/raid1/www/Hosts/bankrupt/TCR_Public/180514.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, May 14, 2018, Vol. 22, No. 133

                            Headlines

2950 W. GOLF: Tenant Club Meadows Buying Rolling Meadows Property
4 WEST HOLDINGS: Seeks to Appoint Drivetrain's CEO as Director
499 WEST 158TH: Taps Thomas S. Fleishell as Special Counsel
76 CHESTNUT STREET: Taps Rattet PLLC as New Legal Counsel
ACHAOGEN INC: Incurs $47.2 Million Net Loss in First Quarter

ALLIED CONSOLIDATED: Trustee Selling Equipment to Yoder for $266K
ARBOR PHARMACEUTICALS: Moody's Cuts CFR to B2, Outlook Stable
ARCIMOTO INC: CEO Frohnmayer Has 46% Stake
ARTERRA WINES: Moody's Affirms B2 CFR, Outlook Stable
BARRAJA INC: Taps Robinson Brog as Legal Counsel

BIOSTAT LLC: Case Summary & 17 Unsecured Creditors
BLALOCK PROPERTIES: Case Summary & 4 Unsecured Creditors
BOLDER ENTERPRISES: Taps Buechler & Garber as Special Counsel
BOLDER ENTERPRISES: Taps Weinman & Associates as Legal Counsel
BRIAR BUILDING: Taps Satya Consulting as Property Manager

BW NHHC: Moody's Assigns B3 Corp. Family Rating, Outlook Stable
CALIFORNIA RESOURCES: Files Form 10-Q Reporting $2M Q1 Net Loss
CAPITAL CITY: $20K Sale of All Assets to Fleet Fleet Approved
CARL SAYERS: $1.6M Sale of 3 Danbury Properties to T&O Approved
CCS ONCOLOGY: Joseph J. Tomaino Named Patient Care Ombudsman

CCS ONCOLOGY: Patient Care Ombudsman Files First Report
CCS ONCOLOGY: Taps Baumeister Denz as Legal Counsel
CELLECTAR BIOSCIENCES: Granted Orphan Drug Designation for CLR 131
CLIFFORD CABABE: Sale of Branchburg Property to Fund Plan Approved
CNHIF NA: Moody's Hikes Sr. Unsecured Debt Rating to (P)Ba1

COATESVILLE AREA SD: Moody's Rates $12.3MM School Bonds 'Ba1'
COLLISION EXPRESS: Taps Prime Capital as Real Estate Broker
CONNEAUT LAKE PARK: $210K Sale of Conneaut Lake Property Approved
CORNERSTONE HOMES: Trustee Taps Madison Hawk as Realtor
CORP REALTY: Voluntary Chapter 11 Case Summary

CPI CARD: Files Form 10-Q for the Quarter Ended March 31, 2018
CPI CARD: Incurs $7.3 Million Net Loss in First Quarter
DAMU VUSHA: Patient Care Well Within Standard, PCO Says
DESTINATION PROPERTIES: Taps Elliott Greenleaf PC as Counsel
DPW HOLDINGS: Increases Stake in Avalanche International to 83.8%

E.A.N.S. CORP: Seeks to Hire Hector Pedrosa as Counsel
ECLIPSE BERRY: $124K Sale of Irrigation Supplies to Palmas Approved
EIHAB H TAWFIK: Must Show Cause to Waive PCO Appointment
EP ENERGY: 1Q'18 Results Beat Production and Capital Guidance
EP ENERGY: Posts First Quarter Net Income of $18 Million

ET SOLAR: Proposes Heritage Global Auction Sale of Inventory
EVERETT SASLOW: Alhobishi Buying Evergreen Facility for $275K
EYEPOINT PHARMACEUTICALS: Posts Third Quarter Net Loss of $7-Mil.
FAITH CHRISTIAN: Has $2.5M Offer for Panama City Beach Property
FAITH CHRISTIAN: Proposes a Sale of Panama City Beach Property

FAITH CHRISTIAN: Selling Panama City Beach Property for $1 Million
FICO: Moody's Assigns Ba2 Corp. Family Rating, Outlook Stable
FLOYD E. SQUIRES: Court Directs Appointment of Examiner
FOOD FOR HEALTH: Case Summary & 20 Largest Unsecured Creditors
FRASER'S BOILER: Taps Gilbert LLP as Special Counsel

GABRIELLE LAVERNE BROWN: Sonoma Serenity's RCFE License Suspended
GARCES RESTAURANT: May 16 Meeting Set to Form Creditors' Panel
GLYECO INC: Closes $1 Million Fourth Tranche Financing
GNC HOLDINGS: Adjourns Special Meeting of Stockholders to May 17
GREATER LEWISTOWN: Trustee Taps John P. Neblett as Legal Counsel

GUADALUPE SOLANO: Ch.7 Trustee Sues Government Land Liquidators
HELIOS AND MATHESON: Has $15.5 Million in Cash as of April 30
HENDERSON MECHANICAL: Taps Tang & Associates as Legal Counsel
HORIZON SHIPBUILDING: Shark Tech Buying Assets for $1M
HUMANIGEN INC: Incurs $5.08 Million Net Loss in First Quarter

ILLINI KIDS: Hires DWJ Mortgage as Real Estate Broker
ILLINI KIDS: Seeks to Hire Singh & McLean as Accountant
INFINITY CUSTOM: Floridian Buying Winter Park Property for $765K
INSTITUCION AMOR: Taps Santiago & Gonzalez Law as Legal Counsel
INTERIOR LOGIC: S&P Assigns B Corp Credit Rating, Outlook Positive

INTERNATIONAL AUTOMOTIVE: S&P Raises CCR to B-, Outlook Negative
JAMESON STREET: Taps Mark B. French as Legal Counsel
JEFFERY ARAMBEL: $1.7M Sale of Howard Ranch to Foppiano Approved
JEFFERY ARAMBEL: $3.7M Sale of Home Ranch to Foppiano Approved
JENESS UNIFORM: Seeks to Hire Roussos Glanzer as Counsel

JOHN Q. HAMMONS: Consumer Privacy Ombudsman Files Report
JP MORGAN 2018-4: Moody's Assigns Ba2 Rating on Class B-4 Debt
KADMON HOLDINGS: Reports $20.4 Million Net Loss for First Quarter
KAHLON ENTERPRISES: Hires Bielli & Klauder as Counsel
KEMET CORP: Moody's Hikes CFR & Sr. Sec. Term Loan B to B1

KERR-ALBERT OFFICE: Hires Lashbrook Smalldon as Accountant
KEVIN DALE DOTY: DOJ Watchdog to Appoint Examiner
KEYSTONE AUTOMATION: Case Summary & 20 Largest Unsecured Creditors
KNOWLES SYSTEMS: Seeks to Hire Latham Shuker as Counsel
LATITUDE 360: Trustee Taps Cimo Mazer as Special Counsel

LIBERTY INDUSTRIES: Seeks to Hire Furr and Cohen as Counsel
LONG BLOCKCHAIN: Adds New Member to Board of Directors
LONG BLOCKCHAIN: Obtains Restated Credit Facility for up to $2M
MARATHON OIL: Moody's Alters Outlook to Pos. & Affirms Ba1 CFR
MARBLE MASTERS: Case Summary & 14 Unsecured Creditors

MARRIOTT VACATIONS: S&P Puts 'BB+' CCR on CreditWatch Negative
MASS PRIVATE: Taps Shapiro & Hender as Legal Counsel
MAURICE SPORTING: $145K Sale of Equipment to SJF Material Approved
MD2U MANAGEMENT: Hires Whonsetler & Johnson as Special Counsel
MEDEX PATIENT: Case Summary & 8 Largest Unsecured Creditors

MEEKER NORTH: Taps Theodore N. Stapleton as Legal Counsel
MEHRI AKHLAGHPOUR: Trustee's 299K Sale of Encino Property Approved
MELINTA THERAPEUTICS: Reports First Quarter 2018 Financial Results
MEMCO INC: Memco Acquisition Buying All Assets for $3.4M
NEONODE INC: Incurs $700,000 Net Loss in First Quarter

NEP/NCP HOLDCO: Moody's Affirms B2 CFR & Cuts 1st Lien Debt to B2
NEW ENGLAND CONFECTIONERY: Taps Burns & Levinson as Legal Counsel
NORTH CAROLINA FURNITURE: Case Summary & 20 Unsecured Creditors
NORTHERN OIL: Shareholders OK Issuance of 137.9 Million Shares
OAKLEY GRADING: Trustee Taps Stonebridge as Accountant

OASIS PETROLEUM: Moody's Rates New $400MM Sr. Unsec. Notes 'B3'
OMNIA PARTNERS: Moody's Gives B3 CFR to Subsidiary, Outlook Stable
PAINTSVILLE INVESTORS: U.S. Trustee Appoints Sherry Culp as PCO
PREFERRED CARE: Seeks to Hire KPMG LLP as Tax Consultants
PRINCETON ALTERNATIVE: Hires Pepper Hamilton as Special Counsel

QUALITY CARE: Posts $20.4 Million Net Loss in First Quarter
RAYMOND GIBLER: $900K Sale of Pontiac Property to Nicholls Approved
RESOLUTE ENERGY: Launches Exchange Offer for $75 Million Notes
RG & AK: $110K Sale of Alcoholic Beverage License to Carey Approved
RICHARD OSBORNE: Sommers Buying Concord Vacant Land for $125K

RK & GROUP: Seeks to Hire Drose Law as Attorney
ROLLING HILLS FARM: Hires J.T. Korkow as Financial Consultant
S CHASE LIMITED: Hires Kaplan Management as Property Manager
SAMUEL WYLY: Sale of Painting Through Dallas Auction Gallery Okayed
SCANDIA PACKAGING: May 21 Meeting Set to Form Creditors' Panel

SCANDIA PACKAGING: Taps Three Twenty-One as Investment Banker
SCHULTE PROPERTIES: Case Summary & 20 Largest Unsecured Creditors
SCIENTIFIC GAMES: Names Barry Cottle as New President and CEO
SCOTTSDALE DETOX: PCO Files First Interim Report
SIXTY SIXTY CONDO: Taps Edelboim Lieberman as New Legal Counsel

SONICWALL HOLDINGS: S&P Assigns 'B-' CCR on Seahawk Split
SOUTHEASTERN GROCERS: Autry Greer Buying Store 1345 for $650K
SOUTHEASTERN GROCERS: E. Michigan Buying Store 2276 for $50K
SOUTHEASTERN GROCERS: Food Fair Buying Store 209 for $850K
SOUTHEASTERN GROCERS: Publix Alabama Buying Store 586 for $805K

SOUTHEASTERN GROCERS: Selling Four Underperforming Stores for $400K
SPRINT CORP: Fitch Puts B+ Issuer Default Rating on Watch Pos.
SUMMIT FINANCIAL: Hires Dinnall Fyne as Accountant
SUMMIT FINANCIAL: Hires Moecker Auctions as Appraiser
T-MOBILE US: Fitch to Assign 'BB+(EXP)' Issuer Default Rating

Toisa Limited: Hires Blank Rome as Special Counsel
TRINET HR: Moody's Affirms Ba3 CFR & Alters Outlook to Positive
TRIPLE POINT: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
UNIVERSAL INVESTMENTS: Taps Smith Law Group as Legal Counsel
US OIL: Receiver Selling All Assets to USO (Utah) for $9 Million

VALLEY GREEN LANDSCAPING: Hires AP Law Group as Counsel
VIDEOLOGY INC: Case Summary & 30 Largest Unsecured Creditors
VISION INVESTMENT: Case Summary & 20 Largest Unsecured Creditors
VORAS ENTERPRISE: Hires Keen-Summit as Real Estate Advisor
WALTER CHARNOFF: $1.3M Sale of Logmont Property to Rogers Approved

WARM HEART FAMILY: Hires Meiselman Salzer as Counsel
WARRIOR MET: S&P Raises Corp Credit Rating to 'B+', Outlook Stable
WESTMORELAND COAL: BlackRock No Longer Owns Any Shares
WHEELCHAIR SALES: Taps David P. Lloyd as Legal Counsel
WILL NELSON: $25K Sale of Memphis Property to MDM Investments OK'd

WILL NELSON: $25K Sale of Memphis Property to MDM Investments OK'd
WILLBROS GROUP: Incurs $17 Million Net Loss in First Quarter
WILLIAM B. LAWTON: $27K Sale 2015 Ford F150 to Billy Navarre Okayed
WILLIAM RILEY: JKAB3 Buying Puyallup Property for $324K
YESHIVA UNIVERSITY: Moody's Alters Outlook on Rev. Bonds to Pos.

[^] BOND PRICING: For the Week from May 7 to 11, 2018

                            *********

2950 W. GOLF: Tenant Club Meadows Buying Rolling Meadows Property
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2950 W. Golf, LLC, asks the U.S. Bankruptcy Court for the Northern
District of Illinois to authorize the sale of the real property,
commonly known as 2950 W. Golf Road, Rolling Meadows, Illinois to
its insider tenant Club Meadows Realty, LLC, doing business as The
Meadows Club ("TMC"), for a stream of payments to the Debtor
sufficient to pay all the Debtor's obligations under the plan of
liquidation, subject to confirmation of a plan of liquidation.

On March 12, 2018, the Debtor proposed the Plan which provides for
payment in full to all creditors through a sale of the Property to
TMC.  Concurrently, the City of Rolling Meadows has pending before
the Court a certain Motion to Determine Application of or
Alternatively for Exceptions to Automatic Stay.  The City's motion
is premised on the lack of fire alarms and fire sprinkler systems
in an unoccupied and unfinished portion of the Property.  The City
is asking, amongst other relief, to suspend the business license of
TMC and to demolish the structure on the Property.

Because its operations are threatened by the City's actions, and
because TMC intends to acquire the Property from the Debtor, TMC
has agreed to fund the completion of the installation of the fire
alarm and sprinkler system.  The Court has expressed concern that
there is no enforceable obligation for TMC to fund the Fire
Remediation Work or the Plan.

In order to address those concerns, the Debtor and TMC have agreed
on the Sale Contract, which provides in relevant part that TMC will
acquire the Property in exchange for a stream of payments to the
Debtor sufficient to pay all the Debtor's obligations under the
Plan.  The Sale Contract does not identify a certain dollar amount
for the purchase because the terms of the Plan may change prior to
confirmation, and because it is impossible to know with certainly
the total amount of accrued interest, administrative, and tax
claims which will comprise the final payments under the Plan, and
which TMC has agreed to be obligated to fund pursuant to the Sale
Contract.

In addition, the Sale Contract provides that TMC will pay a
non-refundable Contract Execution Payment in the amount of
$200,000, which the Debtor is required to use to complete the Fire
Remediation Work.  Any remaining balance of this fund after
completion of the Fire Remediation Work will be applied to the
payment of the Class 5 secured creditor Bobs LLC under a confirmed
plan.

Under the terms of the Plan as presently proposed, the sale of the
Property is not free and clear of all liens and encumbrances.
Rather, after payment of between $4.2 million and $4.7 million,
Bobs LLC will retain a subordinated lien in the Property securing
its future payment.  All other liens against the Property will be
satisfied at or before closing.

Other than the payment of the Contract Execution Payment, the Sale
Contract is contingent upon the confirmation of the pending Plan or
an amended plan to which TMC consents.  The Debtor asks
authorization to enter into the Sale Contract with TMC in order to
proceed with the funding by TMC of the Fire Remediation Work.

The Debtor is not seeking hereby a final approval of the sale of
the Property to TMC, which will be sought as a part of the plan
confirmation process.  Were it not for the City's action, this Sale
Contract would simply be an element of the Plan.  However, in order
to assure the City that the Fire Remediation Work is fully funded
and can be completed in a reasonable period of time, the Debtor
asks authorization to enter into the agreement with TMC.  The
Debtor asks approval to enter into the attached Sale Contract with
TMC, subject to plan confirmation, and immediate authorization to
expend the Contract Execution Payment on the Fire Remediation
Work.

The Debtor asks to shorten notice because it needs immediate access
to the Contract Execution Payment in order to fund the Fire
Remediation Work, and approval of the actual sale of the Property
is not requested but will be subject to subsequent proceedings.

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

   http://bankrupt.com/misc/2950_W_Golf_118_Sales.pdf

The Creditor:

          BOBS, LLC
          d/b/a Bobs Nevada, LLC
          c/o Ronald Austin, Jr.
          Grant Law, LLC
          E-mail: raustin@grantlawllc.com

                      About 2950 W. Golf

2950 W. Golf, LLC, is a privately held company based in Rolling
Meadows, Illinois.  The Company is the record owner of the real
property commonly known as 2950 West Golf Road, Units 1, 2 and 3,
Rolling Meadows, Illinois ("Convention Center") -- a 144,000 square
foot multi-function entertainment facility.

2950 W. Golf filed a Chapter 11 petition (Bankr. N.D. Ill. Case No.
17-36643) on Dec. 11, 2017.  In the petition signed by Madan
Kulkarni, manager, the Debtor estimated both assets and liabilities
at $1 million to $10 million.  The case is assigned to Judge Jack
B. Schmetterer.  Jonathan D. Golding, Esq., at the Golding Law
Offices, P.C., is the Debtor's counsel.


4 WEST HOLDINGS: Seeks to Appoint Drivetrain's CEO as Director
--------------------------------------------------------------
4 West Holdings, Inc., seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to appoint John Brecker,
chief executive officer of Drivetrain Advisors, LLC, as an
independent director.

Mr. Brecker will independently oversee and make decisions in
connection with the Debtor's marketing and plan sponsorship process
or any other matter which could be deemed to create a conflict or
potential conflict.  

In exchange for Mr. Brecker's services, the Debtor would pay him a
monthly fee of $12,500, provided that the minimum aggregate
payments will total no less than $75,000.  The Debtor will also
provide him with certain indemnification rights.    
  
Mr. Brecker is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code, according to court filings.

Mr. Brecker maintains an office at:

     John R. Brecker
     Drivetrain Advisors, LLC
     630 Third Avenue, 21st Floor    
     New York, NY 10017
     Phone: +1 (347) 302-5645
     E-mail: jbrecker@drivetrainadvisors.com

                       About 4 West Holdings

4 West Holdings, Inc., et al. -- http://www.orianna.com/-- are
licensed operators of 41 skilled nursing facilities and manage on
skilled nursing facility located in seven states: Georgia, Indiana,
Mississippi, North Carolina, South Carolina, Tennessee and
Virginia. In addition, one of related entity, Palladium Hospice and
Palliative Care, LLC f/k/a Ark Hospice, LLC provides hospice and
palliative care services at certain of the Facilities and other
third party locations.  They employ approximately 5,000 people,
including but not limited to, nurses, nursing assistants, social
workers, regional directors and supervisors.

4 West Holdings, Inc., and 134 of its affiliates and subsidiaries
filed voluntary petitions in the U.S. Bankruptcy Court for the
Northern District of Texas in Dallas seeking relief under the
provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Tex. Lead Case No. 18-30777) on March 6, 2018, with a restructuring
plan that contemplates the transfer of 22 facilities to new
operations.

The Debtors continue to operate their businesses and manage their
properties as debtors-in-possession.  4 West Holdings estimated $10
million to $50 million in assets and $50 million to $100 million in
liabilities as of the filing.

The Hon. Harlin DeWayne Hale is the case judge.

The Debtors tapped DLA Piper LLP (US) as bankruptcy counsel;
Houlihan Lokey as investment banker; Crowe Horwath LLP as financial
advisor; Ankura Consulting Group, LLC, as interim management
services provider; and Rust Consulting/Omni Bankruptcy as claims
agent.

The Office of the U.S. Trustee on March 19, 2018, appointed an
official committee of unsecured creditors.  The Committee tapped
Norton Rose Fulbright US LLP as its legal counsel, and CohnReznick
LLP as its financial advisor.


499 WEST 158TH: Taps Thomas S. Fleishell as Special Counsel
-----------------------------------------------------------
499 West 158th Street Housing Development Fund Corp. seeks approval
from the U.S. Bankruptcy Court for the Southern District of New
York to hire Thomas S. Fleishell & Associates, P.C., as special
counsel.

The firm will help the Debtor collect outstanding arrearages from
some tenants of its New York apartment building.

Thomas Fleishell, Esq., and Michael Stevens, Esq., the attorneys
who will be representing the Debtor, will each charge an hourly fee
of $250.  Their firm will be paid a retainer in the sum of $3,000.


Fleishell does not hold or represent any interests adverse to the
Debtor and its estate, according to court filings.

The firm can be reached through:

     Thomas S. Fleishell, Esq.
     Thomas S. Fleishell & Associates, P.C.
     561 Seventh Avenue, 19th Floor
     New York, NY 10018
     Phone: (212) 972-1355
     Fax: (212) 972-1356
     Email: tom@fleishelllaw.com

                About 499 West 158th Street Housing
                   Development Fund Corporation

499 West 158th Street Housing Development Fund Corporation is an
apartment building operator in New York.  The Company listed itself
as a single asset real estate, as defined in 11 U.S.C. Section
101(51B)).

499 West 158th Street Housing Development Fund Corporation filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 18-10463) on Feb. 22,
2018.  In the petition signed by Gary Pauyo, vice president, the
Debtor estimated $50,000 in total assets and $1 million to $10
million in liabilities.  The case is assigned to Judge Stuart M.
Bernstein.  The Law Office of Scott A. Steinberg is the Debtor's
bankruptcy counsel.


76 CHESTNUT STREET: Taps Rattet PLLC as New Legal Counsel
---------------------------------------------------------
76 Chestnut Street, LLC, received approval from the U.S. Bankruptcy
Court for the Southern District of New York to hire Rattet PLLC as
its new legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; negotiate with creditors; prepare a plan of
reorganization; assist the Debtor in any potential sale of its
assets; and provide other legal services related to its Chapter 11
case.  Rattet will replace Arlene Gordon Oliver PLLC.

The firm charges an hourly fee of $650 for members and counsel, and
$400 for associates.

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

The firm can be reached through:

     Robert L. Rattet, Esq.
     Rattet PLLC
     202 Mamaroneck Avenue, Suite 300
     White Plains, NY 10601
     Phone: 914.381.7400

                   About 76 Chestnut Street LLC

Based in Tarrytown, New York, 76 Chestnut Street, LLC, filed a
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 16-23676) on Dec. 16,
2016, listing under $1 million both in assets and liabilities.


ACHAOGEN INC: Incurs $47.2 Million Net Loss in First Quarter
------------------------------------------------------------
Achaogen Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $47.22
million on $2.14 million of contract revenue for the three months
ended March 31, 2018, compared to a net loss of $33.25 million on
$7.46 million of contract revenue for the three months ended March
31, 2017.

As of March 31, 2018, Achaogen had $183.10 million in total assets,
$70.01 million in total liabilities, $10 million in contingently
redeemable common stock and $103.09 million in total stockholders'
equity.

Net cash used in operating activities was $46.7 million for the
three-month period ended March 31, 2018.  The primary use of cash
was to fund the Company's operations related to the research and
development of its product candidates and to prepare for
commercialization of plazomicin.

Net cash used in investing activities was $30.8 million for the
three-month period ended March 31, 2018.  The net cash used in
investing activities during the three-month period ended March 31,
2018 is primarily a result of purchases in excess of maturities of
short-term investments of $29.5 million and purchases of property,
plant and equipment of $1.3 million related to expansion at the
Company's corporate headquarters and to facilitate its research and
development activities.

Net cash provided by financing activities was $25.7 million for the
three-month period ended March 31, 2018.  The net cash provided by
financing activities during the three-month period ended March 31,
2018 includes $24.0 million of net proceeds, after deducting
issuance costs for the sale of common stock through ATM equity
offerings in which Cowen and Company, LLC acted as sales agent,
$0.1 million from the issuance of common stock pursuant to our
equity incentive plans, $24.4 million, net of issuance costs, from
the term loan provided by Silicon Valley Bank, partially offset by
a $22.8 million principal repayment on the term loans provided by
Solar Capital Ltd.

The Company has incurred losses and negative cash flows from
operations every year since its inception.  As of March 31, 2018,
the Company had unrestricted cash, cash equivalents and short-term
investments of approximately $144.0 million and an accumulated
deficit of approximately $420.1 million.  The Company believes that
its existing cash, cash equivalents and short-term investments,
together with the additional $25.0 million term loan available
under its loan and security agreement with Silicon Valley Bank,
will be sufficient to fund its current planned operations for at
least the next twelve months from the filing of this report.  The
Company plans to raise additional funds through equity or debt
financing, government contracts, third party collaborations or
other sources to permit additional investments in the
commercialization of plazomicin and continued research and
development efforts.  These funding sources may not be available at
terms acceptable to the Company or at all.  If the Company is
unable to raise additional funding, a reduction in the scope of its
research and development programs and other operations may become
necessary.

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

                     https://is.gd/rmN8nn

                     About Achaogen, Inc.

South San Francisco, California-based Achaogen, Inc. --
http://www.achaogen.com/-- is a clinical-stage biopharmaceutical
company committed to the discovery, development, and
commercialization of novel antibacterials to treat multi-drug
resistant gram-negative infections.  The Company is developing
plazomicin, its lead product candidate, for the treatment of
serious bacterial infections due to MDR Enterobacteriaceae,
including carbapenem-resistant Enterobacteriaceae.  In 2013, the
Centers for Disease Control and Prevention identified CRE as a
"nightmare bacteria" and an immediate public health threat that
requires "urgent and aggressive action."

Achaogen incurred a net loss of $125.6 million in 2017, a net loss
of $71.22 million in 2016 and a net loss of $27.09 million in 2015.
As of Dec. 31, 2017, Achaogen had $197.07 million in total assets,
$65.10 million in total liabilities, $10 million in contingently
redeemable common stock and $121.96 million in total stockholders'
equity.


ALLIED CONSOLIDATED: Trustee Selling Equipment to Yoder for $266K
-----------------------------------------------------------------
John Lane, Trustee for Allied Consolidated Industries, Inc., and
its affiliates, asks the U.S. Bankruptcy Court for the Northern
District of Ohio to authorize the private sale of (i) three 20-ton
Demag cranes, serial numbers 82091, 80156, and 80157; (ii) a 10-ton
Demag crane, serial number 81231; and (iii) two 30 ton Demag
cranes, serial numbers 94562 and 94563, to Yoder Machinery Sales
for the net sum of $265,905.

A hearing on the Motion is set for May 22nd, 2018 at 10:00 a.m.
The objection deadline is May 14, 2018.

Certain property was transferred to the creditor trust on the
effective date and included within such property was property
identified in Exhibit A.  Pursuant to Section 8.3(d) and Section
8.5 of the Second Amended Joint Plan of Reorganization and Section
6.l(d) and Section 6.3 of the Creditor Trust Agreement, the Trustee
has determined that a sale of the equipment described in Exhibit A
was appropriate in the exercise of his reasonable business judgment
and in order to comply with the provisions of the Plan and the
Creditor Trust Agreement.

The Trustee employed Yoder to sell certain cranes, including the
cranes described in the purchaser order attached as Exhibit A and
such cranes have been marketed for over one year.  The original
list price for these six cranes was $311,000.  The list price was
reduced by 5% in anticipation that such price might trigger greater
market interest.

Yoder has obtained a buyer for such cranes at a total purchase
price of $295,450 constituting the list price.  Pursuant to their
listing agreement, they are entitled to a 10% commission, thereby
reducing the net to Allied to an amount of $265,905 which Yoder is
ready, willing, and able to deliver to the Trustee and no further
charge will be asserted by Yoder or paid by the Trustee.  In the
opinion of the Trustee, the net sales price equals or exceeds the
amount which would be realized from further sales efforts.

The purchaser from Yoder is likely to take possession of the cranes
prior to the hearing since it had paid Yoder the entire purchase
price and was a purchaser located in Iowa who expects delivery
trucks necessary for transportation of the cranes to arrive this
coming week.  Further, the current listing price was offered and,
in the event the sale could not be closed immediately, a
substantial likelihood existed that the transaction would not be
consummated and, in fact, even a one week delay in delivery of
possession may cause the purchaser to cancel the transaction.

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

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

   http://bankrupt.com/misc/Allied_Consolidated_528_Sales.pdf

The Purchaser:

YODA MACHINERY SALES
P.O. Box 100
1500 Holloway Road
Holland, OH 43528

             About Allied Consolidated Industries

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

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

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

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

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

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

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

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

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


ARBOR PHARMACEUTICALS: Moody's Cuts CFR to B2, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service downgraded Arbor Pharmaceuticals, LLC's
ratings, including its Corporate Family Rating to B2 from B1, the
Probability of Default Rating to B2-PD from B1-PD, and the senior
secured credit facilities to B2 from B1. The rating outlook is
stable.

"The downgrade of Arbor's ratings reflects Moody's view that
earnings will decline in 2018 resulting in debt/EBITDA increasing
to around 5 times in 2018, said Moody's Assistant Vice President,
Morris Borenstein. "Growth in its cardiology franchises and new
launches across its branded and generic franchises will not be
enough to offset earnings declines of erythromycin and higher
Medicaid rebating on several of its key products," continued
Borenstein.

Ratings downgraded:

Arbor Pharmaceuticals, LLC.

Corporate Family Rating to B2 from B1

Probability of Default Rating to B2-PD from B1-PD

$500 million senior secured term loan ($484 million outstanding) to
B2 (LGD3) from B1 (LGD3)

$75 million revolving credit facility to B2 (LGD3) from B1 (LGD3)

Outlook action:

The rating outlook is stable.

RATINGS RATIONALE

The B2 Corporate Family Rating reflects Arbor's small size with
revenues under $400 million. The rating also reflects the risks
associated with Arbor's limited track record of meaningfully
growing its branded revenues and launching new generic drugs.
Increased generic competition on Arbor's antibiotic Erythromycin
products and increased pressure from government and commercial
payers of several of its branded products will weigh on earning
over the next year. Moody's believes this will result in
debt/EBITDA increasing to around 5.0 times. The ratings are
supported by good cash generation, high gross margins, and minimal
capital expenditures. Moody's also expects the company's liquidity
to remain very good, with cash balances in excess of $100 million
and access to an undrawn $75 million revolving credit facility.
Most of Arbor's key branded products have long patent lives and/or
orphan drug exclusivity.

The stable outlook reflects Moody's expectations that despite
weakening operating performance, Arbor's financial leverage will be
moderate and that liquidity will be good.

The ratings could be downgraded if Arbor unable to stabilize
earnings such that Moody's believes debt/EBITDA will be maintained
above 5.5 times. Arbor's ratings could be upgraded if it returns to
sustainable growth such that debt/EBITDA is sustained below 3.5
times. Good execution within its branded and generic pipelines and
increased size would also be needed.

Arbor is a US-based specialty pharmaceutical company that sells a
portfolio of branded drugs in the cardiology, hospital, and
pediatric areas. Arbor also sells antibiotic products and has a
small generic drug division. The company is owned primarily by KKR,
Chairman Jason Wild and his funds, management, and ARCH Healthcare
Fund.


ARCIMOTO INC: CEO Frohnmayer Has 46% Stake
------------------------------------------
Mark Frohnmayer, president, chief executive officer and chairman of
the Board of Arcimoto Inc., reported in a Schedule 13D filed with
the Securities and Exchange Commission that he beneficially owns
7,320,981 shares of common stock of Arcimoto Inc., constituting 46
percent based on 15,919,215 shares of Common Stock outstanding as
of March 22, 2018, as reported by Arcimoto in its Annual Report on
Form 10-K for the year ended Dec. 31, 2017 filed with the SEC on
March 30, 2018.

Mr. Frohnmayer filed the Schedule 13D as a result of the closing of
the Company's Regulation A offering.  Mr. Frohnmayer acquired an
aggregate of 6,942,758 Shares upon the conversion of various
convertible notes prior to the closing of the Regulation A offering
and he purchased 50,000 Shares prior to that time as well.  The
Reporting Person acquired 1,000 Shares in connection with the
Regulation A offering.  The Reporting Person acquired a warrant for
300,000 Shares that was issued under the Company's Second Amended
and Restated 2012 Employee Stock Benefit Plan and he acquired
options that will allow him to purchase up to an aggregate of
40,000 Shares, of which 27,223 Shares will vest within 60 days of
May 9, 2018, under the Company's Amended and Restated 2015 Stock
Incentive Plan.  The acquisitions made pursuant to the Company's
equity plans were made in connection with Mr. Frohnmayer's
employment with the Company.

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

                     https://is.gd/QPUJo9

                      About Arcimoto, Inc.

Arcimoto, Inc., designs, develops, manufactures, and sells
three-wheeled electric vehicles.  The company was formerly known as
WTP Inc and changed its name to Arcimoto, Inc. in December 2011.
On Sept. 21, 2017, the Company listed its shares of common stock on
the Nasdaq Capital Market, following the conclusion of a Regulation
A offering that netted $18.1 million, after offering costs.
Arcimoto, Inc. was founded in 2007 and is headquartered in Eugene,
Oregon.

The report from the Company's independent accounting firm
dbbmckennon, the Company's auditor since 2016, on the consolidated
financial statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company has suffered
recurring losses from operations and has earned limited revenues
from its intended operations, which raises substantial doubt about
its ability to continue as a going concern.

Arcimoto incurred a net loss of $3.31 million in 2017 and a net
loss of $1.91 million in 2016.  As of Dec. 31, 2017, Arcimoto had
$17.10 million in total assets, $1.31 million in total liabilities
and $15.78 million in total stockholders' equity.


ARTERRA WINES: Moody's Affirms B2 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service affirmed Arterra Wines Canada Inc.'s B2
corporate family rating (CFR) and B2-PD probability of default
rating, and downgraded the ratings on the company's first lien
credit facilities (C$40 million revolver, $390 million term loan
including $130 million add-on, and C$66 million term loan) to B1
from Ba3. The ratings outlook remains stable.

Arterra is in the market to upsize its existing $260 million first
lien term loan by $130 million. Net proceeds will be used the repay
the existing C$136 million second lien term loan and the remainder
will be maintained on the balance sheet for general corporate
purposes.

"The downgrade of the first lien debt ratings reflects the removal
of loss absorption cushion provided by the second lien term loan in
the capital structure", said Peter Adu, a Moody's Vice President
and Senior Analyst.

Ratings Affirmed:

Corporate Family Rating, B2

Probability of Default Rating, B2-PD

Ratings Downgraded:

C$40 million revolving credit facility due 2021, to B1 (LGD3) from
Ba3 (LGD2)

$390 million (face value including $130 million add-on) first lien
term loan due 2023, to B1 (LGD3) from Ba3 (LGD2)

C$66 million (face value) first lien term loan due 2023, to B1
(LGD3) from Ba3 (LGD2)

Outlook Action:

Remains Stable

RATINGS RATIONALE

Arterra's B2 CFR primarily reflects Moody's expectation that the
company's high leverage (adjusted EBITDA estimated at 6.5x for the
fiscal year ended February 28, 2018) will decline towards 6x within
12 to 18 months, driven by modest EBITDA expansion from mid-single
digit top line growth and declining cost absorption as a standalone
company, together with mandatory debt repayment. The rating also
reflects the company's exposure to foreign currency fluctuations,
which can drive volatility in results, and small scale relative to
alcoholic beverage rated peers. The rating considers the company's
market leadership position in the Canadian wine industry, a
portfolio of well-known brands, substantial barriers to entry
driven by favorable regulation, and attractive industry growth
prospects.

Arterra has good liquidity. Sources exceed C$130 million compared
to term loan amortization of about C$5 million in the next four
quarters. The company's liquidity is supported by cash of C$57
million when the debt market transaction closes, full availability
under its C$40 million revolving credit facility due 2021 and
Moody's expected free cash flow of about C$40 million through the
next four quarters. The company's revolver is subject to a
springing maximum first lien net leverage covenant when drawings
exceed 35%. Moody's does not expect the covenant to be applicable
in the next four quarters. Arterra has limited ability to generate
liquidity from asset sales as its assets are encumbered.

The stable ratings outlook reflects Moody's expectation that
Arterra will maintain its strong Canadian wine industry market
position and that modest EBITDA growth will enable the company to
reduce its leverage towards 6x within the next 12 to 18 months.

A ratings upgrade would require Arterra to sustain adjusted
Debt/EBITDA below 5x (currently 6.5x) and adjusted EBIT/Interest
above 2.5x (currently 1.9x). A ratings downgrade could occur if
adjusted Debt/EBITDA is sustained above 7x (currently 6.5x) and
adjusted EBIT/Interest below 1x (currently 1.9x). Weak liquidity,
possibly from negative free cash flow generation or engaging in
debt-funded distributions to its financial sponsor could also lead
to a downgrade.

Arterra Wines Canada Inc., headquartered in Mississauga, Ontario,
produces and distributes a portfolio of wine brands through mostly
provincial liquor boards, its Wine Rack retail stores and grocery
retailers. Annual revenue is around C$600 million. Arterra is owned
by Ontario Teachers Pension Plan.


BARRAJA INC: Taps Robinson Brog as Legal Counsel
------------------------------------------------
Barraja, Inc., received approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire Robinson Brog Leinwand
Greene Genovese & Gluck P.C. as its legal counsel.

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

The firm's hourly rates range from $475 to $700 for shareholders,
$250 to $450 for associates, and $175 to $250 for paralegals.

Robinson Brog received a payment of $6,717, which included the
$1,717 filing fee from the Debtor.

A. Mitchell Greene, Esq., a shareholder of Robinson, disclosed in a
court filing that the firm and its partners and associates, are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     A. Mitchell Greene, Esq.  
     Robinson Brog Leinwand
     Greene Genovese & Gluck P.C.
     875 Third Avenue   
     New York, NY 10022    
     Phone: (212) 603-6399
     Email: amg@robinsonbrog.com

                        About Barraja Inc.

Barraja, Inc. does business as Thalia Restaurant, at 250 W. 50th
St., New York.

Barraja filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y.
Case No. 18-10692) on March 13, 2018, listing assets of less than
$50,000 and liabilities of less than $1 million.  There were no
creditors with unsecured claims.  A copy of the petition is
available at:

     http://bankrupt.com/misc/nysb18-10692.pdf

The Debtor tapped Arnold Mitchell Greene, Esq., at Robinson Brog
Leinwand Greene Genovese & Gluck P.C. as its legal counsel.


BIOSTAT LLC: Case Summary & 17 Unsecured Creditors
--------------------------------------------------
Debtor: Biostat, LLC
        118 E Jefferson Street, Suite 300
        Orlando, FL 32801

Business Description: BioStat and its sister company focused on
                      logistics and inventory financing of medical
                      products, MED.I.C. (Medical Inventory
                      Capital, LLC) provide web sales and
                      distribution of the Celox line of products
                      and the Foxseal occlusive dressing in the
                      United States and selected countries around
                      the world.  Celox controls hemorrhage and
                      stops severe bleeding from a severed artery.
                      The US Department of Defense's Committee on
                      Tactical Combat Casualty Care has added
                      Celox Gauze to its guidelines for control of
                      hemorrhage as approved hemostatic agents for

                      military-wide use.  BioStat is
                      headquartered in Orlando, Florida.

                      https://biostatmedic.com/

Chapter 11 Petition Date: May 11, 2018

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Case No.: 18-02800

Debtor's Counsel: Justin M. Luna, Esq.
                  LATHAM, SHUKER, EDEN & BEAUDINE, LLP
                  P.O. Box 3353
                  Orlando, FL 32802-3353
                  Tel: (407) 481-5800
                  Fax: (407) 481-5801
                  Email: jluna@lseblaw.com

Total Assets as of March 31, 2017: $900,560

Total Liabilities as of March 31, 2017: $1.50 million

The petition was signed by Frederick W. Pauzar, CEO and
manager/member.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 17 unsecured creditors is available for free
at:

            http://bankrupt.com/misc/flmb18-02800.pdf


BLALOCK PROPERTIES: Case Summary & 4 Unsecured Creditors
--------------------------------------------------------
Debtor: Blalock Properties of Wake County, LLC
        6765 Rock Service Station Road
        Raleigh, NC 27603

Business Description: Blalock Properties of Wake County, LLC is a
                      privately held company in Raleigh, North
                      Carolina engaged in activities related to
                      real estate.  Its principal assets are
                      located at 1148 N. Main St. Fuquay Varina,
                      NC 27526-2613.

