bidco Limited

-- Outlook, Assigned Stable

The ratings assigned are subject to receipt and review of final
documentation.

The following ratings remain unchanged and will be withdrawn upon
the closing of the transaction and the repayment in full of the
existing bank credit facilities:

Issuer: Diamond US Holding LLC

Corporate Family Rating of B2

Probability of Default Rating of B2-PD

$50 million senior secured first lien revolver due 2022 of B2
(LGD3)

$328 million senior secured first lien term loan due 2024 of B2
(LGD3)

RATINGS RATIONALE

The B3 CFR is constrained by elevated financial risk arising from
very high leverage and aggressive financial policies under private
ownership which significantly pressures the credit profile and
leaves little cushion if execution is challenged. Pro forma for the
transaction, debt-to-EBITDA will measure over 10 times before
falling to just over 9 times by the end of 2018 and approaching the
mid-8 times area during 2019. Improvement in leverage, albeit
remaining quite high, will be driven by a combination of single
digit organic revenue growth, continued realization of cost savings
from initiatives Dealogic began in late 2016, and new initiatives
planned under ION's ownership. While debt-to-EBITDA is high for the
rating, EBITA-to-interest expense of about 1.6 times and
FCF-to-debt of just over 2% (both forecasts for 2018) are at levels
that support the B3 CFR. Despite being a well-known service
provider to its core market of financial service institutions, the
company is relatively small as measured by a roughly $160 million
revenue base. The company benefits from a solidly established and
entrenched position with a high degree of market penetration
particularly as a provider of transaction and fee information and
analytics to the global investment banking industry which supports
EBITA margins in excess of 30%. The credit profile is constrained
by significant customer concentration with revenue derived from the
top 10 customers comprising over two fifths of the total. Revenues
are supported by sticky customer relationships with each of the top
10 customers having been with the company for decades. Also
partially mitigating the concentration is that these customers use
multiple products across various regions. The company benefits from
the reliance by its customers on certain data and tools it provides
to price products, develop strategy, and understand market share
which is evidenced by high retention rates. Revenues benefit from
the large portion that is comprised of subscriptions (roughly three
quarters) which supports visibility.

Financial metrics cited include Moody's standard adjustments.
Moody's expenses Dealogic's capitalized software development
costs.

Moody's anticipates that Dealogic will have adequate liquidity over
the next 12 months supported by positive free cash flow to debt
measuring in the low single digits and availability under an
undrawn $20 million revolver due 2022. The revolver is $30 million
smaller than the company's prior facility which provides less
cushion to the company's liquidity particularly in light of initial
upfront claims on cash for implementation of cost savings
initiatives, interest expense, principal amortization of $6.6
million per year, and continued investments in software
development.

The company's $20 million senior secured first lien revolver due
2022 and USD-equivalent $660 million senior secured first lien term
loans due 2024 (denominated in both USD and Euros) are each rated
B3, the same as the CFR, reflecting the B3-PD PDR and their
position as the sole debt in the capital structure and the
preponderance of liabilities under Moody's loss given default
framework.

The stable ratings outlook reflects Moody's expectation for
single-digit revenue growth over the next 12 to 18 months with
profit margin expansion as the company realizes benefits from cost
rationalization initiatives albeit with leverage remaining
elevated.

Factors that could lead to a downgrade include a lack of growth or
a decline in revenue including due to loss of key customers or
decreased customer retention, deterioration in liquidity including
near breakeven or negative free cash flow, leveraging acquisitions
or debt-funded dividends, or execution challenges including on
implementation of cost rationalization initiatives.

An upgrade in the near-term is unlikely given Moody's view that
leverage will remain at elevated levels. However, prospective
factors that could lead to an upgrade include debt-to-EBITDA
sustained below 6 times and financial policies supportive of
leverage remaining at this level, sustained profitable, organic
revenue growth, improved liquidity with sustained FCF-to-debt over
5%, greater revenue diversification from service lines, and reduced
customer concentration.

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

Dealogic, with dual headquarters in New York and London, provides
transaction data and analytics to the investment banking industry
as well as investor book building and event workflow services.
While currently comprising a small part of revenues, the company
also provides services to the investment management community.
Following the close of the transaction, the company will be
majority-owned by ION with ownership stakes also held by The
Carlyle Group and the management team. Revenues for the twelve
months ended September 30, 2017 were roughly $160 million.


IGNITE RESTAURANT: Court Confirms Amended Joint Chapter 11 Plan
---------------------------------------------------------------
U.S. Bankruptcy Judge David R. Jones confirmed the Amended Joint
Chapter 11 Plan of Ignite Restaurant Group, Inc., et al., on
December 1, 2017.

BankruptcyData.com related that according to documents filed with
the Court, "The Plan is premised on the substantive consolidation
of all of the Debtors with respect to the treatment of all Claims
and Interests. The Plan shall serve as a request by the Debtors, in
lieu of a separate motion, to the Bankruptcy Court, that it grant
substantive consolidation with respect to the treatment of all
Claims and Interests as follows: on the Effective Date, (a) all
assets and liabilities of the Debtors will be merged or treated as
though they were merged; (b) all guarantees of the Debtors of the
obligations of any of Debtor and any joint and several liability of
any of the Debtors shall be eliminated; (c) each and every Claim of
a Debtor held against another Debtor shall be deemed released,
cancelled and terminated; and (d) each and every Claim and Interest
against any Debtor shall be deemed Filed against the consolidated
Debtors and all Claims Filed against more than one Debtor for the
same liability shall be deemed one Claim against any obligation of
the consolidated Debtors. Substantive consolidation is appropriate
here. Pursuant to the Settlement, the Lenders will be receiving all
of the net proceeds of the sale, except for $900,000 to be
distributed to general unsecured creditors. The cost of determining
the appropriate distributions and disentangling intercompany
claims, absent substantive consolidation, would be prohibitive."

                 About Ignite Restaurant

Ignite Restaurant Group, Inc., et al., operate two well-known
restaurant brands, Joe's Crab Shack and Brick House Tavern + Tap
that offer a variety of high-quality food and beverages in a
distinctive, casual, high-energy atmosphere.  They operate 130+
restaurants and have three international franchise locations, and
employ about 8,400 employees.

Ignite Restaurant Group and its affiliates filed for bankruptcy in
Texas (Bankr. S.D. Tex. Lead Case No. 17-33550) on June 6, 2017.
The petitions were signed by Jonathan Tibus, chief executive
officer.  The Hon. David R. Jones presides over the Debtors'
cases.
  
Ignite Restaurant Group and its affiliated debtors sought
bankruptcy protection to facilitate a sale of its business to a
private equity firm for $50 million in cash plus the assumption of
certain liabilities.

As of April 30, 2017, the Debtors reported $153.4 million in total
assets and $197.4 million in total liabilities.

The Debtors have employed King & Spalding LLP as legal counsel;
Jonathan Tibus, managing director at Alvarez & Marsal North
America, as their chief executive officer; Piper Jaffray & Co. as
investment banker; Hilco Real Estate, LLC as real estate advisor;
and Garden City Group as their claims and noticing agent.

On June 21, 2017, a five-member panel was appointed as the official
unsecured creditors committee in the Debtors' cases.  The committee
tapped Pachulski Stang Ziehl & Jones LLP as counsel, Cole Schotz
P.C. as local counsel, and FTI Consulting, Inc., as financial
advisor.


IHEARTCOMMUNICATIONS INC: Exploring a Private Capital-Raising Deal
------------------------------------------------------------------
iHeartCommunications, Inc., said in a Form 8-K filed with the
Securities and Exchange Commission that it is currently exploring a
possible private capital-raising transaction supported by the value
of some or all of the 100,000,000 shares of Class B common stock of
Clear Channel Outdoor Holdings, Inc. held by its wholly-owned
subsidiary Broader Media, LLC and the 10,726,917 shares of Class A
common stock held by its wholly-owned subsidiary CC Finco, LLC.
That transaction, if agreed upon and consummated on the terms being
explored, would result in the pledge of these shares for the
benefit of the investors.

According to the Company, there can be no assurance that any
transaction will be agreed upon and consummated.  Any securities
offered in a transaction will be offered in reliance on exemptions
from registration under the Securities Act of 1933, as amended.

                    About iHeartMedia, Inc. and
                     iHeartCommunications, Inc.

iHeartMedia, Inc. (PINK: IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company.  Based in San Antonio, Texas, iHeartCommunications
specializes in radio, digital, outdoor, mobile, social, live
events, on-demand entertainment and information services for local
communities, and uses its unparalleled national reach to target
both nationally and locally on behalf of its advertising partners.
The Company is dedicated to using the latest technology solutions
to transform the Company's products and services for the benefit of
its consumers, communities, partners and advertisers, and its
outdoor business reaches over 34 countries across five continents,
connecting people to brands using innovative new technology.

iHeartCommunications reported a net loss attributable to the
Company of $296.31 million in 2016, a net loss attributable to the
Company of $754.6 million in 2015, and a net loss attributable to
the Company of $793.76 million in 2014.  As of Sept. 30, 2017,
iHeartCommunications had $12.25 billion in total assets, $23.93
billion in total liabilities and a total stockholders' deficit of
$11.67 billion.

                           *    *    *

In March 2017, Fitch Ratings downgraded iHeartCommunications,
Inc.'s Long-Term Issuer Default Rating (IDR) to 'C' from 'CC'.  The
downgrade reflects iHeart's announcement on March 15, 2017, that
the company has commenced a global restructuring effort targeting
approximately $14.6 billion in debt including all of the
outstanding Term Loans and PGNs as well as the senior notes due
2021.

Also in March 2017, S&P Global Ratings lowered its corporate credit
rating on Texas-based media company iHeartMedia Inc. and its
subsidiary iHeartCommunications Inc. to 'CC' from 'CCC'.  The
rating outlook is negative.  The downgrade follows
iHeartCommunications' announcement that it has offered to exchange
five series of priority-guarantee notes, its senior notes due 2021,
and its term loan D and E for longer-dated debt; and, in certain
scenarios, stock and warrants, or contingent value rights.  "Under
all but one scenario, there would be a reduction in the principal
amount of debt outstanding and an extension of the debt maturity by
two years for exchanged debt," said S&P Global Ratings' credit
analyst Jeanne Shoesmith.  "The company's debt is trading at
significant discounts to par of 20%-60%, and we believe its capital
structure is unsustainable."

In December 2016, Moody's Investors Service affirmed
iHeartCommunications, Inc.'s 'Caa2' Corporate Family Rating.


INFINITE HOLDINGS: May Access Cash for December 2017 Expenses
-------------------------------------------------------------
Judge Charles Novack of the U.S. Bankruptcy Court for the Northern
District of California authorized Infinite Holdings, Inc., to use
the cash collateral of Velocity Commercial Capital, LLC, for the
month of December 2017 only.

The final hearing on the Debtor's motion for the use of the cash
collateral is set for Jan. 11, 2018 at 10:00 a.m.

A full-text copy of the Order is available at:

               http://bankrupt.com/misc/canb17-42625-32.pdf

                     About Infinite Holdings

Infinite Holdings, Inc., owns condominium units located at 2421
Telegraph Avenue, Oakland, California, valued at $1.34 million.
The Telegraph Retail Condos total 3,370 square feet and are
comprised of three individual commercial condominiums, each unit is
currently occupied.  Its gross revenue amounted to $95,612 in 2016
and $78,668 in 2015.

Infinite Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-42625) on Oct. 18,
2017.  Steven K. Peterson, its president and CEO, signed the
petition.

At the time of the filing, the Debtor disclosed $1.35 million in
assets and $1.14 million in liabilities.

Judge Charles Novack presides over the case.  

The Law Offices of Selwyn D. Whitehead is the Debtor's bankruptcy
counsel.  The Debtor hired Wilner Ash as its accountant.


INSTALLED BUILDING: Moody's Rates $299MM 1st Lien Loan 'B1'
-----------------------------------------------------------
Moody's Investors Service has assigned a B1 rating to the amended
$299 million, seven-year, first-lien term loan due 2024 of
Installed Building Products Inc.("IBP"). IBP has successfully
repriced its existing Term Loan B facility, thereby reducing the
spread 50 basis points to a spread of LIBOR plus 250 basis points
with a LIBOR floor of one percent. The repricing is leverage
neutral and allows IBP to reduce its annual interest payments by
approximately $1.5 million. In addition, the capital expenditures
covenant of the Term Loan B facility was increased from $50 million
to $100 million, which provides IBP with greater flexibility to
support growth. This facility has no financial maintenance
covenants.

Assignments:

Issuer: Installed Building Products Inc.

-- $299 million senior secured 1st lien term loan due 2024,
    assigned B1 (LGD4)

RATINGS RATIONALE

IBP's B1 Corporate Family Rating reflects its strong metrics,
particularly debt leverage and interest coverage; a
well-established business model, with a strong position in the
insulation installation sector; and an apparently well-honed
acquisition and integration strategy that encompassed seven
business combinations during the nine months ended September 30,
2017 and six during the comparable period in 2016.

At the same time, the B1 rating considers IBP's propensity to grow
via acquisitions, which could prove increasingly risky and more
expensive going forward. Moody's notes that integration issues can
frequently be masked during growth periods and sometimes only
surface during downturns. In addition, acquisition multiples in
general seem to be trending up, and the majority of IBP's revenues
are derived from domestic new housing construction, which has
proven to be highly cyclical and volatile.

The stable rating outlook anticipates demand from its key end
markets will grow moderately, and that both adjusted debt/EBITDA
and EBITA/interest will remain supportive of a B1 or better
rating.

The ratings could benefit if revenues approached the $2 billion
mark, debt/EBITDA were sustainably reduced below 2.5x, and the
company succeeded in further diversifying its products and
end-markets.

Ratings could come under pressure if adjusted debt/EBITDA ballooned
to over 4.5x, operating margins declined substantially, free cash
flow deteriorated significantly, or liquidity became impaired.

IBP has an SGL-2 liquidity rating, indicating that Moody's expects
liquidity to be good over the next 12 to 18 months, supported by
$92 million of cash and equivalents as of September 30, 2017, a
$100 million undrawn ABL, and significant headroom under a
springing 1:1 fixed charge coverage covenant.

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

IBP, a Delaware corporation formed on October 28, 2011 and
headquartered in Columbus, Ohio, primarily installs insulation,
waterproofing, fire-stopping, fireproofing, garage doors, rain
gutters, shower doors, closet shelving and mirrors and other
products for residential and commercial builders located in the
continental United States. The Company operates in over 100
locations. Revenues and net income for the trailing 12 months ended
September 30, 2017 were approximately $1.1 billion and $41 million,
respectively.


IRAAN GENERAL: Moody's Lowers GOULT Rating to Ba1
-------------------------------------------------
Moody's Investors Service has downgraded to Ba1 from Baa3 Iraan
General Hospital District, TX's general obligation limited tax
rating. The district's issuer rating has also been downgraded to
Ba1 from Baa3. The downgrade affects approximately $10.3 million of
rated debt. The outlook on the district's ratings remains
negative.

RATINGS RATIONALE

The downgrade to Ba1 reflects the district's expected weakness in
operating margins exacerbated by the sustained low prices in the
oil and gas industry. It also reflects high cash levels that will
reduce materially in the 12 to 24 months due to anticipated capital
needs, reducing liquidity, in a deteriorating financial
environment.

The Ba1 rating reflects the district's moderately sized tax base
with significant oil and gas concentration, average wealth levels,
moderate debt burden and limited pension liability. Additional
considerations include the district's capacity under the state
mandated tax rate cap, affording some flexibility that should
continue to support stable property tax revenues, critical to
operating performance.

RATING OUTLOOK

The negative outlook reflects expectations that the district's
financial profile will continue to be pressured through fiscal 2018
based on declining patient admissions and plans to spend a large
amount on capital. It also reflects expectations that the district
will have to rely more on property taxes to augment operating
performance, on a tax base that has experienced volatility within
the past five years, and remains susceptible to the oil and gas
industry.

FACTORS THAT COULD LEAD TO AN UPGRADE

Stabilized local economy with a return to meaningful assessed
valuation growth

Significant and sustained improvement in operating performance

FACTORS THAT COULD LEAD TO A DOWNGRADE

Further contraction in assessed values

Widening operating deficits materially reducing reserve levels

Reduced margins under operating tax cap

LEGAL SECURITY

The bonds are secured by a direct and continuing ad valorem tax,
levied on all taxable property in the district, within the limits
prescribed by law.

USE OF PROCEEDS

Not Applicable

PROFILE

Iraan General Hospital District was created in 2004. The district
operates a critical access public acute care hospital that provides
inpatient, outpatient and emergency care services for residents of
Pecos County. The hospital is licensed for 14 beds for acute and
swing care. The district also operates a physical therapy clinic.
The district currently serves an estimated population of 15,807.

METHODOLOGY

The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016. The
additional methodology used in this rating was Not-For-Profit
Healthcare published in November 2017.


JACOB WIRTH: Taps Gary W. Cruickshank as Legal Counsel
------------------------------------------------------
Jacob Wirth Restaurant Company, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Massachusetts to hire the Law
Office of Gary W. Cruickshank as its legal counsel.

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

Cruickshank will apply on a monthly basis the funds in the security
retainer account totaling $4,483.  The firm received S12,717,
including the $1,717 filing fee.

