TCR_Public/180219.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, February 19, 2018, Vol. 22, No. 49

                            Headlines

417 LACKAWANNA: Files Plan and Disclosure Statement
A-OK ENTERPRISES: Unsecureds to Get Initial Sum of $15K Under Plan
AKC ENTERPRISES: U.S. Trustee Unable to Appoint Committee
ALLIANCE ONE: Donald Smith & Co. Has 10% Stake as of Dec. 31
AMERICAN GREETINGS: S&P Places 'BB-' CCR on CreditWatch Negative

AMRIT FREIGHT: March 6 Hearing on Plan Confirmation
APOLLO COMPANIES: Business Loans Claims to Get 20% Over 7 Years
APTEAN INC: S&P Cuts CCR to 'B-' on Weaker Credit Metrics
ASCENA RETAIL: Bank Debt Trades at 10.50% Off
ATLAS DISPOSAL: Asks Court to Conditionally Approve Plan Outline

ATS CONSOLIDATED: S&P Affirms 'B' CCR on Debt-Financed Acquisition
AUTO SUPPLY COMPANY: Committee Hires Waldrep as Local Counsel
BAL HARBOUR: Case Summary & 20 Largest Unsecured Creditors
BERRY GLOBAL: Moody's Rates New Repriced Term Loans 'Ba2'
BI-LO LLC: Winn-Dixie Owner Mulls Bankruptcy Filing, Sources Say

BILL BARRETT: Vanguard Group Has 6% Stake as of Dec. 31
BLACKBOARD INC: Bank Debt Trades at 2.78% Off
BOSTON HERALD: Court Okays $11.9M Sale to MediaNews Group
BOTTOMLINE TECHNOLOGIES: Egan-Jones Cuts LC Sr. Unsec. Rating to C
BOWER CONTRACTING: Amends Treatment of Unsecured Claims v D. Bower

BRADBURN METROPOLITAN 2: Moody's Rates 2018A LTGO Bonds 'Ba1'
BRIGHT MOUNTAIN: Appoints Pearlman Law Partner to Board
CACTUS WELLHEAD: Moody's Hikes CFR to B2; Outlook Stable
CASA DE MONTGOMERY: Unsecureds to Get 100% at 1.75% Over 5 Years
CASA RANCHERO: Court Okays Second Amended Disclosures

CEC ENTERTAINMENT: Moody's Lowers Corporate Family Rating to 'B3'
CENGAGE: Bank Debt Trades at 6.25% Off
CENTURYLINK INC: Bank Debt Trades at 2.46% Off
CHAMPION EXCAVATION: U.S. Trustee Bid to Dismiss Ch. 11 Case Nixed
CHECKOUT HOLDING: Bank Debt Trades at 19.76% Off

CHINA COMMERCIAL: Names Former UN ICTY Program Coordinator to Board
COATES INTERNATIONAL: Obtains $33,000 From Note Offering
COCHON PROPERTIES: Note Holders to Give New Equity to New Holdco
CONCORDIA HEALTHCARE: Bank Debt Trades at 14.12% Off
CONDOMINIUM ASSOCIATION: U.S. Trustee Unable to Appoint Committee

COOLTRADE INC: Proposes Plan to Exit Chapter 11 Protection
CUMULUS MEDIA: Files Revised Disclosure Statement
DATASTARUSA INC: Unsecureds to be Paid 15% Under Exit Plan
DAVID'S BRIDAL: Bank Debt Trades at 13.00% Off
DC DOORS: March 21 Hearing on Disclosure Statement

DECATUR ATHLETIC: ULI's Monthly Payment Increased to $546
DENBURY RESOURCES: S&P Raises CCR to 'CCC+', Outlook Stable
DIGIPATH INC: Incurs $179K Net Loss in First Quarter
DIGITAL REALTY: Fitch Affirms 'BB+' Preferred Stock Rating
DITECH HOLDING: Moody's Affirms Caa2 Sr. Secured Term Loan Rating

DITECH HOLDING: S&P Raises CCR to 'CCC+' on Bankruptcy Emergence
DPW HOLDINGS: Completes $1 Million Convertible Note Financing
EARTH HOUSE: Disclosures OK'd; Chapter 11 Plan Confirmed
ENCLAVE BUSINESS: Hires Cornerstone CRES as Real Estate Broker
EQUINIX INC: Infomart Dallas Deal No Impact on Fitch's BB IDR

EVERMILK LOGISTICS: IRS Blocks Approval of Proposed Plan Outline
FAITH CHRISTIAN: Hires Silva Law as Counsel
FAMOSO PORTERVILLE: April 25 Hearing on Plan Confirmation
FAT FACE: Bank Debt Trades at 16.75% Off
FIELDWOOD ENERGY: Moody's Cuts PDR to D-PD Amid Bankr. Filing

FIELDWOOD ENERGY: Targets April 2 Hearing on Prepackaged Plan
FORESIGHT ENERGY: Will Sell up to $1 Billion Worth of Securities
FORTERRA INC: Bank Debt Trades at 6.62% Off
FUSION TELECOMMUNICATIONS: Moody's Assigns 'B3' First-Time CFR
GENERAL NUTRITION: Bank Debt Trades at 9.4% Off

GENERAL NUTRITION: Moody's Gives (P)B3 Rating to New Sec. Term Loan
GETTY IMAGES: Bank Debt Trades at 7.15% Off
GIGA-TRONICS INC: Incurs $313,000 Net Loss in Third Quarter
GRAN COLOMBIA: Fitch Assigns B- Long-Term IDR; Outlook Stable
GRAN TIERRA: Fitch Puts B+(EXP) Rating on New Notes on Watch Neg.

GULF FINANCE: Bank Debt Trades at 10.08% Off
HARBOR BAR DOCKS: April 6 Final Hearing on Plan, Disclosures
HARBOR BAR: Court Conditionally Approves Disclosure Statement
HARBORVIEW TOWERS: PH4C to be Paid $4.1MM Under 3rd Amended Plan
HATTRICK PROPERTIES: Hires thisRealty as Real Estate Broker

HAWAIIAN SPRINGS: Committee Hires Rush Moore as Attorney
HELLO NEWMAN: Hires Urban Compass as Real Estate Broker
HOOPER HOLMES: John Pappajohn Has 7.9% Stake as of Dec. 31
HOUSTON AMERICAN: Reports Preliminary Q4 Revenues of $414,743
I & I PIZZA: Hires Paul Reece as Bankruptcy Attorney

ICONIX BRAND: Will Exchange 2018 Convertible Notes for New Notes
INCA REFINING: Court Approves Second Amended Disclosure Statement
INDUSTRIE SERVICE: Revises Treatment of Class 6 Unsecured Claims
INFINITY CUSTOM: Hires Latham Shuker as Counsel
ION GEOPHYSICAL: Invesco Ltd. Has 7.8% Stake as of Dec. 29

JUSTICE FARMS: U.S. Trustee Unable to Appoint Committee
K&A GLOBAL: March 21 Plan Confirmation Hearing Set
KADMON HOLDINGS: Reports Positive Topline Results from KD025 Study
KEMET CORP: Egan-Jones Hikes FC Senior Unsecured Rating to B+
KINEMED INC: Seeks to Expand FisherBroyles's Scope of Work

KONA GRILL: Granahan No Longer a Shareholder as of Dec. 31
KONA GRILL: RBC Global Ceases as Shareholder as of Dec. 31
L & E RANCH: Hires Chaney Brooks as Real Estate Broker
LAKE NAOMI REAL ESTATE: To Pay IRS 1.67% Monthly at 3% Interest
LAYNE CHRISTENSEN: Cetus Capital III Has 8.9% Stake as of Dec. 31

LEGAL COVERAGE: Hires Wipfli LLP as Tax Advisor
LIBERTY ASSET MGT: Committee Seeks Court Approval of Disclosures
LINDA'S CHERRY: Hires Flaster Greenberg as Counsel
LITTLE SAIGON: Court Approves 1st Amended Disclosure Statement
LTI HOLDINGS: S&P Affirms 'B-' CCR on Action Fabricators Deal

LUCKY DRAGON: Case Summary & 20 Largest Unsecured Creditors
MATTEL INC: Egan-Jones Lowers Senior Unsec. Debt Rating to BB-
MAXELWAY LLC: Hires Kell C. Mercer as Bankruptcy Counsel
MERITOR INC: Fitch Raises Long-Term IDR to BB-; Outlook Stable
MIAMI LIMO: Hires Advantage Law Group as Attorney

MONSTER CONCRETE: Seeks Authority to Use Cash on Limited Basis
MOUNTAIN CRANE: U.S. Trustee Adds 4 Members to Committee
MP DIAGNOSTIC: Hires Cohen Legal as Limited Co-counsel
NATIONSTAR MORTGAGE: S&P Affirms 'B+' ICR After WMIH Merger Deal
NATURE'S BOUNTY: Bank Debt Trades at 2.28% Off

NEW JERSEY ANTIQUE: Has Final Approval of Disclosure Statement
NEW PLAN: Fitch Affirms B+ Rating on $32MM 2011A Revenue Bonds
NORTH LAS VEGAS: Fitch Hikes LT Issuer Default Rating to BB
NOVABAY PHARMACEUTICALS: Completes $6 Million Private Placement
OCI BEAUMONT: S&P Alters Outlook to Positive & Affirms 'B+' CCR

OSHKOSH CORP: Moody's Hikes CFR to Ba1; Outlook Stable
OU MEDICINE: S&P Assigns 'BB+' Ratings on 2018B&C Fixed-Rate Bonds
PATRIOT NATIONAL: Hires Donald MacKenzie as EVP
PATRIOT NATIONAL: Hires Hughes Hubbard as Attorney
PATRIOT NATIONAL: Hires Mr. Feltman of Duff & Phelps as CRO

PATRIOT NATIONAL: Hires Pachulski Stang as Co-Counsel
PATRIOT NATIONAL: Hires Prime Clerk as Administrative Advisor
PAWN AMERICA: Court Approves Disclosure Statement
PELICAN REAL ESTATE: Trustee Taps Schweet Linde as Special Counsel
PENTHOUSE GLOBAL: Hires Allan B. Gelbard as Litigation Counsel

PENTHOUSE GLOBAL: Hires Dermer Behrendt as Independent Counsel
PITNEY BOWES: Egan-Jones Lowers FC Sr. Unsec. Debt Rating to BB
PJ HOSPITALITY: Unsecureds to Get 5% in 240 Months
PLEDGE PETROLEUM: Incurs $294,000 Net Loss in Third Quarter
PM MERGER: Moody's Assigns B3 Corp. Family Rating; Outlook Stable

Q & D INC: Hires Murphy Business as Real Estate Broker
RAMBUS INC: Egan-Jones Lowers FC Sr. Unsec. Debt Rating to BB+
REAL INDUSTRY: Equity Holders Tap Dentons and Bayard
REAL INDUSTRY: Equity Holders Want Own Official Committee
REAL INDUSTRY: Unsolicited Improved Offer From 210, Goldman Okayed

RESOLUTE INVESTMENT: S&P Affirms 'B+' ICR, Outlook Stable
RLE INDUSTRIES: Plan Confirmation Hearing Set for March 20
RLE INDUSTRIES: Unsecureds to be Paid 8.8% Under Latest Plan
ROCKIES EXPRESS: S&P Places 'BB+' CCR on CreditWatch Positive
ROOSEVELT UNIVERSITY: Fitch Affirms BB on $219MM Bonds, Outlook Neg

ROSETTA GENOMICS: Morgan Stanley Has 6.3% Stake as of Dec. 29
SANDY CREEK: Bank Debt Trades at 16.33% Off
SE PROFESSIONALS: March 20 Combined Hearing on Plan and Disclosures
SE PROFESSIONALS: Unsecureds to Recover 18% Under 2nd Amended Plan
SEADRILL LTD: Bank Debt Trades at 12.95% Off

SHERIDAN INVESTMENT: Bank Debt Trades at 16.17% Off
SKILLSOFT CORP: Bank Debt Due 2021 Trades at 4.19% Off
SKILLSOFT CORP: Bank Debt Due 2022 Trades at 11.37% Off
SNAP INTERACTIVE: Perry Scherer Has 5.8% Stake as of Dec. 31
SOLENIS INTERNATIONAL: Bank Debt Trades at 4.90% Off

STAFFING GROUP: Virtu Americas Reports 5.7% Stake as of Dec. 29
STEARNS HOLDINGS: Moody's Affirms B2 CFR & Alters Outlook to Neg.
SUNCOAST INTERNAL: U.S. Trustee Unable to Appoint Committee
SWIFT AIR: Trustee Hires Maerowitz Law as Co-counsel
TERRAFORM POWER: Moody's Affirms B1 Corporate Family Rating

THINK TRADING: Hires Harry P. Stampler as Auctioneer
TTM TECHNOLOGIES: Fitch Assigns BB First-Time IDR; Outlook Stable
UNITED SPORTING: Prospect Values $142 Million Loan at 36% of Face
VIACOM INC: Fitch Affirms BB+ Junior Sub. Debentures Rating
VIVID SERVICE: U.S. Trustee Unable to Appoint Committee

VYCOR MEDICAL: Fountainhead Has 52.1% Stake as of Feb. 7
WARWICK PROPERTIES: Plan Discloses Market Price of Real Property
WEATHERFORD INTERNATIONAL: CVI Investments Has 7.9% Stake
WHICKER ASSET: Court Approves Amended Disclosure Statement
WHISKEY ONE: Hires C.W. Rains as Forensic Accountant

WILLOW BEND: Plan Outline Hearing to be Continued on March 19
WINK HOLDCO: Moody's Lowers CFR to B3 After Loan Upsizing
WOODBRIDGE GROUP: Hires Frederick Chin as CEO of Manager
WOODBRIDGE GROUP: Taps Development Specialist's Brad Sharp as CRO
WORLD VIEW: Case Summary & 19 Largest Unsecured Creditors

YUM BRANDS: Egan-Jones Lowers FC Senior Unsec. Debt Rating to B+
ZAYO GROUP: Term Loan Add-On No Impact on Moody's B2 CFR
[^] BOND PRICING: For the Week from February 12 to 16, 2018

                            *********

417 LACKAWANNA: Files Plan and Disclosure Statement
---------------------------------------------------
417 Lackawanna Avenue, LLC, has filed a disclosure statement and
plan of reorganization, dated January 31, 2018 with the U.S.
Bankruptcy Court for the Middle District of Pennsylvania.

General unsecured creditors paid postpetition are presumed to have
been paid in full and will not be paid in this plan.

The claim of Gerard Donahue, an insider of the debtor, will not be
paid in the plan, unless there is a surplus after payment in full
of allowed claims in prior classes.

Other general unsecured claims will be paid in full within 30 days
after the effective date of the plan from third party funds.

The Lackawanna County Tax Claim Bureau has an estimated claim
amount of $233,966.43 secured by a statutory lien for 2017 real
estate taxes on 417 Lackawanna Avenue, Scranton, PA. Real property
taxes, with statutory interest, will be paid in full at closing on
the sale or refinance of the real property. 2018 real property
taxes, with customary pro-ration to date of sale will also be paid.
The Tax Claim Bureau will retain its liens on collateral until the
obligation is paid.

SDO Fund II D 32, LLC has an estimated claim amount of
$5,126,278.39 secured by mortgage on real property at 417
Lackawanna Avenue, Scranton, PA and assignment of rents. The debtor
entered into a stipulation with SDO to list the real property for
sale. If an acceptable offer is received -- subject to SDO approval
if the purchase price will not pay SDO in full -- the debtor will
sell the property. Sale proceeds will pay the Tax Claim Bureau and
costs of sale, with the balance to SDO. SDO will retain its liens
on the collateral until the obligation is paid. The debtor may, at
its option, obtain new financing at any time and pay the
then-existing balance in full, or as otherwise agreed between the
debtor and SDO.

Full-text copies of 417 Lackawanna's disclosure statement and plan
of reorganization are available at:

     http://bankrupt.com/misc/pamb17-bk-04686-52.pdf
     http://bankrupt.com/misc/pamb17-bk-04686-53.pdf

                    About 417 Lackawanna Avenue

417 Lackawanna Avenue LLC operates a real estate agency in
Scranton, Pennsylvania. 417 Lackawanna Avenue LLC filed a Chapter
11 petition (Bankr. M.D. Pa. Case No. 17-04686) on Nov. 13, 2017.
The petition was signed by Gerard T. Donahue, president.  At the
time of filing, the Debtor estimated $1 million to $10 million both
in assets and liabilities.  The Hon. Robert N. Opel II presides
over the case.  The Debtor is represented by John H. Doran, Esq.
and Lisa M. Doran, Esq., at Doran & Doran P.C., as counsel.


A-OK ENTERPRISES: Unsecureds to Get Initial Sum of $15K Under Plan
------------------------------------------------------------------
A-OK Enterprises, LLC, and its debtor affiliates filed a plan of
reorganization providing for an initial sum of $15,000 to be
distributed to allowed claims on a pro rata basis on the effective
date of the Plan.  Thereafter, the Debtor propose to make periodic
payments through the life of the Plan (no greater than 3 years) so
that each allowed creditor will receive 100% of its allowed claim.

The Debtor has sought and obtained authority from the Court to sell
personal property consisting of generally the contents of (i) 1555
South Oliver Street, Wichita, Kansas and (ii) 1525 South Broadway,
Wichita, Kansas, together with all other tangible and intangible
property, to SSHO, LLC and SSSB, LLC for $2.5 million.

Simmons First National Bank's claim in the amount of $4,235,420,
has been reduced by a sale of the assets.  Upon acceptance of
Simmons Bank of the $2.5 million sum, a remaining indebtedness to
Simmons Bank exists in the sum of $1,753,420.  This claim will
remain in the Debtors' bankruptcy for voting estimation purposes.
The sum of $1 million has been allocated a Secured Claim to the
recovery of the Lloyd's Insurance policy by the Debtors to the
interest of Simmons Bank, allowing a remaining balance of the Claim
in the sum of $753,420.

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

          http://bankrupt.com/misc/ksb17-11096-169.pdf

                     About A-OK Enterprises

A-OK Enterprises, LLC, and four affiliates are in the business of
pawn shops, payday lending and rent-to-own facilities at four
Wichita locations.

A-OK Enterprises and four affiliates, including A-OK, Inc., sought
Chapter 11 protection (Bankr. D. Kan. Lead Case No. 1711096) on
June 9, 2017.  The petitions were signed by Bruce R. Harris, the
president and 98.64% owner of the Debtors.  The Hon. Dale L. Somers
is the case judge.  Hinkle Law Firm, L.L.C., is the counsel to the
Debtors, with the engagement led by Edward J. Nazar, Esq., at
Hinkle Law Firm, L.L.C.


AKC ENTERPRISES: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of AKC Enterprises, Inc., as of
Feb. 13, according to a court docket.

                      About AKC Enterprises

AKC Enterprises, Inc., doing business as Little Hills Winery, doing
business as Little Hills Restaurant, doing business as Little Hills
Wine Shop, is a locally owned and operated wine producer in Saint
Charles, Missouri.  Its wines are made from French/American
Hybrids, German/American Hybrids and Native Missouri Grapes.  The
Company harvests grapes purchased from Missouri Grape Growers and
some Illinois Grape Growers.  It also produces its fruit wines from
fruit purchased from local suppliers.  The company now produces 16
to 18 wines depending on the time of year, designated and paired
with its menu served at its restaurant.  The Restaurant offers
banquets, catering, and delivery (Grubgo.com) services.  The
Restaurant accommodates 300 persons on its terraces and 100 inside
its building. The company's Little Hills Wine Shop is located at
710 S. Main Street, just two blocks South of the Restaurant.  The
Shop features Little Hills Wines and many other Missouri Made
Wines. https://www.littlehillswinery.com/

AKC Enterprises, Inc., based in Saint Charles, MO, filed a Chapter
11 petition (Bankr. E.D. Mo. Case No. 18-40472) on January 29,
2018. Thomas H. Riske, Esq., at Carmody MacDonald P.C., serves as
bankruptcy counsel.

In its petition, the Debtor estimated $1.20 million in assets and
$1.57 million in liabilities. The petition was signed by David
Campbell, president.


ALLIANCE ONE: Donald Smith & Co. Has 10% Stake as of Dec. 31
------------------------------------------------------------
Donald Smith & Co., Inc., Donald Smith Long/Short Equities Fund,
L.P., Jon Hartsel, and John Piermont reported to the Securities and
Exchange Commission that as of Dec. 31, 2017, they beneficially own
901,477 shares of common stock of Alliance One International, Inc.,
constituting 10.02 percent of the shares outstanding.  A full-text
copy of the regulatory filing is available for free at
https://is.gd/GlWZYI

                    About Alliance One

Morrisville, N.C.-based Alliance One International Inc. --
http://www.aointl.com/-- is principally engaged in purchasing,
processing, storing, and selling leaf tobacco.  The Company
purchases tobacco primarily in the United States, Africa, Europe,
South America and Asia for sale to customers primarily in the
United States, Europe and Asia.

Alliance One reported a net loss attributable to the Company of
$62.92 million for the year ended March 31, 2017, compared to net
income attributable to the Company of $65.53 million for the year
ended March 31, 2016.  The Company's balance sheet at Dec. 31,
2017, showed $2.05 billion in total assets, $1.78 billion in total
liabilities and $272.72 million in total stockholders' equity.

                          *     *     *

In September 2016, Moody's Investors Service upgraded Alliance
One's Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and
Probability of Default Rating to 'Caa1-PD' from 'Caa2-PD'.  The
Corporate Family Rating upgrade to Caa1 reflects Moody's somewhat
diminished concerns about Alliance One's liquidity, Moody's said.

In June 2017, S&P Global Ratings affirmed its 'CCC+' corporate
credit rating on Alliance One.  The rating outlook is negative.
The rating affirmation reflects S&P's forecast that the Company's
credit metrics will show modest improvement but remain very weak
over the next year, including adjusted debt to EBITDA in the mid-9x
area (compared to over 12x currently) and EBITDA to cash interest
coverage below 1.5x.  Despite S&P's forecast for modest
improvement, the company has missed its estimates over the last
several years.


AMERICAN GREETINGS: S&P Places 'BB-' CCR on CreditWatch Negative
----------------------------------------------------------------
S&P Global Ratings placed all ratings, including the 'BB-'
corporate credit rating on Cleveland-based American Greetings Corp.
on CreditWatch with negative implications.

The CreditWatch placement reflects the possibility for a
significant increase in debt leverage and possible change in
financial policies at AG, once the agreed transaction closes. S&P
said, "Depending on how much debt leverage is incurred and whether
financial policies become more aggressive under the new ownership
structure, we could either lower or affirm our ratings at the
completion of our review. We currently anticipate a new capital
structure will be announced upon the close of the transaction.  We
expect to resolve the CreditWatch when we obtain more details about
the financing plans and impact on the company's credit measures. In
addition, we would assess the company's financial policies and
strategic direction prior to resolving the CreditWatch."  


AMRIT FREIGHT: March 6 Hearing on Plan Confirmation
---------------------------------------------------
Judge Robyn L. Moberly of the U.S. Bankruptcy Court for the
Southern District of Indiana approved Amrit Freight Transport,
Inc.'s disclosure statement and set the hearing for confirmation of
the debtor's plan to March 6, 2018 at 2:00 P.M.

Any ballot accepting or rejecting the plan must be delivered on or
before February 27, 2018 to the plan proponent.

The plan proponent must tabulate the ballots and file the ballot
report no later than 3 days before the confirmation hearing.

Any objection to the confirmation of the plan must be filed on or
before February 27, 2018.

A full-text copy of Judge Moberly's order dated January 31, 2018 is
available at:

         http://bankrupt.com/misc/ianb17-05924-11-141.pdf

            About Amrit Freight Transport, Inc.

Amrit Freight Transport Inc is a licensed and bonded freight
shipping and trucking company running freight hauling business from
Indiana.  

Amrit Freight Transport, Inc., based in Indianapolis, IN, filed a
Chapter 11 petition (Bankr. S.D. Ind. Case No. 17-05924) on August
8, 2017.  The Hon. Robyn L. Moberly presides over the case. David
R. Krebs, Esq., at Hester Baker Krebs LLC, serves as bankruptcy
counsel.  In its petition, the Debtor estimated $1 million to $10
million in both assets and liabilities. The petition was signed by
Jatinder Singh, president.


APOLLO COMPANIES: Business Loans Claims to Get 20% Over 7 Years
---------------------------------------------------------------
Apollo Companies, Inc.'s amended its plan of reorganization to
modify the treatment of secured claims for business loans.

Under the third amended plan, Class 3 - Secured claims for business
loans will be paid at 20% of claim value with no interest, over a
seven-year period.  The remaining 80% of the claim value will be
treated as an unsecured claim.  If creditors of secured clams for
business loans do not vote to accept the Plan, then the Debtor will
request either conversion to Chapter 7 or dismissal.

Class 6 - Unsecured General Claims will be paid over a seven-year
term and are estimated to receive 1% of claim value over the Plan
term.

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

       http://bankrupt.com/misc/txsb17-80148-127.pdf

                   About Apollo Companies

Headquartered in Alvin, Texas, Apollo Office Systems, LLC --
http://www.apolloofficesystems.com-- is a growing company that
sells and services all brands of copiers, printers, scanners,
faxes, wide format laser printers and any other type of office
machine. The Debtor is an authorized Xerox Channel Partner. It also
sells Canon, Kyocera-Mita/Copystar, Konica-Minolta, Oce, Okidata,
HP, Brother, Samsung, Ricoh, GEI, Fujitsu, etc. AOS is a family
owned and has been in the business for over twenty-five years.

Apollo Companies Inc., doing business as Apollo Office Systems LLC,
doing business as Southwest Office Systems, filed for Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Case No. 17-80148) on May
5, 2017.  In the petition signed by Jeffrey Foley, director, the
Debtor estimated assets of less than $1 million and liabilities of
$1 million to $10 million.  Judge Marvin Isgur presides over the
case.  The Debtor hired E. Rhett Buck, Esq., serves as bankruptcy
counsel to the Debtor, and Eric C. Grimm, PLLC, and the Law Office
of William L. Bennett, as its special litigation counsel.  An
official committee of unsecured creditors has not been appointed in
the Chapter 11 case.


APTEAN INC: S&P Cuts CCR to 'B-' on Weaker Credit Metrics
---------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Alpharetta, Ga.-based Aptean Inc. to 'B-' from 'B'. The outlook is
stable.

S&P said, "At the same time, we lowered our issue-level rating on
Aptean's revolving credit facility and first-lien term loan to 'B-'
from 'B'. The '3' recovery rating on the first-lien is unchanged,
indicating our expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of a default.

"We also lowered our issue-level rating on the company's
second-lien term loan to 'CCC' from 'CCC+'. The '6' recovery rating
is unchanged, indicating our expectation for negligible (0%-10%;
rounded estimate: 5%) recovery in the event of a payment default.

"The ratings reflect our updated view of Aptean's financial risk
profile, with adjusted leverage in the mid-8x area (pro forma for
EBITDA contributions from recent acquisitions and deferred revenue
haircut) and no free cash flow generation in 2017. We project the
company's leverage to stay above 7x over the next 12 months, with
additional tuck-in acquisitions in 2018. While Aptean has a good
history of integrating these companies, we now expect M&A-related
expense to continue to pressure margins in 2018. Given Aptean's
acquisitive history, we don't add back any costs associated with
M&A to our estimate of adjusted EBITDA, because we don't view those
as one-time expenses.

"The stable outlook reflects our view that Aptean will successfully
integrate multiple acquisitions from 2017, maintain EBITDA margins
around the 30% area, and generate free cash flow of $20 million-$30
million in fiscal 2018.

"We could raise the rating to 'B' if Aptean executes on its synergy
plans and improves EBITDA as well as margins, such that S&P Global
Ratings-adjusted leverage falls to under the 7x area and free cash
flow to debt stays above 5%. For us to consider an upgrade, EBITDA
would need to increase by $20 million from 2017 levels, and the
company would need to generate greater than $35 million of annual
free cash flow.

"Although unlikely over the next 12 months, we could lower the
rating if the company fails in its M&A strategy or there are
continued customer and revenue losses in core business segments,
resulting in weakened liquidity and negative free cash flow, such
that we view the company's capital structure to be unsustainable."


ASCENA RETAIL: Bank Debt Trades at 10.50% Off
---------------------------------------------
Participations in a syndicated loan under which Ascena Retail Group
Inc. is a borrower traded in the secondary market at 89.50
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 1.75 percentage points from the
previous week. Ascena Retail pays 450 basis points above LIBOR to
borrow under the $1.8 billion facility. The bank loan matures on
August 21, 2022. Moody's rates the loan 'Ba3' and Standard & Poor's
gave a 'BB-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


ATLAS DISPOSAL: Asks Court to Conditionally Approve Plan Outline
----------------------------------------------------------------
Atlas Disposal Options, Inc. filed with the U.S. Bankruptcy Court
for the District of New Jersey an application for entry of an order
conditionally approving its small business disclosure statement.

The Debtor also requests that the Court schedule a combined hearing
for final approval of the Disclosure Statement and confirmation of
the Plan.

                 About Atlas Disposal Options

Atlas Disposal Options, Inc., was formed to offer environmental
contractors and industrial clients a single source for all their
disposal needs.  It facilitates transportation and disposal of
almost any waste stream, utilizing its own trucks, personnel and
equipment to transport and dispose of any petroleum, sanitary or
hazardous waste.

Atlas Disposal Options sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 16-19253) on May 12, 2016.
In the petition signed by Paul Masser, president, the Debtor
disclosed $347,640 in assets and $1.05 million in liabilities.

The case is assigned to Judge Vincent F. Papalia.

Initially, the Debtor was represented by Richard Fogel, Esq.
Subsequently, the Debtor employed Stuart M. Nachbar, Esq. at Law
Office of Stuart M. Nachbar, P.C., to represent it in its case.
The Debtor also tapped Walter B. Dennen, Esq. at Aimino & Dennen,
LLC as special counsel; and Todd S. Marrazzo as accountant.


ATS CONSOLIDATED: S&P Affirms 'B' CCR on Debt-Financed Acquisition
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Mesa, Ariz.-based ATS Consolidated Inc. (ATS). The outlook is
stable.

S&P said, "At the same time, we assigned our 'B' issue-level rating
on the company's proposed $840 million first-lien term loan due
2025. The '3' recovery rating indicates our expectation for
meaningful recovery (50%-70%, rounded estimate: 55%) in the event
of payment default.

"We also assigned our 'CCC+' issue-level rating on the company's
proposed $200 million second-lien term loan due 2026. The '6'
recovery rating indicates our expectation for negligible recovery
(0%-10%; rounded estimate: 0%) in the event of payment default.

The affirmation reflects our expectation that ATS' proposed
debt-financed acquisition of HTA will raise pro forma S&P Global
Ratings-adjusted leverage to around high-5.0x, with free cash flow
to debt in the mid- to high-single-digit percentage area, over the
next 12 months. ATS plans to issue an $840 million first-lien term
loan, along with a $200 million second-lien term loan, to finance
the $525 million acquisition, refinance $449 million of existing
term loans, and pay for expenses related to the acquisition (and
the debt refinancing). We also acknowledge the company's small size
relative to rated peers. However, we believe the acquisition will
materially improve its significant customer concentration in the
safety and tolling and fleet business segments and dilute
litigation risk in its safety segment. Moreover, the company's
solid market position in a growing, albeit niche market, its
long-standing customer relationships, and its ability to scale the
business profitably support our affirmation.

"The stable outlook reflects our expectation that ATS will smoothly
integrate HTA, which benefits the business by adding scale,
reducing customer concentration, and diluting the potential impact
of legislative risk. We also think ATS will be able to support its
additional debt burden with modestly improving operating
performance over the next 12 months. We project debt-to-EBITDA to
be in the high-5.0x area by year-end 2018."

Downside Scenario

S&P said, "We could lower our ratings on ATS over the next year if
it experiences integration challenges, or if it pursues additional
debt-financed acquisitions or shareholder returns that increases
leverage to above 7.0x on a sustained basis. We could also lower
the ratings if ATS loses a significant customer, or if it faces a
significant legal setback.

"It is unlikely that we would raise our rating on ATS over the next
12 months. However, we could do so if the company reduces and
maintains adjusted leverage below the mid-4x area while
demonstrating continued topline growth and maintaining margins in
the low-50% area."


AUTO SUPPLY COMPANY: Committee Hires Waldrep as Local Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Auto Supply
Company, Inc., seeks authorization from the U.S. Bankruptcy Court
for the Middle District of North Carolina to retain Waldrep LLP, as
local counsel to the Committee.

The Committee requires Waldrep to:

   (a) act as local counsel to the Committee in the Middle
       District of North Carolina;

   (b) provide the Committee with legal advice concerning its
       duties, powers and rights in relation to the Debtor and
       the administration of the Debtor's bankruptcy case;

   (c) assist the Committee in the investigation of the acts,
       conduct, assets, and liabilities of the Debtor, and any
       other matters relevant to the case or to the formulation
       of a plan of reorganization;

   (d) assist the Committee and the Debtor in the formulation of
       a plan of reorganization, or if appropriate, to formulate
       the Committee's own plan of reorganization;

   (e) take such action as is necessary to preserve and protect
       the rights of all of the Debtor's unsecured creditors;

   (f) investigate potential causes of action against third
       parties for the benefit of the bankruptcy estate;

   (g) prepare on behalf of the Committee all necessary
       applications, pleadings, adversary proceedings, answers,
       reports, orders, responses, and other legal documents;

   (h) conduct appropriate discovery and investigations into the
       Debtor's operations, valuation of assets, lending
       relationships, management, Debtor's affiliates, and
       causes of action; and

   (i) perform all other legal services that may be necessary and
       in the best interests of the unsecured creditors of the
       Debtor's estate.

Waldrep will be paid at these hourly rates:

     Jennifer B. Lyday, Partner                $375
     Francisco T. Morales, Partner             $320
     John P. McNames, Associate                $285
     Brenda D. Carter, Paralegal               $210
     Mousa Alshanteer, Paralegal               $160
     Yazmeen O. Gadalla, Paralegal             $160

Waldrep will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Jennifer B. Lyday, a partner at Waldrep, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and (a) is not creditors, equity
security holders or insiders of the Debtor; (b) has not been,
within two years before the date of the filing of the Debtor's
chapter 11 petition, directors, officers or employees of the
Debtor; and (c) does not have an interest materially adverse to the
interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtor, or for any other
reason.

Waldrep can be reached at:

     Jennifer B. Lyday, Esq.
     101 S. Stratford Road, Suite 210
     Winston-Salem, NC 27104
     Tel: (336) 717-1440
     Fax: (336) 717-1340
     E-mail: notice@waldrepllp.com

                  About Auto Supply Company

Founded in 1954, Auto Supply Co., Inc. -- http://www.ascodc.com/--
is a family-owned supplier of OEM and aftermarket automotive parts,
serving the automotive repair professional from three distribution
centers, 15 store locations and seven battery trucks throughout
North Carolina and Western Virginia. The Company is based in
Winston Salem, North Carolina.

About Auto Supply Co. sought Chapter 11 protection (Bankr. M.D.N.C.
Case No. 18-50018) on Jan. 8, 2018.  In the petition signed by
President Charles A. Key, Jr., the Debtor disclosed total assets of
$13.17 million and total debt of $22.04 million.

The case is assigned to Judge Lena M. James.

The Debtor tapped Ashley S. Rusher, Esq., at Blanco Tackabery &
Matamoros, P.A., as counsel.

The Office of the U.S. Trustee on Jan. 22, 2018, appointed six
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case. The committee members are: (1)
Federal-Mogul Motorparts; (2) Standard Motor Products; (3) Global
Parts Distributors, LLC; (4) The Timken Corporation; (5) US Pack
Logistics; and (6) Cardone Industries, Inc.  The Committee retained
Waldrep LLP, as local counsel.


BAL HARBOUR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Bal Harbour Quarzo, LLC
           aka Synergy Capital Group, LLC
           aka Synergy Investments Group, LLC
        c/o Drew M. Dillworth, Receiver
        Stearns Weaver Miller et al
        200 East Las Olas Blvd, #2100
        Fort Lauderdale, FL 33301

Type of Business: Bal Harbour Quarzo, LLC is a Florida limited
                  liability company based in Miami operating in
                  the hotels and motels industry.

Chapter 11 Petition Date: February 16, 2018

Case No.: 18-11793

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Eric J Silver, Esq.
                  STEARNS WEAVER MILLER WEISSLER ALHADEFF &
                  SITTERSON, P.A.
                  150 W Flagler St # 2200
                  Miami, FL 33130
                  Tel: (305) 789-4175
                  E-mail: esilver@stearnsweaver.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $50 million to $100 million

The petition was signed by Drew M. Dillworth, receiver, appointed
by Florida State Court.

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

             http://bankrupt.com/misc/flsb18-11793.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
Maria Elena Acevedo                                             $0
340 NE 126 Street
North Miami, FL 33161

Jaime Ricardo                                                   $0
Acosta Cleves
Calle 127 bis #19-81
Apt 502
Bogota, Colombia

Soledad Acosta                                                  $0
c/o Anthony J. Perez
Garcia-Menocal & Perea P.L.
4937 SW 74 Court, #3
Miami, FL 33155-4412

Isaac Aguia                                                     $0
c/o Jose Laredo
Carlton Fields, P.A.
100 SE 2nd Street, Ste. 4200
Miami, FL 33131

Fundacion Aguita /                                              $0
Ana Maria Mendez
Calle 104, #23-63,
Apto. 305
Bogota, Colombia

AKTG Real Estate Investments                                    $0
14105 SW 29 St.
Miramar, FL 33027

Alcora International Services                                   $0
Calle 53 Marbella
Edifico Solduba
piso 3.
Panama, Panama

Jeanette Marcela                                                $0
Jaime Amaya
Calle 152 #58-50
torre 3 apt 1202
Bogota, Colombia

American Express                                                $0
World Financial Center
200 Vesey Street
New York, NY 10285

Adrian Araya                                                    $0
Panamericana norte
18.800
Lampa, Santiago
Chile

MariaEugenia                                                    $0
Arbelaez & Jorge Ballester
Trans. 1A #68-80
apto 602
Bogota, Colombia

Luis Armando Ardila                                             $0
Gonzalez
Kalamary caa 18,
vereda cerca de
Piedra, Chia,
Cundinamaraca, Colombia

Bal Harbour Village                                             $0
655 - 96 Street
Bal Harbour, FL
33154

Bank of America                                                 $0
Attn: Bankruptcy Department
475 Cross Point, Pkwy.
PO Box 9000
Getzville, NY 14068

Bank Sabadell                                                   $0
1111 Brickell Avenue
Miami, FL 33131

Anabella Blohm                                                  $0
201 Crandon Blvd
Apt 628
Key Biscayne, FL
33149

Bloomsbury Investments, Inc.                                    $0
c/o Simon Ferro
Wargo French, LLP
201 S. Biscayne
Blvd., Ste. 1000
Miami, FL 33131

Bolboqui Corp                                                   $0
430 Ansin Blvd Ste H,
Hallandale, FL 33009

Liliana Cristina Burton                                         $0
Alem 436 1B-Tandil
Buenos Aires
Argentina

Jeronimo Carballo &                                             $0
Patricia Barbatelli
Conesa 2060 Caba
CP 1428
Argentina


BERRY GLOBAL: Moody's Rates New Repriced Term Loans 'Ba2'
---------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to the $1.645
billion First Lien Senior Secured Term Loan "Q", a Ba2 rating to
the $496 million First Lien Senior Secured Term Loan "R" of Berry
Global Inc., a subsidiary of Berry Global Group Inc. ("Berry"). The
Ba3 Corporate Family Rating, Ba3-PD Probability of Default rating,
all other instrument ratings, the SGL-2 rating, and the stable
outlook for Berry Global Group Inc. remain unchanged. The
transaction is credit neutral since it is a repricing and
redesignation of two existing term loans ("N" and "M") and will not
increase debt.

Moody's took the following actions:

Assignments:

Issuer: Berry Global Inc.

-- Senior Secured First Lien Credit Facilities, Assigned Ba2
    (LGD3)

The ratings are subject to the transaction closing as proposed and
receipt and review of the final documentation.

RATING RATIONALE

Berry's Ba3 Corporate Family Rating reflects the company's exposure
to more cyclical end markets, certain weaknesses in contract
structures with customers and a high percentage of commodity
products. The rating also reflects the fragmented and competitive
industry structure.

Strengths in Berry's competitive profile include its considerable
scale, some concentration of sales in relatively more stable end
markets and good liquidity. The company's strengths also include a
strong competitive position in rigid plastic containers and
continued focus on producing higher margin products and pruning
lower margin business.

The ratings outlook is stable. The stable outlook is predicated on
an expectation of an improvement in operating results from various
cost saving initiatives and acquisitions as well as management's
intention to use free cash flow for accretive, strategic
acquisitions or debt reduction.

The ratings could be upgraded if the company sustainably improves
credit metrics within the context of a stable operating and
competitive environment while maintaining good liquidity. An
upgrade would also be dependent upon less aggressive financial and
acquisition policies as well as success in integrating the recent
acquisition. Specifically, the ratings could be upgraded if funds
from operations to debt increases above 15.5%, debt to EBITDA
declines below 4.25 times, and/or EBITDA to interest expense rises
above 5.25 times.

The rating could be downgraded if there is deterioration in the
credit metrics, liquidity or the operating and competitive
environment. Additional debt financed acquisitions, excessive
acquisitions (regardless of financing) and/or a move to a more
aggressive financial profile could also prompt a downgrade.
Specifically, the ratings could be downgraded if funds from
operations to debt decreases below 13%, debt to EBITDA increases
above 4.8 times, and/or EBITDA to interest expense decreases below
4.25 times.
Berry's good liquidity profile is characterized by expected good
free cash flow generation, depending upon resin prices, and
sufficient availability under its $750 million revolving credit
facility due in May 2020. As of 12/30/2017, the company reported
$228 million cash balance and had no outstanding balance on the
facility. The company was in compliance with all covenants as of
12/30/2017.

Based in Evansville, Indiana, Berry Global Group is a manufacturer
of plastic packaging products, serving customers in the food and
beverage, healthcare, household chemicals, personal care, home
improvement, and other industries. The company reports in three
segments including Consumer Packaging, Health, Hygiene &
Specialties, and Engineered Materials (approximately 33%, 33% and
33% of sales respectively in 2017). Berry has manufacturing and
distribution centers in the United States, Canada, Mexico, Belgium,
France, Spain, United Kingdom, Italy, Australia, Germany, Brazil,
Argentina, Columbia, Malaysia, India, China and the Netherlands. In
2017, the North American operation generates approximately 82% of
the company's net sales. Polypropylene and polyethylene account for
the majority of plastic resin purchases. Net sales for the twelve
months ended December 30, 2017 totaled approximately $7.4 billion.


BI-LO LLC: Winn-Dixie Owner Mulls Bankruptcy Filing, Sources Say
----------------------------------------------------------------
Bi-Lo LLC, the supermarket company that owns the Winn-Dixie chain,
is preparing for a potential bankruptcy filing as soon as next
month, report Lauren Coleman-Lochner and Eliza Ronalds-Hannon,
writing for Bloomberg News, citing people with knowledge of the
matter.

One source told Bloomberg that Bi-Lo is planning to close almost
200 stores as part of the move -- either before or after the
filing.

This source asked not to be identified because the process isn't
public, Bloomberg says.  Bi-Lo may still find a way to restructure
its debt out of court, the report adds.

According to Bloomberg, Bi-Lo is laboring under more than $1
billion in debt following its 2005 buyout by Lone Star Funds.
Bi-Lo and its creditors have held talks to discuss a possible
debt-to-equity swap, as well as alternatives such as asset sales,
Bloomberg reported last year.

Bloomberg's source asked not to be identified because the process
isn't public, according to the report.

According to the report, Lone Star piped in $150 million when the
grocer exited Chapter 11 the first time, and invested $275 million
to help fund the purchase of Winn-Dixie in 2012. But it probably
will still come out ahead, having paid itself at least $800 million
since 2012, along with management fees it's collected, according to
regulatory filings, Bloomberg adds.

The report says Lone Star declined to comment; and a representative
for Bi-Lo parent company Southeastern Grocers didn't immediately
respond to a request for comment.  Southeastern Grocers, based in
Jacksonville, Florida, says it's the fifth-largest supermarket
chain, with more than 700 stores and 50,000 employees. It also
operates the Harveys and Fresco y Mas chains.

                       About BI-LO Holding

BI-LO Holding, LLC, the parent company for the BI-LO and Winn-Dixie
supermarket chains, boasts about 690 stores across eight
southeastern states.  The BI-LO supermarket chain operates more
than 200 BI-LO and Super BI-LO grocery stores in the Carolinas,
Georgia, and Tennessee.  Winn-Dixie operates about 480 combination
food and drug stores in Alabama, Florida, Georgia, Louisiana, and
Mississippi under the Winn-Dixie and Winn-Dixie Marketplace
banners.  BI-LO Holding was formed in 2012 when BI-LO's owner,
Dallas-based investment firm Lone Star Funds, acquired Winn-Dixie
for about $560 million and merged the two companies.

BI-LO and its affiliates filed for Chapter 11 bankruptcy protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).  Vinson &
Elkins L.L.P. served as bankruptcy counsel and Kurtzman Carson
Consultants LLC served as notice and claims agent.  BI-LO emerged
from bankruptcy in May 2010 with Lone Star Funds remaining as
majority owner.

Winn-Dixie Stores, Inc., sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 05-11063, transferred Apr. 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.

In December 2011, BI-LO signed a deal to acquire all of the
outstanding shares of Winn-Dixie Stores stock in a merger.

                         *     *     *

As reported by the Troubled Company Reporter on Nov. 8, 2017,
Moody's Investors Service downgraded BI-LO Holding Finance, LLC's
Corporate Family Rating to Caa1 from 'B3' and probability of
default rating to 'Ca-PD' from 'B3-PD'.  Moody's also downgraded
the rating of the company's senior unsecured PIK toggle notes
("HoldCo notes") to Ca from Caa2. BI-LO, LLC's senior secured notes
("OpCo notes") were also downgraded from Caa1 from B3. The rating
outlook is negative.

Moody's explains the Caa1 Corporate Family Rating reflects the
company's weak liquidity primarily due to the looming significant
debt maturities, the high refinancing risk and the increased
probability of a distressed exchange.  The company's $475 million
unsecured HoldCo PIK Toggle notes mature in September 2018 while
the $425 million senior secured OpCo notes mature Feb. 15, 2019.

In addition to the maturities of the notes the company's $900
million ABL with around $284 million drawn matures November 2018 if
there are any OpCo notes outstanding at that date.


BILL BARRETT: Vanguard Group Has 6% Stake as of Dec. 31
-------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, The Vanguard Group disclosed that as of Dec. 31, 2017,
it benficially owns 5,890,343 shares of common stock of Bill
Barrett Corp, constituting 6.05 percent of the shares outstanding.

Vanguard Fiduciary Trust Company, a wholly-owned subsidiary of The
Vanguard Group, Inc., is the beneficial owner of 83,084 shares or
0.08% of the Common Stock outstanding of the Company as a result of
its serving as investment manager of collective trust accounts.

Vanguard Investments Australia, Ltd., a wholly-owned subsidiary of
The Vanguard Group, Inc., is the beneficial owner of 12,661 shares
or .01% of the Common Stock outstanding of the Company as a result
of its serving as investment manager of Australian investment
offerings.

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

                      https://is.gd/XREzvP

                       About Bill Barrett

Bill Barrett Corporation (NYSE: BBG), headquartered in Denver,
Colorado -- http://www.billbarrettcorp.com/-- is an independent
energy company that develops, acquires and explores for oil and
natural gas resources.  All of its assets and operations are
located in the Rocky Mountain region of the United States.

Bill Barrett reported a net loss of $170.4 million on $178.8
million of total operating revenues for the year ended Dec. 31,
2016, compared to a net loss of $487.8 million on $207.9 million of
total operating revenues for the year ended Dec. 31, 2015.  As of
Sept. 30, 2017, the Company had $1.33 billion in total assets,
$815.49 million in total liabilities and $515.01 million in total
stockholders' equity.

                           *    *    *

In April 2017, Moody's Investors Service upgraded Bill Barrett's
Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and its
existing senior unsecured notes' ratings to 'Caa2' from 'Caa3'.
"The upgrade of Bill Barrett's ratings is driven by the reduction
of default risk supported by the company's large cash balance and
improved debt maturity profile," said Prateek Reddy, Moody's lead
analyst.  "The company's credit metrics are likely to soften in
2017 because of the roll off of higher priced hedges, but the
metrics should strengthen along with production growth in 2018."


BLACKBOARD INC: Bank Debt Trades at 2.78% Off
---------------------------------------------
Participations in a syndicated loan under which Blackboard Inc. is
a borrower traded in the secondary market at 97.22
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.71 percentage points from the
previous week. Blackboard Inc. pays 500 basis points above LIBOR to
borrow under the $931 million facility. The bank loan matures on
June 30, 2021. Moody's rates the loan 'B1' and Standard & Poor's
gave a 'B' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


BOSTON HERALD: Court Okays $11.9M Sale to MediaNews Group
---------------------------------------------------------
Jordan Graham, writing for Boston Herald, reports that the U.S.
Bankruptcy Court for the District of Delaware approved on Friday
the sale of the Boston Herald to Digital First Media for $11.9
million.  The deal is expected to close by March 28.

According to the report, the buyer company has agreed to offer jobs
to 175 employees at the Herald, which currently employs more than
200.

Digital First Media, also known as MediaNews Group, won the auction
for the newspaper's assets last week, winning bid over GateHouse
Media and Revolution Capital.

As reported by the Troubled Company Reporter on Feb. 15, 2018,
according to Patrick J. Purcell, Publisher of the Boston Herald,
Digital First Media beat GateHouse Media and Revolution Capital in
a five-hour bankruptcy auction with an $11.9 million bid that "all
but settles who will carry the news organization into the next
chapter of the city's rich media history."

According to a Boston Globe report, MediaNews offered a package
that totaled nearly $12 million in cash and assumed liabilities.

According to Jon Chesto of the Boston Globe, GateHouse offered $4.5
million in cash and up to $500,000 for employees' paid time off.
That bid, however, was contingent on the Herald wiping out most of
its liabilities in bankruptcy court.  The Globe also says
Revolution Capital Group submitted an initial bid that was similar
to GateHouse's.  The Globe notes it is unclear if GateHouse or
Revolution Capital sought to increase their offers during the
auction.

MediaNews Group is owned by New York investment firm Alden Global
Capital.  It owns the Denver Post, the Orange County Register, the
Mercury News of San Jose, and numerous other papers in Colorado,
California, and several other states. The company owns two dailies
in Massachusetts, the Lowell Sun and Sentinel & Enterprise of
Fitchburg, and previously owned the Berkshire Eagle in Pittsfield.

                        About Boston Herald

Headquartered in Boston, Massachusetts, Boston Herald, Inc., Herald
Interactive Inc., Herald Media, Inc. and Herald Media Holdings,
Inc., collectively operate privately owned information and
entertainment businesses consisting of the flagship newspaper, The
Boston Herald, as well as a related website, internet radio
station, and mobile applications.

Herald Media Holdings, Inc., and three affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 17-12881) on
Dec. 8, 2017.

Herald Media reported total assets of $6.02 million and total
liabilities of $31 million as of the bankruptcy filing.

The Hon. Laurie Selber Silverstein is the case judge.

Morris, Nichols, Arsht & Tunnell LLP, and Brown Rudnick LLP serve
as the Debtors' counsel.  Epiq Bankruptcy Solutions, LLC, is the
claims and noticing agent.


BOTTOMLINE TECHNOLOGIES: Egan-Jones Cuts LC Sr. Unsec. Rating to C
------------------------------------------------------------------
Egan-Jones Ratings Company, on February 8, 2018, downgraded the
local commercial paper unsecured rating on debt issued by
Bottomline Technologies de Inc. to C from B.

Bottomline Technologies de Inc. was founded in 1989 and is
headquartered in Portsmouth, New Hampshire. The company provides
software as a service based solutions.


BOWER CONTRACTING: Amends Treatment of Unsecured Claims v D. Bower
------------------------------------------------------------------
Bower Contracting Inc. and its president, David Bower filed with
the U.S. Bankruptcy Court for the District of Colorado an amended
joint plan of reorganization dated Sept. 28, 2017.

The latest plan modifies the treatment of David Bower's unsecured
claimants in Class I. This class will be paid as follows:

   a. The Class I claimants will receive a pro-rata distribution of
$550 per month for 60 months. Each month, Bower will make a payment
into a separate bank account which he will establish following Plan
confirmation. Bower will make deposits into the account on a
monthly basis. After each of twelve deposits has been made to the
account, the account balance less $100 will be distributed to Class
I on a pro-rata basis. Class I claimants will not receive a greater
amount than the amount of their Allowed Claims;

   b. The payments to Class I will be subject to the prior payment
from the same funds of unpaid Unclassified Priority Claims that
elect to receive deferred payment.

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

A full-text copy of the Amended Joint Plan of Reorganization is
available at:

     http://bankrupt.com/misc/cob16-21735-129.pdf

                   About Bower Contracting

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

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

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

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

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


BRADBURN METROPOLITAN 2: Moody's Rates 2018A LTGO Bonds 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has assigned an initial Ba1 underlying
rating to Bradburn Metropolitan District No. 2, CO's $9.7 million
Limited Tax (Convertible to Unlimited Tax) General Obligation
Refunding and Improvement Bonds, Series 2018A. Concurrently,
Moody's have assigned an issuer rating of Baa3, which reflects an
assessment of the district's hypothetical unlimited tax rating. The
outlook is stable.

RATINGS RATIONALE

The initial Ba1 rating incorporates the districts small and highly
concentrated tax base favorably located in proximity to Denver and
Boulder, strong operating reserves post-sale, a very high debt
burden inclusive of all liens of debt, and the lack of a pension
liability.

The Ba1 underlying rating on the limited tax bonds is one notch
below Moody's assessment of the district's hypothetical general
obligation unlimited tax rating. The notch reflects annual debt
service coverage under the tax cap that is adequate though narrow
annually, and falls below-sum sufficient to cover maximum annual
debt service (MADS) in the final year based on current revenues,
though notes the legal structure requiring strong liquidity is a
mitigating factor.

RATING OUTLOOK

The stable outlook reflects the expectation that strong regional
economic trends will continue to translate to high occupancy of
property in the district, and completed build out of remaining
property, further bolstering coverage.

FACTORS THAT COULD LEAD TO AN UPGRADE

- Further development of the district, leading to increased debt
   service coverage

- Moderation of the overall debt burden

- Material increase in operating reserves

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Trend of declining assessed values

- Material increase in the debt burden

- Declines in operating reserves

LEGAL SECURITY

The series 2018A bonds are limited tax (convertible to unlimited
tax) general obligations of the district, secured by and payable
from senior pledged revenues which consists of a maximum 58.2 mills
(partially gallagherized), and specific ownership taxes. The bonds
are additionally secured by the debt service reserve fund, which
will be cash funded from proceeds in an amount equal to half of
annual debt service due through 2046 (the year prior to maturity),
and a surplus fund which will be funded with excess senior pledged
revenue to an amount equal to 100% of the annual debt service due
through 2046.

The senior bonds will convert to unlimited tax on the conversion
date defined as the first date on which the then-outstanding
principal amount of debt to assessed value ratio is 50% or less, no
amounts of principal or interest on the Series 2018A are due but
unpaid and the amount on deposit in the senior reserve fund is not
less than the reserve requirement.

USE OF PROCEEDS

The 2018A bonds will refund and restructure the outstanding 2004A
and 2004B bonds, and will generate $1.5 million in new money
proceeds to reimburse the developer for constructed public
infrastructure. Final maturity will be extended by 13 years.

PROFILE

Bradburn Metropolitan District No. 2 was created in December 2000
to fund required public improvements to develop the Bradburn
project, including utilities, roadways and storm drain. The
Bradburn development is a 123-acre master-planned, mixed-use
development which also includes Bradburn Metropolitan District No.
3 (Baa2 stable). All public improvements are conveyed to the city
of Westminster, CO upon completion, and the district has virtually
no operations.

METHODOLOGY

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


BRIGHT MOUNTAIN: Appoints Pearlman Law Partner to Board
-------------------------------------------------------
The Board of Directors of Bright Mountain Media, Inc. appointed
Charles B. Pearlman, Esq., on Feb. 6, 2018, as director to fill a
vacancy.  There were no arrangements or understandings between Mr.
Pearlman and any other party pursuant to which he was appointed to
the Board of Directors, according to a Form 8-K filed by the
Company with the Securities and Exchange Commission.