Chapter 11 Petition Date: May 10, 2018

Court: United States Bankruptcy Court
       Eastern District of North Carolina
       (Raleigh Division)

Case No.: 18-02374

Judge: Hon. Stephani W. Humrickhouse

Debtor's Counsel: J.M. Cook, Esq.
                  J.M. COOK, P.A.
                  5886 Faringdon Place, Suite 100
                  Raleigh, NC 27609
                  Tel: 919 675-2411
                  E-mail: J.M.Cook@jmcookesq.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Diane Ward Blalock, member-manager.

A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at: http://bankrupt.com/misc/nceb18-02374.pdf


BOLDER ENTERPRISES: Taps Buechler & Garber as Special Counsel
-------------------------------------------------------------
Bolder Enterprises, LLC, seeks approval from the U.S. Bankruptcy
Court for the District of Colorado to hire Buechler & Garber, LLC
as special counsel.

The firm will represent the Debtor in any litigation or contested
matters in its Chapter 11 case.

The firm will charge these hourly rates:

     Kenneth Buechler     $375
     Aaron Garber         $375
     Michael Guyerson     $375
     Jonathan Dickey      $250
     Paralegals           $105

Buechler & Garber received a pre-bankruptcy retainer of $5,000 from
the Debtor.

Kenneth Buechler, Esq., a partner at Buechler & Garber, disclosed
in a court filing that his firm is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Kenneth J. Buechler, Esq.
     Buechler & Garber, LLC
     999 Eighteenth Street, Suite 1230-S
     Denver, Colorado 80202
     Phone: 720.381.0045
     Fax: 720.381.0382
     Email: ken@bandglawoffice.com

                   About Bolder Enterprises

Bolder Enterprises, LLC is a merchant wholesaler of groceries and
related products in Denver, Colorado.  It conducts business under
the name Boulder Natural Meats.

Bolder Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 18-13666) on April 30,
2018.

In the petition signed by P&B Enterprises, LLC, owner, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.  

Judge Elizabeth E. Brown presides over the case.


BOLDER ENTERPRISES: Taps Weinman & Associates as Legal Counsel
--------------------------------------------------------------
Bolder Enterprises, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Colorado to hire Weinman & Associates,
P.C., as its legal counsel.

The firm will assist the Debtor in the preparation of a plan of
reorganization and will provide other legal services related to its
Chapter 11 case.

The firm will charge these hourly rates:

     Jeffrey Weinman     Attorney      $495
     William Richey      Paralegal     $300
     Lisa Barenberg      Paralegal     $250

Weinman & Associates received a $22,000 retainer from the Debtor.

Jeffrey Weinman, Esq., president of Weinman & Associates, disclosed
in a court filing that the firm and its employees are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Jeffrey Weinman, Esq.
     Weinman & Associates, P.C.
     730 17th St., Suite 240
     Denver, CO 80202
     Tel: 303-572-1010
     Fax: (303) 572-1011
     Email: jweinman@epitrustee.com

                   About Bolder Enterprises LLC

Bolder Enterprises, LLC is a merchant wholesaler of groceries and
related products in Denver, Colorado.  It conducts business under
the name Boulder Natural Meats.

Bolder Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 18-13666) on April 30,
2018.

In the petition signed by P&B Enterprises, LLC, owner, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.  

Judge Elizabeth E. Brown presides over the case.


BRIAR BUILDING: Taps Satya Consulting as Property Manager
---------------------------------------------------------
Briar Building Houston LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire a property
manager.

The Debtor proposes to employ Satya Consulting, Ltd., to manage its
office building located at 50 Briar Hollow Lane, Houston, Texas.

The Debtor will pay Satya, on a monthly basis, 4% of the gross
monthly revenues collected that particular month, with a minimum
fee of $2,000 per month.

Gopal Bathija, chief executive officer of Satya, disclosed in a
court filing that the firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Gopal Bathija
     Satya Consulting, Ltd.
     12651 Briar Forest Drive, Suite 300
     Houston, TX 77077
     Phone: 713-789-4443
     Email: info@satyainc.com

                 About Briar Building Houston

Briar Building Houston LLC is a real estate company whose principal
assets are located at 50 Briar Hollow Lane Houston, Texas.

Briar Building Houston sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 18-32218) on April 30,
2018.  In the petition signed by George Lee, managing member, the
Debtor estimated assets of $10 million to $50 million and
liabilities of $10 million to $50 million.  Judge Eduardo V.
Rodriguez presides over the case.  The Debtor tapped Locke Lord LLP
as its legal counsel.


BW NHHC: Moody's Assigns B3 Corp. Family Rating, Outlook Stable
---------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating to BW NHHC Holdco, Inc. ("BW
NHHC"). BW NHHC is the primary borrower for the merger between
Jordan Health Services and Great Lakes Caring. Moody's also
assigned a B2 rating to the company's proposed first lien senior
secured credit facility and a Caa2 rating to the second lien senior
secured credit facility. The outlook is stable.

The following ratings were assigned to BW NHHC Holdco, Inc.

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

First lien senior secured revolving credit facility expiring 2023
at B2 (LGD 3)

First lien senior secured term loan due 2025 at B2 (LGD 3)

First lien senior secured delayed draw term loan due 2025 at B2
(LGD 3)

Second lien senior secured term loan due 2026 at Caa2 (LGD 6)

Second lien senior secured delayed draw term loan due 2026 at Caa2
(LGD 6)

The outlook is stable.

RATINGS RATIONALE

The B3 Corporate Family Rating is constrained by the integration
and financial risk associated with the merger of Jordan and Great
Lakes. Both Jordan and Great Lakes have been extremely acquisitive
and are still integrating past acquisitions. Moody's believes the
combined company will pursue its roll-up strategy even as the two
sizeable companies merge. This raises the risk of operating
disruption, but also will entail significant on-going merger and
integration costs. The company's financial leverage is high even
when making significant adjustments related to past acquisitions
and future synergies. The rating is also constrained by the
company's very high exposure to Medicare and Medicaid and
longer-term risks associated with changes to the way that Medicare
pays for post-acute and in-home services.

The rating is supported by the good long-term demand outlook for
the company's services. Government and private insurance companies
will increasingly look for ways to manage patients in their home,
which is the lowest cost care setting. Further, the very low
capital requirements of the business means that BW NHHC will be
able to generate positive free cash flow despite high levels of
adjusted debt/EBITDA. Moody's also anticipates good interest
coverage given the low capital expenditures. Further, following the
merger and integration, the combined company will be sizeable, with
over $1 billion of revenue, in a highly fragmented industry.

The stable rating outlook incorporates Moody's view that BW NHHC
will continue to make a significant amount of acquisitions which
will result in leverage remaining high. The stable outlook also
reflects Moody's view that the company will have sufficient
liquidity and free cash flow to pursue its strategy and absorb some
potential operating set-backs, whether due to reimbursement changes
or integration challenges.

The ratings could be downgraded if BW NHHC experiences operating or
cash flow disruption stemming from the company's roll-up strategy.
Further, if there are unfavorable regulatory or reimbursement
developments related to the provision of in-home services to
Medicare or Medicaid patients, the ratings could be downgraded.
Material weakening of liquidity or negative free cash flow would
also likely lead to a rating downgrade.

The ratings could be upgraded if the company achieves successful
integration of Jordan, Great Lakes and other recent acquisitions
and demonstrates discipline with respect to its acquisition
strategy. A demonstrated track record of consistent free cash flow
would also support an upgrade. Adjusted debt/EBITDA that is
expected to be sustained around 6.0x (with fewer add-backs to
EBITDA) would support a higher rating. Lastly, a ratings upgrade
would likely only occur once there is greater clarity about future
changes to Medicare home health reimbursement.

BW NHHC will be the combined company encompassing the assets of
Jordan Health Services and Great Lakes Caring. Combined, the
company will provide skilled home health, personal care and hospice
services, primarily to Medicare and Medicaid patients. The company
will have pro forma revenues of just over $1 billion. The company
will be privately owned by Blue Wolf Capital Partners LLC and Kelso
& Company.


CALIFORNIA RESOURCES: Files Form 10-Q Reporting $2M Q1 Net Loss
---------------------------------------------------------------
California Resources Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss attributable to common stock of $2 million on $609 million
of total revenues and other for the three months ended March 31,
2018, compared to net income attributable to common stock of $53
million on $590 million of total revenues and other for the same
period in 2017.

Oil and gas sales increased 18%, or $88 million, for the three
months ended March 31, 2018, compared to the same period of 2017,
due to increases of approximately $130 million and $13 million from
higher oil and NGL realized prices, respectively, partially offset
by $1 million from lower natural gas realized prices and the
effects of lower oil and NGL production of $53 million and $1
million, respectively.  The higher realized oil prices reflected
the significant increase in global oil prices and improved
differentials.  The Company's total daily production volumes
averaged 123 MBoe in the first quarter of 2018, compared with 132
MBoe in the first quarter of 2017, representing a year-over-year
decline rate of 7%.  The 2018 production was negatively impacted by
3 MBoe per day due to the PSCs governing our Long Beach operations.
Excluding this PSC effect, the Company's year-over-year production
decline would have been under 5%.  Average oil production decreased
by 10%, or 9,000 barrels per day, to 77,000 barrels per day in the
three months ended March 31, 2018.  NGL production was 16,000
barrels per day for each of the three months ended March 31, 2018
and 2017. Natural gas production increased by 1% to 182 MMcf per
day.

As of March 31, 2018, California Resources had $6.69 billion in
total assets, $806 million in total current liabilities, $4.94
billion in long-term debt, $275 million in deferred gain and
issuance costs, $607 million in other long-term liabilities, $724
million in redeemable noncontrolling interest and a total deficit
of $654 million.

As of March 31, 2018, the Company had approximately $846 million of
available borrowing capacity, before taking into account a $150
million month-end minimum liquidity requirement.  The borrowing
base under this facility was reaffirmed at $2.3 billion in May
2018.  The Company's 2014 Revolving Credit Facility also includes a
sub-limit of $400 million for the issuance of letters of credit. As
of March 31, 2018 and Dec. 31, 2017, the Company had letters of
credit outstanding of approximately $154 million and $148 million,
respectively.  These letters of credit were issued to support
ordinary course marketing, insurance, regulatory and other matters.


The Company's net cash used in investing activities of $138 million
for the three months ended March 31, 2018 included approximately
$134 million of capital investments (net of $5 million in
capital-related accruals) and approximately $3 million of
acquisition-related prepayments on the office building purchased in
April 2018.  Its net cash used in investing activities of zero for
the three months ended March 31, 2017 included $33 million of
capital investments (net of $17 million in capital-related
accruals), offset by $33 million in proceeds from asset
divestitures.

The Company's net cash provided by financing activities of $412
million for the three months ended March 31, 2018 primarily
comprised of $747 million in net contributions related to its Ares
JV and $50 million from the issuance of common stock, partially
offset by $363 million net payments on its 2014 Revolving Credit
Facility, $18 million of distributions paid to its JV partners and
$2 million of debt repurchases on its Second Lien Notes.  For the
three months ended March 31, 2017, the Company's net cash used by
financing activities of $95 million included approximately $78
million of net payments on its 2014 Revolving Credit Facility, $41
million of payments on the 2014 Term Loan and $26 million of debt
repurchases and transaction costs, partially offset by net
contributions related to its BSP JV of $49 million.

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

                     https://is.gd/Ta14Bt

                  About California Resources
  
California Resources Corporation -- http://www.crc.com/-- is an
oil and natural gas exploration and production company in
California.  The Company operates its resource base exclusively
within the State of California, applying complementary and
integrated infrastructure to gather, process and market its
production.  Using advanced technology, California Resources
Corporation focuses on safely and responsibly supplying affordable
energy for California by Californians.

California Resources reported a net loss attributable to common
stock of $266 million for the year ended Dec. 31, 2017, compared to
net income attributable to common stock of $279 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, California
Resources had $6.20 billion in total assets, $732 million in total
liabilities, all current, $5.30 billion in long-term debt, $287
million in deferred gain and issuance costs, $602 million in other
long-term liabilities, and a total deficit of $720 million.

                          *     *     *

As reported by the TCR on Nov. 14, 2017, S&P Global Ratings
affirmed its 'CCC+' corporate credit rating on Los Angeles-based
exploration and production company California Resources Corp (CRC).
The outlook is negative.  "The affirmation of the 'CCC+' corporate
credit rating on CRC reflects our assessment of the company's
improving, but still weak financial measures combined with
increased capital spending that should stem production declines
following a tumultuous 2016."

In November 2017, Moody's Investors Service upgraded California
Resources' Corporate Family Rating (CFR) to 'Caa1' from 'Caa2' and
Probability of Default Rating (PDR) to 'Caa1-PD' from 'Caa2-PD'.
Moody's said the upgrade of CRC's CFR to 'Caa1' and stable outlook
reflects CRC's improved liquidity and the likelihood that it will
have sufficient liquidity to support its operations for at least
the next two years at current commodity prices.


CAPITAL CITY: $20K Sale of All Assets to Fleet Fleet Approved
-------------------------------------------------------------
Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern
District of Florida authorized Capital City Runners, LLC's sale of
substantially all assets to Fleet Feet Sports Development Co., LLC
for $20,000.

The sale is free and clear of any and all liens, claims and
encumbrances.  All claims that represent interests in the Assets
are to attach to net proceeds of the sale.

The Assets being sold include, without limitation: All inventory,
equipment, leasehold improvements, furniture, fixtures, computers,
office equipment, furnishings, inventories, materials, supplies,
contract rights (if and to the extent assumed by the Buyer in its
sole discretion), books and records reasonably necessary for the
operation of the business, domain names, social media accounts,
email addresses, customer lists and database(s) including but not
limited to purchase history and contact information specific to the
business, intellectual property, trademarks, advertising, all to
the extent assignable; and, in the case of domain names, social
media accounts, email addresses, customer lists and database(s),
trademarks, and intellectual property rights, to the extent they
are owned by an affiliated entity; the Debtor will cause them to be
assigned to the Buyer.  The name "Capital City Runners" or any
derivation thereof is conveyed.  The Debtor, and any related or
formerly related party, will not operate under the name Capital
City Runners of Bannerman.

The assets being sold do not include the Debtor's Ford F-150 and
cash or cash equivalents of the Debtor.  The Order will be binding
and enforceable in any subsequent Chapter 7 proceeding.

                    About Capital City Runners

Capital City Runners, LLC, operated a shoe store that sold running
shoes and other merchandise to the Tallahassee community.  The
location of the store is 1817 Thomasville Road Ste. 510,
Tallahassee, Florida 32303.

Capital City Runners sought Chapter 11 protection (Bankr. N.D. Fla.
Case No. 18-40156) on March 26, 2018.  In the petition signed by
Brian Jonathan Manry, managing member, the Debtor estimated assets
in the range of $0 to $50,000 and $100,001 to $500,000 in debt.
The Debtor tapped Robert C. Bruner, Esq., at Bruner Wright, P.A.,
as counsel.


CARL SAYERS: $1.6M Sale of 3 Danbury Properties to T&O Approved
---------------------------------------------------------------
Judge Anne M. Nevins of the U.S. Bankruptcy Court for the District
of Connecticut authorized Carl R. Sayers, doing business as Danbury
Top Soil Co., and Suzanne Sayers, to sell three properties in
Danbury, Connecticut: (i) 7,9,13 Miry Brook Road, now known as
Sugar Hollow Road for the sum of $1,100,000 plus 5% Buyer's Premium
(equal to $55,000); (ii) 25 Miry Brook Road (Carl Sayers owns a 75%
interest, but has been advised by his son Carl Sayers II, that he
will consent to the sale by the Debtors' provided Carl Sayers II
receives 25% of the net proceeds) for the sum of $285,000 plus 5%
Buyer's Premium (equal to $14,250); (iii) 38 Miry Brook Road for
the sum of $170,000 plus 5% Buyer's Premium (equal to $8,500), to
Thomas Torti and Christopher Orifici (T&O").

The Auction was conducted by the Court on April 17, 2018 in
accordance with the Bid Procedures Order entered by the Court on
March 5, 2018.  The T&O were the sole bidders at the Auction, with
T&O bidding together as business partners as a single bidder.
There were no offers bid for the property located at 38 Miry Brook
Road, Danbury, CT at the Auction.

The sale is free and clear of liens pursuant to Section 363(f) of
the Bankruptcy Code whether known or unknown.  Any and all valid
and enforceable liens on the Assets, will be transferred, affixed
and attached to the net proceeds of such sale, with the same
validity, priority, force, and effect as such liens had upon the
Purchased Assets immediately prior to the Closing.

At closing, the consideration will be paid in accordance with the
bid procedures and as set forth in the Order.

Because time is of the essence, the Sale Order will be effective
and enforceable immediately upon entry and its provisions will be
self-executing, and the stay of orders (i) authorizing the sale,
use, or lease of property of the estate, as set forth in Bankruptcy
Rule 6004(h), and (ii) authorizing the assignment of an executory
contract or unexpired lease, as set forth in Bankruptcy Rule
6006(d), will not apply to the Sale Order.

For each of the Purchased Assets, the deposits of the Buyers will
be applied as a credit against the approved winning bid for such
Purchased Asset.  Prior to the Auction, the Buyers placed a deposit
of $75,000 toward the Purchased Assets.  The Buyers had until April
19, 2018 at 4:00 p.m. to supplement its deposit so that it has paid
to the Debtors' estate an amount equal to 10% of the sum of its
total winning bid for the Purchased Assets plus the 5% buyer's
premium, calculated to be $88,275, which it successfully did, with
funds presently held by the Debtors' counsel.  The total amount of
the deposits paid by the Buyers to the Sellers toward the Purchased
Assets to date is $163,275.

For each of the Purchased Assets, the allocated amount of the
deposits of the Buyers will be applied as credits against the
approved winning bid for such Purchased Asset, but if the Buyer
does not purchase any of the three Purchased Assets, the deposit as
to such unpurchased Purchased Asset will be forfeited to the
estate.  At closing, the Buyers will tender the winning bids set
forth in the Sale Order totaling $1,555,000 plus Buyer's premium
totaling $77,750 for a total amount of $1,632,750 plus any
customary adjustments less any deposits paid by the Buyers.

The Debtors are authorized to disburse at closing of the sale of
the Purchased Assets without further notice or hearing amounts
necessary to satisfy the following: all real estate tax due and
owing to the City of Danbury, water and sewer obligations, state
and local conveyance taxes, recording fees, courier fees, customary
closing expenses (but not fees of any professional retained by the
Debtors under Section 327 without an approved Court order).  

In addition, the Debtors are also authorized to distribute from the
proceeds of 25 Miry Brook without further notice or hearing the
following: (a) sufficient funds to satisfy the mortgage held by
Newtown Savings Bank and (b) after paying the NSB mortgage, closing
costs and other expenses associated with this sale and deducting
$5,000 for legal fees (but not paying such legal fees without a
Court order), 25% of the remaining net proceeds from the sale of 25
Miry Brook (not including the Buyer's Premium) to Carl Sayers II,
also known as Bobby Sayers.

With respect to 7, 9, 13 Miry Brook Road, also known as Sugar
Hollow Road, Danbury, ReadyCap Lending, LLC is the holder of the
first mortgage on that property.  ReadyCap has agreed and the Court
orders as part of the sale process that 11% of gross proceeds
($121,000) are carved out for the benefit of the Debtors' estate
(i.e. conveyance taxes, closing costs, allowed attorneys' fees,
U.S. Trustee's fees, etc.  However, after clarification, the
Buyer's Premium will not be paid from the estate’s carveout for
this property, but paid from the amount tendered by the Buyer
toward the Buyer's Premium.

After deducting the carveout of $121,000 from the purchase price of
$1,100,000, there will be a balance of $979,000 available to
satisfy all real estate taxes due and owing and other obligations
due and owing to the City of Danbury in connection with the
Purchased Assets.  After satisfying all obligations to the City of
Danbury regarding Sugar Hollow, the remaining balance of the sales
proceeds in the original amount of $979,000 (prior to payment to
the City of Danbury) may be distributed to ReadyCap without further
notice and hearing, which distribution will be applied in partial
payment of ReadyCap's proof of claim.  ReadyCap waives any right to
any further distribution from the remaining proceeds from the sale
of Sugar Hollow as a result of the lien it held on Sugar Hollow.

The closing of the sale of the Purchased Assets must occur on
before May 22, 2018, time being of the essence, or the Buyer
including T&O will be deemed to forfeit all deposits and funds paid
to or on behalf of the estate in connection with the Purchased
Assets and such funds will be immediately released to the Debtors'
estate free and clear of any claims and interests.

Within 15 business days following the closing of the sale of the
Purchased Assets, the Debtors are directed to file with the Court a
statement certified under penalty of perjury showing the amounts
received and disbursed at closing.

The Debtors are authorized to close the sale of the Purchased
Assets immediately upon entry of the Sale Order.  The Sale Order
will take effect immediately and will not be stayed pursuant to
Bankruptcy Rules 6004(g), 6004(h), 6006(d), 7062, or otherwise.

                      About the Sayers

Carl Sayers is an army veteran, having served from 1962 to 1965.
He has since worked in a number of entrepreneurial roles and
presently operates his Danbury Top Soil business, a sole
proprietorship.  Suzanne Sayers had been employed in a number of
jobs and had been working for Danbury Top Soil but is now retired.

Carl R. Sayers and Suzanne Sayers sought Chapter 11 protection
(Bankr. D. Conn. Case No. 15-50870) on June 29, 2015.

Matthew K. Beatman, Esq., at Zeisler & Zeisler, P.C., serves as
counsel to the Debtors.  Keller Williams Realty is the Debtors'
broker.

On Jan. 9, 2018, the Court appointed Absolute Auctions & Realty,
Inc., as the Debtors' Broker.


CCS ONCOLOGY: Joseph J. Tomaino Named Patient Care Ombudsman
------------------------------------------------------------
Joseph J. Tomaino has been appointed the Patient Care Ombudsman for
Comprehensive Cancer Services Oncology, P.C., and CCS Medical,
PLLC.

The Hon. Michael J. Kaplan of the U.S. Bankruptcy Court for the
Western District of New York had directed the U.S. Trustee to
appoint a patient care ombudsman in the Debtors' bankruptcy cases.

As previously reported, the Court also had directed the U.S.
Trustee to appoint a Chapter 11 Trustee to oversee the Debtors'
cases.  Mark Schlant has been named the case trustee.

                        About CCS Oncology

Comprehensive Cancer Services Oncology, P.C., doing business as CCS
Oncology, doing business as CCS Healthcare, along with its
affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case
No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam
Yi, president/CEO, CCS estimated at least $50,000 in assets and $10
million to $50 million in liabilities.

CCS Oncology is a professional corporation operating a practice of
medical and radiological oncology treatment, with offices in
Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport.
CSS Medical PLLC is a provider of primary care and specialty
medicine services currently operating at Orchard Park, Delaware
Avenue, and Youngs.

CCS Oncology is the sole member of CCS Medical. CCS Equipment is
the owner of certain medical equipment used in the medical
practices and CCS Oncology is its sole member. CCS Billing was
intended to be developed into a separate billing entity for the
medical practices, but was never funded or operational. CCS Billing
has no assets and has had no activity other than showing a couple
of minimal historical accounting entries. WSEJ is the owner of
certain real property used by the medical practices. The Debtors
are headquartered in Orchard Park, New York.

Judge Michael J. Kaplan is the case judge.  Arthur G. Baumeister,
Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel.

Mark Schlant has been named the Chapter 11 trustee.  Joseph J.
Tomaino of Grassi Healthcare Advisors LLC has been appointed
patient care ombudsman.


CCS ONCOLOGY: Patient Care Ombudsman Files First Report
-------------------------------------------------------
Joseph J. Tomaino, the duly appointed Patient Care Ombudsman for
Comprehensive Cancer Services Oncology, P.C., and CCS Medical,
PLLC, files his first report with the U.S. Bankruptcy Court for the
Western District of New York.

CCS Oncology is a professional corporation operating a practice of
medical and radiological oncology treatment, with offices in
Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport.
CSS Medical PLLC is a provider of primary care and specialty
medicine services currently operating at Orchard Park, Delaware
Avenue, and Youngs.

In a discussion with the Chapter 11 Trustee, Mr. Mark Schlant, the
Ombudsman was advised that the company has been deteriorating and
did not have enough cash coming in to support operations. At least
one payroll was missed prior to the bankruptcy filing, and
chemotherapy is delivered to the practice on a cash on delivery
(COD) basis. Both the Bank of America and the United States
Government insisted that operations be ceased as soon as possible
and the Chapter 11 Trustee advised that April 27, 2018, was
established as the last day of clinical operations.

The Ombudsman has raised a number of concerns in his report.  He
intends to continue working with the Chapter 11 Trustee to
address:

     (1) The mail noticing of patients, which has been slow because
of issues of data access and formatting. It took a considerable
amount of time to get a complete list from disparate systems and
have assurance they are complete.

     (2) Messaging to the primary care patients, which is spotty
and inconsistent. Because of the lack of integration of these
practices into CCS, and the fact that providers were allowed to
take systems with them in some cases, a complete list of patients
cannot be produced.

     (3) The continuation of services at the Youngs Road location
to allow continuity of care, which seems possible, but needs
accelerated processing of lease issues with the doctors who wish to
remain in practice at that location.

     (4) The significant HIPAA privacy concerns which require legal
guidance.  The Ombudsman is seeking the Court's consent for him to
retain counsel of his choice to assist with HIPAA privacy issues,
and for clarification of transition issues with the primary care
practices.

The Ombudsman will make his next report in 60 days or sooner, if
circumstances warrant.

A copy of the First PCO Report is available at

               http://bankrupt.com/misc/nywb18-10598-85.pdf

The Patient Care Ombudsman can be reached at:

            Joseph J. Tomaino
            Grassi Healthcare Advisors LLC
            488 Madison Avenue
            New York, NY 10022
            Phone: (212) 223-5020

                        About CCS Oncology

Comprehensive Cancer Services Oncology, P.C., doing business as CCS
Oncology, doing business as CCS Healthcare, along with its
affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case
No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam
Yi, president/CEO, CCS estimated at least $50,000 in assets and $10
million to $50 million in liabilities.

CCS Oncology is a professional corporation operating a practice of
medical and radiological oncology treatment, with offices in
Orchard Park, Frankhauser, Niagra Falls, Kenmore, and Lockport.
CSS Medical PLLC is a provider of primary care and specialty
medicine services currently operating at Orchard Park, Delaware
Avenue, and Youngs.

CCS Oncology is the sole member of CCS Medical. CCS Equipment is
the owner of certain medical equipment used in the medical
practices and CCS Oncology is its sole member. CCS Billing was
intended to be developed into a separate billing entity for the
medical practices, but was never funded or operational. CCS Billing
has no assets and has had no activity other than showing a couple
of minimal historical accounting entries. WSEJ is the owner of
certain real property used by the medical practices. The Debtors
are headquartered in Orchard Park, New York.

Judge Michael J. Kaplan is the case judge.  Arthur G. Baumeister,
Jr., Esq., of Baumeister Denz LLP, serves as the Debtors' counsel.

Mark Schlant has been named the Chapter 11 trustee.  Joseph J.
Tomaino of Grassi Healthcare Advisors LLC has been appointed
patient care ombudsman.


CCS ONCOLOGY: Taps Baumeister Denz as Legal Counsel
---------------------------------------------------
Comprehensive Cancer Services Oncology, P.C., seeks approval from
the U.S. Bankruptcy Court for the Western District of New York to
hire Baumeister Denz LLP as legal counsel.

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

Arthur Baumeister, Jr., Esq., a partner at Baumeister Denz, charges
an hourly fee of $350. His firm received a retainer in the sum of
$74,698.

Baumeister Denz disclosed in a court filing that it does not hold
or represent any interests adverse to the Debtors' estates,
according to court filings.

The firm can be reached through:

     Arthur G. Baumeister, Jr., Esq.
     Baumeister Denz LLP
     174 Franklin Street, Suite 2
     Buffalo, NY 14202

                       About CCS Oncology

Comprehensive Cancer Services Oncology, P.C. and CCS Medical, PLLC
are professional medical practices.  CCS Oncology is the sole
member of CCS Medical. CCS Equipment LLC is the owner of certain
medical equipment used in the medical practices and CCS Oncology is
its sole member. CCS Billing, LLC was intended to be developed into
a separate billing entity for the medical practices, but was never
funded or operational. CCS Billing has no assets and has had no
activity other than showing a couple of minimal historical
accounting entries.  WSEJ, LLC is the owner of certain real
property used by the medical practices. The Debtors are
headquartered in Orchard Park, New York.

Comprehensive Cancer Services Oncology, P.C., doing business as CCS
Oncology, doing business as CCS Healthcare, along with its
affiliates, sought Chapter 11 protection (Bankr. W.D.N.Y. Lead Case
No. 18-10598) on April 2, 2018. In the petitions signed by Won Sam
Yi, president and CEO, CCS estimated at least $50,000 in assets and
$10 million to $50 million in liabilities.

Judge Michael J. Kaplan is the case judge.

The Debtors tapped Arthur G. Baumeister, Jr., Esq., of Baumeister
Denz LLP, as their counsel.


CELLECTAR BIOSCIENCES: Granted Orphan Drug Designation for CLR 131
------------------------------------------------------------------
Cellectar Biosciences announced that the U.S. Food and Drug
Administration (FDA) Office of Orphan Products Development has
granted Orphan Drug Designation to CLR 131, the company's lead
Phospholipid Drug Conjugate (PDC) product candidate, for the
treatment of rhabdomyosarcoma, a rare pediatric cancer.

"Rhabdomyosarcoma is the most common type of tissue sarcoma in
children.  While initial response to treatment is generally
favorable, there is an important need for new treatments,
especially in children who experience relapse," said John Friend,
M.D., chief medical officer of Cellectar.  "Cellectar is committed
to working closely with the FDA to fully evaluate the potential for
targeted delivery of CLR 131 to address this currently unmet
medical need."

Orphan drug designation provides seven-year market exclusivity,
increased engagement and assistance from the FDA, tax credits for
certain research, research grants and a waiver of the New Drug
Application user fee.  Rhabdomyosarcoma is recognized by the FDA as
an orphan disease, usually defined as a condition that affects
fewer than 200,000 people nationwide.

                 About Cellectar Biosciences, Inc.

Cellectar Biosciences -- http://www.cellectar.com/-- is focused on
the discovery, development and commercialization of drugs for the
treatment of cancer.  Headquartered in Madison, Wisconsin, the
company plans to develop proprietary drugs independently and
through research and development (R&D) collaborations.  The core
drug development strategy is to leverage its PDC platform to
develop therapeutics that specifically target treatment to cancer
cells.  Through R&D collaborations, the company's strategy is to
generate near-term capital, supplement internal resources, gain
access to novel molecules or payloads, accelerate product candidate
development and broaden our proprietary and partnered product
pipelines.

The report from the Company's independent accounting firm Baker
Tilly Virchow Krause, LLP, the Company's auditor since 2016, on the
consolidated financial statements for the year ended  Dec. 31,
2017, includes an explanatory paragraph stating that the Company
has suffered recurring losses from operations and has a net capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.

Cellectar reported a net loss attributable to common stockholders
of $15.01 million for the year ended Dec. 31, 2017, following a net
loss attributable to common stockholders of $9.36 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, Cellectar had
$12.87 million in total assets, $2.11 million in total liabilities
and $10.75 million in total stockholders' equity.


CLIFFORD CABABE: Sale of Branchburg Property to Fund Plan Approved
------------------------------------------------------------------
Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey authorized Clifford S. Cababe's sale of the
real property located at 4 Mitchell Road, Branchburg, New Jersey.

The proceeds of the sale must be utilized to satisfy the liens on
the real property unless the liens are otherwise avoided by Court
Order and that the net balance be held in the Trust Account of
Zazella and Singer, pending further Order of the Court.  Other
closing fees payable by the Debtor may be satisfied from the
proceeds of sale and adjustments to the price as provided for in
the Contract of Sale may be made at closing.  Any attorney's fee
will be paid only on Application to the Court.

Clifford Cababe sought Chapter 11 protection (Bankr. D.N.J. Case
No. 16-28766) on Sept. 30, 2016.  The Debtor tapped Leonard S.
Singer, Esq., at Zazella & Singer, Esqs., as counsel.


CNHIF NA: Moody's Hikes Sr. Unsecured Debt Rating to (P)Ba1
------------------------------------------------------------
Moody's Investors Service graded the senior unsecured ratings of
CNH Industrial N.V. (CNHI) and CNH Industrial Finance Europe S.A.
(CHNIF Europe) to Ba1 from Ba2, and the senior unsecured rating of
CNH Industrial Finance North America, Inc. (CNHIF NA) to (P)Ba1
from (P)Ba2. Moody's also affirmed the Ba1 Corporate Family Rating
(CFR) of CNHI, the Ba1 senior unsecured rating of CNH Industrial
Capital LLC, and the SGL-3 Speculative Grade Liquidity rating of
CNHI. The outlook is changed to positive from stable.

RATINGS RATIONALE

The upgrades of the senior unsecured debt of CNHI, CNHIF Europe and
CNHIF NA recognize the repayment of debt at CNHI's US operating
companies and the progress evident in strengthening the capital
structure. These factors reduce the structural subordination of the
CNHI, CHNIF Europe, and CNHIF NA debt.

The ratings reflect CNHI's No. 2 position in the global farm
equipment sector, the benefits from the oligopolistic structure of
the industry with only 4 major participants, and Moody's view that
the sector has likely bottomed out, although meaningful growth is
still unlikely this year. Nonetheless, consolidated performance is
handicapped by the weakness in its commercial vehicle business and
its construction equipment operations. Addressing the drag posed by
these two operations continues to be a major challenge, in part
because of the level of operating integration across all business
units.

The positive outlook reflects Moody's expectation that CNHI will
benefit with recovery of the high horsepower farm equipment market,
where its operating margin is consistent with other heavy equipment
makers, and that the credit profile will improve with positive
developments in commercial vehicles and construction equipment.
Options addressing the weakness in these two segments could include
an eventual separation of the operations.

CNHI's liquidity is adequate, weighed by the need to maintain
considerable liquidity for its finance company operations. Total
liquidity position is $12.5 billion which consists of $5.4 billion
in cash and $7.1 billion in committed borrowing facilities. This
provides moderately adequate coverage for the approximately $11.5
billion in debt maturing during the coming twelve months. The
majority of this debt represents maturities at the company's
captive finance operations which have a $26.8 billion managed
portfolio of retail and wholesale receivables.

The ratings could be upgraded if CNHI demonstrates progress in
improving the longer-term returns in the commercial vehicle and
construction equipment sectors, while continuing to benefit from
its strong position in farm equipment. Metrics that could support a
higher rating include: EBITA margins that are on track to reach
approximately 7%, with close to 10% in the farm equipment segment;
EBITA/interest expense of 4.0x; and debt/EBITDA remaining below
3.0x. The company should also make clear progress in strengthening
EBITA/average assets to a level approximating 7.5%, compared with
the modest level of 4.7% for 2017. An additional critical element
in any potential upgrade of CNHI will be the degree to which the
company's cash and unused committed credit facilities exceed all
debt obligations that mature during the subsequent twelve months.

The ratings could be downgraded if the commercial vehicle and
construction equipment units become a more significant drag on
performance, or if the company's liquidity position deteriorates.
Metrics that would contribute to a downgrade include: EBITA margins
that remain below 4%; EBITA/interest expense approximating 2.5x;
and debt/EBITDA above 3.5x.

The methodologies used in these ratings were Global Manufacturing
Companies published in June 2017, Captive Finance Subsidiaries of
Nonfinancial Corporations published in December 2015 and Finance
Companies published in December 2016.

CNHI is leading manufacturer of agricultural equipment,
construction equipment and commercial vehicles. CNHI's fiscal year
2017 industrial revenues were $26.2 billion, with $1.5 billion in
operating profit.

The following summarizes Moody's rating action:

Upgrades:

Issuer: CNH Industrial N.V.

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Ba1 from
(P)Ba2

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1 (LGD4)
from Ba2 (LGD5)

Issuer: CNH Industrial Finance Europe S.A.

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Ba1 from
(P)Ba2

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1 (LGD4)
from Ba2 (LGD5)

Issuer: CNH Industrial Finance North America, Inc.

Senior Unsecured Medium-Term Note Program, Upgraded to (P)Ba1 from
(P)Ba2

Affirmations:

Issuer: CNH Industrial N.V.

Probability of Default Rating, Affirmed Ba1-PD

Speculative Grade Liquidity Rating, Affirmed SGL-3

Corporate Family Rating, Affirmed Ba1

Issuer: CNH Industrial Capital LLC

Senior Unsecured Regular Bond/Debenture, Affirmed Ba1

Senior Unsecured Shelf, Affirmed (P)Ba1

Issuer: CNH Industrial Finance Europe S.A.

Short-Term Senior Unsecured Medium-Term Note Program, Affirmed
(P)NP

Issuer: CNH Industrial Finance North America, Inc.

Short-Term Senior Unsecured Medium-Term Note Program, Affirmed
(P)NP

Outlook Actions:

Issuer: CNH Industrial Capital LLC

Outlook, Changed To Positive From Stable

Issuer: CNH Industrial Finance Europe S.A.

Outlook, Changed To Positive From Stable

Issuer: CNH Industrial Finance North America, Inc.

Outlook, Changed To Positive From Stable

Issuer: CNH Industrial N.V.

Outlook, Changed To Positive From Stable


COATESVILLE AREA SD: Moody's Rates $12.3MM School Bonds 'Ba1'
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 to Coatesville Area
School District (Chester County), PA's $12.3 million School Lease
Revenue Bonds, Series of 2018. Moody's has assigned an A2 enhanced
(fiscal agent) rating to this issuance.

Moody's has furthermore downgraded the district's general
obligation rating to Ba1 from Baa3, affecting $158.3 million in
parity debt outstanding. Lastly, Moody's has affirmed the
district's A2 enhanced (fiscal agent) rating, covering Series 2013,
2014A, and 2017 bonds, and the A3 enhanced (non-fiscal agent)
rating, covering its Series 2009A bonds. The outlook is negative.

RATINGS RATIONALE

The district's Ba1 general obligation rating reflects its highly
pressured financial position in light of a multiyear trend of
growing charter school costs, resulting in structural imbalance
that is expected to persist in the near term. The Ba1 rating also
takes into consideration the district's sizeable and growing tax
base, above average wealth levels, and elevated debt burden.

The assignment of a Ba1 to Coatesville Area School District, PA's
$12.3 million School Lease Revenue Bonds, Series of 2018, reflects
all of the above factors in consideration of the district's full
faith and credit general obligation limited tax pledge covering the
lease rental payments.

The A2 enhanced rating reflects Moody's current assessment of the
Pennsylvania School District Intercept Program, which provides that
state aid will be allocated to bondholders in the event that the
school district cannot meet its scheduled debt service payments.
The A2 rating is also based on Coatesville Area School District's
engagement of a paying agent to ensure the timely payment of debt
service. Pursuant to the paying agent agreement, the school
district will make deposits to the bond sinking funds fifteen days
prior to date that principal and interest payments are due. Should
the sinking fund payment not be made, the paying agent will notify
the Secretary of Education and demand the withholding of state aid
appropriations to satisfy debt service.

