TCR_Public/180206.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, February 6, 2018, Vol. 22, No. 36

                            Headlines

23 FARMS: WEPC Wants Collateral Value Corrected in Plan Outline
54 NIPOMO: Case Summary & Unsecured Creditor
8 LAWRENCE ROAD: Taps NREA to Sell Randolph Property
8 LAWRENCE ROAD: Taps Scura Wigfield as Legal Counsel
8341 BEECHCRAFT: Case Summary & 3 Unsecured Creditor

ACCESS CIG: Moody's Affirms B3 CFR; Outlook Stable
ACTIVECARE INC: Incurs $5.87 Million Net Loss in Third Quarter
ADVANCED EDUCATIONAL: Committee Seeks to Hire Financial Advisor
AGACI LLC: Taps Berkeley Research Group as Financial Advisor
ALBERTSONS COS: S&P Lowers CCR to B & Term Loans Rating to 'BB-'

ALLIANCE EQUITIES: Taps as Schafer and Weiner as Legal Counsel
AP GAMING: S&P Alters Outlook to Pos. & Affirms 'B' CCR
APPLE VALLEY, MN: S&P Lowers Rating on 2016C Bonds to BB+
APPVION INC: Wants to Obtain $5-Mil. Financing From Citizens Bank
ARCH COAL: S&P Raises CCR to BB- & Rating on $300M Loan to 'BB'

AVALON CARE: New Liquidating Plan Amends Treatment of MidCap Claim
BANK OF ANGUILLA: Files Chapter 11 Modified Liquidation Plan
BARONG LLC: SMPH Plan to be Funded from Sale of Colorado Properties
BAY CIRCLE: Taps M. Denise Dotson as Special Counsel
BAYWAY HAND: Trustee Seeks to Extend Century 21 Employment

BIG E AUTOMOBILE: Taps Kevin T. Helenius as Legal Counsel
BON-TON STORES: Case Summary & 40 Largest Unsecured Creditors
BON-TON STORES: Files Ch.11 in Delaware; Has $725M DIP Loan
BON-TON STORES: Will Close 42 Stores as Part of Turnaround Plan
CABLE & WIRELESS: Moody's Rates New $1.825BB Sec. Loans Ba3

CALCEUS ACQUISITION: Moody's Hikes CFR to B3; Outlook Stable
CAROLEI REALTY: Taps DelBello Donnellan as Legal Counsel
CARTEL MANAGEMENT: Has Until Feb. 28 to Exclusively File Plan
CENVEO CORP.: Moody's Lowers PDR to D-PD After Chapter 11 Filing
CHAPELDALE PROPERTIES: Taps Chris Cooke Team as Real Estate Broker

CHRIS CARLSON: Unsecureds to Receive $20K Over 5-Year Period
CLINTON NURSERIES: Taps Lewitz Balosie as Accountant
COBALT INT'L: Securities Class Action Plaintiffs Seek Dismissal
COBALT INTERNATIONAL: SEC Concludes FCPA Investigation
COLUMBIA DENTAL: Taps Crossley Law Offices as Legal Counsel

COMMERCIAL BARGE: S&P Lowers CCR to CCC+ on Weak Credit Metrics
COMMUNITY CARE: Moody's Rates New 1st Lien Debt 'B2'
COPSYNC INC: Proposes $11K Sale of Five Vehicles to Bid Networks
CTI BIOPHARMA: Net Financial Standing at $21.2M as of Dec. 31
CUMULUS MEDIA: Extends Term of Grimes Employment Thru 2020

DANCING WATERS: Emmaco Buying Governor's Point Property for $5.7M
DELTA MECHANICAL: Committee Taps Polsinelli as New Legal Counsel
DOLE FOOD: Sale of Minority Interest Credit Positive, Moody's Says
DOUBLE Y FARMS: Taps Craig M. Geno as Legal Counsel
ERIN ENERGY: Discovers Hydrocarbons in its Oyo-NW Well

EVERMILK LOGISTICS: Wants Solicitation Period Extended to March 12
EVIO INC: Closes Private Placement of $5.9M in Conv. Debentures
FC GLOBAL: Opportunity Fund Has 14.7% Stake as of Dec. 22
FIELDWOOD ENERGY: Moody's Appends LD Designation to Caa3 PDR
FIRST RIVER: Formation Meeting Cancelled to a Later Date

FIRSTENERGY SOLUTIONS: S&P Lowers Unsec. Debt Rating to 'C'
FIRSTLIGHT FIBER: Term Loan Add-On No Impact on Moody's B3 CFR
FOLTS HOME: Has Until June 11 to Exclusively File Plan
GENON ENERGY: $300,000,000 Partial Payment on Admin Claim Okayed
GIBSON BRANDS: Makes Coupon Payment on 8.875% Senior Secured Notes

GRAN TIERRA: Fitch Publishes 'B' Long-Term Local Currency IDR
IHEARTCOMMUNICATIONS INC: Elects Not to Make $106M Interest Payment
INTREPID POTASH: BlackRock Has 5.1% Stake as of Dec. 31
JANUS INT'L: S&P Assigns B CCR & Rates $440MM 1st Lien Loan B+
JANUS INTERNATIONAL: Moody's Assigns B2 CFR; Outlook Stable

JC PENNEY: Fitch Affirms 'B+' Long-Term IDR; Outlook Stable
JVS DEVELOPMENT: Seeks to Hire Turoci Firm as Legal Counsel
KAI INDUSTRIES: Case Summary & Unsecured Creditor
KIP AND ANDREA: Taps Lepant & Lentz as New Legal Counsel
LA FERIA, TX: Moody's Lowers GOLT Bond Rating to Ba3

LEGAL COVERAGE: Taps Dilworth Paxson as Legal Counsel
LEWISTON SHOPPING: Has Until Feb. 26 to Exclusively File Plan
LUX HOLDCO III: Fitch Assigns First-Time B+ Long-Term IDR
LUX HOLDCO III: Moody's Assigns B2 CFR & Rates 1st Lien Loan B1
MP DIAGNOSTIC LTD: Case Summary & 20 Largest Unsecured Creditors

NATIONAL EVENTS: Needs More Time to Continue Probe & Plan Talks
NEW RESIDENTIAL: Moody's Cuts Issuer Rating to B2; Outlook Stable
NEW SHILOH MISSIONARY: To Pay Unsecureds $10K Over Five Years
OCH-ZIFF CAPITAL: Leadership Changes Backs Fitch's Neg. Outlook
OPTIMIZED LEASING: Taps Stichter Riedel as Legal Counsel

PALADIN BRANDS: Moody's Hikes CFR to B2; Outlook Stable
PARETEUM CORP: Corbin Fund Cuts Stake to 4.9% as of Jan. 31
PATRIOT NATIONAL: Feb. 8 Meeting Set to Form Creditors' Panel
PENICK PRODUCE: Feb. 15 Disclosure Statement Hearing
PEOPLE WHO CARE: Taps Levene Neale as Legal Counsel

PLAZA BROADWAY: Taps Cavazos Hendricks as Legal Counsel
PLY GEM: S&P Puts 'B+' Corp. Credit Rating on CreditWatch Negative
PRECIPIO INC: Crede Claims it is Owed $1.8 Million
PRECIPIO INC: Stockholders Approve Proposed Stock Offering
PRIME EQUIP: Tiger Group Commences Liquidation of Assets

RENT RITE SUPERKEGS: U.S. Trustee Forms 3-Member Committee
REVLON CONSUMER: Moody's Lowers CFR to Caa1; Outlook Negative
ROLLING HILLS: Taps Ketel Thorstenson as Auditor
ROSENBAUM FARM: Has Until Feb. 28 To File Chapter 11 Plan
ROTINI INC: Seeks to Hire Avicenna as Accountant

RUMSEY LAND: Taps Wilcox as Special Counsel in RLH Suit
SCG AUTUMN BREEZE: Taps Kelley & Clements as Legal Counsel
SCIENTIFIC GAMES: Prices Private Offering of Senior Notes
SHREE SWAMINARAYAN: Taps Kelly Firm as Legal Counsel
SHUTTERFLY INC: S&P Puts Ratings on Watch Neg Amid Lifetouch Deal

SONIC AUTOMOTIVE: Moody's Affirms Ba3 CFR; Outlook Stable
SOURCINGPARTNER INC: Taps Carol Lynn Wolfram as Co-Counsel
STERLING ENTERTAINMENT: Wants Plan Filing Extended to April 2
TOP SHELV: Valid Construction Lien Claimants Added in Latest Plan
TOREX GOLD: Lenders Extend Waiver on Unit's Liquidity Covenant

TOWN SPORTS: Moody's Hikes CFR to B3; Outlook Stable
TRANSMONTAIGNE PARTNERS: Fitch Assigns First-Time 'BB' IDR
TRANSMONTAIGNE PARTNERS: S&P Assigns 'BB' ICR, Outlook Stable
TRI OMEGA REALTY: Taps Bankruptcy Law Center as Legal Counsel
US STEEL: Moody's Hikes CFR to B1; Outlook Stable

VINCE'S BLACK: Taps L. Sarathy, D. Herzog as Attorneys
WALL STREET THEATER: Case Summary & 20 Largest Unsecured Creditors
WALTER INVESTMENT: CEO to Step Down Following Ch.11 Plan Approval
WASHINGTON MCLAUGHLIN: Plan Filing Deadline Extended By 90 Days
WEATHERFORD INTERNATIONAL: Changes Organizational Structure

[*] Ankura Trust to Provide Successor Indenture Trustees
[^] Large Companies with Insolvent Balance Sheet

                            *********

23 FARMS: WEPC Wants Collateral Value Corrected in Plan Outline
---------------------------------------------------------------
Secured creditor Western Equipment Finance Company, Inc. filed a
limited objection 23 Farms, LLC's disclosure statement.

Western Equipment complains that the Debtor has incorrectly
asserted the value of its collateral to be only $40,000. Western
Equipment believes the value of the equipment to be of greater
value than $40,000.

Western Equipment requests that the disclosure statement be amended
to correct the value of the collateral.

The Troubled Company Reporter previously reported that the Debtor's
plan does not rely on the feasibility of the Debtor's farming
operations to pay creditors. The plan proposes to pay creditors by
obtaining a bank loan from Lafayette Bank in the approximate amount
of $2,500,000.

A copy of Western Equipment's Objection is available at:

      http://bankrupt.com/misc/flnb17-10015-163.pdf

Counsel for Western Equipment Finance Company, Inc.:

     Daryl J. Krauza, Esq.
     Fla. Bar No. 0147168
     DEAN, MEAD, MINTON & ZWEMER
     1903 South 25th Street, Suite 200
     Fort Pierce, Florida 34947
     Tele: (772) 464-7700
     Fax: (772) 464-7877
     dkrauza@deanmead.com

                 About 23 Farms, LLC

23 Farms, LLC, a Newberry, Florida-based company with a farming
operation, filed a Chapter 11 petition (Bankr. N.D. Fla. Case No.
17-10015) on Jan. 20, 2017.  The petition was signed by Joey D.
Langford, II, managing member.  The case is assigned to Judge Karen
K. Specie.  The Debtor is represented by Lisa Caryl Cohen, Esq., at
Ruff & Cohen, P.A.  The Debtor estimated assets and liabilities at
$1 million to $10 million at the time of the filing.  An official
committee of unsecured creditors has not been appointed in the
Chapter 11 case.


54 NIPOMO: Case Summary & Unsecured Creditor
--------------------------------------------
Debtor: 54 Nipomo Partners, LLC
        337 17th St, Ste 200
        Oakland, CA 94612

Business Description: 54 Nipomo Partners, LLC listed its business
                      as Single Asset Real Estate (as defined in
                      11 U.S.C. Section 101(51B)) whose principal
                      assets are located at 170 South Frontage Rd
                      Nipomo, CA 93444.

Chapter 11 Petition Date: February 1, 2018

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

Case No.: 18-40282

Judge: Hon. Charles Novack

Debtor's Counsel: Eric A. Nyberg, Esq.
                  KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE P.C.
                  1970 Broadway #225
                  Oakland, CA 94612
                  Tel: (510)763-1000
                  E-mail: e.nyberg@kornfieldlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert Marinai, general manager.

The Debtor lists Montclair Environmental Management, Inc., as its
sole unsecured creditor, holding a claim of $62,500.

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

          http://bankrupt.com/misc/canb18-40282.pdf


8 LAWRENCE ROAD: Taps NREA to Sell Randolph Property
----------------------------------------------------
8 Lawrence Road, LLC, seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire a realtor in connection with
the sale of its residential real property.

The Debtor proposes to employ Nicholas Real Estate Agency to market
and sell the property located at 8 Lawrence Road, Randolph, New
Jersey.

The firm will get a commission of 6% of the sales price.

Nicholas Tselepis, a real estate broker and owner of Nicholas Real
Estate Agency, disclosed in a court filing that he and his firm are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Nicholas Tselepis
     Nicholas Real Estate Agency
     1624 Main Avenue
     Clifton, NJ 07011
     Phone: 973-859-2290
     Fax: 973-340-9482
     Email: info@nicholasrealestate.com

                    About 8 Lawrence Road

8 Lawrence Road, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 18-11389) on Jan. 23, 2018.
At the time of the filing, the Debtor estimated assets of less
than $1 million and liabilities of less than $500,000.  SCURA,
WIGFIELD, HEYER & STEVENS, LLP, is the Debtor's counsel.



8 LAWRENCE ROAD: Taps Scura Wigfield as Legal Counsel
-----------------------------------------------------
8 Lawrence Road, LLC seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire Scura, Wigfield, Heyer,
Stevens & Cammarota, LLP as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

The firm's hourly rates are:

         Partner        $450
         Associates     $375
         Paralegals     $175

Guillermo Gonzalez, Esq., at Scura Wigfield, disclosed in a court
filing that his firm is "disinterested" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Guillermo J. Gonzalez, Esq.
     Scura, Wigfield, Heyer, Stevens
     & Cammarota, LLP
     1599 Hamburg Turnpike
     P.O. Box 2031
     Wayne, NJ 07470
     Phone: 973-696-8391

                    About 8 Lawrence Road

8 Lawrence Road, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 18-11389) on Jan. 23, 2018.
At the time of the filing, the Debtor estimated assets of less
than $1 million and liabilities of less than $500,000.  SCURA,
WIGFIELD, HEYER & STEVENS, LLP, is the Debtor's counsel.


8341 BEECHCRAFT: Case Summary & 3 Unsecured Creditor
----------------------------------------------------
Debtor: 8341 Beechcraft, L.L.C.
        8341 Beechcraft Avenue
        Gaithersburg, MD 20879
        Tel: 301-294-8445

Business Description: Based in Gaithersburg, Maryland, 8341
                      Beechcraft, L.L.C. listed itself as a
                      "Single Asset Real Estate" (as defined in 11
                      U.S.C. Section 101(51B)).

Chapter 11 Petition Date: February 1, 2018

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

Case No.: 18-11393

Judge: Hon. Thomas J. Catliota

Debtor's Counsel: Marc E. Shach, Esq.
                  COON & COLE, LLC
                  401 Washington Ave., Suite 501
                  Towson, MD 21204
                  Tel: 410-630-4428
                  Fax: 410-825-5941
                  E-mail: mes@cooncolelaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by David I. Bacharach, managing member.

A copy of the Debtor's list of three unsecured creditors is
available for free at:

           http://bankrupt.com/misc/mdb18-11393_creditors.pdf

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

           http://bankrupt.com/misc/mdb18-11393.pdf


ACCESS CIG: Moody's Affirms B3 CFR; Outlook Stable
--------------------------------------------------
Moody's Investors Service affirmed Access CIG LLC's ("Access") B3
Corporate Family Rating (CFR) and B3-PD Probability of Default
Rating. At the same time, Moody's assigned a B2 rating to the
company's proposed $755 million first lien senior secured credit
facility (including the proposed $60 million revolving credit
facility, a $575 million first lien term loan, and a $120 million
delayed draw term loan), as well as a Caa2 rating to the proposed
$255 million senior secured second lien term loan (including a $40
million delayed draw term loan). The rating outlook is stable.

The company intends to use the net proceeds from the proposed bank
credit facilities to refinance its existing debt and pay fees and
expenses. Access will enter into a new $60 million revolving credit
facility, which will be undrawn at close. The company is also
proposing to put in place a $120 million delayed draw first lien
and a $40 million delayed draw second lien term loans to be drawn
within 12 months of closing. The delayed draw term loans are
expected to be used for permitted acquisitions and general
corporate purproses. The financing is expected to close by end of
February 2018. The respective B2 and Caa2 ratings of Access's
existing first and second lien credit facilities are not affected
and will be withdrawn upon repayment in conjunction with the
refinancing.

Moody's affirmed Access' B3 CFR as the proposed refinancing will
not materially alter its debt-to-EBITDA (Moody's adjusted) leverage
of around 7.3 times as of December 31, 2017. However, the
transaction will modestly increase the company's financial
flexibility by extending the debt maturity profile and lowering
annual cash interest payments. Proceeds from the proposed delayed
draw term loans are expected to be used for pending tuck-in
acquisitions, which is consistent with the company's roll-up
strategy. This incorporates Moody's expectation that acquisitions
funded from the delayed draw term loans will be completed at
multiples similar to the current leverage when factoring in
synergies realizable within a year of closing. Moody's expects the
company will remain a consolidator in the industry and continue to
identity accretive acquisitions that expand its geographic reach
and product solutions.

Moody's took the following rating actions on Access CIG, LLC:

Corporate Family Rating, affirmed at B3

Probability of Default Rating, affirmed at B3-PD

Proposed $60 million senior secured first lien revolving credit
facility due 2023, assigned B2 (LGD3)

Proposed $575 million senior secured first lien term loan due 2025,
assigned B2 (LGD3)

Proposed $120 million senior secured first lien delayed draw term
loan due 2025, assigned B2 (LGD3)

Proposed $215 million senior secured second lien term loan due
2026, assigned Caa2 (LGD5)

Proposed $40 million senior secured second lien delayed draw term
loan due 2026, assigned Caa2 (LGD5)

Outlook, Stable

All ratings are subject to the execution of the transaction as
currently proposed and Moody's review of final documentation. The
instrument ratings are subject to change if the proposed capital
structure is modified.

RATINGS RATIONALE

The B3 CFR reflects Access' high pro forma debt-to-EBITDA leverage
of around 7.3 times for the twelve months ended December 31, 2017
(Moody's adjusted), and Moody's expectation that it will remain in
the low-to-mid-7.0 times range as Access utilizes the delayed draw
term loans to fund its aggressive growth strategy over the next
12-18 months. Additionally, the rating is constrained by Access's
small revenue base, limited free cash flow generation, revenue
concentration in the small and medium enterprise (SME) segment of
the records management sector, and risks associated with private
equity ownership. Moody's believes that over time organic growth in
the company's high margin document storage business will be
increasingly constrained by the ongoing secular shift away from
paper towards electronic media and business growth will be
primarily driven by small acquisitions that Moody's views as a
cost-effective source of new customers. The rating is supported by
the company's highly recurring records storage revenues
(approximately 57% of total revenue) with a large and diverse
customer base, high EBITDA margins in the mid-to-high 30% range,
and expected modest growth in outsourcing of document storage in
the SME segment, which is the company's primary area of focus.
Access' revenues have high geographic and customer diversity within
the US, with historically strong client retention rates above 95%.

The stable rating outlook reflects Moody's view that the company's
credit metrics will slightly improve over the next 12-18 months.
Moody's also anticipates in the stable rating outlook that Access
will successfully complete integration of recent and future
acquisitions, realize cost synergies as expected and maintain at
least adequate liquidity including breakeven to modestly positive
free cash flow.

Moody's considers Access' liquidity as adequate. Liquidity is
provided by $15 million of balance sheet at closing, expectation of
breakeven to slightly positive free cash flow in 2018 and full
availability under the proposed $60 million revolving credit
facility expiring in 2023. Moody's expect that the company will
continue to rely on the revolver for acquisition and integration
expenses. A net first lien leverage covenant is applicable to the
revolver only if it is drawn more than 35%. Moody's does not expect
the covenant to be triggered over the next 12 months and believes
there will be good cushion within covenant level. There is no
financial maintenance covenant under the proposed term loans.

The ratings could be downgraded if operational challenges lead to
top-line and earnings pressure such that debt-to-EBITDA (Moody's
adjusted) leverage is sustained above 7.5 times, the EBITDA margin
declines, or liquidity deteriorates, including increased revolver
usage or an inability to restore and sustain positive free cash
flow generation.

Given Access' high financial leverage and modest scale a ratings
upgrade is not expected over the next two years. Profitable revenue
growth that leads to a material reduction in leverage, free cash
flow in excess of 5% of total debt, and a good liquidity position
is necessary for an upgrade.

Headquartered in Livermore, CA, Access provides Records and
Information Management (RIM) services primarily to SME segment in
the U.S. Following a September 2017 completed sale of a minority
equity steak, Access is owned by Berkshire Partners (47.5%), GI
Partners (47.5%) and management (5%). The company is expected to
generate approximately $300 million of revenue in 2017.

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


ACTIVECARE INC: Incurs $5.87 Million Net Loss in Third Quarter
--------------------------------------------------------------
ActiveCare, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q reporting a net loss attributable
to common stockholders of $5.87 million on $1.19 million of total
chronic illness monitoring revenues for the three months ended June
30, 2017, compared to net income attributable to common
stockholders of $3.30 million on $2.17 million of total chronic
illness monitoring revenues for the same period in 2016.

For the nine months ended June 30, 2017, ActiveCare reported a net
loss attributable to common stockholders of $15.15 million on $4.91
million of total chronic illness monitoring revenues compared to a
net loss attributable to common stockholders of $14.92 million on
$5.86 million of total chronic illness monitoring revenues for the
nine months ended June 30, 2016.

As of June 30, 2017, ActiveCare had $1.89 million in total assets,
$36.43 million in total liabilities and a total stockholders'
deficit of $34.54 million.

ActiveCare stated in the report that, "Our primary sources of
liquidity are the proceeds from the sale of our equity securities
and debt.  We have not historically financed operations from cash
flows from operating activities.  We anticipate that we will
continue to seek funding to supplement revenues from the sale of
our products and services through the sale of equity and debt
securities until we achieve positive cash flows from operating
activities.  There is no guarantee that we will be able to raise
capital on terms to favorable to the Company or at all."

The Company's cash balance as of June 30, 2017, was $114,000.  At
that time, the Company had a working capital deficit of $28.73
million, compared to a working capital deficit of $12.87 million as
of Sept. 30, 2016.  The increase in working capital deficit is
primarily due to additions to accounts payable, accrued expenses,
notes payable, and derivatives liabilities related to the issuance
of notes payable and related warrants and reduction of prepaid
expenses and other current assets, offset, in part, by additions to
inventory and contingent notes receivable.

Operating activities for the nine months ended June 30, 2017, used
cash of $618,000, compared to $2.803 million for the same period in
2016.  The decrease in cash used in operating activities is
primarily due to the increase in accounts payable and accrued
expenses and decrease in prepaid expenses during the nine months
ended June 30, 2017, compared to the same period in 2016, offset,
in part, by the increase in net loss after adjustment for non-cash
items and increase in accounts receivable and inventory during the
nine months ended June 30, 2017, compared to the increase in
accounts receivable and inventory for the same period in 2016.
Investing activities for the nine months ended June 30, 2017, used
cash of $503,000, compared to $4,000 for the same period in 2016.
The decrease in cash used in investing activities is primarily due
to the acquisition of a contingent note receivable during the nine
months ended June 30, 2017 and decreased purchases of property and
equipment during the nine months ended June 30, 2017, compared to
the same period in 2016.

Financing activities for the nine months ended June 30, 2017,
provided cash of $1,068,000, compared to $2,779,000 for the same
period in 2016.  The decrease in cash provided by financing
activities is primarily due to a net decrease in proceeds from the
issuance of notes payable to related and third parties and net
increase in principal payments on notes payable during the nine
months ended June 30, 2017, compared to the same period in fiscal
year 2016.

The Company had an accumulated deficit as of June 30, 2017, of
$123.3 million, compared to $108.2 million as of Sept. 30, 2016.
Its total stockholders' deficit as of June 30, 2017, was $34.54
million compared to $20.11 million as of Sept. 30, 2016.  These
changes were primarily due to our net loss and dividends accrued
during the nine months ended June 30, 2017.

During April 2017, the Company received a letter from a significant
customer dated April 25, 2017 notifying the Company of the
termination its customer agreement effective July 1, 2017.  This
customer represented approximately 67% and 52% of revenues during
the three and nine months ended June 30, 2017, respectively.  If
the Company is not able to replace the revenues generated by this
customer, of which there can be no assurance, it will result in a
material reduction in revenues beginning in July 2017.  On Dec. 22,
2017, the Company entered into a Services Agreement that is
expected to significantly improve revenues during the fiscal year
ended September 30, 2018.

As of Jan. 31, 2018, notes payable due to unrelated parties with
total principal amounts in the aggregate of $2.776 million owing as
of June 30, 2017, are past due, in default, and unpaid.  In
addition, notes payable due to related parties with total principal
amounts of $27,980, as of June 30, 2017, are past due, in default
and unpaid.  These defaults include principal obligations owed to
Partners for Growth, our secured lender, which are in excess of
$2.700 million and which are secured by substantially all assets of
the Company.  Other notes are currently in technical default.
However, as of Jan. 31, 2018, the lenders have informally agreed to
work with the Company until such time as the notes can be repaid
and some of the lenders have provided bridge capital since going in
default.

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

                     https://is.gd/J3IKg1

                      About ActiveCare

South West Valley City, Utah-based ActiveCare, Inc., develops and
markets products for monitoring the health of and providing
assistance to mobile and homebound seniors and the chronically ill.
ActiveCare is organized into three businesses.  The Stains and
Reagents segment is engaged in the business of manufacturing and
marketing medical diagnostic stains, solutions and related
equipment to hospitals and medical testing labs.  The CareServices
segment is engaged in the business of developing, distributing and
marketing mobile health monitoring and concierge services to
distributors and customers.  The Chronic Illness Monitoring segment
is primarily engaged in the monitoring of diabetic patients on a
real time basis.

ActiveCare incurred a net loss attributable to common stockholders
of $16.33 million for the year ended Sept. 30, 2016, following a
net loss attributable to common stockholders of $12.82 million for
the year ended Sept. 30, 2015.

Tanner LLC, in Salt Lake City, Utah, issued a "going concern"
opinion on the consolidated financial statements for the year ended
Sept. 30, 2016, citing that the Company has recurring losses,
negative cash flows from operating activities, negative working
capital, negative total equity, and certain debt that is in
default.  These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.


ADVANCED EDUCATIONAL: Committee Seeks to Hire Financial Advisor
---------------------------------------------------------------
The official committee of unsecured creditors of Advanced
Educational Products, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of New York to hire NextPoint LLC as
its financial advisor.

The firm will help the committee evaluate the Debtor's financial
condition; analyze the Debtor's proposed strategies for
reorganization; review potentially avoidable pre-bankruptcy
transfers by the Debtor; monitor the Debtor's performance over the
course of its Chapter 11 case; and provide other services related
to the case.

Charles Maclay and Alan Pawlowski, the personnel who will be
providing the services, will each charge an hourly fee of $225.
The firm will charge $125 per hour for various financial analysis
support services.

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

NextPoint can be reached through:

     Charles E. Maclay
     NextPoint LLC
     374 Delaware Avenue, Suite 250
     Buffalo, NY 14202
     Tel: 716.847.1485
     Fax: 716.847.1488

                About Advanced Educational Products

Based in Buffalo, New York, Advanced Educational Products, Inc. --
http://www.aepbooks.com/-- is a HUBZone Certified Small Business
Concern and New York State contractor offering book and multimedia
acquisition services to public and private institutions worldwide.
Established in 1992, the company offers a comprehensive suite of
fulfillment services tailored to meet the needs of government and
institutional customers and their unique ordering and reporting
requirements.  The company's gross revenue amounted to $16.32
million in 2016 and $16.87 million in 2015.  Kenneth A. Pronti
holds a 100% shareholder interest in Advanced, and is its sole
office and director.

Advanced Educational Products, based in Buffalo, New York, filed a
Chapter 11 petition (Bankr. W.D.N.Y. Case No. 17-12576) on Dec. 4,
2017.  In its petition, the Debtor disclosed $2.18 million in
assets and $6.54 million in liabilities.

Judge Carl L. Bucki presides over the case.

Arthur G. Baumeister, Jr., Esq., at Baumeister Denz, LLP, is the
Debtor's bankruptcy counsel.

A committee of unsecured creditors was appointed in the Debtor's
case.  The committee retained Lowenstein Sandler LLP as its
bankruptcy counsel; Andreozzi Bluestein LLP as local counsel; and
Casciano Consulting Group, LLC as business consultant.


AGACI LLC: Taps Berkeley Research Group as Financial Advisor
------------------------------------------------------------
A'GACI, LLC, seeks approval from the U.S. Bankruptcy Court for the
Western District of Texas to hire Berkeley Research Group, LLC as
its financial advisor.

The firm will, among other things, assist the Debtor in evaluating
current liquidity position and forecast and identify strategies to
improve liquidity; assess liquidity and capital need under various
operating and restructuring scenarios; provide support to the
Debtor in its negotiations with potential investors, lenders and
other groups; assist in managing relationships with key stakeholder
groups; and assist the Debtor in the formulation of a plan of
reorganization and in other financial aspects of its case.

The firm's customary hourly rates are:

     Managing Director      $845 to $995
     Director               $695 to $795
     Professional Staff     $310 to $695
     Support Staff          $150 to $275

In the 90 days prior to the Petition Date, Berkeley received
retainers and payments totaling approximately $681,000 for
prebankruptcy services.

Gabe Koch, a Berkeley director, 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:

     Gabe Koch
     Berkeley Research Group, LLC
     2525 McKinnon Street, Suite 400
     Dallas, TX 75201
     Tel: 469.371.4699 / 214.233.3057
     Fax: 214.953.0181
     E-mail: gkoch@thinkbrg.com

                    About A'GACI, L.L.C.

Founded in San Antonio, Texas, A'GACI, L.L.C. --
http://www.agacistore.com/-- is a fast-fashion retailer of women's
apparel and accessories. A'GACI attracts young, fashion-driven
consumers through its value-pricing and frequent introductions of
new and trendy merchandise. The Debtor operates specialty apparel
and footwear stores under the A'GACI banner as well as a
direct-to-consumer business comprised of its e-commerce Web site
http://www.agacistore.com/ Stores feature an assortment of tops,
dresses, bottoms, jewelry, and accessories sold primarily under the
Debtor's exclusive A'GACI label.  In addition, the Debtor sells
shoes under its sister brand labels of O'Shoes and Boutique Five.

Boutique Five also comprises a portion of apparel and accessory
merchandise.

A'GACI, L.L.C., filed a Chapter 11 petition (Bankr. W.D. Tex. Case
No. 18-50049), on Jan. 9, 2018.  In the petition signed by
manager/CMO David Won, the Debtor disclosed $82 million in total
assets and $62 million in total liabilities as of Nov. 25, 2017.

The case is assigned to Judge Ronald B. King.

Ian T. Peck, Esq. at Haynes and Boone, LLP, serves as the Debtor's
bankruptcy counsel; Berkeley Research Group, LLC as its financial
advisor; and SSG Advisors, LLC, as its investment bankers.
Kurtzman Carson Consultants LLC, is the claims, noticing &
balloting agent and maintains the site http://www.kccllc.net/agaci

No trustee, examiner or official committee of unsecured creditors
has been appointed.


ALBERTSONS COS: S&P Lowers CCR to B & Term Loans Rating to 'BB-'
----------------------------------------------------------------
Difficult industry conditions and operational miscues have weighed
on U.S.-based grocery store operator Albertsons Cos. LLC's (ACL's)
operating results. S&P Global Ratings believes management continues
to prioritize strategic growth through investments over significant
debt reduction and S&P now expects leverage to
remain above 6x over the next year.

S&P Global Ratings is thus lowering its corporate credit rating on
Albertsons Cos. LLC to 'B' from 'B+'. The outlook is stable.

S&P said, "Concurrently, we lowered our issue-level rating on the
company's term loans to 'BB-' from 'BB'. The recovery rating
remains '1', indicating our expectation for very high (90%-100%;
rounded estimate: 95%) recovery for lenders in the event of a
payment default.

"At the same time, we also lowered the issue-level rating on the
company's senior unsecured notes to 'B' from 'B+'. The recovery
rating remains '4', indicating our expectation for average
(30%-50%; rounded estimate: 30%) recovery for lenders in the event
of a payment default.

"We also lowered the issue-level rating on the Safeway and NAI
unsecured notes to 'CCC+' from 'B-'. The recovery rating remains
'6', indicating our expectation for negligible (0%-10%; rounded
estimate: 0%) recovery for lenders in the event of a payment
default."

S&P related, "The downgrade reflects ACL's weaker-than-expected
performance and our view that industry conditions will remain
challenging in 2018. As a result, we now expect leverage will
remain above 6x, our previously established downgrade
threshold, through fiscal 2018. In our view, heightened
competition, rising wage pressure, the need to invest in price, and
investments in omni-channel capabilities continue to affect
operating results. Despite higher leverage and cash burn in fiscal
2017, we expect operating performance to stabilize, capital
spending to decline, and benefits from the recently enacted tax
reform to result in good FOCF generation in fiscal 2018.

"The stable outlook reflects our belief that operating performance
will stabilize throughout fiscal 2018 as fewer competitive
openings, moderate food inflation, and further synergy realization
will result in earnings growth. We also expect ACL will generate
positive free operating cash flow during fiscal 2018 and maintain
adequate liquidity.  

"We could lower the rating on ACL if operating results deteriorate,
causing us to believe the company's competitive position has
diminished. Under this scenario, we would expect negative ID sales
to accelerate, further margin compression as price investments and
promotional activity fail to drive
traffic, and cash burn to increase, causing us to reevaluate the
company's business profile.

"Although unlikely over the next 12 months, we could raise our
rating one notch if adjusted leverage approaches 5x. Under this
scenario, we would expect to see improving operating results,
including sustained positive ID sales and stabilizing margins,
leading to EBITDA growth approximately 20% above our current
forecast. For an upgrade to occur, we would also expect the company
to prioritize its use of FOCF toward debt reduction over
acquisitions or dividends."


ALLIANCE EQUITIES: Taps as Schafer and Weiner as Legal Counsel
--------------------------------------------------------------
Alliance Equities, LLC, received approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Schafer and
Weiner, PLLC, as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

The firm's hourly rates are:

     Daniel Weiner       $465
     Michael Baum        $465
     Howard Borin        $385
     Joseph Grekin       $360
     Leon Mayer          $295
     Kim Hillary         $310
     John Stockdale      $325
     Jeffery Sattler     $275
     Jason Weiner        $275
     Shanna Kaminski     $275
     Nicholas Marcus     $245
     Legal Assistant     $150

Prior to the Petition Date, Schafer and Weiner received a $10,000
payment from Equity Interests, LLC, an affiliate, to provide legal
services, including insolvency planning for the Debtor.

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

Schafer and Weiner can be reached through:

     Michael E. Baum, Esq.
     Schafer and Weiner, PLLC
     40950 Woodward Ave., Suite 100
     Bloomfield Hills, MI 48304
     Phone: (248) 340-5540
     E-mail: mbaum@schaferandweiner.com

                    About Alliance Equities

Alliance Equities LLC is a single member LLC that owns a 23,100
square foot light industrial warehouse facility located at 2850
Alliance Dr., Waterford, MI 48328.

Alliance Equities sought Chapter 11 protection (Bankr. E.D. Mich.
Case No. 17-57301) on Dec. 19, 2017.  At the time of the filing,
the Debtor estimated assets and liabilities of less than $1
million.  Judge Marci B. Mcivor is the case judge.  Schafer and
Weiner, PLLC, is the Debtor's legal counsel.


AP GAMING: S&P Alters Outlook to Pos. & Affirms 'B' CCR
-------------------------------------------------------
U.S. gaming equipment manufacturer AP Gaming Holdings LLC's parent,
PlayAGS Inc. (formerly AP Gaming Holdco Inc.) completed an initial
public offering (IPO) and used net proceeds to repay debt,
resulting in about a 1.5x reduction in S&P's adjusted leverage
measure. S&P Global Ratings believes the IPO enhances AP Gaming's
liquidity position since it provides the company a potential
alternate source of funds in addition to excess cash flow and
revolver availability for growth investments.

AP Gaming is also seeking an amendment to its credit agreement to
modestly reduce interest expense, which would improve operating
cash flow and enhance the company's liquidity position.

S&P Global Ratings is thus revising its outlook on Las Vegas-based
AP Gaming Holdings LLC to positive from negative. S&P affirmed all
of its ratings on the company, including the 'B' corporate credit
rating.

The outlook revision to positive from negative reflects meaningful
improvement in AP Gaming's leverage and coverage following the use
of IPO proceeds for debt repayment, coupled with S&P's expectation
that the company will generate sufficient cash flow in 2018 to
internally fund capital expenditures, including growth-related
capital expenditures. Pro forma for the IPO and the repayment of
$154 million 11.25% payment-in-kind (PIK) notes, S&P estimates
leverage improved to about 5.2x at Dec. 31, 2017 from about 6.7x,
and total interest coverage improved to about 2.7x from about 2.0x.
The outlook revision also reflects S&P's forecast for adjusted
leverage to improve to the mid-4x area by the end of 2018, a level
at which S&P would consider higher ratings. S&P believes leverage
sustained under the mid-4x area would provide sufficient cushion
for AP Gaming to complete additional tuck-in acquisitions that
modestly increase leverage and to absorb unexpected declines in
operating performance while remaining below our 5x upgrade
threshold.

The positive outlook stems from S&P's belief that AP Gaming's
leverage will improve to the mid-4x area by the end of 2018. S&P
also also expect the company to generate sufficient cash flow to
internally fund growth related capital expenditures.

S&P said, "We could raise the rating one notch once adjusted
leverage improves to below the mid-4x area. We believe this level
of leverage would provide sufficient cushion for AP Gaming to
complete modestly leveraging tuck-in acquisitions and to absorb
modest unexpected declines in operating performance while remaining
below our 5x upgrade threshold. Before raising the rating, we would
also want to be confident that maintaining adjusted leverage under
5x was aligned with the financial policy of the controlling
financial sponsor owner and that the financial sponsor would reduce
its stake in the company over time.   

"We could revise the outlook to stable if we no longer expected
adjusted leverage to be maintained under 5x. This could likely
result from operating underperformance or if the company pursues a
leveraging transaction. While less likely, lower ratings could be
considered if operating performance meaningfully underperforms our
forecast at a time when growth capital expenditures remain high,
and the company begins to deplete excess cash balances and revolver
availability."


APPLE VALLEY, MN: S&P Lowers Rating on 2016C Bonds to BB+
---------------------------------------------------------
S&P Global Ratings lowered its ratings to 'A+ (sf)' from 'AA-
(sf)', to 'BBB+ (sf)' from 'A- (sf)', and to 'BB+ (sf)' from 'BBB
(sf)' on the city of Apple Valley, Minn.'s first tier 2016A, second
tier 2016B, and third tier 2016C senior living revenue bonds
(Minnesota Senior Living LLC Project), respectively. The outlook is
stable.

"The downgrades are almost entirely attributed to the
higher-than-expected maximum annual debt service, and not the
project's actual financial performance in fiscal 2017, which is
very much in line with pro forma projections," said S&P Global
Ratings credit analyst Joanie Monaghan. "The stable outlook
reflects our view of the experience of the owners and management
team and their ability to manage costs and maintain revenue at
levels that result in DSC ratios commensurate with the rating on
each series of bonds. Additionally, the high asset quality of the
property lends to the
stable outlook."

The Series 2016 bonds were issued in late 2016 by the city of Apple
Valley on behalf of the borrower, Minnesota Senior Living LLC. The
2016 issuance consists of four tranches of debt, with the fourth
tranche being unrated. Proceeds of the bonds were used by the
borrower to acquire eight senior living facilities located in the
Minneapolis-St. Paul metro area that consist of 1,007 rental
independent living, assisted living, and memory care beds. Proceeds
of the bonds were also used to fund debt service reserve funds for
the subordinate series and to pay certain capital and issuance
costs.


APPVION INC: Wants to Obtain $5-Mil. Financing From Citizens Bank
-----------------------------------------------------------------
Appvion, Inc. and its affiliated debtors seek permission from the
U.S. Bankruptcy Court for the District of Delaware authorizing the
Debtors to enter into (i) certain letter of credit facility
agreement with Citizens Bank, N.A., dated as of Feb. 2, 2018, by
which letters of credit in an aggregate amount not to exceed at any
time outstanding $5 million may be issued  secured by cash
collateral; and (ii) the third amendment to the superpriority
senior debtor-in-possession credit agreement dated as of Oct. 2,
2017, to allow the Debtors to issue new or replacement letters of
credit and in connection therewith increase the post-petition
secured obligation incurred by the Debtors by $400,000.

As reported by the Troubled Company Reporter on Nov. 20, 2017, the
Debtors obtained from the Court a final order allowing them to
obtain postpetition financing of up to $325,300,000 from a group of
leaders with Wilmington Trust as administrative agent and PJT
Partners LP as sole lead arranger.

The Debtors say that the Final DIP Order contemplated a new letter
of credit facility, but did not carve-out the cash collateral
securing the new letters of credit from the DIP Lenders collateral
package.  For the avoidance of doubt, the Debtors request that the
Final DIP Order be deemed amended to provide that Citizens has the
sole perfected security interest on the cash collateral securing
the Letter of Credit Facility, which facility will be separate from
the DIP Credit Agreement.

Citizens is not a prepetition lender of the Debtors and the Letter
of Credit Facility bears no relationship with any prepetition
obligations of the Debtors.  The Debtors were unable to obtain
letters of credit on more favorable terms than the Letter of Credit
Facility.

The Debtors state that since the commencement of these cases, they
have worked diligently to stabilize their business operations.
Simultaneously, the Debtors and their professionals have also
worked with the DIP Lenders and Second Lien Lenders, as well as the
Committee, toward a resolution of these bankruptcy cases.  This
process is continuing, and it remains critical during this time
that the Debtors continue their business operations in the ordinary
course to avoid additional interruptions.  The Debtors now seek the
entry of an order supplementing the Final DIP Order and granting
authority to increase the post-petition secured obligations
incurred by the Debtors through the Letter of Credit Facility and
authority to enter into the Letter of Credit Facility and related
cash collateral documentation and the Third Amendment.

Under the Letter Of Credit Facility Agreement, Appvion, Inc., the
account party, agrees to pay to Citizens, LC Issuer, a letter of
credit fee in an amount equal to 1.35% of the LC Amount on the date
of issuance of any LC and, if applicable, on any anniversary
thereof, if the LC remains outstanding on anniversary.

The Account Party will also pay to the LC Issuer an issuance fee in
an amount equal to 0.80% of the LC Amount on the date of issuance
and shall pay the LC Issuer's customary amendment, negotiation or
document examination and other administrative fees as in effect
from time to time.

The Account Party grants, conveys, assigns, pledges, hypothecates,
sets over and transfers to the LC Issuer the LC Collateral Account,
all funds and other assets, from time to time, in the LC Collateral
Account and, without duplication, the Account Collateral and
proceeds to secure the Obligations.

The Account Party will at all times maintain a cash balance in the
LC Collateral Account equal to or greater than 102.5% of the
aggregate amount of LC Amount of all outstanding Letters of Credit.
The LC Issuer will return any excess cash collateral at any time
that a Letter of Credit is terminated or drawn.

The Account Party authorizes the LC Issuer, with notice to the
Account Party, to debit the LC Collateral Account, from time to
time, to pay any Obligations.

At any time and from time to time, upon the LC Issuer's request,
the Account Party will promptly execute and deliver any and all
further instruments and documents as may be reasonably necessary,
appropriate or desirable in the LC Issuer's reasonable judgment to
obtain the full benefits (including perfection and priority) of the
security interest created or intended to be created by Section 7
and of the rights and powers herein granted or granted pursuant to
any other Transaction Document.

The Account Party will not create or suffer to exist any Lien on
the LC Collateral Account or any Account Collateral other than the
Lien granted hereunder.

A copy of the Debtors' request is available at:

           http://bankrupt.com/misc/deb17-12082-411.pdf

                      About Appvion Inc.

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

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

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

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

On Oct. 11, 2017, Andrew Vara, acting U.S. trustee for Region 3,
appointed an official committee of unsecured creditors.  The
committee hired Lowenstein Sandler LLP, as counsel, Klehr Harrison
Harvey Branzburg LLP, as Delaware co-counsel.

On Dec. 1, 2017, the court appointed Justin R. Alberto as the fee
examiner.  He tapped Bayard, P.A., as legal counsel.


ARCH COAL: S&P Raises CCR to BB- & Rating on $300M Loan to 'BB'
---------------------------------------------------------------
U.S.-based thermal and metallurgical (met) coal producer Arch Coal
Inc. has leverage moving toward the lower end of S&P Global
Ratings' expected 2x–3x range. Arch maintains a financial policy
that in S&P's view would allow the company to maintain its credit
quality, even with moderately lower coal prices.

S&P Global Ratings is thus raising its corporate credit rating on
St. Louis-based Arch Coal Inc. to 'BB-' from 'B+'. The outlook is
stable.

S&P said, "At the same time, we also raised our issue-level rating
on the company's $300 million senior secured term loan due in 2024
to 'BB' from 'BB-' with a '2' recovery rating, indicating our
expectation for substantial recovery (70%-90%; rounded estimate:
85%) in the event of a default."

S&P related, "The upgrade of Arch Coal to 'BB-' is based on our
view that the company will maintain adjusted leverage below 3x with
liquidity exceeding $400 million even if met coal prices fall
moderately.

"The stable outlook reflects our expectation that Arch's adjusted
leverage will remain below 3x and that funds from operations (FFO)
to debt will remain above 30% over the next 12 months. Close to 65%
of the company's 2018 thermal production is committed with fixed
prices, and we believe that credit measures will remain within
current ranges even if coal prices weaken moderately in
2018.