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

Cruickshank can be reached through:

     Gary W. Cruickshank, Esq.
     Law Office of Gary W. Cruickshank
     21 Custom House Street, Suite 920
     Boston, MA 02110
     Tel: (617) 330-1960
     Fax: (617) 330-1970
     Email: gwc@cruickshank-law.com

             About Jacob Wirth Restaurant Company LLC

Jacob Wirth Restaurant Company, LLC is a German-American restaurant
and bar located at 37 Stuart Street in Boston, Massachusetts.
Founded in 1868, Jacob Wirth is one of the oldest restaurants in
Boston serving a menu of traditional German specialties and current
American favorites.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Mass. Case No. 17-14263) on November 15, 2017.
Kevin W. Fitzgerald, its manager and member, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of $100 million to $500 million and liabilities of
$1 million to $10 million.

Judge Melvin S. Hoffman presides over the case.


KANGAROO FOODS: Allowed to Use Cash Collateral on Interim Basis
---------------------------------------------------------------
Judge Tracey N. Wise of the U.S. Bankruptcy Court for the Eastern
District of Kentucky authorized Kangaroo Foods, LLC to continue to
use cash collateral, against which creditor Huntington Bank holds a
lien, in order to pay for its expenses in the ordinary course of
business on an interim basis.

Parties in interest will have until Dec. 8, 2017 to file objections
to the Debtor's motion, which are to be noticed for a hearing on
Dec. 12, 2017 at 11:00 a.m.

A full-text copy of the Interim Order is available at:

               http://bankrupt.com/misc/kyeb17-21520-50.pdf

                      About Kangaroo Foods

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

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


LEON RAMIREZ: Seeks to Compromise Second Lien Note Payment
----------------------------------------------------------
Leon Oscar Ramirez Jr. and Rosalinda Eckhardt ask the U.S.
Bankruptcy Court for the Southern District of Texas to authorize it
and Cheetah Rentals, LLC to compromise the payment of the second
lien note by discounting it to $1 million.

A hearing on the Motion is set for Jan. 4, 2018 at 9:00 a.m.
Objections, if any, must be submitted within 21 days of the date
the Motion was served.

On Jan. 30, 2013, the Debtors Leon Oscar Ramirez and Rosalinda
Echkardt, as successors in interest to an entity named Gateway
Truck Terminal I, LTD., sold to Cheetah Rentals, real estate in
Laredo, Texas and took as consideration a second real estate lien
note in the original amount of $1,257,717.  They retained a
vendor's lien, superior title and a deed of trust lien on the
property. The first lien was held by Falcon National Bank as
security for a note from Gateway Truck, dated July 26, 2002 in the
original principal amount of $835,000.  At the time of the sale,
the approximate balance on the 2002 note was around $375,000.  The
2002 note was modified and extended twice, once in August 2009 and
again in November 2012.

Cheeta Rentals assumed the obligations under the 2002 note and deed
of trust securing it, as well as the terms of the modifications and
extensions.  Today, the balance of the first lien note is
approximately $117,000.

The Debtors and Cheetah Rentals desire to compromise the payment of
the second lien note by discounting it to $1 million, payment of
which will be made in one-time payment if the Court approves the
agreement, within 90 days after approval.  The present payoff is
approximately $1,412,000.  The "An Agreement to Modify" outlines
the terms and conditions of the compromise.

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

    http://bankrupt.com/misc/Leon_Ramirez_236_Sales.pdf

The asset in the form of a promissory note is disclosed in Schedule
B, No. 18, in the schedules filed for Debtor Ramirez, and in
Schedule A/B, Part 4, No. 28, in the schedules filed for Debtor
Eckhardt.  The Debtors would now ask that they permitted to
discount the remaining balance on the note for $1 million, which is
somewhat less than the amount currently owed to the Debtors.  

The reason for the discount is that the business is operating as a
loss and no buyer can be found by Cheetah Rentals for a price
sufficient to pay off the outstanding debt owed to the Debtors and
Falcon National Bank.  The other reason is that the principals of
Cheetah Rental have represented are in a position to obtain the
financing required to pay-off the note.  Moreover, the bankruptcy
estate is in dire need of the cash infusion to effectuate a
reorganization.

Cheetah Rentals already assumed all liability owed to Falcon
National Bank.  The Debtor, subject to any alleged lien on
personalty asserted by the IRS, agrees to place all proceeds into
the registry of the court, and which cannot be withdrawn without
order of the
Court.

The Debtors ask that the Court enters an Order approving the sale
of the promissory note and allowing the proceeds be placed in the
registry of the Court.

The Obligor:

          CHEETAH RENTALS, LLC
          6919 Springfield Ave.
          Laredo, TX 78041

The Note and Lien Holder:

          GATEWAY TRUCK TERMINAL I, LTD.
          1720 O'Kane
          Laredo, TX 78043

Leon Oscar Ramirez, Jr., filed a Chapter 11 petition (Bankr. S.D.
Tex. Case No. 15-50164) on Oct. 26, 2015, and is represented by:

         Jesse Blanco, Esq.
         7406 Garden Grove
         San Antonio, TX 78250
         Tel: 713-320-3732
         Fax: 210-509-6903
         E-mail: lawyerjblanco@gmail.com


LEVERETTE TILE: Has Final Authority to Use Cash Collateral
----------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has entered a final order authorizing
Leverette Tile, Inc., d/b/a Leverette Home Design Center, to use
cash collateral in the regular course of its business.

The Debtor may use cash collateral to pay: (a) amounts expressly
authorized by the Court, including payment to the U.S. Trustee for
quarterly fees; (b) the current and necessary expenses set forth in
the Budget, plus an amount not to exceed 10% for each line item;
and (c) such additional amounts as may be expressly approved in
writing by the Secured Creditors.

The secured creditors in this case are: (a) Colonial Funding
Network, Inc. as servicing provider for Platinum Rapid Funding
Group; (b) American Express Bank, FSB; and Funding Circle.

The Debtor will pay monthly adequate protection payments to Secured
Creditors by paying monthly interest only payments at 4% per annum
on the principal balance owed on the last day of each month as
follows:

     (a) Colonial Funding is owed approximately $164,378, therefore
the monthly interest only payment is $548;

     (b) American Express is owed approximately $124,381, therefore
the monthly interest only payment is $415;

     (c) Funding Circle is owed approximately $351,958, therefore
the monthly interest only payment is $1,173; and

     (d) The Internal Revenue Service is owed approximately
$94,140, therefore the monthly interest only payment is $314.

In addition, the Debtor is also required to:

      (a) provide each creditor with security interest in the cash
collateral a perfected post-petition lien against cash collateral
to the same extent and with the same validity and priority as their
respective prepetition lien;

      (b) file with the Court interim financial reports that
establish a comparison between the projected budget and its actual
income and expenses;

      (c) maintain its cash collateral at the same level that
existed prepetition and not allow cash collateral to diminish;

      (d) grant to the Secured Creditors access to the Debtor's
business records and premises for inspection;

      (e) maintain insurance coverage for its property in
accordance with the obligations under the loan and security
documents with the Secured Creditors; and

      (f) provide proof of insurance upon written request.

A full-text copy of the Final Order is available at:

           http://bankrupt.com/misc/flmb17-07840-101.pdf

                      About Leverette Tile

Leverette Tile, Inc., based in Hudson, Florida, is a kitchen and
bath remodeling contractor and a granite countertop and cabinet
fabricator.

Leverette Tile filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 17-07840) on Sept. 5, 2017.  Brian Leverette, president, signed
the petition.  

The Debtor estimated $100,000 to $500,000 in assets and $1 million
to $10 million in liabilities as of the bankruptcy filing.

Alberto F. Gomez, Jr., Esq., at Johnson Pope Bokor Ruppel & Burns,
LLP, serves as bankruptcy counsel to the Debtor.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case.


MAMMOET-STARNETH: Case Summary & 14 Unsecured Creditors
-------------------------------------------------------
Debtor: Mammoet-Starneth LLC
        2711 Centerville Road, Suite 400
        Wilmington, DE 19808

Type of Business: Mammoet-Starneth LLC, based in Wilmington,
                  Delaware, designs and constructs giant
                  observation wheels and structures.

Chapter 11 Petition Date: December 13, 2017

Case No.: 17-12925

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

Judge: Hon. Laurie Selber Silverstein

Debtor's
Lead Counsel:     SILLS CUMMINS & GROSS P.C.

Debtor's
Co-Counsel:       Jason M. Madron, Esq.
                  RICHARDS, LAYTON & FINGER, P.A.
                  One Rodney Square
                  P.O. Box 551
                  Wilmington, DE 19899
                  Tel: 302-651-7595
                  Fax: 302-651-7701
                  E-mail: madron@rlf.com

Debtor's
Restructuring
Advisor:          William Henrich, CRO
                  GETZLER HENRICH & ASSOCIATES LLC

Estimated Assets: $100 million to $500 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by Christiaan Lavooij, manager.

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

            http://bankrupt.com/misc/deb17-12925.pdf

List of Debtor's 14 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
New York Owner LLC                    Litigation     Undetermined
7, Penn Plaza - 370 7th Ave.,
Suite 1705
New York, NY 10001, USA
Sir: Richard Marin
Email: rmarin@newyorkwheel.com

New York Wheel LLC
7, Penn Plaza - 370, 7th Ave.,
Suite 618
New York, NY 10001, USA
Tel: (212) 235-5290 (address
was W 31st St., NY, NY, 10001)

Sir: Andrew Ratner
Email: aratner@feilorg.com

Cimtas Celik Imalat                   Trade Debt       $1,331,056
Ata Sb.Mah. Muge Cad. No:17,
Bursa Serbest Bolgesi, Gemlik
Turkey
Tel: 90 224 519 0250
Sirs:
Nuri Bayezid
Email: nbayezid@cimtas.com

Keri Dedeoglu
Email: kdedeoglu@cimtas.com

VDL Steelweld                         Trade Debt         $997,009
Terheijdenseweg 169
4825 BJ Breda, The Netherlands
Tel: 31-76-579-2700
Sirs:
Peter de Vos
Email: P.de.Vos@VDLSteelWeld.com

Bas van der Leegte
Alex van Geel
Email: A.van.Geel@VDLSteelWeld.com

Philips Lighting BV                   Trade Debt          $756,671
High Tech Campus 45
5656 AE in Eindhoven
The Netherlands
Tel: 31 40 279 1111
Sirs:
Frank van der Vloed
Email: frank.van.der.vloed@philips.com

Hedzer de Boer
Email: hedzer.de.boer@philips.com

Tecmacon Structures                   Trade Debt          $372,979
Moezelweg 110
3198 LS Europoort Rotteradam,
The Netherlands
Tel: 31 181 250 050
Sirs: Tom Vermeulen
Email: t.vermeulen@elivesto.com

George Bakker
Email: g.bakker@elivesto.com

Alimak Hek                            Trade Debt          $108,291
25 Brook Street/Suite 200
CT 06484 Shelton, USA
Tel: 800-525-4625
Sirs: Michael D. Repko
Email: michael.repko@alimakhek.com

Jerry Bretthauer
Email: jerry.bretthauer@alimakhek.com

Brunel                                Trade Debt           $51,539

MelCal SRL                            Trade Debt           $51,400
Email: g.arena@melcal.com

FTI Consulting                        Trade Debt           $31,363

CT Corporation                        Trade Debt            $1,713

TE Solutions                          Trade Debt      Undetermined
Email: yskim@tesolutions.com

Walter Tosta Spa                      Trade Debt      Undetermined
Email: a.mencarelli@waltertosto.it
       f.aiello@waltertosto.it
       n.trivulzio@waltertosto.it

Mendenhall Smith Structural           Trade Debt      Undetermined
Engineers
Email: fsmith@mendenhallsmith.com

Jensen Hughes                         Trade Debt      Undetermined
Email: ebabcock@jensenhughes.com


MD2U MANAGEMENT: Sale of All Assets to NHI for $4M Approved
-----------------------------------------------------------
Judge Joan A. Lloyd of the U.S. Bankruptcy Court for the Western
District of Kentucky authorized MD2U Management, LLC, MD2U
Kentucky, LLC, MD2U Indiana, LLC, and MD2U North Carolina, LLC to
sell substantially all assets to National Health Industries, Inc.
or its designees for $4,000,000 (including a credit bid of the
outstanding principal amount of the indebtedness owed by the
Debtors to NHI under the DIP Credit and Security Agreement, dated
as of Sept. 22, 2017, and related DIP Loan Document), plus
assumption of certain liabilities of the Debtors.

The sale is free and clear of all Claims.

The Debtors are authorized to assume and assign the Assumed
Contracts to the Buyer free and clear of all Claims (including all
Excluded Liabilities).  All Cure Amounts will be in the amounts as
set forth on the First Omnibus Notice of Debtor's Conditional
Assumption and Assignment of Executory Contracts and Unexpired
Leases and the Second Omnibus Notice of Debtor's Conditional
Assumption and Assignment of Executory Contracts and Unexpired
Leases and will be paid from the Purchase Price in cash at Closing
to the extent the Buyer designates each contract as an Assumed
Contract.

Notwithstanding the provisions of Bankruptcy Rules 6004(h) and
6006(d), the Order will not be stayed after its entry, but will be
effective and enforceable immediately upon entry, and the 14-day
stay provided in Bankruptcy Rules 6004(h) and 6006(d) is expressly
waived and will not apply.

Time is of the essence in consummating the Sale Transaction, and
the Debtors and the Buyer intend to close the Sale Transaction as
soon as reasonably practicable following entry of the Order.  Any
party objecting to the Order must exercise due diligence in filing
an appeal and pursuing a stay within the time prescribed by law and
prior to the Closing Date, or risk its appeal will be foreclosed as
moot.

                      About MD2U Management

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

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

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

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


MESOBLAST LIMITED: Named Global Leader in Cell Therapy Industry
---------------------------------------------------------------
Mesoblast Limited has been named by Frost & Sullivan as the 2017
Global Technology Leader in the Cell Therapy Industry.

Frost & Sullivan Analyst and Industry Manager, Transformational
Health, Sanjeev Kumar, said: "Mesoblast is an international
industry leader due to its cutting edge mesenchymal lineage cell
technology platform, deep intellectual property portfolio,
late-phase clinical assets, and industrialized manufacturing
capabilities."

Mesoblast is a biopharma company specializing in cell therapies. It
has used its proprietary technology platform to establish one of
the industry's most clinically advanced and diverse portfolio of
cell-based product candidates.  It currently has three cell therapy
product candidates in Phase 3 clinical trials, in acute Graft
versus Host Disease, chronic heart failure, and chronic lower back
pain caused by disc degeneration.  The Company expects to report
primary endpoint results from its Phase 3 trial in pediatric acute
Graft versus Host Disease in Q1 2018.

Mesoblast Chief Executive Silviu Itescu welcomed the award,
stating: "We are honored to be the first company named by Frost &
Sullivan as the Global Technology Leader in the Cell Therapy
Industry.  This award recognizes the efforts of the whole Mesoblast
team and our investors whose support has been instrumental in the
development of our innovative cell therapy product candidates."

Frost & Sullivan's Best Practices Awards recognize companies that
lead the development and successful introduction of high-tech
solutions to customers' most pressing needs, altering the industry
or business landscape in the process.  Its industry analyst team
benchmarks market participants and measures their performance
through independent, primary interviews, and secondary industry
research to evaluate and identify best practices.

                     About Frost & Sullivan

Frost & Sullivan, the Growth Partnership Company, works in
collaboration with clients to leverage visionary innovation that
addresses the global challenges and related growth opportunities
that will make or break today's market participants.  For more than
50 years, they have been developing growth strategies for the
global 1000, emerging businesses, the public sector and the
investment community. www.frost.com

                       About Mesoblast

Australia-based Mesoblast Limited (ASX:MSB; Nasdaq:MESO) is a
global developer of innovative cell-based medicines.  The Company
has leveraged its proprietary technology platform, which is based
on specialized cells known as mesenchymal lineage adult stem cells,
to establish a broad portfolio of late-stage product
candidates.  Mesoblast's allogeneic, 'off-the-shelf' cell product
candidates target advanced stages of diseases with high, unmet
medical needs including cardiovascular conditions, orthopedic
disorders, immunologic and inflammatory disorders and
oncologic/hematologic conditions.

Mesoblast Limited reported a net loss before income tax of US$90.21
million for the year ended June 30, 2017, a net loss before income
tax of US$90.82 million for the year ended June 30, 2016, and a net
loss before income tax of US$96.24 million for the year ended June
30, 2015.  As of Sept. 30, 2017, Mesoblast had US$671.89 million in
total assets, US$112.30 million in total liabilities and US$559.59
million in total equity.

PricewaterhouseCoopers, in Melbourne, Australia, issued a "going
concern" opinion on the consolidated financial statements for the
year ended June 30, 2017, noting that Company has suffered
recurring losses from operations that raise substantial doubt about
its ability to continue as a going concern.


MONTFORT HOUSING: Taps Marcus Clegg as Legal Counsel
----------------------------------------------------
Montfort Housing Limited Partnership seeks approval from the U.S.
Bankruptcy Court for the District of Maine to hire Marcus Clegg as
its legal counsel.

The firm will advise the Debtor regarding its responsibilities
under the Bankruptcy Code; prepare a plan of reorganization;
represent the Debtor in connection with the sale of any of its
assets; give advice on general business law issues; and provide
other legal services related to its Chapter 11 case.

