/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/180126.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, January 26, 2018, Vol. 22, No. 25 Headlines ABRAXAS PETROLEUM: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B ACHQ INC: Final Cash Use Order Entered, 6-Month Budget Okayed ADVANCE LAWN: Taps Skinner Law Firm as Legal Counsel AJ HOME HEALTH: Wants Patient Care Ombudsman Appointment Waived AMERICOLD REALTY: Moody's Withdraws B2 Corporate Family Rating AMERICOLD REALTY: S&P Affirms Then Withdraws 'B+' CCR ARMSTRONG ENERGY: Secured Noteholders Group Members at Nov. 28 ATLANTICA YIELD: S&P Raises CCR to 'BB' on Improved Management AUTO STRAP: Allowed to Use Cash Collateral Through May 31 AVENUE SHOPPES: Hires Scott V. Goldstein as Special Counsel AVIS BUDGET: DBRS Confirms 'BB' Issuer Rating, Trend Stable BELK INC: Bank Debt Trades at 16% Off BON-TON STORES: Egan-Jones Lowers Sr. Unsecured Debt Ratings to C BORINQUEN ANESTHESIA: Patient Care Ombudsman Ordered CASTILLO I PARTNERSHIP: Hires Mark E. Goodfriend as Counsel CEC ENTERTAINMENT: Bank Debt Trades at 4.94% Off CENVEO INC: Egan-Jones Lowers Sr. Unsecured Ratings to CC CHARMING CHARLIE: Clark Hill Represents Vestar Entities CHRESTOTES INC: May Use Up to $27,000 of Estate Funds for Roofing COBALT INT'L: Aristeia, Other Noteholders Hire Akin Gump COBALT INT'L: Milbank, Cole Schotz Represent Unsec. Noteholders COBALT INT'L: Taps Houlihan Lokey as Financial Advisor COBALT INT'L: Taps Zack A. Clement as Local Counsel COMMERCIAL METALS: Egan-Jones Lowers Sr. Unsecured Ratings to BB+ COMMUNITY HEALTH: Bank Debt Trades at 3.47% Off CORRECT CLAIM: Garman Turner Represents Buena Vista Entities CRESTOR GLOBAL: Hires Joyce W. Lindauer as Counsel CROSS-DOCK SOLUTIONS: Ch. 11 Trustee Hires Bederson as Accountant CROSS-DOCK SOLUTIONS: Ch. 11 Trustee Hires Greenbaum as Attorney CVS HOLDINGS: Moody's Assigns B3 CFR; Outlook Stable DAVID JOHN ROSSEN: Asks Court to Waive Appointment of PCO DAVID'S BRIDAL: Bank Debt Trades at 11.25% Off DEL MONTE: Bank Debt Trades at 17.45% Off DENTON DOUGH: Hires Greg Williams as Tax Service Provider DIAMONDBACK ENERGY: Moody's Rates New $250MM Sr. Unsec. Notes B1 ENDEMOL ENTERTAINMENT: Bank Debt Trades at 2.94% Off F.M.C. MARKET: Hires Rattet as Counsel After Gordon-Oliver Exit FAITH CHRISTIAN: Taps Silva Law as Legal Counsel FAT FACE: Bank Debt Trades at 16.31% Off FIRST DATA: Egan-Jones Lowers LC Commercial Paper Rating to B FLO'S LLC: Hires Restaurant Brokers as Valuation Expert FRANCHISE SERVICES: Dismissal Order Okayed for Direct Appeal FRONTIER COMMUNICATIONS: Bank Debt Trades at 3.50% Off GAMESTOP CORP: S&P Alters Outlook to Neg on Weak Credit Metrics GENERAL NUTRITION: Bank Debt Trades at 18.92% Off GLOBAL KNOWLEDGE: Bank Debt Trades at 18.67% Off GNC CORP: Egan-Jones Lowers Sr. Unsecured Debt Ratings to CCC GOODWILL INDUSTRIES: Taps Piercy Bowler as Accountant, Auditor GST AUTOLEATHER: Dickinson Wright, Womble Represent FCA, et al. HEALOGICS: Bank Debt Trades at 13.17% Off HIGHVEST CORP: Seeks Authorization to Use Cash Collateral HUNTSMAN CORP: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB+ INGRAM MICRO: Protective Provisions Support Moody's Ba1 CFR INTERNATIONAL SHOPPES: Hires Goldstein as Special Counsel J+T LLC: Taps BransonLaw as Legal Counsel JC PENNEY: Bank Debt Trades at 4.08% Off JO-ANN STORES: Bank Debt Trades at 2.75% Off KAIROS LLC: Smith Debnam Represents Ascentium, First South LEGACY RESERVES: Moody's Revises PDR to Caa2-PD/LD LEVEL III TRADING: Successor Litigation Trustee, Extension Sought LIFE SETTLEMENTS: U.S. Trustee Unable to Appoint Committee LIONBRIDGE TECHNOLOGIES: S&P Alters Outlook to Neg & Affirms CCR LOCKWOOD INTERNATIONAL: Case Summary & 20 Top Unsecured Creditors LUCID ENERGY: Moody's Assigns B2 CFR; Outlook Positive MACAVITY COMPANY: Hires Polsinelli as General Bankruptcy Counsel MAPLE HEIGHTS, OH: Moody's Confirms B3 Issuer Rating MAYFAIR-CORCORAN: Receiver Seeks Cash Pending Sale Closing MAYFAIR-HAWAII: Receiver Needs Cash Through Sale Closing Date MINISTERIOS ENCUENTRO: Hires Ralph Sellers as Appraiser MORAN FOODS: Bank Debt Trades at 19.83% Off MURRAY ENERGY: Bank Debt Trades at 10.37% Off NUSTAR ENERGY: Egan-Jones Lowers Sr. Unsecured Ratings to BB+ ORWELL TRUMBULL: Hires Kravitz Brown as Special Counsel ORWELL TRUMBULL: Hires Wuliger to Attend to Lawsuits OSTEON MERGER: Moody's Assigns B2 Corporate Family Rating PALACE ATLANTA: Taps Medley & Associates as Legal Counsel PETROLEUM GEO-SERVICES: Bank Debt Trades at 15.96% Off PETSMART INC: Bank Debt Trades at 18.05% Off PHILADELPHIA ENERGY: Moody's Lowers PDR to 'D' Amid Bankr. Filing PHILADELPHIA ENERGY: S&P Cuts CCR to 'D' on Bankruptcy Filing POPI TRADING: Hires Jeremy S. Sussman as Counsel PRESTIGE BRANDS: S&P Affirms 'B+' CCR, Outlook Negative PUERTO RICO: Governor Moves to Privatize PREPA R.R. DONNELLEY ARGENTINA: Chapter 15 Case Summary RED RIVER TIC: Taps Buddy D. Ford as Legal Counsel RENTECH INC: Egan-Jones Lowers Sr. Unsecured Debt Ratings to D RISE ENTERPRISE: Hires Efrain Tirado Appraisal as Appraiser ROTINI INC: Taps Gilman & Edwards as New Legal Counsel SCIENTIFIC GAMES: Moody's Affirms B2 CFR, Rates Term Loan B5 'Ba3' SCIENTIFIC GAMES: S&P Affirms 'B' CCR on New Financing Transaction SEARS HOLDINGS: S&P Cuts CCR to 'CC' on Announced Debt Exchange SEASTAR HOLDINGS: U.S. Trustee Forms 2-Member Committee SENIOR CARE GROUP: Okayed to Use $70,000 Cash for Smoky Ridge SERTA SIMMONS: Bank Debt Due 2023 Trades at 18.84% Off SERTA SIMMONS: Bank Debt Due 2024 Trades at 11.50% Off SKILLSOFT CORP: Bank Debt Trades at 2.96% Off SKYPATROL LLC: Hires Frankel as Special Litigation Counsel SOLID ESTATE INVESTMENTS: Taps Slipakoff & Slomka as Legal Counsel SOUTHSIDE CHURCH: Case Summary & 2 Unsecured Creditors SPORTS ZONE: U.S. Trustee Unable to Appoint Committee ST. JOHN TRUCKING: Taps The Cooper Law Firm as Legal Counsel STARWOOD PROPERTY: Moody's Assigns Ba3 Sr. Unsecured Notes Rating STARWOOD PROPERTY: S&P Rates New $400MM Unsecured Notes 'BB-' SUPER QUALITY CLEANERS: U.S. Trustee Unable to Appoint Committee TITAN INT'L: Egan-Jones Cuts Sr. Unsecured Debt Ratings to CCC+ TRI-STAR CONSTRUCTION: Taps Totaro & Shanahan as Legal Counsel TRUE PRODUCTS: Taps Buddy D. Ford as Legal Counsel TSC/GREEN ACRES: U.S. Trustee Unable to Appoint Committee TSC/JMJ SNOWDEN: Hires KLNB LLC as Real Estate Broker UNIFIED GRAPHICS: Hires FisherBroyles as Counsel US SILICA: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB UW OSHKOSH FOUNDATION: Hires First Weber as Real Estate Broker VESTER INVESTMENTS: Hires Markus Williams as Counsel VICTORY CAPITAL: Moody's Hikes Corporate Family Rating to B1 WALL ST. RECYCLING: GMSI and CJL Seek Appointment of Ch. 11 Trustee WELD NORTH EDUCATION: S&P Assigns 'B-' CCR on Proposed Refinancing WINDSOR MARKETING: Court Signs 1st Interim Cash Collateral Order WWLC INVESTMENT: Taps Palmer & Manuel to Handle Appeal [^] BOOK REVIEW: The Rise and Fall of the Conglomerate Kings ********* ABRAXAS PETROLEUM: Egan-Jones Hikes Sr. Unsec. Debt Ratings to B ---------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 9, 2018, raised the foreign currency and local currency senior unsecured ratings issued by Abraxas Petroleum Corp. to B from B-. Based in San Antonio, Texas, Abraxas Petroleum Corporation is an independent energy company engaged in the acquisition, exploitation, development, and production of oil and gas properties in the United States. ACHQ INC: Final Cash Use Order Entered, 6-Month Budget Okayed ------------------------------------------------------------- Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida entered a final order authorizing ACHQ, Inc., to use cash collateral in accordance with a 6-month budget. The terms and conditions set forth in the interim orders will remain in full force and effect. A full-text copy of the Final Order is available at: http://bankrupt.com/misc/flmb17-08043-38.pdf About ACHQ, Inc. Headquartered in Palmetto, Florida, ACHQ, Inc., filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 17-08043) on Sept. 18, 2017. The Debtor estimated less than $100,000 in total assets and less than $1 million in liabilities. McIntyre Thanasides Bringgold Elliott Grimaldi & Guito, P.A., serves as the Debtor's bankruptcy counsel. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case. ADVANCE LAWN: Taps Skinner Law Firm as Legal Counsel ---------------------------------------------------- Advance Lawn & Landscape, Inc., seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to hire Skinner Law Firm, LLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. Randy Skinner, Esq., the attorney who will be handling the case, charges an hourly fee of $425. Paralegals charge $150 per hour. Mr. Skinner received a retainer in the sum of $25,000 for pre-bankruptcy services, plus the court filing fee. Mr. Skinner disclosed in a court filing that he is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Randy A. Skinner, Esq. Skinner Law Firm, LLC 300 N. Main Street, Suite 201 Greenville, SC 29601 Tel: (864) 232-2007 Fax: (864) 232-8496 E-mail: main@skinnerlawfirm.com About Advance Lawn & Landscape Founded in 1999, Advance Lawn & Landscape Inc. -- http://advancelawninc.com-- is a landscaping company located in Spartanburg, South Carolina. Advance Lawn & Landscape sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. S.C. Case No. 18-00122) on Jan. 11, 2018. Christopher Baragar, president, signed the petition. At the time of the filing, the Debtor disclosed $422,080 in assets and $1.41 million in liabilities. Judge Helen E. Burris presides over the case. Skinner Law Firm, LLC, is the Debtor's legal counsel. AJ HOME HEALTH: Wants Patient Care Ombudsman Appointment Waived --------------------------------------------------------------- AJ Home Health Services, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Texas to waive the appointment of a patient care ombudsman in their case. The Debtor is an operating a business that provides home health services with approximately 230 employees. The Debtor's primary income is from insurance companies and its primary expense is payroll for its home healthcare staff. The Debtor argues that the most significant factors for not appointing a PCO in their case are: (a) the Debtor is a relatively small operation that provides basic lower-level healthcare services rather than hospital or doctor-level diagnosis and treatment; (b) the Debtor's required insurance and licenses are in good standing; (c) the Debtor does not obtain or maintain detailed patient medical records; and (c) this case was not filed as a result of patient care issues or any malpractice claims, but again, instead due to cash flow issues that led to a large IRS debt. A copy of the Debtor's Motion is available at: http://bankrupt.com/misc/txeb17-42820-21.pdf About AJ Home Health Services AJ Home Health Services, Inc., is a home health care services provider based in DeSoto, Texas. AJ Home Health Services filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 17-42820) on Dec. 22, 2017. Judge Ugbomoh, director, signed the petition. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Brenda T. Rhoades. Quilling, Selander, Lownds, Winslett & Moser, P.C., serves as the Debtor's counsel. AMERICOLD REALTY: Moody's Withdraws B2 Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service has withdrawn all of its ratings for Americold Realty Trust. Ratings Withdrawn: Corporate Family Rating, Withdrawn, previously rated B2 Probability of Default Rating, Withdrawn, previously rated B2-PD Senior Secured Bank Credit Facility, Withdrawn, previously rated B2 (LGD3) RATINGS RATIONALE Moody's has withdrawn the ratings due to the obligation being redeemed. Americold is a leading provider of cold storage services headquartered in Atlanta, and is organized as a real estate investment trust. The firm is focused on the ownership, operation, development and acquisition of temperature-controlled real estate. Americold also provides additional services including warehouse handling and value-add logistics services to manage the entire temperature-controlled supply chain. AMERICOLD REALTY: S&P Affirms Then Withdraws 'B+' CCR ----------------------------------------------------- S&P Global Ratings affirmed its 'B+' corporate credit rating on Americold Realty Operating Partnership L.P. and revised its outlook to positive from stable. The company repaid its rated revolving credit facility due 2018 and term loan due 2022 with proceeds from the IPO completed on Jan. 19, 2018, the new revolving credit facility, and the new term loan. Subsequently, S&P withdrew the corporate credit rating at the company's request. S&P said, "The affirmation of the company's corporate credit rating and positive outlook reflect our expectation that Americold's leverage will improve following the IPO that was completed on Jan. 19, 2018, with proceeds used to repay debt, as well as improved operating performance. As a result, we believe that the company's debt-to-EBITDA metric will approach our upside scenario of 5x over the next twelve months." ARMSTRONG ENERGY: Secured Noteholders Group Members at Nov. 28 -------------------------------------------------------------- The Ad Hoc Group of Secured Noteholders submitted an amended verified statement to disclose the composition of the group and the members' economic interests in relation to Armstrong Energy, Inc., et al., as of Nov. 28, 2017. The Ad Hoc Group of Secured Noteholders is comprised of certain holders of or investment managers of (as constituted from time to time, the "Ad Hoc Group") Armstrong Energy, Inc., and its debtor affiliates' 11.75% secured notes due 2019 arising under the indenture dated as of Dec. 21, 2012, by and among Armstrong Energy, Inc., as issuer, the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee and collateral agent. On May 17, 2016, the Ad Hoc Group of Secured Noteholders retained Paul, Weiss, Rifkind, Wharton & Garrison LLP to represent them. Paul Weiss continues to represent the Ad Hoc Group of Secured Noteholders in their capacity as Secured Noteholders. In addition, the Ad Hoc Group retained Carmody MacDonald as local counsel in an engagement agreement dated Oct. 25, 2017. On Nov. 7, 2017, the Ad Hoc Group of Secured Noteholders filed a pursuant to Bankruptcy Rule 2019. Since then, the composition of the Ad Hoc Group of Secured Noteholders, and the disclosable economic interests in relation to the Debtors held or managed by certain of the Secured Noteholders, has changed. Accordingly, pursuant to Bankruptcy Rule 2019, the Ad Hoc Group of Secured Noteholders submitted an Amended Statement on Nov. 28. According to the amended verified statement, the members of the Ad Hoc Group and their economic interests as of Nov. 28, 2017, are: Principal Amount Secured Noteholder Secured Notes ------------------ ------------- 1. Caspian Capital LP 767 Fifth Avenue New York, NY 10153 $32,926,000 2. GoldenTree Asset Management LP 300 Park Avenue, 21st Floor New York, NY 10022 $78,561,000 3. Marathon Asset Management, LP One Bryant Park, 38th Floor New York, NY 10036 $23,503,000 4. Panning Master Fund, LP 510 Madison Avenue, 23rd Floor New York, NY 10022 $5,835,000 5. Teachers Insurance and Annuity Association of America 730 Third Avenue New York, NY 10017 $11,427,000 In the verified statement filed Nov. 7, BlueMountain Capital was part of the group and held $56.1 million of the Notes. About Armstrong Energy Armstrong Energy, Inc. and eight affiliates, including Armstrong Coal Company, Inc., sought Chapter 11 protection (Bankr. E.D. Mo. Lead Case No. 17-47541) on Nov. 1, 2017, after reaching a plan that would transfer assets to the Company's senior bondholders and Knight Hawk Holdings, LLC, in exchange for a $90 million credit bid. Armstrong Energy, Inc., through its 100% wholly owned subsidiary Armstrong Coal Company, Inc., is a producer of steam coal in the Illinois Basin. Armstrong -- http://www.armstrongenergyinc.com/-- controls over 565 million tons of proven and probable coal reserves and operates five mines in Western Kentucky. Armstrong ships coal to utilities via rail, truck and barge and has the capability to provide low cost custom blend coal to fuel virtually any electric power plant in the Midwest and Southeast regions of the nation. The Company employed approximately 600 individuals on a full-time basis, as of the bankruptcy filing. As of June 30, 2017, Armstrong Energy had $308.95 million in total assets, $435.3 million in total liabilities and a total stockholders' deficit of $126.3 million. The Hon. Kathy A. Surratt-States is the case judge. The Debtors tapped Kirkland & Ellis LLP as bankruptcy counsel; Armstrong Teasdale LLP as local counsel; Maeva Group, LLC, as financial advisor; FTI Consulting, Inc., as restructuring advisor; and Donlin, Recano & Company, Inc., as claims and noticing agent. ATLANTICA YIELD: S&P Raises CCR to 'BB' on Improved Management -------------------------------------------------------------- S&P Global Ratings raised its long-term corporate credit rating on Atlantica Yield PLC to 'BB' from 'BB-'. The outlook is stable. S&P said, "At the same time, S&P Global Ratings raised its ratings on the company's senior secured debt to 'BBB-' from 'BB+'; the recovery rating on this debt is unchanged at '1', indicating our expectation of very high (90%-100%; rounded estimate: 95%) recovery for investors in a default scenario. "In addition, S&P Global Ratings raised its ratings on Atlantica's senior unsecured debt to 'BB' from 'BB-'. The recovery rating on this debt is unchanged at '3', indicating our expectation of meaningful (50%-70% range; rounded estimate 65%) recovery in a default scenario. "The upgrade reflects revision of our management and governance (M&G) assessment on Atlantica Yield to fair from weak. Atlantica's management team has performed as expected and we believe the M&G issues from 2015 are resolved. We believe the team, which has been in place since 2015, has executed on its strategic decisions and has a track record of meeting its financial and operational goals. It has separated back-office operations from its former sponsor Abengoa S.A., obtained covenant waivers for the cross-default provisions and change-of-control provisions, refinanced its revolver tranche B, and reduced dividends to match cash flow generation expectations. "The stable outlook reflects our view that Abengoa will sell its remaining interest in Atlantica Yield. We also expect the company's contracted assets will continue to operate under long-term contracts with investment-grade counterparties and generate fairly predictable cash flows to support its holding-company debt obligations. In our base-case scenario, we expect FFO-to-debt of 25%-30% and debt-to-EBITDA of 3.0x-3.5x over our 12-month outlook period. "We would consider upgrading Atlantica Yield if debt-to-EBITDA stays below 3x and FFO-to-debt stays above 30%. This could result from increased cash flows from new projects or acquisitions, or deleveraging. In addition, we would consider raising the ratings if the company achieves scale and diversity similar to rated peers NRG Yield Inc. and NextEra Energy Partners L.P. "A downgrade could occur if debt-to-EBITDA stays above 4x and FFO-to-debt consistently falls below 20% over our 12-month outlook period. This could result from significantly reduced cash flows from the company's projects following a decline in operating performance and asset reliability, higher-than-expected operating costs, unfavorable weather, or increased leverage at the corporate level." AUTO STRAP: Allowed to Use Cash Collateral Through May 31 --------------------------------------------------------- Judge Mark Houle of the U.S. Bankruptcy Court for the Central District of California authorized Auto Strap Transport, LLC to use cash collateral from Dec. 1, 2017 (Petition Date) through May 31, 2018. Judge Houle granted all creditors, secured by cash collateral, with replacement liens in the same priority and to the extent as their prepetition liens. A full-text copy of the Order is available: http://bankrupt.com/misc/cacb17-19936-87.pdf About Auto Strap Transport Auto Strap Transport L.L.C. -- http://autostraptransport.com/-- is a privately owned auto transport carrier company with its corporate office in Fontana, California, and additional terminals in Milipitas, and Benecia, California, and La Vergne, Tennessee. Auto Strap Transport filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-19936) on Dec. 1, 2017. In the petition signed by Richard Rudder, managing member, the Debtor estimated $1 million to $10 million in total assets and $10 million to $50 million in liabilities. The case is assigned to Judge Mark D. Houle. The Debtor is represented by Todd L Turoci, Esq., at the The Turoci Firm. AVENUE SHOPPES: Hires Scott V. Goldstein as Special Counsel ----------------------------------------------------------- Avenue Shoppes, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Scott V. Goldstein, Esq., as special counsel to the Debtor. Avenue Shoppes requires Scott V. Goldstein to: a. prosecute or settle the pending actions in the Circuit Court, in and for Orange County, Florida, titled Ingrid R. Diaz, et al., Case No. 2017-CA-005615-O, and Little New Orleans OBT, LLC, et al., Case No. 2017-CC-013946-O; b. initiate legal action to enforce obligations of other tenants and guarantors following lease default. Scott V. Goldstein will be paid a flat fee of $500 per month. Scott V. Goldstein will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott V. Goldstein, Esq., 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 Debtor and its estates. About Avenue Shoppes Avenue Shoppes, LLC, is a privately held company in Windermere, Florida, engaged in the business of real estate leasing. The company's principal assets are located at 8204 Crystal Clear Lane Orlando, Florida. Avenue Shoppes previously sought bankruptcy protection (Bankr. M.D. Fla. Case No. 11-02836) on March 1, 2011. The company is an affiliate of International Shoppes, LLC, which also filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 17-07549) on Dec. 4, 2017. Avenue Shoppes again filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 17-07663) on Dec. 8, 2017. In the petition signed by CRO Abdul Mathin, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtor is represented by David R McFarlin, Esq., at Fisher Rushmer, P.A. AVIS BUDGET: DBRS Confirms 'BB' Issuer Rating, Trend Stable ----------------------------------------------------------- DBRS, Inc. confirmed the ratings of Avis Budget Group, Inc. (Avis Budget or the Company) and its related subsidiary, Avis Budget Car Rental, LLC, including the Company's Long-Term Issuer Rating of "BB". Concurrently, DBRS assigned a Support Assessment of SA3, which results in the Company's Intrinsic Assessment to be equalized to the Long-Term Issuer Rating at "BB". The trend on all ratings is Stable. The ratings consider Avis Budget's solid global franchise, including a top-tier U.S. on-airport business, a sound off-airport franchise and a good-sized truck rental business. Importantly, the Company's international business, which represents approximately 31% of total revenues for 9M17, provides diversity to the top line. Moreover, the Company's deep industry knowledge and sound fleet management operations benefit its well-managed liquidity profile. Ratings also consider Avis Budget's pressured earnings generation, as well as its reliance on secured forms of wholesale funding, and leveraged balance sheet, which limits financial flexibility and constrains the Company's ratings. The Stable trend reflects DBRS's expectation that Avis Budget's operating performance will remain acceptable over the medium term, underpinned by solid industry fundamentals, including the strengthening global economies and appropriately sized and re-balanced fleets, especially in the U.S. markets, which better match customer demand. Partially offsetting, DBRS expects that used vehicle values will moderate, as the bump-up in demand, due to the recent hurricanes, recedes. Brexit could also prove to be a headwind to the Company's bottom line. The Company has a strong franchise with a significant global reach underpinned by more than 11,000 locations in more than 180 countries. The franchise operates with a multi-brand strategy, including Avis, its premium brand, Budget, its value brand, Payless and Apex, its two deep value brands, and Zipcar, its car share service. The Company also has a truck rental operation called Budget Truck, which operates through a network of 1,000 dealer operated and 480 company operated locations. Importantly, the separate brands provide for differentiated positioning, servicing and pricing, but share non-customer facing functions such as administrative and operational functions, including fleet management, sales and finance. It is DBRS's view that the large rental car companies in the U.S. have right-sized their fleets, establishing the proper mix of vehicles and trim levels to better meet customer demand, which should benefit future pricing and ultimately the Company's bottom line, which has been pressured by higher expenses, especially higher vehicle related costs. Indeed, Avis Budget reported favorable pricing in 3Q17 in the Americas segment. However, the Company did report lower pricing internationally. Importantly, the Company remains focused on expense reduction initiatives, including a decrease in headcount, as well as process efficiencies, to improve the bottom line. Overall, the Company maintains a sound risk profile and manages its risks appropriately. Avis Budget maintains a broad base of vehicle suppliers to mitigate concentration risk. Moreover, the wide base of suppliers and vehicle models reduces the Company's risk of loss on deterioration of residual values due to a specific issue with a manufacturer or model. Despite its large component of risk vehicles, the Company intends to acquire more program vehicles, which should somewhat moderate residual value risk. Similar to its peers with significant on-airport operations, Avis Budget is reliant on travel volumes, which results in the Company being exposed to external risk that may disrupt the travel industry. To mitigate this exposure, Avis has taken a number of steps to broaden its revenue base to dampen any earnings impact from a travel slowdown. Although the Company's debt is exposed to interest rate risk, it is highly manageable, especially given the moderate level of variable rate debt (LIBOR based) on its balance sheet. Finally, the Company relies significantly on information systems, including reservations, rental, data processing and information management systems, to conduct its day-to-day operations. As such, a failure of a major system could result in lost reservations, disruption to the Company's ability to manage its fleet, and slow rental transaction processing resulting in lower revenues and earnings. It is DBRS's view that the Company's operating risk is adequately managed. Avis Budget's funding profile has not changed materially. The Company continues to significantly rely on the securitization markets to fund its vehicle fleet. The high level of securitizations somewhat limits Avis Budget's financial flexibility, given the high level of encumbered assets on its balance sheet. DBRS notes that refinancing risk is above average, given the traditionally short duration of rental car-backed ABS. As such, it is vital for the Company to maintain a suitable liquidity profile. Overall, DBRS views Avis Budget's liquidity as appropriate and well-managed. On a cash flow basis, Avis Budget's leverage falls within the range of the larger rental car companies. However, on a balance sheet basis, the Company's leverage is high, reflecting its low level of book equity relative to the size of the balance sheet. DBRS views Avis Budget's tangible equity deficit, which is driven by a high level of goodwill and intangibles, as a negative factor considered in the rating. DBRS sees the Company's ability to absorb losses in the event of a significant economic downturn, as limited. Finally, DBRS would view an increase in tangible book equity as a positive rating factor. RATING DRIVERS Material improvement in the Company's capital structure, including higher levels of tangible equity, and lower balance sheet leverage may lead to upward rating pressure. Moreover, improved diversity, reflecting a notable decline in the Company's reliance on the U.S. on-airport market could have positive rating implications. Conversely, a sustained decline in revenue generation indicating a weakening of the franchise, or a material loss resulting from fleet mismanagement could result in downward rating pressure. Additionally, a deterioration in the Company's liquidity position or a material increase in leverage, may negatively impact ratings. BELK INC: Bank Debt Trades at 16% Off ------------------------------------- Participations in a syndicated loan under which BELK Inc is a borrower traded in the secondary market at 84.00 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.46 percentage points from the previous week. BELK Inc pays 475 basis points above LIBOR to borrow under the $1.500 billion facility. The bank loan matures on Dec. 10, 2022 and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. BON-TON STORES: Egan-Jones Lowers Sr. Unsecured Debt Ratings to C ----------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 3, 2018, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by The Bon-Ton Stores Inc. to C from CCC-. EJR also lowered the foreign currency and local currency commercial paper ratings on the Company to D from C. Bon-Ton Stores, Inc., is a regional department store company based in York, Pennsylvania, chiefly operating 275 stores, including 11 furniture galleries, in 26 states throughout the northern United States. BORINQUEN ANESTHESIA: Patient Care Ombudsman Ordered ---------------------------------------------------- Judge Brian K. Tester of the U.S. Bankruptcy Court for the District of Puerto Rico directed the U.S. Trustee to appoint an ombudsman in the case of Borinquen Anesthesia Services PSC. The U.S. Trustee and the Debtor have 21 days to inform the Court in writing if appointment of an ombudsman is not necessary for the protection of the patients. About Borinquen Anesthesia Based in Aibonito, Puerto Rico, Borinquen Anesthesia Services PSC is a privately held company that operates in healthcare industry. Its principal assets are located at Calle Jose C Vazquez Hospital General ME Aibonito, PR 00705. Borinquen Anesthesia is a small business debtor as defined in 11 U.S.C. Sec. 101(51D). Borinquen Anesthesia sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 18-00130) on Jan. 12, 2018. Jorge A. Acevedo Orengo, president, signed the petition. At the time of the filing, the Debtor disclosed $89,700 in assets and $1.20 million in liabilities. CASTILLO I PARTNERSHIP: Hires Mark E. Goodfriend as Counsel ----------------------------------------------------------- Castillo I Partnership seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ the Law Offices of Mark E. Goodfriend, as general bankruptcy counsel to the Debtor. Castillo I Partnership requires Mark E. Goodfriend to: a. consult with the U.S. Trustee, or the debtor in possession concerning the administration of the case; b. investigate the acts, conduct, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's business and any other matter relevant