Mr. Pearlman, 72, is a partner with Pearlman Law Group LLP.  He has
practiced law for more than 45 years and has extensive experience
in the areas of corporate and securities law including acquisitions
of broker/dealers, public and private capital raising transactions,
mergers and acquisitions, and venture capital.  Mr. Pearlman has
represented both corporate clients and investment banking firms.
While attending law school, Mr. Pearlman worked for the New York
Stock Exchange and a NYSE member firm.  Upon graduation, he served
as a trial attorney and ultimately chief attorney with the SEC.  As
part of his practice, Mr. Pearlman also represents corporations and
individuals who are the subject of an investigation by the
Securities and Exchange Commission, FINRA and state securities
departments.  Mr. Pearlman received his Juris Doctor from Brooklyn
Law School in New York and a Bachelor of Science from the
University of Pennsylvania.  Mr. Pearlman is admitted to practice
in Florida and New York and his professional affiliations include
The Florida Bar, the Broward County Bar Association, and the
American Bar Association.

                      About Bright Mountain

Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media
holding company, owns and manages Websites in the United States. It
operates through two segments, Product Sales and Services.  The
company develops Websites, which provide information and news to
military, law enforcement, first responders, and other public
sector employees; and information, including originally written
news content, blogs, forums, career information, and videos.

Bright Mountain reported a net loss attributable to common
shareholders of $2.94 million on $1.49 million of product sales for
the year ended Dec. 31, 2016, compared to a net loss attributable
to common shareholders of $2.01 million on $1.41 million of product
sales for the year ended Dec. 31, 2015.  

As of Sept. 30, 2017, Bright Mountain had $3.58 million in total
assets, $2.69 million in total liabilities and $882,370 in total
shareholders' equity.

Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has a net
loss of $2,667,051 and used cash in operations of $1,860,515 and an
accumulated deficit of $8,824,806 at Dec. 31, 2016.  These matters
raise substantial doubt about the Company's ability to continue as
a going concern.


CACTUS WELLHEAD: Moody's Hikes CFR to B2; Outlook Stable
--------------------------------------------------------
Moody's Investors Service upgraded Cactus Wellhead, LLC's (Cactus
LLC) Corporate Family Rating (CFR) to B2 from B3, its Probability
of Default Rating (PDR) to B2-PD from B3-PD, and its senior secured
credit facility rating to B2 from B3. The rating outlook is
stable.

Cactus, Inc. (which will be a holding company for ownership
interests in Cactus LLC) concluded an initial public offering (IPO)
for which use of proceeds include repaying the $249 million term
loan at Cactus LLC plus accrued and unpaid interest. Following the
completion of the associated corporate reorganization, Cactus, Inc.
will be the sole managing member of Cactus LLC. Cactus, Inc. will
contribute the net proceeds from the IPO to Cactus LLC in return
for an approximately 31% ownership stake. The remaining 69%
interest will be held by Cactus LLC's existing owners. These
ownership figures exclude any potential impact if the IPO
underwriters exercise the overallotment option.

The upgrade reflects that Cactus LLC's term loan repayment will
significantly improve the company's balance sheet and reduce
interest expense. At the same time, improved industry conditions
and operating performance will contribute to positive free cash
flow generation over the next 12 months.

Upgrades:

Issuer: Cactus Wellhead, LLC

-- Probability of Default Rating, Upgraded to B2-PD from B3-PD

-- Corporate Family Rating, Upgraded to B2 from B3

-- Senior Secured Bank Credit Facility, Upgraded to B2 (LGD3)
    from B3 (LGD3)

Outlook Actions:

Issuer: Cactus Wellhead, LLC

-- Outlook, Remains Stable

Cactus, Inc. is not expected to guarantee Cactus LLC's debt, and
therefore maintenance of the credit ratings going forward will be
subject to the continuing receipt of sufficient financial
information for Cactus LLC.

The following rating at Cactus Wellhead, LLC remains unchanged:

$249 million ($275 million original principal amount) senior
secured first lien term loan due 2020 rated B3 (LGD3)

RATINGS RATIONALE

Cactus LLC's B2 CFR reflects the company's small size and limited
product scope but also its strong niche market position. The
company operates in a highly competitive industry with
significantly larger, diversified oilfield equipment and service
providers with greater financial resources. Moody's expects that
the company's performance will continue to benefit during 2018 as
upstream capital spending increases albeit at a more modest pace of
growth than 2017. While the company will have very low leverage
immediately following the repayment of its term loan, the company
has used debt in the past to fund dividends and could use debt to
fund acquisitions or organic growth opportunities. Therefore the
rating incorporates the potential for some re-leveraging
transactions and somewhat more aggressive financial policies as
voting control in the company remains similar after the IPO and
corporate reorganization.

The company's financial performance is highly correlated with the
cyclicality and volatility of upstream activities. The number of
active U.S. land rigs declined substantially from late 2014 through
mid-2016. As rig counts declined, there was significant pricing
pressure for the company's products. Active rig count increased
meaningfully from mid-2016 through mid-2017 but since then the
growth trajectory has become flatter. The credit profile benefits
from the company having navigated through a steep industry
downturn.

Moody's expects that Cactus LLC will maintain an adequate liquidity
profile over the next 12 months. Cactus LLC is expected to continue
to provide distributions to its owners to cover taxes and most
recently drew $26 million on its revolver in January 2018 to fund
such a distribution. The remaining $24 million available under the
company's $50 million revolver supports liquidity but with an
expiry date in July 2019, the facility will go current soon. The
company plans to seek an extension from lenders which would
contribute positively to its liquidity profile. The company expects
that it will spend $35 to $40 million during 2018 to fund capital
expenditures and Moody's expects working capital needs will also
consume cash as the company grows its top line. Cactus Inc. has
entered into an agreement with existing owners of Cactus LLC to
provide them with distributions covering a majority of the tax
savings resulting from the transaction. While Cactus Inc. is the
obligor under this agreement, Cactus LLC would be the source of
cash for these distributions.

Cactus LLC's $50 million senior secured first lien revolving credit
facility due 2019 is rated B2, the same level as the CFR,
reflecting that it comprises the sole debt in the capital structure
(other than leases). Moody's views the B2 rating assigned as more
appropriate than the B1 rating indicated by Moody's Loss Given
Default Methodology, given the inherent volatility of the company's
trade payables and lack of any other debt outstanding, particularly
debt that is subordinated to the revolver.

The stable rating outlook reflects Moody's expectation for revenue
growth over the next 12 months but with significant capital
expenditures and working capital investment as upstream spending
increases and raises demand for the company's products.

Ratings are currently constrained by the company's small scale,
limited product offering, and Moody's view that there is a
reasonable likelihood for re-leveraging transactions. However,
prospective factors that could support an upgrade include increased
size and market position, debt/EBITDA below 2x, financial policies
supportive of leverage being sustained at these levels, and a good
liquidity profile.

Factors that could result in a downgrade include deterioration in
liquidity, sustained negative free cash flow, debt/EBITDA over 3x
including as a result of debt-funded acquisitions or dividends, or
EBITDA/interest below 3x.

The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in May 2017.

Cactus LLC, headquartered in Houston, Texas designs, manufactures,
sells and rents wellheads and pressure control equipment, and
provides related services. Revenues for the twelve months ended
September 30, 2017 were $286 million. Cactus LLC is controlled and
partially owned by Cactus, Inc., its publicly traded parent
company.


CASA DE MONTGOMERY: Unsecureds to Get 100% at 1.75% Over 5 Years
----------------------------------------------------------------
Class 4 - General Unsecured Claims against Casa de Montgomery,
Inc., will be paid in full together with interest at 1.75% per
annum in equal monthly payments amortized over five years from the
Effective Date, according to the disclosure statement explaining
the Debtor's plan of reorganization.

Based on an appraisal dated August 2017, the Debtor's Property
located at 4573  Branciforte Dr, Santa Cruz, CA 95065-9620, has a
value of $3,200,000.  It is encumbered as follows:

   Delinquent property taxes (2016-2018)      $13,512.00
   1st T.D. - Sequoia Mortgage Capital     $2,225,361.70
   2nd T.D. - Gerardo Soto                    $60,000.00

The original Plan indicated that the Property was encumbered as
follows:

   Delinquent property taxes (2016-2018)      $13,512.00
   1st T.D. - Sequoia Mortgage Capital     $2,118,175.78
   2nd T.D. - Gerardo Soto                    $60,000.00

Funding for the Plan is available and debtor approved for
$2,000,000.  However, the Debtor said this is insufficient.
Sequoia Mortgage Capital, Inc., has not yet filed a claim but the
balance due per payoff statement dated Feb. 1, 2018 is
$2,225,361.70 (before legal fees).  Interest continues to accrue at
22.00% per annum of $1,221.34 per day.  Cash collateral payments of
approximately $17,370/mo. are expected to be disbursed to Sequoia
beginning March 2018, subject to approval of the Court.

In addition debtor owes property taxes of approximately $13,512 and
a 2nd loan, which may take deferred payments of $60,000.

A hearing on the approval of the Disclosure Statement was held on
Feb. 1, 2018.

A full-text copy of the Disclosure Statement dated Dec. 28, 2017,
is available at:

           http://bankrupt.com/misc/canb17-53037-15.pdf

A full-text copy of the Disclosure Statement dated Dec. 28, 2017,
is available at:

           http://bankrupt.com/misc/canb17-53037-27.pdf

                    About Casa De Montgomery

Casa De Montgomery, Inc., is a single asset real estate company as
defined in 11 U.S.C. Section 101(51B)).  The company owns in fee
simple interest a real property located at 4573  Branciforte Dr,
Santa Cruz, CA 95065-9620 with an appraised value of $3.20
million.

Casa De Montgomery previously sought bankruptcy protection (Bankr.
N.D. Cal. Case No. 17-52075) on Aug. 29, 2017 .

Casa De Montgomery again sought Chapter 11 protection (Bankr. N.D.
Cal. Case No. 17-53037) on Dec. 19, 2017.  In the petition signed
by CEO Frank Podesta, the Debtor disclosed $3.23 million in total
assets and $2.34 million in liabilities.  Judge Stephen L. Johnson
is the case judge.  The Debtor is represented by Lars T. Fuller,
Esq., at The Fuller Law Firm.


CASA RANCHERO: Court Okays Second Amended Disclosures
-----------------------------------------------------
Judge Theodor C. Albert of the U.S. Bankruptcy Court for the
Central District of California approved Casa Ranchero, Inc.'s
second amended disclosure statement describing its second amended
plan of reorganization dated Jan. 8, 2018.

March 7, 2018 at 10:00 a.m. is fixed as the date and time for the
hearing regarding confirmation of Debtor's Plan.

Feb. 20, 2018 by 5:00 p.m. P.S.T. is fixed as the last day for
creditors to return to Debtor's counsel ballots containing written
acceptances or rejections of the Plan.

Feb. 23, 2018 is fixed as the last day for creditors to file
objections to confirmation of the Plan.

                     About Casa Ranchero Inc.

Casa Ranchero, Inc., dba Casa Ranchero Mexican Cantina, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D.
Calif. Case No. 17-10554) on February 15, 2017.  The case is
assigned to Judge Theodor Albert.

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


CEC ENTERTAINMENT: Moody's Lowers Corporate Family Rating to 'B3'
-----------------------------------------------------------------
Moody's Investors Service downgraded CEC Entertainment Inc.'s
Speculative Grade Liquidity Rating to SGL-2 from SGL-1. The
company's B3 Corporate Family Rating, B3-PD Probability of Default
Rating, B2 rated senior secured bank revolver and term loan, and
Caa2 rated 8% senior unsecured notes are unchanged. The outlook is
unchanged at stable.

The downgrade of CEC's Speculative Grade Liquidity Rating to SGL-2
from SGL-1, indicating good liquidity over the next twelve months,
incorporates the company's upcoming revolver maturity in February
2019. While the company does not use the revolver outside of
minimal LC's, Moody's view the near-term maturity of the facility
as a reduction in available liquidity. The downgrade also reflects
reduced earnings and cash flow generation from prior expectations
due to the challenging operating environment, driven by weak same
store sales and continued competitive pressure. Nevertheless,
Moody's expects CEC's cash flow will more than cover its interest,
mandatory debt amortization and capital spending needs over the
next twelve months. The term loan does not have any financial
maintenance covenants although the revolver does have a springing
net first lien leverage ratio which is tested each quarter in the
event outstandings under the revolver exceed 30%.

Downgrades:

Issuer: CEC Entertainment, Inc.

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

RATINGS RATIONALE

CEC Entertainment is constrained by its high leverage and weak
coverage -- debt/EBITDA is expected to remain near 7.0x and
EBIT/interest expense around 1.0x, driven in part by the debt
financed leveraged buyout by an affiliate of Apollo Investments in
February 2014. The rating also reflects Moody's expectation that
credit metrics will remain weak over the next 12 to 18 months as
the company uses its free cash flow to open new store locations
while competition, increasing labor costs and soft consumer
spending and same store sales comparables continue to pressure
revenue and earnings. The ratings also incorporate the company's
high seasonality of earnings in the first quarter, store
concentration in California, Texas and Florida, and a relatively
aggressive financial policy. The ratings are supported by CEC's
meaningful scale, its good EBITDA margins relative to similarly
rated peers, reasonable level of brand awareness, and good
liquidity profile.

The stable outlook reflects Moody's view that credit metrics will
remain largely unchanged over the next 12 to 18 months but will
continue to be pressured by the challenging operating environment,
including weak same store sales, competition, and margin pressure.
Debt to EBITDA and EBIT to interest expense are expected to remain
near 7.0x and about 1.0x, respectively.

Factors that could result in a downgrade include a deterioration in
liquidity for any reason or an inability to stabilize same store
sales. A further deterioration in credit metrics from current
levels could also result in a downgrade.

Factors that could result in an upgrade include a sustained
improvement in earnings driven by positive operating trends and
lower costs. Specifically, an upgrade would require EBIT coverage
of interest expense above 1.5 times and debt to EBITDA of under 6.0
times on a sustained basis. A higher rating would also require good
liquidity.

CEC Entertainment, Inc., headquartered in Irving, Texas, owns,
operates, and franchises a total of 605 Chuck E. Cheese stores and
149 Peter Piper Pizza locations that provide family-oriented
entertainment. CEC is wholly owned by an affiliate of Apollo Global
Management, LLC. Revenue for the last twelve month period ended
9/30/2017 (including franchise fees and royalties) was
approximately $895 million.


CENGAGE: Bank Debt Trades at 6.25% Off
--------------------------------------
Participations in a syndicated loan under which Cengage (fka
Thomson Learning) is a borrower traded in the secondary market at
93.75 cents-on-the-dollar during the week ended Friday, February 9,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 3.50 percentage points from
the previous week. Cengage pays 425 basis points above LIBOR to
borrow under the $1.710 billion facility. The bank loan matures on
June 7, 2023. Moody's rates the loan 'B2' and Standard & Poor's
gave a 'B+' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


CENTURYLINK INC: Bank Debt Trades at 2.46% Off
----------------------------------------------
Participations in a syndicated loan under which CenturyLink Inc. is
a borrower traded in the secondary market at 97.54
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.68 percentage points from the
previous week. CenturyLink Inc. pays 275 basis points above LIBOR
to borrow under the $6 billion facility. The bank loan matures on
January 25, 2025. Moody's rates the loan 'Ba3' and Standard &
Poor's gave a 'BBB-' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, February 9.


CHAMPION EXCAVATION: U.S. Trustee Bid to Dismiss Ch. 11 Case Nixed
------------------------------------------------------------------
Judge David W. Hercher of the U.S. Bankruptcy Court for the
District of Oregon explains his order denying the U.S. trustee's
motion to dismiss, or in the alternative, convert the chapter 11
case of Champion Excavation, Inc. to chapter 7.

The Debtor, Champion Excavation, Inc., filed its chapter 11
petition on June 9, 2017. It designated itself a "small business
debtor" in the petition.  

In the motion, the U.S. trustee requests dismissal of the case or
conversion of it to chapter 7. In the U.S. trustee's supporting
memorandum, as cause for dismissal, the U.S. trustee relies
primarily on paragraph (J) of section 1112(b)(1), defining cause to
include "failure to file a disclosure statement, or to file or
confirm a plan, within the time fixed by this title or by order of
the court."

Cause exists under paragraph (J) only if one of the listed events
(file a disclosure statement or file or obtain confirmation of a
plan) does not occur "within the time fixed by this title or by
order of the court." No provision of the Code fixes a deadline for
a plan proponent to obtain confirmation of a plan, and in this case
neither does any court order. Thus, cause does not exist under
paragraph (J) to dismiss or convert.

Even if cause exists to dismiss or convert, the Court finds that
the evidence demonstrates that appointment of a trustee or examiner
would be in the best interest of creditors and the estate and
preferable to dismissal or conversion. The Court also bases that
finding on the evidence in support of confirmation of Champion's
pending plan, including the votes of most creditors to accept the
plan.

The U.S. trustee's motion to dismiss has alerted the court to the
need to address its procedures in order to ensure that the
confirmation hearing in a small-business chapter 11 case occurs
within the 45-day period in which the court is required to confirm
a confirmable plan.

Nonetheless, especially under the circumstances of this case,
Champion's failure to obtain confirmation of its plan within 45
days after filing the plan does not require that the Court finds
the existence of cause to convert or dismiss this case. Neither
does there exist cause requiring the Court to dismiss or convert
this case now under any of the other provisions of section
1112(b)(4) on which the U.S. trustee relies.

Denial of the motion to dismiss at this time is without prejudice
to the U.S. trustee's renewal of the motion based on evidence
adduced or facts occurring after Dec. 4, 2017, the date on which
the motion was filed.

A full-text copy of Judge Hercher's Decision dated Feb. 5, 2018 is
available at:

     http://bankrupt.com/misc/orb17-61839-11-171.pdf

                About Champion Excavation, Inc.

Privately held Champion Excavation Inc., is an excavating
contractor based in Aumsville, Oregon.  Champion Excavation filed a
Chapter 11 petition (Bankr. D. Ore. Case No. 17-61839) on June 9,
2017, saying it is a small business debtor as defined in 11 U.S.C.
Section 101(51D).  The petition was signed by Dwayne Deesing,
president.  At the time of filing, the Debtor estimated $500,000 to
$1 million in assets and $1 million to $10 million in liabilities.

The case is assigned to Judge David W. Hercher.

The Debtor is represented by Keith Y. Boyd, Esq., at the Law
Offices of Keith Y Boyd.  The Debtor hired TKC Solutions Advisory,
Inc., as financial consultant.


CHECKOUT HOLDING: Bank Debt Trades at 19.76% Off
------------------------------------------------
Participations in a syndicated loan under which Checkout Holding
Corp is a borrower traded in the secondary market at 80.24
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.95 percentage points from the
previous week. Checkout Holding pays 350 basis points above LIBOR
to borrow under the $1.050 billion facility. The bank loan matures
on April 9, 2021. Moody's rates the loan 'B1' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


CHINA COMMERCIAL: Names Former UN ICTY Program Coordinator to Board
-------------------------------------------------------------------
Weiliang Jie resigned from the board of directors of China
Commercial Credit, Inc. effective Feb. 9, 2018.  Mr. Jie's
resignation is not as a result of any disagreement with the Company
relating to its operations, policies or practices, according to a
Form 8-K filed with the Securities and Exchange Commission.

Effective Feb. 12, 2018, the Board appointed Ms. Kecen Liu as a
member of the Board to fill the vacancy created by the resignation
of Mr. Jie.

Ms. Kecen Liu, age 25, has served as a program coordinator at
United Nations ICTY from June, 2016 to February 2017.  Ms. Liu has
served as marketing manager at Jiuding Capital from June, 2015 to
October, 2015.  She has also served as brand manager at Jumei.com
from November, 2013 to October, 2014.  From October 2012 to June
2014, she served as a campus embassador at Hong Kong XINHUA
Education International Group.  Ms. Liu obtained a Master's degree
in International Business from Southwestern University of Finance
and Economics in 2017.

Ms. Liu has entered into a director agreement with the Company,
which sets her annual compensation at $20,000 per year and
establishes other terms and conditions governing his service on the
Company's Board.

                  About China Commercial Credit

Founded in 2008, China Commercial Credit --
http://www.chinacommercialcredit.com/-- is a financial services
firm operating in China.  Its mission is to fill the significant
void in the market place by offering lending, financial guarantee
and financial leasing products and services to a target market
which has been significantly under-served by the traditional
Chinese financial community.  The Company's current operations
consist of providing direct loans, loan guarantees and financial
leasing services to small-to-medium sized businesses, farmers and
individuals in the city of Wujiang, Jiangsu Province.

China Commercial's independent accounting firm Marcum Bernstein &
Pinchuk LLP, in Shanghai, China, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has accumulated
deficit that raises substantial doubt about its ability to continue
as a going concern.

China Commercial reported a net loss of US$1.98 million for the
year ended Dec. 31, 2016, compared with a net loss of US$61.26
million for the year ended Dec. 31, 2015.  The Company's balance
sheet as of Sept. 30, 2017, showed US$7.71 million in total assets,
US$8.48 million in total liabilities and a total shareholders'
deficit of US$774,251.


COATES INTERNATIONAL: Obtains $33,000 From Note Offering
--------------------------------------------------------
Coates International, Ltd. has received the net proceeds of a
securities purchase agreement and related convertible promissory
note, dated Feb. 5, 2018, in the face amount of $33,000. issued to
Power Up Lending Group, Ltd.  The Promissory Note matures in
November 2018 and provides for interest at the rate of eight
percent per annum.  The Note may be converted into unregistered
shares of the Company's common stock, par value $0.0001 per share,
at the Conversion Price, as defined, in whole, or in part, at any
time beginning 180 days after the date of the Note, at the option
of the Holder.  All outstanding principal and unpaid accrued
interest is due at maturity, if not converted prior thereto.  The
Company incurred expenses amounting to $2,500 in connection with
this transaction.

The Conversion Price will be equal to 61% multiplied by the Market
Price, as defined.  The Market Price will be equal to the average
of the three lowest closing bid prices of the Company's common
stock on the OTC Pink Sheets during the 10 trading-day period
ending one trading day prior to the date of conversion by the
Holder.  The Conversion Price is subject to adjustment for changes
in the capital structure such as stock dividends, stock splits or
rights offerings.  The number of shares of common stock to be
issued upon conversion will be equal to the aggregate amount of
principal, interest and penalties, if any divided by the Conversion
Price.  The Holder anticipates that upon any conversion, the shares
of stock it receives from the Company will be tradable by relying
on an exemption under Rule 144 of the U.S. Securities and Exchange
Commission.

The Conversion Price is subject to adjustment in the event of any
of the following:

   1. During the period when a Major Announcement by the
      Company relating to a merger, consolidation, sale of the
      Company or substantially all of its assets or tender offer
      is in effect, as defined.

   2. A merger, consolidation, exchange of shares,
      recapitalization, reorganization or other similar event
      being consummated.

The Company is not permitted to pay dividends or make other
distributions of capital or repurchase or otherwise acquire any
shares of its capital stock without the Holder's consent and is
subject to certain restrictions on new borrowings, while there is a
remaining outstanding balance related to the convertible promissory
note.

These notes may be prepaid during the first six months the notes
are outstanding by paying a prepayment penalty equal to 30% during
the first 60 days, increasing in 5% increments each month
thereafter, to a maximum of 50%.  The Company has reserved
26,551,342 shares of its unissued common stock for potential
conversion of the convertible note.

The convertible promissory note was privately offered and sold to
the Holder in reliance on specific exemptions from the registration
requirements of the United States federal and state securities laws
which the Registrant believes are available to cover this
transaction based on representations, warranties, agreements,
acknowledgements and understandings provided to the Company by the
Holder.

                         About Coates

Based in Wall Township, N.J., Coates International, Ltd. (OTC BB:
COTE) -- http://www.coatesengine.com/-- was incorporated on Aug.
31, 1988, for the purpose of researching, patenting and
manufacturing technology associated with a spherical rotary valve
system for internal combustion engines.  This technology was
developed over a period of 15 years by Mr. George J. Coates, who is
the President and Chairman of the Board of the Company.  The Coates
Spherical Rotary Valve System (CSRV) represents a revolutionary
departure from the conventional poppet valve.  It changes the means
of delivering the air and fuel mixture to the firing chamber of an
internal combustion engine and of expelling the exhaust produced
when the mixture ignites.

MSPC, in Cranford, New Jersey, Coates' independent registered
public accountants, have stated in their Auditor's Report dated
April 14, 2017, with respect to the Company's financial statements
as of and for the year ended Dec. 31, 2016, that the Company
continues to have negative cash flows from operations, recurring
losses from operations, and a stockholders' deficiency.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

Coates reported a net loss of $8.35 million on $29,200 of total
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $10.20 million on $94,200 of total revenues for the year ended
Dec. 31, 2015.  As of Sept. 30, 2017, Coates had $2.27 million in
total assets, $8.18 million in total liabilities and a total
stockholders' deficiency of $5.90 million.


COCHON PROPERTIES: Note Holders to Give New Equity to New Holdco
----------------------------------------------------------------
Cochon Properties, LLC, and Morrison Well Services, LLC, together
with certain holders of secured notes, filed with the U.S.
Bankruptcy Court for the Western District of Louisiana a second
amended joint plan of reorganization.

A new provision has been added to the treatment of Class 3, which
consists of the Note Claims. The provision states that on the
Effective Date, the Note Holders will contribute their respective
Pro Rata shares of the Exit Facility and the New Equity to New
Holdco in exchange for the equity and debt of New Holdco to be
allocated among the Note Holders Pro Rata with their respective
recoveries on account of the DIP Claims and the Adequate Protection
Claims.

Prior to the Effective Date, the Administrative Agent, at the
direction of the Requisite Note Holders, will form New Holdco, and
on the Effective Date, the Note Holders will contribute 100% the
New Equity issued to the Note Holders to New Holdco.

A copy of the Second Amended Joint Plan is available at:

    http://bankrupt.com/misc/lawb17-50705-722.pdf

                   About Rooster Energy

Houston, Texas-based Rooster Energy Ltd. --
http://www.roosterenergyltd.com/-- is an integrated oil and
natural gas company with an exploration and production (E&P)
business and a downhole and subsea well intervention and plugging
and abandonment service business.  The Company's operations are
located in the state waters of Louisiana and the shallow waters of
the Gulf of Mexico, mature regions that have produced since 1936.

Rooster Energy, L.L.C., Rooster Energy Ltd., and five other
affiliates sought Chapter 11 protection (Bankr. W.D. La. Lead Case
No. 17-50705) on June 2, 2017.  Kenneth F. Tamplain, Jr., president
and chief executive officer, signed the petitions.

In its petition, Rooster Energy L.L.C. estimated $50 million to
$100 million in liabilities.

Jan M. Hayden, Esq., Lacey Rochester, Esq., Susan C. Mathews, Esq.,
and Daniel J. Ferretti, Esq., at Baker Donelson Bearman Caldwell &
Berkowitz, P.C., serve as bankruptcy counsel.  Opportune LLP has
been tapped as restructuring advisor.  Donlin Recano & Company,
Inc., serves as claims, noticing and solicitation agent.

On June 23, 2017, the U.S. Trustee appointed three creditors to
serve in the official committee of unsecured creditors of the
Rooster Petroleum case.

On June 22, 2017, the U.S. Trustee appointed two creditors to serve
in the official committee of unsecured creditors of the Cochon
Properties case.


CONCORDIA HEALTHCARE: Bank Debt Trades at 14.12% Off
----------------------------------------------------
Participations in a syndicated loan under which Concordia
Healthcare Corp is a borrower traded in the secondary market at
85.88 cents-on-the-dollar during the week ended Friday, February 9,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents an increase of 0.83 percentage points from
the previous week. Concordia Healthcare pays 500 basis points above
LIBOR to borrow under the $500 million facility. The bank loan
matures on October 20, 2021. Moody's rates the loan 'Caa2' and
Standard & Poor's gave a 'CCC-' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, February 9.


CONDOMINIUM ASSOCIATION: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of The Condominium Association of
the Lynnhill Condominium as of Feb. 13, according to a court
docket.

              About The Condominium Association
                 of the Lynnhill Condominium

The Condominium Association of the Lynnhill Condominium is an
unincorporated condominium association that is in possession of the
Lynnhill Apartments, two 7-story buildings located at 3103 and 3107
Good Hope Avenue, Temple Hills, Maryland 20748.  The Property has
219 units, a parking lot and common areas.

The Property's condition has deteriorated significantly in recent
years, to the point that utilities were terminated on more than one
occasion, by mid-2017 the Property was approximately 40% vacant,
and by the fall of 2017, utilities were conclusively terminated and
the balance of the units were vacated and abandoned.  Prince
George's County has determined that the Property is uninhabitable
and has threatened to condemn the Property because it is a threat
to the public and a burden to the county. Between the spring of
2016 and approximately Dec. 18, 2017, the Property was uninsured
because of the Debtor's dire financial situation.

The Debtor previously sought bankruptcy protection on July 2, 2014
(Bankr. D. Md. Case No. 14-20607) and April 28, 2010 (Bankr. D. Md.
Case No. 10-19462).

The Condominium Association of the Lynnhill Condominium, based in
Temple Hills, MD, recently filed a Chapter 11 petition (Bankr. D.
Md. Case No. 18-10334) on Jan. 10, 2018. Stanley Briscoe, acting
president, signed the petition. In its petition, the Debtor
estimated $0 to $50,000 in assets and $1 million to $10 million in
liabilities.

The Hon. Wendelin I. Lipp presides over the new case.

Patrick John Potter, Esq., at Pillsbury Winthrop Shaw Pittman, LLP,
serves as bankruptcy counsel to the Debtor.  Kurtzman Carson
Consultants LLC, is the Debtor's claims, noticing and balloting
agent.


COOLTRADE INC: Proposes Plan to Exit Chapter 11 Protection
----------------------------------------------------------
CoolTrade Inc. and its owners jointly filed with the U.S.
Bankruptcy Court for the District of Arizona their proposed plan to
exit Chapter 11 protection.

The restructuring plan proposes to pay creditors holding
administrative, priority and secured claims in full.   

Meanwhile, unsecured creditors of CoolTrade and Edward and Jeanne
Barsano, who own approximately 95% of the company, will receive
distributions over time.  

Specifically, creditors of CoolTrade holding Class 8 general
unsecured claims and creditors of the Barsanos holding Class 7
general unsecured claims will receive pro rata payments from a
creditor pool after payment in full of Class 1 administrative
expense claims and Class 2 priority tax claims.

The creditor pool will be established under the plan and will be
funded by CoolTrade's net cash flow and the new equity to be
contributed by the Barsanos and other holders of equity interests
in the company.  

The equity holders need to contribute at least $250,000, of which
$30,000 will be contributed on or before the effective date of the
five-year plan and $150,000 on or within two years of the effective
date.  CoolTrade will continue to operate throughout the plan term,
according to the disclosure statement, which explains the proposed
plan of reorganization.

A copy of the disclosure statement is available for free at:

             http://bankrupt.com/misc/azb17-11886-69.pdf

                       About Cooltrade Inc.

CoolTrade, Inc. -- http://www.cool-trade.org/-- is the creator of
the CoolTrade system, a fully robotic stock trading technology.
Released in 2004, CoolTrade has provided thousands with technology
for online trading.

The CoolTrade Robotic Automated Trader executes strategies 100% on
its own. The CoolTrade platform was developed by former Microsoft
programmer, Ed Barsano. CoolTrade has partnered with brokers such
as TD Ameritrade, E-Trade, AutoShares, and Interactive Brokers.

CoolTrade sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Ariz. Case No. 17-11886) on Oct. 6, 2017.  In the
petition signed by CEO Edward Barsano, CoolTrade estimated assets
of less than $50,000 and liabilities of $500 million to $1 billion.


The case is jointly administered with the Chapter 11 case (Bankr.
D. Ariz. Case No. 17-11887) filed by Mr. Barsano and his wife.
Judge Brenda K. Martin presides over the cases.  Kahn & Ahart PLLC,
Bankruptcy Legal Center (TM) is the bankruptcy counsel.


CUMULUS MEDIA: Files Revised Disclosure Statement
-------------------------------------------------
Cumulus Media Inc. and its debtor affiliates have filed a revised
disclosure statement with the U.S. Bankruptcy Court for the
Southern District of New York.

The treatment provided to each class of claims is as follows:

   (i) Class 1 - Priority Non-Tax Claims. Except to the extent that
a holder of an allowed priority non-tax claim agrees to a less
favorable treatment, in exchange for and in full and final
satisfaction, settlement, compromise, release and discharge of each
allowed priority non-tax claim, each holder of an allowed priority
non-tax claim shall receive, on the effective date or as soon as
reasonably practicable thereafter, in the discretion of the
applicable debtor or reorganized debtor, with the consent of the
term lender group, either: (i) payment in full in cash; or (ii)
reinstatement of such allowed priority non-tax claim.

   (ii) Class 2 - Other Secured Claims. Except to the extent that a
holder of an allowed other secured Claim agrees to a less favorable
treatment, in exchange for and in full and final satisfaction,
compromise, settlement, release, and discharge of each allowed
other secured claim, each holder of an allowed other secured claim
shall receive, on the effective date or as soon as reasonably
practicable thereafter, in the discretion of the applicable debtor
or reorganized debtor, with the consent of the term lender group,
either: (i) payment in full in cash; (ii) reinstatement of such
allowed other secured claim; or (iii) delivery of the collateral
securing any such allowed other secured claim and payment of any
interest required under section 506(b) of the Bankruptcy Code.

   (iii) Class 3 - Credit Agreement Claims. Except to the extent
that a holder of an allowed credit agreement claim agrees to a less
favorable treatment, in exchange for and in full and final
satisfaction, compromise, settlement, release, and discharge of
each allowed credit agreement claim, each holder of an allowed
credit agreement claim shall receive, on the effective date or as
soon as reasonably practicable thereafter, its pro rata share of
and interest in (i) the first lien exit facility, and (ii) the term
loan lender equity distribution; provided, that the debtors and the
term lender group may determine, in their reasonable discretion, to
provide, at the election of a holder of an allowed credit agreement
claim, that such holder may elect to receive its pro rata share of
the term loan lender equity distribution in the form of restricted
stock issued in an amount of value equal to the pro rata share of
the term loan lender equity distribution such holder would
otherwise receive pursuant to this section; provided, further, and
notwithstanding anything herein to the contrary, that the
distribution of the term loan lender equity distribution shall be
made pursuant to, and subject to the terms and conditions of, the
equity allocation mechanism.

   (iv) Class 4 - Convenience Claims. Except to the extent that a
holder of an allowed convenience claim agrees to a less favorable
treatment, in exchange for and in full and final satisfaction,
compromise, settlement, release, and discharge of each allowed
convenience claim, each holder of an allowed convenience claim
shall receive, on the effective date or as soon as reasonably
practicable thereafter, cash in an amount equal to 100% of the
allowed convenience claim; provided, that cash distributions to
holders of allowed convenience claims shall not, in the aggregate,
exceed the convenience class cap without the prior written consent
of the term lender group; provided, further, that if the aggregate
amount of allowed convenience claims exceeds the convenience class
cap and the term lender group does not consent to an increase in
the convenience class cap, then each holder of an allowed
convenience claim shall receive cash in an amount equal to its pro
rata share of the convenience class cap.

   (v) Class 5 - Senior Notes Claims. Except to the extent that a
holder of an allowed senior notes claim agrees to a less favorable
treatment, in exchange for and in full and final satisfaction,
compromise, settlement, release, and discharge of each allowed
senior notes claim, each holder of an allowed senior notes claim
shall receive, on the effective date or as soon as reasonably
practicable thereafter, its pro rata share of the unsecured
creditor equity distribution. The unsecured creditor equity
distribution shall be allocated pro rata to holders of allowed
claims in Classes 5 and 6, and notwithstanding anything in the plan
to the contrary, shall be made pursuant to, and subject to the
terms and conditions of, the equity allocation mechanism

   (vi) Class 6 - General Unsecured Claims. Except to the extent
that a holder of an allowed general unsecured claim agrees to a
less favorable treatment, in exchange for and in full and final
satisfaction, compromise, settlement, release, and discharge of
each allowed general unsecured claim, each holder of an allowed
general unsecured claim shall receive, on the effective date or as
soon as reasonably practicable thereafter, its pro rata share of
the unsecured creditor equity distribution. The unsecured creditor
equity distribution shall be allocated pro rata to holders of
allowed claims in Classes 5 and 6, and notwithstanding anything in
the plan to the contrary, shall be made pursuant to, and subject to
the terms and conditions of, the equity allocation mechanism.

   (vii) Class 7 - Intercompany Claims. On the effective date or as
soon as reasonably practicable thereafter, allowed intercompany
claims shall be, at the option of the debtors or the reorganized
debtors, as applicable, with the reasonable consent of the Term
Lender Group, either (i) reinstated as of the effective date, or
(ii) cancelled without any distribution on account of such
intercompany claims.

   (viii) Class 8 - Subordinated Claims. Subordinated claims shall
be subordinated to all other claims against the debtors, shall
receive no distributions on account of such subordinated claims,
and shall be discharged.

   (ix) Class 9 - Intercompany Interests. To preserve the debtors'
corporate structure, on the effective date, or as soon thereafter
as reasonably practicable, all allowed intercompany interests shall
be, at the option of the debtors or the reorganized debtors, as
applicable, with the reasonable consent of the Term Lender Group,
either (i) reinstated as of the effective date, or (ii) cancelled
without any distribution on account of such intercompany interests.


   (x) Class 10 - Interests in Cumulus. On the effective date, all
allowed interests in Cumulus shall be cancelled without any
distribution on account of such interests in Cumulus.

The reorganized debtors shall fund distributions under the plan, as
applicable with the first lien exit facility, the new revolving
credit facility (if any), the new securities, and other cash of the
debtors, including cash from business operations, which shall be
sufficient to make the other required payments on or after the
effective date under the plan and provide the reorganized debtors
with working capital necessary to run their business.

A full-text copy of the revised disclosure statement dated Jan. 31
is available at:

           http://bankrupt.com/misc/nysb17-13381-scc-382.pdf

A full-text copy of the Disclosure Statement dated Jan. 18 is
available at:

           http://bankrupt.com/misc/nysb17-13381-303.pdf

Cumulus Media is represented by:

     Paul M. Basta, Esq.
     Lewis R. Clayton, Esq.
     Jacob A. Adlerstein, Esq.
     Claudia R. Tobler, Esq.
     PAUL, WEISS, RIFKIND, WHARTON &
     GARRISON LLP
     1285 Avenue of the Americas
     New York, NY 10019
     Tel: (212)373-3000
     Fax: (212)757-3990

                      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.


DATASTARUSA INC: Unsecureds to be Paid 15% Under Exit Plan
----------------------------------------------------------
Unsecured creditors of DataStarUSA, Inc. with claims of more than
$5,000 will be paid 15% of their claims under the company's
proposed plan to exit Chapter 11 protection.

The plan of reorganization proposes to make a monthly payment of
$2,500 to creditors holding Class 7 general unsecured claims of
$5,001 or more.  

DataStarUSA will make 60 monthly payments, which will start 90 days
after the effective date of the plan.  Class 7 creditors will be
paid 15% of their allowed claims, which are impaired under the
plan.

Meanwhile, general unsecured creditors holding Class 6 claims of
$5,000 or less will be paid 20% of their allowed claims.  These
creditors will receive three equal payments; the first payment will
be made 60 days after the effective date of the plan.

The total amount of Class 6 general unsecured claims is less than
$20,000, according to DataStarUSA's schedules of assets and
liabilities.  These claims are impaired under the plan.

The company, which provides construction products and services,
will continue its operations to fund the plan.  The plan is
feasible based upon the projections of the company, according to
its disclosure statement filed with the U.S. Bankruptcy Court for
the Eastern District of Texas.

A copy of the disclosure statement is available for free at:

           http://bankrupt.com/misc/txeb17-41826-74.pdf

                     About DataStarUSA Inc.

DataStarUSA, Inc., provides construction products and services.  It
is a small business debtor as defined in 11 U.S.C. Section
101(51D).

DataStarUSA sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Texas Case No. 17-41826) on Aug. 24, 2017.  Jon
Marshall, president, signed the petition. At the time of the
filing, the Debtor disclosed that it had estimated assets of less
than $50,000 and liabilities of $1 million to $10 million.

The Debtor is represented by Eric A. Liepins, Esq., at Eric  A.
Liepins, P.C.


DAVID'S BRIDAL: Bank Debt Trades at 13.00% Off
----------------------------------------------
Participations in a syndicated loan under which David's Bridal Inc.
is a borrower traded in the secondary market at 87.00
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 2.11 percentage points from the
previous week. David's Bridal pays 375 basis points above LIBOR to
borrow under the $520 million facility. The bank loan matures on
October 11, 2019. Moody's rates the loan 'Caa1' and Standard &
Poor's gave a 'CCC' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, February 9.


DC DOORS: March 21 Hearing on Disclosure Statement
--------------------------------------------------
Judge Angela D. Caesar of the U.S. Bankruptcy Court for the
District of Columbia has set the hearing to consider approval of DC
Doors Inc.'s disclosure statement to March 21, 2018, at 10:30 A.M.

All objections to the disclosure statement shall be filed and
served prior to the hearing.

A prior-filed court document indicated that the disclosure
statement hearing is set for March 14.

A full-text copy of Judge Caesar's order dated January 31, 2018 is
available at:

            http://bankrupt.com/misc/dcb17-00138-43.pdf

                      About DC Doors

DC Doors filed a Chapter 11 bankruptcy petition (Bankr. D.D.C. Case
No. 17-00138) on March 1, 2017.  The Law Offices of Jeffrey M.
Sherman serves as bankruptcy counsel.

The Debtor's assets and liabilities are both below $1 million.


DECATUR ATHLETIC: ULI's Monthly Payment Increased to $546
---------------------------------------------------------
Decatur Athletic Club, LLC, filed with the U.S. Bankruptcy Court
for the Northern District of Alabama a second amended disclosure
statement for its third amended plan of reorganization dated Feb.
2, 2018.

The third amended plan amends the treatment of the alleged secured
claim of United Leasing, Inc. in class 1(a).

The alleged secured claim of United Leasing is now $28,800 instead
of $15,000 provided in the previous plan. This class will accrue
interest at 5.25% and will be paid in 60 equal monthly installments
commencing 60 days after the Effective Date of the Plan. Such
payments will be $546.80, per month until paid. This payment will
be paid direct by the Debtor. Any unsecured balance will be paid
through the plan as Allowed Unsecured Claims. The previous monthly
payment for this class is $284.76.

Pawnee Leasing classified as Class 1(d) in the previous plan, is no
longer classified as a secured claimant in this plan.

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

     http://bankrupt.com/misc/alnb17-81439-11-234.pdf

A full-text copy of the Third Amended Plan is available at:

     http://bankrupt.com/misc/alnb17-81439-11-235.pdf

                 About Decatur Athletic Club

Decatur Athletic Club, LLC owns the Pulse Fitness Center, a health
center located at 1801 Beltline Road SW, Suite 420, Decatur,
Alabama.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ala. Case No. 17-81439) on May 10, 2017.  Jeremy
Goforth, owner, signed the petition.

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

Judge Clifton R. Jessup Jr. presides over the case.  Stuart M.
Maples, Esq., at Maples Law Firm, PC, serves as the Debtor's
bankruptcy counsel.


DENBURY RESOURCES: S&P Raises CCR to 'CCC+', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Plano,
Texas-based Denbury Resources Inc. to 'CCC+' from 'SD' (selective
default). The outlook is stable.

S&P said, "We also affirmed our 'B' issue-level rating on Denbury's
senior secured revolving credit facility and senior secured
second-lien notes. The recovery rating on these notes is '1',
indicating very high (90%-100%; rounded estimate: 95%) recovery in
the event of a payment default.

"We also raised our rating on Denbury's subordinated debt to 'CCC-'
from 'D'. We revised the recovery rating on these notes to '6' from
'4', indicating our expectation of negligible (0%-10%; rounded
estimate: 5%) recovery in the event of a payment default."

The rating actions follow Denbury's issuance of about $456 million
of new senior secured second-lien notes due in 2022 and about $144
million of new senior convertible notes due in 2023 and 2024 for a
portion of its outstanding subordinated notes due in 2021, 2022,
and 2023. S&P viewed the transaction as a distressed exchange,
rather than purely opportunistic, because subordinated noteholders
received less than par, and given the company's high leverage and
limited growth opportunities in the current commodity price
environment.

S&P said, "The stable outlook reflects our expectation that
Denbury's leverage will be remain high in 2018 and 2019 under our
production, price, and cost assumptions despite the recent debt
exchanges. The company remains vulnerable to commodity prices given
its high cost position and limited hedges in 2019.

"We could lower the ratings if the company made further distressed
debt exchanges or liquidity deteriorated such that we foresaw a
default within 12 months. This could occur if the company is unable
to extend the maturity on its credit facility.

"We could raise the ratings if debt to EBITDA moved closer to 5x,
which we view as sustainable. Such a scenario would most likely
occur if the company reduced debt further (through asset sales,
conversion of its convertible notes, or additional debt exchanges),
or oil prices strengthened further."


DIGIPATH INC: Incurs $179K Net Loss in First Quarter
----------------------------------------------------
Digipath, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q reporting a net loss of $179,017
on $1.11 million of revenues for the three months ended Dec. 31,
2017, compared to a net loss of $126,120 on $409,751 of revenues
for the same period in 2016.

As of Dec. 31, 2017, Digipath had $1.99 million in total assets,
$176,724 in total liabilities and $1.81 million in total
stockholders' equity.

During the three months ended Dec. 31, 2017, net cash provided in
operating activities was $182,156, compared to net cash provided in
operating activities of $30,037 for the same period ended Dec. 31,
2016.  The increase in cash provided by operating activities is
primarily attributable to its $498,517, or 205% increase in gross
profit as the Company continued to develop its cannabis testing lab
operations.

During the three months ended Dec. 31, 2017, net cash used in
investing activities was $142,514, compared to $2,089 for the same
period ended Dec. 31, 2016.  The increase is attributable to
greater investments made for cannabis testing equipment in the
current period than was necessary in the comparative period.

During the three months ended Dec. 31, 2017, net cash provided by
financing activities was $143,008, compared to $-0- for the same
period ended Dec. 31, 2016.

As of Dec. 31, 2017, the Company's balance of cash on hand was
$360,827.

"We currently may not have sufficient funds to sustain our
operations for the next twelve months and we may need to raise
additional cash to fund our operations and expand our lab testing
business.  As we continue to develop our lab testing business and
attempt to expand operational activities, we expect to experience
net negative cash flows from operations in amounts not now
determinable, and will be required to obtain additional financing
to fund operations through common stock offerings to the extent
necessary to provide working capital.  We have and expect to
continue to have substantial capital expenditure and working
capital needs.

"The Company has incurred recurring losses from operations
resulting in an accumulated deficit, and, as set forth above, the
Company's cash on hand is not sufficient to sustain operations.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.  Management is actively pursuing
new customers to increase revenues.  In addition, the Company is
currently seeking additional sources of capital to fund short term
operations.  In the event sales do not materialize at the expected
rates, management would seek additional financing or would attempt
to conserve cash by further reducing expenses.  There can be no
assurance that we will be successful in achieving these objectives,
becoming profitable or continuing our business without either a
temporary interruption or a permanent cessation.  In addition,
additional financing may result in substantial dilution to existing
stockholders."

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

                      https://is.gd/MG5oIy

                         About DigiPath

Based in Las Vegas, Nevada, DigiPath Inc. --
http://www.digipath.com/-- supports the cannabis industry's best
practices for reliable testing, cannabis education and training,
and brings unbiased cannabis news coverage to the cannabis
industry.  The Company's cannabis testing business is operated
through its wholly owned subsidiary, Digipath Labs, Inc., which
performs all cannabis related testing using FDA-compliant
laboratory equipment and processes.  DigiPath opened its first
testing lab in Las Vegas, Nevada in May of 2015 to serve the new
State approved and licensed medical marijuana industry.  The
Company plans to open labs in other legal states, assuming
resources permit.  

Digipath reported a net loss of $1.06 for the year ended Sept. 30,
2017, compared to a net loss of $3.69 million for the year ended
Sept. 30, 2016.

Anton & Chia, LLP, in Newport Beach, CA, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Sept. 30, 2017, noting that the
Company has recurring losses and insufficient working capital,
which raises substantial doubt about its ability to continue as a
going concern.


DIGITAL REALTY: Fitch Affirms 'BB+' Preferred Stock Rating
----------------------------------------------------------
Fitch Ratings has affirmed the ratings of Digital Realty Trust,
Inc. (NYSE: DLR) and Digital Realty Trust, L.P., including the
Long-Term Issuer Default Ratings (IDRs), at 'BBB'. The Rating
Outlook is Stable.

DLR's credit strengths include a global platform, granular tenant
base, good access to multiple forms of capital, strong liquidity,
conservative capital raising strategy and a deep management bench.
These credit positives are balanced by the niche asset class
resulting in a less liquid investment market and more limited
leveragability relative to other commercial property asset
classes.

KEY RATING DRIVERS

Low Leverage for Rating:  Fitch expects leverage will sustain near
5x throughout the projection period, consistent with the company's
historical leverage levels and current financial policy, as the
full benefit of the DFT assets and related synergies are recognized
over the next 12 months. Fitch expects leverage including 50% of
preferred stock to sustain between 5.0x to 5.5x through the
agency's forecast period.

Fitch anticipates fixed charge coverage will improve to the mid-4x
over the next 12 to 24 months driven mostly by strong top-line
revenue growth from the DFT merger and positive leasing spreads
combined with some reduction in the weighted average cost of the
company's outstanding debt. Coverage is strong for the rating at
4.1x for the TTM ended Sept. 30, 2017.

Global Platform & Good Tenant Diversity: DLR's product offering
consists of turn-key flex, powered base buildings, colocation and
interconnection across its 182 data centers within 33 markets
across 12 countries and four continents as of Sept. 30, 2017. The
company also benefits from a granular tenant roster highlighted by
IBM (A+/Negative) at 6.6% of annual base rent, Facebook at 5.7%,
and Oracle America, Inc. (A+/Stable) at 3.2%.

Good Access to Several Capital Sources: Since 2006, the company has
issued nearly $11 billion of common equity (including $5.9 billion
issued in the DuPont Fabros Technology merger), approximately $2
billion of preferred equity, $4.0 billion of dollar-denominated
unsecured bonds, GBP1.3 billion of sterling-denominated unsecured
bonds and EUR725 million of euro-denominated bonds. The company's
sterling and euro bonds function as a natural hedge given its
exposure to the UK and other European countries.

Less Contingent Liquidity for Data Centers: DLR's ratings remain
constrained by data center properties that are presently a
less-mature asset class within a less liquid investment and
financing market. The limited availability of mortgage capital for
data centers relative to other asset classes reduces the company's
sources of contingent liquidity relative to other commercial real
estate property types. Despite significant barriers to entry and
favorable medium-term IT trends, data centers are specialized
properties and technological obsolescence is possible over the long
term. There has been increased mortgage lending activity in the
data center space over the last several years, but below that of
other asset classes.

Digital is committed to an unsecured funding profile, which Fitch
generally views favorably. Fitch expects the ratio of unencumbered
assets (unencumbered NOI divided by a stressed 10% capitalization
rate) divided by unsecured debt to sustain in the low-2x as the
revenue benefits of the merger are realized.

Deep Management Bench; Conservative Principles: The company's
management team has strong real estate expertise and technical
acumen as well as strong knowledge of the sector, including cloud
services solutions. The company consistently funds large scale
acquisitions on a leverage-neutral basis, pre-funding the equity
portion at the announcement of the transaction to minimize capital
markets execution risk, which Fitch views positively.

Preferred Stock Notching: The two-notch differential between DLR's
IDR and preferred stock rating is consistent with Fitch's
"Non-Financial Corporates Hybrids Treatment and Notching Criteria".
The securities are deeply subordinated and have loss absorption
elements that would likely result in poor recoveries in the event
of a corporate default.

Stable Outlook: The Stable Outlook reflects Fitch's expectation
that metrics will sustain at levels appropriate for the rating
through the forecast period, namely leverage between 5-6x, fixed
charge coverage above 2.5x and unencumbered asset coverage of
unsecured debt above 2.0x.

DERIVATION SUMMARY

Fitch's rating reflects the stronger tenant profile, increased
product offering and scale resulting from its merger with DuPont
Fabros Technology, which closed in September 2017. The merger
bolstered DLR's portfolio in key datacenter markets like Northern
Virginia, Chicago and Silicon Valley while also positively
increasing its exposure to cloud service providers and providing
the opportunity for enhanced top-line growth.

Despite DLR's smaller size, Fitch rates the company more highly
than Equinix (BB/Stable) due to DLR's larger owned unencumbered
property portfolio, which enhances its contingent liquidity versus
EQIX's 43% asset ownership ratio as of 3Q17. DLR also manages
longer length leases averaging 5.1 years across its portfolio at
Sept. 30, 2017 versus EQIX's three year leases that expose it to
greater cash flow volatility.

Fitch's rating sensitivities generally contemplate Digital
maintaining more conservative credit metrics relative to other
'BBB' category REITs with commercial tenants, such as office
property owner Boston Properties, Inc. (BBB+/Stable) and industrial
property landlord Prologis, Inc. (BBB+/Stable) due to the shallower
depth of private institutional equity and secured mortgage debt
capital access for data centers relative to major REIT asset
classes.

Compared to the broader REIT universe, DLR's strengths include:
-- Exposure to tenants with good credit profiles;
-- Strong longer-term secular demand for datacenter space given
    the expected growth in the need for backup, storage, cloud
    computing and the growth in the technology space generally;
-- Global footprint enhances connectivity and value to its
    tenants.

Weaker attributes relative to broader REIT universe:
-- Niche asset class with less liquid investment market, lower
    ability to leverage assets in the mortgage market.

Fitch links and synchronizes the IDRs of the parent REIT and
subsidiary operating partnership, as the entities operate as a
single enterprise with strong legal and operational ties.

KEY ASSUMPTIONS

Fitch's Key Assumptions in the Rating Case for the Issuer
-- Low single-digit SSNOI growth through the forecast period from

    2018 to 2020;
-- Initial margin compression from integration of DFT assets
    followed by increased profitability through execution of
    synergies and asset management;
-- $3.3 billion in development expenditures from 2017 to 2020
    with delivered developments yielding ~11%;
-- No acquisitions in forecast period beyond DFT merger;
-- $200 million of asset dispositions in 2018.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Increased mortgage lending activity in the datacenter sector,
    demonstrating contingent liquidity for the asset class;
-- Fitch's expectation of leverage, excluding preferred stock,
    sustaining below 5.0x (Fitch expects leverage to sustain
    around 5.0x throughout the projection period);
-- Fitch's expectation of fixed charge coverage sustaining above
    3x (coverage for the TTM ended Sept. 30, 2017 was
    4.1x).

Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Fitch's expectation of leverage, excluding preferred stock,
    sustaining above 6x;
-- Fitch's expectation of fixed charge coverage sustaining below
    2.5x;
-- Sustained declines in rental rates and same-property NOI.

LIQUIDITY

Liquidity Coverage Strong at 3.0x: DLR's sources of liquidity
(cash, availability under its revolving credit facility, forecasted
retained cash flow after dividends/distributions) cover its uses
(debt maturities, forecasted recurring capex, cost-to-complete
development expenditures) by 3.0x for the period Oct. 1, 2017
through Dec. 31, 2019.

DLR's adjusted funds from operations (AFFO) payout ratio has
declined to the high-60% range for the last several quarters
enabling the company to retain nearly $300 million during the TTM
ended Sept. 30, 2017.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Digital Realty Trust, Inc.
-- IDR at 'BBB';
-- Preferred stock at 'BB+'.

Digital Realty Trust, L.P.
-- IDR at 'BBB';
-- Senior unsecured revolving credit facility at 'BBB';
-- Senior unsecured term loans at 'BBB';
-- Senior unsecured notes at 'BBB'.

Digital Euro Finco, LLC
-- Unsecured guaranteed notes at 'BBB'.

Digital Stout Holding, LLC
-- Unsecured guaranteed notes at 'BBB'.

The Rating Outlook is Stable.


DITECH HOLDING: Moody's Affirms Caa2 Sr. Secured Term Loan Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed Ditech Holding Corporation's
Senior Secured Term Loan Rating at Caa2. In addition, Moody's
upgraded the Corporate Family Rating to Caa2 from Caa3 and withdrew
the company's Senior Unsecured Debt Rating. The outlook remains
negative.