The firm's hourly rates are:

     George Marcus          $600
     Jennie Clegg           $395
     Lee Bals               $325
     David Johnson          $320
     Andrew Helman          $255
     Katherine Krakowka     $255

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

The firm can be reached through:

     George J. Marcus, Esq.
     Jennie L. Clegg, Esq.
     David C. Johnson, Esq.
     Andrew C. Helman, Esq.
     Katherine M. Krakowka, Esq.
     Marcus Clegg
     One Canal Plaza, Suite 600
     Portland, ME 04101
     Phone: (207) 828-8000
     Email: bankruptcy@marcusclegg.com

            About Montfort Housing Limited Partnership

A privately held business based in Gray, Maine, Montfort Housing
Limited Partnership sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Maine Case No. 17-20632) on November 27,
2017.  Kevin J. McCarthy, its manager, 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 Peter G. Cary presides over the case.


NEOVASC INC: Capital World Has 13.8% Stake as of Nov. 30
--------------------------------------------------------
Capital World Investors disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Nov. 30, 2017, it
beneficially owns 14,781,778 common shares of Neovas, Inc.,
constituting 13.8 percent of the 107,489,789 shares believed to be
outstanding as a result of CRMC acting as investment adviser to
various investment companies registered under Section 8 of the
Investment Company Act of 1940.

Shares reported by Capital World Investors, include: 2,020,548
shares resulting from the assumed conversion of 2,020,548 Series A
Warrants; 2,020,548 shares resulting from the assumed conversion of
2,020,548 Series B Warrants; and 2,425,467 shares resulting from
the assumed conversion of 808,489 Series C Warrants.

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

                     https://is.gd/vVlhnW

                      About Neovasc Inc.

Based in Richmond, British Columbia, Neovasc --
http://www.neovasc.com/-- 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.  

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.


OASIS PETROLEUM: S&P Affirms B+ CCR on Delaware Basin Acquisition
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on
Houston, Texas-based oil and gas exploration and production company
Oasis Petroleum Inc. The rating outlook is stable.

S&P said, "We also affirmed our 'BB-' issue-level rating on the
company's senior unsecured debt. The recovery rating remains '2',
indicating our expectation of substantial (70% to 90%; rounded
estimate: 85%) recovery in the event of a payment default."

The rating affirmation follows the company's announcement that it
has agreed to acquire about 20,000 net acres in the Delaware Basin
in West Texas from Forge Energy, an Encap Investments L.P. and Pine
Brook Partners LLC portfolio company. Oasis will finance the $946
million acquisition with about 80% equity and 20% from its credit
facility ($333 million drawn as of Nov. 30, 2017), thereby
maintaining appropriate credit measures for the rating. The
acquisition improves geographic diversity by adding a new region to
Oasis' portfolio, which had been exclusively focused on the Bakken
shale in North Dakota, but adds the operational risk of
establishing infrastructure and developing a new area. The company
paid approximately $38,000 per acre (excludes proved developed
producing reserve value of $170 million), reflecting competition in
the very active Permian Basin, and Oasis' late entry to the play.


S&P said, "The stable outlook reflects our expectation that Oasis
will be able to maintain FFO/debt in the 15% to 20% range over the
next two years. In particular, we expect the company will grow
production near 20% year over year in 2018, while increasing
capital spending over $700 million to develop legacy assets in the
Williston Basin and the newly acquired assets from the Delaware
Basin.

"We could lower the ratings if we expected FFO/debt to fall below
12% for a prolonged period. This would most likely be due to a
weakening in oil prices, lower-than-expected production or
higher-than-expected capital spending.

"We could consider an upgrade if we forecasted FFO/debt to increase
and remain well above 20% on a sustained basis, along with
improvement in production growth, geographical diversity, or
profitability. This would most likely occur if Oasis demonstrated
successful development of the newly acquired Delaware Basin assets
while continuing to improve efficiency and grow production in its
core area of Williston Basin."


P3 FOODS: Okayed to Use Cash Collateral Until Jan. 10
-----------------------------------------------------
Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois has entered 14th and 15th interim
orders authorizing P3 Foods, LLC, to the use of collateral and
expenditure of cash collateral in which PNC Equipment Finance, LLC,
claims an interest.

Pursuant to the 14th Interim Order, the Court approved the Debtor's
use of approximately $1,082,184 in cash through Dec. 6, 2017.

The 15th Interim Order authorizes the Debtor to use cash of
$1,039,366 during the period from Dec. 7, 2017 through Jan. 10,
2018.

In consideration of and as adequate protection for any diminution
in the value of PNC Equipment's cash and non-cash collateral
arising from the Debtor's use of cash collateral:

     (a) PNC Equipment is granted post-petition replacement liens,
to the same extent and with the same priority it held pre-petition
on the same type of assets. Such adequate protection liens will be
a valid, perfected, first priority lien in favor of PNC Equipment
against all pre-petition and post-petition assets of the Debtor of
the same kind and type and to the same extent and priority as
existed as of the Petition Date;

     (b) The Debtor will maintain all necessary insurance as may be
currently in effect, and obtain such additional insurance in an
amount as is appropriate for the business in which the Debtor is
engaged;

     (c) PNC Equipment will have the right to inspect the
collateral or the assets subject to its Adequate Protection Liens
as well as the Debtor's books and records; and

     (d) The Debtor will make an adequate protection payment to PNC
Equipment in the amount of $16,428.

In addition, 20/20 Franchise Funding and Leaf Capital Funding are
each granted with a postpetition replacement lien, to the same
extent and with the same priority as they respectively held
prepetition on the same type of assets.

In addition, on or before Jan. 15, 2018, the Debtor will make these
adequate protection payments to its secured creditors:

     (a) 20/20 Franchise Funding LLC in the amount of $4,835; and

     (b) Leaf Capital Funding in the amount of $797.

The Debtor's Motion for use of cash collateral is continued for a
hearing on Jan. 9, 2018 at 10:00 a.m.

A full-text copy of 14th Interim Order is available at:

             http://bankrupt.com/misc/ilnb16-32021-185.pdf

A full-text copy of 15th Interim Order is available at:

             http://bankrupt.com/misc/ilnb16-32021-186.pdf

                         About P3 Foods

P3 Foods, LLC, which operates nine Burger King franchises in
Minneapolis, Minnesota, filed a chapter 11 petition (Bankr. N.D.
Ill. Case No. 16-32021) on Oct. 6, 2016.

Judge Donald Cassling is the case judge.

The Debtor tapped Richard L. Hirsh, Esq., at Richard L. Hirsh,
P.C., as counsel.  The Debtor also engaged Aldridge Chasewater LLC
as accountant.

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


PEOPLE'S COMMUNITY: Trustee Selling MCHS/MCHS-GP Equity Interests
-----------------------------------------------------------------
Charles R. Goldstein, the Liquidating Trustee of the estate of The
People's Community Health Centers, Inc., asks the U.S. Bankruptcy
Court for the District of Maryland to authorize the sale of the
Debtor's equity interests in Maryland Community Health System, LLLP
("MCHS") and MCHS, Inc.("MCHS-GP") to MCHS and MCHS-GP for $4.2
million.

As of the Petition Date, the Debtor was one of eight limited
partners holding a 12.5% limited partner interest in MCHS.  The
Debtor ceased all health care operations approximately six months
prior to the Petition Date.

The principal assets of MCHS are a 50% shareholder interest in
Priority Partners Managed Care Organization, Inc. ("Priority
Partners MCO") and a related contract right to receive the payment,
with the other 50% interest owned by John Hopkins Healthcare, LLC
("JHHC").  Priority Partners MCO is a managed care organization
implemented under the Maryland Mandatory Medicaid Managed Care
Program.

Pursuant to an agreement between MCHS and JHHC, MCHS is paid 1% of
the Gross Capitation Rates received by Priority Partners MCO each
month.  MCHS distributes this income to its limited partners on a
monthly basis.  The Debtor's share of such revenue is presently
$72,000 per month.

The Debtor is also a 12.5% shareholder in MCHS-GP ("Shareholder
Interest").  MCHS-GP is the general partner of MCHS and receives no
income from the partnership.  There is no appraisal of the value of
the Partnership Interest and Shareholder Interest ("Property"). The
Debtor listed the value of the Partnership Interest as "unknown" on
Amended Schedule B filed in the bankruptcy case on July 27, 2015.

The only known liens on or against the Property that existed as of
the Petition Date were held by the IRS and Branch Banking and Trust
Company.  Such liens have been (or will be by the date of the
hearing on this Motion) fully satisfied by the Trustee making
monthly payments and payment of the proceeds of sale of other
property of the Debtor.

On Nov. 14, 2017, the Trustee, as the Seller, and MCHS and MCHS-GP
as the Buyers, executed a Purchase and Redemption Agreement for the
purchase of the Property.  The purchase price for the Property is
$4.2 million minus the amount of any distributions received by the
Trustee after the Payment Suspension Date.

Section 6 of the Agreement contains a financing contingency.
Section 7 provides that once the Buyers deliver to the Trustee a
copy of a Financing Commitment that has been accepted by them, the
Trustee will cease to attend meetings, vote or otherwise
participate in the management or governance of the Buyers.  In
addition, effective as the first day of the month immediately
following the month in which the Buyers accept a Financing
Commitment, they may suspend the monthly distributions.  In the
event the Agreement does not close by the Outside Date, the
Suspended Payments will be paid to the Trustee and he may again
participate in the Buyers' affairs.

The Agreement provides for a Mutual General Release between the
parties to the Agreement.  In that regard, the Trustee is unaware
of any claim that the estate has against the Buyers.  A condition
of the Agreement is that the Court enters an Order approving the
purchase and redemption transaction contemplated by the Agreement
and providing that the Property when purchased and redeemed will be
free and clear of liens, claims, encumbrances, and other
interests.

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

    http://bankrupt.com/misc/The_Peoples_474_Sales.pdf

It is the Trustee's business judgment the sale of the Property
pursuant to the Agreement is in the best interest of creditors and
will provide for the highest possible distribution to creditors
within a reasonable period of time.  Accordingly, he asks the Court
to approve the relief sought.

The Debtor also asks a waiver of the 14-day stay pursuant to
Bankruptcy Rule 6004(h) to expedite the sale.

The Buyers:

          Sallian Alborn, CEO
          MARYLAND COMMUNITY HEALTH SYSTEM, LLP
          MCHS, INC.
          5850 Waterloo Road, Suite 140
          Columbia, MD 21045

The Buyers are represented by:

          Lawrence D. Coppel, Esq.
          GORDON FEINBLATT, LLC
          233 East Redwood Street
          Baltimore, MD 21202

                       About the Debtor
    
The People's Community Health Centers, Inc., formerly known as
Medhealth of Maryland, Inc., is a health care business based at
1734 Maryland Avenue, Baltimore, Maryland.

People's Community Health Centers sought Chapter 11 protection
(Bankr. D. Md. Case No. 15-10228) on Jan. 7, 2015, disclosing
assets at $3.04 million and liabilities at $6.73 million.  William
A. Green, managing agent, signed the petition.

The Debtor tapped Michael Stephen Myers, Esq., at Scarlett, Croll &
Myers, P.A., as counsel.

                          *     *     *

On Nov. 13, 2015, the Court approved the Plan of Liquidation
proposed by the Official Committee of Unsecured Creditors.

Pursuant to the Plan, Charles R. Goldstein was appointed as
liquidating trustee to liquidate the assets of the Debtor and to
pay the proceeds of the assets in accordance with the Plan and
applicable priorities.


PHILADELPHIA HEALTH: SSG Acted as Investment Banker in Asset Sale
-----------------------------------------------------------------
SSG Capital Advisors, LLC, acted as the investment banker to North
Philadelphia Health System in the sale of substantially all of its
assets to an affiliate of Iron Stone Partners ("Iron Stone").  The
sale was effectuated through a Chapter 11 U.S.C. Sec. 363 process
in the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania.  The sale transaction closed in November 2017 to be
followed by a plan of reorganization for NPHS.

Based in Philadelphia, PA, NPHS provides mental health and
substance addiction treatment services and special programs for
patients with behavioral medical disorders and/or extended acute
medical conditions. Services include outpatient counseling for
alcohol and drug use, a detoxification and rehabilitation unit and
several specialized inpatient programs.  In addition, NPHS operates
the Goldman Clinic, which provides methadone treatment to up to 700
individuals daily.  These services are offered through the
Hospital's Girard facility, a licensed 65-bed psychiatric hospital
which traces its roots back to 1896.

The Hospital is heavily dependent on Pennsylvania Medicaid
reimbursements.  Supplemental funding ceased at the end of 2015 and
NPHS was forced to close its St. Joseph's Hospital ("SJH") facility
in March 2016.  In addition to being burdened with overhead that
was previously supporting a larger organization, the Hospital had
seen general cost increases over the years that were not
accompanied by adequate amendments to its per diem reimbursement
rates.  Amid its large debt load while also facing constrained
liquidity from SJH closing costs and ongoing operational losses,
the Hospital filed for Chapter 11 protection at the end of December
2016 to preserve its operations.

SSG was retained as investment banker to NPHS in April 2017 to
pursue strategic alternatives including a sale of the Hospital.
SSG's sale process attracted significant interest and multiple
offers from both real estate investors and healthcare providers.
The robust process ultimately resulted in a competitive auction
process where a bid from an affiliate of Iron Stone was determined
to be the highest and best offer for substantially all of the
Hospital's assets.  Iron Stone partnered with Community Behavioral
Health and the City of Philadelphia under a new lease in order to
continue operations at the Hospital with NPHS as the operator.  As
a result, the Hospital will continue to operate its Girard facility
as a going concern, preserving jobs and providing its valuable
medical services to patients in the Philadelphia region.

Iron Stone Partners is a real estate private equity firm located in
Philadelphia that has a niche focus on value added real estate
assets, the acquisition of real estate related operating companies
and the assumption of mortgage notes.

Other professionals who worked on the transaction include:

    * Lawrence G. McMichael, Martin J. Weis and Anne Marie Aaronson
of Dilworth Paxson LLP, bankruptcy counsel to North Philadelphia
Health System;
    * John D. Kutzler of Buzby & Kutzler, corporate counsel to
North Philadelphia Health System;
    * Jeffrey Kurtzman and Maureen P. Steady of Kurtzman Steady,
LLC, counsel to Iron Stone Partners;
    * Edmond M. George and Michael D. Vagnoni of Obermayer Rebmann
Maxwell & Hippel LLP, counsel to the Official Committee of
Unsecured Creditors;
    * Francis M. Correll, Jr. and Domenic E. Pacitti of Klehr
Harrison Harvey Branzburg LLP, counsel to Gemino Healthcare
Finance;
    * Glenn E. Siegel and Rachel Jaffe Mauceri of Morgan, Lewis &
Bockius LLP, counsel to The Bank of New York Mellon Trust Company;
    * Bonnie Y. Hochman Rothell and Jessica A. Rodriguez of Morris,
Manning & Martin, LLP, counsel to Hunt Mortgage Group;
    * Mary F. Caloway and Mark Pfeiffer of Buchanan Ingersoll &
Rooney PC, counsel to Community Behavioral Health;
    * Vincent J. Marriott III, Tobey M. Daluz and Daniel T. Mullin
of Ballard Spahr LLP, counsel to Pennsylvania Department of Human
Services; and
    * Todd M. Patnode, Mychal D. Harrison and Jonathan Wixom of
Deloitte Transactions and Business Analytics LLP, financial advisor
to Pennsylvania Department of Human Services.

                  About SSG Capital Advisors

SSG Capital Advisors, LLC, is an independent boutique investment
bank that assists middle-market companies and their stakeholders in
completing special situation transactions.  It provides its clients
with investment banking services in the areas of mergers and
acquisitions, private placements, financial restructurings,
valuations, litigation and strategic advisory.

Securities are offered through SSG Capital Advisors, LLC (Member
SIPC, Member FINRA). All other transactions are effectuated through
SSG Advisors, LLC, both of which are wholly owned by SSG Holdings,
LLC. SSG is a registered trademark for SSG Capital Advisors, LLC
and SSG Advisors, LLC.

              About North Philadelphia Health System

North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center
located Philadelphia, Pennsylvania.

North Philadelphia Health System sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-18931) on Dec.
30, 2016.  The petition was signed by George Walmsley III,
president & CEO.  The Debtor estimated assets and liabilities at
$10 million to $50 million.

The case is assigned to Judge Magdeline D. Coleman.

The Debtor hired Martin J. Weis, Esq. at Dilworth Paxson LLP as
counsel; John D. Kutzler, Esq., at Buzby & Kutzler, Attorneys at
Law, as special counsel; and SSG Advisors as investment banker.

On Jan. 23, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee retained
Obermayer Rebmann Maxwell & Hippel LLP as its legal counsel and M S
Fox Real Estate Group as consultant.


PINE STATE HOUSING: Taps Marcus Clegg as Legal Counsel
------------------------------------------------------
Pine State Housing, Series LLC seeks approval from the U.S.
Bankruptcy Court for the District of Maine to hire Marcus Clegg as
its legal counsel.

The firm will advise the Debtor regarding its responsibilities
under the Bankruptcy Code; prepare a plan of reorganization;
represent the Debtor in connection with the disposition of its
assets; give advice on general business law issues; and provide
other legal services related to its Chapter 11 case.