"We could lower the rating if we expected adjusted leverage to
remain above 3x. This could happen if Arch issued about $350
million more debt with no earnings growth. It could also happen if
realized met coal prices fell 15% or more below 2017 levels, which
were just above $100 per ton."

S&P added, "Although it's unlikely within the next year, we could
raise our rating on Arch if the company were to meaningfully
elevate its profitability such that EBITDA margins exceeded 30%,
contributing to FFO to debt above 45% and debt to EBITDA well below
2x. We would expect Arch to achieve these metrics while maintaining
balanced contributions from its segments along with a commitment
from management to sustain these metrics over the long term, with a
low likelihood of increasing debt significantly during cyclical
upswings."


AVALON CARE: New Liquidating Plan Amends Treatment of MidCap Claim
------------------------------------------------------------------
Avalon Care Center - Chandler, LLC, filed with the U.S. Bankruptcy
Court for the District of Utah a disclosure statement, dated Jan.
26, 2018, for its proposed plan of liquidation.

The latest liquidating plan now consists of seven classes and
modifies the treatment of MidCap Financial Services, LLC's allowed
secured claim in Class 3.

Unless MidCap's claim is later reclassified as a Class 6
Subordinated Claim, MidCap will be paid the proceeds from the
liquidation of the Debtor's remaining assets, to the extent that
there are any and excluding the Alter Ego Claims, up to the amount
of the Class 3 Claim, 60 days after such funds are received by the
Reorganized Debtor. Should the proceeds of the secured assets be
insufficient to fully satisfy the Class 3 Claim, the unpaid portion
of the Allowed Amount of this Claim will be paid a Pro Rata
Distribution as a Class 6 Subordinated Claim.

Class 6, subordinated claims, is impaired under the plan. Each
holder of an Allowed Subordinated Claim will receive a Pro Rata
Distribution on account of such Claim, following the payment in
full of all Allowed Class 5 Unsecured Claims. Payment will occur on
a pro rata basis within 90 days after Allowed Class 5 Unsecured
Claims are paid in full.  The prior plan did not provide a separate
classification and treatment of subordinated claims.

A full-text copy of the Disclosure Statement dated Dec. 20, 2017,
is available at:

     http://bankrupt.com/misc/utb17-27825-68.pdf

A full-text copy of the Disclosure Statement dated Jan. 4, 2018, is
available at:

     http://bankrupt.com/misc/utb17-27825-73.pdf

A full-text copy of the Disclosure Statement dated Jan. 26, 2018,
is available at:

     http://bankrupt.com/misc/utb17-27825-89.pdf

          About Avalon Care Center - Chandler

Avalon Care Center - Chandler, LLC, operates skilled nursing care
facilities.  It is an affiliate of Avalon Care Center - Chowchilla,
LLC, which sought bankruptcy protection (Bankr. E.D. Cal. Case No.
17-12721) on July 17, 2017.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Utah Case No. 17-27825) on September 7, 2017.  Anne
Stuart, the authorized representative, signed the petition.

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

Judge Joel T. Marker presides over the case.


BANK OF ANGUILLA: Files Chapter 11 Modified Liquidation Plan
------------------------------------------------------------
National Bank of Anguilla (Private Banking & Trust) Ltd. filed with
the U.S. Bankruptcy Court for the Southern District of New York a
disclosure statement with respect to its modified liquidating plan
dated Jan. 26, 2018.

Class 2 under the modified liquidating plan is comprised of
Interests in the Debtor. No distribution will be made by the Debtor
or the Reorganized Debtor to holders of allowed Interests. Rather,
the Debtor or the Reorganized Debtor will turnover the proceeds of
the Assets to the Administrator, who will distribute such proceeds
in the Anguillian Proceeding in accordance with the orders of the
Anguillian Court; provided, however, that no distribution will be
made to holders of Interests in the Debtor unless and until the
Debtor's Creditors have been paid in full (with any interest
required by the Anguillian Court) on account of their Claims
against the Debtor in the Anguillian Proceeding. Class 2 is
entitled to vote.

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

     http://bankrupt.com/misc/nysb16-11806-252.pdf

               About National Bank of Anguilla

The National Bank of Anguilla was formed in 1984 and started
operating in 1985, when it acquired the Anguilla branch of the Bank
of America National Trust & Savings Association, according to its
website.  The private-banking unit provides financial services to
offshore clients around the world and is wholly owned by its
parent, Bloomberg News notes.

The parent ceased banking operations on April 22, 2016.  It started
liquidating in an Anguillan court the following month.  On May 26,
it petitioned for bankruptcy court protection from U.S. creditors.

Banking operations were transferred to the National Commercial Bank
of Anguilla, which is wholly owned by the government.

The private bank's case is In re National Bank of Anguilla (Private
Banking & Trust Ltd.) Case No. 16-11806 (Bankr. S.D.N.Y.).  The
parent's case is Case No. 16-11529 in the same bankruptcy court.


BARONG LLC: SMPH Plan to be Funded from Sale of Colorado Properties
-------------------------------------------------------------------
SM Property Holdings, LLC, a/k/a SMOU Property Holdings, LLC, filed
with the U.S. Bankruptcy Court for the District of Colorado a
disclosure statement to accompany its plan of reorganization dated
Jan. 26, 2018.

The SMPH Plan is a joint competing plan to the Amended Plan and
Disclosure Statement filed on Oct. 30, 2017, by Barong, SiSu, and
SMPH. Because of infighting as between Dennis and Bonnie Havlik
directed at Sharon Mou related to Barong and SiSu, the SMPH Plan is
filed to include a Plan Administrator to assist in the liquidation
of the Barong and SiSu properties. The properties are the real
property located at 100 East Meadow Drive, Unites 2, 3, 5, 6B, 6C
and 9, Vail Village Plaza Condominiums, Vail, Colorado, and five
garage spaces located at Unites 784, 791, 792, 800, and 801,
Village Inn Plaza, Vail, Colorado. The third-party Plan
Administrator is intended to allow for an independent third-party
to evaluate and liquidate the Properties in a reasonable business
manner.

SMPH will retain its assets as a reorganized debtor or as otherwise
provided in the Plan. If the Plan is approved by the Court, the
Plan is the permanent restructuring of the Debtors' financial
obligations. The Plan also provides a means through which the
Debtors will restructure or repay their obligations. The Plan will
provide the Debtors with an opportunity to pay all creditors
through the sale of assets and the generation of income from the
sale of assets.

Allowed unsecured claims in Classes 3, 7, and 10 will be on a
pro-rata basis from the sale or refinance of the Properties.

Funding of the Plan will be derived from the sale of Barong and
SiSu Properties.

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

     http://bankrupt.com/misc/cob17-14551-246.pdf

                      About SiSu Too, LLC

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

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

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

Barong, LLC, Sisu Too, LLC, and SM Property Holdings, LLC, a/k/a
SMOU Property Holdings, LLC, are jointly administered under Case
No. 17-14551-EEB.


BAY CIRCLE: Taps M. Denise Dotson as Special Counsel
----------------------------------------------------
Bay Circle Properties, LLC, received approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire M.
Denise Dotson, LLC, as special counsel.

The firm will provide legal services to the company and its
affiliates in connection with the appeal styled Bay Circle
Properties, LLC, et al. v. SEG Gateway, LLC, et al. (N.D. Ga. Case
No. 1:17-CV-04715).

The firm will charge an hourly fee of $250.  The legal fees will be
paid by Chuck Thakkar, manager.

M. Denise Dotson, Esq., a partner at Dotson, disclosed in a court
filing that her firm does not represent any interest adverse to the
Debtors and their estates.

The firm can be reached through:

     M. Denise Dotson, Esq.
     M. Denise Dotson, LLC
     170 Mitchell St. Sw
     Atlanta, GA 30303-3441
     Phone: (404) 526-8869

                 About Bay Circle Properties

Bay Circle Properties, LLC, DCT Systems Group, LLC, Sugarloaf
Centre, LLC, Nilhan Developers, LLC, and NRCT, LLC, own 16
different real properties including significant undeveloped
acreage.  The properties also include office/warehouse buildings,
retail shopping centers and free standing single tenant buildings.

Bay Circle Properties, et al., filed Chapter 11 bankruptcy
petitions (Bankr. N.D. Ga. Case Nos. 15-58440 to 15-58444) on May
4, 2015.  The Chapter 11 cases are jointly administered.  In the
petition signed by Chuck Thakkar, manager, Bay Circle estimated $1
million to $10 million in assets and liabilities.

The Debtors tapped John A. Christy, Esq., J. Carole Thompson Hord,
Esq., and Jonathan A. Akins, Esq., at Schreeder, Wheeler & Flint,
LLP, as bankruptcy attorneys.  The Debtors engaged RG Real Estate,
Inc., as real estate broker.

No trustee has been appointed in the Debtors' cases.


BAYWAY HAND: Trustee Seeks to Extend Century 21 Employment
----------------------------------------------------------
Donald Conway, the Chapter 11 trustee for Bayway Hand Car Wash
Corp., filed an application with the U.S. Bankruptcy Court for the
District of New Jersey to extend the employment of Century 21 AMH
Commercial to March 9, 2018.

The trustee hired the firm last year to sell the Debtor's real
property located at 4778 Broadway, New York.  Proceeds from the
sale will be used to fund a Chapter 11 plan of reorganization.

Under the agreement, Century 21 will get a commission of 5% if the
property fetches up to $5 million and a 3% commission if the
purchase price is more than $5 million.

                  About Vazquez and His Companies

Jose Louis Vazquez and four related entities, Bayway Hand Car Wash
Corp., Harlem Hand Car Wash Corp., J.V. Car Wash Ltd. and Webster
Hand Car Wash Corp., each filed a voluntary petition for
reorganization under chapter 11 of the Bankruptcy Code (Bankr.
D.N.J. Lead Case No. 13-32632) on Oct. 16, 2013.  The Debtors'
bankruptcy cases are jointly administered pursuant to the
Bankruptcy Court's Order dated Nov. 16, 2013.

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

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

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

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

The Vazquez Trustee may be reached at:

          Donald F. Conway
          The Mercadien Group
          3625 Quakerbridge Rd.
          Hamilton, NJ 08619

Counsel for the Vazquez Trustee:

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


BIG E AUTOMOBILE: Taps Kevin T. Helenius as Legal Counsel
---------------------------------------------------------
Big E Automobile Rebuild, Inc., seeks approval from the U.S.
Bankruptcy Court for the Western District of Washington to hire the
Law Office of Kevin T. Helenius as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

Kevin Helenius, Esq., the attorney who will be handling the case,
charges an hourly fee of $350.  Paralegals charge $150 per hour.

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

Helenius can be reached through:

     Kevin T. Helenius, Esq.
     Law Office of Kevin T. Helenius
     40 Lake Bellevue, Suite 100
     Bellevue, WA 98005
     Tel: 425-450-7011
     Fax: 425-984-7055
     E-mail: kevin.helenius@frontier.com

                  About Big E Automobile Rebuild

Based in Burien, Washington, Big E Auto Rebuild, Inc. --
http://www.bigeautorebuild.com/-- offers complete auto body shop
and auto paint shop services.  It has been family owned and
operated since 1970 and provides service to Seattle, West Seattle,
Bellevue, Renton, SeaTac, Kent and Federal Way areas from the
Burien facility.

Big E Automobile Rebuild sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Wash. Case No. 18-10264) on Jan. 23,
2018.  In the petition signed by John Willard, president, the
Debtor disclosed $1.33 million in assets and $2.04 million in
liabilities.  Judge Christopher M. Alston presides over the case.
The Law Office of Kevin T. Helenius is the Debtor's counsel.



BON-TON STORES: Case Summary & 40 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: The Bon-Ton Stores, Inc.
             2801 E. Market Street
             York, PA 17402

Type of Business: The Bon-Ton Stores Inc., with corporate
                  headquarters in York, Pennsylvania and
                  Milwaukee, Wisconsin, operates 260 stores, which
                  includes nine furniture galleries and four
                  clearance centers, in 24 states in the
                  Northeast, Midwest and upper Great Plains under
                  the Bon-Ton, Boston Store, Bergner's,  Carson's,
                  Elder-Beerman, Herberger's and Younkers
                  nameplates.

                  The stores offer a broad assortment of national
                  and private brand fashion apparel and
                  accessories for women, men and children, as well
                  as cosmetics and home furnishings.

                  https://www.bonton.com/

Chapter 11 Petition Date: February 4, 2018

Affiliates that simultaneously filed Chapter 11 petitions:

     Debtor                                         Case No.
     ------                                         --------
     The Bon-Ton Stores, Inc. (Lead Case)           18-10248
     Bonstores Holdings One, LLC                    18-10247
     The Bon-Ton Department Stores, Inc.            18-10249
     The Bon-Ton Giftco, LLC                        18-10250
     Carson Pirie Scott II, Inc.                    18-10251
     Bon-Ton Distribution, LLC                      18-10252
     McRIL, LLC                                     18-10253
     Bonstores Realty One, LLC                      18-10254
     Bonstores Holdings Two, LLC                    18-10255
     Bonstores Realty Two, LLC                      18-10256

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

Debtors'
Lead
Restructuring
Counsel:              Kelley A. Cornish, Esq.
                      Elizabeth R. McColm, Esq.
                      Claudia R. Tobler, Esq.
                      Alexander Woolverton, Esq.
                      PAUL, WEISS, RIFKIND, WHARTON &
                      GARRISON LLP
                      1285 Avenue of the Americas
                      New York, New York 10019
                      Tel: (212) 373-3000
                      Fax: (212) 757-3990
                      E-mail: kcornish@paulweiss.com
                              emccolm@paulweiss.com
                              ctobler@paulweiss.com
                              awoolverton@paulweiss.com

Debtors'
Co-Counsel:           Pauline K. Morgan, Esq.
                      Sean T. Greecher, Esq.
                      Andrew L. Magaziner, Esq.
                      Elizabeth S. Justison, Esq.
                      YOUNG CONAWAY STARGATT & TAYLOR, LLP
                      Rodney Square
                      1000 North King Street
                      Wilmington, Delaware 19801
                      Tel: (302) 571-6600
                      Fax: (302) 571-1253
                      E-mail: pmorgan@ycst.com
                             sgreecher@ycst.com
                             amagaziner@ycst.com
                             ejustison@ycst.com

Debtors'
Investment
Banker:               PJT PARTNERS LP

Debtors'
Financial
Advisor:              AP SERVICES, LLC

Debtors'
Notice,
Claims,
Solicitation
& Balloting
Agent:                PRIME CLERK LLC
                      Web site: https://www.primeclerk.com

Debtors'
Real Estate
Advisor:              A&G REALTY PARTNERS LLC

Total Assets: $1.58 billion

Total Debt: $1.74 billion

The total assets and total debts are listed according to Bon-Ton
Stores' unaudited financial statements as of Oct. 28, 2017, as set
forth in the Debtor's Form 10-Q.  The Debtor's Form 10-Q lists the
aggregate total assets and total debts of the Debtor and its
subsidiaries.  All intercompany transactions have been eliminated
in consolidation.  

The petitions were signed by Michael Culhane, executive vice
president - chief financial officer.

A full-text copy of Bon-Ton Stores' petition is available at:

               http://bankrupt.com/misc/deb18-10248.pdf

List of Debtors' 40 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Spark Foundry                           Trade          $8,753,824
222 Merchandise Mart, Suite 550
Chicago, IL 60654
Shaun J. Killeen
Tel: 313-471-5780
Email: shaun.killeen@smvgroup.com

Estee Lauder                            Trade          $5,065,830
PO Box 223523
Pittsburgh PA 15251-2523
Josephine Adamou
Tel: 631-847-8483
Email: jadamou@esteee.com

Hanesbrands                             Trade          $3,629,360
21700 Network Place
Chicago, IL 60673-1217
Susan Venable
Tel: 336-519-4821
Email: susan.venable@hanes.com

Keurig Green Mountain Inc.              Trade          $3,507,041
PO Box 414159
Boston MA 02241-4159
Jessica Leonard
Tel: 612-308-9609
Email: jessika.leonard@keurig.com

Michael Kors USA Inc.                   Trade          $2,820,230
PO Box 732670
Dallas TX 75373-2670
Kathy A. Morris
Tel: 201-514-8028
Email: kathy.morris@michaelkors.com

Perry Ellis                             Trade          $2,359,448
PO Box 277017
Atlanta GA 30384-7017
Robert Cantillo
Tel: 305-873-1004
Email: robert.cantillo@pery.com

Ralph Lauren                            Trade          $2,201,811
PO Box 911371
Dallas TX 75391-1371
Kenneth I. Cruz
Tel: 201-531-6571
Email: kenneth.cruz@ralphlauren.com

Nine West                               Trade          $2,147,625
PO Box 277512
Atlanta, GA 30384-7512
Ann Marie Rygalski
Tel: 215-826-6807
Email: arygalski@ninewestholdings.com

RACM                              Lease Agreement      $1,900,000
809 North Broadway
Milwaukee WI 53202
Tel: 414-286-5730
Email: racminfo@milwaukee.gov

Under Armour                            Trade          $1,580,691
PO Box 791022
Baltimore MD 21279-1022
Kimberly Troast
Tel: 410-468-2512 ext. 6589
Email: ktroast@underarmour.com

Marc Fisher LLC                         Trade          $1,379,449
777 West Putman Ave
Greenwich, CT 06830
Gillian Shepard
Tel: 203-413-5329
Email: gillian.shepherd@fisherfootwear.com

Nuwave LLC                              Trade          $1,246,355
1795 N Butterfield RD
Libertyville IL 60048
Keith Handen
Tel: 224-206-3061
Email: keith.hamden@nuwavenow.com

Elizabeth Arden                         Trade          $1,107,909
PO Box 418906
Boston MA 02241-8906
Wendel Kralovich
Email: wendel.kralovich@revlon.com

G III Leather Fashion Inc.              Trade          $1,025,074
PO Box 29242
New York NY 10087-9242
Joanne Mayer
Email: joanne.mayer@giii.com

Indo Count Global Inc.                  Trade            $978,480
295 Fifth Ave, Suite 1019
New York NY 10016
Tel: 616-416-7000
Email: sales@indocount.us

Chicago Tribune                         Trade            $977,060
435 N Michigan Ave.
Chicago IL 60611
Carmela Siracusa
Tel: 212-609-3070
Email: carmela.siracusa@amerexgroup.com

Levi Strauss                            Trade            $964,718
PO Box 100883
Atltanta GA 30384
Arlene Butchko
Tel: 541-242-7630
Email: abutchko@levi.com

Skechers USA Inc.                       Trade            $910,131
PO Box 74008181
Chicago IL 60674-8181
Yoland Rojas
Tel: 310-318-3100 X 4312
Email: yoland@skechers.com

Constellation NewEnergy Inc.            Trade            $878,378
PO Box 4640
Carol Stream IL 60197-4640
Kenneth Howanski
Tel: 888-635-0827
Email: kenneth.howanski@constellation.com

Conversant Inc.                         Trade            $876,549
Attn: John Ardis
101 N Wacker, 23rd Floor
Chicago IL 60606
John Ardis
Tel: 630-488-2020
Email: jardis@conversantmedia.com

Deckers Outdoor Corp DBA Teva           Trade             $855,642
PO Box 8424
Pasadena CA 91109
Gina Pritchard
Tel: 800-713-7517 ext 1254
Email: gina.prichard@deckers.com

Uncas International LLC                 Trade             $829,485
PO Box 780841
Philadelphia PA 19178-0841
Felice Silvia
Tel: 401-231-0266
Website: www.uncas.com

Oakdale Mall II LLC                     Trade             $818,542
PO Box 416525
Boston MA 02241-6525
Robert Minutoli
Tel: 844-614-4114

Famma Group Inc.                        Trade             $798,599
4510 Loma Vista Ave
Vernon CA 90058
Nancy Frakenberg
Email: nancy.frankenberg@fammagroupinc.com

Samsonite LLC                           Trade             $770,163
Dept CH 19296
Palatine IL 60055-9296
Jim Rego
Tel: 508-851-1427
Email: james.rego@samsonite.com

Collection XIIX                         Trade             $769,148
1370 Broadway, 17th FL
New York NY 10018
Mitchell Grossman
Tel: 646-929-6047
Email: mgrossman@collectionxiix.com

Oxford Industries Inc.                  Trade             $735,495
999 Peachtree St NE, Suite 688
Atlanta GA 30309
Mike Scott
Tel: 404-234-9853
Email: mscott@oxfordinc.com

Select Brands                           Trade             $735,163
10814 Renner Blvd
Lenexa KS 66219
Webb Roberts
Email: webb.roberts@selectbrands.com

Fossil Inc.                             Trade             $686,206
901 S Central Expwy
Richardson, TX 75080
Brandon Babayans
Tel: 469-587-3644
Email: bbabyans@fossil.com

My Pillow Inc                           Trade             $657,010
343 East 82nd Street
Chaska MN 55318
Michael Lindell
Tel: 952-400-1180

Shiseido Cosmetics                      Trade             $655,475
900 Third Avenue, 9th Floor
New York NY 10022
Janet Bachman
Tel: 770-363-5504
Email: jbachman@bpi.shiseido.com

Kayser Roth Corporation                 Trade             $650,648
102 Corporate Center Blvd
Greensbobo NC 27408
Todd Howard
Tel: 336-547-4654

Byer California                         Trade             $647,197
62685 Collection Dr
Chicago IL 60693-0626
Tim Hanlon
Email: thanlon@byer.com

Capital Building Services               Trade             $638,671
540 Capital Drive, Suite 100
Lake Zurich, IL 60047
Rick Aiello
Tel: 847-3800

Notations                               Trade             $626,910
Attention: Tess Maghirang
539 Jacksonville Road
Warminster PA 18974
Helen Schreiner
Tel: 215-259-2000 ext 180
Email: helens@notations.com

Coty Prestige                           Trade             $618,933
75 Remittance Dr Suite 6440
Chicago, IL 60675-6440
Lisa Cross
Tel: 732-605-2709
Email: lisa_cross@cotyinc.com

William Carter Company                  Trade             $612,410
3436 Peachtree Road NE, Suite 1800
Atlanta GA 30326
Robin Shannon
Tel: 678-791-7637
Email: robin.shannon@carters.com

Keeco                                   Trade             $610,315
30736 Wiegman Rd
Hayward CA 94544
Martin Berry
Tel: 510-401-5036
Email: mberry@lkeeco.com

BT Multi LLC                            Trade             $600,327
c/o WP Carey Inc.
50 Rockefeller Plaza, 2nd FL
New York, NY 10020
Ian R Winters
Tel: 212-972-2245

LJ Accessories                          Trade             $587,539
140 Candace Drive
Maitland FL 32751
Tel: 407-671-0111
Email: info@landjaccessories.com


BON-TON STORES: Files Ch.11 in Delaware; Has $725M DIP Loan
-----------------------------------------------------------
The Bon-Ton Stores, Inc., and its subsidiaries filed voluntary
petitions for a court-supervised financial restructuring under
Chapter 11 of the United States Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware on Feb. 4, 2018.

The Company is currently engaged in constructive discussions with
potential investors and its debtholders regarding the terms of a
financial restructuring plan. Bon-Ton intends to use this
court-supervised process to explore potential strategic
alternatives to maximize value for the benefit of its stakeholders,
which may include a sale of the Company or certain of its assets as
part of the plan of reorganization.

Bon-Ton Stores did not make a $14 million interest payment on its
8% second-lien notes due on Dec. 15, 2017.

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

Bill Tracy, President and Chief Executive Officer, said, "We are
currently engaged in discussions with potential investors and our
debtholders on a financial restructuring plan, and the actions we
are taking are intended to give us additional time and financial
flexibility to evaluate options for our business. Bon-Ton has seven
well-loved brands and associates who have remained committed to
delivering excellent service to our customers for decades. During
this court-supervised process, we plan to continue operating in the
normal course and executing on our key initiatives to drive
improved performance."

Mr. Tracy continued, "We appreciate the ongoing dedication of our
associates, whose hard work in serving our loyal customers is
critical to our success and the future of our company. Importantly,
we look forward to continuing to provide our customers with quality
merchandise and an exceptional shopping experience in our stores
and across e-commerce and mobile platforms as we move through this
financial restructuring process."

                  $725,000,000, 9-Month Funding
                         from ABL Lenders

Bon-Ton has received a commitment from its existing ABL lenders for
up to $725 million in debtor-in-possession (DIP) financing which,
subject to court approval, is expected to support the Company's
operations during the financial restructuring process.

In connection with the Chapter 11 Cases, the Debtors filed a motion
seeking, among other things, interim and final approval of
debtor-in-possession financing on terms and conditions set forth in
a proposed Senior Secured, Super-Priority Debtor-in-Possession Loan
and Security Agreement to be entered into among:

     -- the Company and the other Debtors,

     -- Bank of America, N.A., as administrative agent and
        co-collateral agent,

     -- Wells Fargo Bank, National Association, as co-collateral
        Agent, and

     -- certain other lenders party thereto.

If approved by the Bankruptcy Court, the DIP Credit Agreement will
provide for a senior secured super-priority credit facility in an
aggregate principal amount of up to $725 million, subject to the
terms and conditions detailed therein.

If approved by the Bankruptcy Court, the approximately $493 million
outstanding in pre-petition debt under the Prepetition ABL
Agreement will be rolled into the DIP Credit Agreement and will
constitute obligations thereunder.

The component that is accrued and unpaid interest and related fees
and expenses (other than certain prepayment premiums) will be paid
in cash on the closing date of the DIP Credit Agreement.

The stated maturity of the DIP Credit Agreement is expected to be
November 1, 2018.

Borrowings of Tranche A Loans under the DIP Credit Agreement will
bear interest at a rate equal to LIBOR plus 2.75% or Base Rate plus
1.75% per annum payable in cash.  Borrowings of Tranche A-1 Loans
under the DIP Credit Agreement will bear interest at a Rate equal
to LIBOR plus 9.5% or Base Rate plus 8.5% per annum payable in
cash.

If approved by the Bankruptcy Court, the Debtors expect to use the
proceeds of the DIP Credit Agreement to refinance the Prepetition
ABL Agreement, to pay the costs and expenses of administering the
Chapter 11 Cases and to finance working capital and other general
corporate needs, subject to the terms and conditions of the DIP
Credit Agreement and an interim and final order entered by the
Bankruptcy Court.

The DIP Credit Agreement includes an increase in the aggregate
borrowing base for excess availability and a decrease in the
minimum excess availability covenant, and will provide additional
liquidity to the Company.

The obligations under the DIP Credit Agreement constitute, subject
to a carve-out for professional fees and expenses, super-priority
administrative expense claims in the Chapter 11 Cases, secured by
first priority security interests and liens on all present and
after acquired property of the Debtors, which security interests
and liens are subject only to the professional fee carve-out and
certain other permitted priority and approved liens specified in
the DIP Order or permitted under the DIP Credit Agreement.

The DIP Credit Agreement provides that the Debtors must comply with
certain budgets approved by the lenders set forth therein. The DIP
Credit Agreement also contains certain covenants which, among other
things, and subject to certain exceptions, require the Debtors to
comply with certain milestones and restrict the Debtors' ability to
incur additional debt or liens, pay dividends, prepay certain other
indebtedness, sell, transfer, lease, or dispose of assets, and make
investments in or merge with another company. If the Debtors were
to violate any of the covenants under the DIP Credit Agreement and
were unable to obtain a waiver, it would be considered a default.
If the Debtors were in default under the DIP Credit Agreement, no
additional borrowings thereunder would be available unless the
default were waived or cured.  If an Event of Default (as defined
in the DIP Credit Agreement) occurred, the Agent would have the
right, among other things, to declare all obligations immediately
due and payable.  The DIP Credit Agreement provides for customary
events of default.

Bon-Ton disclosed in a regulatory filing with the Securities and
Exchange Commission that the Chapter 11 bankruptcy constitutes an
event of default that accelerated the Debtors' respective
obligations under these debt instruments:

                                                Outstanding
     Debt Instrument                            Principal Amount
     ---------------                            ----------------
     Indenture, dated as of May 28, 2013,       $350,000,000
     by and among The Bon-Ton Department
     Stores, Inc., the guarantors named
     therein and Wells Fargo Bank, National
     Association, as trustee and collateral
     Agent

     Second Amended and Restated Loan and       $493,000,000
     Security Agreement, dated as of            as of Feb. 3,
     March 21, 2011, by and among The Bon-Ton   2018
     Department Stores, Inc., Carson Pirie
     Scott II, Inc., Bon-Ton Distribution, LLC,
     McRIL, LLC, Bonstores Realty One, LLC and
     Bonstores Realty Two, LLC, as borrowers,
     and The Bon-Ton Stores, Inc., The Bon-Ton
     Giftco, LLC, Bonstores Holdings One, LLC
     and Bonstores Holdings Two, LLC, as
     guarantors, certain financial institutions
     as lenders and Bank of America, N.A., as
     agent, as amended thereafter

The Debt Instruments provide that, as a result of the Chapter 11
Filings, the principal and accrued interest due thereunder are
immediately due and payable.

As a result of the Chapter 11 Filings, the ability of the Debtors'
creditors to seek remedies to enforce their respective rights
against the Debtors under the Debt Instruments are automatically
stayed and the holders' rights of enforcement in respect of the
Debt Instruments are subject to the applicable provisions of the
Bankruptcy Code.  The DIP Credit Agreement contemplates a
refinancing of amounts due under the Prepetition ABL Agreement.

                       Business as Usual

Bon-Ton has filed a number of customary motions with the Bankruptcy
Court seeking authorization to support its operations during the
financial restructuring process, including authority to pay wages
and provide health and other employee benefits, and to pay vendors
in the ordinary course for all goods and services provided on or
after the Chapter 11 filing date. The Company expects to receive
Bankruptcy Court approval for these requests.

The Debtors are seeking Bankruptcy Court authorization to jointly
administer the chapter 11 cases under the caption "In re: The
Bon-Ton Stores, Inc., et al." Case No. 18-10248.

In a press statement on Sunday, Bon-ton said its stores, e-commerce
and mobile platforms under the Bon-Ton, Bergner's, Boston Store,
Carson's, Elder-Beerman, Herberger's and Younkers nameplates are
open and operating as usual.  

The Company previously announced that it is closing 47 stores in
2018, four of which closed in January and one store that is near
completion and 42 additional at which store closing sales began on
February 1, 2018, and will run for approximately 10 to 12 weeks.

Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as the
Company's legal counsel, AlixPartners LLP is serving as
restructuring advisor and PJT Partners, Inc. is acting as financial
advisor.

According to a prior report by the Troubled Company Reporter,
Bon-Ton has partnered with a third-party liquidator, Hilco Merchant
Resources, to help manage the store closing sales.

                    About The Bon-Ton Stores

The Bon-Ton Stores, Inc. (OTCQX: BONT) -- http://www.bonton.com/--
with corporate headquarters in York, Pennsylvania and Milwaukee,
Wisconsin, operates 256 stores, which includes nine furniture
galleries and four clearance centers, in 23 states in the
Northeast, Midwest and upper Great Plains under the Bon-Ton,
Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and
Younkers nameplates.  The stores offer a broad assortment of
national and private brand fashion apparel and accessories for
women, men and children, as well as cosmetics and home furnishings.


BON-TON STORES: Will Close 42 Stores as Part of Turnaround Plan
---------------------------------------------------------------
The Bon-Ton Stores, Inc. announced the 42 locations that will be
closed as part of its previously communicated store rationalization
program.  The closing stores will include locations under all of
the Company's nameplates.

"As part of the comprehensive turnaround plan we announced in
November, we are taking the next steps in our efforts to move
forward with a more productive store footprint," said Bill Tracy,
president and chief executive officer for The Bon-Ton Stores.
"Including other recently announced store closures, we expect to
close a total of 47 stores in early 2018.  We remain focused on
executing our key initiatives to drive improved performance in an
effort to strengthen our capital structure to support the business
going forward."

Mr. Tracy continued, "We would like to thank the loyal customers
who have shopped at these locations and express deep gratitude to
our team of hard-working associates for their commitment to Bon-Ton
and to serving our customers."

In order to ensure a seamless experience for customers, Bon-Ton has
partnered with a third-party liquidator, Hilco Merchant Resources,
to help manage the store closing sales.  The store closing sales
are scheduled to begin on Feb. 1, 2018 and run for approximately 10
to 12 weeks.  Associates at these locations will be offered the
opportunity to interview for available positions at other store
locations.

The closing locations are in addition to five other recently
announced store closures, four of which the Company completed at
the end of January and one at which the Company will conclude its
closing sale in February.  Following is the full list of closing
stores:

NAMEPLATE                 MALL               CITY        STATE
---------                 ----               ----        -----
Herberger's                Pine Ridge Mall   Chubbuck      ID
Carson's Clearance Center  Aurora Shopping   Aurora        IL
                           Center
Carson's                   Riverside Plaza   Chicago       IL
Carson's                   Village Mall      Danville      IL
Carson's                   Northland Plaza   DeKalb        IL
Carson's Clearance Center  Village Plaza     Morton Grove  IL
Bergner's                  Sheridan Village  Peoria        IL
Carson's                Streets of Woodfield Schaumburg    IL
Carson's                   Mounds Mall       Anderson      IN
Carson's                   Fair Oaks Mall    Columbus      IN
Carson's                   Concord Mall      Elkhart       IN
Carson's                 Circle Centre Mall  Indianapolis  IN
Carson's                   Five Points Mall  Marion        IN
Younkers                College Square Mall  Cedar Falls   IA
Younkers                   Westdale Mall     Cedar Rapids  IA
Elder-Beerman            Kentucky Oaks Mall  Paducah       KY
Elder-Beerman              Adrian Mall       Adrian        MI
Carson's                   Orchards Mall     Benton Harbor MI
Herberger's             
Clearance Center         Birch Run Station   Maplewood     MN
Bon-Ton                  Steeplegate Mall    Concord       NH
Bon-Ton                 Phillipsburg Mall    Phillipsburg  NJ
Bon-Ton                    Aviation Mall     Queensbury    NY
Bon-Ton                   Salmon Run Mall    Watertown     NY
Elder-Beerman             Northtowne Mall    Defiance      OH
Bon-Ton                   The Point at
                          Carlisle Plaza     Carlisle      PA
Bon-Ton                    The Commons       Dubois        PA
Bon-Ton                   Millcreek Mall     Erie          PA
Bon-Ton              The Johnstown Galleria  Johnstown     PA
Bon-Ton             Susquehanna Valley Mall  Selinsgrove   PA
Bon-Ton                     Nittany Mall     State College PA
Bon-Ton                     Stroud Mall      Stroudsburg   PA
Bon-Ton                     Trexler Mall     Trexlertown   PA
Herberger's              Cache Valley Mall   Logan         UT
Younkers                  Fox River Mall     Appleton      WI
Boston Store             Heritage Village    Beaver Dam    WI
Elder-Beerman             Eclipse Center     Beloit        WI
Younkers                  Forrest Mall       Fond Du Lac   WI
Younkers           Lakeshore Edgewater Plaza Manitowoc     WI
Younkers                  Pine Tree Mall     Marinette     WI
Boston Store
Clearance Center      5659 S. 27th Street    Milwaukee     WI
Younkers                    Mariner Mall     Superior      WI
Younkers               Wausau Center Mall    Wausau        WI
     
Previously Announced
NAMEPLATE                      MALL         CITY        STATE
---------                     -----        -----       -----
Bon-Ton                     Valley Mall    Hagerstown      MD
Younkers                   Westwood Mall   Marquette       MI
Bon-Ton                St. Lawrence Centre Massena         NY
Bon-Ton                   University Mall South Burlington VT
Elder-Beerman          Grand Central Mall  Vienna          WV

                        About Bon-Ton Stores

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

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

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

                          *     *     *

As reported by the TCR on Dec. 21, 2017, S&P Global Ratings lowered
its corporate credit rating on Bon-Ton Stores to 'SD' (selective
default) from 'CCC'.  The downgrade follows Bon-Ton's recent
announcement that it did not make a $14 million interest payment on
its 8% second-lien notes due on Dec. 15.  A payment default has not
yet occurred under the indenture governing the notes, which
provides a 30-day elected grace period.  S&P said, "However, we
believe there is a high likelihood that the company will not make
the interest payment in full within the stated grace period.  We
think the company did not make the interest payment to preserve
shrinking liquidity and a restructuring, either out of court or
through a court reorganization, is likely in the near future."

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


CABLE & WIRELESS: Moody's Rates New $1.825BB Sec. Loans Ba3
-----------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to the proposed
USD1.825 billion senior secured term loan B-4 due February 2026 to
be issued by Coral-US Co-Borrower LLC (Coral-US) and guaranteed by
Sable International Finance Limited (SIFL) and other group
entities, which proceeds will be used to repay the existing
USD1.825 billion term loan B-3 due January 2025. The outlook on the
rating is stable. The Ba3 corporate family rating (CFR) of Cable &
Wireless Communications Limited (CWC or the group), Coral-US's and
SIFL's ultimate parent company, and the ratings of the other debt
instruments within the group remain unchanged.

RATINGS RATIONALE

The transaction consists of a new 8-year USD1.825 billion senior
secured term loan B-4 due February 2026, which proceeds will be
used to repay the existing USD1.825 billion senior secured term
loans B-3 due January 2025. The purpose of the transaction is also
to re-price the loan and make some amendments to the loan terms and
conditions to align it to the most recent debt documentation of the
group. The refinancing is leverage neutral and will slightly reduce
financing costs and extend average debt life.

The new term loan B-4 has the same Ba3 rating as the existing term
loan B-3. The new term loan B-4 benefits from the same guarantees
as the existing term loan B-3 and is similarly secured by share
pledges over the guarantors. Following the full repayment of its
outstanding debt in Q3 2017, guaranteeing subsidiaries have also
included Columbus International Inc. The terms and conditions of
the term loan B-4 will include amendments compared to the existing
term loan B-3 to conform the term loan B-4 to the most recent debt
documentation of the USD700 million notes issued in August 2017
and, in particular, give CWC the possibility to establish in the
future a new intermediary holding company and eventually simplify
its debt structure by having two layers of debt, one secured and
one unsecured.

CWC's Ba3 CFR continues to reflect its effective business model,
strong profitability and leading market positions throughout the
Caribbean and Panama. On the other hand, the rating also considers
the company's large exposure to emerging economies, increasing
competitive pressures in some markets, negative free cash flow
generation and high leverage. While a recent split-off placed CWC
and the other Latin American assets of Liberty Global plc (Ba3
stable), the former parent company of CWC, under a
separately-listed holding company, Liberty Latin America Ltd., CWC
will continue for the time being to benefit from Liberty Global's
operational and technical support through the existence of service
agreements.

The stable outlook reflects expectations for EBITDA margin
(including Moody's adjustments) remaining around 40%, moderate
revenue growth and the maintenance of an adequate liquidity
position. The outlook also incorporates a decline in the adjusted
debt/EBITDA ratio and the return to breakeven free cash flow within
the next 12 to 18 months.

A ratings upgrade could be considered if more conservative
financial policies lead to deleveraging to under 2.5x (adjusted
debt/EBITDA), on a consolidated basis, while maintaining stable
adjusted EBITDA margins and generating strong positive free cash
flow.

CWC's ratings could be downgraded if adjusted debt/EBITDA remains
over 4.0x, on a consolidated basis, or if adjusted EBITDA margin
declines toward 35%, both on a sustained basis. If the company's
market shares decline or its liquidity position weakens, the
ratings would also come under pressure.

The principal methodology used in this rating was
Telecommunications Service Providers published in January 2017.

CWC is an integrated telecommunications provider offering mobile,
broadband, video, fixed-line, business and IT services in Panama,
Jamaica, the Bahamas, Trinidad & Tobago, and Barbados in addition
to 13 other markets in the Caribbean and Seychelles. For the 12
months ended in September 2017, CWC generated revenues of $2.3
billion.


CALCEUS ACQUISITION: Moody's Hikes CFR to B3; Outlook Stable
------------------------------------------------------------
Moody's Investors Service upgraded Calceus Acquisition Inc.'s
("Cole Haan") Corporate Family Rating ("CFR") to B3 from Caa1,
Probability of Default Rating ("PDR") to B3-PD from Caa1-PD, and
the rating on the senior secured first lien term loan to B3 from
Caa1. The rating outlook is stable.

"The upgrade reflects Cole Haan's improved liquidity profile, with
sufficient revolver availability even in peak revolver use periods
and positive free cash flow generation driven by earnings growth
and continued working capital management," said Moody's analyst
Raya Sokolyanska. "Moody's expects the company to maintain solid
metrics for the B3 rating category, including debt/EBITDA of about
5 times and EBIT/interest expense of low-1 time."

Moody's took the following rating actions for Calceus Acquisition,
Inc.:

- Corporate Family Rating, upgraded to B3 from Caa1;

- Probability of Default Rating, upgraded to B3-PD from Caa1-PD;

- $306 million ($320 million face value) Senior Secured Term Loan

   due 2020, upgraded to B3 (LGD4) from Caa1 (LGD4)

- Stable outlook

RATINGS RATIONALE

The B3 CFR reflects Cole Haan's small scale, fashion risk, and
exposure to challenging conditions in the apparel and footwear
market. The rating also reflects the company's relatively high
leverage of low-5 times and low interest coverage of about 1 time
EBIT/interest expense (Moody's-adjusted, as of December 2, 2017).
Nevertheless, the rating is supported by Cole Haan's good brand
recognition, outperformance within the sector due to solid product
and digital execution, and diverse distribution channels. The
company's good liquidity profile, including expectations for
positive free cash flow and sufficient revolver availability to
meet seasonal working capital needs provides key support to the
rating.

The stable outlook reflects Moody's expectations for Cole Haan to
generate modest earnings growth and maintain a good liquidity
profile.

The ratings could be upgraded if the company continues to generate
solid revenue and earnings growth and maintains good liquidity.
Quantitatively, the ratings could be upgraded if Cole Haan
maintains Moody's-adjusted debt/EBITDA below 4.5 times and
EBITA/interest expense above 1.75 times.

The ratings could be downgraded if the company's EBITDA or
liquidity deteriorates, including failure to address its debt
maturities in a timely manner, negative free cash flow or reduced
revolver availability. Quantitatively, ratings could be downgraded
if Moody's-adjusted EBITA/interest expense is sustained below 1
time.

Headquartered in Greenland, NH, Cole Haan is a designer and
retailer of men's and women's footwear, handbags, and accessories.
Net revenues for twelve months ended December 2, 2017 were
approximately $600 million. Apax Partners and current management
purchased the company from NIKE Inc. in early 2013.

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


CAROLEI REALTY: Taps DelBello Donnellan as Legal Counsel
--------------------------------------------------------
Carolei Realty LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire DelBello Donnellan
Weingarten Wise & Wiederkehr, LLP, as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; give advice on any
potential sale of its business; help the Debtor obtain financing;
assist in the preparation of a plan of reorganization; and provide
other legal services related to its Chapter 11 case.

The firm's hourly rates are:

              Attorneys          $375 to $620
              Law Clerks            $200
              Legal Assistants      $150
              Paralegals            $150

DelBello received a pre-bankruptcy retainer of $31,717, including
the filing fee in the sum of $1,717.

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

The firm can be reached through:

     Dawn Kirby, Esq.
     DelBello Donnellan Weingarten Wise & Wiederkehr, LLP
     One North Lexington Avenue
     White Plains, NY 10601
     Tel: (914) 681-0200
     Fax: 914-681-0288
     E-mail: dkirby@ddw-law.com

                     About Carolei Realty

Carolei Realty LLC, a privately-held company, listed its business
as a single asset real estate (as defined in 11 U.S.C. Section
101(51B)).  The company owns in fee simple a real property located
at 800 Allerton Avenue, Bronx, New York, with a revenue-based
valuation of $3 million.

Carolei Realty sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 18-22145) on Jan. 26, 2018.  In the
petition signed yb John Ciardullo, managing member, the Debtor
disclosed $3.15 million in assets and $83,915 in liabilities.
Judge Robert D. Drain presides over the case.  DelBello Donnellan
Weingarten Wise & Wiederkehr, LLP, is the Debtor's legal counsel.


CARTEL MANAGEMENT: Has Until Feb. 28 to Exclusively File Plan
-------------------------------------------------------------
The Hon. Deborah J. Saltzman of the U.S. Bankruptcy Court for the
Central District of California has extended, at the behest of
Cartel Management, Inc., and Titans of Mavericks, LLC, the
exclusivity periods for the Debtors to file a plan of
reorganization and to solicit acceptance of the plan through and
including Feb. 28, 2018, and April 30, 2018.

As reported by the Troubled Company Reporter on Jan. 2, 2018, the
Debtors asked the Court to extend the exclusivity periods for each
of the Debtors to file a plan of reorganization and to obtain
acceptance of the plan to and including Feb. 27, 2018, and April
30, 2018, respectively.  The Debtors require additional time to
finalize the plan, and believe that they will be in a position to
file a plan within the next 30 to 45 days.  The Debtors said that
their proposed plan is nearly complete, but they need additional
time to present a plan and disclosure statement that have been
approved by the Debtors' principal.  Due to the holiday season, the
Debtors' principal and the Debtors' counsel have been unable to
meet in person during the past several weeks in order to finalize
and file a plan and disclosure statement.

A copy of the court order is available at:

           http://bankrupt.com/misc/cacb17-11179-191.pdf

                     About Cartel Management

Cartel Management, Inc., and Titans of Mavericks, LLC --
http://www.titansofmavericks.com/-- promote, organize and host a
sporting event in "big wave" surfing known as "Titans of Mavericks"
at the Pacific Ocean surf break popularly known as "Maverick's"
located near Half Moon Bay, California.

Cartel and Titans filed Chapter 11 petitions (Bankr. C.D. Cal. Lead
Case No. 17-11179) on Jan. 31, 2017.  Griffin Guess, president of
Cartel, signed the petitions.