Upgrades:

Issuer: Ditech Holding Corporation

-- Corporate Family Rating, Upgraded to Caa2, negative, from
    Caa3, negative

Affirmations:

Issuer: Ditech Holding Corporation

-- Senior Secured Term Loan Affirmed Caa2, negative

Withdrawals:

Issuer: Ditech Holding Corporation

-- Senior Unsecured Regular Bond/Debenture, Withdrawn ,
    previously rated Ca, negative

Outlook Actions:

Issuer: Ditech Holding Corporation

-- Outlook, Remains Negative

RATINGS RATIONALE

On February 9, 2018, Ditech disclosed that its prepackaged
bankruptcy plan had become effective and that the company had
emerged from bankruptcy. Upon exiting from bankruptcy, the company
changed its name to Ditech Holding Corporation from Walter
Investment Management Corp.

The upgrade in the Corporate Family rating is due to the material
reduction in the company's corporate debt, with corporate debt
declining to approximately $1.4 billion post-bankruptcy from $2.1
billion as of September 30, 2017. The Caa2 ratings reflect that
even post- bankruptcy the company has a very low level of tangible
equity and it is uncertain when the company will be able to become
sustainably profitable.

The rating on the senior unsecured notes, which were exchanged for
a newly issued secured second lien note (unrated) and mandatorily
convertible preferred shares (unrated), was withdrawn.

The negative outlook reflects the uncertainty with respect to when
the company will be able to achieve sustainable profitability. In
the company's disclosure statement filed on November 6, 2017, the
company projected that 2018 net losses will be approximately $100
million.

Given the lack of sustained profitability, an upgrade is unlikely
at this time. The outlook could return to stable once the company
is able to achieve sustainable profitability, which at the earliest
is not expected until 2019.

The ratings could be downgraded if the company's financial
performance worsens over the next 12-18 months.

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


DITECH HOLDING: S&P Raises CCR to 'CCC+' on Bankruptcy Emergence
----------------------------------------------------------------
S&P Global Ratings said it raised its long-term issuer credit
rating on Ditech Holdings Corp. to 'CCC+' from 'D'. The outlook is
stable. S&P said, "In addition, we raised our ratings on the senior
secured term loan to 'B-' from 'D' with a recovery rating of '2'
reflecting our expectation for substantial recovery (85%) in a
default scenario. We also assigned a 'CCC-' rating to the company's
new second-lien debt with a recovery rating of '6', reflecting our
expectation for negligible recovery (0%) in a default scenario."

The rating actions follow Ditech's announcement that it emerged
from its prepackaged Chapter 11 Bankruptcy proceedings. Ditech
filed a voluntary petition for Chapter 11 bankruptcy on Nov. 30,
2017. Shortly thereafter, S&P lowered its ratings on Ditech to 'D'
(default).

S&P said, "The stable outlook reflects our view that there are no
catalysts over the next six to 12 months that should pose
challenges to the company's ability to meet its financial
commitments. After emerging from bankruptcy, Ditech has afforded
itself some additional time to implement a turnaround strategy, in
our view, but the company is still relatively dependent on
favorable business, financial, and economic conditions to meet
financial commitments in the long term.

"We could lower the rating over the next 12 months if Ditech
violates one of its financial covenants or if the firm has
difficulty maintaining its access to wholesale financing. Although
less likely, we could also lower the rating if the company were to
once again pursue a distressed debt exchange, which we would likely
view as tantamount to a default.

"An upgrade is not likely in the foreseeable future. Over time, we
could raise the rating if the Ditech is able to maintain debt to
EBITDA below 4.5x with debt to tangible equity below 2.0x.  

"Our simulated default scenario contemplates a default occurring in
the first half of 2018 because Ditech violates its 1.40x asset
coverage covenant. As a result, the company may need to liquidate
its assets. We believe the causes of a simulated default would be
inherent to the company's operating activities. We believe
creditors would place the most value on the company's
mortgage-servicing rights (MSRs), servicer advances, and other
assets.
We believe asset prices could shrink up to 35% in a liquidation
scenario."

-- Low interest rates leading to depressed MSR valuations
-- A sustained period of rapid amortization of MSRs with limited
ability to refinance the repayments
-- Reduced new origination activity
-- An increase in borrower delinquencies
-- An increase in the discount rate to value MSRs
-- Net enterprise value (after 5% administrative costs): $980
million
-- Collateral value available to senior secured term loan
creditors: $980 million
-- Term loan debt: $1,135 million
    --Recovery expectations: 70%-90% (Rounded 85%)
-- Collateral value available to second-lien creditors: $0 million

-- Second-lien debt: $261 million
    --Recovery expectations: 0%-10% (Rounded 0%)

Note: All debt amounts include six months of prepetition interest.


DPW HOLDINGS: Completes $1 Million Convertible Note Financing
-------------------------------------------------------------
DPW Holdings, Inc., entered into a securities purchase agreement
with an institutional investor on Jan. 23, 2018, to sell, for an
aggregate purchase price of $1,000,000, a 10% senior convertible
promissory notes with an aggregate principal face amount of
$1,250,000, a warrant to purchase an aggregate of 625,000 shares,
subject to adjustment of the Company's common stock, par value
$0.001 per share and 543,478 shares of Common Stock.  The
transactions contemplated by the Agreement closed on Feb. 8, 2018.

The principal of the Note and interest earned thereon may be
converted into shares of Common Stock.  The Note is convertible
into Conversion Shares at $2.00 per share, subject to adjustment.
The exercise price of the Warrant is $2.20 per share, subject to
adjustment.  Under the Registration Rights Agreement, the Company
has agreed to register the Shares of under the Securities Act of
1933, as amended.  Pursuant to the Agreement, the Issuable Shares
were issued because, on the day immediately preceding the Closing
Date, the closing market price was lower than $2.31 per share, in
which case the Company was obligated to issue Issuable Shares in an
amount equal to the Closing Price less the closing price of the
Common Stock on the date immediately prior to the Closing Date,
multiplied by 1,250,000, divided by the Closing Price.

Effective Feb. 6, 2018, the Company and the Investor entered into
an Amendment to Purchase Agreement to provide that the total number
of shares of Common Stock issuable pursuant to the Agreement, Note
and Warrant will be limited as required by the rules of the NYSE
American.  Unless the Company has previously obtained stockholder
approval to issue in excess of the Exchange Cap, the Company will
file a proxy statement to obtain such shareholder approval within
90 days of receipt of notice of any event of default.  

There is a one-time interest charge of 10% on the principal amount,
and principal and interest are due on July 23, 2018.  The interest
will become fully payable upon conversion.  Subject to certain
beneficial ownership limitations, the Investor may convert the
principal amount of the Note and accrued interest earned thereon at
any time into Conversion Shares at $2.00 per share.  The conversion
price of the Note is subject to adjustment for customary stock
splits, stock dividends, combinations or similar events.

The Note contains standard and customary events of default
including, but not limited to, failure to make payments when due
under the Note, failure to comply with certain covenants contained
in the Note, or bankruptcy or insolvency of the Company.  In the
Event of Default, the Company may be required to pay the Investor
the principal amount due plus accrued interest earned thereon times
125%, plus any other expenses.  Further, until the earlier of the
Note is repaid or converted, the Company will not enter into a
variable rate transactions.

The Warrant entitles the Investor to purchase, in the aggregate, up
to 625,000 Warrant Shares at an exercise price of $2.20 per share
for a period of five years subject to certain beneficial ownership
limitations.  The Warrant is immediately exercisable. The exercise
price of $2.20 is subject to adjustment for customary stock splits,
stock dividends, combinations or similar events.  The Warrant may
be exercised for cash or on a cashless basis.
  
The Company agreed to file, at its expense, for the benefit of the
Investor a registration statement for the resale of the shares of
Common Stock underlying the Notes and Warrants by Feb. 21, 2018 and
cause such registration statement to be declared effective within
120 days of Feb. 21, 2018, subject to any resale limitation imposed
by the SEC.  Instead of a registration statement, the Company and
the Investor agreed that the Company will file a prospectus
supplement registering the issuance and resale of the Issuable
Shares and shares of Common Stock underlying the Notes and
Warrants.
  
                       About DPW Holdings

Headquartered in Fremont, California, DPW Holdings, Inc.,  formerly
known as Digital Power Corp. -- http://www.DPWHoldings.com-- is a
diversified holding company that, through its wholly owned
subsidiary, Coolisys Technologies, Inc., is dedicated to providing
world-class technology-based solutions where innovation is the main
driver for mission-critical applications and lifesaving services.
Coolisys' growth strategy targets core markets that are
characterized by "high barriers to entry" and include specialized
products and services not likely to be commoditized.  Coolisys
through its portfolio companies develops and manufactures
cutting-edge resonant switching power topologies, specialized
complex high-frequency radio frequency (RF) and microwave
detector-log video amplifiers, very high-frequency filters and
naval power conversion and distribution equipment.  Coolisys
services the defense, aerospace, medical and industrial sectors and
manages four entities including Digital Power Corporation,
www.DigiPwr.com, a leading manufacturer based in Northern
California, 1-877-634-0982; Digital Power Limited dba Gresham Power
Ltd., www.GreshamPower.com, a manufacturer based in Salisbury, UK.;
Microphase Corporation, www.MicroPhase.com with its headquarters in
Shelton, CT 1- 203-866-8000; and Power-Plus Technical Distributors,
www.Power-Plus.com, a wholesale distributor based in Sonora, CA
1-800-963-0066.  Coolisys operates the branded division, Super
Crypto Power, www.SuperCryptoPower.com.

Digital Power reported a net loss of $1.12 million for the year
ended Dec. 31, 2016, and a net loss of $1.09 million for the year
ended Dec. 31, 2015.  As of Sept. 30, 2017, Digital Power had
$18.26 million in total assets, $10.79 million in total liabilities
and $7.46 million in total equity.

"The Company expects to continue to incur losses for the
foreseeable future and needs to raise additional capital to
continue its business development initiatives and to support its
working capital requirements.  In March 2017, the Company was
awarded a 3-year, $50 million purchase order by MTIX Ltd. ("MTIX")
to manufacture, install and service the Multiplex Laser Surface
Enhancement ("MLSE") plasma-laser system.  Management believes that
the MLSE purchase order will be a source of revenue and generate
significant cash flows for the Company.  Management believes that
the Company has access to capital resources through potential
public or private issuance of debt or equity securities. However,
if the Company is unable to raise additional capital, it may be
required to curtail operations and take additional measures to
reduce costs, including reducing its workforce, eliminating outside
consultants and reducing legal fees to conserve its cash in amounts
sufficient to sustain operations and meet its obligations.  These
matters raise substantial doubt about the Company's ability to
continue as a going concern," said the Company in its quarterly
report for the period ended Sept. 30, 2017.


EARTH HOUSE: Disclosures OK'd; Chapter 11 Plan Confirmed
--------------------------------------------------------
Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey approved Earth House Corp.'s disclosure
statement and confirmed its chapter 11 plan filed on Dec. 18,
2017.

                     About Earth House Inc.

Earth House Inc. filed for Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 16-16949) on April 11, 2016.  James F. Karwoski,
executive director, 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 less than
$1 million.  

Judge Kathryn C. Ferguson presides over the case.  Andre L. Kydala,
Esq., at the Law Firm of Andre L. Kydala is the Debtor's bankruptcy
counsel.  The Debtor hired Fisher Glenn LLC as accountant.

On July 6, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan.


ENCLAVE BUSINESS: Hires Cornerstone CRES as Real Estate Broker
--------------------------------------------------------------
Enclave Business Park, L.P., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Tennesse to employ
Cornerstone CRES of Knoxville, LLC, d/b/a Avison Young, as real
estate broker to the Debtor.

Enclave Business requires Cornerstone CRES to market and sell the
Debtor's real property located at Mitchell/Boeing Road, Oak Ridge,
Tennessee.

Cornerstone CRES will be paid a commission of 6% of the purchase
price.

Mitchell Taylor, partner of Cornerstone CRES of Knoxville, LLC,
d/b/a Avison Young, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

Cornerstone CRES can be reached at:

     Mitchell Taylor
     CORNERSTONE CRES OF KNOXVILLE, LLC,
     D/B/A AVISON YOUNG
     6005 Lonas Drive, Suite 220
     Knoxville, TN 37909
     Tel: (865) 450-8883
     Fax: (865) 450-8953

                   About Enclave Business Park

Enclave Business Park, L.P., owns in fee simple interest 32 acres
of land located at Mitchell Road Oak Ridge, Tennessee valued at $4
million.  It listed its business as a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)).

Enclave Business Park filed a Chapter 11 petition (Bankr. E.D.
Tenn. Case No. 17-33343) on Nov. 3, 2017.  In the petition signed
by Walter Wise, president of general partner EBP, Inc., the Debtor
disclosed $4.92 million in assets and $1.76 million in liabilities.
  The Hon. Suzanne H. Bauknight presides over the case.  Thomas
Lynn Tarpy, Esq. at Tarpy, Cox, Fleishman & Leveille, PLLC, is the
Debtor's counsel.


EQUINIX INC: Infomart Dallas Deal No Impact on Fitch's BB IDR
-------------------------------------------------------------
Fitch Ratings says the ratings for Equinix, Inc., including its
'BB' Long-Term Issuer Default Rating (IDR) with Stable Outlook, are
unaffected by the company's agreement to acquire the Infomart
Dallas. Equinix announced yesterday along with its 4Q17 earnings
that it has agreed to purchase one of the nation's largest
connectivity hubs where it is currently a tenant (the Infomart
Dallas) from a real estate fund investor for $800 million.

This deal provides Equinix ownership of a data center (DC) facility
in the second-largest and fastest-growing U.S. colocation market.
The acquisition will be funded via $750 million of senior unsecured
notes to the seller (various maturities up to 36 months) along with
$31 million of cash and is expected to close in mid-2018. This
financing is more reliant on debt than Fitch had previously
expected for new deals, but Fitch believe the short-term nature of
the financing structure provides the company flexibility to access
equity financing still if necessary.

Despite a high valuation relative to acquired revenue and EBITDA,
Fitch views the deal as neutral to the rating given Fitch
expectation the company would continue to rely on acquisitive
growth over the next several years. However, Fitch estimates this
latest deal could increase gross debt/EBITDAR modestly to the
low-5x range by end-2018 versus Fitch prior estimate of 4.8x, as
the transaction will initially be funded primarily with debt. Fitch
views this rent-adjusted gross leverage measure as a key metric for
the business and Fitch would look for Equinix to sustain leverage
below 5.0x over time to remain in the 'BB' category.

The Infomart property generated $50 million in revenue in 2017, or
$30 million excluding payments from Equinix. Fitch estimates this
implies an enterprise value (EV)/EBITDA valuation in the high-20x
range (including lease savings). This valuation is expensive based
on deals Fitch has seen in the industry historically in the 6x-20x
plus range and current trading multiples in the mid-high-teens
range although Fitch acknowledge Equinix can grow EBITDA through
under-utilization at the facility and site expansion. Additionally,
ownership of the facility increases Equinix's revenue generated
from owned assets to more than 45% versus 42% previously, which
should improve the company's contingent liquidity.

Growth through acquisition has been a key component of Equinix's
strategy and is consistent with what Fitch see from peers in the
sector as global demand continues to grow for DC services.
Equinix's operating profile has meaningfully changed in recent
years with more than $7.5 billion spent on acquisitions from
2015-2017 (including pending deals). With the acquisitions of
Telecity in Europe, Bit-isle in Japan, a Verizon-owned portfolio in
the Americas, and announced acquisitions of Metronode in Australia
and Infomart in the U.S., the company has significantly expanded
its footprint and elevated itself to among the largest globally
connected DC operators. However, it has also elevated the company's
leverage profile.

Fitch expects Equinix will continue to grow both through organic
investments and acquisitions, as evidenced by yesterday's deal
announcement. However, Fitch would look for management to reduce
its leverage over time as it continues to target an
investment-grade profile.


EVERMILK LOGISTICS: IRS Blocks Approval of Proposed Plan Outline
----------------------------------------------------------------
The United States of America, Internal Revenue Service, filed with
the U.S. Bankruptcy Court for the Southern District of Indiana an
objection to Evermilk Logistics LLC's disclosure statement.

The IRS advises the Court that the Disclosure Statement fails to
provide adequate information concerning Debtor's affairs. As such,
the IRS and other creditors are not in a position to make an
informed judgment in connection with the Plan.

The IRS raises the following objections to the Disclosure
Statement:

   a. Although the Debtor discloses that it has complied with the
requirements of the Cash Collateral Order, the Debtor is not
current in its adequate protection payments and has failed to
provide payments for November 2017, December 2017, and January
2018.

   b. Section E of the Disclosure Statement does not properly list
the IRS' priority claim as being part of an impaired class that has
a right to object to confirmation because the Plan does not provide
that it will be paid in full upon confirmation.

   c. The Plan and the Disclosure statement provide the IRS'
priority claim is to be paid in 60 months from an effective date
that does not begin until 105 days after confirmation. This
provision is in violation of 11 U.S.C. section 1129(a)(9)(C) which
provides that priority tax claims shall be paid in regular
installment payments in cash over a period not later than 5 years
after the order for relief.

The IRS, thus, requests that the Court deny approval of the
Disclosure Statement.

The Troubled Company Reporter previously reported that to pay the
administrative claims, professional fee claims, and any other
amounts due as of the effective date under the Plan, United Dairy
Group, LLC will contribute funds on the effective date, that when
added to the cash of the Debtor are sufficient to cover the said
claims and other amounts due. In any case, the investment will not
be less than $100,000. The current equity interests in the Debtor
will be canceled and new equity interests will be issued to United
Dairy in exchange for the investment. The payments due on and after
the effective date will be funded by the continued operations of
the Debtor.

A copy of the IRS' Objection is available at:

     http://bankrupt.com/misc/insb17-03613-11-126.pdf

The IRS is represented by:

     Rachana N. Fischer
     Assistant United States Attorney
     Office of the United States Attorney
     Southern District of Indiana
     10 West Market Street, Suite 2100
     Indianapolis, Indiana 46204-3048
     Telephone: 317-226-6333
     Fax: 317-226-5027

                     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.


FAITH CHRISTIAN: Hires Silva Law as Counsel
-------------------------------------------
Faith Christian Family Church of Panama City Beach, Inc. has filed
an amended application with the U.S. Bankruptcy Court for the
Northern District of Florida seeking approval to hire Silva Law
Group, P.A., as counsel to the Debtor.

Faith Christian requires Silva Law to:

   (a) provide legal advice with respect to the powers, rights,
       and duties of the Debtor in the continued management and
       operation of Debtor;

   (b) provide legal advice and consultation related to the legal
       and administrative requirements of operating the Chapter
       11 bankruptcy case including to assist the Debtor in
       complying with the procedural requirements of the Office
       of the U.S. Trustee;

   (c) take all necessary actions to protect and preserve the
       Debtor's Estate, including prosecuting actions on the
       Debtor's behalf, defending any action commenced against
       the Debtor, and representing the Debtor's interests
       in any negotiations or litigation in which the Debtor may
       be involved, including objections to the claims filed
       against the Debtor's Estate;

   (d) prepare on behalf of the Debtor any necessary pleadings
       including Applications, Motions, Answers, Orders,
       Complaints, Reports, or other documents necessary or
       otherwise beneficial to the administration of the
       Debtor's Estate;

   (e) represent the Debtor's interests at the Meeting of
       Creditors, pursuant to the Bankruptcy Code, and at any
       other hearing scheduled before the Court related to the
       Debtor;

   (f) assist and advise the Debtor in the formulation,
       negotiation, and implementation of a Chapter 11 Plan and
       all documents related thereto;

   (g) assist and advise the Debtor with respect to negotiation,
       documentation, implementation, consummation, and closing
       of corporate transactions, including sales of assets, in
       the Chapter 11 bankruptcy case;

   (h) assist and advise the Debtor with respect to the use of
       cash collateral and obtaining Debtor-in-Possession or exit
       financing and negotiating, drafting, and seeking approval
       of any documents related thereto;

   (i) review and analyze all claims filed against the Debtor's
       Bankruptcy Estate and to advise and represent the Debtor
       in connection with the possible prosecution of objections
       to claims;

   (j) assist and advise the Debtor concerning any executor
       contract and unexpired leases, including assumptions,
       assignments, rejections, and renegotiations;

   (k) coordinate with other professionals employed in the case
       to rehabilitate the Debtor's affairs; and

   (l) perform all other bankruptcy related legal services for
       the Debtor that may be or become necessary during the
       administration of the case.

Silva Law will be paid at the hourly rate of $325. Silva Law will
also be reimbursed for reasonable out-of-pocket expenses incurred.

Joseph Silva, Jr., owner of Silva Law Group, P.A., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Silva Law can be reached at:

     Joseph Silva, Jr., Esq.
     SILVA LAW GROUP, P.A.
     307 Wilson Avenue, Unit 18
     Panama City, FL 32401
     Tel: (850) 747-1900
     E-mail: joseph@jsilvalaw.com

                 About Faith Christian Family
               Church of Panama City Beach, Inc.

Faith Christian Family Church of Panama City Beach, Inc., is a
privately-held company that operates the Faith Christian Family
Church in Panama City Beach, Florida. It is a not-for-profit
corporation believed to have been founded in April 1980. The
founding pastors were Steve and Rhonda Morin who served as two of
the three original Board of Directors along with Julie Chapman. The
church filed for bankruptcy in 2011 (Bankr. N.D. Fla. Case No.
11-50288). The first bankruptcy case was dismissed just one year
from the Petition Date.

Faith Christian Family Church of Panama City Beach Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Fla. Case No. 17-50334) on Nov. 22, 2017.  In the petition signed
by Markus Q. Bishop, president, the Debtor estimated assets and
liabilities of $1 million to $10 million.  Judge Karen K. Specie
presides over the case.  The Debtor is represented by the Law
Offices of William E Corley, III.


FAMOSO PORTERVILLE: April 25 Hearing on Plan Confirmation
---------------------------------------------------------
Judge Maureen A. Tighe of the U.S. Bankruptcy Court for the Central
District of California approved Famoso Porterville, LLC's
disclosure statement and set the schedule for the debtor's plan
confirmation hearing on April 25, 2018 at 9:30 A.M.

Objections to the confirmation of Famoso Porterville's plan must be
filed on or before March 21, 2018.

The deadline for the debtor to file its ballot tally and
confirmation brief shall be April 11, 2018.

The deadline to file responses to the debtor's confirmation brief
shall be April 17, 2018.

A full-text copy of Judge Tighe's order dated January 31, 2018 is
available at:

          http://bankrupt.com/misc/cacb17-bk-10861-110.pdf

Famoso Porterville is represented by:

     Jeffrey S. Shinbrot, Esq.
     JEFFREY S. SHINBROT, APLC
     8200 Wilshire Boulevard, Suite 400
     Beverly Hills, CA 90211
     Tel: (310) 659-5444
     Fax: (310) 878-8304
     Email: jeffrey@shinbrotfirm.com

Famoso Porterville, LLC, filed a Chapter 7 voluntary petition
(Bankr. C.D. Calif., Case No. 17-10861) on April 3, 2017.  


FAT FACE: Bank Debt Trades at 16.75% Off
----------------------------------------
Participations in a syndicated loan under which Fat Face Ltd is a
borrower traded in the secondary market at 83.25
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.19 percentage points from the
previous week. Fat Face pays 550 basis points above LIBOR to borrow
under the $140 million facility. The bank loan matures on September
12, 2020. Moody's gave a B2 rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, February 9.


FIELDWOOD ENERGY: Moody's Cuts PDR to D-PD Amid Bankr. Filing
-------------------------------------------------------------
Moody's Investors Service downgraded Fieldwood Energy LLC's
Probability of Default Rating to D-PD from Caa3-PD/LD. The
downgrade was prompted by Fieldwood's announcement that it had had
filed voluntary petitions for reorganization under Chapter 11 of
the US Bankruptcy Code in the Southern District Court of Texas.on
February 14, 2018. 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 ratings outlook was changed to
stable from negative.

Shortly following these rating actions, Moody's will withdraw all
of Fieledwood's ratings.

Issuer: Fieldwood Energy LLC

Downgraded:

-- Probability of Default Rating, Downgraded to D-PD from Caa3-
    PD/LD

Outlook Actions:

-- Outlook, Changed To Stable From Negative

Affirmed:

-- 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)

RATINGS RATIONALE

Fieldwood plans to reduce leverage, boost liquidity and refinance
its first lien debt and LC facility through the bankruptcy process.
The company had previously entered into a forbearance agreement
with some its lenders and did not make interest payments on its
FLLO, SLTL and Sponsor SLTL facilities in December 2017. On
February 14, 2018, Fieldwood and certain of its affiliates executed
a restructuring support agreement with lenders holding 74.9% of the
outstanding first lien term loans, lenders holding 71.6% of the
outstanding first lien last-out term loans and lenders holding 88%
of the outstanding second lien term loans.

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.

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


FIELDWOOD ENERGY: Targets April 2 Hearing on Prepackaged Plan
-------------------------------------------------------------
Fieldwood Energy LLC and its affiliates commenced Chapter 11 cases
to accomplish two important goals vital to the successful
restructuring of their businesses:

   * substantial deleveraging of their capital structure to reduce
the go-forward cost of capital for their otherwise healthy
businesses, and

   * acquisition of certain strategic assets in the Gulf of Mexico
that are projected to increase the Debtors' base of cash-flow
positive assets meaningfully.

The Debtors said that after extensive negotiations with their
stakeholders, they have in-hand (i) a fully negotiated consensual
plan of reorganization, and (ii) a restructuring support agreement
that promises the overwhelming support of each of the key creditor
groups in their capital structure to vote in favor of the Plan.
The transactions contemplated in the Plan strengthen the Company's
balance sheet by substantially reducing its debt while increasing
its cash flow on a go-forward basis, and will propel the Company
forward in its growth strategy to be one of the leading operators
in the Gulf of Mexico, as a whole, and will solidify its role as
the leading operator on the GOM Shelf.

In a nutshell, the Plan provides for a substantial reduction of the
Debtors' existing funded debt by $1.626 billion and a reduction of
the Company's annual debt service obligations by up to $128
million.  In addition, the amended and restated terms of the debt
remaining on the Company's balance sheet will provide the Debtors
greater certainty regarding their debt service going forward as the
debt will not be subject to ongoing borrowing base redeterminations
in the future.  The Plan also contemplates Fieldwood Energy's
acquisition of certain deepwater assets located in the Gulf of
Mexico from Noble Energy, Inc. ("Seller") pursuant to the Purchase
and Sale Agreement, dated February 14, 2018, between Fieldwood
Energy and Seller (including all schedules, exhibits, instruments,
and other documents delivered in connection therewith, and as may
be amended, restated, or modified, the "Purchase Agreement" and the
assets identified therein, the "Purchased Assets").  Fieldwood
Energy will acquire the Purchased Assets from Seller for a purchase
price of $480 million, subject to customary price adjustments
(including contingency payments) in accordance with the Purchase
Agreement. Fieldwood Energy intends to use a portion of the
proceeds from the rights offering to fund obligations under the
Purchase Agreement.

The Purchased Assets will provide accretive value to the Debtors
through operational efficiencies and synergies with the Debtors'
existing assets and through the elimination of redundant costs.
The Purchased Assets have material organic growth opportunities,
including a significant near-term development project, which if
successfully developed could result in a significant increase in
the total amount of proved reserves associated with the Purchased
Assets.  The Purchased Assets also include significant physical
equipment inventory and prospect inventory on 45 primary term
leases.  The Debtors expect that development of the Purchased
Assets will provide significant free cash flow for the Reorganized
Debtors.  The Debtors do not anticipate any significant plugging
and abandonment ("P&A") expenditures associated with the Purchased
Assets for the next several years.

The acquisition provides several significant benefits to the
Company:

   * Materially adds to the Company's producing asset base and cash
flow with significant upside potential through development and
exploration opportunities;

   * The deepwater Purchased Assets are complementary to the
Company's shallow-water operations;

   * The Company will hire certain members of Seller's technical
and operational teams to expand existing deepwater and subsea
capabilities; and

   * The transaction will reduce the Company's gross leverage from
5.9x 2018E EBITDA to 1.9x 2018E EBITDA.

The Plan otherwise provides for a pure balance sheet restructuring.
All of the Debtors' unsecured creditors, such as trade vendors,
employees, and landlords are unimpaired under the Plan and will be
satisfied in full in the ordinary course of business, subject to
the applicable contracts governing their relationship with the
Company.  Trade contracts and terms will be maintained.  Leases
will be assumed.  Operations, plugging and abandonment work, and
drilling will continue in the ordinary course in accordance with
the Company's business plan.  In addition, the Debtors' secured
lenders have agreed to a transaction that will provide existing
equity a recovery under the Plan.  The Debtors believe that the
Plan and the commencement of these Chapter 11 Cases are positive
milestones that allow the Company to reduce its debt to a
sustainable level and set a course for a smooth exit from
bankruptcy as a healthier enterprise, well-positioned to cement
further its dominant position on the GOM Shelf.

                        Capital Structure

    Prepetition Capital Structure
    -----------------------------
    Prepetition First Lien Term Loans
      and Reserve Based Term Loans              ~$1.143 billion
                                                  in term loans


    Prepetition FLLO Loans                        ~$518 million
                                                  in term loans

    Prepetition Second Lien Term Loans and
    Prepetition Sponsor Second Lien Term Loans  ~$1.626 billion
                                                  in term loans
                                                ---------------
        Total Current Funded Debt               ~$3.287 billion

    Prepetition RBL Facility                      ~$148 million
                                                     in undrawn
                                              letters of credit

    Post-Restructuring Capital Structure
    ------------------------------------
    Exit First Lien Term Loans                  ~$1.143 billion
                                                  in term loans

    Exit Second Lien Term Loans                   ~$518 million
                                                  in term loans

    Equity in Energy Inc.              

                                                ---------------
    Total Reorganized Funded Debt =             ~$1.660 billion


    Exit LC Facility                              ~$148 million
                                                     in undrawn
                                              letters of credit

As of the Petition Date, the Debtors had outstanding $148 million
in outstanding but undrawn letters of credit issued under the
Prepetition RBL Facility as well as funded debt obligations in the
aggregate amount of approximately $3.286 billion, which amount
consists of: $755 million in Prepetition First Lien Term Loans,
$388 million in Reserve Based Term Loans, $518 million in
Prepetition FLLO Loans, $846 million in Prepetition Second Lien
Term Loans, and $781 million in Prepetition Sponsor Second Lien
Term Loans:

   1. Prepetition RBL Facility.  Certain of the Debtors are parties
to that a Credit Agreement, dated as of Sept. 30, 2013 between
Fieldwood Energy, as borrower, Citibank N.A., as administrative
agent and collateral agent (in its capacity as such, the
"Prepetition RBL Agent"), and the Prepetition RBL Lenders.  The
Prepetition RBL Credit Agreement establishes a letter of credit
facility that matures in September 2018 (the "Prepetition RBL
Facility"), pursuant to which approximately $148 million in letters
of credit remain outstanding but are undrawn as of the Petition
Date, plus any applicable interest, fees, and other amounts.

   2. Prepetition First Lien Term Loans.  Certain of the Debtors
are parties to that certain First Lien Term Loan Agreement, dated
as of Sept. 30, 2013, between Fieldwood Energy, as borrower,
Citibank, as administrative agent (in such capacity, the
"Prepetition First Lien Term Agent"), the other banks and financial
institutions party thereto, and the lenders party thereto from time
to time holding the Prepetition First Lien Term Loans (the
"Combined Prepetition FLTL Lenders").  Pursuant to the Prepetition
First Lien Term Loan Agreement, the Debtors are obligated on
approximately $1.14 billion, composed of (i) $755 million of
principal amount of senior first-lien secured term loans
outstanding as of the date hereof (the "Prepetition FLTL Loans"),
and (ii) approximately $388 million of reserve-based term loans
outstanding as of the Petition Date (the "Prepetition RBTL Loans"
and, with the Prepetition FLTL Loans, the "Prepetition First Lien
Term Loans") (the claims arising under the Prepetition First Lien
Term Loan Agreement, the "FLTL Claims").

   3. Prepetition FLLO Loans.  Certain of the Debtors are parties
to that certain First Lien Last Out Term Loan Agreement, dated as
of May 27, 2016, between Fieldwood Energy, as borrower, Cortland
Capital Market Services LLC, as administrative agent and collateral
agent (in such capacity, the "Prepetition FLLO Agent"), the other
banks and financial institutions party thereto, and the Prepetition
FLLO Lenders, pursuant to which the Company issued term loans in
the principal amount of approximately $518 million (the
"Prepetition FLLO Loans"), all of which remain outstanding as of
the Petition Date, plus any applicable interest, fees, and other
amounts (the claims arising under the Prepetition FLLO Credit
Agreement, the "FLLO Claims").

   4. Prepetition Second Lien Term Loans.  Certain of the Debtors
are parties to that certain Second Lien Term Loan Agreement, dated
as of Sept. 30, 2013, between Fieldwood Energy, as borrower,
Cortland, as administrative agent and collateral agent (in such
capacity, the "Prepetition Second Lien Term Agent"), the other
banks and financial institutions party thereto, and the Prepetition
Second Lien Term Lenders, pursuant to which approximately $846
million of second lien term loans are outstanding as of the
Petition Date, plus any applicable interest, fees, and other
amounts.

   5. Prepetition Sponsor Second Lien Term Loans.  Certain of the
Debtors are parties to that certain Sponsor Second Lien Term Loan
Agreement, dated as of May 27, 2016, between Fieldwood Energy, as
borrower, Cortland, as successor administrative agent and successor
collateral agent (in such capacity, the "Prepetition Sponsor Second
Lien Term Loan Agent"), the other banks and financial institutions
party thereto, and the lenders party thereto (the "Prepetition
Sponsor Second Lien Term Lenders"), pursuant to which approximately
$781 million in principal amount of second lien term loans are
outstanding as of the Petition Date, plus any applicable interest,
fees, and other amounts (the "Prepetition Sponsor Second Lien Term
Loans" and the claims arising under the Prepetition Sponsor Second
Lien Credit Agreement together with the claims arising under the
Prepetition Second Lien Credit Agreement, the "SLTL Claims").

Fieldwood Holdings was formed in late 2012 as the holding company
for Fieldwood Energy and is owned by Riverstone and its affiliates
and members of management of Fieldwood Energy. Pursuant to its
governing documents, equity ownership of Fieldwood Holdings is
represented by Series A Units: 97.963% held by non-Debtor
Riverstone V FW Holdings Sub, LLC and 2.037% held by non-Debtor
Fieldwood Management LLC.  

The Company has approximately $700 million in surety bonds that it
maintains to satisfy various contractual and regulatory
requirements. As stated, this includes approximately $184 million
in surety bonds for the benefit of BOEM to secure the Debtors' P&A
obligations.  This also includes $350 million in surety bonds and
contracts similar to surety bonds that the Company has issued to
Deutsche Bank as collateral for an equal dollar amount of letters
of credit that Deutsche Bank has issued to Apache on the Company's
behalf.  Any amounts collected by Apache under these letters of
credit are required to be deposited in the Apache Trusts.

                 Restructuring Support Agreement

The Plan is the result of months of negotiations among the (i)
Debtors, (ii) Riverstone Holdings LLC (together with certain of its
affiliates, "Riverstone") (the Company's prepetition equity sponsor
and the single largest lender holding SLTL Claims, (iii) an ad hoc
group of lenders holding FLTL Claims (which includes both claims
under the Prepetition RBTL Loans and the Prepetition FLTL Loans,
FLLO Claims, and SLTL Claims, and (iv) an ad hoc group of lenders
holding FLTL Claims (the "First Lien Group"). The Debtors developed
the Plan and their proposed restructuring in close consultation
with their stakeholders.  On Feb. 14, 2018, the Debtors executed
the Restructuring Support Agreement with these parties: (i)
Prepetition First Lien Term Lenders holding approximately 74.9% of
the FLTL Claims, (ii) Prepetition FLLO Lenders holding
approximately 71.6% of the FLLO Claims, (iii) Prepetition Second
Lien Term Lenders and Prepetition Sponsor Second Lien Term Lenders
holding approximately 88% of the SLTL Claims ((i) through (iii)
collectively, the "Consenting Creditors") and (iv) Riverstone, as
holder of substantially all the equity of Fieldwood Holdings.

Under the Restructuring Support Agreement, the Consenting Creditors
have agreed to vote in favor of and support confirmation of the
Plan. Altogether, (i) Consenting Creditors holding approximately
55% in number and 75% in amount of FLTL Claims, 55% in number and
72% in amount of FLLO Claims, and 50% in number and 88% in amount
of SLTL Claims, and (ii) the Consenting Sponsor, holding
approximately 98% in amount of Existing Holdings Interests have
committed to accept the Plan.

On February 15, 2018, the Debtors began to solicit votes in
connection with the Plan.  The Debtors propose that the
solicitation period for the Plan will remain open until March 14,
2018.

                      Proposed DIP Financing

Certain of the holders of the SLTL Claims have agreed to provide
the Debtors with a $60 million debtor-in-possession multi-draw term
loan facility (the "DIP Facility" and the loans provided
thereunder, the "DIP Loans"), to support the Company's working
capital needs during the Chapter 11 Cases.  The Debtors'
obligations under the DIP Facility will be secured by liens on
substantially all of the Debtors' assets, and will be junior in
priority to the liens of (i) the Prepetition RBL Lenders, (ii) the
Prepetition FLTL Lenders, (iii) third parties in existence as of
the Petition Date and subsequently perfected pursuant to section
546(b) of the Bankruptcy Code, and (iv) hedge counterparties in
connection with postpetition hedging transactions entered into by
the Debtors, and will prime substantially all other liens.  Upon
emergence from bankruptcy, the DIP Loans will be paid in full in
cash or otherwise satisfied in accordance with the terms of the
Plan.

                         Prepackaged Plan

Most significantly, the Plan provides for a transaction whereby the
Company will acquire the Purchased Assets in cash for a purchase
price, subject to certain adjustments, of $480 million.  The Asset
Purchase Transaction will be funded by a portion of the proceeds
from an equity rights offering to the Prepetition Second Lien Term
Lenders and Prepetition Sponsor Second Lien Term Lenders issued on
account of their SLTL Claims.  Under the Rights Offering, the
Prepetition Second Lien Term Lenders and Prepetition Sponsor Second
Lien Term Lenders will have the opportunity to purchase, on a pro
rata basis, 75% of the equity in reorganized Fieldwood Energy Inc.
("Energy Inc.") (subject to dilution by the Management Incentive
Plan).

The Rights Offering will be backstopped by certain Prepetition
Second Lien Term Lenders and Prepetition Sponsor Second Lien Term
Lenders (in such capacity, the "Backstop Parties"), in
consideration for which the Backstop Parties will receive an amount
of shares equal to 4.5% of the New Equity Interests issued pursuant
to the Rights Offering.  In addition to the Asset Purchase
Transaction and the Rights Offering, the Plan provides, among other
things:

   * Holders of Claims under the Prepetition RBL Credit Agreement
will have their claims, if any, paid in cash in full.  The
Prepetition RBL Facility is composed solely of undrawn but
outstanding letters of credit, and on the Effective Date, the
Debtors will enter into a new letter of credit facility (the "Exit
LC Facility") to replace Prepetition RBL Facility.

   * The holders of claims under the Prepetition First Lien Term
Loan Agreement will receive their pro rata share of a $1.143
billion first lien last out term loan facility, and cash for all
accrued and unpaid interest payable through the Effective Date.

   * The holders of claims under the Prepetition FLLO Credit
Agreement will receive their pro rata share of a $518 million
second lien term loan facility and cash for all accrued and unpaid
interest payable through the Effective Date.

   * Holders of SLTL Claims will receive in the aggregate their pro
rata share of (i) 20.25% of New Equity Interests and (ii) the right
to purchase an additional 75% of the New Equity Interests offered
pursuant to the $525 million Rights Offering, in each case the New
Equity Interests are subject to dilution by the Management
Incentive Plan.  The management incentive plan will provide for the
issuance of awards of an aggregate of 10% of New Equity Interests,
which will dilute all other New Equity Interests issued pursuant to
the Plan, pursuant to the Rights Offering, and under the Backstop
Commitment Agreement.

   * Holders of General Unsecured Claims will be paid cash in full
in the ordinary course of business.

   * Fieldwood Holdings, as the sole holder of equity of Energy
Inc., will receive 0.25% of the New Equity Interests to be issued
on the Effective Date, subject to dilution by a management
incentive plan.

   * After the Effective Date, Fieldwood Holdings will be dissolved
and any remaining proceeds or assets will be vested in Energy Inc.,
other than the 0.25% of the New Equity Interests distributed to
Fieldwood Holdings pursuant to the Plan, which shall be distributed
to the holders of the equity of Fieldwood Holdings (which includes
Riverstone), in accordance with Fieldwood Holdings' organizational
documents and applicable law. Holders of Fieldwood Holdings' equity
will receive no other distribution or consideration under the
Plan.

In light of the Restructuring Support Agreement, the Debtors expect
that the votes tabulated and received from each of the classes
entitled to vote will be sufficient to confirm the Plan. I am
advised that, even if the Plan is not unanimously accepted by the
voting classes, the Plan nevertheless satisfies the requirements of
the Bankruptcy Code and can be confirmed.

                        Proposed Timeline

The Debtors believe that, to be successful, the Chapter 11 Cases
must proceed in the most expeditious manner permitted by the
Bankruptcy Code.  The terms of the Restructuring Support Agreement
reflect that belief.  And the Debtors have agreed to certain
milestones contained in the Restructuring Support Agreement,
regarding, among other things, a deadline for entry of an order by
the Bankruptcy Court approving the Disclosure Statement and
solicitation procedures and confirming the Plan within 75 calendar
days after the Petition Date.  To meet this deadline, the Debtors
propose the following timeline for these Chapter 11 Cases (subject
to the Court's calendar):

                                         Proposed Timeline
                                         -----------------
  Commencement of Solicitation            Feb. 15, 2018

  Petition Date                           Feb. 15, 2018

  Proposed Mailing of Combined Notice     Feb. 20, 2018

  Rights Offering Record Date             Feb. 22, 2018

  Rights Offering Launch Date             Feb. 23, 2018

  Plan Supplement Filing Deadline         March 7, 2018

  Plan Voting Deadline and
  Subscription Expiration Time            March 14, 2018 at
                                          5:00 p.m.
                                          (Central Time)

  Plan and Disclosure Statement
  Objection Deadline                      March 21, 2018, at
                                          4:00 p.m.
                                          (Central Time)

  Reply Deadline                          March 28, 2018, at
                                          5:00 p.m.
                                          (Central Time)

   Combined Hearing                       April 2, 2018, at
                                          10:00 a.m.
                                          (Central Time)

A quick resolution to these cases is essential to the preservation
of the value of their assets and estates.  The Company's
stakeholders have supported the Company's businesses leading up to
the filing in anticipation of a balance sheet restructuring that
does not risk the erosion of the Company's asset base, reputation,
and business relationships.  To ensure that result, the Debtors
negotiated a favorable transaction with the Consenting Creditors.
In exchange for that consideration, the Consenting Creditors have
insisted that chapter 11 costs be
minimized and that the transaction be effectuated promptly to avoid
delay, disruption to operations, and degradation of value.
Additionally, the Purchase Agreement contains milestones that are
consistent with the milestones in the Restructuring Support
Agreement that must be satisfied to comply with the Purchase
Agreement.  The Asset Purchase Transaction is a cornerstone of the
Debtors' reorganization strategy and the Company must meet the
deadlines in the Purchase Agreement to achieve its restructuring
goals.

                      About Fieldwood Energy

Fieldwood Energy -- https://www.fieldwoodenergy.com/ -- is a
portfolio company of Riverstone Holdings focused on acquiring and
developing conventional assets, primarily in the Gulf of Mexico
region.  It is the largest operator in the Gulf of Mexico owning an
interest in approximately 500 leases covering over 2 million gross
acres with 1,000 wells and 750 employees.

Fieldwood Energy LLC and its 13 affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 18-30648) on Feb. 15,
2018, with a prepackaged plan that would deleverage $3.286 billion
of funded by $1.626 billion.

Fieldwood estimated $1 billion to $10 billion in assets and debt.

The Company has engaged Weil, Gotshal & Manges LLP as its legal
counsel, Evercore Group LLC as its financial advisor, and Opportune
LLP as its restructuring advisor.  Prime Clerk LLC is the claims
and noticing agent.

The First Lien Group has engaged O'Melveny & Myers LLP as its legal
counsel and Houlihan Lokey Capital, Inc. as its financial advisor.
The RBL Lenders have engaged Willkie Farr & Gallagher LLP as its
legal counsel and RPA Advisors, LLC as its financial advisor.  The
Cross-Holder Group has engaged Davis Polk & Wardwell LLP as its
legal counsel and PJT Partners LP as its financial advisor.
Riverstone has engaged Vinson & Elkins LLP as its legal counsel and
Perella Weinberg Partners as its financial advisor.


FORESIGHT ENERGY: Will Sell up to $1 Billion Worth of Securities
----------------------------------------------------------------
Foresight Energy LP filed a Form S-3 registration statement with
the Securities and Exchange Commission relating to the proposed
sale of (i) common units representing limited partner interests in
Foresight Energy LP and (ii) other classes of units representing
limited partner interests in Foresight Energy LP.  The aggregate
initial offering price of all common units and other units sold by
the Company under this prospectus will not exceed $1.0 billion.

The selling unitholders named in this prospectus may from time to
time, in one or more offerings, offer and sell up to a total of
43,846,217 common units.  The Company will not receive any proceeds
from the sale of these common units by the selling unitholders.

The Company's common units are traded on the New York Stock
Exchange under the ticker symbol "FELP."

A full-text copy of the preliminary prospectus is available at:

                       https://is.gd/b2xrS8

                      About Foresight Energy

Foresight Energy L.P. mines and markets coal from reserves and
operations located exclusively in the Illinois Basin.  As of Dec.
31, 2015, the Company has invested over $2.3 billion to construct
state-of-the-art, low-cost and highly productive mining operations
and related transportation infrastructure.  The Company controls
over 3 billion tons of proven and probable coal in the state of
Illinois, which, in addition to making the Company one of the
largest reserve holders in the United States, provides organic
growth opportunities.  The Company's reserves consist principally
of three large contiguous blocks of uniform, thick, high heat
content (high Btu) thermal coal which is ideal for highly
productive long-wall operations.  Thermal coal is used by power
plants and industrial steam boilers to produce electricity or
process steam.

Foresight reported a net loss of $178.6 million in 2016 following a
net loss of $38.68 million in 2015.  As of Sept. 30, 2017,
Foresight Energy had $2.70 billion in total assets, $1.96 billion
in total liabilities and $745.95 million in total partners'
capital.

                           *    *     *

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


FORTERRA INC: Bank Debt Trades at 6.62% Off
-------------------------------------------
Participations in a syndicated loan under which Forterra Inc. is a
borrower traded in the secondary market at 93.38
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.80 percentage points from the
previous week. Forterra Inc. pays 300 basis points above LIBOR to
borrow under the $1.047 billion facility. The bank loan matures on
October 25, 2023. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


FUSION TELECOMMUNICATIONS: Moody's Assigns 'B3' First-Time CFR
--------------------------------------------------------------
Moody's Investors Service has assigned a first-time B3 corporate
family rating (CFR) and a B3-PD probability of default rating (PDR)
to Fusion Telecommunications International, Inc. (Fusion). Moody's
has also assigned a B3 (LGD3) rating to the company's proposed $550
million senior secured first lien credit facility which consists of
a $500 million 7-year term loan and a $50 million 5-year revolver.
Additionally, Moody's has assigned a Caa2 (LGD6) rating to the
proposed $70 million 7.5-year senior secured second lien term loan.
Proceeds from the secured credit facilities will be used to repay
existing debt at Birch Communications Inc. (Birch, B3 stable),
which Fusion is acquiring in an all-stock transaction, as well as
repay existing debt at Fusion. Upon close of the transaction, which
will include the divestment of a carrier-focused business at Fusion
and exclude Birch's low margin consumer-focused operations and
single-line business customers, Moody's will withdraw all ratings
for Birch. The ratings assigned to Fusion reflect Moody's view of
the end state capital structure of Fusion following its combination
with Birch. Fusion's outlook is stable.

Assignments:

Issuer: Fusion Telecommunications International, Inc.

-- Probability of Default Rating, Assigned B3-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-2

-- Corporate Family Rating, Assigned B3

-- Senior Secured 1st Lien Bank Credit Facility, Assigned B3 (LGD

    3)

-- Senior Secured 2nd Lien Bank Credit Facility, Assigned Caa2
    (LGD 6)

Outlook Actions:

Issuer: Fusion Telecommunications International, Inc.

-- Outlook, Assigned Stable

RATINGS RATIONALE

Fusion's B3 CFR is supported by a recurring revenue model, low
capital intensity, and positive free cash flow. On a standalone
basis prior to its combination with Birch, Fusion's differentiated
market position as a single source provider serving about 13,500
customers requiring multiple cloud solutions helped drive steady
revenue growth, high ARPUs (average monthly revenue per user), and
low churn. While acquisitions played a role in historical growth,
Moody's expects Fusion to benefit from continued positive organic
and acquisition-related growth momentum in its existing addressable
markets, including upside from cross-selling and upselling cloud
services solutions to portions of Birch's base of about 156,000
business customers. Fusion's end-to-end provisioning of multiple
cloud voice, cloud connectivity, and cloud computing solutions on
one platform simplifies its value proposition relative to
single-product focused cloud services competitors. The company's
credit profile is constrained by its small scale which limits the
ability to absorb unexpected disruptions to its business in a
challenging competitive environment. Fusion's strategy critically
hinges on this business model combination proving itself over the
intermediate term in sustainably reversing Birch's organic
subscriber and revenue decline history. The company will initially
benefit from an improved maturity profile and solid liquidity
versus that of Birch on standalone basis.

Moody's believes Fusion faces strong competition in each of its
operating segments. The acquired Birch business is highly
concentrated in providing traditional and IP-based voice and
connectivity services to small and medium-sized business (SMB)
customers. While the acquired Birch business has faced difficulties
reducing relatively high churn rates and delivering balanced
organic growth, it has recently demonstrated success moving
upmarket. In 4Q 2017 about 70% of Birch's total bookings consisted
of per customer ARPUs of over $1,000, well above the company's
overall ARPU range of about $220-$230. Leveraging Fusion's advanced
services capabilities, the combined company aims to better sell
next-generation solutions, such as unified communications as a
service (UCaaS), to Birch's SMB customers. While there is positive
momentum in the UCaaS market, there is also growing competition due
to low barriers to entry. Large scale cloud providers and incumbent
carriers, due to their clear scale and cost advantages, could
develop or enhance existing competing applications and disrupt
markets for smaller players like Fusion.

Over the next several years, as more applications become
cloud-based and more companies pursue cloud-based information
technology strategies, Fusion's focus on cloud connectivity
provisioning will support continued revenue growth opportunities.
Fusion will face tough competition in this market, much as it does
in the cloud communications market. As a smaller player, the
company can mitigate some of its competitive disadvantage through
differentiation of its service proposition, offering better
customer care, customization and rapid service provisioning versus
what larger peers can accommodate.

Moody's expects Fusion to have good liquidity over the next 12
months and expects the company to have approximately $44 million of
cash on the balance sheet and an undrawn $50 million revolving
credit facility following the close of the transaction. The first
lien term loan, second lien term loan, and the revolver will
contain a total net leverage ratio and a maximum capex covenant,
which Moody's expects to be set with ample cushion in the new
credit agreement. Fusion has limited tangible assets that could be
monetized for alternate liquidity and its few hard assets are
encumbered by the secured bank facilities.

The ratings for debt instruments reflect both the probability of
default of Fusion, to which Moody's assigns a PDR of B3-PD, and
individual loss given default (LGD) assessments. The senior secured
first lien credit facilities are rated B3 (LGD3), in line with the
CFR given the moderate loss absorption provided by the Caa2 (LGD6)
rated second lien facility and a smaller, unsecured subordinated
note unrated by Moody's.

The stable outlook reflects Moody's view that Fusion will
successfully execute its strategy of forging new and profitable
sales growth with the cross-selling and upselling of its integrated
cloud solutions to Birch's legacy business customers. In addition
to revenue growth, Moody's expect the company to recognize material
cost synergies from the business combination which should result in
margin expansion, pushing leverage below 4.5x (Moody's adjusted) by
year end 2018.

Moody's could upgrade Fusion's ratings if debt/EBITDA (Moody's
adjusted) trends towards 3.5x and the company produces consistent,
positive free cash flow. Moody's would likely downgrade Fusion's
ratings if revenue and EBITDA decline such that leverage exceeds
5.5x on a sustained basis. Additionally, insufficient or
inconsistent progress on churn reduction and organic revenue
stabilization, failure to successfully integrate acquired
businesses, or evidence of liquidity pressure could lead to a
downgrade in ratings.

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.


GENERAL NUTRITION: Bank Debt Trades at 9.4% Off
-----------------------------------------------
Participations in a syndicated loan under which General Nutrition
Centers is a borrower traded in the secondary market at 90.60
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 2.12 percentage points from the
previous week. General Nutrition pays 250 basis points above LIBOR
to borrow under the $1.375 billion facility. The bank loan matures
on March 4, 2019. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'CC' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


GENERAL NUTRITION: Moody's Gives (P)B3 Rating to New Sec. Term Loan
-------------------------------------------------------------------
Moody's Investors Service assigned a (P)B3 rating to General
Nutrition Center's Inc.'s ("GNC") proposed senior secured term loan
and a (P)Ba3 to its proposed ABL FILO term loan. Moody's also
placed its Caa1 Corporate Family Rating and Caa1-PD Probability of
Default Rating on review for upgrade.

The ratings on the proposed term loan and the proposed ABL term
loan are subject to the successful completion of the refinancing
and receipt of final documentation.

On Review for Upgrade:

Issuer: General Nutrition Centers, Inc.

-- Probability of Default Rating, Placed on Review for Upgrade,
    currently Caa1-PD

-- Corporate Family Rating, Placed on Review for Upgrade,
    currently Caa1

Assignments:

Issuer: General Nutrition Centers, Inc.

-- Senior Secured Term Loan, Assigned (P)B3

-- Senior Secured ABL FILO, Assigned (P)Ba3

Outlook Actions:

Issuer: General Nutrition Centers, Inc.

-- Outlook, Changed To Rating Under Review From Negative

"GNC's proposed refinancing coupled with the completion of the
preferred equity investment by CITIC Capital and Harbin
Pharmaceuticals would address its near term maturities and improve
liquidity as it continues to work to stabilize its operating income
as it executes its business realignment," says Moody's Vice
President, Christina Boni. Moody's anticipates that GNC can
continue to generate an estimated $100 million in free cash flow
annually post the transaction to further reduce debt.

RATINGS RATIONALE

The review will consider the company's execution of the proposed
refinancing which will extend its term loan maturity by an
additional 24 months, provide the company will a new ABL revolver
due in 2022 as well as support the completion of its announced $300
million preferred equity investment by CITIC and Harbin
Pharmaceuticals. The review will also consider the company's market
positioning and its ability its progress on improving its
operations as a result of its realignment of its pricing and
promotional cadence.

The ratings on the proposed term loan and the proposed ABL term
loan are predicated on a one-notch upgrade of GNC's Corporate
Family Rating to B3.

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

General Nutrition Centers, Inc., headquartered in Pittsburgh, PA,
is a diversified, multi-channel business model which generates
revenue from product sales through company-owned retail stores,
domestic and international franchise activities, third-party
contract manufacturing, e-commerce and corporate partnerships. As
of December 31, 2017, GNC had approximately 9,000 locations, of
which more than 6,700 retail locations are in the United States
(including approximately 2,400 Rite Aid franchise
store-within-a-store locations) and franchise operations in
approximately 50 countries.


GETTY IMAGES: Bank Debt Trades at 7.15% Off
-------------------------------------------
Participations in a syndicated loan under which Getty Images Inc.
is a borrower traded in the secondary market at 92.85
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.84 percentage points from the
previous week. Getty Images pays 350 basis points above LIBOR to
borrow under the $1.9 billion facility. The bank loan matures on
October 3, 2019. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'CCC' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


GIGA-TRONICS INC: Incurs $313,000 Net Loss in Third Quarter
-----------------------------------------------------------
Giga-Tronics Incorporated filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
of $313,000 on $3.22 million of net sales for the three months
ended Dec. 30, 2017, compared to a net loss of $575,000 on $3.20
million of net sales for the three months ended Dec. 24, 2016.

For the nine months ended Dec. 30, 2017, the Company reported a net
loss of $2.65 million on $7.45 million of net sales compared to a
net loss of $1.07 million on $11.03 million of net sales for the
year ended Dec. 24, 2016.