to the case, to formulate the Plan of Reorganization and to advise and counsel the Debtor regarding matters of bankruptcy law; c. assist the Debtor in the preparation of reports, accounts, applications and orders involving bankruptcy law; d. evaluate, review and consult on claims and the filing of objections thereto as appropriate; e. participate in the formulation of a Disclosure Statement and Plan of Reorganization, and to collect and file with the court acceptances or rejections of said Plan or Plans; f. represent the Debtor in proceedings or hearings before the Bankruptcy Court in matters relating to this bankruptcy case; and g. perform such other services as are appropriate as General Bankruptcy Counsel. Mark E. Goodfriend will be paid at the hourly rate of $350. Mark E. Goodfriend will be paid a retainer in the amount of $35,000, plus $1,717 filing fee. Mark E. Goodfriend will also be reimbursed for reasonable out-of-pocket expenses incurred. Mark E. Goodfriend, partner of the Law Offices of Mark E. Goodfriend, 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 Debtor and its estates. Mark E. Goodfriend can be reached at: Mark E. Goodfriend, Esq. LAW OFFICES OF MARK E. GOODFRIEND 16055 Ventura Boulevard, Suite 800 Encino, CA 91436 Tel: (818) 783-8866 Fax: (818) 783-5445 About Castillo I Partnership Castillo I Partnership is a privately held partnership in Van Nuys, California. A sister company, M.N.E. Funding, Inc., sought bankruptcy protection on Sept. 10, 2017 (Bankr. C.D. Cal. Case No. 17-12420). Castillo I Partnership, based in Van Nuys, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-13341) on Dec. 18, 2017. In its petition signed by Ahron Zilberstein, general partner, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Martin R. Barash presides over the case. Mark E. Goodfriend, Esq., at the Law Offices of Mark E. Goodfriend, serves as bankruptcy counsel to the Debtor. CEC ENTERTAINMENT: Bank Debt Trades at 4.94% Off ------------------------------------------------ Participations in a syndicated loan under which CEC Entertainment Inc is a borrower traded in the secondary market at 95.06 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.70 percentage points from the previous week. CEC Entertainment Inc pays 325 basis points above LIBOR to borrow under the $760 million facility. The bank loan matures on Feb. 14, 2021 and Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. CENVEO INC: Egan-Jones Lowers Sr. Unsecured Ratings to CC --------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 5, 2018, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Cenveo Inc. to CC from CCC. EJR also lowered the foreign currency and local currency commercial paper ratings on the Company to 'D' from 'C'. Cenveo, Inc., incorporated on May 1, 1997, is a diversified manufacturing company focused on print-related products. The Company's portfolio of products includes envelope converting, commercial printing, label manufacturing and specialty packaging. CHARMING CHARLIE: Clark Hill Represents Vestar Entities ------------------------------------------------------- Clark Hill PLC on Jan. 18, 2018, submitted a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that it currently represents these creditors and parties-in-interest in the Chapter 11 cases of Charming Charlie Holdings, Inc., et al.: 1. Vestar DRM-OPCO, LLC c/o R. Patrick McGinley Vestar 2425 East Camelback Road, Ste. 750 Phoenix, AZ 85016 2. District at Green Valley, LLC c/o R. Patrick McGinley Vestar 2425 East Camelback Road, Ste. 750 Phoenix, AZ 85016 3. Vestar Orchard Towne Center, L.L.C. c/o R. Patrick McGinley Vestar 2425 East Camelback Road, Ste. 750 Phoenix, AZ 85016 4. Vestar CPT Tempe Marketplace, LLC c/o R. Patrick McGinley Vestar 2425 East Camelback Road, Ste. 750 Phoenix, AZ 85016 5. Vestar Gateway, LLC c/o R. Patrick McGinley Vestar 2425 East Camelback Road, Ste. 750 Phoenix, AZ 85016 6. Orland Park Crossing II, LLC c/o Edwards Realty Company 14400 S. John Humphrey Dr., Ste. 200 Orland Park, IL 60462 Clark Hill has represented each of the Clients with respect to various matters prior to the date of commencement of the Chapter 11 case. The Clients currently hold unsecured prepetition claims, unsecured rejection claims and/or postpetition administrative claims for unpaid rent and other charges. The full amount of each of the Clients' claims is undetermined at this time. All parties are aware of Clark Hill's representation of other clients in this matter. All of the Clients have waived the conflict of interests that might exist between them. About Charming Charlie Holdings Charming Charlie Holdings, Inc. -- http://www.CharmingCharlie.com/ -- is a Houston-based specialty retailer focused on fashion jewelry, handbags, apparel, gifts and beauty products. Charming Charlie Holdings Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12906) on Dec. 11, 2017. At the time of filing, the Company operated more than 375 stores in the United States and Canada. Charming Charlie estimated assets of $50 million to $100 million and debt of $100 million to $500 million. Kirkland & Ellis LLP is serving as the Company's legal counsel, AlixPartners LLP is serving as its restructuring advisor and Guggenheim Securities, LLC, is serving as its investment banker. Klehr Harrison Harvey Branzburg LLP is the Company's local counsel. Rust Consulting/OMNI Bankruptcy is the claims and noticing agent. Joele Frank, Wilkinson Brimmer Katcher is the Company's communications consultant. A&G Realty Partners, LLC's the Company's real estate advisors. Hilco Merchant Resources LLC is the Company's exclusive agent. CHRESTOTES INC: May Use Up to $27,000 of Estate Funds for Roofing ----------------------------------------------------------------- Judge Scott C. Clarkson of the U.S. Bankruptcy Court for the Central District of California authorized Chrestotes, Inc. to use $27,000 of estate funds to replace the roof and related repairs on the Property located at 820 Mesita Place, Fullerton, California. The Debtor is also authorized to use Certified Roofing Specialists to make the repairs. A full-text copy of the Order is available at: http://bankrupt.com/misc/cacb17-12660-149.pdf About Chrestotes, Inc. Chrestotes, Inc., owns 3 single family residences. It rents those three properties for fair rental value which is virtually its only source of income. Chrestotes also owns and receives rent for a vehicle. Chrestotes filed a Chapter 11 bankruptcy petition (Bankr. C.D.Cal. Case No. 17-12660) on July 1, 2017, disclosing total assets of $3.12 million and total liabilities of $4.92 million. Dolly Valdivia, secretary, signed the petition. The Hon. Scott C. Clarkson presides over the case. The Law Offices of David A. Tilem is the Debtor's counsel. COBALT INT'L: Aristeia, Other Noteholders Hire Akin Gump -------------------------------------------------------- In the Chapter 11 cases of Cobalt International Energy, Inc., et al., Akin Gump Strauss Hauer & Feld LLP submitted a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that it represents certain unaffiliated holders of obligations arising from: (a) the 10.75% first lien secured notes due 2021 (the "First Lien Notes") issued under the Senior Secured Notes Indenture dated as of Dec. 6, 2016, by and among Cobalt International Energy, Inc., as issuer, the guarantors, and Wilmington Trust National Association, as trustee and collateral agent, (b) the 7.75% second lien secured notes due 2023 (the "Second Lien Notes") issued under the Senior Secured Notes Indenture dated as of Dec. 6, 2016, by and among Cobalt, as issuer, the guarantors and Wilmington Trust, as trustee and collateral agent, (c) the 2.625% convertible senior unsecured notes due 2019 (the "2019 Notes") issued under the Senior Indenture dated as of Dec. 17, 2012, by and among Cobalt, as issuer, and Wells Fargo Bank, National Association, as trustee, and (d) the 3.125% convertible senior unsecured notes due 2024 issued under the Senior Indenture dated as of Dec. 17, 2012, by and among Cobalt, as issuer, and Wells Fargo, as trustee. Akin Gump does not represent or purport to represent any other entities in connection with the chapter 11 cases of the Debtors. Akin Gump does not represent the Noteholders as a "committee" (as such term is employed in the Bankruptcy Code and Bankruptcy Rules) and does not undertake to represent the interests of, and is not a fiduciary for, any creditor, party in interest, or entities other than the Noteholders. In addition, the Noteholders do not represent or purport to represent, or serve as fiduciary for, any other entities in connection with the Debtors' chapter 11 cases. The Noteholders either hold claims or manage accounts that hold claims against the Debtors' estates arising from the purchase of the Notes. The names, addresses, and "the nature and amount of all disclosable economic interests" of the Noteholders in relation to the Debtors as of Jan. 9, 2018 are: 1. Aristeia Capital LLC One Greenwich Plaza, 3rd Floor Greenwich, CT 06830 * $8,500,000 of First Lien Notes * $108,700,000 of Second Lien Notes * $6,808,000 of 2019 Notes * $11,099,000 of 2024 Notes 2. Cyrus Capital Partners, LP 65 East 55th Street, 6th Floor New York, NY 10022 * $8,300,000 of First Lien Notes * $193,365,000 of Second Lien Notes 3. Highbridge Capital Management LLC 40 West 57th Street, 32nd Floor New York, NY 10019 * $16,624,000 of Second Lien Notes 4. Whitebox Advisors LLC 3033 Excelsior Boulevard, Suite 300 Minneapolis, MN * $76,105,000 of Second Lien Notes * $1,815,000 of 2019 Notes * $59,715,000 of 2024 Notes Counsel for the Ad Hoc Group of Second Lien Noteholders: Marty L. Brimmage Jr., Esq. Lacy M. Lawrence, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1700 Pacific Avenue, Suite 4100 Dallas, TX 75201 Telephone: (214) 969-2800 Facsimile: (214) 969-4343 E-mail: mbrimmage@akingump.com llawrence@akingump.com - and - James Savin, Esq. Kate Doorley, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1333 New Hampshire Avenue, N.W. Washington, DC 20036 Telephone: (202) 887-4000 Facsimile: (202) 887-4288 E-mail: jsavin@akingump.com kdoorley@akingump.com About Cobalt International Cobalt International Energy -- http://www.cobaltintl.com/-- is an independent exploration and production company active in the deepwater U.S. Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005 and is headquartered in Houston, Texas. Cobalt International Energy, Inc., and five of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on Dec. 14, 2017. David D. Powell, chief financial officer, signed the petitions. The Debtors reported total assets of $1.69 billion and total debt of $3.16 billion as of Sept. 30, 2017. The Debtors tapped Zack A. Clement PLLC as local bankruptcy counsel; Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Houlihan Lokey Capital, Inc., as financial advisor and investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. An official committee of unsecured creditors was appointed in the Debtors' cases. The Committee is represented by Pachulski Stang Ziehl & Jones LLP. COBALT INT'L: Milbank, Cole Schotz Represent Unsec. Noteholders --------------------------------------------------------------- Milbank, Tweed, Hadley & McCloy LLP and Cole Schotz, P.C., on Jan. 23, 2018, submitted a verified statement pursuant to Rule 2019(b) of the Federal Rules of Bankruptcy Procedure as counsel to an Ad Hoc Committee of Unsecured Noteholders. The Ad Hoc Committee of Unsecured Noteholders is comprised of certain beneficial holders and/or investment managers or advisors of certain beneficial holders of, among other disclosable economic interests, the 2.625% Convertible Senior Notes due 2019 and 3.125% Convertible Senior Notes due 2023 issued by Cobalt International Energy, Inc. (the "Unsecured Notes"). The Ad Hoc Committee was formed in October 2017 by its members and, shortly thereafter, retained Milbank as counsel in connection with a potential restructuring of the Debtors. In addition, in December 2017, the Ad Hoc Committee retained Cole Schotz as its Texas counsel in connection with a potential restructuring of the Debtors. Although certain members of the Ad Hoc Committee hold additional interests in the Debtors' capital structure other than the Unsecured Notes, each member of the Ad Hoc Committee is participating in the Ad Hoc Committee solely with respect to their holdings of Unsecured Notes. The members of the Ad Hoc Committee have indicated to Counsel that as of Jan. 22, 2018, they hold these disclosable economic interests or act as investment managers or advisors to funds and/or accounts that hold disclosable economic interests in relation to the Debtors: 1. Arosa Capital Management LP 120 West 45th Street, # 3700 New York, NY 10036 * $34,000,000 of 2.625% Senior Convertible Notes due 2019 * $5,000,000 of 3.125% Senior Convertible Notes due 2024 2. Atlas Enhanced Master Fund, Ltd. c/o BAM LP 444 West Lake Street, 50th Floor Chicago, IL 60606 * $8,500,000 of 2.625% Senior Convertible Notes due 2019 * $1,707,000 of 3.125% Senior Convertible Notes due 2024 3. Atlas Master Fund, Ltd. c/o BAM LP 444 West Lake Street, 50th Floor Chicago, IL 60606 * $1,500,000 of 2.625% Senior Convertible Notes due 2019 * $293,000 of 3.125% Senior Convertible Notes due 2024 4. BPER International SICAV Avenue J. F. Kennedy 33A PO Box 91 L-2010 Luxembourg * $4,157,000 of 2.625% Senior Convertible Notes due 2019 5. CQS (UK) LLP 4th Floor One Strand London WC2N 5HR United Kingdom * $97,314,000 of 2.625% Senior Convertible Notes due 2019 6. Fidelity Management & Research Company 200 Seaport BLVD. V13H Boston, MA 02210-2014 * $72,853,000 of 2.625% Senior Convertible Notes due 2019 7. Gardner Lewis Partners, LLC 285 Wilmington West Chester Pike Chadds Ford, PA 19317 * $10,909,000 of 2.625% Senior Convertible Notes due 2019 * $4,954,000 of 3.125% Senior Convertible Notes due 2024 8. Owl Creek Asset Management, L.P. 640 Fifth Avenue, 20th Floor New York, NY 10019 * $26,000,000 of 3.125% Senior Convertible Notes due 2024 * 945,600 Shares of Cobalt International Energy Common Stock 9. Paulson & Co., Inc. 1251 Avenue of the Americas New York, NY 10020 * $219,229,000 of 3.125% Senior Convertible Notes due 2024 * $38,000,000 of 10.750% First-Lien Sr Secured Notes due 2021 * $2,000,000 of 7.750% Second-Lien Sr Secured Notes due 2023 * 2,046,394 Shares of Cobalt Int'l Energy Common Stock 10. Polygon Global Partners LLP 4 Sloane Terrace London SW1X 9DQ United Kingdom * $8,313,000 of 2.625% Senior Convertible Notes due 2019 * $40,836,000 of 3.125% Senior Convertible Notes due 2024 * $10,000,000 of 7.75% Second-Lien Sr. Secured Notes due 2023 11. Sound Point Capital Management, LP 375 Park Avenue, 33rd Floor New York, NY 10152 * $37,524,000 of 3.125% Senior Convertible Notes due 2024 * $19,948,000 of 10.750% First-Lien Sr Secured Notes due 2021 * $41,804,000 of 7.750% Second-Lien Sr Secured Notes due 2023 * 400,334 Shares of Cobalt International Energy Common Stock 12. Southpaw Credit Opportunity Master Fund L.P. c/o Southpaw Asset Management LP 2 West Greenwich Office Park, 1st Floor Greenwich, CT 06831 * $47,070,000 of 2.625% Senior Convertible Notes due 2019 * $5,043,000 of 3.125% Senior Convertible Notes due 2024 * $50,243,000 of 10.750% First-Lien Sr Secured Notes due 2021 13. Tetragon Financial Management LP 399 Park Avenue New York, NY 10022 * $15,500,000 of 2.625% Senior Convertible Notes due 2019 * $14,500,000 of 3.125% Senior Convertible Notes due 2024 14. UBS (Lux) Bond SICAV – Convert Global (EUR) Avenue J. F. Kennedy 33A PO Box 91 L-2010 Luxembourg * $54,963,000 of 2.625% Senior Convertible Notes due 2019 15. UBS (Lux) Institutional Fund – Global Convertible Bonds Avenue J. F. Kennedy 33A PO Box 91 L-2010 Luxembourg * $4,967,000 of 2.625% Senior Convertible Notes due 2019 The Noteholders' attorneys can be reached at: COLE SCHOTZ P.C. Michael D. Warner 301 Commerce Street, Suite 1700 Fort Worth, Texas 76102 Telephone: (817) 810-5250 Facsimile: (817) 977-1611 E-mail: mwarner@coleschotz.com - and - MILBANK, TWEED, HADLEY & McCLOY LLP Gerard Uzzi Eric Stodola 28 Liberty Street New York, New York 10005 Telephone: (212) 530-5000 Facsimile: (212) 530-5219 E-mail: guzzi@milbank.com estodola@milbank.com About Cobalt International Cobalt International Energy -- http://www.cobaltintl.com/-- is an independent exploration and production company active in the deepwater U.S. Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005 and is headquartered in Houston, Texas. Cobalt International Energy, Inc., and five of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on Dec. 14, 2017. David D. Powell, chief financial officer, signed the petitions. The Debtors reported total assets of $1.69 billion and total debt of $3.16 billion as of Sept. 30, 2017. The Debtors tapped Zack A. Clement PLLC as local bankruptcy counsel; Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; Houlihan Lokey Capital, Inc., as financial advisor and investment banker; and Kurtzman Carson Consultants LLC as claims and noticing agent. An official committee of unsecured creditors was appointed in the Debtors' cases. The Committee is represented by Pachulski Stang Ziehl & Jones LLP. COBALT INT'L: Taps Houlihan Lokey as Financial Advisor ------------------------------------------------------ Cobalt International Energy, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Houlihan Lokey Capital, Inc. as its financial advisor and investment banker. The firm will assist the company and its affiliates in evaluating indications of interest and proposals regarding any transaction from lenders, equity investors, acquirers or strategic partners; provide expert advice and testimony regarding financial matters related to the transaction; assist the Debtors in the negotiation of any transaction; and provide other services related to the Debtors' Chapter 11 cases. The Debtors will pay Houlihan Lokey in advance a non-refundable cash fee of $150,000 per month. Aside from these monthly fees, the firm will also receive transaction fees. In the case of a restructuring transaction, Houlihan Lokey will be paid a cash fee equal to $10.5 million. In the case of a sale transaction, the firm will be paid a cash fee from the gross proceeds based on a certain percentage of the "aggregate gross consideration," which is calculated as follows: (i) 0.60% of the AGC up to $1 billion, plus (ii) 0.75% of the AGC above $1 billion but not exceeding $1.5 billion, plus (iii) 1% of the AGC in excess of $1.5 billion. Meanwhile, Houlihan Lokey will be paid a cash fee from the gross proceeds of a financing transaction equal to the sum of (i) 0.75% of the gross proceeds of any indebtedness raised or committed that is senior to other indebtedness of the Debtors, secured by a first priority lien, and unsubordinated, with respect to lien priority and payment, to any other obligation of the Debtors (not including debtor-in-possession financing); (ii) 1.5% of the gross proceeds of any indebtedness raised or committed that is secured by a lien (not including a first lien); (iii) 2.5% of the gross proceeds of any indebtedness raised or committed that is unsecured; and (iv) 5% of the gross proceeds of all equity or equity-linked securities placed or committed in the event that the capital is for financing a restructuring transaction or emergence from bankruptcy. John-Paul Hanson, managing director of Houlihan Lokey, disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: John-Paul Hanson Houlihan Lokey Capital, Inc. 245 Park Avenue, 20th Floor New York, NY 10167 Tel: 212.497.4262 / 212.497.4100 Fax: 212.661.3070 About Cobalt International Cobalt International Energy -- http://www.cobaltintl.com-- is an independent exploration and production company active in the deepwater U.S. Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005 and is headquartered in Houston, Texas. Cobalt International Energy, Inc., and five of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on Dec. 14, 2017. David D. Powell, chief financial officer, signed the petitions. The Debtors reported total assets of $1.69 billion and total debt of $3.16 billion as of Sept. 30, 2017. The Debtors hired Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; and Kurtzman Carson Consultants LLC as claims and noticing agent. An official committee of unsecured creditors has been appointed in the Debtors' cases. The committee is represented by Pachulski Stang Ziehl & Jones LLP. COBALT INT'L: Taps Zack A. Clement as Local Counsel --------------------------------------------------- Cobalt International Energy, Inc., received approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Zack A. Clement PLLC as its local counsel. The firm will serve as Texas counsel to the company and its affiliates and will assist their primary restructuring counsel, Kirkland & Ellis LLP, in connection with the prosecution of their Chapter 11 cases. Zack Clement, Esq., the attorney who will be representing the Debtors, charges an hourly fee of $600. His firm received a retainer in the sum of $10,000 from the Debtors. Mr. Clement disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Clement disclosed that his firm has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements; and that no professional at his firm has varied his rate based on the geographic location of the Debtors' cases. Mr. Clement also disclosed that his firm represented the Debtors during the one-month period before the petition date and charged $600 per hour for its services; and that the Debtors have already approved the firm's budget and staffing plan for the period December 14, 2017 to April 14, 2018. The firm can be reached through: Zack A. Clement, Esq. Zack A. Clement PLLC 3753 Drummond Street Houston, TX 77025 Phone: 832-274-7629 Email: zack.clement@icloud.com About Cobalt International Cobalt International Energy -- http://www.cobaltintl.com-- is an independent exploration and production company active in the deepwater U.S. Gulf of Mexico and offshore West Africa. Cobalt was formed in 2005 and is headquartered in Houston, Texas. Cobalt International Energy, Inc., and five of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 17-36709) on Dec. 14, 2017. David D. Powell, chief financial officer, signed the petitions. The Debtors reported total assets of $1.69 billion and total debt of $3.16 billion as of Sept. 30, 2017. The Debtors hired Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel; and Kurtzman Carson Consultants LLC as claims and noticing agent. An official committee of unsecured creditors has been appointed in the Debtors' cases. The committee is represented by Pachulski Stang Ziehl & Jones LLP. COMMERCIAL METALS: Egan-Jones Lowers Sr. Unsecured Ratings to BB+ ----------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 3, 2018, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Commercial Metals Co. to BB+ from BBB-. Commercial Metals Company is a steel and metal manufacturer based in based in Irving, Texas. COMMUNITY HEALTH: Bank Debt Trades at 3.47% Off ----------------------------------------------- Participations in a syndicated loan under which Community Health Systems is a borrower traded in the secondary market at 96.53 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.39 percentage points from the previous week. Community Health Systems pays 300 basis points above LIBOR to borrow under the $2.940 billion facility. The bank loan matures on Jan. 20, 2021 and Moody's Ba3 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. CORRECT CLAIM: Garman Turner Represents Buena Vista Entities ------------------------------------------------------------ In the Chapter 11 case of Correct Claim Public Adjusters, LLC, Garman Turner Gordon LLP submitted a verified statement in accordance with F.R.B.P. Rule 2019 to disclose that it represents Buena Vista Finance, LLP, BVF Fund II, LLC, and David Komet. Buena Vista, et al., have retained common counsel and intend to act in concert to advance their common interests. Komet is a member and manager of Buena Vista and BVF Fund. On the Petition Date, Buena Vista held a secured claim of $323,300 against all of Debtor's assets pursuant to the Factoring Agreement and Security Agreement and Security Agreement, both dated March 31, 2016. On the Petition Date, BVF Fund held a secured claim of $3,240,208 against the collateral defined in the Consumer Report Agreement, dated January 1, 2017 (executed on June 30, 2017). On the Petition Date, Komet estimates his unsecured claim against Debtor was $0.00 under the Lease of the premises located at 2323 Buena Vista, Ste. 101, San Antonio, Texas 78207. Buena Vista, BVF Fund, and Komet share a common business address of: 2323 Buena Vista San Antonio, Texas 78207 Buena Vista, BVF Fund, and Komet act on their own behalf and have not purchased any claim against Debtor from any person or entity. They hold claims against the Debtor in an aggregate amount of at least $3,563,508 on the basis of the Factoring Agreement, CRA, and Lease. GTG was retained by Buena Vista, BVF Fund, and Komet postpetition to assist them in connection with the Chapter 11 Case. Komet determined to employ GTG as counsel for Buena Vista, BVF Fund, and Komet. The firm can be reached at: Gerald M. Gordon, Esq. Mark M. Weisenmiller GARMAN TURNER GORDON LLP 650 White Drive, Ste. 100 Las Vegas, NV 89119 Tel: (725) 777-3000 Fax: (725) 777-3112 E-mail: ggordon@gtg.legal mweisenmiller@gtg.legal About Correct Claim Public Adjusters Based in El Paso, Texas, Correct Claim Public Adjusters, LLC -- http://www.correctclaim.com/-- is a licensed public adjuster that helps homeowners in determining the value of their claim, reviewing their existing insurance policy to establish coverage, and documenting the claim for submission to their insurer. The company's experience includes both broad-based events such as hurricanes, hailstorms, wildfires, explosions, or tornados, and single-property incidents including fires, theft, or plumbing-related water damage. Correct Claim is also based in the Rio Grande Valley of Texas and in Denver, Colorado. Correct Claim was founded by Sergio De La Canal. Correct Claim Public Adjusters, based in San Antonio, Texas, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 17-16483) on Dec. 6, 2017. In its petition signed by managing member Sergio De La Canal, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The Hon. Laurel E. Davis presides over the case. Robert Atkinson, Esq., at Atkinson Law Associates, Ltd., serves as bankruptcy counsel to the Debtor. Angelo Law Firm PLLC has been tapped as special counsel, providing services related to the Debtor's insurance public adjuster business. CRESTOR GLOBAL: Hires Joyce W. Lindauer as Counsel -------------------------------------------------- Crestor Global Investments, Funds II, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Joyce W. Lindauer Attorney, PLLC, as counsel to the Debtor. Crestor Global requires Joyce W. Lindauer to represent the Debtor in the Chapter 11 bankruptcy proceedings. Joyce W. Lindauer will be paid at these hourly rates: Attorneys $185 to $395 Paralegals $125 The Debtor paid Joyce W. Lindauer a retainer of $9,217, which included the filing fee of $1,717. Joyce W. Lindauer will also be reimbursed for reasonable out-of-pocket expenses incurred. Joyce W. Lindauer, owner of Joyce W. Lindauer Attorney, PLLC, 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 Debtor and its estates. Joyce W. Lindauer can be reached at: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 12720 Hillcrest Road, Suite 625 Dallas, TX 75230 Tel: (972) 503-4033 Fax: (972) 503-4034 About Crestor Global Investments Crestor Global Investments, Funds II, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 17-34797) on Dec. 29, 2017, estimating under $1 million in total assets and liabilities. The Debtor is represented by Joyce W. Lindauer Attorney, PLLC. CROSS-DOCK SOLUTIONS: Ch. 11 Trustee Hires Bederson as Accountant ----------------------------------------------------------------- Nancy Isaacson, the Chapter 11 Trustee of Cross-Dock Solutions, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Bederson LLP, as accountant to the Trustee. The Trustee requires Bederson to: -- provide accounting services to the Trustee as required; -- prepare the final estate tax returns; and -- analyze the Debtor's finances. Bederson will be paid at these hourly rates: Partners $390 to $515 Managers $305 to $325 Senior Accountants $240 to $265 Staff Accountants $170 Paraprofessionals $170 Bederson will also be reimbursed for reasonable out-of-pocket expenses incurred. Timothy J. King, partner of Bederson 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 Debtor and its estates. Bederson can be reached at: Timothy J. King BEDERSON LLP 347 Mt. Pleasant Avenue West Orange, NJ 07052 Tel: (973) 736-3333 About Cross-Dock Solutions Cross-Dock Solutions, LLC -- http://cross-docksolutions.com/-- is a full service third party provider with climate controlled warehousing and multiple compartmented less-than-load (LTL) and truckload equipment that can accommodate chilled and frozen products on the same refrigerated trailer. The Company also offers cross-dock capabilities, cold chain storage and a warehouse management solution(WMS)that can be customized to its customers' business needs. Cross-Dock Solutions, based in Edison, New Jersey, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-26993) on Aug. 22, 2017. In its petition signed by Pedro Cardenas, its managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Kathryn C. Ferguson is the case judge. Patricia A. Staiano, Esq., at Hellring Lindeman Goldstein & Siegal LLP, served as bankruptcy counsel to the Debtor. On Jan. 12, 2018, Nancy Isaacson was appointed the Chapter 11 trustee for the Debtor. The Trustee retained Greenbaum Rowe Smith & Davis LLP, as attorney. CROSS-DOCK SOLUTIONS: Ch. 11 Trustee Hires Greenbaum as Attorney ---------------------------------------------------------------- Nancy Isaacson, the Chapter 11 trustee of Cross-Dock Solutions, LLC, seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Greenbaum Rowe Smith & Davis LLP, as attorney to the Trustee. The Trustee requires Greenbaum to: a) provide legal advice with respect to Chapter 11 Trustee duties in the bankruptcy case; b) assist Chapter 11 Trustee in investigating the acts, conduct, assets and liabilities and financial condition of the Debtor and any other matters relevant to the bankruptcy proceeding; c) prosecute appropriate adversary proceedings; and d) perform such other legal services as may be referred and be in the best interests of the Debtor's estate and creditors. Greenbaum will be paid at these hourly rates: Partners $450-$585 Associates $280-$410 Paralegals/Law Clerks $135-$185 Greenbaum will also be reimbursed for reasonable out-of-pocket expenses incurred. Nancy Isaacson, partner of Greenbaum Rowe Smith & Davis 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 Debtor and its estates. Greenbaum can be reached at: Nancy Isaacson, Esq. GREENBAUM ROWE SMITH & DAVIS LLP 75 Livingston Avenue Roseland, NJ 07068-3701 Tel: (973) 535-1600 E-mail: nisaacson@greenbaumlaw.com About Cross-Dock Solutions Cross-Dock Solutions, LLC -- http://cross-docksolutions.com/-- is a full service third party provider with climate controlled warehousing and multiple compartmented less-than-load (LTL) and truckload equipment that can accommodate chilled and frozen products on the same refrigerated trailer. The Company also offers cross-dock