At the time of filing, Cartel estimated assets of less than $1
million and estimated liabilities of $1 million to $10 million.
Titans estimated assets of less than $50,000 and liabilities of
less than $500,000.

Judge Deborah J. Saltzman presides over the cases.

The Debtors engaged David L. Neale, Esq., at Levene, Neale, Bender,
Yoo & Brill LLP, in Los Angeles, California, as bankruptcy counsel.
The Debtors tapped Hartford O. Brown, Esq., at Klinedinst PC, as
special counsel in relation to the potential sale of their assets,
and to handle disputes with Red Bull Media House North America,
Inc., and other third parties.  The Debtors also tapped Tyler
Paetkau, Esq., of Hartnett, Smith & Paetkau to represent them on
certain proceedings, including administrative proceedings before
the San Mateo County Harbor District, the California Coastal
Commission, the San Mateo County Planning and Building Department,
and National Oceanic and Atmospheric Administration.


CENVEO CORP.: Moody's Lowers PDR to D-PD After Chapter 11 Filing
----------------------------------------------------------------
Moody's Investors Service downgraded Cenveo Corporation's ratings,
including the company's Probability of Default Rating (PDR, to D-PD
from Caa2-PD) and Corporate Family Rating (CFR, to Ca from Caa2),
following the company's Chapter 11 filing announcement on February
2, 2018. Concurrently, Moody's also downgraded its ratings for the
company's debt as outlined below. The rating outlook is stable.

Shortly following this rating action, Moody's will withdraw all
ratings and the rating outlook of Cenveo consistent with Moody's
practice for companies operating under the purview of the
bankruptcy court.

Downgrades:

Issuer: Cenveo Corporation

-- Probability of Default Rating, Downgraded to D-PD from Caa2-PD

-- Corporate Family Rating, Downgraded to Ca from Caa2

-- Senior Secured Second Lien Notes, Downgraded to C (LGD5) from
    Caa3 (LGD5)

-- Senior Secured First Lien Notes, Downgraded to Ca (LGD3) from
    Caa1 (LGD3)

Outlook Actions:

Issuer: Cenveo Corporation

-- Outlook, Remains Stable

RATINGS RATIONALE

The downgrade of the PDR to D-PD reflects Cenveo's petition for
relief under Chapter 11 of the US Bankruptcy Code in the United
States. The Ca rating on the 6% secured notes due 2019 and the C
rating on the 8.5% junior lien notes due 2022 incorporates Moody's
final recovery assumptions.

The principal methodology used in these ratings was Media Industry
published in June 2017.

Cenveo, headquartered in Stamford, Connecticut provides envelope
converting, commercial printing, and label/packaging to its
customers.


CHAPELDALE PROPERTIES: Taps Chris Cooke Team as Real Estate Broker
------------------------------------------------------------------
Chapeldale Properties, LLC, seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to hire a real estate broker.

The Debtor proposes to employ Chris Cooke Team to market and sell
its real properties in Baltimore County, Maryland.

Cooke will get 5% of the sales price.  The fee to be charged by the
firm is contingent upon the actual closing of a sale.

Christopher Cooke, principal of the firm, disclosed in a court
filing that he does not hold any interest adverse to the Debtor,
its creditors or equity holders.

The firm can be reached through:

     Christopher Cooke
     Chris Cooke Team
     3500 Boston Street, Suite 232
     Baltimore, MD 21224
     Office Phone: 410.814.2400
     Direct Line: 410.814.2408
     Cell Phone: 443.802.2728
     Fax 1.866.902.8025
     E-mail: ccooke@remax.net
             chris@chriscooketeam.com

                  About Chapeldale Properties

Chapeldale Properties LLC was incorporated in Maryland in 1998.
Its principal assets are located in Baltimore County.  Chapeldale
Properties sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 17-26995) on Dec. 21, 2017.  In the
petition signed by Ronald Talbert, its manager, the Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $10 million.  Judge David E. Rice presides over the
case.  The Debtor tapped the Law Offices of David W. Cohen as its
legal counsel.

Pending bankruptcy cases filed by affiliates:

    Debtor                           Petition Date      Case No.
    ------                           -------------      --------
    College Park Investments, LLC      9/22/17          17-22678
    Stein Properties, Inc.             9/22/17          17-22680
    TSC/Green Acres Road, LLC         11/28/17          17-25912
    TSC/JMJ Snowden River South, LLC  10/23/17          17-24510
    TSC/Nesters Landing, LLC          11/28/17          17-25913


CHRIS CARLSON: Unsecureds to Receive $20K Over 5-Year Period
------------------------------------------------------------
Chris Carlson Hot Rods, LLC, submits a combined small business plan
and disclosure statement dated Jan. 26, 2018.

The Debtor, Chris Carlson Hot Rods, LLC, f/d/b/a Chaotic Customs,
operates a vehicle restoration and auto body shop business in
Mulvane, Kansas.

Class 5 under the plan consists of all allowed unsecured claims.
The Class 5 claims as scheduled or filed total allowable claims at
approximately $537,404.67. The Class 5 Claims will receive
distributions totaling $20,000 over a five-year period. Payments
will be made annually in the amount of $4,000 per year, commencing
not later than one year after the Effective Date. Funds will be
distributed on a pro-rata basis. This class is impaired.

Payments and distributions under the Plan will be funded through
Debtor's future earnings. The Debtor may, but is not required to,
liquidate assets in order to consummate this Plan.

A copy of the Combined Plan and Disclosure Statement is available
for free at:

     http://bankrupt.com/misc/ksb17-11660-115.pdf

                    About Chris Carlson Hot Rods

Chris Carlson Hot Rods, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Kan. Case No. 17-11660) on Aug. 28,
2017.  Christopher Carlson, its manager, signed the petition.  At
the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $1 million.  

Judge Robert E. Nugent presides over the case.  The Debtor hired
Eron Law P.A. as its bankruptcy counsel and Larson & Company, P.A.
as its accountant.  Arst & Arst, P.A. is counsel to the official
committee of unsecured creditors formed in the case.


CLINTON NURSERIES: Taps Lewitz Balosie as Accountant
----------------------------------------------------
Clinton Nurseries, Inc., received approval from the U.S. Bankruptcy
Court for the District of Connecticut to hire retain Lewitz,
Balosie, Wollack, Rayner & Giroux, LLC, as its accountant.

The firm will conduct an audit of the Debtor's 401(k) Profit
Sharing Plan and Trust and prepare an auditor's report for 2016.

Lewitz will charge a flat fee in the sum of $15,000 for its
services.

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

Lewitz can be reached through:

     Andrew Balosie
     Lewitz, Balosie, Wollack
     Rayner & Giroux, LLC
     36 Elm Street
     Old Saybrook, CT 06475-1150
     Phone: +1 860-388-4451

                     About Clinton Nurseries

Founded in 1921, Clinton Nurseries, Inc., operates nurseries that
produce ornamental plants and other nursery products.  The company
grows trees, flowering shrubs, roses, ornamental grasses & ground
covers, perennials, annuals, herbs and vegetables. Clinton
Nurseries is based in Westbrook, Connecticut.

Clinton Nurseries and its affiliates sought Chapter 11 protection
(Bankr. D. Conn. Case No. 17-31897) on Dec. 18, 2017.  The cases
are jointly administered under Case No. 17-31897.  In the petition
signed by David Richards, president, Clinton Nurseries estimated
its assets and liabilities at $10 million to $50 million.

Judge James J. Tancredi presides over the cases.  

The Debtors hired Zeisler & Zeisler, P.C. as their bankruptcy
counsel and TrueNorth Capital Partners LLC as their investment
banker.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors.  The committee retained Green & Sklarz LLC as
its bankruptcy counsel.



COBALT INT'L: Securities Class Action Plaintiffs Seek Dismissal
---------------------------------------------------------------
This Notice concerns the securities class action In re Cobalt
International Energy, Inc. Securities Litigation, Case No.
4:14-cv-03428 (NFA) (the "Action"), on behalf of all persons and
entities who purchased or otherwise acquired securities of Cobalt
in the open market or pursuant or traceable to the offerings during
the period from March 1, 2011 through November 3, 2014 (the
"Class").  The offerings are as follows: (i) the registered public
offerings of stock on February 23, 2012, January 16, 2013 and May
8, 2013; (ii) the registered public offering of Cobalt 2.625%
Convertible Senior Notes due 2019 on December 11, 2012; and (iii)
the registered public offering of Cobalt 3.125% Convertible Senior
Notes due 2024 on May 8, 2014.

Plaintiffs hereby provide notice that they will request voluntary
dismissal without prejudice of their claims against Defendant
Cobalt International Energy, Inc. ("Cobalt").  On December 14,
2017, Defendant Cobalt filed a Chapter 11 bankruptcy petition in
the United States Bankruptcy Court for the Southern District of
Texas, Case No. 17-36709 (MI).  Plaintiffs' claims against Cobalt
have been stayed in accordance with 11 U.S.C. 362(a)(1) of the
Bankruptcy Code.  Plaintiffs' voluntary dismissal would not dismiss
any claims against any of the other Defendants in the Action.

Should any member of the Class wish to object to the dismissal of
Cobalt, such objection must be mailed within 30 days after the
publication of this Notice to:

    The Honorable Nancy F. Atlas
    United States District Court for the Southern District of
    Texas Houston Division
    c/o Office of the Clerk of Court
    P.O. Box 61010
    Houston, TX 77208

Questions about the case or this Notice should be directed to
court-appointed Lead Counsel for the Class:

     Andrew J. Entwistle
     Entwistle & Cappucci LLP
     Telephone: (212) 894-7200

     David R. Stickney
     Bernstein Litowitz Berger & Grossmann LLP
     Telephone: (858) 793-0070

                   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.  In the petitions signed by CFO David D. Powell, 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 INTERNATIONAL: SEC Concludes FCPA Investigation
------------------------------------------------------
The United States Securities and Exchange Commission concluded its
FCPA investigation relating to the Angolan operations of Cobalt
International Energy, Inc. and advised that the SEC staff does not
intend to recommend any enforcement action by the SEC against
Cobalt.  This formally concludes the SEC investigation, which was
opened in March 2017, as disclosed in a Form 8-K filed with the
SEC.

                          About Cobalt

Cobalt -- 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.  In the petitions signed by CFO David D. Powell, the
Debtors reported total assets of $1.69 billion and total debt
of $3.16 billion as of Sept. 30, 2017.

The Debtors are represented by 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.


COLUMBIA DENTAL: Taps Crossley Law Offices as Legal Counsel
-----------------------------------------------------------
Columbia Dental Management, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Massachusetts to hire Crossley
Law Offices, LLC, as its legal counsel.

The firm will advise the company regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

The firm received an interim retainer in the sum of $6,000 from
William Adams, president of Columbia Dental.

David Crossley, Esq., the attorney who will be handling the case,
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:

     David C. Crossley, Esq.
     Crossley Law Offices, LLC
     448 Concord Street
     Framingham, MA 01702
     Tel: (508) 655-6085
     Fax: (508) 310-9022
     E-mail: dcrossley@crossley-law.com

               About Columbia Dental Management

Columbia Dental Management, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 18-10219) on
Jan. 23, 2018.  At the time of the filing, the Debtor estimated
assets of less than $50,000 and liabilities of less than $1
million.  Judge Joan N. Feeney presides over the case.  Crossley
Law Offices, LLC, is the Debtor's counsel.


COMMERCIAL BARGE: S&P Lowers CCR to CCC+ on Weak Credit Metrics
---------------------------------------------------------------
U.S.-based shipping company Commercial Barge Line Co. (CBL)
maintained weaker-than-expected credit measures over the past year
due to weak market conditions and uncertain trends in its end
markets, which have continued into 2018.

S&P Global Ratings is therefore lowering its corporate credit
rating on Jeffersonville, Ind.-based Commercial Barge Line Co. to
'CCC+' from 'B-'. The outlook is negative.

S&P said: "At the same time, we lowered our issue-level rating on
the company's $1.1 billion (outstanding) senior secured term loan
to 'CCC+' from 'B-' and revised the recovery rating to '4' from
'3'. The '4' recovery rating indicates our expectation for average
(30%-50%; rounded estimate: 40%) recovery in the event of a payment
default."

The downgrade reflects CBL's extremely high debt leverage following
its weaker-than-expected operating performance over the past year,
which was due to uncertain market conditions that continue to exist
in its industry. The company has reported consecutive quarters of
negative free cash flow and S&P believes it is unlikely that CBL
will be able to generate meaningful cash over the next year due to
the continued weakness in the domestic shipping market. Barge fleet
overcapacity has continued to reduce the pricing of grain, dry
bulk, and liquid shipments. This has led CBL to sell the
underutilized barges from its fleet and use the proceeds for
maintenance capital expenditures. The company has also been
reducing its barge manufacturing production capacity in
response to the continued weak demand for new barges. Based on
S&P's view of the company's limited prospects for free cash flow
generation, S&P views CBL's capital structure as unsustainable over
the long term.

The negative outlook on Commercial Barge Line reflects the
company's operational weakness and the challenging conditions in
its marine transportation market, which have reduced its
utilization and pricing. The negative outlook also incorporates the
company's diminishing liquidity reserves absent additional asset
sales. S&P does not expect CBL's financial profile to improve
materially over the next 12 months.

S&P said, "We could lower our ratings on CBL if its liquidity
becomes constrained or if further earnings deterioration leads us
to conclude that the company will default without an unforeseen
positive development over the next 12 months. These scenarios
include--but are not limited to--a near-term liquidity crisis,
a covenant violation, or the likely implementation of a distressed
exchange offer or redemption over the next 12 months.

"We could revise our outlook on CBL to stable if its earnings
exceed our expectations and we come to believe that the company is
on track to achieve sustainable cash flow generation. This could
occur if the conditions in the domestic marine transportation
market improve, leading to higher utilization and stronger pricing
for the company's barge transportation segment.


COMMUNITY CARE: Moody's Rates New 1st Lien Debt 'B2'
----------------------------------------------------
Moody's Investors Service rated Community Care Health Network,
LLC's ("CCHN", dba "Matrix") new first-lien debt B2. The new debt
includes a $20 million revolver that is expected to be undrawn at
closing, and a $310 million term loan, whose proceeds will be used
to help pay down $193 million of existing term loan debt and to
acquire a majority interest in DPN USA, LLC and Affiliates
("HealthFair"), the nation's largest operator of mobile clinics
that perform health risk assessments ("HRAs") and diagnostic
testing. An equity infusion from Matrix's existing financial
sponsors represents the balance of the transaction's cash
requirements, which also include fees and expenses. Matrix's B2
Corporate Family Rating ("CFR") and B3-PD Probability of Default
rating are unaffected by the refinancing. The outlook remains
stable.

Assignments:

Issuer: Community Care Health Network, LLC

-- Senior secured bank credit facilities, maturing 2023 and 2025,

    Assigned B2 (LGD3)

RATINGS RATIONALE

The B2 CFR takes into account Matrix's moderately high
debt-to-EBITDA financial leverage (on a Moody's-adjusted basis),
which, as a result of incorporating HealthFair's high-growth,
high-margin operating model, Moody's expects will fall back to
about 4.0 times by the end of 2018, roughly where it is currently,
and below the 4.2 times level in August 2016, when Moody's
originally rated the company. The addition of HealthFair will
diversify Matrix's product base, providing individual members of
Matrix's Medicare Advantage insurance-company customers with
alternatives for completing an HRA and opportunities for additional
testing such as ultrasound and mammography, which are not available
in a home setting. The acquisition will boost Matrix's modest, $230
million revenue base with rapidly growing services; HealthFair's
2017 revenue of $45 million represented a doubling over the prior
year's. If HealthFair's operating trends continue, and if expected
synergies are realized, the integration could provide a near-term
boost to Matrix's operating margins, which, while good for a
services company, depend on management's ability to drive ongoing
efficiencies in providing HRAs.

The ratings are supported by Matrix's good, first-mover market
position and by demand characteristics for HRAs, whose annual use
is supported by Medicare Advantage. Demographic trends are
currently in Matrix's favor, while legislative risk in the form of
a possible repeal of the Affordable Care Act ("ACA") is not viewed
as significant in the near term. Those supporting factors are
offset somewhat by negative pricing trends for HRAs, which are
forcing the company to push for increased market penetration,
ancillary services, and productivity gains from its stable of
approximately 2,000 nurse practitioners ("NPs"; including those
contributed by HealthFair), who have a natural limit to the number
of HRAs they can perform in a day. Customer concentration is high,
and its risks are evident as a major insurance customer took a
significant portion of its HRA-administration function in-house in
2015, which caused an aberrant, 4% falloff in revenue in 2016.
Leverage is high as well, but it is moderate for the ratings
category, while Moody's expects free cash flow as a percentage of
debt of about 10% in 2018, quite strong for the rating. Moody's
also believes that the company's private-equity ownership may lead
to more aggressive financial policies over time.

Moody's views Matrix's liquidity as adequate, with a roughly $15
million cash position that has slowly built since Moody's original
ratings assignment, and an undrawn $20 million revolver,
supplemented by good free-cash-flow-generation capability and
limited debt maturities over the next year.

The rating outlook is stable, and reflects Moody's assumption that
the addition of HealthFair will enable the company to achieve
low-double-digit revenue and earnings growth over the next twelve
months along with modest debt reduction.

The rating could be upgraded if strong revenue growth and the
successful integration of HealthFair enable the company to bring
debt-to-EBITDA leverage towards 3.5 times.

Moody's could downgrade the rating if revenue slows significantly,
indicative, perhaps, of a reversal in volume growth, a
steeper-than-expected falloff in HRA pricing, or a legislatively
imposed change to the scope of the HRA model; if Moody's expects
debt-to-EBITDA leverage to be sustained above 5.0 times; or if
free-cash-flow-to-debt falls to low-single-digit percentages.

Community Care Health Network, LLC (dba "Matrix") is a leading
provider of home-based care management services for Medicare
Advantage health plans in the U.S., including health risk
assessments ("HRAs") and chronic and post-acute-care management.
Moody's expects the company, which was spun out from The Providence
Service Corporation in a late-2016 buyout by Frazier Healthcare
Partners, to generate 2018 revenues of approximately $325 million,
inclusive of HealthFair's acquired revenues.

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


COPSYNC INC: Proposes $11K Sale of Five Vehicles to Bid Networks
----------------------------------------------------------------
COPsync, Inc., asks the U.S. Bankruptcy Court for the Eastern
District of Louisiana to authorize the sale of five vehicles: (i)
grey 2014 Dodge Charger, VIN 2C3CDXKTXEH364564; (ii) grey 2014
Dodge Charger, VIN 2C3CDXKT8EH371450; (iii) white 2014 Chevrolet
Express Van, VIN 1GCWGEBA4E1121310, (iv) black 2013 Hyundai
Elantra, VIN 5NPDH4AE9DH223979; and (v) dark blue 2013 Hyundai
Sonata, VIN 5NPEB4AC7DH620398, to DR. IT, LLC, doing business as
Big Networks, for $11,000.

The Vehicles are owned outright by the Debtor.  Big Networks, has
agreed to purchase, and the Debtor has agreed to sell, all the
Vehicles, "as is" for $11,000.  The closing of the sale will occur
within five business days after the entry of an order approving the
Motion.  At the Closing, Big Networks will deliver the Purchase
Price to the Debtor, the Debtor will deliver to Big Networks a bill
of sale for the Vehicles.

The Debtor's decision to sell the Vehicles is based on its sound
business judgment and belief that it is in the best interest of the
estate.  The Vehicles are not currently being used in their
business, and are not part of the majority of assets that were sold
on Nov. 22, 2017.  The Vehicles will be sold at a fair and
reasonable price, as COPSync received no other offers to purchase
the entirety of the Vehicles together, and the sale of the Vehicles
will generate value for the estate, as the Estate will receive
$11,000.

The Debtor asks the Court to waive the 14-day stay period set forth
in Fed. R. Bankr. P. 6004(h).

                        About COPsync

COPsync, Inc. was created in 2005 as a "software for a service" or
"SaaS" platform for law enforcement to share real-time information
amongst counties, agencies, and departments.  It was created in
response to the 2000 death of one of COPsync's co-founders'
colleagues and friends, Texas Department of Public Safety Trooper
Randy Vetter, who was killed making what he believed to be a
routine traffic stop for a seatbelt violation.  The Company's
products include nationally shared network of law enforcement
information COPsync Network, software-driven in-car HD video system
Vidtac, real-time threat alert system COPsync911, and court
buildings security provider COURTsync.

COPsync completed a $10.6 million equity financing capital raise in
November 2015 and became listed on the Nasdaq Capital Market
exchange (COYN).

COPsync, Inc., filed a voluntary petition for relief under chapter
11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 17-12625) on
Sept. 29, 2017.  The Debtor estimated $1 million to $10 million in
both assets and liabilities.

The Debtor tapped John M. Duck, Esq., Robin B. Cheatham, Esq.,
Victoria P. White, Esq., and Scott R. Cheatham, Esq., at Adams and
Reese LLP, as counsel.  Jones Walker, LLP, serves as special
counsel.  Alliance Overnight Document Service, LLC, is the Debtor's
noticing agent.


CTI BIOPHARMA: Net Financial Standing at $21.2M as of Dec. 31
-------------------------------------------------------------
CTI BioPharma Corp. or CTI Parent Company disclosed total estimated
and unaudited net financial standing of $21.2 million as of Dec.
31, 2017.  The total estimated and unaudited net financial standing
of CTI Consolidated Group as of Dec. 31, 2017, was $22.1 million.

CTI Parent Company trade payables outstanding for greater than 30
days were approximately $1.9 million as of Dec. 31, 2017.  CTI
Consolidated Group trade payables outstanding for greater than 30
days were approximately $2.0 million as of Dec. 31, 2017.

During December 2017, there were solicitations for payment only
within the ordinary course of business and there were no
injunctions or suspensions of supply relationships that affected
the course of normal business.

As of Dec. 31, 2017, there were no amounts overdue of a financial
or tax nature, or amounts overdue to social security institutions
or overdue to employees.

During the month of December 2017, the Company's common stock, no
par value, outstanding increased by 1,362 shares.  As a result, the
number of issued and outstanding shares of Common Stock as of Dec.
31, 2017 was 42,969,494.

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

                       https://is.gd/PiHxFH
     
                       About CTI BioPharma

Based in Seattle, Washington, CTI BioPharma Corp. (NASDAQ: CTIC) --
http://www.ctibiopharma.com-- is a biopharmaceutical company
focused on the acquisition, development and commercialization of
novel targeted therapies covering a spectrum of blood-related
cancers that offer a unique benefit to patients and healthcare
providers.  The Company has a late-stage development pipeline,
including pacritinib for the treatment of patients with
myelofibrosis.  

CTI Biopharma reported a net loss attributable to common
shareholders of $52 million for the year ended Dec. 31, 2016, a net
loss attributable to common shareholders of $122.6 million for the
year ended Dec. 31, 2015, and a net loss attributable to common
shareholders of $95.99 million.  The Company had $65.53 million in
total assets, $37.12 million in total liabilities, and $28.41
million in total shareholders' equity as of Sept. 30, 2017.

"Our available cash and cash equivalents were $52.8 million as of
September 30, 2017.  We believe that our present financial
resources, together with payments projected to be received under
certain contractual agreements and our ability to control costs,
will only be sufficient to fund our operations into the third
quarter of 2018.  This raises substantial doubt about our ability
to continue as a going concern," said the Company in its quarterly
report for the period ended Sept. 30, 2017.


CUMULUS MEDIA: Extends Term of Grimes Employment Thru 2020
----------------------------------------------------------
Cumulus Media Inc. and Suzanne Grimes, the Company's Executive Vice
President of Corporate Marketing and President of Westwood
division, on January 26, 2018, entered into a Second Amendment to
Employment Agreement.

The Amendment is effective as of February 1, 2018.

Cumulus Media and Ms. Grimes are parties to the original Employment
Agreement, dated as of December 13, 2015.

The Amendment extends the initial term of the Employment Agreement
through July 31, 2020, and increased Ms. Grimes' salary to $650,000
per year on July 3, 2018.

The Amendment also establishes her target bonus at $500,000 for
calendar year 2018, in recognition of the salary increase and
otherwise consistent with the terms of the Agreement.

The Amendment provides that, in the event the Company achieves the
performance goals established for the Company as a whole under the
EIP and also achieves certain financial and strategic goals related
to its corporate marketing initiatives as are mutually agreed upon
by Ms. Grimes and the Company's Chief Executive Officer, Ms. Grimes
will be eligible to receive an additional annual bonus in a target
amount of 20% of her base salary, with such target bonus being
$65,000 for calendar year 2018.

Finally, Ms. Grimes is eligible to receive an annual award of stock
options or restricted shares commensurate with her role, subject to
the approval and grant by the Company's Chief Executive Officer and
Compensation Committee.

Except as amended pursuant to the Amendment, the Agreement remains
in full force and effect.

A copy of the Amendment is available at https://is.gd/cReOXv

                      About Cumulus Media

Cumulus Media Inc. (OTCQX: CMLS) -- http://www.cumulus.com/-- is a
radio broadcasting company.  The Company is also a provider of
country music and lifestyle content through its NASH brand, which
serves through radio programming, NASH Country Weekly magazine and
live events.  Its product lines include broadcast advertising,
digital advertising, political advertising and non-advertising
based license fees.  Its broadcast advertising includes the sale of
commercial advertising time to local, national and network clients.
Its digital advertising includes the sale of advertising and
promotional opportunities across its Websites and mobile
applications.  Its across the nation platform generates content
distributable through both broadcast and digital platforms.

Based in Atlanta, Georgia, Cumulus Media Inc. and 36 of its
affiliates, including NY Radio Assets, LLC, and Westwood One, Inc.,
sought voluntary protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Lead Case No. 17-13381) on Nov. 29, 2017.

At the time of filing, the Debtors also entered into a
Restructuring Support Agreement with, among others, certain of its
secured lenders holding, in the aggregate, approximately 69% of the
Company's term loan to reduce the Company's debt by more than $1
billion.

Richard Denning, senior vice president and general counsel, signed
the Chapter 11 petitions.  The Debtors estimated assets of $1
billion to $10 billion and estimated liabilities of $1 billion to
$10 billion.

The case is assigned to Hon. Shelley C. Chapman.

The Debtors are represented by Paul M. Basta, Esq., Lewis R.
Clayton, Esq., Jacob A. Adlerstein, Esq., and Claudia R. Tobler,
Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, in New York.
PJT Partners LP serves as the Debtors' investment banker.  Alvarez
& Marsal North America, LLC, serves as the Debtors' restructuring
advisor.  EPIQ Bankruptcy Solutions, LLC, serves as the Debtors'
claims, notice and balloting agent.

The U.S. Trustee for Region 2 on Dec. 11, 2017, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases.  The committee hired Akin Gump Strauss
Hauer & Feld LLP as its legal counsel; and Moelis & Company LLC as
its financial advisor.


DANCING WATERS: Emmaco Buying Governor's Point Property for $5.7M
-----------------------------------------------------------------
Dancing Waters, LLC, and its affiliates ask the U.S. Bankruptcy
Court for the Western District of Washington to authorize the sale
of the real property located near Bellingham, Washington
("Governor's Point Property") to Emmaco Consulting Group, Ltd.,
and/or Assigns, for $5,700,000.

Each of the Debtors owns undivided partial interests in the
Governor's Point Property.  The Governor's Point Property is a
125-acre undeveloped residential site located on the Washington
coastline approximately six miles south of Bellingham.  The
Property has 9,500 feet of marine shoreline frontage on Chuckanut,
Samish and Pleasant Bays in the Salish Sea.  A map of the
Governor's Point Property showing the Debtors' ownership interests
and a legal description of the Property were previously submitted.
Each of the Entity Debtors is owned in varying percentages by
Debtor Carl Sahlin or other members of the Sahlin family.

Prior to the Petition Date, the Debtors employed Cushman &
Wakefield of San Diego, Inc., and Commerce Real Estate Solutions,
LLC ("CRES") to assist them with the marketing and sale of the
Governor's Point Property.  C&W San Diego and CRES marketed the
Property nationally and internationally for a period of
approximately nine months prior to the Petition Date, and continued
to do so following the filing of these cases.  Although a number of
leads were developed and discussions were had with at least three
interested buyers, the Debtors were unable to achieve a sale of the
Property during the initial months of the case.  The Debtors then
determined to proceed to an auction sale of the Property and
engaged CBRE, Inc., to provide those services.  

The Property was further marketed in connection with the auction
process. Unfortunately, at the bid deadline only one deposit from a
bidder was received who declined to submit a bid.  At about that
same time, another interested party appeared at the auction
location, Land Baron and Co.  The Debtors' representatives then
negotiated the terms of a purchase with Land Baron, which provided
for a purchase price (including buyer's premium) of $9,720,000, a
30-day due diligence period and a 60-day closing, both measured
commencing the date of entry of an order approving the sale.  The
sale was approved by order entered Oct. 20, 2015.  Land Baron was
unable to consummate the purchase.  The Debtors granted Land Baron
multiple extensions of its closing deadline, eventually collecting
$400,000 in non-refundable earnest money.  However, despite these
extensions Land Baron was unable to close its purchase, and its
contract expired in early June 2016.  By then, the Property had
been off the market for eight months.

As of the Petition Date, Heritage Bank held first- and
second-position deeds of trust against each of the parcels
comprising the Property, to secure two loans previously made to
Sahlin totaling approximately $3.2 million as of the Petition Date.
Two other creditors hold secured claims against the Debtors --
Miller Nash Graham & Dunn LLP ("MNGD") filed a proof of claim in
the amount of $256,654, secured by a deed of trust encumbering one
20-acre parcel of the Property that is junior to the deeds of trust
in favor of Heritage.  TENMTR, LLC filed a proof of claim in the
amount of $840,602, that is secured by a deed of trust encumbering
each of the parcels comprising the Property, junior to the deeds of
trust held by Heritage and MNGD.  

In July 2016, the Debtors entered into a financing transaction with
Copper Leaf, LLC, pursuant to which Copper Leaf acquired Heritage's
notes and deeds of trust, extended the maturity date fifteen
months, and advanced additional funds to the Debtors to pay
outstanding real property taxes and administrative expense claims.
MNGD agreed to reduce its claim to $100,000, of which $50,000 was
paid at the closing of the Financing Transaction, and TENMTR
retained its deed of trust subordinate to Copper Leaf and MNGD.
Amounts due under the Financing Transaction would be due on Nov.
22, 2017.  The Court approved the Financing Transaction by order
entered Aug. 22, 2016.

The Debtors and their professionals immediately resumed marketing
the Property after the failure of the Land Baron transaction, and
thereafter negotiated a sale of the Property to Madrona Bay Real
Estate Investments, LLC.  The Madrona Bay Sale provided for a
purchase price of $8,300,000, of which $6,000,000 was to be paid at
closing with the balance evidenced by a promissory note due in
three years, and a 90-day due diligence and 150-day closing period
(commencing on execution of the purchase and sale agreement), with
the buyer having the right to extend both for an additional 60
days.  The Court approved the Madrona Bay Sale by order entered
Dec. 23, 2016.   

Unfortunately, the Madrona Bay Sale failed to close.  By letter
from its counsel dated May 16, 2017, Madrona Bay terminated the
Madrona Bay Sale.  The Debtors believe Madrona Bay's termination
was wrongful, and have commenced an adversary proceeding seeking a
declaratory judgment determining that the Debtors are entitled to
the $200,000 earnest money that Madrona Bay earlier deposited.

The Debtors and their professionals again resumed marketing the
Property after the failure of the Madrona Bay Sale.  In addition to
the marketing efforts of C&W of San Diego and CRES, the Debtors
engaged TEN-X to provide additional exposure for the Property.  The
Gaines Sale provided for a purchase price of $6,800,000, all cash
at closing, on relatively quick diligence and closing terms.  The
Gaines Sale was approved by Order of the Court entered on Sept. 8,
2017.  Unfortunately, the Gaines Sale failed to close.

The Debtors have now negotiated a sale of the Property to the Buyer
pursuant to the terms of a Real Property Purchase and Sale
Agreement,

The material terms of the Sale are:

     a. Purchase price: $5,700,000, all cash at closing.

     b. Earnest money: $1,000,000 cash, to be in escrow at the time
of hearing on the Motion, to be applied against purchase price.

     c. Due diligence; Closing: 7-day due diligence period
commencing upon execution of the Emmaco PSA (Jan. 26, 2018),
closing 14- days following expiration or waiver of due diligence
contingency.

The Debtors' confirmed plan of liquidation anticipated and is in
large part based upon a sale of the Property.  Although the plan
was based upon the failed Madrona Bay sale transaction, the plan
nevertheless was largely based upon the liquidation of the Property
to pay creditors to the extent of its sale proceeds.  That is what
the Sale will do.

The Debtors have requested that time be shortened to permit hearing
of this matter on the Court's Feb. 9, 2018 calendar.  However,
there have been few matters to which creditors have objected, or
even responded, and the Debtors do not believe creditors will
object to the Sale.  Time is of the essence, as the Copper Leaf
financing matures on Feb. 1, 2018.  Under the circumstances, the
Debtors believe that notice of the Motion is reasonable and
appropriate.

                       About Dancing Waters

Dancing Waters, LLC, sought Chapter 11 protection (Bankr. W.D.
Wash. Case No. 15-13216) on May 22, 2015.  Judge Timothy W. Dore is
assigned to the case.  In the petition signed by Roger Sahlin,
manager, the Debtor estimated assets and liabilities in the range
of $1 million to $10 million.  The Debtor tapped James L. Day,
Esq., at the Bush Strout & Kornfeld LLP, as counsel.


DELTA MECHANICAL: Committee Taps Polsinelli as New Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Delta Mechanical
Inc. received approval from the U.S. Bankruptcy Court for the
District of Arizona to hire Polsinelli, PC as its new legal
counsel.

The committee initially hired Gallagher & Kennedy, P.A., and three
of its attorneys John Clemency, Esq., Lindsi Weber, Esq., and Janel
Glynn, Esq.  The three attorneys are now with the Polsinelli firm.

Polsinelli will represent the committee in connection with the
confirmation of any proposed bankruptcy plan for Delta and its
affiliates, and will provide other legal services related to the
Debtors' Chapter 11 cases.

The firm's hourly rates range from $400 to $625 for shareholders,
$260 to $330 for associates, and $205 to $250 for paralegals.  

The attorneys expected to provide the services and their hourly
rates are:

         John Clemency        $610
         Lindsi Weber         $415
         Janel Glynn          $415
         Gerrit Steenblik     $500

Polsinelli does not hold or represent any interest adverse to the
committee, according to court filings.

The firm can be reached through:

     John R. Clemency, Esq.
     Lindsi M. Weber, Esq.
     Janel M. Glynn, Esq.
     Polsinelli, PC
     One E. Washington, Suite 1200
     Phoenix, AZ 85004
     Tel: (602) 650-2000
     Fax: (602) 264-7033
     E-mail: jclemency@polsinelli.com
             lweber@polsinelli.com
             jglynn@polsinelli.com

                     About Delta Mechanical

Mesa, Arizona-based Delta Mechanical Inc. and its affiliates are
engaged, generally, in the installation, maintenance, and repair of
plumbing and heating, ventilation, and air conditioning fixtures
and equipment.  Delta and its affiliates operate in 13 states, and
employ approximately 350 people.  Each of the entities is a
corporation that is wholly owned by Todor and Mariana Kitchukov.

Delta Mechanical, et al., sought Chapter 11 bankruptcy protection
(Bankr. D. Ariz. Lead Case No. 15-13316) on Oct. 19, 2015.  The
Hon. George B. Nielsen, Jr., presides over the cases.  In the
petition signed yb Todor Kitchukov, president, Delta Mechanical
estimated $1 million to $10 million in assets, and $10 million to
$50 million in liabilities.  The Debtors are represented by John J.
Hebert, Esq., Philip R. Rudd, Esq., and Wesley D. Ray, Esq., at
Polsinelli PC.

On Nov. 17, 2015, the United States Trustee's Office appointed the
Official Committee of Unsecured Creditors.  The Committee is
comprised of the following creditors: Douglas Law Office; Barnes
Law Offices; and Woodall Law Offices.  The Committee has retained
Gallagher & Kennedy, P.A., as its legal counsel and MCA Financial
Group, Ltd., as its financial advisor.


DOLE FOOD: Sale of Minority Interest Credit Positive, Moody's Says
------------------------------------------------------------------
Moody's Investors Service commented that the sale of a minority
equity interest in Dole Food Company (Dole; B2 stable) by its owner
is credit positive, but ratings are unaffected. Fresh fruit and
vegetable producer Dole announced that its owner, Mr. David H.
Murdock, has entered into an agreement with fresh produce
distribution company Total Produce plc to sell a 45% equity stake
in Dole. This transaction is credit positive because it will result
in improved governance and includes incentives for Dole to improve
EBITDA and reduce net debt. However, it does not affect Dole's
ratings or outlook.

Dole Food Company, Inc. is a producer of fresh fruit and fresh
vegetables. Revenues were $4.5 billion for the 12 months ending
October 7, 2017. Dole is a private company owned by its Chairman
David Murdock.


DOUBLE Y FARMS: Taps Craig M. Geno as Legal Counsel
---------------------------------------------------
Double Y Farms, Inc., seeks approval from the U.S. Bankruptcy Court
for the Northern District of Mississippi to hire Law Offices of
Craig M. Geno, PLLC as its legal counsel.

The firm will advise the Debtor regarding any proposed
reorganization plan; evaluate claims of creditors; assist the
Debtor in contract negotiations; and provide other legal services
related to its Chapter 11 case.

Geno's hourly rates are:

     Craig Geno, Esq.     $400
     Associates           $250
     Paralegals           $175
     Legal Assistants     $175

The firm received a retainer in the sum of $11,700.17.

Mr. Geno disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor or its estate.

The firm can be reached through:

     Craig M. Geno, Esq.
     Jarret P. Nichols, Esq.
     Law Offices of Craig M. Geno, PLLC
     587 Highland Colony Parkway
     Ridgeland, MS 39157
     Tel: 601-427-0048
     Fax: 601-427-0050
     E-mail: cmgeno@cmgenolaw.com
             jnichols@cmgenolaw.com

                     About Double Y Farms

Double Y Farms, Inc., is a privately-owned company in Duncan,
Mississippi, that operates in the farming industry.  Double Y Farms
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Miss. Case No. 18-10168) on Jan. 18, 2018.  In the petition
signed by Richard Young, president, the Debtor estimated assets of
less than $500,000 and liabilities of $1 million to $10 million.


ERIN ENERGY: Discovers Hydrocarbons in its Oyo-NW Well
------------------------------------------------------
Erin Energy Corporation announced that it has completed the
drilling of the Oyo NW well and, based on preliminary evaluation,
it has discovered hydrocarbons in the Miocene Formation.  The well
is located approximately 9.5 kilometers northwest of the Oyo
Central field on the Company's offshore Nigeria block 120.  The
Miocene formation is where several of Erin Energy's neighbors have
discovered billions of barrels of hydrocarbons and from which
several hundred thousand barrels per day are produced offshore
Nigeria.

The Company is currently completing well-suspension activities so
it can re-enter the well in the future for possible production.

"These results are very encouraging and support our technical
team's evaluation of the prospectivity of the Miocene and have
significantly de-risked the other major Miocene prospects in blocks
120 and 121," stated Femi Ayoade, chief executive officer. "We will
move quickly to appraise the discovery.  The Miocene is the most
prolific producing zone offshore Nigeria, and the presence of these
hydrocarbons is a significant step forward in unleashing the value
of the Miocene Formation in our blocks."

The well was successfully drilled to the proposed total vertical
depth subsea (TVDSS) of 12,218 feet and penetrated multiple sand
units with total gross thickness of 260 feet in the depth range
from 7,052 - 10,873 feet TVDSS as interpreted from wireline log
data.(1)

Preliminary evaluation of the well data shows that the two main
sand units, the Miocene U7.0 and U8.0 with a gross thickness of
approximately 83.6 feet are hydrocarbon-bearing.  Work has
commenced to estimate the discovered volumes and to determine the
relevant appraisal and development program.

                         About Erin Energy

Erin Energy Corporation -- http://www.erinenergy.com/-- is an
independent oil and gas exploration and production company focused
on energy resources in sub-Saharan Africa.  Its asset portfolio
consists of 5 licenses across 3 countries covering an area of 6,100
square kilometers (~1.5 million acres), including current
production and other exploration projects offshore Nigeria, as well
as exploration licenses offshore Ghana and The Gambia.  Erin Energy
is headquartered in Houston, Texas, and is listed on the New York
and Johannesburg Stock Exchanges under the ticker symbol ERN.

Erin Energy reported a net loss attributable to the Company of
$142.4 million in 2016, a net loss attributable to the Company of
$430.9 million in 2015, and a net loss attributable to the Company
of $96.06 million in 2014.  As of Sept. 30, 2017, Erin Energy had
$229.5 million in total assets, $588.8 million in total liabilities
and a total capital deficiency of $359.3 million.

Pannell Kerr Forster of Texas, P.C., in Houston, Texas, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company incurred net losses in each of the years ended Dec. 31,
2016, 2015 and 2014, and as of Dec. 31, 2016, the Company's current
liabilities exceeded its current assets by $264.4 million.  These
conditions, along with other matters, raise substantial doubt about
the Company's ability to continue as a going concern.


EVERMILK LOGISTICS: Wants Solicitation Period Extended to March 12
------------------------------------------------------------------
Evermilk Logistics LLC asks the U.S. Bankruptcy Court for the
Southern District of Indiana to extend by 31 days, to and including
March 12, 2018, the exclusive period in which the Debtor can
solicit votes in connection with its Chapter 11 plan.

As reported by the Troubled Company Reporter on Dec. 7, 2017, the
Court entered a final order extending the periods in which the
Debtor has the exclusive right to file a Chapter 11 plan for 30
days up to Dec. 11, 2017, and solicit acceptances of the plan up to
Feb. 9, 2018.

By court order entered on Jan. 22, 2018, the Court continued the
hearing on the disclosure statement until Feb. 7, 2018, to allow
the Debtor additional time to seek a resolution regarding the
objections.

The Debtor is in negotiations regarding the Disclosure Statement
and the Objections.  In light of the scheduling modification
regarding the hearing on the Disclosure Statement, the Debtor
requests an extension of the deadline to solicit acceptances of the
Plan.

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

         http://bankrupt.com/misc/insb17-03613-122.pdf

                     About Evermilk Logistics

Evermilk Logistics LLC -- http://www.evermilklogistics.net/-- is a
member-managed Indiana limited liability company wholly owned by
Teunis Jan Willemsen.  It operates a commercial milk hauling
trucking business.  Its principal place of business is at 6615 W.
500 N., Frankton, Indiana 46044.  Evermilk hauls milk for local
dairy farms that sell milk to Dairy Farmers of America.  Evermilk
has been taking milk to the Eastern and Central United States, and
currently is picking up 20-25 tanker loads of milk each day.  It
currently employs more than 60 driver and administrative or
maintenance personnel.

Evermilk Logistics LLC filed a Chapter 11 petition (Bankr. S.D.
Ind. Case No. 17-03613), on May 15, 2017.  In the Petition signed
by Teunis Jan Willemsen, member, the Debtor estimated $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge Jeffrey J. Graham.  The Debtor is
represented by Terry E. Hall, Esq., at Faegre Baker Daniels LLP.
No trustee or examiner has been appointed, and no committee has yet
been appointed or designated.


EVIO INC: Closes Private Placement of $5.9M in Conv. Debentures
---------------------------------------------------------------
EVIO, Inc. said it has closed its offering of units in the Company,
raising an aggregate amount of $5,973,000.  The Offering was
completed on a best efforts basis through lead agent and bookrunner
Dominick Capital Corporation of Toronto, Canada.

Each Unit consists of one convertible debenture with a principal
face value or denomination of US$1,000, and share purchase warrants
in the amount of 250 Warrants per Unit/Debenture.  Each whole
Warrant will entitle the holder thereof to purchase one additional
common share of the Offeror at an exercise price of US $0.80 per
Warrant Share for a period of 24 months after the closing of the
Offering.

Convertible Debentures have a maturity date of 36 months from
issuance. Simple interest will be paid on a simple basis at a rate
of 8% per annum.  It will be paid quarterly in arrears until
maturity or until conversion.

The principal amount of the Debentures and any accrued interest
thereon will be convertible at the option of the Investor into
common shares of the Offeror at any time at a conversion price of
US$0.60 per Conversion Share.

The Company intends to use the net proceeds of the Offering to fund
the development and expansion of its California laboratory
operations as well as for working capital, retire existing debt and
for general corporate purposes.

These securities have not been and will not be registered under the
United States Securities Act of 1933, as amended and may not be
offered or sold in the United States or to a U.S. persons (as
defined in Regulation S under the U.S. Securities Act) absent
registration or an applicable exemption from registration
requirements.

                       About EVIO, Inc.

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

EVIO's independent accounting firm MaloneBailey, LLP, in           

Houston, Texas, issued a "going concern" opinion in its report on
the Company's financial statements for the year ended Sept. 30,
2017, noting that the Company has negative working capital,
recurring losses from operations and likely needs financing in
order to meet its financial obligations.  These conditions raise
significant doubt about the Company's ability to continue as a
going concern.

EVIO reported a net loss of $3.59 million for the year ended
Sept. 30, 2017, following a net loss of $2.55 million for the year
ended Sept. 30, 2016.  As of Sept. 30, 2017, EVIO had $6.01 million
in total assets, $5.79 million in total liabilities and $225,441 in
total equity.


FC GLOBAL: Opportunity Fund Has 14.7% Stake as of Dec. 22
---------------------------------------------------------
Opportunity Fund I-SS, LLC disclosed in a Schedule 13D filed with
the Securities and Exchange Commission that as of Dec. 22, 2017, it
beneficially owns 1,871,833 shares of common stock, par value $0.01
per Share, of FC Global Realty Incorporated, constituting 14.71% of
the shares outstanding.