The firm's hourly rates are:

     George Marcus          $600
     Jennie Clegg           $395
     Lee Bals               $325
     David Johnson          $320
     Andrew Helman          $255
     Katherine Krakowka     $255

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

The firm can be reached through:

     George J. Marcus, Esq.
     Jennie L. Clegg, Esq.
     David C. Johnson, Esq.
     Andrew C. Helman, Esq.
     Katherine M. Krakowka, Esq.
     Marcus Clegg
     One Canal Plaza, Suite 600
     Portland, ME 04101
     Phone: (207) 828-8000
     Email: bankruptcy@marcusclegg.com

               About Pine State Housing, Series LLC

Pine State Housing, Series LLC is a series limited liability
company organized pursuant to the Delaware Limited Liability
Company Act, Title 6, Chapter 18 of the Delaware Code.  It is
comprised of 17 separate Series.  In turn, each Series is comprised
of a single housing project consisting of a low-income or
low-income/elderly housing project located in Maine.  All totaled,
the projects provide 435 housing units for low income and/or
elderly tenants.

Pine State Housing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Maine Case No. 17-20631) on November 27,
2017.  Kevin J. McCarthy, manager, signed the petition.

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

Judge Peter G. Cary presides over the case.


PLAZA BROADWAY: Unsecureds to be Paid in Full Over 24 Months
------------------------------------------------------------
Plaza Broadway Retail Group, LLC, and Plaza Broadway Retail Group,
LLC, submit their Joint Disclosure Statement with the U.S.
Bankruptcy Court for the Northern District of Texas

Under the Plan, the allowed claims of non-insider unsecured
creditors will be paid in full. The Class 4 creditors will share
pro-rata in the Unsecured Creditor’s Pool. The Debtors will pay
necessary amount each month for a period of 24 months into the
Unsecured Creditors Pool to provide all Allowed Class 5 Creditors
payment in full.

The Debtors estimate the Class 4 Claims will be approximately
$159,915. Of this amount, $100,000 is owed to insider of the
Debtors, Carlos Quintanilla. The Class 4 creditors are impaired
under this Plan.

The Debtors anticipate the continued operations of their businesses
to fund the Plan.

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

                     http://bankrupt.com/misc/txnb17-30266-108.pdf

Attorney for Plan Proponents:

            John Paul Stanford, Esq.
            QUILLING, SELANDER, LOWNDS,
            WINSLETT & MOSER, P.C.
            2001 Bryan Street, Suite 1800
            Dallas, Texas 75201
            Telephone: (214) 871-2100
            Telefax: (214) 871-2111

                 Plaza Broadway Retail Group, LLC

Plaza Broadway LLC filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Tex. Case No. 17-30247) on January 20, 2017 and Plaza Broadway
Retail Group, LLC filed (Bankr. N.D. Tex. Case No. 17-30266) on
January 22, 2017. The petitions were signed by Carlos Quintanilla,
manager. At the time of filing, the Debtors assets and liabilities
are both below $50,000.

Eric A. Liepins, PC served as bankruptcy counsel but was later
replaced by Quilling, Selander, Lownds, Winslett & Moser, PC. The
Debtors employ James D. Parker, as accountant.


PROPERTY VENTURES: Case Summary & 12 Unsecured Creditors
--------------------------------------------------------
Debtor: Property Ventures, LLC
        2411 O Street, Suite 2
        Omaha, NE 68107

Business Description: Property Ventures LLC, based in Omaha,
                      Nebraska, has been in the business support
                      services industry since 2004.

Chapter 11 Petition Date: December 13, 2017

Case No.: 17-81762

Court: United States Bankruptcy Court
       District of Nebraska (Omaha Office)

Judge: Hon. Thomas L. Saladino

Debtor's Counsel: Patrick Raymond Turner, Esq.
                  STINSON LEONARD STREET
                  1299 Farnam Street, Suite 1500
                  Omaha, NE 68102
                  Tel: (402) 342-1700
                  Fax: (402) 829-8736
                  E-mail: patrick.turner@stinsonleonard.com
                          patrick.turner@stinson.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Lisa Rezac, trustee, Gloria Ann Murante,
Intervivos Trust, manager.

A full-text copy of the petition, along with a list of 12 unsecured
creditors, is available for free at
http://bankrupt.com/misc/neb17-81762.pdf


REAL INDUSTRY: Taps Prime Clerk as Claims and Noticing Agent
------------------------------------------------------------
Real Industry, Inc. received approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Prime Clerk LLC as its
claims and noticing agent.

The firm will oversee the distribution of notices, and the
maintenance, processing and docketing of claims filed in the
Chapter 11 cases of Real Industry and its affiliates.

The hourly rates charged by the firm are:

     Analyst                                  $30 - $50
     Technology Consultant                    $35 - $95
     Consultant/Senior Consultant            $65 - $165
     Director                               $175 - $195
     COO/Executive VP                         No charge
     Solicitation Consultant                       $190
     Director of Solicitation                      $210

Prior to its bankruptcy filing, the Debtor provided Prime Clerk a
retainer in the amount of $50,000.

Shira Weiner, general counsel of Prime Clerk, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

Prime Clerk can be reached through:

     Shira D. Weiner
     Prime Clerk LLC
     830 Third Avenue, 9th Floor
     New York, NY 10022
     Phone: (212) 257-5450

                       About Real Industry

Real Industry, Inc. -- http://www.realindustryinc.com/-- is a
Delaware holding company that operates through its subsidiaries.
Its current business focus is supporting the performance of Real
Alloy, an aluminum recycling company and its single largest
operating business, and to make acquisitions of additional
operating companies.  The company regularly considers acquisitions
of businesses that operate in undervalued industries, as well as
businesses that it believes are in transition or are otherwise
misunderstood by the marketplace.  As a holding company, Real
Industry relies on the operations of its subsidiaries and external
financing sources for its liquidity needs.

Real Industry, Inc., and eight affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12464) on Nov. 17,
2017.  The cases are pending before the Honorable Kevin J. Carey.

The Debtors tapped Morrison & Foerster LLP as legal counsel; Saul
Ewing Arnstein & Lehr LLP as co-counsel; Berkeley Research Group,
LLC as financial advisor; Jefferies LLC as investment banker; and
Prime Clerk as administrative advisor.


SCHANTZ HOLDINGS: Taps Denali Innovative as Sales Broker
--------------------------------------------------------
Schantz Holdings LLC and Schantz Manufacturing, Inc. received
approval from the U.S. Bankruptcy Court for the Southern District
of Illinois to hire Denali Innovative Business Solutions, LLC.

Denali will act as broker for the proposed sale of the Debtors'
business.  

The Debtors had earlier sought court approval to sell their assets
to Craftsman Industries, Inc. for $1.525 million.  Under the terms
of the sale agreement, Denali will get 8.3% or $127,000 as a fee
for marketing, negotiating and procuring the stalking horse
bidder.

The firm continues to market the Debtors' assets to other potential
buyers to obtain a higher and better offer pursuant to the sale
agreement, according to court filings.

Eldar Causevic, owner of Denali, disclosed in a court filing that
the firm does not hold or represent any interest adverse to the
Debtors or any of their creditors.

Denali can be reached through:

    Eldar Causevic
    Denali Innovative Business Solutions, LLC
    2 City Place Drive, Suite 200
    St. Louis, MO 63141

                     About Schantz Mfg. and
                         Schantz Holdings

Schantz Mfg -- http://www.schantzmfg.com/-- is a privately held
company in Highland, Illinois that is engaged in the manufacturing
of customized trailers.  Schantz designs its trailers in a computer
3-D environment.  Some of the ergonomic features of the trailers
include retractable wheels, high capacity air conditioning and
roof-mounted ice makers.  Schantz was founded by Socrates Schantz
60 years ago.

Schantz Mfg., Inc., and its parent, Schantz Holdings, Inc., filed
Chapter 11 petitions (Bankr. S.D. Ill. Case Nos. 17-31471 and
17-31472) on Sept. 27, 2017.  The petitions were signed by Mike
Schantz, president of Schantz Mfg., Inc.

At the time of filing, Schantz Mfg. estimated less than $50,000 in
assets and $1 million to $10 million in debt, while Schantz
Holdings estimated less than $1 million in assets and $1 million to
$10 million in debt.

The cases are assigned to Judge Laura K. Grandy.


SCIQUEST INC: Moody's Assigns B3 CFR & Rates 1st Lien Debt B3
-------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating to
SciQuest, Inc. and a B3 to its proposed first lien debt facilities.
The facilities will be used to refinance existing debt and fund the
acquisition of BravoSolution S.p.A.. The ratings outlook is
stable.

RATINGS RATIONALE

The B3 CFR reflects SciQuest's high leverage, modest scale, and
integration challenges related to the BravoSolution acquisition.
The company's modest scale is offset somewhat by the company's
strong niche position as a provider of cloud based integrated
eProcurement, eSourcing and spend management solutions
(collectively "ePurchasing"). Leverage at close of the
BravoSolution acquisition is approximately 6x pro forma for
one-time costs and planned cost cuts, and over 9x excluding those
addbacks. While the company has built a strong niche position, the
company competes against significantly larger, better capitalized
players SAP (Ariba) and Oracle as well as numerous niche
ePurchasing players.

The acquisition will broaden SciQuest's suite of ePurchasing
software, adding BravoSolution's well positioned eSourcing line and
will bring a significant European customer base. The acquisition
will also nearly double SciQuest's size. Accordingly, the
integration and reorganization is somewhat complex. The integration
risk is somewhat mitigated by the SciQuest team's previous success
with several smaller acquisitions, however, none were of this
relative scale. If the company is able to integrate the two
businesses without adverse effect, non-adjusted leverage could
decline to 6x over the next 12 to 18 months.

The ratings could be upgraded if the company integrates
BravoSolution with minimal disruption, leverage is expected to
remain below 6x and free cash flow to debt is greater than 5%. The
ratings could be downgraded if performance is materially impaired,
Debt/EBITDA leverage remains above7.5x or free cash flow is
expected to remain negative on other than a temporary basis.

Liquidity is considered adequate based on cash at close of
approximately $11 million, an undrawn $25 million revolver and
positive free cash flow over the next year.

The following ratings were assigned:

Assignments:

Issuer: SciQuest, Inc.

-- Corporate Family Rating, Assigned B3

-- Probability of Default Rating, Assigned B3-PD

-- Senior Secured 1st lien Bank Credit Facility, Assigned B3
    (LGD4)

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

SciQuest, Inc. (dba Jaggaer), is a leading provider of eProcurement
software solutions. SciQuest is owned by funds affiliated with
Accel-KKR. Revenues, including BravoSolution's were under $250
million.


SEARS HOLDINGS: Extends $400M 2018 Term Loan Facility to 2019
-------------------------------------------------------------
Sears Holdings Corporation has entered into an agreement to extend
the maturity of its existing term loan, which originally was to
mature in June 2018, to January 2019, with the option to further
extend the maturity to July 2019.  During the fourth quarter, the
Company paid down the Term Loan by $325 million, reducing the
outstanding balance to approximately $400 million and bringing its
total Term Loan repayment during 2017 to approximately $570
million.

In addition, the Company announced it intends to obtain a new
secured credit facility in connection with the agreement reached
with the Pension Benefit Guaranty Corporation on Nov. 7, 2017 that
provides for the release of 138 of its properties from a ring-fence
arrangement with the PGBC.  The Secured Credit Facility is expected
to be secured by such properties and consist of an approximately
$407 million (net of associated costs) first lien tranche and a
second lien tranche of up to $200 million.  The Company intends to
use the net proceeds from the Secured Credit Facility to fund the
payment of approximately $407 million into the Sears pension plans
and for general corporate purposes. Following the funding of the
$407 million pension contribution, Holdings will be relieved of the
obligation to make further contributions to the pension plans for
approximately two years (other than a $20 million supplemental
payment due in Q2 2018). Holdings expects to repay the Secured
Credit Facility over time with the proceeds from sales of the
underlying properties.

"As indicated in our third quarter earnings announcement, we have
taken further action to provide the Company with additional
financial flexibility as we enter 2018," said Rob Riecker, Sears
Holdings' chief financial officer.  "The extension of the Term Loan
improves our short-term debt maturity profile, while the credit
facility associated with the PBGC agreement will support our
continued commitment to the Company's pension plans while enhancing
our financial flexibility."

"Looking ahead, we continue to explore alternatives with respect to
our debt maturities to meaningfully reduce cash interest payments
and provide the Company greater flexibility.  In addition to the
liquidity actions announced today, we remain focused on improving
our performance by diversifying the Company's revenue streams
through third-party partnerships for several of our businesses;
developing new ways to leverage our innovative Shop Your Way
platform to better invest marketing dollars at the member level;
and maintaining extreme cost discipline in light of continued
headwinds across the retail sector," concluded Mr. Riecker.

The Company engaged Bank of America Merrill Lynch to arrange the
Term Loan extension.  In addition, Holdings has retained UBS
Investment Bank as its financial advisor for the Secured Credit
Facility.  The completion of the Secured Credit Facility is subject
to obtaining lender commitments, as well as market and other
conditions.

                       About Sears Holdings

Based in Hoffman Estates, Illinois, Sears Holdings Corporation
(NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated
retailer focused on seamlessly
connecting the digital and physical shopping experiences to serve
its members.  Sears Holdings is home to Shop Your Way, a social
shopping platform offering members rewards for shopping at Sears
and Kmart, as well as with other retail partners across categories
important to them.  The Company operates through its subsidiaries,
including Sears, Roebuck and Co. and Kmart Corporation, with
full-line and specialty retail stores across the United States.

Sears Holdings reported a net loss of $2.22 billion on $22.13
billion of revenues for the fiscal year 2016, compared to a net
loss of $1.12 billion on $25.14 billion of revenues for the fiscal
year 2015.

As of Oct. 28, 2017, Sears Holdings had $8.19 billion in total
assets, $12.20 billion in total liabilities and a total deficit of
$4 billion.

                          *     *     *

In January 2017, Fitch Ratings affirmed the Long-term Issuer
Default Ratings (IDR) on Sears Holdings and its various subsidiary
entities at 'CC'.

As reported by the TCR on Nov. 3, 2017, S&P Global Ratings lowered
its corporate credit rating on Sears Holdings Corp. to 'CCC' from
'CCC+'.  The outlook is negative.  "The downgrade reflects our view
that addressing 2018 maturities over upcoming quarters will
determine if the company can continue its turnaround plan without
seeking a broader restructuring," S&P said.

In November 2017, Moody's Investors Service downgraded Sears
Holdings Corp.'s Corporate Family Rating to 'Caa3' from 'Caa2'.
Sears' Caa3 rating reflects the company's sizable operating losses
- Domestic Adjusted EBITDA was an estimated loss of approximately
$625 million for the LTM period ending  Oct. 28, 2017.


SEVEN GENERATIONS: Moody's Alters Outlook to Pos. & Affirms Ba2 CFR
-------------------------------------------------------------------
Moody's Investors Service changed Seven Generations Energy Ltd.'s
(7G) outlook to positive from stable. Moody's also affirmed its Ba2
Corporate Family Rating (CFR), Ba2-PD Probability of Default Rating
and Ba3 senior unsecured notes rating. The Speculative Grade
Liquidity Rating was downgraded to SGL-2 from SGL-1.

"The change in outlook to positive reflects the continued
successful execution on production and reserves growth, and
maintenance of solid credit and efficiency metrics," said Paresh
Chari, Moody's AVP-Analyst.

Outlook Actions:

Issuer: Seven Generations Energy Ltd.

-- Outlook, Changed To Positive From Stable

Affirmations:

Issuer: Seven Generations Energy Ltd.

-- Probability of Default Rating, Affirmed Ba2-PD

-- Corporate Family Rating, Affirmed Ba2

-- Senior Unsecured Regular Bond/Debenture, Affirmed Ba3 (LGD-4)

Downgrades:

Issuer: Seven Generations Energy Ltd.

-- Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
    SGL-1

RATINGS RATIONALE

7G's Ba2 CFR is supported by its robust leverage (55% retained cash
flow/debt in 2018 and 2019), consistent growth in production
(Moody's expects 2018 to be about 195,000 boe/d and 2019 to be
220,000 boe/d net of royalties) with excellent execution on
development demonstrated by its significant growth since 2013, a
sizeable reserves base (720 million boe proved), reduced exposure
to lower-priced Alberta natural gas market due to its robust
marketing strategy, and its high condensate-rich natural gas wells
that lead to solid margins. 7G's rating is constrained by its
concentration in a single field and a single formation (Montney),
with high corporate decline rates (about 35% to 40%), large proved
undeveloped reserve base that requires significant capex to
increase production and maintain reserve booking, and a short
proved developed reserve life compared to its peers.

7G's SGL-2 reflects good liquidity. At September 30, 2017, 7G had
C$219 million of cash and undrawn C$1.4 billion revolving credit
facility due June 2021. Moody's expect negative free cash flow of
about C$500 million through 2018. 7G's senior notes mature in 2023
and 2025. Alternate liquidity is somewhat limited given that
substantially all of the company's assets are pledged to the
secured revolver.

In accordance with Moody's Loss Given Default (LGD) methodology,
the senior unsecured notes are rated Ba3, one notch below the Ba2
CFR because of the existence of the prior ranking C$1.4 billion
secured revolver.

The positive outlook reflects Moody's view that 7G's proved
developed reserve life will increase, leverage and interest
coverage will remain strong, and the company will continue to grow
production.

The ratings could be upgraded if proved developed reserve life
moves towards 5 years (2.6 years at Q3/2017) and production is
sustained above 175,000 boe/d (158,000 boe/d at LTM Q3/2017), while
maintaining retained cash flow to debt above 40% (51% at Q3/2017)
and LFCR above 1x (1.8x at Q3/2017).