capabilities, cold chain storage and a warehouse management solution(WMS)that can be customized to its customers' business needs. Cross-Dock Solutions, based in Edison, New Jersey, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 17-26993) on Aug. 22, 2017. In its petition signed by Pedro Cardenas, its managing member, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Hon. Kathryn C. Ferguson is the case judge. Patricia A. Staiano, Esq., at Hellring Lindeman Goldstein & Siegal LLP, served as bankruptcy counsel to the Debtor. On Jan. 12, 2018, Nancy Isaacson was appointed the Chapter 11 trustee for the Debtor. The Trustee retained Greenbaum Rowe Smith & Davis LLP, as attorney. CVS HOLDINGS: Moody's Assigns B3 CFR; Outlook Stable ---------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating (CFR) and a B3-PD Probability of Default Rating (PDR) to CVS Holdings I, LP ("Capital Vision"). Concurrently, Moody's assigned B2 ratings to the company's proposed $75 million senior secured revolver and $440 million senior secured 1st lien term loan, and a Caa2 rating on the proposed $160 million senior secured 2nd lien term loan. The ratings outlook is stable. Proceeds from the transaction will be used to refinance the company's existing $535 million of debt, pay for fees and expenses and general corporate purposes. Moody's took the following rating actions for CVS Holdings I, LP: -- Corporate Family Rating, Assigned B3 -- Probability of Default Rating, Assigned B3-PD -- $75 million Sr. Secured Revolving Credit Facility expiring 2023, Assigned B2 (LGD 3) -- $440 million Sr. Secured 1st Lien Term Loan due 2025, Assigned B2 (LGD 3) -- $160 million Sr. Secured 2nd Lien Term Loan due 2026, Assigned Caa2 (LGD 5) -- Stable outlook The ratings are subject to receipt and review of final documentation. RATINGS RATIONALE Capital Vision's B3 CFR is broadly constrained by the company's small scale, geographic concentration, high leverage and aggressive growth strategy driven primarily by debt-financed acquisitions. Pro-forma for the transaction and run rate impact of acquisitions, Moody's-adjusted debt/EBITDA is relatively high in the low-8 times range, and EBITA/interest expense is fairly weak in the low-1 times range for the last twelve months ended September 30, 2017. These calculations differ meaningfully from management-adjusted metrics because they exclude significant add-backs (such as integration, transaction, acquisition, contingent consideration), which Moody's believes reflect recurring costs that will persist over time due to the company's acquisition-driven growth strategy. Moody's expects debt/EBITDA to improve over the next 12-18 months to the mid-7 to 8 times range, driven by low-to-mid single-digit same-store sales, maturation of recently acquired stores, and earnings from additional acquisitions. Capital Vision's good near-term liquidity, coupled with stable and growing demand for optometrist services and eyewear products, positions the rating solidly in the B3 category despite the elevated financial risk profile. Moody's expects liquidity to be supported by pro-forma balance sheet cash of about $90 million, $20-40 million of projected free cash flow generation, and good revolver availability. Further, the rating benefits from the company's solid execution of its roll-up strategy and competitive advantage provided by acceptance of all major vision insurance plans. The stable outlook reflects Moody's expectations for good liquidity and solid earnings growth driven by new office expansion and positive same-store sales. The ratings could be upgraded if the company de-levers while maintaining solid organic revenue growth, EBITDA margins and good liquidity. Quantitatively, credit metrics that could prompt consideration for a prospective ratings upgrade include Moody's-adjusted debt/EBITDA trending towards 7 times on a pro-forma basis, EBITA/interest expense maintained above 1.5 times, and FCF/debt maintained above 5%. The ratings could be downgraded if liquidity deteriorates for any reason, including limited revolver availability. More aggressive financial policies, significant declines in same store sales performance or lower returns on acquisition spending compared to prior years could also lead to a downgrade. Quantitatively, the ratings could be downgraded if Moody's expects EBITA/interest expense to be maintained at or below 1 times. The principal methodology used in these ratings was Retail Industry published in October 2015. CVS Holdings I, LP ("Capital Vision") provides management services to MyEyeDr. O.D. ("MyEyeDr.") optometrists and their practices. MyEyeDr. practices offer vision care services, prescription eyeglasses and sunglasses, and contact lenses. The company operated 334 offices across 14 states and Washington, DC, and generated approximately $477 million of revenue for the twelve-month period ended September 30, 2017. On August 14, 2015, the company was acquired by an investor group led by Altas Partners and Caisse de depot et placement du Quebec. DAVID JOHN ROSSEN: Asks Court to Waive Appointment of PCO --------------------------------------------------------- Debtors David John Rossen and Julia Kay Rossen filed a motion asking the U.S. Bankruptcy Court for the Eastern District of Texas to waive the appointment of a patient care ombudsman in their case. David Rossen is a licensed dentist and owns a dental practice which he operates as a sole proprietorship. Unfortunately, during the last few years, revenue from the Dental Practice declined. As a result, the Debtors fell behind on certain tax obligations and incurred a significant amount of unsecured debt. Under the facts and circumstances of the instant case, the Debtors assert that cause exists to waive the appointment of an ombudsman, including but not limited to these: a. The filing of the Debtors' bankruptcy petition was precipitated by excessive tax liability and a variety of merchant loans rather than by any default or event connected to his performance as a dentist. b. The Dental Practice has been and can continue to generate a positive cash flow. c. DJR has been a practicing dentist since 1986. d. There is no reason to believe that the Debtors' personal bankruptcy filing will cause any interruption in the provision of services to his dental patients. e. DJR is the only dentist operating in the Dental Practice. The appointment of an ombudsman will also increase the cost of the administration of the estate to the detriment of the Debtors and to the potential detriment of unsecured creditors of his bankruptcy estate. Given that the Dental Practice has procedures in place to ensure continued appropriate care of patients and of their records, and given the fact that the DJR has no history of patient problems with respect to the provision of care or the custody of records, it is submitted that appointment of an ombudsman, in this case, is not necessary. A copy of the Debtors' Motion is available at: http://bankrupt.com/misc/txeb17-42801-21.pdf About the Rossens David Rossen is a licensed dentist and owns a dental practice which he operates as a sole proprietorship. He has been a practicing dentist in the Colony since 1986. David John Rossen and Julia Kay Rossen commenced a Chapter 11 bankruptcy case (Bankr. E.D. Tex. Case No. 17‐42801) on Dec. 20, 2017. No trustee or examiner has been appointed, and no official committee of creditors has yet been established. Counsel to the Debtors: DeMarco Mitchell, PLLC Robert T. DeMarco, Michael S. Mitchell, 1255 W. 15th Street, 805 Plano, TX 75075 Tel: 972-578-1400 Fax: 972-346-6791 E-mail: robert@demarcomitchell.com mike@demarcomitchell.com DAVID'S BRIDAL: Bank Debt Trades at 11.25% Off ---------------------------------------------- Participations in a syndicated loan under which David's Bridal Inc is a borrower traded in the secondary market at 88.75 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.13 percentage points from the previous week. David's Bridal Inc pays 375 basis points above LIBOR to borrow under the $520 million facility. The bank loan matures on Oct. 11, 2019 and Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. DEL MONTE: Bank Debt Trades at 17.45% Off ----------------------------------------- Participations in a syndicated loan under which Del Monte Pacific Ltd is a borrower traded in the secondary market at 82.55 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 3.62 percentage points from the previous week. Del Monte Pacific Ltd pays 325 basis points above LIBOR to borrow under the $710 million facility. The bank loan matures on Feb. 18, 2021 and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. DENTON DOUGH: Hires Greg Williams as Tax Service Provider --------------------------------------------------------- Denton Dough Company, seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ Greg Williams, CPA, as accountant, bookkeeper and tax service provider to the Debtor. Denton Dough requires Greg Williams to: a. analyze the Debtor's financial position, assets and liabilities; b. provide bookkeeping services as needed by the Debtor and prepare all necessary reports related thereto; c. assist with the preparation of the monthly operating reports; and d. assist in such other accounting and financial matters in connection with the bankruptcy proceeding. Greg Williams will be paid as follows: -- preparation of monthly operating reports $400 per month -- preparation of monthly bookkeeping and accounting services $500 per month -- preparation of the Debtor's federal tax return and state tax return $1,747.50 Greg Williams will also be reimbursed for reasonable out-of-pocket expenses incurred. Greg Williams, 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 Debtor and its estates. About Denton Dough Company Founded in 2010, Denton Dough Company is a privately held company based in Denton, Texas. The company is equally owned by Martha Jensen and Monte Jensen. Denton Dough is affiliated with Melkinney, LLC, which sought bankruptcy protection (Bankr. N.D. Tex. Case No. 17-31859) on May 5, 2017. Denton Dough Company filed a voluntary Chapter 11 petition (Bankr. N.D. Tex. Case No. 17-34650) on Dec. 11, 2017. In its petition signed by Martha Jensen, president, the Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Stacey G. Jernigan. Robert Thomas DeMarco, Esq., at DeMarco-Mitchell, PLLC, serves as counsel to Denton Dough. DIAMONDBACK ENERGY: Moody's Rates New $250MM Sr. Unsec. Notes B1 ---------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to Diamondback Energy, Inc.'s proposed $250 million tack-on offering of 5.375% senior unsecured notes, due 2025. Diamondback's other ratings and stable outlook were unchanged. Net proceeds from the proposed offering will be used to reduce borrowings under the company's revolving credit facility, which had $397 million outstanding as of January 23, 2018. "Although this is a leverage neutral transaction, the increased revolver availability will provide Diamondback enhanced financial flexibility in 2018 as it continues to aggressively develop its Midland and Delaware Basin acreage," commented Sajjad Alam, Moody's Senior Analyst. Assignments: Issuer: Diamondback Energy, Inc. -- Senior Unsecured Regular Bond/Debenture due 2025, Assigned B1 (LGD5) RATINGS RATIONALE The proposed notes will be issued under the same indenture as the company's $500 million 5.375% notes that were issued on December 20, 2016. These notes will also rank equally in right of payment with Diamondback's existing 2025 senior notes as well as the 4.75% senior notes due 2024. Diamondback's senior unsecured notes are rated B1, one notch below the Ba3 Corporate Family Rating (CFR) under Moody's Loss Given Default Methodology given the significant size of its secured revolving credit facility. The $1 billion committed revolver has a first-lien claim to substantially all of Diamondback's assets. Diamondback's Ba3 CFR reflects its growing, low cost and oil-weighted production platform in the Permian Basin; low financial leverage supported by periodic equity issuances; strong cash margins, and significant alternative liquidity through its 64% ownership interest in Viper Energy Partners LP (VEP, unrated), which had a market capitalization of $2.9 billion as of January 23, 2018. The rating is also supported by the increased scale and diversification following the acquisition of 80,185 net acres in the Delaware Basin, in February 2017. The CFR is restrained by the scale of Diamondback's upstream operations, its narrow geographic focus in the Permian Basin and high level of capital spending as the company continues its rapid growth. Although Diamondback's production and reserves are smaller than most Ba-rated E&P companies, the company's high quality asset base, strong growth prospects and low debt level supports its Ba3 CFR. The stable outlook reflects Diamondback's low leverage and low cost structure that should support continued growth through 2018. If Diamondback can sustain production above 80,000 boe per day while maintaining the RCF/debt ratio above 40% and the leveraged full-cycle ratio above 1.5x, the ratings could be upgraded. The ratings could be downgraded if the company's capital productivity were to significantly decline and/or its financial leverage were to substantially increase. A downgrade could occur if the RCF/debt ratio falls below 25% or the debt to average daily production ratio were to rise above $20,000 per boe on a sustained basis. Diamondback Energy, Inc. is an exploration and production company with primary focus in the Permian Basin in West Texas. ENDEMOL ENTERTAINMENT: Bank Debt Trades at 2.94% Off ---------------------------------------------------- Participations in a syndicated loan under which Endemol Entertainment Holding NV is a borrower traded in the secondary market at 97.06 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.76 percentage points from the previous week. Endemol Entertainment Holding NV pays 900 basis points above LIBOR to borrow under the $457 million facility. The bank loan matures on Aug. 12, 2022 and Moody's Caa3 rating and Standard & Poor's CCC- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. F.M.C. MARKET: Hires Rattet as Counsel After Gordon-Oliver Exit --------------------------------------------------------------- F.M.C. Market, Inc., d/b/a Frank's Food Court, seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ Rattet PLLC, as counsel to the Debtor, replacing Arlene Gordon-Oliver & Associates, PLLC. On Nov. 9, 2015 the Bankruptcy Court approved Gordon-Oliver as attorney to the Debtor. Arlene Gordon-Oliver, Esq., took office as Family Court Judge in Westchester County effective January 1, 2018. Gordon-Oliver has moved the Bankruptcy Court to be relieved as counsel. F.M.C. Market requires Rattet to: (a) advise the Debtor with respect to its powers and duties as Debtor-in-possession in the continued management and operation of its business and properties; (b) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the bankruptcy case, including all of the legal and administrative requirements of operating in Chapter 11; (c) take all necessary actions to protect and preserve the Debtor's estates, including the prosecution of actions on their behalf, the defense of any actions commenced against its estate, negotiations concerning all litigation in which the Debtor may be involved and objections to claims filed against the estate; (d) prepare on behalf of the Debtor all motions, applications, answers, orders, reports and papers necessary to the administration of the estates; (e) negotiate and prepare on the Debtor's behalf plans of reorganization, disclosure statement(s) and all related agreements or documents and take any necessary action on behalf of the Debtor to obtain confirmation of such plans; (f) advise and assist the Debtor in connection with any extraordinary sale of assets; (g) appear before the Bankruptcy Court, any appellate courts, and the U.S. Trustee, and protect the interests of the Debtor's estate before such courts and the U.S. Trustee; and (h) perform all other necessary legal services and provide all other necessary legal advice to the Debtors in connection with its Chapter 11 case. Rattet will be paid at these hourly rates: Members $650 Associates $400 On Jan. 16, 2018, Jennifer Ficuciello, a friend of the Debtor's principal, Frank Consolone caused a corporation controlled by her, AMF Enterprises Inc. to pay a third-party retainer to Rattet in the amount of $5,000. Rattet will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert L. Rattet, partner of Rattet PLLC, 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 Debtor and its estates. Rattet can be reached at: Robert L. Rattet, Esq. RATTET PLLC 202 Mamaroneck Avenue, Suite 300 White Plains, NY 10601 Tel: (914) 381-7400 About F.M.C. Market, Inc., d/b/a Frank's Food Court F.M.C. Market, Inc., based in Elmsford, NY, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 15-22885) on June 22, 2015. In its petition signed by President Frank Canfolone, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Arlene Gordon-Oliver, Esq., at Arlene Gordon-Oliver & Associates, PLLC, originally served as bankruptcy counsel. Rattet PLLC was later hired by the Debtor as replacement after Arlene Gordon-Oliver, Esq., took office as a family court judge. FAITH CHRISTIAN: Taps Silva Law as Legal Counsel ------------------------------------------------ Faith Christian Family Church of Panama City Beach Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Florida to hire Silva Law, P.A., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; review claims of creditors; assist in any potential sale of its assets and other corporate transactions; assist in the preparation and implementation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm will be paid on an hourly basis and will be reimbursed for work-related expenses. Silva Law does not hold or represent any interest adverse to the Debtor's estate. The firm maintains an office at: Silva Law, P.A. 307 Wilson Avenue, Unit 18 Panama City, FL 32401 About Faith Christian Family Church of Panama City Beach Inc. Faith Christian Family Church of Panama City Beach, Inc., is a privately-held company that operates the Faith Christian Family Church in Panama City Beach, Florida. It is a not-for-profit corporation believed to have been founded in April 1980. The founding pastors were Steve and Rhonda Morin who served as two of the three original Board of Directors along with Julie Chapman. The church filed for bankruptcy in 2011 (Bankr. N.D. Fla. Case No. 11-50288). The first bankruptcy case was dismissed just one year from the Petition Date. Faith Christian Family Church of Panama City Beach Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 17-50334) on Nov. 22, 2017. In the petition signed by Markus Q. Bishop, president, the Debtor estimated assets and liabilities of $1 million to $10 million. Judge Karen K. Specie presides over the case. The Debtor is represented by the Law Offices of William E Corley, III. FAT FACE: Bank Debt Trades at 16.31% Off ---------------------------------------- Participations in a syndicated loan under which Fat Face Ltd is a borrower traded in the secondary market at 83.69 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.65 percentage points from the previous week. Fat Face Ltd pays 550 basis points above LIBOR to borrow under the $140 million facility. The bank loan matures on Sept. 12, 2020. Moody's and S&P did not give any rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. FIRST DATA: Egan-Jones Lowers LC Commercial Paper Rating to B ------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 3, 2018, downgraded the local currency commercial paper rating on First Data Corp. to B from A3. First Data Corporation offers its clients a range of integrated solutions in commerce technologies, merchant acquiring, issuing, and network solutions. FLO'S LLC: Hires Restaurant Brokers as Valuation Expert ------------------------------------------------------- Flo's, LLC, and its debtor-affiliates seek authority from the U.S. Bankruptcy Court for the District of Arizona to employ The Restaurant Brokers, as valuation expert to the Debtors. As set forth in the Joint Notice of Mediation, the Debtors are proceeding to mediation with Victor L. McMurry, secured creditor in the Chapter 11 cases, to resolve certain contested issues between them, including valuation issues. The Debtors understand and expect that Mr. McMurry has retained a valuation expert to prepare a report in advance of with the mediation, and the Debtors require the employment of an expert to prepare a comparable report in connection with the same issues. Flo's, LLC, requires The Restaurant Brokers to: a. analyze the value of the Debtors' restaurants; b. prepare a final, written expert report in connection with the Restaurants' values; and c. testify regarding the contents of the Report at a valuation hearing, if necessary. The Restaurant Brokers will be paid as follows: a. for the services in connection with preparing the Report for a flat fee of $7,500.00 ("Flat Fee"). Payment of the Flat Fee shall be due as follows: i. $3,750 upon entry of an Order approving the Application; ii. $3,750 upon completion and delivery of the Report to the Debtors. b. For expert witness testimony, the firm will be paid at an hourly rate of $250-$350, and a minimum retainer of $3,000. The Restaurant Brokers will also be reimbursed for reasonable out-of-pocket expenses incurred. AJ Edelstein, partner of The Restaurant Brokers, 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. The Restaurant Brokers can be reached at: AJ Edelstein THE RESTAURANT BROKERS 621 S. 48th Street, Suite 101 Tempe, AZ 85281 Tel: (480) 491-0123 Fax: (480) 820-4459 About Flo's, LLC Flo's LLC, Flo's Second LLC and Flo's Restaurants Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 17-09181) on Aug. 8, 2017. In its petition signed by Manager Dustin W. Wallace, Flo's LLC estimated total assets of less than $50,000 and liabilities of $1 million to $10 million. Allen Barnes & Jones, PLC, is the Debtors' bankruptcy counsel. * * * On Dec. 1, 2017, the Debtors filed a disclosure statement and Chapter 11 plan of reorganization. FRANCHISE SERVICES: Dismissal Order Okayed for Direct Appeal ------------------------------------------------------------ Judge Edward Ellington of the U.S. Bankruptcy Court for the Southern District of Mississippi granted Franchise Services of North America, Inc.'s motion for certification of a direct appeal to the Court of Appeals for the Fifth Circuit of the bankruptcy court's order granting Boketo's motion to dismiss the bankruptcy case. In its Motion, the Debtor sought this Court's certification of a direct appeal to the U.S. Court of Appeals for the Fifth Circuit on the bankruptcy court's Memorandum Opinion and Final Judgment. The Opinion was entered on Dec. 18, 2017. In order for the Court to certify a direct appeal to the Fifth Circuit, the Opinion must involve one of the following: (1) a question of law on which there is no controlling decision by the Fifth Circuit or the Supreme Court; or (2) it is a matter of public importance; or (3) the issue is one where there are conflicting decisions; or (4) an immediate appeal may materially advance the progress of the case. In its Objection, Boketo states several times that there is controlling law on the issue of blocking provisions or golden shares, but Boketo fails to cite to any such opinion from a court of appeals or the Supreme Court. The Court finds that not only is there no controlling decision by the Fifth Circuit or the Supreme Court, but there is also no decision by any of the other courts of appeal. Consequently, the Court finds that because there is no controlling decision by the Fifth Circuit (or any other circuit court) or the Supreme Court, a condition has been met under section 158(d)(2)(A) to require certification of a direct appeal to the Fifth Circuit. The next condition for determining whether a bankruptcy court will make a certification pursuant is whether there are conflicting decisions. As the Court found in its Opinion, "[i]t is clear from the seven cases which have addressed golden shares or blocking provisions, either provision will be upheld as valid if it is held by an equity holder. If either provision is held by a creditor, however, the provision will be void as a matter of public policy." Consequently, the Court finds that there are not conflicting decisions and that this condition is not present for requiring certification of a direct appeal. The Court finds that the final condition for certification of a direct appeal is met. In Price v. Gurney, the Supreme Court held that a bankruptcy petition filed on behalf of a corporation may only be filed by those who have authority to act for the corporation under state law. If the corporate authority to file bankruptcy is lacking, the bankruptcy court does not acquire jurisdiction, and the case must be dismissed. In its Opinion, the Court dismissed the Debtor's bankruptcy case because the Court found that the Debtor filed bankruptcy without the consent of Boketo, and therefore, lacked corporate authority to file bankruptcy. The bankruptcy case was filed on June 26, 2017. From the day the petition was filed, the Debtor aggressively moved forward with its bankruptcy case. Up until the case was dismissed, the Debtor was moving forward with an auction of substantially all of its assets. If the Fifth Circuit finds that the Court incorrectly dismissed the Debtor's bankruptcy case, the Debtor's case would be reinstated and the Debtor could move forward with its auction. Consequently, an immediate appeal would certainly advance the progress of the Debtor's bankruptcy case. The Court has found that three of the four conditions are met. Therefore, the Court is compelled to certify the matter for direct appeal. A copy of Judge Ellington's Decision Order dated Jan. 17, 2018, is available at: http://bankrupt.com/misc/mssb17-02316-272.pdf About Franchise Services Franchise Services of North America Inc. -- http://www.fsna-inc.com/-- is a publicly traded company listed on the TSX Venture Exchange. The Company and its subsidiaries own these brands: U-Save Car & Truck Rental, U-Save Car Sales, Auto Rental Resource Center, Xpress Rent A Car, Sonoran National Insurance Group and Peakstone Financial Services. U-Save, together with its subsidiary ARRC, has over 650 locations throughout the United States and is one of North America's largest franchise car rental companies. U-Save currently services 21 airport markets in 9 different states and 12 countries. Although primarily based in the United States, U-Save has 16 international locations in Mexico, Greece, Central America and the Caribbean. With more than 150 years of combined insurance experience, Sonoran National Insurance Group is licensed in all 50 states and serves customers in every part of the country. Sonoran provides an entire range of business and personal insurance solutions customized to the needs of its clients. Franchise Services of North America Inc., based in Ridgeland, Miss., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 17-02316) on June 26, 2017. In the petition signed by CEO Thomas P. McDonnell, III, the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. The Hon. Edward Ellington presides over the case. Stephen W. Rosenblatt, Esq., at Butler Snow LLP, serves as bankruptcy counsel to the Debtor. Equity Partners HG LLC, serves as restructuring advisor to the Debtor. FRONTIER COMMUNICATIONS: Bank Debt Trades at 3.50% Off ------------------------------------------------------ Participations in a syndicated loan under which Frontier Communications Corp is a borrower traded in the secondary market at 96.50 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.98 percentage points from the previous week. Frontier Communications Corp pays 375 basis points above LIBOR to borrow under the $1.500 billion facility. The bank loan matures on June 15, 2024 and Moody's B2 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. GAMESTOP CORP: S&P Alters Outlook to Neg on Weak Credit Metrics --------------------------------------------------------------- S&P Global Ratings revised its outlook on Grapevine, Texas-based video game, consumer electronics, and wireless services retailer GameStop Corp. to negative from stable. At the same time, S&P affirmed all ratings, including the 'BB' corporate credit rating. S&P said, "The outlook revision reflects what we consider setbacks in management's strategy of diversifying its business away from its core, but volatile video game segment. The company announced it expects to record a large non-cash impairment charge in the $350 million to $400 million range primarily relating to its technology brands business. GameStop reported mixed results for the latest 2017 nine-week holiday period with strong same-store sales growth of about 12% for its retail segment, but about 19% decline in its technology brands segment (represents about 10% of revenues and 20% of gross profits). This segment faces challenges with a revised AT&T commission structure for its mobile segment that weakens sales prospects for new and existing phone releases. Prospectively, we think further performance declines though the company's efforts to modify its pricing strategy could temper the decline in profits. "The negative outlook reflects our expectation that credit metrics will likely be weak for the rating as potentially lower-than-expected performance in the technology brands segment may cause the company to underperform our expectations. Though we recognize the company's efforts to balance its product mix and expansion into the digital and mobile device segment, we believe the soft trends could continue. "We could lower the rating if we believe leverage will remain above 4x for a prolonged period. This could occur if performance in the non-physical gaming business is softer than we anticipate, there is a shift away from the company's core business toward digital before the company has penetrated the digital market, or competitive pressures heighten across its businesses and hurt credit metrics. A downgrade could also occur if it pursues an aggressive financial policy that results in large debt-financed shareholder remunerations or acquisitions. "We could revise our outlook to stable if debt to EBITDA improves to the mid-3x area and if we are convinced the company's operating initiatives, such as expansion of its technology brands and collectibles segments, improves its overall business prospects. This could come from better-than-expected sales and margin growth, with EBITDA margins improving 100 bps. This could lead to less dependence on the introduction of new video game products and an improvement in its product mix shift to digital and mobile." GENERAL NUTRITION: Bank Debt Trades at 18.92% Off ------------------------------------------------- Participations in a syndicated loan under which General Nutrition Centers is a borrower traded in the secondary market at 81.08 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of 1.74 percentage points from the previous week. General Nutrition Centers pays 250 basis points above LIBOR to borrow under the $1.375 billion facility. The bank loan matures on Mar. 4, 2019 and Moody's B3 rating and Standard & Poor's CC rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. GLOBAL KNOWLEDGE: Bank Debt Trades at 18.67% Off ------------------------------------------------ Participations in a syndicated loan under which Global Knowledge Training LLC Corp is a borrower traded in the secondary market at 81.33 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.15 percentage points from the previous week. Global Knowledge Training LLC Corp pays 550 basis points above LIBOR to borrow under the $175 million facility. The bank loan matures on January 30, 2021 and Moody's B2 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. GNC CORP: Egan-Jones Lowers Sr. Unsecured Debt Ratings to CCC ------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 3, 2018, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by GNC Corp. to CCC from B. EJR also downgraded the foreign currency and local currency commercial paper ratings on the Company to C from B. GNC Holdings Inc. is a Pittsburgh, Pennsylvania-based American company selling health and nutrition related products, including vitamins, supplements, minerals, herbs, sports nutrition, diet, and energy products. GOODWILL INDUSTRIES: Taps Piercy Bowler as Accountant, Auditor -------------------------------------------------------------- Goodwill Industries of Southern Nevada Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Piercy Bowler Taylor & Kern as its accountant and auditor. The firm will professional services, which include (i) an audit of the Debtor's financial statements as of December 31, 2017 and for the year then ending; (ii) federal financial assistance audit as required by 2 CFR Part 200; and (iii) tax preparation and related advice. The firm's hourly rates are: Principals $275 - $450 Managers $175 - $235 Senior Associates $135 - $160 Staff Associates $110 - $125 Piercy Bowler is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Ryan C. Whitman Piercy Bowler Taylor & Kern Certified Public Accountants & Business Advisors 6100 Elton Ave., Suite 1000 Las Vegas, Nevada 89107 Phone: 702-384-1120 Fax: 702-870-2474 About Goodwill Industries Founded in 1975 and headquartered in North Las Vegas, Nevada, Goodwill of Southern Nevada -- http://www.goodwill.vegas-- is a registered 501(c)(3) nonprofit, accepts the communities' gifts in the form of donated goods and sells those items to provide free job training and placement services for unemployed locals. In 2016, Goodwill of Southern Nevada served the job training needs of 14,465 and directly placed 3,004 individuals into local jobs. Goodwill also makes a significant impact on the environment through recycling and reuse practices. In 2016, there were 873,624 generous donors of goods who helped Goodwill divert over 26 million pounds from its local landfills. Goodwill Industries -- d/b/a Goodwill of Southern Nevada, Goodwill Deja Blue Boutique, Goodwill Store/Donation Center, Goodwill Clearance Center, Goodwill Select, and Goodwill Donation Center -- filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 17-14398) on Aug. 11, 2017, estimating its assets and debts at between $10 million and $50 million. The petition was signed by John Hederman, interim chief executive officer. Judge Bruce T. Beeley presides over the case. Zachariah Larson, Esq., at Larson & Zirzow, LLC, serves as the Debtor's bankruptcy counsel. The Debtor hired Kamer Zucker Abbott as special counsel and Piercy Bowler Taylor & Kern Certified Public Accountants & Business Advisors as accountant and auditor. The Debtor employed Real Estate Asset Management, LLC as real estate broker. GST AUTOLEATHER: Dickinson Wright, Womble Represent FCA, et al. --------------------------------------------------------------- In the Chapter 11 case of GST AutoLeather, Inc., Dickinson Wright PLLC and Womble Bond Dickinson (US) LLP, submitted a verified statement pursuant to Rule 2019(a) of the Federal Rules of Bankruptcy Procedure to disclose that they represent these creditors: 1. FCA US LLC 1000 Chrysler Drive Auburn Hills, Michigan 48326-2766 2. Adient US LLC 49200 Halyard Drive Plymouth, Michigan 48170 3. Irvin Automotive Products LLC 2600 Centerpoint Parkway Pontiac, Michigan 48341 4. Magna Seating of America, Inc. 30020 Cabot Drive Novi, Michigan 48377 5. Yanfeng USA Automotive Trim Systems Inc. 41935 West 12 Mile Road Novi, Michigan 48377 6. Yanfeng Mexico Interiors S. de R.L. de C.V. Av. Industria Metalúrgica No. 1030 Ramos Arizpe, Coahuila, 25900 Mexico 7. Yanfeng US Automotive Interior Systems I LLC 41935 West 12 Mile Road Novi, Michigan 48377 FCA US LLC, and its applicable affiliates have claims against the Debtors, including (without limitation) arising from its certain purchase orders and/or supply contracts with certain of the Debtors. Adient US LLC, Magna Seating of America, Inc., Yanfeng USA Automotive Trim Systems Inc., Yanfeng Mexico Interiors S. de R.L. de C.V., and Yanfeng US Automotive Interior Systems I LLC have claims against the Debtors, including (without limitation) arising from purchase orders and supply contracts with certain Debtors, which may include (without limitation) award letters and SSOWs. Irvin Automotive Products LLC has claims against the Debtors, including (without limitation) arising from purchase orders and supply contracts with certain Debtors, which may include (without limitation) certain purchase order amendments, requests for quotation, blanket purchase orders, releases, and similar documents. The creditors are in the process of compiling the information regarding their claims and the amounts thereof. Each of Dickinson Wright and WBD's clients engaged the firms independently of one another, in order for the firm to represent each such client in the Debtors' cases and any related proceedings. Each representation is a separate and distinct lawyer-client relationship, with separately maintained work product and attorney-client privileges with respect to each separate client entity. The clients have not formed an individual "Committee" as that term is used in Bankruptcy Rule 2019. Neither Dickinson Wright nor WBD hold any claim or interest with respect to the Debtors' cases. The attorneys can be reached at: James A. Plemmons, Esq. DICKINSON WRIGHT PLLC 500 Woodward Avenue, Suite 4000 Detroit, MI 48226 Telephone: (313) 223-3500 E-mail: jplemmons@dickinsonwright.com - and - M. Kimberly Stagg, Esq. DICKINSON WRIGHT PLLC 424 Church Street, Suite 800 Nashville, TN 37219 Telephone: (615) 620-1732 E-mail: kstagg@dickinsonwright.com - and - Matthew P. Ward, Esq. Morgan L. Patterson, Esq. WOMBLE BOND DICKINSON (US) LLP 222 Delaware Avenue, Ste. 1501 Wilmington, DE 19801 Telephone: (302) 252-4320 Facsimile: (302) 252-4330 E-mail: matthew.ward@wbd-us.com morgan.patterson@wbd-us.com About GST Autoleather Headquartered in Southfield, Michigan, GST AutoLeather, Inc., was founded in 1933, then known as Garden State Tanning, initially operated as a tanning company that processed leather for the upholstery and garment industries. The Company entered the automotive industry in 1946. As of Oct. 3, 2017, the Company employs 5,600 people worldwide, including the United States, Mexico, Japan, China, Korea, Germany, Hungary, South Africa, and Argentina. The Company supplies leather to virtually every major OEM in the automotive industry, including Audi, BMW/Mini, Daimler, Fiat Chrysler, Ford, General Motors, Hyundai, Honda, Porsche, PSA, Nissan, Kia, Toyota and Volkswagen. GST AutoLeather, Inc., and five of its affiliates filed voluntary petitions for relief under chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-12100) on Oct. 3, 2017. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP as local bankruptcy counsel; Lazard Middle Market, LLC as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; and Epiq Bankruptcy Solutions, LLC as claims and noticing agent, Ernst & Young LLP, as tax advisors. Deloitte & Touche LLP, as independent auditor. On Oct. 13, 2017, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The Committee is represented by Christopher M. Samis, L. Katherine Good, Aaron H. Stulman, Christopher A. Jones and David W. Gaffey of Whiteford Taylor & Preston LLP and Erika L. Morabito, Brittany J. Nelson, John A. Simon, Richard J. Bernard and Leah Eisenberg of Foley & Lardner LLP. Royal Bank of Canada is represented by Andrew V. Tenzer of Paul Hastings LLP. HEALOGICS: Bank Debt Trades at 13.17% Off ----------------------------------------- Participations in a syndicated loan under which Healogics [ex- National Healing Corp] is a borrower traded in the secondary market at 86.83 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.16 percentage points from the previous week. Healogics [ex- National Healing Corp] pays 425 basis points above LIBOR to borrow under the $420 million facility. The bank loan matures on July 1, 2021 and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. HIGHVEST CORP: Seeks Authorization to Use Cash Collateral --------------------------------------------------------- Highvest Corp. seeks authorization from the U.S. Bankruptcy Court for the Southern District of Florida to use cash collateral for payment of reasonable, necessary costs and expenses of preserving the estate. The Debtor has an immediate need to use cash collateral, in order to permit, among other things, the orderly continuation of the operation of the Debtor's business. As such, the Debtor asserts that use of cash collateral is necessary to prevent the immediate and irreparable harm to the Debtor and its estate. The main parcel of real property owned by the Debtor is occupied by Camper Corral, Inc., a business engaged in the sale and rental of recreational vehicles. The tenant is wholly owned by the same individual who owns the Debtor. The Debtor is entitled to the following revenue each month: (a) $14,489 from Camper Corral, Inc., (b) $600 for the rental of a Condominium, (c) $500 for the rental of a small home on one of the owned parcels. An electronic billboard on one of the properties generates "like kind" results that accrue to Camper Corral, Inc. as part of the arrangement for occupancy of the land between Camper Corral and the Debtor. The Debtor is authorized to operate its business using property of the estate in the ordinary course of business but is restricted from utilizing cash collateral without the consent of secured creditor Wauchula State Bank and court authorization. As such, the Debtor seeks for authority to utilize cash collateral without waiving its rights to challenge the validity, priority and extent of any lien held by Wauchula State Bank. The Debtor is in default on a note payable to Wauchula State Bank and secured by a Mortgage and other security agreements. Under that arrangement, the Creditor will be making a claim of upwards of $1.7 million against the Debtor and their right to repossess the properties held by the Debtor. Wauchula State Bank maintains a blanket security interest across the Debtor. The Debtor believes that this blanket security interest extends to the accounts and all receivables held by the Debtor. The Debtor proposes payments of $13,442 per month sourced from ongoing operations as adequate protection for Wauchula State Bank, an amount approximately equivalent to the monthly amount paid by the Debtor prior to default. The Debtor also proposes payment of $350 a month to Von T. Ruddle, a creditor who holds a mortgage and security interest in property not covered by Creditor Wauchula State Bank's security interest. The total obligation owed to Von T. Ruddle is $42,000. A full-text copy of the Debtor's Motion is available at: http://bankrupt.com/misc/flsb17-24166-25.pdf About Highvest Corp. Based in Sebring, Florida, Highvest Corp. was founded in 2009 and is engaged in the wholesale distribution of distilled spirits, including neutral spirits and ethyl alcohol used in blended wines and distilled liquors. Highvest Corp. filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-24166), on November 28, 2017. In its petition signed by Anthony R. Cozier, president, the Debtor estimated $0 to $50,000 in assets and $1 million to $10 million in liabilities. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor is represented by Angelo A. Gasparri, Esq. of the Law Office of Angelo A Gasparri. HUNTSMAN CORP: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB+ ----------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 9, 2018, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Huntsman Corp to BB+ from BB. Huntsman Corporation is an American multinational manufacturer and marketer of chemical products for consumers and industrial customers. INGRAM MICRO: Protective Provisions Support Moody's Ba1 CFR ----------------------------------------------------------- Moody's Investors Service said it received numerous inquiries from investors regarding press reports which reference adverse financial pressure on HNA Group ("HNA"), a parent entity of Tianjin Tianhai Investment Company, Ltd. ("TTIC") which acquired Ingram Micro Inc. at the end of 2016 in a $6 billion transaction. As noted when Moody's downgraded Ingram's Corporate Family Rating ("CFR") to Ba1 in connection with the acquisition, more than $4 billion of acquisition debt was placed at a holding company several layers above Ingram Micro, with no recourse to the rated entity. The corporate structure as well as the protections included in Ingram Micro's amended indentures and credit agreement continue to support the company's Ba1 CFR. Key provisions included in the debt agreements are: * Ingram Micro cannot upstream dividends of more than 50% of adjusted net income. If adjusted debt to EBITDA is more than 2.0x, then dividends are limited to the lower of 50% of adjusted net income or $150 million. * Ingram Micro is not allowed to make any direct or indirect investment (equity or cash) in HNA, so no cash can move outside of the company to support HNA. * Any loan received from HNA is subordinated to debt (including bonds and revolver) and trade payables to protect bondholders and lenders. * Any transaction with HNA needs to be at arm's length. * HNA is prohibited from pledging its Ingram shares to HNA's lenders, and any HNA default under its loans cannot trigger a cross-default by Ingram Micro. * The company's senior notes due 2022 and 2024 require 100% vote to amend key protective provision in the indenture. Early redemption of these notes is not likely given the large pre-payment penalties that would be required. The revolver agreement matures January 2020 and needs majority approval to amend key protective provisions. Additionally, pursuant to an agreement with the Committee on Foreign Investment in the U.S. ("CFIUS"), Ingram Micro must be operated as a stand-alone company, and is subject to annual audits of its compliance with certain operating and security agreements. Governance is acceptable with four of the seven board members of Ingram Micro being independent. Furthermore, the composition of the board of directors and the qualifications to serve on the board are governed by an agreement with CFIUS/U.S. Department of Defense, and CFIUS retains discretion to object to the appointment of any Board Member. For the first nine months of 2017, operating performance of Ingram Micro was solid, though cash flow was negatively impacted by strong revenue growth, more accommodating credit terms, and an inventory build-up with certain new customers. The company achieved good revenue growth, and liquidity is expected to remain at least good, with unrestricted cash balances of at least $400 million plus its $1.11 billion unsecured revolving credit facility. Ingram Micro can also borrow up to $1,175 million under its various multi-year revolving A/R backed financing facilities (includes the October 2017 extension and increase in its U.S. ABS program). These working capital facilities were utilized to help fund the recent inventory buildup for consumer and mobility products as well as more accommodating credit terms with certain new customers, resulting in a spike of adjusted debt to EBITDA to the high 2x level as of September 30, 2017. While free cash flow was negative $877 million for the trailing 12 months, Moody's expect annual free cash flow of over $300 million over the next year as the inventory is sold over the next several quarters. Management notes that it executed a similar turnaround in working capital funding when it previously targeted growth in market share. Moody's expect Debt to EBITDA to decline to under 2x in 2018 driven by debt repayments and moderate EBITDA growth. Moody's will continue to monitor Ingram Micro's operating performance, adherence to its debt agreements and financial guidance, as well as the potential for pressure on its financial policies as a result of its ownership structure. Ingram Micro is the largest global information technology (IT) wholesale distributor (by revenue) providing sales, marketing, and supply chain solutions. The company offers various IT products, including peripherals, systems, networking, software, logistics, data capture, point-of-sale, and high-end home technology products, mostly focused on the small and medium size business market. Tianjin Tianhai, a subsidiary of HNA Group (less than 100% owned), acquired Ingram Micro in December 2016. INTERNATIONAL SHOPPES: Hires Goldstein as Special Counsel --------------------------------------------------------- International Shoppes, LLC, seeks authority from the U.S. Bankruptcy Court for the Middle District of Florida to employ Scott V. Goldstein, as special counsel to the Debtor. International Shoppes requires Goldstein to: a. prosecute or settle the pending actions in the Circuit Court, in and for Orange County, Florida, titled BOI Brazil Churrascaria, LLC, et al, Case No. 2017-CA-007182-), Casual Male Retail Stores, LLC, et al., Case No. 2017-CA-005316-O, Luxury Nightlife, Inc., et a., Case No. 2017-CA-005642, and Pro Cycle, Inc., et al., Case No. 2017-CA-006474-O; b. initiate legal action to enforce obligations of other tenants and guarantors following lease default. Goldstein will be paid a flat fee of $500 per month. Goldstein will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott V. Goldstein, Esq., 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 Debtor and its estates. Goldstein can be reached at: Scott V. Goldstein, Esq. About International Shoppes, LLC Based in Windmere, Florida, International Shoppes, LLC, owns and operates a shopping center located at 5600-5752 International Drive, Orlando, FL 32819. The shopping center is across from the Universal Studios theme park. The company was incorporated in 2006. International Shoppes filed a Chapter 11 petition on December 4, 2017 (Bankr. M.D. Fla. Case No. 17-07549). The petition was signed by Abdul Mathin, chief restructuring officer. David R. McFarlin, Esq. at Fisher Rushmer, P.A. represents the Debtor as counsel. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. International Shoppes first sought bankruptcy protection on Oct. 21, 2010 (Bankr. M.D. Fla. Case No. 10-18809). J+T LLC: Taps BransonLaw as Legal Counsel ----------------------------------------- J+T, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire BransonLaw, PLLC, as its legal counsel. The firm will assist the Debtor in the formulation of a plan of reorganization and will provide other legal services related to its Chapter 11 case. BransonLaw's hourly rates range from $100 to $350. The firm received an advance fee of $4,500 for post-petition services and expenses from third parties prior to the petition date. The Debtor has agreed to pay a retainer post-petition in the sum of $5,500. Prior to the commencement of representation in this case, paid an advance fee of $4,500.00 for post-petition services and expenses in connection with this case. Jeffrey Ainsworth, Esq., at BransonLaw, disclosed in a court filing that his firm does not represent any creditor or person who is adverse or potentially adverse to the Debtor and its estate. The firm can be reached through: Jeffrey S. Ainsworth, Esq. BransonLaw, PLLC 1501 E. Concord Street Orlando, FL 32803 Tel: (407) 894-6834 Fax: (407) 894-8559 Email: jeff@bransonlaw.com About J+T LLC J+T, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-07685) on Dec. 10, 2017. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. Judge Cynthia C. Jackson presides over the case. JC PENNEY: Bank Debt Trades at 4.08% Off ---------------------------------------- Participations in a syndicated loan under which JC Penney Corp is a borrower traded in the secondary market at 95.92 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.99 percentage points from the previous week. JC Penney Corp pays 425 basis points above LIBOR to borrow under the $1.688 billion facility. The bank loan matures on June 23, 2023 and Moody's Ba2 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. JO-ANN STORES: Bank Debt Trades at 2.75% Off -------------------------------------------- Participations in a syndicated loan under which Jo-Ann Stores is a borrower traded in the secondary market at 97.25 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.78 percentage points from the previous week. Jo-Ann Stores pays 500 basis points above LIBOR to borrow under the $725 million facility. The bank loan matures on Sept. 29, 2023 and Moody's B1 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. KAIROS LLC: Smith Debnam Represents Ascentium, First South ---------------------------------------------------------- Smith Debnam Narron Drake Saintsing & Myers, L.L.P., filed a verified statement under F.R.B.P. Rule 2019 to disclose that it serves as attorneys for certain creditors of Kairos, LLC. Smith Debnam is counsel to these creditors: 1. Name: Ascentium Capital LLC Address: 23970 Highway 50 North, Kingwood, TX 77339 Nature of Claim: Provision of financing for certain point- of-sale equipment to the Debtor for which Ascentium Capital LLC has not been paid. Principal Amount of Claim: * Equipment Finance Agreement 2200311 $12,958 * Equipment Finance Agreement 2202230 $9,875 * Equipment Finance Agreement 2202350 $11,219 * Equipment Finance Agreement 2202351 $9,391 * Equipment Finance Agreement 2202352 $7,365 * Equipment Finance Agreement 2270463 $8,120 ------- $58,927 2. Name: First South Bank Address: 220 Creekside Drive, Washington, NC 27889 Nature of Claim: Loan of certain monies pursuant to a Promissory Note and Commercial Security Agreement which provided First SouthBank with a security interest in all of the Debtor's assets, including its present and future inventory and other goods held for resale, its present and future accounts and all proceeds. Principal Amount of Claim: $1,087,280,with interest and attorney's fees continuing to accrue. The firm was retained by Ascentium to represent its interest in the case related to the provision of financing for the purchase of certain point-of-sale equipment by the Debtor for which Ascentium Capital has not been paid. The firm was retained by First South Bank to represent its interest in this case related to the Loan of certain monies pursuant to a Promissory Note and Commercial Security Agreement which provided First South Bank with a security interest in all of the Debtor's assets, including its present and future inventory and other goods held for resale, its present and future accounts, and all proceeds, for which First South Bank has not been paid. The firm can be reached at: Byron L. Saintsing, Esq. SMITH DEBNAM NARRON DRAKER SAINTSING & MYERS, LLP P.O. Box 26268 Raleigh, NC 27611-6268 Telephone: (919) 250-2000 E-mail: bsAintsine@smithdebnamlaw.com About Kairos, LLC Kairos, LLC, is a privately held limited liability company that owns Mexican restaurants doing business as Chubby's Tacos and Guacamaya Fresh Mex. Kairos, LLC, filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 17-04455) on Sept. 11, 2017. The petition signed by member-manager Joseph M. Lytton disclosed total assets of $189,521 and total liabilities of $2.29 million. The Hon. Stephani W. Humrickhouse is the case judge. J.M. COOK, P.A., is the Debtor's counsel. LEGACY RESERVES: Moody's Revises PDR to Caa2-PD/LD -------------------------------------------------- Moody's Investors Service changed Legacy Reserves LP's Probability of Default Rating (PDR) to Caa2-PD/LD from Caa2-PD. Moody's affirmed Legacy's Corporate Family Rating (CFR) at Caa2 and its senior unsecured notes rating at Caa3. At the same time, Moody's lowered Legacy's Speculative Grade Liquidity Rating to SGL-4 from SGL-3 and changed the rating outlook to negative from stable. Legacy announced on January 5 that the company had purchased approximately $187 million in principal amount of its 6.625% senior unsecured notes due 2021 for approximately $131 million, at an average discount of 30% of par. The appending of the PDR with an "/LD" designation indicates limited default. Moody's views the debt purchase as a distressed exchange, which is an event of default under Moody's definitions. Moody's will remove the "/LD" designation after three business days. "While Legacy's senior notes purchase modestly reduced total debt, the company's interest expense increased as it funded the purchase with higher interest rate second lien debt. Legacy now also has more secured debt in its capital structure and its liquidity has deteriorated," said Moody's Vice President Amol Joshi. RATING ACTIONS: Issuer: Legacy Reserves LP Ratings affirmed: Corporate Family Rating, Affirmed at Caa2 Probability of Default Rating, Affirmed at Caa2-PD/LD (LD appended) Senior Unsecured Notes, Affirmed at Caa3 (LGD5) Ratings downgraded: Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Outlook Actions: Outlook, Changed to Negative from Stable RATINGS RATIONALE Legacy's Caa2 CFR reflects the company's high leverage, weak liquidity and significant debt refinancing risk. The rating is supported by Legacy's long-lived, shallow decline, predominantly proved developed reserve base. While Legacy is significantly ramping up its activities in the Permian Basin leading to oil production growth, its production in other areas continues to decline due to lack of capital spending. Legacy has suspended its unit distributions and cumulatively repurchased or exchanged approximately $371 million of its senior notes since 2015, but the company's debt balances are high and now have a significant amount of secured debt in the capital structure. At the same time, Legacy's default risk continues to remain high due to deteriorated liquidity and significant debt maturities beginning in 2019. Legacy's SGL-4 Speculative Grade Liquidity Rating reflects weak liquidity through mid-2019, with limited revolver availability and significant refinancing risk due to maturities beginning in 2019. Moody's expects Legacy's debt balances to remain at high levels even though the company strives to spend within cash flow and is not anticipated to make any unit distributions through mid-2019. Legacy has a senior secured revolving credit facility due April 2019 with a $575 million borrowing base, of which $485 million was drawn as of September 30, 2017. While the borrowing base was reduced by $25 million in October 2017, the revolver is subject to another semi-annual redetermination in April 2018. The current revolver financial covenants include a maximum first lien debt/EBITDA ratio of 2.5x, a maximum secured debt/EBITDA ratio of 4.5x beginning with the fiscal quarter ending on December 31, 2018, a minimum EBITDA/interest expense ratio of 2x, a minimum asset coverage ratio of 1x and a minimum current ratio of 1x. Legacy was in compliance with its financial covenants as of September 30, 2017. Legacy also has approximately $339 million drawn under a $400 million 12% second lien term loan facility with a springing maturity in August 2020 (unrated). This facility allows about $61 million of incremental borrowings available through October 2019. In addition, Legacy's long-term debt consists of $233 million 8% senior notes due December 2020 and approximately $246 million 6.625% senior notes due December 2021. Alternate sources of liquidity are limited as Legacy's assets are pledged as collateral to the secured debt, while upcoming maturities indicate significant refinancing risk. Legacy's senior unsecured notes are rated Caa3, one notch below the Caa2 CFR under Moody's Loss Given Default Methodology. The notching reflects the priority claim of the senior secured revolving credit facility and the second lien term loan to Legacy's assets. The rating outlook is negative, reflecting Legacy's weak liquidity and debt refinancing risk. The outlook could be changed to stable if liquidity improves. The ratings could be downgraded if Legacy pursues a debt restructuring or its liquidity further deteriorates. The ratings could be upgraded if retained cash flow to debt exceeds 10% and leveraged full cycle ratio exceeds 1x on a sustained basis, while maintaining adequate liquidity. The principal methodology used in these ratings was Independent Exploration and Production Industry published in May 2017. Legacy, headquartered in Midland, Texas, is a publicly traded exploration and production master limited partnership with producing properties located in the Permian Basin, East Texas, Rocky Mountains, and Mid-Continent. Legacy is controlled by its general partner (GP) Legacy Reserves GP, LLC (unrated). The GP is owned by Legacy's founding investors, directors and management, which collectively own about 15% of Legacy's limited partner units. LEVEL III TRADING: Successor Litigation Trustee, Extension Sought ----------------------------------------------------------------- Patrick C. Cotter, Trustee of the Litigation Trust, submitted a motion asking the U.S. Bankruptcy Court for the Eastern District of Louisiana to extend the Litigation Trust and to appoint a Successor Litigation Trustee. The present Trustee has resigned from his position, effective Feb. 8, 2018. Therefore, the Litigation Trust requires a new trustee to be appointed, pursuant to the confirmed Chapter 11 Plan and the Litigation Trust Agreement. Furthermore, the Trustee seeks an order extending the term of the Litigation Trust to such time as all claims are adjudicated in Cotter v. Gwyn et al, District of Louisiana, 15-cv-4823. According to the Trustee, the appointment of a successor trustee and the extension of the term will aid in the consummation of the confirmed plan and are consistent with the purpose and intent of the confirmed plan. A copy of the Trustee's Motion is available at: http://bankrupt.com/misc/laeb13-12120-323.pdf About Level III Trading Level III Trading Partners, L.P.'s bankruptcy proceedings began with the filing of an involuntary Chapter 7 petition against the Company (Bankr. E.D. La. Case No. 2:13-bk-12120) on Aug. 2, 2013, by petitioning creditor Kenneth Alexander McAshan, Charlotte Collins Meade, and Samantha Simms McAshan. The Petitioning Creditors were represented by: Adam G Young, Esq. 315 S. College, Suite 163 Lafayette, LA 70503 Tel: (337) 261-8800 Fax: (337) 234-3133 E-mail: Adam@AdamYoungLaw.com The case was later converted to Chapter 11 and Patrick Cotter was appointed as Chapter 11 trustee. He has retained his own firm, Young, Cotter & Meade, LLC, for legal advice. LIFE SETTLEMENTS: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Life Settlements Absolute Return I, LLC and Senior LS Holdings, LLC, as of Jan. 23, 2018, according to a court docket. About Life Settlements Absolute Return Life Settlements Absolute Return I, LLC and Senior LS Holdings, LLC are privately held companies that purchase life insurance policies from policy holders. Their principal assets are located at 6th and Marquette Minneapolis, MN 55479. The Attilanus Fund I, L.P. owns 100% equity interest in Life Settlements Absolute. Affiliates, Life Settlements Absolute Return I, LLC and Senior LS Holdings, LLC filed separate Chapter 11 petitions (Court + Case Nos. 17-13030 and 17-13031, respectively) on Dec. 29, 2017. Robert J. Davey, III, secretary/treasurer, signed the petitions. At the time of filing, Life Settlements estimated $10 million to $50 million in assets and $100 million $500 million in liabilities; and Senior LS estimated $10 million to $50 million in assets and under $50,000 in liabilities. The cases are assigned to Judge Mary F. Walrath. Bayard, P.A., serves as the Debtors' local counsel; Nelson Mullins Riley & Scarborough LLP, is general bankruptcy counsel; and Elliott Davis, LLC, is the accountant. LIONBRIDGE TECHNOLOGIES: S&P Alters Outlook to Neg & Affirms CCR ---------------------------------------------------------------- S&P Global Ratings revised its rating outlook on Waltham, Mass.