On Dec. 11, 2017, Opportunity Fund entered into a Stock Pledge
Agreement with First Capital Real Estate Operating Partnership, LP.
Pursuant to that Stock Pledge Agreement, FCOP pledged 251,215
shares of Common Stock and 35,335 shares of Series A Preferred
Stock as security for a loan made by the Reporting Person to First
Capital Master Advisor, LLC in the original principal amount of
$1,000,000.

On Dec. 11, 2017, Opportunity Fund entered into a separate Stock
Pledge Agreement with FCOP.  Pursuant to that Stock Pledge
Agreement, FCOP pledged 628,019 shares of Common Stock and 88,333
shares of Series A Preferred Stock as security for a loan made by
the Reporting Person to First Capital Real Estate Trust
Incorporated in the original principal amount of $2,500,000. Master
Advisor and FCRETI are affiliates of FCOP.

Both Stock Pledge Agreements provide the Reporting Person with an
option to purchase the pledged shares in exchange for making an
assignment of the respective loans to FCRETI.  The option period
under both Stock Pledge Agreements commences 60 days after the date
of the loan and extends through the life of the loan.

Pursuant to a Securities Purchase Agreement, dated Dec. 22, 2017,
between Opportunity Fund and the Issuer, Opportunity Fund paid
$1,500,000 to the Issuer in exchange for 1,500,000 shares of Series
B Preferred Stock.  Pursuant to the Purchase Agreement, the
Reporting Person may, but is not obligated to invest up to
$15,000,000 in the Issuer in a series of subsequent closings, in
exchange for shares of Series B Preferred Stock at a purchase price
of $1.00 per share.

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

                       https://is.gd/ol7lXB

                      About FC Global Realty

Formerly known as PhotoMedex, Inc., FC Global Realty Incorporated
(and its subsidiaries) re-incorporated in Nevada on Dec. 30, 2010,
originally formed in Delaware in 1980, is a real estate investment
company holding or in the process of acquiring investments in a
variety of current and future real estate projects, including
residential developments, hotels and resort communities and
commercial properties including gas station sites.  The company is
headquartered in New York, NY.

PhotoMedex reported a loss of $13.26 million in 2016 following a
loss of $34.55 million in 2015.  As of Sept. 30, 2017, FC Global
had $14.06 million in total assets, $9.03 million in total
liabilities and $5.03 million in total stockholders' equity.
  
Fahn Kanne & Co. Grant Thornton Israel, in Tel-Aviv, Israel, issued
a "going concern" opinion on the consolidated financial statements
for the year ended Dec. 31, 2016, citing that as of Dec. 31, 2016,
the Company had an accumulated deficit of $115.6 million and
shareholders' deficit of $1.40 million.  Also, during the most
recent periods the Company has incurred losses and negative cash
flows from continuing operations and was forced to sell certain
assets and business units to obtain additional liquidity resources
to support its operations.  In addition, on Jan. 23, 2017, the
Company completed the sale of its consumer products division which
represented the sale of substantially all of the remaining
operations and assets of the Company.  These conditions, along with
other matters, raise substantial doubt about the Company's ability
to continue as a going concern.


FIELDWOOD ENERGY: Moody's Appends LD Designation to Caa3 PDR
------------------------------------------------------------
Moody's Investors Service appended a limited default (LD) to
Fieldwood Energy LLC.'s Caa3-PD Probability of Default Rating
(PDR). Concurrently, Moody's affirmed Fieldwood's all other
ratings, including the Caa3 Corporate Family Rating (CFR), B3 first
lien reserve based term loan (RBTL), B3 senior secured first lien
term loan (FLTL), Caa3 senior secured first lien last-out (FLLO),
and Ca second lien term loan (SLTL). The rating outlook remains
negative.

The appending of the PDR with an "/LD" designation indicates
limited default, reflecting missed interest payments on the company
FLLO, SLTL and Sponsor SLTL on December 29, 2017. The company
subsequently entered into forbearance agreements on January 2, 2018
with the aforementioned lenders. Fieldwood continues to service the
RBTL and FLTL facilities and normally conduct its business
operations.

The following summarizes Fieldwood's ratings.

Issuer: Fieldwood Energy LLC

-- Ratings Affirmed

-- Probability of Default Rating, Affirmed Caa3-PD/LD (LD
    appended)

-- Corporate Family Rating, Affirmed Caa3

-- First-Lien Reserve Based Senior Secured Term Loan, Affirmed B3

    (LGD2)

-- First-Lien Senior Secured Term Loan, Affirmed B3 (LGD2)

-- First-Lien Last-Out Senior Secured Term Loan, Affirmed Caa3
    (LGD3)

-- Second-Lien Senior Secured Term Loan, Affirmed Ca (LGD5)

Outlook Actions:

-- Maintain Negative Outlook

RATINGS RATIONALE

Fieldwood's Caa3 CFR reflects its unsustainable capital structure,
looming debt maturities, poor liquidity, including limited cash
balance and no revolving credit facility, and large debt-like
plugging & abandonment (P&A) obligations that require significant
ongoing cash expenditures. The company is facing a potential
restructuring after skipping interest payments on certain debt
instruments in late December 2017 and entering into forbearance
agreements with some of its lenders in early January 2018. The
rating also considers Fieldwood's concentration in the US Gulf of
Mexico shelf, short proved developed (PD) reserve life, and
exposure to 3rd party pipelines that have suffered frequent
shut-ins in recent quarters constraining sales volume. Fieldwood
has limited downside protection for its 2018 production. The rating
is supported by Fieldwood's oil-weighted (~60% liquids) production
base, high proportion PD and behind-pipe reserves that can be
brought to production at fairly low costs. The Caa3 CFR also
reflects the company's private ownership and limited operational
and financial disclosures.

Fieldwood has weak liquidity based on its limited cash balance and
the lack of a revolving credit facility. The company missed
interest payments on its FLLO, SLTL and Sponsor SLTL facilities in
late December 2017. While the company plans to live within
operating cash flow, ongoing underinvestments and the resultant
decline in production will continue to constrain liquidity. The
company also needs to find a permanent solution for it looming debt
maturities. Fieldwood's alternate liquidity is limited given all of
its assets are encumbered by its secured credit facilities.

The RBTL and FLTL facilities are rated B3, three notches above the
CFR, because they have a priority claim to Fieldwood's assets and
benefit from the significant loss absorption cushion provided by
the FLLO and SLTL facilities. Moody's believes the B3 rating
captures the recovery potential for the first-lien term loans
despite a B2 indication by Moody's Loss Given Default Methodology.
The FLLO facility is rated at the Caa3 CFR level and will have
higher recoveries than the second-lien loans that are notched below
the CFR at Ca because of its junior claim behind all other debt in
a potential default situation. Moody's does not rate the Sponsor
SLTL.

The negative outlook reflects the high probability of default. The
PDR could be downgraded if the company files for bankruptcy. For an
upgrade, Moody's will look for significant debt reduction, improved
liquidity and a sustainable RCF/Debt ratio above 10%.

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

Fieldwood Energy LLC is a Houston, Texas based private oil and gas
E&P company with primary producing assets on the US Gulf of Mexico
shelf.


FIRST RIVER: Formation Meeting Cancelled to a Later Date
--------------------------------------------------------
The January 28, 2018 meeting for the formation of an official
committee of unsecured creditors in the case of First River Energy,
LLC in Wilmington, Delaware, has been canceled and will be
rescheduled in San Antonio, TX at a later date.

Based in San Antonio, Texas, First River Energy, LLC
--http://www.firstriverenergy.com/-- is engaged in the oil and gas
extraction business.  First River Energy filed a Chapter 11
petition (Bankr. D. Del. Case No. 18-10080) on Jan. 12, 2018.  In
its petition signed by CEO Deborah Kryak, the Debtor estimated
total assets and debt between $10 million and $50 million.  William
E. Chipman, Jr., Esq., at Chipman Brown Cicero & Cole LLP, serves
as counsel to the Debtor.



FIRSTENERGY SOLUTIONS: S&P Lowers Unsec. Debt Rating to 'C'
-----------------------------------------------------------
S&P Global Ratings said it lowered its issue-level ratings on
FirstEnergy Solutions Corp.'s unsecured debt to 'C' from 'CCC-'.
S&P also revised the recovery rating on the debt to '6' from '4',
reflecting its expectation of negligible (0%-10%; rounded estimate:
5%) recovery in the event of default.

S&P said, "At the same time, we affirmed the 'CCC-' issuer credit
rating on the company. The outlook is negative. We also affirmed
the 'CCC+' ratings on its secured debt. The '1' recovery rating on
the secured debt is unchanged, reflecting our expectation of very
high (90%-100%; rounded estimate: 95%) recovery in the event of
default."

The lowering of the issue-level ratings is a direct result of
decreased expected recovery valuations for assets in the company's
generating portfolio at a time when bankruptcy is rapidly
approaching; this has caused the recovery percentage to slip to
just under 10% from just over 30% in a bankruptcy scenario.

S&P said, "We continue to expect that an event of default is likely
in the early part of 2018, specifically, by April 2, when a large
debt repayment is due. Recent actions, such as the infusion of
capital by preferred equity holders, do not change our view on
this.

"The negative outlook reflects our expectation that the issuer
could potentially file for bankruptcy within the next few months.
Our expectation is that the issuer is unlikely to make its April
2018 debt payments.

"We could lower the ratings if the timeline to a possible
restructuring accelerates, or if the issuer makes an announcement
to this effect.

"We could revise the outlook to stable if leverage decreases
sharply or if liquidity improves intermittently -- though both seem
unlikely in the near term -- or through favorable regulatory
outcomes such as the passage of nuclear subsidies."

FirstEnergy Solutions Corp. (FES) and affiliates own or lease and
operate power plants in the U.S. with a combined capacity of about
10,180 megawatts (MW).


FIRSTLIGHT FIBER: Term Loan Add-On No Impact on Moody's B3 CFR
--------------------------------------------------------------
Moody's Investors Service said that the B3 corporate family rating
(CFR) of TVC Albany, Inc., doing business as FirstLight Fiber
(FirstLight or the company), is unchanged following its anticipated
$30 million add-on to its first lien term loan. Proceeds from the
debt issuance will be used to repay outstanding borrowings under
the company's revolver, fund capital investment, and provide
borrowing capacity for additional fiber-to-the-tower (FTTT) network
expansion opportunities with wireless carriers. While this
transaction has negative credit implications, including higher
leverage and increased interest expense burden, FirstLight's credit
profile and current rating can absorb these additional negative
pressures. Further, incremental capital spending will contribute to
revenue and EBITDA growth upon completion of network expansion
projects. FirstLight's growing network footprint will also benefit
the company's competitive positioning on potential future bids with
wireless carriers for FTTT networks, as well as other capital
projects with enterprise customers. Although this transaction
perpetuates high levels of capital spending which pressures free
cash flow in the interim, a farther reaching and denser network
will provide FirstLight with increased business customer proximity,
allowing for success-based lateral fiber extensions to nearby
buildings. These types of lateral extensions from the company's
main fiber network footprint increase on-net building penetration,
often with one anchor enterprise customer providing for full
investment payback over a short period of time.

FirstLight's B3 CFR is supported by a solid recurring revenue
model, low churn, and solid organic growth potential due to the
strong demand characteristics of the fiber infrastructure market.
The company benefits from sizable on-net enterprise revenue,
revenue diversity, and a growing FTTT business. Within its second
and third-tier target markets, FirstLight has carved out a
defensible niche with its fiber-based communication services to
mainly large enterprise and carrier customers.

The rating also reflects FirstLight's small scale, high leverage,
weak free cash flow, and execution and integration risks associated
with the acquisitions of Finger Lakes Technologies Group (Finger
Lakes) and 186 Communications (186), which both closed late in
2017. This creates operational risk which could lead to elevated
churn, potential slowing in revenue growth, and delays in achieving
merger synergies given the difficult task of executing a
multi-company integration. Free cash flow trajectory, which is
expected to be negative in 2018 before inflecting in 2019, could be
further pressured by any missteps. FirstLight's approximate 70%
outright ownership of its metro and long haul fiber network, with
the remainder comprised largely of various long-term indefeasible
rights of use, contributes to slightly increased leverage tolerance
for the rating relative to peers.

The B3 rating could be upgraded if leverage is sustained below 4.5x
(Moody's adjusted) and free cash flow to debt is in the 5% to 10%
range. The rating could be downgraded if liquidity deteriorates, if
free cash flow weakens or if leverage is not on track to fall below
6x (Moody's adjusted) by 2018.

FirstLight, with headquarters in Albany, NY, is a provider of
communications infrastructure services in the Northeast United
States. FirstLight is privately held by funds associated with Oak
Hill Capital Partners. Pro forma for all acquisitions, the company
generated about $199 million in revenue in 2017 on a run-rate
basis.


FOLTS HOME: Has Until June 11 to Exclusively File Plan
------------------------------------------------------
The Hon. Diane Davis of the U.S. Bankruptcy Court for the Northern
District of New York has extended, at the behest of Folts Home and
Folts Adult Home, Inc., the exclusive periods for the Debtor to
file a plan of reorganization and solicit acceptance of the plan
through and including June 11, 2018, and Aug. 10, 2018,
respectively.

As reported by the Troubled Company Reporter on Jan. 9, 2018, the
Debtors asked for the extension, saying that they seek these
extensions to avoid the necessity of having to formulate a plan or
plans prematurely and to ensure that their plans best address the
interests of the Debtors, their creditors and estates.

A copy of the court order is available at:

           http://bankrupt.com/misc/nynb17-60139-322.pdf

                        About Folts Home

Folts Home is a New York not-for-profit corporation and the owner
of a 163-bed long-term residential health care and rehabilitation
facility located at 100-122 North Washington Street, Herkimer, New
York.  In addition to long-term skilled nursing and residential
care, Folts Home provides memory care to residents with dementia,
palliative care and respite care and operates an adult day care
program.  Folts Home also offers rehabilitation services, like
physical, occupational and speech therapy, on both inpatient and
out-patient bases.  Currently, Folts Home has approximately 218
active employees.  Approximately 124 of the employees are
full-time, 60 are part-time and 34 employees are employed on a per
diem basis None of Folts Home's employees are represented by labor
unions.

Folts Adult Home, Inc. ("FAH"), also known as Folts-Claxton, is a
New York not-for-profit corporation and the owner of an 80-bed
adult residential center that was constructed in 1998 and is
located at 104 North Washington Street, Herkimer, New York.  FAH
residents reside in separate apartments and are provided services
like daily meals, laundry, housekeeping and medication assistance.
FAH has approximately 22 active employees.  Approximately 12 are
full-time employees and 10 are part-time employees. None of FAH's
employees are represented by labor unions.

Folts Home and FAH currently have average daily censuses of 145 and
69, respectively.  Folts Home has 3 major payors: Medicare,
Medicaid and Excellus/Blue Cross.  The majority of FAH residents
are government subsidized, with 58% covered by Social Security
Insurance and 42% private pay.

Folts Home and Folts Adult Home, Inc., filed separate, voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D.N.Y. Lead Case No. 17-60139) on Feb. 16, 2017.  The
Hon. Diane Davis presides over the cases.  Stephen A. Donato, Esq.,
at Bond, Schoeneck & King, PLLC, serves as the Debtors' counsel.

Folts Home and Folts Adult Home, Inc., through duly-appointed
receivers HomeLife at Folts, LLC and HomeLife at Folts-Claxton,
LLC, continue to operate their skilled nursing home and adult
residence businesses, respectively, and manage their properties as
debtors in possession.

William K. Harrington, the U.S. Trustee for Region 2, appointed
Krystal Wheatley as patient care ombudsman for the Debtors.


GENON ENERGY: $300,000,000 Partial Payment on Admin Claim Okayed
----------------------------------------------------------------
The Bankruptcy Court for the Southern District of Texas approved an
emergency motion filed by GenOn Energy, Inc. ("GenOn"), GenOn
Americas Generation, LLC ("GAG") and certain of their directly and
indirectly-owned subsidiaries seeking entry of an Order (I)
Authorizing and Directing Certain Actions in Furtherance of the GAG
Settlement, (II) Approving the Partial Payment Notice, and (III)
Granting Related Relief (the "GAG Motion").

Pursuant to the GAG Motion, the Debtors requested the Bankruptcy
Court to enter an order (1) authorizing and directing the indenture
trustee to process a partial payment in the amount of $300.0
million on the GAG Administrative Claim on or before February 1,
2018 and (2) approve the form of notice related thereto.  In
addition, the GAG Motion clarifies how the Debtors may elect to
consummate additional partial payments and the pro forma Interest
Payment calculation following any such partial payment(s) reducing
the amount against which the 9.0% annual rate accrues on a
dollar-for-dollar basis.

On Dec. 12, 2017, the Bankruptcy Court entered the Order Confirming
the Third Amended Joint Chapter 11 Plan of Reorganization of the
Debtors.  On the same date, the Bankruptcy Court entered the Order
Approving Debtors' Emergency Motion for Entry of an Order (I)
Approving a Global Settlement and (II) Granting Related Relief,
which became effective upon the entry of the Confirmation Order and
which granted an administrative claim to holders of Allowed GAG
Note Claims against GenOn in an amount equal to the value of the
treatment afforded to holders of Allowed Class 5 GAG Notes Claims
(as defined in the Plan) under the Plan.

The Debtors estimate that the GAG Administrative Claim is equal to
approximately $662.5 million as of January 28, 2018.

In addition and as part of the GAG Administrative Claim, holders
are entitled to liquidated damages accruing in an amount equal to
an annual rate of 9.0% of the aggregate principal amount of GAG
Notes (as defined in the Plan) outstanding plus accrued interest as
of the Petition Date.  The Interest Payment is to be paid monthly
in cash in advance by no later than the first business day of each
month.

Pursuant to the Court's Order, the Debtors have elected to make a
partial payment in respect of the GAG Administrative Claim, the
material terms and consequences of which are:

     1. Partial Payment Amount: $300,000,000

        (a) GAG 8.50% Senior Notes due 2021
            (CUSIP 60467PAQ7 and 60467PAN4):
            $158,433,260
            ($432.991331 per 1,000 of principal amount)

        (b) GAG 9.125% Senior Notes due 2031 (CUSIP 60467PAJ3):
            $141,566,740
            ($430.294043 per 1,000 of principal amount)

     2. Record Date: January 30, 2018

     3. Trustee Payment Date: February 1, 2018

     4. Pro Forma GAG Administrative Claim Amount:
        $362,508,835.96

     5. Pro Forma Interest Payment Calculation: 9.0% of
        $404,796,634, effective as of February 1, 2018

The partial payment will have no effect on the principal balance of
the underlying GAG Notes (as defined in the Debtors'
bankruptcy-plan).  Any unpaid balance of the GAG Administrative
Claim, which is currently $362,508,835.96 as a result of the $300
million partial payment and can be further reduced by any
additional partial payment(s), will be paid on or before the
Effective Date as provided in the Plan.

The Interest Payment due February 1, 2018, and any additional
Interest Payments thereafter, will be 9.0% of $404,796,634, subject
to any further reductions as a result of any additional partial
payments made hereafter. A Notice of Partial Payment of GAG
Administrative Claim (the "Notice") was sent to the trustee for the
indenture governing the GAG Notes, the Depository Trust Company,
the Financial Industry Regulatory Authority and other parties in
interest.

The Motion was filed January 26 and the Court's order was entered
January 30.

A copy of the Motion is available at https://is.gd/L1nwJl

A copy of the Court's order is available at https://is.gd/jn8sbe

Notice of the Partial Payment is available at https://is.gd/5lvkMM

                       About GenOn Energy

GenOn Energy, Inc., is a wholesale power generation corporation
with 15,394 megawatts in generating capacity, operating operate 32
power plants in eight states. GenOn is subsidiary of NRG Energy
Inc., which is a competitive power company that produces, sells and
delivers energy and energy services, primarily in major competitive
power markets in the U.S.

GenOn is the product of two mergers since 2010.  First, on Dec. 3,
2010, two wholesale power generation companies -- RRI Energy, a
company formerly known as Reliant Energy, and Mirant Corporation --
completed an all-stock, tax-free merger with Mirant becoming RRI's
wholly-owned subsidiary.  Following the merger, RRI took its
current name: GenOn.

NRG, through a wholly-owned subsidiary, and GenOn completed a
stock-for-stock merger in a $6 billion deal, with GenOn continuing
as the surviving company on December 14, 2012.  NRG, as
consideration for acquiring GenOn's entire equity, issued 0.1216
shares of NRG common stock for each outstanding share of GenOn.  In
structuring the merger, NRG "ring-fenced" GenOn's debt, leaving
GenOn's creditors without recourse against NRG's assets in the
event of GenOn's default.

As of March 31, 2017, GenOn Energy had $4.81 billion in total
assets, $4.51 billion in total liabilities and $304 million in
total stockholders' equity.

GenOn Energy, Inc. ("GenOn"), GenOn Americas Generation, LLC
("GAG") and 60 of their directly and indirectly-owned subsidiaries
commenced the Chapter 11 cases in Houston, Texas (Bankr. S.D. Tex.
Lead Case No. 17-33695) on June 14, 2017, to implement a
restructuring plan negotiated with stakeholders prepetition.  The
Debtors' cases have been assigned to Judge David R. Jones.

Kirkland & Ellis LLP is the Debtors' bankruptcy counsel.  Zack A.
Clement, PLLC, is the local counsel.  Rothschild Inc. is the
financial advisor and investment banker.  McKinsey Recovery &
Transformation Services U.S. is the restructuring advisor.  Epiq
Systems, Inc., is the claims and noticing agent.

Credit Suisse Securities (USA) LLC serves as GenOn Energy's
financial advisor and investment banker.

Special Counsel to the GAG Steering Committee is Quinn Emanuel
Urquhart & Sullivan, LLP.  The Steering Committee of GAG
Noteholders is comprised of Benefit Street Partners LLC, Brigade
Capital Management, LP, Franklin Mutual Advisers, LLC, and Solus
Alternative Asset Management LP, each on behalf of itself or
certain affiliates, and/or accounts managed and/or advised by it or
its affiliates.

Counsel to the GenOn Steering Committee and the GAG Steering
Committee are Keith H. Wofford, Esq., Stephen Moeller-Sally, Esq.,
and Marc B. Roitman, Esq., at Ropes & Gray LLP.

Counsel for NRG Energy, Inc., are C. Luckey McDowell, Esq., and Ian
E. Roberts, Esq., at Baker Botts L.L.P.


GIBSON BRANDS: Makes Coupon Payment on 8.875% Senior Secured Notes
------------------------------------------------------------------
Gibson Brands, Inc. on Feb. 2, 2018, disclosed that the company
made a $16.6 million coupon payment to holders of its $375 million,
8.875% senior secured notes due 2018.

                         About Gibson

Gibson Brands, one the fastest-growing companies in the music and
sound industries, was founded in 1894 and is headquartered in
Nashville, TN.  Gibson Brands is a global leader in musical
instruments, and consumer and professional audio, and is dedicated
to bringing the finest experiences by offering exceptional products
with world-recognized brands.  Gibson has a portfolio of over 100
well-recognized brand names starting with the number one guitar
brand, Gibson.  Other brands include: Epiphone, Dobro, Valley Arts,
Kramer, Steinberger, Tobias, Slingerland, Maestro, Baldwin,
Hamilton, Chickering and Wurlitzer. Audio brands include: KRK
Systems, TASCAM, Cakewalk, Cerwin-Vega!, Stanton, Onkyo, Integra,
TEAC, TASCAM Professional Software, and Esoteric.  All Gibson
Brands are dedicated to innovation, prestige and improving the
quality of life of our customers.

                           *    *    *

Gibson Brands Inc. carries S&P Global Ratings' 'CCC' corporate
credit rating with negative outlook and Moody's Investors Service's
'Caa3' corporate family rating with negative outlook.


GRAN TIERRA: Fitch Publishes 'B' Long-Term Local Currency IDR
-------------------------------------------------------------
Fitch Ratings has published Long-Term Foreign and Local Currency
Issuer Default Ratings (IDRs) of 'B' for Gran Tierra Energy Inc.
(GTE). Fitch has also assigned an expected rating of
'B+(EXP)'/'RR3' to Gran Tierra's proposed seven-year senior
unsecured issuance of up to USD300 million. The Rating Outlook is
Stable.

The rating reflects Gran Tierra's small production size, its asset
concentration, and an aggressive capex plan totalling nearly USD900
million through 2020. Fitch expects Gran Tierra will remain a low
cost producer while incrementally increasing production levels to
above 35,000 by 2018 and maintaining a sustainable production
average of 35,000 boe/d by 2021. Despite improved operating metrics
and relatively low leverage compared to rating peers, the rating is
constrained by the company's relatively small size and low
diversification of oil fields. An increase in production to 40,000
boe/d or more while maintaining reserve life near 10 years coupled
with a conservative capital structure would bode positively for
Gran Tierra's credit quality.

Gran Tierra reported an EBITDA for the last 12 months (LTM) ended
September 2017 of USD216 million, an increase of 61% versus
year-end (YE) 2016 of USD134 million. After the issuance, the LTM
EBITDA translates into a pro forma leverage of 1.9x, which is
strong for the rating category. Fitch recognizes the company is in
the midst of executing a capex plan aimed at increasing production.
Fitch expects the company will be able to sustain most recent
production levels and continue with its plan to increase production
at a sustainable level.

The proposed senior unsecured notes expected rating of
'B+(EXP)'/'RR3', one notch above the Foreign Currency IDR reflects
expected above average recovery for creditors given a default.
Although Fitch's bespoke recovery analysis yields a higher than 70%
recovery given a default, GTE's primary operating country,
Colombia, is categorized within Fitch's Country-Specific Treatment
of Recovery Ratings criteria as having a cap Recovery Rating of
'RR3', which reflects a recovery probability in the range of
51%-70%. Per the criteria, the 'RR3' allows a maximum of a
one-notch uplift from the foreign currency IDR, even when the
Recovery Rating of the security is higher than 'RR3', which it is
in the case of Gran Tierra.

KEY RATING DRIVERS

Small Production Profile: GTE's ratings reflect its small and
concentrated production profile. Although the company has
exploration and production interest in 30 blocks in Colombia, its
asset base as well as all of the company's proved (1P) reserves and
production is concentrated in Colombia (33.0% in Acordionero, 32.1%
in Costayaco and 14.8% in Moqueta). This limited diversification
exposes the company to operational and macroeconomic risks
associated with small-scale oil and gas production. Fitch expects
the company's production to be on average 35,000 boe per day
(boe/d) by 2021.

Low Hydrocarbon Reserves: Fitch believes GTE's relatively low
reserve life of 5.9 years 1P and 10.9 years 2P years limits its
flexibility to reduce capex investments. As of the end of fourth
quarter 2017, GTE's reported Colombian 1P reserves of 74 million
boe, with 99% related to oil. The company has strong concession
life with the earliest material concession expiring in 2033. This
concession currently accounts for approximately 32% of production.
Other concessions have longer expiration dates.

Capex to pressure Free Cash Flow: Fitch expects Gran Tierra's free
cash flow to remain pressured through 2019 due to the company's
need to increase reserve life and production. During the last 12
months (LTM) ended September 2017, Fitch estimates the company
reported a negative FCF of USD104 million. Per the company's
guidelines, Capex is expected to be between USD200 million to
USD250 million in 2017 with an additional capex needs between
USD600 million to USD700 million from 2018 through 2020. FCF will
likely close 2017 negative, and Fitch expects Gran Tierra to
gradually improve FCF generation in line with oil and gas prices
recovery by 2020.

Manageable Capital Structure: Fitch's base case forecasts that
total debt to EBITDA will be 1.7x in year end 2018 and remain at
1.5x through 2020. The proposed USD300 million issuance will push
maturities out to 2025 giving GTE room to reinvest capital into
increasing production and reserve life. Fitch estimates production
to increase gradually year over year reaching an average of 40,000
boe/d in 2019, while decreasing slightly in 2021. Fitch estimates
EBITDA margin to remain around 50% through 2017-2020.

DERIVATION SUMMARY

Gran Tierra Energy's credit profile compares well to other small
independent oil and gas companies in the region. The ratings for
Frontera (B+/Stable), GeoPark (B/Stable) and CGC (B/Negative) are
constrained to the 'B' category given the inherent operational
risks associated with a small-scale and low diversification
production profiles.

Gran Tierra's capital structure and liquidity is comparable to its
peers in the category. As of Sept. 30, 2017, the company's LTM pro
forma net leverage stood at 1.9x with cash on hand of USD19 million
covering less than 5% of pro forma total debt of USD415 million. As
of LTM June 2017, Frontera, which is rated one notched above Gran
Tierra, reported a net leverage of -0.5x with cash on hand that
could completely amortize total debt. Also over the same period,
GeoPark's net leverage was 2.2x and cash on hand covered more than
six years of debt repayments, supporting the same rating level for
Gran Tierra, and CGC's net leverage stood at 6.3x and cash on hand
covered no more than four years of debt repayment.

Gran Tierra is rated in line with GeoPark and CGC given their
relatively small production scale. Gran Tierra's average daily
production for 2017 is reported at 32,570 boe/d, GeoPark is
expected to report an average of 27,500 boe/d in 2017, and CGC
marginally above 20,000 boe/d. Gran Tierra's 1P reserve life of 5.9
years is low compared to that of GeoPark (9.6 years) and CGC (6.5
years). Gran Tierra has a slightly better proved developed reserve
ratio of 36% versus GeoPark's approximately 25%, which implies an
equally high finding and developing investment requirement for both
entities in the near term, potentially pressuring cash flow
generation.

Gran Tierra is rated one notch below Frontera due to its smaller
production profile, higher credit metrics and projected negative
FCF through 2019.

KEY ASSUMPTIONS

Fitch's key assumptions within Fitch rating case for the issuer
include:
-- Fitch price deck for Brent oil prices of USD54.75 for 2017,
    USD52.50 for 2018, USD55.00 for 2019, USD57.50 for the long
    term;
-- Average production to be 30,000 to 35,000 thousand boe/d from
    2017 until 2020;
-- Average annual capex of USD226 million, total of USD907
    million from 2017 to 2020.
-- No dividends paid during 2017 to 2020

Key Recovery Rating (RR) Assumptions:
-- The recovery analysis assumes that Gran Tierra would be
    liquidated in bankruptcy, and Fitch has assumed a 10%
    administrative claim.
-- Liquidation Approach: The liquidation estimate reflects
    Fitch's view of the value of inventory and other assets that
    can be realized in a reorganization and distributed to
    creditors;
-- The 50% advance rate is typical of inventory liquidations for
    the oil and gas industry.
-- The USD10 per barrel estimate reflects the typical valuation
    of recent reorganizations in the oil and gas industry. The
    waterfall results in a 100% recovery corresponding to an 'RR1'

    for the senior unsecured notes (USD300 million). The RR is
    limited, however, to 'B+/RR3' due to the soft cap for
Colombia.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Net production rising consistently to 35,000 to 40,000 boe/d
    on a sustained basis;
-- Increase in reserve size and diversification.
-- Sustained conservative capitals structure and investment
    discipline.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Production size decreased to below 30,000 boe/d;
-- A deterioration of the company's capital structure and
    liquidity as a result of either a steeper than anticipated
    decrease in production or a marked increase in debt;
-- A significant reduction in the reserve replacement ratio could

    affect GTE's credit quality given the current proved reserve
    life of approximately 5.9 years.

LIQUIDITY

Adequate Liquidity Post Offering: Fitch believes the company has
adequate liquidity post the proposed USD300 million bond issuance.
Fitch expects GTE to use the proceeds to repay its USD148 million
outstanding from its credit facility and leave the remaining USD152
million in cash through the end of 2017. The pro forma cash
position will adequately cover GTE's estimated interest expense
through the life of the proposed seven-year bond assuming the
company does not raise any additional debt while it invests heavily
in expanding the company's production and reserve life. Gran
Tierra's liquidity could remain relatively stable provided it
succeeds at least running a break even free cash flow over the next
few years.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following rating:

Gran Tierra Energy Inc.
-- Senior unsecured notes due 2025 'B+(EXP)'/'RR3'.

Fitch has published the following ratings:

Gran Tierra Energy Inc.
-- Long-Term Foreign and Local Currency IDRs 'B'; Outlook Stable.


IHEARTCOMMUNICATIONS INC: Elects Not to Make $106M Interest Payment
-------------------------------------------------------------------
iHeartCommunications, Inc., announced that its Board of Directors
has elected not to make a cash interest payment of $106 million,
due Feb. 1, 2018, to holders of its 14% senior unsecured notes due
2021 as active discussions continue among its lenders, noteholders,
and financial sponsors regarding a comprehensive debt
restructuring.  The Company's Board elected not to make the payment
in connection with ongoing efforts to proactively and
comprehensively address the Company's capital structure.

The decision will not trigger an event of default under the
indenture as the Company will utilize a 30-day grace period under
the indenture during which it retains the right to make the
interest payment to the holders of the Notes and remain in
compliance with the indenture governing the Notes.

The Board is considering options as part of its strategy to achieve
a comprehensive restructuring of the Company's debt.

                    About iHeartMedia, Inc. and
                     iHeartCommunications, Inc.

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

iHeartCommunications reported a net loss attributable to the
Company of $296.31 million in 2016, a net loss attributable to the
Company of $754.6 million in 2015, and a net loss attributable to
the Company of $793.8 million in 2014.  As of Sept. 30, 2017,
iHeartCommunications had $12.25 billion in total assets, $23.93
billion in total liabilities and a total stockholders' deficit of
$11.67 billion.

                           *    *    *

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

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

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


INTREPID POTASH: BlackRock Has 5.1% Stake as of Dec. 31
-------------------------------------------------------
BlackRock, Inc. reported to the Securities and Exchange Commission
that as of Dec. 31, 2017, it beneficially owns 6,619,869 shares of
common stock of Intrepid Potash, Inc., constituting 5.1 percent of
the shares outstanding.  A full-text copy of the regulatory filing
is available for free at https://is.gd/hJGxoG

                        About Intrepid

Intrepid Potash (NYSE:IPI) -- http://www.intrepidpotash.com/-- is
the only U.S. producer of muriate of potash.  Potash is applied as
an essential nutrient for healthy crop development, utilized in
several industrial applications and used as an ingredient in animal
feed.  Intrepid also produces a specialty fertilizer, Trio, which
delivers three key nutrients, potassium, magnesium, and sulfate, in
a single particle. Intrepid also sells water and by-products such
as salt, magnesium chloride, and brine.  Intrepid serves diverse
customers in markets where a logistical advantage exists; and is a
leader in the utilization of solar evaporation production, one of
the lowest cost, environmentally friendly production methods for
potash.  Intrepid's production comes from three solar solution
potash facilities and one conventional underground Trio mine.  The
Company is headquartered in Denver, Colorado.

Intrepid reported a net loss of $66.63 million for the year ended
Dec. 31, 2016, following a net loss of $524.8 million for the year
ended Dec. 31, 2015.  As of Sept. 30, 2017, Intrepid had $507.82
million in total assets, $104.32 million in total liabilities and
$403.50 million in total stockholders' equity.

"Our operations have primarily been funded from cash on hand and
cash generated by operations.  We continue to monitor our future
sources and uses of cash, and anticipate that we will adjust our
capital allocation strategies when, and if, determined by our Board
of Directors.  We expect to continue to look for opportunities to
improve our capital structure by reducing current debt and its
related interest expense.  We may, at any time we deem conditions
favorable, also attempt to improve our liquidity position by
accessing debt or equity markets, including through our
at-the-market offering program, in accordance with our existing
debt agreements.  We cannot provide any assurance that we will
pursue any of these transactions or that we will be successful in
completing them on acceptable terms or at all.  With the
availability under our credit facility with the Bank of Montreal
and future cash generated from operations, we believe that we have
sufficient liquidity for the next twelve months," the Company
stated in its quarterly report for the period ended Sept. 30, 2017.


JANUS INT'L: S&P Assigns B CCR & Rates $440MM 1st Lien Loan B+
--------------------------------------------------------------
Temple, Ga.-based overhead door manufacturer, distributor, and
installer Janus International Group LLC is being purchased by
private equity financial sponsor Clearlake Capital Group. The
company is proposing a new $440 million first-lien term loan due
2025 and a $130 million second-lien term loan due 2026 to partially
fund the purchase of the company. Pro forma for the transaction,
S&P Global Ratings expects debt leverage to be about 5x.

S&P Global Ratings is assigning 'B' corporate credit rating to
Janus International Group LLC. The outlook is stable.

S&P said, "We also assigned our 'B+' issue-level rating (one notch
above the corporate credit rating) and '2' recovery rating to
Janus's proposed $440 million senior secured first-lien term loan
due in 2025. The '2' recovery rating indicates our expectation for
substantial (70%-90%; rounded estimate: 85%) recovery to lenders in
the event of a default.

"In addition, we assigned our 'CCC+' issue-level rating and '6'
recovery rating to the company's proposed $130 million second-lien
term loan due in 2026. The '6' recovery rating indicates that
lenders could expect negligible (0%-10%, rounded estimate: 0%)
recovery in the event of a default."

The 'B' corporate credit rating and stable rating outlook on Janus

International Group LLC reflect S&P's view of the company's very
narrow niche product focus (limited to steel overhead doors used
primarily in self-storage facilities, and to a lesser extent, in
commercial applications such as warehouses, distribution
facilities, etc.). S&P's ratings on Janus also reflect the
company's relatively small (but rapidly growing) size; limited
geographic diversity with 90% of sales in the U.S.; and cyclical
demand for its overhead doors and related interior products driven
by construction of self-storage facilities (about 70% of Janus's
business) and repair, replacement, and renovation of older storage
facilities.

The stable outlook reflects S&P's expectation that Janus will
sustain a pro forma debt-to-EBITDA ratio of between 4.5x and 5x and
interest coverage of over 3x over the next 12 months. The outlook
takes into account the current strong demand fundamentals for
Janus' roll-up door and related products and S&P's expectation that
the company will maintain adequate liquidity.

S&P said, "We could downgrade the company within the next year if
business conditions deteriorated (possibly due to a swift and
extreme increase in steel costs or if financing for new
self-storage construction became constrained) such that Janus'
EBITDA fell by 25% or more, resulting in debt leverage approaching
7x
and interest coverage trending toward 2x. We view such a scenario
as improbable given currently strong construction fundamentals for
self-storage facilities, which drive demand for Janus' products.

"Given the company's small size and niche product focus, we view an
upgrade as unlikely in the next year unless the company grew
significantly in size and diversified its products and end markets,
while reducing leverage to below 4x. Incorporated into the
potential for an upgrade would be our assumption that
financial sponsor ownership would be committed to maintaining
leverage at less than 4x with a low risk of releveraging."


JANUS INTERNATIONAL: Moody's Assigns B2 CFR; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned a first-time B2 Corporate Family
Rating and B2-PD Probability of Default Rating to Janus
International Group, LLC, a national manufacturer and installer of
steel roll-up doors, locks and interior solutions designed for
self-storage facilities with the preponderance of the company's
sales derived from U.S. markets. In related rating actions, Moody's
assigned a B1 rating to the proposed 1st Lien senior secured term
loan due 2025 and Caa1 to its proposed 2nd lien senior secured term
loan due 2026. Proceeds from new debt along with an equity
contribution in the form of common stock from affiliates of
Clearlake Capital Group, L.P. will be used to finance the leveraged
buyout of Janus from affiliates of Saw Mill Capital. The rating
outlook is stable.

Janus's new capital structure will consist of a $50 million
asset-based senior secured revolving credit facility expiring 2023
(unrated), of which there will be no borrowings expected at
closing, $440 million 1st Lien senior secured term loan maturing
2025, and $130 million 2nd lien senior secured term loan maturing
2026.

The following ratings/assessments are assigned:

Corporate Family Rating assigned B2

Probability of Default Rating assigned B2-PD;

1st Lien senior secured term loan due 2025 assigned B1 (LGD3);

2nd Lien senior secured term loan due 2026 assigned Caa1 (LGD6).

Outlook, assigned Stable

RATINGS RATIONALE

Janus's B2 Corporate Family Rating results from its leveraged
capital structure following the buyout by affiliates of Clearlake
Capital Group, L.P. Moody's calculates pro forma debt leverage of
about 6.0x at 9/30/2017, but improving to about 5.5x by year-end
2018, as expected higher level of earnings and debt reduction from
free cash flow contribute to better debt leverage. Private equity
ownership creates event risk of special distributions. Further
constraining ratings is Janus's niche end-market concentration to
self-storage facilities from which the company derives a majority
of its revenues and resulting earnings and cash flows. However,
Moody's recognizes that while Janus provides mainly steel roll-up
doors, it also provides a range of products and services for
self-storage new construction and remodeling activity, with long
standing relationships with national owners of storage units
throughout North America and Europe. Providing further offset to
its leveraged debt capital structure is Janus's solid EBITA
margins, which are strong relative to other rated building products
companies. Janus has a good liquidity profile characterized by
Moody's expectations that it will generate free cash flow
throughout the year, revolver availability, and no near-term
maturities beyond term loan amortization.

Moody's considers the self-storage business, Janus's main
end-market, to be relatively resilient through economic cycles, as
demand for storage is derived from several sources ranging from
business requirements to personal need for extra space.

Stable rating outlook reflects Moody's expectations that Janus's
credit profile, such as leverage staying below 6.0x, will remain
supportive of its B2 Corporate Family Rating over next 12 to 18
months.

B1 rating assigned to the proposed $440 million first-lien senior
secured term loan due 2025, one notch above Corporate Family
Rating, results from its effective seniority to the company's
proposed second-lien debt. The term loan is secured by a first lien
on company's domestic non-current assets and any domestic assets
not pledged to the revolver. It also has a second lien on the
assets securing the proposed asset-based senior secured revolving
credit facility.

Caa1 rating assigned to the proposed $130 million second-lien
senior secured term loan maturing 2026, two notches below Corporate
Family Rating, results from its lien subordination on collateral
securing company's other bank debt. Residual value of collateral
securing this credit facility would be non-existent in a recovery
scenario, making it effectively unsecured debt and putting this
commitment in a first-loss position relative to company's other
secured debt.

Positive rating actions over intermediate term are unlikely, since
Janus has high pro forma leverage following the leveraged buyout by
affiliates of Clearlake Capital Group, L.P. However, Janus's
ratings could be upgraded if:

* Free cash flow is used to reduce permanently balance sheet debt,
resulting in adjusted debt-to-EBITDA remaining below 4.5x

* EBITA margins remain strong while growing revenues beyond $500
million

Downward rating pressure is not likely to occur over next 12 to 18
months. However, negative rating actions could ensue beyond if
Janus's operating performance falls below Moody's expectations, or
if the company experiences a weakening in financial performance,
such that:

* Adjusted EBITA margins contracting significantly

* Adjusted debt-to-EBITDA sustained above 6.0x

* Deterioration of the company's liquidity profile

* Large debt-financed acquisitions or large shareholder
distributions

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.

Janus International Group, LLC ("Janus"), headquartered in Temple,
GA, is a leading manufacturer and installer of steel roll-up doors,
locks and interior solutions designed for self-storage, industrial
and commercial door markets predominately in the United States and
some operations throughout Europe. Clearlake Capital Group, L.P.,
through its affiliates, is the primary owners of Janus. Revenues
for the 12 months through September 30, 2017 totaled approximately
$354 million. Janus is privately-owned and does not disclose
publicly available financial information.


JC PENNEY: Fitch Affirms 'B+' Long-Term IDR; Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of J. C. Penney Company, Inc. and J. C. Penney Corporation,
Inc. at 'B+'. The Rating Outlook is Stable. Fitch has also upgraded
the senior unsecured notes to 'BB-'/'RR3' from 'B+'/'RR4'. A full
list of rating actions follows at the end of this release.

J. C. Penney's 'B+' rating reflects the meaningful turnaround in
the business over the last few years with EBITDA improving to over
$1 billion in 2016 from $275 million in 2014 due to both sales
growth and cost reductions. Fitch expects annual EBITDA to remain
range-bound between $900 million-$1 billion over the next 24-36
months, and leverage is expected to be in the low-5x given
expectations for continued debt paydown. From a comparable store
sales perspective, Fitch expects the company to largely offset the
weakness in women's apparel (24% of sales) with investments in
areas such as home and appliances (13% of sales), beauty/Sephora,
private brands and its own omnichannel offerings.

KEY RATING DRIVERS

Flat Comps: Fitch expects J. C. Penney to sustain flat comparable
store sales (comps) in 2018/2019, in line with the flat comps in
2016/2017, given the ongoing traffic challenges at mid-tier
mall-based apparel retailers, as volume continues to shift online
and to discount channels such as fast fashion and off-price.

At its analyst-day meeting in August 2016, J. C. Penney identified
$1.2 billion-$1.7 billion in incremental sales opportunity from a
base of $12.6 billion in the areas of private brands, beauty,
special sizes and home. While J. C. Penney is seeing strong growth
in some of these categories - particularly home and Sephora - Fitch
expects underlying store traffic and core apparel sales to decline
in the low- to mid-single-digits. Women's apparel accounts for $3
billion or 24% of revenue and Fitch estimates this business has
been declining by mid-single digits annually while men's apparel
and accessories (22% of revenue) and children's apparel (10% of
revenue) have likely been flat to modestly negative. As J. C.
Penney has acknowledged, the women's business has been
over-assorted in traditional women's clothing and under-assorted in
casual, contemporary and activewear. Fitch views the turnaround in
this business as challenging, as it plays catch up to both existing
and new entrants in a crowded space.

J. C. Penney has been investing significantly in its home business,
which accounted for 13% of its total revenue in 2016, via
appliances, window coverings, soft home and mattresses, and has
also partnered with Ashley Furniture. The company has used less
productive areas of its stores for these initiatives, which do not
require heavy upfront inventory investment, as purchases are
shipped directly from the manufacturers. It added major appliances
to more than 500 locations in 2016 and another 100 locations in
2017. It also expanded mattresses in over 300 locations in 2017,
showcasing them in around 500 stores.