School district borrowers in the Commonwealth are entitled to the
benefits of the intercept provisions of the Pennsylvania School
Code of 1949. Pursuant to Section 633 of the code, in the event
that a school district is unable to meet its debt service
obligations, the state will withhold aid due to the district and
divert that aid to bondholders until the deficiency is cured. The
state is authorized to intercept all forms of aid appropriated to
the school district during the current fiscal year. The A2 enhanced
rating incorporates the intercept program's demonstrated state
commitment and program history, and satisfactory program mechanics,
including a paying agent.

The A3 enhanced rating (covering the Series of 2009A bonds)
reflects that Coatesville Area School District has not engaged a
paying agent for this series of debt, and there is no language in
the bond documents that will trigger the state aid intercept for
the 2009A bonds prior to default.

As of audited 2017 financial statements, Coatesville Area School
District's state aid revenue provides more than sum sufficient debt
service coverage.

RATING OUTLOOK

The negative outlook on the district's general obligation and
lease-backed debt reflects its pressured financial condition and
subsequent structural imbalance that is expected to persist in the
near term.

The enhanced ratings carry an outlook of stable, which mirrors the
outlook of the Commonwealth of Pennsylvania (Aa3 stable).

FACTORS THAT COULD LEAD TO AN UPGRADE

Structurally balanced operations that are maintained over multiple
reporting periods

Proven ability to manage and accurately budget for charter costs; a
reduction or stabilization of charter enrollment, coupled with cost
containment

FACTORS THAT COULD LEAD TO A DOWNGRADE

Further structural imbalance with continued material draws on
reserves

Additional deficit financing

Escalation of debt burden

Deterioration of tax base and wealth levels

LEGAL SECURITY

The district's School Lease Revenue Bonds, Series of 2018, are
secured by lease payments made to the Coatesville Area School
District Building Authority. The lease payments are ultimately
secured by the district's full faith and credit general obligation
limited tax (GOLT) pledge, as per a guarantee agreement between the
district and the building authority.

The district's Series of 2009A, 2010, and 2017 bonds are also
secured by the district's GOLT pledge, which is subject to the
limits of Pennsylvania's Act 1 "Taxpayer Relief Act." Moody's does
not maintain a rating on the Series of 2010 bonds.

The district's Series of 2013 and 2014A bonds are secured by the
district's general obligation unlimited tax pledge, as they were
issued to refund debt that was originally issued prior to the 2006
implementation of the Act 1 index.

All of the district's debt is additionally secured by the
Commonwealth of Pennsylvania's Act 150 School District Intercept
Program. Act 150 provides for undistributed state aid to be
diverted to bond holders in the event of default.

USE OF PROCEEDS

Proceeds from the issuance of the district's School Lease Revenue
Bonds, Series of 2018 will be used to finance projected operating
deficits for the next three to four years.

PROFILE

The district serves 6,021 students in the City of Coatesville, PA,
which is approximately halfway between Lancaster and Philadelphia
in Chester County (Aaa stable). The district operates one high
school, three middle schools, and seven elementary schools. In
addition, 2,500 students are enrolled at charter and cyber schools,
representing a significant source of financial pressure for the
district.

METHODOLOGY

The principal methodology used in the lease rating was Lease,
Appropriation, Moral Obligation and Comparable Debt of US State and
Local Governments published in July 2016. The principal methodology
used in the general obligation underlying ratings was US Local
Government General Obligation Debt published in December 2016. The
principal methodology used in the enhanced ratings was State Aid
Intercept Programs and Financings published in December 2017.


COLLISION EXPRESS: Taps Prime Capital as Real Estate Broker
-----------------------------------------------------------
Collision Express Holdings, L.P., seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire a real
estate broker.

The Debtor proposes to employ Prime Capital Corporation in
connection with the sale of its real property located at 23266 N.W.
Freeway, Cypress, Texas.

Prime Capital will receive a commission of 6% of the gross sales
price.  In the event that there is a cooperating broker, the firm
will be paid a 3% commission while the cooperating broker will be
paid a 3% commission.

Jerald Turboff, president of Prime Capital, disclosed in a court
filing that he is "disinterested" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Jerald Turboff
     Prime Capital Corporation
     5851 San Felipe, Suite 800
     Houston, TX 77057
     Phone: (713) 622-0800

                  About Collision Express Holdings

Collision Express Holdings, L.P., a Texas limited partnership, owns
in fee simple a land and building commonly known as 23266 Northwest
Freeway, Cypress, Texas, having an appraised value of $3.75
million.  It previously sought bankruptcy protection on March 1,
2011 (Bankr. S.D. Tex. Case No. 11-31947).

Collision Express Holdings filed a Chapter 11 petition (Bankr. W.D.
Tex. Case No. 18-30356) on March 5, 2018.  In the petition signed
by Greg Eckelkamp, sole member, the Debtor disclosed $3.77 million
in total assets and $2.61 million in total liabilities.  Judge
Christopher H. Mott presides over the case.  The Debtor's counsel
is E.P. Bud Kirk, Esq.


CONNEAUT LAKE PARK: $210K Sale of Conneaut Lake Property Approved
-----------------------------------------------------------------
Judge Jefferey A. Deller of the U.S. Bankruptcy Court for the
Western District of Pennsylvania authorized Trustees of Conneaut
Lake Park, Inc.'s sale of its real property designated as Lot No. 1
in Lakefront Subdivision No. 1, located on Lake Street, Conneaut
Lake, Pennsylvania, to D-Three, LLC, for $210,000.

A hearing on the Motion was held on April 24, 2018 10:00 a.m.  The
objection deadline was April 17, 2018.

The sale is free and clear of all Liens, with all valid Liens will
attach to the proceeds in their order of priority.  The divested
Liens, Claims, and encumbrances will be, and are, transferred to
the proceeds of the Sale, but only to the extent that they are
valid, enforceable and unavoidable Liens, Claims, and
encumbrances.

The following disbursements, costs, and expenses of sale are
projected at the time of the closing on the sale of the Subject
Property: (i) Real Estate Commission - $12,600 and (ii) Other
Expenses of Sale - $30,000.

The Costs of Sale include $30,000 for certain professional fees and
costs incurred by the Debtor during the Chapter 11 case that may be
surcharged against the Subject Property.  The surcharge is
consistent with the terms of the Plan.  The professional fees and
costs represent a fraction of the total amount due and owing to the
estate's professionals, with the balance of the administrative
obligations to be paid from future sales of Noncore Parcels and the
Debtor's operations.

The $30,000 Other Expenses of Sale is allocated among the retained
professionals as follows:

     a. Porter Consulting Engineers for land use planning, surveys
and project drawings: $4,000

     b. Shafer Law Firm for title work, subdivisions and zoning:
$1,000

     c. Stonecipher Law for their professional services rendered to
the estate: $25,000

The proceeds net of the Costs of Sale, ordinary pro-rations at
closing, and reimbursements for advertising and service expenses
incurred in furtherance of the Sale, will be held in escrow and
will be distributed pursuant to a further Order of Court to be
submitted by May 25, 2018.

In accordance with 11 U.S.C. Section 1 146(a), the Sale is made
pursuant to the Plan of Reorganization of the Debtor confirmed by
the Court by Order entered Sept. 6, 2016, and therefore, the Sale
may not be subject to taxation under any laws imposing a stamp tax
or similar tax.

                    About Conneaut Lake Park

Trustees of Conneaut Lake Park, Inc. is a Pennsylvania non-profit
corporation organized in 1997 and having the corporate purpose,
among other things, to preserve and maintain Conneaut Lake Park, a
vintage amusement park  located in Conneaut Lake, Pennsylvania, for
historical, cultural, social and recreational, and civic purposes
for the benefit of the community and the general public.  It
presently holds in trust for the use of the general public
approximately 207 acres of land and the improvements thereon
located in Crawford County, Pennsylvania.

Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania,
on Dec. 4, 2014.  The case is assigned to Judge Thomas P. Agresti.

The Debtor estimated assets and debt of $1 million to $10 million.

Trustees of Conneaut Lake Park filed for bankruptcy protection less
than 20 hours before the Crawford County amusement park was
scheduled to go to sheriff's sale for almost $930,000 in back taxes
and related fees.

The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm,
in Pittsburgh, as counsel.

Passport Realty, LLC was appointed by the Court as Broker on July
31, 2015.

On Sept. 6, 2016, the Court entered a final order approving the
Disclosure Statement and confirming the Reorganized Debtor's Joint
Amended Plan of Reorganization.


CORNERSTONE HOMES: Trustee Taps Madison Hawk as Realtor
-------------------------------------------------------
Michael Arnold, the Chapter 11 trustee for Cornerstone Homes, Inc.,
seeks approval from the U.S. Bankruptcy Court for the Western
District of New York to hire a realtor and auctioneer.

The trustee proposes to employ Madison Hawk Partners, LLC, in
connection with the sale of its properties, which could potentially
involve the transfer of 500 or more single-family residences.

If offers are received, any successful buyer or buyers will pay a
6% "buyer's premium" on the sale price.  Madison Hawk will retain
5% of the buyer's premium as compensation.  The Debtor's estate
will not be required to pay any further commission to the firm.

The additional 1% of the buyer's premium will be retained by the
estate.  It is expected that the 1% buyer's premium retained by the
estate will off-set any marketing expenses incurred.  

If no acceptable offers are obtained, the estate will be required
to pay a flat fee of $50,000 to Madison Hawk for its services.

Madison Hawk has no connection with the Debtor or any of its
creditors, according to court filings.

The firm maintains an office at:

     Madison Hawk Partners, LLC
     575 Lexington Avenue, Suite 4023
     New York, NY 10022
     Phone: 212-971-9720
     Email: info@madisonhawk.com

                      About Cornerstone Homes

Cornerstone Homes Inc. is based in Corning, New York and was
engaged in the business of buying, selling and leasing single
family homes in the State of New York, with such properties
primarily located in the South Central and South Western portions
of the State.

Cornerstone Homes Inc. filed a Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 13-21103) on July 15, 2013, in Rochester, New York.  The
Debtor disclosed assets of $18.6 million and liabilities of $36.2
million.

Judge Paul R. Warren presides over the case.  Curtiss Alan Johnson,
Esq., and David L. Rasmussen, Esq., at Davidson Fink, LLP, in
Rochester, N.Y., serve as the Debtor's counsel.  The Debtor has
tapped GAR Associates to appraise a selection of its properties to
support the Debtor's liquidation analysis.

The Official Committee of Unsecured Creditors is represented by
Gregory J. Mascitti, Esq., at LeClairRyan PC.  The Committee
retained Getzler Henrich & Associates LLC as financial advisor.

                           *     *     *

The Debtor sought Chapter 11 protection alongside a reorganization
plan already accepted by 96 percent of unsecured creditors' claims.
Four secured lenders with $21.8 million in claims are to be paid
in full under the plan.  Unsecured creditors -- chiefly Noteholders
with $14.5 million in claims -- were to have a 7 percent recovery.

The Court has not confirmed the Debtor's Plan.  Instead, the Court
accepted the request of the Committee to appoint a Chapter 11
trustee to replace management.  The Court approved the appointment
of Michael H. Arnold, Esq., as Chapter 11 trustee.  

The Chapter 11 trustee tapped as counsel his own firm, Place and
Arnold.  LeClairRyan and Barclay Damon LLP serve as his special
counsel.

The Trustee was appointed after accusations that the principal,
David L. Fleet, operated the Debtor as a massive Ponzi scheme in
loving millions of dollars and hundreds of mostly elderly,
unsophisticated individual investor victims who shared the same
religious beliefs espoused by Fleet.

The Trustee has commenced an adversary proceeding against First
Citizens National Bank for enabling Mr. Fleet to perpetuate the
Ponzi scheme by providing bank loans.


CORP REALTY: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Corp Realty USA, LLC
           aka Crp. Realty USA, LLC
        9663 Santa Monica Blvd Suite 590
        Beverly Hills, CA 90210

Business Description: Corp Realty USA, LLC, a lessor of real
                      estate, owns in fee simple a property
                      located at 10936 Pacific View Drive, Malibu,
                      California 90265 valued at $13.50 million.

Chapter 11 Petition Date: May 10, 2018

Case No.: 18-10741

Court: United States Bankruptcy Court
       Central District of California (Santa Barbara)

Judge: Hon. Deborah J. Saltzman

Debtor's Counsel: Todd L Turoci, Esq.
                  THE TUROCI FIRM
                  3845 Tenth Street
                  Riverside, CA 92501
                  Tel: 888-332-8362
                  Fax: 866-762-0618
                  E-mail: mail@theturocifirm.com

Total Assets: $13.50 million

Total Liabilities: $5.49 million

The petition was signed by Edgard Augusto Meinhardt Iturbe,
managing member.

Corp. Realty stated it has no unsecured creditors.

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

          http://bankrupt.com/misc/cacb18-10741.pdf


CPI CARD: Files Form 10-Q for the Quarter Ended March 31, 2018
--------------------------------------------------------------
CPI Card Group Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $7.29 million on $59.07 million of total net sales for the three
months ended March 31, 2018, compared to a net loss of $4.50
million on $56 million of total net sales for the same period last
year.

As of March 31, 2018, CPI Card had $228.90 million in total assets,
$352.32 million in total liabilities and a total stockholders'
deficit of $123.41 million.

At March 31, 2018, the Company had $20.2 million of cash and cash
equivalents.  Of this amount, $1.8 million was held in accounts
outside of the United States.

"Our ability to make investments in and grow our business, service
our debt and improve our debt leverage ratios, while maintaining
strong liquidity, will depend upon our ability to generate excess
operating cash flows through our operating subsidiaries," CPI Card
stated in the Quarterly Report.  "Although we can provide no
assurances, we believe that our cash flows from operations,
combined with our current cash levels and available borrowing
capacity, will be adequate to fund debt service requirements and
provide cash, as required, to support our ongoing operations,
capital expenditures, lease obligations and working capital
needs."

Cash used in operating activities for the three months ended March
31, 2018 was $1.8 million compared to $5.0 million of cash used in
operating activities during the three months ended March 31, 2017.
The year over year fluctuation was due primarily to working capital
cash flow increases, including accounts receivable and inventories,
partially offset by an increase in the net loss incurred during the
current year period compared to the prior year period.

Cash used in investing activities for the three months ended March
31, 2018 of $1.2 million was lower than the comparative $3.3
million during the three months ended March 31, 2017.  Cash used in
investing activities during both periods was related to capital
expenditures.  In the current year period, capital leases were
executed for the acquisition of certain machinery and equipment
totaling $3.7 million.

During the three months ended March 31, 2018, cash used in
financing activities was $0.1 million and related to principal
payments on capital lease obligations.

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

                        https://is.gd/mxMhgH  

                          About CPI Card

CPI Card Group -- http://www.cpicardgroup.com/-- is a provider in
payment card production and related services, offering a single
source for credit, debit and prepaid debit cards including EMV
chip, personalization, instant issuance, fulfillment and mobile
payment services.  With more than 20 years of experience in the
payments market and as a trusted partner to financial institutions,
CPI's solid reputation of product consistency, quality and
outstanding customer service supports its position as a leader in
the market.  Serving the Company's customers from locations
throughout the United States, Canada and the United Kingdom, the
Company has a leading network of high security facilities in the
United States and Canada, each of which is certified by one or more
of the payment brands: Visa, MasterCard, American Express, Discover
and Interac in Canada.  The Company is headquartered in Littleton,
Colorado.

CPI Card incurred a net loss of $22.01 million for the year ended
Dec. 31, 2017, compared to net income of $5.40 million for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, CPI Card Group had $234
million in total assets, $353.57 million in total liabilities and a
total stockholders' deficit of $119.57 million.

                           *    *    *

As reported by the TCR on April 4, 2018, Moody's Investors Service
downgraded its ratings for CPI Card Group Inc., including the
company's Corporate Family Rating (to Caa1, from B3) and
Probability of Default Rating (to Caa1-PD, from B3-PD).  Moody's
said the downgrades broadly reflect continued uncertainty about
whether CPI can return to revenue and profit growth over the next
12-18 months, and an earnings and cash flow profile that can
adequately support the company's heavy debt burden.

In March 2018, S&P Global Ratings lowered its corporate credit
rating on Littleton, Colo.-based CPI Card Group Inc. to 'CCC+' from
'B-'.  "The downgrade reflects our view that CPI's capital
structure is unsustainable at current levels of EBITDA.  However,
we do not anticipate a default scenario over the next 12 months
given that we believe liquidity availability will be sufficient to
absorb the expected negative discretionary cash flow.


CPI CARD: Incurs $7.3 Million Net Loss in First Quarter
-------------------------------------------------------
CPI Card Group Inc. reported financial results for the first
quarter ended March 31, 2018.

Scott Scheirman, president and chief executive officer of CPI,
stated, "Our first quarter results were in line with our
expectations and highlighted by 5% year-over-year revenue growth
reflecting strong performance in Prepaid and continued growth of
our emerging products and solutions, somewhat offset by the impact
of the challenging U.S. debit and credit card manufacturing
environment.  During the first quarter, we continued to win new
business with our existing customers, added new customers, and
capitalized on opportunities to expand into new client verticals.
We are seeing good momentum in early 2018 in support of our
strategic priorities, including recent significant portfolio wins
with two of our large Prepaid customers as well as growth of our
instant issuance and premium card offerings.  We remain intensely
focused on our strategy of deep customer focus, providing
market-leading quality products and customer service, a market
competitive business model, and continuous innovation."

Net sales were $59.1 million in the first quarter of 2018,
representing an increase of 5% from the first quarter of 2017.
Loss from operations was $4.0 million in the first quarter of 2018,
compared with a loss from operations of $1.8 million in the first
quarter of 2017.  GAAP net loss in the first quarter of 2018 was
$7.3 million, or a loss of $0.65 per diluted share, compared to a
net loss of $4.5 million, or a loss of $0.40 per diluted share in
the first quarter of 2017.

Adjusted EBITDA for the first quarter of 2018 was $2.7 million,
compared with $3.9 million in the prior year period, reflecting
revenue growth and ongoing efficiency initiatives offset primarily
by the impact of absorption of overhead costs from lower volumes,
softness in the U.K Limited segment, and investments to enhance our
products and solutions.  Adjusted Net Loss in the first quarter of
2018 was $5.2 million, or a loss of $0.47 per diluted share,
compared with Adjusted Net Loss of $3.0 million, or $0.26 per
diluted share in the first quarter of 2017.

All earnings per share amounts reflect the one-for-five reverse
stock split which occurred in December 2017.

            First Quarter 2018 Segment Information

U.S. Debit and Credit:

Net sales were $37.1 million in the first quarter of 2018,
representing a decrease of 6.5% from the first quarter of 2017.
The decrease in U.S. Debit and Credit segment net sales was driven
predominantly by a decline in the number of cards sold in the first
quarter compared with the first quarter of 2017 and lower EMV card
average selling prices, partially offset by growth in the Company's
emerging products and solutions.

U.S. Prepaid Debit:

Net sales were $15.5 million in the first quarter of 2018,
representing an increase of 63.3% from the first quarter of 2017.
The year-over-year increase in U.S. Prepaid Debit segment net sales
was driven primarily by additional volumes from recent client
portfolio wins.

U.K. Limited:

Net sales were $4.2 million in the first quarter of 2018,
representing a decrease of 24.6% from the first quarter of 2017.
The lower net sales are a result of softness in the U.K. retail
sector and a decline in sales relating to certain customers,
partially offset by positive effects of foreign currency exchange
rates.  On a constant currency basis, U.K. Limited segment net
sales for the first quarter of 2018 decreased 32.9% compared with
the prior year.

               Balance Sheet, Cash Flow, Liquidity

Cash used in operating activities for the first quarter of 2018 was
$1.8 million, and capital expenditures totaled $1.1 million. Free
cash flow for the first quarter of 2018 was a use of $2.9 million.

As of March 31, 2018, CPI Card had $228.90 million in total assets,
$352.32 million in total liabilities and a total stockholders'
deficit of $123.41 million.

At March 31, 2018, the Company had $20.2 million of cash and cash
equivalents, and an undrawn $40.0 million revolving credit
facility, of which $20.0 million was available for borrowing.

Total debt principal outstanding, comprised of the Company's First
Lien Term Loan, was $312.5 million at March 31, 2018, unchanged
from Dec. 31, 2017.  Net of debt issuance costs and discount,
recorded debt was $304.4 million as of March 31, 2018.  The
Company's First Lien Term Loan matures on Aug. 17, 2022 and
includes no financial covenants.

Lillian Etzkorn, chief financial officer, stated, "Our first
quarter financial results were in-line with our expectations.  We
generated revenue growth of 5% year-over-year driven primarily by
our Prepaid Debit segment and emerging products and solutions.
Adjusted EBITDA of $2.7 million in the first quarter reflects our
top-line growth and ongoing efficiency initiatives, offset
primarily by the impact of absorption of overhead costs from lower
volumes, weaker U.K. Limited results, and investments to enhance
our products and solutions.  We continue to believe that we have
adequate cash and liquidity to support our business plan."  

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

                       https://is.gd/dVOcYR

                          About CPI Card

CPI Card Group -- http://www.cpicardgroup.com/-- is a provider in
payment card production and related services, offering a single
source for credit, debit and prepaid debit cards including EMV
chip, personalization, instant issuance, fulfillment and mobile
payment services.  With more than 20 years of experience in the
payments market and as a trusted partner to financial institutions,
CPI's solid reputation of product consistency, quality and
outstanding customer service supports its position as a leader in
the market.  Serving the Company's customers from locations
throughout the United States, Canada and the United Kingdom, the
Company has a leading network of high security facilities in the
United States and Canada, each of which is certified by one or more
of the payment brands: Visa, MasterCard, American Express, Discover
and Interac in Canada.  The Company is headquartered in Littleton,
Colorado.

CPI Card incurred a net loss of $22.01 million for the year ended
Dec. 31, 2017, compared to net income of $5.40 million for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, CPI Card Group had $234
million in total assets, $353.57 million in total liabilities and a
total stockholders' deficit of $119.57 million.

                           *    *    *

As reported by the TCR on April 4, 2018, Moody's Investors Service
downgraded its ratings for CPI Card Group Inc., including the
company's Corporate Family Rating (to Caa1, from B3) and
Probability of Default Rating (to Caa1-PD, from B3-PD).  Moody's
said the downgrades broadly reflect continued uncertainty about
whether CPI can return to revenue and profit growth over the next
12-18 months, and an earnings and cash flow profile that can
adequately support the company's heavy debt burden.

In March 2018, S&P Global Ratings lowered its corporate credit
rating on Littleton, Colo.-based CPI Card Group Inc. to 'CCC+' from
'B-'.  "The downgrade reflects our view that CPI's capital
structure is unsustainable at current levels of EBITDA.  However,
we do not anticipate a default scenario over the next 12 months
given that we believe liquidity availability will be sufficient to
absorb the expected negative discretionary cash flow.


DAMU VUSHA: Patient Care Well Within Standard, PCO Says
-------------------------------------------------------
Tamar Terzian, the duly appointed patient care ombudsman (PCO) for
Damu Vusha and Akiba Vusha, filed with United States Bankruptcy
Court for the Central District of California a first interim report
for the period March 13, 2018 to April 5, 2018.

The Debtors' business is called Jatkodd Crisis Intervention -- the
Residence -- which provides 24/7 residential care to four
developmentally disabled adult individuals, age range 18-59. Each
patient has a day program that has been placed by a resource
developer (most likely a vendor through the South Central, Los
Angeles Regional Center).

The Residence is licensed by Community Care licensing by the State
of California, Department of Social Services. The Residence is
licensed for six beds however only four beds are used by patients
referred through the South Central, Los Angeles Regional Center.

The PCO has toured the Residence which consisted of a living area
combined dining area, three bedrooms, two baths and a large
kitchen. The kitchen has a dining table and two refrigerators,
which were moved as the floors had been remodeled.

The PCO has reviewed all documentation for each patient and found
them properly organized in four separate binders with a history of
each patient's programs, resources, reports and medication
requirements. Each binder included Developmental Disability rights,
Individual Program Plan, Contact Emergency Person, and Personal
Rights. The binders included information for the patient's day
program, all dental and medical visits.

The PCO notes that medication (multi-dose) appropriately dated and
stored in a locked storage area, only accessible by staff. The
staff maintains a current log each time any medication is dispensed
to a patient. The PCO observes that the staff was knowledgeable
regarding each patient needs and conditions.

In sum, the PCO reports that the Residence is well maintained and
clean. There have been no changes in staff since the filing of the
Bankruptcy. The PCO finds that all care provided to the patients by
Debtors/Vendors, is well within the standard of care.

The PCO will continue to monitor and is available to respond to any
concerns or questions of the Court or interested party.

A copy of the PCO's First Interim Report is available at

          http://bankrupt.com/misc/cacb18-11284-50.pdf

Damu Vusha and Akiba Vusha filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 18-11284), on February 5, 2018. The Debtor are
represented by the Law Offices of Michael Jay Berger.


DESTINATION PROPERTIES: Taps Elliott Greenleaf PC as Counsel
------------------------------------------------------------
Destination Properties of America LLC, seeks authority from the US
Bankruptcy Court for the District of Delaware to hire Elliott
Greenleaf P.C. as counsel, nunc pro tunc to March 27, 2018.

Legal services EG will provide are:

     a. advise the Debtor with respect to its powers and duties as
a debtor-in possession in the continued operation of its businesses
and the management of its property;

     b. prepare, on behalf of the Debtor, necessary applications,
answers, orders reports and other motions, complaints, pleadings
and documents;

     c. appear before the Court and the United States Trustee for
the District of Delaware and to represent the interests of the
Debtor before the Court and UST;

     d. assist the Debtor in confirming a plan of reorganization in
this Case;

     e. assist the Debtor to emerge from the Case;

     f. perform any and all other legal services for the Debtor
that may be necessary and appropriate;

     g. advise on matters of local practice, custom and rules,
review and sign all submissions to the Court, and appear and
represent Debtor in the Court.

Current hourly rates of EG are:

     Rafael X. Zahralddin-Aravena    $650
     Shelley A. Kinsella             $475
     Eric M. Sutty                   $480
     Jonathan M. Stemerman           $400
     Kate Harmon                     $320
     Sandra I. Roberts               $225
     Michele Flynn                   $225

Jonathan M. Stemerman, a shareholder in the Wilmington Office in
the firm of Elliott Greenleaf, P.C., attests that EG is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

The counsel can be reached through:

     Jonathan M. Stemerman, Esq.
     ELLIOTT GREENLEAF, P.C.
     105 North Market Street, Suite 1700
     Wilmington, DE 19801
     Tel: (302) 384-9400
     Fax: (302) 384-9399
     E-mail: jms@elliottgreenleaf.com

                About Destination Properties

Destination Properties of America LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No.
18-10732) on March 27, 2018.  Norman J. Bashkingy, managing member,
signed the petition.  

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

Judge Laurie Selber Silverstein presides over the case.  Elliot
Greenleaf, PC is the Debtor's bankruptcy counsel.


DPW HOLDINGS: Increases Stake in Avalanche International to 83.8%
-----------------------------------------------------------------
DPW Holdings, Inc., disclosed in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of May 9, 2018, it
beneficially owns 23,804,513 shares of common stock of Avalanche
International Corp., constituting 83.81 percent of the shares
outstanding.

DPW Holdings is the holder of (i) 709,633 shares of Common stock;
(ii) convertible promissory notes in the aggregate face amount of
$5,773,720 convertible into 11,547,440 shares of Common Stock of
the Issuer at a conversion rate of $0.50 per share; and (iii)
warrants to purchase 11,547,440 shares of common stock at an
exercise price of $0.50 per share.

The percentage calculation is based on 5,309,200 shares of Common
Stock outstanding as of Aug. 3, 2017 (as reported by the Issuer to
the Reporting Person on a 10-Q filed Aug. 7, 2017) and assumes
conversion of the Reporting Person's convertible promissory notes
in the aggregate face amount of $5,773,720 into 11,547,440 shares
of Common Stock of the Issuer based on a conversion price of $0.50
per share and 11,547,440 shares of Common Stock based upon the
exercise of the Reporting Person's warrants at $0.50 per share.
This calculation does not include the exercise or conversion of
other outstanding securities of the Issuer by owned by other
security holders.

The Schedule 13D/A was filed to report a series of transactions in
which DPW Holdings purchased an additional aggregate of 395,402
shares of the Issuer's common stock in the open market since its
Schedule 13D filed with the SEC on Sept. 7, 2017 and therefore
presently owns an aggregate of 709,633 those shares.

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

                    https://is.gd/IgI4Si

                     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
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 operate s the branded
division, Super Crypto Power, www.SuperCryptoPower.com.

DPW Holdings incurred a net loss of $10.89 million in 2017
following a net loss of $1.12 million in 2016.  As of Dec. 31,
2017, DPW Holdings had $30.51 million in total assets, $11.72
million in total liabilities and $18.79 million in total
stockholders' equity.

The report from the Company's independent accounting firm Marcum
LLP, in New York, on the consolidated financial statements for the
year ended Dec. 31, 2017, includes an explanatory paragraph stating
that the Company has a significant working capital deficiency, has
incurred significant losses and needs to raise additional funds to
meet its obligations and sustain its operations.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


E.A.N.S. CORP: Seeks to Hire Hector Pedrosa as Counsel
------------------------------------------------------
E.A.N.S. Corp., seeks authority from the U.S. Bankruptcy Court for
the District of Puerto Rico to employ the Law Offices of Hector
Eduardo Pedrosa-Luna, as counsel to the Debtor.

E.A.N.S. Corp. requires Hector Pedrosa to:

   a. prepare bankruptcy schedules, pleadings, applications and
      conduct examinations incidental to any related proceedings
      or to the administration of the bankruptcy case;

   b. develop the relationship of the status of the Debtor to the
      claims of creditors in the bankruptcy case;

   c. advise the Debtor of its rights, duties, and obligations as
      the Debtor operating under Chapter 11 of the Bankruptcy
      Code;

   d. take any and all other necessary action incident to the
      proper preservation and administration of the Chapter 11
      case; and

   e. advise and assist the Debtor in the formation and
      preservation of a plan pursuant to Chapter 11 of the
      Bankruptcy Code, the disclosure statement, and any and all
      matters related thereto.

Hector Pedrosa will be paid at the hourly rate of $175.

Hector Pedrosa will be paid a retainer in the amount of $3,000.

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

Hector Eduardo Pedrosa-Luna, partner of the Law Offices of Hector
Eduardo Pedrosa-Luna, 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.

Hector Pedrosa can be reached at:

     Hector Eduardo Pedrosa-Luna, Esq.
     LAW OFFICES OF HECTOR EDUARDO PEDROSA-LUNA
     1519 Ponce de Leon Ave., Suite 1115
     San Juan, PR 00902-3963
     Tel: (787) 920-7893
     Fax: (787) 754-1109
     E-mail: hectorpedrosa@gmail.com

                      About E.A.N.S. Corp.

E.A.N.S. Corp., filed a Chapter 11 bankruptcy petition (Bankr.
D.P.R. Case No. 18-02452) on May 2, 2018.  The Debtor hired the Law
Offices of Hector Eduardo Pedrosa-Luna, as counsel.


ECLIPSE BERRY: $124K Sale of Irrigation Supplies to Palmas Approved
-------------------------------------------------------------------
Judge Barry Russell of the U.S. Bankruptcy Court for the Central
District of California authorized Eclipse Berry Farms, LLC ("EBF")
and affiliates to (i) sell the irrigation supplies currently in the
possession of Palmas Produce, Inc. for $80,175 and Underwood Family
Farms, LLC for $6,320 to Palmas; and (ii) pay the outstanding
account receivable in the amount of $38,000.

The sale is free and clear of any and all liens, claims and
encumbrances of any kind or nature whatsoever, with Liens to attach
to the proceeds of the Sale with the same validity, priority and
extent as such Liens occupied prior to the Sale.

Palmas will pay the Debtors $124,494 for the purchase of the
Property and outstanding account receivable.  It will forever be
barred from asserting a claim against the Debtors.  Any proof of
claim filed in the Debtors' bankruptcy cases will be deemed invalid
and disallowed without further order of the Court.  The Debtors and
their estates will have no liability for any claim Palmas may file
in the Chapter 11 cases.

Notwithstanding Bankruptcy Rules 7062 or 9014 or otherwise, the
Order will be effective and enforceable immediately upon entry and
its provisions will be self-executing.  Notwithstanding Bankruptcy
Rules 6004(h) and 6006(d), the Order will not be stayed.

                  About Eclipse Berry Farms

Founded in 1999, Eclipse Berry Farms operates farms that produce
berry products.  The company is based in Los Angeles, California.

Eclipse Berry Farms, LLC and its affiliates Harvest Moon Strawberry
Farms, LLC, and Rosalyn Farms, LLC, filed Chapter 11 petitions
(C.D. Cal. Case Nos. 18-10443, 18-10453 and 18-10464, respectively)
on Jan. 16, 2018.  In the petition signed by CRO Robert Marcus,
Eclipse Berry Farms estimated $10 million to $50 million in assets
and less than $100 million in debt.

Hon. Barry Russell is the case judge.

The Debtors tapped Kevin H. Morse, Esq., at Saul Ewing Arnstein &
Lehr LLP as bankruptcy counsel; Lewis Brisbois Bisgaard & Smith,
LLP as local counsel; McCarron & Diess as special PACA counsel; and
Murray Wise Capital LLC as financial advisor.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 9, 2018.


EIHAB H TAWFIK: Must Show Cause to Waive PCO Appointment
--------------------------------------------------------
The United States Bankruptcy Court for the Middle District of
Florida directs Eihab H. Tawfik, M.D., P.A. to produce sufficient
evidence for the Court to find that the appointment of patient care
ombudsman is not necessary under the specific facts of this case.

                   About Eihab H. Tawfik, M.D.

Eihab H. Tawfik, M.D., P.A., is an internist in Crystal River,
Florida.  Dr. Eihab Tawfik is skilled at diagnosing and treating a
large array of ailments and disorders in adults.

Eihab H. Tawfik, M.D., P.A. dba Christ Medical Center dba Town
Center Medical Celebration filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 18-01164), on April 11, 2018. The Petition was signed
by Eihab H. Tawfik, director and president. The case is assigned to
Judge Jerry A. Funk. The Debtor is represented by Justin M. Luna,
Esq. of Latham, Shuker, Eden & Beaudine, LLP. At the time of
filing, the Debtor had $10 million to $50 million in estimated
assets and $1 million to $10 million in estimated liabilities.


EP ENERGY: 1Q'18 Results Beat Production and Capital Guidance
-------------------------------------------------------------
EP Energy Corporation reported first quarter 2018 financial and
operational results.

EP Energy Corporation reported net income of $18 million on $286
million of total operating revenues for the three months ended
March 31, 2018, compared to a net loss of $47 million on $327
million of total operating revenues for the three months ended
March 31, 2017.

As of March 31, 2018, EP Energy Corporation had $4.98 billion in
total assets, $4.57 billion in total liabilities and $410 million
in total stockholders' equity.

The Company said that in the first full quarter under new
leadership, it improved results by increasing production and
profitability while significantly reducing costs.

                      Results Beat Expectations

First quarter 2018 total equivalent production and oil production
volumes were above the high end of the company's guidance ranges,
while capital expenditures were below the low end of the guidance
range.  The Company said the improvement was a result of better
well performance driven by new completion techniques and lower
capital and operating costs.

                        Executing Strategy

   * Eagle Ford enhanced oil recovery (EOR) pilot project
     operational in April - ahead of schedule

   * Drilling first horizontal wells in Altamont

   * Electric frac fleet operating in the Permian

   * Improved well performance from optimized well designs

   * Closed acquisition and divestiture transactions

                     Improved Flexibility

Permian Drilling Joint Venture amended to redirect second tranche
to Eagle Ford asset

"We are pleased with our first quarter results and increased 1Q
completion activity concentrated in the Eagle Ford," said Russell
Parker, president and chief executive officer of EP Energy
Corporation.  "As we continue to focus on capital efficiency and
fully loaded returns, we expect to continue to see improvements in
the amount of capital deployed versus the amount of ultimate EBITDA
generated.  Additionally, we are swiftly moving forward with new
projects in all three areas to unlock additional net asset value.
Throughout the year we will continue to drive these initiatives in
order to generate more shareholder value and improve the balance
sheet."

Eagle Ford: Significant Increase in Oil Production

The company produced 35.9 MBoe/d, including 24.0 MBbls/d of oil in
the first quarter of 2018, a 17 and 24 percent increase from the
fourth quarter of 2017, respectively.  The increase from year-end
2017 was driven by increased activity, improved production results
from new well designs and completion techniques, and acquisition
properties.

EP Energy averaged two drilling rigs, invested $135 million and
completed (based on wells fracture stimulated or frac'd) 24 gross
and net wells in the first quarter of 2018 in its Eagle Ford
program.  Activities and capital investment were up significantly
from the fourth quarter of 2017 where total capital invested was
$92 million and 14 wells were completed (frac'd).  Approximately 75
percent of the 24 wells completed in the first quarter were in-fill
wells and performance, on average, was equal to or in some cases
better than, the parent well.

In addition to improving well performance, the company is driving
down costs through on-site efficiency enhancement.  EP Energy has
taken over certain well-site operations from third parties.  This
has resulted in improved efficiencies and an overall savings of
more than $100 thousand per well which the company expects to
result in approximately $7 million of savings in 2018.  This is an
example of actions the new leadership team is quickly implementing
which contribute to improved returns.

EP Energy launched its EOR pilot project with the first natural gas
injection cycle in April.  The project was the culmination of
extensive research and study, which was done on an aggressive time
frame and demonstrates the company's ability to quickly turn
concepts into actionable opportunities.  Facilities were in place
and first gas was injected within four months of the initial
concept review.

In April, the company amended its Permian drilling joint venture to
direct the development area for the second tranche from the Permian
to the Eagle Ford.  The drilling joint venture improves the returns
on the capital invested.  The initial wells in the second tranche
are expected to begin producing later this year.  EP Energy remains
the operator of the drilling joint venture and the material terms
and conditions remain consistent with the initial agreement.

Permian: New Enhancements Increase Efficiencies and Reduce
         Operating Costs

In the first quarter of 2018, the company produced 27.0 MBoe/d,
including 9.8 MBbls/d of oil, a 16 and 18 percent decrease compared
to the fourth quarter of 2017, respectively.  Production volumes
were down compared to 2017 due to significantly lower activity
levels in the fourth quarter of 2017 and first quarter of 2018.  In
the first quarter, the company averaged one drilling rig, invested
$43 million in capital and completed (frac'd) eight gross and net
wells.

During the quarter, the company began to use an electric-powered
frac fleet, one of only a few operating in the country.  The frac
fleet utilizes field gas rather than diesel fuel to generate power,
which saves costs and time.  The company has increased average
pumping hours per day by approximately 30 percent in its first
three pads compared with the fourth quarter of 2017.
In the first quarter of 2018, the company began the installation of
water handling facilities in the field, which are expected to
provide significant operating efficiencies.  The enhancements allow
more water to be transmitted via pipeline, reducing truck traffic
and operating costs.  These cost saving initiatives, along with
changes in managing drill-outs and flowback operations, are
expected to result in more than $10 million of capital savings in
2018.

The company maintains ample take-away capacity out of the basin
through contractual agreements with third-party processors and
marketing companies.  In addition, EP Energy has 100 percent of its
Midland to Cushing basis exposure hedged in 2018 at -$1.02 per
barrel.