-based Lionbridge Technologies Inc. to negative from stable and affirmed its 'B' corporate credit rating on the company. S&P said, "At the same time, we affirmed our 'B' issue-level rating on the company's first-lien term loan and revolving facility. The '3' recovery rating remains unchanged, indicating our expectation for meaningful recovery (50%-70%; rounded estimate: 55%) of principal in the event of a payment default. "We also affirmed the 'CCC+' issue-level rating on the company's second-lien term loan. The '6' recovery rating remains unchanged, indicating our expectation for negligible recovery (0%-10%; rounded estimate: 5%) of principal in the event of a payment default. The outlook revision reflects Lionbridge's weaker-than-expected operating performance in 2017. EBITDA margin improvements did not materialize as previously forecasted despite restructuring expenses incurred, which led to tightening cash flow metrics including discretionary cash flow generation. The company's exposure to foreign currency also compounded the margin deterioration in 2017 as the U.S. dollar weakened against most global currencies, in particular the euro, which makes up over 25% of Lionbridge's global operations. The outlook revision also reflects the continued risk that if operating trends do not improve significantly over the next 12 months, discretionary cash flow (DCF) to debt could remain below 5%. S&P said, "The negative outlook reflects our view that there continue to be operational risks associated with the company's margin improvement plans and tightening cash flow metrics. "We could lower the rating if we expect the company's DCF to debt to remain below 5%. This could occur if the company underperforms our base-case assumptions with regard to revenue growth and EBITDA margin improvements such that cash flow generation does not improve. "We could revise the outlook to stable if the business trends improve, reducing operational risks to cash flows such that we see a clear path to DCF to debt growing to and staying above 5%. This could occur if the company continues to win new business driving revenue, and successfully executing its cost reduction strategy to improve EBITDA margins." LOCKWOOD INTERNATIONAL: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Affiliates that filed voluntary petitions seeking relief under the provisions of Chapter 11 of the Bankruptcy Code on Jan. 24, 2018: Debtor Case No. ------ -------- Lockwood International, Inc. 18-30268 10002 Windfern Road, Bldg. B Houston, TX 77064 Lockwood Enterprises, Inc. 18-30269 LMG Manufacturing, Inc. 18-30270 7807 Eagle Lane, LLC 18-30271 Pending bankruptcy cases filed by affiliates on Jan. 18, 2018: Debtor Case No. ------ -------- LH Aviation, LLC 18-30198 Lockwood Holdings, Inc. 18-30197 Piping Components, Inc. 18-30199 Type of Business: Headquartered in Houston, Texas, Lockwood International, Inc. -- https://www.lockwoodint.com -- offers pipe, valves, fittings, and flanges (PVF) and engineered products (liquid handling and transfer, liquid measurement, and access and safety equipment). The company was founded by Frank Lockwood in 1987 and has locations in the United States, Canada, Europe, Asia and Australia. Chapter 11 Petition Date: January 24, 2018 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. David R Jones Debtor's Counsel: Jason S Brookner, Esq. GRAY REED & MCGRAW LLP 1300 Post Oak Blvd., Suite 2000 Houston, TX 77056 Tel: (713) 986-7000 Fax: (713) 986-7100 Email: jbrookner@grayreed.com - and - Lydia R. Webb, Esq. GRAY REED & MCGRAW LLP 1601 Elm Street, Suite 4600 Dallas, Texas 75201 Tel: (214) 954-4135 Fax: (214) 953-1332 Email: lwebb@grayreed.com Debtors' Special Litigation Counsel: SPAGNOLETTI & CO. Estimated Assets: $50 million to $100 million Estimated Liabilities: $100 million to $500 million The petition was signed by Michael F. Lockwood, chief executive officer. A full-text copy of Lockwood International's petition is available for free at http://bankrupt.com/misc/txsb18-30268.pdf A. List of Lockwood International, Inc.'s 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Jingsu YDF Valve Co Ltd Material $3,942,519 Shangzhuang Town Fredericksburg, VA 22402-3000 Tel: 86-21-60837322 O.M.B. - Italy Material $3,658,440 Via Europa 24069 Cenate Sottto Bergamo, Italy Tel: 39 0354256711 PK Valve Material $2,620,962 192-1 Shinchon-Dong Changtown-City, KN Tel: 825-526-83744 TIV Valves SRL Material $1,971,735 Via Provinciale Saronnese 58 20027 Rescaldina MI Italy Tel: 390-331579931 Email: info@tiv-valves.com Ilshin Forged Material $1,101,757 Steel Valve Co. 1 NA 703, Shiwha Indl Comples 1244-2 Chongwang-Dong Tel: 82-314338177 Email: info@tiv-Valves Material.com Flowserve - Raleigh Material $1,060,264 1900 S. Saunders, Street Raleigh, NC 27603 Tel: 800-225-6989 TWC - The Valve Company Material $1,051,659 P.O. Box 95455 Grapevine, TX 76099-0752 Tel: 281-566-1200 Poyam Valves Poligono Poyam Material $1,008,125 IDIAZABAL GIPUZKOA E-20213 Spain Tel: 34 943 188000 Pusan Pipe America Inc. Material $935,740 2100 Main Street, Suite 100 Irvine, CA 92614 Tel: 949-655-8000 Truflo Rona SRL Material $919,556 Via Stendahal, 65 Delaplane, VA 20144 Tel: 39 0523 766111 TIV Valves SRL Material $615,974 Via Provinciale Saronnese, 58 20027 Rescaldina, Italy Tel: 39 0331 579931 Valvosider Via San Rocco, 2 Material $607,603 13011 Borgosesia VC, Italy Tel: 39 016322991 USI Southwest Business $605,938 840 Gessner Insurance Suite 600 Houston, TX 77024 Tel: 713-490-4600 Truflo Rona SRL Material $598,971 Via Grilli 2/A San Nicolo A Rewvvia Bishopville, SC 29010 Tel: 39 0523 766111 Allied Fitting LP Material $587,674 7200 Mykawa Road Houston, TX 77033 Tel: 713-799-1100 LVF Valve Solutions Material $429,648 Via G Mazzine 6 Partita IVA 03076750169 Blacksburg, VA 24060 Mr. Claudio Piccinini Tel: 39 035 4255211 J.D. Fields & Company Inc. Material $420,602 55 Waugh Dr., #1250 Houston, TX 77007 Tel: 281-558-7199 Orton Italiana SRL Material $395,732 Via Dei Bazachl 50 Piacenza Emilia-Romagna, SC 29100 Tel: 39 040 813204 COR-PRO System Operating, Ltd. Material $371,022 10555 West Little York Houston, TX 77041 Accounts Receivable Tel: 281-598-9900 Associated Valve Material $367,421 703-19th Ave Nisku AB T9E 7V9 Tel: 780-979-0505 B. List of LMG Manufacturing's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Tri-State Supply Co. Material Supplies $59,947 Email: tjroucka@tri-states upply.com Toyotalift of Houston Equipment Rental $45,755 misty.hague@doggETT.com and Repair The Nut Place Material Supplies $23,753 Email: Tim@thenutplace.com UFP Southwest, LLC Material Supplies $12,663 Email: tferguson@ufpi.com Schultz Machine Repair Equipment Repair $11,993 PC Progetti Material $10,361 Email: Paolo.clerici@pcprogetti.it STG - Superior Shipping $9,775 Transport Group Email: rick.ugron@superi orstg.com AAA Flame Cut Steel, Inc. Material Supplies $9,086 Email: sandra@aaaflamecutsteel.com Associated Welding Material Supplies $8,191 Supply, Inc. Email: kevin.aws@gmail.c om/rsegovia.aws@gmail.com Mistras Group, Inc. Material Supplies $7,350 Email: donna.harmon@mistrasgroup.com UV Logistics LLC Shipping $7,325 Email: Lisa.Trahan@uvlogistics.com Crystal Clean, Inc. Cleaning $6,711 Email: adam.weaver@crystal-clean.com Tyco Integrated Security LLC Building Alarm $6,349 Email: carywoods@tyco.com Texas Iron and Metal Material Supplies $5,891 Email: tcampbell@texasironandmetal.com Hargrave Electric Material Supplies $5,647 Email: jimmy@hargraveel ectric.com/shanna n@hargraveelectric.com J5 Express Inc. Shipping $5,575 Torque Tools Inc Tool Supply $5,425 Email: bobby@torquetoolstexas.com Diamond Gear Tool Supply $4,816 Email: dresendiz@diamon d-gear.com/Dshaw@diamond-gear.com Fastenal Material Supplies $4,418 Email: txspr@stores.faste nal.com/intldirects hip@fastenal.com Holimex Co., LTD Material Supplies $4,160 C. List of 7807 Eagle Lane's Eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Klein ISD Taxes $6,412 H.A. & Brenda Cooper Rent $5,147 Harris County Taxes $3,728 Brilliant Energy Utility $555 Northwest Airport Management $512 Arborlite $508 Email: tom@arborlite.net Hudson Energy Utility $236 AT&T Utility $52 LUCID ENERGY: Moody's Assigns B2 CFR; Outlook Positive ------------------------------------------------------ Moody's Investors Service assigned first time ratings to Lucid Energy Group II Borrower, LLC (Lucid), including a B2 Corporate Family Rating (CFR), a B2-PD Probability of Default Rating (PDR), and a B2 senior secured term loan rating. The outlook is positive. Proceeds from the $900 million term loan, combined with equity contributions from the sponsors, will be used to fund the acquisition of Lucid expected to close in the first quarter of 2018. "Lucid Energy's ratings reflect the company's initial small scale and its high leverage, which, to decline to a sustainable range, is dependent on a rapid increase in associated gas volumes in Eddy & Lea counties in New Mexico. The ratings benefit from the location of the company's assets in the northern Delaware Basin and the basin's expected growth in crude oil, and therefore associated gas, volumes," commented Arvinder Saluja, Moody's Senior Analyst. "The positive outlook reflects producer drilling activity in the acreage dedicated to Lucid and the expected improvement in leverage metrics should that level of activity continue." Assigned: -- Issuer: Lucid Energy Group II Borrower, LLC -- Corporate Family Rating, B2 -- Probability of Default Rating, B2-PD -- Senior Secured Term Loan, B2 (LGD4) Outlook, Positive RATINGS RATIONALE Lucid's B2 CFR reflects its very high initial financial leverage, and the company's significant reliance on a steep increase in associated gas volumes through 2018 and 2019 to accomplish the planned reduction in leverage. The ratings are also tempered by the company's small scale, high geographic concentration with primary dependence on increased drilling activity in Eddy and Lea counties in New Mexico, and the volume risk involved in producer customers ramping up their respective crude oil production volumes which will dictate the resulting associated gas volume increases. The company's presence primarily in the Permian's northern Delaware Basin, acreage dedications spread over 455,250 acres, strong customer base that includes large integrated and independent producers, sizeable equity contribution by the financial sponsors and adequate liquidity support the company's credit profile. The 2018 contracts are 85% fee-based (including a 7% minimum volume commitment (MVC) contract) leaving Lucid with limited direct commodity price risk. The ratings also benefit from structural enhancements such as an excess cash flow sweep and a $29 million debt service reserve account. The positive outlook reflects the oil-focused drilling activity in the northern Delaware Basin expected to drive associated gas volume growth for Lucid, providing a pathway to reduce the high initial financial leverage by the end of 2018. The $900 million term loan maturing seven years from the closing of the transaction is rated B2 (the same as the CFR) under the Moody's Loss Given Default Methodology. The $50 million revolver (unrated) maturing five years from the closing of the transaction has a super priority preference over the term loan; however, because of the small size of the revolver compared to the term loan, the term loan is rated the same as the CFR. Moody's expects that Lucid will maintain adequate liquidity at least into 2019. At the closing of the transaction, Lucid will have an undrawn $50 million revolver, in addition to a $29 million debt service reserve account via a letter of credit. Moody's expect the company to fund its debt service obligations and capital expenditures primarily through cash from operations. Lucid has a mandatory cash flow sweep provision on the term loan, which will likely lead to Lucid having a low cash balance while reducing some debt. The term loan will have a minimum debt service coverage ratio covenant of 1.1x. In addition, the revolver will have financial covenants including a minimum debt service coverage ratio of 1.1x, a maximum debt to capitalization ratio of 55%, and a maximum super priority leverage ratio of 1.25x. Moody's expects the company to be in compliance with its covenants at least into 2019. Lucid's ratings could be upgraded if the company successfully realizes its planned volume and corresponding earnings growth, reducing debt/EBITDA to approach 5x while maintaining adequate liquidity. Ratings could be downgraded and/or the outlook changed if debt/EBITDA is likely to remain above 6x beyond 2018 or if liquidity weakens substantially. The principal methodology used in these ratings was Midstream Energy published in May 2017. Lucid Energy Group II Borrower, LLC is a Dallas, Texas based privately owned natural gas gathering and processing operator in the Delaware Basin. In January 2018, Riverstone Holdings and Goldman Sachs Merchant Banking Division entered into an agreement to buy Lucid for $1.6 billion. MACAVITY COMPANY: Hires Polsinelli as General Bankruptcy Counsel ---------------------------------------------------------------- Macavity Company, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Arizona to employ Polsinelli PC, as general bankruptcy and restructuring counsel to the Debtor. Macavity Company requires Polsinelli to: (a) provide legal advice with respect to powers and duties as debtor-in-possession in the continued operation of their businesses and management of its property; (b) prepare all necessary applications, motions, answers, orders, reports and other legal papers on behalf of the Debtor; (c) appear in Court and protect the interests of the Debtor before the Court; (d) assist the Debtor with the collection and disposition of the Debtor's assets, by sale or otherwise; (e) assist the Debtor with ongoing corporate and regulatory legal needs; and (f) assist the Debtor in preparing and confirming a Chapter 11 plan. Polsinelli will be paid at these hourly rates: Shareholders $400 to $625 Associates $260 to $330 Paralegals $205 to $250 Polsinelli will also be reimbursed for reasonable out-of-pocket expenses incurred. John R. Clemency, partner of Polsinelli PC, 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 Debtor and its estates. Polsinelli can be reached at: John R. Clemency, Esq. Lindsi M. Weber, Esq. POLSINELLI P.C. One E. Washington, Suite 1200 Phoenix, AZ 85004 Tel: (602) 650-2000 Fax: (602) 264-7033 E-mail: jclemency@polsinelli.com lweber@polsinelli.com About Macavity Company Macavity Company, LLC, develops real estate properties. It was incorporated in 2008 and is based in Mesa, Arizona. It has a fee simple interest in an 861.50-acre undeveloped land located at NW Corner of Monte Carlo Boulevard and FM 75, Princeton, Texas, valued at $28 million. Macavity Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 17-08474) on July 24, 2017. Lane Spencer of Ready RDC LLC, sole member, signed the petition. At the time of the filing, the Debtor disclosed $28.12 million in assets and $17.29 million in liabilities. Judge Brenda K. Martin presides over the case. Gallagher & Kennedy, PA represents the Debtor as bankruptcy counsel. The Debtor hires Polsinelli PC, as general bankruptcy and restructuring counsel; CBRE Inc. as appraiser; and MCA Financial Group Ltd. as financial advisor. An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case. MAPLE HEIGHTS, OH: Moody's Confirms B3 Issuer Rating ---------------------------------------------------- Moody's Investors Service confirms the B3 issuer rating of the City of Maple Heights, OH and the B3 rating on the city's outstanding general obligation limited tax (GOLT) bonds. The city has $13.6 million of GOLT bonds outstanding. The rating was previously on review with direction uncertain and this rating action completes the review. Moody's placement of the rating under review on January 2, 2018 was prompted by a lack of sufficient financial information for fiscal 2016, which Moody's have since received. RATINGS RATIONALE The B3 rating largely reflects a weak economic profile and a very limited financial position, though liquidity has slowly improved in recent years. The rating also considers the city's dependence on local income taxes in an environment of weak labor market recovery. The rating also incorporates the city's high pension burden, which arises from participation in underfunded cost-sharing retirement plans. The issuer rating is used as a reference point for city's limited tax rating and is equivalent to the hypothetical general obligation unlimited tax (GOULT) rating Moody's would assign to the GOULT debt of the city. The GOLT rating is the same as the issuer rating because payment of limited tax debt service is a full faith and credit obligation of the city. RATING OUTLOOK The stable outlook reflects Moody's expectation that improving liquidity limits the probability of a near-term default, while the city's weak economic profile keeps it highly vulnerable to an unforeseen revenue shock. FACTORS THAT COULD LEAD TO AN UPGRADE - Sustained improvement in liquidity across governmental funds - Stabilization of negative tax base and economic trends FACTORS THAT COULD LEAD TO A DOWNGRADE - Sustained economic challenges that pressure local income tax collections - Reversal of progress in financial recovery and liquidity LEGAL SECURITY The city's debt is secured by its pledge and authorization to levy taxes subject to its own 10.5 charter millage cap. USE OF PROCEEDS Not applicable. PROFILE Maple Heights is a suburban community located approximately 10 miles southeast of downtown Cleveland (A1 stable). Its population is estimated at 22,700. METHODOLOGY The principal methodology used in this rating was US Local Government General Obligation Debt published in December 2016. MAYFAIR-CORCORAN: Receiver Seeks Cash Pending Sale Closing ---------------------------------------------------------- Paula Forshee, the court-appointed Receiver for the estate for Mayfair-Corcoran, LLC, asks the U.S. Bankruptcy Court for the District of Columbia on an emergency basis, for interim and final orders authorizing: (a) postpetition financing from Federal National Mortgage Association ("Fannie Mae"), and (b) the continued use of cash collateral. The Debtor is indebted to Fannie Mae pursuant to two promissory notes in the original principal amounts of $1,175,000 and $316,000, respectively. Each of the loans is secured, inter alia, by a Multifamily Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing that is recorded against the Property in the District of Columbia Recorder of Deeds. Pursuant to a consent order entered by the Court on November 14, 2017, Fannie Mae has funded the Receiver's first request for post-petition financing and has permitted the use of cash collateral to cover expenses up through November 30, 2017. On Dec. 14, 2017, the Court entered an order conditionally approving the sale of substantially all of the Debtor's assets. The sale is expected to close on Jan. 18, 2018. Consequently, the Receiver requires funding to pay expenses related to property operations through the Closing Date. In that regard, the Receiver has made her second request to Fannie Mae in the approximate amount of $75,980 to cover certain postpetition expenses incurred up through February 28, 2018. The PostPetition Funding Request includes a budget for the period of January 2018 through June 2018. In the ordinary course of business, the Receiver requires cash on hand in addition to the cash flow from the Property's operations to fund the Property's liquidity needs. In addition, the Receiver requires access to sufficient liquidity to fund the Property's operations until such time as a plan is confirmed or the Property is sold. The Receiver contends that in addition to the use of cash collateral, post-petition financing is also necessary in order for the Receiver to have access to sufficient liquidity to maintain the Property's ongoing day-to-day operations and fund its working capital needs. The Receiver only intends to use funds, as needed, to pay for necessary expenditures for the Property through the Closing Date. Further, Fannie Mae will be granted adequate protection through the provision of replacement liens and super-priority administrative claims. Specifically, Fannie Mae should receive, pursuant to section 361 of the Bankruptcy Code, automatically-perfected replacement liens on the Debtor's post-petition assets to the same extent and priority as Fannie Mae's prepetition liens. In addition, pursuant to section 507(b) of the Bankruptcy Code, Fannie Mae should receive a super-priority administrative claim against the Debtor to the extent of the Post-Petition Financing. All funds due Fannie Mae, including, without limitation, any amounts owed pursuant to the Post-Petition Financing, will be paid by the Debtor at the closing of the sale contemplated by the Sale Motion. A full-text copy of the Receiver's Emergency Motion is available at: http://bankrupt.com/misc/dcb17-00513-96.pdf About Mayfair-Corcoran Mayfair-Corcoran LLC owns a multi-family property known as Corcoran House Apartments located at 1720-1721 Corcoran Street Northeast in the District of Columbia. Until the appointment of the receiver, the Property was managed by Oakmont Management Group LLC. Oakmont is owned by A. Carter Nowell, the Company's manager. Sanford Capital LLC owns 70% of Mayfair-Corcoran. Mayfair-Corcoran defaulted under its loan documents, which have been accelerated. On May 17, 2017, Fannie Mae filed a complaint against the Debtor and A. Carter Nowell in the District of Columbia Superior Court, identified as Case No. 2017 CA 003403 R (RP), seeking a money judgment, the appointment of a receiver, and other relief. On May 26, 2017, the Superior Court entered a Consent Order Appointing Receiver and Granting Injunctive Relief. The Receiver, though Catalyst Property Solutions, has managed the Property since approximately June 1, 2017. Mayfair-Corcoran, LLC, sought Chapter 11 protection (Bankr. D.D.C. Case No. 17-00513-SMT) on Sept. 13, 2017. A. Carter Nowell is the Debtor's manager and signed the petition on behalf of the Debtor. HIRSCHLER FLEISCHER PC serves as counsel to the Debtor. Shortly after the Petition Date, on Sept. 26, 2017, the Bankruptcy Court entered an order authorizing the Receiver to, among other things, continue operating and managing the Property. On Dec. 14, 2017, the Court entered an order conditionally approving the sale of substantially all of the Debtor's assets. Upon information and belief, with closing expected on Jan. 18, 2018. Counsel to the Receiver: Jonathan L. Gold MICHAEL BEST & FRIEDRICH LLP 601 Pennsylvania Avenue, NW Suite 700 South Washington, DC 20004 Tel: (202) 747-9594 Fax: (202) 347-1819 E-mail: jlgold@michaelbest.com MAYFAIR-HAWAII: Receiver Needs Cash Through Sale Closing Date ------------------------------------------------------------- Paula Forshee, the court-appointed Receiver for the estate for Mayfair-Hawaii, LLC, asks the U.S. Bankruptcy Court for the District of Columbia on an emergency basis, for interim and final orders authorizing: (a) post-petition financing from Federal National Mortgage Association ("Fannie Mae"), and (b) the continued use of cash collateral. The Debtor is indebted to Fannie Mae pursuant to two promissory notes in the original principal amounts of $2,000,000 and $1,050,000, respectively. Each of the loans is secured, inter alia, by a Multifamily Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing that is recorded against the Property in the District of Columbia Recorder of Deeds. Pursuant to a consent order entered by the Court on November 14, 2017, Fannie Mae has funded the Receiver's first request for post-petition financing and has permitted the use of cash collateral to cover expenses up through November 30, 2017. On Dec. 27, 2017, the Debtor filed a motion seeking approval of the sale of substantially all of its assets, which sale is expected to close some time in February 2018. Consequently, the Receiver requires funding to pay expenses related to property operations through the Closing Date. The Receiver has made her second request to Fannie Mae in the approximate amount of $58,925 to cover certain post-petition expenses incurred up through February 28, 2018. The Post-Petition Funding Request includes a budget for the period of January 2018 through March 2018. Accordingly, the Receiver requires cash on hand in addition to the cash flow from the Property's operations to fund the Property's liquidity needs in the ordinary course of business. In addition, the Receiver requires access to sufficient liquidity to fund the Property's operations until such time as a plan is confirmed or the Property is sold. The Debtor asserts that post-petition financing, in addition to the use of cash collateral, is necessary in order for the Receiver to have access to sufficient liquidity to maintain the Property's ongoing day-to-day operations and fund its working capital needs. The Receiver only intends to use funds, as needed, to pay for necessary expenditures for the Property through the Closing Date. Further, Fannie Mae will be granted adequate protection through the provision of replacement liens and super-priority administrative claims. Specifically, Fannie Mae should receive automatically-perfected replacement liens on the Debtor's post-petition assets to the same extent and priority as Fannie Mae's prepetition liens. In addition, pursuant to section 507(b) of the Bankruptcy Code, Fannie Mae should receive a super-priority administrative claim against the Debtor to the extent of the Post-Petition Financing. All funds due Fannie Mae, including, without limitation, any amounts owed pursuant to the Post-Petition Financing, will be paid by the Debtor at the closing of the sale contemplated by the Sale Motion. A full-text copy of the Receiver's Emergency Motion is available at: http://bankrupt.com/misc/dcb17-00514-86.pdf About Mayfair-Hawaii Mayfair-Hawaii LLC, a Delaware limited liability company, owns a 34-unit multifamily property on the south side of Hawaii Avenue, SE, in the District of Columbia. Until the appointment of the receiver, Paula Forshee, the property was managed by Oakmont Management Group LLC. Sanford Capital LLC owns 70% of Mayfair-Hawaii. A. Carter Nowell is the Debtor's manager. Oakmont is owned by Mr. Nowell. The Debtor defaulted under loan documents with Fannie Mae, which loans have been accelerated. On June 12, 2017, the Superior Court entered a consent order appointing receiver and granting injunctive relief. The Receiver, though Catalyst Property Solutions, has managed the Property since approximately June 12, 2017. Mayfair-Hawaii LLC filed for Chapter 11 bankruptcy protection (Bankr. D.C. Case No. 17-00514) on Sept. 26, 2017, estimating assets and debt of $1 million to $10 million. A. Carter Nowell signed the petition. Judge S. Martin Tell Jr. is the case judge. Kristen E. Burgers, Esq., and Stephen E. Leach, Esq., at Hirschler Fleischer, PC, in Tysons, Virginia, serves as counsel to the Debtor. On Sept. 26, 2017, the Court entered an order authorizing the Receiver to, among other things, continue operating and managing the Property. On Dec. 27, 2017, the Debtor filed a motion seeking approval of the sale of substantially all of its assets. Upon information and belief, the sale is expected to close some time in February 2018. Consequently, the Receiver requires funding to pay expenses related to property operations through the Closing Date. Counsel to the Receiver: Jonathan L. Gold MICHAEL BEST & FRIEDRICH LLP 601 Pennsylvania Avenue, NW Suite 700 South Washington, DC 20004 Tel: (202) 747-9594 Fax: (202) 347-1819 E-mail: jlgold@michaelbest.com MINISTERIOS ENCUENTRO: Hires Ralph Sellers as Appraiser ------------------------------------------------------- Ministerios Encuentro & Conexion seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to employ Ralph Sellers & Associates, as appraiser to the Debtor. Ministerious Encuentro requires Ralph Sellers to appraise the Debtor's property located at 8800 Cristo Viene Drive, El Paso, Texas. Ralph Sellers will be paid a flat rate of $5,500 to prepare an appraisal report. Ralph Sellers will be paid at an hourly rate of $200 for the preparation of meetings, pre-trial conferences, and trial testimony. Curtis R. Sellers, partner of Ralph Sellers & Associates, 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 Debtor and its estates. Ralph Sellers can be reached at: Curtis R. Sellers RALPH SELLERS & ASSOCIATES 8020A Artcraft Road El Paso, TX 79932 Tel: (915) 581-1508 About Ministerios Encuentro & Conexion Ministerios Encuentro & Conexion sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 17-31661) on Oct. 13, 2017. In the petition signed by Treasurer Sarai Barraza, the Debtor estimated total assets of less than $500,000 and liabilities of less than $50,000. Judge H. Christopher Mott presides over the case. James & Haughland, P.C., serves as counsel to the Debtor. MORAN FOODS: Bank Debt Trades at 19.83% Off ------------------------------------------- Participations in a syndicated loan under which Moran Foods LLC is a borrower traded in the secondary market at 80.17 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.84 percentage points from the previous week. Moran Foods LLC pays 600 basis points above LIBOR to borrow under the $740 million facility. The bank loan matures on Dec. 5, 2023 and Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. MURRAY ENERGY: Bank Debt Trades at 10.37% Off --------------------------------------------- Participations in a syndicated loan under which Murray Energy is a borrower traded in the secondary market at 89.63 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.41 percentage points from the previous week. Murray Energy pays 650 basis points above LIBOR to borrow under the $1.700 billion facility. The bank loan matures on Apr. 10, 2020 and carries Moody's B2 and Standard & Poor's B-. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. NUSTAR ENERGY: Egan-Jones Lowers Sr. Unsecured Ratings to BB+ ------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 9, 2018, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by NuStar Energy LP to 'BB+' from 'BBB-'. NuStar Energy L.P. is a publicly traded master limited partnership. The company is one of the largest independent liquids terminal and pipeline operators in the U.S. ORWELL TRUMBULL: Hires Kravitz Brown as Special Counsel ------------------------------------------------------- Orwell Trumbull Pipeline Co LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Kravitz Brown & Dortch, LLC, as special counsel to the Debtor. Orwell Trumbull requires Kravitz Brown to represent the Debtor in any and all matters arising from the regulation of the Debtor by the Public Utilities Commission of Ohio ("PUCO"), more specifically on the following matters: -- Case No. 14-1709 Commission-instigated management audit of the Debtor and its affiliate, Cobra Pipeline Company ("Cobra"). Staff of the PUCO has informally linked any further action in this case to action in Case No. 16-1726 (and to Case No. 16-1725). -- Case No. 15-637 On November 27, 2017, (immediately following its receipt of the Lake County Court of Common Pleas' receivership Order) the PUCO at last issued a decision on the Debtor's Application for Rehearing that affirmed a June 2016 PUCO decision to set aside the terms of a PUCO-approved contract between the Debtor and its customer, Orwell Natural Gas ("ONG"), and to unilaterally impose new and different contract terms on the parties. The Debtor maintained and maintains that the PUCO exceeded the scope of its authority under Ohio law, and ignored Ohio public policy, in order to take these actions. Any appeal of this decision by the PUCO to the Ohio Supreme Court must be taken no later than January 29, 2018. -- Case No. 16-663 Complaint against the Debtor by its customer, ONG. This dispute was subsequently resolved by the parties. A Joint Motion to Dismiss the Complaint has been pending before the PUCO for approximately eighteen months, but the PUCO has not yet chosen to act upon that joint motion. -- Case No. 16-1726 The PUCO Ordered the Debtor to initiate the bankruptcy case, and to ask the PUCO to establish tariff rates for OTPC's services. (This case has in practical effect been consolidated with Case No. 16- 1725, in which the PUCO Ordered Cobra to also initiate a case in order to establish tariff rates. The Debtor rate case was stayed indefinitely by the PUCO in response to the Lake County receivership order, pending further action by the PUCO.) -- Case No. 16-2419 Complaint against the Debtor by its customer, ONG, concerning imposition of a "firm" transport charge in response to the Commission decision in Case No. 15-637. -- Case No. 17-889 An application for approval of a contract between a shipper, Gas Natural Resources, and the Debtor (PUCO Staff formally recommended in July, 2017 that the PUCO approve the contract, but the PUCO has not yet chosen to act on the parties' application or on Staff's recommendation). -- Case No. 17-2424 Commission initiated investigation of both the Debtor and Cobra, opened in response to the Lake County Court of Common Pleas Order establishing a receivership. The PUCO subsequently expanded its investigation upon the Debtor's filing of its Chapter 11 petition. Kravitz Brown will be paid at these hourly rates: Michael D. Dortch $375 Richard R. Parsons $275 Justin M. Dortch $200 As of January 17, 2018, the Debtor is indebted to Kravitz Brown in an amount of $95,825.63, representing $79,218.35 in prepetition billed time and $16,607.28 in November and December 2017 unbilled times. Kravitz Brown will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael D. Dortch, partner of Kravitz Brown & Dortch, 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 Debtor and its estates. Kravitz Brown can be reached at: Michael D. Dortch, Esq. KRAVITZ BROWN & DORTCH, LLC 65 East State Street Suite 200 Columbus, OH 43215 Tel: (614) 464-2000 Fax: (614) 464-2002 E-mail: mdortch@kravitzllc.com About Orwell Trumbull Pipeline Based in Willoughby, Ohio, Orwell-Trumbull Pipeline Co., LLC, engineers, installs, constructs, and inspects electronic measuring equipment for the natural gas industry. Orwell Trumbull Pipeline filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-17135) on Dec. 4, 2017. In the petition signed by Managing Member Richard M. Osborne, the Debtor estimated $10 million to $50 million in assets and liabilities. The Hon. Arthur I. Harris presides over the case. Glenn E. Forbes, Esq., at Forbes Law LLC, serves as bankruptcy counsel to the Debtor. Dettelbach Sicherman & Baumgart, LLCPA; Kravitz Brown & Dortch, LLC; and Wuliger and Wuliger, is the Debtor's special counsel. ORWELL TRUMBULL: Hires Wuliger to Attend to Lawsuits ---------------------------------------------------- Orwell Trumbull Pipeline Co LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Ohio to employ Wuliger and Wuliger, as special counsel to the Debtor. Orwell Trumbull requires Wuliger and Wuliger to: -- assist and provide legal services to the Debtor in the case titled Richard M. Osborne, et al., v. Gas Natural, Inc., Cuyahoga Case No. 17-CV-877354; and -- assist the Debtor in the appeal over its tax case, titled Orwell Trumbull Pipeline vs. Ohio Tax Commissioner, with the Ohio Board of Tax Appeals. Wuliger and Wuliger will be paid at these hourly rates: Partners $450 Associates $280 The Debtor has not been billed for the representation in the pending Cuyahoga County case because affiant anticipates that the attorney's fees will be paid by Gas Natural. To date, $145,478 is owed to Wuliger and Wuliger for fees and expenses incurred in that case. William T. Wuliger, a partner at the firm, 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 Debtor and its estates. Wuliger and Wuliger can be reached at: William T. Wuliger, Esq. WULIGER AND WULIGER 2003 St. Clair Ave Cleveland, OH 44114 Tel: (216) 781-7777 About Orwell Trumbull Pipeline Based in Willoughby, Ohio, Orwell-Trumbull Pipeline Co., LLC, engineers, installs, constructs, and inspects electronic measuring equipment for the natural gas industry. Orwell Trumbull Pipeline filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-17135) on Dec. 4, 2017. In the petition signed by Managing Member Richard M. Osborne, the Debtor estimated $10 million to $50 million in both assets and liabilities. The Hon. Arthur I. Harris presides over the case. Glenn E. Forbes, Esq., at Forbes Law LLC, serves as bankruptcy counsel to the Debtor. Dettelbach Sicherman & Baumgart, LLCPA; Kravitz Brown & Dortch, LLC; and Wuliger and Wuliger, is the Debtor's special counsel. OSTEON MERGER: Moody's Assigns B2 Corporate Family Rating --------------------------------------------------------- Moody's Investors Service assigned a B2 Corporate Family Rating and a B2-PD Probability of Default Rating to Osteon Merger Sub, Inc. Moody's also assigned a B2 (LGD 3) rating to Osteon's first lien credit facilities. The rating outlook is stable. Proceeds from the new $235 million first lien term loan will be used to partially fund the acquisition of Exactech, Inc. - valued at approximately $750 million - by TPG Capital, L.P. and management. Immediately following the acquisition, Osteon will be merged into Exactech, and Exactech will be the surviving entity. At that time, Moody's will move all ratings from Osteon to Exactech. The following ratings were assigned: Osteon Merger Sub, Inc. Corporate Family Rating at B2 Probability of Default Rating at B2-PD Senior Secured First lien revolving credit facility due 2023 at B2 (LGD 3) Senior Secured First lien term loan due 2025 at B2 (LGD 3) Rating outlook: stable RATINGS RATIONALE The B2 rating assigned to Osteon reflects its limited scale in the global orthopedic device industry and narrow business focus as a few key product lines account for the substantial majority of sales. The company competes directly with several large global orthopedic companies, all of whom have substantially greater resources. The ratings reflect Moody's expectations that financial policies will remain aggressive under private equity ownership. Moody's expects debt/EBITDA to remain above 4.5 times for the next 12 to 18 months. Moody's also expects that the company will continue its track record of revenue growth and operating margin stability. However the investments associated with the company's growth objectives will result in limited levels of free cash flow over the next 2 years. The rating outlook is stable. Moody's expects that the company will modestly deleverage primarily through earnings growth. Ratings could be upgraded if the company materially increases its size and scale, and grows earnings while broadening its product portfolio. Additionally, debt/EBITDA would need to be sustained below 3.5 times before Moody's would consider an upgrade. Ratings could be downgraded if the company's financial policies become more aggressive or the company is materially impacted by competitor activities. Quantitatively ratings could be downgraded if debt/EBITDA is sustained above 5.0 times or liquidity erodes. Headquartered in Gainesville, Florida, Exactech develops and markets a range of orthopedic implant devices, related surgical instruments and biologic materials and services in the United States and more than 35 markets in the rest of the world. Revenues are approximately $265 million. The principal methodology used in these ratings was Medical Product and Device Industry published in June 2017. PALACE ATLANTA: Taps Medley & Associates as Legal Counsel --------------------------------------------------------- Palace Atlanta LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Medley & Associates, LLC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in any potential sale or disposition of its assets; conduct examinations; assist in negotiations with creditors in connection with the formulation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Senior Attorneys $300 Associate Attorneys $250 Paralegals $150 Administrative Assistants $50 Medley received $1,717 as a filing fee from the Debtor. Leonard Medley III, Esq., disclosed in a court filing that his firm does not represent any interest adverse to the Debtor's estate. The firm can be reached through: Leonard R. Medley, III, Esq. Medley & Associates, LLC 2727 Paces Ferry Road, Suite 1450 Atlanta, GA 30339 Phone: (770) 319-7592 Email: leonard@mkalaw.com About Palace Atlanta LLC Palace Atlanta LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-71438) on Dec. 12, 2017. Jamin Whatley, member, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of less than $50,000. Judge Wendy L. Hagenau presides over the case. PETROLEUM GEO-SERVICES: Bank Debt Trades at 15.96% Off ------------------------------------------------------ Participations in a syndicated loan under which Petroleum Geo-Services ASA (PGS) is a borrower traded in the secondary market at 85.17 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.59 percentage points from the previous week. Petroleum Geo-Services ASA [PGS] pays 250 basis points above LIBOR to borrow under the $400 million facility. The bank loan matures on Mar. 19, 2021 and Moody's Caa2 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. PETSMART INC: Bank Debt Trades at 18.05% Off -------------------------------------------- Participations in a syndicated loan under which Petsmart Inc is a borrower traded in the secondary market at 81.95 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 0.97 percentage points from the previous week. Petsmart Inc pays 300 basis points above LIBOR to borrow under the $4.246 billion facility. The bank loan matures on Mar. 10, 2022 and Moody's B1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. PHILADELPHIA ENERGY: Moody's Lowers PDR to 'D' Amid Bankr. Filing ----------------------------------------------------------------- Moody's Investors Service downgraded Philadelphia Energy Solutions R&M LLC's ("PESRM") Probability of Default Rating to D-PD from Ca-PD. The downgrade was prompted by PESRM's January 22, 2018 announcement that it had initiated Chapter 11 bankruptcy proceedings. The Ca Corporate Family Rating (CFR) and Ca senior secured term loan rating were affirmed. The ratings outlook was changed to stable. RATINGS RATIONALE Subsequent to actions, Moody's will withdraw the ratings due to PESRM's bankruptcy filing. Downgrades: Issuer: Philadelphia Energy Solutions R&M LLC -- Probability of Default Rating, Downgraded to D-PD from Ca-PD Outlook Actions: -- Outlook, Changed To Stable From Negative Affirmations: -- Corporate Family Rating, Affirmed Ca -- Senior Secured Term Loan, Affirmed Ca (LGD3) Philadelphia Energy Solutions Refining and Marketing LLC (PESRM) owns a refinery complex in Philadelphia with two refineries, Girard Point and Point Breeze. The principal methodology used in these ratings was Refining and Marketing Industry published in November 2016. PHILADELPHIA ENERGY: S&P Cuts CCR to 'D' on Bankruptcy Filing ------------------------------------------------------------- S&P Global Ratings said it lowered its corporate credit rating on Philadelphia Energy Solutions Refining and Marketing LLC to 'D' from 'CCC-' and its issue-level rating on the company's senior secured term loan B to 'D' from 'CCC-'. The 'D' ratings reflect the Chapter 11 bankruptcy filing by PES and its affiliates on Jan. 21, 2018. The recovery rating on the company's senior secured term loan B is '4', indicating a potential for average (30%-50%; rounded estimate: 45%) recovery for lenders. PES announced that it has entered into a restructuring support agreement (RSA) with the holders of more than 90% of its term loan B as well as 100% of the holders of its term loan A (not rated by S&P Global Ratings). Together with the execution of the RSA, PES and its affiliates filed a Chapter 11 plan of reorganization to seek a restructuring of existing debt and other obligations and seek relief from current debt service obligations. Debt holders have agreed, upon exit from bankruptcy protection, to convert $107 million of the term loan B to a 75% ownership stake in PES as well as extending the maturity of the remaining debt to 2022 from 2018. Under S&P's criteria, this debt for equity swap is considered a default. A key consideration of the bankruptcy filing is the company's request that the bankruptcy court dismiss approximately $350 million of renewable identification number (RINs) obligations from 2016 and 2017, the retirement of which is required to satisfy the obligation under the federal renewable fuel standards established by the U.S. Environmental Protection Agency. RINs expense is the company's largest expense other than crude oil. PES will continue to operate under bankruptcy protection and has announced it will continue to pay all employees and vendors and honor its existing collective bargaining agreement with its union employees. The company entered into a $1 billion intermediation agreement to facilitate the purchase of crude oil during the pendency of the bankruptcy as well as a $120 million debtor-in-possession facility to provide additional liquidity. POPI TRADING: Hires Jeremy S. Sussman as Counsel ------------------------------------------------ Popi Trading Inc., seeks authority from the U.S. Bankruptcy Court for the Southern District of New York to employ The Law Offices of Jeremy S. Sussman, as counsel to the Debtor. Popi Trading requires Jeremy S. Sussman to: a. advise the Debtor with respect to its rights, duties, and obligations as debtor-in-possession; b. assist the Debtor to prepare and file any schedules, statements and declarations required under the Bankruptcy Code, Bankruptcy Rules, and Local Rules (collectively, the "Schedules and Statements"); c. assist the Debtor to prepare and file its monthly operating reports and meet its other administrative obligations in connection with this Bankruptcy Case; d. represent the Debtor at the initial case conference, initial debtor meeting, and section 341 meeting of creditors; e. represent the Debtor at hearings, status conferences, and mediation sessions, as necessary; f. prosecute avoidance actions and other adversary proceedings on behalf of the Debtor's estates, as necessary; g. assist the Debtor in negotiating settlements with its creditors; and h. assist the Debtor to file a disclosure statement and chapter 11 plan and solicit acceptances thereof. Jeremy S. Sussman will be paid at these hourly rates: Attorneys $350 Associates $250 to $325 Legal Assistants $100 Jeremy S. Sussman will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeremy S. Sussman, partner at the firm, 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 Debtor and its estates. Jeremy S. Sussman can be reached at: Jeremy S. Sussman, Esq. THE LAW OFFICES OF JEREMY S. SUSSMAN 225 Broadway, Suite 3800 New York, NY 10007 Tel: (646) 322-8373 About Popi Trading Popi Trading Inc., based in New York, NY, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 17-12246) on Aug. 14, 2017. In the petition signed by Pablo J Silva, president, the Debtor disclosed $331,305 in assets and $2.15 million in liabilities. The Hon. Michael E. Wiles presides over the case. Jeremy S. Sussman, Esq., at The Law Offices of Jeremy S. Sussman, serves as bankruptcy counsel. PRESTIGE BRANDS: S&P Affirms 'B+' CCR, Outlook Negative ------------------------------------------------------- U.S.-based over-the-counter (OTC) healthcare and household cleaning products company Prestige Brands Inc.'s performance has fallen short of S&P Global Ratings' expectations. S&P Global Ratings is thus affirming its 'B+' corporate credit rating on Tarrytown, N.Y.-based Prestige Brands Inc. The outlook is negative. S&P said, "In addition, we raised our issue-level rating on the company's senior secured term loan to 'BB' from 'BB-'. We also revised the recovery rating to '1' from '2', reflecting our expectation for very high (90% to 100%, rounded estimate 95%) recovery in the event of a payment default. "At the same time, we affirmed our 'B-' senior unsecured debt rating. The recovery rating is still '6', reflecting our expectation for negligible (0% to 10%, rounded estimate 5%) recovery in the event of a payment default." Reported debt outstanding was about $2.1 billion as of Sept. 30, 2017. S&P said, "The affirmation of our 'B+' corporate credit rating reflects our view of the company's defensible position in niche categories within OTC healthcare, and relatively good operating efficiency and cash flow generation that should enable the company to improve credit ratios over the next several quarters, albeit delayed compared to our original forecast. However, performance of the underlying business (excluding C.B. Fleet Co. (Fleet)) fell short of our expectation. The negative outlook reflects the recent earnings misses and pro forma debt to EBITDA still above 6x, and the potential for a lower rating if performance remains weak and adj. debt to EBITDA is sustained above 6x. This could happen if performance weakens possibly due to soft consumer spending, continued retail customer inventory destocking, increased competition from private label products, or meaningful near term acquisitions. We lowered our forecast and now expect Prestige will modestly grow its top line and profitability after fiscal 2018 (ending March 31, 2018), mainly through acquisitions as we assume flattish organic growth. Still, the company maintains good market share, albeit with modest growth prospects based on favorable industry trends, including the aging U.S. population and a higher propensity for a large part of the population to self-medicate with OTC products. We currently do not assume any sizable acquisitions over the next few quarters and forecast debt to EBITDA in the high-5x area by the end of fiscal 2018 and the mid-5x area by the end of fiscal 2019. We also expect the company to continue to be acquisitive to capitalize on OTC industry consolidation. "Our negative outlook reflects the recent earnings misses and pro forma adjusted debt to EBITDA above 6x. "We could revise the outlook to stable over the next couple of quarters if the company's operating performance improves and there is greater visibility for debt to EBITDA to continue to strengthen, including leverage approaching the mid-5x area. This could happen if performance is stable and the company continues to apply free cash flow to debt reduction. The outlook revision would also be predicated on the company's financial policy being supportive. "We could lower our ratings on Prestige Brands if performance falls short of our expectations, resulting in debt to EBITDA sustains above 6x. This could happen if the OTC segment experiences difficulties in the marketplace, if the competition from private labels increases, or if the company makes meaningful acquisitions over the near term." PUERTO RICO: Governor Moves to Privatize PREPA ---------------------------------------------- Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy, reported that Puerto Rico Gov. Ricardo Rossello said he would put the island's bankrupt power utility up for sale, a watershed step toward dismantling a deeply indebted public monopoly that came under intense criticism for its response to Hurricane Maria. According to the report, the governor said Prepa would cease to exist in its current form and its assets sold to private companies in the hopes they will invest in modernizing Puerto Rico's troubled electrical grid. "The power system is not designed for the needs of today's Puerto Rico," the report cited the governor as saying. "Over the next few days the process will start, through which Prepa assets will be sold to companies who will transform the generation system into a modern, efficient, and less expensive one for the people of Puerto Rico," he said. The Journal noted that the announcement marks a policy shift by the governor from preserving the Puerto Rico Electric Power Authority as a public asset to a privatization strategy that more closely aligns with Puerto Rico's federal financial oversight board. The oversight board tried unsuccessfully last year to wrest control of Prepa from the governor, who won a federal court ruling keeping the utility under local control, the report related. Roughly a third of power customers are still without service more than four months after the storm devastated the island's power grid, which was left vulnerable by years of neglected maintenance and underinvestment, the report further related. Selling Prepa's assets will likely require the support of the oversight board, which has competed with Gov. Rossello over energy policy decisions and has recommended a series of measures to transition Prepa from a government enterprise to a regulated utility, the report noted. Lawmakers from the minority party in Puerto Rico criticized the governor's proposal, saying it risked putting unscrupulous investors in charge of delivering energy, the report added. About Puerto Rico Puerto Rico is a self-governing commonwealth in association with the United States that's facing a massive bond debt of $70 billion, a 68% debt-to-GDP ratio and negative economic growth in nine of the last 10 years. The Commonwealth of Puerto Rico has sought bankruptcy protection, aiming to restructure its massive $74 billion debt-load and $49 billion in pension obligations. The debt restructuring petition was filed by Puerto Rico's financial oversight board in U.S. District Court in Puerto Rico (Case No. 17-01578) on May 3, 2017, and was made under Title III of 2016's U.S. Congressional rescue law known as the Puerto Rico Oversight, Management, and Economic Stability Act ("PROMESA"). The Financial Oversight and Management Board later commenced Title III cases for the Puerto Rico Sales Tax Financing Corporation (COFINA) on May 5, 2017, and the Employees Retirement System (ERS) and the Puerto Rico Highways and Transportation Authority (HTA) on May 21, 2017. On July 2, 2017, a Title III case was commenced for the Puerto Rico Electric Power Authority ("PREPA"). U.S. Chief Justice John Roberts has appointed U.S. District Judge Laura Taylor Swain to oversee the Title III cases. The Honorable Judith Dein, a United States Magistrate Judge for the District of Massachusetts, has been designated to preside over matters that may be referred to her by Judge Swain, including discovery disputes, and management of other pretrial proceedings. Joint administration of the Title III cases, under Lead Case No. 17-3283, was granted on June 29, 2017. The Oversight Board has hired as advisors, Proskauer Rose LLP and O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic consultant, Citigroup Global Markets, as municipal investment banker, and Ernst & Young, as financial advisor. Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M. Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at O'Neill & Borges are on-board as attorneys. McKinsey & Co. is the Board's strategic consultant, Ernst & Young is the Board's financial advisor, and Citigroup Global Markets Inc. is the Board's municipal investment banker. Prime Clerk LLC is the claims and noticing agent. Prime Clerk maintains a case web site at https://cases.primeclerk.com/puertorico Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA, and PREPA. O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico Fiscal Agency and Financial Advisory Authority (AAFAF), the agency responsible for negotiations with bondholders. The Oversight Board named Professor Nancy B. Rapoport as fee examiner and to chair a committee to review professionals' fees. Bondholders' Attorneys Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group, comprised of mutual funds managed by Oppenheimer Funds, Inc., Franklin Advisers, Inc., and the First Puerto Rico Family of Funds, which collectively hold over $3.5 billion in COFINA Bonds and over $2.9 billion in other bonds issued by Puerto Rico and other instrumentalities, including over $1.8 billion of Puerto Rico general obligation bonds ("GO Bonds"). White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS Family of Funds and the Puerto Rico Family of Funds, which hold $613.3 million in COFINA bonds. Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell, Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam & Lausell are co-counsel to the ad hoc group of General Obligation Bondholders, comprised of Aurelius Capital Management, LP, Autonomy Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual Advisers LLC, Monarch Alternative Capital LP, Senator Investment Group LP, and Stone Lion Capital Partners L.P. Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are co-counsel to the ad hoc coalition of holders of senior bonds issued by COFINA, comprised of at least 30 institutional holders, including Canyon Capital Advisors LLC and Varde Investment Partners, L.P. Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson Kempner Capital Management LP, OZ Management, LP, and OZ Management II LP (the QTCB Noteholder Group). Committees The U.S. Trustee formed a nine-member Official Committee of Retirees and a seven-member Official Committee of Unsecured Creditors of the Commonwealth. The Retiree Committee tapped Jenner & Block LLP and Bennazar, Garcia & Milian, C.S.P., as its attorneys. The Creditors Committee tapped Paul Hastings LLP and O'Neill & Gilmore LLC as counsel. R.R. DONNELLEY ARGENTINA: Chapter 15 Case Summary ------------------------------------------------- Chapter 15 Debtor: R.R. Donnelley Argentina c/o Sequor Law, P.A. 1001 Brickell Bay Drive, 9th Floor Miami, FL 33131 Tel: 305-372-8282 Debtor's Registered Office: Ruta Panamericana Km. 36,700 Garin, Escobar, Bs. Aires Argentina Type of Business: R.R. Donnelley Argentina, S.A. is engaged in managing, reproducing, and distributing print and digital information for publishing, merchandising, and information technology customers. The company prints catalogs, inserts, magazines, books, directories, computer documentation, and financials. In Latin America, R.R. Donnelley partners with magazine and book publishers, catalogers, retailers and telecommunications companies. R.R. Donnelley Argentina, S.A. operates as a subsidiary of R.R. Donnelley & Sons Company. As of Aug. 11, 2014, R.R. Donnelley Argentina, S.A. is in liquidation. Foreign Proceeding in which Appointment of Foreign Representative Occurred: R.R. Donnelley Argentina S.A. s/ Propia Quiebra No. 22930/2014 Chapter 15 Petition Date: January 24, 2018 Chapter 15 Case No.: 18-10862 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Robert A Mark Chapter 15 Petitioner: Mario Osvaldo Risso Calle Pumacahua 279 Piso 2do Ciudad de Buenos Aires Argentina Chapter 15 Petitioner's Counsel: Arnoldo B Lacayo, Esq. SEQUOR LAW P.A. 1001 Brickell Bay Drive, 9th Floor Miami, FL 33131 Tel: 305-372-8282 Fax: 305-372-8202 Email: alacayo@sequorlaw.com Estimated Assets: Unknown Estimated Debts: Unknown A full-text copy of the Chapter 15 petition is available at: http://bankrupt.com/misc/flsb18-10862.pdf RED RIVER TIC: Taps Buddy D. Ford as Legal Counsel -------------------------------------------------- Red River TIC - Pendleton, LLC, seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Buddy D. Ford, P.A. as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in negotiations with its creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Buddy Ford, Esq. $425 Senior Associates $375 Junior Associates $300 Senior Paralegals $150 Junior Paralegals $100 The Pendleton Family Trust, the Debtor's principal, paid an advance fee of $7,000 prior to the petition date. Buddy D. Ford does not represent any interest adverse to the Debtor and its estate, according to court filings. The firm can be reached through: Buddy D Ford, Esq. Jonathan A. Semach, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Tel: 813-877-4669 Fax: 813-877-5543 E-mail: Buddy@tampaesq.com Jonathan@tampaesq.com All@tampaesq.com About Red River TIC - Pendleton Red River TIC - Pendleton, LLC, listed itself as a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). The company owns a 3.43% interest in Four Seasons Nursing Center - 1212 Four Seasons Drive, Durant, Oklahoma, Oak Ridge Nursing Center - 1100 Oak Ridge Drive, Durant, Oklahoma, and Brookside Manor Nursing Center - Highway 99 South, Madill, Oklahoma, valued by the company at $18 million. Red River TIC - Pendleton, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-00194) on Jan. 11, 2018. Ted K. Pendleton, manager, signed the petition. At the time of the filing, the Debtor disclosed $18 million in assets and $7.68 million in liabilities. RENTECH INC: Egan-Jones Lowers Sr. Unsecured Debt Ratings to D -------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 2, 2018, downgraded the foreign currency and local currency senior unsecured ratings for debt issued by Rentech Inc. to D from CC. EJR also lowered the foreign currency and local currency commercial paper ratings on the Company to D from C. Rentech, Inc., is a Los Angeles, California, based United States company that owns and operates wood fiber processing and nitrogen fertilizer manufacturing businesses. RISE ENTERPRISE: Hires Efrain Tirado Appraisal as Appraiser ----------------------------------------------------------- Rise Enterprise, S.E., seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Efrain Tirado Appraisal Group, PSC, appraiser to the Debtor. Rise Enterprise requires Efrain Tirado Appraisal to appraise the Debtor's real properties located at Bo. Ortiz #7, Toa Alta, Puerto Rico 00953; and Triple S Plaza, Suite 6A, 1510 F.D. Roosevelt Avenue, Guaynabo, Puerto Rico 00968. Efrain Tirado Appraisal will be paid at $1,400 for the appraisal of the two real properties. Efrain Tirado Appraisal will be paid a retainer in the amount of $700. Efrain Tirado Appraisal will also be reimbursed for reasonable out-of-pocket expenses incurred. Efrain Tirado Martir, owner of Efrain Tirado