These initiatives were put in place to take advantage of the
significant decline in sales at Sears; as of fourth quarter 2016
(4Q16), J.C. Penney and Sears were co-located in more than 400
malls. Hardlines is the largest category at Sears Holdings,
accounting for $9.6 billion (or 43% of consolidated revenue) in
2016 and a projected $7.3 billion in 2017. Of this, almost $7
billion was generated within the Sears mall-based stores in 2016
and Fitch projects $5.7 billion in 2017. Hardlines includes
categories such as consumer electronics, appliances and home
improvement, in addition to sporting goods and housewares. Major
competitors in the space include Home Depot and Lowe's, and Best
Buy and more recently J.C. Penney have made significant investments
to grow share in some of these categories. Apparel and soft home
represented $5.6 billion (25% of Sears' consolidated revenue) in
2016 and is projected at $4.3 billion in 2017, roughly split evenly
between Kmart and Sears stores. This could provide another
opportunity for J. C. Penney to pick up some share.

Fitch projects comps will be flat over the next 24-36 months with
the weakness in apparel offset by growth in its home and women's
accessories businesses (13% of total revenue and includes Sephora).
Fitch has assumed flat growth in most categories, and a decline of
3%-5% annually in women's apparel offset by 5% growth in home and
women's accessories to derive at Fitch flat comp expectations.
Comps could grow 1%-2% due to (i) a better than expected
performance in women's apparel versus Fitch's projected 3%-5%
decline, and/or (ii) higher than projected mid-single-digit growth
in home (due to accelerated share losses at Sears) and women's
accessories (includes Sephora), which combined account for 26% of
total sales.

EBITDA Expected to Be Range-Bound: J. C. Penney demonstrated a
meaningful turnaround in its business over the last three years,
with EBITDA improving to over $1 billion in 2016 from $275 million
in 2014. Fitch expects EBITDA to be $1 billion in 2017 excluding
asset sales gains. Weaker than expected comps over the last few
years versus management's expectations have been offset by
continued cost reductions.

Going forward, gross margin improvement through increased private
brand penetration and benefit from merchandising system/supply
chain/pricing optimization is likely to be offset by investments in
areas such as online and growing the appliance business. SG&A
expenses are expected to be modestly lower growing forward on store
closings. However, investments in growth businesses and increased
wage and healthcare costs could put upward pressure on expenses.
Fitch expects EBITDA to trend around $900 million annually over the
next 24-36 months.

Strong Liquidity/Stable Leverage: Total liquidity (cash and
revolver availability) at Oct. 28, 2017 was about $2 billion and
Fitch expects total liquidity at the end of 2017 to approximate
$2.5 billion. Fitch expects FCF to be around $300 million in 2017
and in the $150 million range annually thereafter. Adjusted
debt/EBITDAR was 5.3x at Jan. 28, 2017, and Fitch expects leverage
to remain in the low-5x over the next 24-36 months, as lower EBITDA
is offset by the expected paydown of upcoming debt maturities in
2018 and 2019.

DERIVATION SUMMARY

J. C. Penney's 'B+' rating reflects the meaningful turnaround in
the business over the last few years with EBITDA improving to over
$1 billion in 2016 from $275 million in 2014 due to both sales
growth and cost reductions. Fitch expects annual EBITDA to remain
range-bound between $900 million-$1 billion over the 24-36 months
and leverage is expected to be in the low-5x given expectations for
continued debt paydown.

J. C. Penney has seen a material decline of 30% in total sales
since 2010 versus its investment-grade rated peers such as Macy's,
Inc. and Kohl's Corporation (both BBB/Negative) whose top lines
have been fairly stable during this period. Both Kohl's and Macy's
have a better developed omnichannel offering and profitability is
higher at 10%+ EBITDA margins versus 8% at J.C. Penney. Finally,
leverage for both Macy's and Kohl's is expected to trend in the
high 2x-3.0x range versus the low-5x for J.C. Penney.

Sears Holding Corporation's 'C' rating reflects multiyear top-line
market share and EBITDA declines that have led to concerns
regarding long-term competitive viability. The company faces
significant restructuring risk given the high cash burn since 2013,
which necessitated significant liquidity infusion via asset sales
or secured debt. J. C. Penney has positioned itself to benefit from
Sears' market share losses in the home and appliance segments.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
-- Comps are expected to be flat in 2018/2019, with growth in
    home, beauty and online offsetting weakness in apparel.
-- EBITDA is expected to be $1 billion in 2017 and around $900
    million thereafter.
-- Adjusted debt/EBITDAR is expected to be in the low 5x over the

    next 24-36 months as lower EBITDA is offset by the expected
    paydown of upcoming debt maturities in 2018 and 2019.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action
A positive rating action could occur if J. C. Penney's comps are in
the positive low single digits, yielding EBITDA sustainably over $1
billion, and the company continues to pay down debt, such that
leverage moves below 5x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action
A negative rating action could occur if comps turn negative, annual
EBITDA trends below mid-$800 million leading to lower than expected
FCF that prevents the company from paying down debt, causing
leverage to be above 5.5x.

LIQUIDITY

Strong Liquidity: J. C. Penney had cash and cash equivalents of
$185 million as of Oct. 28, 2017, and $1.8 billion available under
its $2.35 billion credit facility after accounting for $211 million
for outstanding borrowings, $135 million in letters of credit and
$200 million in minimum excess availability it must maintain. Fitch
expects total liquidity at the end of 2017 to approximate $2.5
billion.

FCF was negative $93 million in 2016 due to a negative working
capital swing, compared to $120 million in 2015. Fitch expects FCF
to be around $300 million in 2017 and in the $150 million range
annually thereafter. Adjusted debt/EBITDAR was 5.3x at Jan. 28,
2017, and Fitch expects leverage to be in the low 5x range over the
next 24-36 months as lower EBITDA is offset by the expected paydown
of upcoming debt maturities in 2018 and 2019. J. C. Penney has $190
million due February 2018 and $175 million due October 2019, which
Fitch assumes the company will pay off.

Recovery Analysis

For issuers with IDRs at 'B+' and below, Fitch performs a recovery
analysis for each class of obligations of the issuer. The issue
ratings are derived from the IDR and the relevant Recovery Rating
(RR) and notching, based on Fitch's recovery analysis that places a
liquidation value under a distressed scenario of approximately $5.5
billion to $6 billion. The liquidation value is higher than the
going-concern value, which Fitch estimates at about $3 billion,
based on a going-concern EBITDA of $750 million and a 4x multiple.

Fitch has applied a 70% advance rate against inventory level as a
proxy for a net orderly liquidation value of the assets. In coming
up with a real estate value of $3.5 billion, Fitch valued the
approximate 415 owned stores at $7 million each (versus the
appraised value of $7.8 million in May 2013) and the eight owned
distribution centers at $50 million each. The $750 million
going-concern EBITDA assumption reflects revenue of $9.5 billion,
or 20% lower than current levels, at an 8% EBITDA margin given the
mix of its business. The 4.0x multiple is lower than the 5.4x
median multiple for retail going-concern reorganizations, the
12-year retail market multiples of 5x-11x, and 7x-12x for retail
transaction multiples. The 4.0x multiple reflects the significant
share losses by department stores to other formats over the last
10-15 years and Fitch's expectation that department stores sales
will continue to decline 3%-4% annually.

J. C. Penney's $2.35 billion senior secured asset-backed loan (ABL)
facility that matures in June 2022 is rated 'BB+'/'RR1', which
indicates outstanding recovery prospects (91%-100%) in a distressed
scenario. The facility is secured by a first-lien priority on
inventory and receivables, with borrowings subject to a borrowing
base. Any proceeds of the collateral will be applied first to the
satisfaction of all obligations under the revolving facility.

J. C. Penney is required to maintain a minimum excess availability
at all times of not less than (a) $200 million in the event that
10% of the line cap (the lesser of total commitments under the
credit facility or the borrowing base) is equal to or greater than
$200 million or (b) the greater of (i) 10% of line cap and (ii)
$150 million in the event that 10% of the line cap is less than
$200 million.

The $1.635 billion term loan and $500 million senior secured notes
due June 2023 are also expected to have outstanding recovery
prospects of 91%-100%, leading to a 'BB+'/'RR1' rating. Both the
term loan facility and senior secured notes are secured by (a)
first-lien mortgages on 285 owned and ground-leased stores (subject
to certain restrictions primarily related to Principal Property
owned by J. C. Penney Corporation, Inc.) and eight owned
distribution centers; (b) a first lien on intellectual property
(trademarks including J. C. Penney, Liz Claiborne, St. John's Bay
and Arizona), machinery and equipment; (c) a stock pledge of J. C.
Penney Corporation and all of its material subsidiaries and all
intercompany debt; and (d) second lien on inventory and accounts
receivable that back the ABL facility. The term loan and senior
secured notes rank pari passu in terms of priority of payment.

The senior unsecured notes are rated 'BB-'/'RR3', indicating good
recovery prospects (51%-70%). Fitch has assumed that the $190
million unsecured notes due Feb 15, 2018 are paid down.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

J. C. Penney Company
-- Long-Term Issuer Default Rating (IDR) at 'B+'

J. C. Penney Corporation
-- Long-Term Issuer Default Rating (IDR) at 'B+'
-- Senior secured debt at 'BB+'/'RR1'

Fitch has upgraded the following ratings:

J. C. Penney Corporation
-- Senior unsecured notes to 'BB-'/'RR3' from 'B+'/'RR4'

The Rating Outlook is Stable.


JVS DEVELOPMENT: Seeks to Hire Turoci Firm as Legal Counsel
-----------------------------------------------------------
JVS Development, LLC, filed a motion anew seeking approval from the
U.S. Bankruptcy Court for the Central District of California to
hire The Turoci Firm as its legal counsel.

The court previously denied the initial motion filed by JVS, which
was required to provide further explanation regarding the potential
conflict of interest caused by a creditor paying Turoci's
retainer.

In the new application, JVS disclosed that the funds for the $5,000
retainer came from a pre-bankruptcy loan made to the company by Hao
Nguyen, a creditor, and that the check from Ms. Nguyen was made
payable to Turoci but it was a loan to the company.

"Although the retainer was paid by someone other than the debtor,
the firm only represents the debtor," JVS disclosed in court
filings.  The company added that the firm does not hold or
represent any interest adverse to its bankruptcy estate.

Turoci will provide legal services to JVS in connection with its
Chapter 11 case.  These services include the administration of the
estate's assets and liabilities and the preparation of a plan of
reorganization.

The firm's hourly rates are:

     Todd Turoci        $500
     Julie Philippi     $400
     Celine Gaston      $250
     Daisy Diaz         $175
     Dana Cormey        $175
     Adela Salgado      $175

The firm can be reached through:

     Todd L. Turoci, Esq.
     Julie Philippi, Esq.
     The Turoci Firm
     3845 Tenth Street
     Riverside, CA 92501
     Tel: 888-332-8362
     Fax: 866-762-0618
     E-mail: mail@theturocifirm.com

                     About JVS Development

Based in Garden Grove, California, JVS Development, LLC, is a
privately-owned company engaged in activities related to real
estate.  It has various properties in Garden Grove and Westminster,
California, having an aggregate current value of $14.5 million.

On June 28, 2017, the Superior Court for the State of California
granted secured creditor ARC RETAIL 1, LLC's ex parte application
for an order appointing receiver to manage property located at
15550-15640 Brookhurst Street, Westminster, Orange County,
California (the "Property").  

JVS Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 17-14671) on Nov. 29,
2017.  In the petition signed by Stephen Nguyen, its managing
member, the Debtor disclosed $18.52 million in assets and $7.38
million in liabilities.

On Dec. 12, 2017, the Court entered an order approving a joint
motion filed by the Debtor and the Secured Creditor authorizing the
Receiver to retain possession of and maintain the Property.

Judge Scott C. Clarkson presides over the case.

Upon motion by the United States Trustee, Thomas H. Casey was
appointed chapter 11 trustee on Dec. 15, 2017.  The Chapter 11
Trustee tapped Lobel Weiland Golden Friedman LLP, as counsel.



KAI INDUSTRIES: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: Kai Industries, LLC
        15825 Edna Place
        Irwindale, CA 91706

Business Description: Kai Industries, LLC, headquartered in
                      Irwindale, California, provides property
                      maitenence, rent collection, and utilities
                      management services to the real estate
                      market.

Chapter 11 Petition Date: February 1, 2018

Case No.: 18-11152

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Vincent P. Zurzolo

Debtor's Counsel: Louis J. Esbin, Esq.
                  LAW OFFICES OF LUIS J. ESBIN
                  25129 The Old Road, Ste 114
                  Stevenson Ranch, CA 91381-2273
                  Tel: 661-254-5050
                  Fax: 661-254-5252
                  E-mail: Esbinlaw@sbcglobal.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Brad Lin, managing member.

The Debtor lists the Law Office of J Flores Valdez as its sole
unsecured creditor, holding an unliquidated amount of claim.

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

        http://bankrupt.com/misc/cacb18-11152.pdf



KIP AND ANDREA: Taps Lepant & Lentz as New Legal Counsel
--------------------------------------------------------
Kip and Andrea Richards Family Farm & Ranch, LLC, received approval
from the U.S. Bankruptcy Court for the District of Nebraska to hire
Lepant & Lentz, PC, LLO as its new legal counsel.

Lepant & Lentz will replace Gross & Welch, PC, LLO.  The firm
withdrew as the Debtor's legal counsel on Nov. 3, 2017.

John Lentz, Esq., the attorney who will be representing the Debtor,
will charge an hourly fee of $200.  Mr. Lentz has requested a
$2,000 retainer.

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

The firm can be reached through:

     John A. Lentz, Esq.
     Lepant & Lentz, PC, LLO
     601 Old Cheney Road, Suite B
     Lincoln, NE 68512
     Phone: 402-421-9676
     E-mail: John@lepantandlentz.com
             office@lepantandlentz.com

          About Kip and Andrea Richards Family Farm

Headquartered in Hayes Center, Nebraska, Kip and Andrea Richards
Family Farm & Ranch, LLC, dba Richards Farm & Ranch, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. D. Neb. Case No. 15-40070)
on Jan. 21, 2015.  In the signed by Kip L. Richards, manager, the
Debtor estimated its assets at between $10 million and $50 million
and its debts at between $1 million and $10 million.  Judge Shon
Hastings presides over the case.  William L. Biggs, Jr., Esq., and
Frederick D. Stehlik, Esq., at Gross & Welch serve as the Debtors'
counsel.


LA FERIA, TX: Moody's Lowers GOLT Bond Rating to Ba3
----------------------------------------------------
Moody's Investors Service has downgraded the City of La Feria, TX's
general obligation limited tax bond rating and issuer long-term
rating to Ba3 from Ba1. The outlook remains negative.

RATINGS RATIONALE

The downgrade to Ba3 primarily reflects severely limited liquidity,
multiple years of negative fund balances with limited revenue
raising options, a stable yet limited local economy with low
residential income levels and an elevated debt burden. The Ba3 also
reflects ongoing challenges associated with weak management under
previous leadership including covenant violations involving the
funding of general expenditures with the use of the utility debt
service reserve fund as well as general obligation bond proceeds.
Significant changes implemented by the new management team will put
operations on a better track toward structural balance, but
material improvement to the credit profile as a result of these
measures will be very gradual.

RATING OUTLOOK

The negative outlook reflects the city's ongoing challenges
including limited liquidity and revenue raising flexibility with a
number of large scale capital projects underway with major expenses
that are funded on a reimbursement basis. Audited fiscal 2017
reserves that are materially lower than expected or the inability
to return to structurally balanced operations by fiscal 2018 could
result in another downgrade.

FACTORS THAT COULD LEAD TO AN UPGRADE (REMOVE NEGATIVE OUTLOOK)

- Return to structurally balanced operations resulting in a
   positive General Fund balance coupled with full compliance with

   bond covenants

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Persistence of deficit operations and negative fund balances
   beyond fiscal 2017

- Increased debt burden

- Tax base contraction

LEGAL SECURITY

The bonds are direct obligations of the city, payable from ad
valorem taxes levied against all taxable property within the limits
prescribed by law.

PROFILE

The City of La Feria is located near the Texas-Mexico border
approximately eight miles west of the City of Harlingen (Aa2 water
and sewer revenue bond rating) and 34 miles from the City of
Brownsville (Aa3). The city has an estimated population of 7,325.

METHODOLOGY

The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.


LEGAL COVERAGE: Taps Dilworth Paxson as Legal Counsel
-----------------------------------------------------
The Legal Coverage Group Ltd. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
Dilworth Paxson LLP as its legal counsel.

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

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

     Lawrence McMichael     $950
     Anne Aaronson          $590
     Jesse Silverman        $515
     Catherine Glenn        $450
     Yonit Caplow           $340

Paralegals will charge an hourly fee of $225.

The firm received a total of $500,000 from the Debtor within the 90
days prior to the petition date for services provided in connection
with the Debtor's refinancing efforts and state court litigation
with its secured lender, and in preparing the bankruptcy case.

Dilworth does not hold any interest adverse to the Debtor or any of
its creditors, according to court filings.

The firm can be reached through:

     Lawrence G. McMichael, Esq.
     Dilworth Paxson LLP
     1500 Market Street, Suite 3500E
     Philadelphia, PA 19102
     Direct: (215) 575-7268
     Fax: (215) 575-7200
     E-mail: lmcmichael@dilworthlaw.com

                About The Legal Coverage Group

The Legal Coverage Group Ltd., also known as LCG, Ltd., is a
Pennsylvania Subchapter S corporation.  LCG, the exclusive provider
of HELP Legal Plan, was founded in 1995 to modernize and ultimately
perfect the concept of the employee legal plan.  Headquartered in
the suburbs of Philadelphia, Pennsylvania, HELP is a privately-held
employee legal plan servicing worksites of all sizes and industries
on a regional and national level, while maintaining the industry's
highest rates of retention through unparalleled, unlimited, and
fully comprehensive benefits services provided by only partner
level attorneys.  

LCG sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Pa. Case No. 18-10494) on Jan. 26, 2018.  In the
petition signed by CEO Gary A. Frank, the Debtor estimated assets
of $100 million to $500 million and liabilities of $10 million to
$50 million.  Judge Jean K. FitzSimon presides over the case.
Dilworth Paxson LLP is the Debtor's legal counsel.



LEWISTON SHOPPING: Has Until Feb. 26 to Exclusively File Plan
-------------------------------------------------------------
The Hon. Robert N. Opel, II, of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania has extended Greater Lewistown
Shopping Plaza LP's exclusivity period for filing its plan of
reorganization and disclosure statement through and including Feb.
26, 2018.  The exclusivity period for acceptance of a plan is
extended for 60 days thereafter.

A copy of the court order is available at:

          http://bankrupt.com/misc/pamb17-00693-148.pdf

As reported by the Troubled Company Reporter on Nov. 23, 2017, the
Debtor asked the Court to extend through Jan. 19, 2018, the period
within which it has the exclusive right to file a plan and
disclosure statement, and to extend for 60 days thereafter the
exclusivity period for obtaining plan acceptances.

            About Greater Lewistown Shopping Plaza

Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017.  The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P.  The case is assigned to
Judge Robert N Opel II.  At the time of the filing, the Debtor
estimated assets and liabilities of $10 million to $50 million
each.  The Debtor is represented by Gary J Imblum, Esq., at Imblum
Law Offices, P.C.


LUX HOLDCO III: Fitch Assigns First-Time B+ Long-Term IDR
---------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'B+' to Lux Holdco III. Additionally, Fitch has
assigned a 'BB+'/'RR1' rating to Lux's proposed first-lien senior
secured revolver and first-lien senior secured term loan and
'B'/'RR5' ratings to Lux's proposed second-lien senior secured term
loan. The Rating Outlook is Stable.

The instruments will be secured by a perfected first priority lien
and second priority lien, respectively, on all of Lux Holdco III's
and each of the guarantor's assets. Proceeds will be used to fund
SK Capital Partners LP's planned approximately $1 billion purchase
of Israel Chemicals Ltd.'s Fire Safety and Oil Additives businesses
to form the assets of Lux. Fitch has reviewed the preliminary draft
legal documentation for the proposed revolving credit facility and
term loans. The assigned ratings assume there will be no material
variation from the draft previously provided.

Lux's ratings are supported by its leading market positions, strong
FCF generation and the stability of its oil additives business
along with the structural changes in demand for fire retardants.
Offsetting factors include the company's heightened leverage and
small size.

Approximately $715 million in debt is affected by rating actions. A
full list of rating actions follows at the end of this release.

KEY RATING DRIVERS

Leading Market Positions: Lux holds leading market positions in
both Fire Safety, where it primarily sells fire retardants for use
in fighting forest fires, and Oil Additives, where it supplies Zinc
Dialkyldithiophosphates (ZDDP) for use in lubricant additives. Both
segments are highly consolidated and have considerable barriers to
entry. Lux is the leading market supplier of fire retardants in
North America and primarily sells to governmental and municipal
entities such as U.S. Forest Services (USFS). Potential competitors
would have to go through rigorous approval processes due to the
mission-critical characteristics of the products. Likewise, the
ZDDP Lux sells is hazardous in nature and requires specialized
storage facilities to safely transport. Lux is the only competitor
within the ZDDP market to have production capacity in both North
America and Europe.

Strong FCF Generation: Fitch projects Lux will generate significant
FCF over the ratings horizon due to strong consolidated EBITDA
margins and minimal capex requirements. The company's products are
highly specialized and account for only a small portion of its
customers' overall costs which has enabled Lux to pass on any
increases in the price of its underlying raw materials. Future
capital requirements should be minimal as Fitch projects the
company will have ample ability to ramp up its capacity to meet
additional demand without incurring significant additional cost.

Oil Additives Stability: Fitch views the stability of Lux's Oil
Additives segment as a credit strength of the company. The
segment's position in the historically stable lubricant additives
market should enable it to generate consistent earnings through the
forecast horizon with little downside risk. Lubricant additive
producers have historically enjoyed very consistent earnings even
in times of rising raw material costs due to the stable demand
profile of the industry and the specialized nature of the products.
While the rise of electric vehicles poses a long-term threat to
demand, Fitch views this risk as outside of the ratings horizon. It
is likely to take at least close to a decade for there to be any
material turnover in global car parc. Furthermore, lubricant
additives improve fuel efficiency, which further insulates the
industry against the global trend towards electric vehicles.

Structural Shift in Firefighting: Fitch believes the structural
shift in forest firefighting tactics will lead to a greater
baseline level of demand for Lux's aerial fire retardants and
result in consistently higher EBITDA generation from the Fire
Safety segment. The USFS began modernizing its air tanker fleet in
2014, with a goal of moving away from the old, outdated aircraft it
used in the past towards newer aircraft capable of dropping more
aerial fire retardants to contain forest fires. Additionally, there
is a longstanding and growing preference for aerial fire retardants
as a more effective means of fighting forest fires when compared to
the traditional firefighting methods that had been employed in the
past.

The segment's 2017 results did benefit from a longer than average
fire season and Fitch believes the business possesses an inherent
sensitivity to forest fire activity as a dramatic decline in the
number of fires in a given year will likely weaken the business
even with the structural changes in demand. Nonetheless, Fitch
forecasts the segment will see its EBITDA sustained in a higher
range going forward.

Heightened Leverage: Fitch projects Lux's total debt/EBITDA will
exceed 5.5x through 2019 due to $715 million in debt the company
plans to borrow upon completion of the transaction. This highly
levered position adds credit risk to an otherwise strong and stable
operating profile. While Fitch forecasts the company will use its
considerable FCF to repay debt and reduce total debt/EBITDA to
below 5.0x by 2020, the initial debt burden heightens Lux's
sensitivity to underperformance in either of its two business
segments. Failure to make substantial deleveraging progress over
the next 18 months due to volatility in the Fire Safety segment
and/or further leveraging acquisitions/dividend activity would
likely put downward pressure on the company's IDR.

Small Size Fitch views Lux's small size as a credit negative to the
degree it lessens the company's ability to withstand swings in the
operating results of either of its business segments, especially
given its high debt load. This risk is mitigated somewhat by the
high credit quality of its customers in Fire Safety, the majority
of which are governmental/municipal entities. Nonetheless, Fitch
projects Lux's consolidated EBITDA will remain below 2017 levels
through 2020 which will leave the company highly sensitive to any
negative pressure within its operating environment.

DERIVATION SUMMARY

Lux Holdco III is relatively small and much more levered when
compared to chemical peers such as Kronos Worldwide (B+/Stable).
Indeed, Fitch projects Lux will likely see its leverage ratio
exceed 5.0x until 2020. However, Lux boasts stronger margins than
peers such as Kronos and the company generates a substantial amount
of FCF that should enable it to delever its balance sheet in the
coming years. Its leading market position in both of its business
segments and the high barriers to entry of its products further
strengthens its operating profile.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
-- Weaker year/year operating results in Fire Safety in 2018 due
    to abnormally high fire activity in 2017. Revenue growth at 4%

    thereafter to reflect the continued growth of the air tanker
    fleet and a structural shift towards increased use of fire
    retardants in firefighting;
-- Oil Additives growth in the low single digits to reflect
    historical industry performance;
-- CapEx in line with historical averages;
-- Excess FCF used to pay down debt.

Recovery Rating Assumptions: Fitch's corporate recovery analysis
uses a going concern EBITDA that represents an approximately 17%
discount from LTM Sept. 30, 2017 numbers. This reflects the
stability of the oil additives business as well as the company's
leadership position and high barriers to entry within both of its
businesses. Fitch assumed an 8.0x recovery multiple to reflect
Lux's specialized product portfolio, considerable FCF generation
ability and the high growth potential within the fire safety
segment. The estimated going-concern value was discounted by 10%
for administrative and priority claims. Fitch also assumed a fully
drawn revolver in its recovery calculations. Under this scenario,
the first-lien revolver and term loan see 100% recovery and a
'BB+'/'RR1' rating while the second-lien term loan sees a 23%
recovery and a 'B'/'RR5' rating.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Consolidated EBITDA margins sustained around 2017 levels;
-- Total Debt / EBITDA sustained in the 4.0 to 4.3x range.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Failure to make substantial progress towards de-levering over
    the next 18 months;
-- Expectations of total debt/EBITDA above 5.0x at the end of
    2020;
-- Operating pressure within the Fire Safety segment resulting in

    weakened EBITDA generation.

LIQUIDITY

Robust Liquidity: Fitch projects Lux Holdco will maintain a robust
liquidity position that should exceed $100 million through the
forecast horizon. Fitch expects the company will generally have
full access to its proposed $100 million revolving credit facility
and maintain nominal cash balances.

Projected debt maturity payments are limited to the 1% amortization
of the company's proposed first lien $545 million term loan.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following first-time ratings:

Lux Holdco III
-- Long-Term IDR 'B+';
-- First-lien secured credit facility 'BB+'/'RR1';
-- First-lien secured term loan 'BB+'/'RR1';
-- Second-lien secured term loan 'B'/'RR5'.


LUX HOLDCO III: Moody's Assigns B2 CFR & Rates 1st Lien Loan B1
---------------------------------------------------------------
Moody's Investors Service assigned first-time ratings to LUX Holdco
III (B2 stable, "Invictus"), including a B2 Corporate Family Rating
("CFR"). Moody's assigned B1 first lien senior secured ratings and
Caa1 second lien senior secured rating. Proceeds from $715 million
in funded debt will be used to help fund Invictus' acquisition by
private equity sponsor SK Capital and members of management. The
proposed transaction also includes a committed $100 million
revolving credit facility that is expected to have modest cash
borrowings at closing to prefund a small refundable tax liability.
The rating outlook is stable.

Assignments:

Issuer: LUX HoldCo III

-- Corporate Family Rating, Assigned B2

-- Probability of Default Rating, Assigned B2-PD

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

-- Senior Secured First Lien Term Loan, Assigned B1(LGD3)

-- Senior Secured Second Lien Term Loan, Assigned Caa1(LGD6)

Outlook Actions:

Issuer: LUX HoldCo III

-- Outlook, Assigned Stable

"Invictus' strong expected free cash flow is a key factor
supporting the ratings," said Ben Nelson, Moody's Vice President --
Senior Credit Officer and lead analyst for Invictus.

RATING RATIONALE

Invictus will be formed through a carve-out from Israel Chemicals,
Ltd. The company focuses on fire safety chemicals and oil
additives, two disparate businesses with complementary cash flow
characteristics. Phos-Chek, a phosphate-based fire retardant used
to fight wildfires, will generate the majority of earnings and cash
flow for the new company. This product benefits from strong market
share domestically and positive business trends in the western
United States, including a lengthening season for wildfires and
greater population density in the wildland urban interface that
increases the damage potential of wildfires. A high-service model
helps support strong profitability in this business and limit
potential market entrants in the medium term despite improving
demand an expanding fleet of aircraft operated by the USForest
Service and private contractors. The company also produces other
types of products that provide modest earnings diversity: Class A
Foam used to fight structure fires, Class B Foam used to fight
petrochemical fires, and phosphorous penta-sulfide used as an
anti-wear additive in engine oils. Moody's expects that these
businesses will support profit margins well above most rated
chemical companies and, once the company is operating consistently
on a standalone basis, strong free cash flow conversion because
capital spending needs are quite modest compared to most rated
chemical companies.

The B2 CFR is constrained by high financial leverage, small size
and scale relative to rated peers in the chemical industry,
near-term execution risk associated with the carve-out transaction,
medium-term concern about margin sustainability given significant
improvement over the past few years, and longer-term financial
policy risks associated with private equity ownership. Limited
near-term visibility into revenue and EBITDA generation for the
air-dropped fire retardants business is also a rating constraint.
The rating benefits from good market positions for key products,
strong expected free cash flow conversion compared to rated peers,
and good liquidity.

Moody's estimates interest coverage in the low-to-mid 2 times
(EBITDA/Interest) and financial leverage near 6 times (Debt/EBITDA)
on a pro forma basis for the twelve months ended September 30,
2017. In light of the carve-out nature of the transaction and
strong business conditions in 2017, Moody's does not expect EBITDA
growth in the near-term and believes that free cash flow conversion
could be limited by unanticipated one-time expenses associated with
transitioning the business to a standalone company. The rating
assumes that the company will generate retained cash flow-to-debt
of at least 8% (RCF/Debt), generate at least $20 million of free
cash flow excluding financing-related fees and expenses in 2018,
and start to apply a portion of internally-generated free cash flow
to debt reduction within the next 12-18 months.

Invictus will have good liquidity to support operations. Moody's
expects at least $20 million of free cash flow in 2018. The company
will also have a mostly undrawn $100 million revolver at closing
($15 million drawn to support a refundable VAT liability in
Germany). The credit agreement for the revolving credit facility is
expected to contain only a springing net leverage covenant that is
triggered if revolver borrowings exceed $35 million. Moody's does
not expect that the covenant will be triggered in 2018 and, if it
was triggered, Moody's expect the company to be able to comply with
a reasonable cushion. The first and second lien senior secured term
loans are not expected to have financial maintenance covenants.

The stable outlook assumes that the company will generate positive
free cash flow consistently on an annual basis and maintain
adjusted financial leverage between 4.5-6.0x (Debt/EBITDA) over the
rating horizon. Moody's could downgrade the rating with
expectations for adjusted financial leverage sustained above 6
times, free cash flow tracking below 5% of debt, or a substantive
deterioration in liquidity. Evidence of a significant competitive
threat against the company's air-dropped fire retardant products or
usage of the revolver for acquisition activity could also have
negative rating implications. Moody's could upgrade the rating with
expectations for adjusted financial leverage sustained comfortably
below 5 times, free cash flow-to-debt approaching 10%, greater
business diversification, and a commitment to more conservative
financial policies.

The principal methodology used in these ratings was Global Chemical
Industry Ratings Methodology published in December 2013.

Invictus is a specialty chemical producer with two segments: Fire
Safety and Oil Additives The fire safety business involves
formulating and manufacturing fire safety chemicals, including
Phos-Chek fire retardants, Class A and B foams, and water enhancing
gels for wildland, military, industrial, and municipal fires. The
oil additives business produces phosphorus pentasulfide used in the
preparation of ZDDP-based lubricant additives used for anti-wear
properties in engine oils and prolong the useful life of engines.
Invictus will be formed through a carve-out from Israel Chemicals,
Ltd., in the first quarter of 2018.


MP DIAGNOSTIC LTD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: MP Diagnostic, Ltd
           dba MP Diagnostic, Ltd, LP
        9090 SW 87 Court
        Miami, FL 33176

Business Description: MP Diagnostic, Ltd. is a privately held
                      company in Miami, Florida that operates in
                      the medical laboratories industry.  MP
                      Diagnostic has only one practice medical
                      office that specializes in diagnostic
                      radiology, cardiovascular disease, etc.  The
                      Company is affiliated with MP Diagnostic,
                      Inc., which sought bankruptcy protection on
                      Jan. 12, 2018 (Bankr. S.D. Fla. Case No. 18-
                      10450).

Chapter 11 Petition Date: February 4, 2018

Case No.: 18-11342

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

Judge: Hon. Laurel M Isicoff

Debtor's Counsel: Christian S. Diaz, Esq.
                  LAW OFFICE OF DIAZ & ASSOCIATES, P.C.
                  309 Fellowship Road, Suite 200
                  Mount Laurel, NJ 08054
                  Tel: 305-598-1800
                  E-mail: cdiaz@diazlawnow.com

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Alvaro Garcia Villegas, managing general
partner.

A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free at:

          http://bankrupt.com/misc/flsb18-11342.pdf


NATIONAL EVENTS: Needs More Time to Continue Probe & Plan Talks
---------------------------------------------------------------
National Events of America, Inc., and New World Events Group, Inc.,
ask the U.S. Bankruptcy Court for the Southern District of New York
to extend (a) the exclusive period during which the Corporate
Debtors may file plans for an additional 120 days to June 22, 2018;
and (b) the exclusive period during which the Corporate Debtors may
solicit acceptances to plans for an additional 120 days to Aug. 22,
2018, to permit the Corporate Debtors to continue their
investigation and efforts to negotiate a consensual plan or other
disposition of these cases with their creditors and parties in
interest.

A hearing on the Debtors' request is scheduled for Feb. 13, 2018,
at 10:00 a.m.  Objections to the request must be filed by Feb. 6,
2018.

As reported by the Troubled Company Reporter on Dec. 6, 2017, the
Court extended (a) the exclusive period during which the Corporate
Debtors may file plans, through Feb. 23, 2018; and (b) the
exclusive period within which the Corporate Debtors may solicit
acceptances to the plans, through April 24, 2018.

The Corporate Debtors, at the direction of the Estate Fiduciary,
are investigating their prepetition business affairs and
relationships.  Through his investigation, the Estate Fiduciary has
obtained thousands of pages of documents relating to the Corporate
Debtors' operations and businesses, with particular focus on
banking records.  Many of those documents were obtained as a result
of Rule 2004 discovery, the first phase of which is nearing
completion.

A bar date of Jan. 19, 2018, was set for the filing of claims.  The
Estate Fiduciary is reviewing the claims that were filed, and is
reviewing the documents and other information provided with those
claims.

The Estate Fiduciary has identified a number of specific targets
for avoidance actions and discovery, and has been actively
discussing with counsel to the trustee overseeing the LLC Debtor
cases the coordinated pursuit of claims and discovery, as well as
other administrative and substantive matters relating to the manner
in which the various estates have interacted in the past and might
interact on a going-forward basis.

While the Estate Fiduciary's investigation continues, through this
Motion, the Corporate Debtors seek this second extension of the
exclusive periods of time during which they can propose a plan and
solicit acceptances thereof in order to preserve the status quo.

The first few months of the Corporate Debtors' cases were in large
part focused on procedural matters that ultimately were resolved by
entry of a Stipulation and Order (I) Acknowledging Edward J.
LoBello, Esq., as Estate Fiduciary; and (II) Authorizing the
Appointment of an Examiner for a Limited Purpose, approved on Sept.
21, 2017, establishing the Estate Fiduciary's role and
responsibilities, and putting in place an Examiner for the specific
and limited purposes.  Thereafter, the Estate Fiduciary finalized
financing arrangements for these Chapter 11 cases, and caused an
Order Granting Corporate Debtors' Motion for Entry of a Final Order
(a) Authoring Corporate Debtors to Obtain Postpetition Financing
and (b) Granting Liens, Security Interests, and Superpriority
Claims to be entered on Oct. 13, 2017, approving same.  The court
order also provided for the Estate Fiduciary to review the
positions of the Corporate Debtors' DIP lenders Taly USA Holdings
Inc., SLL USA Holdings, and Hutton Ventures LLC and assert any
challenges or claims relating thereto on a shortened timeframe.

The Examiner obtained an extension of time to Jan. 4, 2018, to file
his report, and the challenge period was extended through Jan. 18,
2018.  On Jan. 4, 2018, the Examiner completed his investigation
and filed his Report, which the Estate Fiduciary is considering in
the exercise of his duties.

The Estate Fiduciary is engaged in a dialogue with each of the
Corporate Debtors' DIP Lenders regarding potential Challenges.  By
way of stipulations submitted to the Court on Jan. 18, 2018, the
Corporate Debtors' DIP Lenders and the Estate Fiduciary agreed to
further extend the challenge period.

While the Examiner's investigation was being undertaken, the Estate
Fiduciary continued his investigation into the Corporate Debtors'
business affairs and books and records.  During November 2017, Rule
2004 subpoenas were sought and issued to a number of banking
institutions known or believed to have maintained accounts in the
name of the Corporate Debtors in the prepetition period.  Thousands
of pages of documents, including bank records for a number of
different bank accounts from a number of different banking
institutions, have been obtained, and are being reviewed by the
Estate Fiduciary and his professionals.

At the same time, the Estate Fiduciary and his professionals are
reviewing the Corporate Debtors' banking records and analyzing
inflows and outflows of funds, the potential bases of or reasons
for such in/outflows of funds, and the flow of funds among and
between the Corporate Debtors and LLC Debtor entities.  Throughout
this process, the Estate Fiduciary has continued his investigation
of claims by, and potential claims against, the Corporate Debtors.

The Estate Fiduciary and his team are actively engaged in
discussions with the Chapter 7 trustee of the LLC Debtors and his
professionals, as well as with respect to an economical and
strategic path forward for the benefit of creditors.  As these
efforts continue and these cases move forward into this next phase
of activities, the Estate Fiduciary respectfully submits that a
second extension of exclusivity is necessary and appropriate.

The Estate Fiduciary and his professionals have obtained and
reviewed (and continue to review) thousands of additional documents
and banking records relevant to the Corporate Debtors' financial
affairs and prepetition activities.  The Estate Fiduciary is also
monitoring the criminal proceedings against the Corporate Debtors'
principal, Jason Nissen, and others that, to one degree or another,
are relevant to these bankruptcy proceedings.

The Debtors say that the facts at hand are complex.  The additional
time requested will provide the Corporate Debtors with time that is
needed to pursue answers and recoveries, all on a coordinated basis
with the LLC Debtor cases, and formulate and propose a plan or
analyze and consider potential alternative dispositions of these
cases.  

A copy of the Debtors' request is available at:

           http://bankrupt.com/misc/nysb17-11798-123.pdf

                 About National Events Holdings

National Events Holdings, LLC, et al., operate together a ticket
broker and wholesale distributor of tickets for sporting and
theatrical events that was formed in 2006.  They provide ticketing
services for all concert, theater and sporting event tickets, as
well as various V.I.P. hospitality packages that deliver exclusive
access to big name events, including hotels, celebrity meet and
greets and exclusive parties.

National Events Holdings, et al., filed for Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 17-11556) on June 5,
2017.

The Debtors' attorneys are Stephen B. Selbst, Esq., and Hanh V.
Huynh, Esq., at Herrick, Feinstein LLP, in New York.  Timothy
Puopolo of RAS Management Advisors, LLC, is the Debtors' chief
restructuring officer.


NEW RESIDENTIAL: Moody's Cuts Issuer Rating to B2; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service has downgraded New Residential Investment
Corp.'s (New Residential) issuer rating to B2 from B1, and affirmed
the company's B1 corporate family rating. The outlook is stable.

RATINGS RATIONALE

Moody's rating action reflects changes to the company's capital
structure, including an increase in the amount of the company's
senior secured MSR financing since the assignment of the issuer
rating. The higher level of senior secured debt implicitly lowers
the recovery rate for any unsecured instruments, which Moody's
issuer rating represents.

New Residential's ratings reflect the company's strong capital
position, above average profitability and moderate potential
volatility of cash flows. The ratings are constrained by the
company's reliance on subservicers, evolving strategic direction,
dependence on short-term funding and monoline focus of investing in
mortgage servicing assets of legacy, pre-crisis originated
mortgages.

The ratings could be upgraded if the company reduces risks related
to its reliance on its subservicers or reduces its reliance on
short-term secured funding while maintaining solid profitability
and strong capital; for example, net income to average managed
assets and tangible common equity (TCE) to tangible managed assets
(TMA) remain above 2.5% and 17.5%, respectively.

The ratings could be downgraded if New Residential's net income to
average managed assets or TCE to TMA dropped below 1.5% and 14%,
respectively, for a sustained period. Negative rating pressure
could also result from a weakening liquidity position or increased
risks related to its reliance on its subservicers. Lastly, New
Residential's Issuer Rating could be downgraded if outstanding MSR
secured debt increases to more than 40% of the company's net
investment in MSRs.

New Residential is a publicly-traded [NYSE: NRZ] real estate
investment trust (REIT) primarily focused on investing in and
managing investments related to residential real estate.

The principal methodology used in these ratings was Finance
Companies published in December 2016.


NEW SHILOH MISSIONARY: To Pay Unsecureds $10K Over Five Years
-------------------------------------------------------------
New Shiloh Missionary Baptist Church Inc. filed with the U.S.
Bankruptcy Court for the Northern District of Indiana a disclosure
statement in connection with their plan of reorganization dated
Dec. 20, 2017.

Under the latest plan, each holder of an Allowed Unsecured Claim in
Class 4 will receive a pro rata share of total distributions over
five years of no less than $10,000. Creditors with Allowed Class 4
Claims will be paid their pro rata share of quarterly payments of
S500, beginning 15 days after the Commencement Date.

The Debtor's intentions as outlined in the Plan and Disclosure
Statement are feasible. The risk factors related to the Church's
ability to make plan payments include the risk of declining Church
membership and attendance or any unforeseen change in Church
leadership. The projected monthly income and expenses do not
provide for growth.

Assuming market is found for any retained lots owned by the Church,
shortfalls in projected receipts may be reconciled through sale of
the real estate lots, if a buyer can be identified, or through
community outreach and fundraising.

The projections of monthly income and expenses are merely estimates
and not guaranteed results, but the Church believes that it can
achieve the results as set forth in the projections. Payments are
to be made from the Debtor‘s operations in accordance with the
projections.

The previous version of the plan provided that Class 3 general
unsecured claimants will receive a pro rata share of total
distributions over five years of no less than $12,000. Creditors
with allowed Class 3 claims will be paid their pro rata share of
quarterly payments of $600 beginning 15 days after the commencement
date. Based upon estimated total unsecured claims, unsecured
creditors will be paid approximately 37% of their claim.

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

     http://bankrupt.com/misc/innb16-21531-173.pdf

                About New Shiloh Missionary

New Shiloh Missionary Baptist Church Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Northern District of Indiana on June 2, 2016


OCH-ZIFF CAPITAL: Leadership Changes Backs Fitch's Neg. Outlook
---------------------------------------------------------------
The recent resignations of Och-Ziff Capital Management Group LLC's
(Oz) founder, Daniel Och, from his role as CEO, and independent
board member William Barr from the company's board of directors add
to the headwinds facing the company, further reinforcing Fitch
Ratings' Negative Outlook. No immediate key-person or change of
control events are expected to be triggered, but Fitch believes the
leadership changes could potentially lead to incremental investor
outflows during normal redemption periods, which would weaken cash
flow generation, and thus, Oz's leverage and interest coverage
relative to the current 'BB-' ratings.

On Jan. 30, 2018 Oz announced that Daniel Och will resign as CEO on
Feb. 5, 2018 and remain as Chairman of the company until March
2019. This follows the resignation of independent board member
William Barr on Jan. 29, 2018, which was attributed to
"disagreement over CEO succession, as well as business and
governance plans for the company."

Robert Shafir, most recently CEO of Credit Suisse Americas, has
been appointed CEO and is expected to take on management and
operational functions at the firm. Investment decisions are
expected to remain in the hands of the Co-Chief Investment Officers
(CIOs), David Windreich and Jimmy Levin, although there have been
market reports suggesting a degree of uncertainty with respect to
Jimmy Levin's future employment with the firm. Separation of duties
has worked well at other alternative investment managers, allowing
the CEO to focus on strategic objectives and the CIO(s) to focus on
fundraising and investment management.

While assets under management (AUM) in Oz's credit and real estate
funds are subject to longer lock-up periods, Fitch believes that
multi-strategy AUM flows could be pressured in 2018 as the firm
seeks to stabilize its management team and governance structure
while strengthening its balance sheet. AUM declined 25.3% to $33.3
billion between Jan. 1, 2016 and Feb. 1, 2018. Fitch will continue
to monitor monthly flows for signs of weakening investor
confidence. Fitch is also increasingly focused on the company's
$400 million debt maturity in November 2019 relative to on-going
fee generation, unrestricted cash on the balance sheet and
available refinancing alternatives. At Sept. 30, 2017, Oz had
$317.9 million in unrestricted cash, $150.0 million available under
its revolving credit facility and $402.5 million of accrued
unrecognized incentive income.

Oz's ratings continue to reflect the company's franchise, long-term
performance track record, particularly in its core multi-strategy
hedge fund business, continued diversification into new products
which have longer lock-up periods and adequate core profitability
metrics. Key rating constraints include the business model's
sensitivity to market risk due to the meaningful amount of net
asset value (NAV)-based management fees, weakened profitability,
leverage and interest coverage metrics and less diversified, albeit
improving, AUM relative to higher-rated alternative investment
manager peers.