The ratings could be downgraded if retained cash flow to debt is
below 25% (51% at Q3/2017) or if production and reserves decline.

Seven Generations is a Calgary, Alberta-based exploration and
production (E&P) company that produced (net of royalties) about
180,000 boe/d for the quarter ending September 30, 2017 in the
Kakwa area in northwestern Alberta, focused on the Montney
formation.

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



SKYPATROL LLC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Skypatrol, LLC, a Delaware Limited Liability Company
           dba GPS Tracking Solutions
           dba M2M Depot
           dba Defender
           dba Total GPS Technologies
           dba Fleet Command
           dba Protek
        3055 N.W. 84th Avenue
        Miami, FL 33122-1921

Business Description: Skypatrol, LLC provides integrated Global
                      Positioning System (GPS) tracking solutions
                      serving many markets including vehicle
                      finance, fleet management, mobile asset
                      tracking, automobile dealerships, outdoor
                      sports and motor sports.  Skypatrol has
                      built innovative GPS tracking and fleet
                      management software tools uniquely combined
                      with its proprietary GPS hardware and
                      software to help businesses monitor, protect
                      and optimize mobile assets in an
                      increasingly machine-to-machine world.
                      Skypatrol systems operate on a wide variety
                      of platforms including Global System for
                      Mobiles (GSM) and Code Division Multiple
                      Access (CMDA) cellular networks and dual
                      mode Iridium satellite devices.  The company
                      was established in 2002 and is based in
                      Miami, Florida.  

                      https://www.skypatrol.com/

Chapter 11 Petition Date: December 13, 2017

Case No.: 17-24842

Court: United States Bankruptcy Court
       Southern District of Florida (Miami)

Judge: Hon. Robert A Mark

Debtor's Counsel: Joel L Tabas, Esq.
                  TABAS & SOLOFF, P.A.
                  25 SE 2nd Avenue, Suite 248
                  Miami, FL 33131
                  Tel: (305) 375-8171
                  E-mail: jtabas@tabassoloff.com

Total Assets: $3.63 million

Total Liabilities: $7.39 million

The petition was signed by Robert D. Rubin, CEO.

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/flsb17-24842.pdf


SOUTHERN TAN: Grubbs Buying Ergoline Tanning Beds for $26K
----------------------------------------------------------
Southern Tan, Inc., asks the U.S. Bankruptcy Court for the District
of Kansas to authorize the sale of Ergoline 1050 and Ergoline 770
tanning beds to Ed Grubbs for the sum of $26,000.

The Debtor proposes to sell the assets free and clear of all liens,
interests, and encumbrances.

The proceeds of the sale will be deposited into the trust account
of Evans & Mullinix, P.A. pending further order of the Court.

The Debtor believes that the sale is in the best interests of the
Chapter 11 estate and its creditors.

                       About Southern Tan

Southern Tan, Inc., operator of three tanning salons within the
Kansas City area, filed a chapter 11 petition (Bankr. D. Kan. Case
No. 16-22397) on Dec. 6, 2016.  David Henshaw, president, signed
the petition.  The Debtor estimated assets and liabilities at
$500,001 to $1 million.  The Debtor is represented by Colin N.
Gotham, Esq., at Evans & Mullinix, P.A.


SUNRISE HOSPICE: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Sunrise Hospice, LLC
        1748 Glendell Drive
        Orem, UT 84059

Business Description: Sunrise Hospice, LLC operates skilled
                      nursing care facilities with its
                      principal place of business located at 1940
                      & 1950 South 375 East Orem, Utah 84058.  The

                      company is a small business debtor as
                      defined in 11 U.S.C. Section 101(51D).

Chapter 11 Petition Date: December 13, 2017

Case No.: 17-30690

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

Judge: Hon. Kimball R. Mosier

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

Total Assets: $1.75 million as of Nov. 30, 2017

Total Liabilities: $1.25 million as of Nov. 30, 2017

The petition was signed by Matthew A. Baker, 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/utb17-30690.pdf


SWEET BRIAR COLLEGE: S&P Hikes 2006 Revenue Bonds Rating to 'B+'
----------------------------------------------------------------
S&P Global Ratings raised its long- term rating to 'B+' from 'B' on
Amherst Industrial Development Authority, Va.'s series 2006
educational facilities revenue refunding bonds, issued for Sweet
Briar College. The outlook is stable. The rating upgrade reflects
our view of the college's new board and senior leadership team,
including a new president who officially took office in May 2017,
who have taken a number of actions to stabilize the college
following the previously announced closure of the college in March
2015. The 'B+' rating reflects our view of the college's:

Full establishment of a new management team and implementation of a
new strategic plan;

-- Financial operations that have remained relatively stable in
recent years, though mitigated by expectations that fiscal 2017
operating margins will be somewhat softer than recent levels; and

-- Sufficient available resources, with fiscal 2016 expendable
resources of approximately $37.4 million representing 108% of
operations and 156% of total outstanding debt.

The rating also reflects S&P's view of the following credit
weaknesses:

-- Considerably vulnerable enrollment and demand profile given the
school's current market position; and

-- Somewhat high MADS burden equal to 6.2% of fiscal 2016
operating expenses. An unconditional general obligation pledge of
the college secures all debt.


SWITCH LTD: Moody's Revises Outlook to Positive & Affirms B1 CFR
----------------------------------------------------------------
Moody's Investors Service has changed the ratings outlook for
Switch, Ltd. to positive from stable based on the company's
improved financial position following the successful Initial Public
Offering (IPO) of its parent Switch, Inc. Moody's has affirmed
Switch's B1 corporate family rating (CFR), B1-PD probability of
default rating, and B1 (LGD3) senior secured debt rating. Moody's
also assigned a speculative grade liquidity rating of SGL-2,
indicating good liquidity.

On October 11, Switch Inc. completed its IPO and received $577.3
million in proceeds, net of underwriting and commissions.
Subsequent to the IPO, the company repaid the $231.3 million
outstanding balance on its revolving credit facility leaving
approximately $350 million in cash on its balance sheet. Leverage
has improved following the debt repayment, and Moody's now expects
leverage (Moody's adjusted) to approach 3x by FYE2019. Moody's
expects Switch to utilize its cash position for general corporate
purposes and working capital, including prefunding capital spending
required to grow the business. However, Moody's forecasts negative
free cash flow for at least the next two years due to the company's
high capital intensity required to support growth. Moody's expects
Switch's cash balances will be more than sufficient for at least
the next two years to fund its growth spending.

Assignments:

Issuer: Switch, Ltd.

-- Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook Actions:

Issuer: Switch, Ltd.

-- Outlook, Changed To Positive From Stable

Affirmations:

Issuer: Switch, Ltd.

-- Probability of Default Rating, Affirmed B1-PD

-- Corporate Family Rating, Affirmed B1

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

RATINGS RATIONALE

Switch's B1 CFR reflects its strong growth profile and high margins
and the company's market position operating some of the world's
largest data centers providing retail colocation and
interconnection services. The rating is also supported by its good
liquidity position, growing base of contracted recurring revenues,
patent protected technology, innovative data center design concepts
and value proposition that differentiate it from competitors. In
addition, the company has a solid asset base relative to its debt
load and owns the majority of its assets, which should allow for
significant operating leverage as the business scales. These
factors are offset by the company's small scale, geographic
concentration, moderate leverage and negative free cash flow
resulting from the high capital intensity required to support
growth. Moody's expects Switch to have negative free cash flow for
at least the next two years due to the capital investments to
support growth.

Moody's has assigned an SGL-2 speculative grade liquidity rating on
Switch primarily supported by its large cash balances and fully
available $500 million revolver despite an expectation of
substantially negative free cash flow. As of September 30, 2017,
Switch had $8 million cash on hand. Pro-forma for the IPO proceeds
and revolver paydown in October, Moody's estimates Switch's cash
balance increased by $346 million. Moody's anticipates the company
will rely upon its large cash balances to finance its free cash
flow deficit for the next 12-18 months. Moody's expects capital
spending will be over 80% of revenues for 2017, falling towards 60%
in 2018. However, Moody's notes that if liquidity becomes strained,
Switch can pull back on growth capital spending and estimates that
maintenance capex is less than 5% of revenues. The company also has
a quarterly dividend and an annual cash tax distribution that
negatively impact free cash flow.

The positive outlook is based on Moody's expectation that Switch's
leverage (Moody's adjusted) will approach 3x and that the company
will manage its capital program and liquidity prudently.

The B1 rating could be upgraded if leverage was sustained below
4.5x (Moody's adjusted) and free cash flow was positive, both on a
sustainable basis. The rating could be downgraded if liquidity
deteriorates or if leverage is sustained above 5.5x (Moody's
adjusted). Also, the ratings could face pressure if the company
engages in shareholder friendly activity that pressures its credit
metrics or liquidity.

The principal methodology used in these ratings was Communications
Infrastructure Industry published in September 2017.


THINK FINANCE: Claims Bar Date Set for March 1
----------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas set
March 1, 2018, at 4:00 p.m. (prevailing Eastern Time) as the last
date and time for entities or persons to file proofs of claim
against Think Finance LLC and its debtor-affiliates.

The Court also set April 23, 2018, at 4:00 p.m. (prevailing Eastern
Time) as the deadline for governmental units file proofs of claim
against the Debtors.

All proofs of claim must be filed at:

a) if via U.S. mail:

   Think Finance LLC Claims Center
   c/o American Legal Claims Services LLC
   PO Box 23650
   Jacksonville, FL 32241-3660

b) if vial delivery by hand, courier, or overnight service:

   Think Finance LLC Claims Center
   c/o American Legal Claim Services LLC
   5985 Richard St. STE 3
   Jacksonville, FL 32216

                        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 more than 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 North America, LLC 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.


TMTR HOLDINGS: Taps Langley & Banack as Legal Counsel
-----------------------------------------------------
TMTR Holdings, LLC received approval from the U.S. Bankruptcy Court
for the Western District of Texas to hire Langley & Banack, Inc. as
its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

William Davis, Jr., the attorney who will be handling the case,
will charge an hourly fee of $375.  His firm received a $5,000
retainer from the Debtor.

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

The firm can be reached through:

     William R. Davis, Jr.
     Langley & Banack, Inc.
     745 E. Mulberry, Suite 900
     San Antonio, TX 78212
     Phone: (210) 736-6600/(210) 253-7135
     Email: wrdavis@langleybanack.com

                      About TMTR Holdings LLC

TMTR Holdings, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-52797) on December 5,
2017.  Judge Craig A. Gargotta presides over the case.

At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $50,000 and liabilities of less than
$100,000.


TSC/GREEN ACRES: Seeks Approval of Deal Restricting Cash Use
------------------------------------------------------------
TSC/Green Acres Road, LLC and Merritt Lending, LLC, have reached an
agreement prohibiting the Debtor's use of cash collateral,
effective as of November 29, 2017.  TSC/Green Acres now asks the
U.S. Bankruptcy Court for the District of Maryland to approve its
stipulation with Merritt Lending and enter the consent order
regarding the use of cash collateral.

The Debtor represents that its assets, including cash, are subject
to the lien of Merritt Lending LLC.  As of Sept. 22, 2017, the
asserted aggregate principal indebtedness outstanding and owed to
Merritt Lending by the Debtor pursuant to the Loan Documents was
$1,086,313, exclusive of attorneys' fees and auctioneer fees.

The Debtor is expressly prohibited from using any profits,
offspring and/or proceeds of the Collateral that constitute
property of the Debtor's bankruptcy estate pursuant to Section 541
of the Bankruptcy Code.  This prohibition will cover the period
commencing Nov. 29, 2017 and will continue past Dec. 31, 2017 until
the Court enters an order granting any subsequent motion the Debtor
may file seeking use of cash collateral, which such motion may not
seek use of cash collateral prior to Jan. 15, 2018.

The Debtor's unauthorized use of Cash Collateral will result in the
Merritt Lending's right to seek, and the Debtor's waiver of any
right to contest, retrospective adequate protection with respect to
any diminution of its value in the Cash Collateral, including but
not limited to Merritt Lending's application for adequate
protection payments; replacement liens in favor of Merritt Lending
to the same extent, validity and priority as its liens as of the
Petition Date; and a super-priority administrative claim in favor
of Industrial to the extent of any diminution of the Cash
Collateral.

A full-text copy of the Debtor's Motion is available at

         http://bankrupt.com/misc/mdb17-25912-17.pdf  

                   About TSC/Green Acres and
                      TSC/Nester's Landing

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.

TSC/Green Acres Road, LLC and its affiliate TSC/Nester's Landing,
LLC filed separate Chapter 11 bankruptcy petitions (Bankr. D. Md.
Case Nos. 17-25912 and 17-25913, respectively) on Nov. 28, 2017.
Gerard McDonough, trustee for AN&J Family Trust, signed the
petitions.

TSC/Green Acres Road disclosed total assets of $2.57 million and
total liabilities of $2.60 million as of the bankruptcy filing.
TSC/Nester's Landing disclosed total assets of $1.89 million and
total liabilities of $1.69 million.

The Hon. David E. Rice presides over TSC/Green Acres' case, while
the Hon. Robert A. Gordon is assigned to TSC/Nester's Landing's
case.

David W. Cohen, Esq., at the Law Office of David W. Cohen, serves
as counsel to the Debtors.


UNIVERSAL HOSPITAL: Moody's Affirms B2 CFR; Outlook Remains Stable
------------------------------------------------------------------
Moody's Investors Service affirmed Universal Hospital Services,
Inc.'s Corporate Family Rating at B2 and its Probability of Default
Rating at B2-PD. Moody's also affirmed the B3 (LGD 4) rating
assigned to the company's senior secured notes due 2020 and the
company's SGL-2 Speculative Grade Liquidity rating. The rating
outlook is stable.

The affirmation of UHS' ratings reflects Moody's view that UHS will
continue to successfully execute its strategy to cross-sell its
suite of service offerings to customers across its rental, on-site
managed services, and clinical engineering businesses. These
services enable the company's customers, primarily acute hospitals,
to manage their medical equipment needs more efficiently. Moody's
expects successful execution of this strategy will result in
continued improvement in operating margins and reduction in capital
expenditures as a percentage of sales. The affirmation also
reflects the risk of shareholder friendly actions given UHS'
ownership by private equity sponsors and Moody's expectation that
debt/EBITDA will remain above five times.

The following ratings were affirmed:

Outlook Actions:

Issuer: Universal Hospital Services, Inc.

-- Outlook, Remains Stable

Affirmations:

Issuer: Universal Hospital Services, Inc.

-- Probability of Default Rating, Affirmed B2-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Corporate Family Rating, Affirmed B2

-- Senior Secured Notes, Affirmed B3 (LGD4)

RATINGS RATIONALE

UHS's B2 Corporate Family Rating reflects the company's high
leverage with debt/EBITDA expected to remain in excess of five
times over the next 12 to 18 months. The ratings also reflect the
company's moderate scale, with revenues slightly in excess of $500
million and limited free cash flow given its high (though
declining, as a percentage of revenue) capital expenditure
requirements. The ratings benefit from the company's national
footprint, the diversity of its customer base and the breadth of
products and services it offers to meet its client's needs. The
ratings also benefit from the company's good liquidity profile with
ample available liquidity under its asset based revolving credit
facility.

The stable rating outlook reflects Moody's views that the company
will continue to successfully execute its growth strategy which
will result in improved operating margins and free cash flow over
time. Moody's expects leverage will improve, primarily due to
earnings growth, but will remain above five times for at least the
next 12 to 18 months.

Ratings could be upgraded if the company continues to improve
performance such that debt/EBITDA is sustained below five times and
free cash flow to debt rises above 5% while maintaining a good
liquidity profile.

Ratings could be downgraded if weakening operating trends, or
material debt-financed acquisitions or shareholder distributions
result in debt/EBITDA that is sustained above 6 times. Ratings
could be downgraded if the company's liquidity profile were to
erode.

Headquartered in Minneapolis, MN Universal Hospital Services, Inc.
is a nationwide provider of health care technology management and
service solutions. UHS owns or manages more than 700,000 units of
medical equipment for more than 7,000 national, regional and local
acute care hospitals and alternate site providers across the U.S.
Revenues exceed $500 million.

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


US FLIGHT ACADEMY: January 3 Plan Confirmation Hearing
------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
approved the Disclosure Statement dated Oct. 4, 2017, referring to
US Flight Academy International, Inc.'s plan of reorganization.

The hearing on confirmation of the Plan will be held on January 3,
2018 at 1:30 p.m. The last day for filing written acceptances or
rejections of the Plan is on December 27, 2017. Written objections
to confirmation of the Plan must be filed and served by December
27.

          About US Flight Academy International, Inc.

US Flight Academy International, Inc., filed a Chapter 11
bankruptcy petition (Bankr. N.D. Tex. Case No. 16-10295) on Dec.
12, 2016, disclosing $100,000 to $500,000 million in both assets
and liabilities.  The petition was signed by its president, Jarle
Boe. The Debtor is represented by Charles Dick Harris, Esq., at the
Law Office of Dick Harris. Employ Heath Hughes, as accountant to
the Debtor, replacing Steven Stone.


UTEX INDUSTRIES: Moody's Hikes CFR to Caa1; Outlook Stable
----------------------------------------------------------
Moody's Investors Service upgraded UTEX Industries, Inc.'s
Corporate Family Rating (CFR) to Caa1 from Caa2, Probability of
Default Rating (PDR) to Caa1-PD from Caa2-PD and first lien debt
facilities to B3 from Caa1. Concurrently, UTEX's second lien term
loan was affirmed at Caa3. The rating outlook is stable.