As of Dec. 30, 2017, Giga-Tronics had $8.17 million in total
assets, $8.76 million in total liabilities and a total
shareholders' deficit of $586,000.

As of Dec. 30, 2017, Giga-tronics had $760,000 in cash and cash
equivalents, compared to $1.4 million as of March 25, 2017.  The
Company had negative working capital at Dec. 30, 2017 compared to
$620,000 at March 25, 2017.  The current ratio (current assets
divided by current liabilities) at Dec. 30, 2017 was 0.88 compared
to 1.09 at March 25, 2017.  The decrease in working capital is
primarily due to the declining revenues and resulting net loss
during the first nine months of fiscal 2018.

The Company's losses have contributed to an accumulated deficit of
$28.2 million and shareholders' (deficit) equity of ($586,000) as
of Dec. 30, 2017.  The Company used cash flow in operations
totaling $1.4 million in the first nine months of fiscal 2018.

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

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

The Company said these matters raise substantial doubt as to its
ability to continue as a going concern.

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

                      https://is.gd/QKUQhY

                       About Giga-tronics

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

Giga-tronics reported a net loss of $1.54 million on $16.26 million
of net sales for the fiscal year ended March 25, 2017, compared to
a net loss of $4.10 million on $14.59 million of net sales for the
year ended March 26, 2016.


GRAN COLOMBIA: Fitch Assigns B- Long-Term IDR; Outlook Stable
-------------------------------------------------------------
Fitch Ratings has assigned the following initial ratings to Gran
Colombia Gold Corp. (GCM):

-- Long-Term Foreign Currency Issuer Default Rating (IDR) of
    'B-';
-- Long-Term Local Currency IDR of 'B-';
-- Senior Secured Notes at 'B-/RR4'(EXP).

The Rating Outlook is Stable.

Gran Colombia Gold's (GCM) 'B-'/Stable rating results from its
small scale of operations, historically weak financial profile, low
mine life, lack of diversification, partially offset by the
company's improving profitability and competitive all-in sustaining
cost position relative to its peers. Most 'B-' issuers rated by
Fitch are highly speculative credits with material default risk
present although some margin of safety remains. Fitch believes Gran
Colombia will benefit over the next two years from higher mine
output which will dilute its production costs, thus reducing its
risk to a stronger peso and weaker gold prices. GCM's credit risk
lies in years 2020 and 2021 with an expected lower production
profile. Should lower gold prices and a stronger peso coincide with
lower mine output, this would elevate GCM's risk of default.

KEY RATING DRIVERS

Single Mine Exposure: GCM conducts approximately 86% of its mining
production out of its Segovia mine, which generates essentially all
of its EBITDA. GCM's cash flow generation concentration at Segovia
heightens the impact of production stoppages due to accidents,
labor unrest and weather events, and was a key consideration in the
'B-'rating. Segovia has a nine-year mine life with 2.1 million
ounces of total resources and has produced gold for over 150 years.
The Segovia property consists of four underground mines across
5.7km located in the Segovia Remedios mining district,
approximately 130km northeast of Medellin.

Volatile Cost Structure: An additional risk that has constrained
the company's rating is the vulnerability of the company's cost
structure to the value of the peso. GCM's cash cost and all-in
sustaining cost (AISC) are exposed to the Colombian peso, whose
value fell around 53% from Dec. 31, 2013 to Sept. 30, 2017. The
company's cost structure declined from $1,325 per ounce to $720 per
ounce during the same time periods. Part of the improvement in its
cost structure was the result of a weakening of the peso coupled
with higher output which lowered fixed costs per unit. A stronger
Colombian peso would pressure the company's cost structure. GCM has
taken steps to reduce its overall fixed costs, which has also aided
in its improved cost position.

Low Cash Flow Generation: FCF is sensitive to gold prices, with a
$100 change in gold prices to $1,100 per ounce from Fitch's
mid-cycle price deck of $1,200 per ounce leading to negative FCF
and a more strained capital structure. Based on Fitch's mid-cycle
price deck of $1,200 per ounce, GCM's FCF is projected to be
positive over the next four years aided by its reduction in fixed
costs and higher output. FCF is projected to be around USD10
million for 2017 and remain above USD5 million over the projected
period. Additional capital expenditures of between USD25
million-USD27 million are projected to bolster the company's
Segovia operations in order to optimize the mine, along with making
additional investments in its Marmato project.

Recent Debt Restructuring: GCM's challenges of meeting past
financial obligations is also a key factor in the 'B-'rating. GCM
completed a debt restructuring on Jan. 20, 2016 following missed
interest payments on its previously held senior secured gold-linked
notes due 2017 and senior unsecured silver-linked notes due 2018.
In December 2014, GCM failed to meet its USD1 million monthly
interest obligation on its USD100 million gold-linked notes and the
USD1.6 million semi-annual interest payment on its USD78 million
silver-linked notes. GCM also failed to meet its monthly interest
payment on its gold-linked notes in January 2015, but was able to
capitalize the missed interest payments. During February 2015, GCM
paid monthly interest on both its gold- and silver-linked notes. No
principal haircut was taken on GCM's outstanding debt, but a
haircut to the coupons was implemented which reduced the
gold-linked notes coupon to 6% from 10% and the silver-linked notes
to 1% from 5%. On Jan. 20, 2016, GCM announced the completion of
its debt restructuring by issuing 2018 and 2020 debentures with a
2% restructuring fee in order to restructure its debt profile.

Favorable Market Conditions Bolster Credit Metrics: GCM has
benefited from a weaker FX rate, stronger gold prices, and
additional steps taken by management to reduce its fixed costs,
which has resulted in improved leverage figures. GCM recorded gross
and net leverage ratios of 2.1x for both, for LTM ended Sept. 30,
2017, compared to 2.3x and 2.3x, for fiscal year ended 2016. During
times of economic stress, GCM would exhibit much higher leverage
and would have a limited margin of safety to prevent an increased
risk of debt. Fitch projects the company to exhibit favourable
credit metrics over the projected period, absent significant
periods of lower gold prices.

Commodity Price Exposure: GCM's earnings are highly sensitive to
gold and silver prices, which can cause volatility in cash flow
generation and fluctuations in capital structure, reinforcing the
importance of maintaining a lower cost of production. The company's
AISC for gold was at $927/ounce at Sept. 30, 2017, compared with
$832/ounce for 2016. The global average AISC was $818/ounce and for
South American producers was $776/ounce during 2016, according to
the GFMS Gold Survey 2017.

DERIVATION SUMMARY

GCM's AISC of $927/oz is currently similar to that of Yamana Gold
(BBB-/Stable) at $913/oz, Kinross Gold (BBB-/Stable) at $933/oz and
Buenaventura (BBB-/Stable) at $882/oz. GCM's AISC benefited from a
USD28 million reduction in fixed costs during 2013 and 2014 coupled
with a devaluation of the Colombian Peso (50% of its cost
structure). In terms of scale, GCM is a very small gold producer,
with its Segovia mine generating essentially all of the company's
cash flow generation. GCM is essentially a single-mine operator
with small-scale of production of 165,000 ounces of gold produced
annually, which compares poorly to its peers. GCM compares weakly
to Buenaventura, which has six mines that produce gold for total
production of around 420,000 ounces, among other minerals. GCM
produces a small amount of silver, but essentially lacks mineral
and operating diversification compared to the polymetallic miners
located in Peru.

From a financial risk perspective, GCM is far weaker than its
Peruvian mining peers given the aforementioned high operational
risk and with historically neutral/negative FCF despite only
moderate levels of capex, and a recent debt restructuring completed
in January 2016. GCM's improved cost structure is expected to
result in an EBITDA margin around 38%-40% over the next several
years, which compares favorably to Buenaventura's margins of
26%-34%. GCM's weak liquidity and debt restructuring illustrates
its lack of financial flexibility when compared to its peers.

KEY ASSUMPTIONS

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

- Average gold price of USD1,200/oz 2017-2020.
- Average silver price of USD18/oz in 2017-2020.
- Production volumes and ore grades in line with management
   guidance.
- Capex in line with management guidance.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that GCM would be considered a going
concern in bankruptcy and that the company would be reorganized
rather than liquidated. Fitch has assumed a 10% administrative
claim.

Going-Concern Approach: GCM's going-concern EBITDA is based on LTM
Sept. 30, 2017 EBITDA which takes into consideration the current
YTD gold price average of around $1,250/ounce and is in line with
Fitch's mid-cycle price assumptions for gold.

An enterprise value (EV) multiple of 7x is used to calculate a
post-reorganization valuation and reflects a mid-cycle multiple.
The estimate considers the average EV/EBITDA multiple for metals
and mining companies of 9.5x, adjusted downward to reflect the
unique and increased operational risks at GCM.

Fitch applies a waterfall analysis to the post-default EV based on
the relative claims of the debt in the capital structure. Fitch
debt waterfall assumptions take into account debt at Sept. 30,
2017. However, an uplift of the proposed senior secured notes is
not warranted as an overwhelming majority of GCM's assets are
located in Colombia, which restricts the notes to 'RR4'. This
implies a recovery between 31-50%.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
- The company's small size and lack of diversification limit
   GCM's upward rating mobility.
- Manageable, equity-funded acquisitions of other mines to
   dissipate single-mine risk with total debt/EBITDA remaining
   around 2.5x.
- Diversification into other commodities.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
- Prolonged strikes or mine closures that would halt or
   significantly lower gold production.
- Gold prices decline lower than Fitch's mid-cycle assumptions
   for a significant period, negatively impacting GCM's liquidity
   position.
- Large, debt-funded acquisitions may also pressure the ratings.

LIQUIDITY

GCM has historically held weak liquidity of around USD3 million in
cash and cash equivalents. The company has a sinking fund for its
outstanding 2018 and 2020 debentures which captures 100% of GCM's
excess cash flow into a sweep. The value of the sinking fund
balance was USD3.2 million as of Sept. 30, 2017 compared to USD0.5
million as of Dec. 31, 2016.

Gran Colombia Gold Corp.
-- Long Term Foreign Currency Issuer Default Rating of 'B-';
-- Long Term Local Currency Issuer Default Rating of 'B-';
-- Senior Secured Notes at 'B-/RR4'(EXP).

The Outlook is Stable.


GRAN TIERRA: Fitch Puts B+(EXP) Rating on New Notes on Watch Neg.
-----------------------------------------------------------------
Fitch Ratings has placed the 'B+(EXP)' rating and 'RR3' Recovery
Rating on Gran Tierra Energy Inc.'s (B/Stable) proposed note
issuance on Rating Watch Negative.  

KEY RATING DRIVERS

The rating action follows the publication of Fitch's "Exposure
Draft: Country-Specific Treatment of Recovery Ratings" on Feb. 14.


Following the publication of this exposure draft, Fitch will be
reviewing the portfolio and expects to place a number of ratings on
Rating Watch during the exposure period. This criteria revision is
expected to result in changes to approximately 26 instrument
ratings for 16 publicly rated issuers. The magnitude of any change
will be limited to one notch in most cases.

RATING SENSITIVITIES

Fitch expects to resolve the Rating Watch within the next six
months upon completion of the exposure draft period.

If the final criteria are substantially similar to the Exposure
Draft, then the ratings are likely to be impacted after the final
criteria report is published.

FULL LIST OF RATING ACTIONS

Fitch has taken the following rating actions:

Gran Tierra Energy Inc.
-- Proposed senior unsecured notes rated 'B+(EXP)'with Recovery
    Rating of 'RR3' placed on Rating Watch Negative.


GULF FINANCE: Bank Debt Trades at 10.08% Off
--------------------------------------------
Participations in a syndicated loan under which Gulf Finance LLC is
a borrower traded in the secondary market at 89.92
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.99 percentage points from the
previous week. Gulf Finance pays 525 basis points above LIBOR to
borrow under the $1.150 billion facility. The bank loan matures on
August 25, 2023. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B+' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


HARBOR BAR DOCKS: April 6 Final Hearing on Plan, Disclosures
------------------------------------------------------------
Judge Catherine J. Furay of the U.S. Bankruptcy Court for the
Western District of Wisconsin conditionally approved Harbor Bar
Docks Incorporated's small business disclosure statement dated Jan.
22, 2018.

March 30, 2018, is fixed as the last day for filing written
acceptances or rejections of the plan.

A preliminary telephonic hearing on approval of the disclosure
statement and confirmation of the plan will be held on Feb. 23,
2018, at 10:45 a.m.

The final hearing on approval of the disclosure statement and
confirmation of the plan will be held on April 6, 2018, at 9:30
a.m., at the Federal Building, U.S. Bankruptcy Court, 500 S.
Barstow Street, Eau Claire, Wisconsin 54701.

Objections to final approval of the disclosure statement and/or
confirmation of the plan must be filed no later than March 30,
2018, at 4:00 p.m.

          About Harbor Bar Docks Incorporated

Harbor Bar Docks Incorporated and Harbor Bar, Inc. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Wis. Case Nos. 17-10989 and 17-10990) on March 26, 2017.  The
petitions were signed by Bradley Smith, president of Harbor Bar
Docks.

At the time of the filing, both Debtors disclosed that they had
estimated assets and liabilities of less than $1 million.


HARBOR BAR: Court Conditionally Approves Disclosure Statement
-------------------------------------------------------------
Judge Catherine J. Furay of the U.S. Bankruptcy Court for the
Western District of Wisconsin conditionally approved Harbor Bar,
Inc.'s small business disclosure statement dated Jan. 22, 2018.

March 30, 2018 is fixed as the last day for filing written
acceptances or rejections of the plan.

A preliminary telephonic hearing on approval of the disclosure
statement and confirmation of the plan will be held on Feb. 23,
2018, at 10:45 a.m.

The final hearing on approval of the disclosure statement and
confirmation of the plan will be held on April 6, 2018, at 9:30
a.m., at the Federal Building, U.S. Bankruptcy Court, 500 S.
Barstow Street, Eau Claire, Wisconsin 54701.

Objections to final approval of the disclosure statement and/or
confirmation of the plan must be filed no later than March 30,
2018, at 4:00 p.m.

                     About Harbor Bar Inc.

Harbor Bar Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Wis. Case No. 17-10990) on March 26,
2017.  The petition was signed by Bradley Smith, authorized
representative.  

At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.


HARBORVIEW TOWERS: PH4C to be Paid $4.1MM Under 3rd Amended Plan
----------------------------------------------------------------
The Council of Unit Owners of the 100 Harborview Drive Condominium
filed with the U.S. Bankruptcy Court for the District of Maryland
their proposed third amended plan of reorganization.

Class 4 under the third amended plan consists of all Allowed
Judgments and Monetary Claims asserted by Penthouse 4C, LLC. The
estimated amount of the Class 4 Claims of PH4C is $10,000,000. The
Reorganized Debtor will pay $4.1 million to PH4C, in settlement of
all disputes between the Debtor and PH4C as of Effective Date, in
consideration for the transfer of the residential unit known as
Unit PH4C located at 100 Harborview Drive, Baltimore, Maryland
21230 from PH4C to the Reorganized Debtor or its designee. The full
principal of the Settlement Amount shall be paid in full no later
than Dec. 31, 2022.

The Plan will be funded from six sources:

   * Cash on hand on the Effective Date,

   * The continued collection of Annual Assessments from Unit
Owners,

   * The collection of any special assessments or Plan Payment Fees
from Unit Owners,

   * Recoveries from the pursuit of any claims, rights, or other
legal remedies the Debtor has or may have in the future,

   * Income derived from Units owned by the Debtor or its designee,
including but not limited to Units 907 and 1310 and the PH4C Unit,
and

   * Utilizing funds from the Repair and Replacement Reserve Fund.


The Reorganized Debtor reserves the right to use funds from other
sources not contemplated herein to fund this Plan, and/or vary the
proportions of funds from these or such other sources, provided the
intent and purposes of this Plan are adequately addressed.

A copy of the Third Amended Plan is available at:

     http://bankrupt.com/misc/mdb16-13049-683.pdf

               About Council of Unit Owners
         of the 100 Harborview Drive Condominium

Council of Unit Owners of the 100 Harborview Drive Condominium, a
condominium association, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 16-13049) on March 9,
2016.

The petition was signed by Dr. Reuben Mezrich, president.  The
Debtor is represented by Paul Sweeny, Esq., at Yumkas, Vidmar,
Sweeney & Mulrenin, LLC.  Judge James F. Schneider is assigned to
the case.  The Debtor estimated assets and liabilities at $10
million to $50 million.


HATTRICK PROPERTIES: Hires thisRealty as Real Estate Broker
-----------------------------------------------------------
Hattrick Properties, LLC, seeks authority from the U.S. Bankruptcy
Court for the Western District of Texas to employ thisRealty, as
real estate broker to the Debtor.

Hattrick Properties requires thisRealty to market and sell the
Debtor's commercial real estate and improvements located at 3404
North Midland Drive, Midland, Texas.

thisRealty will be paid a commission of 6% of the sales price.

W.B. House, partner of thisRealty, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.

thisRealty can be reached at:

     W.B. House
     THISREALTY
     P.O. Box 7413
     Midland, TX 79708
     Tel: (432) 570-0705
     E-mail: dubhouse@thisrealty.com

                   About Hattrick Properties

Midland, Texas-based Hattrick Properties, LLC, a Single Asset Real
Estate (as defined in 11 U.S.C. Section 101(51B)), owns in fee
simple real property and improvements located at 3404 N. Midland
Drive, Midland, Texas.  The appraised value of the property is
$3.97 million.

Hattrick Properties filed a Chapter 11 petition (Bankr. W.D. Tex.
Case No. 18-70011) on Feb. 2, 2018.  In the petition signed by Kurt
Wayne Griffin, manager, the Debtor disclosed $3.97 million in
assets and $6.07 million in liabilities.  Todd J. Johnston, Esq.,
at McWhorter Cobb & Johnson, LLP, serves as bankruptcy counsel to
the Debtor.


HAWAIIAN SPRINGS: Committee Hires Rush Moore as Attorney
--------------------------------------------------------
The Official Committee of Unsecured Creditors of Hawaiian Springs,
LLC, seeks authorization from the U.S. Bankruptcy Court for the
District of Hawaii to retain Rush Moore LLP, as attorney to the
Committee.

The Committee requires Rush Moore to:

   a. assist, advice and represent the Committee in the
      administration of the bankruptcy case and the exercise of
      oversight with respect to the Debtor's affairs including
      all issues arising from the Debtor, the Committee or the
      Chapter 11 case;

   b. assist the Committee in the preparation on behalf of the
      Committee of necessary applications, motions, memoranda,
      orders, reports and other legal papers;

   c. appear in the Bankruptcy Court on behalf of the Committee
      to protect and pursue the interests of unsecured creditors;

   d. negotiate, formulate, draft and confirm of a plan or plans
      of reorganization and matters related thereto;

   e. investigate the assets, liabilities, financial condition
      and operating issues concerning the Debtor that may be
      relevant to the Chapter 11 case;

   f. communicate with the Committee's constituents and others as
      the Committee may consider desirable in furtherance of its
      responsibilities; and

   g. perform all of the Committee's duties and powers under the
      Bankruptcy Code and the Bankruptcy Rules and the
      performance of such other services as are in the interests
      of those represented by the Committee.

Rush Moore will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Susan Tius, a partner at Rush Moore, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.

Rush Moore can be reached at:

     Susan Tius, Esq.
     RUSH MOORE LLP
     737 Bishop Street, Suite 2400
     Honolulu, HI 96813-3862
     Tel: (808) 521-0406
     E-mail: stius@rmhawaii.com

                    About Hawaiian Springs

Hawaiian Springs, LLC -- https://www.hawaiianspringswater.com/ --
is a manufacturer and distributor of bottled spring water based in
Honolulu, Hawaii.  The company's water is drawn from an artesian
well in the little town of Kea'au. It began its operations in
February 1995 serving the island and other Asian market.

Hawaiian Springs sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Hawaii Case No. 17-01348) on Dec. 29,
2017.  In the petition signed by CEO Tamiko Broms, the Debtor
estimated assets and liabilities of $1 million to $10 million.

Judge Robert J. Faris presides over the case.

Hawaiian Springs hired Choi & Ito as its legal counsel.

The Official Committee of Unsecured Creditors tapped Rush Moore
LLP, as attorney.


HELLO NEWMAN: Hires Urban Compass as Real Estate Broker
-------------------------------------------------------
Albert Togut, the Chapter 11 trustee of Hello Newman, Inc., seeks
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ Urban Compass, as real estate broker to the
Trustee.

The Trustee requires Urban Compass to market and sell the Debtor's
real property located at 113 E. 2nd Street, New York City.

Urban Compass will be paid a commission of 5% of the total sales
price.

James Winters, member of Urban Compass, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtor and its estates.

Urban Compass can be reached at:

     James Winters
     URBAN COMPASS
     514 2nd Street
     Brooklyn, NY 11215
     Tel: (718) 213-4478

                       About Hello Newman

Hello Newman Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-12910) on Oct. 17,
2016.  In the petition signed by Philip Hartman, secretary, the
Debtor disclosed $14 million in assets and $4.69 million in
liabilities.

The case is assigned to Judge Shelley C. Chapman.

The Debtor hired Rosenberg, Musso & Weiner, LLP, as its legal
counsel.

The Office of the U.S. Trustee appointed Albert Togut as Chapter 11
trustee for the Debtor.  The Chapter 11 trustee tapped his own
firm, Togut, Segal & Segal LLP, as counsel.  The Trustee also
tapped Warburg Realty as real estate broker and Andrew W. Plotzker
as accountant.

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


HOOPER HOLMES: John Pappajohn Has 7.9% Stake as of Dec. 31
----------------------------------------------------------
John Pappajohn disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Dec. 31, 2017, he
beneficially owns 2,145,930 shares of common stock of Hooper
Holmes, Inc., constituting 7.91 percent of the shares outstanding.

Mr. Pappajohn acquired 1,770,930 shares of Issuer's Common Stock
beginning on Sept. 2, 2016 and up through Dec. 31, 2017.  In
addition, Mr. Pappajohn holds warrants to purchase 375,000 shares
of Common Stock, exercisable as of Sept. 3, 2017.

The percentage ownershipn is based on 27,143,498 shares of Common
Stock, which includes (i) the 26,768,498 shares of Common Stock
outstanding as of the Oct. 31, 2017 and (ii) the Warrant Shares.

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

                    https://is.gd/nTDLm4

                      About Hooper Holmes

Founded in 1899, Hooper Holmes, Inc. --
http://www.hooperholmes.com/-- is a publicly-traded New York
corporation that provides health risk assessment services.  With
the acquisition of Accountable Health Solutions, Inc. in 2015, the
Company has expanded to also provide corporate wellness and health
improvement services.  This uniquely positions the Company to
transform and capitalize on the large and growing health and
wellness market as one of the only publicly-traded, end-to-end
health and wellness companies.

Mayer Hoffman McCann P.C., in Kansas City, Missouri, the Company's
independent accounting firm, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has suffered recurring losses
from operations, negative cash flows from operations and other
related liquidity concerns, which raises substantial doubt about
the Company's ability to continue as a going concern.

Hooper Holmes reported a net loss of $10.32 million on $34.27
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss of $10.87 million on $32.11 million of revenues for the
year ended Dec. 31, 2015.  As of Sept. 30, 2017, Hooper Holmes had
$37.20 million in total assets, $42.11 million in total liabilities
and a total stockholders' deficit of $4.91 million.


HOUSTON AMERICAN: Reports Preliminary Q4 Revenues of $414,743
-------------------------------------------------------------
Houston American Energy Corp. provided preliminary revenue totals
for the 2017 Fourth Quarter and provided an update on production
from its initial Reeves County, Texas wells.

Preliminary Q4 2017 Revenue Highlights

Q4 2017 preliminary unaudited revenues rose sharply on increased
production attributable to its Reeves County wells and improved
energy prices.

   * Preliminary revenue estimates total $414,743 for the quarter
     ended Dec. 31, 2017, up 842% from the quarter ended Dec. 31,
     2016 and up 271% from the quarter ended Sept. 30, 2017;
       
   * Preliminary production volume estimates for the quarter ended
     Dec. 31, 2017 totaled 6,150 barrels of oil ("Bbl") and 19,518
     thousand cubic feet of gas ("Mcf")(or 9,403 barrels of oil
     equivalent ("boe")); compared to 1,395 boe of production for
     Q4 2016 and 2,885 boe of production for Q3 2017; and
       
   * Preliminary realized prices for oil and gas were $54.05/Bbl
     and $4.22/Mcf for the quarter ended Dec. 31, 2017; compared
     to $44.94/Bbl and $2.93/Mcf for Q4 2016 and $43.45/Bbl and
     $3.29/Mcf for Q3 2017.

Reeves County Production Update

The Company's first two Reeves County, Texas wells, the Johnson #1H
(25% working interest) and O'Brien #3H (11.1885% working interest)
wells, both commenced commercial sales in November 2017. The wells
were both completed in the Wolfcamp A formation with an approximate
4,500' lateral leg.

The initial thirty-day average daily two stream production (IP30)
rates, gross, for the O'Brien #3H and Johnson #1H wells were 1,108
boe per day ("boepd") (37% oil) and 1,014 boepd (51% oil),
respectively.  On a per 1,000' of lateral basis, the O'Brien #3H
and Johnson #1H wells IP30 rates were 246 boepd and 225 boepd,
respectively.

Total production from both Reeves County wells was slightly
negatively impacted by extreme cold during December, causing shut
in of production for five days for the O'Brien #3H well and two
days for the Johnson #1H well.

Mr. John Boylan, Chairman and CEO of Houston American Energy
stated: "We are very pleased with the performance of our first two
completed wells in Reeves County.  After approximately 90 days of
operations, both the cumulative production to date and current
production rates are, on average, above our economic model
forecast.  Commencing in Q4 2017, we saw material improvements in
production, revenues and cash flow driven by our Reeves County
operations.

"We have made significant investments in infrastructure and learned
much in the course of drilling our initial wells.  We expect to
benefit from those investments and lessons and to gain efficiencies
as we seek to drill and bring additional wells on line on our
existing acreage and as we seek to add to our acreage in Reeves
County."

                 About Houston American Energy

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

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

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


I & I PIZZA: Hires Paul Reece as Bankruptcy Attorney
----------------------------------------------------
I & I Pizza of Atlanta, Inc., and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ Paul Reece Marr, P.C., as bankruptcy attorney
to the Debtors.

I & I Pizza requires Paul Reece to:

   (a) provide the Debtors with legal advice regarding their
       powers and duties as debtors in possession in the
       continued operation and management of their affairs;

   (b) prepare on behalf of the Debtors the necessary
       applications, statements, schedules, lists, answers,
       orders and other legal papers pursuant to the Bankruptcy
       Code; and

   (c) perform all other legal services in the Chapter 11
       bankruptcy proceeding for the Debtors which may be
       reasonably necessary.

Paul Reece will be paid at these hourly rates:

     Attorneys                     $325
     Paralegals                    $125
     Clericals                     $50

Each Debtor desires to employ Paul Reece under a general retainer
in the amount of $10,000 plus the $1,717  filing fee, paid by Iryna
Dziatko's father Aliaksei Liushuyts as a gift and not as a loan.

Paul Reece will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Paul Reece Marr, owner of Paul Reece Marr, P.C., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Paul Reece can be reached at:

     Paul Reece Marr, Esq.
     PAUL REECE MARR, P.C.
     300 Galleria Parkway, NW, Suite 960
     Atlanta, GA 30339
     Tel: (770) 984-2255
     E-mail: paul.marr@marrlegal.com

                   About I & I Pizza of Atlanta

I & I Pizza of Atlanta, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Ga. Case No. 18-51404) on Jan. 29, 2018,
estimating under $1 million in both assets and liabilities.  The
Debtor is represented by Paul Reece Marr, Esq., at Paul Reece Marr,
P.C.


ICONIX BRAND: Will Exchange 2018 Convertible Notes for New Notes
----------------------------------------------------------------
Iconix Brand Group, Inc., has reached agreements with holders of
approximately $110 million principal amount of the Company's 1.5%
convertible notes due March 2018 to exchange their 2018 Convertible
Notes for new senior subordinated secured convertible notes and
cash payments representing accrued but unpaid interest on the 2018
Convertible Notes.  The 2018 Convertible Notes will be exchanged
for the New Convertible Notes at an exchange ratio of $1,000
principal amount of New Convertible Notes for each $1,000 principal
amount of 2018 Convertible Notes.  On or prior to the settlement of
the Exchange, the Company may enter into agreements with one or
more holders of 2018 Convertible Notes to increase the principal
amount of 2018 Convertible Notes participating in the Exchange from
$110 million to up to $125 million.  The Company expects to settle
the Exchange on or about Feb. 22, 2018.

The New Convertible Notes are expected to have an interest rate of
5.75% per annum, mature in August 2023 and be secured by the same
assets that secure the obligations of the Company's wholly-owned
direct subsidiary, IBG Borrower LLC, under its existing senior
secured credit facility.

John Haugh, CEO of Iconix commented, "These exchange transactions
are part of the Company's strategy to satisfy near-term debt
obligations and represent a positive step in improving our balance
sheet.  We are also announcing a cost savings initiative to improve
our profitability and free cash flow.  With the reduction in
near-term debt from this exchange satisfying a significant
condition to the availability of our delayed draw term loan and the
cost savings that have been identified, we are now in a good
position to finalize the solution for the balance of our upcoming
debt obligations."

Haugh further commented, "From a business operations standpoint, we
are reaffirming our 2017 revenue and non GAAP earnings per share
guidance and we are pleased to highlight recent announcements of
Starter with Amazon and Umbro with Target as evidence that we are
making progress ensuring our brands are with the right long-term
partners to maximize market presence and contribution to Iconix."

The New Convertible Notes will be contractually subordinated in
right of payment to the Company's obligations as a guarantor under
the Existing Senior Credit Facility.  Conversions of the New
Convertible Notes will be subject to a make-whole payment by the
Company.  The New Convertible Notes will be convertible at any time
by the holders and under certain circumstances by the Company.  In
addition, the Company will have the right to repurchase the New
Convertible Notes at par following the one-year anniversary of the
issue date.  The Company will be permitted to settle any
conversions of the New Convertible Notes, as well as pay accrued
but unpaid interest on thoser New Convertible Notes and any
make-whole payments, in cash, shares or a combination thereof.

Further detail regarding the terms and conditions of the Exchange
and the New Convertible Notes are set forth in the Company's
Current Report on Form 8-K filed with the Securities and Exchange
Commission on Feb. 12, 2018, a copy of which is available for free
at https://is.gd/6vyEvJ

In addition, the Company expects to file the indenture pursuant to
which the New Convertible Notes are expected to be issued as an
exhibit to a Current Report on Form 8-K following its execution.

The Exchange will satisfy the condition to the availability of the
second delayed draw term loan under the Existing Senior Credit
Facility that the Company achieve a reduction in the outstanding
principal amount of the 2018 Convertible Notes of at least $100.0
million.  In addition, the Company believes that it should be able
to satisfy the remaining conditions to disbursement of the second
delayed draw term loan, allowing the Company to access the
additional funds under the second delayed draw term loan to retire
the 2018 Convertible Notes that will remain outstanding following
the Exchange at their maturity in March 2018.  The remaining
conditions consist of (i) the Company being in financial covenant
compliance under the Existing Senior Credit Facility, on a pro
forma basis as of the time of the requested borrowing and on a
projected basis for the succeeding 12 months based on projections
reasonably acceptable to the lenders, and (ii) there not existing a
default or event of default under the Existing Senior Credit
Facility as of the time of the borrowing.

The Listing Rules of The NASDAQ Stock Market LLC would normally
require stockholder approval prior to settlement of the Exchange;
however, the Company requested and has received a financial
viability exception to the stockholder approval requirement
pursuant to Nasdaq Listing Rule 5635(f).  On Jan. 26, 2018, Nasdaq
granted the financial viability exception, provided that the
Company complies with the conditions of the exception provided in
Rule 5635(f), which include the mailing of a letter to stockholders
not later than ten days prior to the consummation of the Exchange,
describing the terms of the Exchange and the New Convertible Notes,
indicating that the Company is relying on the financial viability
exception and confirming that the Audit Committee of the Company's
Board of Directors has expressly approved reliance on this
exception.

In connection with the Exchange, Guggenheim Securities, LLC is
acting as the Company's sole financial advisor, and Dechert LLP is
acting as the Company's legal advisor.

Cost Savings Plan:

Iconix has initiated a cost savings plan to improve profitability
and free cash flow to further position the Company for long-term
success.  The Company expects to achieve annual savings of
approximately $12 million through proactive rightsizing of its
expense structure, appropriately aligned to its expected go-forward
revenue base.

2018 Outlook:

The Company is providing an initial outlook for 2018.

The Company expects 2018 revenue to be in a range of $190 million
to $220 million, as compared to 2017 preliminary revenue of
approximately $225 million.  The year-over-year decline primarily
reflects the transition of the DanskinNow and Mossimo brands, which
together are estimated to decline approximately $25 million in
2018.

Additional Information:

In connection with the Exchange, the Company disclosed the
following information in its discussions with noteholders who
agreed to be bound by confidentiality obligations with respect to
such information:

   * The Company signed a new multi-year license agreement with   

     Target for the Umbro brand, a world leader in soccer apparel.

     The exclusive Umbro collection will be available in all
     Target  stores and on Target.com beginning in late February.

   * The Company expects to transition its Material Girl brand
     from a direct-to-retail license with Macy's to a wholesale
     license following the expiration of the contract in January
     2020.  The Company is currently negotiating a license with a
     new vendor that would run contiguous with Macy's on a non-
     exclusive basis and then would be available to be renewed by
     the vendor for a three-year term.  Guaranteed minimum
     royalties under the Material Girl license for 2018 are $5.0
     million.

   * The Company received notice from JCPenney that it is
     currently not expecting to renew its Royal Velvet license
     when it expires in January 2019.  Should the Royal Velvet
     license not be renewed by JCPenney, the Company believes    
     there are other opportunities to redeploy the Royal Velvet
     brand in the near future.  Guaranteed minimum royalties under

     the Royal Velvet license for 2018 are $8.0 million.

   * Proforma licensing revenue for the brands that are secured by

     the Company's Senior Secured Notes under the Company's
     securitization facility was $181 million in 2015, $166
     million in 2016 and $121 million for the twelve months ended
     Sept. 30, 2017.  Proforma licensing revenue for the twelve
     months ended Sept. 30, 2017 of $121 million is adjusted for
     the effect of the reduction in royalties expected from the
     DanskinNow and Mossimo transitions.

   * Licensing revenue generated from the brands that are not
     securitized by the Senior Secured Notes under the Company's
     securitization facility was $86 million in 2015, $89 million
     in 2016, and $84 million for the twelve months ended
     Sept. 30, 2017.

   * Proforma cash flow available to service additional debt after

     paying interest and amortization on the Senior Secured Notes
     under the Company's securitization facility, adjusted to
     reflect the DanskinNow and Mossimo transitions, for the
     twelve months ended Sept. 30, 2017 was approximately $31.5
     million.

   * The Company expects 2018 EBITDA to be in a range of $95
     million to $105 million.  This compares to EBITDA of
     approximately $102 million for the twelve months ended
     Sept. 31, 2017, after adjusting for the DanskinNow and
     Mossimo transitions.

                         About Iconix

Broadway, New York-based Iconix Brand Group, Inc. --
http://www.iconixbrand.com/-- is a brand management company and
owner of a diversified portfolio of over 30 global consumer brands
across the women's, men's, entertainment, home and international
segments.  The Company's business strategy is to maximize the value
of its brands primarily through strategic licenses and joint
venture partnerships around the world, as well as to grow the
portfolio of brands through strategic acquisitions.

Iconix reported a net loss attributable to the Company of $252.1
million in 2016 following a net loss attributable to the Company of
$189.3 million in 2015.  As of Sept. 30, 2017, Iconix had $1.08
billion in total assets, $1.13 billion in total liabilities, $30.72
million in redeemable non-controlling interest, and a $77.66
million total stockholders' deficit.

"Due to certain developments, including the recent decision by
Target Corporation not to renew the existing Mossimo license
agreement and by Walmart, Inc. not to renew the existing DanskinNow
license agreement with us and our revised forecasted future
earnings, we forecasted that we would be unlikely to be in
compliance with certain of our financial debt covenants in 2018 and
that we may face possible liquidity challenges in 2018.  This
raises substantial doubt about our ability to continue as a going
concern.  Our ability to continue as a going concern is dependent
on our ability to raise additional capital and implement our
business plan," said the Company in its quarterly report for the
period ended Sept. 30, 2017.


INCA REFINING: Court Approves Second Amended Disclosure Statement
-----------------------------------------------------------------
Judge Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern
District of Louisiana approved INCA Refining, LLC's second amended
disclosure statement explaining its second amended plan of
liquidation filed on Feb. 1, 2018.

March 15, 2018 is fixed as the last day for filing acceptances or
rejections of the second amended plan of liquidation, and the last
day for filing and serving written objections to confirmation of
the Debtor's plan.

The hearing on confirmation of the second amended plan of
liquidation will be held before Bankruptcy Judge Brown in Courtroom
B-705, Hale Boggs Federal Building, 500 Poydras Street, New
Orleans, Louisiana on March 22, 2018 at 10:30 a.m.

                     About Inca Refining LLC

INCA Refining, LLC was organized in Texas in 2005 for the purpose
of developing and operating an oil refinery in Louisiana.  INCA
owns an 80% membership interest in Refinery Equipment Holdings, a
Delaware limited liability company, and the remaining 20% is owned
by Del Mar Onshore Partners L.P. entities.  INCA also holds
property in Egan, Louisiana.

West Bank Land Company LLC was organized in Texas in 2008 for the
purpose of acquiring land to be developed by INCA into an oil
refinery. West Bank owns the St. James Property, leased by INCA for
a refinery.

In 2010, White Oak Global Advisors, LLC, entered into two funding
agreements with INCA and West Bank on behalf of the White Oak
Creditors.  The current total indebtedness owed to the White Oak
Creditors is now in excess of $102,000,000.

Involuntary Chapter 11 petitions were filed against INCA Refining,
LLC, and West Bank Land Company LLC (Bankr. E.D. La. Case No.
17-11182 and 17-11183) on May 9, 2017.  The petitioning creditors
were White Oak Strategic Master Fund, L.P., and related entities.

Pursuant to orders for relief, the Debtors are and have been
debtors-in-possession with control over administration of their
estates pursuant to 11 U.S.C. Sec. 1107.

The case is assigned to Judge Jerry A. Brown.

The White Oak Entities own the majority of the membership interests
in each of the Debtors, control the majority of managers of the
Board, and have creditor claims against each of the Debtors in
excess of $102 million secured by a third mortgage on the real
estate in St. James Parish, Louisiana.

The White Oak Entities sought appointment of a Chapter 11 trustee
in each case.  Following an Aug. 2, 2017, hearing, the Court
entered an order denying the appointment request.

On December 5, 2017, the Debtors filed their proposed Chapter 11
plan of liquidation and disclosure statement.


INDUSTRIE SERVICE: Revises Treatment of Class 6 Unsecured Claims
----------------------------------------------------------------
General unsecured creditors of Industrie Service, LLC will receive
no less than 10% of their claims under its latest Chapter 11 plan
of reorganization, the company disclosed in its addendum to the
disclosure statement filed with the U.S. Bankruptcy Court for the
District of South Carolina.

Industrie Service disclosed in the filing that it amended the
disclosure statement to reflect that the holders of Class 6 general
unsecured claims will receive no less than 10% of their claims, and
that they will be entitled to a participation in the creditors
trust.

The company also disclosed that Class 6 creditors will receive
payments in the amount of $2,391.14 for the initial 24 months
following the effective date; $1,017.43 for the next 27 months; and
$11,315.60 during the final nine months of the plan.

A copy of the addendum is available without charge at:

           http://bankrupt.com/misc/scb17-02995-80.pdf

                   About Industrie Service LLC

Industrie Service, LLC, is a service establishment equipment
company maintaining an office located at 230 Brookshire Road,
Greer, South Carolina. The Debtor began operations in 1998 as an
American subsidiary of a German parent Industrie Service, GmbH. The
Debtor was formed to do business in Greenville, South Carolina area
to perform supporting projects in connection with the BMW plant
located there.

The Debtor became a registered E-2 Treaty Investor with the US
Department of State in Frankfurt, Germany which allowed the Debtor
to obtain visas for employees to enter the United States.

In 2009, the Debtor received major contracts to perform work on the
then newest German automotive plant in the southeast, i.e., the
Volkswagen plant in Chattanooga, Tennessee in 2009 ("VW Plant
Project"). Two of the prime contractors for the VW Plant,
Stotzfredenhagen Industries, Inc. and Moll Systems US, Inc. awarded
sub-contracts to the Debtor to provide the structural steel on two
assembly lines for the VW Plant. The VW Plant Project was a
troubled affair for all involved. The completion of the physical
shell was delayed by months, resulting in Volkswagen Group of
America, Inc. ordering acceleration of the later phases of
construction and line installation.

In January 2011, Debtor filed suit against Stotz in the Chancery
Court of Tennessee for the Eleventh Judicial District at
Chattanooga, which case is captioned as Industrie Service, LLC v.
Stotzfredenhagen Industries, Inc., et al., case No. 11-0052, ("VW
Litigation"). The VW Litigation remains pending, but has been
stayed and put on an administrative hold by the Tennessee Chancery
Court as a result of the bankruptcy filings by Stotz and the
Debtor.

Fabrication & Mechanical Service, LLC ("FMS") was formed as a South
Carolina limited liability company on April 10, 2014.  Clarissa
Blum is the sole owner of FMS. Following the break from Industrie
Service, GmbH, EquipMax Finance, LLC ("EMF") was formed to lease
necessary equipment and real property for operations to the Debtor
for use in providing service to FMS. EMF is owned by Florian Gleibs
who is employed in the administration of the Debtor.

During the period from 2011 through 2016, the Debtor operated on
loans from the Clarissa Blum, Hansjuergen Blum, Binder & Blum,
EquipMax Finance, and FMS in excess of $4 million dollars in order
to maintain essential operations.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.S.C. Case No. 17-02995) on June 16, 2017.
Hansjuergen Blum, chief director officer and owner, signed the
petition.  At the time of the filing, the Debtor disclosed $1.58
million in assets and $9.2 million in liabilities.

Judge Helen E. Burris presides over the case. McCarthy, Reynolds &
Penn LLC is the Debtor's legal counsel.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Industrie Service, LLC, as of
July 13, according to a court docket.

On June 16, 2017, the Debtor filed an Adversary Complaint against
the United States of America requesting injunctive relief, such
that the IRS would no longer be able to levy upon the accounts of
FMS. The adversary proceeding was styled as Industrie Service, LLC
v. United States of America, Adv. Pro. No. 17-80059-hb.


INFINITY CUSTOM: Hires Latham Shuker as Counsel
-----------------------------------------------
Infinity Custom Homes, LLC, seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Latham Shuker Eden & Beaudine, LLP, as counsel to the Debtor.

Infinity Custom requires Latham Shuker to:

   a. advise the Debtor as to its rights and duties in the
      Chapter 11 case;

   b. prepare pleadings related to the bankruptcy case, including
      a disclosure statement and a plan of reorganization; and

   c. take any and all other necessary action incident to the
      proper preservation and administration of the estate.

Latham Shuker will be paid at these hourly rates:

     Attorneys                  $575
     Paralegals                 $105

Prior commencement of the case, the Debtor paid Latham Shuker an
advance fee of $30,000 for post-petition services and expenses in
connection with the bankruptcy case. The Debtor paid Latham Shuker
$20,000 on a current basis, for services rendered and costs
incurred prior to commencement of the bankruptcy case.

Latham Shuker will also be reimbursed for reasonable out-of-pocket
expenses incurred.

R. Scott Shuker, partner of Latham Shuker Eden & Beaudine, LLP,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Latham Shuker can be reached at:

     R. Scott Shuker, Esq.
     Daniel A. Velasquez, Esq.
     LATHAM SHUKER EDEN & BEAUDINE, LLP
     111 N. Magnolia Ave., Suite 1400
     Orlando, FL 32801
     Tel: (407) 481-5800
     Fax: (407) 481-5801
     E-mail: rshuker@lseblaw.com
     dvelasquez@lseblaw.com

                 About Infinity Custom Homes

Infinity Custom Homes, LLC, headquartered in Winter Park, Florida,
is engaged in activities related to real estate. Its principal
assets are located at 1761 Legion Drive; 1550 Hibiscus Avenue; 1640
Oneco Avenue; and 130 W lake Sue Avenue.

Infinity Custom Homes, LLC, based in Winter Park, FL, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 18-00622) on Feb. 2,
2018.  In the petition signed by David P. Croft, manager, the
Debtor estimated $1 million to $10 million in both assets and
liabilities.  R. Scott Shuker, Esq., at Latham Shuker Eden &
Beaudine, LLP, serves as bankruptcy counsel.


ION GEOPHYSICAL: Invesco Ltd. Has 7.8% Stake as of Dec. 29
----------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Invesco Ltd. disclosed that as of Dec. 29, 2017, it
beneficially owns 924,292 shares of common stock of ION Geophysical
Corp, constituting 7.8 percent of the shares outstanding.  A
full-text copy of the regulatory filing is available for free at
https://is.gd/9RbXTi

                            About ION

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

ION Geophysical reported a net loss attributable to the Company of
$30.24 million for the year ended Dec. 31, 2017, compared to a net
loss attributable to the Company of $65.14 million for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, Ion Geophysical had
$301.06 million in total assets, $270.26 million in total
liabilities and $30.80 million in total stockholders' equity.

                           *    *    *

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

In May 2016, Moody's Investors Service affirmed ION Geophysical's
'Caa2' Corporate Family Rating, and affirmed and appended its
Probability of Default Rating (PDR) at 'Caa2-PD/LD'.  ION's 'Caa2'
reflects its exposure to the highly volatile and cyclical seismic
sector, which is currently in the midst of a severe sector
down-turn, pressuring ION's earnings and cash flow generation.


JUSTICE FARMS: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Justice Farms, LLC, as of Feb.
13, according to a court docket.

Justice Farms, LLC, is a privately held company in Ashland City,
Tennessee engaged in the business of crop planting.  The Company is
the fee simple owner of house, outbuildings and farmland on 79
acres property located at 1724 Neptune Road, Ashland City, TN,
37015 valued by the company at $250,000.  Justice Farms' gross
revenue amounted to $1.4 million in 2016 and $825,615 in 2017.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Tenn. Case No. 18-00064) on Jan. 4, 2018, disclosing $950,610 in
total assets and $1.26 million in total liabilities.  The petition
was signed by John Justice, managing member.

Judge Marian F Harrison presides over the case.

Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz serves as the
Debtor's bankruptcy counsel.


K&A GLOBAL: March 21 Plan Confirmation Hearing Set
--------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has approved the first amended disclosure statement explaining K&A
Global Management Company and scheduled the Chapter 11 plan
confirmation hearing for March 21, 2018, commencing at 9:30 a.m.

The deadline by which ballots to accept or reject the Debtor's
Chapter 11 Plan must be returned to, and received by, counsel to
the Debtor, is Feb. 21, 2018.

The deadline by which any party objecting to confirmation of the
Debtor's Chapter 11 Plan must file and serve its objections, and
evidence in support thereof, is Feb. 21, 2018.

The deadline for the Debtor to file its ballot tally, confirmation
brief and evidence in support thereof, is March 7, 2018.

The deadline to file responses to the Debtor's confirmation brief
is March 14, 2018.

                       About K&A Global

Based in Woodland, Hills, California, K&A Global Management Company
filed a voluntary Chapter 11 petition (Bankr. C.D. Cal. Case No.
16-13295) on Nov. 17, 2016.  In the petition signed by COO Maria
Alma Luz Borja, the Debtor estimated $1 million to $10 million in
assets and liabilities.  The case is assigned to Hon. Maureen
Tighe.  Jeffrey S. Shinbrot, Esq., in Beverly Hills, California,
serves as the Debtor's counsel.


KADMON HOLDINGS: Reports Positive Topline Results from KD025 Study
------------------------------------------------------------------
Kadmon Holdings, Inc., announced topline results from an ongoing
Phase 2 clinical trial evaluating KD025, its Rho-associated
coiled-coil kinase 2 (ROCK2) inhibitor, in patients with idiopathic
pulmonary fibrosis (IPF) who were previously treated with or
offered pirfenidone and/or nintedanib.  KD025 was well tolerated
and demonstrated clinical benefit, with a median decline in forced
vital capacity (FVC), a measure of lung function, of 48 mL at week
24, compared to a median decline of 175 mL in patients treated with
best supportive care (BSC), an absolute difference of 127 mL and a
relative difference of 73%.  

"KD025 represents a novel mechanism of action in IPF by inhibiting
ROCK, a central regulator of fibrosis that mediates several
pro-fibrotic responses, including stress fiber formation,
myofibroblast activation and pro-fibrotic gene transcription," said
Kevin F. Gibson, MD, professor and medical director, Dorothy P. and
Richard P. Simmons Center for Interstitial Lung Disease, University
of Pittsburgh Medical Center and lead investigator of the study.
"In this proof-of-concept trial, KD025 has demonstrated clinical
activity at 24 weeks and was well tolerated, with no apparent
safety signals, potentially offering a new option for patients with
IPF."

In the open-label trial (KD025-207), patients who were previously
treated with or offered pirfenidone and/or nintedanib were
randomized 2:1 to receive KD025 400 mg QD monotherapy or BSC.  The
primary endpoints were safety and tolerability of KD025 and change
in FVC from baseline to 24 weeks.  Patients have the option to
continue treatment with KD025 beyond 24 weeks.

As of a data cutoff date of Feb. 1, 2018, 20 evaluable patients
have completed 24 weeks of KD025 treatment, and 9 evaluable
patients in the BSC arm have completed 24 weeks of follow-up.
Approximately 44% of all patients enrolled in the trial had
received prior treatment with pirfenidone and/or nintedanib.
Following are key results:  

   * The median decline in FVC at 24 weeks was 48 mL in the
KD025
     arm, compared to a median decline of 175 mL in the BSC arm, a

     relative difference of 73%.

   * The median decline in FVC % predicted from baseline to week

     24 was 1% in KD025 patients, compared to a median decline of
     2% in BSC patients, a relative difference of 50%.

   * Treatment with KD025 reduced the proportion of patients
who
     experienced IPF progression: At 24 weeks, 20% of KD025
     patients experienced FVC % predicted decline ≥5%, compared
     to 44% of BSC patients, a relative difference of 55%.

   * KD025 patients experienced less FVC decline on an
annualized
     basis relative to the year prior to enrollment: Evaluable
     patients randomized to KD025 had an annualized decline in FVC
     of 126 mL in the year prior to randomization, compared to an
     annualized decline of 32 mL at 24 weeks of KD025 treatment.

   * KD025 was well tolerated, with no drug-related serious
     adverse events.  In addition, 90% of patients who received
     KD025 for 24 weeks have elected to continue KD025 treatment
     beyond week 24.

"We are pleased with today's results, which demonstrate the
activity and tolerability of KD025 in IPF, including in patients
who have received prior therapy with approved agents," said Harlan
W. Waksal, M.D., president and CEO at Kadmon.  "These findings
support the therapeutic potential of ROCK inhibition in IPF and
further validate Kadmon's ROCK inhibitor platform, which is being
applied across programs in fibrotic diseases as well as
inflammatory diseases."

Kadmon plans to present the results from this study at the
American Thoracic Society (ATS) International Conference in May
2018.

                         About KD025

KD025 is a selective oral inhibitor of ROCK2, a signaling pathway
involved in the pathogenesis of multiple chronic diseases.
Published research by Kadmon and academic institutions has
demonstrated that KD025 regulates fibrotic processes and aberrant
immune responses.  Kadmon is conducting Phase 2 clinical trials of
KD025, including in idiopathic pulmonary fibrosis (IPF) and chronic
graft-versus-host disease (cGVHD).

                           About IPF
  
IPF is a progressive fibrotic disease of the lungs, with a median
survival of 3 to 5 years from the time of diagnosis.  IPF is
thought to be caused by repetitive environmental injury to the
lining of the lung airways and the resulting abnormal wound-healing
responses.  IPF patients are in need of new therapies that provide
clinical benefit.

                     About Kadmon Holdings

Kadmon Holdings, Inc. -- http://www.kadmon.com/-- is a
biopharmaceutical company engaged in the discovery, development and
commercialization of small molecules and biologics within
autoimmune and fibrotic diseases, oncology and genetic diseases.
The Company is headquartered in New York, New York.

Kadmon Holdings reported a net loss attributable to common
stockholders of $230.48 million in 2016, a net loss of $147.08
million in 2015, and a net loss  of $64.35 million in 2014.

As of Sept. 30, 2017, Kadmon Holdings had $90.58 million in total
assets, $85.14 million in total liabilities and $5.43 million in
total stockholders' equity.

BDO USA, LLP, in New York, New York, issued a "going concern"
opinion in its report on the consolidated financial statements for
the year ended Dec. 31, 2016, noting that the Company has suffered
recurring losses from operations, expects losses to continue in the
future, has a deficiency in stockholders' equity and has a
contractual obligation to raise $40.0 million of additional equity
capital by the end of the second quarter of 2017 pursuant to the
second amendment to the 2015 Credit Agreement entered into in
November 2016 that raise substantial doubt about its ability to
continue as a going concern.


KEMET CORP: Egan-Jones Hikes FC Senior Unsecured Rating to B+
-------------------------------------------------------------
Egan-Jones Ratings Company, on February 8, 2018, upgraded the
foreign currency senior unsecured rating on debt issued by KEMET
Corporation to B+ from B.

KEMET Corporation was set up in 1919 and now is based in
Simpsonville, South Carolina. The company produces many kinds of
capacitors, such as tantalum, aluminum, multilayer ceramic, film,
paper, polymer electrolytic, and super capacitors.


KINEMED INC: Seeks to Expand FisherBroyles's Scope of Work
----------------------------------------------------------
KineMed, Inc., seeks authority from the U.S. Bankruptcy Court for
the Northern District of California to expand the scope of work of
FisherBroyles, LLP, as special counsel to the Debtor.

The Debtor seeks to expand FisherBroyles' authorized services to
include an additional area of the firm's specialized expertise.
Under the Debtor's proposed reorganization plan, the Debtor will be
reorganized, with a restructured capital structure, and the plan's
terms require the Debtor to develop new documentation for that new
structure, to wit, (a) corporate governance documents such as
bylaws, articles and stock certificates, and (b) documents
necessary to create and perfect security interests in the Debtor's
intellectual property interests. The Debtor's general bankruptcy
counsel does not have such expertise.

The Retention Order allowed the Debtor to pay fees and costs on an
interim basis to FisherBroyles, subject to later application and
approval by the Court, up to a maximum of $5,000 plus expenses per
month, cumulatively. To date, the Debtor has paid FisherBroyles the
total amount of $50,749.17 for postpetition services rendered
pursuant to the Retention Order.

To the best of the Debtor's knowledge the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

FisherBroyles can be reached at:

     Adam K. Whiting
     FisherBroyles, LLP
     Palo Alto Office
     Tel: (650) 351-7236
     E-mail: adam.whiting@fisherbroyles.com

                       About KineMed Inc.

Headquartered in Emeryville, California, KineMed, Inc., has
developed and validated a proprietary drug development platform to
clinically advance drugs more efficiently and with less risk for
later sale/out-license.  The Company is creating a pipeline of high
value drug assets in muscle-wasting and fibrotic diseases.  The
pipeline is focused on Phase 2 trials with synthetic Ghrelin, to
address CKD & muscle wasting in the elderly.

The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Cal. Case No. 16-41241) on May 4, 2016, estimating its assets at
between $10 million and $50 million and debts at between $1 million
and $10 million.  David M. Fineman, chairman and CEO, signed the
petition.

Judge Roger L. Efremsky presides over the case.

Merle C. Meyers, Esq., at Meyrs Law Group, PC, serves as the
Debtor's bankruptcy counsel; and FisherBroyles, LLP, as special
counsel.


KONA GRILL: Granahan No Longer a Shareholder as of Dec. 31
----------------------------------------------------------
Granahan Investment Management, Inc., disclosed in a Schedule 13G/A
filed with the Securities and Exchange Commission that as of Dec.
31, 2017, it ceases to beneficially own shares of common stock of
Kona Grill, Inc.  A full-text copy of the regulatory filing is
available for free at https://is.gd/7vRzhH

                        About Kona Grill

Kona Grill, Inc., headquartered in Scottsdale, Arizona, Kona Grill,
Inc. --
http://www.konagrill.com/-- currently owns and operates 45 upscale
casual restaurants in 23 states and Puerto Rico.  The Company's
restaurants offer freshly prepared food, attentive service, and an
upscale contemporary ambiance.  The Company's high-volume upscale
casual restaurants feature a global menu of contemporary American
favorites, sushi and specialty cocktails.  Its menu items are
prepared from scratch at each restaurant location and incorporate
over 40 signature sauces and dressings, creating memorable flavor
profiles that appeal to a diverse group of customers.  Its diverse
menu is complemented by a full service bar offering a broad
assortment of wines, specialty cocktails, and beers.