Uncertainty around long-term management stability and asset flows
further support Fitch's Negative Rating Outlook, in addition to
previous concerns articulated with respect to lower management fee
earnings generation capacity and the resultant impacts on cash flow
leverage and interest coverage ratios resulting from material
outflows in the multi-strategy hedge fund over the past two years.
Leverage, as defined by debt to fee-related EBITDA (FEBITDA) is
expected to be elevated relative to historical standards, based on
management's updated public guidance on base, bonus and
non-compensation expenses, while interest coverage, as defined by
FEBITDA to interest expense is expected to remain below 3.0x,
absent a material change in AUM and/or fee rates. Fitch also notes
that reduced investor appetite for hedge funds as an asset class,
combined with challenged performance relative to benchmarks, have
pressured fund flows and fees for the hedge fund industry as a
whole.

Fitch currently rates Och-Ziff Capital Management Group LLC as
follows:

Och-Ziff Capital Management Group LLC
OZ Management LP
OZ Advisors LP
OZ Advisors II LP
-- Long-term IDRs 'BB-'.

Och-Ziff Finance Co. LLC
-- Long-term IDR 'BB-'
-- Senior Unsecured 'BB-'.

The Rating Outlook is Negative.



OPTIMIZED LEASING: Taps Stichter Riedel as Legal Counsel
--------------------------------------------------------
Optimized Leasing, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to hire Stichter,
Riedel, Blain & Postler, P.A. as its legal counsel.

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

The firm received the sum of $65,000 from the Debtor as payment for
its pre-bankruptcy services and as a retainer for postpetition
services.

Elena Ketchum, Esq., at Stichter, disclosed in a court filing that
her firm is "disinterested" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Elena P. Ketchum, Esq.
     Stichter, Riedel, Blain & Postler, P.A.
     110 E Madison Street, Suite 200
     Tampa, FL 33602
     Tel: (813) 229-0144
     Fax: (813) 229-1811
     E-mail: eketchum.ecf@srbp.com

                      Optimized Leasing Inc.

Optimized Leasing, Inc. is a one-stop shop for every aspect of
truck and trailer leasing.  It is a privately-held company whose
principal place of business is located at 3400 NW 74th Avenue, Unit
1, Miami, Florida.

Optimized Leasing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-10746) on Jan. 21,
2018.  In the petition signed by CFO Ronen Koubi, the Debtor
estimated assets and liabilities of $10 million to $50 million.  
Judge Jay A. Cristol presides over the case.


PALADIN BRANDS: Moody's Hikes CFR to B2; Outlook Stable
-------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating
("CFR") and Probability of Default Ratings of Paladin Brands
Holding, Inc. ("IES Global"), to B2 and B2-PD from B3 and B3-PD,
respectively. The CFR upgrade is based on both the company's
continued improvement in operating performance as well as the
positive industry fundamentals underlying the company's main
end-markets. Concurrently, Moody's affirmed the rating on Paladin
Brands Holding, Inc.'s first lien upsized $274 million outstanding
secured term loan due 2022 at B3. The ratings outlook is stable.

Proceeds from the upsized term loan (including $61.5 million
add-on) together with $15 million of drawings under the company's
revolving credit facility (unrated) are expected to be used to
repay in its entirety the company's $75 million subordinated second
lien term loan as well as pay related fees and expenses. The
refinancing transaction is expected to be leverage neutral with pro
forma total debt at December 31, 2017 of $289 million. Paladin
Brands Holding, Inc., Crenlo Cab Products, Inc. and Emcor
Enclosures, Inc. are subsidiaries of IES Global B.V. that are
co-borrowers of the proposed term loan.

The following rating actions were taken:

Paladin Brands Holding, Inc.

Ratings Upgrade:

Corporate Family Rating, to B2 from B3

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

Rating Affirmation:

$274 million outstanding including add-on sr. secured first-lien
term loan due 2022, at B3 (LGD-4) from B3 (LGD-3)

Outlook, Stable from Positive

RATINGS RATIONALE

The ratings upgrade is based on the expectation that the company's
top line and operating performance should benefit from improvement
in the company's main end-markets including construction and
demolition that together comprise about half of revenues.
Debt/EBITDA as of the latest twelve months ended December 31, 2017
stood at 5.0x with the expectation of further moderate improvement
to the 4.5x range by the end of 2018. Further, EBITA/interest
coverage is expected to approach 2.5x from 2.0x during the same
respective time period. While these metrics are strong for a B2
rating under the Manufacturing methodology, the company's corporate
family rating is tempered by the highly cyclical nature of its
end-markets.

IES Global's B2 CFR considers the company's modest revenue scale,
high leverage, degree of customer concentration and cyclical
end-markets counterbalanced by an adequate liquidity profile, an
international operating footprint, and long established
relationships with large heavy equipment manufacturers and dealers.
The company's portfolio of attachments and cabs allow heavy
machinery to be used for multiple purposes and in varied weather
conditions enhancing the machinery's utility and versatility. The
rating is supported by Moody's expectation for positive free cash
flow and moderate EBITDA improvement over the next twelve to
eighteen months.

The company's relatively modest revenue scale and product
concentration in the heavy manufacturing industry exposes it to
significant cyclicality. A stabilization in certain of IES'
end-markets benefiting from improvement in global construction
markets underlies Moody's expectations for moderate EBITDA
improvement. The company's customers across the board are expected
to benefit from improvements in current end-market fundamentals.
Further, the ratings benefit from low required capital
expenditures, high variable costs, and ongoing international
expansion. Additionally, restructuring actions over the last two
years are expected to contribute to margin sustainment. The company
has been demonstrating improved operating results since late 2016
and signs of recovery in end-markets in tandem with debt reduction
underscores Moody's expectation that credit metrics will improve
further.

IES' liquidity profile is adequate characterized by expectations of
positive free cash flow generation and good availability and
covenant headroom under its revolving credit facility. Liquidity is
supplemented by access to foreign assets abroad as an alternate
source of liquidity.

The stable outlook is based on the expectation that operating
performance will continue to further improve due to positive
end-market fundaments over the next twelve to eighteen months while
maintaining an adequate liquidity profile.

The B3 rating on the first lien senior secured term loan, one notch
below the B2 CFR, is primarily based on its ranking junior relative
to the company's $85 million ABL facility and lack of junior
capital support in the debt structure due to the repayment of the
second lien term loan.

Upward rating momentum would depend on debt/EBITDA improving
towards 3.5 times, EBITA/interest exceeding 3.3x and consistent
positive annual free cash flow generation with free cash flow/debt
of at least 10%. An increase in the company's revenue scale through
organic revenue growth supplemented by acquisitions would also
support upward rating momentum.

Downward rating momentum would develop if the company's liquidity
profile were to weaken, particularly from a deterioration in free
cash flow. Deterioration in end-market conditions such that
debt/EBITDA exceeds and is sustained above 5.25 times and
EBITA/interest falls below 1.5x could also lead to a downgrade.

The principal methodology used in these ratings was Global
Manufacturing Companies published in June 2017.

Paladin Brands Holding, Inc. is one of IES Global B.V.'s
subsidiaries and a borrower under the company's debt facilities.
IES, located in Oak Brook, IL, is an integrated, global
manufacturer of a diversified range of highly engineered cab
enclosures and attachment tools for the off-highway industry. The
company was created in 2011 with the combination of Paladin Brands
(including Paladin Attachments, Genesis, Pengo, Jewell) and Crenlo,
while Siac do Brasil and CWS were acquired in 2012. Revenues for
the last twelve months ended December 31, 2017 totaled $541
million. IES is owned by KPS Capital Partners, L.P., a manager of a
family of private equity funds.


PARETEUM CORP: Corbin Fund Cuts Stake to 4.9% as of Jan. 31
-----------------------------------------------------------
Corbin Mezzanine Fund I, L.P., Corbin Capital Partners, L.P., and
Corbin Capital Partners Management, LLC reported to the Securities
and Exchange Commission that as of Jan. 31, 2018, they have ceased
to be the beneficial owners of more than five percent of shares of
common stock, par value $0.00001 per share, of Pareteum
Corporation.  Each of the reporting persons beneficially owns
2,206,315 Common Shares constituting 4.9 percent based on
42,924,766 shares of Common Stock outstanding as of Dec. 1, 2017,
as disclosed by the Company in its Prospectus Supplement filed on
Dec. 1, 2017 pursuant to Rule 424(b)(5), and after giving effect to
the issuance of 2,040,000 shares of Common Stock pursuant to the
warrants.  A full-text copy of the regulatory filing is available
for free at https://is.gd/1NPc7j

                      About Pareteum Corporation

New York-based Pareteum Corporation -- http://www.pareteum.com/--
provides a complete mobility cloud platform, utilizing messaging
and security capabilities for the global Mobile, MVNO, Enterprise,
Software-as-a-Service and IoT markets.  The Company's software
solutions allow any organization to harness the power of a
wirelessly connected world by delivering seamless connectivity and
subscriber management capabilities that provides end-to-end control
of millions of connected devices.  Mobile Network Operator (MNO)
customers include Vodafone, the world's second largest mobile
operator by customer count, Zain, one of the largest mobile
operators in the Middle East, as well as MVNO customers such as
Lebara and Lowi.  

Squar Milner, LLP, in Los Angeles, California, issued a "going
concern" qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations, has an
accumulated deficit of $287.08 million and has negative working
capital.  This, according to the auditors, raises substantial doubt
about the Company's ability to continue as a going concern.

Pareteum incurred a net loss of $31.44 million for the year ended
Dec. 31, 2016, following a net loss of $5 million for the year
ended Dec. 31, 2015.  The Company's balance sheet as of Sept. 30,
2017, showed $10.28 million in total assets, $15.16 million in
total liabilities and a total stockholders' deficit of $4.87
million.


PATRIOT NATIONAL: Feb. 8 Meeting Set to Form Creditors' Panel
-------------------------------------------------------------
William K. Harrington, United States Trustee for Region 3, will
hold an organizational meeting on Feb. 8, 2018, at 10:00 a.m. in
the bankruptcy case of Patriot National, Inc., et al.

The meeting will be held at:

               Office of the US Trustee
               844 King Street, Room 3209
               Wilmington, DE 19801

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

             About Patriot National

Fort Lauderdale, Florida-based Patriot National, through its
subsidiaries, provides agency, underwriting and policyholder
services to its insurance carrier clients, primarily in the
workers' compensation sector.  Patriot National provides general
agency services, technology outsourcing, software solutions,
specialty underwriting and policyholder services, claims
administration services and self-funded health plans to its
insurance carrier clients, employers and other clients.

Patriot National, Inc., aka Old Guard Risk Services Inc., and its
affiliates filed for bankruptcy protection (Bankr. D. Del., Case
No. 10-10189) on January 30, 2018.

The Debtors listed $159 million in total assets and $242 million in
total debt as of December 31, 2017.

Pachulshi Stang Ziehl & Jones LLP and Hughes Hubbard & Reed LLP
serve as counsel to the Debtors.  They have also tapped Duff &
Phelps, LLC as financial advisor, Conway MacKenzie Management
Services LLC as advisor, and Prime Clerk LLC as claims and noticing
agent.


PENICK PRODUCE: Feb. 15 Disclosure Statement Hearing
----------------------------------------------------
Judge Jason D. Woodard of the U.S. Bankruptcy Court for the
Southern District of Mississippi will convene a hearing on Feb. 15,
2018 at 10:00 a.m. to consider and act upon Penick Produce Company,
Inc.'s disclosure statement.

The deadline to file and serve objections to the disclosure
statement is Feb. 9, 2018.

                 About Penick Produce Company

Founded in 1991, Penick Produce Co., Inc., is a small organization
in the fresh fruits and vegetable companies industry located in
Vardaman, Mississippi.

Penick Produce, Co., and affiliates Penick Business LP and Penick
LP sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. Miss. Lead Case No. 17-11522) on April 26, 2017.  The
petitions were signed by Robert A. Langston, the Debtors'
president.

At the time of the filing, Penick Produce estimated assets at $10
million to $50 million and debt at $1 million to $10 million.

Judge Jason D. Woodard presides over the cases.

The Debtors are represented by Douglas C. Noble, Esq., at McCraney,
Montagnet, Quin & Noble, PLLC. The Debtors tapped Legacy Capital,
Inc. as investment banker.

An official committee of unsecured creditors was appointed by the
U.S. Trustee on May 16, 2017, and modified on May 18, 2017.  The
committee retained the Law Office of Derek A. Henderson, as
counsel.


PEOPLE WHO CARE: Taps Levene Neale as Legal Counsel
---------------------------------------------------
People Who Care Youth Center, Inc., seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Levene, Neale, Bender, Yoo & Brill LLP as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; help the Debtor get court approval to obtain
financing; assist in the preparation of a plan of reorganization;
and provide other legal services related to its Chapter 11 case.

The firm's hourly rates range from $425 to $595.  Paraprofessionals
charge $250 per hour.

David Golubchik, Esq., and John-Patrick Fritz, Esq., the attorneys
who will be handling the case, will each charge $595 per hour and
$565 per hour, respectively.

Mr. Fritz disclosed in a court filing that his firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     David B. Golubchik, Esq.
     John-Patrick M. Fritz, Esq.
     Levene, Neale, Bender, Yoo & Brill L.L.P.
     10250 Constellation Boulevard, Suite 1700
     Los Angeles, CA 90067
     Tel: (310) 229-1234
     Fax: (310) 229-1244
     E-mail: dbg@@lnbyb.com
             jpf@lnbyb.com

                About People Who Care Youth Center

People Who Care Youth Center, Inc., is a non-profit corporation
that provides child daycare to low-income working parents in South
Central Los Angeles.  Its primary asset is a commercial real
property building located at 1502 and 1512 West Slauson Avenue, Los
Angeles, California.

People Who Care Youth Center sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-10290) on Jan.
10, 2018.  In the petition signed by CEO Michelle McArn, the Debtor
estimated assets of $100,000,001 to $500 million and liabilities of
$500,001 to $1 million.   Judge Sheri Bluebond presides over the
case.  Levene, Neale, Bender, Yoo & Brill L.L.P. is the Debtor's
counsel.




PLAZA BROADWAY: Taps Cavazos Hendricks as Legal Counsel
-------------------------------------------------------
Areya Holder Aurzada, Chapter 11 trustee for Plaza Broadway LLC and
Plaza Broadway Retail Group LLC, received approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire
Cavazos, Hendricks, Poirot & Smitham, P.C. as her legal counsel.

The firm will advise the trustee concerning the administration of
the Debtors' estates; represent her interest in suits arising in or
related to the Debtors' Chapter 11 cases; investigate what means
may be necessary to preserve certain property rights owned by the
estates; and provide other legal services.

The firm's hourly rates range from $220 to $550 for attorneys and
from $75 to $135 for paraprofessional services.

Lyndel Anne Vargas, Esq., a shareholder at Cavazos, disclosed in a
court filing that she and her firm have no connections with the
Debtors or any of their creditors.

The firm can be reached through:

     Lyndel Anne Vargas, Esq.
     Cavazos, Hendricks, Poirot & Smitham, P.C.
     Founders Square, Suite 570
     900 Jackson Street
     Dallas, TX 75202
     Phone: (214) 573-7316
     Fax: (214) 573-7399
     Email: LVargas@chfirm.com   

                  Plaza Broadway Retail Group

Plaza Broadway LLC filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Tex. Case No. 17-30247) on Jan. 20, 2017 and Plaza Broadway
Retail Group, LLC filed (Bankr. N.D. Tex. Case No. 17-30266) on
Jan. 22, 2017.  The cases are jointly administered.  In the
petitions signed by Carlos Quintanilla, manager, the Debtors
estimated assets and liabilities below $50,000.

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

Areya Holder Aurzada was appointed Chapter 11 trustee in the
Debtors' cases.
The Trustee retained Cavazos, Hendricks, Poirot & Smitham, P.C. as
her legal counsel.


PLY GEM: S&P Puts 'B+' Corp. Credit Rating on CreditWatch Negative
------------------------------------------------------------------
Clayton, Dubilier & Rice (CD&R) has announced a definitive
agreement under which CD&R funds will acquire all of the
outstanding shares of Ply Gem common stock in a go-private
transaction valued at approximately $2.4 billion. CD&R has also
entered into a definitive agreement to acquire Atrium Windows & and
Doors Inc. and combine the company with Ply Gem Industries Inc. to
create an exterior building products company with total revenue of
more than $2.4 billion in 2017.

S&P Global Ratings is thus placing all of its ratings on Cary,
N.C.-based Ply Gem Industries Inc., including the 'B+' corporate
credit rating, 'BB' senior secured rating, and 'B+' senior
unsecured rating, on CreditWatch with negative implications. The
recovery rating on the senior secured debt is '1', indicating S&P's
expectation for very high (90%-100%; rounded estimate: 95%)
recovery in the event of default. The recovery rating on the senior
unsecured debt is '4', indicating S&P's expectation of average
(30%-50%; rounded estimate: 45%) recovery in the event
of default.

S&P said, "At the same time, we placed our ratings on Wayne,
N.J.-based Atrium Windows and Doors Inc., including the 'B-'
corporate credit rating and senior secured ratings, on CreditWatch
with positive implications. The recovery rating on the senior
secured debt is '4', indicating our expectation of average
(30%-50%;
rounded estimate: 45%) recovery in the event of default."

Both CreditWatch listings follow CD&R's announcement of plans for
CD&R funds to acquire all of the outstanding shares of Ply Gem
common stock in a go-private transaction as well as acquire Atrium
Windows and Doors and combine the company with Ply Gem. Ply Gem's
board of directors unanimously approved the agreement, which
provides for the payment of $21.64 per share in cash to
all holders of Ply Gem common stock. The cash purchase price
represents a  premium of approximately 20% over Ply Gem's closing
stock price on Jan. 30, 2018. Promptly following entry into the
agreement, stockholders holding greater than 50% of the outstanding
shares of Ply Gem common stock executed a
written consent to approve the transaction, thereby providing the
required stockholder approval.

S&P said, "We intend to resolve the CreditWatch placements as the
transaction closing approaches and financing arrangements become
clear.

"We could lower the rating on Ply Gem if we gained further insight
into the company's future capital structure and leverage profile
and determined that debt to EBITDA would be above 5x.

"We could maintain the rating on Ply Gem if we believed the capital
structure would support debt to EBITDA below 5x.

"We could raise Atrium's corporate credit rating once we gain
further information regarding the combined company's future
organizational and capital plans. We could also withdraw the
corporate credit and issue-level ratings on Atrium if all of its
debt is repaid at the close of the transaction."


PRECIPIO INC: Crede Claims it is Owed $1.8 Million
--------------------------------------------------
Precipio, Inc. said it has received a letter from Crede Capital
Group LLC claiming that, in connection with an investment in
Transgenomic, Inc., the predecessor of the Company, the Company
owes Crede approximately $1.8 million.  Crede has claimed that the
Company must pay that amount or agree to a settlement, or
litigation will be filed which seeks the amount owed and attorney's
fees.

                        About Precipio

Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com/-- has built a platform designed
to eradicate the problem of misdiagnosis by harnessing the
intellect, expertise and technology developed within academic
institutions and delivering quality diagnostic information to
physicians and their patients worldwide.  Through its
collaborations with world-class academic institutions specializing
in cancer research, diagnostics and treatment, initially the Yale
School of Medicine, Precipio offers a new standard of diagnostic
accuracy enabling the highest level of patient care.

Transgenomic reported a net loss available to common stockholders
of $8 million on $1.55 million of net sales for the year ended Dec.
31, 2016, compared with a net loss available to common stockholders
of $34.27 million on $1.92 million of net sales for the year ended
Dec. 31, 2015.  As of Sept. 30, 2017, Precipio had $34.97 million
in total assets, $14.57 million in total liabilities and $20.40
million in total stockholders' equity.


PRECIPIO INC: Stockholders Approve Proposed Stock Offering
----------------------------------------------------------
At a special meeting of the stockholders of Precipio, Inc. held on
Jan. 30, 2018, the stockholders of the Company:

    1. approved, for purposes of complying with applicable NASDAQ
       Listing Rules, (i) the potential issuance of more than 20%
       of the Company's common stock pursuant to the Company's
       November 2017 registered direct offering of the Company's
       Series C Convertible Preferred Stock and warrants to
       purchase Common Stock and (ii) the terms of the Series C
       Preferred Stock and Warrants; and

    2. approved an amendment and restatement of the Company's 2017
       Stock Option and Incentive Plan to:

         a. increase the aggregate number of shares authorized for
            issuance under the 2017 Plan by 5,389,500 shares to
            6,056,166 shares;

         b. increase the maximum number of shares that may be
            granted in the form of stock options or stock
            appreciation rights to any one individual in any one
            calendar year and the maximum number of shares
            underlying any award intended to qualify as
            "performance-based compensation" to any one individual
            in any performance cycle, in each case to 1,000,000
            shares of Common Stock;

         c. increase the aggregate number of shares authorized for
            issuance under the 2017 Plan as incentive stock
            options to 6,056,166 shares, cumulatively increased on
            Jan. 1, 2019 and on each January 1 thereafter by the
            lesser of the annual increase for such year or 500,000

            shares; and

         d. add an "evergreen" provision, pursuant to which the
            aggregate number of shares authorized for issuance
            under the 2017 Plan will be automatically increased
            each year beginning on Jan. 1, 2019 by 5% of the
            number of shares of Common Stock issued and
            outstanding on the immediately preceding December 31,
            or such lesser number of shares determined by the
            Company's Board of Directors or Compensation
            Committee.

The number of shares of Common Stock entitled to vote at the
Special Meeting was 10,171,620.  The number of shares of Common
Stock present or represented by valid proxy at the Special Meeting
was 6,549,979.

                          About Precipio

Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com/-- has built a platform designed
to eradicate the problem of misdiagnosis by harnessing the
intellect, expertise and technology developed within academic
institutions and delivering quality diagnostic information to
physicians and their patients worldwide.  Through its
collaborations with world-class academic institutions specializing
in cancer research, diagnostics and treatment, initially the Yale
School of Medicine, Precipio offers a new standard of diagnostic
accuracy enabling the highest level of patient care.

Transgenomic reported a net loss available to common stockholders
of $8 million on $1.55 million of net sales for the year ended Dec.
31, 2016, compared with a net loss available to common stockholders
of $34.27 million on $1.92 million of net sales for the year ended
Dec. 31, 2015.  As of Sept. 30, 2017, Precipio had $34.97 million
in total assets, $14.57 million in total liabilities and $20.40
million in total stockholders' equity.

Marcum LLP, in Hartford, CT, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, stating that the Company has incurred operating losses
and used cash for operating activities for the past several years.
This raises substantial doubt about the Company's ability to
continue as a going concern.


PRIME EQUIP: Tiger Group Commences Liquidation of Assets
--------------------------------------------------------
Tiger Group, in cooperation with Liquidity Services, is now
liquidating the assets of Prime Equip Solutions.  The offering of
the Houston construction equipment rental company's assets includes
late-model telescopic and articulated boom lifts, excavators, wheel
loaders, single drum rollers, backhoes, and track loaders.

In all, 93% of the assets being liquidated are 2012 or newer
models, while 40% are 2016 or newer.  Onsite visits are available
by appointment at Prime Equip's 45-acre facility on Rankin Road
near Interstate 45, and offers are being accepted for all equipment
categories.

"This sale provides opportunistic buyers a platform to acquire high
quality, late-model assets, the likes of which rarely come on the
used equipment market with this age profile," noted Tiger Executive
Managing Director Jeff Tanenbaum.  "In addition to the discrete
asset sales, Prime Equip still has equipment out with customers on
rental agreements that run through January and February. Those
agreements may be available for assumption as an ongoing revenue
source."    

The sale features a broad range of equipment, including a fleet of
recent model (2016 and 2017) Haulotte and Genie aerial work
platforms; a large inventory of LiuGong earthmoving equipment,
including model years 2012 to 2014; as well as backhoes, track
loaders, dozers and tractors from Terex, Case and New Holland.

"We rarely see assets this new with such low hours coming on to the
market, so this is truly a unique opportunity to acquire nearly-new
equipment at liquidation prices," said Nick Taylor, Vice President
of Global Sales for Liquidity Services.

Prime Equip traces its roots to 2008 when an equipment dealership
opened the facility on Rankin Road.  The site was taken over by
Noble Iron Inc. in 2012, helping to establish the major brand
LiuGong in North America.  Following a buyout in September 2016,
the company continued to grow, but throughout 2017 faced stiff
local competition and difficulty reaching utilization targets with
the wide range of assets in its fleet.  These conditions led to the
decision to close the business in early 2018.


RENT RITE SUPERKEGS: U.S. Trustee Forms 3-Member Committee
----------------------------------------------------------
The Office of the U.S. Trustee on Feb. 2 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Rent Rite SuperKegs West Ltd.

The committee members are:

     (1) Tom Connolly
         Chapter 7 Trustee of Bankruptcy
         Estate of Don Richard Iley
         950 South Spruce St., Suite 1C
         Louisville, CO 80027
         Tel: (303) 661-9292
         Email: Tom@clpc-law.com

     (2) Jose Talamantes

     (3) DKW LLC dba Trojan Labor
         3117 N. Hancock Ave.
         Colorado Springs, CO 80907
         Tel: (303) 810-4386
         Email: doc@trojanlabor.com

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 Rent Rite SuperKegs West Ltd.

Based in Denver, Colorado, Rent Rite SuperKegs West Ltd.'s line of
business includes renting or leasing equipment.

Rent Rite sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Colo. Case No. 17-21236) on December 11, 2017.  Judge
Thomas B. Mcnamara presides over the case.

At the time of the filing, the Debtor disclosed that it had
estimated assets and liabilities of $1,000,001 to $10 million.

Weinman & Associates, P.C. is the Debtor's bankruptcy counsel.


REVLON CONSUMER: Moody's Lowers CFR to Caa1; Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded Revlon Consumer Products
Corporation's Corporate Family Rating ("CFR") to Caa1 from B2 and
Probability of Default Rating to Caa1-PD from B2-PD. Moody's also
downgraded Revlon's senior secured term loan to B3 from B1, its
unsecured global notes to Caa3 from Caa1, and the Speculative Grade
Liquidity rating to SGL-4 from SGL-2. The rating outlook is
negative.

The downgrades reflect Moody's expectation that Revlon's financial
leverage will remain unsustainably high over the next year.
Revlon's progress at deleveraging following the 2016 acquisition of
Elizabeth Arden has been very slow, and Moody's estimates that
Revlon's 2017 debt to EBITDA exceeded 11x. Moody's expects leverage
reduction to be hampered by low organic earnings growth over the
next year. Revlon's operations are not fully stabilized and face
challenges that could affect sales and raise the cost and time to
implement some more complex restructuring moves. Hence execution
risk is high with related to Revlon's aggressive plan to extract
about $190 million of cost synergies. The company is in the midst
of restructuring its operations to restore growth and improve
operating performance.

The negative outlook reflects Moody's belief that Revlon's
operating performance and resulting credit metrics will remain weak
over the next 12-18 months. Continued operating challenges or
delays in realizing cost synergies could make Revlon's capital
structure unsustainable and lead to further downgrades.

The following ratings were downgraded:

Revlon Consumer Products Corporation

Corporate Family Rating to Caa1 from B2;

Probability of Default Rating to Caa1-PD from B2-PD;

Senior secured bank term loan to B3 (LGD3) from B1 (LGD3);

Senior Unsecured global notes to Caa3 (LGD5) from Caa1 (LGD5)

Speculative Grade Liquidity Rating to SGL-4 from SGL-2

Revlon Escrow Corporation

Senior Unsecured global notes to Caa3 (LGD5) from Caa1 (LGD5)

Revlon Consumer Products Corporation

The rating outlook changed to negative from stable

RATINGS RATIONALE

Revlon's Caa1 CFR reflects its very high financial leverage of
about 11x and Moody's belief that leverage will remain above 10.0x
over the next year. This very high leverage is in part due to
earnings and cash flow weakness reflecting lackluster demand for
the company's domestic consumer and professional products. In
addition, Moody's recognizes the company's high exposure to
acquisition event risk related to the controlling stake held by the
Ron Perelman-owned investment firm MacAndrews & Forbes
Incorporated. The rating is supported Revlon's strong global brand
name recognition, as well as its product and geographic
diversification. The integration of Elizabeth Arden (which Revlon
acquired in 2016) remains on track and cost synergies are in line
with Moody's expectations.

The SGL-4 Speculative Grade Liquidity Rating reflects Moody's view
of Revlon's weak liquidity. Revlon operations and restructurings
have consumed a large amount of cash (over $150 Million) over the
past year, and Moody's expects the company to be cash flow negative
in the year ahead. The company relies on its $400 million of bank
ABL unrated -- approximately $160 million undrawn as of September
30, 2017) to fund the projected free cash flow deficit and the
required $18 million per annum term loan amortization. The term
loan has no financial covenants. Moody's projects the company fixed
charge covenant on its ABL will remain untested over the next 12
months.

Revlon's ratings could be downgraded if the company fails to
stabilize revenues and earnings, and generate good positive free
cash flow. Ratings could also be downgraded if liquidity weakens,
if the company is unable to reduce debt to EBITDA from currently
very high levels, or if for any reason, Revlon's capital structure
appears to be unsustainable.

Revlon's ratings could be upgraded if the company materially
improves its operating performance and liquidity.

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

Revlon, headquartered in New York, NY is a worldwide personal care
products company. It specializes in skin care, cosmetics, hair
color, hair care, men's grooming products, beauty tools, and
fragrances. The company is a wholly-owned subsidiary of
publicly-traded Revlon, Inc., which is majority-owned by MacAndrews
& Forbes Incorporated (M&F). M&F is wholly-owned by Ronald O.
Perelman. Revlon generates annual revenues of about $2.7 billion.


ROLLING HILLS: Taps Ketel Thorstenson as Auditor
------------------------------------------------
Rolling Hills Farm Investments, LLC, seeks approval from the U.S.
Bankruptcy Court for the District of South Dakota to hire an
auditor.

The Debtor proposes to employ Ketel Thorstenson, LLP to conduct
annual reviews of financial statements for presentation to the
South Dakota Gaming Commission and to financial institutions.

The firm's hourly rates are:

     Nina Braun           $220
     Alicia Burghduff     $110
     Brady Gabel           $90

Nina Braun, a certified public accountant and partner at Ketel
Thorstenson, disclosed in a court filing that she has no connection
with any of the Debtor's creditors.

Ketel Thorstenson can be reached through:

     Nina Braun
     Ketel Thorstenson, LLP
     810 Quincy Street
     Rapid City, SD 57701
     Direct Phone: 605-718-3571
     Office: 605-342-5630
     E-mail: ninab@ktllp.com
             info@ktllp.com

               About Rolling Hills Farm Investments

Rolling Hills Farm Investments, LLC, is a privately-held gambling
company headquartered in Woonsocket, with its principal assets
located at 623-629 Main Street Deadwood, South Dakota.  Rolling
Hills sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. S.D. Case No. 17-50240) on Nov. 1, 2017.  Brian E.
Holcomb, president, signed the petition.  At the time of the
filing, the Debtor estimated assets and liabilities of $1 million
to $10 million.  Judge Charles L. Nail, Jr. presides over the case.
Anker Law Group, P.C., is the Debtor's bankruptcy counsel.


ROSENBAUM FARM: Has Until Feb. 28 To File Chapter 11 Plan
---------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia has
entered a consent order granting Rosenbaum Feeder Cattle, LLC, and
Rosenbaum Farm, LLC's request to extend the exclusive periods
during which only the Debtors can file a plan and to solicit
acceptance of the plan until Feb. 28, 2018, and April 27, 2018,
respectively.  A copy of the Consent Order is available at:

         http://bankrupt.com/misc/vawb17-70963-94.pdf

           About Rosenbaum Farm and Rosenbaum Feeder

Rosenbaum Farm, LLC and Rosenbaum Feeder Cattle, LLC, own a hog
feedlot facility at 36000 Allison Lane, Glade Spring, Virginia.
William McCann Rosenbaum and William Todd Rosenbaum, who are father
and son respectively. William and Todd Rosenbaum are the sole
owners of Rosenbaum Farm.  The Farm has been in the Rosenbaum
family for four generations.

Rosenbaum Farm and Rosenbaum Feeder Cattle sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case Nos.
17-70962 and 17-70963) on July 20, 2017.  William Todd Rosenbaum,
its secretary and treasurer, signed the petitions.  The Debtors'
cases were consolidated for procedural purposes on Aug. 17, 2017.

At the time of the filing, both Debtors estimated assets and
liabilities of $1 million to $10 million.

Judge Paul M. Black presides over the cases.  

The Debtors hired Stoll Keenon Ogden PLLC as bankruptcy counsel,
and Browning, Lamie & Gifford, P.C., as local counsel.  The Debtors
hired Hicok, Fern & Company CPAs as their accountant and financial
advisor.


ROTINI INC: Seeks to Hire Avicenna as Accountant
------------------------------------------------
Rotini, Inc. and TK Restaurant Management, Inc., filed separate
applications seeking approval from the U.S. Bankruptcy Court for
the District of Columbia to hire Avicenna Accounting as their
accountant.

The firm will assist the Debtors in the preparation of a business
plan; review and investigate tax claims; prepare tax returns;
assist in the preparation of a plan of reorganization; provide
expert testimony; and provide other accounting services related to
the Debtors' Chapter 11 cases.

The firm will charge a monthly fee of $1,700 for its services.

Behraz Bahri, owner of Avicenna Accounting, disclosed in a court
filing that he and his firm do not have any interest adverse to the
Debtors and their estates.

The firm can be reached through:

     Behraz Bahri
     Avicenna Accounting
     8500 Leesburg Pike, Suite 203
     Vienna, VA 22182
     Tel: 703-448-6655
     Email: info@aviact.com

                        About Rotini Inc.

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 first sought bankruptcy protection on
June 14, 2013 (Bankr. D.C. Case No. 13-00380) and then on Sept. 23,
2014 (Bank. D. D.C. Case No. 14-00514).

Rotini, Inc. and affiliate 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.  In the petitions
signed by president Karen Kowkabi, Rotini estimated assets of less
than $50,000 and liabilities of $1 million to $10 million, and 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.  

Gilman & Edwards, LLC, is the Debtors' bankruptcy counsel.


RUMSEY LAND: Taps Wilcox as Special Counsel in RLH Suit
-------------------------------------------------------
Rumsey Land Co., LLC, seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to hire Wilcox Law Firm, LLC as its
special litigation counsel.

The firm will represent the Debtor in a case it filed against
Resource Land Holdings, LLC and two other companies, alleging
breach of contract, fraud and negligence (Civil Action No.
16CV2117).

Ronald Wilcox, Esq., the attorney who will be handling the case,
will charge 50% of his hourly rate at $200 an hour.  In addition,
his firm will be paid 20% of any award issued by the district court
overseeing the case and a $40,000 retainer.    

Mr. Wilcox disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

Wilcox Law Firm can be reached through:

     Ronald Wilcox, Esq.
     Wilcox Law Firm, LLC
     383 Corona St., Suite 401
     Denver, CO 80218
     Phone: 303-594-6720
     Email: ron@wilcox.legal

                      About Rumsey Land Co.

Denver, Colorado-based Rumsey Land Co., LLC, is a privately held
company owning real property in Elizabeth, Nederland, and Evans,
Colorado with water rights, gravel rights, and additional interests
associated with the Evans property.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Colo. Case No. 10-10691) on Jan. 15, 2010, estimating $10 million
to $50 million in assets and liabilities at the time of the
filing.

The court dismissed the bankruptcy case on Oct. 20, 2011.  On June
23, 2015, the Debtor filed a motion to reopen the case to commence
litigation against Resource Land Holdings LLC, Sorin National
Resource Partners LLC, and Pueblo Bank & Trust Company LLC.  The
court ordered the reopening of the case on September 1, 2015.

Buechler & Garber, LLC is the Debtor's legal counsel.   The Debtor
hired Haddon, Morgan and Foreman, PC, as its special litigation
counsel.


SCG AUTUMN BREEZE: Taps Kelley & Clements as Legal Counsel
----------------------------------------------------------
SCG Autumn Breeze Operator, LLC, seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire
Kelley & Clements LLP as its legal counsel.

The firm will advise the Debtor regarding the administration of its
estate; protect the Debtor's interest in suits related to its
Chapter 11 case; and provide other legal services in connection
with the case.

The firm will charge $75 per hour for the services of its
paraprofessionals and $300 per hour for partners.

Kelley & Clements LLP received $30,000 as a pre-bankruptcy
retainer.

Charles Kelley, Jr., Esq., a member of Kelley & Clements, 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:

     Charles N. Kelley, Jr. Esq.
     Kelley & Clements LLP
     P.O. Box 2758
     Gainesville, GA 30503-2758
     Phone: (770) 531-0007
     E-mail: ckelley@kelleyclements.com

                About SCG Autumn Breeze Operator

SCG Autumn Breeze Operator, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-20127) on Jan.
25, 2018.  Judge James R. Sacca presides over the case.  At the
time of the filing, the Debtor estimated assets and liabilities of
less than $500,000.  The Debtor tapped Kelley & Clements LLP as its
legal counsel.


SCIENTIFIC GAMES: Prices Private Offering of Senior Notes
---------------------------------------------------------
Scientific Games Corporation announced that its wholly owned
subsidiary, Scientific Games International, Inc., has priced an
additional $900 million principal amount of its 5.000% senior
secured notes due 2025 at an issue price of 100.0%, EUR325 million
of 3.375% new senior secured notes due 2026 at an issue price of
100.0% and EUR250 million of 5.500% new senior unsecured notes due
2026 at an issue price of 100.0% in a previously announced private
offering.  This represents a $400 million increase in the original
offering amount of the New 5.000% Dollar Notes.

The New 5.000% Dollar Notes will be issued under the same indenture
pursuant to which SGI previously issued $350 million of its 5.000%
senior secured notes due 2025.  The New 5.000% Dollar Notes and the
Existing Notes will be treated as a single series of debt
securities for all purposes under the indenture, including, without
limitation, waivers, amendments, redemptions and offers to
purchase, will have terms identical to the Existing Notes, other
than issue date and offering price and will have the same CUSIP and
ISIN numbers as, and trade together with, the New 5.000% Dollar
Notes, except that the New 5.000% Dollar Notes issued in offshore
transactions under Regulation S will be issued and maintained under
a temporary CUSIP number during a 40-day distribution compliance
period commencing on the issue date.

Scientific Games intends to use the net proceeds of the New Notes
offering, together with borrowings under the term loan B facility
of its Credit Agreement, to redeem all $2,100 million of its
outstanding 7.000% senior secured notes due 2022, repay borrowings
under its revolving credit facility, pay accrued and unpaid
interest thereon plus any related premiums, fees and costs, and pay
related fees and expenses of the New Notes offering.  The New Notes
will be guaranteed on a senior basis by Scientific Games and
certain of its subsidiaries.  The New 5.000% Dollar Notes and the
Secured Euro Notes will be secured by liens on the same collateral
that secures indebtedness under Scientific Games' credit
agreement.

The offering is currently expected to close on Feb. 14, 2018,
subject to customary conditions.

The New Notes will not be registered under the Securities Act of
1933 as amended or any state securities laws and, unless so
registered, may not be offered or sold in the United States except
pursuant to an applicable exemption from the registration
requirements of the Securities Act and applicable state securities
laws.  The New Notes will be offered only to qualified
institutional buyers in accordance with Rule 144A and to non-U.S.
Persons under Regulation S under the Securities Act.  The New Notes
are not being offered, sold or otherwise made available to any
retail investor in the European Economic Area.

                      About Scientific Games

Based in Las Vegas, Nevada, Scientific Games Corporation
(NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming
entertainment company offering a portfolio of game content,
advanced systems, cutting-edge platforms and professional services.
The company offers technology-based gaming systems, digital
real-money gaming and sports betting platforms, casino table games
and utility products and lottery instant games, and a leading
provider of games, systems and services for casino, lottery and
social gaming.  Committed to responsible gaming, Scientific Games
delivers what customers and players value most: trusted security,
engaging entertainment content, operating efficiencies and
innovative technology.

Scientific Games reported a net loss of $353.7 million in 2016, a
net loss of $1.39 billion in 2015 and a net loss of $234.3 million
in 2014.  Scientific Games had $7.06 billion in total assets, $9.03
billion in total liabilities and a $1.97 billion total
stockholders' deficit.


SHREE SWAMINARAYAN: Taps Kelly Firm as Legal Counsel
----------------------------------------------------
Shree Swaminarayan Satsang Mandal, Inc., seeks approval from the
U.S. Bankruptcy Court for the District of New Jersey to hire The
Kelly Firm, P.C., as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.

The firm's hourly rates are:

     Andrew Kelly             Attorney      $400
     Chryssa Yaccarino        Attorney      $275
     Katherine Galdieri       Attorney      $275
     Wendy Kelly-Sheridan     Paralegal     $100
     Marjorie Gifford         Paralegal     $100

Andrew Kelly, Esq., disclosed in a court filing that he and his
firm are "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Andrew J. Kelly, Esq.
     The Kelly Firm, P.C.
     1011 Highway 71, Suite 200
     Spring Lake, NJ 07762
     Phone: (732) 449-0525
     Email: akelly@kbtlaw.com

                   About Shree Swaminarayan

Shree Swaminarayan Satsang Mandal Inc. filed a Chapter 11 petition
(Bankr. E.D. Tex. Case No. 17-42100) on Sept. 26, 2017.  At the
time of filing, the Debtor estimated less than $1 million both in
assets and liabilities.  

On Dec. 6, 2017, the case was transferred to the U.S. Bankruptcy
Court for the District of New Jersey and was assigned a new case
number (Case No. 17-34558).  Judge Michael B. Kaplan presides over
the case.

The Debtor tapped Andrew J. Kelly, Esq., at The Kelly Firm, P.C.,
and Joyce W. Lindauer, Esq., and Sarah M. Cox, Esq., at Joyce W.
Lindauer Attorney, PLC, as counsel.


SHUTTERFLY INC: S&P Puts Ratings on Watch Neg Amid Lifetouch Deal
-----------------------------------------------------------------
U.S.–based online-personalized products retailer and manufacturer
Shutterfly Inc. announced that it has entered into a definitive
agreement to acquire Lifetouch Inc.

S&P Global Ratings placed its ratings, including the 'BB-'
corporate credit rating, on Shutterfly Inc. on CreditWatch with
negative implications.

The CreditWatch placement reflects Shutterfly's announcement that
it has entered into a definitive agreement to acquire Lifetouch
Inc. for approximately $825 million. S&P expects the acquisition
will increase adjusted debt leverage to about 3.8x, which is above
S&P's 3.0x threshold for the 'BB-' corporate credit rating.

S&P said: "We will resolve the CreditWatch placement within the
next 90 days once we have more details on the acquisition,
including synergies, business position, diversification,
profitability, the combined company's cash flow generation,
and the company's wiliness to repay debt. A material change in the
company's financial policy such as more aggressive debt-financed
acquisitions could trigger a downgrade of up to one notch. A
downgrade could also occur if we expect the company will struggle
to reduce leverage below our 3x over the next 12 months.
Additionally, we will reassess our issue-level and recovery ratings
on the company's senior secured debt after reviewing the proposed
transaction financing. In an all senior secured debt financing
scenario, we could lower our issue-level ratings up to two
notches."


SONIC AUTOMOTIVE: Moody's Affirms Ba3 CFR; Outlook Stable
---------------------------------------------------------
Moody's Investors Service affirmed all ratings of Sonic Automotive,
Inc., including the Ba3 Corporate Family Rating. The outlook is
stable.

"The rating affirmation reflects Sonic's continued steady operating
performance and good liquidity profile," stated Moody's Vice
President Charlie O'Shea. "Sonic continues to make favorable
progress diversifying and enhancing its business model with
EchoPark and its One Sonic-One Experience initiative."

Outlook Actions:

Issuer: Sonic Automotive, Inc.

-- Outlook, Remains Stable

Affirmations:

Issuer: Sonic Automotive, Inc.

-- Probability of Default Rating, Affirmed Ba3-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Corporate Family Rating, Affirmed Ba3

-- Senior Subordinated Regular Bond/Debenture, Affirmed B2 (LGD6
    from LGD5)

RATINGS RATIONALE

The Ba3 rating recognizes Sonic's continued steady operating
performance, which has resulted in a solid quantitative credit
profile, its good liquidity as evidenced by its SGL-2 Speculative
Grade Liquidity rating which benefits from its long-dated maturity
profile, and its business model, with representative parts and
service and finance and insurance segments, which reduce reliance
on new car sales. Ratings also reflect the company's strong market
position in the still very fragmented auto retailing segment, and
Sonic's historically-favorable brand mix. Finally, the ratings
recognize the costs involved in the implementation of the One
Sonic-One Experience initiatives, as well as the roll-out of
EchoPark stand-alone used car dealerships, both of which Moody's
believe to be sensible allocations of resources.

The stable outlook reflects Moody's expectation that Sonic's
favorable brand mix will continue to resonate with consumers,
EchoPark will provide a competitive advantage over its rated peers,
and that Sonic will continue to manage its expenses prudently,
resulting in credit metrics that should continue to improve
slightly over the next few quarters. Ratings could be upgraded if
operating performance continues to improve, financial policy
remains balanced, the current liquidity profile is at least
maintained, debt/EBITDA is sustained below 4.25 times, and
EBITA/Interest is sustained above 3.5 times. Ratings could be
downgraded if liquidity or operating performance weakens or
financial policy becomes more aggressive, resulting in either
debt/EBITDA rising above 5 times, or EBITA/interest dropping below
2.5 times.

Headquartered in Charlotte, North Carolina, Sonic Automotive is a
leading leading auto retailer with 112 stores and annual revenues
of approximately $9.8 billion.

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


SOURCINGPARTNER INC: Taps Carol Lynn Wolfram as Co-Counsel
----------------------------------------------------------
Sourcingpartner, Inc., seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to hire The Law Offices of
Carol Lynn Wolfram.

Wolfram will serve as co-counsel with The Harvey Law Firm, P.C.,
the firm hired by the Debtor to be its bankruptcy counsel in
connection with its Chapter 11 case.