Altamont: Accelerated Recompletions and Progress Towards
          Horizontal Drilling

In the first quarter of 2018, the company produced 17.2 MBoe/d,
including 11.6 MBbls/d of oil, a four and five percent decrease
from the fourth quarter of 2017, respectively.

EP Energy operated two joint venture drilling rigs and completed
(frac'd) nine gross wells (three net wells) in its Altamont
program.  Total capital invested in the Altamont program in the
first quarter of 2018 was $30 million.  The company also
accelerated its high return recompletion program, successfully
recompleting 23 wells, an all-time record for the company.
The company began drilling its first horizontal wells in April,
sooner than planned.  The company spud two wells, expects to
complete drilling operations in the second quarter and begin
flowback in June/July.

                          Liquidity

The company ended the quarter with approximately $600 million of
available liquidity and $4.2 billion of net debt (total debt of
$4.2 billion less cash of $19 million).  EP Energy continues to be
in active discussions with the banks in the RBL Facility to extend
the maturity.  The company continues to make progress and expects
to complete the process in the second quarter of 2018.


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

                        https://is.gd/oBYMKv

                         About EP Energy LLC

EP Energy LLC, a wholly-owned subsidiary of EP Energy Corporation,
-- http://www.epenergy.com-- is an independent exploration and
production company engaged in the acquisition and development of
unconventional onshore oil and natural gas properties in the United
States.  The Company operates through a diverse base of producing
assets and are focused on providing returns through the development
of our drilling inventory located in three areas: the Permian basin
in West Texas, the Eagle Ford Shale in South Texas, and the
Altamont Field in the Uinta basin in Northeastern Utah.  The
Company is headquartered in Houston, Texas.

EP Energy LLC reporting a net loss of $203 million for the year
ended Dec. 31, 2017, compared to a net loss of $21 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, EP Energy had $4.89
billion in total assets, $4.50 billion in total current and
non-current liabilities and $383 million in member's equity.

                           *    *    *

As reported by the TCR on Jan. 10, 2018, S&P Global Ratings raised
its corporate credit rating on Houston-based exploration and
production (E&P) company EP Energy LLC to 'CCC+' from 'SD'
(selective default).  The outlook is negative.  "The upgrade
reflects the announcement that EP has completed exchanges of its
unsecured debt, which we considered to be distressed, for 1.5-lien
secured debt due 2024.  The rating incorporates the new capital
structure, which reflects the minimal reduction of the company's
debt as a result of the exchanges," S&P said.

EP Energy LLC carries a 'Caal' Corporate Family Rating from Moody's
Investors Service.


EP ENERGY: Posts First Quarter Net Income of $18 Million
--------------------------------------------------------
EP Energy LLC filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing net income of $18 million
on $286 million of total operating revenues for the quarter ended
March 31, 2018, compared to a net loss of $47 million on $327
million of total operating revenues for the quarter ended March 31,
2017.

As of March 31, 2018, EP Energy had $4.98 billion in total assets,
$4.57 billion in total current and non-current liabilities and $405
million in member's equity.

As of March 31, 2018, the Company had available liquidity of
approximately $584 million, reflecting $565 million of available
liquidity on its Reserve-Based Loan facility (RBL Facility)
borrowing base and $19 million of available cash.  The Company's
RBL Facility is its primary source of liquidity beyond its
operating cash flow and matures in May of 2019.

In the first quarter of 2018, the Company took a number of steps to
improve its liquidity, expand its financial flexibility and manage
its leverage by exchanging approximately $1,147 million of the
outstanding amounts of its senior unsecured notes maturing in 2020,
2022 and 2023 for new 9.375% senior secured notes maturing in
2024.

During the first quarter of 2018, the Company also (i) completed
its largest acquisition to date in the Eagle Ford for approximately
$246 million, after customary adjustments, while at the same time
(ii) completed the sale of certain assets in Altamont for
approximately $177 million after customary adjustments.  

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

                    https://is.gd/cQkLsW

                     About EP Energy LLC

EP Energy LLC, a wholly-owned subsidiary of EP Energy Corporation
-- http://www.epenergy.com/-- is an independent exploration and
production company engaged in the acquisition and development of
unconventional onshore oil and natural gas properties in the United
States.  The Company operates through a diverse base of producing
assets and are focused on providing returns through the development
of our drilling inventory located in three areas: the Permian basin
in West Texas, the Eagle Ford Shale in South Texas, and the
Altamont Field in the Uinta basin in Northeastern Utah.  The
Company is headquartered in Houston, Texas.

EP Energy LLC incurred a net loss of $203 million for the year
ended Dec. 31, 2017, compared to a net loss of $21 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, EP Energy had $4.89
billion in total assets, $4.50 billion in total current and
non-current liabilities and $383 million in member's equity.

                           *    *    *

As reported by the TCR on Jan. 10, 2018, S&P Global Ratings raised
its corporate credit rating on Houston-based exploration and
production (E&P) company EP Energy LLC to 'CCC+' from 'SD'
(selective default).  The outlook is negative.  "The upgrade
reflects the announcement that EP has completed exchanges of its
unsecured debt, which we considered to be distressed, for 1.5-lien
secured debt due 2024.  The rating incorporates the new capital
structure, which reflects the minimal reduction of the company's
debt as a result of the exchanges," S&P said.

EP Energy LLC carries a 'Caal' Corporate Family Rating from Moody's
Investors Service.


ET SOLAR: Proposes Heritage Global Auction Sale of Inventory
------------------------------------------------------------
ET Solar, Inc., asks the U.S. Bankruptcy Court for the Northern
District of California to authorize the sale of its inventory
received on consignment by auction to be conducted by Heritage
Global Partners, Inc.

A hearing on the Motion is set for May 24, 2018 at 10:00 a.m.

In January 2016, the Debtor had entered into a contract with CD
Global Solar Investor, L.P., also known as Capital Dynamics or
"CapDyn" for sale of a large number of solar modules to be used at
various solar farm locations.  A dispute ensued between the parties
when the Debtor was unable to deliver all of the pre-paid solar
modules ordered.  The International Center for Dispute Resolution
issued a pre-petition arbitration award on Oct. 27, 2017 against
the Debtor in which the Debtor was, enjoined from transferring,
assigning or selling the Undelivered Modules to any third party, or
creating or renewing in any third party any security interest or
right to possession or control that is inconsistent with the
ability of CapDyn to take possession of the Undelivered Modules.

In October 2016, Hopeway Logistics Co. carried cargo under two
nonnegotiable bills of lading from Qingdong, China to Norfolk,
Virginia.  The cargo consisted of 66 and 88 (i.e. a total of 154)
packages respectively of certain solar modules which the Debtor had
ordered from manufacturer ET Solar Energy of Hong Kong.  The Cargo
represents a portion of the solar modules which CapDyn had ordered
from the Debtor and which were the subject of the arbitration
described.  The Cargo arrived without incident at the end of 20 and
was valued at $586,486 upon entry.

The Debtor believed at the time the Cargo was delivered that
Hopeway would not release the Cargo to the Debtor due to its
inability to produce original Bills of Lading.  The Debtor
similarly believed on the Petition Date that the Cargo did not
constitute its inventory.  The Debtor is concurrently amending its
Schedule A/B to include the Cargo as additional inventory of the
Bankruptcy Estate with a value of $414,414.

As a result, on Nov. 9, 2017, the Debtor issued a "Letter of
Guarantee" to Hopeway and Shanghai Eternal Internal Freight
Forwarding Co., Ltd, Hopeway's China Agent identified on the bills
of lading, stating that the Debtor could not take delivery of the
Cargo because it was unable to present the original bills of
lading.  This Letter of Guarantee requested Hopeway to de-van the
containers at the Debtor's cost, to prevent costs associated with
container detention and terminal storage.

Concurrent with the Letter of Guarantee, the Debtor entered into a
Three Parties Agreement on Warehousing of the Cargo with Hopeway
and Veeco Holdings, LLC, whereby Veeco agreed to take custody of
the Cargo and store the Cargo in a warehouse located at CLG, 6701
College Drive, Suite 100, Suffolk, Virginia.  Veeco agreed to
charge storage to the Debtor only at the rate of $7.50 per pallet
per month; Hopeway has no obligation to pay the storage and the
Cargo would only be released upon written notice from Hopeway.

In early April 2018, the counsel for Hopeway brought the matter to
the attention of the counsel for the Debtor, advising that the
Debtor's refusal to take delivery in November 2017 had been in
error because the original bills of lading in fact were not
required.  As the Debtor is actually a consignee of the Cargo,
Hopeway takes the position that the Debtor is entitled to take
delivery under a non-negotiable bills of lading upon showing proper
identification to the carrier, Hopeway.  Hopeway's counsel advises
that Hopeway consents to the release of the Cargo.  It is Hopeway's
position that the Debtor is the only party to whom Hopeway may
legally allow release of the Cargo.

Given that the Cargo creates a continued expense of storage, the
Debtor is prepared to employ an auctioneer to assist with the sale
of the Cargo.  That auctioneer, Heritage, will conduct the sale
within a period of three weeks from approval of its employment in
order to allow sufficient time for Heritage to advertise the Cargo
to prospective bidders.  The Debtor negotiated as compensation for
Heritage a 10% commission on proceeds plus an auction allowance (or
cost retainer) of $10,000.

The Debtor believes that a properly advertised and conducted
auction is likely to generate in excess of $400,000 for the Cargo.


NC State Renewables holds a continuing lien against all of the
Debtor's assets.  NC State Renewables will consent to the sale of
the Cargo.

CapDyn asserts that the decision of the International Center for
Dispute Resolution created an interest in the Cargo on the part of
CapDyn.  The Debtor disputes this assertion and believes that it
can sell free and clear of CapDyn's interest, if any, in the Cargo,
with that interest attaching to the proceeds.  Discussions are
underway with CapDyn for a complete resolution of said interest, of
CapDyn's claims.  The Debtor agrees that, absent a settlement,
CapDyn is entitled to assert a claim for adequate protection under
11 U.S.C. Section 363(f)(4) which is not intended to be
circumscribed by the Motion.

Veeco may or may not hold a warehousman's lien on the Cargo
pursuant to the Three Parties Agreement on Warehousing.  The
Debtor's counsel has recently learned that Veeco did not actually
provide the warehouse space for the Cargo, but rather acted only as
a facilitator for such warehouse space on behalf of CLG.  The
Debtor is not in direct contract with CLG, which was identified in
Schedule G of Executory Contracts.  The Debtor believes it may sell
free and clear of Veeco and CLG's respective liens and interests,
if any, with those respective liens and interests attaching to the
proceeds.  In addition, the Cargo is expected to generate proceeds
in excess of any amounts owed to Veeco and CLG.

Veeco and CLG also could be compelled, in a legal or equitable
proceeding, to accept a money satisfaction of such liens or
interests.  Specifically, a plan could be confirmed without the
consent of such creditors under Bankruptcy Code section
1129(b)(2)(A) with their liens remaining on restricted proceeds.
The Debtor, absent consent from NC State Renewables, Veeco and CLG,
alternatively asks approval of the Motion pursuant to 11 U.S.C.
Section 363(f)(5).

The Debtor respectfully asks that the Court (i) approves the sale
of the Cargo by auction to be conducted by Heritage, free and clear
of all interests, liens, claims and encumbrances; (ii) approves the
transfer any liens and/or interests of NC State Renewables, CapDyn,
Veeco and CLG to the net proceeds of the auction after payment of
the costs of sale and commission to Heritage, in the same order
that said liens and/or interests existed pre-petition; and (iii)
authorizes the Debtor to hold the net sale proceeds for NC State
Rewnewables, CapDyn, Veeco and CLG pending their establishment of
interests and liens on the Cargo and release said proceeds upon
satisfactory proof of secured status.

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

   http://bankrupt.com/misc/ET_Solar_148_Sales.pdf

                         About ET Solar

Based in Pleasanton, California, ET Solar, Inc., is a solar energy
equipment supplier.  ET Solar sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Cal. Case No. 17-43031) on Dec. 4,
2017.  In the petition signed by Steppe Hao, its president, the
Debtor estimated assets of less than $50,000 and liabilities of $10
million to $50 million.  Judge Charles Novack presides over the
case.  Binder & Malter, LLP, is the Debtor's legal counsel; and
Sensiba San Filippo LLP is the accountant.


EVERETT SASLOW: Alhobishi Buying Evergreen Facility for $275K
-------------------------------------------------------------
Everett B. Saslow, Jr., Chapter 11 Trustee for Avery Bradley Green,
asks the U.S. Bankruptcy Court for the Middle District of North
Carolina to authorize his private sale of the Debtor's undivided
tenant in common interests in the acreage and improvements located
in St. Pauls Township, Robeson County, North Carolina, described as
being the real property at 20513 US Hwy 301, St. Pauls, North
Carolina, which real property has Robeson County parcel numbers
7585, 8371, 6179, and 8873, and Robeson County PINs 210501009,
21050100901, 21050100801, and 21050100802, respectively ("Evergreen
Facility"), to Fadhl Alhobishi for $275,000.

The assets in the bankruptcy estate of the Debtor include the
Evergreen Facility.  The Trustee is informed and believes and upon
such information and belief reports that the Debtor states that the
Evergreen Facility is owned jointly by the Debtor and by his
brother Donald Reid Green as tenants in common, with each owning
record title to an undivided 50% interest as tenant in common in
the Evergreen Facility and in other real property inherited from
their mother Zeddie B. Green.

In connection with Avery Bradley Green's bankruptcy case, Everett
B. Saslow, Jr., Trustee, as plaintiff, filed adversary proceeding
number 18-02012 G in the Middle District of North Carolina in which
the First Claim for Relief asks a declaratory judgment decreeing
that that Avery Bradley Green and Donald Reid Green inherit from
their mother Zeddie B. Green all interests in real property and
personal property owned by Zeddie B. Green as of the date of her
death, with both Avery Bradley Green and Donald Reid Green entitled
to an undivided 50% interest as tenant in common in all real
property owned by Zeddie B. Green as of the date of her death.

In the referenced adversary proceeding number 18-02012 G in the
Middle District of North Carolina, the Second Claim for Relief asks
a declaratory judgment decreeing that the Court should order a sale
of the entire Evergreen Facility (including the interests of
Defendant Donald Reid Green therein), upon such terms as the Court
may approve by separate Order upon separate application to be filed
in the Debtor's case, and that it is in the best interests of the
bankruptcy estate, its creditors and all other parties for the
Trustee to sell the Evergreen Facility, with the costs and expenses
of such sale to be paid from the gross proceeds of sale, and with
the remainder divided between Donald Reid Green and the bankruptcy
estate upon a 50%-50% basis according to their respective ownership
interests after payment of valid deed of trust liens and other
valid liens (or transfer of liens to proceeds) in accordance with
future Order of the Court.

In adversary proceeding number 18-02012 G in the Middle District of
North Carolina, in the Second Claim for Relief, the plaintiff asks
that the Court orders that the Trustee may sell both the bankruptcy
estate's interests and the interests of all co-owners of the
Evergreen Facility and that the Trustee is authorized to sign
documents as needed with respect to the sale of the Evergreen
Facility including signing a deed, providing tax identification
numbers, signing all sale and transfer documents in ordinary form,
and signing all lien affidavits, closing statements and other
closing documents as are customary in real estate closing
transactions, for the bankruptcy estate and for all co-owners of
the Evergreen Facility.

The Trustee asks the Court's approval of his sale of the Evergreen
Facility in its entirety upon the terms set forth, including terms
for transfers of liens to proceeds and for payment of certain valid
liens and costs of sale.  He also asks that the Court provides for
payment at closing of applicable property taxes, and other ordinary
costs of closing of the sale of the real estate properties
including payment of revenue stamps and other customary closing
costs, and that the costs and expenses of such sale (not including
any compensation of the Trustee) of such sale be paid from the
gross proceeds of sale, and with the remainder after payment of
valid deed of trust liens (or after reservation of funds
transferred to proceeds of sale with respect to deed of trust liens
or other liens about which there may be questions or disputes)
divided between Donald Reid Green and the Debtor's bankruptcy
estate upon a 50%-50% basis according to their respective ownership
interests.

The Trustee has an offer to purchase the Evergreen Facility in the
amount of $275,000 from the Purchaser, with $7,500 earnest money
deposit.

According to the Debtor's schedules and a preliminary review of
public records by the Trustee, these liens and encumbrances exist
against the Evergreen Facility:

     a. Robeson County ad valorem taxes for prior years (including
without limitation the calendar years 2016 and 2017) in the range
of approximately $20,000 plus interest accrued and accruing;

     b. Robeson County ad valorem taxes for the calendar year 2018,
not yet due or payable, which by the Agreement are to be prorated
and paid at closing;

     c. Deed of Trust lien in favor of Mechanics and Farmers Bank
and upon information and belief currently held by Palm Avenue
Hialeah Trust, recorded in Book 1673, Page 693, Robeson County
Registry and assigned to Palm Avenue Hialeah Trust by assignment
recorded in Book 2075, Page 882, Robeson County Registry, and from
which deed of trust the Evergreen Facility will be released at
closing by release deed from Palm Avenue Hialeah Trust in exchange
for payment of a release fee in an amount to be consented to
jointly by Palm Avenue Hialeah Trust and Everett B. Saslow Jr.,
Trustee prior to closing;

     d. Judgment docketed in Robeson County in favor of Mechanics
and Farmers Bank in case no. 16 CVS 2605 and docketed Oct. 3, 2016,
which judgment reflects the same indebtedness which is secured by
the Deed of Trust referenced in the preceding subparagraph and from
which judgment lien the Evergreen Facility will be released at
closing by release deed from Palm Avenue Hialeah Trust; and

     e. Judgment liens and other liens of record as specified.

The Debtor in his bankruptcy schedules did not list the Evergreen
Facility as a separate parcel and instead referenced anticipated
inheritance from the Estate of Zeddie B. Green.  The Trustee is
informed and believes, and therefore upon such information and
belief
states, that prior to the debtor’s filing bankruptcy, the heirs
of Zeddie B. Green received an offer to purchase the Evergreen
Facility for a price of $350,000.  The tax value of the parcels
comprising the Evergreen Facility is $960,000.  However, the
Evergreen Facility is not in good condition (including a
non-functioning central air conditioning system) such that a
substantial discount from those values is appropriate for an
"as-is" sale.

The Purchaser under Agreement anticipates building repairs for a
new roof, new flooring, replaced A/C units in buildings 1-3,
plumbing repairs, paint, and sheetrock for ceiling and walls, at a
cost of approximately $375,000.  The Trustee's real estate broker
recommends the purchase price under the Agreement as a fair price
for the Evergreen Facility.  The secured creditor Palm Avenue
Hialeah Trust supports the sale of the Evergreen Facility at this
price.  The Trustee believes that the Agreement provides for a fair
and reasonable price for the Evergreen Facility.

The Estate of Zeddie B. Green, Deceased, is being administered in
Robeson County by Grady L. Hunt as administrator in estate file 17
E 518.  The administrator has published the notice to creditors,
and there are three claims of creditors in the estate file, being
the claim of Palm Avenue Hialeah Trust as well as claims of
American Express in the amount of $1,452, more or less, and the
claim of creditor Hopper in the amount of $1,664, more or less.  In
connection with conveying clear title to the Evergreen Facility in
accordance with North Carolina General Statute Section 28A-17-12
and otherwise complying with North Carolina General Statute Chapter
28A, at the closing of the sale of the Evergreen Facility, funds in
the amount of $3,116, more or less, will be distributed from
proceeds of sale of the Evergreen Facility to Grady L. Hunt as
administrator in order for the administrator to pay the creditors'
claims of American Express and Hopper.

In Robeson County, there is a judgment docketed on July 29, 2010 in
the amount of $3,938 principal arising from the small claims action
brought by William E. McCormick vs. Zeddie Green and identified as
case number 10 CVM 1546.  The case was appealed by Zeddie Green
from small claims court to the District Court Division and was
assigned case number 10 CVD 2247.  The plaintiff William E.
McCormick gave notice of voluntary dismissal without prejudice
filed Sept. 13, 2010 in case number 10 CVD 2247.  The Trustee
contends
that the judgment docketed on July 29, 2010 in the amount of $3,938
is not a valid judgment lien because of the plaintiff's voluntary
dismissal of the action.

In Robeson County, there is a judgment docketed in favor of
Citifinancial, 3217 Fayetteville Road, Lumberton, NC 28358 against
Donald Green, 330 Lamb Road, Unit 1, Lumberton, NC 28358 in the
principal amount of $5,000.  The case number is 09 CVM 2455, and
the judgment was docketed on Oct. 15, 2009.  With interest, the
amount owing is approximately $8,426, more or less.  Donald Reid
Green states to the Trustee that he has no knowledge or memory of
transactions with CitiFinancial; and, based thereon, the Trustee
disputes the validity of the CitiFinancial judgment as docketed.

In Robeson County, there is docketed a judgment in connection with
case number 05 CRS 55737, being State of North Carolina vs. Donald
Reid Green and including a bond forfeiture, with the judgment
docketed on March 10, 2008 in the principal amount of $9,021.  The
judgment is disputed by the Trustee based upon Donald Green's
statements to the Trustee that no failure to appear occurred and
based upon the further grounds that it appears that the 10-year
statute of limitations for enforcing judgments would apply.

As set forth by the Application to Approve Employment of Real
Estate Broker filed in the case on Feb. 21, 2018, the Trustee has
entered into a standard listing agreement with Brion Oxendine of
Heritage Realty.  Pursuant to that agreement, a real estate
commission of 7% has been contemplated by the Trustee and other
parties in this transaction, payable in regular course in shares to
the Selling Agent and the Listing Agent shown upon the Agreement.

The Due Diligence Period under the Agreement expired on April 1,
2018; and the Purchaser is aware of the condition of the Evergreen
Facility and has agreed to purchase the Evergreen Facility "as is"
and has agreed to close on the sale of the Evergreen Facility by
May 30, 2018, or as soon as possible after approval by the Court.

The Trustee believes that it is in the best interests of the
estate, creditors and other parties in interest to approve the sale
of the Evergreen Facility upon the terms and conditions contained
in the Agreement as it will generate net proceeds for the estate
for the payment of allowed claims in the case.

The Trustee requests that he be authorized to pay from the proceeds
of sale at or shortly after closing, either directly or indirectly
through the real estate closing attorney for the closing, (a) both
unpaid ad valorem taxes from prior years and the applicable current
year prorated ad valorem property taxes which are a lien against
the Evergreen Facility; (b) other costs of closing of the sale of
the Evergreen Facility, including revenue stamps and other
customary closing costs;(c) a real estate commission of 7% of the
purchase price payable in shares to the Selling Agent and the
Listing Agent shown upon the Agreement; (d) the release fee to Palm
Avenue Hialeah Trust in consideration of its releasing its deed of
trust and judgment liens upon the Evergreen Facility as provided;
and (e) the payment of $3,116 more or less to Grady L. Ingle as
Administrator to pay claims of American Express and Hopper as
provided.

All remaining net proceeds of sale received for the Bankruptcy
Estate are to be held by the Trustee pending further Orders of the
Court and subject to the Order approving the sale.  The Trustee
asks further that he be authorized to execute the deed and any
other documents necessary to close the sale with respect to the
interests of both the debtor Avery Green and the co-owners in the
Evergreen Facility.

Finally, the Trustee asks the Court to modify the provisions of
Bankruptcy Rule 6004(h) to the extent necessary to authorize
immediately the closing of the sale to the Purchaser.

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

   http://bankrupt.com/misc/Avery_Green_103_Sales.pdf

The Purchaser:

          Fadhl Alhobishi
          6501 Barbour Lake Road
          Fayetteville, NC 28302

                   About Avery Bradley Green

Avery Bradley Green filed a Chapter 11 petition (Bankr. M.D.N.C.
Case No. 17-11043) on Sept. 15, 2017.  The Debtor is represented by
Phillip E. Bolton, Esq.  Everett B. Saslow, Jr., was appointed
Chapter 11 Trustee in the case on Jan. 17, 2018.


EYEPOINT PHARMACEUTICALS: Posts Third Quarter Net Loss of $7-Mil.
-----------------------------------------------------------------
EyePoint Pharmaceuticals reported operating and financial results
for its fiscal 2018 third quarter and nine months ended March 31,
2018 and provided a company update.

"The acquisition of Icon Bioscience, Inc. and its FDA approved
product, DEXYCU, significantly increases EyePoint Pharmaceuticals'
revenue potential and accelerates our planned transformation to a
sustainable growth company," said Nancy Lurker, president and chief
executive officer.  "The combination of experienced executives
leading our commercial team and the additional capital from EW
Healthcare and SWK positions EyePoint to successfully execute on
the launch of two new products in the first half of 2019, pending
favorable regulatory review of YUTIQ.  In addition, we anticipate
the annual revenue potential for DEXYCU to be $150 - $200 million
by the end of the third year on the market."

Key Recent Accomplishments

   * Acquired privately-held Icon Bioscience, Inc. and its FDA
     approved product, DEXYCU.

   * DEXYCU was approved by the FDA on Feb. 9, 2018, for the
     treatment of postoperative inflammation and is administered
     as a single intraocular injection at the end of surgery.

   * EyePoint has expanded the DEXYCU global IP portfolio with
     Notices of Allowance for two additional patents, including
     potential claims relating to a method of treating
     inflammation of an eye following cataract surgery by
     delivering extremely small (4-6µL) amounts of dexamethasone
     in acetyl triethyl citrate.  These two additional patents,
     once allowed, will extend to 2032 and 2034.

   * A New Drug Application (NDA) for YUTIQ (fluocinolone
     acetonide intravitreal implant) 0.18 mg three-year treatment
     for noninfectious posterior segment uveitis was submitted to
     the Food and Drug Administration (FDA) in January and was
     accepted for filing in March with a Nov. 5, 2018 PDUFA date.

   * EyePoint has enhanced the healthcare and capital markets
     expertise of the Board of Directors with the appointment of
     Ron Eastman, a managing director at EW Healthcare Partners
     with over 40 years of experience in building healthcare
     companies.

   * EyePoint has hired experienced executives to lead the
     Company's commercial team and to ensure successful execution
     of the launches of DEXYCU and YUTIQ

   * EyePoint presented data on YUTIQ at the Association for
     Research in Vision and Ophthalmology (ARVO) 2018 Annual
     Meeting.

   * EyePoint delisted from the Australian Securities Exchange
     effective as of May 7, 2018.

Strengthened Balance Sheet

  * The Company had cash and cash equivalents totaling $16.3
    million at March 31, 2018 and, subject to stockholder approval

    at a special meeting of shareholders scheduled for June 22,
    2018, has capital commitments of an additional $30.5 million
    from EW Healthcare, a third-party investor and SWK.  
    Therefore, the Company is currently projecting a cash balance
     of approximately $38.0 million at June 30, 2018, the end of
     its current fiscal year.

   * The Company expects these proceeds will provide the financial

     resources to commence the launch of DEXYCU and YUTIQ.

Near-Term Goals and Upcoming Milestones

   * Gain approval of the second tranche investment by EW  
     Healthcare at the June 22, 2018 special meeting of
     stockholders.

   * Implement the Company's four-pillar commercialization plan:

       - Complete the build out of the sales organization;

       - Implement the marketing plan;

       - Continue to progress market access programs; and

       - Initiate medical education initiatives.

   * Secure pass-through reimbursement for DEXYCU.

   * Receive FDA approval for YUTIQ based on the PDUFA action date

     of Nov. 5, 2018.

   * Present data at leading medical congresses, including for    
     YUTIQ at the American Society of Retina Specialists (ASRS)
     annual meeting being held in Vancouver from July 20-25.

   * Launch DEXYCU and YUTIQ (subject to FDA approval) in the
     first half of calendar 2019.

Fiscal Third Quarter and Nine-Month Results

Revenue for the third fiscal quarter ended March 31, 2018, totaled
$928,000 compared to $590,000 for the prior year quarter.  Revenues
in both periods were derived from feasibility study agreements and
royalty income.  Operating expenses for the three months ended
March 31, 2018 decreased slightly to $5.6 million from $5.8 million
a year earlier, due primarily to lower clinical trial costs and
stock-based compensation expense, partially offset by higher
regulatory and clinical consulting services in support of YUTIQ and
higher personnel and related expenses.  Net loss for the quarter
ended March 31, 2018 was $7.0 million, or $0.15 per share, compared
to a net loss of $5.1 million, or $0.15 per share, for the prior
year quarter.

Revenue for the nine months ended March 31, 2018 was $2.2 million
compared to $6.8 million for the nine months ended March 31, 2017.
The prior year period included the recognition of deferred
collaborative research and development revenue totaling $5.6
million resulting from the termination of the Pfizer collaboration
agreement.  Excluding Pfizer, revenues from feasibility study
agreements and royalty income increased to $2.2 million for the
nine months ended March 31, 2018 compared to $1.2 million in the
prior year period. Operating expenses for the first nine months of
fiscal 2018 were $18.7 million compared to $19.3 million a year
earlier.  Net loss for the nine months ended March 31, 2018 was
$18.7 million, or $0.43 per share, compared to a net loss of $12.4
million, or $0.36 per share for the corresponding fiscal 2017
year-to-date period.  There are currently 54,029,917 common shares
outstanding.

In connection with the first tranche EW Healthcare investment, and
subject to stockholder approval, the Company agreed to issue units
to EW Healthcare and a participating third-party investor, with
each unit consisting of the right to purchase (a) one share of
Common Stock and (b) one warrant to purchase a share of Common
Stock.  The purchase price of the common stock and the exercise
price of the warrant are both subject to price collars that provide
for either a premium or discount to the original price paid in the
first tranche investment by EW Healthcare.  Because of the collar,
the number of units to be issued will be subject to some
variability.  This second tranche investment will be voted upon at
a special meeting of stockholders to be held on June 22, 2018.
Accounting guidance required that the future obligation to issue
units in the second tranche transaction be recorded as a derivative
liability and to be re-measured to fair value at each balance sheet
date.  As a result of the initial re-measurement, the Company
recorded a non-cash charge to non-operating expense of $2.3 million
as change in fair value of derivative liability for the three and
nine months ended March 31, 2018.

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

                     https://is.gd/rArqhD

                 About EyePoint Pharmaceuticals

EyePoint Pharmaceuticals, formerly pSivida Corp. --
http://www.eyepointpharma.com/-- headquartered in Watertown, MA,
is a specialty biopharmaceutical company committed to developing
and commercializing innovative ophthalmic products in indications
with high unmet medical need to help improve the lives of patients
with serious eye disorders.  The Company has developed three of
only four FDA-approved sustained-release treatments for
back-of-the-eye diseases.  The Company's pre-clinical development
program is focused on using its core Durasert platform technology
to deliver drugs to treat wet age-related macular degeneration,
glaucoma, osteoarthritis and other diseases.

pSivida reported a net loss of $18.48 million on $7.54 million of
total revenues for the fiscal year ended June 30, 2017, compared
with a net loss of $21.55 million on $1.62 million of total
revenues in 2016.  As of Dec. 31, 2017, Psivida had $14.19 million
in total assets, $4.29 million in total liabilities and $9.90
million in total stockholders' equity.

In its report on the consolidated financial statements for the year
ended June 30, 2017, Deloitte & Touche LLP stated that the
Company's anticipated recurring use of cash to fund operations in
combination with no probable source of additional capital raises
substantial doubt about its ability to continue as a going concern.


FAITH CHRISTIAN: Has $2.5M Offer for Panama City Beach Property
---------------------------------------------------------------
Faith Christian Family Church of Panama City Beach, Inc. filed with
the U.S. Bankruptcy Court for the Northern District of Florida of
its intended sale of the real property located at 3703 Preserve Bay
Boulevard, Panama City Beach, Bay County, Florida, together with
all the assets located thereon, for $2.5 million.

Objections, if any, must be filed within 21 days from the date of
Notice.

The mortgage holder, W.C. & Maryanne Grimsley, filed claim #3 on
April 12, 2018, in the amount of $1,850,572.

The Debtor has a contract on the Property for the sum of $2.5
million.  The Debtor in possession intends to (i) sell the
Property, (ii) satisfy the mortgages with W.C. & Maryanne Grimsley
and pay all creditors in the case in full upon closing on both
properties owned by the Debtor, (iii) pay all closing costs and
realtor fees, and (iv) close by April 27, 2018 or as soon
thereafter as practicable and upon order of the Court.

                 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.


FAITH CHRISTIAN: Proposes a Sale of Panama City Beach Property
--------------------------------------------------------------
Faith Christian Family Church of Panama City Beach, Inc., asks the
U.S. Bankruptcy Court for the Northern District of Florida to
authorize the sale of the real property located at 3703 Preserve
Bay Boulevard, Panama City Beach, Florida, together with all the
assets located on the property, for $2.5 million.

The mortgage holder, W.C. & Maryanne Grimsley, filed claim #3 on
April 12, 2018, in the amount of $1,850,572.

The Debtor desires to proceed to sell the Property for $2.5
million, in the manner and form noticed by the Debtor to all
parties in interest.  Subject to Court approval, the Debtor at the
request of the Purchaser's lender desires to close by April 27,
2018, or as soon thereafter as is practicable.

The Debtor asks the Court to enter an Order allowing it to (i) sell
the Property; (ii) satisfy the mortgage with W.C. & Maryanne
Grimsley; (iii) pay all closing costs and realtor commissions; and
(iv) pay all creditors in full upon completion of the closings on
all real property owned by the Debtor.

                 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.


FAITH CHRISTIAN: Selling Panama City Beach Property for $1 Million
------------------------------------------------------------------
Faith Christian Family Church of Panama City Beach, Inc., asks the
U.S. Bankruptcy Court for the Northern District of Florida to
authorize the sale of the real property located at 9721 Thomas
Drive, Panama City Beach, Florida for $1 million; and a residence
located at 3703 Preserve Bay Boulevard, Panama City Beach, Florida
for $2.5 million.

Objections, if any, must be filed within 21 days from the date the
Motion was served.

The mortgage holder, W.C. & Maryanne Grimsley, filed claim #3 on
April 12, 2018, in the amount of $1,850,572.  The mortgage of W.C.
& Maryanne Grimsley and all creditors will be satisfied upon the
completion of the closings on all the real property owned by the
debtor.

The Debtor desires to proceed to sell the following described real
property for $1 million, in the manner and form noticed by the
Debtor to all parties in interest.

Subject to Court approval, the Debtor at the request of the
Purchaser's lender desires to close by April 27, 2018 or as soon
thereafter as is practicable.

The Debtor asks the Court to enter an Order allowing it to (i) sell
the real property located at 9721 Thomas Drive, Panama City Beach,
Florida; (ii) satisfy the mortgage with W.C. & Maryanne Grimsley;
(iii) pay all closing costs and realtor commissions; and (iv) pay
all creditors in full upon completion of the closings on all real
property owned by the Debtor.

                 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.


FICO: Moody's Assigns Ba2 Corp. Family Rating, Outlook Stable
-------------------------------------------------------------
Moody's Investors Service, Inc. assigned credit ratings to Fair
Isaac Corporation ("FICO"), including a Ba2 Corporate Family Rating
("CFR"), a Ba2-PD Probability of Default Rating ("PDR"), and a Ba2
rating on a proposed $400 million senior unsecured note issuance.
Moody's also assigned a Speculative Grade Liquidity rating of
SGL-1, reflecting FICO's very good liquidity profile. The ratings
outlook is stable.

Prior to the note issuance, FICO will use $131 million of drawings
under an existing $600 million senior unsecured revolving credit
facility (which at that point will be nearly fully drawn) to repay
$131 million of senior notes at their May 7th maturity date. FICO
will then use the $395 million of expected net proceeds of the new
note issuance to repay a similar amount of revolver borrowings and
satisfy transaction fees. It will also amend the existing revolver
(which will remain unrated) by reducing the commitment amount to
$400 million and extending its expiration date by five years, to
year-end 2024.

Moody's assigned the following ratings to Fair Isaac Corporation:

Corporate Family Rating, assigned Ba2

Probability of Default Rating, assigned Ba2-PD

Speculative Grade Liquidity rating, assigned SGL-1

Senior unsecured notes maturing 2026, assigned Ba2 (LGD4)

Outlook, assigned Stable

RATINGS RATIONALE

The Ba2 CFR reflects FICO's modest, $1.0 billion operating scale
and narrow product focus; its position as the preeminent and
longstanding provider of consumer credit scoring software and
services to the vast majority of the country's big banks and credit
card companies, with a less competitive
decision-management-analytics business; as well as its moderate,
roughly 3.1 times Moody's adjusted debt-to-EBITDA leverage, which
Moody's expects will ease slowly over the next few years. Moody's
calculation includes an $87 million capitalized-lease adjustment
added to opening funded debt of $672 million, and is reduced by $61
million of stock-based compensation in fiscal 2017. Those largely
non-cash stock comp costs support FICO's outsize free cash flow,
which as a percentage of debt Moody's expects will range from 25 to
30% over the next twelve to eighteen months, strong for the CFR.

The rating also takes into account high customer concentration with
payment processors and, especially, the three major credit bureaus,
who are engaged in a mutually dependent relationship whereby FICO's
credit scores are integral to the bureaus' reporting services,
while the bureaus allow for the sale and distribution of the scores
themselves. The bureaus' dependency on FICO is so pronounced that
they jointly developed a competing credit-scoring model that, after
a dozen years in the market, has gained little traction. The
industry standard, FICO scores are used in more than 90% of U.S.
consumer lending credit decisions, helping corporate customers make
more efficient and economic credit decisions, as well as helping
consumers themselves who increasingly, through myfico.com, are
becoming direct customers of FICO. Corporate customers include
nearly all of the largest U.S. banks, and effectively all of the
largest U.S. credit card issuers, while FICO scores have been
recommended for evaluating Fannie Mae- and Freddie Mac-backed
mortgage loans for more than twenty years.

Moody's views FICO's liquidity as very good, as reflected in the
SGL-1 rating, and as demonstrated by steady, high cash balances
averaging over $100 million for the past several quarters, Moody's
expectations for annual free cash flows averaging over $200 million
in fiscal 2019 and beyond, and a large, $400 million revolving
credit facility. Although FICO's liquidity is strong, Moody's notes
that the company has historically used its free cash flow,
supplemented by significant revolver borrowings, for heavy
repurchases of its common stock, and it will likely continue to do
so in the future. Moody's also expects FICO, over the next twelve
months, to be well within compliance of the 3.25 times maximum
total leverage and 3.00 times minimum interest coverage covenants,
which are in place for the benefit of the revolver lenders only.

The stable rating outlook reflects Moody's expectation that FICO
will continue to generate mid-single-digit percentage organic
revenue growth, enabling it to approach $1.0 billion of revenues in
the current fiscal year. Moody's expects the company will maintain
steady, attractive Moody's-adjusted EBITDA margins in the mid-20%s,
generate strong free cash flow, but use most of its excess cash for
stock repurchases.

The ratings could be upgraded if revenues and profits grow and
diversify, while free cash flows continue to be strong. The ratings
could be downgraded if revenue growth trends reverse, reflective,
perhaps, of the loss of a significant customer, the success of a
competing credit-scoring service, or a regulatory-driven change
that discourages the use of FICO scores. The ratings could also be
pressured if FICO shifts to a more aggressive financial policy such
that Moody's expects the company's debt-to-EBITDA leverage will
rise above 4.0 times.

With Moody's expected fiscal 2018 (ending September 2018) revenues
approaching $1.00 billion, FICO (NYSE "FICO") provides analytic,
software, and decision management products and services that enable
businesses, primarily through its FICO® Score credit scoring
model, to segregate, price, and manage risk.