Kona Grill reported a net loss of $21.62 million for the year ended
Dec. 31, 2016, following a net loss of $4.49 million for the year
ended Dec. 31, 2015.  As of Sept. 30, 2017, Kona Grill had $103.59
million in total assets, $85.61 million in total liabilities and
$17.97 million in total stockholders' equity.

"The Company has incurred losses resulting in an accumulated
deficit of $67.3 million, has a net working capital deficit of $6.9
million and outstanding debt of $38.0 million as of September 30,
2017.  These conditions together with recent debt covenant
violations and subsequent debt covenant waivers and debt
amendments, raise substantial doubt about the Company's ability to
continue as a going concern.  The ability to continue as a going
concern is dependent upon the Company generating profitable
operations, improving liquidity and reducing costs to meet its
obligations and repay its liabilities arising from normal business
operations when they become due.  While the Company believes that
its existing cash and cash equivalents as of September 30, 2017,
coupled with its anticipated cash flow generated from operations,
will be sufficient to meet its anticipated cash requirements, there
can be no assurance that the Company will be successful in its
plans to increase profitability or to obtain alternative financing
on acceptable terms, when required or if at all," the Company
stated in its quarterly report for the period ended Sept. 30, 2017.


KONA GRILL: RBC Global Ceases as Shareholder as of Dec. 31
----------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, RBC Global Asset Management (U.S.) Inc. disclosed that
as of Dec. 31, 2017, it no longer beneficially owns shares of
common stock of Kona Grill, Inc.  A full-text copy of the
regulatory filing is available at https://is.gd/FcNx1I

                      About Kona Grill

Kona Grill, Inc., headquartered in Scottsdale, Arizona, Kona Grill,
Inc. -- http://www.konagrill.com/-- currently owns and operates 45
upscale casual restaurants in 23 states and Puerto Rico.  The
Company's restaurants offer freshly prepared food, attentive
service, and an upscale contemporary ambiance.  The Company's
high-volume upscale casual restaurants feature a global menu of
contemporary American favorites, sushi and specialty cocktails.
Its menu items are prepared from scratch at each restaurant
location and incorporate over 40 signature sauces and dressings,
creating memorable flavor profiles that appeal to a diverse group
of customers.  Its diverse menu is complemented by a full service
bar offering a broad assortment of wines, specialty cocktails, and
beers.

Kona Grill reported a net loss of $21.62 million for the year ended
Dec. 31, 2016, following a net loss of $4.49 million for the year
ended Dec. 31, 2015.  As of Sept. 30, 2017, Kona Grill had $103.59
million in total assets, $85.61 million in total liabilities and
$17.97 million in total stockholders' equity.

"The Company has incurred losses resulting in an accumulated
deficit of $67.3 million, has a net working capital deficit of $6.9
million and outstanding debt of $38.0 million as of September 30,
2017.  These conditions together with recent debt covenant
violations and subsequent debt covenant waivers and debt
amendments, raise substantial doubt about the Company's ability to
continue as a going concern.  The ability to continue as a going
concern is dependent upon the Company generating profitable
operations, improving liquidity and reducing costs to meet its
obligations and repay its liabilities arising from normal business
operations when they become due.  While the Company believes that
its existing cash and cash equivalents as of September 30, 2017,
coupled with its anticipated cash flow generated from operations,
will be sufficient to meet its anticipated cash requirements, there
can be no assurance that the Company will be successful in its
plans to increase profitability or to obtain alternative financing
on acceptable terms, when required or if at all," the Company
stated in its quarterly report for the period ended Sept. 30, 2017.


L & E RANCH: Hires Chaney Brooks as Real Estate Broker
------------------------------------------------------
L & E Ranch LLC seeks authority from the U.S. Bankruptcy Court for
the District of Hawaii to employ Chaney Brooks & Company, LLC,
d/b/a Cushman & Wakefield ChaneyBrooks, as real estate broker to
the Debtor.

L & E Ranch requires Chaney Brooks to market and sell the Debtor's
property located at Pulehu Road, Kula, HI 96790, known as Kula
Ranch Estates Subdivision Property consisting of Second Division
Tax Map Key 2-2-02-17 and 2-3-02-4.

Chaney Brooks will be paid a commission of 3% of the sales price.

Joseph T. Haas, managing director of Chaney Brooks & Company,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Cushman & Wakefield can be reached at:

     Joseph T. Haas
     CHANEY BROOKS & COMPANY, LLC,
     D/B/A CUSHMAN & WAKEFIELD CHANEYBROOKS
     1440 Kapiolani Blvd., Suite 1010
     Honolulu, HI 96814
     Tel: (808) 544-1600
     Fax: (808) 544-9574

                       About L & E Ranch

L & E Ranch LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Hawaii Case No. 17-01184) on Nov. 10,
2017.  Judge Robert J. Faris presides over the case.  Steven
Guttman of Kessner Umebayashi Bain & Matsunaga is the Debtor's
legal counsel.


LAKE NAOMI REAL ESTATE: To Pay IRS 1.67% Monthly at 3% Interest
---------------------------------------------------------------
Lake Naomi Real Estate, Inc., filed with the U.S. Bankruptcy Court
for the Middle District of Florida a small business amended
disclosure statement describing its amended plan of reorganization
dated Sept. 18, 2017.

The amended plan proposes to pay the priority unsecured claim of
the Internal Revenue Service 1/60th or 1.67% of the allowed
priority unsecured claim per month plus the greater of 3% simple
interest or statutory interest on the outstanding principal balance
for a period of 60 months from the date of filing, whichever is
greater or as is agreed upon by the parties.

Current equity will continue to manage the Debtor
post-confirmation. Thomas W. Fiers will continue to operate as
president of the Debtor.

A copy of the Amended Disclosure Statement is available at:

     http://bankrupt.com/misc/pamb5-17-03138-116.pdf

A copy of the Amended Plan is available at:

     http://bankrupt.com/misc/pamb5-17-03138-117.pdf

                   About Lake Naomi Real Estate

Lake Naomi Real Estate, Inc., filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 17-02419) on March 24, 2017, listing under $1
million in both assets and liabilities, and is represented by Buddy
D. Ford, Esq., at Buddy D. Ford, P.A., and David J. Harris, Esq.

The Debtor's Chapter 11 case was transferred to the U.S. Bankruptcy
Court for the Middle District of Pennsylvania on July 31, 2017.
The case number is 17-03138.


LAYNE CHRISTENSEN: Cetus Capital III Has 8.9% Stake as of Dec. 31
-----------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, the following entities disclosed beneficial ownership
of shares of common stock of Layne Christensen Company as of Dec.
31, 2017:

                                        Shares      Percentage
                                     Beneficially      of
  Reporting Persons                      Owned       Shares
  -----------------                  ------------   ----------
Cetus Capital II, LLC                  301,397        1.5%
Cetus Capital III, L.P.               1,855,179       8.9%
Littlejohn Opportunities Master Fund   584,395        2.9%
VSS Fund, L.P.                         499,411        2.5%
OFM II, L.P.                           232,901        1.2%

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

                       https://is.gd/gaWtW0

                    About Layne Christensen

Layne Christensen Company -- http://www.layne.com/-- is a global
water management and services company, with more than 130 years of
industry experience, providing solutions to address the world's
water, minerals and infrastructure challenges.  The company's
customers include government agencies, investor-owned utilities,
industrial companies, global mining companies, consulting
engineering firms, heavy civil construction contractors, oil and
gas companies, power companies and agribusiness.  Layne Christensen
operates on a geographically dispersed basis, with approximately 72
sales and operations offices located throughout North America,
South America, and through our affiliates in Latin America.  Layne
maintains executive offices at 1800 Hughes Landing Boulevard, Suite
800, The Woodlands, Texas 77380.

Layne Christensen reported a net loss of $52.23 million for the
year ended Jan. 31, 2017, a net loss of $44.80 million for the year
ended Jan. 31, 2016, and a net loss of $109.32 million for the year
ended Jan. 31, 2015.  As of Oct. 31, 2017, Layne Christensen had
$389.47 million in total assets, $335.43 million in total
liabilities and $54.03 million in total equity.

"With respect to our 4.25% Convertible Notes, we have retained
advisors to assist us in evaluating alternatives and raising
capital to refinance or extend our debt to a date beyond October
15, 2019, and eliminate the accelerating maturity provisions of the
8.0% Convertible Notes.  We believe the refinance or extension of
our debt is likely based on current on-going discussions with
existing and new potential lenders, our improving financial
performance and credit quality, and the fact that our stock price
is above the $11.70 conversion price for the 8% Convertible Notes.
Although we believe these refinancing options are viable and
likely, because our plans to refinance or restructure our debt have
not been finalized, and therefore are not in our control (in part,
due to the fact that neither of our Convertible Notes can be
prepaid or have redemption provisions prior to February 2018),
these plans are not considered probable under the new standard.
Consequently, per the standard, these conditions, in the aggregate,
raise substantial doubt about our ability to continue as a going
concern within one year after the date these financial statements
are filed," said the Company in its quarterly report for the period
ended Oct. 31, 2017.


LEGAL COVERAGE: Hires Wipfli LLP as Tax Advisor
-----------------------------------------------
The Legal Coverage Group, Ltd., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to employ
Wipfli LLP, as tax advisor to the Debtor.

Legal Coverage requires Wipfli LLP to:

   a. complete the audit of the financial statements for the year
      ended December 31, 2016 and 2017;

   b. provide advisory services; and

   c. prepare or complete any additional tax, advisory and attest
      work as required during the pendency of the Chapter 11
      Case.

Wipfli LLP will be paid at these hourly rates:

     Partners               $425 to $475
     Senior Managers        $310 to $360
     Managers               $250 to $300
     Senior Staff           $215 to $235
     Staff                  $135 to $155
     Clerical Staff          $90 to $120

Wipfli LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Colleen Cooke-Varallo, a partner at Wipfli LLP, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Wipfli LLP can be reached at:

         Colleen Cooke-Varallo
         WIPFLI LLP
         2 West Baltimore Avenue
         Media, PA 19063
         Tel: (610) 565-3930

                 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.


LIBERTY ASSET MGT: Committee Seeks Court Approval of Disclosures
----------------------------------------------------------------
According to a notice, the Official Unsecured Creditors' Committee
for Liberty Asset Management Corporation filed a motion asking the
U.S. Bankruptcy Court for the Central District of California to
approve its disclosure statement in support of its proposed plan of
liquidation dated Jan. 31, 2018.

A hearing will be held on April 3, 2018, at 11:00 a.m. before the
Honorable Ernest M. Robles, United States Bankruptcy Judge, in
Courtroom 1568 at 255 E. Temple St., Los Angeles, California to
consider the motion.

The Plan Proponent submits that the Court should fix May 23, 2018,
a date that will be two weeks prior to the Confirmation Hearing, as
the last day to file and serve objections to the Plan.

The Plan Proponent requests that the Court should fix May 30, 2018,
a date that will be one week prior to the Confirmation Hearing, as
the last day to file and serve a reply, if any , to objections to
the Plan.

The Plan Proponent requests a hearing on confirmation of the Plan
be scheduled for June 6, 2018. The Plan Proponent desires to have
the Plan confirmed as expeditiously as reasonably possible because
of the substantial benefits which will be attained by the prompt
resolution of the case.

The Plan Proponent submits that the Disclosure Statement contains
adequate information to enable a party to make an informed judgment
about how to vote on the Plan and, therefore, requests that,
pursuant to Bankruptcy Rule 3017(b), the Court approve the
Disclosure Statement as containing “adequate information” as
defined in section 1125(a) of the Bankruptcy Code.

                 About Liberty Asset Management

Before ceasing operations, West Covina, California-based Liberty
Asset Management Corporation was a real estate management company.
Its mission was to seek out real estate opportunities throughout
Northern and Southern California, invest in such opportunities, and
manage them.

Liberty Asset Management Corporation filed for Chapter 11
protection (Bankr. C.D. Cal. Case No. 16-13575) on March 21, 2016.
The Debtor estimated assets at $100 million to $500 million and
debt at $50 million to $100 million.  The petition was signed by
Benjamin Kirk, CEO.

The Debtor tapped Leven Neale Bender Yoo & Brill LLP, as counsel.
The Debtor also engaged SierraConstellation Partners LLC, as
restructuring management advisor, and Lawrence R. Perkins, as chief
restructuring officer.

The Office of the U.S. Trustee on April 27, 2016, appointed three
creditors to serve on an official committee of unsecured creditors.
The Committee tapped Jeremy V. Richards, Esq., John D. Fiero,
Esq., Gail S. Greenwood, Esq., and Victoria A. Newmark, Esq., at
Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as
counsel.  Development Specialists Inc. serves as the Committee's
financial advisor.


LINDA'S CHERRY: Hires Flaster Greenberg as Counsel
--------------------------------------------------
Linda's Cherry Hill, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of New Jersey to
employ Flaster Greenberg P.C., as attorney to the Debtor.

Linda's Cherry requires Flaster Greenberg to represent the Debtor
in the Chapter 11 Proceeding, including, but not limited to,
preparation of petition, first-day motions, all pleadings required
through Chapter 11 case, plan of reorganization and disclosure
statement.

Flaster Greenberg will be paid at these hourly rates:

     Partners               $510 to $560
     Associates             $300 to $365
     Paralegals             $185 to $260

The Debtor has paid Flaster Greenberg a retainer of $7,500.  The
Debtor's principal has agreed to pay the filing fee in the Chapter
11 case.

Flaster Greenberg will also be reimbursed for reasonable
out-of-pocket expenses incurred.

E. Richard Dressel, member of Flaster Greenberg P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Flaster Greenberg can be reached at:

     E. Richard Dressel, Esq.
     FLASTER GREENBERG P.C.
     1810 Chapel Avenue West
     Cherry Hill, NJ 08002-4609
     Tel: (856) 661-2280

                   About Linda's Cherry Hill

Linda's Cherry Hill, LLC, and Linda the Bra Lady --
https://www.lindasonline.com/ -- are privately held companies that
operate lingerie stores selling bras, underwear, shapewear, and bra
accessories at their New York City and Cherry Hill, NJ locations.
The Companies specialize in maternity bras, sports bras, mastectomy
department, bridal bras, bikini tops and waist cinchers.  They
offer brands like Simone Perele, Elila Bras, Affinitas Intimates,
Curvy Kate, Miss Mandalay and Shock Absorber.

Linda's Cherry Hill, LLC, based in Cherry Hill, NJ, and its
debtor-affiliates, filed a Chapter 11 petition (Bankr. D.N.J. Lead
Case No. 18-12468) on Feb. 7, 2018.  

In its petition, Linda's Cherry Hill's estimated $50,000 to
$100,000 in assets and $1 million to $10 million in liabilities;
Linda the Bra Lady's estimated $100,000 to $500,000 and $1 million
to $10 million in liabilities. The petition was signed by Linda
Becker, manager.

The Hon. Jerrold N. Poslusny Jr. presides over the case.

E. Richard Dressel, Esq., at Flaster Greenberg P.C., serves as
bankruptcy counsel the Debtor.


LITTLE SAIGON: Court Approves 1st Amended Disclosure Statement
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has approved the first amended disclosure statement explaining
Little Saigon Supermarket, LLC's first amended Chapter 11
liquidating plan.

The U.S. Trustee, Jasmine Hoa Nguyen, and National Commercial
Recovery, Inc., objected to the approval of the Disclosure
Statement.  The Court overruled the objections.

As previously reported by The Troubled Company Reporter, the Debtor
sought and obtained authority from the to sell substantially all of
its assets and property, which includes a liquor license and all of
its rights and interests in that 15-year lease with HMZ Retail, LP,
concerning the commercial real property located at 10932
Westminster Ave., Garden Grove, California, to Lucky Taro, Inc. for
$600,000.

M.s Ngyuyen's West Mountain Investment, Inc., served as the Back-Up
Bid and offered to purchase the Assets for a cash purchase price of
$650,000.

               About Little Saigon Supermarket

Little Saigon Supermarket, LLC, was formed in August 2015 to
develop and operate a Vietnamese supermarket.  Little Saigon on
Nov. 11, 2015, it entered into 15-year lease with HMZ Retail, LP,
concerning the commercial real property located at 10932
Westminster Ave., Garden Grove, California.  Thereafter, it spent
approximately, one year and $1,800,000 in cash designing,
developing and building out the space for a Vietnamese supermarket.
On Dec. 3, 2016, Little Saigon opened the "Farmer's Garden
Supermarket.  The Westminster address is a central location for the
Vietnamese community in Orange County.

Sun Valley Management, LLC ("SVM") is Little Saigon's Manager and
its sole Class A member.  Huy Dinh Le and Vo Thi Hong Truc are its
Class B members by virtue of their investment under the U.S.
Citizenship and Immigration Services EB-5 Immigrant Investor
Program.

The Market opened in December 2016 and initially operated at a
profit, generating gross sales in its first month of $724,180.
However, gross sales began to drop and along with it, the Market's
profitability.  Having difficulty meeting payroll and falling
behind to vendors, on June 7, 2017, at a Managers meeting of SVM,
the Managers voted to, among other things, (i) close the Market and
start liquidation; (ii) designate Peter Nguyen as the Debtor's
authorizes Representative; and (iii) file for bankruptcy.  On June
26, 2017, the Market closed its doors.

Little Saigon Supermarket sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 17-20227) on Aug. 20, 2017.  Elaine V. Nguyen, Esq.,
at Weintraub Selth and Nguyen, APC, serves as general bankruptcy
counsel to the Debtor.


LTI HOLDINGS: S&P Affirms 'B-' CCR on Action Fabricators Deal
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Modesto, Calif.-based diversified specialty components manufacturer
LTI Holdings Inc. (operating as Boyd Corp.). The outlook is revised
to positive from stable.

S&P said, "At the same time, we assigned our 'B-' issue-level and
'3' recovery ratings to LTI's proposed $210 million incremental
first-lien term loan facility. The '3' recovery rating indicates
our expectation for meaningful (50%-70%; rounded estimate: 50%)
recovery in a payment default scenario.

"We also affirmed our 'B-' issue-level and '3' recovery ratings on
LTI's $805 million first-lien term loan facility (consisting of a
$730 million first-lien term loan and a $75 million revolving
credit facility). The '3' recovery rating indicates our expectation
for meaningful (50%-70%; rounded estimate: 50%) recovery in a
payment default scenario.

"Lastly, we affirmed our 'CCC+' issue-level and '5' recovery
ratings on the company's proposed $285 million second-lien term
loan. The '5' recovery rating indicates our expectation for modest
(10%-30%; rounded estimate: 10%) recovery in the event of a payment
default."

The company plans to use the proceeds from the incremental term
loan to fund the purchase of Action Fabricators. S&P expects the
transaction to close by Feb. 28.

S&P said, "Our rating affirmation reflects our belief that while
the transaction increases the company's leverage ratios modestly in
the near term, it may prove to be complementary to its operational
performance--resulting in additional cash flow, some operational
synergies, and increased scale.

"The positive outlook reflects our expectation that LTI will
continue to increase revenues and EBITDA through the integration of
Action Fabricators and organic growth supported by favorable demand
from its mobile computing and consumer electronic end markets. We
expect that EBITDA growth and positive free cash flow will improve
leverage, with our adjusted debt to EBITDA reaching about 6x in the
next 12 months. The positive outlook also speaks to our belief that
LTI will remain acquisitive to increase scale, pursuing modest-size
bolt-on acquisitions, with overall leverage remaining in the 6x
area.

"We could raise our ratings in the next 12 months if LTI further
improves in credit metrics such that leverage declines below 6.5x
on a sustained basis. In this scenario, LTI would need to
demonstrate a financial policy that supports leverage at this level
despite a growth strategy through acquisitions.

"We could revise our outlook to stable if improvement in credit
metrics stalls or reverses from the loss of key customers or
reduced demand for the company's key products, or challenges
related to the integration of Action. An outlook revision could
also result from LTI pursuing a large debt-funded acquisition such
that leverage increases toward 7x and we see no clear path to
deleveraging."


LUCKY DRAGON: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Lucky Dragon Hotel & Casino, LLC
           dba Cha Garden
           dba Pearl Ocean
           dba Center Bar
           dba VIP Bar LDHC
        300 W. Sahara Avenue
        Las Vegas, NV 89102

Business Description: Lucky Dragon Hotel & Casino, LLC owns the
                      Lucky Dragon Hotel and Casino, an Asian-
                      themed boutique hotel and locals casino
                      located on 2.5 acres of land at 300 West
                      Sahara Avenue, near the Las Vegas Strip, in
                      Las Vegas, Nevada.

Chapter 11 Petition Date: February 16, 2018

Case No.: 18-10792

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. Laurel E. Davis

Debtor's Counsel: Bryan A. Lindsay, Esq.
                  SCHWARTZ FLANSBURG PLLC
                  6623 Las Vegas Blvd. So., Ste 300
                  Las Vegas, NV 89119
                  E-mail: bryan@nvfirm.com

                    - and -

                  Samuel A. Schwartz, Esq.
                  SCHWARTZ FLANSBURG PLLC
                  6623 Las Vegas Blvd. So., Ste 300
                  Las Vegas, NV 89119
                  Tel: (702) 385-5544
                  Fax: (702) 385-2741
                  E-mail: sam@nvfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Andrew S. Fonfa, managing member of
Eastern Investments, LLC.

A full-text copy of the petition, along with a list of 20 largest
unsecured creditors, is available for free at
http://bankrupt.com/misc/nvb18-10792.pdf


MATTEL INC: Egan-Jones Lowers Senior Unsec. Debt Rating to BB-
--------------------------------------------------------------
Egan-Jones Ratings Company, on February 8, 2018, downgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Mattel, Inc. to BB- from BB.

Mattel, Inc. is an American multinational toy manufacturing company
founded in 1945 with headquarters in El Segundo, California.


MAXELWAY LLC: Hires Kell C. Mercer as Bankruptcy Counsel
--------------------------------------------------------
Maxelway LLC, seeks authority from the U.S. Bankruptcy Court for
the Western District of Texas to employ Kell C. Mercer, P.C., as
bankruptcy counsel to the Debtor.

Maxelway LLC requires Kell C. Mercer to:

   a. advise the Debtor with respect to its rights, duties and
      powers in the Bankruptcy Case;

   b. advise the Debtor regarding compliance with United States
      Trustee guidelines;

   c. assist and advise the Debtor in its consultations with
      creditors and parties in interest relating to the
      administration of the Bankruptcy Case;

   d. attend meetings and negotiate with representatives of
      creditors and other parties in interest;

   e. assist and advise the Debtor as to its communications, if
      any, to the general creditor body regarding significant
      matters in the Bankruptcy Case;

   f. represent the Debtor at all necessary hearings and other
      proceedings;

   g. review, analyze, and advise the Debtor with respect to
      applications, orders, statements of operations and
      schedules filed with the Court;

   h. assist the Debtor in preparing pleadings and applications
      as may be necessary in furtherance of the Debtor's
      interests and objectives; and

   i. perform such other legal services as may be required and
      are deemed to be in the interests of the Debtor in
      accordance with the Debtor's powers and duties as set forth
      in the Bankruptcy Code.

Kell C. Mercer will be paid at the hourly rate of $400. Kell C.
Mercer will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Kell C. Mercer, partner of Kell C. Mercer, P.C., assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Kell C. Mercer can be reached at:

     Kell C. Mercer, Esq.
     KELL C. MERCER, P.C.
     1602 E. Cesar Chavez Street
     Austin, TX 78702
     Tel: (512) 627-3512
     Fax: (512) 597-0767
     E-mail: kell.mercer@mercer-law-pc.com.

                      About Maxelway LLC

Maxelway, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tex. Case No. 17-10004) on Jan. 2, 2017.  In the
petition signed by Jeanette Ryan, its member, the Debtor estimated
assets of less than $1 million and liabilities of less than
$500,000.  

The Debtor is operating its business and managing its property as
debtor in
possession.  No trustee, examiner, or committee has been appointed
in this matter.

The Debtor originally tapped Guillermo Ochoa of The Cronfel Firm as
its bankruptcy counsel but counsel later said that it is
withdrawing.  In February 2018, the Debtor filed an application to
hire Maxelway LLC as bankruptcy counsel.
Nicholas Bressi is serving as special counsel.


MERITOR INC: Fitch Raises Long-Term IDR to BB-; Outlook Stable
--------------------------------------------------------------
Fitch Ratings has upgraded Meritor, Inc.'s (MTOR) Long-Term Issuer
Default Rating (IDR) to 'BB-' from 'B+'. Fitch has also upgraded
the rating on MTOR's senior unsecured notes, including its
convertible notes, to 'BB-'/'RR4' from 'B+'/'RR4'. In addition,
Fitch has affirmed MTOR's secured revolving credit facility rating
at 'BB+'/'RR1'. A full list of rating actions follows at the end of
this release. MTOR's ratings apply to a $525 million secured ABL
revolving credit facility and $822 million in senior unsecured
notes. The Rating Outlook is Stable.

KEY RATING DRIVERS

The upgrade of MTOR's ratings is driven by the significant
improvement in the company's credit profile over the past year.
Much of this was accomplished in the fiscal first quarter of
FY2018, as the company used proceeds from the sale of its 50% stake
in the Meritor WABCO Vehicle Control Systems (Meritor WABCO) joint
venture to permanently reduce long-term debt. In addition, over the
past several years MTOR has improved its operational flexibility,
which has allowed it to produce consistently positive annual FCF,
despite large swings in North American Class 8 truck demand over
that time.

Recent new business wins have expanded and diversified MTOR's
global customer base and have given Fitch increased confidence that
the company will be able to grow its top line in excess of the rate
of global truck production over the intermediate term, while
helping to protect the business during regional downturns. Overall,
the company's lower debt, consistently solid FCF and increased
revenue diversification have meaningfully lowered the risk in its
credit profile. Over the longer term, MTOR's recent acquisition of
a stake in Transportation Power, Inc. (TransPower) will provide it
with further opportunities in the market for electrified commercial
vehicles.

Despite the improvements to MTOR's operations and credit profile,
Fitch continues to have several significant rating concerns. Chief
among these remains the extreme cyclicality of the global
commercial truck and off-highway vehicle markets. North American
Class 8 truck production in FY2017 was down about 6% from FY2016
and about 28% from the most recent cyclical peak reached only two
years before in FY2015.

This heavy demand volatility can make credit profile improvement
challenging and increases the importance of maintaining relatively
conservative mid-cycle credit metrics. However, MTOR has
demonstrated an ability over the past several years to grow margins
and generate positive FCF through both the peaks and troughs of the
Class 8 cycle. This represents an important improvement from
previous cycles, when the company's margins were pressured at both
the top and the bottom of the cycle.

Other rating concerns include heavy competition in the commercial
truck driveline sector, particularly in North America, as well as
volatile raw material costs, which can pressure margins despite
pass-through mechanisms in many customer contracts. MTOR's
heightened interest in potential acquisition opportunities and
occasional share repurchases are also concerns, although Fitch
expects the company to remain focused on the leverage targets in
its M2019 strategic plan, mitigating the likelihood of debt-funded
repurchase activity.

Following the successful completion of its M2016 strategic plan at
year-end FY2016, MTOR put in place a new three-year plan called
M2019 that runs through year-end FY2019. M2019 is comprised of a
number of operational, financial and marketing initiatives, with
three headline performance targets: 1) grow cumulative revenue more
than 20% above market, 2) increase adjusted EPS by $1.25, and 3)
reduce net leverage (net debt to adjusted EBITDA based on MTOR's
calculations) to below 1.5x, while returning 25% of FCF to
shareholders.

With its progress to date, MTOR appears to be on-track to achieving
the M2019 targets. The turnaround in the North American Class 8
truck market will help, but the company has also achieved some
important business wins in other markets, particularly in China.
From a credit perspective, MTOR's decision to sell its stake in
Meritor WABCO and use the proceeds for debt reduction significantly
accelerated its progress toward achieving its M2019 net leverage
target, which stood at 1.8x (according to MTOR's calculations) at
Dec. 31, 2017, only 0.3x above the level it plans to achieve by
year-end FY2019. Based on Fitch's calculations, gross EBITDA
leverage declined by nearly a full turn in the first quarter of
FY2018 to 3.0x at Dec. 31, 2017 from 3.9x at Sept. 30, 2017.

In September 2017, following a decision by the U.S. Court of
Appeals for the Sixth Circuit, MTOR modified health benefits that
will be paid to certain former United Auto Workers (UAW)
represented employees. As a result of the benefits modification,
MTOR's benefit liability was reduced by $315 million. An associated
reduction in cash benefit payments is expected to improve FCF in
FY2018, with cash benefit payments expected to total of $19 million
in the year versus $32 million in benefit payments made in FY2017.
EBITDA is also expected to improve by about $39 million in FY2018
as a result of the changes.

At year-end FY2017, MTOR sold its 50% stake in Meritor WABCO to its
joint venture partner, WABCO Holdings Inc., for $250 million. MTOR
also received an $8 million final partnership distribution from the
venture just prior to closing on the sale. MTOR used proceeds from
the sale to voluntarily pre-pay debt, including the repayment of
the $175 million in 6.75% senior unsecured notes due 2021 that were
outstanding at Sept. 30, 2017. Following the debt repayment,
balance sheet debt (excluding off-balance sheet receivables)
declined by about 21% to $872 million at Dec. 31, 2017.

Fitch expects MTOR to generate an EBITDA margin (based on Fitch's
calculations) of over 10% in FY2018 and potentially approaching 11%
in FY2019. This could bring EBITDA leverage down to the mid-2x
range within two to three years. Total debt (including $314 million
in off-balance sheet factoring) was about $1.2 billion at Dec. 31,
2017. Fitch expects FFO adjusted leverage to decline to around 4x
at year-end FY2018 from 4.7x at year-end FY2017.

Fitch expects MTOR's EBITDA leverage to decline below 3x by
year-end FY2018 from 3.9x at year-end FY2017 due to the reduction
in debt, as well as an expected increase in EBITDA. Actual EBITDA
leverage was 3.0x at Dec. 31, 2017. Fitch expects EBITDA to rise as
revenue increases on stronger demand conditions in most markets and
as margins improve on higher business levels and cost containment
initiatives. Beyond FY2018, Fitch expects leverage could decline
further, largely due to improved EBITDA as the company continues to
execute on its M2019 objectives.

Fitch expects MTOR to produce positive FCF over the intermediate
term, with FCF margins generally running in the low-single-digit
range. In FY2018, Fitch expects MTOR's FCF to run close to $100
million, with an FCF margin near 3%, as the company benefits from a
stronger North American Class 8 truck market and the profit
improvement initiatives in its M2019 plan. According to Fitch's
calculations, FCF in the LTM ended Dec. 31, 2017 was $85 million,
equal to a 2.4% FCF margin. Fitch expects capital spending as a
percentage of revenue to run in the 2.5% to 3% range over the
intermediate term.

MTOR's pension plans remain well funded. At year-end FY2017, the
company's global plans were 95% funded on a GAAP projected benefit
obligation (PBO) basis, with an unfunded status of only $84
million. The company's U.S. plans were 79% funded, with an
underfunded status of $215 million, while its non-U.S. plans were
overfunded on by $131 million. The company contributed $6 million
to its global pension plans in FY2017, and it expects to contribute
another $6 million to its plans in FY2018. Given MTOR's liquidity
and FCF prospects, Fitch does not currently view the company's
pension plans as a meaningful credit risk.

The 'BB+'/'RR1' ratings on MTOR's secured ABL revolver reflect its
substantial collateral coverage and outstanding recovery prospects
in a distressed scenario. The two-notch uplift from the company's
IDR reflects Fitch's notching criteria for issuers with IDRs in the
'BB' range. At the same time, the 'BB-'/'RR4' ratings on MTOR's
senior unsecured notes, including its convertible notes, reflect
Fitch's expectation that recoveries would be average in a
distressed scenario, consistent with most senior unsecured
obligations of issuers with IDRs in the 'BB' range.

DERIVATION SUMMARY

MTOR is a public capital goods supplier with product lines focused
primarily on driveline components and brakes for commercial
vehicles, off-highway equipment and trailers. Compared with its
primary competitor, Dana Incorporated, MTOR is smaller and fully
focused on the capital goods industry, without any meaningful light
vehicle exposure. However, MTOR generally retains a top-three
market position in most of the product segments where it competes.

Compared with other capital goods and automotive suppliers rated
below investment grade, such as Tenneco Inc. (BB+/Stable), The
Goodyear Tire and Rubber Company (BB/Stable) or Allison
Transmission Holdings, Inc. (BB/Stable), MTOR's leverage is a
little higher and margins are a little lower. MTOR's EBITDA
leverage has generally fluctuated in the high-3x to low-4x range
over the past several years, which is roughly 1x to 1.5x higher
than most issuers in the 'BB' category, but with its recent debt
reduction, Fitch expects leverage to run in the mid-2x to low-3x
range going forward. That said, EBITDA margins recently have been
in the high-single-digit and low-double-digit range and annual FCF
has been consistently positive over the past several years, which
puts the company's credit profile in-line with similar issuers in
the 'BB' category.

KEY ASSUMPTIONS

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

-- Global commercial truck production increases in FY2018 and FY
    2019, particularly in North America, before stabilizing a bit
    in FY2020;
-- Revenue grows solidly in over the next couple of years on
    stronger global truck production and new business wins, with
    more moderate revenue growth in FY2020 and beyond;
-- FCF remains solidly positive over the next several years, with

    FCF margins in the low-single-digit range;
-- Capital expenditures run at about 2.5% of revenue over the
    next several years, in line with recent capital spending
    levels;
-- The company generally maintains year-end cash balances in the
    $125 million to $175 million range, with excess cash used for
    share repurchases or modest acquisitions.

RATING SENSITIVITIES

Future Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Maintaining EBITDA leverage below 3.0x through the cycle;
-- Maintaining FFO adjusted leverage below 4.0x through the
    cycle;
-- Maintaining a FCF margin of 2.0% or higher through the cycle;
-- Maintaining an EBITDA margin above 10% through the cycle.

Future Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- A material deterioration in the global commercial truck or
    industrial equipment markets for a prolonged period;
-- An increase in EBITDA leverage to above 4.0x through the
    cycle;
-- An increase in FFO adjusted leverage to above 5.0x through the

    cycle;
-- A decline in the FCF margin to below 1.0% through the cycle;
-- A decline in the EBITDA margin to below 8.5% through the
    cycle.

LIQUIDITY

Fitch expects MTOR's liquidity to remain adequate over the
intermediate term. The company had $116 million in cash and cash
equivalents at Dec. 31, 2017. This was lower than normal due to the
timing of voluntary debt reduction activities in the fourth quarter
of FY2017 and the first quarter of FY2018, as well as cash paid for
the acquisitions of Fabco Holdings, Inc. and TransPower. Generally,
the company ends its fiscal years with $150 million or more in
cash. In addition to its cash, MTOR has access to a $525 million
secured ABL revolving credit facility that was fully available with
a borrowing base of $726 million and no outstanding borrowings or
letters of credit at Dec. 31, 2017.

Based on its criteria, Fitch has estimated the amount of cash that
it believes MTOR needs to keep on hand to cover seasonal changes in
cash flows without any incremental borrowing, and it treats this
cash as "not readily available" for purposes of calculating net
metrics. Fitch has estimated that MTOR needs to maintain $33
million in cash to cover seasonality, and it has subtracted this
from the $116 million in cash that MTOR recorded at Dec. 31, 2017,
leaving $83 million in readily available cash.

FULL LIST OF RATING ACTIONS

Fitch has taken the following actions on MTOR's ratings:

Meritor, Inc.
-- Long-Term IDR upgraded to 'BB-' from 'B+':
-- Secured revolving credit facility affirmed at 'BB+'/'RR1';
-- Senior unsecured notes upgraded to 'BB-' /'RR4' from 'B+'
    /'RR4'.

The Rating Outlook is Stable.


MIAMI LIMO: Hires Advantage Law Group as Attorney
-------------------------------------------------
Miami Limo Drivers, Inc., seeks authority from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Advantage Law
Group, P.A., as attorney to the Debtor.

Miami Limo requires Advantage Law Group to:

   a. give advice to the Debtor with respect to its powers and
      duties as a debtor in possession and the continued
      management of its business operations;

   b. advise the Debtor with respect to its responsibilities in
      complying with the U.S. Trustee's Operating Guidelines and
      Reporting Requirements and with the rules of the court;

   c. prepare motions, pleadings, orders, applications, adversary
      proceedings, and other legal documents necessary in the
      administration of the case;

   d. protect the interest of the Debtor in all matters pending
      before the court;

   e. represent the Debtor in negotiation with its creditors in
      the preparation of a plan.

Advantage Law Group will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.

Stan L. Riskin, a partner at Advantage Law Group, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Advantage Law Group can be reached at:

     Stan L. Riskin, Esq.
     ADVANTAGE LAW GROUP, P.A.
     20801 Biscayne Blvd., Suite 506
     Aventura, FL 33180
     Tel: (305) 936-8844
     E-mail: stan.riskin@gmail.com

                   About Miami Limo Drivers

Miami Limo Drivers, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Fla. Case No. 18-11356) on Feb. 5, 2018.  The Debtor
estimated up to $50,000 in assets and $500,000 to $1 million in
debt.  The Debtor hired Advantage Law Group, P.A., as attorney.


MONSTER CONCRETE: Seeks Authority to Use Cash on Limited Basis
--------------------------------------------------------------
Monster Concrete and Excavation, Inc., and Monster Concrete, LLC,
seek authorization from the U.S. Bankruptcy Court for the Northern
District of Alabama to use cash collateral on a limited basis to
satisfy those expenses shown on its Budget.

The Debtors seek to use cash collateral as needed to satisfy (a)
those expenses reasonable and necessary to the operation and
maintenance of their businesses as shown on the Budget; (b) the
Statutory Fees; and (c) the allowed fees and expenses payable to
any professional persons retained by an order of the Court.

Through the filing of the chapter 11 case, the Debtors seek to
successfully reorganize their business operations which will allow
them to continue to operate and pay their creditors pursuant to a
confirmed plan.

The business relationship of these Debtors is intertwined insofar
as the assets of Monster Concrete are used in the business
operations of Monster Concrete and Excavation which in turn
generates revenues which it uses to pay its own normal operating
expenses as well as the debts owed by Monster Concrete to Cardinal
Equity and Gibralter Capital Advance.

Pre-petition, Monster Concrete entered into credit transactions
Cardinal Equity and Gibralter Capital Advance. However, neither of
these companies has filed a lien or financing statement claiming
lien in the accounts or accounts receivable. Nonetheless, Debtors
are obviously aware of the "interest" that both Cardinal and
Gibralter purportedly have in the accounts in the accounts
receivable of Monster Concrete although it is unperfected.

The Debtors assert that without such authority to use cash
collateral, they will have to close down without further prospects
of reorganization.

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

         http://bankrupt.com/misc/alnb18-80279-22.pdf

The Debtors are represented by:

            Kevin D. Heard, Esq.
            Heard Ary & Dauro, LLC
            303 Williams Avenue Ste 921
            Huntsville, Alabama 35801
            Telephone: (256) 535-0817
            Email: kheard@heardlaw.com   


                    About Monster Concrete

Based in Huntsville, Alabama, Monster Concrete and Excavation,
Inc., and Monster Concrete, LLC, are involved in the concrete
business and are owned by Steve Williams.

Monster Concrete and Excavation, Inc., and Monster Concrete, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ala. Case No. 18-80279 and 18-80280) on Feb. 1, 2018.  Judge
Clifton R. Jessup, Jr. presides over the cases.  Heard, Ary &
Dauro, LLC, is the Debtors' legal counsel.

The Court has not appointed a trustee or examiner nor has any
official committee been established in the bankruptcy case.



MOUNTAIN CRANE: U.S. Trustee Adds 4 Members to Committee
--------------------------------------------------------
Patrick S. Layng, U.S. Trustee for Region 19, appointed on Feb. 13
additional four creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Mountain Crane
Service LLC.

As reported by the Troubled Company Reporter on Jan. 29, 2018, the
U.S. Trustee on Jan. 25 appointed three creditors to serve on the
Committee -- Trinity Logistics Inc., Coast 2 Coast Logistics, and
Western Heavy Haul, Inc.

The Committee now consists of:

     (1) Trinity Logistics Inc. -- Chairman
         Attn: Douglas Potvin, Chief Financial Officer
         P.O. Box 1620
         Seaford, DE 19973
         Tel: (302) 253-3919
         Fax: (302) 253-0218
         E-mail: doug.potvin@trinitylogistics.com

     (2) Coast 2 Coast Logistics
         Attn: Denis Hickey, Chief Executive Officer
         4003 Crater Lake Hwy
         Medford, OR 97504
         Tel: (541) 201-8934
         E-mail: denis@c2c.us

     (3) Western Heavy Haul, Inc.
         Attn: Frank Porfily, Collections Manager
         P.O. Box 672
         Prineville, OR 97754
         Tel: (541) 447-5643
         Cellphone: (541) 419-9859
         Fax: (541) 447-2190
         E-mail: frankporfily@gmail.com

     (4) Reynolds Rigging & Crane Service, Inc.
         Attn: David F. Finger, CFO
         4981 Cake Parkway
         DeForest, WI 53532
         Tel: (608) 842-2365
         Fax: (608) 630-9785
         E-mail: DFinger@reynoldscrane.com

     (5) Bigge Equipment Co.
         Attn: Joseph W. Nelms, VP
         10700 Bigge Avenue
         San Leandro, CA 94572
         Tel: (510) 638-8100
         Fax: (510) 295-2733
         E-mail: joe@bigge.com

     (6) Leavitt Cranes, USA
         Attn: Thomas Sicklesteel, GM
         3610 Cedardale Road, Suite A
         Mount Vernon, WA 98274
         Tel: (253) 844-3985
         E-mail: Thoms@leavittcranes.com

     (7) Construction Truck & Trailer, Inc.
         Attn: Eric Sugerman, Pres.
         4475 West 2100 South
         West Valley City, UT 84120
         Tel: (801) 977-0801
         Fax: (801) 977-0805
         E-mail: erik@constructiontruckandtrailer.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 Mountain Crane Service

Mountain Crane Service, LLC -- https://www.mountaincrane.com/ --
specializes in refinery turnarounds and has a fleet comprised of
over 100 cranes, and hundreds of other pieces of equipment
dedicated to refineries in Utah, Montana, and Wyoming.  It is
located in Salt Lake City, Utah, with satellite offices and wind
maintenance service locations in Montana, Nevada, Washington,
Idaho, Wyoming, Iowa, Texas and Michigan.

Mountain Crane Service sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 18-20225) on Jan. 12,
2018.  In the petition signed by Paul Belcher, managing member, the
Debtor estimated assets and liabilities of $50 million to $100
million.  Judge Joel T. Marker presides over the case.  

The Debtor hired Cohne Kinghorn, P.C., as its bankruptcy counsel;
and Rocky Mountain Advisory, LLC, as its accountant and financial
advisor.

The U.S. Trustee for Region 19 appointed an official committee of
unsecured creditors on Jan. 25, 2017.  The Committee hired Archer &
Greiner, P.C., as its legal counsel.


MP DIAGNOSTIC: Hires Cohen Legal as Limited Co-counsel
------------------------------------------------------
MP Diagnostic, LTD, seeks authority from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Cohen Legal
Services, PA, as limited co-counsel to the Debtor.

MP Diagnostic requires Cohen Legal to:

   a. prepare motions, pleadings, orders and applications,
      necessary in the administration of the case;

   b. protect the interest of the Debtor in all matters pending
      before the Bankruptcy Court; and

   c. represent the Debtor in negotiation with its creditors in
      the preparation of a Plan.

Cohen Legal will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Rachamin Cohen, partner of Cohen Legal Services, PA, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Cohen Legal can be reached at:

     Rachamin Cohen, Esq.
     COHEN LEGAL SERVICES, PA
     12 SE 7th Street, Suite 805
     Fort Lauderdale, FL 33301
     Tel: (305) 570-2326
     E-mail: rocky@cohenlegalservicesfl.com

                      About MP Diagnostic

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).

MP Diagnostic, Ltd, based in Miami, FL, filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 18-11342) on Feb. 4, 2018.  In the
petition signed by Alvaro Garcia Villegas, managing general
partner, the Debtor estimated $100,000 to $500,000 in assets and $1
million to $10 million in liabilities.  The Hon. Laurel M. Isicoff
presides over the case.  Christian S. Diaz, Esq., at law Office of
Diaz & Associates, P.C., serves as bankruptcy counsel to the
Debtor.  Cohen Legal Services, PA, is limited co-counsel.


NATIONSTAR MORTGAGE: S&P Affirms 'B+' ICR After WMIH Merger Deal
----------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B+' issuer credit rating
on Nationstar Mortgage LLC, subsidiary of Nationstar Mortgage
Holdings Inc. The outlook remains stable.

S&P said, "The recovery rating on Nationstar's notes remains
unchanged at '3', indicating our expectation of a meaningful (55%)
recovery in the event of default, and we affirmed the 'B+' issue
rating.  

"Nationstar Mortgage Holdings Inc. has entered into a merger
agreement with WMIH Corp., and we believe Nationstar, which we
expect to comprise the entirety of the operating businesses of WMIH
Corp. at close, will maintain its relatively strong market position
as one of the largest nonbank mortgage servicers in the U.S. We do
expect leverage to increase as part of the transaction. However,
our rating already incorporated our expectation for higher leverage
because of its majority financial sponsor ownership by funds of
Fortress Investment Group, and so the additional debt burden at
close is neutral to the rating.

"The stable outlook on Nationstar reflects the firm's existing
market position in mortgage origination and servicing, and our
expectations for it to maintain leverage, as measured by debt to
EBITDA, between 4.0x-5.0x.

"We could lower the ratings if the new firm operates at leverage
above 5.0x on a sustained basis. Although less likely, we could
also lower our rating if the firm discloses significant regulatory
or compliance failures. For example, we would likely lower the
rating if the Consumer Financial Protection Bureau contemplates a
substantial enforcement action because of regulatory violations.
We could raise the ratings over the next 12 months if the new
entity operates at leverage well below 4.0x on a sustained basis
and maintains its market position as a mortgage servicer and
originator."


NATURE'S BOUNTY: Bank Debt Trades at 2.28% Off
----------------------------------------------
Participations in a syndicated loan under which Nature's Bounty is
a borrower traded in the secondary market at 97.72
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.94 percentage points from the
previous week. Nature's Bounty pays 350 basis points above LIBOR to
borrow under the $1.5 billion facility. The bank loan matures on
September 30, 2024. Moody's rates the loan 'B1' and Standard &
Poor's gave a 'B' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, February 9.


NEW JERSEY ANTIQUE: Has Final Approval of Disclosure Statement
--------------------------------------------------------------
Judge Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey has issued an order finally approving the
disclosure statement explaining New Jersey Antique & Used Furniture
LLC's plan.

                    About New Jersey Antique

New Jersey Antique & Used Furniture LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 17-12407)
on Feb. 7, 2017, estimating under $500,000 in both assets and
liabilities.  The Debtor hired Broege, Neumann, Fischer & Shaver,
LLC, as legal counsel.  The Debtor also tapped Carlton Realtors as
real estate brokers to market and sell real property located at 42
Main Street, Englishtown, New Jersey for the benefit of the
bankruptcy estate.


NEW PLAN: Fitch Affirms B+ Rating on $32MM 2011A Revenue Bonds
--------------------------------------------------------------
Fitch Ratings has affirmed the following revenue bonds issued by
the Industrial Development Authority of the County of Pima on
behalf of the New Plan Learning, Inc. (NPL) Project at 'B+':

-- $32,575,000 educational facilities revenue bonds series 2011A.

The Rating Outlook is revised to Negative from Stable.

SECURITY

The bonds are secured by the gross revenues of NPL, which are
primarily comprised of lease payments from four participant charter
schools located in Illinois and Ohio. The source of repayment is a
several, not joint, obligation of the four bond schools. Lease
payments are sized to exceed each schools' allocated portion of
debt service and to meet 120% of maximum annual debt service
(MADS). A mortgage is provided on each participant's school
facility. The debt service reserve fund is funded at MADS.

Bondholders also have a security interest in NPL's gross revenue
fund in which the indenture requires NPL to maintain no less than
12% of aggregate corporate revenues (the definition of which
includes rents from non-financed schools).

Other reserves held by the trustee and pledged to cover debt
service include a bond revenue fund ($500,000) and a cash-funded
debt service reserve funded at MADS. A capital and maintenance
operating fund currently has a balance of $1 million.

KEY RATING DRIVERS

Pressured Enrollment, Academic Trends: The Negative Outlook
primarily reflects pressured enrollment in the 2017 to 2018
academic year at the three Ohio schools, which has affected their
ability to generate operating surpluses without subsidies from the
management company and impaired their ability to grow reserves.
Academic results for the three Ohio schools for the 2016-2017
academic year remain in transition as Ohio school tests transition
to Common Core, although two of the three schools are required to
have an academic correction plan. CMSA enrollment is at current
capacity with strong student demand and academic results.

Weak Financial Profiles: The 'B+' rating for NPL's series 2011
bonds reflects the speculative-grade credit profiles of the
participant schools, including uneven operating performance,
extremely weak balance sheet cushions, high debt burdens, and slim
debt service coverage. The three Ohio schools frequently rely on
management fee reductions to balance operations.

Structure Provides Coverage Cushion: The transaction's required
reserves and participant annual lease payments in excess of
allocated debt service, as well as access to other available funds
of NPL, provide incremental credit strength to augment what Fitch
considers weak credit profiles among the four participants. Each
school's standalone credit metrics reflect varying but speculative
grade credit characteristics.

RATING SENSITIVITIES

Enrollment and Operating Stability: Due to New Plan Learning,
Inc.'s reliance on student-driven per pupil funding to support
operations and meet debt service obligations, the rating is
sensitive to each of the four pledged school's ability to maintain
or improve enrollment levels, begin to generate operating surpluses
with minimal management company subsidy, and gradually grow
reserves.

Diminishing Reserves: Diminishing balances in the bond revenue
fund, coupled with insufficient balances at the NPL gross revenue
fund, could result in negative rating action.


NORTH LAS VEGAS: Fitch Hikes LT Issuer Default Rating to BB
-----------------------------------------------------------
Fitch Ratings has upgraded the following North Las Vegas, Nevada
(the city) ratings to 'BB' from 'B+':

-- Long-Term Issuer Default Rating (IDR);
-- $127 million limited tax general obligation (LTGO) bonds
    (additionally secured by consolidated tax pledged revenues);
-- $265.4 million LTGO water and wastewater improvement bonds
    (additionally secured by water and wastewater system pledged
    revenues).

The Rating Outlook is Stable.

SECURITY

The bonds are backed by the full faith and credit of the city,
subject to Nevada's constitutional and statutory limitations on the
aggregate amount of ad valorem property taxes. As noted above, the
bonds are additionally backed either by an irrevocable pledge of
and lien on certain consolidated tax revenues (15% of these
revenues) or by water/wastewater system net revenues.

ANALYTICAL CONCLUSION

The upgrade of the IDR and LTGO bonds to 'BB'+' is based on recent
state legislation (SB 78) that allows the city to continue making
utility transfers to subsidize general fund operations with a
decades-long, planned step-down period. The ratings continue to
reflect the city's very weak revenue framework, lack of spending
flexibility, and severely limited gap-closing ability relative to
historical general fund volatility and minimal inherent budget
flexibility.

Economic Resource Base
North Las Vegas encompasses 100 square miles in Clark County with a
population of approximately 240,000. The city is less than 50%
built out with large tracts of undeveloped land. Its population has
nearly doubled since 2000, but growth slowed with the 2008-2010
housing and economic downturn. The city and region's economy were
among the hardest hit in the U.S. by the collapse of the housing
market, with a combined loss of 56% of taxable assessed valuation
(TAV). While TAV has rebounded to some extent, Fitch is concerned
that long-term economic growth prospects remain weak. The regional
economy is dominated by tourism and gaming, both of which
experienced significant revenue and employment declines but appear
to be stabilizing.

KEY RATING DRIVERS

Revenue Framework: 'bbb'
The city's 10-year CAGR has been negative and its legal ability to
increase revenues is extremely limited. However, revenues have been
modestly increasing the last few years. Positively, the city gained
legislative approval for a long-term step-down of large utility
transfers that support general fund operations, halting the
previously required elimination of such transfers within the next
few years.

Expenditure Framework: 'bb'
The pace of spending is expected to be well above that of revenue
growth and the city's ability to cut spending is very constrained.

Long-Term Liability Burden: 'aa'
The long-term liability burden is moderate as a percentage of total
personal income.

Operating Performance: 'bb'
The city's gap-closing ability is very limited given its restricted
budget flexibility. Chronic budgetary structural imbalance reflects
the weak revenue framework and pressured expenditure framework. As
such, the city has a limited ability to materially strengthen its
financial operations.

RATING SENSITIVITIES

LIMITED FINANCIAL RESILIENCE: Fitch believes the city is vulnerable
to severe financial stress in an economic downturn given its low
level of financial flexibility.


NOVABAY PHARMACEUTICALS: Completes $6 Million Private Placement
---------------------------------------------------------------
NovaBay Pharmaceuticals, Inc., has completed private placement of
1.7 million shares of common stock to OP Financial Investment
Limited for gross proceeds of $5,984,000.  OP Financial Investment
Limited is an institutional investor listed on the Main Board of
Hong Kong Stock Exchange (Stock code: 01140) focused on
cross-border investment opportunities.  China Kington Asset
Management Co. Ltd. served as placement agent for the financing.

"We believe our investment in NovaBay provides OP Financial with
unique insight and fresh experience in drug commercialization, as
well as an opportunity to become more familiar with the U.S.
pharmaceutical industry," said OP Financial CEO Zhang Gaobo.

Eric (Bing) Wu, partner and senior VP at China Kington Asset
Management Co. Ltd., stated, "China Kington is proud to be the
financial partner of NovaBay and this transaction aligns with our
commitment to connect U.S. public companies with the financial
resources in China and Hong Kong.  We will continue to play an
active role between U.S. biopharmaceutical companies and China's
financial market."

"We are pleased to complete this financing on favorable terms to
NovaBay with an investor that shares our focus on the significant
long-term potential of Avenova," said Mark M. Sieczkarek, NovaBay's
chairman, president and CEO.  "While our previously announced
$10.32 million private placement with Ch-gemstone Capital expired
due to an issue with foreign investments by Chinese funds, we are
pleased to offer this opportunity to OP Financial and are delighted
to welcome them as a new shareholder. We thank China Kington for
its continued commitment to our success."

                   About NovaBay Pharmaceuticals

Based in Emeryville, California, NovaBay Pharmaceuticals --
http://www.novabay.com/-- is a pharmaceutical company that
develops, manufactures, and markets innovative anti-infective
products for a multitude of uses.  However, the Company is
predominantly focused on commercializing prescription Avenova for
the domestic eye care market in the United States.

Novabay reported a net loss of $13.15 million for the year ended
Dec. 31, 2016, a net loss of $18.97 million for the year ended Dec.
31, 2015, and a net loss of $15.19 million for the year ended Dec.
31, 2014.  As of Sept. 30, 2017, Novabay had $11.05 million in
total assets, $9.22 million in total liabilities and $1.83 million
in total stockholders' equity.


OCI BEAUMONT: S&P Alters Outlook to Positive & Affirms 'B+' CCR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on OCI
Beaumont LLC and revised the outlook to positive from stable.

S&P said, "We are also assigning our 'B-' corporate credit rating
and positive outlook to parent company OCI Partners L.P., the
company issuing the proposed debt.

"We also assigned our 'B+' issue-level rating and '1' recovery
rating on OCIP's proposed first-lien senior secured debt. The
recovery rating is '1', indicating our expectation of very high
recovery (90%-100%; rounded estimate: 95%) in the event of a
payment default.

"We expect to withdraw our issuer credit, issue-level, and recovery
ratings on OCIB and its existing debt once the transaction has
closed and the debt has been repaid. All ratings are based on
preliminary terms and conditions.

"The outlook reflects our view that the credit quality at OCIB and
OCIP , on a stand-alone basis, has benefited from improved volumes
and commodity pricing. We have revised our assessment of credit
quality on a stand-alone basis such that we now believe that there
has been improvement from both a business and financial
standpoint.