The firm's hourly rates are:

     Carol Lynn Wolfram     $350
     Frederic Wolfram       $350
     Christopher Henry      $250

Carol Lynn Wolfram, Esq., disclosed in a court filing that she and
her firm do not hold or represent any interest adverse to the
Debtor and its estate.

The firm can be reached through:

     Carol Lynn Wolfram, Esq.
     Christopher B. Henry, Esq.
     P.O. Box 1925
     Denton, TX 76202
     Tel: (940) 321-0019
     Fax: (940) 497-1143
     E-mail: clwolframlegal@gmail.com

                   About Sourcingpartner Inc.

Sourcingpartner, Inc., based in McKinney, Texas, is in the
stationery and office supplies industry.  It is a small business
debtor as defined in 11 U.S.C. Section 101(51D).

Sourcingpartner sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Texas Case No. 17-42777) on Dec. 17,
2017.  In the petition signed by CEO Philip J. Leckinger, the
Debtor estimated assets of less than $500,000 and liabilities of $1
million to $10 million.  Judge Brenda T. Rhoades presides over the
case.  The Harvey Law Firm, P.C., is the Debtor's legal counsel.


STERLING ENTERTAINMENT: Wants Plan Filing Extended to April 2
-------------------------------------------------------------
Sterling Entertainment Group LV, LLC, asks the U.S. Bankruptcy
Court for the District of Nevada to further extend the exclusive
period wherein only the Debtor can file a plan of reorganization
and the period for the Debtor to solicit acceptance of the plan
through and including April 2, 2018, and June 6, 2018,
respectively.

A hearing on the Debtor's request will be held on Feb. 28, 2018, at
1:30 p.m.

As reported by the Troubled Company Reporter on Nov. 30, 2017, the
Court previously extended the exclusive periods for the Debtor to
file a plan of reorganization and solicit acceptance of the plan,
through and including Feb. 1, 2018, and April 2, 2018,
respectively.

The Debtor seeks these extensions (a) to avoid premature
formulation of a Chapter 11 plan, and (b) to ensure the plan that
is eventually formulated will take into account all the interests
of the Debtor and its creditors.

The Debtor says that due to the complexity of the issues of this
Chapter 11 case, it is justifiable to grant an extension of the
Exclusive Periods.

Key components of the Debtor's progress since the Petition Date
include, inter alia:

     i. preparing schedules and statements of financial affairs;

    ii. beginning to document and negotiate with the creditors;

   iii. preserving the privileged licenses for the Club;

    iv. defending against requests from the U.S. Trustee to extend

        the deadline to object to Debtors' claimed exemptions; and

     v. developing an overall reorganization strategy litigation
        for the business.

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

          http://bankrupt.com/misc/nvb17-13662-197.pdf

               About Sterling Entertainment Group

Los Angeles, California-based Sterling Entertainment Group LV, LLC,
owns the Olympic Garden Gentlemen's Club located at 1531 Las Vegas
Boulevard, Las Vegas, Nevada 89104 as well as the real Property
associated with the Club.  

Sterling Entertainment Group filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
17-13662) on July 6, 2017.  In the petition signed by Amadouba
Tall, trustee of Salahadin Family Trust, the Debtor estimated $10
million to $50 million in both assets and liabilities.  Judge
August B. Landis presides over the case.  Bryan M. Viellion, Esq.,
at Kaempfer Crowell, is the Debtor's counsel.


TOP SHELV: Valid Construction Lien Claimants Added in Latest Plan
-----------------------------------------------------------------
Top Shelv Worldwide LLC filed with the U.S. Bankruptcy Court for
the Eastern District of Michigan a combined first amended plan of
reorganization and disclosure statement, which provides for the
resolution of outstanding Creditor Claims and Equity Interests.

The amended plan now has seven classes of creditors with the
addition of the valid construction lien claimants in Class I. Class
I Allowed Secured Claims will be paid 120 monthly payments of
principal and interest on their Allowed Secured Claims commencing
on the 1st day of the month after the month of the Effective Date.
Interest in Class I Allowed Secured Claims will be paid at 5.5%
simple interest.

In the event that unsecured creditors in Class VI fail to accept
the plan, or as such Plan may be modified, Auburn Holdco will sell
its Membership Interest in the Debtor.

Auburn Holdco will sell its equity Interests in the Debtor in
accordance with the following procedures:

Such sale will be conducted by a business broker licensed in the
state of Michigan who will be chosen within 14 days after the
Effective Date. The Broker will be afforded 120 days after the date
of selection of the Broker to market and sell the Auburn Holdco's
membership Interests in the Debtor to persons, investors, and
others who may be interested in purchasing such Interests and to
receive bids and offers. No bids and offers will be received and
accepted after the expiration of the Marketing Period. Any party
interested in placing bids or offers for the purchase of Auburn
Holdco's Equity Interests in the Debtor may obtain additional
details regarding the selected Broker and the time, place and
process of the Top Shelv Equity Sale by contacting Debtor's
counsel.

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

     http://bankrupt.com/misc/mieb1-17-10990-35.pdf

                   About Top Shelv Worldwide

Top Shelv Worldwide, LLC, sought protection under Chapter 11 of the
Bankruptcy Code for a second time (Bankr. E.D. Mich. Case No.
17-21434) on July 14, 2017.  Stanley Dulaney, its member, signed
the 2017 petition.  At the time of the filing, the Debtor estimated
assets of less than $1 million and liabilities of $1 million to $10
million.

Judge Daniel S. Opperman presides over the case.  Edward J.
Gudeman, Esq., at Brian A. Rookard, Esq., at Gudeman and
Associates, P.C., serve as the Debtor's bankruptcy counsel.

No official committee of unsecured creditors has been appointed.

Top Shelv previously sought bankruptcy protection (Bankr. E.D.
Mich. Case No. 15-21770) on Aug. 31, 2015.  A plan was confirmed
May 6, 2016.


TOREX GOLD: Lenders Extend Waiver on Unit's Liquidity Covenant
--------------------------------------------------------------
Torex Gold Resources Inc. (TXG) on Jan. 31, 2018, disclosed that
its wholly owned subsidiary, Minera Media Luna, S.A. de C.V.
("MML"), has received an extension to the previously announced
waiver signed by BNP Paribas, as Administrative Agent, on behalf of
the Lenders.  This waiver lowers the liquidity covenant threshold
in the amended and restated credit agreement dated July 21, 2017,
from US$50 million to US$30 million until Feb. 28, 2018, with the
proviso that the remaining US$25 million available under the credit
agreement, which is not yet drawn, is counted toward meeting the
liquidity covenant threshold but it may not be drawn by MML.

Fred Stanford, President & CEO of Torex stated: "This extension to
the previously agreed waiver on the part of the lenders provides an
extra level of comfort to temporarily minimize any risk of covenant
breach while we endeavor to re-start operations at the ELG Mine.
Once again, our appreciation to the Lenders for their unwavering
support."

Torex is an emerging intermediate gold producer based in Canada,
engaged in the exploration, development and operation of its 100%
owned Morelos Gold Property, an area of 29,000 hectares in the
highly prospective Guerrero Gold Belt located 180 kilometers
southwest of Mexico City.  Within this property, Torex has the El
Limon Guajes Mine, which announced commercial production in March
of 2016, the Sub-Sill Project, currently under development, and the
Media Luna Project, an early stage development project for which
the Company issued a preliminary economic assessment (PEA) in 2015.
The property remains 75% unexplored.


TOWN SPORTS: Moody's Hikes CFR to B3; Outlook Stable
----------------------------------------------------
Moody's Investors Service upgraded Town Sports International
Holdings, Inc. ratings, including the company's Corporate Family
Rating ("CFR") to B3 from Caa2, its Probability of Default Rating
("PDR") to B3-PD from Caa2-PD and its Speculative Grade Liquidity
rating to SGL-2 from SGL-3. At the same time, Moody's upgraded the
ratings for Town Sports International, LLC's ("Town Sports") senior
secured bank credit facilities to B2 from Caa1. The rating outlook
remains stable.

The upgrade acknowledges that Moody's expects Town Sports'
turnaround in operating performance that started at the beginning
of 2017 will continue. For the first nine months of 2017, Town
Sports generated 1.2% of positive club revenue growth while
continuing to manage expenses such that EBITDA (adjusted for the
impairment of fixed assets) improved to $33.8 million from $26
million (nearly 30%). Over the same period, free cash flow (after
the $9.5 million purchase price of Lucille Roberts) improved to $16
million from $3.3 million. The upgrade to B3 reflects Moody's
belief that this level of operating performance has greatly reduced
the likelihood of a default including any further potential
distressed exchanges.

Upgrades:

Issuer: Town Sports International Holdings, Inc.

-- Corporate Family Rating, Upgraded to B3 from Caa2

-- Probability of Default Rating, Upgraded to B3-PD from Caa2-PD

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

Issuer: Town Sports International, LLC

-- Senior Secured Bank Credit Facilities, Upgraded to B2 (LGD3)
    from Caa1 (LGD3)

Assignments:

Issuer: Town Sports International, LLC

-- Corporate Family Rating, Assigned to B3

-- Probability of Default Rating, Assigned B3-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook Actions:

Issuer: Town Sports International Holdings, Inc.

-- Outlook, Remains Stable

Issuer: Town Sports International, LLC

-- Outlook, Remains Stable

Following these rating actions, Moody's will withdraw the Corporate
Family Rating, Probability of Default Rating, Speculative Grade
Liquidity rating and outlook at Town Sports International Holdings,
Inc. for administrative reasons.

RATINGS RATIONALE

Town Sports B3 CFR is constrained by its low adjusted EBITA margins
of 11.3% compared to the median of its industry peers of over 20%
and its geographic concentration with 72% of its clubs located in
the New York City metro-area a region which continues to face
pressure from rising wage costs. The CFR also reflects Town Sports
concentration in the highly fragmented and competitive fitness club
industry which has low barriers to entry, high attrition rates, and
is experiencing a trend towards either high-end or budget gym
memberships which places pressure on the mid tier price point in
which Town Sports currently operates. Town Sports interest coverage
with EBITA to interest expense (as adjusted by Moody's for
operating leases) of 1.0 time also remains a rating constraint.

However, Town Sports benefits from its continued improved operating
performance and Moody's expectation that it will continue to
generate positive free cash flow. Town Sports currently has $200
million of funded debt which has allowed it to maintain moderate
leverage despite its EBITDA generation remaining well below its
historic peak. For the nine months ended September 30, 2017, debt
to EBITDA (as adjusted by Moody's for operating leases) was 4.1
times, a level that is viewed as being solid for the B3 rating
level. The B3 rating is predicated on Moody's expectation that Town
Sport will maintain a balanced financial policy which will result
in debt to EBITDA remaining around its current levels for the next
eighteen months.

The stable outlook reflects Moody's expectation that Town Sports'
turn around in operating performance is sustainable and that it
will generate over $20 million in free cash flow over the next
twelve months while maintaining more than ample on balance sheet
cash to support its daily operations.

Ratings could be upgraded should comparable-club revenue continue
to grow while Town Sports improves adjusted EBITA margins
approaching 14%. An upgrade would also require EBITA to interest
expense sustained above 1.25x, debt to EBITDA maintained at or
below its current level (4.1 times) and a good liquidity profile.

Ratings could be downgraded should Town Sports return to a trend of
weakening comparable club revenue growth, experience material
declines in membership count or the necessity to close a
significant number of unprofitable clubs. Ratings could also be
downgraded should Town Sports liquidity profile deteriorate, EBITA
to interest expense remain below 1.0 time or should debt to EBITDA
increase above 6.0 times.

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

Headquartered in Jupiter, FL, Town Sports International Holdings,
Inc., through its wholly-owned operating subsidiary Town Sports
International, LLC, is one of the leading owners and operators of
fitness clubs in the Northeast and Mid-Atlantic regions of the
United States. As of September 30, 2017, the company operated 164
fitness clubs under five key regional brand names; New York Sports
Clubs, Boston Sports Clubs, Washington Sports Clubs, Philadelphia
Sports Clubs and Lucille Roberts as well as three clubs in
Switzerland. These clubs collectively served approximately 588,000
members. Revenue for the LTM period ending September 30, 2017 was
$394 million.


TRANSMONTAIGNE PARTNERS: Fitch Assigns First-Time 'BB' IDR
----------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'BB' to TransMontaigne Partners L.P. (TLP). Fitch
has also assigned 'BB'/'RR4' ratings to senior unsecured notes that
TLP will issue. The 'BB'/'RR4' ratings reflect Fitch's expectation
that in an event of default the recovery for the senior unsecured
notes will be in the range of 31% to 50%. The use of proceeds from
the notes offering will be for the repayment of debt and other
general corporate purposes. Fitch has reviewed the preliminary
documentation for the proposed notes offering. The assigned ratings
assume there will be no material variation from the draft
previously provided.

TLP is a terminaling company operating in 20 U.S. states. TLP
receives, stores, treats and distributes domestic and foreign
deliveries to and from oil refineries, wholesalers, retailers and
ultimate end-users. Revenue-assurance is high. Ninety-four percent
of revenues are fee-based. Revenues are obtained under term
contracts, with the largest part of the contract payment stream
being take-or-pay payments. Over 60% of contracts (by revenue) have
at least three years in remaining term.

The recommended ratings are reflective of a fixed-fee, long-term
contracted business. The ratings consider that counterparty credit
risk has been somewhat mitigated by the company's operating
policies, yet they remain an ongoing concern. Finally, the
company's size constrains its credit profile at the 'BB' level. The
terminals purchased in California represent a sound acquisition,
yet integrating this large acquisition will test TLP's execution
skills.

KEY RATING DRIVERS

Contracts Provide A Revenue Floor: In fiscal year 2016 (FY16),
approximately 70% of revenues resulted from contract terms where
payment would have been made whether or not the customers had used
the related throughput and storage services. TLP has a strategy to
"generate stable cash flows through the use of long-term
contracts." The two largest geographic segments at TLP, by both
storage capacity and net margins, both have over 95% of storage
capacity under contract. Over 60% of TLP's contracts (by revenues
through Sept. 30, 2017 pro forma for the West Coast Facilities
recently acquired) are from contracts with three or more years of
term remaining.

Supply-Source and End-User Fundamentals Mitigate Re-contracting
Risk: The U.S. Gulf Coast refinery complex is an important product
source for TransMontaigne. This refinery complex has no superior
large competitor-region anywhere in the world. End-users of the
refined products that migrate through TLP's systems exhibit very
low price-elasticity of demand. The competitive strength of the
Gulf Coast refineries, and the durability of end-user demand
combine to mitigate the risk that contracts due to expire (in the
short- and medium-term) might be replaced by lower-priced
contracts. Fitch views positively the following statistic about the
"evergreen" one-year contracts that by definition come due within
365 days: from inception to the weighted average "life" (by
revenue) is 6.9 years. Fitch also notes that for the last few
years, the re-pricing of expiring contracts has been a net positive
factor for EBITDA.

Large California Acquisition: Relative to the Rating Driver about
the Gulf Coast refineries, it is the case that the large West Coast
Facilities acquisition dilutes some of the importance of the U.S.
Gulf Coast refineries to TLP. Fitch believes that TLP obtains
strong protection from a variety of barriers to entry at all parts
of the refinery-to-California end-user value chain. Other
challenges are posed by this acquisition. First, all large
acquisitions that go into new regions carry a degree of simple
execution risk when attempting to extract value from something that
has been sold by an entity that had planned its exit. Second, TLP
has not heretofore done business in California, and state and local
regulation may prove challenging. Lastly, TLP is taking on assets
that are 81% contracted, whereas most of TLP's segments have
95%-100% contract-cover. The former owner of the West Coast
Facilities, Plains All American, has, in Fitch's view, certain
skill sets that capitalize on a mixed contracted/uncontracted "hard
asset base." TLP may find it difficult to replicate the aggregate
profitability that Plains All American obtained.

Counterparty Credit Risk May Evolve: TLP has a good track record
avoiding losses due to counterparty financial distress. Positively,
TLP is able to place a lien on its customers' inventory that
resides in TLP's storage tanks. As to contract "cliffs," the
company has a well-diversified portfolio of contracts with respect
to inception date. As mentioned above, recent results of re-pricing
expiring contracts has been a boost to EBITDA. It is possible that
the evolution of the portfolio may exhibit some large contract
expiries. Additionally, large customers such as NGL Energy Partners
(IDR B/Negative) and Castleton Commodities International LLC (NR)
are transaction-intensive firms, and such firms sometimes incur
large trading losses which lead to financial distress.

DERIVATION SUMMARY

TLP's IDR of 'BB' is driven in large part by its size. ITT Holdings
LLC (ITT) is the closest comparable entity in the Fitch coverage
universe. ITT (IDR BBB-/Stable) is approximately three times the
size of TLP (on EBITDA). Leverage is another factor. Fitch expects
TLP 2018 adjusted leverage to be in the mid four times area, and
Fitch expects ITT to be in 4.0x area.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer
-- "Non-evergreen" contracts that at the current time are short-
    term contracts are assumed renewed at lower rates. This
    assumption represents a "haircut" that builds in each year of
    the forecast.

-- Butane blending and measurement gains are reduced.

-- Growth capital expenditures and related EBITDA are forecasted
    for projects that have the underlying customer contract
    executed, and other key milestones. Fitch acknowledges that
    TLP has a good track record developing projects and, further,
    the partnership is working on developing certain projects that

    have solid rationales and are moving towards customer
    contract-execution.

-- The partnership finances the aggregate sum of acquisitions
    (including the West Coast Facilities) and growth capital
    expenditures in a balanced manner.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- A geographic expansion, by a series of acquisitions, in the
    terminaling business that amounted to a level where TLP was
    posting $300 million-$350 million of EBITDA per annum.
-- Adjusted leverage below 4.0x for a sustained period of time
    and the company was growing at the percentage rate that it has

    in the recent past.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- A significant reduction in the percent of revenues that are
    from take-or-pay contract terms, or the adoption of a strategy

    to sign new contracts that are two years or less. Given the
    breakdown of total debt into a credit facility committed
    amount of $850 million and the senior unsecured notes, and
    given the impact of recovery ratings on the senior unsecured
    rating, negative actions may trigger multi-notch downgrades in

    the senior unsecured rating.
-- Adjusted leverage above 4.75x for a sustained period of time.
    As mentioned above, multi-notch downgrades are possible.

LIQUIDITY

Liquidity is adequate. At Sept. 30, 2017, the partnership only had
one class of financial debt, a secured credit facility. The
borrower for the credit facility is a TLP subsidiary,
TransMontaigne Operating Company, L.P. (TransMontaigne Operating
Company, L.P. is one of the guarantors (on an unsecured basis) of
the proposed offering of senior unsecured notes.) The committed
amount at Sept. 30, 2017 was $600 million, and there were
extensions of credit against this line of approximately $302.4
million. TLP upsized this credit line in December 2017, to $850
million. Also in that month, the facility was used for the purchase
of the West Coast Facilities. With the issuance of the senior notes
and the repayment of the credit facility, the partnership has ample
liquidity. The maturity of the credit facility is March 2022. The
partnership was in compliance with all financial covenants at Sept.
30, 2017.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings:
TransMontaigne Partners L.P.
-- Long-term IDR 'BB';
-- Senior unsecured notes 'BB'/'RR4'.

The Ratings Outlook is Stable.


TRANSMONTAIGNE PARTNERS: S&P Assigns 'BB' ICR, Outlook Stable
-------------------------------------------------------------
TransMontaigne Partners L.P. is issuing $300 million of senior
unsecured notes to repay its revolving credit facility following
the acquisition of the Martinez and Richmond Terminals from Plains
All American Pipeline (Plains).

S&P Global Ratings said it assigned its 'BB' issuer credit rating
to TransMontaigne Partners L.P. (TLP). The outlook is stable.

S&P said, "At the same time, we assigned our 'BB-' issue-level
rating and '5' recovery rating to the company's proposed $300
million senior unsecured notes due 2026. The '5' recovery rating
indicates our expectation for modest (10%-30%; rounded estimate:
20%) recovery in the event of a default."

TLP is a refined products terminaling and transportation company
that receives, stores, blends, treats, and distributes foreign and
domestic cargoes to and from oil refineries, wholesalers,
retailers, and other end users around the U.S.

S&P said, "The stable outlook reflects our view that the company
will experience low cash flow volatility and maintain adjusted debt
to EBITDA of about 4.5x over the medium term. We also expect that
the company will continue to renew its terminaling contracts with
creditworthy counterparties.

"We could consider a negative rating action if adjusted debt to
EBITDA were sustained above 5x. This could be caused by a reduction
in the company's uncontracted volumes, unforeseen operational
problems at the terminals, or counterparty nonpayment. Any
aggressive acquisition plans that increase the company's leverage
could also lead us to lower our rating.

"While unlikely at this time, we could raise the ratings if the
company significantly outperformed our expectations or made an
acquisition that expanded the size and scope of the company without
increasing leverage. In order to upgrade the company, we would also
look for the partnership to demonstrate less aggressive financial
policy decision making."


TRI OMEGA REALTY: Taps Bankruptcy Law Center as Legal Counsel
-------------------------------------------------------------
Tri Omega Realty, Inc., received approval from the U.S. Bankruptcy
Court for the Northern District of New York to hire Theodore Araujo
and his firm Bankruptcy Law Center-Bodow Law Firm PLLC as its legal
counsel.

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

Mr. Araujo will charge an hourly fee of $285 for his services.  The
firm's associates and paralegals will charge $150 per hour and $100
per hour, respectively.

Prior to the petition date, the Debtor paid the firm $11,000, of
which $1,717 was used to pay the filing fee.

Mr. Araujo 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:

     Theodore Lyons Araujo, Esq.
     6739 Myers Road East
     Syracuse, NY 13057
     Bankruptcy Law Center
     Bodow Law Firm PLLC
     Phone: (315) 422-1234
     E-mail: Ted.araujo@bodowlaw.com

                     About Tri Omega Realty

Tri Omega Realty, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 18-30054) on Jan. 18,
2018.  In the petition signed by Robert and Karen Weaver, directors
and shareholders, the Debtor estimated assets of less than $1
million and liabilities of less than $500,000.  Judge Margaret M.
Cangilos-Ruiz presides over the case.  Bodow Law Firm PLLC is the
Debtor's counsel.



US STEEL: Moody's Hikes CFR to B1; Outlook Stable
-------------------------------------------------
Moody's Investors Service upgraded U.S. Steel's Corporate Family
Rating (CFR) and Probability of Default rating to B1 and B1-PD from
B3 and B3-PD respectively. At the same time, Moody's upgraded the
company's senior secured rating to Ba2 from B1, and the senior
unsecured ratings, including the IRB's ratings to B2 from Caa1. The
senior unsecured rating on the company's shelf registration was
upgraded to (P)B2 from (P)Caa1. The Speculative Grade Liquidity
rating was upgraded to SGL-1 from SGL-2. The outlook is stable.

Issuer: Allegheny County Industrial Dev. Auth., PA

-- Senior Unsecured Revenue Bonds, Upgraded to B2(LGD5) from
    Caa1(LGD5)

Issuer: Bucks County Industrial Development Auth., PA

-- Senior Unsecured Revenue Bonds, Upgraded to B2(LGD5) from
    Caa1(LGD5)

Issuer: Indiana Finance Authority

-- Senior Unsecured Revenue Bonds, Upgraded to B2(LGD5) from
    Caa1(LGD5)

Issuer: Lorain County Port Authority, OH

-- Senior Unsecured Revenue Bonds, Upgraded to B2(LGD5) from
    Caa1(LGD5)

Issuer: Ohio Water Development Authority

-- Senior Unsecured Revenue Bonds, Upgraded to B2(LGD5) from
    Caa1(LGD5)

Issuer: Southwestern Illinois Development Authority

-- Senior Unsecured Revenue Bonds, Upgraded to B2(LGD5) from
    Caa1(LGD5)

Issuer: United States Steel Corporation

-- Corporate Family Rating, Upgraded to B1 from B3

-- Probability of Default Rating, Upgraded to B1-PD from B3-PD

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

-- Multiple Seniority Shelf, Upgraded to (P)B2 from (P)Caa1

-- Senior Secured Regular Bond/Debenture, Upgraded to Ba2(LGD2)
    from B1(LGD2)

-- Senior Unsecured Regular Bond/Debenture, Upgraded to B2(LGD5)
    from Caa1(LGD5)

Outlook Actions:

Issuer: United States Steel Corporation

-- Outlook, Changed To Stable From Positive

RATINGS RATIONALE

The upgrade to B1 CFR reflects U. S. Steel's continued improving
earnings performance over the last three quarters, strengthened
debt protection measures and reduced leverage. Based upon the
fourth quarter earnings release, pro forma leverage as measured by
the debt/EBITDA ratio (including Moody's standard adjustments)
improved to 3.5x at December 31, 2017 from 7.5x the prior year.
"The company's continued focus on debt reduction in combination
with a material improvement in EBITDA contributed to the overall
improvement in leverage" said Carol Cowan, Senior Vice President.

The company evidenced significant improvement in its earnings and
cash flow generation in 2017, in particular in the flat rolled
segment on higher steel prices and improved utilization levels
despite cost creep while the tubular segment also showed good
improvement from the high level of losses incurred in 2016 and was
roughly EBIT breakeven in the fourth quarter of 2017. U. S. Steel
Europe continued to provide a strong contribution on improved
fundamentals in the European steel markets although costs there
have also experienced an upward bias. In addition, U. S. Steel
continued its liability management initiatives in 2017 that reduced
its debt levels by $330 million, including $200 million repaid on
its secured notes. Improved productivity and efficiency gains also
contributed to earnings growth despite higher raw material costs
and increased maintenance & outage costs due to its asset
revitalization program. Reflective of these actions, leverage
ratio, as measured by adjusted debt/EBITDA is expected to remain
below 4.0x and debt protection metrics above 2.0x over next 12-18
months, an appropriate level for the B1 rating.

Operating performance benefited from higher steel prices across all
businesses, in particular the flat rolled segment that generated
$380 million in earnings, versus a segment loss of $3 million in
2016, despite lower shipments during the year. Shipments across all
other segments increased in 2017. The Tubular segment, although it
showed a good turn-around in 2017 as growing drilling rig counts
and improved prices helped reduce segment losses to $99 million in
2017 compared to a loss of $304 million in 2016 remains a
challenged segment. The company's rating favorably views its
position as a leading North American flat-rolled steel producer
whose footprint is further enhanced by its diversification in
Central Europe. The rating also benefits from the company's good
liquidity profile and long dated maturity profile with no material
maturity until 2021.

The stable outlook reflects Moody's view that fundamentals for the
US steel industry will remain favorable in 2018 with continued
improvement in commercial construction, the OCTG markets, the
industrial and machinery markets and continued strength in the
automotive market, although this has peaked from the highs seen in
recent years. While prices are likely to continue to experience
volatility, the degree is not anticipated to mirror that seen in
years prior to 2017. Although cost creep is also anticipated, the
outlook incorporates Moody's expectation that U. S. Steel will be
able to maintain earnings and credit metrics commensurate with its
B1 rating in 2018 and a good cash flow generation that will
continue to support its asset revitalization program and increasing
investment in the Tubular and European businesses. There remain a
number of event drivers, such as the Section 232 review and other
trade cases pending that will impact the US steel industry and U.
S. Steel's performance.

U. S. Steel's ratings could be upgraded should the company
demonstrate the ability to sustain its leverage, as measured by the
debt/EBITDA ratio at no more than 3.75x and EBIT/interest at more
than 3x while continuing to maintain a solid liquidity position and
successfully executing on the asset revitalization program. The
ratings could be downgraded if EBIT/interest is sustained below
1.5x and leverage returns to 4.5x. or greater. Ratings could also
be downgraded should liquidity contract meaningfully or if market
conditions reverse or deteriorate from current more favorable
conditions.

The SGL-1 speculative grade liquidity rating reflects the company's
solid cash position of $1.5 billion at December 31, 2017 and
availability under its $1.5 billion asset based revolving credit
facility. Moody's believe that availability at December 31, 2017
was near the facility size as the level of receivables and
inventory as calculated under the borrowing base provided improved
collateral levels. The facility requires the company to maintain a
1:1 fixed charge coverage ratio should availability be less than
$150 million and the company is expected to remain in compliance.
The facility matures in July 2020 but can be accelerated 91 days
prior to the maturity of any senior debt outstanding if certain
liquidity conditions are not met.

U. S. Steel also has a Euro 200 million unsecured credit facility
(no borrowings) at its USSK subsidiary in Europe, which expires in
July 2021 and other smaller facilities at USSK.

The Ba2 rating on the senior secured notes under Moody's Loss Given
Default Methodology reflects their stronger position in the capital
structure relative to the senior unsecured notes. The B2 rating on
the senior unsecured notes reflects their effective subordination
to the secured ABL and senior secured notes as well as priority
payables.

Headquartered in Pittsburgh, Pennsylvania, United States Steel
Corporation is the second largest flat-rolled steel producer in
North America in terms of production capacity. The company
manufactures and sells a wide variety of steel sheet, tubular, and
tin products across a broad array of industries, including service
centers, transportation, appliance, construction, containers, and
oil, gas and petrochemicals. Through its major production
operations in North America and Central Europe, U. S. Steel has a
combined annual raw steel capacity of approximately 22 million tons
(US -17 million, Europe -- 5 million). Revenues for the twelve
months ended December 31, 2017 were $12.2 billion.

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


VINCE'S BLACK: Taps L. Sarathy, D. Herzog as Attorneys
------------------------------------------------------
Vince's Black Tie, Inc., seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire attorneys in
connection with its Chapter 11 case.

The Debtor proposes to employ Laxmi Sarathy, Esq., as lead counsel,
and David Herzog, Esq., of Herzog & Schwartz, P.C. as her
co-counsel.

The attorneys will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the disposition of its assets by sale or
otherwise; negotiate with creditors; assist in the preparation of a
bankruptcy plan; and provide other legal services related to its
Chapter 11 case.

Ms. Sarathy will charge an hourly fee of $275 for her services.
Paralegals will charge $60 per hour.

Both attorneys do not hold any interest adverse to the Debtor's
estate, according to court filings.

Ms. Sarathy maintains an office at:

        Laxmi P. Sarathy, Esq.
        3525 W. Peterson, Suite 208
        Chicago, IL 60659
        Tel: 312-720-8464
        Fax: 312-873-4774
        E-mail: lsarathylaw@gmail.com

Mr. Herzog maintains an office at:

        David R. Herzog, Esq.
        Herzog & Schwartz, P.C.
        77 W. Washington Street, Suite 1400
        Chicago, IL 60602
        Phone: 312-977-1600
        Fax: 312-977-9936
        E-mail: drhlaw@mindspring.com

                      About Vince's Black Tie

Based in Downers Grove, Illinois, Vince's Black Tie, Inc., operates
an upscale tuxedo rental and sales establishment.  Operating for
over 10 years, Vince's claims to be a premier supplier of tuxedo
and suit rental and sales for men's apparel wear throughout the
Chicago metropolitan area.

Vince's Black Tie filed a Chapter 11 petition (Bankr. N.D. Ill.
Case No. 17-36681) on Dec. 11, 2017.  In its petition, signed by
its president, Vincent P. Genova, the Debtor estimated assets of
below $50,000 and liabilities at $500,000 to $1 million.  The
Debtor tapped Laxmi Sarathy, Esq., as lead counsel, and David
Herzog, Esq., of Herzog & Schwartz, P.C. as her co-counsel.


WALL STREET THEATER: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Affiliates that filed voluntary petitions seeking relief under
Chapter 11 of the Bankruptcy Code:

     Debtor                                       Case No.
     ------                                       --------
     Wall Street Theater Company, Inc.            18-50132
     71 Wall Street
     Norwalk, CT 06850

     Wall Street Master Landlord, LLC             18-50133
     71 Wall Street
     Norwalk, CT 06850

     Wall Street Managing Member, LLC             18-50134
     71 Wall Street
     Norwalk, CT 06850

Business Description: The Wall Street Theater, listed in the
                      National Register of Historic Places, has
                      re-emerged as a 501c3 non-profit
                      organization, whose mission is to provide
                      diverse programming and promote arts
                      education, thereby enriching the cultural
                      life of the greater Norwalk community.
                      The Wall Street Theater adopts its moniker
                      from its location and its mission from its
                      history, combining live shows, interactive
                      entertainment, cinema, digital production,
                      art space and a community arena in which to
                      play.  

                      https://www.wallstreettheater.com/

Chapter 11 Petition Date: February 4, 2018

Court: United States Bankruptcy Court
       District of Connecticut (Bridgeport)

Judge: Hon. Julie A. Manning

Debtors' Counsel: Lauren McNair, Esq.
                  GREEN & SKLARZ LLC
                  700 State Street, Suite 100
                  New Haven, CT 06511
                  Tel: 203-285-8545
                  Fax: 203-306-3391
                  E-mail: lmcnair@gs-lawfirm.com

                    - and -

                  Jeffrey M. Sklarz, Esq.
                  GREEN & SKLARZ LLC
                  700 State Street, Suite 100
                  New Haven, CT 06511
                  Tel: 203-285-8545
                  Fax: 203-823-4546
                  E-mail: jsklarz@gs-lawfirm.com

Assets and Liabilities:

                         Estimated               Estimated
                           Assets               Liabilities
                         ---------              -----------
WS Theater Company   $1 mil.-$10 million  $10 mil.-$50 million
WS Master Landlord   $1 mil.-$10 million  $10 mil.-$50 million
WS Managing Member        $0-$50,000      $10 mil.-$50 million

Suzanne Cahill, president of Wall Street Theater, signed the
petitions.

A copy of Wall Street Theater Company's petition, along with a list
of 20 largest unsecured creditors, is available for free at:

            http://bankrupt.com/misc/ctb18-50132.pdf

A copy of Wall Street Master Landlord's petition, along with a list
of two unsecured creditors, is available for free at:

           http://bankrupt.com/misc/ctb18-50133.pdf

A copy of Wall Street Managing Member's petition, along with a list
of two unsecured creditors, is available for free at:

           http://bankrupt.com/misc/ctb18-50134.pdf


WALTER INVESTMENT: CEO to Step Down Following Ch.11 Plan Approval
-----------------------------------------------------------------
Walter Investment Management Corp. ("Walter" or the "Company") on
Feb. 2, 2018, disclosed that Anthony N. Renzi, the Company's Chief
Executive Officer and President, will be leaving the Company.  To
ensure a smooth transition, Mr. Renzi intends to stay with the
Company and continue to serve as Chief Executive Officer and
President until a permanent or interim successor is named.  The
Company expects to retain an executive search firm to identify and
evaluate internal and external candidates to succeed Mr. Renzi.

George M. Awad, Chairman of Walter's Board of Directors, said,
"Under Tony's leadership, Walter has transformed into a more
focused and efficient Company that is well positioned to build on
the strengths of its core business to drive future growth and
success.  With the upcoming completion of our court-supervised
financial restructuring efforts, we believe that this is the right
time to transition leadership and prepare for Walter's next
chapter.  We are focused on identifying a strong leader who shares
our commitment to creating value by continuously enhancing the
customer experience.  We thank Tony and appreciate his continued
support as the Board conducts a thoughtful and comprehensive search
for Walter's next CEO."

Mr. Renzi said, "I am proud of all that we have accomplished to
transform Walter by focusing on our core business, reducing costs
and undertaking a financial restructuring process that will enable
the Company to focus its resources on strengthening the areas that
are critical to its success.  I am confident that our next CEO and
the rest of the Company's outstanding employees will continue to
build on the important progress we have made and will advance our
mission of caring for our customers throughout the homeownership
journey.  I look forward to continuing to work with my colleagues
to ensure a seamless transition."

As previously announced on January 17, 2018, the United States
Bankruptcy Court for the Southern District of New York (the
"Court") recently approved the Company's prepackaged financial
restructuring plan (the "Prepackaged Plan").  The Company is
continuing to work towards satisfying all conditions precedent to
the Prepackaged Plan and currently expects that such conditions
will be satisfied and to emerge from Chapter 11 in the near-term.

                     About Walter Investment

Based in Fort Washington, Pennsylvania and established in 1958,
Walter Investment Management Corp., formerly known as Walter
Investment Management LLC -- http://www.walterinvestment.com/-- is
a diversified mortgage banking firm focused primarily on servicing
and originating residential loans, including reverse loans.  The
company services a wide array of loans across the credit spectrum
for its own portfolio and for GSEs, government agencies,
third-party securitization trusts and other credit owners.  The
company originates and purchases residential loans that it
predominantly sells to GSEs and government entities.

Walter Investment commenced a prepackaged Chapter 11 case (Bankr.
S.D.N.Y. Lead Case No. 17-13446) with a plan of reorganization
where the Company commits to reduce its outstanding corporate debt
by approximately $806 million through a combination of cancellation
of debt ($531 million) and principal pay-downs ($275 million).

As of Sept. 30, 2017, the Debtor had total assets of $14.97 billion
and total debt of $15.21 billion.

The case is assigned to Hon. James L. Garrity Jr.

Weil, Gotshal & Manges LLP, is the Debtor's counsel, with the
engagement led by Sunny Singh, Esq., Ray C. Schrock, P.C., and
Joseph H. Smolinsky, Esq.  The Debtor's investment banker is
Houlihan Lokey Capital, Inc.  The Debtor's restructuring advisor is
Alvarez & Marsal North America, LLC.  The Debtor's claims and
noticing agent is Prime Clerk LLC.

Counsel to the Ad Hoc Group of Consenting Term Lenders:

     Patrick Nash Jr., P.C.
     Gregory Pesce, Esq.
     KIRKLAND & ELLIS LLP
     300 North LaSalle
     Chicago, IL 60654

Counsel to Credit Suisse AG, as administrative agent under the
Amended and Restated Credit Facility Agreement:

     Brian M. Resnick, Esq.
     Michelle McGreal, Esq.
     DAVIS POLK & WARDWELL LLP
     450 Lexington Ave
     New York, NY 10017

Counsel to the Ad Hoc Group of Consenting Senior Noteholders:

     Gregory A. Bray, Esq.
     Haig M. Maghakian, Esq.
     MILBANK, TWEED, HADLEY & MCCLOY LLP
     2029 Century Park East, 33rd Floor
     Los Angeles, CA 90067

          - and -

     Dennis F. Dunne, Esq.
     MILBANK, TWEED, HADLEY & MCCLOY LLP
     28 Liberty Street
     New York, NY 10005

Counsel to Wilmington Savings Fund Society, FSB, a national banking
association, as successor trustee under the Prepetition Senior
Notes Indenture:

     Seth H. Lieberman, Esq.
     Matthew Silverman, Esq.
     Patrick Sibley, Esq.
     PRYOR CASHMAN
     7 Times Square
     New York, NY 10036

Counsel to Wells Fargo Bank, National Association, as trustee under
the Prepetition Convertible Notes Indenture:

     Curtis L. Tuggle, Esq.
     THOMPSON HINE
     335 Madison Avenue, 12th Floor
     New York, NY 10017

Counsel to Credit Suisse First Boston Mortgage Capital LLC, as
administrative agent under the DIP Warehouse Facilities:

     Gerard S. Catalanello, Esq.
     Karen Gelernt, Esq.
     James J. Vincequerra, Esq.
     ALSTON & BIRD LLP
     90 Park Avenue
     New York, NY 10016

Counsel to certain DIP Lenders:

     Sarah M. Ward, Esq.
     Mark A. McDermott, Esq.
     SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
     Four Times Square
     New York, NY 10036

Counsel to Fannie Mae:

     Darren L. Patrick, Esq.
     Steve Warren, Esq.
     O'MELVENY & MYERS LLP
     400 South Hope Street, 18th Floor
     Los Angeles, CA 90071

         - and -

     Jennifer Taylor, Esq.
     O'MELVENY & MYERS LLP
     Two Embarcadero Center, 28th Floor
     San Francisco, CA 94111

Counsel to Freddie Mac:

     Paul D. Moak, Esq.
     MCKOOL SMITH
     600 Travis Street, Suite 7000
     Houston, TX 77002

          - and -

     Kyle A. Lonergan, Esq.
     MCKOOL SMITH
     One Bryant Park, 47th Floor
     New York, NY 10036


WASHINGTON MCLAUGHLIN: Plan Filing Deadline Extended By 90 Days
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland has
extended, at the behest of Washington McLaughlin Christian School,
the exclusive period during which only the Debtor can file a
Chapter 11 plan by 90 days from Jan. 2, 2018.

The Court also extended the Debtor's exclusive period to obtain
acceptance of the plan by 120 days from Jan. 2, 2018.

As reported by the Troubled Company Reporter on Oct. 27, 2017, the
Court previously extended the exclusive periods within which only
the Debtors may file a Plan of Reorganization until Jan. 2, and
within which only the Debtor can obtain acceptance of the plan
until April 2.

A copy of the court order is available at:

         http://bankrupt.com/misc/mdb17-17821-52.pdf

                  About Washington McLaughlin
                        Christian School

Washington McLaughlin Christian School filed a Chapter 11
bankruptcy petition (Bankr. D. Md. Case No. 17-17821) on June 6,
2017, listing less than $1 million in both assets and liabilities.
The Hon. Wendelin I. Lipp presides over the case.  The Debtor is
represented by Michael P. Coyle, Esq., at The Coyle Law Group.


WEATHERFORD INTERNATIONAL: Changes Organizational Structure
-----------------------------------------------------------
At the end of the third quarter of 2017, Weatherford International
plc announced a change in organizational structure, which was
implemented in the fourth quarter as part of its transformation to
flatten the organization structure, reduce costs and accelerate
decision-making processes.  As a result, beginning with the press
release announcing the Company's fourth quarter of 2017 results and
its Annual Report on Form 10-K for the year ended Dec. 31, 2017,
the Company will report its financial performance based on two
reportable segments, the Western Hemisphere and Eastern Hemisphere,
and analyze segment operating income as the measure of segment
profitability.  Research and development expenses are included in
the Western and Eastern Hemisphere segment operating income.

The Western Hemisphere segment represents the prior North America
and Latin America segments as well as land drilling rigs operations
in Colombia and Mexico.  The Eastern Hemisphere segment represents
the prior MENA/Asia Pacific segment and Europe/SSA/Russia segments
as well as land drilling rigs operations in the Eastern Hemisphere.
The Company has revised its segment reporting to reflect the
current management approach and recast prior periods to conform to
the current segment presentation.

Corporate and other expenses that do not individually meet the
criteria for segment reporting continue to be reported separately
as Corporate expenses.

For more details about the new segment structure and recasted
quarterly segment financial results, check the Company's Segments
Presentation at https://is.gd/IvRliR

                         About Weatherford

Weatherford International plc (NYSE: WFT), an Irish public limited
company and Swiss tax resident -- http://www.weatherford.com/-- is
a multinational oilfield service company.  Weatherford provides
equipment and services used in the drilling, evaluation,
completion, production and intervention of oil and natural gas
wells.  The Company operates in over 90 countries and has a network
of approximately 860 locations, including manufacturing, service,
research and development, and training facilities and employs
approximately 29,500 people.

Weatherford reported a net loss attributable to the Company of
$3.39 billion on $5.74 billion of total revenues in 2016, compared
to a net loss attributable to the Company of $1.98 billion on $9.43
billion of total revenues in 2015.  As of Sept. 30, 2017,
Weatherford International had $12.01 billion in total assets,
$10.62 billion in total liabilities and $1.38 billion in total
shareholders' equity.

                         *     *     *

As reported by the TCR on Nov. 20, 2017, Fitch Ratings affirmed
Weatherford and its subsidiaries' Long-Term Issuer Default Ratings
(IDR) and senior unsecured ratings at 'CCC'.  WFT's 'CCC' rating
reflects exposure to the oilfield services sector and a stressed
balance sheet.  Fitch expects an extended down-cycle and delayed
recovery from Fitch initial sector recovery expectations due to low
to range-bound oil and gas prices.


[*] Ankura Trust to Provide Successor Indenture Trustees
--------------------------------------------------------
Ankura on Jan. 30, 2017, announced the formation of Ankura Trust
Company LLC, a newly formed New Hampshire-chartered non-depository
trust company that will specialize in providing successor indenture
trustee and loan agency services in distressed and default
situations.  Ankura Trust seeks to fulfill the needs of investors
who desire a trustee or agent that is responsive, understands how
investors think, and is willing to be proactive in representing
their interests.  The company will be led by David Sawyer, Chief
Executive Officer, with recognized industry leader James McGinley
in the position of Chief Operating Officer.

Mr. Sawyer stated, "We are committed to creating value for clients
by applying a principal's mind-set to proactively help devise and
execute their strategies.  As a former principal investor, I
understand the frustration created by the often passive and
noncommercial approaches taken by some indenture trustees and, more
importantly, the erosion of value that can be caused as a result.
Our plan is to be a different kind of trust company -- one that
uniquely combines a client-centric approach of understanding our
clients' objectives with the skill sets and experience to
successfully achieve them."

Kevin Lavin, Ankura Co-President, stated, "With the formation of
Ankura Trust, Ankura moves beyond consulting and continues to
expand our relevance to our clients.  David, Jim, and the team
bring a fresh perspective to the indenture trustee and loan agency
marketplace, which will allow Ankura Trust to create value and
optionality for investors in restructurings."

With Mr. Sawyer and Mr. McGinley, the Ankura Trust team bring
decades of global financial market and restructuring experience to
this offering.  Over their careers they have collectively held
roles as principal investors, lenders, and trust professionals, and
have been involved in many of the most complex and high-profile
bankruptcies and out-of-court restructurings in recent history.
Further, the Ankura Trust team bring to their clients a diverse
spectrum of perspectives given their wide range of experience in
restructurings, including roles as bondholders; lenders; distressed
investors; providers of rescue, DIP and exit financings; indenture
trustee; UCC participant and chair; loan administrative agent;
escrow agent; and collateral agent.

Mr. McGinley added, "We are committed to providing clients with a
fresh approach as we set a new paradigm to traditional trust
services.  We know this business and we know how to drive value for
investors."