FLOYD E. SQUIRES: Court Directs Appointment of Examiner
-------------------------------------------------------
The Hon. William J. Lafferty, III, of the U.S. Bankruptcy Court for
the Northern District of California, directs the appointment of an
examiner to conduct an investigation regarding Floyd E. Squires,
III and Betty J. Squires to the full extent permitted under Section
1104(c) of the Bankruptcy Code.

The City of Eureka and the Debtors have represented to the Court
that they have reached an agreement regarding the resolution of the
Motion to Appoint Chapter 11 Trustee filed by the City of Eureka,
which agreement includes these terms:

     (1) An examiner will be appointed to exercise certain powers,
including, without limitation, determination of: (a) the value of
the Debtors' assets; (b) the process by which the Debtors' real
property assets can be stabilized to maintain value and reduce or
eliminate public health and safety concerns pending sale or other
dispositions; and (c) the process by which the Debtors' assets can
be marketed and sold or otherwise used or disposed in order to
maximize value for distribution to creditors and the Debtor,
pending the approval of a Chapter 11 Plan under which the Debtors'
real property holdings will be liquidated with the residual value,
after payment of all creditor claims, to be paid to the Debtors;

     (2) The Chapter 11 Plan filed by the City on March 9, 2018,
will provide the basis for the parties' discussion over terms of a
consensual liquidating plan in this case; and

     (3) The City and the Debtors have come to a settlement and the
parties will seek approval of that settlement by the Court.

Floyd E. Squires, III, and Betty J. Squires filed for chapter 11
protection (Bankr. N.D. Cal. Case No. 16-10828) on Nov. 8, 2017,
and are represented by David N. Chandler, Esq. of the Law Offices
of David N. Chandler.


FOOD FOR HEALTH: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Food For Health International, LLC
        3250 West Professional Circle
        Salt Lake City, UT 84104

Business Description: Food For Health International, LLC --
                      http://foodforhealthinternational.com--
                      is a manufacturing, sales and distribution
                      company specializing in whole-food nutrition
                      and emergency preparedness.  The company's
                      brands include Activz LLC, Food Supply
                      Depot, FireRocks and Lion Energy.  Using
                      proprietary processes, Food for Health
                      offers pure, nutrient-rich and living
                      ingredients that can be used on their own or
                      privately-labeled for accelerated speed-to-
                      market, reduced cost of goods and business
                      confidentiality.  From product concept to
                      distribution, the Company offers full
                      turnkey manufacturing solutions and a myriad
                      of co-packing options in between.  The
                      company is headquartered in Salt Lake City,
                      Utah.

Chapter 11 Petition Date: May 11, 2018

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

Case No.: 18-23404

Judge: Hon. Kimball R. Mosier

Debtor's Counsel: Gregory J. Adams, Esq.
                  MCKAY, BURTON & THURMAN. P.C.
                  15 West South Temple, Suite 1000
                  Salt Lake City, UT 84101
                  Tel: (801) 521-4135
                  Fax: (801) 521-4252
                  E-mail: gadams@mbt-law.com

                   - and -

                  Mark C. Rose, Esq.
                  MCKAY, BURTON & THURMAN, P.C.
                  15 West South Temple, Suite 1000
                  Salt Lake City, UT 84101
                  Tel: (801) 521-4135
                  Fax: (801) 521-4252
                  E-mail: mrose@mbt-law.com

                    - and -

                  Jeremy C. Sink, Esq.
                  MCKAY, BURTON & THURMAN, P.C.
                  15 W. South Temple, Suite 1000
                  Salt Lake City, UT 84101
                  Tel: (801)521-4135
                  Fax: (801) 521-4252
                  E-mail: jsink@mbt-law.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by John Rallo, FFHI, LLC/CEO and sole
manager.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

             http://bankrupt.com/misc/utb18-23404.pdf

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

       http://bankrupt.com/misc/utb18-23404_creditors.pdf


FRASER'S BOILER: Taps Gilbert LLP as Special Counsel
----------------------------------------------------
Fraser's Boiler Service, Inc., seeks approval from the U.S.
Bankruptcy Court for the Western District of Washington to hire
Gilbert LLP as its special counsel.

The firm will advise the Debtor regarding its insurance policies
and the utilization of these assets in its Chapter 11 case.

The Debtor is insured under Comprehensive General Liability
insurance policies that provide or may provide coverage for its
liability in connection with asbestos-related claims.
Specifically, it is insured under primary and excess CGL insurance
policies issued from 1964 through 2000.

The compensation that the Debtor proposes for Gilbert would be 25%
of any insurance settlement proceeds generated by settlements
approved during the pendency of its bankruptcy case, plus
reimbursement of typical expenses.

Gilbert does not represent any interests adverse to the Debtor,
according to court filings.

The firm can be reached through:

     Craig J. Litherland
     Gilbert LLP
     1100 New York Avenue, NW Suite 700
     Washington, DC 20005
     Phone: 202-772-2264
     E-mail: litherlandc@gotofirm.com

                 About Fraser's Boiler Service

Fraser's Boiler Service, Inc., is a boiler, tank, and shipping
container manufacturer in Olympia, Washington.  Fraser's Boiler
Service sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Wash. Case No. 18-41245) on April 9, 2018.

In the petition signed by David J. Gordon, president, the Debtor
estimated assets of $10 million to $50 million and liabilities of
$50 million to $100 million.  Judge Brian D. Lynch presides over
the case.  The Debtor tapped Eisenhower Carlson PLLC as its legal
counsel.


GABRIELLE LAVERNE BROWN: Sonoma Serenity's RCFE License Suspended
-----------------------------------------------------------------
Joseph Rodrigues, the patient care ombudsman appointed for
Gabrielle Laverne Brown, dba Sonoma Serenity Home, filed a seventh
report with the U.S. Bankruptcy Court for the Northern District of
California.

The California Department of Social Services, Community Care
Licensing (CCL), licensed Sonoma Serenity Home as a Residential
Care Facility for the Elderly (RCFE).

Based upon the events reported in the Patient Care Ombudsman's
second report to the Bankruptcy Court dated July 7, 2017, CCL
obtained a Temporary Suspension Order (TSO) on July 7, which
necessitated that all residents leave the facility and relocate to
other facilities.  This TSO also removed the ability of the
facility to legally have any new residents in the home receiving
care.  Since that date, no residents have been in care at the
facility. The facility no longer appears on CCL's website listing
of licensed RCFEs.  As no residents are in care, the Patient Care
Ombudsman has no recommendations for the court at this time.

A full-text copy of the Seventh PCO Report is available at:

             http://bankrupt.com/misc/canb17-10255-98.pdf

                  About Gabrielle Laverne Brown

Gabrielle Laverne Brown owns the Sonoma Serenity Home, located at
17575 Carriger Road, Sonoma, California.  Gabrielle Laverne Brown
filed a pro se Chapter 11 petition (Bankr. N.D. Cal. Case No.
17-10255) on April 6, 2017.  Pursuant to an order by the Court on
April 7, 2017, Tracy Hope Davis, the United States Trustee,
appointed Joseph Rodrigues as the Patient Care Ombudsman in the
case.


GARCES RESTAURANT: May 16 Meeting Set to Form Creditors' Panel
--------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on May 16, 2018, at 11:00 a.m. in the
bankruptcy case of Garces Restaurant Group, Inc. dba Garces Group,
et al.

The meeting will be held at:

         United States Trustee’s Hearing Room
         Bridge View
         800-840 Cooper Street, Suite 102
         Camden, NJ 08102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

Garces Restaurant Group, Inc. dba Garces Group is a
Philadelphia-based hospitality group operating more than a dozen
restaurants from Philadelphia to New York City, including Amada,
Distrito, Tinto, Village Whiskey, Garces Trading Company, JG
Domestic, Volver, The Olde Bar, Buena Onda, Ortzi, a Spanish
Basque-inspired restaurant, at the new LUMA Hotel Times Square and
three restaurants, Okatshe, Olon and Bar Olon at Tropicana Atlantic
City.

Garces Restaurant Group, Inc. dba Garces Group sought Chapter 11
bankruptcy protection (Bankr. D. NJ Case No. 18-19054) on May 2,
2018, listing under $100,000 to $500,000 in assets and under $1
million to $10 million in liabilities.

The petition was signed by John Fioretti, interim CEO.


GLYECO INC: Closes $1 Million Fourth Tranche Financing
------------------------------------------------------
GlyEco, Inc. previously reported in a Current Report on Form 8-K
filed with the Securities and Exchange Commission on April 12,
2018, and a Current Report on Form 8-K filed with the SEC on May 3,
2018, the closing of three tranches of funding related to a private
placement of up to $2,500,000 in principal amount of 10% Unsecured
Promissory Notes and common stock purchase warrants to purchase up
to 12,500,000 shares of the Company's common stock, par value
$0.0001 per share, pursuant to a Subscription Agreement by and
among the Company and each prospective investor.  

On May 4, 2018, the Company closed another tranche with the two
institutional investors from the first tranche, Wynnefield Partners
Small Cap Value, L.P. and Wynnefield Partners Small Cap Value, L.P.
I, with respect to Notes with an aggregate principal amount of
$1,000,000 and Warrants to purchase an aggregate of 5,000,000
shares of Common Stock.  Wynnefield Partners Small Cap Value, L.P.
and Wynnefield Partners Small Cap Value, L.P. I are under the
management of Wynnefield Capital, Inc, an affiliate of the Company.
The Company's Chairman of the Board, Dwight Mamanteo, is a
portfolio manager of Wynnefield Capital.


The sale and the issuance of the Notes and Warrants were offered
and sold in reliance upon exemptions from registration pursuant to
Section 4(a)(2) of the Securities Act, as amended and Rule 506 of
Regulation D promulgated under the Securities Act.

                        About GlyEco, Inc.

GlyEco, Inc. -- http://www.glyeco.com/-- is a developer,
manufacturer and distributor of performance fluids for the
automotive, commercial and industrial markets.  The Company
specializes in coolants, additives and complementary fluids.  The
Company's network of facilities, develop, manufacture and
distribute products including a wide spectrum of ready to use
antifreezes and additive packages for the antifreeze/coolant, gas
patch coolants and heat transfer fluid industries, throughout North
America.  The Company is headquartered in Rock Hill, South
Carolina.

Glyeco incurred a net loss of $5.18 million for the year ended Dec.
31, 2017, compared to a net loss of $2.26 million for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, Glyeco had $13.01
million in total assets, $9.14 million in total liabilities, and
$3.86 million in total stockholders' equity.

KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2017, citing that the
Company has experienced recurring losses from operations, has
negative operating cash flows during the year ended Dec. 31, 2017,
has an accumulated deficit of $41,996,598 as of Dec. 31, 2017 and
is dependent on its ability to raise capital.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.


GNC HOLDINGS: Adjourns Special Meeting of Stockholders to May 17
----------------------------------------------------------------
GNC Holdings, Inc.'s special meeting of stockholders, scheduled for
and convened on April 25, 2018 and to be reconvened on May 9, 2018,
will be further adjourned until 10:00 a.m., Eastern Time, on May
17, 2018 at the Omni William Penn, 530 William Penn Place,
Sternwheeler Room, Pittsburgh, Pennsylvania 15219 to allow
additional time to solicit proxies and obtain a quorum for the
meeting.

The Company noted that while a substantial majority (over 93%) of
the proxies received as of May 8, 2018 authorized a vote in favor
of the issuance of convertible preferred shares to Harbin
Pharmaceutical Group Holdings Co., Ltd. ("Hayao") in connection
with Hayao's strategic investment in the Company, holders of
approximately 45% of the outstanding shares of the Company's common
stock had submitted proxies to vote at the Special Meeting.
Approval of the Share Issuance Proposal requires the affirmative
vote of a majority of the shares present (in person or by proxy)
and entitled to vote at the Special Meeting.  However, although the
number of outstanding shares of the Company's common stock that
have submitted proxies to vote at the Special Meeting has increased
significantly from the 36% that had been submitted as of April 25,
2018, which was the original date for the Special Meeting, the
necessary quorum of a majority of the outstanding shares of the
Company's common stock still has not been established for the
Special Meeting.  In addition to noting the initial indication of
shareholder support, GNC also noted that leading proxy advisory
firms, Institutional Shareholder Services Inc. and Glass, Lewis &
Co., recommend shareholders vote "FOR" the Share Issuance
Proposal.

During the adjournment period, the Company will continue to solicit
proxies from its stockholders with respect to the Share Issuance
Proposal.  Only stockholders of record on the record date of March
23, 2018, are entitled to and are being requested to vote.  If a
stockholder has previously submitted its proxy card and does not
wish to change its vote, no further action is required by such
stockholder.

The Share Issuance Proposal is described in further detail in the
proxy statement filed with the Securities and Exchange Commission
on March 26, 2018 and mailed to stockholders on or about March 26,
2018.  No changes have been made in the proposal to be voted on by
stockholders at the Special Meeting.  The Company's proxy statement
and any other materials filed by the Company with the SEC remain
unchanged and can be obtained free of charge at the SEC's website
at www.sec.gov.

GNC encourages all stockholders that have not yet voted to vote
their shares by 11:59 p.m., Eastern Time, on Wednesday, May 16,
2018.  If you have not voted, or have misplaced your proxy
materials or are uncertain if you have voted all the shares you are
entitled to vote please see "How You Can Vote," below.  Every
single vote counts.

How You Can Vote

If you have any questions about how to vote, please contact
MacKenzie Partners, Inc. at (800) 322-2885 or via email at
proxy@mackenziepartners.com.

Stockholders of Record

The deadline for voting online is 11:59 pm EST on Wednesday,
May 16, 2018.  The Company encourages record holders to vote in one
of the following ways:

   1. Internet. Go to www.proxyvote.com to use the Internet to
      transmit your voting instructions.  Have your proxy card in
      hand when you access the website.  The new deadline for
      voting online is 11:59 pm EST on Wednesday, May 16, 2018.

   2. Phone. Call 1-800-690-6903 using any touch-tone telephone to
      transmit your voting instructions.  Have your proxy card in
      hand when you call.

Voting by any of these methods will not affect your right to attend
the Special Meeting and vote in person.  However, for those who
will not be voting in person at the Special Meeting, your final
voting instructions must be received by no later than 11:59 p.m.,
Eastern Time, on May 16, 2018.

All stockholders of record as of the Record Date may attend the
Special Meeting and vote in person.  Stockholders will need to
present proof of ownership of the Company's Common Stock as of the
Record Date, such as a bank or brokerage account statement, and a
form of personal identification to be admitted to the Special
Meeting.  No cameras, recording equipment, electronic devices,
large bags, briefcases or packages will be permitted in the Special
Meeting.

Beneficial Owners

Most of the Company's stockholders hold their shares through a
broker, bank or other nominee, rather than directly in their own
name.  If you hold your shares in one of these ways, you are
considered the beneficial owner of shares held in street name, and
the proxy materials were forwarded to you by your broker, bank or
nominee, who is considered, with respect to those shares, the
stockholder of record.  As the beneficial owner, you have the right
to direct your broker, bank or nominee on how to vote.  Your
broker, bank or nominee enclosed a voting instruction form for you
to use in directing the broker, bank or nominee on how to vote your
shares.  If you hold your shares through an NYSE member brokerage
firm, that member brokerage firm does not have the discretion to
vote shares it holds on your behalf without instructions from you
with respect to the Share Issuance Proposal.

The Board of Directors of the Company recommends that the Company's
stockholders vote "FOR" the Share Issuance Proposal.

                       About GNC Holdings

GNC Holdings, Inc., headquartered in Pittsburgh, PA, is a global
specialty health, wellness and performance retailer.  GNC connects
customers to their best selves by offering a premium assortment of
heath, wellness and performance products, including protein,
performance supplements, weight management supplements, vitamins,
herbs and greens, wellness supplements, health and beauty, food and
drink and other general merchandise.  This assortment features
proprietary GNC and nationally recognized third-party brands.
GNC's diversified, multi-channel business model 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 March
31, 2018, GNC had approximately 8,900 locations, of which
approximately 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.

GNC Holdings incurred a net loss of $148.85 million in 2017 and a
net loss of $286.25 million in 2016.  As of March 31, 2018, GNC
Holdings had $1.52 billion in total assets, $1.70 billion in total
liabilities and a total stockholders' deficit of $179.24 million.

                           *    *    *

In February 2018, S&P Global Ratings raised its corporate credit
rating on the Pittsburgh, Pa.-based vitamin and supplement retailer
GNC Holdings Inc. to 'CCC+' from 'SD'.  S&P also placed all ratings
on CreditWatch with negative implications.  "The upgrade reflects
our view that GNC's maturity profile will improve upon completion
of the proposed refinancing transactions," S&P said, as reported by
the TCR on Feb. 16, 2018.

The TCR reported on Feb. 16, 2018 that Fitch Ratings placed the
ratings of GNC Holdings on Rating Watch Evolving following its
credit facility refinancing proposals announced on Feb. 13, 2018.
The Watch affects GNC's 'CCC' Long-Term Issuer Default Rating (IDR)
and the 'B-'/'RR2' rating on GNC's senior secured credit facility,
the TCR reported on Feb. 16, 2018.


GREATER LEWISTOWN: Trustee Taps John P. Neblett as Legal Counsel
----------------------------------------------------------------
John Neblett, the Chapter 11 trustee for Greater Lewistown Shopping
Plaza LP, seeks approval from the U.S. Bankruptcy Court for the
Middle District of Pennsylvania to hire his own firm as his legal
counsel.

The trustee proposes to employ the Law Office of John P. Neblett to
advise him regarding his duties under the Bankruptcy Code and
provide other legal services related to the Debtor's Chapter 11
case.

The firm will charge $300 per hour for the services of its
attorneys.  The hourly rate for legal assistants is $100 per hour.

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

The firm can be reached through:

     John P. Neblett P.A.
     Law Office of John P. Neblett
     P.O. Box 491
     Reedsville, PA 17084
     Phone: 717.667.7185
     Fax: 717.620.3469
     Email: jpn@neblettlaw.com

              About Greater Lewistown Shopping Plaza

Greater Lewistown Shopping Plaza LP sought protection under Chapter
11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00693) on
Feb. 23, 2017.  The petition was signed by Nicholas J Moraitis,
president, NJM Lewistown Properties, Inc., sole general partner of
Greater Lewistown Shopping Plaza, L.P.  At the time of the filing,
the Debtor estimated assets and liabilities of $10 million to $50
million each.  

The case is assigned to Judge Robert N Opel II.  The Debtor is
represented by Gary J. Imblum, Esq., at Imblum Law Offices, P.C.

John P. Neblett, Esq., was appointed Chapter 11 trustee in the
Debtor's case.


GUADALUPE SOLANO: Ch.7 Trustee Sues Government Land Liquidators
---------------------------------------------------------------
Richard A. Marshack, the chapter 7 trustee for Guadalupe Solano,
fdba Las Lupita's Bakery and Meat Market, has filed a complaint
against Government Land Liquidators, Inc.  The case is captioned,
RICHARD A. MARSHACK, as chapter 7 trustee, Plaintiff, v. GOVERNMENT
LAND LIQUIDATORS, INC., a California Corporation, Defendant, Adv.
No. 8:18-ap-01036-CB (C.D. Cal.).

The Defendant has until May 25 to file with the court a written
pleading in response to the Complaint.   If the Defendant does not
timely file and serve the response, the court may enter a judgment
by default against you for the relief demanded in the Complaint.

A status conference in the adversary proceeding commenced by the
Complaint has been set for:

Date: July 10, 2018
Time: 1:30 p.m.
Hearing Judge: Catherine E. Bauer
Location: 411 West Fourth Street, Courtroom 5D,
Santa Ana, CA 92701

Guadalupe Solano fdba Las Lupita's Bakery and Meat Market, is a
debtor in a Chapter 7 bankruptcy proceeding (Bankr. C.D. Cal. Case
No. 17-11139).  Richard A. Marshack serves as Chapter 7 Trustee.
He is represented by:

     Robert P. Goe, Esq.
     GOE & FORSYTHE, LLP
     18101 Von Karman Avenue, Suite 1200
     Irvine, CA 92612
     Telephone: (949) 798-2460
     Facsimile: (949) 955-9437
     E-mail: rgoe@goeforlaw.com


HELIOS AND MATHESON: Has $15.5 Million in Cash as of April 30
-------------------------------------------------------------
Helios and Matheson Analytics Inc. provided the following financial
update via a Form 8-K filed with the Securities and Exchange
Commission on May 8, 2018.

"As of April 30, 2018, we had approximately $15.5 million in
available cash and approximately $27.9 million on deposit with our
merchant processors for a total of approximately $43.4 million. The
funds held by our merchant processors represent a portion of the
payments received for annual and other extended term MoviePass
subscription plans, which we classify as accounts receivable on our
balance sheet and which we expect to be disbursed to us during the
course of 2018.  We believe that our average cash deficit has been
approximately $21.7 million per month from September 30, 2017 to
April 30, 2018.  By the end of April 2018, we implemented certain
measures to promote the fair use of our MoviePass subscription
product, which we believe should reduce our monthly cash deficit
significantly.  These measures include a technological enhancement
which prevents MoviePass subscribers from sharing their accounts
with non-subscribers and allowing subscribers to see a movie title
only once per subscriber using the MoviePass subscription.  We
believe these measures enabled us to reduce our cash deficit during
the first week of May 2018 by more than 35%.  In addition, by
returning to our $9.95 per month unlimited MoviePass subscription,
enabling subscribers to see up to one new movie title per day, we
believe our subscriber acquisitions and subscription revenues will
continue to increase for the foreseeable future.  However, we will
need proceeds from sales of our common stock pursuant to our Equity
Distribution Agreement with Canaccord Genuity, or other sources of
capital, starting in May 2018.  Further, if we use all or a portion
of the anticipated net proceeds from sales of our common stock
pursuant to our Equity Distribution Agreement with Canaccord
Genuity for acquisitions of other companies or financial interests
in additional movies (through our subsidiary, MoviePass Ventures),
we will need additional capital to offset our monthly cash deficit.
In 2018, we expect our cash deficit from month to month will vary
significantly based on the amount of movie tickets MoviePass is
required to purchase for its subscribers during the month, the
amount we spend on acquiring financial interests in additional
movies through MoviePass Ventures, the amount we may spend on any
other types of acquisitions, and our ability to develop the
MoviePass business model in the near term generally, including
developing and growing sources of revenue other than subscription
revenue.  Because the length of time and costs associated with the
development of the MoviePass and MoviePass Ventures business model
is highly uncertain, we are unable to estimate the actual funds we
will require.  If we are unable to obtain sufficient amounts of
additional capital, whether through our Equity Distribution
Agreement or otherwise, we may be required to reduce the scope of
our planned growth or otherwise alter our business model,
objectives and operations, which could harm our business, financial
condition and operating results."

"All statements in this report that are not historical facts should
be considered "Forward Looking Statements" within the meaning of
the "Safe Harbor" provisions of the Private Securities Litigation
Reform Act of 1995.  Such statements involve known and unknown
risks, uncertainties and other factors that may cause our actual
results, performance or achievements to be materially different
from any future results, performance or achievements expressed or
implied by the forward-looking statements.  Some of the
forward-looking statements can be identified by the use of words
such as "believe," "expect," "may," "will," "should," "seek,"
"approximately," "intend," "plan," "estimate," "project,"
"continue" or "anticipates" or similar expressions or words, or the
negatives of those expressions or words. Except as otherwise
required by applicable securities laws, we undertake no obligation
to publicly update or revise any forward-looking statements,
whether as a result of new information, future events, changed
circumstances, or any other reason, after the date of this
report."

                   About Helios and Matheson

Helios and Matheson Analytics Inc. -- http://www.hmny.com/-- is a
provider of information technology services and solutions, offering
a range of technology platforms focusing on big data, artificial
intelligence, business intelligence, social listening, and
consumer-centric technology.  HMNY currently owns approximately 81%
of MoviePass Inc., the nation's premier movie-theater subscription
service.  HMNY's holdings include RedZone Map, a safety and
navigation app for iOS and Android users, and a community-based
ecosystem that features a socially empowered safety map app that
enhances mobile GPS navigation using advanced proprietary
technology.  HMNY is headquartered in New York, NY and Miami and
listed on the Nasdaq Capital Market under the symbol HMNY.  

Helios and Matheson reported a net loss of $150.8 million for the
year ended Dec. 31, 2017, compared to a net loss of $7.38 million
for the year ended Dec. 31, 2016.  As of Dec. 31, 2017, Helios and
Matheson had $164.0 million in total assets, $164.6 million in
total liabilities and a total stockholders' deficit of $592,600.

The report from the Company's independent accounting firm Rosenberg
Rich Baker Berman, P.A., in Somerset, New Jersey, on the
consolidated financial statements for the year ended Dec. 31, 2017,
includes an explanatory paragraph stating that the Company has
suffered recurring losses from operations and negative cash flows
from operating activities.  This raises substantial doubt about the
Company's ability to continue as a going concern.


HENDERSON MECHANICAL: Taps Tang & Associates as Legal Counsel
-------------------------------------------------------------
Henderson Mechanical Systems, Inc., seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Tang & Associates as its legal counsel.

The firm will advise the Debtor regarding its duties under the
Bankruptcy Code; assist in the administration of the estate's
assets and liabilities; give advice concerning claims of creditors;
prepare a plan of reorganization; and provide other legal services
related to its Chapter 11 case.

Kevin Tang, Esq., and Clarissa Cu, Esq., the attorneys who will be
handling the case, will charge $350 per hour and $250 per hour,
respectively.

Prior to the petition date, Tang & Associates received a retainer
in the sum of $9,217.

Mr. Tang disclosed in a court filing that he neither holds nor
represents any interests adverse to the Debtor's estate, creditors
and equity security holders.

The firm can be reached through:

     Kevin Tang, Esq.
     Tang & Associates
     601 S. Figueroa St., Suite 4050
     Los Angeles, CA 90071
     Phone: 213-300-4525
     Fax: 213-403-5545
     Email: tangkevin911@gmail.com

              About Henderson Mechanical Systems

Henderson Mechanical Systems, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-13960) on
April 9, 2018.  In the petition signed by James Lee, president, the
Debtor estimated assets of less than $50,000 and liabilities of
less than $1 million.  Judge Robert N. Kwan presides over the case.


HORIZON SHIPBUILDING: Shark Tech Buying Assets for $1M
------------------------------------------------------
Horizon Shipbuilding, Inc. asks the U.S. Bankruptcy Court for the
Southern District of Alabama to authorize the sale of assets of the
Debtor and non-debtor, Ship and Shore Construction, LLC, to Shark
Tech, LLC or to any affiliate thereof for (i) a cash payments
payable to Horizon or its designee in the aggregate amount of
$525,000; (ii) the Purchaser Note in the aggregate principal amount
of $500,000 payable to Horizon; and (iii) assumption of the
Sellers' obligations.

As recently as the one year preceding the Petition Date, the Debtor
constructed, maintained and/or delivered vessels to, among others,
the United States Coast Guard, the United States Army Corps of
Engineer, Florida Marine Transporters, and several private entities
located throughout the Gulf Coast region.  Additionally, it
participated in the New York City Ferry project whereby the Debtor
was tasked with building 13 ferry boats to be utilized in the New
York City area.  By 2016, the Debtor employed approximately 350
people and had annual revenue of between $40 million and $50
million.

However, cash flow, scheduling challenges, and increased labor
hours, in addition to losses incurred during the construction of
the New York Ferry Project ferries and a series of tugboats
designed for a towing and transportation company, exacerbated
financial difficulties culminating in the Debtor's chapter 11
filing shortly after delivering its 10th ferry boat.  The Debtor
filed the instant chapter 11 case in an effort to continue
operations through a major restructuring of the pricing and payment
terms of shipbuilding agreements.

Despite its initial achievements, including the assumption of
executory contracts with Sunset Key Transportation Corp. and
American Offshore, LLC for the delivery of certain vessels thereto,
the Debtor has been unable to begin the process of designing a
confirmable chapter 11 plan of reorganization, due in large part to
its inability to procure sufficient profitable new business and
inability to successfully negotiate necessary changes to the Vessel
Construction Agreement with McAllister Towing and Transportation
Co.

Facing these challenges, the Debtor has explored strategic
alternatives with respect to its business and operations.  To
facilitate this process, the Debtor began negotiations with the
Purchaser, an affiliate of Metal Shark Boats, the Debtor's largest
competitor, for the sale and purchase of the Purchased Assets.

The Debtor proposes to sell certain of its assets to the Purchaser
pursuant to the terms of the Asset Purchase Agreement between the
Debtor and non-debtor, Ship and Shore Construction, LLC, as
Sellers, and the Purchaser.  The Purchaser is an affiliate of
Gravois Aluminum Boats, LLC, doing business as Metal Shark Boats.
Travis Short, the sole stockholder and CEO of the Debtor and sole
member of Ship and Shore Construction, LLC will be employed by
Shark Tech, LLC in the event the sale proposed in the Motion is
consummated.  Mr. Short's compensation will be commensurate with
his responsibilities, and may include bonus and other components.


The salient terms of the Agreement are:

     A. Purchased Assets:

          a. Purchased Assets of Horizon: Upon the terms and
subject to the conditions set forth in the Agreement, on the
Closing Date, Horizon will sell, transfer, assign, convey and
deliver, or cause to be sold, transferred, assigned, conveyed and
delivered, to the Purchaser, and the Purchaser will purchase, free
and clear of all Encumbrances (other than Permitted Encumbrances),
all right, title and interest of Horizon in, to or under all of the
properties and assets of the Sellers (other than the Excluded
Assets) of every kind and description, wherever located, real,
personal or mixed, tangible or intangible, owned, leased, licensed,
used or held for use in or relating to the Business, including, but
not limited to, all right, title, and interest of Horizon in, to or
under (i) all Accounts Receivable; (ii) the right to receive and
retain payments in respect of any Accounts Receivable and the right
to receive and retain the Sellers' mail and other communications to
the extent related to the other Purchased Assets and/or the Assumed
Liabilities; (iii) all Inventory; (iv) all Equipment; (v) all
Assumed Contracts; (vi) all Assumed Leases; (vii) the Permits set
forth on Schedule 2.1(g) and pending applications therefor, in each
case to the extent assignable; and (viii) all Intellectual
Property.

          b. Purchased Assets of Ship and Shore: Upon the terms and
subject to the conditions set forth in the Agreement, on the
Closing Date, Ship and Shore will sell, transfer, assign, convey
and deliver, or cause to be sold, transferred, assigned, conveyed
and delivered, to the Purchaser, and the Purchaser will purchase,
free and clear of all Encumbrances (other than Permitted
Encumbrances), all right, title and interest of Horizon in, to or
under: (i) the real property and improvements located at 9175-9225
Little River Road Bayou La Batre, Mobile County, Alabama (known as
the West Yard); (ii) the real property and improvements located at
13980 Shell Belt Road, Bayou La Batre, Mobile County, Alabama
(known as the Main Yard); and (iii) that certain Rough Terrain
Crane (l990's model Cherry Picker).

     B. Assumed Liabilities: Upon the terms and subject to the
conditions set forth in the Agreement, on the Closing Date, the
Purchaser will execute and deliver to Sellers the Assumption and
Assignment Agreement, pursuant to which the Purchaser will assume
and agree to discharge, when due, and to obtain the Sellers' and
all guarantors release from the Assumed Liabilities.

     C. Purchase Price:

          a. Subject to the terms and conditions set forth in the
Agreement and in reliance upon the representations and warranties
of the Parties set forth herein, at the Closing, the purchase price
to be paid by the Purchaser to the Sellers in exchange for the
Purchased Assets will be the sum of the following:

               (i) cash payments payable to Horizon or its designee
in the aggregate amount of $525,000, payable as follows: $175,000
at Closing; $175,000 no later than the first anniversary of the
Closing; and $175,000 no later than the second anniversary of the
Closing.  The Cash Payments will be guaranteed by Gravois Aluminum
Boats, LLC pursuant to the Guaranty Agreement.  In the event the
Purchaser will fail to pay any installment when due, the Seller
will be entitled to accelerate the entire unpaid balance and the
Purchaser will be liable immediately for the entire unpaid balance.
In the event of default, the
Purchaser will pay all costs of collection, including a reasonable
attorney's fee and court costs; plus

               (ii) the Purchaser Note in the aggregate principal
amount of $500,000 payable to Horizon; plus

               (iii) subject to Section 6.2(a), the assumption by
Purchaser of the Assumed Liabilities or the Purchaser's
satisfaction of the Seller's secured obligations to PNC Bank, N.A.,
Regions Bank, Regions Equipment Finance, and the United States
Small Business Administration withhold consent to the Purchaser's
assumption of the Sellers' obligations, payment of such obligations
in cash.

          b. The Sale Order will provide that, in the event that
the Agreement is rendered null, void, unenforceable, or otherwise
ineffective, due to the Sellers entry into an Alternate
Transaction, and subject to Section 9.2 and Section l0, the
Purchaser will be entitled to the Break-Up Fee at the closing of
such Alternate Transaction.

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

   http://bankrupt.com/misc/Horizon_Shipbuilding_206_Sales.pdf

In connection with the Sale, the Debtor asks to assume and assign
the Assumed Contracts and Assumed Leases to the Purchaser, in
accordance with the procedures outlined.  The Debtor asks that
objections, if any, to the proposed assumption be filed no later
than 4:00 p.m. (PCT) on the date that is three days prior to the
Sale Hearing.  Unless an Assumption Objection is received by the
Assumption Objection Deadline, the Assumed Contracts and Assumed
Leases will be assumed and/or assigned to the Purchaser in
accordance with the Agreement and the Cure Amount for such Assumed
Contract or Assumed Lease.

The Debtor, in its sound business judgment, believes that sale of
the Purchased Assets to the Purchaser is in the best interests of
its estate and that the proposed transaction should be approved by
the Court pursuant to section 363(b) of the Bankruptcy Code.

The Debtor asks that the Bankruptcy Court waives the 14-day stay
period under Bankruptcy Rule 6004(h) or, in the alternative, if an
objection to the Sale is filed, reduces the stay period to the
minimum amount of time needed by the objecting party to file its
appeal.

The Purchaser:

          METAL SHARK BOATS
          Attn: Nate Geiger, CFO
          6814 E. Admiral Doyle Dr.
          Jeanerette, LA 70544
          E-mail: ngeiger@metalsharkboats.com

The Purchaser is represented by:

          S. Jason Teele, Esq.
          CULLEN & DYKMAN LLP
          One Riverflont Plaza
          1037 Raymond Boulevard, Suite 510
          Newark, NJ 07102
          E-mail: steele@cullenanddykman.com

                About Horizon Shipbuilding Inc.

Horizon Shipbuilding, Inc., an Alabama corporation, designs, builds
and repairs ships, boats, and barges up to 300' in length and 1500
tons launch weight.  Its customer base includes tug and barge
operators, the offshore oil industry, cruise and diving industry,
and specialized craft for the United States and foreign
governments.  Horizon Shipbuilding is located on the Southwestern
coast of Alabama, about 30 miles from the port of Mobile.

Horizon Shipbuilding sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 17-04041) on Oct. 24,
2017.  Travis R. Short, president, signed the petition.  At the
time of the filing, the Debtor estimated assets and liabilities of
$1 million to $10 million.


HUMANIGEN INC: Incurs $5.08 Million Net Loss in First Quarter
-------------------------------------------------------------
Humanigen, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of $5.08
million for the three months ended March 31, 2018, compared to a
net loss of $5.54 million for the three months ended March 31,
2017.

As of March 31, 2018, Humanigen had $2.51 million in total assets,
$7.92 million in total liabilities and a total stockholders'
deficit of $5.41 million.

Humanigen has not generated net income from operations, except for
the year ended Dec. 31, 2007 during which the Company recognized a
one-time license payment from Novartis.  At March 31, 2018, the
Company had an accumulated deficit of $267.7 million primarily as a
result of research and development and general and administrative
expenses.

"While we may in the future generate revenue from a variety of
sources, including license fees, milestone payments, and research
and development payments in connection with strategic partnerships,
our product candidates may never be successfully developed or
commercialized and we may therefore never realize revenue from any
product sales, particularly because most of our product candidates
are at an early stage of development. Accordingly, we expect to
continue to incur substantial losses from operations for the
foreseeable future, and there can be no assurance that we will ever
generate significant revenue or profits," the Company stated in the
SEC filing.

The Company has incurred significant losses since its inception in
March 2000.  At March 31, 2018, the Company had a working capital
deficit of $4.1 million.  On Feb. 27, 2018, the Company issued
91,815,517 shares of common stock in exchange for the
extinguishment of all term loans, related fees and accrued interest
and received $1.5 million in cash proceeds.  On March 12, 2018 the
Company issued 2,445,557 shares of common stock for proceeds of
$1.1 million to accredited investors.  The Company will require
additional financing in order to meet its anticipated cash flow
needs during the next twelve months.  The Company has financed its
operations primarily through the sale of equity securities, debt
financings, interest income earned on cash and cash equivalents,
grants and the payments received under its agreements with Novartis
Pharma AG and Sanofi Pasteur S.A.  To date, none of the Company's
product candidates has been approved for sale and therefore the
Company has not generated any revenue from product sales.
Management expects operating losses to continue for the foreseeable
future.  As a result, the Company will continue to require
additional capital through equity offerings, debt financing and/or
payments under new or existing licensing or collaboration
agreements.

Humanigen stated in the Form 10-Q that "If sufficient funds are not
available on acceptable terms when needed, the Company could be
required to significantly reduce its operating expenses and delay,
reduce the scope of, or eliminate one or more of its development
programs.  The Company's ability to access capital when needed is
not assured and, if not achieved on a timely basis, could
materially harm its business, financial condition and results of
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern."

Net cash used in operating activities was $1.8 million and $4.4
million for the three months ended March 31, 2018 and 2017,
respectively.  Cash used in operating activities of $1.8 million
for the three months ended March 31, 2018 primarily related to its
net loss of $5.1 million, adjusted for non-cash items, such as $2.7
million in stock-based compensation, $0.4 million in noncash
interest expense, and net increases in working capital items of
$0.2 million, primarily related to an increase of $0.2 million in
Accrued expenses.
        
Cash used in operating activities of $4.4 million for the three
months ended March 31, 2017 primarily related to the Company's net
loss of $5.5 million, adjusted for non-cash items, such as $1.1
million in stock-based compensation, $0.3 million in noncash
interest expense, and net cash outflows of $0.3 million related to
changes in operating assets and liabilities, primarily Prepaid
expenses and other assets, Liabilities subject to compromise,
Accounts payable and Accrued expenses.
          
Net cash provided by financing activities was $2.7 million for the
three months ended March 31, 2018.  This amount consists primarily
of $1.5 million received from Cheval related to the Restructuring
Transactions and $1.1 million from the issuance of 2,445,557 shares
of the Company's common stock to accredited investors on March 12,
2018.  Net cash provided by financing activities was $5.5 million
for the three months ended March 31, 2017 related to the March 2017
Term Loan.

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

                       https://is.gd/MTXqgV

                         About Humanigen

Formerly known as KaloBios Pharmaceuticals, Inc., Humanigen, Inc.
(OTCQB: HGEN), -- http://www.humanigen.com/-- is a
biopharmaceutical company pursuing cutting-edge science to develop
its proprietary monoclonal antibodies for immunotherapy and
oncology treatments.  Derived from the company's Humaneered
platform, lenzilumab and ifabotuzumab are lead compounds in the
portfolio of monoclonal antibodies with first-in-class mechanisms.
Lenzilumab, which targets granulocyte-macrophage colony-stimulating
factor (GM-CSF), is in development as a potential medicine to make
chimeric antigen receptor T-cell (CAR-T) therapy safer and more
effective, as well as a potential treatment for rare hematologic
cancers such as chronic myelomonocytic leukemia (CMML) and juvenile
myelomonocytic leukemia (JMML).  Ifabotuzumab, which targets Ephrin
type-A receptor 3 (EphA3), is being explored as a potential
treatment for glioblastoma multiforme (GBM) and other deadly
cancers, as well as a platform for creation of CAR-T and bispecific
antibodies.  Humanigen is based in Brisbane, California.