"The outlooks on OCIB and OCIP reflect our belief that credit
quality on a stand-alone basis has benefited from higher volumes
and commodity pricing. Our rating considers the linkage between OCI
and its unrated parent group--OCI N.V., and our credit assessment
of the group currently constrains the current ratings at both OCIB
and OCIP. However, we believe that credit quality at the group has
potential for improvement as the large capital spending initiatives
at the parent begin to see increased associated EBITDA over the
next year.

"On a stand-alone basis, we expect FFO to total debt for OCI
Beaumont of about 25% to 30% and we continue to consider high
volatility in debt-leverage metrics and notch our assessment of the
company's financial risk down. In our base case, we assumed EBITDA
for 2018 has materially improved from 2017 EBITDA of about $125
million. This is up considerably from about $60 million in 2016. We
would have to believe that leverage metrics would remain on par
with our current projections to consider an upgrade, even if credit
quality at the parent company improved."

Downside scenario

S&P said, "We could revise the outlook back to stable if we no
longer expected credit quality at the parent group to improve in
2018.

"Alternatively, we could revise the outlook to stable in the
unlikely event that operating performance at OCI deteriorated
sharply as a result of declining ammonia and methanol pricing or if
we expected that the company's volumes would come under pressure.
This could happen if we no longer believed that there would be an
increase in methanol demand, especially from China, or if we
believed that the North American demand for ammonia is less than we
are currently expecting. We could also lower ratings if we believe
that leverage at OCI would increase such that we expected FFO to
debt to fall below 20% on what we expect to be a sustained basis.
This could occur if EBITDA does not improve as anticipated because
ammonia or methanol pricing revert to trough-like levels of 2016 or
if we expected that EBITDA margins would fall by about 700 basis
points. We could also lower ratings if liquidity tightens so that
we believe sources will be below uses or if we believe that the
company could be in danger of breaching a covenant."

Upside scenario

S&P said, "To consider an upgrade, we would have to assess the
credit quality of the unrated parent group at a level that does not
constrain ratings on OCI Beaumont. We would also have to believe
that OCIB and OCIP's stand-alone performance would improve as
assumed in our rating base case so that, after considering
potential volatility in credit metrics, we believed FFO to total
debt would remain between 25% and 30%, and that there would be no
deterioration in our assessment of the business risk profile."


OSHKOSH CORP: Moody's Hikes CFR to Ba1; Outlook Stable
------------------------------------------------------
Moody's Investors Service upgraded the ratings of Oshkosh
Corporation including the Corporate Family Rating (CFR) to Ba1 from
Ba2, the senior unsecured to Ba2 from Ba3 and the Probability of
Default to Ba1-PD from Ba2-PD. Moody's affirmed the Speculative
Grade Liquidity Rating (SGL) at SGL-2. Oshkosh's rating outlook was
changed to stable from positive.

RATINGS RATIONALE

Oshkosh's ratings, including the Ba1 CFR, reflect the company's
large scale, with revenue expected to exceed $7.1 billion for
fiscal 2018, and are supported by expectations of continued strong
credit metrics with debt to EBITDA of 1.8 times and EBITA to
interest coverage of 8.3 times for the last twelve months ended
December 31, 2017 (after Moody's standard adjustments). Moody's
expects the positive trend in revenue to continue through the rest
of fiscal 2018 and into fiscal 2019, as Oshkosh exhibited strong
topline growth for the three months ended December 31, 2017. This
is based on Moody's belief that the replacement cycle for access
equipment will strengthen and that segment revenues and
profitability should see meaningful increases. The defense segment,
with the Joint Light Tactical Vehicle contract ("JLTV", stated
value at $6.7 billion) underway, continues to have good visibility
and revenue traction. JLTV volume is expected to ramp up
significantly, starting during fiscal 2018. Oshkosh's free cash
flow is to improve based on expectations for continued strong
performance. With a favorable industrial outlook and the benefit
from the recent tax reform, Moody's expect Oshkosh to generate
strong free cash flow through at least fiscal 2019.

The stable outlook reflects the expectations that the company will
sustain its strong overall credit metrics and continue to manage
its balance sheet conservatively. Moody's anticipate cost reduction
and profit diversification through ongoing productivity
initiatives, especially Oshkosh's MOVE strategy. Moody's does not
expect sizeable acquisitions that will materially weaken the
company's credit profile.

The SGL-2 speculative grade liquidity rating reflects good
anticipated operating cash flow generation and a large cash
balance. Additional liquidity is available under the $850 million
revolving credit facility, which is currently undrawn. The
revolving credit facility and a $330 million (outstanding amount)
term loan (both unrated) will mature in March 2019.

The Ba2 senior unsecured rating is one notch below the Ba1 CFR and
reflects the unsecured debts effective subordination to the senior
secured credit facilities.

The ratings are unlikely to be upgraded over the near term given
the concentration of Oshkosh's operating profits from the access
equipment and defense segment, and to a lesser degree, its fire and
emergency business. However, the ratings could be upgraded with a
more balanced and diversified profitability stream. In addition,
strong liquidity and expectations to sustain EBITA to interest over
6 times and debt to EBITDA under 2 times (after Moody's standard
adjustments) would be important given the cyclical nature of
Oshkosh's businesses. Ability to consistently maintain both free
cash flow to debt and EBITA margin at above 10% would also be
important considerations.

The ratings could be downgraded if debt to EBITDA were expected to
exceed 2.5 times and weaken further, and/or the company's liquidity
profile were to deteriorate. A shift away from its currently
conservative balance sheet management or a reduction in cash
holdings to below $300 million could negatively impact Oshkosh's
ratings, depending on its overall liquidity and the anticipated
performance of its businesses. Ratings could also be downgraded if
sales and margins contracted. Increased shareholder friendly
actions or a sizeable debt-financed acquisition that results in
higher leverage could pressure the ratings as well.

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

Oshkosh, headquartered in Oshkosh, WI, is a leading designer,
manufacturer and marketer of a broad range of specialty vehicles
and vehicle bodies. The company operates in four segments: access
equipment, defense, fire and emergency, and commercial (concrete
mixers, refuse collection vehicles and other products for
construction companies). Revenues for the last twelve months ended
December 31, 2017 totaled approximately $7.2 billion.

The following summarizes rating action:

Moody's upgraded the following ratings:

Issuer: Oshkosh Corporation

Corporate Family Rating, Ba1, from Ba2;

Probability of Default Rating, Ba1-PD, from Ba2-PD;

Senior Unsecured Regular Bond/Debenture Mar 1, 2022, Ba2 (LGD5),
from Ba3 (LGD5);

Senior Unsecured Regular Bond/Debenture Mar 1, 2025, Ba2 (LGD5),
from Ba3 (LGD5).

Moody's affirmed the following ratings:

Speculative Grade Liquidity Rating, SGL-2.

The rating outlook is stable.


OU MEDICINE: S&P Assigns 'BB+' Ratings on 2018B&C Fixed-Rate Bonds
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term rating to the
Oklahoma Development Finance Authority's approximately $966 million
series 2018B tax-exempt fixed-rate bonds and $246 million series
2018C taxable fixed-rate bonds issued for OU Medicine Inc. (OUMI).
The outlook is stable. OUMI expects to have Assured Guaranty insure
$100 million of the tax-exempt issuance.

OUMI will use the funds from the series 2018B and 2018C bonds to
refund the bridge loans in their entirety and provide permanent
financing for the following: the already funded acquisition of
HCA's 70% assets and interest in the former JOA ($750 million), the
repayment to the trust for certain debt and expenses ($65 million),
capitalization of OUMI ($30 million), the funding for the majority
of the related capital expenditures for the patient tower at OUMC
($319 million), a capitalized interest fund for the project ($44
million), and the coverage of the costs of issuance and related
expenses, including a debt service reserve fund surety (from
Assured Guaranty).

"The 'BB+' rating reflects our view of OUMI's highly leveraged
balance sheet, lighter pro forma unrestricted reserves, and highly
competitive market," said S&P Global Ratings credit analyst Suzie
Desai.

S&P said, "The stable outlook reflects our view that OUMI will
maintain a healthy business position and favorable relationship
with the state and OUHSC, and continue to generate healthy
operating performance of around 5% to 7% annually given its
disciplined management team, upcoming capital investments, and
investment in service lines and related physician recruitment. We
also expect that OUMI will manage OUMC's larger tower project with
no significant budget overruns or delays."


PATRIOT NATIONAL: Hires Donald MacKenzie as EVP
-----------------------------------------------
Patriot National, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Donald S. MacKenzie of Conway MacKenzie Management Services,
LLC, as executive vice president of finance to the Debtors.

Patriot National requires Conway MacKenzie to:

   a. lead treasury functions, including disbursements of the
      Debtors' monies, assets, or other value, debt monitoring
      and compliance, and cash management;

   b. assist with accounting functions, including preparation of
      payroll, tax reporting, and the books and records of the
      Debtors;

   c. lead the financial management functions, prepare of and
      review the annual budget, prepare and review of monthly
      financial statements and various financial reporting
      packages;

   d. evaluate process and controls related to corporate
      management of divisional disbursements;

   e. prepare a bottoms-up business plan for specified time
      periods, bridging the plan to actual results;

   f. prepare Key Performance Indicators that measure the
      Debtors' progress towards achieving the bottoms-up plan and
      path towards visibility;

   g. assist the Debtors in communications with key constituents,
      equity holders, customers, and other stakeholders;

   h. perform other services deemed appropriate as agreed by the
      Debtors and Conway MacKenzie.

Conway MacKenzie will be paid at these hourly rates:

     Donald S. MacKenzie, EVP of Finance    $950
     William Lowrey, Staff                  $735
     Brian Connors, Staff                   $595

In the 90 days prior to the Petition Date, Conway MacKenzie
received from the Debtors a retainer of $249,982.

Conway MacKenzie is subject to a fee cap of $100,000 per month.

Conway MacKenzie will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Donald S. MacKenzie, senior managing director of Conway MacKenzie,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Conway MacKenzie can be reached at:

     Donald S. MacKenzie
     CONWAY MACKENZIE MANAGEMENT
     SERVICES, LLC
     600 Fifth Avenue, 25th Floor
     New York, NY 10020
     Tel: (212) 586-2200
     Fax: (212) 586-5400

                    About Patriot National

Fort Lauderdale, Florida-based Patriot National, Inc., also known
as Old Guard Risk Services, Inc., through its subsidiaries,
provides agency, underwriting and policyholder services to its
insurance carrier clients, primarily in the workers' compensation
sector.  Patriot National -- http://www.patnat.com-- 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 was
incorporated in Delaware in November 2013.  

The Company completed its initial public offering in January 2015
and its common stock is listed on the New York Stock Exchange under
the symbol "PN."

Patriot National, Inc., and affiliates Patriot Services, LLC,
TriGen Insurance Solutions, Inc., Patriot Captive Management, LLC,
Patriot Underwriters, Inc., TriGen Hospitality Group, Inc., Patriot
Risk Consultants, LLC, Patriot Audit Services, LLC, Patriot Claim
Services, Inc., Patriot Risk Services, Inc., Corporate Claims
Management, Inc., CWIBenefits, Inc., Forza Lien, LLC, Contego
Investigative Services, Inc., Contego Services Group, LLC, Patriot
Care Management, LLC, Radar Post-Closing Holding Company, Inc.,
Patriot Technology Solutions, LLC, and Decision UR, LLC sought
Chapter 11 protection (Bankr. D. Del. Case No. 18-10189) on Jan.
30, 2018.

In the petitions signed by CRO James S. Feltman, the Debtors
disclosed $159.4 million in total assets and $242.2 million in
total debt as of Dec. 31, 2017.

Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP and Kathryn A.
Coleman, Esq., Christopher Gartman, Esq., and Jacob Gartman, Esq.,
at Hughes Hubbard & Reed LLP serve as the Debtors' bankruptcy
counsel.

Pachulski Stang Ziehl & Jones LLP is co-counsel and conflicts
counsel to the Debtors.

Duff & Phelps, LLC, is the Debtors' financial advisor.

Conway Mackenzie Management Services, LLC, is the Debtors' provider
of EVP of Finance and related advisory services.

Prime Clerk LLC -- https://cases.primeclerk.com/patnat -- is the
Debtors' claims, noticing and balloting agent.


PATRIOT NATIONAL: Hires Hughes Hubbard as Attorney
--------------------------------------------------
Patriot National, Inc., and its debtor-affiliates, seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Hughes Hubbard & Reed LLP, as attorney to the Debtors.

Patriot National requires Hughes Hubbard to:

   (a) take all necessary actions to protect and preserve the
       estates of the Debtors, including prosecuting actions on
       the Debtors' behalf, defending any action commenced
       against the Debtors, representing the Debtors in
       negotiations concerning litigation in which the
       Debtors are involved and preparing objections to claims
       Filed against the Debtors;

   (b) prepare all pleadings in connection with these Chapter 11
       Cases, including motions, applications, answers, orders,
       reports, and other papers necessary or otherwise
       beneficial to the administration of the Debtors' estates;

   (c) take all necessary or appropriate action on behalf of the
       Debtors to obtain approval of a disclosure statement,
       confirmation of a plan of reorganization and all documents
       related thereto;

   (d) take all necessary actions to protect and preserve the
       value of the Debtors' estates, including advise with
       respect to the Debtors' affiliates and all related
       matters;

   (e) advise the Debtors with respect to their powers and duties
       as debtors-in-possession in the continued management and
       operation of their businesses and properties;

   (f) attend meetings and negotiating with representatives of
       the creditors and other parties in interest;

   (g) represent the Debtors in connection with using cash
       collateral and obtaining post-petition financing;

   (h) advise the Debtors in connection with any potential
       acquisition or sale of assets;

   (i) appear before the Bankruptcy Court and any appellate
       courts to represent the interests of the Debtors' estates;
       and

   (j) perform all other necessary legal services for the Debtors
       in connection with the prosecution of the Chapter 11
       Cases, including: (i) analyzing the Debtors' leases and
       contracts and the assumptions, rejections, or assignments
       thereof; (ii) analyzing the validity of liens against the
       Debtors; (iii) performing all other legal services
       necessary or appropriate to effectuate the financial
       restructuring of the Debtors; and (iv) advising the
       Debtors on corporate governance, corporate and litigation
       matters involving the Debtors and their subsidiaries.

Hughes Hubbard will be paid at these hourly rates:

     Partners                        $900-$1,350
     Counsels                        $850-$1,350
     Associates                      $450-$860
     Associates                      $270-$295

From the beginning of the engagement through the petition date, the
Debtors authorized Hughes Hubbard to apply $2,385,000 for services
rendered to reimburse Hughes Hubbard for expenses incurred in
connection with the preparation of the Chapter 11 cases. As of the
petition date, Hughes Hubbard held $20,000 as advance payment
retainer. Hughes Hubbard received a total of $2,405,000 during the
90 days prior to commencement of the Chapter 11 cases.

Hughes Hubbard will also be reimbursed for reasonable out-of-pocket
expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Hughes Hubbard represented the Debtors prior to the
              petition date. There were no adjustments in during
              the period. Hughes Hubbard's billing rates and
              material financial terms with respect to the
              engagement have not changed postpetition other than
              to comply with the provisions of the Bankruptcy
              Code and any Orders relating to the timing and
              payment of compensation and reimbursement of
              expenses.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  The Debtors have approved Hughes Hubbard's
              prospective budget and staffing plan for the first
              4 months of the Chapter 11 cases. The Debtors and
              Hughes Hubbard will work together to revise the
              budget and staffing plan as needed.

Kathryn A. Coleman, partner of Hughes Hubbard & Reed LLP, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Hughes Hubbard can be reached at:

     Kathryn A. Coleman, Esq.
     HUGHES HUBBARD & REED LLP
     One Battery Park Plaza
     New York, NY 10004
     Tel: (212) 837-6000

                   About Patriot National

Fort Lauderdale, Florida-based Patriot National, Inc., also known
as Old Guard Risk Services, Inc., through its subsidiaries,
provides agency, underwriting and policyholder services to its
insurance carrier clients, primarily in the workers' compensation
sector.  Patriot National -- http://www.patnat.com-- 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 was
incorporated in Delaware in November 2013.  

The Company completed its initial public offering in January 2015
and its common stock is listed on the New York Stock Exchange under
the symbol "PN."

Patriot National, Inc., and affiliates Patriot Services, LLC,
TriGen Insurance Solutions, Inc., Patriot Captive Management, LLC,
Patriot Underwriters, Inc., TriGen Hospitality Group, Inc., Patriot
Risk Consultants, LLC, Patriot Audit Services, LLC, Patriot Claim
Services, Inc., Patriot Risk Services, Inc., Corporate Claims
Management, Inc., CWIBenefits, Inc., Forza Lien, LLC, Contego
Investigative Services, Inc., Contego Services Group, LLC, Patriot
Care Management, LLC, Radar Post-Closing Holding Company, Inc.,
Patriot Technology Solutions, LLC, and Decision UR, LLC sought
Chapter 11 protection (Bankr. D. Del. Case No. 18-10189) on Jan.
30, 2018.

In the petitions signed by CRO James S. Feltman, the Debtors
disclosed $159.4 million in total assets and $242.2 million in
total debt as of Dec. 31, 2017.

Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP and Kathryn A.
Coleman, Esq., Christopher Gartman, Esq., and Jacob Gartman, Esq.,
at Hughes Hubbard & Reed LLP serve as the Debtors' bankruptcy
counsel.

Pachulski Stang Ziehl & Jones LLP is co-counsel and conflicts
counsel to the Debtors.

Duff & Phelps, LLC, is the Debtors' financial advisor.

Conway Mackenzie Management Services, LLC, is the Debtors' provider
of EVP of Finance and related advisory services.

Prime Clerk LLC -- https://cases.primeclerk.com/patnat -- is the
Debtors' claims, noticing and balloting agent.


PATRIOT NATIONAL: Hires Mr. Feltman of Duff & Phelps as CRO
-----------------------------------------------------------
Patriot National, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ James S. Feltman of Duff & Phelps, LLC, chief restructuring
officer to the Debtors.

Patriot National requires Duff & Phelps to:

   a. assist in the process which will result in a completed 363
      Sale Motion submission to the Bankruptcy Court;

   b. conduct and oversee bankruptcy preparation and filing
      activities, including execution of relevant documents,
      review the petition and first day affidavit; attend and
      appear on behalf of the Debtor at bankruptcy hearings and
      341 meetings of Creditors and related ancillary bankruptcy
      matters;

   c. develop a Plan of Reorganization and drive the process of
      exiting the company from bankruptcy on an expedited basis;

   d. manage litigation impacting the Debtors;

   e. coordinate activities and assist in communication with
      outside constituents and advisors, including banks and
      their advisors;

   f. assist the Debtors and its management in developing a short
      term cash flow forecasting tool and related methodologies
      and assist the Debtors with planning for alternatives as
      requested by the Debtors and its Board of Directors; and

   g. assist with such other matters as may be requested that
      fall within the expertise and mutually agreeable by the
      Debtors and Duff & Phelps.

Duff & Phelps will be paid at these hourly rates:

         Managing Directors           $895 to $950
         Directors                    $725 to $795
         Vice Presidents              $625 to $695
         Senior Associates            $495 to $595
         Analysts                     $295 to $445
         Administrative               $162 to $250

In the 90 days prior to the Petition Date, Duff & Phelps received
retainers and payments of $1,234,969 in the aggregate for services
performed to the Debtors. The unapplied residual retainer of
$68,563 will not be segregated by Duff & Phelps in a separate
account, and will be held until the end of the Chapter 11 case and
applied to Duff & Phelps's finally approved fees in the bankruptcy
proceedings.

Duff & Phelps will also be reimbursed for reasonable out-of-pocket
expenses incurred.

James S. Feltman, managing director at Duff & Phelps, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Duff & Phelps can be reached at:

          James S. Feltman
          DUFF & PHELPS, LLC
          55 East 52nd St., Floor 31
          New York, NY 10055
          Tel: (212) 871-2000

                   About Patriot National

Fort Lauderdale, Florida-based Patriot National, Inc., also known
as Old Guard Risk Services, Inc., through its subsidiaries,
provides agency, underwriting and policyholder services to its
insurance carrier clients, primarily in the workers' compensation
sector.  Patriot National -- http://www.patnat.com-- 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 was
incorporated in Delaware in November 2013.  

The Company completed its initial public offering in January 2015
and its common stock is listed on the New York Stock Exchange under
the symbol "PN."

Patriot National, Inc., and affiliates Patriot Services, LLC,
TriGen Insurance Solutions, Inc., Patriot Captive Management, LLC,
Patriot Underwriters, Inc., TriGen Hospitality Group, Inc., Patriot
Risk Consultants, LLC, Patriot Audit Services, LLC, Patriot Claim
Services, Inc., Patriot Risk Services, Inc., Corporate Claims
Management, Inc., CWIBenefits, Inc., Forza Lien, LLC, Contego
Investigative Services, Inc., Contego Services Group, LLC, Patriot
Care Management, LLC, Radar Post-Closing Holding Company, Inc.,
Patriot Technology Solutions, LLC, and Decision UR, LLC sought
Chapter 11 protection (Bankr. D. Del. Case No. 18-10189) on Jan.
30, 2018.

In the petitions signed by CRO James S. Feltman, the Debtors
disclosed $159.4 million in total assets and $242.2 million in
total debt as of Dec. 31, 2017.

Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP and Kathryn A.
Coleman, Esq., Christopher Gartman, Esq., and Jacob Gartman, Esq.,
at Hughes Hubbard & Reed LLP serve as the Debtors' bankruptcy
counsel.

Pachulski Stang Ziehl & Jones LLP is co-counsel and conflicts
counsel to the Debtors.

Duff & Phelps, LLC, is the Debtors' financial advisor.

Conway Mackenzie Management Services, LLC, is the Debtors' provider
of EVP of Finance and related advisory services.

Prime Clerk LLC -- https://cases.primeclerk.com/patnat -- is the
Debtors' claims, noticing and balloting agent.


PATRIOT NATIONAL: Hires Pachulski Stang as Co-Counsel
-----------------------------------------------------
Patriot National, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Pachulski Stang Ziehl & Jones LLP, as co-counsel and
conflicts counsel to the Debtors.

Patriot National requires Pachulski Stang to:

   a. provide legal advice regarding Delaware local rules,
      practices, and procedures;

   b. review and comment on drafts of documents to ensures
      compliance with Delaware local rules, practices, and
      procedures;

   c. file documents as requested by Kirkland & Ellis LLP and
      coordinate with the Debtors' claims agent for service of
      documents;

   d. prepare agenda letters, certificates of no objection,
      certifications of counsel, and notices of fee applications
      and hearings;

   e. prepare hearing binders of documents and pleadings,
      printing of documents and pleadings for hearing;

   f. appear in Court and at any meeting of creditors on behalf
      of the Debtors in its capacity as Delaware counsel with
      Hughes Hubbard & Reed LLP;

   g. monitor the docket for filings and coordinates with
      Hughes Hubbard & Reed LLP on pending matters that need
      responses;

   h. prepare and maintain critical dates memorandum to monitor
      pending applications, motions, hearing dates and other
      matters and the deadlines associated with same;
      distributing critical dates memorandum with Hughes Hubbard
      & Reed LLP for review and any necessary coordination for
      pending matters;

   i. handle inquiries and calls from creditors and counsel to
      interested parties regarding pending matters and the
      general status of these Cases, and to the extent required,
      coordinating with Hughes Hubbard & Reed LLP on any
      necessary responses; and

   j. provide additional administrative support to Hughes Hubbard
      & Reed LLP; and

   k. serve as conflicts counsel for the Debtors with respect to
      any matters for which Hughes Hubbard & Reed LLP may have a
      conflict.

Pachulski Stang will be paid at these hourly rates:

         Partners                  $650 to $1,295
         Of Counsel                $595 to $1,025
         Associates                $495 to $595
         Paraprofessionals         $295 to $390

Pachulski Stang has received payments from the Debtors during the
year prior to the Petition Date in the amount of $307,623 in
connection with its prepetition representation of the Debtors.

Pachulski Stang will also be reimbursed for reasonable
out-of-pocket expenses incurred.

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Pachulski Stang represented the client for 3 months
              during the 12 month period prepetition. The
              material financial terms for the prepetition
              engagement remained the same as the engagement was
              hourly-based subject to economic adjustment.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  The Debtors and Pachulski Stang expect to develop a
              prospective budget and staffing plan to comply with
              the U.S. Trustee's requests for information and
              additional disclosures, recognizing that in the
              course of the large Chapter 11 caes, there may be
              unforeseeable fees and expenses that will need to
              be addressed by the Debtors and Pachulski Stang.

Laura Davis Jones, partner of Pachulski Stang Ziehl & Jones LLP,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Pachulski Stang can be reached at:

     Laura Davis Jones, Esq.
     James E. O'Neill, Esq.
     Peter J. Keane, Esq.
     PACHULSKI STANG ZIEHL & JONES LLP
     919 North Market Street, 17th Floor
     Tel: (302) 652-4100
     Fax: (302) 652-4400
     E-mail: ljones@pszjlaw.com
             joneill@pszjlaw.com
             pkeane@pszjlaw.com

                   About Patriot National

Fort Lauderdale, Florida-based Patriot National, Inc., also known
as Old Guard Risk Services, Inc., through its subsidiaries,
provides agency, underwriting and policyholder services to its
insurance carrier clients, primarily in the workers' compensation
sector.  Patriot National -- http://www.patnat.com-- 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 was
incorporated in Delaware in November 2013.  

The Company completed its initial public offering in January 2015
and its common stock is listed on the New York Stock Exchange under
the symbol "PN."

Patriot National, Inc., and affiliates Patriot Services, LLC,
TriGen Insurance Solutions, Inc., Patriot Captive Management, LLC,
Patriot Underwriters, Inc., TriGen Hospitality Group, Inc., Patriot
Risk Consultants, LLC, Patriot Audit Services, LLC, Patriot Claim
Services, Inc., Patriot Risk Services, Inc., Corporate Claims
Management, Inc., CWIBenefits, Inc., Forza Lien, LLC, Contego
Investigative Services, Inc., Contego Services Group, LLC, Patriot
Care Management, LLC, Radar Post-Closing Holding Company, Inc.,
Patriot Technology Solutions, LLC, and Decision UR, LLC sought
Chapter 11 protection (Bankr. D. Del. Case No. 18-10189) on Jan.
30, 2018.

In the petitions signed by CRO James S. Feltman, the Debtors
disclosed $159.4 million in total assets and $242.2 million in
total debt as of Dec. 31, 2017.

Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP and Kathryn A.
Coleman, Esq., Christopher Gartman, Esq., and Jacob Gartman, Esq.,
at Hughes Hubbard & Reed LLP serve as the Debtors' bankruptcy
counsel.

Pachulski Stang Ziehl & Jones LLP is co-counsel and conflicts
counsel to the Debtors.

Duff & Phelps, LLC, is the Debtors' financial advisor.

Conway Mackenzie Management Services, LLC, is the Debtors' provider
of EVP of Finance and related advisory services.

Prime Clerk LLC -- https://cases.primeclerk.com/patnat -- is the
Debtors' claims, noticing and balloting agent.


PATRIOT NATIONAL: Hires Prime Clerk as Administrative Advisor
-------------------------------------------------------------
Patriot National, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as administrative advisor to the Debtors.

Patriot National requires Prime Clerk to:

   a. assist with, among other things, solicitation, balloting,
      and tabulation of votes, and prepare any related reports,
      as required in support of confirmation of a chapter 11
      plan, and in connection with such services, process
      requests for documents from parties in interest, including,
      if applicable, brokerage firms, bank back-offices, and
      institutional holders;

   b. prepare an official ballot certification and, if necessary,
      testify in support of the ballot tabulation results;

   c. assist with the preparation of the Debtors' schedules of
      assets and liabilities and statements of financial affairs
      and gather data in conjunction therewith;

   d. provide a confidential data room, if requested;

   e. manage and coordinate any distributions pursuant to a
      chapter 11 plan; and

   f. provide such other processing, solicitation, balloting, and
      other administrative services described in the Engagement
      Agreement, but not covered by the Section 156(c) Order, as
      may be requested from time to time by the Debtors, the
      Court, or the Office of the Clerk of the Bankruptcy Court
      (the "Clerk").

Prime Clerk will be paid at these hourly rates:

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

Prime Clerk will be paid a advance retainer in the amount of
$40,000.

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Shira D. Weiner, general counsel of Prime Clerk assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Prime Clerk can be reached at:

     Shira D. Weiner, Esq.
     PRIME CLERK LLC
     830 3rd Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5450

                   About Patriot National

Fort Lauderdale, Florida-based Patriot National, Inc., also known
as Old Guard Risk Services, Inc., through its subsidiaries,
provides agency, underwriting and policyholder services to its
insurance carrier clients, primarily in the workers' compensation
sector.  Patriot National -- http://www.patnat.com-- 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 was
incorporated in Delaware in November 2013.  

The Company completed its initial public offering in January 2015
and its common stock is listed on the New York Stock Exchange under
the symbol "PN."

Patriot National, Inc., and affiliates Patriot Services, LLC,
TriGen Insurance Solutions, Inc., Patriot Captive Management, LLC,
Patriot Underwriters, Inc., TriGen Hospitality Group, Inc., Patriot
Risk Consultants, LLC, Patriot Audit Services, LLC, Patriot Claim
Services, Inc., Patriot Risk Services, Inc., Corporate Claims
Management, Inc., CWIBenefits, Inc., Forza Lien, LLC, Contego
Investigative Services, Inc., Contego Services Group, LLC, Patriot
Care Management, LLC, Radar Post-Closing Holding Company, Inc.,
Patriot Technology Solutions, LLC, and Decision UR, LLC sought
Chapter 11 protection (Bankr. D. Del. Case No. 18-10189) on Jan.
30, 2018.

In the petitions signed by CRO James S. Feltman, the Debtors
disclosed $159.4 million in total assets and $242.2 million in
total debt as of Dec. 31, 2017.

Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP and Kathryn A.
Coleman, Esq., Christopher Gartman, Esq., and Jacob Gartman, Esq.,
at Hughes Hubbard & Reed LLP serve as the Debtors' bankruptcy
counsel.

Pachulski Stang Ziehl & Jones LLP is co-counsel and conflicts
counsel to the Debtors.

Duff & Phelps, LLC, is the Debtors' financial advisor.

Conway Mackenzie Management Services, LLC, is the Debtors' provider
of EVP of Finance and related advisory services.

Prime Clerk LLC -- https://cases.primeclerk.com/patnat -- is the
Debtors' claims, noticing and balloting agent.


PAWN AMERICA: Court Approves Disclosure Statement
-------------------------------------------------
The U.S. Bankruptcy Court for the District of Minnesota approved
the third modified disclosure statement filed by Pawn America
Minnesota, LLC, Pawn America Wisconsin, LLC, and Exchange Street
Inc., on Dec. 21, 2017 regarding the third modified plan filed by
the Debtors on Dec. 21, 2017.

The Troubled Company Reporter previously reported that the third
modified disclosure statement provides that Venture Bank no longer
holds a claim in these Chapter 11 Cases, and any claim filed in
these Chapter 11 Cases will be withdrawn prior to the confirmation
hearing. As such, the Debtors are not providing for any treatment
to Venture Bank and are not soliciting its vote on the Plan.

Under the Third Modified Plan, General Unsecured Claims are
impaired.  Holders holders of Class C1 Claims (Allowed Unsecured
Claims against Pawn America Minnesota, LLC) will receive their pro
rata share of $347,826.09, paid in five installments of $69,565.22.
The first installment payment will be made on March 30, 2018 and
the four subsequent installment payments will be made on or before
March 30th of the four following years.  Pawn America Minnesota,
LLC believes that, after claim objections, setoffs, and other
adjustments, the overall return to Class C1 Claimants will range
between 10 and 15%.

Holders of Class C2 Claims (Unsecured Claims against Pawn America
Wisconsin, LLC) will receive their pro rata share of $102,173.91,
paid in five installments of $30,434.78.  The first installment
payment will be made on March 30, 2018 and the four subsequent
installment payments will be made on or before March 30th of the
four following years. Pawn America Wisconsin, LLC believes that,
after claim objections, setoffs, and other adjustments, the overall
return to Class C2 Claimants will range between 10 and 15%.

Holders of the Class C3 Claims (Allowed Unsecured Claims against
Exchange Street, Inc.) will receive their pro rata share of 20% of
the gross estimated liquidation value of the assets owned by
Exchange Street, Inc. (the other 80% will go toward TBK's loan
balance). The gross liquidation value of the assets as of October
31, 2017 was $54,020.  The Debtors estimate a gross distribution to
Class C3 Claims in the amount of $10,000 on the Effective Date.

A full-text copy of the Third Modified Disclosure Statement dated
December 21, 2017, is available at:

          http://bankrupt.com/misc/mnb17-31145-295.pdf

A full-text copy of the Third Modified Disclosure Statement dated
December 20, 2017, is available at:

          http://bankrupt.com/misc/mnb17-31145-290.pdf

                      About Pawn America

Founded in 1991, Pawn America -- http://www.pawnamerica.com/-- is
engaged in the business of retail sale of used merchandise,
antiques, and secondhand goods.  It currently operates 24 stores in
Minnesota, Wisconsin, South Dakota, and North Dakota and employs
more than 500 people.  It also founded and operates Payday America,
CashPass and MyBridgeNow.

Pawn America Minnesota, LLC dba Pawn America, and its affiliates
Pawn America Wisconsin, LLC, and Exchange Street, Inc., filed
Chapter 11 petitions (Bankr. D. Minn. Lead Case No. 17-31145) on
April 12, 2017.  In the petitions signed by Bradley K. Rixmann,
chief manager, each of the Debtors estimated $10 million to $50
million in both assets and liabilities.

Stinson Leonard Street LLP serves as bankruptcy counsel to the
Debtors.  BGA Management, LLC, is the Debtors' financial advisor.

On April 25, 2017, the U.S. Trustee for Region 12 appointed an
official committee of unsecured creditors.  Foley & Mansfield,
PLLP, is bankruptcy counsel to the committee.  The Committee
retained Platinum Management, LLC as financial advisor.

                          *     *     *

On Aug. 10, 2017, the Debtors filed their joint Chapter 11 plan of
reorganization and liquidation.


PELICAN REAL ESTATE: Trustee Taps Schweet Linde as Special Counsel
------------------------------------------------------------------
Maria M. Yip, the Liquidating Trustee of the Smart Money
Liquidating Trust in the bankruptcy case of Pelican Real Estate,
LLC, and its debtor-affiliates, seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Schweet Linde & Coulson, PLLC, as special foreclosure counsel to
the Liquidating Trustee.

The Liquidating Trustee requires Schweet Linde to represent and
assist the Liquidating Trustee in connection with collection and
foreclosure proceedings related to a wrap around deed of trust
encumbering certain real property located at 8804 78th Drive
Marysville, Washington, and other deeds of trust or mortgages
encumbering other real property located in the State of Washington
as may in the future be requested by the Liquidating Trustee.

Schweet Linde will be paid at these hourly rates:

         Attorneys          $250 to $400
         Paralegals            $125

Schweet Linde previously represented the Debtor Smart Money Secured
Income Fund, LLC, as Trustee of The 8804 78th Dr. Intervivos Trust,
in connection with collection action and a potential foreclosure
proceeding with regard to the same real property located at 8804
78th Dr., Marysville, WA, owned by Carl Ross James Caskey and
Samantha Lynn Caskey, and with regard to that representation,
Schweet Linde is a creditor of the Debtor Smart Money Secured
Income Fund, LLC with a general unsecured claim of $4,200.

Schweet Linde will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Mark J. Rosenblum, partner of Schweet Linde & Coulson, PLLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Schweet Linde can be reached at:

     Mark J. Rosenblum, Esq.
     SCHWEET LINDE & COULSON, PLLC
     575 South Michigan Street
     Seattle, WA 98108
     Tel: (206) 275-1010

                   About Pelican Real Estate

Pelican Real Estate, LLC, and its eight affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.
Fla. Lead Case No. 16-03817) on June 8, 2016. The petition was
signed by Jared Crapson, president of SMFG, Inc., manager of
Pelican Management Company, LLC. At the time of the filing, Pelican
Real Estate estimated under $50,000 in both assets and debt.

The Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP. The Debtors hired Bill Maloney Consulting as their
financial advisor; Hammer Herzog and Associates P.A. as their
accountant; and Pino Nicholson PLLC as their special counsel.

Turnkey Investment Fund LLC, an affiliate of Pelican Real Estate
LLC, hired Dance Bigelow Sharp & Co. as accountant.

Guy Gebhardt, acting U.S. trustee for Region 21, on July 27, 2016,
formed an official committee of unsecured creditors for Pelican
Real Estate LLC's affiliates, Smart Money Secured Income Fund LLC
and Accelerated Asset Group LLC.

Maria Yip was appointed examiner in the case. She hired
GrayRobinson, P.A., as her lead counsel; Fikso Kretschmer Smith
Dixon Ormseth PS as special counsel; and Schweet Linde & Coulson,
PLLC, as special foreclosure counsel.

                          *     *     *

On Feb. 15, 2017, the court entered an order confirming the
Debtors' Second Amended Plan of Liquidation.  The Plan became
effective on March 2, 2017, at which time the Smart Money
Liquidating Trust came into existence and Ms. Yip was named the
liquidating trustee.


PENTHOUSE GLOBAL: Hires Allan B. Gelbard as Litigation Counsel
--------------------------------------------------------------
Penthouse Global Media, Inc., seeks authority from the U.S.
Bankruptcy Court for the Central District of California to employ
the Law Offices of Allan B. Gelbard, as litigation counsel to the
Debtor.

Penthouse Global requires Dermer Behrendt to assist and represent
the Debtor in a litigation matter entitled Slaughter et al., v.
Penthouse Global Media, Inc., et al., U.S. District Court, Central
District of California, Case No. 2:17-cv-08105-ODW(KS).

Allan B. Gelbard will be paid at these hourly rates:

         Attorneys         $400
         Paralegals        $140


As of the Petition Date, Allan B. Gelbard is an unsecured creditor
of the Debtor with an asserted claim in the amount of $3,680.

Allan B. Gelbard will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Allan B. Gelbard, sole attorney at the firm, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Allan B. Gelbard can be reached at:

     Allan B. Gelbard, Esq.
     LAW OFFICES OF ALLAN B. GELBARD
     15760 Ventura Blvd.
     Encino, CA 91436
     Tel: (818) 386-9200

                 About Penthouse Global Media

Headquartered in Chatsworth, California, Penthouse Global Media,
Inc. -- http://www.penthouseglobalmedia.com/-- was launched in
February 2016 as an acquisition by veteran entertainment executive,
Kelly Holland. The Company continues the 50+ year Penthouse brand
legacy. The focal point of the business includes four main
branches: broadcast, publishing, licensing and digital. Various
Penthouse TV channels are available in over 100 countries.

Penthouse Magazine was founded in the U.K. in 1965 by Bob Guccione
and brought to the U.S. in 1969.

Penthouse Global Media, Inc., and its affiliates filed Chapter 11
petitions (Bankr. C.D. Cal. Lead Case No. 18-10098) on Jan. 11,
2018.

In the petitions signed by Kelly Holland, CEO, Penthouse Media
estimated its assets at up to $50,000 and its liabilities at
between $10 million and $50 million.  Penthouse Broadcasting
estimated its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million. Penthouse Licensing
estimated its assets and liabilities at between $1 million and $10
million each.

Judge Martin R. Barash presides over the case.

Michael H. Weiss, Esq., and Laura J. Meltzer, Esq., at Weiss &
Spees, LLP, serve as the Debtors' bankruptcy counsel; The Law
Offices of Dermer Behrendt, as independent litigation counsel; and
The Law Offices of Allan B. Gelbard, as litigation counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Jan. 30, 2018.


PENTHOUSE GLOBAL: Hires Dermer Behrendt as Independent Counsel
--------------------------------------------------------------
Penthouse Global Media, Inc., seeks authority from the U.S.
Bankruptcy Court for the Central District of California to employ
the Law Offices of Dermer Behrendt, as independent litigation
counsel to the Debtor.

Penthouse Global requires Dermer Behrendt to assist and represent
the Debtor in a litigation matter entitled Slaughter et al., v.
Penthouse Global Media, Inc., et al., U.S. District Court, Central
District of California, Case No. 2:17-cv-08105-ODW(KS).

Dermer Behrendt will be paid at the hourly rate of $400.

As of the Petition Date, Dermer Behrendt is an unsecured creditor
of Debtor with an asserted claim in the amount of $1,840.

Dermer Behrendt will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Jeffrey D. Dermer, managing partner at the firm, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Dermer Behrendt can be reached at:

     Jeffrey D. Dermer, Esq.
     LAW OFFICES OF DERMER BEHRENDT
     13101 Washington Blvd., Suite 407
     Los Angeles, CA 90066
     Tel: (310) 266-1075
     E-mail: jeff@dermerbehrendt.com

                 About Penthouse Global Media

Headquartered in Chatsworth, California, Penthouse Global Media,
Inc. -- http://www.penthouseglobalmedia.com/-- was launched in
February 2016 as an acquisition by veteran entertainment executive,
Kelly Holland. The Company continues the 50+ year Penthouse brand
legacy. The focal point of the business includes four main
branches: broadcast, publishing, licensing and digital. Various
Penthouse TV channels are available in over 100 countries.

Penthouse Magazine was founded in the U.K. in 1965 by Bob Guccione
and brought to the U.S. in 1969.

Penthouse Global Media, Inc. and its affiliates filed Chapter 11
petitions (Bankr. C.D. Cal. Lead Case No. 18-10098) on Jan. 11,
2018.

In the petitions signed by Kelly Holland, CEO, Penthouse Media
estimated its assets at up to $50,000 and its liabilities at
between $10 million and $50 million.  Penthouse Broadcasting
estimated its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million.  Penthouse
Licensing estimated its assets and liabilities at between $1
million and $10 million each.

Judge Martin R. Barash presides over the case.

Michael H. Weiss, Esq., and Laura J. Meltzer, Esq., at Weiss &
Spees, LLP, serve as the Debtors' bankruptcy counsel; The Law
Offices of Dermer Behrendt, as independent litigation counsel; The
Law Offices of Allan B. Gelbard, as litigation counsel.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Jan. 30, 2018.


PITNEY BOWES: Egan-Jones Lowers FC Sr. Unsec. Debt Rating to BB
---------------------------------------------------------------
Egan-Jones Ratings Company, on February 6, 2018, downgraded the
foreign currency senior unsecured rating on debt issued by Pitney
Bowes Inc. to BB from BB+.

Based in Stamford, Connecticut, Pitney Bowes Inc. is a global
technology company most known for its postage meters and other
mailing equipment and services, and with recent expansions, into
global e-commerce, software, and other technologies.


PJ HOSPITALITY: Unsecureds to Get 5% in 240 Months
--------------------------------------------------
PJ Hospitality, Inc., has filed a combined disclosure statement and
plan of reorganization with the U.S. Bankruptcy Court for the
Eastern District of Michigan.

General unsecured claims, which appears to be made up of the
deficiency, non-priority claim of the Internal Revenue Service in
the approximate amount of $209,859.77 plus the non-priority claim
of the State of Michigan Department of Treasury in the amount of
$124,272.80, the non-priority claim of the Michigan Unemployment
Insurance Agency in the amount of $186,578.48 and the claims of
Premium Business Solutions, Inc. and Capital Stack, LLC in the
respective amounts of $96,785.76 and $137,221.50 shall be treated
as general unsecured claims, and paid at 5% in 240 equal monthly
installments, commencing on the effective date of the plan, without
interest. The monthly plan payment for this class shall be $157.23
per month until the claims in this class are paid in full.

Oakland County /City of Southfield with respect to the unpaid real
property tax in the amount of $28,690.17, which is a secured claim,
shall be paid its claim over 60 monthly installments at 12%
interest. The collateral is the property located at 29508
Northwestern Hwy. Southfield MI 48034. Oakland County/City of
Southfield has first priority as to these assets. The monthly
payment for this class shall be $638.20 per month until the claims
in this class are paid in full.

For the Internal Revenue Service's secured claim in the amount of
$19,309.83, Payments shall be amortized at 3.5% interest over 60
monthly payments of $351.28. The IRS shall retain its lien until
its secured claim is paid in full. The rest of its total claim of
approximately $399,269.67 shall be treated as an unsecured claim in
the amount of $209,859.77, and a priority claim in the amount of
$189,409.90. Payments shall start on the effective date of the
plan. The IRS has a second priority lien, subordinate to the
Oakland County Treasurer/City of Southfield, property tax lien.

Egrini, with respect to the purchase money security interest in the
refrigerator and deep fryer in the amount of $6,000.00, which is a
secured claim, shall be paid over 60 monthly installments of $100
per month with no interest. The value of this collateral is
approximately $6,000. Claimants in this class shall retain their
lien until the claims in this class are paid in full. Payments
shall start on the Effective Date.

A full-text copy of PJ Hospitality's combined disclosure statement
and plan of reorganization is available at:

             http://bankrupt.com/misc/mieb17-53794-mbm-34.pdf

                     About PJ Hospitality Inc.

PJ Hospitality, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 17-53794) on October 3,
2017.  Patrick Coleman, principal, signed the petition.

At the time of the filing, the Debtor disclosed that it had
estimated assets of less than $100,000 and liabilities of less than
$1 million.

Judge Marci McIvor presides over the case.

PJ Hospitality is represented by Robert N. Bassel, Esq., in
Clinton, Michigan.


PLEDGE PETROLEUM: Incurs $294,000 Net Loss in Third Quarter
-----------------------------------------------------------
Pledge Petroleum Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q reporting a net loss
available to common stockholders of $293,877 on $0 of net revenue
for the three months ended Sept. 30, 2017, compared to a net loss
available to common stockholders of $1.02 million on $0 of net
revenue for the three months ended Sept. 30, 2016.

For the nine months ended Sept. 30, 2017, Pledge Petroleum reported
a net loss available to common stockholders of $931,400 on $25,000
of net revenue compared to a net loss available to common
stockholders of $3.10 million on $0 of net revenue for the same
period a year ago.

Pledge Petroleum's balance sheet at Sept. 30, 2017, showed $8.78
million in total assets, $1.11 million in total liabilities, all
current, and $7.67 million in total stockholders' equity.

"Although we have cash balances of $8,755,803 as of September 30,
2017, we have a history of annual losses from operations since
inception and we have primarily funded our operations through sales
of our unregistered equity securities.  We have recently suspended
our operations and reduced our operating expenses as the Board of
Directors are considering various options as to the future
direction of the Company, including a possible dissolution. Should
the Board of Directors decide to dissolve our company, due to
uncertainties about whether we are able to realize the full value
of our assets, we cannot make any assurances regarding the amount
available for distribution to our shareholders.  We have made
certain projections relating to the amount of cash we expect to
have to distribute to our shareholders upon dissolution.  These
projections generally relate to the amount of liabilities which
must be satisfied before our company is dissolved, the amount we
expect preferred stockholders to receive for their equity interest.
Each of the above projections is subject to multiple variables,
including the timing of a dissolution affecting the amount of
dividends payable and the amount of liabilities owed at the time of
dissolution.  Based upon current estimates, if we were to dissolve
this quarter, no assurance can be given that common shareholders or
subordinate preferred shareholders will receive any such
distribution.

"To date, our primary sources of cash have been funds raised from
the sale of our securities and the issuance of convertible and
non-convertible debt.  No additional funds were raised during the
current financial period.

"We have incurred an accumulated deficit of $18,975,627 through
September 30, 2017 and incurred negative cash flow from continuing
operations of $413,953 for the nine months ended September 30,
2017.

"Our primary commitments include the minimum commitments under the
license agreements.  Based upon our current plans, we believe that
our cash will be sufficient to enable us to meet our anticipated
operating needs for at least the next twelve months, subject to any
business strategy decisions taken by the Board of Directors."

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

                      https://is.gd/A7n6eQ

                     About Pledge Petroleum

Pledge Petroleum Corp, headquartered in Houston, Texas, focuses on
the acquisition of various oil producing fields.  The company was
formerly known as Propell Technologies Group, Inc. and changed its
name to Pledge Petroleum Corp. in February 2017.  Visit
http://www.pledgepcorp.comfor more information.   

Pledge Petroleum reported a net loss available to common
stockholders of $4.74 million for the year ended Dec. 31, 2017,
following a net loss available to common stockholders of $6.89
million for the year ended Dec. 31, 2015.

RBSM LLP, in New York, New York, issued a "going concern" opinion
in its report on the consolidated financial statements for the year
ended Dec. 31, 2017, noting that the Company has incurred recurring
operating losses and had a net loss for the year ended Dec. 31,
2016.  The Company has also suspended its business operations.  The
auditors said these conditions raise substantial doubt about the
Company's ability to continue as a going concern.


PM MERGER: Moody's Assigns B3 Corp. Family Rating; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) and B3-PD Probability of Default Rating (PDR) to PM Merger
Sub Inc. Concurrently, Moody's assigned B2 ratings to the proposed
$100 million first lien senior secured revolver and $760 million
first lien senior secured term loan. All ratings for the pre-LBO
entity will be withdrawn upon closing of the proposed transaction
as all previously rated debt is being refinanced. The rating
outlook is stable.

PM Merger Sub Inc. is a new legal entity that has been established
as part of a transaction whereby an affiliate of Leonard Green &
Partners will acquire a majority stake in Pro Mach Group, Inc.
Following consummation of the buyout, PM Merger Sub Inc. will merge
with and into Pro Mach Group, Inc. with the latter being the
surviving entity. For purposes of this credit discussion, Moody's
will refer to PM Merger Sub Inc. and Pro Mach Group, Inc.
collectively as "Pro Mach." The transaction is expected to close in
March 2018.

Pro Mach will utilize the proceeds from the first lien debt, $340
million of unrated second lien secured notes, and a sponsor
contribution of $1.1 billion to fund the approximately $2.2 billion
purchase price including transaction fees and expenses. Debt is
increasing by roughly 35% in conjunction with the transaction.

"Pro Mach's very high financial leverage -- Moody's expects debt to
EBITDA to remain above seven times through 2018 -- coupled with its
aggressive debt funded growth strategy position the company weakly
in the B3 rating category," says Inna Bodeck, lead Analyst with
Moody's. "Strong organic growth prospects, a track record of
successfully integrating acquisitions, and the company's adequate
liquidity however, ultimately supports the B3 corporate family
rating," added Bodeck.

Moody's assigned the following ratings to PM Merger Sub Inc.:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

$100 million senior secured first-lien revolver due 2023 at B2
(LGD3)

$760 million senior secured first-lien term loan due 2025 at B2
(LGD3)

Stable outlook

The following ratings for Pro Mach Group, Inc. will be withdrawn
upon closing of the transaction and the concurrent repayment of
debt outstanding:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

$60 million senior secured first-lien revolver due 2019 at B2
(LGD3)

$670 million senior secured first-lien term loan due 2021 at B2
(LGD3)

Stable Outlook

RATINGS RATIONALE

Pro Mach's B3 CFR broadly reflects the company's very high initial
leverage, the cyclical nature of its products and its aggressive
acquisitive growth strategy balanced by the company's competitive
offerings across a range of equipment, the stability provided by
significant revenue contribution from aftermarket products and
services, and positive projected free cash flow. Pro Mach operates
in the fragmented packaging equipment manufacturing industry and
has been very acquisitive since 2006. In the last three years, the
company has acquired 12 companies at increasing multiples (an
average multiple of 6.5x) and partially financed with debt. Moody's
anticipates that debt-to-EBITDA leverage (approximately 8.1x LTM
9/30/2017 post LBO incorporating Moody's standard adjustments) will
slowly decline to a low 7.0x in the next 12 months due to the
company's strategy of complementing organic growth with partially
debt-funded acquisitions where some of the free cash flow that
could be used to pay down debt will be used for acquisitions. In
spite of financial and integration risk that is high, the company's
good organic growth prospects and adequate liquidity support the
rating.

The stable rating outlook reflects Moody's expectation that the
company's organic revenue growth will continue in the low single
digit range and that ProMach will increase its EBITDA margin by
40-50 basis points and reduce the sizable recent cash outlays on
integration and restructuring costs over the next 12-18 months such
that free cash flow generation will improve despite the increase in
cash interest resulting from the LBO. The outlook also factors in
Moody's expectation that Pro Mach will use its $100 million second
lien acquisition facility (unrated) to fund any bolt-on
acquisitions, keeping debt-to-EBITDA leverage elevated at above 7.0
times through 2018.

An upgrade could be considered if the company sustains
Moody's-adjusted debt-to-EBITDA leverage below 6.0 times,
EBITA-to-interest coverage above 2.0 times, and FCF-to-debt above
5%.

The ratings could be pressured should the company's revenues and
margins decline, leading to sustained Moody's adjusted
debt-to-EBITDA leverage above 7.5 times or EBITA-to-interest
coverage below 1.0 time. A deterioration in liquidity could also
lead to a downgrade.

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

Headquartered in Covington, Kentucky, Pro Mach Group, Inc. and its
subsidiaries manufacture a range of packaging equipment and related
aftermarket parts and services used primarily in the food,
beverage, household goods and pharmaceutical industries. Pro Mach
is a portfolio company of financial sponsor Leonard Green &
Partners. Pro forma expected revenue for the year ended December
31, 2017 was approximately $832 million.


Q & D INC: Hires Murphy Business as Real Estate Broker
------------------------------------------------------
Q & D Inc., t/a Lamplighter Tavern, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to employ
Murphy Business & Financial, as real estate broker to the Debtor.

Q & D Inc. requires Murphy Business to market and sell the Debtor's
real property located at 8 Campbell Avenue, Havertown PA; the
Debtor's liquor license; and the personal property consisting
primarily of restaurant equipment, inventory and furniture.

Murphy Business will be paid as follows:

     -- 7% commission of the total sales price of the real
        properties; and

     -- 10% of the total sales price of all other assets.

Bernie Siegel, member of Murphy Business & Financial, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Murphy Business can be reached at:

     Bernie Siegel
     MURPHY BUSINESS & FINANCIAL
     E. 8th Avenue, Suite 301
     Conshohocken, PA 19428
     Tel: (610) 668-9780

                        About Q & D Inc.

Based in Delaware, Pennsylvania, Q & D, Inc. filed a chapter 11
petition (Bankr. E.D. Pa. Case No. 17-16064) on Sept. 7, 2017.  At
the time of filing, the Debtor estimated $0 to $50,000 in assets
and liabilities.  The Debtor tapped Timothy Zearfoss, Esq., as
bankruptcy counsel, and Murphy Business as real estate broker.


RAMBUS INC: Egan-Jones Lowers FC Sr. Unsec. Debt Rating to BB+
--------------------------------------------------------------
Egan-Jones Ratings Company, on February 1, 2018, downgraded the
foreign currency senior unsecured rating on debt issued by Rambus
Incorporated to BB+ from BBB.

Rambus Incorporated, founded in 1990, is an American technology
licensing company, and has also been labeled as a patent troll.


REAL INDUSTRY: Equity Holders Tap Dentons and Bayard
----------------------------------------------------
In connection with the chapter 11 cases of Real Industry, Inc. and
its affiliated debtors, the Ad Hoc Committee of Equity Holders on
Jan. 16, 2018, submitted a verified statement as required pursuant
to Rule 2019 of the Federal Rules of Bankruptcy Procedure.

The nature and amount of all "disclosable economic interests" so
held by, each Equity Holder or accounts, funds, or investment
vehicles managed or advised by such Equity Holder, as of Jan. 16,
2018, are as follows:

      Member                    Disposable Interests-Common Stock
      ------                    ---------------------------------
  Grossman Family Investments              1,100,000 shares
  Leon Yaloz                                 600,000 shares
  Black Rhino L.P.                           120,600 shares
  Broadbill Partner II, L.P.               1,219,399 shares

The Equity Holders engaged Dentons US LLP and Bayard P.A. to
represent them in connection with Real Industry's restructuring and
the Chapter 11 Cases.

Neither Dentons nor Bayard hold any prepetition claim against or
interests in the Debtors.

The firms can be reached at:

         Justin R. Alberto, Esq.
         Gregory J. Flasser, Esq.
         BAYARD, P.A.
         600 N. King Street, Suite 400
         Wilmington, DE 19801
         Telephone: (302) 655-5000
         Facsimile: (302) 658-6395
         E-mail: jalberto@bayardlaw.com
                 gflasser@bayardlaw.com

            - and -

         Carole Neville, Esq.
         DENTONS US LLP
         1221 Avenue of the Americas
         New York, New York 10020
         Tel: (212) 768-6700
         Fax: (212) 768-6800
         E-mail: carole.neville@dentons.com

                       About Real Industry

Based in Beachwood, Ohio, Real Industry, Inc. (NASDAQ:RELY) is the
holding company for Real Alloy, the largest third-party aluminum
recycler in both North America and Europe.  Real Alloy offers
products to wrought alloy processors, automotive original equipment
manufacturers, foundries, and casters.  Real Alloy delivers
recycled metal in liquid or solid form according to customer
specifications and serves the automotive, consumer packaging,
aerospace, building and construction, steel, and durable goods
industries.