Mr. Sawyer joined Ankura in January 2017 after more than seven
years at Barclays, where he was the global head of the Portfolio,
Counterparty Credit and Workout Group.  There, he managed more than
150 people and $6 billion of distressed principal positions,
including post-restructured equity.  Mr. Sawyer has more than 25
years of experience in global financial markets, including roles in
the distressed debt and restructuring arena as an investor and
senior lender at a market leading hedge fund, in addition to his
role as the global head of the workout and restructuring group at
Barclays.

Mr. McGinley brings decades of experience in relationship
management, corporate trusts, liquidating trusts, and
restructurings, where he has significant experience working with  
bondholders in distressed situations and Chapter 11 cases.  Mr.
McGinley has also developed several business lines for global
financial institutions and served on many of the most significant
unsecured creditors' committees in recent history.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------

                                               Total
                                              Share-      Total
                                    Total   Holders'    Working
                                   Assets     Equity    Capital
  Company         Ticker             ($MM)      ($MM)      ($MM)
  -------         ------           ------   --------    -------
ABSOLUTE SOFTWRE  ALSWF US           94.0      (54.4)     (32.8)
ABSOLUTE SOFTWRE  OU1 GR             94.0      (54.4)     (32.8)
ABSOLUTE SOFTWRE  ABT CN             94.0      (54.4)     (32.8)
ABSOLUTE SOFTWRE  ABT2EUR EU         94.0      (54.4)     (32.8)
AGENUS INC        AGEN US           149.3      (51.6)      29.9
AGENUS INC        AGENUSD EU        149.3      (51.6)      29.9
ALTAIR ENGINEE-A  ALTR US           301.5      (60.2)     (92.4)
ALTAIR ENGINEE-A  ALTREUR EU        301.5      (60.2)     (92.4)
ALTAIR ENGINEE-A  8A2 QT            301.5      (60.2)     (92.4)
ALTAIR ENGINEE-A  8A2 GR            301.5      (60.2)     (92.4)
ALTAIR ENGINEE-A  8A2 TH            301.5      (60.2)     (92.4)
AMER RESTAUR-LP   ICTPU US           33.5       (4.0)      (6.2)
AMPIO PHARMACEUT  AMPE US             9.4       (0.2)      (0.0)
AMYRIS INC        AMRS US           138.6     (190.4)      (5.7)
AMYRIS INC        3A01 TH           138.6     (190.4)      (5.7)
AMYRIS INC        3A01 GR           138.6     (190.4)      (5.7)
AMYRIS INC        3A01 QT           138.6     (190.4)      (5.7)
AMYRIS INC        AMRSEUR EU        138.6     (190.4)      (5.7)
AMYRIS INC        AMRSUSD EU        138.6     (190.4)      (5.7)
APOLLO MEDICAL H  AMEH US            41.2       (7.3)      (7.0)
ARSANIS INC       ASNS US             7.6      (16.7)      (6.3)
ASPEN TECHNOLOGY  AZPN US           195.8     (274.5)    (341.7)
ASPEN TECHNOLOGY  AST GR            195.8     (274.5)    (341.7)
ASPEN TECHNOLOGY  AST TH            195.8     (274.5)    (341.7)
ASPEN TECHNOLOGY  AZPNEUR EU        195.8     (274.5)    (341.7)
ASPEN TECHNOLOGY  AST QT            195.8     (274.5)    (341.7)
ASPEN TECHNOLOGY  AZPNUSD EU        195.8     (274.5)    (341.7)
ATLATSA RESOURCE  ATL SJ            193.5     (142.5)     (46.4)
AUTOZONE INC      AZO US          9,397.1   (1,525.1)    (350.4)
AUTOZONE INC      AZ5 TH          9,397.1   (1,525.1)    (350.4)
AUTOZONE INC      AZ5 GR          9,397.1   (1,525.1)    (350.4)
AUTOZONE INC      AZOEUR EU       9,397.1   (1,525.1)    (350.4)
AUTOZONE INC      AZ5 QT          9,397.1   (1,525.1)    (350.4)
AUTOZONE INC      AZOUSD EU       9,397.1   (1,525.1)    (350.4)
AUTOZONE INC      0HJL LN         9,397.1   (1,525.1)    (350.4)
AVAYA HOLDINGS C  AVYA US         5,898.0   (5,013.0)     (96.0)
AVEO PHARMACEUTI  AVEOUSD EU         41.7      (44.6)      23.7
AVEO PHARMACEUTI  0HJQ LN            41.7      (44.6)      23.7
AVID TECHNOLOGY   AVID US           225.3     (270.4)     (78.0)
AVID TECHNOLOGY   AVD GR            225.3     (270.4)     (78.0)
AXIM BIOTECHNOLO  AXIM US             3.3       (4.9)      (3.5)
BENEFITFOCUS INC  BNFT US           171.2      (37.0)       7.0
BENEFITFOCUS INC  BTF GR            171.2      (37.0)       7.0
BIOHAVEN PHARMAC  BHVN US           184.7      156.2      157.4
BIOHAVEN PHARMAC  2VN GR            184.7      156.2      157.4
BIOHAVEN PHARMAC  BHVNEUR EU        184.7      156.2      157.4
BIOHAVEN PHARMAC  2VN QT            184.7      156.2      157.4
BLACKSTAR ENTERP  BEGI US             6.3       (4.7)      (5.2)
BLUE BIRD CORP    BLBD US           295.8      (58.5)      21.7
BLUE RIDGE MOUNT  BRMR US         1,060.2     (212.5)     (62.4)
BOKU INC          BOKU LN             -          -          -
BOKU INC          BOKUGBX EU          -          -          -
BOMBARDIER INC-A  BBD/A CN       23,709.0   (3,623.0)     103.0
BOMBARDIER INC-B  BBD/B CN       23,709.0   (3,623.0)     103.0
BOMBARDIER INC-B  BBDBN MM       23,709.0   (3,623.0)     103.0
BOMBARDIER INC-B  0QZP LN        23,709.0   (3,623.0)     103.0
BRINKER INTL      EAT US          1,400.5     (552.9)    (257.4)
BRINKER INTL      BKJ GR          1,400.5     (552.9)    (257.4)
BRINKER INTL      BKJ QT          1,400.5     (552.9)    (257.4)
BRINKER INTL      EAT2EUR EU      1,400.5     (552.9)    (257.4)
BROOKFIELD REAL   BRE CN             95.0      (31.1)       3.0
BRP INC/CA-SUB V  DOO CN          2,575.8      (98.6)      91.1
BRP INC/CA-SUB V  B15A GR         2,575.8      (98.6)      91.1
BRP INC/CA-SUB V  BRPIF US        2,575.8      (98.6)      91.1
BUFFALO COAL COR  BUC SJ             49.8      (22.9)     (20.1)
BURLINGTON STORE  BURL US         2,843.4     (110.5)      22.8
BURLINGTON STORE  BUI GR          2,843.4     (110.5)      22.8
BURLINGTON STORE  BURL* MM        2,843.4     (110.5)      22.8
BURLINGTON STORE  BURLEUR EU      2,843.4     (110.5)      22.8
BURLINGTON STORE  BURLUSD EU      2,843.4     (110.5)      22.8
CADIZ INC         CDZI US            68.9      (76.3)       7.6
CADIZ INC         2ZC GR             68.9      (76.3)       7.6
CADIZ INC         0HS4 LN            68.9      (76.3)       7.6
CAESARS ENTERTAI  CZR US         14,353.0   (3,815.0)  (5,099.0)
CAESARS ENTERTAI  C08 GR         14,353.0   (3,815.0)  (5,099.0)
CAESARS ENTERTAI  CZREUR EU      14,353.0   (3,815.0)  (5,099.0)
CALIFORNIA RESOU  CRC US          6,183.0     (574.0)    (294.0)
CALIFORNIA RESOU  1CLB GR         6,183.0     (574.0)    (294.0)
CALIFORNIA RESOU  CRCEUR EU       6,183.0     (574.0)    (294.0)
CALIFORNIA RESOU  1CL TH          6,183.0     (574.0)    (294.0)
CALIFORNIA RESOU  1CLB QT         6,183.0     (574.0)    (294.0)
CALIFORNIA RESOU  CRCUSD EU       6,183.0     (574.0)    (294.0)
CAMBIUM LEARNING  ABCD US           155.0      (45.0)     (55.0)
CAREDX INC        CDNA US            75.1       (0.2)     (14.0)
CASELLA WASTE     WA3 GR            592.4      (60.5)      (1.4)
CASELLA WASTE     CWST US           592.4      (60.5)      (1.4)
CASELLA WASTE     WA3 TH            592.4      (60.5)      (1.4)
CASELLA WASTE     CWSTEUR EU        592.4      (60.5)      (1.4)
CASELLA WASTE     CWSTUSD EU        592.4      (60.5)      (1.4)
CDK GLOBAL INC    CDK US          2,690.0     (188.0)     514.1
CDK GLOBAL INC    C2G TH          2,690.0     (188.0)     514.1
CDK GLOBAL INC    CDKEUR EU       2,690.0     (188.0)     514.1
CDK GLOBAL INC    C2G GR          2,690.0     (188.0)     514.1
CDK GLOBAL INC    CDKUSD EU       2,690.0     (188.0)     514.1
CDK GLOBAL INC    C2G QT          2,690.0     (188.0)     514.1
CDK GLOBAL INC    0HQR LN         2,690.0     (188.0)     514.1
CHENIERE EN PART  CQH US              0.8       (0.1)      (0.1)
CHENIERE EN PART  CE4 GR              0.8       (0.1)      (0.1)
CHESAPEAKE ENERG  CHK US         11,981.0     (704.0)  (1,040.0)
CHESAPEAKE ENERG  CHK* MM        11,981.0     (704.0)  (1,040.0)
CHESAPEAKE ENERG  CHKUSD EU      11,981.0     (704.0)  (1,040.0)
CHESAPEAKE ENERG  0HWL LN        11,981.0     (704.0)  (1,040.0)
CHOICE HOTELS     CZH GR            961.2     (200.4)     182.3
CHOICE HOTELS     CHH US            961.2     (200.4)     182.3
CINCINNATI BELL   CBB US          1,457.3     (133.5)       5.1
CINCINNATI BELL   CIB1 GR         1,457.3     (133.5)       5.1
CINCINNATI BELL   CBBEUR EU       1,457.3     (133.5)       5.1
CLEAR CHANNEL-A   C7C GR          5,580.5   (1,284.2)     337.6
CLEAR CHANNEL-A   CCO US          5,580.5   (1,284.2)     337.6
CLEVELAND-CLIFFS  CVA GR          2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  CVA TH          2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  CLF US          2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  CLF* MM         2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  CVA QT          2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  CLF2EUR EU      2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  CLF2 EU         2,953.4     (436.1)   1,092.4
CLEVELAND-CLIFFS  0I0H LN         2,953.4     (436.1)   1,092.4
COGENT COMMUNICA  CCOI US           729.9      (80.1)     236.8
COGENT COMMUNICA  OGM1 GR           729.9      (80.1)     236.8
CONSUMER CAPITAL  CCGN US             5.2       (2.5)      (2.6)
CROWN BAUS CAPIT  CBCA US             0.0       (0.0)      (0.0)
DELEK LOGISTICS   DKL US            422.9      (25.8)       5.5
DELEK LOGISTICS   D6L GR            422.9      (25.8)       5.5
DENNY'S CORP      DE8 GR            309.2      (97.6)     (45.4)
DENNY'S CORP      DENN US           309.2      (97.6)     (45.4)
DEX MEDIA INC     DMDA US         1,419.0   (1,284.0)  (1,999.0)
DINEEQUITY INC    DIN US          1,641.2     (216.7)      79.9
DINEEQUITY INC    IHP GR          1,641.2     (216.7)      79.9
DOLLARAMA INC     DOL CN          1,948.8      (15.3)     363.2
DOLLARAMA INC     DLMAF US        1,948.8      (15.3)     363.2
DOLLARAMA INC     DR3 GR          1,948.8      (15.3)     363.2
DOLLARAMA INC     DOLEUR EU       1,948.8      (15.3)     363.2
DOLLARAMA INC     DR3 TH          1,948.8      (15.3)     363.2
DOLLARAMA INC     DR3 QT          1,948.8      (15.3)     363.2
DOLLARAMA INC     DOLCAD EU       1,948.8      (15.3)     363.2
DOMINO'S PIZZA    EZV TH            816.2   (2,765.3)     194.1
DOMINO'S PIZZA    EZV GR            816.2   (2,765.3)     194.1
DOMINO'S PIZZA    DPZ US            816.2   (2,765.3)     194.1
DOMINO'S PIZZA    EZV QT            816.2   (2,765.3)     194.1
DOMINO'S PIZZA    DPZEUR EU         816.2   (2,765.3)     194.1
DOMINO'S PIZZA    DPZUSD EU         816.2   (2,765.3)     194.1
DUN & BRADSTREET  DB5 GR          2,301.0     (857.3)     (71.7)
DUN & BRADSTREET  DB5 TH          2,301.0     (857.3)     (71.7)
DUN & BRADSTREET  DNB US          2,301.0     (857.3)     (71.7)
DUN & BRADSTREET  DB5 QT          2,301.0     (857.3)     (71.7)
DUN & BRADSTREET  DNB1EUR EU      2,301.0     (857.3)     (71.7)
DUNKIN' BRANDS G  2DB GR          3,139.3     (174.1)     157.8
DUNKIN' BRANDS G  DNKN US         3,139.3     (174.1)     157.8
DUNKIN' BRANDS G  2DB TH          3,139.3     (174.1)     157.8
DUNKIN' BRANDS G  2DB QT          3,139.3     (174.1)     157.8
DUNKIN' BRANDS G  DNKNEUR EU      3,139.3     (174.1)     157.8
DUNKIN' BRANDS G  DNKNUSD EU      3,139.3     (174.1)     157.8
ERIN ENERGY CORP  ERN US            229.5     (359.3)    (310.8)
ERIN ENERGY CORP  ERN SJ            229.5     (359.3)    (310.8)
EVERI HOLDINGS I  EVRI US         1,425.6     (123.8)      (5.1)
EVERI HOLDINGS I  G2C GR          1,425.6     (123.8)      (5.1)
EVERI HOLDINGS I  EVRIEUR EU      1,425.6     (123.8)      (5.1)
FERRELLGAS-LP     FEG GR          1,705.0     (793.3)    (272.3)
FERRELLGAS-LP     FGP US          1,705.0     (793.3)    (272.3)
FORESCOUT TECHNO  FSCT US           164.3      (65.8)      (9.0)
FORESCOUT TECHNO  F1O GR            164.3      (65.8)      (9.0)
FORESCOUT TECHNO  F1O QT            164.3      (65.8)      (9.0)
FORESCOUT TECHNO  FSCTEUR EU        164.3      (65.8)      (9.0)
GAMCO INVESTO-A   GBL US            231.0     (104.5)       -
GEN COMM-A        GC1 GR          2,063.3       (2.7)      45.3
GEN COMM-A        GNCMA US        2,063.3       (2.7)      45.3
GEN COMM-A        GNCMAEUR EU     2,063.3       (2.7)      45.3
GEN COMM-B        GNCMB US        2,063.3       (2.7)      45.3
GENERAL CANNABIS  CANNUSD EU          2.8       (6.1)      (8.1)
GNC HOLDINGS INC  IGN GR          1,969.0      (24.7)     441.6
GNC HOLDINGS INC  GNC US          1,969.0      (24.7)     441.6
GNC HOLDINGS INC  IGN TH          1,969.0      (24.7)     441.6
GNC HOLDINGS INC  GNC1EUR EU      1,969.0      (24.7)     441.6
GNC HOLDINGS INC  GNC1USD EU      1,969.0      (24.7)     441.6
GNC HOLDINGS INC  GNC* MM         1,969.0      (24.7)     441.6
GNC HOLDINGS INC  0IT2 LN         1,969.0      (24.7)     441.6
GOGO INC          GOGO US         1,362.9     (155.5)     322.8
GOGO INC          G0G GR          1,362.9     (155.5)     322.8
GOGO INC          G0G QT          1,362.9     (155.5)     322.8
GOGO INC          GOGOUSD EU      1,362.9     (155.5)     322.8
GOGO INC          GOGOEUR EU      1,362.9     (155.5)     322.8
GOGO INC          0IYQ LN         1,362.9     (155.5)     322.8
GREEN PLAINS PAR  GPP US             92.8      (64.3)       5.0
GREEN PLAINS PAR  8GP GR             92.8      (64.3)       5.0
H&R BLOCK INC     HRB US          1,716.6     (412.8)      51.4
H&R BLOCK INC     HRB GR          1,716.6     (412.8)      51.4
H&R BLOCK INC     HRB TH          1,716.6     (412.8)      51.4
H&R BLOCK INC     HRB QT          1,716.6     (412.8)      51.4
H&R BLOCK INC     HRBEUR EU       1,716.6     (412.8)      51.4
H&R BLOCK INC     HRBUSD EU       1,716.6     (412.8)      51.4
H&R BLOCK INC     0HOB LN         1,716.6     (412.8)      51.4
HCA HEALTHCARE I  2BH GR         36,593.0   (4,995.0)   3,819.0
HCA HEALTHCARE I  HCA US         36,593.0   (4,995.0)   3,819.0
HCA HEALTHCARE I  2BH TH         36,593.0   (4,995.0)   3,819.0
HCA HEALTHCARE I  2BH QT         36,593.0   (4,995.0)   3,819.0
HCA HEALTHCARE I  HCAEUR EU      36,593.0   (4,995.0)   3,819.0
HCA HEALTHCARE I  HCAUSD EU      36,593.0   (4,995.0)   3,819.0
HCA HEALTHCARE I  0J1R LN        36,593.0   (4,995.0)   3,819.0
HELIOS & MATHESO  QCLN GR            17.5      (24.1)     (33.9)
HELIOS & MATHESO  QCLN TH            17.5      (24.1)     (33.9)
HELIOS & MATHESO  QCLN QT            17.5      (24.1)     (33.9)
HELIOS AND MATHE  HMNY US            17.5      (24.1)     (33.9)
HELIOS AND MATHE  HMNYEUR EU         17.5      (24.1)     (33.9)
HELIOS AND MATHE  HMNYUSD EU         17.5      (24.1)     (33.9)
HELIOS AND MATHE  HMNY LN            17.5      (24.1)     (33.9)
HORTONWORKS INC   HDP US            211.4      (51.1)     (31.0)
HORTONWORKS INC   14K GR            211.4      (51.1)     (31.0)
HORTONWORKS INC   14K QT            211.4      (51.1)     (31.0)
HORTONWORKS INC   HDPEUR EU         211.4      (51.1)     (31.0)
HORTONWORKS INC   HDPUSD EU         211.4      (51.1)     (31.0)
HORTONWORKS INC   0J64 LN           211.4      (51.1)     (31.0)
HP COMPANY-BDR    HPQB34 BZ      32,913.0   (3,408.0)     (94.0)
HP INC            HPQ* MM        32,913.0   (3,408.0)     (94.0)
HP INC            HPQ US         32,913.0   (3,408.0)     (94.0)
HP INC            7HP TH         32,913.0   (3,408.0)     (94.0)
HP INC            7HP GR         32,913.0   (3,408.0)     (94.0)
HP INC            HPQ TE         32,913.0   (3,408.0)     (94.0)
HP INC            HPQ CI         32,913.0   (3,408.0)     (94.0)
HP INC            HPQ SW         32,913.0   (3,408.0)     (94.0)
HP INC            HWP QT         32,913.0   (3,408.0)     (94.0)
HP INC            HPQCHF EU      32,913.0   (3,408.0)     (94.0)
HP INC            HPQUSD EU      32,913.0   (3,408.0)     (94.0)
HP INC            HPQUSD SW      32,913.0   (3,408.0)     (94.0)
HP INC            HPQEUR EU      32,913.0   (3,408.0)     (94.0)
HP INC            0J2E LN        32,913.0   (3,408.0)     (94.0)
IDEXX LABS        IDXX US         1,713.4      (53.8)     (32.6)
IDEXX LABS        IX1 GR          1,713.4      (53.8)     (32.6)
IDEXX LABS        IX1 TH          1,713.4      (53.8)     (32.6)
IDEXX LABS        IX1 QT          1,713.4      (53.8)     (32.6)
IDEXX LABS        IDXX AV         1,713.4      (53.8)     (32.6)
IDEXX LABS        0J8P LN         1,713.4      (53.8)     (32.6)
IMMUNOGEN INC     IMU GR            225.7     (111.3)     133.3
IMMUNOGEN INC     IMGN US           225.7     (111.3)     133.3
IMMUNOGEN INC     IMU TH            225.7     (111.3)     133.3
IMMUNOGEN INC     IMU QT            225.7     (111.3)     133.3
IMMUNOGEN INC     IMGNEUR EU        225.7     (111.3)     133.3
IMMUNOGEN INC     IMGNUSD EU        225.7     (111.3)     133.3
IMMUNOMEDICS INC  IMMU US           153.4      (67.4)     (52.0)
IMMUNOMEDICS INC  IM3 GR            153.4      (67.4)     (52.0)
IMMUNOMEDICS INC  IM3 TH            153.4      (67.4)     (52.0)
IMMUNOMEDICS INC  IM3 QT            153.4      (67.4)     (52.0)
IMMUNOMEDICS INC  0J9H LN           153.4      (67.4)     (52.0)
INNOVIVA INC      INVA US           391.0     (223.0)     187.6
INNOVIVA INC      HVE GR            391.0     (223.0)     187.6
INNOVIVA INC      INVAEUR EU        391.0     (223.0)     187.6
INSTRUCTURE INC   INST US           135.5      (10.9)     (24.0)
INSTRUCTURE INC   1IN GR            135.5      (10.9)     (24.0)
IRONWOOD PHARMAC  I76 GR            625.1      (17.6)     249.6
IRONWOOD PHARMAC  IRWD US           625.1      (17.6)     249.6
IRONWOOD PHARMAC  I76 TH            625.1      (17.6)     249.6
IRONWOOD PHARMAC  I76 QT            625.1      (17.6)     249.6
IRONWOOD PHARMAC  IRWDEUR EU        625.1      (17.6)     249.6
IWEB INC          IWBB US             0.1       (0.3)      (0.3)
JACK IN THE BOX   JBX GR          1,228.4     (388.0)    (122.7)
JACK IN THE BOX   JACK US         1,228.4     (388.0)    (122.7)
JACK IN THE BOX   JACK1EUR EU     1,228.4     (388.0)    (122.7)
JACK IN THE BOX   JBX QT          1,228.4     (388.0)    (122.7)
JUST ENERGY GROU  JE US           1,276.8     (268.4)    (183.6)
JUST ENERGY GROU  1JE GR          1,276.8     (268.4)    (183.6)
JUST ENERGY GROU  JE CN           1,276.8     (268.4)    (183.6)
L BRANDS INC      LTD GR          7,816.0   (1,119.0)     911.0
L BRANDS INC      LTD TH          7,816.0   (1,119.0)     911.0
L BRANDS INC      LB US           7,816.0   (1,119.0)     911.0
L BRANDS INC      LBEUR EU        7,816.0   (1,119.0)     911.0
L BRANDS INC      LB* MM          7,816.0   (1,119.0)     911.0
L BRANDS INC      LTD QT          7,816.0   (1,119.0)     911.0
L BRANDS INC      LBUSD EU        7,816.0   (1,119.0)     911.0
L BRANDS INC      0JSC LN         7,816.0   (1,119.0)     911.0
LAMB WESTON       LW US           2,714.9     (474.9)     357.8
LAMB WESTON       0L5 GR          2,714.9     (474.9)     357.8
LAMB WESTON       LW-WEUR EU      2,714.9     (474.9)     357.8
LAMB WESTON       0L5 TH          2,714.9     (474.9)     357.8
LAMB WESTON       0L5 QT          2,714.9     (474.9)     357.8
LAMB WESTON       LW-WUSD EU      2,714.9     (474.9)     357.8
LANTHEUS HOLDING  LNTH US           281.0      (77.9)      90.5
LANTHEUS HOLDING  0L8 GR            281.0      (77.9)      90.5
LIVEXLIVE MEDIA   LIVX US             4.1       (3.9)      (7.5)
LOCKHEED MARTIN   LMT US         46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LOM GR         46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LOM TH         46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LMT* MM        46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LMT SW         46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LMT1EUR EU     46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LOM QT         46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LMT1CHF EU     46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   LMT1USD EU     46,521.0     (609.0)   4,824.0
LOCKHEED MARTIN   0R3E LN        46,521.0     (609.0)   4,824.0
LOCKHEED-BDR      LMTB34 BZ      46,521.0     (609.0)   4,824.0
LOCKHEED-CEDEAR   LMT AR         46,521.0     (609.0)   4,824.0
MCDONALDS - BDR   MCDC34 BZ      32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MDO TH         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCD TE         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MDO GR         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCD* MM        32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCD US         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCD SW         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCD CI         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MDO QT         32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCDCHF EU      32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCDUSD EU      32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCDUSD SW      32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCDEUR EU      32,559.6   (3,477.6)   1,050.1
MCDONALDS CORP    MCD AV         32,559.6   (3,477.6)   1,050.1
MCDONALDS-CEDEAR  MCD AR         32,559.6   (3,477.6)   1,050.1
MDC PARTNERS-A    MDCA US         1,617.8     (328.8)    (220.3)
MDC PARTNERS-A    MD7A GR         1,617.8     (328.8)    (220.3)
MDC PARTNERS-A    MDCAEUR EU      1,617.8     (328.8)    (220.3)
MEDLEY MANAGE-A   MDLY US           135.5      (11.6)      35.7
MICHAELS COS INC  MIK US          2,306.1   (1,732.8)     482.5
MICHAELS COS INC  MIM GR          2,306.1   (1,732.8)     482.5
MIRAGEN THERAPEU  MGEN US            47.1       39.0       39.9
MIRAGEN THERAPEU  0K1R LN            47.1       39.0       39.9
MONEYGRAM INTERN  MGI US          4,546.1     (184.0)     (66.1)
MONEYGRAM INTERN  9M1N GR         4,546.1     (184.0)     (66.1)
MONEYGRAM INTERN  9M1N QT         4,546.1     (184.0)     (66.1)
MONEYGRAM INTERN  9M1N TH         4,546.1     (184.0)     (66.1)
MONEYGRAM INTERN  MGIEUR EU       4,546.1     (184.0)     (66.1)
MONEYGRAM INTERN  MGIUSD EU       4,546.1     (184.0)     (66.1)
MOODY'S CORP      DUT GR          8,304.9     (156.8)     296.2
MOODY'S CORP      MCO US          8,304.9     (156.8)     296.2
MOODY'S CORP      DUT TH          8,304.9     (156.8)     296.2
MOODY'S CORP      MCOEUR EU       8,304.9     (156.8)     296.2
MOODY'S CORP      DUT QT          8,304.9     (156.8)     296.2
MOODY'S CORP      MCO* MM         8,304.9     (156.8)     296.2
MOODY'S CORP      MCOUSD EU       8,304.9     (156.8)     296.2
MOODY'S CORP      0K36 LN         8,304.9     (156.8)     296.2
MOSAIC A-CLASS A  MOSC US             0.6       (0.0)      (0.0)
MOSAIC ACQUISITI  MOSC/U US           0.6       (0.0)      (0.0)
MOTOROLA SOLUTIO  MTLA GR         8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  MTLA TH         8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  MSI US          8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  MOT TE          8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  MTLA QT         8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  MSI1EUR EU      8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  MSI1USD EU      8,208.0   (1,727.0)   1,019.0
MOTOROLA SOLUTIO  0K3H LN         8,208.0   (1,727.0)   1,019.0
MSG NETWORKS- A   MSGN US           851.8     (743.2)     229.6
MSG NETWORKS- A   1M4 GR            851.8     (743.2)     229.6
MSG NETWORKS- A   1M4 TH            851.8     (743.2)     229.6
MSG NETWORKS- A   1M4 QT            851.8     (743.2)     229.6
MSG NETWORKS- A   MSGNEUR EU        851.8     (743.2)     229.6
NATHANS FAMOUS    NATH US            92.9      (85.0)      51.8
NATHANS FAMOUS    NFA GR             92.9      (85.0)      51.8
NATIONAL CINEMED  XWM GR          1,153.4      (61.9)      70.0
NATIONAL CINEMED  NCMI US         1,153.4      (61.9)      70.0
NATIONAL CINEMED  NCMIEUR EU      1,153.4      (61.9)      70.0
NAVISTAR INTL     IHR GR          6,135.0   (4,574.0)     515.0
NAVISTAR INTL     NAV US          6,135.0   (4,574.0)     515.0
NAVISTAR INTL     IHR TH          6,135.0   (4,574.0)     515.0
NAVISTAR INTL     IHR QT          6,135.0   (4,574.0)     515.0
NAVISTAR INTL     NAVEUR EU       6,135.0   (4,574.0)     515.0
NAVISTAR INTL     NAVUSD EU       6,135.0   (4,574.0)     515.0
NEBULA ACQUISITI  NEBUU US            0.0       (0.0)      (0.0)
NEW ENG RLTY-LP   NEN US            237.8      (32.4)       -
NYMOX PHARMACEUT  NYMX US             1.3       (0.7)      (0.7)
NYMOX PHARMACEUT  NYMXUSD EU          1.3       (0.7)      (0.7)
PAPA JOHN'S INTL  PZZA US           550.9      (39.4)      29.5
PAPA JOHN'S INTL  PP1 GR            550.9      (39.4)      29.5
PAPA JOHN'S INTL  PZZAEUR EU        550.9      (39.4)      29.5
PHILIP MORRIS IN  PM1EUR EU      41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PMI SW         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM1 TE         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  4I1 TH         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM1CHF EU      41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  4I1 GR         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM US          41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM FP          41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM1 EU         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PMI1 IX        41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PMI EB         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  4I1 QT         41,951.0   (9,633.0)   2,345.0
PHILIP MORRIS IN  PM LN          41,951.0   (9,633.0)   2,345.0
PINNACLE ENTERTA  PNK US          3,926.3     (343.8)     (90.2)
PINNACLE ENTERTA  65P GR          3,926.3     (343.8)     (90.2)
PLANET FITNESS-A  PLNT US         1,366.0     (139.6)      49.0
PLANET FITNESS-A  3PL TH          1,366.0     (139.6)      49.0
PLANET FITNESS-A  3PL GR          1,366.0     (139.6)      49.0
PLANET FITNESS-A  3PL QT          1,366.0     (139.6)      49.0
PLANET FITNESS-A  PLNT1EUR EU     1,366.0     (139.6)      49.0
PLANET FITNESS-A  PLNT1USD EU     1,366.0     (139.6)      49.0
PLANET FITNESS-A  0KJD LN         1,366.0     (139.6)      49.0
PLAYAGS INC       AGS US            639.8      (19.5)      30.6
PROS HOLDINGS IN  PH2 GR            292.6      (35.4)     105.8
PROS HOLDINGS IN  PRO US            292.6      (35.4)     105.8
QUANTUM CORP      QNT2 GR           211.2     (124.3)     (48.3)
QUANTUM CORP      QNT1 TH           211.2     (124.3)     (48.3)
QUANTUM CORP      QTM US            211.2     (124.3)     (48.3)
QUANTUM CORP      QTM1EUR EU        211.2     (124.3)     (48.3)
QUANTUM CORP      QNT1 QT           211.2     (124.3)     (48.3)
QUANTUM CORP      QTM1USD EU        211.2     (124.3)     (48.3)
REATA PHARMACE-A  RETA US           160.4     (132.4)     108.2
REATA PHARMACE-A  2R3 GR            160.4     (132.4)     108.2
REATA PHARMACE-A  RETAEUR EU        160.4     (132.4)     108.2
REGAL ENTERTAI-A  RGC US          2,672.2     (855.2)     (59.1)
REGAL ENTERTAI-A  RETA GR         2,672.2     (855.2)     (59.1)
REGAL ENTERTAI-A  RGCEUR EU       2,672.2     (855.2)     (59.1)
REMARK HOLD INC   3SWN GR           109.7       (9.4)     (58.2)
REMARK HOLD INC   MARK US           109.7       (9.4)     (58.2)
REMARK HOLD INC   MARKEUR EU        109.7       (9.4)     (58.2)
REMARK HOLD INC   MARKUSD EU        109.7       (9.4)     (58.2)
RESOLUTE ENERGY   R21 GR            792.3      (73.8)    (109.3)
RESOLUTE ENERGY   REN US            792.3      (73.8)    (109.3)
RESOLUTE ENERGY   RENEUR EU         792.3      (73.8)    (109.3)
RESTORATION ROBO  HAIR US            16.0      (14.0)      (7.5)
REVLON INC-A      REV US          3,167.8     (701.9)     241.5
REVLON INC-A      RVL1 GR         3,167.8     (701.9)     241.5
REVLON INC-A      RVL1 TH         3,167.8     (701.9)     241.5
REVLON INC-A      REVEUR EU       3,167.8     (701.9)     241.5
RH                RH US           1,801.6      (25.3)     219.2
RH                RS1 GR          1,801.6      (25.3)     219.2
RH                RH* MM          1,801.6      (25.3)     219.2
RH                RHEUR EU        1,801.6      (25.3)     219.2
RH                0KTF LN         1,801.6      (25.3)     219.2
ROKU INC          ROKU US           225.5      (42.8)      52.0
ROKU INC          R35 GR            225.5      (42.8)      52.0
ROKU INC          R35 QT            225.5      (42.8)      52.0
ROKU INC          ROKUEUR EU        225.5      (42.8)      52.0
ROKU INC          R35 TH            225.5      (42.8)      52.0
ROKU INC          ROKUUSD EU        225.5      (42.8)      52.0
ROKU INC          0KXI LN           225.5      (42.8)      52.0
ROSETTA STONE IN  RST US            196.8       (1.4)     (58.1)
ROSETTA STONE IN  RS8 GR            196.8       (1.4)     (58.1)
ROSETTA STONE IN  RST1EUR EU        196.8       (1.4)     (58.1)
RR DONNELLEY & S  DLLN GR         3,956.7     (163.0)     740.3
RR DONNELLEY & S  RRD US          3,956.7     (163.0)     740.3
RR DONNELLEY & S  DLLN TH         3,956.7     (163.0)     740.3
RR DONNELLEY & S  RRDEUR EU       3,956.7     (163.0)     740.3
RR DONNELLEY & S  RRDUSD EU       3,956.7     (163.0)     740.3
RYERSON HOLDING   RYI US          1,817.3      (14.4)     731.7
RYERSON HOLDING   7RY TH          1,817.3      (14.4)     731.7
RYERSON HOLDING   7RY GR          1,817.3      (14.4)     731.7
SALLY BEAUTY HOL  SBH US          2,123.1     (363.6)     595.9
SALLY BEAUTY HOL  S7V GR          2,123.1     (363.6)     595.9
SANCHEZ ENERGY C  SN US           2,240.1      (90.4)     (43.2)
SANCHEZ ENERGY C  SN* MM          2,240.1      (90.4)     (43.2)
SANCHEZ ENERGY C  13S GR          2,240.1      (90.4)     (43.2)
SANCHEZ ENERGY C  13S TH          2,240.1      (90.4)     (43.2)
SANCHEZ ENERGY C  13S QT          2,240.1      (90.4)     (43.2)
SANCHEZ ENERGY C  SNEUR EU        2,240.1      (90.4)     (43.2)
SBA COMM CORP     4SB GR          7,300.5   (2,257.8)    (698.6)
SBA COMM CORP     SBAC US         7,300.5   (2,257.8)    (698.6)
SBA COMM CORP     SBJ TH          7,300.5   (2,257.8)    (698.6)
SBA COMM CORP     SBACEUR EU      7,300.5   (2,257.8)    (698.6)
SBA COMM CORP     SBACUSD EU      7,300.5   (2,257.8)    (698.6)
SBA COMM CORP     0KYZ LN         7,300.5   (2,257.8)    (698.6)
SCIENTIFIC GAMES  SGMS US         7,062.4   (1,976.5)     554.8
SIGA TECH INC     SIGA US           148.7     (312.8)      27.9
SIRIUS XM HOLDIN  SIRI US         8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  RDO TH          8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  RDO GR          8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  RDO QT          8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  SIRIEUR EU      8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  SIRI AV         8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  SIRIUSD EU      8,329.4   (1,523.9)  (2,350.6)
SIRIUS XM HOLDIN  0L6Z LN         8,329.4   (1,523.9)  (2,350.6)
SIX FLAGS ENTERT  SIX US          2,528.3      (67.7)     (70.3)
SIX FLAGS ENTERT  6FE GR          2,528.3      (67.7)     (70.3)
SIX FLAGS ENTERT  SIXEUR EU       2,528.3      (67.7)     (70.3)
SIX FLAGS ENTERT  SIXUSD EU       2,528.3      (67.7)     (70.3)
SOLARWINDOW TECH  WNDW US             3.0       (0.9)       2.6
SOLARWINDOW TECH  2N0N GR             3.0       (0.9)       2.6
SOLARWINDOW TECH  WNDWUSD EU          3.0       (0.9)       2.6
SOLARWINDOW TECH  WNDW LN             3.0       (0.9)       2.6
SONIC CORP        SONC US           552.9     (237.3)      38.7
SONIC CORP        SO4 GR            552.9     (237.3)      38.7
SONIC CORP        SONCEUR EU        552.9     (237.3)      38.7
SONIC CORP        SO4 TH            552.9     (237.3)      38.7
STRAIGHT PATH-B   STRP US            10.1      (20.3)     (13.5)
STRAIGHT PATH-B   5I0 GR             10.1      (20.3)     (13.5)
SYNTEL INC        SYNT US           461.0      (63.6)     142.3
SYNTEL INC        SYE GR            461.0      (63.6)     142.3
SYNTEL INC        SYE TH            461.0      (63.6)     142.3
SYNTEL INC        SYE QT            461.0      (63.6)     142.3
SYNTEL INC        SYNT1EUR EU       461.0      (63.6)     142.3
SYNTEL INC        SYNT* MM          461.0      (63.6)     142.3
SYNTEL INC        SYNT1USD EU       461.0      (63.6)     142.3
TAILORED BRANDS   TLRD US         2,111.3      (15.0)     735.6
TAILORED BRANDS   WRMA GR         2,111.3      (15.0)     735.6
TAILORED BRANDS   TLRD* MM        2,111.3      (15.0)     735.6
TAILORED BRANDS   TLRDEUR EU      2,111.3      (15.0)     735.6
TAUBMAN CENTERS   TU8 GR          4,108.0     (148.8)       -
TAUBMAN CENTERS   TCO US          4,108.0     (148.8)       -
TAUBMAN CENTERS   0LDD LN         4,108.0     (148.8)       -
TINTRI INC        TNTR US           100.9      (68.4)       3.5
TINTRI INC        0LFL LN           100.9      (68.4)       3.5
TOWN SPORTS INTE  CLUB US           230.9      (99.7)      (4.1)
TRANSDIGM GROUP   T7D GR          9,975.7   (2,951.2)   1,262.6
TRANSDIGM GROUP   TDG US          9,975.7   (2,951.2)   1,262.6
TRANSDIGM GROUP   T7D QT          9,975.7   (2,951.2)   1,262.6
TRANSDIGM GROUP   TDGEUR EU       9,975.7   (2,951.2)   1,262.6
TRANSDIGM GROUP   T7D TH          9,975.7   (2,951.2)   1,262.6
TRANSDIGM GROUP   0REK LN         9,975.7   (2,951.2)   1,262.6
TUPPERWARE BRAND  TUP US          1,298.1     (116.5)      35.1
TUPPERWARE BRAND  TUP GR          1,298.1     (116.5)      35.1
TUPPERWARE BRAND  TUP QT          1,298.1     (116.5)      35.1
TUPPERWARE BRAND  TUP TH          1,298.1     (116.5)      35.1
TUPPERWARE BRAND  TUP1EUR EU      1,298.1     (116.5)      35.1
TUPPERWARE BRAND  TUP1USD EU      1,298.1     (116.5)      35.1
ULTRA PETROLEUM   UPL US          1,862.1   (1,257.8)    (157.3)
ULTRA PETROLEUM   UPL1EUR EU      1,862.1   (1,257.8)    (157.3)
ULTRA PETROLEUM   UPM1 GR         1,862.1   (1,257.8)    (157.3)
ULTRA PETROLEUM   UPM1 TH         1,862.1   (1,257.8)    (157.3)
ULTRA PETROLEUM   UPM1 QT         1,862.1   (1,257.8)    (157.3)
UNISYS CORP       UIS EU          2,296.9   (1,649.9)     340.6
UNISYS CORP       UISCHF EU       2,296.9   (1,649.9)     340.6
UNISYS CORP       UISEUR EU       2,296.9   (1,649.9)     340.6
UNISYS CORP       UIS US          2,296.9   (1,649.9)     340.6
UNISYS CORP       UIS1 SW         2,296.9   (1,649.9)     340.6
UNISYS CORP       USY1 TH         2,296.9   (1,649.9)     340.6
UNISYS CORP       USY1 GR         2,296.9   (1,649.9)     340.6
UNISYS CORP       USY1 QT         2,296.9   (1,649.9)     340.6
UNITI GROUP INC   UNIT US         4,292.2   (1,052.9)       -
UNITI GROUP INC   8XC GR          4,292.2   (1,052.9)       -
UNITI GROUP INC   0LJB LN         4,292.2   (1,052.9)       -
VALVOLINE INC     VVV US          1,915.0     (117.0)     312.0
VALVOLINE INC     0V4 GR          1,915.0     (117.0)     312.0
VALVOLINE INC     0V4 TH          1,915.0     (117.0)     312.0
VALVOLINE INC     VVVEUR EU       1,915.0     (117.0)     312.0
VALVOLINE INC     0V4 QT          1,915.0     (117.0)     312.0
VECTOR GROUP LTD  VGR GR          1,409.9     (318.2)     431.7
VECTOR GROUP LTD  VGR US          1,409.9     (318.2)     431.7
VECTOR GROUP LTD  VGR QT          1,409.9     (318.2)     431.7
VECTOR GROUP LTD  VGREUR EU       1,409.9     (318.2)     431.7
VERISIGN INC      VRS TH          2,908.4   (1,229.9)     870.5
VERISIGN INC      VRS GR          2,908.4   (1,229.9)     870.5
VERISIGN INC      VRSN US         2,908.4   (1,229.9)     870.5
VERISIGN INC      VRS QT          2,908.4   (1,229.9)     870.5
VERISIGN INC      VRSNEUR EU      2,908.4   (1,229.9)     870.5
VERISIGN INC      VRSNUSD EU      2,908.4   (1,229.9)     870.5
VIEWRAY INC       VRAY US            88.1      (26.6)      27.9
VIEWRAY INC       6L9 GR             88.1      (26.6)      27.9
VIEWRAY INC       VRAYEUR EU         88.1      (26.6)      27.9
VTV THERAPEUTI-A  VTVT US            24.1       (5.7)       9.3
VTV THERAPEUTI-A  5VT GR             24.1       (5.7)       9.3
W&T OFFSHORE INC  WTI US            887.4     (597.3)      34.5
W&T OFFSHORE INC  UWV GR            887.4     (597.3)      34.5
W&T OFFSHORE INC  WTI1EUR EU        887.4     (597.3)      34.5
WEIGHT WATCHERS   WTW US          1,315.5   (1,080.7)     (12.7)
WEIGHT WATCHERS   WW6 GR          1,315.5   (1,080.7)     (12.7)
WEIGHT WATCHERS   WW6 TH          1,315.5   (1,080.7)     (12.7)
WEIGHT WATCHERS   WTWEUR EU       1,315.5   (1,080.7)     (12.7)
WEIGHT WATCHERS   WW6 QT          1,315.5   (1,080.7)     (12.7)
WEIGHT WATCHERS   WTWUSD EU       1,315.5   (1,080.7)     (12.7)
WIDEOPENWEST INC  WOW US          2,676.5     (288.3)     (50.7)
WIDEOPENWEST INC  WU5 TH          2,676.5     (288.3)     (50.7)
WIDEOPENWEST INC  WU5 GR          2,676.5     (288.3)     (50.7)
WIDEOPENWEST INC  WU5 QT          2,676.5     (288.3)     (50.7)
WIDEOPENWEST INC  WOW1EUR EU      2,676.5     (288.3)     (50.7)
WINGSTOP INC      WING US           121.1      (57.7)      (2.1)
WINGSTOP INC      EWG GR            121.1      (57.7)      (2.1)
WINMARK CORP      WINA US            47.2      (39.4)      12.5
WINMARK CORP      GBZ GR             47.2      (39.4)      12.5
WORKIVA INC       WK US             155.6      (14.5)     (12.1)
WORKIVA INC       0WKA GR           155.6      (14.5)     (12.1)
WORKIVA INC       WKEUR EU          155.6      (14.5)     (12.1)
YRC WORLDWIDE IN  YRCW US         1,585.5     (353.5)     155.9
YRC WORLDWIDE IN  YEL1 GR         1,585.5     (353.5)     155.9
YRC WORLDWIDE IN  YEL1 TH         1,585.5     (353.5)     155.9
YRC WORLDWIDE IN  YEL1 QT         1,585.5     (353.5)     155.9
YRC WORLDWIDE IN  YRCWEUR EU      1,585.5     (353.5)     155.9
YRC WORLDWIDE IN  YRCWUSD EU      1,585.5     (353.5)     155.9
YUM! BRANDS INC   YUM US          5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   TGR GR          5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   TGR TH          5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   YUMEUR EU       5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   TGR QT          5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   YUMCHF EU       5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   YUM SW          5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   YUMUSD SW       5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   YUMUSD EU       5,454.0   (6,121.0)     596.0
YUM! BRANDS INC   0QYD LN         5,454.0   (6,121.0)     596.0


                            *********

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
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public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
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equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
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Each Friday's edition of the TCR includes a review about a book of
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available at your local bookstore or through Amazon.com.  Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

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Point your Web browser to http://TCRresources.bankrupt.com/and use
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                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2018.  All rights reserved.  ISSN: 1520-9474.

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firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

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