"The rating upgrade is driven by UTEX's EBITDA and key credit
metrics improving from weak levels, due to the strengthening demand
and margins for UTEX's products used in hydraulic fracturing
services as upstream companies intensify their drilling
activities," said Amol Joshi, Moody's Vice President.

Issuer: UTEX Industries, Inc.

Upgrades:

-- Corporate Family Rating, Upgraded to Caa1 from Caa2

-- Probability of Default Rating, Upgraded to Caa1-PD from Caa2-
    PD

-- First lien revolving facility due 2019 Upgraded to B3 (LGD3)
    from Caa1 (LGD3)

-- First lien term loan due 2021 Upgraded to B3 (LGD3) from Caa1
    (LGD3)

Affirmations:

Second lien term loan due 2022 Affirmed at Caa3 (LGD5)

Outlook Actions:

-- Outlook, remains Stable

RATINGS RATIONALE

UTEX's Caa1 CFR reflects its small size, heavy debt burden and weak
credit metrics. At the same time, UTEX's revenues and EBITDA
continue to rebound from weak levels, leading to an expected
improvement in its credit metrics into 2018. The company's
performance is highly tied to rig activity in the US and is
dependent on upstream capital budgets. As the US rig count has
risen significantly after bottoming in mid-2016, UTEX has seen a
meaningful demand growth for its products. UTEX's exposure to
drilling and completions has increased profitability since
bottoming in 2016, from a combination of operating leverage and
manufacturing efficiencies with higher volumes from its customers.
UTEX EBITDA margins have improved significantly and its revenues
are returning to 2014 levels. While UTEX has adequate liquidity
through 2018, the company is expected to have increased working
capital requirements due to improved business conditions. UTEX
benefits from a low maintenance capital requirement, as well as not
having maintenance financial covenants that test unless revolver
usage exceeds $15 million.

UTEX's first lien credit facility is rated B3, one notch above the
Caa1 CFR, reflecting the facility's first lien position in the
priority of claim waterfall supported by junior debt cushion from
the second lien term loan. The first lien credit facility is
comprised of a revolving credit facility and a first lien term
loan. The Caa3 rating of the second lien term loan incorporates its
subordination to UTEX's first lien debt as well as its size
relative to the company's overall liability structure.

UTEX has adequate liquidity, supported by its cash balance and
Moody's expectation of improving cash flows into 2018. In November
2017, UTEX completed the acquisition of Energy Products LLC (EPI),
a distributor of pressure pumping products. UTEX funded the
acquisition primarily through an incremental first lien term loan
of $67 million, supplemented with some balance sheet cash and
equity. Pro forma for funding the EPI acquisition, UTEX had about
$13 million of cash as of September 30, 2017. Moody's expect modest
capital expenditure requirements, but working capital needs will
use some cash as improved upstream activity increases revenues from
relatively low levels. The company has a $50 million revolving
credit facility which matures in May 2019. However. the revolver
includes a springing first lien secured leverage ratio of 7.0 times
that comes into effect if usage under the facility exceeds 30%.
While the company's effective revolver availability has been
covenant-restricted to $15 million, revolver availability will
likely improve with increasing EBITDA in 2018. Until that happens,
Moody's expect the company to manage its revolver borrowings under
the $15 million threshold and fund itself primarily from internally
generated cash. The company has no near-term maturities except for
its revolver maturing in May 2019, and minimal first lien term loan
amortization ($4.75 million per annum).

The stable outlook reflects expectations of adequate liquidity and
improving credit metrics through 2018.

Ratings could be upgraded if the demand for hydraulic fracturing
services remains strong and improving cash flows reduce
Debt-to-EBITDA towards 4x. Maintaining adequate liquidity will also
be required for ratings to be upgraded.

Ratings could be downgraded if liquidity weakens with negative free
cash flow generation or if debt is purchased in the open market at
steep discounts to par value. EBITDA-to-interest falling below 1.5x
could also result in ratings being downgraded.

UTEX Industries, Inc., headquartered in Houston, Texas, is a
designer and manufacturer of highly engineered specialty sealing
and down-hole products primarily for the oil and gas industry. UTEX
was acquired by affiliates of Riverstone Holdings LLC in April
2013. In November 2017, UTEX completed the acquisition of Energy
Products LLC, a distributor of pressure pumping products.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in May 2017.


VALDERRAMA A/C: January 8 Disclosure Statement Hearing
------------------------------------------------------
Judge Karen K. Brown of the U.S. Bankruptcy Court for the Southern
District of Texas will convene a hearing on January 8, 2018 at
11:00 a.m. to consider approval of the disclosure statement filed
by Valderrama A/C Refrigeration, Inc. on September 18, 2017.

The last date to file and serve written objections to the
disclosure statement pursuant to Rule 3017(a) is fixed on January
4, 2018.

                About Valderrama A/C Refrigeration

Valderrama A/C Refrigeration, Inc., designs and installs commercial
refrigeration systems serving clients throughout the Greater
Houston area for more than 28 years.

Valderrama A/C Refrigeration sought Chapter 11 protection (Bankr.
S.D. Tex. Case No. 17-32091) on April 4, 2017, estimating assets
and liabilities of $1 million to $10 million. The petition was
signed by Dario Ciriaco, director. Judge Karen K. Brown is assigned
to the case.

The Debtor tapped William P Haddock, Esq., at Pendergraft & Simon
as lead bankruptcy counsel; Anne K. Ritchie, Esq., as special
counsel; and Jayson & Frisby as accountant.

No trustee has been appointed, nor is there currently pending any
motion for the appointment of a trustee.


VELOCITY HOLDING: Court Okays Proskauer Rose as Chapter 11 Counsel
------------------------------------------------------------------
Velocity Holding Company, Inc., and its debtor-affiliates sought
and obtained authority from the U.S. Bankruptcy Court for the
District of Delaware to employ Proskauer Rose LLP, as attorney to
the Debtors.

Velocity Holding requires Proskauer Rose to:

   a. advise the Debtors with respect to their powers and duties
      as debtors in possession in the continued management and
      operation of their businesses and properties;

   b. advise and consult on the conduct of these chapter 11
      cases, including all of the legal and administrative
      requirements of operating in chapter 11;

   c. attend meetings and negotiate with representatives of
      creditors and other parties in interest;

   d. take all necessary actions to protect and preserve the
      Debtors' estates, including prosecuting actions on the
      Debtors' behalf, defending any action commenced against the
      Debtors, and representing the Debtors in negotiations
      concerning litigation in which the Debtors are involved,
      including objections to claims filed against the Debtors'
      estates;

   e. prepare pleadings in connection with these chapter 11
      cases, including motions, applications, answers, orders,
      reports, and papers necessary or otherwise beneficial to
      the administration of the Debtors' estates;

   f. represent the Debtors in connection with obtaining
      authority to continue using cash collateral and
      postpetition financing;

   g. advise the Debtors in connection with any potential sale of
      assets;

   h. appear before the Court and any appellate courts to
      represent the interests of the Debtors' estates;

   i. advise the Debtors regarding tax matters;

   j. take any necessary action on behalf of the Debtors to
      negotiate, prepare, and obtain approval of a disclosure
      statement and confirmation of a chapter 11 plan and all
      documents related thereto; and

   k. perform all other necessary legal services for the Debtors
      in connection with the prosecution of these chapter 11
      cases, including: (i) analyzing the Debtors' leases and
      contracts and the assumption and assignment or rejection
      thereof; (ii) analyzing the validity of liens against the
      Debtors; and (iii) advising the Debtors on corporate and
      litigation matters.

Proskauer Rose will be paid at these hourly rates:

     Partners                 $935-$1,550
     Of Counsel               $935-$1,195
     Associates               $545-$1,075
     Paraprofessionals        $215-$460

Proskauer Rose will be paid a retainer in the amount of $75,000.

Proskauer Rose will also be reimbursed for reasonable out-of-pocket
expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Proskauer Rose represented the Debtors during the
              12-month period before the Petition Date, using the
              following hourly rates:

                 Partners             $935-$1,550
                 Of Counsel           $935-$1,195
                 Associates           $545-$1,075
                 Paraprofessionals    $215-$460

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Proskauer Rose is in the process of developing a
              prospective budget and staffing plan for the
              Debtors' review and approval. Furthermore,
              Proskauer Rose understands that the Debtors, along
              with the U.S. Trustee, will maintain active
              oversight of Proskauer Rose's billing practices.

Jeff J. Marwil, partner of Proskauer Rose LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Proskauer Rose can be reached at:

     Jeff J. Marwil, Esq.
     Paul V. Possinger, Esq.
     Christopher M. Hayes, Esq.
     Jeramy D. Webb, Esq.
     PROSKAUER ROSE LLP
     70 West Madison, Suite 3800
     Chicago, IL 60602
     Tel: (312) 962-3550
     Fax: (312) 962-3551
     E-mail: jmarwil@proskauer.com
             ppossinger@proskauer.com
             chayes@proskauer.com
             jwebb@proskauer.com

              About Velocity Holding Company, Inc.

Velocity Holding Company, Inc., doing business as Motorsport
Aftermarket Group -- http://www.maggroup.com/-- is an independent
wholesale distributor, designer, manufacturer, retailer, and
marketer of aftermarket parts, apparel, and accessories for the
powersports industry. The powersports industry is a subset of the
broader motorsports industry and consists of vehicles such as
motorcycles, all-terrain vehicles, "side-by-sides" or utility
terrain vehicles, and snowmobiles, among others. The MAG Group
office provides support in the areas of business development,
finance, sourcing, information technology, sales, marketing and
administration.

Velocity Holding Company, Inc., and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 17-12442) on Nov. 15,
2017, after reaching a deal that would transfer ownership of the
Company to the first lien lenders.

Velocity Holding estimated debt of $100 million to $500 million.

The Hon. Kevin J. Carey is the case judge.

In an Order dated December 12, 2017, the Bankruptcy Court approved
Proskauer Rose LLP as counsel to the Debtors; Cole Schotz P.C., as
Delaware Co-Counsel, Anthony C. Flanagan of AP Services, as chief
restructuring officer; and Donlin, Recano & Company, Inc., as
claims and noticing agent and administrative agent.  The Debtors
tap AlixPartners as restructuring advisor.


VELOCITY HOLDING: Donlin Recano Okayed as Administrative Advisor
----------------------------------------------------------------
Judge Kevin J. Carey granted Velocity Holding Company, Inc., and
its debtor-affiliates authority from the U.S. Bankruptcy Court for
the District of Delaware to employ Donlin Recano & Company, Inc.,
as administrative advisors to the Debtors.

Velocity Holding requires Donlin Recano to:

   a. assist with, among other things, solicitation, balloting,
      tabulation, and calculation of votes, if necessary, as well
      as preparing any appropriate reports, as required in
      furtherance of confirmation of any chapter 11 plan;

   b. generate an official ballot certification and testifying,
      if necessary, in support of the ballot tabulation results
      for any chapter 11 plan(s) in these cases;

   c. provide a confidential data room;

   d. provide assistance with preparation of the Debtors'
      schedules of assets and liabilities and statements of
      financial affairs, if necessary;

   e. generate, provide and assist with claims objections,
      exhibits, claims reconciliation and related matters;

   f. manage any distributions pursuant to any confirmed chapter
      11 plan in these chapter 11 cases; and

   g. provide such other claims processing, noticing,
      solicitation, balloting, and administrative services
      described in the Engagement Agreement, but not
      included in the Section 156(c) Application, as may be
      requested by the Debtors from time to time.

Donlin will be paid at these hourly rates:

     Senior Bankruptcy Consultant                 $175
     Case Manager                                 $150
     Technology/Programming Consultant            $95
     Consultant/Analyst                           $90
     Clerical                                     $45

Donlin will be paid a retainer in the amount of $50,000.  Donlin
will also be reimbursed for reasonable out-of-pocket expenses
incurred.

The Court also approved indemnification provisions for the firm.

Roland Tomforde, chief operating officer of Donlin Recano &
Company, Inc., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

Donlin can be reached at:

     Roland Tomforde
     DONLIN RECANO & COMPANY, INC.
     6201 15th Avenue
     Brooklyn, NY 11219
     Toll Free Tel: (800) 591-8236

              About Velocity Holding Company, Inc.

Velocity Holding Company, Inc., doing business as Motorsport
Aftermarket Group -- http://www.maggroup.com/-- is an independent
wholesale distributor, designer, manufacturer, retailer, and
marketer of aftermarket parts, apparel, and accessories for the
powersports industry. The powersports industry is a subset of the
broader motorsports industry and consists of vehicles such as
motorcycles, all-terrain vehicles, "side-by-sides" or utility
terrain vehicles, and snowmobiles, among others. The MAG Group
office provides support in the areas of business development,
finance, sourcing, information technology, sales, marketing and
administration.

Velocity Holding Company, Inc., and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 17-12442) on Nov. 15,
2017, after reaching a deal that would transfer ownership of the
Company to the first lien lenders.

Velocity Holding estimated debt of $100 million to $500 million.

The Hon. Kevin J. Carey is the case judge.

In an Order dated December 12, 2017, the Bankruptcy Court approved
Proskauer Rose LLP as counsel to the Debtors; Cole Schotz P.C., as
Delaware Co-Counsel, Anthony C. Flanagan of AP Services, as chief
restructuring officer; and Donlin, Recano & Company, Inc., as
claims and noticing agent and administrative agent.  The Debtors
tapped AlixPartners as restructuring advisor.


VELOCITY HOLDING: Hires Cole Schotz as Delaware Co-Counsel
----------------------------------------------------------
Velocity Holding Company, Inc., and its debtor-affiliates sought
and obtained authority from the U.S. Bankruptcy Court for the
District of Delaware to employ Cole Schotz P.C., as Delaware
Co-Counsel to the Debtors.

Velocity Holding requires Cole Schotz to:

   a) advise the Debtors with respect to their powers and duties
      as Debtors and Debtors in possession in the continued
      management and operation of their businesses and property;

   b) attend meetings and negotiating with representatives of
      creditors and other parties in interest; and advising and
      consulting on the conduct of the case, including all of the
      legal and administrative requirements of operating in
      chapter 11;

   c) take all necessary actions to protect and preserve the
      Debtors' estates, including the prosecution of actions on
      its behalf, the defense of actions commenced against their
      estates, negotiations concerning litigation in which the
      Debtors may be involved and objections to claims filed
      against the Debtors or their estates;

   d) prepare on behalf of the Debtors any necessary motions,
      applications, answers, orders, reports and other papers
      necessary to the administration of these Chapter 11 Cases;

   e) advise the Debtors in connection with the sale of any
      assets;

   f) appear before this Court, any appellate courts, and the
      U.S. Trustee for the District of Delaware (the "U.S.
      Trustee"), and protect the interests of the Debtors'
      estates before such courts and the U.S. Trustee; and

   g) perform all other necessary legal services and provide
      all other necessary or appropriate legal advice to the
      Debtors in connection with the Chapter 11 Cases.

Cole Schotz will be paid at these hourly rates:

     Members and Special Counsel       $435-$920
     Associates                        $260-$490
     Paralegals                        $175-$300
     Litigation Support Specialists    $295-$395

Prior to the Petition Date, Cole Schotz received a $100,000 initial
retainer from the Debtors, and a $60,000 additional retainer, for a
total of $160,000 for the planning, preparation of documents and
the firm's proposed post-petition representation of the Debtors,
and for the petition filing fees (in the amount of $32,623).

Of the retainer amount, $36,177.10 was applied to pay pre-petition
fees and expenses incidental to the preparation and filing of these
cases, and $32,623 in designated filing fees was used to pay the
actual filing fees. The remaining $91,199.90 constitutes a security
retainer for Cole Schotz's post-petition services, pursuant to the
Engagement Agreement.

Cole Schotz will also be reimbursed for reasonable out-of-pocket
expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Cole Schotz was retained by the Debtors pursuant to
              an engagement agreement dated October 31, 2017.
              Cole Schotz rates were increased, as of September
              1, 2017, in accordance with Cole Schotz's
              Established billing practices and procedures.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Cole Schotz is developing a prospective budget and
              staffing plan for the post-petition period that it
              will submit to the Debtors for approval. In
              accordance with the U.S. Trustee Guidelines, the
              budget may be amended as necessary to reflect
              changed or unanticipated developments.

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

Cole Schotz can be reached at:

     Norman L. Pernick, Esq.
     Patrick J. Reilley, Esq.
     COLE SCHOTZ P.C.
     500 Delaware Avenue, Suite 1410
     Wilmington, DE 19801
     Tel: (302) 652-3131
     Fax: (302) 652-3117
     E-mail: npernick@coleschotz.com
             preilley@coleschotz.com

              About Velocity Holding Company, Inc.

Velocity Holding Company, Inc., doing business as Motorsport
Aftermarket Group -- http://www.maggroup.com/-- is an independent
wholesale distributor, designer, manufacturer, retailer, and
marketer of aftermarket parts, apparel, and accessories for the
powersports industry. The powersports industry is a subset of the
broader motorsports industry and consists of vehicles such as
motorcycles, all-terrain vehicles, "side-by-sides" or utility
terrain vehicles, and snowmobiles, among others. The MAG Group
office provides support in the areas of business development,
finance, sourcing, information technology, sales, marketing and
administration.