Appraisal Group, PSC, 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 Debtor and its estates. Efrain Tirado Appraisal can be reached at: Efrain Tirado Martir EFRAIN TIRADO APPRAISAL GROUP, PSC 1001 Ponce de Leon Avenue, Suite A San Juan, PR 00907 Tel: (787) 977-1940 Fax: (787) 977-1903 E-mail: efraintirado@tasadorcomercial.com About Rise Enterprise, S.E. Rise Enterprises, S.E., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 17-04678) on June 30, 2017. Ismael Falcon Ortega, its partner, signed the petition. The Debtor estimated assets of less than $1 million and liabilities of $1 million to $10 million. Judge Mildred Caban Flores presides over the case. Mary Ann Gandia, Esq., at Gandia-Fabian Law Office, serves as the Debtor's bankruptcy counsel. ROTINI INC: Taps Gilman & Edwards as New Legal Counsel ------------------------------------------------------ Rotini, Inc. and TK Restaurant Management, Inc., have filed separate applications seeking approval from the U.S. Bankruptcy Court for the District of Columbia to hire Gilman & Edwards, LLC as their new legal counsel. Gilman & Edwards will replace the Law Offices of Morgan Fisher LLC. The firm will advise the Debtors regarding their duties under the Bankruptcy Code; represent them in any proceedings instituted in connection with the use or disposition of their properties; assist in the preparation of a plan of reorganization; and provide other legal services related to their Chapter 11 cases. Richard Gilman, Esq., the attorney who will be handling the cases, charges an hourly fee of $400. The Debtors have agreed to pay his firm an initial retainer of $12,500. Mr. Gilman disclosed in a court filing that he and his firm do not hold any interest adverse to the Debtors. The firm can be reached through: Richard L. Gilman, Esq. 8401 Corporate Dr., Suite 450 Landover, MD 20785 Tel: (301) 731-3303 Fax: (301) 731-3072 E-mail: rgilman@gilmanedwards.com About Rotini Inc. Rotini, Inc. and TK Restaurant Management, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.D.C. Case Nos. 17-00270 and 17-00269) on May 6, 2017. Karen Kowkabi, president, signed the petitions. At the time of the filing, Rotini estimated assets of less than $50,000 and liabilities of $1 million to $10 million. TK Restaurant estimated assets of less than $50,000 and liabilities of less than $1 million. Judge S. Martin Teel, Jr. presides over the cases. Located in Washington, DC, Rotini Inc. is a small business debtor as defined in 11 U.S.C. Section 101(51D) and is engaged in the restaurants business. It previously sought bankruptcy protection on June 14, 2013 (Bankr. D.C. Case No. 13-00380) and Sept. 23, 2014 (Bank. D. D.C. Case No. 14-00514). SCIENTIFIC GAMES: Moody's Affirms B2 CFR, Rates Term Loan B5 'Ba3' ------------------------------------------------------------------ Moody's Investors Service affirmed Scientific Games Corporation's ("SGC") B2 Corporate Family Rating and B2-PD Probability of Default Rating. Moody's additionally assigned a Ba3 rating to Scientific Games International, Inc.'s proposed $3,775 million senior secured term loan B5. Moody's also affirmed Scientific Games International, Inc.'s Caa1 rated senior unsecured notes and Caa1 rated subordinated notes, and upgraded the rating on the company's senior secured revolver and senior secured notes to Ba3 from B1. The company's SGL-2 Speculative Grade Liquidity rating was affirmed, and the outlook is stable. Proceeds from the company's proposed $3,775 million term loan B5 (upsized $500 million and to be repriced as compared to the existing term loan B4) and a combination of new senior secured notes as well as approximately $300 million of new senior unsecured notes, will be used to refinance the existing term loan B4, refinance approximately $1,400 million of 7% senior secured notes due 2022 and approximately $185 million of borrowings under its revolving credit facility, as well as pay related premiums, fees and expenses. The company's revolver due 2020 is also expected to be upsized by an additional $24 million as part of the transaction. The rating on the existing term loan B4 will be withdrawn upon the close of the transaction. The affirmation of Scientific Game's B2 Corporate Family Rating reflects the expected benefits of the repricing of the company's term loan and refinancing transactions, including a reduction in annual cash interest expense and the extension of debt maturities. The proposed transaction is largely debt neutral, should be accretive to the company's free cash flow and aligns with Moody's expectation for continued reduction in leverage from current levels, which is key to the company maintaining its existing rating. Affirmations: Issuer: Scientific Games Corporation -- Corporate Family Rating, Affirmed B2 -- Probability of Default Rating, Affirmed B2-PD -- Speculative Grade Liquidity Rating, Affirmed SGL-2 Issuer: Scientific Games International, Inc. -- Senior Subordinated Regular Bond/Debenture, Affirmed Caa1 (LGD6) -- Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD5) Assignments: Issuer: Scientific Games International, Inc. -- Senior Secured Bank Credit Facility, Assigned Ba3 (LGD3) Upgrades: Issuer: Scientific Games International, Inc. -- Senior Secured Bank Credit Facility, Upgraded to Ba3 (LGD3) from B1 (LGD3) -- Senior Secured Regular Bond/Debenture, Upgraded to Ba3 (LGD3) from B1 (LGD3) Outlook Actions: Issuer: Scientific Games Corporation -- Outlook, Remains Stable RATINGS RATIONALE Scientific Games Corporation's B2 Corporate Family Rating considers the company's significant leverage that weakly positions the company at its current rating. Despite improvement in SGC's leverage since the company's largely debt-financed $5.1 billion acquisition of Bally Technologies, Inc. in November 2014 and more recent largely debt financed acquisition of NYX Gaming Group Limited ("NYX"), Moody's expect debt/EBITDA will remain high through fiscal 2018. Another key credit concern is the less than favorable outlook for slot machine demand that will increasingly pressure revenue and earnings, both in terms of pricing and demand, for the company's Gaming operating segment. Partly mitigating SGC's high leverage is the company's plan to further leverage recent cost reduction efforts and accelerate its deleveraging efforts. Moody's currently expects debt/EBITDA will drop towards 6.0 times by the end of fiscal 2018 through a modest amount of absolute debt reduction, 5% annual revenue growth, with margin improvement further leveraging expense reductions. On a combined basis, Moody's expects these factors will contribute to low double digit EBITDA growth over the next twelve to eighteen months. Positive rating consideration is given to SGC's large recurring revenue base. The contract based nature of a majority of SGC's revenue provides some level of revenue and earnings stability. The company is also well-positioned to benefit from the growth of digital gaming products. SGC owns a large portfolio of complementary gaming products and services, both digital and non-digital, that it can utilize and cross-sell globally among its various distribution platforms. SGC's stable rating outlook takes into consideration the company's plans to reduce leverage, a key factor needed for SGC to avoid a downgrade. The stable outlook is also supported by the company's good liquidity profile. SGC benefits from having no near-term debt maturities along with Moody's expectation that the company will remain in compliance with the financial covenants contained in its credit facilities agreement, and only use a relatively small amount of its revolver on a regular basis to fund operating activities. A ratings upgrade is not likely in the foreseeable future given Moody's expectation that SGC's leverage will remain high. A higher rating is possible over the longer-term to the extent the company demonstrates sustainable earnings and free cash flow improvement and achieves and maintains debt/EBITDA at or below 5.0 times. SGC's ratings could be lowered if it appears that, for any reason, the company is not tracking towards reducing debt/EBITDA towards 6.0 times by the end of fiscal 2018. The principal methodology used in these ratings was Business and Consumer Service Industry published in October 2016. Scientific Games Corporation is a developer of technology-based products and services and associated content for worldwide gaming, lottery, social and digital gaming markets. SGC is the parent company of Scientific Games International, Inc., the direct borrower of over $8 billion of SGC's rated debt. SGC is a publicly traded company (NASDAQ:SGMS) with consolidated revenue for the latest 12-month period ended September 30, 2017 of approximately $3 billion. SCIENTIFIC GAMES: S&P Affirms 'B' CCR on New Financing Transaction ------------------------------------------------------------------ S&P Global Ratings affirmed its ratings on Las Vegas-based Scientific Games Corp., including its 'B' corporate credit rating. The outlook is stable. S&P said, "At the same time, we assigned our 'B+' issue-level rating and '2' recovery rating to the company's proposed $3.8 billion term loan B-5 due 2024. The '2' recovery rating reflects our expectation for substantial recovery (70% to 90%; rounded estimate: 80%) for lenders in the event of a payment default." The proposed term loan B-5 will be issued by Scientific Games' direct subsidiary, Scientific Games International Inc. Scientific Games plans to use proceeds from the proposed term loan B-5, along with anticipated additional senior secured notes and around $300 million in new senior unsecured notes, to refinance its existing term loan B-4, repay a portion of its balances under its revolver, and repay $1.4 billion of principal under the company's existing $2.1 billion 7% senior secured notes due 2022. S&P will withdraw its ratings on the term loan B-4 once it is fully repaid. S&P said, "The affirmation of our 'B' corporate credit rating reflects our expectation for adjusted EBITDA coverage of interest to remain in the low-2x area through 2019 and for adjusted leverage to improve modestly over the next several quarters through EBITDA growth and modest debt reduction. We are forecasting adjusted debt to EBITDA to improve to around 7x in 2018 from the mid-7x area at the end of 2017. "The stable outlook reflects our expectation that Scientific Games will achieve modest EBITDA growth and debt reduction over the next year, but that adjusted debt to EBITDA will remain high, at around 7x, through 2018. Nevertheless, we expect EBITDA coverage of interest will remain in the low-2x area and we believe the company will continue to use free cash flow to reduce debt balances over time, which will support continued improvement in leverage to below 7x in 2019. "We could revise the outlook to negative or lower the ratings if adjusted EBITDA coverage of interest deteriorates toward the mid-1x area, discretionary cash flow generation is insufficient to support continued debt reduction, or the company's liquidity position becomes impaired. A deterioration of interest coverage and a decline in discretionary cash flow generation and liquidity would likely result if EBITDA underperformed our 2018 forecast by about 30% or more, which we believe is unlikely. We would also consider lower ratings if we believed the company's relatively good market position in the lottery, gaming, or systems segments had eroded. "We would consider higher ratings if we believed Scientific Games could sustain adjusted debt to EBITDA below 7x and EBITDA coverage of interest above 2x, incorporating EBITDA volatility over the economic cycle, acquisitions and variability in capital spending needs for lottery contracts. This would likely result from an outperformance of EBITDA relative to our base case, or a meaningful reduction in debt." SEARS HOLDINGS: S&P Cuts CCR to 'CC' on Announced Debt Exchange --------------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Sears Holdings Corp. to 'CC' from 'CCC-'. The outlook is negative. S&P said, "At the same time, we lowered the issue-level ratings on the 6.625% senior secured second lien notes due Oct. 15, 2018 to 'CC' from 'CCC', and the senior unsecured notes (maturing between 2027 and 2043 bearing interest between 6.50% and 7.50%) to 'CC' from 'CCC-'. "We affirmed the 'C' issue-level rating on the 8% senior unsecured notes due Dec. 15, 2019. All recovery ratings on these notes are unchanged. The downgrade follows Sears' announced offer to exchange some of its notes (8% senior unsecured notes due 2019 and the 6.625% senior secured notes due 2018) and amend the terms of its credit agreement for its second-lien term loan. S&P said, "We would treat the proposed transactions, if completed, as tantamount to a default. We base this on our view that the PIK option and maturity extension differs from the original promise on the debt issues and represents a distressed exchange under our criteria." S&P said, "The negative outlook reflects our expectation that, if the proposed transactions are completed, we will lower the corporate credit rating to 'SD' (selective default) and the issue-level ratings on the affected debt facilities to 'D'." SEASTAR HOLDINGS: U.S. Trustee Forms 2-Member Committee ------------------------------------------------------- Andrew R. Vara, Acting U.S. Trustee for Region 3, on Jan. 23 appointed two creditors to serve on the official committee of unsecured creditors in the Chapter 11 case of SeaStar Holdings, Inc., and its affiliates. The committee members are: (1) Aviation Inventory Resources, Inc. Attn: Morgan Whitehead 12240 E. FM Highway 917 Alvarado, TX 76009 Tel: (817) 672-0060 Fax: (817) 672-0064 (2) Lamar Aero Inc. 6694 Columbia Park Drive S. Jacksonville, FL 32258 Tel: (904) 364-2111 Fax: (904) 592-5884 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About SeaStar Holdings Based in Puerto Rico, SeaStar Holdings, Inc., doing business as Seaborn Airlines, serves local passengers within the Caribbean and connecting traffic to numerous locations within or outside the United States through code share or interline arrangements with multiple airline partners. The Company's fleet consists of seven 34-seat Saab 34088s and one 15-seat Twin Otter Seaplane. The majority of the Company's inter-island flights are via the Saab fleet. The Seaplane serves as the primary air transportation between St. Croix and St. Thomas in the U.S. Virgin Islands. SeaStar Holdings, Inc., along with affiliates Seaborne Virgin Islands, Inc., and Seaborne Puerto Rico, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-10039) on Jan. 8, 2018. The Hon. Christopher S. Sontchi is the case judge. SeaStar Holdings estimated assets of $1 million to $10 million and debt of $10 million to $50 million as of the bankruptcy filing. Adam G. Landis, Esq., Kerri K. Mumford, Esq., and Travis J. Ferguson, Esq., at Landis Rath & Cobb LLP, serve as the Debtors' bankruptcy counsel. Sonoran Capital Advisors LLC is the Debtors' restructuring advisor. Stinson Leonard Street LLP is the special regulatory counsel. Seabury Corporate Advisors LLC is the investment banker. Rust Consulting/Omni Bankruptcy is the claims and noticing agent. SENIOR CARE GROUP: Okayed to Use $70,000 Cash for Smoky Ridge ------------------------------------------------------------- Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida signed an order authorizing Senior Care Group, Inc., and its affiliates to loan $70,000 to Senior Care Group Yancey, LLC in accordance with the terms of the Motion. A full-text copy of the Order is available at: http://bankrupt.com/misc/flmb17-06562-330.pdf As reported by the Troubled Company Reporter on Jan. 5, 2018, the Debtors sought authorization to use cash collateral to advance $70,000 to Senior Care Group of Yancey, LLC, on Dec. 27, 2017, which will be repaid on Jan. 3, 2018. Senior Care has 13 wholly-owned subsidiaries which operate nursing homes, a rehabilitation company, and a home health care facility in Florida, North Carolina, Oklahoma, and Georgia. One of the subsidiaries is Senior Care Group of Yancey, LLC which operates a facility known as Smoky Ridge. The Court has entered orders authorizing the Debtors' use of cash collateral amounts to budgets. However, Smoky Ridge has a problem with the timing of receiving its Medicaid payment from the State of North Carolina. As a result of the state's timing for its Medicaid payment, Smoky Ridge will not receive Medicaid payments until January 3, 2018, and Smoky Ridge has a payroll due on December 28, 2017. Without such a short-term advance, Smoky Ridge cannot pay its employees. The Debtors believe that Fifth Third and HUD may assert security interests in the Debtors' accounts receivable and other proceeds from the business. As adequate protection for the use of cash collateral, the Debtors will provide the Creditors that have a lien on accounts receivable with a replacement lien on assets acquired after the Petition Date to the same extent, validity, and priority as existed on the Petition Date. About Senior Care Group Senior Care Group, Inc., is a non-profit corporation which, through its wholly-owned subsidiaries, provides residents and patients with nursing and long-term health care services. Senior Care Group and its six affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 17-06562) on July 27, 2017. In the petition signed by David R. Vaughan, chairman of the Board, Senior Care Group estimated assets and liabilities of $1 million to $10 million. Judge Catherine Peek Mcewen presides over the cases. Stichter Riedel Blain & Postler, P.A., is the Debtors' bankruptcy counsel, and Akerman LLP is the special healthcare counsel. The Debtors also tapped Holliday Fenoglio Fowler, LP, as broker. The U.S. Trustee for Region 21 appointed Mary L. Peebles as the patient care ombudsman for Key West Health and Rehabilitation Center LLC, SCG Baywood LLC, SCG Gracewood LLC, and SCG Laurellwood, LLC. On Aug. 18, 2017, the U.S. trustee appointed an official committee of unsecured creditors. The committee hired Stevens & Lee, P.C., as its bankruptcy counsel; and Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, P.A., as co-counsel. SERTA SIMMONS: Bank Debt Due 2023 Trades at 18.84% Off ------------------------------------------------------ Participations in a syndicated loan due 2023 under which Serta Simmons Bedding LLC is a borrower traded in the secondary market at 94.55 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.26 percentage points from the previous week. Serta Simmons Bedding LLC pays 350 basis points above LIBOR to borrow under the $1.950 billion facility. The bank loan matures on Nov. 8, 2023 and Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. SERTA SIMMONS: Bank Debt Due 2024 Trades at 11.50% Off ------------------------------------------------------ Participations in a syndicated loan due 2024 under which Serta Simmons Bedding LLC is a borrower traded in the secondary market at 88.50 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 2.71 percentage points from the previous week. Serta Simmons Bedding LLC pays 800 basis points above LIBOR to borrow under the $450 million facility. The bank loan matures on Nov. 8, 2024 and Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. SKILLSOFT CORP: Bank Debt Trades at 2.96% Off --------------------------------------------- Participations in a syndicated loan under which Skillsoft Corp is a borrower traded in the secondary market at 97.04 cents-on-the-dollar during the week ended Friday, January 19, 2018, according to data compiled by LSTA/Thomson Reuters MTM Pricing. This represents an increase of 1.00 percentage points from the previous week. Skillsoft Corp pays 475 basis points above LIBOR to borrow under the $465 million facility. The bank loan matures on Apr. 28, 2021 and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 247 widely quoted syndicated loans with five or more bids in secondary trading for the week ended January 19. SKYPATROL LLC: Hires Frankel as Special Litigation Counsel ---------------------------------------------------------- Skypatrol, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Florida to employ the Law Offices of Robert P. Frankel, P.A., as special litigation counsel to the Debtor. Skypatrol, LLC requires Frankel to represent and assist the Debtor in the following cases: -- VBI Group and Mahrouq in the case styled Skypatrol, LLC, Plaintiff, vs. VBI Group, LLC, et al, Defendants, Case No. 17-23954 CA 34 in the Circuit Court for the Eleventh Judicial Circuit In and For Miami-Dade County Florida, for (i) breach of contract, (ii) action on guaranty, (iii) action on security agreement and (iv) action for breach of shared services agreement. -- Evolution Track and Jesus Garcia ("Garcia"), in the case styled Skypatrol, LLC, Plaintiff, vs. Evolution Track, S.A. DE C.V., et al, Defendants, Case No. 17-26582 CA 27 in the Circuit Court for the Eleventh Judicial Circuit In and For Miami-Dade County Florida, for (i) breach of contract, (ii) open account, (iii) account stated (iv) goods sold and (v) conversion against Evolution Track and Garcia. Frankel will be paid at the hourly rate of $500. Prior to the filing of the Chapter 11 Petition, Frankel performed legal services to the Debtor and is owed $1,056 for prepetition services. Frankel will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert P. Frankel, partner of the Law Offices of Robert P. Frankel, P.A., 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 Debtor and its estates. Frankel can be reached at: Robert P. Frankel, Esq. LAW OFFICES OF ROBERT P. FRANKEL, P.A. 1000 South Pine Island Road, Suite 410 Plantation, FL 33324 Tel: (305) 358-5690 About Skypatrol Skypatrol, LLC -- https://www.skypatrol.com/ -- 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. Skypatrol filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 17-24842) on Dec. 13, 2017. In the petition signed by CEO Robert D. Rubin, the Debtor disclosed $3.63 million in total assets and $7.39 million in total liabilities. The case is assigned to Judge Robert A. Mark. The Debtor's bankruptcy attorney is Joel L. Tabas, Esq. at Tabas & Soloff, P.A. The Debtor tapped the Law Offices of Robert P. Frankel, P.A., as special litigation counsel. SOLID ESTATE INVESTMENTS: Taps Slipakoff & Slomka as Legal Counsel ------------------------------------------------------------------ Solid Estate Investments, LLC, seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Slipakoff & Slomka, PC, as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; conduct examinations; represent the Debtor with respect to any proposed bankruptcy plan; and provide other legal services related to its Chapter 11 case. Slipakoff charges an hourly fee of $350 for its attorneys and $185 for legal assistants. The firm received a sum of $18,217, including the filing fee of $1,717, from the Debtor prior to the petition date. Howard Slomka, Esq., at Slipakoff, disclosed in a court filing that he and his firm do not hold or represent any interest adverse to the Debtor and its estate. The firm can be reached through: Howard P. Slomka, Esq. Slipakoff & Slomka, PC Overlook III 2859 Paces Ferry Road, SE Suite 1700 Atlanta, GA 30339 Email: se@myatllaw.com About Solid Estate Investments Solid Estate Investments, LLC, is a real estate agents and manager located in Stone Mountain, Georgia. Solid Estate sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 17-72345) on Dec. 30, 2017. Allen Richardson, manager, signed the petition. At the time of the filing, the Debtor estimated assets and liabilities of less than $1 million. Slipakoff & Slomka, PC, is the Debtor's legal counsel. SOUTHSIDE CHURCH: Case Summary & 2 Unsecured Creditors ------------------------------------------------------ Debtor: Southside Church of Christ of Jacksonville, Inc. 2627 Spring Glen Road Jacksonville, FL 32207 Business Description: Southside Church of Christ of Jacksonville, Inc. is a tax-exempt religious organization in Jacksonville, Florida. The company is a small business Debtor as defined in 11 U.S.C. Section 101(51D). Chapter 11 Petition Date: January 24, 2018 Case No.: 18-00219 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Judge: Hon. Jerry A. Funk Debtor's Counsel: Nicholas W Morcom, Esq. WOOLSEY MORCOM, PLLC 203 Fort Wade Road, Suite 105 Ponte Vedra, FL 32081 Tel: 904-638-4225 Fax: 904-638-9302 E-mail: nick@woolseymorcom.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Harold A. Rollinson, president. A copy of the Debtor's list of two unsecured creditors is available for free at: http://bankrupt.com/misc/flmb18-00219_creditors.pdf A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flmb18-00219.pdf SPORTS ZONE: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 cases of The Sports Zone, Inc., and The Zone 220, LLC, as of Jan. 23, 2018, according to a court docket. About The Sports Zone Based in Beltsville, Maryland, Sports Zone -- https://sportszoneelite.com -- operates retail stores offering brands like Adidas, New Balance, and The North Face. Since 1985, the Debtors have operated sneaker and sporting apparel stores at shopping malls in Maryland, Virginia, and the District of Columbia. As recently as September 2017, the Debtors operated 28 stores. In September 2017, the Debtors closed 17 of its stores, leaving 11 stores open. The Debtors intend to close one more store in January 2018. Each of the Debtors is 100% owned by The Sports Zone, Inc. Nine subsidiaries of The Sports Zone, Inc. (Bankr. D. Md. Case No. 17-26758) that filed voluntary petitions for bankruptcy relief and protection under Chapter 11 of the Bankruptcy Code on Dec. 21, 2017. The petitions were signed by Michael Dahan, CEO of The Sports Zone, At the time of filing, the Debtor estimated both assets and liabilities of less than $50,000 each. Justin P. Fasano, Esq., Janet M. Nesse, Esq. and Craig M. Palik, Esq., at McNamee Hosea. Debtor The Zone 220, LLC listed Fairfax Company of Virginia LLC as its sole unsecured creditor holding a claim of $11,279. ST. JOHN TRUCKING: Taps The Cooper Law Firm as Legal Counsel ------------------------------------------------------------ St. John Trucking Service, Inc. seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to hire The Cooper Law Firm as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in the preparation of a plan of reorganization; and provide other legal services related to its Chapter 11 case. Robert Cooper, Esq., the attorney who will be handling the case, charges an hourly fee of $295. The firm's associates and paralegals charge $195 per hour and $95 per hour, respectively. The Debtor paid the firm a retainer in the sum of $11,283, plus $1,717 for court costs. Mr. Cooper 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: Robert H. Cooper, Esq. The Cooper Law Firm 150 Milestone Way, Suite B Greenville, SC 29615 Tel: (864) 271-9911 Fax: (864) 232-5236 About St. John Trucking Service St. John Trucking Service, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. S.C. Case No. 17-06344) on Dec. 20, 2017. Judge Helen E. Burris presides over the case. At the time of the filing, the Debtor estimated assets and liabilities of less than $500,000. The Cooper Law Firm is the Debtor's legal counsel. STARWOOD PROPERTY: Moody's Assigns Ba3 Sr. Unsecured Notes Rating ----------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Starwood Property Trust, Inc.'s senior unsecured notes, with a stable outlook. The company's corporate family and senior secured term loan ratings remain unchanged at Ba2 and Ba1, respectively. RATINGS RATIONALE The Ba3 rating assigned to the proposed notes is based on Starwood's Ba2 credit profile, the priority and proportion of the notes in Starwood's debt capital structure, and the strength of the notes' asset coverage. Terms of the notes are consistent with those of Starwood's existing senior unsecured notes. Proceeds of the transaction will be used to repay debt, which Moody's estimates will moderately reduce the percentage of secured debt in Starwood's funding profile, a credit positive. Starwood's Ba2 corporate family rating is supported by its strong franchise in commercial mortgage lending, investment management, CMBS special servicing, and property investment. The company has a disciplined approach to credit risk management that underscores its strong asset quality performance. Starwood has strong capital adequacy and profitability, adjusting for consolidated variable interest entities (VIE). Starwood's issuance of unsecured notes has improved its funding diversity, but it continues to have a higher reliance on secured debt than some lending peers. Starwood is externally managed by SPT Management, LLC (unrated) and is an affiliate of the privately owned Starwood Capital Group (SCG). This arrangement provides the company with an experienced management team and the ability to leverage SCG's considerable expertise in commercial real estate investment. Ratings could be upgraded if Starwood further diversifies its funding sources to include additional senior unsecured debt and less reliance on short-term funding sources, maintains strong, stable profitability and low credit losses, and maintains leverage of less than 2.0x. Ratings could be downgraded if the company encounters material liquidity challenges, its leverage materially increases, or its profitability significantly weakens. Starwood Property Trust [NYSE: STWD] is the largest commercial mortgage REIT in the US. STARWOOD PROPERTY: S&P Rates New $400MM Unsecured Notes 'BB-' ------------------------------------------------------------- S&P Global Ratings said it assigned its 'BB-' debt rating to Starwood Property Trust Inc.'s proposed offering of $400 million of senior unsecured notes due January 2021. The debt rating is one notch below S&P's 'BB' long-term issuer credit rating on Starwood Property Trust Inc. because the company's priority debt is greater than 30% of adjusted assets, although unencumbered assets comfortably cover the unsecured debt. The company intends to use all or substantially all of the net proceeds from this offering to pay down the $370 outstanding of convertible senior notes due 2018, and to use the remainder to pay down secured repurchase facilities. S&P said, "We expect the issuance will be leverage neutral, with debt to adjusted total equity of about 2.0x, consistent with our expectation that the company will operate with leverage of 1.75x–2.5x. We view the related unencumbering of assets pledged to secured financing facilities favorably." RATINGS LIST Starwood Property Trust Inc. Issuer Credit Rating BB/Stable/-- New Rating Starwood Property Trust Inc. Senior Unsecured $400 mil notes due January 2021 BB- SUPER QUALITY CLEANERS: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 case of Super Quality Cleaners, LLC as of Jan. 24, according to a court docket. About Super Quality Cleaners, LLC Super Quality Cleaners, LLC is a dry-cleaning plant located in Colorado Springs, Colorado. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 17-20703) on November 21, 2017. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $500,000. Judge Michael E. Romero presides over the case. The Debtor hired Wadsworth Warner Conrardy, P.C. as its bankruptcy counsel and Waugh & Goodwin, LLP as its accountant. TITAN INT'L: Egan-Jones Cuts Sr. Unsecured Debt Ratings to CCC+ --------------------------------------------------------------- Egan-Jones Ratings Company, on Jan. 3, 2018, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Titan International Inc. to CCC+ from B-. EJR also downgraded the foreign currency and local currency commercial paper ratings on the Company to C from B. Titan International, Inc., is a manufacturer of wheels, tires and undercarriage systems and components for off-highway vehicles used in the agricultural, earthmoving/construction and consumer segments. TRI-STAR CONSTRUCTION: Taps Totaro & Shanahan as Legal Counsel -------------------------------------------------------------- Tri-Star Construction and Restoration Services Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Totaro & Shanahan as its legal counsel. The firm will assist the Debtor in the preparation of a plan of reorganization; negotiate with creditors regarding the plan and payment of their claims; and provide other legal services related to its Chapter 11 case. The firm charges an hourly fee of $550 for its attorneys and $150 for paralegals. It received a retainer in the sum of $12,000 from the Debtor. Michael Totaro, Esq., disclosed in a court filing that he and his firm are "disinterested" as defined in section 101(14) of the Bankruptcy Code. Totaro & Shanahan can be reached through: Michael R. Totaro, Esq. Totaro & Shanahan P.O. Box 789 Pacific Palisades, CA 90272 Tel: 310-573-0276 Fax: 310-496-1260 E-mail: Ocbkatty@aol.com About Tri-Star Construction and Restoration Services Inc. Tri-Star Construction and Restoration Services, Inc., is a privately-held company that provides water damage restoration, mold repair and fire damage repair services in Anaheim, California. It is a small business debtor as defined in 11 U.S.C. Section 101(51D). X Tri-Star Construction sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-10006) on Jan. 3, 2018. Salvador Reyes Gomez, president, signed the petition. At the time of the filing, the Debtor disclosed $1.23 million in assets and $613,407 in liabilities. Judge Erithe A. Smith presides over the case. TRUE PRODUCTS: Taps Buddy D. Ford as Legal Counsel -------------------------------------------------- True Products, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Buddy D. Ford, P.A., as its legal counsel. The firm will advise the Debtor regarding its duties under the Bankruptcy Code; assist in negotiations with its creditors in the preparation of a bankruptcy plan; and provide other legal services related to its Chapter 11 case. The firm's hourly rates are: Buddy Ford, Esq. $425 Senior Associates $375 Junior Associates $300 Senior Paralegals $150 Junior Paralegals $100 Rodney Vincent, the Debtor's principal, paid an advance fee of $1,717, which was used to pay for the filing fee. Buddy D. Ford does not represent any interest adverse to the Debtor and its estate, according to court filings. The firm can be reached through: Buddy D Ford, Esq. Jonathan A. Semach, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Tel: 813-877-4669 Fax: 813-877-5543 E-mail: Buddy@tampaesq.com Jonathan@tampaesq.com All@tampaesq.com About True Products Inc. True Products, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-00204) on January 11, 2018. At the time of the filing, the Debtor disclosed that it had estimated assets and liabilities of less than $500,000. TSC/GREEN ACRES: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- An official committee of unsecured creditors has not yet been appointed in the Chapter 11 cases of TSC/Green Acres Road, LLC, as of Jan. 23, 2018, according to a court docket. 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. TSC/JMJ SNOWDEN: Hires KLNB LLC as Real Estate Broker ----------------------------------------------------- TSC/JMJ Snowden River South, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Maryland to employ KLNB, LLC, as real estate broker to the Debtor. TSC/JMJ Snowden requires KLNB LLC to market and sell the Debtor's property located at three buildings located at 9301, 9309 and 9315 Snowden River Parkway, Columbia, Maryland. The Property comprises 116,231 square feet of rentable space on 14.35 acres of land zoned NT-M1. KLNB LLC will be paid as follows: -- if the Property is sold together with certain non-debtor properties that bring the aggregate sales price to more than $20,000,000, a 1.75% commission on the gross sale proceeds from the Property would be due. -- If the Property is sold alone, a 3% commission on the gross sale proceeds from the Property would be due if no other broker is involved, or a 4% commission would be due if the sale is co-brokered. Robert Z. Smith, principal of KLNB, 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 Debtor and its estates. KLNB LLC can be reached at: Robert Z. Smith KLNB, LLC 6011 University Boulevard, Suite 350 Ellicott City, MD 21043 Tel: (410) 290-1110 About TSC/JMJ Snowden River South TSC/JMJ Snowden River South, LLC, filed as a "single asset real estate" whose principal assets are located at 9301, 9309 and 9315 Snowden River Parkway Columbia, Maryland. TSC/JMJ Snowden is an affiliate of College Park Investments, LLC, which sought bankruptcy protection (Bankr. D. Md. Case No. 17-22678) on Sept. 22, 2017. TSC/JMJ Snowden filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-24150) on Oct. 23, 2017. In the petition signed by Manager Bruce S. Jaffe, the Debtor estimated assets and liabilities at $10 million to $50 million. Judge Thomas J. Catliota presides over the case. Lawrence A. Katz, Esq., at Hirschler Fleischer, serves as the Debtor's legal counsel. UNIFIED GRAPHICS: Hires FisherBroyles as Counsel ------------------------------------------------ Unified Graphics & Signs, LLC, seeks authority from the U.S. Bankruptcy Court for the Northern District of Texas to employ FisherBroyles, LLP, as counsel to the Debtor. Unified Graphics requires FisherBroyles to: (a) provide the Debtor legal advice with respect to its duties and powers in a bankruptcy case; (b) assist the Debtor in the investigation of its assets, liabilities and financial condition, the operation and liquidation of its business, and any other matter relevant to the case or to the formulation of a plan or plans of reorganization or liquidation; (c) assist the Debtor to prepare its bankruptcy schedules and statement of financial affairs and any other pleading or document deemed necessary to be filed; (d) assist the Debtor in selling substantially all of its assets through a Court-sanctioned auction; (e) advise the Debtor regarding the best course of action with respect to certain prepetition litigation; (f) participate with the Debtor in the formulation of a plan or plans of reorganization or liquidation, including if necessary, attend and assist in negotiation sessions, discussions and meetings with its creditors; (g) assist the Debtor in requesting the appointment of professional persons, should such action be necessary; (h) represent the Debtor at the meeting of creditors and any other necessary hearings, including, but not limited to, motions, trials, rejection and acceptance of executor contracts hearings, disclosure statement and plan confirmation hearings; and (i) perform such other legal services as may be required and in the best interests of the Debtor, its estates and its creditors, including, but not limited to, prosecution and defense, if necessary, of appropriate adversary proceedings. FisherBroyles will be paid at these hourly rates: Attorneys $350 Paralegals $150 Prior to the filing of the bankruptcy case, the Debtor paid FisherBroyles a $7,500 retainer for services rendered and to be rendered in the Bankruptcy Case. The Debtor also paid FisherBroyles the filing fee of $1717. Prior to the commencement of the Bankruptcy Case, FisherBroyles drew down the retainer, leaving a remaining balance. As of the Petition Date, FisherBroyles has not received any compensation for post-petition services. FisherBroyles will also be reimbursed for reasonable out-of-pocket expenses incurred. H. Joseph Acosta, partner of FisherBroyles, 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 Debtor and its estates. FisherBroyles can be reached at: H. Joseph Acosta, Esq. FISHERBROYLES, LLP 4514 Cole Avenue, Suite 600 Dallas, TX 75205 Tel: (214) 614-8939 Fax: (214) 614-8992 E-mail: joseph.acosta@fisherbroyles.com About Unified Graphics Founded in 2013, Unified Graphics & Signs, LLC, is a screen printer, digital printer and trade shop. The Company is owned solely by Anthony Vallejo, the managing member. It is headquartered in Fort Worth, Texas, and currently employs two full-time and one part-time employee. Unified Graphics & Signs filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 18-40196) on Jan. 17, 2018. The Debtor hired FisherBroyles, LLP, as counsel. US SILICA: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB ------------------------------------------------------------ Egan-Jones Ratings Company, on Jan. 9, 2018, raised the foreign currency and local currency senior unsecured ratings on debt issued by US Silica Holdings Inc. to BB from BB-. U.S. Silica Holdings, Inc., produces and sells commercial silica in the United States. UW OSHKOSH FOUNDATION: Hires First Weber as Real Estate Broker -------------------------------------------------------------- University of Wisconsin Oshkosh Foundation, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ First Weber Group, as real estate broker to the Debtor. UW Oshkosh Foundation requires First Weber to market and sell the Debtor's real property located at 1423 Congress Avenue, Oshkosh, WI at a listing price of $399,900. First Weber will be paid a commission of 6% of the gross selling price of the real property. Megan Lang, senior executive associate of First Weber Group, 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 Debtor and its estates. First Weber can be reached at: Megan Lang FIRST WEBER GROUP 601 Oregon Street, Suite B Oshkosh, WI 54902 Tel: (920) 233-4184 About University of Wisconsin Oshkosh Foundation Established in 1963, the University of Wisconsin Oshkosh Foundation, Inc. -- https://www.uwosh.edu/foundation -- was created to promote, receive, invest and disburse gifts to meet the goals and needs of the University of Wisconsin Oshkosh. Its offices are located in the Alumni Welcome and Conference Center along the Fox River. UW Oshkosh Foundation is a separate and distinct legal entity from UW Oshkosh and qualifies as a tax-exempt 501(c)(3) organization under the United States Internal Revenue Code. It owns a fee simple interest in the Alumni Welcome & Conference Center located at 625 Pearl Avenue, Oshkosh, valued at $11.8 million. It is also a fee simple owner of a residence located at 1423 Congress Avenue, Oshkosh, with a current value of $375,000. UW Oshkosh Foundation sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 17-28077) on Aug. 17, 2017. In the petition signed by board chairman Timothy C. Mulloy, the Debtor disclosed $14.84 million in assets and $15.87 million in liabilities. Judge Susan V. Kelley presides over the case. The Debtor hired Steinhilber Swanson LLP as its bankruptcy counsel; Martin Cowie as its chief financial officer; and CliftonLarsonAllen as its accountant. VESTER INVESTMENTS: Hires Markus Williams as Counsel ---------------------------------------------------- Vester Investments, LLC, seeks authority from the U.S. Bankruptcy Court for the District of Wyoming to employ Markus Williams Young & Zimmermann LLC, as counsel to the Debtor. Vester Investments requires Markus Williams to: a. assist in the production of the Debtor's schedules and statement of financial affairs and other pleadings necessary to file its chapter 11 case; b. assist in the preparation of the Debtor's disclosure statement and plan of reorganization, and seeking approval and confirmation of the same; c. prepare on behalf of the Debtor all necessary applications, complaints, answers, motions, orders, reports, and other legal papers; d. represent the Debtor in adversary proceedings and contested matters related to the Debtor's bankruptcy case; e. provide legal advice with respect to the Debtor's rights, powers, obligations and duties as chapter 11 debtor-in- possession in the continuing operation of the Debtor's business and the administration of the estate; and f. provide other legal services for the Debtor as necessary and appropriate for the administration of the Debtor's estate. Markus Williams will be paid at these hourly rates: Attorneys $310 to $470 Paralegals $165 Markus Williams received a prepetition retainer payment from the Debtor totaling $5,000. Markus Williams deducted and applied $5,000 from the Retainer in connection with services performed, and expenses incurred, on or prior to January 16, 2018. Markus Williams has invoiced the Debtor for all its prepetition work and Markus Williams has no claim against the Debtor for unpaid fees and expenses as of the Petition Date. Markus Williams will also be reimbursed for reasonable out-of-pocket expenses incurred. Bradley T. Hunsicker, member of Markus Williams Young & Zimmermann 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 Debtor and its estates. Markus Williams can be reached at: Bradley T. Hunsicker, Esq. MARKUS WILLIAMS YOUNG & ZIMMERMANN LLC 106 East Lincolnway, Suite 300 Cheyenne, WY 82001 Tel: (307) 778-8178 Fax: (307) 638-1975 E-mail: bhunsicker@markuswilliams.com About Vester Investments Vester Investments, LLC, is a privately held investment company based in Jackson, Wyoming. Vester Investments, LLC, based in Jackson, WY, filed a Chapter 11 petition (Bankr. D. Wyo. Case No. 18-20021) on Jan. 16, 2018. In its petition signed by Manager Christopher Hawks, the Debtor estimated $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. Bradley T. Hunsicker, Esq., at Markus Williams Young & Zimmermann LLC, serves as bankruptcy counsel. VICTORY CAPITAL: Moody's Hikes Corporate Family Rating to B1 ------------------------------------------------------------ Moody's Investors Service has upgraded the corporate family rating (CFR) of Victory Capital Holdings, Inc. to B1 from B2, its senior secured bank credit facility to B1 from B2, and its probability of default rating to B1-PD from B2-PD. Moody's concurrently placed these ratings under review for upgrade. Moody's also assigned a B1 rating to Victory's proposed $50 million senior secured revolving credit facility and $325 million senior secured term loan B which will be used to refinance the company's existing senior secured credit facility. The following ratings were upgraded and placed on review for upgrade: Corporate Family Rating, upgraded to B1 from B2; Senior Secured Bank Credit Facility, upgraded to B1 from B2; Probability of Default Rating, upgraded to B1-PD from B2-PD The following ratings were assigned and placed on review for upgrade: $325 million senior secured term loan B due 2025, assigned B1; $50 million senior secured revolving credit facility due 2022, assigned B1 Victory's rating outlook was changed to rating under review from positive. RATINGS RATIONALE The upgrade of the CFR to B1 recognizes notable improvements in many of the company's key credit metrics including financial leverage and profitability over the past 12 months. The company's deleveraging has resulted in approximately $65 million reduction of total debt, over 2017, strengthening the company's leverage profile as highlighted by a reduction in financial leverage from 4.8x to 3.7x (as measured by Moody's). Additionally, a recent debt repricing combined with the debt repayments have driven improvements in the company's profitability. While profitability still remains low compared to peers, these actions combined with the management team's commitment to maximizing operational efficiencies will lead to more margin improvement. The review for upgrade reflects the potential positive impact on Victory's financial profile from the recently announced initial public offering. If the IPO is successful, and Victory uses the proceeds to reduce debt as management has indicated, leverage would be reduced further below 3.0x. Moody's will review the credit at the completion of the IPO. During the review, Moody's will assess whether Victory was able to execute a successful IPO consistent with terms outlined in the company's S-1 filing. If the company was able to execute a successful IPO, Moody's would expect to resolve the review in a positive direction. Conversely, if Moody's think the company was not able to execute a successful IPO, Moody's would assess the potential impact on the company's credit profile and would expect to conclude the review at the company's current rating. Victory is an integrated multi-boutique asset manager headquartered in Cleveland, Ohio. At year-end 2017, the company had assets under management of $62 billion and total revenues of approximately $400 million. The principal methodology used in these ratings was Asset Managers: Traditional and Alternative published in December 2015. WALL ST. RECYCLING: GMSI and CJL Seek Appointment of Ch. 11 Trustee ------------------------------------------------------------------- Global Mill Supply, Inc., and Cawley JV, LLC, ask the U.S. Bankruptcy Court for the Northern District of Ohio for an order directing the appointment of a Chapter 11 Trustee to manage the assets and affairs of debtor Wall Street Recycling, LLC. Movants Global Mill and Cawley, who claim to hold the largest unsecured claim in this case, move for an order of the Court directing the appointment of a chapter 11 trustee due to the gross mismanagement of the Estate by Debtor's current management both prepetition and postpetition. According to the Movants, the facts supporting the appointment of a trustee in this case include: a. Excessive diversion of Debtor's assets by its principals for personal use (including (i) diverting loan proceeds of the Debtor into another company (without the knowledge or permission of First Merit Bank) thereby increasing the debts of the company, (ii) spending hundreds of thousands of dollars on personal legal fees and personal expenses of Debtor's principals, and (iii) gross overpayment to Debtor's bookkeeper (the wife of Debtor’s principal John Joseph); b. The unexplained failure of Debtor to document cash transactions and inventory; c. Debtor's filing of misleading monthly operating reports, which fail to disclose payables or provide detailed documentation for its receivables; d. Debtor's failure to disclose assets on its schedules with a value of at least $200,000; e. Satisfaction of the majority of unsecured claims post-petition by the Debtor's principals leaving very few remaining creditors; f. Allegations against Michael Ambrose, a 1/3 owner of the Debtor, regarding conversion and turnover and failure to investigate similar claims against Debtor's other two principals; and g. Acrimony between Debtor and Movants which impedes the reorganization effort. Based upon the foregoing, the Debtor's management have demonstrated an inability to act in the best interests of the Estate and its creditors and there is cause to appoint a trustee. A copy of the Creditors' Motion is available at: http://bankrupt.com/misc/ohnb17-51701-283.pdf Attorney for Cawley JV, LLC and Global Mill Supply Inc.: Cameron McCord JONES & WALDEN, LLC 21 Eighth Street, NE Atlanta, Georgia 30309 Tel: (404) 564-9300 Fax: (404) 564-9301 E-mail: CMcCord@joneswalden.com About Wall St. Recycling Wall St. Recycling, LLC -- http://wallstreetrecycling.com/-- is a buyer and seller of ferrous and nonferrous scrap metals including copper, aluminum, brass, stainless, cast, iron and steel. Founded in 2000 as a small nonferrous yard located in Ravenna, Ohio, it has grown steadily over the years into a full service recycling company. Its facility is open to the public with unloading assistance available if needed. John Joseph, Robert Murray and Michael Ambrose each owns 33.33% of the company. Wall St. Recycling L.L.C., a/k/a Wall Street Recycling LLC, filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 17-51701) on July 19, 2017. Robert Murphy, member, signed the petition. The Debtor estimated assets and liabilities ranging between $1 million and $10 million. Judge Alan M. Koschik signed the petition. Marc B. Merklin, Esq., Kate M. Bradley, Esq., and Bridget A. Franklin, Esq., at Brouse McDowell, LPA, serve as the Debtor's bankruptcy counsel. WELD NORTH EDUCATION: S&P Assigns 'B-' CCR on Proposed Refinancing ------------------------------------------------------------------ S&P Global Ratings said it assigned its 'B-' corporate credit rating to Greenwich, Conn.-based Weld North Education LLC. The outlook is stable. S&P said, "At the same time, we assigned our 'B-' issue-level and '3' recovery ratings to the company's $355 million first-lien credit facility, consisting of a $55 million revolving credit facility due in 2023 and a $300 million first-lien term loan due in 2025. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a default. The rating on Weld North Education reflects the company's limited track record as a consolidated entity given the roll-up acquisition strategy employed by its previous owner KKR & Co., high dependency on specific niches within education, uncertainty around when school districts will widely adopt digital learning solutions over traditional methods, and the overall competitive landscape. Partly offsetting these risks are the company's strong expected revenue growth of about 10% in 2018 and good cash flows metrics. The company typically collects most of its yearly cash flow in the third quarter as school districts renew annual contracts. The rating also incorporates S&P's expectation of adjusted pro forma leverage near high-7x for 2017, with the capacity to deleverage to the low-6x area by the end of 2018. The company generates strong EBITDA growth in line with solid revenue expansion. S&P said, "The stable outlook reflects our expectation that Weld North Education will generate sustained revenue growth in both its Edgenuity and Imagine Learning products, expanding EBITDA margins and recurring cash flow even through potential acquisitions. "While not expected over the next 12 months, we could lower the rating if a deterioration in operating performance leads to sustained negative FOCF, which reduces total liquidity (including revolver availability) below $20 million, or if leverage increases to the point we consider the capital structure to be unsustainable. This would likely occur if the company experiences significantly higher attrition among clients. "We could raise the rating over the next 12 months if the company generates consistent organic revenue growth and margin expansion while sustaining debt to EBITDA in the low-6x area and FOCF to debt in the mid-single-digit percentage range." WINDSOR MARKETING: Court Signs 1st Interim Cash Collateral Order ---------------------------------------------------------------- The Hon. James J. Tancredi of the U.S. Bankruptcy Court for the District of Connecticut authorized Windsor Marketing Group, Inc., to use cash collateral in the ordinary course of its business for a period of fourteen days commencing Jan. 11, 2018 and continuing through January 25, 2018 in accordance with the first interim order. As of the Petition Date, the Debtor's books and records reflect that the Debtor was indebted and liable to People's United Bank approximately as follows: (a) under the Revolver: $3,412,976.74; (b) under first capex loan: $190,024.13; (c) under a term loan: $642,857.28; and (d) under second capex loan $126,944.62. In order to secure the payment and performance of the Revolver, the Debtor granted People's United Bank a security interest in, a lien on and pledge and assignment of substantially all present and future personal property of the Debtor. People's United Bank is granted (a) a continuing post-petition lien and security interest in all pre-petition property of the Debtor as it existed on the Petition Date, of the same type against which People's United Bank held validly perfected liens and security interests as of the Petition Date, and (b) a continuing post-petition lien in all property acquired by the Debtor after the Petition date. The replacement liens will maintain the same priority, validity and enforceability as People's United Bank's liens on the Prepetition Collateral and will be recognized only to the extent of any diminution in the value of the Prepetition Collateral resulting from the use of Cash Collateral pursuant to this Order. The Debtor believes that People's Capital Leasing Corp. and State of Connecticut Department of Economic and Community Development ("Other Lien Holder") may assert interests in some portion of the cash collateral. To the extent that any of the Other Lien Holders hold an interest in the cash collateral, each such Other Lien Holder is granted (a) a replacement lien on all of its Prepetition Collateral and its Postpetition Collateral and (b) a superpriority claim under Section 503(b). Such replacement liens and superpriority claims will be only for the amount of any diminution in value (if any) of such Other Lien Holder's interest (if any) in the cash collateral and that such replacement liens or superpriority claim will be only to the same validity, priority and extent of any pre-petition interest in the cash collateral held by such Other Lien Holder. A full-text copy of the First Interim Order is available at: http://bankrupt.com/misc/ctb18-20022-22.pdf About Windsor Marketing Group Headquartered in Suffield, Connecticut, Windsor Marketing Group, Inc. -- https://windsormarketing.com/ -- is a privately held company that develops and implements innovative in-store marketing programs for more than 3,000 clients, including some of the nation's top retailers. Founded in 1976, Windsor Marketing helps retailers make their stores easier to shop, reduce turnaround times and lower production and fulfillment costs. Windsor Marketing Group filed a Chapter 11 petition (Bankr. D. Conn. Case No. 18-20022) on Jan. 8, 2018. In the petition signed by Kevin F. Armata, president, the Debtor estimated assets and liabilities at $10 million to $50 million. The Debtor is represented by James Berman, Esq. at Zeisler & Zeisler, P.C. WWLC INVESTMENT: Taps Palmer & Manuel to Handle Appeal ------------------------------------------------------ WWLC Investment, L.P., seeks authority from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Palmer & Manuel, LLP, as special counsel to the Debtor. A ruling denying the Debtor's First Amended Motion for New Trial/Motion for Rehearing was issued by the court on or about August 31, 2017, WWLC Investments, L.P. vs. Sorab Miraki & Tom Wylie, Cause No. 416-02539-2017 in the 416th Judicial District Court in Collin County, Texas. The Debtor has filed an appeal of said ruling to the Texas Court of Appeals. WWLC Investment requires Palmer & Manuel to provide legal advice and services to the Debtor with regard to the Appeal and any subsequent appeals. Palmer & Manuel will be paid at these hourly rates: Attorneys $400 Paralegals $100 Palmer & Manuel will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeff Sandberg, partner of Palmer & Manuel, 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 Debtor and its estates. Palmer & Manuel can be reached at: Jeff Sandberg, Esq. PALMER & MANUEL, LLP 8350 North Central Expressway, Suite 1111 Dallas, TX 75206 Tel: (214) 242-6444 About WWLC Investment WWLC Investment, L.P., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 17-41913) on Sept. 1, 2017. In the petition signed by authorized representative Wendy Chen, the Debtor estimated assets and liabilities of less than $50,000. Judge Brenda T. Rhoades presides over the case. The Debtor hired Quilling Selander Lownds Winslett & Moser, P.C., as legal counsel; and Palmer & Manuel, LLP, and The Erikson Firm as special counsel. [^] BOOK REVIEW: The Rise and Fall of the Conglomerate Kings ------------------------------------------------------------ Author: Robert Sobel Publisher: Beard Books Softcover: 240 pages List Price: $34.95 Review by David Henderson Order your personal copy today at http://is.gd/1GZnJk The marvelous thing about capitalism is that you, too, can be a Master of the Universe. If you are of a certain age, you will recall that is the name commandeered by Wall Street bond traders in their Glory Days. Being one is a lot like surfing: you have to catch the crest of the wave just right or you get slammed into the drink, and even the ride never lasts forever. There are no Endless Summers in the market. This book is the behind-the-scenes story of the financial wizards and bare-knuckled businessmen who created the conglomerates, the glamorous multi-form companies that marked the high noon of post- World War II American capitalism. Covering the period from the end of the war to 1983, the author explains why and how the conglomerate movement originated, how it mushroomed, and what caused its startling and rapid decline. Business historian Robert Sobel chronicles the rise and fall of the first Masters of the Universe in the U.S. and describes how the era gave rise to a cadre of imaginative, bold, and often ruthless entrepreneurs who took advantage of a buoyant stock market to create giant enterprises, often through the exchange of overvalued paper for real assets. He covers the likes of Royal Little (Textron), Text Thornton (Litton Industries), James Ling (Ling-Temco-Vought), Charles Bludhorn (Gulf & Western) and Harold Geneen (ITT). This is a good read to put the recent boom and bust in a better perspective. While these men had vastly different personalities and processes, they had a few things in common: ambition, the ability to seize opportunities that others were too risk-averse to take, willing bankers, and the expansive markets of the 1960s. There is something about an expansive market that attracts and creates Masters of the Universe. The Greek called it hubris. The author tells a good joke to illustrate the successes and failures of the period. It seems the young son of a Conglomerateur brings home a stray mongrel dog. His father asks, "How much do you think it's worth?" To which the boy replies, "At least $30,000." The father gently tries to explain the market for mongrel dogs, but the boy is undeterred and the next afternoon proudly announces that he has sold the dog for $50,000. The father is proudly flabbergasted, "You mean you found some fool with that much money who paid you for that dog?" "Not exactly," the son replies, "I traded it for two $25,000 cats." While it lasted, the conglomerate struggles were a great slugfest to watch: the heads of giant corporations battling each other for control of other corporations, and all of it free from the rubric of "synergy." Nobody could pretend there was any synergy between U.S. Steel and Marathon Oil. This was raw capitalist power at work, not a bunch of fluffy dot.commies pretending to defy market gravity. History repeats itself, endlessly, because so few people study history. The stagflation of the 1970s devalued the stock of conglomerates and made it useless a currency to keep the schemes afloat. The wave crashed and waiting on the horizon for the next big wave: the LBO Masters of the 1980s. Robert Sobel was born in 1931 and died in 1999. He was a prolific chronicler of American business life, writing or editing more than 50 books and hundreds of articles and corporate profiles. He was a professor of business history at Hofstra University for 43 years and he a Ph.D. from NYU. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. 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