Real Industry has no funded debt. The funded debt obligations of
the Real Alloy debtors total $400 million, comprised of (i) $96
million outstanding under a $110 senior secured revolving
asset-based credit facility with Bank of America, and (ii) $305
million in principal outstanding under 10.00% senior secured notes
due 2019.

Real Industry, Inc., and Real Alloy Intermediate Holding, LLC, Real
Alloy Holding, Inc., and their U.S. subsidiaries filed voluntary
petitions seeking relief under Chapter 11 of the Bankruptcy Code in
Delaware on Nov. 17, 2017.

The Honorable Kevin J. Carey is the case judge.

The Debtors tapped Saul Ewing Arnstein & Lehr LLP as local
bankruptcy counsel; Jefferies LLC as the debtors' investment
banker; Berkeley Research Group, LLC as financial advisor; Ernst &
Young LLP as auditor and tax advisor; and Prime Clerk as the claims
and noticing agent and administrative advisor.

The Ad Hoc Noteholder Group tapped Latham & Watkins LLP as counsel;
Young Conway Stargatt & Taylor LLP as Delaware counsel; and Alvarez
& Marsal Securities, LLC, as financial advisor.

DDJ Capital Management, LLC, Osterweis Capital Management, HPS
Investment Partners, LLC, Hotchkis & Wiley Capital Management, and
Southpaw Credit Opportunity Master Fund L.P. comprise the Ad Hoc
Noteholder Group.

The Official Committee of Unsecured Creditors tapped Brown Rudnick
LLP as counsel; Duane Morris LLP as Delaware counsel; Miller
Buckfire & Co, LLC, as investment banker; and Goldin Associates,
LLC, as financial advisor.

The Ad Hoc Committee of Equity Holders of Real Industry tapped the
firms of Dentons US LLP and Bayard, P.A., as counsel.

                          *     *     *

Real Alloy entered into an agreement with its existing asset-based
facility lender and certain of its bondholders for continued use of
its $110 million asset-based lending facility and up to $85 million
of additional liquidity through debtor-in-possession financing to
fund ongoing business operations.

As Real Industry has no access to the Real Alloy debtors'
postpetition financing, Real Industry accepted an unsolicited
proposal from 210 Capital, LLC and the Private Credit Group of
Goldman Sachs Asset Management L.P. for (i) up to  $5.5 million in
postpetition financing, (ii) an equity commitment of $17 million
for up to 49% of the common stock, and (iii) a commitment to
provide a $500 million acquisition financing facility on terms to
be negotiated.


REAL INDUSTRY: Equity Holders Want Own Official Committee
---------------------------------------------------------
The Ad Hoc Committee of Equity Holders of Real Industry, Inc.,
filed with the U.S. Bankruptcy Court for the District of Delaware a
motion for an order directing the Office of the United States
Trustee to appoint an official committee of equity holders in the
Chapter 11 cases of Real Industry, Inc. and its subsidiaries.

A hearing to consider the Motion will be held before the Honorable
Kevin J. Carey on Feb. 27, 2018 at 11:00 a.m. (Eastern Time).
Objections are due Feb. 23 at 10:00 a.m.

Justin R. Alberto, Esq., at Bayard, P.A., counsel to the Ad Hoc
Equity Holders Committee, avers that the facts and circumstances of
this case are unique and support an order for separate
representation of the Real Industry shareholders through an
official committee.

"Although the chapter 11 cases of the parent and its operating
subsidiaries are jointly administered, they should be evaluated for
purposes of considering recoveries and representation as two
stand-alone entities.  They operated prepetition from separate
headquarters, had different business strategies and operations, and
different assets, obligations and capital structures.  Real
Industry and Real Alloy have continued postpetition to maintain
their separate identities.  These Debtors are proceeding down two
almost completely different restructuring paths with entirely
separate financing, different plan sponsors, constituent classes
and restructuring strategies," Mr. Alberto argues.

"Moreover, Real Industry has no pre-petition debt and only two
classes of equity, and it has substantial net operating losses
("NOLs").  Real Industry's emergence from chapter 11 with its NOLs
intact depends on the continuity of ownership of greater than 50
percent of the shares by the existing equity as required by the
United States Tax Code.  The value of common shareholders' recovery
depends on a number of factors, including the value and treatment
of Preferred Stock."

"As a result of the these factors, the usual inquiries about
whether the value of operating assets, proven either by the market
or in projections, are sufficient to provide a recovery to
shareholders over creditor claims in accordance with the absolute
priority rule are inapplicable at this junction here."

"The assessment of any purported representation for equity holders
in this chapter 11 case must also take into account the differences
between the Real Industry and Real Alloy Debtors.  The Board of
Directors and management, which hold only a small percentage of the
Real Industry common stock, are focused on the Real Alloy sale and
the recovery of the secured creditors.  Their interest in a quick
sale or transfer may be in conflict with the interests of the Real
Industry equity holders for several reasons discussed below.  The
Creditors Committee, appointed in all cases, including Real
Industry, has no members or constituents holding claims against
Real Industry.  Although granted certain oversight of Real Industry
financing and preservation of its NOLs, the creditors of Real Alloy
have no interest in Real Industry assets or obligations.  The
secured creditors, represented by an Ad Hoc Committee of
Noteholders and numerous others, have interests only against the
Real Alloy entities."

"Finally, the Ad Hoc Committee does not represent the equity
holders as a class; it can only speak for its members and has no
fiduciary duty to the equity holders as a class.  Neither the Ad
Hoc Committee nor individual creditors can present a unified
position of equity holders in the plan negotiations and
formulation.  At present, the common shareholders as a class has no
seat at the table in the plan formulation, which is scheduled to be
filed on February 16, 2018.  In sum, the shareholders of Real
Industry have no meaningful representation in the case with a
fiduciary duty to the entire class."

In the motion, the Ad Hoc Committee of Equity Holders points out
that:

   (i) The common stock of Real Industry is publicly traded and
widely held.  The Debtors reported that as of Nov. 1, 2017, there
were 29,796,105 shares of $0.001 par value common stock
outstanding.  These shares of Real Industry stock are held by 7,500
holders.  The list of registered equity holders filed on Dec. 1,
2017 actually lists 765 individual small holders, who hold in the
aggregate approximately 200,000 shares.  Hotchkis & Wiley
previously held 5.93% of the common stock in two funds, but cut the
stake by 3% in the fourth quarter of 2017.  Existing and former
management and directors apparently hold 3% of the outstanding
shares.

  (ii) Real Industry is not insolvent.  On the Petition Date, Real
Industry had its own assets, including at least $2.25 million of
unrestricted cash, a collection of potentially valuable artwork,
its interests in its operating subsidiaries (Real Alloy), its
interest in a direct subsidiary relating to its historical loan
business, receivables from subsidiaries, and nearly a billion
dollars in NOLs.

(iii) As of Dec. 31, 2016, Real Industry estimated that it has
U.S. federal NOLs of $913.5 million and non-U.S. NOLs of $30.6
million.  Additionally, Real Industry has state level NOLs in
amounts that are comparable to the U.S. federal NOLs.  In order to
preserve the value of the NOLs and use the exception under IRC
section 382(l)(5) to the limitation on the use of NOLs in a
bankruptcy case, the holders of the stock prior to the commencement
of the case must retain their interest greater than 50% of the
equity under Section 382(l)(5).

  (iv) The minimum value of the equity has already been determined
by a bid for 49% of the equity.  The Debtors accepted an
unsolicited proposal from 210 Capital, LLC and the Private Credit
Group of Goldman Sachs Asset Management L.P. (the "210/GSAM
Proposal") for (i) an equity commitment of $17 million for up to
49% of the common stock and (ii) a commitment to provide a $500
million acquisition financing facility on terms to be negotiated.
The equity commitment of $17 million, which is subject to higher
and better bids, sets a floor on the value of the equity.

   (v) Management's indifference to the Real Industry common
shareholders is also evident in the proposals for Real Industry.
Although the Real Industry monthly operating reports showed over $5
million in free cash and prepaid expenses, the Debtors sought
approval of a $4 million financing for Real Industry coupled with a
sale of 49% of the common shares to Goldman Sachs for $10 million
and a fast track plan process.  That proposal was replaced within
days based on an unsolicited offer for $5.5 million financing, a
sale of up to 49% of the common shares for $17 million to 210
Capital and a Goldman Sachs partner, and an only slightly more
relaxed plan process.  The only parties noticed for approval of
this DIP financing were the secured creditors of Real Alloy, the
Creditors Committee and trade creditors requesting notice.  No
equity holders were noticed although the Debtors were proposing the
dilution of the existing holders by nearly half.

  (vi) Real Alloy's Operations Have Turned.  Although the Real
Industry restructuring is not dependent on the sale process for the
Real Alloy Debtors, the value of Real Alloy Debtors in a sale may
well produce additional equity value for the Real Industry
shareholders if the sale proceeds exceed the Real Alloy debt.  To
that extent, the shareholders have an interest in the marketing and
valuation of the Real Alloy assets and operations.  Based on the
Debtors' recent performance and the industry trends,
notwithstanding the recently filed notice of a credit bid by the
noteholders, it appears that the Real Alloy assets may be
undervalued by management and the secured creditors.  As scrap
spreads have returned to their historical norms following several
years of illegal Chinese dumping, Real Alloy's financial results
will continue to show improvement and shortly return the Company to
its historic annual EBITDA of $80 million to 90 million versus the
LTM EBITDA of $55 million.

  (vii) Request to the United States Trustee Denied.  On Dec. 7 and
21, 2017, the Ad Hoc Committee requested that the U.S. Trustee
appoint an official committee of Real Industry shareholders.  A
number of large shareholders indicated willingness to serve on such
a committee.  The request was opposed by the Creditors Committee.
On Jan. 25, 2018, the U.S. Trustee denied the request without
explanation.

                       About Real Industry

Based in Beachwood, Ohio, Real Industry, Inc. (NASDAQ:RELY) is the
holding company for Real Alloy, the largest third-party aluminum
recycler in both North America and Europe.  Real Alloy offers
products to wrought alloy processors, automotive original equipment
manufacturers, foundries, and casters.  Real Alloy delivers
recycled metal in liquid or solid form according to customer
specifications and serves the automotive, consumer packaging,
aerospace, building and construction, steel, and durable goods
industries.

Real Industry has no funded debt. The funded debt obligations of
the Real Alloy debtors total $400 million, comprised of (i) $96
million outstanding under a $110 senior secured revolving
asset-based credit facility with Bank of America, and (ii) $305
million in principal outstanding under 10.00% senior secured notes
due 2019.

Real Industry, Inc., and Real Alloy Intermediate Holding, LLC, Real
Alloy Holding, Inc., and their U.S. subsidiaries filed voluntary
petitions seeking relief under Chapter 11 of the Bankruptcy Code in
Delaware on Nov. 17, 2017.

The Honorable Kevin J. Carey is the case judge.

The Debtors tapped Saul Ewing Arnstein & Lehr LLP as local
bankruptcy counsel; Jefferies LLC as the debtors' investment
banker; Berkeley Research Group, LLC as financial advisor; Ernst &
Young LLP as auditor and tax advisor; and Prime Clerk as the claims
and noticing agent and administrative advisor.

The Ad Hoc Noteholder Group tapped Latham & Watkins LLP as counsel;
Young Conway Stargatt & Taylor LLP as Delaware counsel; and Alvarez
& Marsal Securities, LLC, as financial advisor.

DDJ Capital Management, LLC, Osterweis Capital Management, HPS
Investment Partners, LLC, Hotchkis & Wiley Capital Management, and
Southpaw Credit Opportunity Master Fund L.P. comprise the Ad Hoc
Noteholder Group.

The Official Committee of Unsecured Creditors tapped Brown Rudnick
LLP as counsel; Duane Morris LLP as Delaware counsel; Miller
Buckfire & Co, LLC, as investment banker; and Goldin Associates,
LLC, as financial advisor.

The Ad Hoc Committee of Equity Holders of Real Industry tapped the
firms of Dentons US LLP and Bayard, P.A., as counsel.

                          *     *     *

Real Alloy entered into an agreement with its existing asset-based
facility lender and certain of its bondholders for continued use of
its $110 million asset-based lending facility and up to $85 million
of additional liquidity through debtor-in-possession financing to
fund ongoing business operations.

As Real Industry has no access to the Real Alloy debtors'
postpetition financing, Real Industry accepted an unsolicited
proposal from 210 Capital, LLC and the Private Credit Group of
Goldman Sachs Asset Management L.P. for (i) up to  $5.5 million in
postpetition financing, (ii) an equity commitment of $17 million
for up to 49% of the common stock, and (iii) a commitment to
provide a $500 million acquisition financing facility on terms to
be negotiated.


REAL INDUSTRY: Unsolicited Improved Offer From 210, Goldman Okayed
------------------------------------------------------------------
Real Industry, Inc., received approval from the U.S. Bankruptcy
Court for the District of Delaware to obtain an immediate infusion
of up to $5.5 million in postpetition financing from the proposed
lenders, 210 Capital, LLC and the Private Credit Group of Goldman
Sachs Asset Management, L.P., or their respective affiliates.

As Real Industry has no access to the Real Alloy Debtors' $365
million postpetition financing, Real Industry sought court
permission to borrow $5.5 million, which will be used to fund
ongoing operating expenses, such as employee salaries, general and
administrative expenses, and the fees of ordinary course
professionals, as well as restructuring expenses necessary to
prepare, solicit, and obtain confirmation of a value maximizing
plan of reorganization.

On Dec. 27, 2017, Real Industry filed a motion seeking approval
from Goldman Sachs & $4 million of financing for Real Industry,
coupled with a sale of 49 percent of the common shares to Goldman
Sachs for $10 million, and a fast track plan process.

That proposal was replaced within days based on an unsolicited
offer for $5.5 million financing, a sale of up to 49% of the common
shares for $17 million to 210 Capital and a Goldman Sachs partner,
and an only slightly more relaxed plan process.

Robert J. White, a managing director of Jefferies LLC, the Debtors'
investment banker, avers that among other things, the improved
terms offered by the DIP Lenders include:

     (a) a significantly increased equity commitment (from $10
million to $17.5 million) without any increase in proposed
ownership interest,

     (b) increased availability under the proposed postpetition
financing facility (from $4 million to $5.5 million),

     (c) a reduced interest rate (from 12% to 11%),

     (d) the addition of a commitment to provide a $500 million
acquisition financing facility on terms to be negotiated,

     (e) a reduced cash upfront fee (from $300,000 to $200,000),

     (f) a reduced break-up fee (from $450,000 to $300,000), and

     (g) relaxed case milestones.

Mr. White said the proposed DIP Financing does not predetermine the
outcome of any chapter 11 plan or preclude a refinance of the DIP
Financing after funding -- the DIP Facility simply provides Real
Industry with the runway necessary to solicit and seek approval of
a chapter 11 plan, while providing other interested parties with
the opportunity to submit a better or higher bid for the value of
the enterprise or propose better postpetition financing.  Existing
equity holders, including the Ad Hoc Group, or any other interested
party, are free to approach Real Industry with any alternative
proposal and the Debtors are free to pursue any and all
alternatives following approval of the DIP Financing, subject only
to payment of the Break-Up Fee (which now equals less than 2% of
the amount of the Equity Commitment).

210/Rely Capital L.P., is the DIP Agent under the 210 DIP
Facility.

Potter Anderson & Corroon LLP and Haynes and Boone, LLP, represent
210 Capital, LLC and the Private Credit Group of Goldman Sachs
Asset Management, L.P. and certain of their affiliates, the DIP
Lenders to Real Industry.  Potter Anderson partner Jeremy W. Ryan
and associate D. Ryan Slaugh, and Haynes And Boone Restructuring
Practice Group senior counsel Robert D. Albergotti and associate
Jarom Yates lead the engagement.

                       About Real Industry

Based in Beachwood, Ohio, Real Industry, Inc. (NASDAQ:RELY) is the
holding company for Real Alloy, the largest third-party aluminum
recycler in both North America and Europe.  Real Alloy offers
products to wrought alloy processors, automotive original equipment
manufacturers, foundries, and casters.  Real Alloy delivers
recycled metal in liquid or solid form according to customer
specifications and serves the automotive, consumer packaging,
aerospace, building and construction, steel, and durable goods
industries.

Real Industry has no funded debt. The funded debt obligations of
the Real Alloy debtors total $400 million, comprised of (i) $96
million outstanding under a $110 senior secured revolving
asset-based credit facility with Bank of America, and (ii) $305
million in principal outstanding under 10.00% senior secured notes
due 2019.

Real Industry, Inc., and Real Alloy Intermediate Holding, LLC, Real
Alloy Holding, Inc., and their U.S. subsidiaries filed voluntary
petitions seeking relief under Chapter 11 of the Bankruptcy Code in
Delaware on Nov. 17, 2017.

The Honorable Kevin J. Carey is the case judge.

The Debtors tapped Saul Ewing Arnstein & Lehr LLP as local
bankruptcy counsel; Jefferies LLC as the debtors' investment
banker; Berkeley Research Group, LLC as financial advisor; Ernst &
Young LLP as auditor and tax advisor; and Prime Clerk as the claims
and noticing agent and administrative advisor.

The Ad Hoc Noteholder Group tapped Latham & Watkins LLP as counsel;
Young Conway Stargatt & Taylor LLP as Delaware counsel; and Alvarez
& Marsal Securities, LLC, as financial advisor.

DDJ Capital Management, LLC, Osterweis Capital Management, HPS
Investment Partners, LLC, Hotchkis & Wiley Capital Management, and
Southpaw Credit Opportunity Master Fund L.P. comprise the Ad Hoc
Noteholder Group.

The Official Committee of Unsecured Creditors tapped Brown Rudnick
LLP as counsel; Duane Morris LLP as Delaware counsel; Miller
Buckfire & Co, LLC, as investment banker; and Goldin Associates,
LLC, as financial advisor.

The Ad Hoc Committee of Equity Holders of Real Industry tapped the
firms of Dentons US LLP and Bayard, P.A., as counsel.

                          *     *     *

Real Alloy entered into an agreement with its existing asset-based
facility lender and certain of its bondholders for continued use of
its $110 million asset-based lending facility and up to $85 million
of additional liquidity through debtor-in-possession financing to
fund ongoing business operations.

As Real Industry has no access to the Real Alloy debtors'
postpetition financing, Real Industry accepted an unsolicited
proposal from 210 Capital, LLC and the Private Credit Group of
Goldman Sachs Asset Management L.P. for (i) up to  $5.5 million in
postpetition financing, (ii) an equity commitment of $17 million
for up to 49% of the common stock, and (iii) a commitment to
provide a $500 million acquisition financing facility on terms to
be negotiated.


RESOLUTE INVESTMENT: S&P Affirms 'B+' ICR, Outlook Stable
---------------------------------------------------------
Resolute posted double-digit percent growth in assets under
management (AUM) during 2017, mainly as a result of market
appreciation and the acquisition of Shapiro Capital Management LLC
(SCM).

While increasing AUM boosted cash flow generation, the company's
leverage remained around 5x in 2017 as the company funded the
acquisition of SCM with add-ons to both its first- and second-lien
term loans.

S&P Global Ratings said it affirmed its 'B+' issuer credit rating
on Resolute Investment Managers Inc. The outlook remains stable.

S&P said, "At the same time, we lowered our rating on the
first-lien secured credit facility to 'B+' from 'BB-' and affirmed
our 'B-' second-lien secured debt rating. We also revised our
recovery rating on Resolute's first-lien credit facility to
'3'--reflecting our expectation for meaningful (60%) recovery in
the event of default--from '2'." The '6' recovery rating on the
company's second-lien secured term loan, which implies negligible
(0%) recovery in the event of default, remains unchanged.

Resolute experienced significant growth in 2017 because of
substantial market appreciation combined with the acquisition of a
60% stake in Shapiro Capital Management LLC (SCM), which
contributed more than $4 billion to the company's $63 billion in
assets under management (AUM) as of Sept. 30, 2017. The acquisition
of a majority stake in SCM, a U.S. value investor, is the third
completed in the last 18 months following the purchase of a
majority stake in Alpha Quant Advisors and a minority stake in Ark
Investment Management, both completed in 2016.

S&P said, "The stable outlook reflects our expectation that
Resolute will operate with leverage between 4.5x and 5x during the
next 12 months while AUM flows remain modest and EBITDA margins
stay strong.

"We could lower the ratings if the company's leverage rises above
6x as a result of further debt issuances or lower cash flow
generation. We could also lower the ratings if the company's
investment performance significantly deteriorates, or if Resolute
experiences meaningful outflows.

"We could raise the ratings if leverage drops to 4x-4.5x and we
deem that decline as permanent while investment performance, AUM
flows, and EBITDA margins remain strong."


RLE INDUSTRIES: Plan Confirmation Hearing Set for March 20
----------------------------------------------------------
Judge Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York issued an order approving RLE
Industries, LLC, and NEI Industries, Inc.'s first amended
disclosure statement referring to their joint first amended chapter
11 liquidating plan dated Feb. 1, 2018.

The hearing to consider confirmation of the Plan will be held on
March 20, 2018 at 10:00 a.m., before the Honorable Michael E.
Wiles, United States Bankruptcy Judge, at the United States
Bankruptcy Courthouse Manhattan Division), One Bowling Green,
Courtroom 617, New York, New York 10004.

To be counted, ballots for accepting or rejecting the Plan must be
by March 13, 2018 at 4:00 p.m. (Eastern Standard Time).

The deadline for any party in interest to file objections to
claim(s) for voting purposes only is March 6, 2018 at 5:00 p.m.

Objections to confirmation of the plan must be in writing and
delivered on or before March 13, 2018 at 5:00 p.m. with any filings
responsive to an objection to confirmation to be filed and served
on or before March 18, 2018 at 5:00 p.m.

                   About RLE Industries

Founded in 1997, New York-based RLE Industries, LLC, d/b/a Robert
Lighting & Energy -- http://rleindustries.com/-- owns and operates
an electrical lighting and fixture manufacturing and fabrication
business.  NEI Industries Inc is in the business of installing
lighting fixtures manufactured by RLE Industries.

RLE Industries (Bankr. S.D.N.Y. Case No. 17-11748) and affiliate
NEI Industries Inc. d/b/a Northeast Electric (Bankr. S.D.N.Y. Case
No. 17-11749) filed for Chapter 11 bankruptcy protection on June
23, 2017.  The petitions were signed by Scott Koenig, president.

Each of the Debtors estimated assets at between $500,000 and $1
million, and liabilities at between $1 million and $10 million.

Judge Michael E. Wiles presides over the cases.

Dawn Kirby, Esq., and Jonathan S. Pasternak, Esq., at Delbello
Donnellan Weingarten Wise & Wiederkeher, LLP, serves as the
Debtor's bankruptcy counsel.

Foresight Advisors LLC is the Debtors' financial advisors.


RLE INDUSTRIES: Unsecureds to be Paid 8.8% Under Latest Plan
------------------------------------------------------------
Unsecured creditors of RLE Industries, LLC, and NEI Industries,
Inc., may receive approximately 8.8% of their claims, according to
the companies' latest disclosure statement, which explains their
proposed Chapter 11 plan of liquidation.  

According to the latest filing, the companies estimate Class 3
general unsecured claims to total approximately $850,000, with an
estimated, approximate 8.8% pro rata distribution.

In their initial disclosure statement, the companies estimated
Class 3 claims to total approximately $750,000, with an estimated,
approximate 10% pro rata distribution.

Moreover, Scott Koenig and the Estate of Marvin Koenig, current and
former principals of the companies, have agreed to increase the
amount of their contribution to $350,000 from $325,000, according
to the disclosure statement filed with the U.S. Bankruptcy Court
for the Southern District of New York.

A copy of the first amended disclosure statement is available for
free at:

          http://bankrupt.com/misc/nysb17-11748-144.pdf

                        About RLE Industries

Founded in 1997, New York-based RLE Industries, LLC, d/b/a Robert
Lighting & Energy -- http://rleindustries.com/-- owns and operates
an electrical lighting and fixture manufacturing and fabrication
business.  NEI Industries Inc. is in the business of installing
lighting fixtures manufactured by RLE Industries.

RLE Industries (Bankr. S.D.N.Y. Case No. 17-11748) and affiliate
NEI Industries Inc. d/b/a Northeast Electric (Bankr. S.D.N.Y. Case
No. 17-11749) filed for Chapter 11 bankruptcy protection on June
23, 2017.  The petitions were signed by Scott Koenig, president.

Each of the Debtors estimated assets at between $500,000 and $1
million, and liabilities at between $1 million and $10 million.

Judge Michael E. Wiles presides over the cases.

Dawn Kirby, Esq., and Jonathan S. Pasternak, Esq., at Delbello
Donnellan Weingarten Wise & Wiederkeher, LLP, serves as the
Debtor's bankruptcy counsel.

Foresight Advisors LLC is the Debtors' financial advisors.


ROCKIES EXPRESS: S&P Places 'BB+' CCR on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings said it placed its 'BB+' corporate credit and
senior unsecured debt ratings on Rockies Express Pipeline LLC on
CreditWatch with positive implications.

The '3' recovery rating on the senior unsecured notes is unchanged
and reflects S&P's expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of a payment default.

The positive CreditWatch listing follows management's announcement
on its fourth-quarter earnings call that it has received the
board's approval to repay the upcoming $550 million senior
unsecured notes due 2018. REX expects to repay the $550 million
July 2018 maturity by means of a capital contribution from each of
its sponsors based on their percentage ownership in REX. Once
completed, the debt repayment will materially improve credit
measures in 2018 and beyond, which will result in adjusted debt
leverage in the 3x-3.5x range for the next 24 months. Despite the
recontracting risk for the remaining legacy west to east volumes,
S&P forecasts adjusted debt to EBITDA to remain below 4.5x in 2020.
As a result, once the debt is repaid, S&P expects to raise the
rating on the company one notch to 'BBB-'.

S&P said, "We expect to resolve the CreditWatch listing when the
company repays its upcoming debt maturity. At that time, we expect
to raise the corporate credit rating to 'BBB-'".



ROOSEVELT UNIVERSITY: Fitch Affirms BB on $219MM Bonds, Outlook Neg
-------------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' rating on approximately $219
million Illinois Finance Authority revenue bonds, series 2007 and
2009, issued on behalf of Roosevelt University (RU).

The Rating Outlook was revised to Negative from Stable.

SECURITY

The bonds are a general obligation of Roosevelt. Additional
security provisions include a cash-funded debt service reserve
funded at maximum annual debt service (MADS), and a first-lien
mortgage on the financed facilities.

KEY RATING DRIVERS

DEFICITS DRIVE NEGATIVE OUTLOOK: Seven consecutive years of
negative operating margins, with a significant deficit in fiscal
2017 and another projected for fiscal 2018, drive the Negative
Outlook. At this time, the 'BB' rating is supported by adequate but
limited liquidity, as management implements financial and strategic
changes.

ENROLLMENT PRESSURES OPERATIONS: Roosevelt is highly reliant on
student-generated revenue (86% in fiscal 2017). While new student
numbers are up slightly in fall 2017, overall full-time equivalent
(FTE) enrollment declined 5.1% in fall 2017 and 11% in fall 2016.
Unexpectedly smaller classes in prior years are pressuring overall
enrollment. Net tuition revenue declined in both fiscal 2016 and
2017; management projects fiscal 2018 net tuition to be stable or
up slightly from fiscal 2017.

HIGH DEBT LEVERAGE: RU has very high leverage due to debt related
to the Wabash vertical campus which opened in 2012. MADS, which
occurs in fiscal 2021, results in a very high 18% debt burden based
on fiscal 2017 operating revenues. Balance sheet ratios remain
adequate for the rating category.

WEAK DEBT SERVICE COVERAGE: Roosevelt generated less than 1.0x
current and MADS coverage in fiscal 2017, and similar coverage is
projected for fiscal 2018. This does not violate debt covenants.
MADS coverage was at least sufficient between fiscals 2013 through
2016, due to significant depreciation expense for the Wabash
building, even with negative GAAP margins. A debt service step-up
adds risk, as MADS increases to $19 million in fiscal 2021, up from
$16 million. Fitch views the university as having no new debt
capacity.

RATING SENSITIVITIES

OPERATING DEFICITS: Failure of Roosevelt University to improve
operating performance in fiscal 2018, steadily grow net tuition
revenue, and demonstrate progress in meeting institutional
financial goals will result in a negative rating action.

MAINTAIN BALANCE SHEET: Failure of RU to maintain adequate balance
sheet strength as it implements its financial plan would pressure
the rating.


ROSETTA GENOMICS: Morgan Stanley Has 6.3% Stake as of Dec. 29
-------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Morgan Stanley disclosed that as of Dec. 29, 2017, it
beneficially owns 376,876 shares of common stock of Rosetta
Genomics Ltd., constituting 6.3 percent of the shares outstanding.
Morgan Stanley Capital Services LLC also reported beneficial
ownership of 376,200 Common Shares of the Company as of that date.
A full-text copy of the regulatory filing is available at:

                     https://is.gd/08SHdN

                    About Rosetta Genomics

Based in Rehovot, Israel, Rosetta Genomics Ltd. --
http://www.rosettagx.com/-- is seeking to develop and
commercialize new diagnostic tests based on a recently discovered
group of genes known as microRNAs.  MicroRNAs are naturally
expressed, or produced, using instructions encoded in DNA and are
believed to play an important role in normal function and in
various pathologies.  The Company has established a CLIA-certified
laboratory in Philadelphia, which enables the Company to develop,
validate and commercialize its own diagnostic tests applying its
microRNA technology.

Rosetta Genomics reported a net loss of US$16.23 million on US$9.23
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of US$17.34 million on US$8.26 million of
total revenues for the year ended Dec. 31, 2015.  

As of June 30, 2017, Rosetta had US$6.20 million in total assets,
US$5.11 million in total liabilities and US$1.09 million in total
shareholders' equity.

Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in
Tel-Aviv, Israel, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that the Company has recurring losses from operations and
has limited liquidity resources that raise substantial doubt about
its ability to continue as a going concern.


SANDY CREEK: Bank Debt Trades at 16.33% Off
-------------------------------------------
Participations in a syndicated loan under which Sandy Creek Energy
Associates is a borrower traded in the secondary market at 83.67
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 2.50 percentage points from the
previous week. Sandy Creek pays 400 basis points above LIBOR to
borrow under the $1.025 billion facility. The bank loan matures on
November 6, 2020. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.



SE PROFESSIONALS: March 20 Combined Hearing on Plan and Disclosures
-------------------------------------------------------------------
Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois will convene a combined hearing on
March 20, 2018 at 10:00 a.m. to determine the adequacy of SE
Professionals, S.C.'s second amended disclosure statement and
confirmation of the second amended plan.

Any objections to the adequacy of the Disclosure Statement or
confirmation of the Plan must be filed on or before March 9, 2018.

Ballots accepting or rejecting the Debtor's plan must be served on
or before March 9, 2018.

                      About SE Professionals

SE Professionals, doing business as Premier Vision, is a Wisconsin
service corporation which employs licensed optometrists and sells
eye-wear at three locations in the Milwaukee, Wisconsin area.  SE
Professionals' principal place of business is 840 W. Blackhawk St.,
Apt. 413, Chicago, Illinois, which is the residence of the
president, sole director and sole shareholder of SE, namely, D.
King Aymond, M.D.

SE Professionals filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 17-18113) on June 14, 2017.  King D. Aymond, M.D., president,
signed the petition.  At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities.

The case is assigned to Judge Donald R. Cassling.

The Debtor is represented by Arthur G Simon, Esq., at Crane,
Heyman, Simon, Welch & Clar.

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


SE PROFESSIONALS: Unsecureds to Recover 18% Under 2nd Amended Plan
------------------------------------------------------------------
SE Professionals, S.C., a Wisconsin Service Corporation filed with
the U.S. Bankruptcy Court for the Northern District of Illinois a
second amended disclosure statement in conjunction with its second
amended plan of reorganization.

Class 5 is comprised of holders of general unsecured Claims. The
Debtor estimates that approximately 60 creditors hold Class 5
Claims aggregating approximately $450,000. Each holder of an
Allowed Class 5 Claim will receive a pro-rata share of eight
quarterly payments in the amount of $10,000 each with the first
payment due on the first day of the first month following the
Effective Date, which payments may be accelerated by the Debtor
without penalty. This results in an approximate 18% distribution.
This class is impaired.

The Plan provides for distribution to creditors with Allowed Claims
from funds realized from the continued operation of the Debtor's
business.

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

     http://bankrupt.com/misc/ilnb17-18113-96.pdf

                      About SE Professionals

SE Professionals, doing business as Premier Vision, is a Wisconsin
service corporation which employs licensed optometrists and sells
eye-wear at three locations in the Milwaukee, Wisconsin area.  SE
Professionals' principal place of business is 840 W. Blackhawk St.,
Apt. 413, Chicago, Illinois, which is the residence of the
president, sole director and sole shareholder of SE, namely, D.
King Aymond, M.D.

SE Professionals filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 17-18113) on June 14, 2017.  King D. Aymond, M.D., president,
signed the petition.  At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities.

The case is assigned to Judge Donald R. Cassling.

The Debtor is represented by Arthur G Simon, Esq., at Crane,
Heyman, Simon, Welch & Clar.

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


SEADRILL LTD: Bank Debt Trades at 12.95% Off
--------------------------------------------
Participations in a syndicated loan under which Seadrill Ltd is a
borrower traded in the secondary market at 87.05
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.08 percentage points from the
previous week. Seadrill Ltd pays 300 basis points above LIBOR to
borrow under the $1.1 billion facility. The bank loan matures on
February 21, 2021. Moody's rates the loan 'Caa2' and Standard &
Poor's gave a 'CCC+' rating to the loan. The loan is one of the
biggest gainers and losers among 247 widely quoted syndicated loans
with five or more bids in secondary trading for the week ended
Friday, February 9.


SHERIDAN INVESTMENT: Bank Debt Trades at 16.17% Off
---------------------------------------------------
Participations in a syndicated loan under which Sheridan Investment
Partners I LLC is a borrower traded in the secondary market at
83.83 cents-on-the-dollar during the week ended Friday, February 9,
2018, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.79 percentage points from
the previous week. Sheridan Investment pays 350 basis points above
LIBOR to borrow under the $741 million facility. The bank loan
matures on October 1, 2019. Moody's rates the loan 'Caa3' and
Standard & Poor's gave a 'B' rating to the loan. The loan is one of
the biggest gainers and losers among 247 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday, February 9.


SKILLSOFT CORP: Bank Debt Due 2021 Trades at 4.19% Off
------------------------------------------------------
Participations in a syndicated loan under which Skillsoft Corp is a
borrower traded in the secondary market at 95.81
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 2.01 percentage points from the
previous week. Skillsoft Corp pays 475 basis points above LIBOR to
borrow under the $465 million facility. The bank loan matures on
April 28, 2021. Moody's rates the loan 'B3' and Standard & Poor's
gave a 'B-' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


SKILLSOFT CORP: Bank Debt Due 2022 Trades at 11.37% Off
-------------------------------------------------------
Participations in a syndicated loan under which Skillsoft Corp is a
borrower traded in the secondary market at 88.63
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.42 percentage points from the
previous week. Skillsoft Corp pays 825 basis points above LIBOR to
borrow under the $185 million facility. The bank loan matures on
April 28, 2022. Moody's rates the loan 'Caa3' and Standard & Poor's
gave a 'CCC' rating to the loan. The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday,
February 9.


SNAP INTERACTIVE: Perry Scherer Has 5.8% Stake as of Dec. 31
------------------------------------------------------------
Perry Scherer disclosed in a Schedule 13G/A filed with the
Securities and Exchange Commission that as of Dec. 31, 2017, it
beneficially owns 384,275 shares of common stock of Snap
Interactive, Inc., constituting 5.8 percent of the shares
outstanding.  The percentage is calculated based on 6,676,316
shares of common stock outstanding on Nov. 7, 2017, including
158,571 shares of unvested restricted stock, as disclosed in the
Issuer's Quarterly Report on Form 10-Q filed on Nov. 8, 2017.

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

                      https://is.gd/oCYGz3

                     About Snap Interactive

New York-based Snap Interactive, Inc. --
http://www.snap-interactive.com/-- is a provider of live video
social networking and interactive dating applications.  SNAP has a
diverse product portfolio consisting of nine products, including
Paltalk and Camfrog, which together host one of the world's largest
collections of video-based communities, and FirstMet, a prominent
interactive dating brand serving users 35 and older.  The Company
has a long history of technology innovation and holds 26 patents
related to video conferencing and online gaming.

On Oct. 7, 2016, Snap Interactive and its wholly owned subsidiary,
Snap Mobile Limited completed a business combination with
privately-held A.V.M. Software, Inc. and its wholly owned
subsidiaries, Paltalk Software Inc., Paltalk Holdings, Inc., Tiny
Acquisition Inc., Camshare, Inc. and Fire Talk LLC in accordance
with the terms of an Agreement and Plan of Merger, by and among
SNAP, SAVM Acquisition Corporation, SNAP's former wholly owned
subsidiary, AVM and Jason Katz, pursuant to which AVM merged with
and into SAVM Acquisition Corporation, with AVM surviving as a
wholly owned subsidiary of SNAP.

Snap Interactive reported a net loss of $1.45 million for the year
ended Dec. 31, 2016, a net loss of $265,926 for the year ended Dec.
31, 2015, and a net loss of $1.65 million for the year ended Dec.
31, 2014.  As of Sept. 30, 2017, Snap Interactive had $22.64
million in total assets, $5.27 million in total liabilities and
$17.36 million in total stockholders' equity.


SOLENIS INTERNATIONAL: Bank Debt Trades at 4.90% Off
----------------------------------------------------
Participations in a syndicated loan under which Solenis
International is a borrower traded in the secondary market at 95.10
cents-on-the-dollar during the week ended Friday, February 9, 2018,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 1.39 percentage points from the
previous week. Solenis International pays 675 basis points above
LIBOR to borrow under the $470 million facility. The bank loan
matures on July 31, 2022. Moody's rates the loan 'Caa1' and
Standard & Poor's gave a 'CCC+' rating to the loan. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday, February 9.


STAFFING GROUP: Virtu Americas Reports 5.7% Stake as of Dec. 29
---------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Virtu Americas LLC disclosed that as of Dec. 29, 2017,
it beneficially owns 96,406 shares of common stock of The Staffing
Group Ltd., constituting 5.71 percent based on outstanding shares
as reported on the issuer's 10-K filed with the SEC for the period
ending Dec. 31, 2016.  A full-text copy of the regulatory filing is
available for free at https://is.gd/1ZQ0d0

                   About The Staffing Group, Ltd.

Headquartered in Kennesaw, GA, The Staffing Group, Ltd. --
http://www.staffinggroupltd.com/-- is engaged in the business of
providing temporary staffing solutions.  The Company provides
general laborers to construction, light industrial, refuse, retail
and hospitality businesses, and recruits, hires, trains and manages
skilled workers.  The Company operates approximately one staffing
location in Montgomery, Alabama through its subsidiary, Staff Fund
I, LLC. Staff Fund I, LLC, is focused in the blue collar staffing
industry.

Staffing Group reported a net loss of $3.85 million for the year
ended Dec. 31, 2016, following a net loss of $272,364 for the year
ended Dec. 31, 2015.

"The Company is funding its operations primarily through the sale
of equity, convertible notes payable and shareholder loans.  In the
event the Company experiences liquidity and capital resources
constraints because of greater than anticipated sales growth or
acquisition needs, the Company may need to raise additional capital
in the form of equity and/or debt financing including refinancing
its current debt.  Issuances of additional shares will result in
dilution to its existing shareholders.  There is no assurance that
the Company will achieve any additional sales of its equity
securities or arrange for debt or other financing to fund any
potential acquisition needs or increased growth.  If such
additional capital is not available on terms acceptable to the
Company, or at all, then the Company may need to curtail its
operations and/or take additional measures to conserve and manage
its liquidity and capital resources, any of which would have a
material adverse effect on its business, results of operations and
financial condition.  The ability to successfully resolve these
factors raise substantial doubt about the Company's ability to
continue as a going concern within one year from the date of this
filing," said the Company in its quarterly report for the year
ended Dec. 31, 2016.

As of Dec. 31, 2016, the Company had $1.95 million in total assets,
$4.93 million in total liabilities and a total stockholders'
deficit of $2.98 million.


STEARNS HOLDINGS: Moody's Affirms B2 CFR & Alters Outlook to Neg.
-----------------------------------------------------------------
Moody's Investors Service revised Stearns Holdings, LLC's outlook
to negative, and affirmed the company's B2 corporate family rating
(CFR) and B2 senior secured rating.

Affirmations:

Issuer: Stearns Holdings, LLC

-- Corporate Family Rating, Affirmed B2

-- Senior Secured Regular Bond/Debenture, Affirmed B2

Outlook Actions:

Issuer: Stearns Holdings, LLC

-- Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The change to a negative outlook reflects the lower level of
tangible assets available to support the company's senior secured
notes following its recently announced sale of virtually all of its
mortgage servicing rights (MSRs), and the low but not
insignificant, possibility that Stearns will use the proceeds from
the sale to invest in assets less liquid than the MSRs that were
backing its senior secured notes.

The affirmation reflects the company's modest profitability and
solid capital. The ratings are constrained by Stearns'
profitability challenges amid lower origination volumes and limited
franchise positioning in the highly competitive residential
mortgage originations market, and confined financial flexibility
due to reliance on short-term secured bank warehouse facilities-a
funding model that is susceptible to periods of illiquidity- and a
high level of encumbered assets.

The ratings could be upgraded if profitability increases such that
pre-tax income to assets improves to above 2.0%, tangible common
equity to tangible assets ratio improves to 12.5%, and market share
remains stable.

Negative ratings pressure could develop 1) if the company utilizes
a significant port of the MSR sale proceeds for any purpose other
than to redeem its sr. secured notes, 2) if the company is unable
to achieve pre-tax income to assets above 1.0%, 3) if leverage
increases materially (i.e. if tangible common equity to tangible
assets drops below 7.5%), or 4) if liquidity and available
warehouse funding facilities materially decline.

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


SUNCOAST INTERNAL: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Suncoast Internal Medicine
Consultants, PA, as of Feb. 14, according to a court docket.

             About Suncoast Internal Medicine Consultants

Based in Largo, Florida, Suncoast Internal Medicine Consultants, PA
-- http://suncoastinternalmedicine.com/-- provides medical care to
Pinellas County and the Greater Tampa Bay area.  Its staff is
composed of board-certified physicians focusing in the specialties
of internal medicine, gastroenterology, and rheumatology.  Suncoast
was founded in 1965 by Dr. George Kotsch.

Suncoast Internal Medicine Consultants sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
18-00399) on Jan. 19, 2018.  In the petition signed by Robert L.
DiGiovanni, DO, president, the Debtor estimated assets and
liabilities of $1 million to $10 million.  Judge Catherine Peek
McEwen presides over the case.  Johnson, Pope, Bokor, Ruppel &
Burns LLP is the Debtor's bankruptcy counsel.


SWIFT AIR: Trustee Hires Maerowitz Law as Co-counsel
----------------------------------------------------
MorrisAnderson & Associates, Ltd., the Litigation Trustee of Swift
Air, L.L.C., seeks authority from the U.S. Bankruptcy Court for the
District of Arizona to employ The Maerowitz Law Firm, as co-counsel
to Schian Walker PLC, the counsel of the Litigation Trustee.

The Litigation Trustee requires Maerowitz Law to assist and
represent the Litigation Trustee in an adversary proceeding titled
MorrisAnderson & Associates, Ltd. v. Redeye II, LLC, et al., Case
No. 2:14-ap-00534-DPC.

Schian Walker was approved as litigation counsel by the Bankruptcy
Court on December 26, 2013.

The addition of Maerowitz Law as co-counsel for the Redeye
Adversary will not result in additional fees for the Litigation
Trust as the Agreement provides for payment on a contingent fee
basis.

To the best of the Debtor's knowledge, the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Maerowitz Law can be reached at:

     THE MAEROWITZ LAW FIRM
     2415 E. Camelback Rd., Suite 700
     Phoenix, AZ 85016
     Tel: (602) 790-1895

                        About Swift Air

Swift Air LLC filed a Chapter 11 petition in its home-town in
Phoenix (Bankr. D. Ariz. Case No. 12-14362) on June 27, 2012.  The
Debtor estimated assets of under $1 million and debts exceeding $10
million.  Michael W. Carmel, Ltd., serves as counsel to the
Debtor.

                         *     *     *

Pursuant to the order confirming the Third Amended Plan of
Reorganization for Swift Air, MorrisAnderson & Associates, Ltd.,
was appointed as litigation trustee.


TERRAFORM POWER: Moody's Affirms B1 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service affirmed Terraform Power Operating LLC's
(TPO) ratings, including its Corporate Family Rating (CFR) of B1,
Probability of Default rating of B1-PD, Ba1 senior secured rating,
and the B2 senior unsecured rating. TPO's speculative grade
liquidity rating of SGL-2 is unchanged. Concurrently, Moody's
changed TPO's outlook to positive from stable.

On February 7, 2017, TerraForm Power, Inc. (TERP; unrated), the
public parent of TPO, announced that it launched a voluntary tender
offer to acquire 100% of the outstanding shares of Saeta Yield,
S.A., (Saeta; unrated) for a total consideration of $1.2 billion.
Saeta owns approximately 1,028 megawatts of onshore wind and solar
assets that operate under regulated tariffs or long-term contracts
in Spain, Portugal and Uruguay.

RATINGS RATIONALE

"The change in outlook to positive reflects Moody's expectation
that the planned acquisition of Saeta will improve TPO's
consolidated leverage metrics", said Natividad Martel, Senior
Analyst. "Specifically, Moody's project that TPO's consolidated
debt to EBITDA will fall below 7.5x on a sustainable basis and
standalone debt to cash flows available for debt service will
remain below 5.0x, also on a sustainable basis" added Martel. The
positive outlook also considers the increased scale and geographic
diversification of TPO's portfolio of renewable assets following
the acquisition. The transaction is in line with the new strategy
of having TERP serve as Brookfield Asset Management Inc.'s (BAM;
Baa2 stable) primary vehicle to acquire operating solar and/or wind
projects in North America and Western Europe, following the change
in ownership in October 2017.

The positive outlook further incorporates Moody's expectation that
the company will maintain a balanced financial policy, as evidenced
by TPO's target dividend payout ratio and dividend growth rate
ranging between 80-85% and 5-8%, respectively. TPO plans to
initially issue $400 million of equity and $800 million available
liquidity to fund the Saeta acquisition which TPO intends on
refinancing with a combination of project debt at its unencumbered
assets and cash available at Saeta. The combination of Saeta's
amortizing project debt, as well as TPO's plans to incur amortizing
project debt at some of its unencumbered assets, will reduce the
historical reliance on corporate bullet debt at TPO, which is
higher compared to most of its peers. This improvement in the
yieldco's capital structure is a credit positive because it will
also allow TPO to better manage its re-contracting risk exposure
over the long-term.

The B1 factors in TPO's long-term cash flow visibility which is
underpinned by the remaining contracted life of its existing
renewable assets that have a weighted average of 15 years. This is
in line with Saeta's assets remaining regulatory and contractual
term. The B1 CFR and positive outlook incorporate a likely
reduction in the current 7.4% rate of return embedded in Saeta's
Spanish assets from 2020 onwards when the current regulatory period
ends. That said, rating action anticipates that TPO will still
exhibit consolidated credit metrics that are robust for its current
rating.

Liquidity

The SGL-2 speculative grade liquidity rating considers that, based
on both entities' guidance at year-end 2017, the combined cash
flows available for distribution (CAFD) will aggregate at least
$150 million in 2018, after meeting all capital requirements
including interest and principal payments. The SGL-2 also assumes
that the yieldco will re-invest a portion of these cash flows based
on a payout ratio of maximum 85%. The SGL-2 further considers that
TPO upsized its revolving credit facility due in 2021 by $150
million to $600 million, and has access to a $500 million credit
line due in 2022 from sponsor BAM. Moody's notes that TPO will draw
$800 million on these to credit facilities to fund the Saeta
acquisition, which will temporarily constrain the company's
liquidity.

The SGL-2 rating is predicated on the assumption that TPO will
quickly refinance these short-term borrowings with more permanent
sources of financing. Failure to do so could result in a lower SGL.
BAM has agreed to backstop TPO's $400 million equity issuance under
certain market price conditions which evidences its high
involvement in the yieldco's operations. The SGL-2 also anticipates
that TPO will be able to comfortably meet its financial covenants,
and could obtain additional access to liquidity if necessary from
the sale of its assets, particularly of the company's still
unencumbered projects.

WHAT COULD CHANGE THE RATING UP

Positive momentum on TPO's rating is possible following the
completion of the Saeta acquisition, particularly if the
transaction helps to improve yieldco's capital structure and credit
metrics as Moody's expect. This would include CFO pre-working
capital to debt of at least 5%, and consolidated debt to EBITDA
falling below 8.0x, on a sustainable basis.

WHAT COULD CHANGE THE RATING DOWN

TPO's B1 CFR could be downgraded and/or its outlook stabilized if
its leverage, including consolidated debt to EBITDA, exceeds 8.5x
and/or its corporate debt to CAFDS remains above 5.0x for an
extended period of time or if the yieldco unexpectedly implements
cash distributions and/or growth policies that Moody's deem
aggressive for the current rating level.

Outlook Actions:

Issuer: TerraForm Power Operating LLC

-- Outlook, Changed To Positive From Stable

Affirmations:

Issuer: TerraForm Power Operating LLC

-- Probability of Default Rating, Affirmed B1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Corporate Family Rating, Affirmed B1

-- Senior Secured Bank Credit Facility, Affirmed Ba1

-- Senior Unsecured Regular Bond/Debenture, Affirmed B2

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.

Upon the successful acquisition of Saeta, expected during the
second quarter of 2018, Terraform Power Operating LLC's (TPO)
portfolio of renewable assets will increase to 3,635MW, including
wind (2,301MW) and utility-scale and distributed solar (1,325MW)
projects. Over 90% of TPO's current assets are located in the US
(2,348 MW) while the balance is across Canada (145 MW), Chile (102
MW) and the UK (11 MW). In October 2017, a BAM affiliate became the
majority shareholder (51%) of TerraForm Power, Inc. (TERP;
unrated), the public parent of TPO.


THINK TRADING: Hires Harry P. Stampler as Auctioneer
----------------------------------------------------
Think Trading, Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Southern District of Florida to
employ Harry P. Stampler, Inc., d/b/a Stampler Auctions, as
auctioneer to the Debtors.

Think Trading requires Harry P. Stampler to auction the Debtors'
substantially all the goods and inventory of Salon Supply.

Harry P. Stampler will be paid a commission of 10% of the sales
price. Harry P. Stampler will also be reimbursed for reasonable
out-of-pocket expenses incurred in the amount of $4,925.

Harry P. Stampler, a partner at Stampler Auctions, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Harry P. Stampler can be reached at:

     Harry P. Stampler
     HARRY P. STAMPLER, INC.
     D/B/A STAMPLER AUCTIONS
     6740 Taft Street
     Hollywood, FL 33024
     Tel: (954) 921-8888

                      About Think Trading

Think Trading Inc. -- https://thinktradinginc.com/ -- is a
distribution e-commerce company with multiple online storefronts,
marketplace operations and over 14,000 products.  It provides
wholesale and retail sales of products in various industries.
Based in Palm Beach Gardens, Florida, Think Trading is housed in a
60,000-foot warehouse where all inventory, packaging, and shipping
is housed and handled. It was founded in 2001 and has more than 50
employees.

Think Trading's affiliate Funkytownmall.com, Inc., offers a
selection of body jewelry online while Salon Supply Store LLC, a
company based in Palm Beach Gardens, Florida, provides its
customers with a variety of salon equipment and beauty supplies
ranging from popular nail polish brands to spray tanning machines
and salon furniture.

Think Trading, Funkytownmall.com and Salon Supply Store sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Case Nos. 17-24767 to 17-24769) on Dec. 12, 2017.  The cases
are jointly administered under Case No. 17-24767.

In the petitions signed by Gustavo Mitchell, president of Think
Trading and FunkytownMall.com, Think Trading and FunkytownMall.com
estimated assets of less than $50,000 and liabilities of less than
$1 million, and Salon Supply estimated assets of less than $50,000
and liabilities of $1 million to $10 million.

Judge Erik P. Kimball presides over the cases.

The Debtors hired Lubliner Kish PLLC as Chapter 11 counsel.

The Debtors hired Jeffrey Pasternack, and the firm of Pasternack
Associates LLC, to provide accounting and bookkeeping services to
their bankruptcy estates.


TTM TECHNOLOGIES: Fitch Assigns BB First-Time IDR; Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned Long-Term Issuer Default Ratings (IDRs)
to TTM Technologies, Inc. and TTM Technologies Enterprises (HK)
Limited of 'BB' with a Stable Outlook. Fitch has also assigned a
senior secured debt rating of 'BBB-'/'RR1' for the ABL facilities,
a senior secured debt rating of 'BB+'/'RR1' for the term loans, a
senior unsecured debt rating of 'BB'/'RR4' and a senior
subordinated debt rating of 'B+'/'RR6'. Fitch's actions affect
approximately $1.9 billion of committed, outstanding and
to-be-issued debt.  

KEY RATING DRIVERS

Increased Diversification: TTM has reduced revenue exposure to
wireless-related markets through growth in new end-markets such as
Automotive, Medical & Industrial Instrumentation and Aerospace &
Defense. In 2016 the company derived 37% of revenue from handset
OEMs and network infrastructure (mostly 3g/4g wireless) providers,
down from 56% in 2014. TTM's 2015 acquisition of Viasystems
materially increased exposure to the higher growth Automotive
end-market from 2% of revenue to 20% in 2016. Given Anaren's
product mix, Fitch expects an increase in wireless mix to 40%, as
well as an increase in exposure to Aerospace & Defense (A&D) from
16% to 20% of revenue. A&D markets are characterized by longer
product cycles and lower threat of competitive displacement. Fitch
believes the increased end-market diversity contributes to lower
revenue volatility through economic and product cycles and
introduces new sources of demand as handsets peak and before 5g
buildout begins.

Commitment to Leverage Target: TTM management has expressly
committed to a long-term net leverage target of 2.0x EBITDA. Fitch
estimates gross and net leverage of 3.5x and 3.2x, respectively,
pro forma for the pending acquisition of Anaren. Fitch also
forecasts a decline in gross and net leverage to 3.0x and 2.6x,
respectively, over the ratings horizon, a level consistent with the
recommended ratings category. Management aims to achieve the stated
long-term target in two to three years following the acquisition by
prioritizing debt repayment, limiting M&A and foregoing shareholder
returns. Historically, the company has demonstrated willingness to
exceed the target for M&A opportunities such as the Viasystems
acquisition that took pro forma net leverage (excluding synergies)
to 4.1x but was followed with $220 million in voluntary debt
paydown to reduce net leverage to 2.1x by year-end 2016. Fitch
believes the leverage target is appropriate given mid-single-digit
FCF margins and economic sensitivity.

Product Necessity: TTM produces Printed Circuit Boards (PCBs),
which are used to connect the underlying circuitry in nearly all
electronic and computing products. Given the product's necessity,
long-term demand for PCBs is secure, despite short-term economic
cyclicality. Fitch believes the ubiquitous nature of and
sustainable demand for PCBs is supportive of the company's credit
profile.

Improving FCF Potential: TTM has generated FCF margins averaging
just 5.5% over the prior three-year period. However, Fitch
forecasts FCF margin expansion to high-single-digits due to
acquisition of the higher margin Anaren, opportunities to expand
EBITDA margins through increased sales of value-added design
services, and accelerated demand growth in key end-markets. While
Fitch credits management's strategy for margin expansion, overall
structurally low FCF margins are a restraint on the company's
credit profile.

High Customer Concentration: TTM's OEM clients operate in
concentrated end-markets such as cellular handsets, wireless
infrastructure and autos, resulting in a high customer
concentration for TTM. In fiscal 2016, the top five clients
represented 33% of sales, while Apple accounted for 15% of sales.
These concentrations are down from 44% and 21% in 2014,
respectively. Fitch does not expect the Anaren acquisition to
improve customer diversification given high levels of customer
concentration in the company's end-markets as well. Fitch believes
that the high customer concentration represent a source of
financial risk for TTM in the event of a large client loss.