Velocity Holding Company, Inc., and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 17-12442) on Nov. 15,
2017, after reaching a deal that would transfer ownership of the
Company to the first lien lenders.

Velocity Holding estimated debt of $100 million to $500 million.

The Hon. Kevin J. Carey is the case judge.

In an Order dated December 12, 2017, the Bankruptcy Court approved
Proskauer Rose LLP as counsel to the Debtors; Cole Schotz P.C., as
Delaware Co-Counsel, Anthony C. Flanagan of AP Services, as chief
restructuring officer; and Donlin, Recano & Company, Inc., as
claims and noticing agent and administrative agent.  The Debtors
tapped AlixPartners as restructuring advisor.


VELOCITY HOLDING: Taps Flanagan of AP Services as CRO
-----------------------------------------------------
Velocity Holding Company, Inc., and its debtor-affiliates won
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ AP Services LLC and designate the firm's Anthony
C. Flanagan as their chief restructuring officer.

Velocity Holding requires AP Services to:

   a. provide assistance to the financial function including,
      without limitation, assist the Debtors in (i) strengthening
      the core competencies in the finance organization,
      particularly cash management, planning, general accounting
      and financial reporting information management and (ii)
      formulation and negotiation with respect to a plan of
      reorganization;

   b. provide assistance to management in development of its
      revised business plan, and such other related forecasts as
      may be required by its lenders in connection with
      negotiations or by the Company for other corporate
      purposes;

   c. assist the Debtors' management and its professionals
      specifically assigned to source, negotiate and implement
      any financing, including debtor-in-possession and exit
      financing facilities, in conjunction with the Plan of
      Reorganization and the overall restructuring;

   d. assist management of the Debtor in the design,
      implementation and negotiation of a restructuring strategy
      designed to maximize enterprise value, taking into account
      the unique interests of key constituencies;

   e. prepare valuation analyses including liquidation and going
      concern valuations for use by management and the board of
      directors in assessing reorganization alternatives. Provide
      testimony to the bankruptcy court on valuation, if
      necessary;

   f. assist in preparing for and filing Bankruptcy Petitions,
      coordinating and providing administrative support for the
      proceeding and developing the Company's Plan of
      reorganization or other appropriate case resolution, if
      necessary;

   g. assist in managing the "working group" professionals who
      are assisting the Debtors in the reorganization process or
      who are working for the Company's various stakeholders to
      improve coordination of their effort and individual work
      product to be consistent with the Debtors' overall
      restructuring goals;

   h. assist in obtaining and presenting information required by
      parties in interest in the Debtors' bankruptcy process
      including official committees appointed by the Court and
      the Court itself;

   i. assist as requested in analyzing preferences and other
      avoidance actions;

   j. manage the claims and claims reconciliation processes;

   k. assist as requested in managing any litigation that may be
      brought against the Debtors in the Court;

   l. continue to assist management in reviewing and enhancing
      current cost reduction initiatives;

   m. assist management in designing and implementing a vendor
      management program focused on mitigating supply chain
      disruption and leveraging the chapter 11 process to
      obtain better economics. This will include communication,
      changes in terms and conditions, vendor claims related to
      reclamation, claims under section 503(b)(9) of the
      bankruptcy code and administration of Court orders such as
      critical trade vendors, lien holders and other orders;

   n. assist in negotiations with stakeholders and their
      representatives, potential acquirers of the Debtors assets,
      and with outside constituents including the banks and their
      advisors; and

   o. assist with such other matters as may be requested that
      fall within AP Services's expertise and that are mutually
      agreeable.

AP Services will be paid at these hourly rates:

     Managing Directors                 $960–$1,135
     Directors                          $745-$910
     Vice Presidents                    $550-$660
     Associates                         $380-$520
     Analysts                           $135-$365
     Paraprofessionals                  $250-$270

AP Services received an $800,000 retainer from the Debtors.  During
the 90-day period prior to the Petition Date, the Debtors paid AP
Services $2,297,800 in aggregate for professional services
performed and expenses incurred, including the retainer.

AP Services will also be reimbursed for reasonable out-of-pocket
expenses incurred.

The Court Order provides that no principal, employee or independent
contractor of APS and its affiliates will serve as director of any
of the Debtors while the bankruptcy case is underway.

The Order also provides that the Debtors are permitted to indemnify
those persons serving as executive officers on the same terms as
provided to the Debtors' other officesr and directors under the
corporate bylaws and applicable state law, along with insurance
coverage under the Debtors' D&O policy.  There shall be no
indemnification of APS or its affiliates.

Anthony C. Flanagan, managing director of AlixPartners, LLP, and
authorized representative of AP Services, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

AP Services can be reached at:

     Anthony C. Flanagan
     AP SERVICES, LLC
     909 Third Avenue
     New York, NY 10022
     Tel: (212) 490-2500
     Fax: (212) 490-2500

              About Velocity Holding Company, Inc.

Velocity Holding Company, Inc., doing business as Motorsport
Aftermarket Group -- http://www.maggroup.com/-- is an independent
wholesale distributor, designer, manufacturer, retailer, and
marketer of aftermarket parts, apparel, and accessories for the
powersports industry. The powersports industry is a subset of the
broader motorsports industry and consists of vehicles such as
motorcycles, all-terrain vehicles, "side-by-sides" or utility
terrain vehicles, and snowmobiles, among others. The MAG Group
office provides support in the areas of business development,
finance, sourcing, information technology, sales, marketing and
administration.

Velocity Holding Company, Inc., and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 17-12442) on Nov. 15,
2017, after reaching a deal that would transfer ownership of the
Company to the first lien lenders.

Velocity Holding estimated debt of $100 million to $500 million.

The Hon. Kevin J. Carey is the case judge.

In an Order dated December 12, 2017, the Bankruptcy Court approved
Proskauer Rose LLP as counsel to the Debtors; Cole Schotz P.C., as
Delaware Co-Counsel, Anthony C. Flanagan of AP Services, as chief
restructuring officer; and Donlin, Recano & Company, Inc., as
claims and noticing agent and administrative agent.  The Debtors
tapped AlixPartners as restructuring advisor.


VELOCITY HOLDINGS: Stoock, Young Conaway Represent Lenders
----------------------------------------------------------
Certain secured term loan lenders, or investment advisors or
managers of certain funds or accounts of secured term loan lenders,
who are (i) holders of loans issued pursuant to that certain first
lien credit agreement, and (ii) holders of loans issued pursuant to
that certain second lien credit agreement, submitted a verified
statement pursuant to Bankruptcy Rule 2019, stating that Stroock &
Stroock & Lavan LLP and Young Conaway Stargatt & Taylor, LLP, serve
as their counsel in the Chapter 11 bankruptcy case of Velocity
Holding Company, Inc., and its affiliates.

The First Lien Agreement by and among Velocity Pooling Vehicle,
LLC, Motorsport Aftermarket Group, Inc., and certain of their
affiliates, as borrowers and guarantors, Wilmington Trust, National
Association as administrative agent and as collateral agent, and
the lenders from time to time party thereto is dated as of May 14,
2014, and amended, restated, supplemented or otherwise modified
from time to time.  The Second Lien Credit Agreement by and among
Velocity, MAG, and certain of their affiliates, as borrowers,
Medley Capital, LLC (as successor to Credit Suisse AG) as
administrative agent, and the lenders from time to time party
thereto, is dated as of May 14, 2014, and amended, restated,
supplemented or otherwise modified from time to time.

In connection with the Debtors' bankruptcy filing, on Nov. 17,
2017, the Ad Hoc Group provided the Debtors with
debtor-in-possession financing pursuant to that certain senior
secured super-priority debtor-in-possession term loan facility in
an aggregate principal amount of up to $25 million pursuant to the
terms and conditions of that certain Senior Secured Super-Priority
Debtor in Possession Term Loan Credit Agreement, dated as of Nov.
17, 2017, by and among Velocity, MAG and certain of the Debtors as
borrowers, certain of the other Debtors as guarantors, Wilmington
Trust, and the lenders party thereto from time to time.  The Term
DIP Loans were made in accordance with, and as approved by, an
interim order of the Court.

In November 2016, certain members of the Ad Hoc Group retained
Stroock as counsel in connection with a potential restructuring of
the Debtors.  In October 2017, the Ad Hoc Group retained Young
Conaway as local counsel when informed by the Debtors that they
would pursue a reorganization in the U.S. Bankruptcy Court for the
District of Delaware.  

As of the filing of this Verified Statement, Stroock and Young
Conaway represent the Ad Hoc Group in connection with the Debtors'
Chapter 11 cases.

The Ad Hoc Group is composed of:

     a. AXA Investment Managers Inc.
        100 West Putnam Avenue, 4th Floor
        Greenwich, CT 06830

        Nature and Amount of Disclosable Economic Interest:
        $1,186,772.13 principal amount of Term DIP Loans
        $25,668,716.85 principal amount of Term Loans

     b. BlueMountain Capital Management, LLC
        BlueMountain CLO Management, LLC
        280 Park Avenue, 12th Floor
        New York, NY 10017

        Nature and Amount of Disclosable Economic Interest:
        $7,846,285.61 principal amount of Term DIP Loans
        $86,038,896.88 principal amount of Term Loans

     c. Contrarian Capital Management, LLC
        411 West Putnam Avenue
        Suite 425
        Greenwich, CT 06830

        Nature and Amount of Disclosable Economic Interest:
        $5,891,145 principal amount of Term DIP Loans
        $73,539,405 principal amount of Term Loans

        $2 million principal amount of Prepetition Second Lien
        Term Loans

     d. Monomoy Capital Management, LP
        600 Third Avenue, 27th Floor
        New York, NY 10016

        Nature and Amount of Disclosable Economic Interest:
        $7,590,942.56 principal amount of Term DIP Loans
        $83,238,918.62 principal amount of Term Loans

As of the date of Dec. 12, 2017, the Ad Hoc Group, both
collectively and through its individual members, does not represent
or purport to represent any other entities in connection with the
Debtors' Chapter 11 cases.

Stroock and Young Conaway have been advised by the members of the
Ad Hoc Group that, as of the filing of this Verified Statement, the
individual members of the Ad Hoc Group hold, or are the investment
advisors or managers for funds or accounts that hold, in the
aggregate, claims against or interests in the Debtors arising from
one or more of: (i) the Prepetition First Lien Credit Agreement,
(ii) the Prepetition Second Lien Credit Agreement, and (iii) the
Term DIP Credit Agreement.

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

A copy of the statement is available at:

             http://bankrupt.com/misc/dk000188-0000.pdf

The Firms can be reached at:

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

          -- and --

     Jayme T. Goldstein (admitted pro hac vice)
     Daniel P. Ginsberg (admitted pro hac vice)
     Matthew G. Garofalo (admitted pro hac vice)
     STROOCK & STROOCK & LAVAN LLP
     180 Maiden Lane
     New York, New York 10038
     Tel: (212) 806-5400
     Fax: (212) 806-6006

                About Velocity Holding Company

Velocity Holding Company, Inc., doing business as Motorsport
Aftermarket Group -- http://www.maggroup.com/-- is an independent
wholesale distributor, designer, manufacturer, retailer, and
marketer of aftermarket parts, apparel, and accessories for the
powersports industry.  The powersports industry is a subset of the
broader motorsports industry and consists of vehicles such as
motorcycles, all-terrain vehicles, "side-by-sides" or utility
terrain vehicles, and snowmobiles, among others.  The MAG Group
office provides support in the areas of business development,
finance, sourcing, information technology, sales, marketing and
administration.

Velocity Holding Company, Inc., and its affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 17-12442) on Nov. 15,
2017, after reaching a deal that would transfer ownership of the
Company to the first lien lenders.

Velocity Holding estimated debt of $100 million to $500 million.

The Hon. Kevin J. Carey is the case judge.

The Debtors tapped Proskauer Rose LLP as counsel; AlixPartners as
restructuring advisor; and Donlin, Recano & Company, Inc., as
claims and noticing agent.  The claims agent maintains the site
http://www.donlinrecano.com/vhc

Andrew Vara, acting U.S. trustee for Region 3, appointed five
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases.  Foley & Lardner LLP and Whiteford, Taylor
& Preston LLC serve as counsel to the Committee.


VWR CORP: S&P Withdraws 'B' CCR Amid Avantor Acquisition
--------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on VWR Corp.
to 'B' from 'BB-' and removed the rating from CreditWatch, where it
was placed with negative implications on May 8, 2017. The outlook
is stable.

S&P is subsequently withdrawing all of its ratings on the company
because all of VWR's debt has been redeemed.

The downgrade reflected Avantor Inc.'s acquisition of the company.
S&P affirmed its ratings, including the 'B' corporate credit
rating, on Avantor on Sept. 5, 2017, which incorporated the
debt-financed acquisition of VWR.

S&P subsequently withdrew all of its ratings on VWR because all of
its debt has been redeemed.


WESTINGHOUSE ELECTRIC: Sale of Sewickley Property for $2M Approved
------------------------------------------------------------------
Judge Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York authorized Westinghouse Electric Co.,
LLC and affiliates to sell approximately 206 acres of excess land
situated in Sewickley Township, Westmoreland County, Pennsylvania
to Westmoreland County Industrial Development Corp. ("WCIDC") for
$2 million.

A hearing on the Motion was held on Dec. 13, 2017.

The Debtors are authorized to enter into the Transaction and take
all reasonable and necessary steps to consummate the Transaction on
the terms and conditions set forth in the Purchase Agreement
subject to the terms and conditions of that certain DIP Facility
and orders approving same, among the Debtors as the borrower, and
Apollo as the lender and Citigroup Global Markets Inc. as the
issuing bank.

All liens imposed by the DIP Facility and the Final DIP Order (as
amended) on the Debtors' assets that are subject to the Transaction
will attach to the proceeds thereof with the same priority existing
prior to the consummation of the Transaction.

Notwithstanding Bankruptcy Rule 6004(h), the Order will be
immediately effective and enforceable upon its entry.

                   About Westinghouse Electric

Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components.  Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services.  Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology.  Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.

On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share).  After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.

Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March 29,
2017.  The petitions were signed by AlixPartners' Lisa J. Donahue,
chief transition and development officer.

The Debtors disclosed total assets of $4.32 billion and total
liabilities of $9.39 billion as of Feb. 28, 2017.

The Hon. Michael E. Wiles presides over the cases.

Weil, Gotshal & Manges LLP serves as counsel to the Debtors.  The
Debtors hired AlixPartners LLP as financial advisor; PJT Partners
Inc. as investment banker; Kurtzman Carson Consultants LLC as
claims and noticing agent; K&L Gates as special counsel; and KPMG
LLP as tax consultant and accounting and financial reporting
advisor.

Toshiba Nuclear Energy Holdings (UK) Ltd. is represented by Albert
Togut, Esq., Brian F. Moore, Esq., and Kyle J. Ortiz, Esq., at
Togut, Segal & Segal LLP.

On April 7, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Proskauer Rose LLP is
the committee's bankruptcy counsel, and Houlihan Lokey Capital,
Inc., serves as its investment banker.

The Board of Directors of Westinghouse appointed a special panel
called the U.S. AP1000 Committee to oversee the company's
activities related to certain AP1000 nuclear plants located in
Georgia and South Carolina.


WINNEBAGO INDUSTRIES: S&P Rates New $260MM Term Loan 'BB'
---------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '2'
recovery rating to Forest City, Iowa-based Winnebago Industries
Inc.'s new $260 million senior secured term loan (issued by
wholly-owned subsidiary Octavius Corp. and guaranteed by
Winnebago). The company recently closed a repricing of its prior
$300 million senior secured term loan due in 2021 ($280 million
outstanding prior to the refinancing transaction) by issuing a new
$260 million term loan and drawing $19.7 million on its existing
unrated $125 million asset-based revolving credit facility (ABL).

The company used the proceeds to retire outstanding balances drawn
under the prior facility. S&P said, "Although the transaction is
leverage neutral, the 'BB' rating on the new term loan is higher
than the 'BB-' rating on the prior term loan because recovery
prospects improve for secured lenders due to a lower level of
assumed outstanding borrowings in our simulated default scenario.
This is because our recovery analysis already assumes that the ABL
is 60% drawn at default, so the lower term loan borrowings under
the new loan results in an assumed decrease in the estimate of
secured debt outstanding at default. The '2' recovery rating
reflects our expectation for substantial (70%-90%; rounded
estimate: 75%) recovery for lenders in the event of a default."

The 'BB-' corporate credit rating and stable outlook are unchanged.
S&P anticipates lower interest rates on the new loan would likely
improve EBITDA interest coverage under its base-case forecast for
2018 to above 8x from the mid-7x area.  

RECOVERY ANALYSIS

Key analytical factors

S&P said, "Our '2' recovery rating and 'BB' issue- level rating on
Winnebago's new senior secured term loan indicate our expectation
for substantial (70%-90%; rounded estimate: 75%) recovery for
investors in the event of a default. Our simulated default scenario
contemplates a default occurring in 2021, reflecting a substantial
decline in cash flow due to a prolonged economic downturn and
decline in consumer credit availability, the combination of which
significantly reduces demand for the company's RVs.

"We assume a reorganization following the default, using an
emergence EBITDA multiple of 6x to value the company, reflecting
Winnebago's iconic brand, which we believe warrants a better
multiple compared to other rated leisure manufacturers. We assume
that 60% of the unrated $125 million ABL is drawn at the time of
default.