KaloBios filed a voluntary petition for bankruptcy protection under
Chapter 11 of Title 11 of the United States Bankruptcy Code (Bankr.
D. Del. Case No. 15-12628) on Dec. 29, 2015.  The Company was
represented by Eric D. Schwartz of Morris, Nichols, Arsht &
Tunnell.  KaloBios emerged from Chapter 11 bankruptcy six months
later.

Humanigen incurred a net loss of $21.98 million for the year ended
Dec. 31, 2017, compared to a net loss of $27.02 million for the
year ended Dec. 31, 2016.  As of Dec. 31, 2017, Humanigen had $1.67
million in total assets, $26 million in total liabilities and a
total stockholders' deficit of $24.33 million.

The report from the Company's independent accounting firm Horne
LLP, in Ridgeland, Mississippi, on the consolidated financial
statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company has suffered
recurring losses from operations and its total liabilities exceed
its total assets.  This raises substantial doubt about the
Company's ability to continue as a going concern.


ILLINI KIDS: Hires DWJ Mortgage as Real Estate Broker
-----------------------------------------------------
Illini Kids Development Company, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of California to employ
DWJ Mortgage Corp., as real estate broker to the Debtor.

Illini Kids requires Singh & McLean to assist the Debtor in
obtaining financing for its real property located in 8100-8128
Madison Avenue, Fair Oaks, California, to pay all claims against
the Debtor and the estate in full, both secured and unsecured.

Singh & McLean will be paid 2% of the amount of any financing
obtained upon the close of the financing escrow.

Christopher Goulart, partner of DWJ Mortgage Corp., 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.

Singh & McLean can be reached at:

     Christopher Goulart
     DWJ MORTGAGE CORP.
     1200 Mt Diablo Blvd., Suite 206
     Walnut Creek, CA 94596
     Tel: (925) 287-8996

           About Illini Kids Development Company

Illini Kids Development Company, LLC filed as a single asset real
estate (as defined in 11 U.S.C. Section 101(51B)).

Illini Kids Development Company sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-22027) on
April 4, 2018.  In the petition signed by Kenneth Cruz, managing
member, the Debtor estimated assets of less than $50,000 and
liabilities of $1 million to $10 million.  Judge Christopher D.
Jaime presides over the case.


ILLINI KIDS: Seeks to Hire Singh & McLean as Accountant
-------------------------------------------------------
Illini Kids Development Company, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of California to employ
Singh & McLean, LLP, as accountant to the Debtor.

Illini Kids requires Singh & McLean to:

   a. compute the tax basis of assets of the estate, as may be
      necessary;

   b. prepare original and amended state and federal income tax
      returns for the estate as may be necessary;

   c. assist the Debtor with the preparation of the monthly
      operating reports to be filed in the bankruptcy case; and

   d. render such other general accounting services as may be
      required by the Debtor in administering the estate.

Singh & McLean will be paid at these hourly rates:

     Partners                     $225
     Paraprofessionals             $75

The Debtor owed Singh & McLean the amount of $6,200 as of the
petition date, and Singh & McLean agreed to waive all rights to any
prepetition claim against the Debtor's estate.

Singh & McLean will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael J. McLean, a partner at Singh & McLean, 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.

Singh & McLean can be reached at:

     Michael J. McLean
     SINGH & MCLEAN, LLP
     9280 W. Stockton Blvd., Suite 228
     Elk Grove, CA 95758
     Tel: (916) 478-6100

          About Illini Kids Development Company

Illini Kids Development Company, LLC filed as a single asset real
estate (as defined in 11 U.S.C. Section 101(51B)).

Illini Kids Development Company sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 18-22027) on
April 4, 2018. In the petition signed by Kenneth Cruz, managing
member, the Debtor estimated assets of less than $50,000 and
liabilities of $1 million to $10 million.  Judge Christopher D.
Jaime presides over the case.


INFINITY CUSTOM: Floridian Buying Winter Park Property for $765K
----------------------------------------------------------------
Infinity Custom Homes, LLC, asks the U.S. Bankruptcy Court for the
Middle District of Florida to authorize the sale of a parcel of
vacant land located at 130 W. Lake Sue, Winter Park, Florida to
Floridian Construction Group, LLC for $765,000.

The Debtor holds fee simple title, as trustee of the Lake Sue 130
Trust ("Trust"), to the Property, which is encumbered by a first
mortgage lien in favor of Knight Spartan Fund Series I, LP in the
amount of $559,288 and a junior mortgage lien in favor of Boyd
Management, LLC in the amount of $80,000.  The total value of all
liens encumbering the Property is $639,288.

On April 12, 2018, the Debtor received, on behalf of the Trust, an
all cash purchase offer from the Purchaser for the Property.  The
Purchaser's offer is memorialized in an "as-is" residential
contract for sale and purchase which contemplates that the Trust
will sell the Property to the Purchaser, for a total purchase price
of $765,000.  The sale will be free and clear of all liens, claims,
encumbrances and interests of any kind, with such liens, claims and
encumbrances to attach to the net proceeds thereof.

The Sale Contract further provides that the closing date for the
purchase of the Property will take place within 30 days from the
entry of a final order authorizing the sale as outlined.

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

   http://bankrupt.com/misc/Infinity_Custom_67_Sales.pdf

The Debtor asks the Court to permit it to hold in escrow the net
proceeds from the sale of the Property pending further order of the
Court and to authorize it to pay all closing expenses in connection
therewith.

The Purchaser:

          FLORIDIAN CONSTRUCTION GROUP, LLC
          P.O. Box 1476,
          Winter Park, FL 32790

The Creditors:

          BOYD MANAGEMENT, LLC
          c/o James Moore
          1085 W Morse Blvd, Ste 220
          Winter Park, FL 32789-3796

          KNIGHT SPARTAN FUND SERIES I, LP
          c/o Carolyn S. Crichton, Esq.
          Lewis L. Crichton
          PO Box 1119
          Winter Park, FL 32790-1119

                    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, Florida, 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 to the Debtor.


INSTITUCION AMOR: Taps Santiago & Gonzalez Law as Legal Counsel
---------------------------------------------------------------
Institucion Amor Real Corporation seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire Santiago &
Gonzalez Law, LLC, as its legal counsel.

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

The firm will charge these hourly rates:

     Nydia Gonzalez Ortiz     $225
     Associate                $150
     Paralegal                 $50

Santiago & Gonzalez received a retainer in the sum of $1,000.

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

Santiago & Gonzalez can be reached through:

     Nydia Gonzalez Ortiz, Esq.
     Santiago & Gonzalez Law, LLC
     11 Betances Street
     Yauco, PR 00698
     Tel: (787) 267-2205/267-2252
     Fax: (939) 731-3020
     Email: bufetesg@gmail.com

                 About Institucion Amor Real Corp.

Institucion Amor Real Corporation filed a Chapter 11 petition
(Bankr. D.P.R. Case No. 18-01737) on March 29, 2018.  In the
petition signed by Jose A. Santiago, president, the Debtor
estimated at least $50,000 in assets and $100,000 to $500,000 in
liabilities.  Judge Edward A. Godoy is the case judge.  Nydia
Gonzalez Ortiz, Esq., at Santiago & Gonzalez, is the Debtor's
counsel.  


INTERIOR LOGIC: S&P Assigns B Corp Credit Rating, Outlook Positive
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
Interior Logic Group Holdings IV LLC (ILG Holdings). The outlook is
positive.

S&P said, "At the same time, we assigned our 'B' issue-level rating
to the company's proposed $400 million first-lien term loan due
2025. The recovery rating is '3', indicating our expectation of
meaningful (50-70%; rounded estimate: 60%) recovery in the event of
a payment default.

"We subsequently withdrew our ratings on Interior Logic Group Inc.
(ILG).

"The positive outlook reflects our expectation that ILG will
successfully integrate with ISI and the combined entity will
benefit from its increased scale and expertise in the interior
finishes segment to gradually improve its EBITDA margin and
decrease leverage over the next 12 to 18 months.

"The positive outlook on ILG Holdings reflects our expectation that
the company will be able to sustain adjusted leverage of less than
4.5x and generate positive free cash flow in the $65 million to $75
million range over the next 12 months. It also reflects our
expectation that ILG will successfully integrate with ISI and
modestly strengthen its credit protection measures through a
combination of EBITDA growth and debt repayment, such that leverage
declines to the mid- to high-3x by the end of 2019.

"We could raise our corporate credit rating on ILG Holdings over
the next 12 months if the company decreases leverage to below 4x on
a sustained basis, either by repaying debt with excess cash flow or
by improving EBITDA margin beyond our forecast. All else equal,
adjusted EBITDA would have to be close to $130 million for that to
happen. An upgrade would also be contingent on a commitment from
the financial sponsors to maintain leverage at or below those
levels.

"We could revise the outlook back to stable over the next 12 months
if ILG Holdings fails to seamlessly integrate the two companies, or
if operating costs rise to the point that gross margins fall more
than 200 basis points (bps) below our 2018 forecast, causing
leverage to remain above 4.5x."


INTERNATIONAL AUTOMOTIVE: S&P Raises CCR to B-, Outlook Negative
----------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on global
auto component supplier International Automotive Components Group
S.A. (IAC) to 'B-' from 'CCC-'. The outlook is negative.

Subsequently, S&P withdrew its 'B-' corporate credit rating on IAC
at the company's request.

S&P said, "We raised our corporate credit rating on IAC to reflect
its reduced risk of default following the completion of a
refinancing transaction. As part of the recapitalization, IAC
issued $215 million of senior secured notes due April 2023
(unrated) to funds managed by Gamut Capital Management LP, a
private equity firm.  The company used proceeds to refinance its
$300 million 9.125% senior secured notes due June 1, 2018. The
rating on IAC reflects our expectation that the company's
operational performance will remain steady. It also reflects
reduced risk as the company's debt-to-EBITDA will improve and fall
below 5x in 2018 per our estimates. The company's soft trim joint
venture transaction in late 2017 provided it with a critical
infusion of cash, which will allow management to implement its
strategic initiatives. The negative outlook reflects our
expectation that IAC's free cash flow will turn negative due to the
cash restructuring costs, which will increase the company's
reliance on its credit facilities."


JAMESON STREET: Taps Mark B. French as Legal Counsel
----------------------------------------------------
Jameson Street Apartments, Ltd., seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire the Law
Office of Mark B. French as its legal counsel.

The firm will advise the Debtor regarding the administration of its
estate; assist in any potential sale of its assets; investigate and
prosecute fraudulent transfers; assist in obtaining confirmation
and consummation of a bankruptcy plan; and provide other legal
services related to its Chapter 11 case.

The firm will charge these hourly rates:

        Mark French        $350  
        Jackie Bishop       $75  
        Sophia Cordova      $50

French received a pre-bankruptcy retainer of $5,000, and a deposit
of $1,717 for court costs and expenses.

Mark French, Esq., disclosed in a court filing that he does not
represent any interests adverse to the Debtor's estate.

The firm can be reached through:

     Mark B. French, Esq.
     Law Office of Mark B. French
     1901 Central Dr., Suite 704
     Bedford, TX 76021
     Phone: (817) 268-0505
     Fax: (817) 796-1396
     Email: mark@markfrenchlaw.com

               About Jameson Street Apartments Ltd.

Jameson Street Apartments, Ltd. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Texas Case No. 18-41340) on
April 2, 2018.

In the petition signed by Carolyn Fleet, authorized representative,
the Debtor disclosed that it had estimated assets of less than
$50,000 and liabilities of less than $50,000.  

Judge Russell F. Nelms presides over the case.


JEFFERY ARAMBEL: $1.7M Sale of Howard Ranch to Foppiano Approved
----------------------------------------------------------------
Judge Ronald H. Sargis of the U.S. Bankruptcy Court for the Eastern
District of California authorized Jeffery Edward Arambel's sale of
the real property known as "Howard Ranch," comprising approximately
84 acres of apricot orchards on Howard Road near Stark Road near
Patterson, California (APN 021-013-006), to Skip Foppiano or his
assignee for the gross price of $1.7 million.

A hearing on the Motion was held on April 19, 2018 at 10:30 a.m.

The sale proceeds will first be applied to closing costs, real
estate commissions, prorated real property taxes and assessments,
liens, and other customary and contractual costs and expenses
incurred in order to effectuate the sale.

The Property is sold free and clear of the liens of SBN V Ag I, LLC
and California Employment Development Department, creditors
asserting secured claims, with the liens of such creditors
attaching to the proceeds.  The Debtor will hold the sale proceeds
after payment of the closing costs, other secured claims, and other
amounts provided in the Order pending further order of the Court.

The Debtor is authorized to pay a real estate broker's commission
in an amount equal to 4% of the actual purchase price upon
consummation of the sale.  The commission will be paid to the
Debtor's broker, namely Pearson Realty.

The 14-day stay of enforcement provided by Federal Rule of
Bankruptcy Procedure 6004(h) is waived for cause.

Jeffery Edward Arambel sought Chapter 11 protection (Bankr. E.D.
Cal. Case No. 18-90029) on Jan. 17, 2018.  The Debtor tapped Reno
F.R. Fernandez, III, Esq., as counsel.


JEFFERY ARAMBEL: $3.7M Sale of Home Ranch to Foppiano Approved
--------------------------------------------------------------
Judge Ronald H. Sargis of the U.S. Bankruptcy Court for the Eastern
District of California authorized Jeffery Edward Arambel's sale of
the real property known as "Home Ranch" comprising approximately
181 acres of apricot and peach orchards on Needham Road near Stark
Road West of Westley, California, APNs 021-013-025, 021-013-026,
021-013-027 and 021-013-028, excluding a certain 3,200 square-foot
home and shop built upon the land and the approximately one acre
surrounding it, to Skip Foppiano or nominee for $3.7 million.

A hearing on the Motion was held on April 19, 2018 at 10:30 a.m.

The sale proceeds will first be applied to closing costs, real
estate commissions, prorated real property taxes and assessments,
liens, and other customary and contractual costs and expenses
incurred in order to effectuate the sale.

The Property is sold free and clear of the liens of SBN V Ag I, LLC
and California Employment Development Department, creditors
asserting secured claims, with the liens of such creditors
attaching to the proceeds.  The Debtor will hold the sale proceeds
after payment of the closing costs, other secured claims, and other
amounts provided in this order pending further order of the Court.

The Debtor is authorized to pay a real estate broker's commission
in an amount equal to 4% of the actual purchase price upon
consummation of the sale.  The commission will be paid to the
Debtor's broker, namely Pearson Realty.

The 14-day stay of enforcement provided by Federal Rule of
Bankruptcy Procedure 6004(h) is waived for cause.

Jeffery Edward Arambel sought Chapter 11 protection (Bankr. E.D.
Cal. Case No. 18-90029) on Jan. 17, 2018.  The Debtor tapped Reno
F.R. Fernandez, III, Esq., as counsel.


JENESS UNIFORM: Seeks to Hire Roussos Glanzer as Counsel
--------------------------------------------------------
Jeness Uniform Centers, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Roussos Glanzer & Barnhart, P.L.C., as counsel to the Debtor.

Jeness Uniform requires Roussos Glanzer to:

   a. prepare the petition, lists, schedules and statements
      required by the bankruptcy code, the pleadings, motions,
      notices and orders required for the orderly administration
      the estate;

   b. prepare for, prosecute, defend, and represent the Debtor's
      interests in all contested matters, adversary proceedings,
      and other motions and applications arising under, arising
      in, or related to its case;

   c. advise and consult concerning administration of the estate
      in the bankruptcy case, concerning the rights and remedies
      with regard to the Debtor's assets;

   d. investigate the existence of other assets of the estate,
      and, if any exist, to take appropriate action to have the
      same turned over to the estate;

   e. prepare a Disclosure Statement and Plan for the Debtor, and
      negotiate with all creditors and parties in interest who
      may be affected thereby; to obtain confirmation of a Plan,
      and perform all acts reasonably calculated to permit the
      Debtor to perform such acts and consummate a Plan.

Roussos Glanzer will be paid at these hourly rates:

     Attorneys             $350 to $395
     Paralegals               $90

Roussos Glanzer will be paid a retainer in the amount of $10,000.
From the retainer, the amount of $3,919 and $1,717 filing fee, were
deducted for expenses, leaving a balance on retainer of $4,358.

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

Kelly M. Barnhart, partner of Roussos Glanzer & Barnhart, P.L.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.

Roussos Glanzer can be reached at:

     Kelly M. Barnhart, Esq.
     ROUSSOS GLANZER & BARNHART, PLC
     580 E. Main St., Ste. 300
     Norfolk, VA 23510
     Tel: (757) 622-9005
     Fax: (757) 624-9257
     E-mail: barnhart@rgblawfirm.com

              About Jeness Uniform Centers, LLC

Jeness Uniform Centers, LLC, filed a Chapter 11 petition (Bankr.
E.D. Va. Case No. 18-71557) on May 2, 2018. The Debtor hires
Roussos Glanzer & Barnhart, P.L.C., as counsel.



JOHN Q. HAMMONS: Consumer Privacy Ombudsman Files Report
--------------------------------------------------------
Janice E. Stanton, the duly appointed consumer privacy ombudsman
for the bankruptcy estate of John Q. Hammons Fall 2006, LLC and its
debtor-affiliates, files a report to assist the U.S. Bankruptcy
Court for the District of Kansas in its consideration of the facts
and circumstances of the proposed sale of personally identifiable
information of the Debtors pursuant to the Modified Amended Joint
and Consolidated Chapter 11 Plans of Reorganization for All
Debtors.

Pursuant to the Joint Plan, JD Holdings, L.L.C. or its designee
intends to purchase all property and assets of the Debtors,
including guest data.

The Debtors state that their business operations are divided into
the ownership and operation of thirty-five hotels owned by the JQH
Trust and the ownership and operations of the non-hotel assets by
JQH Trust. John Q. Hammons Hotels Management, LLC, a debtor and
wholly owned affiliate of the JQH Trust, operates and manages the
Hotel Assets.

Many of non-hotel entities operated by Debtors do not collect
consumer information. As to the branded hotels, the franchisor such
as Marriot International, Inc. claims to be the owner of the
consumer data collected pursuant to its franchise/license agreement
with the relevant Debtors. Each licensor/franchisor has its own
privacy policy. The privacy statements provide that the franchisor
may disclose personal information to its franchisees in connection
with the services provided.

Based upon the Ombudsman's investigation, it appears that the
Debtors collect personally identifiable information from consumers
directly, online, telephonically, and sometimes in person. The
Debtors confirmed that as to the two independent hotels the
personally identifiable information is maintained at these
locations on a server in a secured area. The credit card
information is encrypted. Any personally identifiable information
maintained at the Debtors' headquarters is also on a server in a
secured area.

Based upon the Ombudsman's review of the facts and circumstances,
the Ombudsman finds: (a) that JD Holdings, L.L.C. is a Qualified
Buyer, (b) that JD Holdings or its designee agrees to be the
successor-in-interest under Debtors’ privacy policy in effect on
the petition date and (c) that JD Holdings or its designee be
liable for any violation of the Privacy Policy after the closing of
the sale.

JD Holdings intends to purchase personally identifiable information
as part of a much larger transaction. Indeed, the personally
identifiable information is not the main focus of the transaction,
but rather is being included merely as one component of the
transaction in which the Hotel Assets and JQH Management will be
purchase.

The Ombudsman finds that JD Holdings and/or its affiliates operate
a business similar to Debtors. JD Holdings or its designee is
purchasing JQH Management, and as a result, the personally
identifiable information is not being transferred to a third party
(although the owner of JQH Management will change). Regardless, by
purchasing JQH Management, JD Holdings or its designee will be the
successor-in-interest as to the personally identifiable
information.

Counsel for JD Holdings has represented to Ombudsman that it will
agree to be responsible for any violation of the Privacy Policy
following the date of purchase. JD Holdings further agrees not to
disclose, sell, or transfer customers' personally identifiable
information to any third party in a manner inconsistent with
Privacy Policy or applicable law. Thus, the Ombudsman believes that
the impact on consumers of the sale of the personally identifiable
information should be minimal.

Accordingly, the Ombudsman recommends that the Bankruptcy Court
approve the proposed sale and transfer of the personally
identifiable information to JD Holdings or its designee, subject to
these recommendations:

     A. To the extent commercially reasonable and technically
practicable, the scope of the Customer Data to be transferred to JD
Holdings or its designee as part of the Sale should be limited to
the following data fields: customer contact information including
email addresses, physical addresses, telephone numbers, and similar
information;

     B. JD Holdings or its designee agrees to (i) become the
successor-in-interest to the Privacy Policy or on terms that are at
least as protective of consumer privacy; (ii) adhere to all
material terms of the Privacy Policy; and (iii) be liable for any
violation of the Privacy Policy after the closing of the Sale;

     C. JD Holdings or its designee agrees to notify customers of
the Sale by:

          (1) Posting a clear and conspicuous notice on the main
page of its or its designee's website for a period of 90 days from
the Closing advising consumers that: (i) JD Holdings purchased the
personally identifiable information; (ii) JD or its designee is the
successor-in-interest under the Privacy Policy; and (iii) consumers
have the opportunity to opt-out from receiving communications from
JD Holdings or its designee and be removed from the customer
database. Such notice should include a hyperlink or template for
customers to effectuate any opt-out request;

          (2) Within 60 days of the Closing, emailing the customers
of the two independent hotels and the golf course entities, whose
personal information is being acquired by JD Holdings or its
designee, stating clearly and conspicuously that: (i) JD or its
designee purchased the personally identifiable information; (ii) JD
Holdings or its designee is the successor-in-interest under the
Privacy Policy; and (iii) consumers have the opportunity to opt-out
from receiving communications from JD Holdings or its designee and
be removed from the customer database.

     D. JD Holdings or its designee agrees that, prior to making
any material change to the Privacy Policy, including changes to the
use or disclosure of personally identifiable information, JD
Holdings or its designee will, to the extent required by applicable
law: (i) provide consumers with notice of the proposed change; (ii)
direct consumers the then-current applicable privacy policy; and
(iii) provide each consumer with the opportunity to opt-out of the
revised privacy policy.

     E. JD Holdings agrees to file a notice with the Bankruptcy
Court within one hundred twenty (120) days after Closing (i)
stating that it is in compliance with the foregoing provisions, and
(ii) certifying that it will comply with any ongoing obligations in
accordance with these recommendations.

The Ombudsman believes these recommendations address the transfer
of the Customer Data in a manner that protects consumers'
personally identifiable information while facilitating the Sale for
the benefit of the Debtors' estate and creditors.

               About John Q. Hammons Fall 2006

Springfield, Missouri-based John Q. Hammons Hotels & Resorts (JQH)
-- http://www.jqhhotels.com/-- is a private, independent owner and
manager of hotels in the United States, representing brands such
as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG,
Chateau on the Lake Resort / Spa & Convention Center, and Plaza
Hotels Collection.  It has portfolio of 35 hotels representing
approximately 8,500 guest rooms/suites in 16 states.

John Q. Hammons Fall 2006, LLC, and its affiliated debtors filed
chapter 11 petitions (Bankr. D. Kan. Case Nos. 16-21139 to
16-21208) on June 26, 2016.  The petitions were signed by Greggory
D. Groves, vice president.

The Debtors are represented by Mark A. Shaiken, Esq., Mark S.
Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard
Street LLP.  The Debtors' conflict counsel is Victor F. Weber,
Esq., at Merrick Baker and Strauss PC.

At the time of filing, the Debtors estimated assets at $100 million
to $500 million and liabilities at $100 million to $500 million.


JP MORGAN 2018-4: Moody's Assigns Ba2 Rating on Class B-4 Debt
--------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to 23
classes of residential mortgage-backed securities (RMBS) issued by
J.P. Morgan Mortgage Trust 2018-4 (JPMMT 2018-4). The ratings range
from Aaa (sf) to B3 (sf).

The certificates are backed by 1,242 predominantly 30-year,
fully-amortizing fixed rate mortgage loans with a total balance of
$736,498,182 as of the April 1, 2018 cut-off date. Similar to prior
JPMMT transactions, JPMMT 2018-4 includes conforming fixed-rate
mortgage loans (65.7% by loan balance) originated by JPMorgan Chase
Bank, N. A. (Chase), loanDepot.com, LLC (LoanDepot) and Quicken
Loans Inc. underwritten to the government sponsored enterprises
(GSE) guidelines in addition to prime jumbo non-conforming
mortgages purchased by J.P. Morgan Mortgage Acquisition Corp.
(JPMMAC) from various originators and aggregators.

JPMorgan Chase Bank, N.A., Cenlar FSB and Shellpoint Mortgage
Servicing will be the servicers on the conforming loans originated
by JPMorgan Chase, LoanDepot and Quicken Loans Inc. Shellpoint
Mortgage Servicing, USAA Federal Savings Bank, Johnson Bank, First
Republic Bank and PHH Mortgage Corporation will be the servicers on
the prime jumbo loans. Wells Fargo Bank, N.A. will be the master
servicer and securities administrator. U.S. Bank Trust National
Association will be the trustee. Pentalpha Surveillance LLC will be
the representations and warranties breach reviewer. Distributions
of principal and interest and loss allocations are based on a
typical shifting-interest structure that benefits from a senior and
subordination floor.

The complete rating actions are as follows:

Issuer: J.P. Morgan Mortgage Trust 2018-4

Cl. A-1, Definitive Rating Assigned Aaa (sf)

Cl. A-2, Definitive Rating Assigned Aaa (sf)

Cl. A-3, Definitive Rating Assigned Aaa (sf)

Cl. A-4, Definitive Rating Assigned Aaa (sf)

Cl. A-5, Definitive Rating Assigned Aaa (sf)

Cl. A-6, Definitive Rating Assigned Aaa (sf)

Cl. A-7, Definitive Rating Assigned Aaa (sf)

Cl. A-8, Definitive Rating Assigned Aaa (sf)

Cl. A-9, Definitive Rating Assigned Aaa (sf)

Cl. A-10, Definitive Rating Assigned Aaa (sf)

Cl. A-11, Definitive Rating Assigned Aaa (sf)

Cl. A-12, Definitive Rating Assigned Aaa (sf)

Cl. A-13, Definitive Rating Assigned Aa1 (sf)

Cl. A-14, Definitive Rating Assigned Aa1 (sf)

Cl. A-15, Definitive Rating Assigned Aaa (sf)

Cl. A-16, Definitive Rating Assigned Aaa (sf)

Cl. A-17, Definitive Rating Assigned Aaa (sf)

Cl. A-18, Definitive Rating Assigned Aaa (sf)

Cl. B-1, Definitive Rating Assigned Aa3 (sf)

Cl. B-2, Definitive Rating Assigned A2 (sf)

Cl. B-3, Definitive Rating Assigned Baa3 (sf)

Cl. B-4, Definitive Rating Assigned Ba2 (sf)

Cl. B-5, Definitive Rating Assigned B3 (sf)

RATINGS RATIONALE

Summary Credit Analysis and Rating Rationale

Moody's expected cumulative net loss on the aggregate pool is 0.45%
in a base scenario and reaches 5.45% at a stress level consistent
with the Aaa ratings.

Moody's calculated losses on the pool using US Moody's Individual
Loan Analysis (MILAN) model based on the loan-level collateral
information as of the cut-off date. Loan-level adjustments to the
model results included adjustments to probability of default for
higher and lower borrower debt-to-income ratios (DTIs), for
borrowers with multiple mortgaged properties, self-employed
borrowers, and for the default risk of Homeownership association
(HOA) properties in super lien states. Moody's final loss estimates
also incorporate adjustments for originator assessments and the
financial strength of Representation & Warranty (R&W) providers.

Moody's based the definitive ratings on the certificates on the
credit quality of the mortgage loans, the structural features of
the transaction, the assessments of the aggregators, originators
and servicers, the strength of the third party due diligence and
the representations and warranties (R&W) framework of the
transaction.

Collateral Description

JPMMT 2018-4 is a securitization of a pool of 1,242 predominantly
30-year, fully-amortizing mortgage loans with a total balance of
$736,498,182 as of the cut-off date, with a weighted average (WA)
remaining term to maturity of 357 months, and a WA seasoning of 3
months. The borrowers in this transaction have high FICO scores and
sizeable equity in their properties. The WA current FICO score is
768 and the WA original combined loan-to-value ratio (CLTV) is
68.8%. The characteristics of the loans underlying the pool are
generally comparable to other JPMMT transactions backed by prime
mortgage loans that Moody's has rated.

In this transaction, 65.7% of the pool by loan balance was
underwritten by Chase, LoanDepot and Quicken Loans Inc. to Fannie
Mae's and Freddie Mac's guidelines (conforming loans). Moreover,
the conforming loans in this transaction have a high average
current loan balance at $529,635. The higher conforming loan
balance of loans in JPMMT 2018-4 is attributable to the greater
amount of properties located in high-cost areas, such as the metro
areas of New York City, Los Angeles and San Francisco. Chase,
Quicken Loans Inc. and LoanDepot originated approximately 42.8%,
13.8% and 11.8% of the principal balance of the mortgage loans in
the pool, respectively. The remaining originators each account for
less than 10% of the principal balance of the loans in the pool and
provide R&Ws to the transaction.

Third-party Review and Reps & Warranties

Four third party review (TPR) firms verified the accuracy of the
loan-level information that the sponsor gave us. These firms
conducted detailed credit, collateral, and regulatory reviews on
100% of the mortgage pool. The TPR results indicated compliance
with the originators' underwriting guidelines for the vast majority
of loans, no material compliance issues, and no appraisal defects.
The loans that had exceptions to the originators' underwriting
guidelines had strong documented compensating factors such as low
DTIs, low LTVs, high reserves, high FICOs, or clean payment
histories. The TPR firms also identified minor compliance
exceptions for reasons such as inadequate RESPA disclosures (which
do not have assignee liability) and TILA/RESPA Integrated
Disclosure (TRID) violations related to fees that were out of
variance but then cured and disclosed. Moody's did not make any
adjustments to the expected or Aaa loss levels due to the TPR
results.

JPMMT 2018-4's R&W framework is in line with other JPMMT
transactions where an independent reviewer is named at closing, and
costs and manner of review are clearly outlined at issuance.
Moody's review of the R&W framework takes into account the
financial strength of the R&W providers, scope of R&Ws (including
qualifiers and sunsets) and enforcement mechanisms.

The R&W providers vary in financial strength. JPMorgan Chase Bank,
National Association (rated Aa2), who is the R&W provider for
approximately 42.8% (by loan balance) of the loans, is the
strongest R&W provider. We have made no adjustments on the Chase
loans in the pool, as well as loans originated by First Republic
Bank. In contrast, the rest of the R&W providers are unrated and/or
financially weaker entities. Moreover, JPMMAC will not backstop any
R&W providers who may become financially incapable of repurchasing
mortgage loans. Moody's made an adjustment for these loans in the
analysis to account for this risk.

For loans that JPMMAC acquired via the MAXEX platform, MAXEX under
the assignment, assumption and recognition agreement with JPMMAC,
will make the R&Ws. The R&Ws provided by MAXEX to JPMMAC and
assigned to the trust are in line with the R&Ws found in the JPMMT
transactions. Five Oaks Acquisition Corp. backstops all validated
R&W violations through a combination of enforcement and insolvency
guarantees.

Trustee and Master Servicer

The transaction trustee is U.S. Bank Trust National Association.
The custodian's functions will be performed by Wells Fargo Bank,
N.A. and JPMorgan Chase Bank, N.A. The paying agent and cash
management functions will be performed by Wells Fargo Bank, N.A.,
rather than the trustee. In addition, Wells Fargo, as Master
Servicer, is responsible for servicer oversight, and termination of
servicers and for the appointment of successor servicers. In
addition, Wells Fargo is committed to act as successor if no other
successor servicer can be found. Moody's assesses Wells Fargo as an
SQ1 master servicer of residential loans.

Tail Risk & Subordination Floor

This deal has a standard shifting-interest structure, with a
subordination floor to protect against losses that occur late in
the life of the pool when relatively few loans remain (tail risk).
When the total senior subordination is less than 0.90% of the
original pool balance, the subordinate bonds do not receive any
principal and all principal is then paid to the senior bonds. In
addition, if the subordinate percentage drops below 6.00% of
current pool balance, the senior distribution amount will include
all principal collections and the subordinate principal
distribution amount will be zero. The subordinate bonds themselves
benefit from a floor. When the total current balance of a given
subordinate tranche plus the aggregate balance of the subordinate
tranches that are junior to it amount to less than 0.70% of the
original pool balance, those tranches do not receive principal
distributions. Principal those tranches would have received are
directed to pay more senior subordinate bonds pro-rata.

Transaction Structure

The transaction uses the shifting interest structure in which the
senior bonds benefit from a number of protections. Funds collected,
including principal, are first used to make interest payments to
the senior bonds. Next, principal payments are made to the senior
bonds. Next, available distribution amounts are used to reimburse
realized losses and certificate writedown amounts for the senior
bonds (after subordinate bond have been reduced to zero I.e. the
credit support depletion date). Finally, interest and then
principal payments are paid to the subordinate bonds in sequential
order.

Realized losses are allocated in a reverse sequential order, first
to the lowest subordinate bond. After the balance of the
subordinate bonds is written off, losses from the pool begin to
write off the principal balance of the senior support bond, and
finally losses are allocated to the super senior bonds.

In addition, the pass-through rate on the bonds is based on the net
WAC as reduced by the sum of (i) the reviewer annual fee rate and
(ii) the capped trust expense rate. In the event that there is a
small number of loans remaining, the last outstanding bonds' rate
can be reduced to zero.

Other Considerations

Similar to recent JPMMT transactions, extraordinary trust expenses
in the JPMMT 2018-4 transaction are deducted from Net WAC as
opposed to available distribution amount. Moody's believes there is
a very low likelihood that the rated certificates in JPMMT 2018-4
will incur any losses from extraordinary expenses or
indemnification payments from potential future lawsuits against key
deal parties. First, all of the loans are prime quality Qualified
Mortgages originated under a regulatory environment that requires
tighter originations controls than pre-crisis, thus reducing the
likelihood that the loans have defects that could form the basis of
a lawsuit. Second, the transaction has reasonably well defined
processes in place to identify loans with defects on an ongoing
basis. In this transaction, an independent breach reviewer
(Pentalpha Surveillance, LLC), named at closing must review loans
for breaches of representations and warranties when certain clearly
defined triggers have been breached which reduces the likelihood
that parties will be sued for inaction. Third, the issuer has
disclosed the results of a credit, compliance and valuation review
of 100% of the mortgage loans by independent third parties (AMC,
Inglet Blair, Opus and Clayton Services LLC). Finally, the
performance of past JPMMT transactions have been well within
expectation.

Factors that would lead to an upgrade or downgrade of the ratings:

Down

Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's original expectations
as a result of a higher number of obligor defaults or deterioration
in the value of the mortgaged property securing an obligor's
promise of payment. Transaction performance also depends greatly on
the US macro economy and housing market. Other reasons for
worse-than-expected performance include poor servicing, error on
the part of transaction parties, inadequate transaction governance
and fraud.

Up

Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings of the subordinate bonds up. Losses could decline from
Moody's original expectations as a result of a lower number of
obligor defaults or appreciation in the value of the mortgaged
property securing an obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and
housing market.


KADMON HOLDINGS: Reports $20.4 Million Net Loss for First Quarter
-----------------------------------------------------------------
Kadmon Holdings, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $20.44 million on $433,000 of total revenue for the three months
ended March 31, 2018, compared to a net loss of $17.56 million on
$5.56 million of total revenue for the same period last year.

The Company said it does not rely on the revenue generated from its
commercial operations; however, the Company leverages its
commercial infrastructure to support the development of its
clinical-stage product candidates by providing quality assurance,
compliance, regulatory and pharmacovigilance capabilities, among
others.

Loss from operations for the three months ended March 31, 2018 was
$17.9 million,  compared to $13.9 million for the respective period
in 2017.

Research and development expenses were $9.8 million for the three
months ended March 31, 2018, compared to $8.4 million for the
respective period in 2017.  The increase in research and
development expenses is primarily related to development of the
Company's most advanced product candidates, KD025 and tesevatinib.

Selling, general and administrative (SG&A) expenses were $8.3
million for the three months ended March 31, 2018, compared to
$10.1 million for the respective period in 2017.  The decrease in
SG&A expenses is primarily related to a decrease in share-based
compensation of $1.6 million.

As of March 31, 2018, Kadmon Holdings had $63.78 million in
total assets, $55.85 million in total liabilities and $7.93 million
in total stockholders' equity.

As of March 31, 2018, Kadmon's cash and cash equivalents totaled
$49.2 million, compared to $67.5 million as of December 31, 2017.  

                     
                         Going Concern

The Company has not established a source of revenues sufficient to
cover its operating costs, and as such, has been dependent on
funding operations through the issuance of debt and sale of equity
securities.  The Company expects to incur further losses over the
next several years as it develops its business.

At March 31, 2018 the Company had working capital of only $1.3
million.  The Company's accumulated deficit amounted to $234.3
million and $237.4 million at March 31, 2018 and Dec. 31, 2017,
respectively.  Net cash used in operating activities was $17.1
million and $15.7 million for the three months ended March 31, 2018
and 2017, respectively.  The Company anticipates that it will need
additional capital to fund its continued operations and remain in
compliance with its debt covenants.  The Company may not be
successful in its efforts to raise additional funds or achieve
profitable operations.  Amounts raised will be used for further
development of the Company's product candidates, to provide
financing for marketing and promotion, to secure additional
property and equipment, and for other working capital purposes.
Even if the Company is able to raise additional funds through the
sale of its equity securities, or loans from financial
institutions, the Company said its cash needs could be greater than
anticipated in which case it could be forced to raise additional
capital.

"At the present time, the Company has no commitments for any
additional financing, and there can be no assurance that, if
needed, additional capital will be available to the Company on
commercially acceptable terms or at all.  If the Company cannot
obtain the needed capital, it may not be able to become profitable
and may have to curtail or cease its operations.  The Company said
these and other factors raise substantial doubt about its ability
to continue as a going concern.  

                         Business Update

Kadmon provided a business update for the first quarter of 2018.

"We have made significant progress this quarter in the
development of KD025 in cGVHD, highlighted by our alignment with
the FDA to commence a registrational trial in this indication,"
said Harlan W. Waksal, M.D., president and CEO at Kadmon.  "We
continue to prioritize the development of KD025 in cGVHD and remain
on track to initiate this pivotal trial this year.  In parallel, we
remain focused on the advancement of our ROCK inhibitor platform
for the treatment of fibrotic and inflammatory diseases."

Clinical Update

KD025 -- Anticipated 2018 Milestones

    * Initiate open-label, pivotal Phase 2 clinical trial in
      chronic graft-versus-host disease (cGVHD)

    * Present updated results from ongoing, open-label, dose-
      finding Phase 2 clinical trial in cGVHD at upcoming medical
      meetings

    * Present additional data from ongoing, randomized, open-label

      Phase 2 clinical trial in idiopathic pulmonary fibrosis
      (IPF) at the American Thoracic Society (ATS) International
      Conference in May 2018   

    * Initiate Phase 2 clinical trial in scleroderma

Additional Clinical Updates

Enrollment continues in the Company's ongoing Phase 2 clinical
trial of tesevatinib in autosomal dominant polycystic kidney
disease and ongoing Phase 1 clinical trial of tesevatinib in
autosomal recessive polycystic kidney disease.  Kadmon is also
continuing dialogue with the FDA regarding its review and approval
of KD034, the Company's generic trientine hydrochloride
formulation, for the treatment of Wilson's disease.