Fragmented Industry: The PCB industry contains nearly 2600
manufacturers with the top five, including TTM, accounting for 4%
to 5% market shares each. Fitch believes the high level of
fragmentation results in ongoing pricing pressure and low margins.
TTM has improved its competitive positioning with a large-scale,
diversified, global manufacturing footprint that is capable of
fulfilling the high-volume needs of large OEMs.

Weak Position in Value Chain: TTM experiences low revenue
visibility given a limited backlog of approximately 90 days, lack
of volume commitments in contracts and short lead times for
purchase orders that are typically subject to cancellation without
penalty. Fitch believes the company's position reduces forecasting
ability and contributes to FCF volatility.

DERIVATION SUMMARY

Fitch's ratings for TTM Technologies stem from the view that the
company's global production capability, improved diversification,
revenue growth and margin expansion opportunities, product
necessity, and commitment to a leverage target support a credit
profile appropriate for the ratings category while concerns
including, M&A driven elevated leverage, low margins, high customer
concentration, a fragmented industry and a weak position in the
value chain limit further ratings upside. TTM is poised to benefit
from positive trends within target end-markets including increased
technology content in autos, improving defense budgets, 5g wireless
infrastructure buildout and opportunities for higher margin
revenues through design engagement with customers. In addition, the
acquisition of Anaren, as well as the previous acquisition of
Viasystems, serve to increase diversification and reduce economic
cyclicality, resulting in a strengthened credit profile. These
trends help to offset the elevated leverage and low margins that
are the primary credit risks.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch Rating Case for the Issuer

-- Revenue: Total revenue CAGR of 7% due to organic revenue
    growth of 4% to 6% per annum plus addition of higher growth
    rates from Anaren acquisition;

-- Margins: EBITDA margins of 16% to 16.5% due to growing mix of
    design-to-specification revenues;

-- CapEx: Capital intensity of 5% over the ratings horizon due to

    investment in 5G opportunity;

-- M&A: Closing of Anaren acquisition during mid-year 2018 with
    $775 million transaction consideration;

-- Debt: Issuance of $600 million incremental term loan in 2018
    to fund the Anaren acquisition; voluntary term loan
    prepayments of $100 million in 2019 and $150 million per annum

    thereafter.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action
-- Expectation for gross leverage to be sustained below 3.0x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action
-- Expectation for gross leverage to be sustained above 3.5x due
    to a change in financial policies and/or deterioration of
    growth and margin expansion opportunities.

LIQUIDITY

The company's liquidity is in line with the recommended ratings and
is supported by $95 million of readily available onshore cash on
hand, $250 million of availability under the company's U.S. and
Asia ABL facilities, and a manageable maturity profile with the no
significant maturities until 2020 when the the ABL facilities and
the $250 million convertible notes mature. Liquidity is also
supported by Fitch's forecast of $300 million in aggregate FCF over
the ratings horizon.

TTM reported $206.5 million of offshore cash as of 3Q17, which
Fitch has classified as not readily available. However, recent U.S.
tax legislation facilitates access to offshore cash holdings for
domestic liquidity needs, subject to a one-time 15% tax payable
over eight years. As a result, Fitch's forecasts re-classify
offshore cash as readily available after subtracting a 15% tax
liability.

Total committed and outstanding debt pro forma for the acquisition
of Anaren is expected to consist of:

-- $17 million outstanding on the $200 million U.S. ABL facility
    due 2020;

-- $30 million outstanding on the $150 million Asian ABL facility

    due 2020;

-- $350 million and $600 million outstanding principal on the
    senior secured term loan and to-be-issued incremental term
    loans due 2024;

-- $375 million outstanding principal on the senior unsecured
    notes due 2025;

-- $250 million outstanding principal on the senior unsecured
    non-guaranteed convertible notes due 2020.

FULL LIST OF RATING ACTIONS

TTM Technologies, Inc.

-- Long-Term IDR 'BB';
-- Senior secured ABL of 'BBB-/RR1'
-- Senior secured term loans of 'BB+'/'RR1';
-- Senior unsecured notes of 'BB'/'RR4';
-- Senior subordinated notes of 'B+'/'RR6'.

TTM Technologies Enterprises (HK) Limited
-- Long-Term IDR 'BB';
-- Senior secured ABL of 'BBB-'/'RR1'.

The Rating Outlook is Stable.


UNITED SPORTING: Prospect Values $142 Million Loan at 36% of Face
-----------------------------------------------------------------
Prospect Capital Corporation has marked its $142,994,000 loan
extended to privately held United Sporting Companies, Inc., to
market at $46,914,000, or 36% of the outstanding amount, as of Dec.
31, 2017, according to a disclosure contained in a Form 10-Q filing
with the Securities and Exchange Commission for the quarterly
period ended Dec. 31, 2017.

Prospect extended to United Sporting a Second Lien Term Loan
(12.75% (LIBOR + 11.00% with 1.75% LIBOR floor) plus 2.00% PIK).
The loan has non-accrual status effective April 1, 2017, Prospect
says.  The loan is scheduled to mature November 16, 2019.

Ellett Brothers, LLC, Evans Sports, Inc., Jerry's Sports, Inc.,
Simmons Gun Specialties, Inc., Bonitz Brothers, Inc., and Outdoor
Sports Headquarters, Inc., are joint borrowers on the second lien
term loan.  United Sporting Companies, Inc. is a parent guarantor
of this debt investment.

Prospect says that United had been hit by a cyclical slowdown in
gun sales, as well as by the bankruptcy of a major customer --
sporting goods retailer Gander Mountain, report Eliza
Ronalds-Hannon and Polly Mosendz, writing for Bloomberg News.

United Sporting Companies --
https://www.unitedsportingcompanies.com/ -- wholesales and
distributes firearms, shooting accessories, hunting supplies, and
marine accessories.


VIACOM INC: Fitch Affirms BB+ Junior Sub. Debentures Rating
-----------------------------------------------------------
Fitch Ratings has affirmed Viacom's 'BBB' Issuer Default Rating
(IDR) and affirmed specific issue ratings. The Rating Outlook is
Negative. Viacom had approximately $9.9 billion in total debt with
equity credit as of Dec. 31, 2017.  

The affirmation recognizes the significant progress the company has
made, particularly in regard to its more conservative financial
policies, which in Fitch's view have improved credit metrics to a
level more consistent with the 'BBB' rating. Gross unadjusted
leverage was 3.3x for the TTM ended Dec. 31, 2017, declining from a
peak of 4.2x at Dec. 31, 2016. The company has repaid roughly $2.8
billion in aggregate debt over the last 12 months, utilizing a
combination of its hybrid issuance, proceeds from non-core asset
sales (most notably the EPIX stake) and excess cash flow.

Fitch notes that Viacom continues to execute on its turnaround
strategy and has shown some encouraging signs of progress, with
ratings growth at core brands MTV and BET. Fitch also views
positively that Viacom has no upcoming contract renegotiations with
major multichannel video programming distributors (MVPDs) through
fiscal 2019, which provides a level of visibility into domestic
affiliate revenues. Viacom is also deepening its relationship with
distributors, as evidenced by the recent co-production deal with
Charter Communications, Inc. for original content that will provide
an exclusivity window for Charter's subscriber base. Viacom is
expanding efforts on the digital side, with recent inclusion on
Philo's "entertainment-only" bundle and its planned launch of
Viacom's own streaming, direct-to-consumer (DTV) service in fiscal
2018. Viacom also created Viacom Digital Studios in order to create
short-form digital content and drive its brand on social media
platforms. Viacom is also looking to make deals with wireless
carriers, like its recent agreement with Telefonica, to expand its
offerings to mobile platforms.

Fitch believes these efforts are prudent given the increasing
secular pressure on linear media content providers. Fitch expects
viewer fragmentation will continue to result in higher subscriber
losses for traditional MVPDs. At the same time, Viacom's aggregate
affiliate revenue per subscriber remains high relative to some
media peers, which could place pressure on affiliate revenues and
cash flows generated by some of Viacom's less prominent cable
networks over the longer term.

The Negative Outlook reflects Fitch's view that the company will
continue to experience headwinds through fiscal 2018 at both Media
Networks and Paramount. Ratings growth at Media Networks has yet to
funnel through to domestic advertising revenue growth. At the same
time, Viacom is experiencing ratings softness at Nick. Fitch views
that Viacom's agreement with Charter to reinstate its flagship
cable networks back onto Charter's most widely distributed basic
tier as positive, but this will still result in a one-time rate
reset in fiscal 2018. Domestic affiliate revenues will likely
decline by mid-single digits. Additionally, while Fitch expects
Paramount's operating losses to narrow in fiscal 2018, due to the
reduced number of titles, Fitch do not expect an inflection point
for the film studio until fiscal 2019.

Stabilization of the Outlook will be predicated on Viacom
recapturing positive operating momentum, evidenced by sustainable
positive domestic advertising and affiliate fee revenue growth and
expanding operating margins at Media Networks.

Fitch notes that Viacom's board of directors announced on Feb. 1,
that it has formed a special committee to evaluate a potential
combination with CBS Corp. and Fitch believe there is much
strategic rationale for the combination. A combined CBS and Viacom
would be better positioned to negotiate carriage agreements with
distributors. Additionally, the combined IP, including Viacom's
Paramount library, could help bolster direct-to-consumer streaming
efforts. While Fitch believes that such a transaction has a greater
probability of success this time around, Fitch have not
incorporated this scenario into the ratings.

KEY RATING DRIVERS

Strengthened Balance Sheet: The ratings incorporate the significant
progress that Viacom has made strengthening its balance sheet over
the last 12 months. Viacom has reduced aggregate debt balances by
roughly $2.8 billion through a combination of hybrid debt issuance,
monetization of noncore assets (EPIX sale) and the reallocation of
FCF to reduce debt. Gross unadjusted leverage declined to roughly
3.3x for the TTM ended Dec. 31, 2017, down from its peak of 4.2x,
by Fitch's estimates. In Fitch's opinion, these efforts have put
Viacom's credit metrics back in line with expectations for the
'BBB' rating.

Cable Network Portfolio Anchors Ratings: The dual-stream,
recurring, high-margin revenue base of the cable networks remains
the foundation for Viacom's ratings. Fitch notes that Viacom
continues to execute on its turnaround strategy and has shown some
encouraging signs of progress, with ratings growth at core brands,
like MTV and BET. However, Media Networks is now experiencing some
ratings softness at Nick. Also, management's efforts have yet to
translate into domestic advertising growth. At the same time, Fitch
expects increased programming and marketing spend could pressure
EBITDA margins over the near term as Viacom invests to reinvigorate
the brand at core networks, including the launch of the Paramount
Network (January 2018).

Paramount Inflection Not Likely Until 2019: Paramount continues to
struggle with an underperforming film slate, which is likely to
persist through fiscal 2018. However, lower associated costs of a
smaller film slate will improve and narrow operating losses. Fitch
notes that the Filmed Entertainment segment's EBITDA was negative
$188 million for the TTM ended Dec. 2017. Fitch views as positive
management's strategy to harvest IP from its Media Networks for
films (which will represent roughly half of fiscal 2019's film
slate). Fitch also expects Paramount Television's increased
production efforts for television programming and the resulting
increased licensing revenues ($400 million by fiscal 2019, with an
expected 10% margin) will provide a growing and more stable revenue
stream for the Filmed Entertainment segment.

Solid FCF Generation: Fitch expects FCF generation to remain solid
at roughly $1 billion for fiscal 2018, down slightly from $1.1
billion in fiscal 2017, as the benefits from tax reform are more
than offset by a ramp in television and film programming
expenditures.

Advertising Revenue Exposure Highlights Risks: Rating concerns
include exposure to cyclical advertising revenues (moderate
compared to peer group at 37% of revenues) and the company's
capacity to adapt to ever-changing media consumption patterns and
technology platforms. Fitch's ratings recognize the volatility
within Viacom's operating profile given the exposure to cyclical
advertising revenues and the hit-driven nature of its cable
networks and film studio. However, there is minimal tolerance
within the current ratings for further weakening of Viacom's
operating profile.

Growing Secular Pressures: The ongoing secular threats presented by
changing media consumption, emerging distribution platforms and
technology evolution and adoption have negatively affected Viacom's
operating performance. Fitch recognizes the risks inherent in the
company's strategies to address the secular threats and adapt to
changing industry dynamics, monetize changing viewing habits, and
recapture its target audience that continues to shift away from
viewing media in a linear, measured environment. Fitch believe
management's efforts to focus on digital content and emerging
distribution platforms are positive in light of these secular
challenges.

DERIVATION SUMMARY

Viacom's ratings incorporate Viacom's portfolio of media assets,
particularly its cable networks and Paramount's IP and film and
television production capabilities. However, it is Fitch's view
that these assets are more weakly positioned relative to media
peers, due to lacklustre, albeit improving, performance at these
properties. Viacom lacks the size and diversification, and has
higher leverage) than some media peers, like the Walt Disney
Company (A/Stable) and NBC Universal Media LLC (A-/Stable).
Management's more conservative financial policies and significant
debt reduction have reduced gross unadjusted leverage to 3.3x for
the TTM ended Dec. 31, 2017, more in line with similarly rated
peer, CBS Corporation (BBB/Stable). However, Fitch remain concerned
about advertising and affiliate revenues generated by the more
tangential cable networks as they become deprioritized over the
longer term.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case include:

-- Media Networks: Low single-digit revenue declines in fiscal
2018 (September 2018), returning to growth thereafter. Domestic
advertising revenue declines narrow and hit inflection in late
fiscal 2018. Domestic affiliate revenues decline mid-single digits
in fiscal 2018 (impact of Charter contract), returning to growth
thereafter. International advertising and affiliate revenues
experience robust growth providing an offset.

-- Filmed Entertainment: Low single-digit declines in fiscal 2018,
reflecting impact of smaller 2018 film slate offset by higher
licensing revenues.

-- Near-term EBITDA margin pressure in Media Networks reflecting
higher programming and marketing spend offset by cost-cutting
efforts. Filmed Entertainment losses narrow and in fiscal 2019 and
return to modest profitability.

-- Operating cash flows benefit from tax reform, but this will be
more than offset by negative working capital related to increased
content spending (Paramount's larger film slate in fiscal 2019 and
higher television programming expenditures).

-- Dividends of roughly $320 million annually. Fitch assumes no
near-term share repurchase activity.

-- Viacom completed a $1 billion debt tender in fiscal first
quarter 2018. Fitch assumes all near-term debt maturities repaid.

-- Leverage under 3.5x by the end of fiscal 2018 and approaching
3x by fiscal 2019.

RATING SENSITIVITIES

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

-- Upward ratings momentum is unlikely during the ratings horizon.
Stabilization of the Outlook at the current rating is predicated on
Viacom successfully executing its strategies to address persistent
secular threats to its business, and recapture positive operating
momentum, as evidenced by sustainable positive domestic advertising
and affiliate fee revenue growth and expanding operating margins.

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

-- Negative rating actions are more likely to coincide with the
    company's inability to strengthen its operating profile and
    maintain leverage below 3.5x.

-- Any indications that there is an accelerating secular shift of

    subscribers to alternative viewing platforms.

LIQUIDITY

Viacom's liquidity is supported by the company's cash balances of
$394 million as of Dec. 31, 2017 and expected FCF generation.
Additional financial flexibility is provided by the company's $2.5
billion revolving credit facility ($2.4 billion available net of
the $100 million of CP outstanding). Commitments under Viacom's
revolver expire on Nov. 18, 2019. The credit facility contains an
interest coverage covenant requiring coverage for the most recent
LTM period to be at least 3.0x.

The company's FCF generation was to $1.0 billion for the TTM period
ended Dec. 31, 2017, down slightly from $1.2 billion at fiscal
year-end 2017 on the acceleration in film and television
programming production. However, FCF is still greatly improved from
$564 million for fiscal year-end 2016. Tax reform will create
roughly a $200 million benefit to operating cash flow in fiscal
2018; however, Fitch expects negative working capital swings
related to heavier content spending will more than exceed the
benefits.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

-- Long-Term IDR at 'BBB';
-- Senior unsecured notes and debentures at 'BBB';
-- Senior unsecured bank facility due 2019 at 'BBB';
-- Junior subordinated debentures at 'BB+';
-- Short-Term IDR at 'F2';
-- CP at 'F2'.


VIVID SERVICE: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Vivid Service Group, LLC as of
Feb. 14, according to a court docket.

                     About Vivid Service Group

Incorporated in February 2017, Vivid Service Group, LLC, provides
home improvement services, including lawn maintenance, landscape
design, home remodeling, and handyman services in the Cumming and
McDonough, Georgia areas.

Vivid Service Group filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ga. Case No. 18-50460) on Jan. 10, 2018.  The Debtor continues
to control and manage its affairs as a debtor-in-possession.  

The Debtor hired Paul Reece Marr, P.C., as its attorney.


VYCOR MEDICAL: Fountainhead Has 52.1% Stake as of Feb. 7
--------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, Fountainhead Capital Management Limited disclosed that
as of Feb. 7, 2018, it beneficially owns 12,084,711 shares of
common stock of Vycor Medical, Inc.

On Feb. 1, 2018, the Company issued to Fountainhead 250,000 shares
of Company Common Stock pursuant to its Fountainhead Consultancy
Agreement.  As a result of that issue, Fountainhead's
previously-reporting holdings of Vycor Common Stock (including
shares which it has the option to acquire within 60 days of that
date) were adjusted to a total of 12,084,711 shares, comprising
ownership of 9,370,757 Vycor Common Shares and Warrants to purchase
2,713,954 Vycor Common Shares as follows: 1,924,677 shares at an
exercise price of $0.27 per share prior to Jan. 10, 2020, 351,204
shares at an exercise price of $0.27 per share prior to Feb. 22,
2020 and 438,053 shares at an exercise price of $0.30 per share
prior to Aug. 4, 2020.  Those shares, in the aggregate, comprise
approximately 52.1% of the Company's issued and outstanding shares
of common stock, as adjusted for the exercise of such warrants.

Additionally, on March 31, 2017, Fountainhead was granted options
to purchase 660,000 shares of Company Common Stock at $0.27 per
share for a period of three years from the date of vesting. Vesting
will occur upon the achievement of certain milestones prior to
March 31, 2018.

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

                      https://is.gd/Z4HC6e

                       About Vycor Medical

Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) --
http://www.VycorMedical.com/-- is dedicated to providing the
medical community with "innovative and superior" surgical and
therapeutic solutions.  The Company has a portfolio of FDA cleared
or registered medical solutions that are changing and improving
lives every day.  The company operates two business units: Vycor
Medical and NovaVision, both of which adopt a minimally or
non-invasive approach.

Vycor Medical reported a net loss available to common shareholders
of $1.83 million for the year ended Dec. 31, 2016, compared to a
net loss available to common shareholders of $2.25 million for the
year ended Dec. 31, 2015.

As of Sept. 30, 2017, Vycor Medical had $1.74 million in total
assets, $1.32 million in total liabilities, all current, and
$411,896 in total stockholders' equity.


WARWICK PROPERTIES: Plan Discloses Market Price of Real Property
----------------------------------------------------------------
Warwick Properties, LLC, filed with the U.S. Bankruptcy Court for
the District of Nevada a disclosure statement to accompany its
proposed plan of reorganization

The latest plan provides that the Debtor plans on funding the Plan
from the continued operations of the business for the next year.
They currently receive rent in the amount of $2,400 per month and
plan on renting the property to additional tenants. The Debtor
plans on refinancing the Real Property located in Arroyo Grande,
California or to sell the Real Property over the next nine months
from the Effective Date. If the property is not refinanced or sold
within the nine months, then the property will be sold at an
auction in the United States Bankruptcy Court.

Further, the Real Property will be listed about $1.8 million but it
maybe higher based upon what the realtor suggests. The Realtor will
market the property in a manner established in the industry for
commercial property. The Debtor will hire a realtor to sell the
Real Property around the confirmation date of the Plan. Based upon
bankruptcy law, the Real Property will not be marketed as a
marijuana growth facility. The Debtor will need to sell the Real
Property for $978,335.67 to pay all the creditors in full. The real
estate commission and costs to sell the Real Property would range
from $60,000 to $100,000. The total to pay all the costs and
creditors would be between $1.03 and $1.1 million dollars. (The
secured creditor in this case offered to purchase the Real Property
for 1.3 million dollars.) The Debtor believes the Real Property
will sell between $1.8 million dollars or $2.2 million dollars.

Class 3 under the plan consists of the Allowed Unsecured Claims for
goods and/or services provided to the Debtor before the Petition
Date, Allowed Unsecured Claims for breach of contract or rejection
of executory contracts and unexpired leases, Allowed Unsecured
Claims for damages, and Allowed Unsecured Claims in respect of the
deficiency Claims. The amount of the claims in this class is
approximately $17,577.29. Class 3 will be paid in full upon the
refinancing of the Real Property or the sale of the Real Property.

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

     http://bankrupt.com/misc/nvb17-15065-57.pdf

                  About Warwick Properties LLC

Warwick Properties, LLC, a company based in Henderson, Nevada, owns
a real property located at 2115 Willow Road, Arroyo Grande,
California.  The property is valued by the Debtor at $1.30
million.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 17-15065) on September 20, 2017.
Seth McCormick, managing member, signed the petition.

At the time of the filing, the Debtor disclosed $1.30 million in
assets and $901,752 in liabilities.

Judge Mike K. Nakagawa presides over the case.


WEATHERFORD INTERNATIONAL: CVI Investments Has 7.9% Stake
---------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, CVI Investments, Inc. and Heights Capital Management,
Inc. disclosed that as of Dec. 31, 2017, they beneficially own
84,500,000 ordinary shares, $.001 par value per share, of
Weatherford International public limited company, constituting
7.9 percent of the shares outstanding.

The number of Shares reported as beneficially owned consists of
Shares issuable upon exercise of warrants to purchase Shares.  The
Warrants are not exercisable to the extent that the total number of
Shares then beneficially owned by a Reporting Person and its
affiliates and any other persons whose beneficial ownership of
Shares would be aggregated with such Reporting Person for purposes
of Section 13(d) of the Exchange Act, would exceed 9.99%.

The Company's quarterly report on Form 10-Q for the quarterly
period ended Sept. 30, 2017 indicates there were 992,527,349 Shares
outstanding as of Oct. 23, 2017.

Heights Capital Management, Inc., which serves as the investment
manager to CVI Investments, Inc., may be deemed to be the
beneficial owner of all Shares owned by CVI Investments, Inc.  Each
of the Reporting Persons disclaims any beneficial ownership of any
such Shares, except for their pecuniary interest.

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

                     https://is.gd/rZczm7

                      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 800 locations, including manufacturing, service,
research and development, and training facilities and employs
approximately 29,200 people.

Weatherford reported a net loss attributable to the Company of
$3.39 billion in 2016, a net loss attributable to the Company of
$1.98 billion in 2015, and a net loss attributable to the Company
of $584 million in 2014.

As of Sept. 30, 2017, Weatherford had $12.01 million in total
assets, $10.62 million 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.


WHICKER ASSET: Court Approves Amended Disclosure Statement
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas has
approved the disclosure statement explaining Whicker Asset
Management, LLC, et al.'s Amended Plan of Liquidation.

The Troubled Company Reporter has previously reported that the
Under the Amended Plan, Class 2 - General Unsecured Claims,
estimated at $2,160,000, are impaired.  Each Creditor holding an
Allowed Class 2 Claim will receive, on account of its Allowed Class
2 Claim its Pro Rata share of such amounts in the Unsecured
Distribution Reserve.  Estimated Recovery of Class 2 creditors is
12%.

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

          http://bankrupt.com/misc/txnb17-30584-235.pdf  

                 About Whicker Asset Management

Whicker Asset Management, LLC, and Whicker Real Estate Holdings,
LLC, operate under the name GTM Plastics.  GTM is a manufacturer of
thermoplastic injection molding parts with capabilities for
secondary operations in assembly, hot plate and sonic welding, pad
printing and hot stamping.  For over 50 years, GTM has been
producing quality plastic products for various different
industries, including the automotive industry, HVAC, medical field
and sports industries.  GTM's reputation for providing quality
products and exceptional customer service has made it an industry
leader and landed it on Inc. 5000's fastest growing companies
multiple years in a row.

Whicker Asset Management, LLC, and Whicker Real Estate Holdings,
LLC, both based in Garland, Texas, filed Chapter 11 petitions
(Bankr. N.D. Tex. Lead Case No. 17-30584) on Feb. 15, 2017.  In the
petition signed by Richard C. Whicker, president, Whicker Asset
Management estimated $1 million to $10 million in assets and
liabilities as of the bankruptcy filing.

The Debtors tapped Melanie P. Goolsby, Esq., and Jason Patrick
Kathman, Esq., at Pronske Goolsby & Kathman, P.C., as bankruptcy
counsel.  The Debtors also hired Glenn Cato of CFO Advisory as
chief financial officer and financial advisor; and Molding Business
Services, Inc., as broker.

The Official Committee of Unsecured Creditors, which was formed on
March 6, 2017, has retained Neal, Gerber & Eisenberg LLP as
counsel, and Loewinsohn Flegle Deary Simon LLP as co-counsel.


WHISKEY ONE: Hires C.W. Rains as Forensic Accountant
----------------------------------------------------
Whiskey One Eight, LLC, seeks authority from the U.S. Bankruptcy
Court for the District of Maryland to employ C.W. Rains &
Associates, Inc., as forensic accountant to the Debtor.

The Debtor requires C.W. Rains as its forensic accountant in the
Chapter 11 case in connection with determining the nature and
extent of Richard Polm's assets and transfers to, from or on behalf
of Richard Polm in the three years preceding the Petition Date
through to the present.

While settlement negotiations have been ongoing, it is anticipated
that the Debtor's pending litigation may need to resume shortly.
Therefore, it is critical for the Debtor to determine the nature
and extent of transfers made by Richard Polm and his entities for
self-dealing purposes. Determining the nature and extent of Mr.
Polm's assets relates to administering the Debtor's estate as the
Debtor's pending lawsuit against Mr. Polm and FAIRMD, LLC, includes
a request to the Court for marshalling relief that would require
insider FAIRMD, LLC to recover any amounts owed to it first from
Mr. Polm's assets before looking to the Debtor to pay as but one
guarantor of Richard Polm-owned Polm Development Limited
Partnership, LLP's loan obligation to FAIRMD.

C.W. Rains will be paid at the hourly rate of $275. C.W. Rains will
be paid a retainer in the amount of $10,000.

C.W. Rains will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Charles W. Rains, owner of C.W. Rains & Associates, Inc., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

C.W. Rains can be reached at:

     Charles W. Rains
     C.W. RAINS & ASSOCIATES, INC.
     222 Severn Avenue, Suite 17
     Annapolis, MD 21403
     Tel: (443) 482-9500

                    About Whiskey One Eight

Whiskey One Eight, LLC, is a Maryland limited liability company
having a principal place of business in Anne Arundel County,
Maryland.  It was organized by the filing of Articles of
Organization with the State Department of Assessments and Taxation
on or about Aug. 9, 2005.  It was organized to hold title to a
valuable fifty-acre parcel, having a street address of 520 Brock
Bridge Road, Laurel, Maryland 20724, commonly known as the Suburban
Airport Property and to conduct development-related activities in
connection with the Property.

Whiskey One Eight filed a Chapter 11 bankruptcy petition (Bankr. D.
Md. Case No. 15-19885) on July 15, 2015.  In the petition signed by
Andrew Zois the managing member, the Debtor disclosed total assets
of $18,008,600 and total liabilities of $5,100,057 as of the
Chapter 11 filing.

Judge David E. Rice presides over the case.

Lawrence Joseph Yumkas, Esq., at Yumkas, Vedmar & Sweeney, LLC,
serves as the Debtor's counsel.

                         *     *     *

The Debtor, on Feb. 10, 2016, filed with the Court a plan of
reorganization, which impairs all general unsecured claims. A
full-text copy of the Plan is available at
http://bankrupt.com/misc/WOEplan0210.pdf


WILLOW BEND: Plan Outline Hearing to be Continued on March 19
-------------------------------------------------------------
Judge Elizabeth W. Magner of the U.S. Bankruptcy Court for the
Eastern District of Louisiana ordered that the hearing on Willow
Bend Ventures, LLC's disclosure statement be continued to March 19,
2018, at 10:00 a.m. in Room B-709, 500 Poydras Street, New Orleans,
Louisiana.

The Debtor must file an update regarding negotiations with the
Louisiana Dept. of Revenue no later than March 15, 2018.

                    About Willow Bend Ventures

Edgard, Louisiana-based Willow Bend Ventures, LLC, sought Chapter
11 protection (Bankr. E.D. La. Case No. 17-11178) on May 9, 2017.
The Debtor hired Phillip K. Wallace, PLC as its bankruptcy counsel
and Fletcher & Associates, LLC as its accountant.  The Debtor
tapped Robert S. Angelico, Cheryl Mollere Kornick, Jeff Birdsong
and the Professional Law Corporation of Liskow & Lewis as special
counsel.



WINK HOLDCO: Moody's Lowers CFR to B3 After Loan Upsizing
---------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating (CFR) Wink Holdco, Inc. (Wink) to B3 from B2. It has also
downgraded the rating on Wink's first lien term loan, which has
increased to $800 million from $700 million, and a $75 million
revolver ($9 million outstanding) to B2 from B1 and the insurance
financial strength (IFS) rating of Wink's operating subsidiary
Superior Vision Insurance, Inc. has been downgraded to Ba3 from
Ba2. The outlook on both entities remains stable. The $210 million
second lien term loan has been affirmed at Caa1 as Moody's
concluded that the current rating already encompasses the
additional risk from the increase in the first lien loans.

Wink is majority owned by funds affiliated with Centerbridge
Partners L.P., with the balance owned by FFL Partners, Highmark
Inc. (senior unsecured rating Baa3, stable) and management. Wink,
which owns Superior Vision, recently acquired Davis Vision with the
proceeds of the initial financing. It is now the third largest
managed vision care company in the US, with a national footprint
comprises of 33 million members.

RATINGS RATIONALE

The downgrades of the first lien term loan, revolver, corporate
family rating and insurance financial strength ratings reflect
Wink's upsizing of the its first lien term loan by $100 million to
fund a shareholder dividend. The adverse impact on coverage and
leverage of the increased debt is partly offset by a new business
win that should boost EBITDA above original forecasts in 2019 and
beyond. However, the benefits of the new business win are more than
offset by the increase in leverage, as well as the aggressive
capital management.

As a result of the loan upsizing, Wink's weak financial flexibility
is further strained. The adjusted financial leverage ratio weakens
to 69.4% from 67.1% and adjusted debt-to-EBITDA increases to 8.0x
from 7.4x. Moody's had specified at the time of Wink's initial
financing for the Davis Vision acquisition that an increase in debt
could trigger a downgrade. Given the high debt burden, the EBITDA
coverage and cash flow coverage of interest expense metrics are
consistent with a B3 rating.

Wink's business profile is solid. With the acquisition of Davis
Vision, it has become the third largest managed vision care company
in the US by members and has a large provider network. The
pro-forma 2016 EBITDA margin was 8.4%, which is in the Aa range for
this sub-factor and consistent with Wink's historical margins.
Moody's believe these solid margins should be sustainable given the
stable cost structure of the business with predictable utilization
and capped benefits.

The Ba3 IFS rating for Wink's operating insurance subsidiary,
Superior Vision Insurance, Inc. represents the preferred status
that regulators generally accord policyholders. The B2 rating for
first lien term loan is two notches below the IFS rating, which is
Moody's notching practice when the loan is backed by a first
priority security interest in all the assets and property of the
borrowers, as in this case. The Caa1 rating on the second lien term
loan reflects its subordinated position in the capital structure.

RATING DRIVERS

The following would place upward pressure on the ratings for Wink
and the IFS rating of Superior Vision: 1) Adjusted financial
leverage < 60%; 2) debt-to-EBITDA  3.0x (3 year weighted
average). Conversely, the following would place downward pressure
on the ratings for Wink and the IFS rating of Superior Vision: 1)
Membership declines by 5% or more; 2) there is a sustained increase
in leverage above 8.0x resulting from either a decline in EBITDA,
or increased debt; or 3) the medical loss ratio increases to over
80%.

Moody's has downgraded the following ratings:

Wink Holdco, Inc. -- corporate family rating to B3 from B2; senior
secured first lien term loan debt rating to B2 from B1; senior
secured revolving credit facility debt rating to B2 from B1.

Moody's affirmed the senior secured second lien term loan debt
rating at Caa1.

Superior Vision Insurance, Inc. -- insurance financial strength
rating to Ba3 from Ba2.

Outlook Actions:

Issuer:

Wink Holdco, Inc.

Superior Vision Insurance, Inc.

Outlook, Stable

Wink Holdco is headquartered in Linthicum, Maryland. On an LTM
basis as of June 30, 2017, Wink generated pro-forma revenues and
EBITDA of about $1.1 billion and $126 million, respectively.

Moody's insurance financial strength ratings are opinions of the
ability of insurance companies to pay punctually senior
policyholder claims and obligations.

The principal methodology used in these ratings was U.S. Health
Insurance Companies published in October 2017.


WOODBRIDGE GROUP: Hires Frederick Chin as CEO of Manager
--------------------------------------------------------
Woodbridge Group of Companies, LLC, and its debtor-affiliates, seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Frederick Chin as the Chief Executive Officer of
WGC Independent Manager LLC, the Manager of the Debtors.

A settlement term sheet (the "Settlement") was approved by the
Court, as a result of the motion of the Trustee and Committee.
Pursuant to the terms of the Settlement, an ad hoc noteholder group
(the "Noteholder Group") and an ad hoc unitholder group (the
"Unitholder Group") were formed. In addition, the Settlement
required that the Debtors replace their Board of Managers with
three new members (the "New Board"). The New Board was authorized
to select a new Chief Executive Officer and/or Chief Restructuring
Officer "as soon as practicable".

The New Board met, interviewed applicants, and chose the CEO as the
proposed Chief Executive Officer of the Manager.

Woodbridge Group requires Frederick Chin to:

   -- provide daily leadership and direction to the Debtors'
      employees on business and restructuring matters relating to
      the Chapter 11 Cases; analyze staff levels, oversee
      construction activities, coordinate services amongst and
      between contractors, sub-contractors and other critical
      vendors, and develop a sustainable business plan to
      effectuate the construction, marketing, and sale of the
      Debtors' property assets;

   -- evaluate the viability of potential transactions and assess
      ways to maximize the value of Debtors' assets for the
      estates and other constituencies; and

   -- work in tandem with the New Board and other professionals
      to more efficiently maintain the Debtors' books and
      records, which will assist in the various Chapter 11
      reporting obligations and provide greater transparency to
      interested parties;

Frederick Chin will be paid a base salary of $110,000 per month. He
will also be paid the amount of $10,000 per month for relocation
and living expenses.

To the best of the Debtors' knowledge the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

              About Woodbridge Group of Companies

Headquartered in Sherman Oaks, California, The Woodbridge Group
Enterprise -- http://www.woodbridgecompanies.com/-- is a
comprehensive real estate finance and development company.  Its
principal business is buying, improving, and selling high-end
luxury homes.  The Woodbridge Group Enterprise also owns and
operates full-service real estate brokerages, a private investment
company, and real estate lending operations.  The Woodbridge Group
Enterprise and its management team have been in the business of
providing a variety of financial products for more than 35 years,
and have been primarily focused on the luxury home business for the
past five years.  Since its inception, the Woodbridge Group
Enterprise has completed more than $1 billion in financial
transactions.  These transactions involve real estate, note buying
and selling, hard money lending, and alternative financial
transactions involving thousands of investors.

Woodbridge Group of Companies and certain of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
17-12560) on Dec. 4, 2017. Woodbridge estimated assets and
liabilities at between $500 million and $1 billion.  The Chapter 11
cases are being jointly administered

Judge Kevin J. Carey presides over the case.

Samuel A. Newman, Esq., Oscar Garza, Esq., Daniel B. Denny, Esq.,
Jennifer L. Conn, Esq., Eric J. Wise, Esq., Matthew K. Kelsey,
Esq., and Matthew P. Porcelli, Esq., at Gibson, Dunn & Crutcher,
LLP, and Sean M. Beach, Esq., Edmon L. Morton, Esq., Ian J.
Bambrick, Esq., and Allison S. Mielke, Esq., at Young Conaway
Stargatt & Taylor, LLP, serve as the Debtors' bankruptcy counsel.
Homer Bonner Jacobs, PA, as special counsel, Province, Inc., as
expert consultant, Moelis & Company LLC, as investment banker.

The Debtors' financial advisors are Larry Perkins, John Farrace,
Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman
at SierraConstellation Partners, LLC. Beilinson Advisory Group is
serving as independent management to the Debtors. Garden City
Group, LLC, is the Debtors' claims and noticing agent.

Pachulski Stang Ziehl & Jones is counsel to the Official Committee
of Unsecured Creditors; FTI Consulting, Inc., serves as its
financial advisor; Bradley D. Sharp of Development Specialists,
Inc., as CRO.

                          *     *     *

On Jan. 23, 2018, the Court approved a settlement providing for the
formation of an ad hoc noteholder group and an ad hoc unitholder
group.


WOODBRIDGE GROUP: Taps Development Specialist's Brad Sharp as CRO
-----------------------------------------------------------------
Woodbridge Group of Companies, LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Bradley D. Sharp of Development Specialists,
Inc., as chief restructuring officer to the Debtors.

Woodbridge Group requires Development Specialist to:

   a. assist the Debtors in the preparation of financial
      disclosures required by the Court, including the Schedules
      of Assets and Liabilities, the Statements of Financial
      Affairs and Monthly Operating Reports;

   b. advise and assist the Debtors, the Debtors' legal
      counsel and other professionals in responding to third
      party requests;

   c. attend meetings and assist in communications with
      parties in interest and their professionals;

   d. provide litigation advisory services with respect to
      accounting matters, along with expert witness testimony on
      case related issues; and

   e. render such other general business consulting or such
      other assistance as the Debtors may deem necessary and
      which is consistent with the role of a financial advisor
      and not duplicative of services provided by other
      professionals in the bankruptcy cases.

Development Specialist will be paid at these hourly rates:

     Bradley D. Sharp                      $640
     R. Brian Calvert                      $630
     Thomas P. Jeremiassen                 $550
     Eric J. Held                          $485
     Nickolas R. Troszack                  $480
     Matthew P. Sorenson                   $410
     Spencer G. Ferrero                    $300
     Daniel Ungheanu                       $290

Development Specialist will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Bradley D. Sharp, president and CEO of Development Specialists,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Development Specialist can be reached at:

     Bradley D. Sharp
     DEVELOPMENT SPECIALISTS, INC.
     333 South Grand Avenue, Suite 4070
     Los Angeles, CA 90071-1544
     Tel: (213) 617-2717
     Fax: (213) 617-2718

              About Woodbridge Group of Companies

Headquartered in Sherman Oaks, California, The Woodbridge Group
Enterprise -- http://www.woodbridgecompanies.com/-- is a
comprehensive real estate finance and development company.  Its
principal business is buying, improving, and selling high-end
luxury homes.  The Woodbridge Group Enterprise also owns and
operates full-service real estate brokerages, a private investment
company, and real estate lending operations.  The Woodbridge Group
Enterprise and its management team have been in the business of
providing a variety of financial products for more than 35 years,
and have been primarily focused on the luxury home business for the
past five years.  Since its inception, the Woodbridge Group
Enterprise has completed more than $1 billion in financial
transactions.  These transactions involve real estate, note buying
and selling, hard money lending, and alternative financial
transactions involving thousands of investors.

Woodbridge Group of Companies and certain of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
17-12560) on Dec. 4, 2017. Woodbridge estimated assets and
liabilities at between $500 million and $1 billion.  The Chapter 11
cases are being jointly administered

Judge Kevin J. Carey presides over the case.

Samuel A. Newman, Esq., Oscar Garza, Esq., Daniel B. Denny, Esq.,
Jennifer L. Conn, Esq., Eric J. Wise, Esq., Matthew K. Kelsey,
Esq., and Matthew P. Porcelli, Esq., at Gibson, Dunn & Crutcher,
LLP, and Sean M. Beach, Esq., Edmon L. Morton, Esq., Ian J.
Bambrick, Esq., and Allison S. Mielke, Esq., at Young Conaway
Stargatt & Taylor, LLP, serve as the Debtors' bankruptcy counsel.
Homer Bonner Jacobs, PA, as special counsel, Province, Inc., as
expert consultant, Moelis & Company LLC, as investment banker.

The Debtors' financial advisors are Larry Perkins, John Farrace,
Robert Shenfeld, Reece Fulgham, Miles Staglik, and Lissa Weissman
at SierraConstellation Partners, LLC. Beilinson Advisory Group is
serving as independent management to the Debtors. Garden City
Group, LLC, is the Debtors' claims and noticing agent.

Pachulski Stang Ziehl & Jones is counsel to the Official Committee
of Unsecured Creditors; FTI Consulting, Inc., serves as its
financial advisor; Bradley D. Sharp of Development Specialists,
Inc., as CRO.

                          *     *     *

On Jan. 23, 2018, the Court approved a settlement providing for the
formation of an ad hoc noteholder group and an ad hoc unitholder
group.


WORLD VIEW: Case Summary & 19 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: World View International Trade LLC
        8031 Main St., Ste. 302
        Dexter, MI 48130

Business Description: World View International --
                      http://worldviewexport.com-- is a limited
                      liability company headquartered in Ann
                      Arbor, Michigan.  World View was launched in
                      2011 with the goal of providing beef hides
                      to Asian markets for further refinement into
                      semi-finished and finished goods.  Initially
                      focused on bulk container shipments,
                      World View now directly services individual
                      meat processors, butchers and locker plants
                      around the country with daily pickup
                      service, while still maintaining its
                      commitment to bulk shipment suppliers.
                      Direct Export Management now provides over
                      100 local meat processors from all over the
                      country with the most direct route to Asian
                      tanneries.

Chapter 11 Petition Date: February 16, 2018

Case No.: 18-41982

Court: United States Bankruptcy Court
       Eastern District of Michigan (Detroit)

Judge: Hon. Phillip J Shefferly

Debtor's Counsel: Donald C. Darnell, Esq.
                  DON DARNELL
                  7926 Ann Arbor St.
                  Dexter, MI 48130
                  Tel: (734) 424-5200
                  Fax: (734) 786-1605
                  E-mail: dondarnell@darnell-law.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jeffrey Wilkerson, manager.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

      http://bankrupt.com/misc/mieb18-41982_creditors.pdf

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

           http://bankrupt.com/misc/mieb18-41982.pdf


YUM BRANDS: Egan-Jones Lowers FC Senior Unsec. Debt Rating to B+
----------------------------------------------------------------
Egan-Jones Ratings Company, on February 11, 2018, downgraded the
foreign currency senior unsecured rating on debt issued by YUM!
Brands, Inc. to B+ from BB-.

YUM! Brands, Inc. was founded in 1997 and is headquartered in
Louisville, Kentucky. The company was formerly known as TRICON
Global Restaurants, Inc. and changed its name to YUM! Brands, Inc.
in May 2002.


ZAYO GROUP: Term Loan Add-On No Impact on Moody's B2 CFR
--------------------------------------------------------
Moody's Investors Service said Zayo Group LLC's B2 corporate family
rating (CFR) is unchanged following its anticipated $150 million
add-on to its term loan due 2024. Proceeds from the debt issuance
will be used for general corporate purposes including the funding
of recent acquisitions. Zayo has been active with M&A over the last
two quarters. In November of 2017, the company announced it would
acquire Spread Networks for $127 million. In January of this year,
the company purchased Optic Zoo Networks for $25 million and
announced its plans to acquire Neutral Path Communications for
$31.5 million. The acquired assets are solid fiber-based networks
or routes that are complimentary to Zayo's existing infrastructure.
Despite the strategic rationale for the deals, they come at high
valuation multiples which leads to a perpetuation of elevated
leverage and a modest increase in interest expense. However, due to
the small nominal amount of incremental debt as well as expected
EBITDA growth through synergies, Zayo's credit profile and current
rating can absorb these additional negative pressures. All other
ratings including Zayo's speculative grade liquidity rating of
SGL-2 and its stable outlook are unchanged.

Zayo's B2 corporate family rating reflects its stable base of
contracted recurring revenues and valuable fiber optic network
assets. The company has a strong competitive position due to its
extensive network reach which spans North America and Europe.
Moody's expect Zayo to continue to benefit from positive secular
trends, specifically strong bandwidth demand from both carrier and
enterprise customers and densification of wireless networks. The
company's credit profile is pressured by heavy capital investment
requirements and a relatively high churn rate, both of which
depress free cash flow generation. Recently, Zayo has improved its
capital efficiency which has helped to offset the negative pressure
of high churn.

Zayo has maintained high leverage of 5x to 6x (Moody's adjusted
Debt to EBITDA) and generally uses debt to finance acquisitions. In
addition to increasing its credit risk, Zayo's serial debt-financed
acquisition activity has also led to poor visibility into the
company's organic growth and steady state cost structure. After
leading the consolidation of the independent fiber carrier segment,
Zayo faces a dearth of large acquisition targets. The company has
discussed plans to convert to a Real Estate Investment Trust
(REIT), which Moody's would view as a negative credit event if it
resulted in high dividends and negative free cash flow.

Moody's could upgrade Zayo's ratings if adjusted leverage
approaches 4.5x and FCF/Debt is sustained around 10%. Moody's could
downgrade Zayo's ratings if liquidity deteriorates or if capital
intensity increases such that Zayo is unable to generate
sustainable positive free cash flow or if leverage exceeds 6x on a
sustained basis.

Headquartered in Boulder, Colorado, Zayo Group is a provider of
bandwidth infrastructure and network-neutral interconnection
services with significant fiber network assets and international
reach.


[^] BOND PRICING: For the Week from February 12 to 16, 2018
-----------------------------------------------------------
  Company                   Ticker  Coupon Bid Price   Maturity
  -------                   ------  ------ ---------   --------
Alpha Appalachia
  Holdings Inc              ANR      3.250     2.048   8/1/2015
Amyris Inc                  AMRS     9.500    66.160  4/15/2019
Amyris Inc                  AMRS     6.500    62.914  5/15/2019
Appvion Inc                 APPPAP   9.000     7.625   6/1/2020
Appvion Inc                 APPPAP   9.000     7.625   6/1/2020
Armstrong Energy Inc        ARMS    11.750    28.750 12/15/2019
Armstrong Energy Inc        ARMS    11.750    28.500 12/15/2019
Avaya Inc                   AVYA    10.500     6.250   3/1/2021
Avaya Inc                   AVYA    10.500     7.000   3/1/2021
BPZ Resources Inc           BPZR     6.500     3.017   3/1/2015
BPZ Resources Inc           BPZR     6.500     3.017   3/1/2049
Bon-Ton Department
  Stores Inc/The            BONT     8.000    18.750  6/15/2021
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp    BBEP     8.625     7.500 10/15/2020
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp    BBEP     8.625     7.250 10/15/2020
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp    BBEP     8.625     7.250 10/15/2020
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp    BBEP     7.875     6.500  4/15/2022
Cenveo Corp                 CVO      6.000    65.545   8/1/2019
Cenveo Corp                 CVO      8.500     3.500  9/15/2022
Cenveo Corp                 CVO      8.500     3.493  9/15/2022
Cenveo Corp                 CVO      6.000    50.500   8/1/2019
Chassix Holdings Inc        CHASSX  10.000     8.000 12/15/2018
Chassix Holdings Inc        CHASSX  10.000     8.000 12/15/2018
Chukchansi Economic
  Development Authority     CHUKCH   9.750    61.534  5/30/2020
Claire's Stores Inc         CLE      9.000    68.280  3/15/2019
Claire's Stores Inc         CLE      8.875    24.387  3/15/2019
Claire's Stores Inc         CLE      7.750     9.375   6/1/2020
Claire's Stores Inc         CLE      9.000    68.102  3/15/2019
Claire's Stores Inc         CLE      9.000    66.119  3/15/2019
Claire's Stores Inc         CLE      7.750     9.375   6/1/2020
Cobalt International
  Energy Inc                CIEI     2.625    28.500  12/1/2019
Cumulus Media Holdings Inc  CMLS     7.750    21.000   5/1/2019
EV Energy Partners LP /
  EV Energy Finance Corp    EVEP     8.000    46.599  4/15/2019
EXCO Resources Inc          XCOO     8.500     9.050  4/15/2022
Egalet Corp                 EGLT     5.500    46.250   4/1/2020
Emergent Capital Inc        EMGC     8.500    59.644  2/15/2019
Energy Conversion
  Devices Inc               ENER     3.000     7.875  6/15/2013
Energy Future
  Holdings Corp             TXU      6.550    15.625 11/15/2034
Energy Future
  Holdings Corp             TXU      6.500    15.000 11/15/2024
Energy Future
  Holdings Corp             TXU      9.750    29.250 10/15/2019
Energy Future
  Intermediate Holding
  Co LLC / EFIH
  Finance Inc               TXU     11.250    38.000  12/1/2018
Energy Future Intermediate
  Holding Co LLC /
  EFIH Finance Inc          TXU      9.750    37.625 10/15/2019
Energy Future Intermediate
  Holding Co LLC /
  EFIH Finance Inc          TXU     11.250    38.500  12/1/2018
FGI Operating Co LLC /
  FGI Finance Inc           GUN      7.875    20.622   5/1/2020
FTS International Inc       FTSINT   9.088   101.186  6/15/2020
Federal Home Loan Banks     FHLB     2.000    97.000 11/10/2026
FirstEnergy Solutions Corp  FE       6.050    33.938  8/15/2021
FirstEnergy Solutions Corp  FE       6.050    34.097  8/15/2021
FirstEnergy Solutions Corp  FE       6.050    34.097  8/15/2021
Fleetwood Enterprises Inc   FLTW    14.000     3.557 12/15/2011
GenOn Energy Inc            GENONE   9.500    83.625 10/15/2018
GenOn Energy Inc            GENONE   9.500    79.000 10/15/2018
GenOn Energy Inc            GENONE   9.500    83.250 10/15/2018
Gibson Brands Inc           GIBSON   8.875    81.193   8/1/2018
Gibson Brands Inc           GIBSON   8.875    81.324   8/1/2018
Gibson Brands Inc           GIBSON   8.875    81.199   8/1/2018
Homer City Generation LP    HOMCTY   8.137    38.750  10/1/2019
Iconix Brand Group Inc      ICON     1.500    96.750  3/15/2018
Illinois Power
  Generating Co             DYN      6.300    33.375   4/1/2020
Interactive Network
  Inc / FriendFinder
  Networks Inc              FFNT    14.000    70.250 12/20/2018
IronGate Energy
  Services LLC              IRONGT  11.000    36.875   7/1/2018
IronGate Energy
  Services LLC              IRONGT  11.000    36.875   7/1/2018
IronGate Energy
  Services LLC              IRONGT  11.000    36.875   7/1/2018
IronGate Energy
  Services LLC              IRONGT  11.000    36.875   7/1/2018
Lansing Trade Group LLC /
  Lansing Finance Co Inc    LANTRA   9.250   100.000  2/15/2019
Lansing Trade Group LLC /
  Lansing Finance Co Inc    LANTRA   9.250   100.000  2/15/2019
Las Vegas Monorail Co       LASVMC   5.500     4.037  7/15/2019
Lehman Brothers
  Holdings Inc              LEH      2.070     3.326  6/15/2009
Lehman Brothers
  Holdings Inc              LEH      5.000     3.326   2/7/2009
Lehman Brothers
  Holdings Inc              LEH      1.600     3.326  11/5/2011
Lehman Brothers
  Holdings Inc              LEH      1.383     3.326  6/15/2009
Lehman Brothers
  Holdings Inc              LEH      2.000     3.326   3/3/2009
Lehman Brothers
  Holdings Inc              LEH      1.500     3.326  3/29/2013
Lehman Brothers
  Holdings Inc              LEH      4.000     3.326  4/30/2009
Lehman Brothers Inc         LEH      7.500     1.226   8/1/2026
Linc USA GP / Linc
  Energy Finance USA Inc    LNCAU    9.625     1.000 10/31/2017
MF Global Holdings Ltd      MF       3.375    30.000   8/1/2018
MModal Inc                  MODL    10.750     6.125  8/15/2020
Mashantucket Western
  Pequot Tribe              MASHTU   7.350    15.250   7/1/2026
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC          MPO     10.750     3.595  10/1/2020
Molycorp Inc                MCP     10.000     1.301   6/1/2020
Murray Energy Corp          MURREN  11.250    50.600  4/15/2021
Murray Energy Corp          MURREN  11.250    52.217  4/15/2021
Murray Energy Corp          MURREN   9.500    46.625  12/5/2020
Murray Energy Corp          MURREN   9.500    46.625  12/5/2020
New Gulf Resources LLC/
  NGR Finance Corp          NGREFN  12.250     7.000  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp          NGREFN  12.250     7.000  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp          NGREFN  12.250     7.000  5/15/2019
Nine West Holdings Inc      JNY      8.250     6.222  3/15/2019
Nine West Holdings Inc      JNY      6.125     8.005 11/15/2034
Nine West Holdings Inc      JNY      6.875    10.424  3/15/2019
Nine West Holdings Inc      JNY      8.250     7.316  3/15/2019
OMX Timber Finance
  Investments II LLC        OMX      5.540    10.125  1/29/2020
Orexigen Therapeutics Inc   OREX     2.750    34.000  12/1/2020
Orexigen Therapeutics Inc   OREX     2.750    39.721  12/1/2020
PaperWorks Industries Inc   PAPWRK   9.500    54.586  8/15/2019
PaperWorks Industries Inc   PAPWRK   9.500    54.666  8/15/2019
Powerwave Technologies Inc  PWAV     2.750     0.435  7/15/2041
Powerwave Technologies Inc  PWAV     3.875     0.435  10/1/2027
Powerwave Technologies Inc  PWAV     1.875     0.435 11/15/2024
Powerwave Technologies Inc  PWAV     3.875     0.435  10/1/2027
Powerwave Technologies Inc  PWAV     1.875     0.435 11/15/2024
Prospect Holding Co LLC /
  Prospect Holding
  Finance Co                PRSPCT  10.250    48.250  10/1/2018
RAAM Global Energy Co       RAMGEN  12.500     2.000  10/1/2015
Real Alloy Holding Inc      RELYQ   10.000    72.000  1/15/2019
Real Alloy Holding Inc      RELYQ   10.000    68.750  1/15/2019
Renco Metals Inc            RENCO   11.500    26.750   7/1/2003
Rex Energy Corp             REXX     6.250    32.343   8/1/2022
Rex Energy Corp             REXX     8.875    46.745  12/1/2020
Rolta LLC                   RLTAIN  10.750    23.187  5/16/2018
SAExploration Holdings Inc  SAEX    10.000    54.500  7/15/2019
SandRidge Energy Inc        SD       7.500     2.081  2/15/2023
Sears Holdings Corp         SHLD     6.625    77.408 10/15/2018
Sears Holdings Corp         SHLD     6.625    77.408 10/15/2018
Sears Holdings Corp         SHLD     8.000    39.725 12/15/2019
Sears Holdings Corp         SHLD     6.625    78.325 10/15/2018
SiTV LLC / SiTV
  Finance Inc               NUVOTV  10.375    66.990   7/1/2019
SiTV LLC / SiTV
  Finance Inc               NUVOTV  10.375    66.900   7/1/2019
TerraVia Holdings Inc       TVIA     5.000    10.250  10/1/2019
TerraVia Holdings Inc       TVIA     6.000     4.367   2/1/2018
Terraform Global
  Operating LLC             GLBL     9.750   110.067  8/15/2022
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc               TXU     11.500     0.963  10/1/2020
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc               TXU     11.500     0.963  10/1/2020
Toys R Us - Delaware Inc    TOY      8.750    23.000   9/1/2021
Toys R Us Inc               TOY      7.375    18.500 10/15/2018
Transworld Systems Inc      TSIACQ   9.500    27.885  8/15/2021
Transworld Systems Inc      TSIACQ   9.500    27.726  8/15/2021
UCI International LLC       UCII     8.625     4.778  2/15/2019
Walter Energy Inc           WLTG     9.875     0.834 12/15/2020
Walter Energy Inc           WLTG     8.500     0.834  4/15/2021
Walter Energy Inc           WLTG     9.875     0.834 12/15/2020
Walter Energy Inc           WLTG     9.875     0.834 12/15/2020
iHeartCommunications Inc    IHRT    14.000    11.943   2/1/2021
iHeartCommunications Inc    IHRT     6.875    35.456  6/15/2018
iHeartCommunications Inc    IHRT     7.250    20.607 10/15/2027
iHeartCommunications Inc    IHRT    14.000    12.008   2/1/2021
iHeartCommunications Inc    IHRT    14.000    12.009   2/1/2021


                            *********

Monday's edition of the TCR delivers a list of indicative prices
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