Simplified waterfall

-- Emergence EBITDA: $49 million
-- Multiple: 6x
-- Gross recovery value: $292 million
-- Net enterprise value (after 5% admin. costs): $277 million
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated priority ABL claim: $77 million
-- Net enterprise value available to term loan lenders: $201
million
-- Estimated secured term loan claim: $255 million
    —Recovery expectations: 70% to 90% (rounded estimate: 75%)
All debt amounts include six months of prepetition interest.

RATINGS LIST

  Winnebago Industries Inc.
   Corporate Credit Rating             BB-/Stable/--

  New Rating

  Octavius Corp.
  Senior Secured
   $260 million term loan due 2023     BB
    Recovery Rating                    2 (75%)


XCELERATED LLC: Sets Bidding Procedures for All Assets
------------------------------------------------------
Xcelerated, LLC, asks the U.S. Bankruptcy Court for the Eastern
District of Kentucky to authorize the bidding procedures in
connection with the sale of substantially all assets to successful
bidder.

A hearing on the Motion is set for Dec. 21, 2017 at 9:00 a.m.
(ET).

The Debtor purchased its business from 621 Holdings, Inc., formerly
known as Xcelerated Investments, Inc. in exchange for $2,472,664,
which was fully financed by the Noteholder and which accrues
interest at a rate of 4% per annum.  Its obligation to the
Noteholder is reflected in the Promissory Note dated Oct. 31, 2015.
The Debtor's obligations to the Noteholder are secured by a lien
on its assets, but significantly, not on its cash or accounts
receivable.

The Note provides that the Debtor will satisfy its obligation to
the Noteholder in 35 equal monthly payments of $70,000 beginning on
Jan. 1, 2016 with a maturity date of Dec. 1, 2018.  As of the
Petition Date, the Debtor has an outstanding obligation to the
Noteholder in the amount of $2,472,506.

On the Petition Date, the Debtor filed its Initial Sale Motion,
which identified Direct Performance Data, Inc. as the stalking
horse
bidder.  Authenticom, Inc., an affiliate of the Noteholder and one
of the Debtor's largest unsecured creditors, as well as M1 Data and
Analytics, LLC objected to the Initial Sale Motion.  On July 13,
2017, at the continued hearing on the Sale Motion, the Debtor's
counsel informed the Court that the Debtor was negotiating with
these objecting creditors and Direct Performance Data, Inc. in an
attempt to arrive at agreeable sales procedures terms.

The Debtor subsequently learned that Authenticom and the Noteholder
had reached an agreement in principle to sell their claims against
the Debtor to M1, which intended to use such claims to acquire the
Debtor's business as a going-concern.  On July 28, 2017, the Debtor
thereafter filed its M1 Sale Motion seeking approval of the sale to
M1.  Unfortunately, the deal for the sale of the claims of
Authenticom and the Noteholder to M1 fell through on the eve of the
Aug. 2, 2017 hearing on the M1 Sale Motion.

The Debtor has since evaluated and considered all options for
reorganization and/or a sale, and has been in ongoing discussions
with creditors regarding potential options for resolving the
Chapter 11 Case.  As a result of those discussions, the Debtor now
seeks to pursue a sale of substantially all of its assets without
any stalking-horse bidder identified and a longer marketing
timeline in order to generate additional interest in the Debtor's
business.

The Debtor wishes to complete a Sale of substantially all of its
assets, which comprise, among other things, but not limited to the
following: all tangible assets, inventory, supplies,
specifications, equipment, work in progress, pending orders, the
DataVast application and database, all intellectual property,
software, telephone numbers, URLs, websites, domain names, the
Contracts, all deposits under contracts, all formulas, business
methodology, goodwill, client contact lists, client records and
files, names of the Debtor used in the Debtor's business, all
permits, licenses and prepaid expenses relating to the Purchased
Assets, and all other assets or business "know how" used in the
operation of the Business, wherever located, and all goodwill
associated with the Debtor's business and the Purchased Assets.
The Purchased Assets will be sold free and clear of any liens,
security interests, claims, charges or encumbrances.

In order to insure the highest and best offer for its assets, the
Debtor has developed the Bidding Procedures as a means of allowing
competitive bidding.

The salient terms of the Bidding Procedures are:

     a. Bid Deadline: March 14, 2018 at 5:00 p.m. (ET)

     b. Deposit: 10% of the cash amount of the Potential Bidder's
bid

     c. Auction: Subject to the Court's approval, the Auction will
take place March 19, 2018 at 10:00 a.m. (ET) at the offices of
Bingham Greenebaum Doll LLP, 3500 PNC Tower, 101 S. 5th Street,
Louisville, Kentucky.

     d. Closing: April 16, 2018

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

     http://bankrupt.com/misc/Xcelerated_LLC_105_Sales.pdf

The Debtor will ask the Court to authorize it to assume and assign
certain Contracts and Leases.  In the interim, the Debtor will
serve the Bid Procedures and the Cure Notice upon each counterparty
to the Assumed Executory Contracts by no later than seven days
following entry of the Bid Procedures Order.  The Cure Amount
Objection deadline is March 31, 2018.

The Debtor believes that the value its bankruptcy estate -- and,
thus, its creditors -- will receive for the Sale of the Purchase
Assets as a going concern exceeds any value its bankruptcy estate
could get for the Purchased Assets if the Debtor were required to
liquidate its assets piecemeal.  Accordingly, it asks the Court to
approve the relief sought.

The Debtor asks that the Court waives the 14-day stay period under
Bankruptcy Rules 6004(h) and 6006(d) or, in the alternative, if an
objection to the Sale is filed, reduce the stay period to the
minimum amount of time needed by the objecting party to file its
appeal.

                    About Xcelerated LLC

Xcelerated, LLC -- http://www.xcelerated.com-- is a provider of
data hygiene and data enhancement services including Black Book,
Blue Book, C.A.R.S. and AutoVINdication.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Ky. Case No. 17-20886) on June 29, 2017.  Pam
Lang, its managing member, signed the petition.

At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of $1 million to $10 million.

Bingham Greenebaum Doll LLP is the Debtor's bankruptcy counsel.

The Hon. Gregory R. Schaaf presides over the case.


YIELD10 BIOSCIENCE: Amends Prospectus on 808,080 Units Offering
---------------------------------------------------------------
Yield10 Bioscience, Inc., filed with the Securities and Exchange
Commission an amended Form S-1 registration statement relating to
the offering of 808,080 Class A Units, with each Class A Unit
consisting of one share of common stock, par value $0.01 per share,
and a warrant to purchase 0.5 shares of the Company's common stock
at an assumed public offering price of $1.98 per Class A Unit, the
last reported sale price of its common stock on The Nasdaq Capital
Market on Dec. 6, 2017.  Each warrant included in the Class A Units
entitles its holder to purchase 0.5 shares of common stock (which
equates to 50% warrant coverage on the shares purchased in this
offering) at an exercise price per share of $[___].

The Company is also offering to those purchasers whose purchase of
its Class A Units in this offering would result in the purchaser,
together with its affiliates and certain related parties,
beneficially owning more than 4.99% (or, at the election of the
purchaser, 9.99%) of its outstanding common stock following the
consummation of this offering, the opportunity to purchase, if they
so choose, in lieu of the number of Class A Units that would result
in ownership in excess of 4.99% (or, at the election of the
purchaser, 9.99%), Class B Units.  Each Class B Unit will consist
of one share of its Series A Preferred Stock, par value $0.01 per
share, convertible into 505 shares of common stock and 253 warrants
to purchase shares of its common stock at a public offering price
of $1,000 per Class B Unit.  Each warrant included in the Class B
Units entitles its holder to purchase a number of shares equal to
50% of the common stock underlying each share of Series A Preferred
Stock at an exercise price per share of
$[____].  Based on the last reported sale price of the Company's
Common Stock of $1.98 per share, the Series A Preferred Stock
included in the Class B Units will be convertible into an aggregate
total of 3,232,323 shares of Common Stock and the Warrants included
in the Class B Units will be exercisable for an aggregate total of
1,616,161 shares of Common Stock.

The Class A Units and Class B Units have no stand-alone rights and
will not be certificated or issued as stand-alone securities.  The
shares of common stock, Series A Preferred Stock and warrants
comprising such units are immediately separable and will be issued
separately in this offering.  The underwriters have the option to
purchase additional shares of common stock and/or warrants to
purchase shares of common stock to cover over-allotments, if any,
at the price to the public less the underwriting discounts and
commissions.  The over-allotment option may be used to purchase
shares of common stock, or warrants, or any combination thereof, as
determined by the underwriters, but such purchases cannot exceed an
aggregate of 15% of the number of shares of common stock (including
the number of shares of common stock issuable upon conversion of
shares of Series A Preferred Stock) and warrants sold in the
offering.  The over-allotment option is exercisable for 45 days
from the date of this prospectus.

The Company's common stock is listed on The Nasdaq Capital Market
under the symbol "YTEN."  On Dec. 6, 2017, the last reported sale
price for its common stock was $1.98 per share.  The price of the
Company's common stock on The Nasdaq Capital Market during recent
periods will only be one of many factors in determining the public
offering price.  

A full-text copy the amended prospectus is available at:

                      https://is.gd/JbBzKd

                    About Yield10 Bioscience

Yield10 Bioscience, Inc. -- http://www.yield10bio.com/-- is
focused on developing new technologies to achieve step-change
improvements in crop yield to enhance global food security.
Yield10 has an extensive track record of innovation based around
optimizing the flow of carbon in living systems.  Yield10 leverages
its technology platforms and unique knowledge base to design
precise alterations to gene activity and the flow of carbon in
plants to produce higher yields with lower inputs of land, water or
fertilizer.  Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and rice.
Yield10 is headquartered in Woburn, MA and has an Oilseeds center
of excellence in Saskatoon, Canada.  For more information about the
company, please visit www.yield10bio.com.

Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015.  As of Sept. 30, 2017, Yield10 had $5.57
million in total assets, $3.02 million in total liabilities and
$2.54 million in total stockholders' equity.

RSM US LLP, in Boston, Massachusetts, issued a "going concern"
opinion on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that the Company has suffered recurring
losses from operations and has insufficient capital resources,
which raises substantial doubt about its ability to continue as a
going concern.


YIELD10 BIOSCIENCE: Grants Research License to Monsanto
-------------------------------------------------------
Yield10 Bioscience, Inc., has granted a non-exclusive research
license to Monsanto Company to evaluate its novel C3003 and C3004
yield traits in soybean.  Under the license, Monsanto plans to
research both traits within its soybean pipeline as a strategy to
improve plant yields.  Yield10 Bioscience is focused on "building
better plants" by developing proprietary, breakthrough technologies
that produce higher yields in major food and feed crops to enhance
global food security using lower inputs of land, water and
fertilizer.

Yield10's "Smart Carbon Grid for Plants" advanced metabolic
engineering technology platform incorporates sourcing of new
metabolic functionality from non-plant systems with sophisticated
models of carbon-flux pathways to identify gene targets that
enhance carbon capture from photosynthesis and regulate the flow of
carbon to seed.  Derived from algae, C3003 represents the lead
plant trait in this platform. C3004, another platform trait, is
believed to play a role in carbon partitioning.  Monsanto plans to
conduct research with C3003 and C3004 individually and in
combination to evaluate the effectiveness of the trait stack.

"The early development work with C3003 and C3004 in oilseeds and
the mechanisms are very interesting, and we are excited to have the
opportunity to explore the potential of these yield traits in
soybean," said Janice Edwards, Ph.D., director, Yield Traits and
Disease, Monsanto.  "We are also impressed by Yield10's metabolic
engineering and advanced carbon flux modeling capabilities, as
Monsanto is committed to developing solutions that meet farmers'
important needs, while positively affecting modern agriculture's
carbon footprint and overall sustainability."

"Monsanto is a worldwide leader in soybean research, and we are
pleased that they have chosen Yield10 and our novel C3003 and C3004
traits for integration into their soybean program," said Oliver
Peoples, Ph.D., chief executive officer of Yield10.  "The Yield10
team looks forward to supporting Monsanto with further insights
from our research to contribute to their R&D success with the
technology."

Soybean is an oilseed crop used for animal feed, food, and food
additives.  It is the second highest value agricultural crop in the
United States with the 2016 harvest estimated at over 4.31 billion
bushels (USDA1) and a value of approximately $41 billion. Soybeans
are widely cultivated in North and South America where a majority
of the seed that is grown is genetically modified for crop
enhancements, such as increased yield or pest resistance. Demands
for agriculture are growing and evolving with a growing global
population, rising middle class and shifting diets.  As a result,
increases in commodity crop yields are needed to keep pace with
growing global demand for food security as well as to increase crop
yield on agriculture's existing footprint.

             Background on Novel Yield Gene Trait C3003

Yield10's C3003 novel yield gene trait is part of a system in algae
that enables carbon fixation in low CO2 environments and appears to
be a unique gene that impacts photorespiration, a biochemical
pathway in C3 photosynthetic plants which is responsible for
significant losses in yield.  The purpose of increased seed yield
is to enable farmers to increase the productivity of their land.
Yield10 is progressing the introduction of C3003 as well as
improvements to the C3003 trait, in Camelina, canola, soybean and
rice, and expects to report additional results from a number of
these activities throughout 2017 and 2018.

                    About Yield10 Bioscience

Yield10 Bioscience, Inc. -- http://www.yield10bio.com/-- is
focused on developing new technologies to achieve step-change
improvements in crop yield to enhance global food security.
Yield10 has an extensive track record of innovation based around
optimizing the flow of carbon in living systems.  Yield10 leverages
its technology platforms and unique knowledge base to design
precise alterations to gene activity and the flow of carbon in
plants to produce higher yields with lower inputs of land, water or
fertilizer.  Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and rice.
Yield10 is headquartered in Woburn, MA and has an Oilseeds center
of excellence in Saskatoon, Canada.  

Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015.  

As of Sept. 30, 2017, Yield10 had $5.57 million in total assets,
$3.02 million in total liabilities and $2.54 million in total
stockholders' equity.

RSM US LLP, in Boston, Massachusetts, issued a "going concern"
opinion on the consolidated financial statements for the year ended
Dec. 31, 2016, noting that the Company has suffered recurring
losses from operations and has insufficient capital resources,
which raises substantial doubt about its ability to continue as a
going concern.


[^] BOOK REVIEW: The Money Wars
-------------------------------
Author:     Roy C. Smith
Publisher:  Beard Books
Softcover:  370 pages
List Price: $34.95
Review by David Henderson

Get your own personal today at
http://www.amazon.com/exec/obidos/ASIN/1893122697/internetbankrupt

Business is war by civilized means.  It won't get you a tailhook
landing on an n aircraft carrier docked in San Diego, but the
spoils of war can be glorious to behold.

Most executives do not approach business this way.  They are
content to nudge along their behemoths, cash their options, and
pillage their workers.  This author calls those managers "inertia
ridden."  He quotes Carl Icahn describing their companies as run
by "gross and widespread incompetent management."

In cycles though, the U.S. economy generates a few business
warriors with the drive, or hubris, to treat the market as a
battlefield.  The 1980s saw the last great spectacle of business
titans clashing.  (The '90s, by contrast, was an era of the
investment banks waging war on the gullible.)  The Money Wars is
the story of the last great buyout boom.  Between 1982 and 1988,
more than ten thousand transactions were completed within the U.S.
alone, aggregating more than $1 trillion of capitalization.

Roy Smith has written a breezy read, traversing the reader through
an important piece of U.S. history, not just business history. Two
thirds of the way through the book, after covering early twentieth
century business history, the growth of financial engineering
after WWII, the conglomerate era, the RJR-Nabisco story, and the
financial machinations of KKR, we finally meet the star of the
show, Michael Milken.  The picture painted by the author leads the
reader to observe that, every now and then, an individual comes
along at the right time and place in history who knows exactly
where he or she is in that history, and leaves a world-historical
footprint as a result.  Whatever one may think of Milken's ethics
or his priorities, the reader will conclude that he is the
greatest financial genius this country has produced since J.P.
Morgan.

No high-flying financial era has ever happened in this country
without the frothy market attracting common criminals, or in some
cases making criminals out of weak, but previously honest men (and
it always seems to be men).  Something there is about testosterone
and money.  With so many deals being done, insider trading was
inevitable.  Was Michael Milken guilty of insider trading?
Probably, but in all likelihood, everybody who attended his lavish
parties, called "Predators' Balls," shared the same information.
Why did the Justice Department go after Milken and his firm,
Drexel Burnham Lambert with such raw enthusiasm?  That history has
not yet been written, but Drexel had created a lot of envy and
enemies on the Street.

When a better history of the period is written, it will be a study
in the confluence of forces that made Michael Milken's genius
possible: the sclerotic management of irrational conglomerates, a
ready market for the junk bonds Milken was selling, and a few
malcontent capitalist like Carl Icahn and Ted Turner, who were
ready and able to wage their own financial warfare.

This book is a must read for any student of business who did not
live through any of these fascination financial eras.

Roy C. Smith is a professor of entrepreneurship, finance and
international business at NYU, and teaches on the faculty there of
the Stern School of Business.  Prior to 1987, he was a partner at
Goldman Sachs.  He received a B.S. from the Naval Academy in 1960
and an M.B.A. from Harvard in 1966.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
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Each Tuesday edition of the TCR contains a list of companies with
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Don't be fooled.  Assets, for example, reported at historical cost
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then-ending.

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Point your Web browser to http://TCRresources.bankrupt.com/and use
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                            *********

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

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

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

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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