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

                       https://is.gd/rlOyWC

                       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 $81.69 million in 2017, a net loss attributable to
common stockholders of $230.48 million in 2016, and a net loss
attributable to common stockholders of $147.08 million in 2015.

As of Dec. 31, 2017, Kadmon Holdings had $83.55 million in total
assets, $81.79 million in total liabilities and $1.75 million in
total stockholders' equity.

BDO USA, LLP, in New York, issued a "going concern" qualification
in its report on the consolidated financial statements for the year
ended Dec. 31, 2017, noting that the Company has suffered recurring
losses from operations and expects losses to continue in the future
that raise substantial doubt about its ability to continue as a
going concern.


KAHLON ENTERPRISES: Hires Bielli & Klauder as Counsel
-----------------------------------------------------
Kahlon Enterprises, LLC, seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Bielli &
Klauder, LLC, as counsel to the Debtor.

Kahlon Enterprises requires Bielli & Klauder to:

   a) give the Debtor legal advice with respect to his powers and
      duties as Debtor and Debtor-in-Possession;

   b) prepare on behalf of the Debtor necessary applications,
      answers, orders, reports and other legal papers;

   c) represent the Debtor in defense of any proceedings
      instituted to reclaim property or to obtain relief from the
      automatic stay under the Bankruptcy Code;

   d) assist the Debtor in the preparation of schedules,
      statements of financial affairs, and any amendments
      thereto, which the Debtor may be required to file in the
      bankruptcy case;

   e) assist the Debtor in the preparation of a plan of
      reorganization and disclosure statement;

   f) assist the Debtor with any potential sales of its assets
      pursuant to the Bankruptcy Code; and

   g) perform all other legal services for the Debtor which may
      be necessary herein.

Bielli & Klauder will be paid at these hourly rates:

     Partners                 $350
     Associates               $205
     Paralegals               $150

Bielli & Klauder received three separate checks for $5,000 on March
15, 2018, April 5, 2018 and April 26, 2018 totaling in a $15,000
retainer, and $1,717 filing fee. Prior to the Petition Date, Bielli
& Klauder drew down $5,589.50 from the Retainer for bankruptcy
preparation fees and expenses incurred prior to the filing,
including the filing fee for initiating this case, leaving the
balance of $9410.50.

Bielli & Klauder will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Thomas D. Bielli, a partner at Bielli & Klauder, LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Bielli & Klauder can be reached at:

     Thomas D. Bielli, Esq.
     BIELLI & KLAUDER, LLC
     1500 Walnut Street, Suite 900
     Philadelphia, PA 19102
     Tel: (215) 642-8271

                  About Kahlon Enterprises

Kahlon Enterprises, LLC, based in Emmaus, PA, filed a Chapter 11
petition (Bankr. E.D. Pa. Case No. 18-12821) on April 27, 2018.  In
the petition signed by Steven B. Kahlon, member, the Debtor
estimated $1 million to $10 million in both assets and liabilities.
The Hon. Richard E. Fehling presides over the case.  Thomas D.
Bielli, Esq., at Bielli & Klauder, LLC, serves as bankruptcy
counsel.





KEMET CORP: Moody's Hikes CFR & Sr. Sec. Term Loan B to B1
----------------------------------------------------------
Moody's Investors Service upgraded KEMET Corp.'s Corporate Family
Rating ("CFR") and Senior Secured Term Loan B ("Term Loan") to B1
from B3, and upgraded the Probability of Default Rating ("PDR") to
B1-PD from B3-PD. Moody's affirmed the Speculative Grade Liquidity
("SGL") rating at SGL-2. The outlook has been revised to stable
from positive.

The upgrade to the ratings reflects KEMET's largely completed
integration of TOKIN Corporation ("TOKIN"), which has resulted in
improved margins and leverage declining to about 2x debt to EBITDA
(Moody's adjusted). The acquisition of TOKIN on April 19, 2017 also
diversified KEMET's product and customer base.

Moody's expects that the improvement that KEMET has made to
profitability, with the EBITDA margin (Moody's adjusted) exceeding
14% since the TOKIN acquisition, will be sustained in the mid to
upper teens percent (Moody's adjusted), and that leverage will
decline to, and be maintained, at or below 2x debt to EBITDA
(Moody's adjusted) over the next 12 to 18 months, reflecting
revenue and EBITDA growth and required debt repayments.

RATINGS RATIONALE

The B1 CFR reflects KEMET's modest leverage, which Moody's expects
will be maintained at or below 2x debt to EBITDA (Moody's
adjusted), and KEMET's market leadership position in certain
capacitor niches. KEMET is the market leader versus AVX, Vishay,
and Sanyo in the $1.7 billion tantalum capacitors segment of the
overall $15 billion capacitors industry.

The rating also reflects the highly cyclical nature of the
capacitors industry as a whole, the operating leverage resulting
from KEMET's large manufacturing base of 24 manufacturing
facilities, and KEMET's limited market share in both ceramic
capacitors and film and electrolytic capacitors, which Moody's
believes limits pricing power.

The stable outlook reflects Moody's expectation that KEMET's EBITDA
margin (Moody's adjusted) will be sustained in the mid to upper
teens percent level. Moody's expects that payments for fines and
class action settlements related to the TOKIN antitrust litigation
will consume no more than the current reserves ($84.3 million as of
December 31, 2017), with the payouts spread over several years.

The rating could be upgraded if:

KEMET's achieves revenue growth and an EBITDA margin (Moody's
adjusted) that is sustained above 20%, and

Leverage is sustained below 2x debt to EBITDA (Moody's adjusted),
and

Cash to debt (Moody's adjusted) is maintained above 75%

The rating could be downgraded if:

KEMET's EBITDA margin declines toward the lower teens percent
level (Moody's adjusted), or

Revenues decline more than the lower single digits percent level
annually, or

KEMET pursues a more aggressive financial policy, such that
Moody's expects that leverage will be maintained above 3x debt to
EBITDA ( Moody's adjusted), or

Fines and class action settlements materially exceed current
reserving, leading to a material weakening of liquidity

The B1 rating of the Term Loan reflects its seniority in the
capital structure, the collateral package, and the modest cushion
of unsecured liabilities. KEMET and KEMET Electronics Corporation
are the co-borrowers under the Term Loan.

The SGL-2 Speculative Grade Liquidity ("SGL") rating reflects
KEMET's good liquidity. Moody's expects KEMET will keep at least
$200 million of cash and will generate free cash flow ("FCF") of at
least $35 million over the next 18 months, with some near term cash
consumption due to remaining systems integration and operational
restructuring activities. Alternative liquidity is provided by an
unrated $75 million asset-based revolver, which Moody's expects
will remain undrawn. Over the next 12 to 18 months, total required
debt amortization is limited to the required annual debt
amortization on the Term Loan of $17.3 million.

Upgrades:

Issuer: KEMET Corp.

Corporate Family Rating (Local Currency), upgraded to B1 from B3

Probability of Default Rating, upgraded to B1-PD from B3-PD

Senior Secured Term Loan, upgraded to B1 (LGD3) from B3 (LGD4)

Affirmations:

Speculative Grade Liquidity Rating, affirmed at SGL-2

Outlook Actions:

Issuer: KEMET Corp.

Outlook, revised to stable from positive

KEMET Corp., based in Simpsonville, South Carolina, is a
publicly-traded manufacturer and supplier of passive electronic
components, specializing in tantalum, tantalum polymer, multilayer
ceramic, film, solid aluminum, electrolytic, and paper capacitors;
temperature and current sensors, and piezoelectric components.
KEMET Electronics Corporation ("KEC") is KEMET's primary operating
subsidiary.



KERR-ALBERT OFFICE: Hires Lashbrook Smalldon as Accountant
----------------------------------------------------------
Kerr-Albert Office Supply, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Michigan to employ
Lashbrook Smalldon & Beauchamp, P.C., as accountant to the Debtor.

Kerr-Albert Office requires Lashbrook Smalldon to:

   a. advise the Debtor with respect to financial matters to
      support the reorganization process;

   b. assist in preparing financial reports and projections,
      including reporting requirements to comply with U.S.
      Trustee regulations;

   c. prepare tax returns;

   d. assist in preparing the Debtor's Disclosure Statement and
      exhibits;

   e. provide advice concerning Debtor's plan of reorganization
      and the feasibility of Debtor's financial commitments;

   f. provide general business and reorganization advice;

   g. coordinate with the Debtor's other professionals and assist
      in negotiations with creditors and other parties-in-
      interest as appropriate; and

   h. support the Debtor's reorganization as appropriate
      including potential testimony, assist the Debtor's counsel
      in preparing for hearings or trials, preparing
      presentations to creditors, and otherwise assist the Debtor
      and the Debtor's professionals throughout the
      reorganization.

Lashbrook Smalldon will be paid at these hourly rates:

     Attorneys                  $165-$170
     Associates                 $65-$140

The Debtor owed Lashbrook Smalldon the amount of $16,760, and
Lashbrook Smalldon waive all claims against Debtor except for
postpetition claims for professional services as authorized by the
Court.

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

Burt J. Beauchamp, a partner at Lashbrook Smalldon & Beauchamp,
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.

Lashbrook Smalldon can be reached at:

     Burt J. Beauchamp, Esq.
     LASHBROOK SMALLDON & BEAUCHAMP, P.C.
     24725 W. 12 Mile Rd., Suite 110
     Southfield, MI 48034
     Tel: (248) 663-5146
     E-mail: ryan@wernetteheilman.com

               About Kerr-Albert Office Supply

Founded in 1961, Kerr-Albert Office Supplies --
http://www.kerralbert.com/-- is a family owned business in Port
Huron, Michigan.  The Company operates a store that provides a full
line of products and services in office supplies, equipment and
furniture industry.  The Company has two convenient locations to
service the Metro Detroit and Port Huron areas.

Kerr-Albert Office Supply, Inc., based in Port Huron, MI, filed a
Chapter 11 petition (Bankr. E.D. Mich. Case No. 18-41510) on Feb.
5, 2018.  In the petition signed by Ernest Albert, president, the
Debtor estimated $500,000 to $1 million in assets and $1 million to
$10 million in liabilities.  The Hon. Marci B McIvor presides over
the case.  Ryan D. Heilman, Esq., at Wernette Heilman PLLC, serves
as bankruptcy counsel.





KEVIN DALE DOTY: DOJ Watchdog to Appoint Examiner
-------------------------------------------------
The Hon. David R. Jones of the U.S. Bankruptcy Court for the
Southern District of Texas, at the behest of First Citizens Bank
and Trust Company, Inc., has entered an agreed order directing the
U.S. Trustee to appoint an examiner for the bankruptcy estate of
Kevin Dale Doty.

The Examiner will investigate and provide a report to the Court and
parties in interest regarding:

     (a) the financial condition of the Debtor;

     (b) the value of the Debtor's assets, including without
limitation the Debtor's interest in (i) community property, (ii)
setoff, recoupment, and reimbursement actions, (iii) avoidance
actions, and (iv) counterclaims against Richard Davidson; and

     (c) the financial condition of the Debtor's non-debtor
businesses.

Kevin Dale Doty filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 17-50160) on Aug. 4, 2017.  The Hon Eduardo V. Rodriguez
presides over the case.  The Debtor is represented by William B.
Kingman, Esq., at the Law Offices of William B. Kingman.


KEYSTONE AUTOMATION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Keystone Automation, Inc.
        201 Clark Road
        Duryea, PA 18642

Business Description: Keystone Automation, Inc. is a privately
                      held company that focuses on turnkey
                      machinery design and fabrication.  Keystone
                      Automation's services include electrical
                      programming, machining, sheet metal welding,
                      embedded systems design for factory
                      automation, electrical panel fabrication,
                      machinery assembly & rebuilding, and
                      electronics design services.  The company
                      was founded in 1999 by Mike Duffy and
                      operates out of a 21,000 square foot
                      engineering and production facility in
                      Duryea, Pennsylvania.  

                      http://www.keystoneautomation.net/

Chapter 11 Petition Date: May 12, 2018

Case No.: 18-02000

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Debtor's Counsel: Mark J. Conway, Esq.
                  LAW OFFICES OF MARK J. CONWAY, P.C.
                  502 South Blakely Street
                  Dunmore, PA 18512
                  Tel: 570 343-5350
                  Fax: 570 343-5377
                  Email: info@mjconwaylaw.com

Total Assets as of May 10, 2018: $1.82 million

Total Liabilities as of May 10, 2018: $1.51 million

The petition was signed by Michael Duffy, president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at: http://bankrupt.com/misc/pamb18-02000.pdf


KNOWLES SYSTEMS: Seeks to Hire Latham Shuker as Counsel
-------------------------------------------------------
Knowles Systems, Inc., 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.

Knowles Systems requires Latham Shuker to:

   a. advise the Debtor as to its rights and duties in the
      bankruptcy 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:

     Partners                    $350 to $575
     Associates                  $220 to $290
     Paraprofessionals           $105 to $160

Prior to the commencement of the bankruptcy case, the Debtor paid
an advance fee of $93,669 for postpetition services and expenses in
connection with the bankruptcy case.

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

R. Scott Shuker, a partner at Latham Shuker Eden & Beaudine,
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. Mangnolia Ave., Suite 1400
     Orlando, FL 32801
     Tel: (407) 481-5800
     Fax: (407) 481-5801
     E-mail: rshuker@lseblaw.com
             dvelasquez@lseblaw.com

                    About Knowles Systems

Knowles Systems, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 18-01307) on April 20, 2018, estimating
under $1 million in both assets and liabilities.  The Debtor is
represented by R. Scott Shuker, Esq., at Latham Shuker Eden &
Beaudine, LLP.



LATITUDE 360: Trustee Taps Cimo Mazer as Special Counsel
--------------------------------------------------------
Mark Healy, the Chapter 11 trustee for Latitude 360, Inc., received
approval from the U.S. Bankruptcy Court for the Middle District of
Florida to hire Cimo Mazer Mark PLLC as special counsel.

The firm will advise the trustee on insurance-related matters;
review the insurance policy of National Union Fire Insurance
Company of Pittsburgh, Pa.; and represent the trustee at hearings,
mediations and other proceedings concerning insurance-related
issues.

In the event of any recovery on the Debtor's claim with National
Union, 20% of the gross recovery will be paid to Cimo Mazer.

Cimo Mazer is "disinterested" as defined in section 101(14) of the
Bankruptcy Code, according to court filings.

                        About Latitude 360

Three creditors of Latitude 360, Inc. -- formerly known as Latitude
Global, Inc. and formerly known as Latitude Global Acquisition
Corp. -- filed an involuntary Chapter 11 bankruptcy petition
against the Jacksonville, Florida-based company (Bankr. M.D. Fla.
Case No. 17-00086) on Jan. 10, 2017.

The petitioning creditors are TBF Financial, LLC, which listed a
$68,955 judgment claim; Dex Imaging, Inc., which asserts a $207,291
judgment claim; and N. Robert Elson, Trustee of the N. Robert Elson
Trust of 1996, dated March 18, 1996, which listed a $33,697
judgment claim.  The petitioning creditors are represented by
Catrina Humphrey Markwalter, Esq., at Gillis Way & Campbell LLP as
counsel.

Mark C. Healy was appointed Chapter 11 trustee.  The Trustee
retained Gillis Way & Campbell as counsel, and Michael Moecker and
Associates, Inc., as financial advisor.


LIBERTY INDUSTRIES: Seeks to Hire Furr and Cohen as Counsel
-----------------------------------------------------------
Liberty Industries, L.C., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Furr and Cohen, P.A., as counsel to the Debtors.

Liberty Industries requires Furr and Cohen to:

   a. give advice to the Debtors with respect to its powers and
      duties as a debtor-in-possession and the continued
      management of its business operations;

   b. advise the Debtors 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 and other
      legal documents necessary in the administration of the
      bankruptcy cases;

   d. protect the interest of the Debtors in all matters pending
      before the bankruptcy court; and

   e. represent the Debtors in negotiation with creditors in the
      preparation of a plan.

Furr and Cohen will be paid at these hourly rates:

     Attorneys                $350 to $650
     Paralegals                   $150

The Debtors owed Furr and Cohen in the amount of $86,214 for
prepetition fees, and the Firm has agreed to waived the same.

Furr and Cohen received the amount of $50,000 as retainer, of which
$29,554 was deducted for expenses, leaving a balance of $20,446.

Furr and Cohen will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Robert C. Furr, a partner at Furr and Cohen, 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.

Furr and Cohen can be reached at:

     Robert C. Furr, Esq.
     FURR AND COHEN, P.A.
     2255 Glades Road, Suite 337
     Boca Raton, FL 33431
     Tel: (561) 395-0500
     Fax: (561) 338-7532

                About Liberty Industries, L.C.

Liberty Industries, L.C., d/b/a Tower Innovations --
http://towerinnovations.net/-- is a manufacturer of communication
towers, specializing in broadcast and wireless structures. Tower
Innovations is a privately held company and a unit of Liberty
Industries. It was founded in Newburgh, Indiana in 2006 after
acquiring Kline Towers, established in 1953, and Central Tower,
established in 1984. Tower Innovations is a multi-functional
provider of communication systems and has thousands of quality
structures in service around the world. These include towers for
DTV/NTSC, AM and FM broadcasting, two-way, WiFi, cellular and PCS
communications. The Company offers complete innovative engineering
solutions, design and fabrication services. Liberty Properties
operates a commercial manufacturing facility in Newburgh, Indiana.

On Sept. 9, 2016, a voluntary petition under Chapter 11 was filed
by Liberty Industries under Case No. 16-22332. On Sept. 7, 2016, a
voluntary petition under Chapter 11 was filed by Liberty Properties
under Case No. 16-22333. On Sept. 12, 2012, Liberty Industries
sought bankruptcy protection (Bankr. S.D. Fla. Case No. 12-32843).

Liberty Properties filed a Chapter 11 petition on Sept. 25, 2012
(Bankr. S.D. Fla. Case No. 12-32882).

Liberty Industries, L.C., d/b/a Tower Innovations and Liberty
Properties At Newburgh, L.C., filed Chapter 11 petitions (Bankr.
S.D. Fla. Case Nos. 18-14231 and 18-14232) on April 11, 2018.  In
the petitions signed by William Gates, manager, Liberty Industries
had total assets and liabilities at $4,480,000 each, and Liberty
Prop At Newburgh had $3,710,000 in total assets and $3,330,000 in
total liabilities.  The cases are assigned to Judge Erik P.
Kimball.  The Debtors are represented by Robert C. Furr, Esq., at
Furr & Cohen.


LONG BLOCKCHAIN: Adds New Member to Board of Directors
------------------------------------------------------
On and effective as of April 23, 2018, the Board of Directors of
Long Blockchain Corp. increased the number of directors on the
Board from seven to eight and appointed Mr. Sanjay Sachdev to fill
the resulting vacancy.  Mr. Sachdev was nominated by TSLC Pte Ltd.,
pursuant to the terms of the previously-announced contribution and
exchange agreement between the Company and TSLC.

As a non-employee director of the Company, Mr. Sachdev will receive
an annual cash fee of $30,000 and an annual award of $35,000 in
shares of the Company's Common Stock valued as of December 31st of
each year.  In addition, the Company will enter into an
indemnification agreement with Mr. Sachdev, pursuant to which the
Company will indemnify, and advance expenses to, Mr. Sachdev to the
fullest extent permitted by applicable law.

                About Long Blockchain Corp.

Headquartered in Hicksville, New York, Long Blockchain Corp. --
http://www.longblockchain.com-- is focused on developing and
investing in globally scalable blockchain-based financial
technology solutions.  It is dedicated to becoming a significant
participant in the evolution of blockchain technology that creates
long-term value for its shareholders and the global community by
investing in and developing businesses that are "on-chain".
Blockchain technology is fundamentally changing the way people and
businesses transact, and the Company will strive to be at the
forefront of this dynamic industry, actively pursuing
opportunities.

Long Blockchain incurred a net loss of $15.21 million in 2017 and a
net loss of $10.44 million in 2016.  As of Dec. 31, 2017, Long
Bockchain had $3.23 million in total assets, $3.52 million in total
liabilities and a total stockholders' deficit of $292,982.

Marcum LLP, the Company's auditor since 2014, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2017, citing that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


LONG BLOCKCHAIN: Obtains Restated Credit Facility for up to $2M
---------------------------------------------------------------
Long Blockchain Corp. and Court Cavendish Ltd., the lender under
the Company's Loan and Option Agreement, entered into an Amended
and Restated Loan and Option Agreement, effective May 4, 2018.  The
Company previously borrowed $2 million under the Existing Facility,
of which $1,250,000 principal amount is currently outstanding and
$750,000 of principal plus interest accrued thereon was converted
into shares of the Company's common stock, $0.0001 par value per
share, under the terms of the Existing Facility.  Under the
Existing Facility, the Company had the ability to increase the
facility with the consent of the Lender by requesting two
extensions of $1 million each, subject to certain conditions,
including the continued listing of the Common Stock on the Nasdaq
Capital Market.  The Common Stock was delisted from the Nasdaq
Capital Market on April 12, 2018.

Under the Restated Facility, the Lender agreed to make available a
first extension of $1,500,000, from which a drawdown in the amount
of $1 million was funded by the Lender on May 8, 2018.  The Company
may request a second Extension in the amount of up to $500,000.
The amount and timing of any additional drawdowns under the first
Extension and any drawdowns under the second Extension will be
agreed upon between the parties.  All amounts owed under the
Restated Facility will be secured by all of the assets of the
Company, subject to certain security interests previously granted
by the Company to another third party.

On the date of the first drawdown from each Extension, the Company
will be required to pay the Lender a facility fee of 7% of the
Extension amount, in cash or shares of Common Stock valued at $0.40
per share, at the Company's election.  The Company has elected to
pay this fee from the first drawdown in shares of Common Stock.
The Company also agreed to issue to the Lender four-year warrants
as follows: (i) upon the first drawdown under the first Extension,
a Warrant to purchase 1,200,000 shares of Common Stock, and (ii)
upon each drawdown under the second Extension, a Warrant to
purchase 0.8 shares of Common Stock per dollar of the drawdown.
The Warrants will have an exercise price of $0.50 per share, and
will have a cashless exercise feature.

Interest on the outstanding amount under the Restated Facility,
including all amounts outstanding under the Existing Facility,
accrues monthly at the rate of 12.5% per annum and is payable
quarterly in cash or Common Stock valued at $0.40 per share, at the
Company's election.  The Restated Facility matures on Dec. 21,
2018.  On the Maturity Date, all principal and any accrued but
unpaid interest will be due and payable in cash or in shares of
Common Stock valued at $0.40 per share, at the Lender's election.
The Lender also has the option, exercisable at any time prior to
the Maturity Date, to have any principal and interest then
outstanding (but in no event less than the lesser of $500,000 or
the amount of principal outstanding under the Restated Facility)
converted into Common Stock at a price per share such that the
average conversion price of all shares issued to the Lender upon
conversion, including shares previously issued upon conversion of
the initial $750,000 advanced under the Existing Facility, is $0.40
per share.

Pursuant to the Restated Facility, the Lender was granted a right
of first refusal in any future sale of capital stock of the Company
for cash.  Additionally, the Company agreed to use its reasonable
best efforts to reduce the number of directors on its board of
directors from eight to six, to appoint Shamyl Malik as the
Chairman of the Board, and to maintain a committee of the board of
directors, consisting of three directors, including the two
directors previously appointed by the Lender, that must unanimously
authorize any expenses in excess of $100,000 relating to the
Company's existing operating beverage business.  The Company's
Board of Directors appointed Mr. Malik as Chairman of the Board on
May 5, 2018.

The Restated Facility contains customary representations and
warranties and affirmative and negative covenants, including
covenants that, subject to certain exceptions, restrict the
Company's ability to, among other things, sell additional shares of
Common Stock at a price per share less than $0.40, create certain
liens, make certain types of borrowings, and engage in certain
business combinations.  The Restated Facility provides for
customary events of default, including, among other things, certain
change of control transactions.  Upon the occurrence of an event of
default, at the option of the Lender, all principal and interest
under the Restated Facility will become immediately due and
payable.  The Company agreed to pay up to $25,000 of legal fees and
transaction expenses of the Lender in connection with the
negotiation and execution of the Restated Facility.

A full-text copy of the Amended and Restated Loan and Option
Agreement is available for free at https://is.gd/Bvsp52

                     About Long Blockchain Corp.

Headquartered in Hicksville, New York, Long Blockchain Corp. --
http://www.longblockchain.com-- is focused on developing and
investing in globally scalable blockchain-based financial
technology solutions.  It is dedicated to becoming a significant
participant in the evolution of blockchain technology that creates
long-term value for its shareholders and the global community by
investing in and developing businesses that are "on-chain".
Blockchain technology is fundamentally changing the way people and
businesses transact, and the Company will strive to be at the
forefront of this dynamic industry, actively pursuing
opportunities.

Long Blockchain incurred a net loss of $15.21 million in 2017 and a
net loss of $10.44 million in 2016.  As of Dec. 31, 2017, Long
Blockchain had $3.23 million in total assets, $3.52 million in
total liabilities and a total stockholders' deficit of $292,982.

Marcum LLP, the Company's auditor since 2014, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2017, citing that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


MARATHON OIL: Moody's Alters Outlook to Pos. & Affirms Ba1 CFR
--------------------------------------------------------------
Moody's Investors Service changed the rating outlook for Marathon
Oil Corporation (Marathon Oil) to positive from stable. Moody's
also affirmed Marathon Oil's Ba1 Corporate Family Rating (CFR),
Ba1-PD Probability of Default Rating and its Ba1 senior unsecured
ratings. Concurrently, Moody's upgraded Marathon Oil's Speculative
Grade Liquidity (SGL) Rating to SGL-1 from SGL-2.

"The change to positive outlook reflects Marathon Oil's improving
cash flow based leverage metrics since the company undertook a
significant portfolio re-positioning and used asset sale proceeds
to repay debt and strengthen its liquidity," commented Amol Joshi,
Moody's Vice President. "While Marathon Oil has a diversified asset
base, its capital efficiency could lag somewhat as it allocates a
portion of its capital spending to develop the company's less
mature STACK and Delaware Basin assets and also potentially develop
the Eagle Ford and Bakken beyond its tier 1 acreage."

Upgrades:

Issuer: Marathon Oil Corporation

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

Affirmations:

Issuer: Marathon Oil Corporation

Corporate Family Rating, Affirmed Ba1

Probability of Default Rating, Affirmed Ba1-PD

Senior Unsecured Notes, Affirmed Ba1 (LGD4)

Commercial Paper, Affirmed NP

Senior Unsecured Medium-Term Note Program, Affirmed (P)Ba1

Outlook Actions:

Issuer: Marathon Oil Corporation

Outlook, Changed to Positive from Stable

RATINGS RATIONALE

Marathon Oil's positive outlook is supported by Moody's expectation
of improving cash flow based leverage metrics as the company grows
production and reserves in its core US shale basin assets after
paying down about $1.8 billion of debt in 2017. Due to its
relatively high sensitivity to oil prices, Marathon Oil's cash
margins, capital efficiency and leverage metrics should improve
meaningfully through 2019.

Marathon Oil's Ba1 CFR also reflects its position as a large
independent exploration and production company with a diversified
reserves and production base. Marathon Oil has re-positioned its
portfolio through asset sales including the 2017 sale of its
Canadian oil sands mining subsidiary, and also used a portion of
such asset sale proceeds to acquire acreage in the Delaware Basin.
Moody's expects Marathon Oil to focus most of its 2018 capital
spending on its short-cycle resource plays in the Eagle Ford,
Bakken, STACK and the Delaware Basin.

Marathon Oil's senior notes are unsecured and are all rated Ba1 --
the same level as the CFR. The company's revolving credit facility
is also unsecured and pari passu with the senior notes.

Marathon Oil's SGL-1 Speculative Grade Liquidity Rating reflects
Moody's expectations for the company to maintain very good
liquidity. The company had $563 million of balance sheet cash at
year-end 2017, and the company should have over $1.5 billion of
cash at the end of March 31, 2018 boosted by asset sales proceeds.
Marathon Oil's $3.4 billion credit facility was undrawn at December
31, 2017 and it expires in May 2021. The company's nearest debt
maturity is its $600 million senior notes due 2020. While Marathon
Oil is expected to approach cash flow neutrality in 2018, balance
sheet cash and availability under the revolver should be sufficient
to fund potential outspending of cash flow, dividends and working
capital swings. The revolving credit facility contains a maximum
debt-to-capitalization covenant of 65% as of the last day of each
fiscal quarter, and Marathon Oil should remain in compliance with
this covenant through mid-2019.

Marathon Oil's rating could be upgraded if the company can sustain
RCF/Debt above 40% and an LFCR above 1.5x, while demonstrating an
increasing production trend.

The rating could be downgraded if RCF/Debt falls below 20% or
capital efficiency deteriorates. Any shareholder friendly actions
that materially erode the company's cash balances or a significant
increase in debt to fund a sizable acquisition could also lead to a
downgrade.

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

Marathon Oil is a large independent exploration and production
company with a diversified asset base across four US core
unconventional shale plays: the Eagle Ford, Bakken, Oklahoma
Resource Basins and the Permian Basin as well as international
operations across regions including Africa and offshore in the UK
North Sea.


MARBLE MASTERS: Case Summary & 14 Unsecured Creditors
-----------------------------------------------------
Debtor: Marble Masters of Middle Georgia, Inc.
           dba ISD Cabinets & Supply
        1105 N. Davis Drive
        Warner Robins, GA 31093-1904

Business Description: Marble Masters of Middle Georgia, Inc. --
                      https://www.marblemasters.com -- specializes
                      in the installation, restoration and
                      maintenance of marble, granite, and
                      quartz surfaces for residential and
                      commercial clients.  Headquartered in Warner
                      Robins, Georgia, the Company handles
                      new construction or makeover projects.

Chapter 11 Petition Date: May 11, 2018

Case No.: 18-50891

Court: United States Bankruptcy Court
       Middle District of Georgia (Macon)

Judge: Hon. Austin E. Carter

Debtor's Counsel: Wesley J. Boyer, Esq.
                  BOYER LAW FIRM, L.L.C.
                  348 Cotton Avenue, Ste 200
                  Macon, GA 31201
                  Tel: 478-742-6481
                  E-mail: wjboyer_2000@yahoo.com
                          Wes@WesleyJBoyer.com

Estimated Assets: $50,000 to $100,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Neil D. Suggs, managing member.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 14 unsecured creditors is available for free
at:

             http://bankrupt.com/misc/gamb18-50891.pdf


MARRIOTT VACATIONS: S&P Puts 'BB+' CCR on CreditWatch Negative
--------------------------------------------------------------
U.S. timeshare company Marriott Vacations Worldwide Corp. (MVW)
announced that it has entered into a definitive agreement to
acquire ILG Inc. for $4.7 billion, including a cash consideration
of $1.9 billion.

MVW will fund the cash consideration, provide excess financing
capacity potentially to refinance existing debt at the combined
entity, and pay for transaction expenses with a committed $2.5
billion bridge facility.

S&P Global Ratings placed its 'BB+' corporate credit rating on
Marriott Vacations Worldwide Corp. and its 'BB+' corporate credit
rating on ILG Inc. on CreditWatch with negative implications. S&P
took the same action on all related issue-level ratings except for
ILG's senior secured revolving credit facility, which it expects
will be repaid.

S&P said, "The CreditWatch placements reflect our belief that
incremental leverage to finance MVW's acquisition of ILG may raise
financial risk more than it improves business risk. As a result, we
could lower the corporate credit ratings on MVW and ILG to reflect
the credit quality of the combined entity.

"We will resolve the CreditWatch listing following a review of the
future capital structure and leverage policy commitments at the
combined company. The transaction is expected to close in the
second half of 2018, and is subject regulatory approvals and a vote
by both companies' shareholders."  


MASS PRIVATE: Taps Shapiro & Hender as Legal Counsel
----------------------------------------------------
Mass Private Transportation, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Massachusetts to hire Shapiro
& Hender as its legal counsel.

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

Jordan Shapiro, Esq., a senior partner at Shapiro & Hender, charges
an hourly fee of $300.  Paralegals charge $75 per hour.

Shapiro & Hender received a retainer in the sum of $4,200.

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

The firm can be reached through:

     Jordan L. Shapiro, Esq.
     Shapiro & Hender
     105 Salem Street
     Malden, MA 02148
     Phone: 781-324-5200
     Email: jslawma@aol.com

              About Mass Private Transportation

Mass Private Transportation, Inc., is a company based in Reading,
Massachusetts, that operates a taxi business.

Mass Private Transportation sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Mass. Case No. 18-11407) on April
19, 2018.  In the petition signed by Marc C. Rod, president, the
Debtor estimated assets of less than $50,000 and liabilities of
less than $500,000.  Judge Joan N. Feeney presides over the case.


MAURICE SPORTING: $145K Sale of Equipment to SJF Material Approved
------------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware authorized the Fixture Sale Agreement of
Maurice Sporting Goods, Inc. and its debtor-affiliates with SJF
Material Handling, Inc. in connection with the private disposition
of Maurice Sporting Goods of Delaware, Inc.'s surplus racking,
material handling equipment, office furniture and equipment,
conveyor equipment, wrapping equipment and static shelving located
at 7045 Beckett Drive, Unit 15, Mississauga, Ontario, Canada for
$145,000.

To the extent required, the Broker is retained by the Debtors as
its agent with respect to the sale of the Equipment on the terms
and conditions set forth in the Motion and the Agreement, as may be
modified by the Order.  The Broker will not be required to file any
fee reports or keep time records of hours spent performing the
services set forth in the Agreement.

The Debtors are authorized, pursuant to 105(a) and 363(b)(1) of the
Bankruptcy Code, to dispose of the Equipment, as contemplated under
the Agreement, in accordance with the Order and the Agreement.

Upon consummation of the Agreement, and in accordance with the
terms and conditions of the Debtors' post-petition financing, as
most recently modified by the Amended Final DIP Order], all cash
proceeds generated from the sale contemplated by the Agreement will
be payable to the Agent for the benefit of the Lenders.

Notwithstanding the provisions of Bankruptcy Rules 6004(h) or any
other rule, the Order will not be stayed after the entry hereof,
but will be effective and enforceable immediately upon entry, and
the 14-day stay provided in Bankruptcy Rule 6004(h) is expressly
waived and will not apply.

The requirements of Bankruptcy Rule 6007(a) are waived.
Notwithstanding Bankruptcy Rule 6004(h), the Order will take effect
immediately upon its entry.

                 About Maurice Sporting Goods

Maurice Sporting Goods, Inc., established in 1923, is a
family-owned distributor of outdoor sporting goods specializing in
fishing; marine; sports licensed products and souvenirs; outdoor
gifts and decor; hunting; and camping and outdoor recreation.
Collectively, Maurice Sporting Goods services more than 15,000
store fronts across the United States, Canada, South America, and
Europe.

Maurice Sporting Goods, Inc., and 4 affiliated companies sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12481) on
Nov. 20, 2017.  Maurice Sporting Goods estimated $10 million to $50
million in total assets and $100 million to $500 million in total
liabilities.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
counsel; Patrick J. O'Malley of Development Specialists, Inc., as
restructuring advisor; Silverman Consulting as financial advisor;
Livingstone Partners LLC as investment banker; and Epiq Bankruptcy
Solutions, LLC, as claims, solicitation and balloting agent.


MD2U MANAGEMENT: Hires Whonsetler & Johnson as Special Counsel
--------------------------------------------------------------
MD2U Management, LLC, and its debtor-affiliates, seeks authority
from the U.S. Bankruptcy Court for the Western District of Kentucky
to employ Whonsetler & Johnson, PLLC, as special counsel to the
Debtors.

MD2U Management requires Whonsetler & Johnson to represent and
provide legal services to the Debtor in connection with the case
captioned as Doug Hagan, Administrator of the Estate of Gary Glueck
v. Scottsville Manor, Inc., et al., Case No. 16-CI-425, pending in
Allen Circuit Court, Commonwealth of Kentucky.

No promises have been received by Whonsetler & Johnson as to
compensation from the Debtor in connection with the bankruptcy
case.

Within the year prior to the Petition Date, Whonsetler & Johnson
earned and received remuneration from the Debtor's insurer in the
amount of $6,308.17.

In the 90 days prior to the Petition Date, Whonsetler & Johnson
received funds from the Debtor's insurer in the total amount of
$6,308.17. Of this amount, $6,082 represented payment for services
rendered, $226.07 represented case expenses and the remaining $0 is
held as a retainer.

Whonsetler & Johnson will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Craig L. Johnson, partner of Whonsetler & Johnson, 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.

Whonsetler & Johnson can be reached at:

     Craig L. Johnson, Esq.
     WHONSETLER & JOHNSON, PLLC
     11901 Brinley Avenue
     Louisville, KY 40243
     Tel: (502) 895-2297

                    About MD2U Management

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

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

In the petitions signed by Joel Coleman, president, MD2U estimated
$500,000 to $1 million in assets and $1 million to $10 million in
debt; and MD2U Kentucky estimated between $1 million and $10
million in assets, and $500,000 to $1 million in debt.

The Debtors hired Kaplan & Partners LLP as their bankruptcy
counsel; Whonsetler & Johnson, PLLC, as special counsel; and Deming
Malone Livesay & Ostroff as their accountant.


MEDEX PATIENT: Case Summary & 8 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Medex Patient Transport, LLC
           dba Caliber Care + Transport
           dba Caliber Patient Care
           dba Caliber Care + Transportation
        113 Seaboard Lane #C-270
        Franklin, TN 37067

Business Description: Medex Patient Transport, LLC dba Caliber
                      Care + Transport is a non-emergency medical
                      transport company that provides services
                      including ambulatory, wheelchair, and
                      stretcher transport.  Caliber is based in
                      Music City USA, Nashville, with 30 locations
                      throughout Atlanta, GA; Bentonville, AR;
                      Birmingham, AL; Cleveland, OH; Columbus, OH;
                      Dallas, TX; Ft Myers, FL; Houston, TX;
                      Knoxville, TN; LaFayette, GA; Memphis, TN;
                      Montgomery, AL; Nashville, TN; Pinellas
                      County, FL; St. Louis, MO; San Jose, CA; and
                      Winston-Salem, NC.  Visit
                      https://www.caliberpatientcare.com for more
                      information.

Chapter 11 Petition Date: May 10, 2018

Court: United States Bankruptcy Court
       Middle District of Tennessee (Nashville)

Case No.: 18-03189

Judge: Hon. Charles M Walker

Debtor's Counsel: Joseph P. Rusnak, Esq.
                  TUNE, ENTREKIN & WHITE, P.C.
                  315 Deaderick Street Ste 1700
                  Nashville, TN 37238-1700
                  Tel: 615 244-2770
                  Fax: 615 244-2778
                  E-mail: JRUSNAK@TEWLAWFIRM.com

Total Assets: $515,901

Total Liabilities: $2.33 million

The petition was signed by Klein Calvert, chief manager.

A full-text copy of the petition containing, among other items, a
list of the Debtor's eight unsecured creditors is available for
free at: http://bankrupt.com/misc/tnmb18-03189.pdf


MEEKER NORTH: Taps Theodore N. Stapleton as Legal Counsel
---------------------------------------------------------
Meeker North Dawson Nursing, LLC, seeks approval from the U.S.
Bankruptcy Court for the Northern District of Georgia to hire
Theodore N. Stapleton P.C. as its legal counsel.

The firm will advise the Debtor generally regarding matters of
bankruptcy law; investigate and evaluate potential claims of the
estate; assist in the preparation of a bankruptcy plan; and provide
other legal services related to its Chapter 11 case.

The firm's hourly rates range from $200 to $450 for attorneys and
from $50 to $150 for paralegals and project assistants.  Theodore
Stapleton, Esq., a principal of the firm, charges an hourly fee of
$450.

Stapleton has requested a retainer in the sum of $10,000.

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

The firm can be reached through:

     Theodore N. Stapleton, Esq.
     Theodore N. Stapleton P.C.  
     2802 Paces Ferry Road, Suite 100-B  
     Atlanta, GA 30339
     Telephone: (770) 436-3334
     E-mail: tstaple@tstaple.com

              About Meeker North Dawson Nursing

Meeker North Dawson Nursing, LLC, sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 18-56883) on
April 24, 2018.

In the petition signed by Christopher F. Brogdon, managing member,
the Debtor estimated assets of less than $50,000 and liabilities of
less than $1 million.


MEHRI AKHLAGHPOUR: Trustee's 299K Sale of Encino Property Approved
------------------------------------------------------------------
Judge Victoria S. Kaufman of the U.S. Bankruptcy Court for the
Central District of California authorized Nancy J. Zamora, the
Chapter 11 Trustee for the bankruptcy estate of Mehri Akhlaghpour,
to sell the real property located at 5454 Zelzah Avenue, #302,
Encino, California to Mehdi A. Moghadam for $299,000.

A hearing on the Motion was held on April 12, 2018 at 2:00 p.m.

The Trustee is authorized to pay directly through the sale escrow
at Encore Escrow Company, Inc.:

     a. the debt secured by the first deed of trust in the original
principal amount of $165,500 recorded on June 8, 2011 as Instrument
No. 11-783894, for the benefit of Bank of America, N.A., which was
assigned to Nationstar Mortgage, LLC via an assignment recorded on
Aug. 27, 2015 as Instrument No. 15-1061068, in the estimated payoff
amount of approximately $144,436, subject to a final payoff demand
to be provided to Encore by Nationstar, referred to at exception
no. 10 in the preliminary title report prepared by First American
Title Company as order number 5630548;

     b. the pro-rated real property taxes owed to the County of Los
Angeles as of the closing date;

     c. the Trustee's closing costs as seller, including the broker
commission of 6% of the Purchase Price, City and County transfer
taxes, escrow fees, title fees, recording fees, and required
reports;

     d. the tenant's security deposit and pro-rated rents to the
Purchaser; and

     e. the net proceeds from the Sale Escrow to the Trustee on
behalf of the Estate.

There will be no liability to the Trustee and the Trustee's
professionals, in any capacity, by virtue of consummation of the
sale approved or as a result of the failure of such sale to
consummate.

The Property will be sold free and clear of the liens, claims, and
encumbrances of Emymac, Inc.  The sale is "as is, where is,"
without any representations or warranties whatsoever.

The Trustee is authorized to assume and assign the Residential
Lease Or Month-To-Month Rental Agreement entered into between the
Debtor and Noora Arasteh on March 17, 2017 to the Purchaser.

The Order will be effective immediately upon entry, that the stay
of the Order imposed by Federal Rule of Bankruptcy Procedure
6004(h) and any other applicable bankruptcy rules is waived, and
that the effectiveness of the Order will not be affected by the
14-day statutory appeal period unless the Court enters a stay of
the Order to sell the Real Property pending appeal.

                    About Mehri Akhlaghpour

Mehri Akhlaghpour filed a Chapter 11 Petition (Bankr. C.D. Cal.
Case No. 17-12739) on Oct. 11, 2017, and was represented by
Giovanni Orantes, Esq.

The Debtor asserts an interest in six real properties:

   * A single family residence located at 4450 Winnetka Ave.,
Woodland Hills, CA 91364;

   * A condominium located at 26943 Hillsborough Parkway, #27,
Valencia, CA 91354;  

   * A condominium located at 5454 Zelzah Avenue, #302, Encino, CA
91316;

   * A single family residence located at 16320 Gledhill Street,
North Hills, CA 91343;

   * A single family residence located at 17315 Cagney Street,
Granada Hills, CA
91344; and

   * A condominium located at 8338 Woodley Pl. #28, North Hills, CA
91343.

On Dec. 29, 2017, the Office of the United States Trustee filed a
motion to appoint a Chapter 11 Trustee.  The Motion was granted.

On Jan. 25, 2018, Nancy J. Zamora was appointed as the Debtor's
Chapter 11 Trustee.  The Trustee tapped Levene, Neale, Bender, Yoo
& Brill L.L.P. as counsel; and Rodeo Realty, Inc., as real estate
broker.


MELINTA THERAPEUTICS: Reports First Quarter 2018 Financial Results
------------------------------------------------------------------
Melinta Therapeutics, Inc., reported financial results and provided
an update on commercial activities for the quarter ended March 31,
2018.  Melinta reported revenue of $14.8 million for the quarter
ended March 31, 2018, which includes product sales of $11.8 million
and contract revenue of $3.0 million.  In addition, the company
earned $2.7 million in funding from the Biomedical Advanced
Research and Development Authority (BARDA), which it recorded as
other income.  This quarter was the first including sales from all
four of the company's antibiotic brands.

"The new Melinta is off to a strong start in 2018, as we completed
our first quarter as a combined company following the close of our
acquisition of The Medicines Company's infectious disease business
on January 5, 2018," said Dan Wechsler, president and CEO of
Melinta.  "During the quarter we launched Baxdela (delafloxacin) in
the U.S. and continued our launch of Vabomere (meropenem and
vaborbactam) in the U.S., and generated strong sales performance
across all four of our brands, powered by our experienced
antibiotics-focused salesforce.  Our salesforce is now fully
cross-trained with all reps selling all products beginning in May,
significantly expanding our share of voice.

"Within our pipeline we saw continued advancement, with our
partners Menarini Group and Eurofarma Laboratorios submitting
Marketing Authorization Applications for delafloxacin in the E.U.
and Argentina, respectively.  We also announced an agreement with
CARB-X, one of the world's largest public-private partnerships
devoted to early development antibacterial R&D, that will provide
us funding to advance the development of a novel antimicrobial from
our ESKAPE pathogen program.

"From a financial perspective, we have received significant
interest to partner outside of the U.S. on our products.  In
addition, we have strong support from shareholders and others to
provide a foundation for the continued growth of our company."

Q1 2018 and Recent Business Highlights

   * January 5, 2018 - acquired the infectious disease business of
     The Medicines Company, including approved products Vabomere,
     Orbactiv (oritavancin) and Minocin (minocycline) for
     Injection

        - In Q1:

            * added well-experienced talent across the entire
              organization, including sales and marketing, medical
              affairs and other expertise

            * completed integration

            * had no disruption to product launches or performance

   * February 6, 2018 - launched Baxdela in the United States

   * February 20, 2018 - partner Eurofarma Laboratorios submitted
     the first of many anticipated marketing authorization
     applications (MAA) in Latin America, in Argentina, for
     delafloxacin for treatment of adult patients with acute
     bacterial skin and skin structure infection (ABSSSI)

       - additional MAA submitted in Peru on May 4, 2018

   * March 6, 2018 - partner Menarini submitted an MAA to the
     European Medicines Agency (EMA) for delafloxacin (Quofenix)
     for treatment of adult patients with ABSSSI

Q1 2018 Financial Results

Melinta reported product sales for the first time in the first
quarter of 2018 totaling $11.8 million, which included the addition
of Vabomere, Minocin and Orbactiv as of Jan. 5, 2018, the close of
The Medicines Company acquisition, as well as the launch of Baxdela
in February.

For the quarter, total net revenue was $14.8 million compared to
total net revenue of $22.5 million for the same period in 2017,
when Melinta was a private company.  The composition of revenue in
the first quarter of 2018 was significantly different than that
recognized in the first quarter of 2017.  In the first quarters of
2018 and 2017, we recognized contract research revenue totaling
$3.0 million and $2.6 million, respectively.  In the first quarter
of 2017, the Company also recognized $19.9 million in upfront
consideration from Menarini in connection with the execution of our
ex-U.S. Baxdela licensing arrangement.

Cost of goods sold was $7.7 million for the quarter ended
March 31, 2018.  Notably, $4.7 million of the $7.7 million was
comprised of non-cash, amortization of intangible assets.  There
were no product sales and therefore no costs of goods sold in the
prior year period.

Research and development expenses were $16.1 million for the
quarter ended March 31, 2018, compared to $12.9 million for the
same period in 2017.  The increase was driven by additional
headcount and development activities resulting from the recent
merger with Cempra, the acquisition of the infectious disease
business from The Medicines Company and accelerated patient
enrollment for our ongoing community-acquired bacterial pneumonia
(CABP) registration trial for Baxdela.

Selling, general and administrative expenses were $34.6 million for
the quarter ended March 31, 2018, compared to $8.0 million for the
same period in 2017.  The increase was driven by costs to support a
larger, public, commercial organization after the Cempra merger and
the acquisition of the infectious disease business from The
Medicines Company, including additional headcount and commercial
infrastructure, and acquisition-related severance and other
non-recurring expenses.  Approximately $4.3 million was a result of
acquisition-related costs and other non-GAAP adjustments.

Net loss available to shareholders was $29.4 million, or $0.95 per
share, for the quarter ended March 31, 2018 compared to a net loss
of $5.8 million for the same period in 2017.  Net loss per share is
impacted by changes in the Company's share count as a result of the
Cempra merger and financing related to the acquisition of the
infectious disease business from The Medicines Company.

As of March 31, 2018, Melinta had cash and cash equivalents of
$91.5 million.  Cash and cash equivalents for this quarter was
negatively impacted by the timing of certain payments and receipts
of reimbursement expenses of approximately $10 million.

Q1 2018 and Recent Pipeline and Publication Highlights

   * Complete Results from the Phase 3 TANGO-1 Data for Vabomere
     Published in The Journal of the American Medical Association
     (JAMA)

   * 2nd Pivotal Phase 3 Baxdela ABSSSI Trial Data Published in
     Clinical Infectious Diseases

   * 12 Presentations at ECCMID 2018 including six from Vabomere
     TANGO-2 trial, as well as new in vitro and in vivo findings
     for Baxdela and a pyrrolocytosine lead molecule

       - Pyrrolocytosine compound RX-P2382 against ESKAPE
         pathogens at ECCMID 2018

       - TANGO-2 Trial at ECCMID 2018, highlighting outcomes in
         vulnerable patient populations

       - Discovery Platform Oral Presentations at ECCMID 2018 and
         American Society for Microbiology (ASM Microbe)
         Highlighting Progress Towards Leads for Drug-resistant
         Neisseria gonorrhoeae and Multidrug- and Extremely Drug-
         resistant ESKAPE Pathogens

2018 Upcoming Potential Catalysts

    * Pivotal Phase 3 data for Baxdela in CABP

    * Vabomere EMA regulatory approval decision

    * TANGO-2 additional data and potential publication

    * Additional ex-U.S. submissions for Baxdela in Central and
      South America

    * Ex-U.S. partnership opportunities for Vabomere, Orbactiv and

      Minocin for Injection

    * IND-enabling studies for the lead ESKAPE compound

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

                      https://is.gd/sKp9fI

                          About Melinta

                     About Melinta Therapeutics

New Haven, Connecticut-based Melinta Therapeutics, Inc. --
http://www.melinta.com/-- is a pure-play antibiotics company,
dedicated to saving lives threatened by the global public health
crisis of bacterial infections through the development and
commercialization of novel antibiotics that provide new therapeutic
solutions.  Its four marketed products include Baxdela
(delafloxacin), Vabomere (meropenem and vaborbactam), Orbactiv
(oritavancin), and Minocin (minocycline) for Injection.  It also
has an extensive pipeline of preclinical and clinical-stage
products representing many important classes of antibiotics, each
targeted at a different segment of the anti-infective market.
Together, this portfolio provides Melinta with the unique ability
to provide providers and patients with a range of solutions that
can meet the tremendous need for novel antibiotics treating serious
infections.

Deloitte & Touche LLP, in Chicago, Illinois, the Company's auditor
since 2014, issued a "going concern" opinion in its report on the
consolidated financial statements for the year ended Dec. 31, 2017,
stating that the Company's recurring losses from operations and
their need to obtain additional capital raise substantial doubt
about its ability to continue as a going concern.

Melinta reported a net loss available to common shareholders of
$78.17 million in 2017, a net loss available to common shareholders
of $95.04 million in 2016 and a net loss available to common
shareholders of $94.92 million in 2015.  As of Dec. 31, 2017,
Melinta had $160.27 million in total assets, $87.93 million in
total liabilities and $72.33 million in total shareholders' equity.


MEMCO INC: Memco Acquisition Buying All Assets for $3.4M
--------------------------------------------------------
Memco, Inc., H Properties, LLC and M & M Equipment, LLC, ask the
U.S. Bankruptcy Court for the Western District of Virginia to
authorize bid procedures in connection with the sale of
substantially all assets to Memco Acquisition Co., L.L.C. for a
total consideration of at least $3.353 million, which includes a
cash purchase price of $2,353,000 and a credit bid in the amount of
$1 million by the Stalking Horse Purchaser's affiliate, Lynchburg
Steel Services, LLC, the senior secured lender in the Debtors'
cases, plus the assumption of the assumed liabilities, subject to
overbid.

The Debtors' chapter 11 cases were filed to preserve their
operations and the value of their assets through a sale of
substantially all assets.  The Debtors, in the exercise of their
business judgment, have determined that due to their pressing
liquidation issues and their need to prevent disruption on their
ongoing construction projects, it is in their best interests to
proceed with a prompt Sale of the Assets at this time, in order to
preserve and maximize the going concern value of their assets and
operations for the benefit of their creditors, vendors, and
employees.

Prior to the Petition Date, the Senior Lender deposited funds
amounting to $570,000 in a deposit account at Fifth Third Bank
under a Deposit Account Control Agreement between the Debtors,
Senior Lender and Fifth Third Bank ("Cash Collateral Account").
The purpose of the Cash Collateral Account was to provide funding
for the Debtors' weekly operating needs during the course of the
Sale process described in the Motion.

The Debtors have filed their Cash Collateral Budget.  Their
projections show that even this substantial additional liquidity
will likely be exhausted by late May 2018.  This critical dynamic,
among other factors, drives the timing of the Debtors' requests
regarding the Sale Motion and the proposed Bid Procedures.

The Debtors have worked closely with Banker Steel on a number of
recent projects.  They concluded that Banker Steel was the party
that offered the greatest value for the Debtors' Assets, it had the
financial wherewithal to provide financing necessary through the
conclusion of a sale process, as well as assist the Debtors in
obtaining bonding for current jobs, and was in a position to move
quickly to a transaction in light of the Debtors’ difficult
financial circumstances.

On April 17, 2018, the Debtors entered into the Stalking Horse
Purchase Agreement with the Stalking Horse Purchaser, subject to
Court approval and higher and better bids.  In connection
therewith, the Senior Lender also agreed to provide the Debtors
with the funds in the Cash Collateral Account that will enable the
Debtors to maintain normal course operations and fund their
bankruptcy expenses pending approval of the auction and sale
process.

The Debtors and the Stalking Horse Purchaser negotiated the
Stalking Horse Purchase Agreement that provides that MAC will serve
as a Stalking Horse Purchaser to facilitate the sale.  In the
Stalking Horse Purchase Agreement, the Stalking Horse Purchaser has
committed to (a) pay $2,353,000 in cash, (b) cause the Senior
Lender, its Affiliate, to credit bid a portion of the senior
secured debt in the amount of $1 million, and (c) assume certain
liabilities, including post-closing obligations under each assumed
and assigned contract.

The Debtors value the Stalking Horse Purchaser's bid at an
aggregate amount of approximately $3.353 million.  The $2,353,000
cash purchase price is comprised of (i) $1,535,000 for the purchase
of two certain construction cranes included in the Assets that are
owned by Memco and secure certain obligations owed by Memco to
SunTrust Equipment Finance & Leasing Corp., plus (ii) $318,000 for
the purchase of the real property included in the Assets that is
owned by H Properties (and used by Memco in the operation of the
Business) and secures certain obligations owed by H Properties to
SunTrust Bank, plus (iii) $25,000 for the purchase of the property
included in the Assets owned by M & M Equipment (and used by Memco
in the operation of the Business), plus (iv) $475,000 for the
purchase of all remaining Assets to be acquired in accordance with
the terms of the Stalking Horse Purchase Agreement.

The Sale of the Assets to the Stalking Horse Purchaser, or to such
other purchaser who provides the highest and otherwise best bid for
the Assets in accordance with the Bid Procedures, is the best
method to obtain the optimal result in the circumstances.  The Cash
Collateral Account is designed to provide liquidity sufficient to
allow the Debtors to maintain their operations, and going-concern
value, until the Sale of the Assets can be completed.  Absent an
expedited sale, the value of the Debtors as a going-concern will be
immediately jeopardized because the Debtors will not have
sufficient liquidity to continue operating for any material length
of time.

The Debtors ask that the Bid Procedures be established to govern
the Sale process.  They will entertain bids for the Assets to
ensure that the Debtors achieve the best price for the Assets under
all of the circumstances.

The Debtors ask to establish May 22, 2018 at 5:00 p.m. local time
in Lynchburg, Virginia as the Bid Deadline.  The Stalking Horse
Purchaser will be deemed a Qualified Bidder.  The Stalking Horse
Purchaser, through its affiliation with the Senior Lender, will be
entitled to credit bid a portion of the Senior Lender's claims
against the Debtors in an amount not less than $1 million.  For all
other bidders, to be a Qualified Bidder, a party must submit a
Qualified Bid, and be deemed by the Debtors in the exercise of
their reasonable business judgment to be financially able to
consummate the proposed purchase of the Assets.

The Debtors ask to establish May 24, 2018 as the Auction date.  If
they do not receive a Qualified Bid, then the Debtors will not
proceed with the Auction and will ask approval of a sale to the
Stalking Horse Purchaser on the terms of the Stalking Horse
Purchase Agreement at the Sale Hearing.  If the Debtors receive at
least one Qualified Bid, then they propose to conduct a competitive
Auction.  The Court will hold the Sale Hearing to confirm the
results of the Auction.

The Bid Procedures contain these provisions, which are more fully
described in the Bid Procedures:

     a. Purchase Price: Each bid must include cash consideration in
an amount necessary to satisfy in full all outstanding obligations
owed to the Senior Lender; plus (b) additional cash consideration
in an amount equal to the sum of (x) the full dollar value of the
break-up fee payable to the Stalking Horse Purchaser, (y) the full
dollar value of the expense reimbursement payable to the Stalking
Horse Purchaser (in an amount not to exceed $200,000), and (z)
$100,000; (v) contain a comprehensive list of all executory
contracts and leases that they seek to have assumed and assigned to
the bidder; (vi) set forth in detail all liabilities that will be
assumed in connection with the Bid; (vii) include written evidence
reasonably accepted to the Debtors demonstrating corporate
authority to consummate the Bid; and (viii) provide written
evidence of a firm commitment for financing or other evidence of
the financial wherewithal of such bidder that the Debtors
reasonably believe provides the ability to consummate the Sale.
Each bid must be irrevocable and not contingent, and submitted
before the Bid Deadline.

     b. Deposit: 10% of the cash purchase price of such bid;

     c. Bid Protections to the Stalking Horse Purchaser: If the
Stalking Horse Purchaser is not the Successful Bidder or if the
Stalking Horse Purchase Agreement is terminated by the Debtors ,
then the Stalking Horse Purchaser will be entitled to a break-up
fee of $200,000 and an amount not to exceed $250,000 for expense
reimbursements to which the Stalking Horse Purchaser is entitled
under its Stalking Horse Purchase Agreement.

     d. Auction: The Auction will be held at 10:00 a.m. on May 24,
2018, at the offices of the Debtors' counsel.

     e. Initial Minimum Overbid: $50,000

     f. Bid Increment: $50,000

The material terms of the Stalking Horse Purchase Agreement are:

     a. Proposed Purchaser: Memco Acquisition Co., L.L.C.

     b. Sellers: All of the Debtors

     c. Final Purchase Price: The sum of $3.353 million, including
$2,353,000 in cash, plus a credit bid in the amount of $1 million
by the Senior Lender (an affiliate of the Stalking Horse
Purchaser), plus the assumption of the Assumed Liabilities.

     d. Closing and Other Deadlines: The Debtors are required to
deliver various conveyance documents to transfer the Assets and to
assign the Assigned Contracts.  The Closing is scheduled to close
no later than May 31, 2018.

     e. Good Faith Deposit: The Stalking Horse Purchaser will not
be required to provide a good faith deposit; provided, however,
Stalking Horse Purchaser has agreed to pay $235,300 in liquidated
damages to the Debtors with respect to any damages suffered by the
Debtors as a result of a breach of the Stalking Horse Purchase
Agreement.

     f. Tax Exemption: Any sales, use, property transfer or gains,
documentary, stamp, registration, recording or similar Tax, payable
solely as a result of the Sale or transfer of the Assets pursuant
to the Agreement will be borne by the Stalking Horse Purchaser.

     g. Sale Free and Clear: The sale will be free and clear of all
liens, claims, encumbrances and interests other than the Assumed
Liabilities.

     h. Credit Bid: The Senior Lender (or any affiliated assignee
thereof) will be allowed to credit bid the amount of the
obligations owed to it by the Debtors.

     i. Relief from Bankruptcy Rules 6004(h) and 6006(d): The
Debtors are asking a waiver of the 14-day stay under Bankruptcy
Rules 6004(h) and 6006(d).

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

    http://bankrupt.com/misc/MEMCO_Inc_38_Sales.pdf

To facilitate and consummate the Sale of the Assets, the Debtors
ask authority to assume and assign certain executory contracts and
unexpired leases following the Auction, if any, pursuant to Section
365(f) of the Bankruptcy Code under the Stalking Horse Purchase
Agreement.  The contract objection must be filed no later of (i)
5:00 p.m. (ET) on the date that is seven days prior to the Sale
Hearing, or (ii) 5:00 p.m. (ET) on the date that is 14 days after
service of the relevant Supplemental Notice of Assumption and
Assignment.

The Debtors believe that the foregoing transaction is in the best
interests of the Debtors.  They submit that all negotiations with
the Stalking Horse Purchaser were at arms' length, were fair and
reasonable, and the fruit of such negotiations will inure to the
benefit of the Debtors' bankruptcy estates.  The Debtors
respectfully ask that the Court approve the relief requested.

The Purchaser:

          MEMCO ACQUISITION CO., LLC
          1619 Wythe Road
          Lynchburg, VA 24501
          Facsimile: (434) 847-4533
          E-mail: dbanker@bankersteel.com
          Attn: Don Banker

The Purchaser is represented by:

          Richard D. Scott, Esq.
          LAW OFFICE OF RICHARD D. SCOTT
          302 Washington Avenue, SW
          Roanoke, VA 24016
          Facsimile: (540) 491-9465
          E-mail: richard@rscottlawoffice.com

                       About Memco, Inc.

The Debtors' primary assets are their construction sub-contracts,
cranes, related equipment, vehicles, the real property from which
it operates, and certain pieces of personal property.  Memco
conducts the business operations, H Properties owns the real estate
and M&M owns certain items of personal property used by Memco in
its business.  All of the Debtors are owned by the same two
individuals, Matthew Henderson and Mark Henderson, and operate from
the same business premises.

Memco, Inc., and its affiliates H Properties, L.L.C. and M&M
Equipment, LLC filed separate Chapter 11 petitions (Bankr. W.D. Va.
Case Nos. 18-60687, 18-60688 and 18-60689, respectively), on April
9, 2018. The Petitions were signed by Matthew Henderson, president.
The case is assigned to Judge Rebecca B. Connelly. The Debtors are
represented by The Law Office of Bennett A. Brown as counsel; and
Henry & O'Donnell, PC as co-counsel.

At the time of filing, the Debtors had estimated assets and
liabilities, as follows:

                                   Total           Total
                                  Assets       Liabilities
                                 ----------     -----------
Memco                            $2,708,000      $6,587,990
H Properties, L.L.C.               $500,000      $1,006,451
M&M Equipment, LLC                  $75,000              $0


NEONODE INC: Incurs $700,000 Net Loss in First Quarter
------------------------------------------------------
Neonode Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss attributable to
the Company of $693,000 on $2.37 million of total revenues for the
three months ended March 31, 2018, compared to a net loss
attributable to the Company of $873,000 on $2.33 million of total
revenues for the same period last year.

"As the new CEO of Neonode, I am excited to explore all the
opportunities in front of us.  Looking ahead, we will continue to
capture the full potential of the profitable, royalty-based license
business, working with existing and new customers.  The licensing
business generates steady cash flows, enabling us to focus on the
long-term growth potential we see in our zForce AIR sensor modules.
Building on our relationships with high-quality customers and our
strong technology, and working in close collaboration with the
right partners, we are laying the foundation for substantial sensor
module shipments.  We have already taken the first steps and we see
a clear path forward," said Hakan Persson, CEO of Neonode.

On Jan. 1, 2018, Neonode adopted the new revenue recognition
standard ASC 606.  The total net impact of the adoption of ASC 606
is a $0.2 million reduction in total license fee revenues reported
in the first quarter of 2018 versus using the old accounting
standard.  Net revenue for the first quarter of 2018 was $2.4
million which is up 2% compared the same quarter last year.  The
2018 net revenues are primarily comprised of license fees while the
net revenues for the comparable quarter last year includes $2.1
million of license fees plus $0.2 million from AirBar sales.

Operational cash used was $0.6 million for the first quarter of
2018, significantly down compared to $1.6 million for the same
quarter last year.  Cash was $4.9 million and accounts receivable
was $2.0 million as of March 31, 2018 and the Company had 58.6
million shares of common stock, 1.4 million stock options and 11.2
million warrants to purchase common stock outstanding at March 31,
2018.

As of March 31, 2018, Neonode had $12.96 million in total assets,
$4.49 million in total liabilities and $8.46 million in total
stockholders' equity.

Neonode has incurred significant operating losses and negative cash
flows from operations since its inception.  The Company had an
accumulated deficit of approximately $182.9 million and $183.7
million as of March 31, 2018 and Dec. 31, 2017, respectively.  In
addition, operating activities used cash of approximately $0.6
million and $1.6 million for the three months ended March 31, 2018
and 2017, respectively.

"We expect our revenues from license fees, non-recurring
engineering fees and embedded sensor module sales will enable us to
reduce our operating losses going forward," the Company stated in
thet Quarterly Report.  "In addition, we have improved the overall
cost efficiency of our operations, as a result of the transition
from providing our customers a full custom design solution to
providing standardized sensor modules which require limited custom
design work.  We intend to continue to implement various measures
to improve our operational efficiencies.  No assurances can be
given that management will be successful in meeting its revenue
targets and reducing its operating loss."

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

                      https://is.gd/ap8O1U

                          About Neonode

Neonode Inc. (NASDAQ:NEON) -- http://www.neonode.com/-- is a
publicly traded company, headquartered in Stockholm, Sweden and
established in 2001.  The company develops, manufactures and sells
advanced sensor modules based on zForce AIR technology.  Neonode
also develops and licenses user interfaces and optical interactive
touch solutions based on its patented zForce CORE technology.
Neonode works closely with many of the world's best-known Fortune
500 companies including Sony, Canon, Samsung, LG, HP, Epson,
Amazon, LG, Bosch, Alpine and Autoliv.  To date, zForce technology
is deployed in more than 59 million products, including 3 million
cars and 56 million consumer devices.

Neonode Inc. reported a net loss attributable to the Company of
$4.70 million in 2017, a net loss attributable to the Company of
$5.29 million in 2016 and a net loss attributable to the Company of
$7.82 million in 2015.  As of Dec. 31, 2017, Neonode had $13.12
million in total assets, $5.26 million in total liabilities and
$7.86 million in total stockholders' equity.


NEP/NCP HOLDCO: Moody's Affirms B2 CFR & Cuts 1st Lien Debt to B2
-----------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family Rating
(CFR) of NEP/NCP Holdco, Inc. (NEP) upon the company's announcement
of an incremental $125 million debt-raise through an upsize of the
first-lien term loan to fund acquisitions and term-out borrowings
under its revolving credit facility. Moody's downgraded NEP/NCP
Holdco, Inc.'s first lien term loan and revolver ratings and NEP
Europe Finco B.V.'s first lien term loan rating to B2 from B1. The
Probability of Default Rating is affirmed at B2-PD, and the second
lien rating is affirmed at Caa1. The outlook remains negative.

A summary of Moody's action follows.

NEP/NCP Holdco, Inc.

Corporate Family Rating, affirmed at B2

Probability of Default Rating, affirmed at B2-PD

First Lien Senior Secured Revolving Credit Facility due January
2022, downgraded to B2 (LGD3) from B1 (LGD3)

First Lien Senior Secured Term Loan due July 2022, downgraded to B2
(LGD3) from B1 (LGD3)

Second Lien Senior Secured Term Loan due Jan 2023, affirmed at Caa1
(LGD6)

Outlook, Remains Negative

NEP Europe Finco B.V.

First Lien Senior Secured Bank Credit Facility, downgraded to B2
(LGD3) from B1 (LGD3)

Outlook, Remains Negative

RATINGS RATIONALE

NEP's B2 CFR reflects the company's acquisitive debt-funded growth
strategy, as high capital expenditure needs continue to drive
negative free cash-flow generation. Though NEP has demonstrated its
ability to grow organically or with selected equipment and contract
purchases, while expanding its client base, Moody's views continued
borrowings to fund depreciating equipment to be a risky strategy
despite contractual agreements of varying lengths, particularly in
the event of an economic downturn. NEP remains highly levered, with
debt-to-EBITDA leverage of 5.7x (including Moody's standard
adjustments and pro-forma for full year impact of 2017
acquisitions) and Moody's believes that ongoing heavy investments
to service existing and new contracts and pursue acquisitions is an
ongoing credit concern because it is leading to continued increases
in debt and elevated leverage. The investments also result in
continued negative free cash flow, insufficient EBITDA minus
capital expenditures interest coverage, and ongoing liquidity
needs. The strategy is leading to ongoing reliance on the revolver
and requires good operating execution and an inability to achieve
operating performance targets will pressure liquidity and leverage.
NEP's sponsor ownership further constrains the rating via increased
likelihood of leveraging events, such as acquisitions and
dividends.

NEP's long standing leading position within its niche business
facilitates good client relationships as well as access to
potential acquisitions, and its contractual relationships with key
broadcast networks and cable channels provide some measure of
revenue stability. NEP faces competition from smaller providers,
but its growing scale and geographic diversity leave it less
vulnerable to competition for any particular event or within a
given region.

Moody's is affirming the B2 CFR because the company continues to
generate good revenue growth at a solid EBITDA margin. NEP's EBITDA
was roughly in line with its budget in 2017, and exceeded budget
meaningfully in the first quarter of 2018. Moody's also believes
that while free cash flow prior to more discretionary spending tied
to contract wins has trailed expectations, it remains positive. The
transaction favorably increases revolver capacity to help fund the
growth strategy.

The proposed transaction increases the company's first lien term
debt, and Moody's expects additional first lien borrowing to fund
growth investments and acquisitions over the next year. The
increase in first lien relative to second lien debt weakens
recovery prospects in the event of a default, which drives the
downgrade of the first lien debt instrument ratings to B2 from B1.

The negative outlook reflects Moody's concern that aggressive
spending to support growth will lead to continued increases in debt
that prevents debt-to-EBITDA leverage from declining and free cash
flow from turning positive. Moody's expects debt-to-EBITDA leverage
to remain above 5x, with some margin improvement as NEP's scale
provides it with stronger operating efficiencies.

A downgrade could occur if the ongoing acquisitive growth strategy
continues to drive negative free cash flow and weak EBITDA less
capital expenditures-to-interest coverage of less than 1x EBITDA.
Any shortfall in operating performance, deterioration of liquidity
or expectations for sustained leverage of 5.5x debt-to-EBITDA or
higher would also likely lead to a downgrade.

Given the current trajectory of the business, Moody's does not
anticipate an upgrade in the foreseeable future. An upgrade would
require profitable growth leading to debt-to-EBITDA around 4x or
lower, free cash flow-to-debt of at least 5%, and good liquidity.

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

NEP/NCP Holdco, Inc. (NEP) provides outsourced media services
necessary for the delivery of live broadcast of sports and
entertainment events to television and cable networks, television
content providers, and sports and entertainment producers. Its
major customers include television networks such as ESPN, and key
events it supports include the Super Bowl, the Olympics and
sporting events such as Major League Baseball and Sky and Scottish
Premier League football, as well as entertainment shows such as
American Idol and The Voice. The company is owned by Crestview
Partners and the Carlyle Group.


NEW ENGLAND CONFECTIONERY: Taps Burns & Levinson as Legal Counsel
-----------------------------------------------------------------
New England Confectionery Company, Inc., has asked the U.S.
Bankruptcy Court for the District of Massachusetts to approve the
employment of Burns & Levinson LLP as its legal counsel during the
period prior to the appointment of a Chapter 11 trustee.

The firm provided legal services to the Debtor from April 17 to 20,
the date Harry Murphy, Esq., at Murphy & King, was appointed as
trustee.  Burns & Levinson will no longer be engaged as the
Debtor's primary counsel in light of the appointment of the trustee
but may be asked to serve in a limited or specialized role as
counsel.

The firm's hourly rates range from $395 to $780 for partners, $300
to $585 for associates, and $160 to $375 for paralegals and
paraprofessionals.  

William Sopp, Esq., a partner at Burns & Levinson, disclosed in a
court filing that he and his firm are "disinterested persons" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Scott H. Moskol, Esq.
     William V. Sopp, Esq.
     Tal M. Unrad, Esq.
     Burns & Levinson LLP
     125 Summer Street
     Boston, MA 02110
     Phone: (617) 345-3000   
     Fax: (617) 345-3299
     Email: smoskol@burnslev.com  
     Email: wsopp@burnslev.com
     Email: tunrad@burnslev.com

                           About Necco

NECCO Holdings, Inc. and New England Confectionery Company, Inc. --
http://www.necco.com/-- are a producer and supplier of candy
products.

Creditors Americraft Carton, Inc. of Prairie Village, Kansas;
Ungermans Packaging Solutions of Fairfield, Iowa; and Genpro, Inc.
of Rutherford, New Jersey, filed an involuntary Chapter 7 petition
against New England Confectionery Company, Inc. (Bankr. D. Mass.
Case No. 18-11217) on April 3, 2018.

The case was converted to a voluntary Chapter 11 bankruptcy
petition on April 17, 2018.

In its petition, Necco estimated $10 million to $50 million in
assets and $100 million to $500 million in liabilities.  The
petition was signed by Michael McGee, its president.

Judge Melvin S Hoffman presides over the case.  Necco hired Scott
H. Moskol, Esq., Tal Unrad, Esq., and William V. Sopp, Esq., at
Burns & Levinson LLP, as counsel.

The three petitioning creditors claimed they were owed more than
$1.6 million.  Americraft Carton is represented by Christopher M.
Candon, Esq., at Sheehan Phinney Bass + Green PA.   Ungermans
Packaging Solutions is represented by John J. Dussi, Esq., at Cohn
& Dussi, LLC.  Genpro is represented by Joseph L. Schwartz, Esq.,
at Riker, Danzig, Sherer, Hyland & Perretti.

The Court appointed Harry B. Murphy, Esq., at Murphy & King, as
Necco's Chapter 11 trustee.  He has engaged his own firm as counsel
and Verdolino & Lowey, P.C. as financial advisor.


NORTH CAROLINA FURNITURE: Case Summary & 20 Unsecured Creditors
---------------------------------------------------------------
Debtor: North Carolina Furniture Direct I Ltd.
          dba North Carolina Furniture Direct
        2440 S. IH 35
        San Marcos, TX 78666-5921

Business Description: North Carolina Furniture Direct owns a
                      furniture store in San Marcos, Texas
                      offering a vast selection of living, dining
                      & bedroom furniture, mattresses & decorative

                      accents.

Chapter 11 Petition Date: May 11, 2018

Case No.: 18-10595

Court: United States Bankruptcy Court
       Western District of Texas (Austin)

Judge: Hon. Tony M. Davis

Debtor's Counsel: Joseph D. Martinec, Esq.
                  MARTINEC, WINN & VICKERS, P.C.
                  611 S. Congress Avenue, Suite 450
                  Austin, TX 78704-1771
                  Tel: (512) 476-0750
                  Fax: (512) 476-0753
                  E-mail: martinec@mwvmlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Earl K. Studdard, Jr., president of GP,
North Carolina Furniture Ltd. Co.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

        http://bankrupt.com/misc/txwb18-10595_creditors.pdf

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

             http://bankrupt.com/misc/txwb18-10595.pdf


NORTHERN OIL: Shareholders OK Issuance of 137.9 Million Shares
--------------------------------------------------------------
Northern Oil and Gas, Inc. held a special meeting of shareholders
of the Company on May 8, 2018.  Holders of 35,733,483 shares of the
Company's common stock, which represented approximately 54% of the
shares of the Company's common stock outstanding and entitled to
vote as of the record date of March 22, 2018, were represented in
person or by proxy at the special meeting.

At the special meeting, the shareholders approved, for purposes of
the rules of the NYSE American, the issuance of up to 137,916,700
shares of the Company's common stock and approved the
reincorporation of the Company from Minnesota to Delaware.

                       About Northern Oil    

Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an exploration and production
company with a core area of focus in the Williston Basin Bakken and
Three Forks play in North Dakota and Montana.  During 2017, the
Company added 354 gross (16.9 net) wells in the Williston Basin.
At Dec. 31, 2017, the Company owned working interests in 3,262
gross (229.0 net) producing wells, with substantially all the wells
targeting the Bakken and Three Forks formations.  As of Dec. 31,
2017, the Company leased approximately 143,253 net acres, all
located in the Williston Basin, of which approximately 124,404 net
acres were developed.

Northern Oil reported a net loss of $9.19 million in 2017, a net
loss of $293.5 million in 2016, and a net loss of $975.4 million in
2015.  As of March 31, 2018, Northern Oil had $664.47 million in
total assets, $1.15 billion in total liabilities and a total
stockholders' deficit of $488.77 million.

                          *     *     *

In December 2017, Moody's Investors Service affirmed Northern Oil
and Gas, Inc.'s (NOG) 'Caa2' Corporate Family Rating (CFR), Caa2-PD
Probability of Default Rating (PDR), and 'Caa3' senior unsecured
notes rating.  NOG's Caa2 CFR reflects its high leverage, weak
asset coverage of debt (under 1x), modest scale and Moody's
expectations that NOG's cash flows will continue to be challenged
through 2018.

In February 2018, S&P Global Ratings lowered its corporate credit
rating on Northern Oil and Gas Inc. to 'CC' from 'CCC+'.  The
downgrade follows the announcement that Northern Oil and Gas has
entered into a privately negotiated agreement to exchange $497
million of its 8% senior unsecured notes due 2020 ($700 million
total outstanding) for $344 million of new 8.5% second-lien notes
due 2023 and $155 million in equity.


OAKLEY GRADING: Trustee Taps Stonebridge as Accountant
------------------------------------------------------
Theo Mann, the Chapter 11 trustee for Oakley Grading and Pipeline,
LLC, received approval from the U.S. Bankruptcy Court for the
Northern District of Georgia to hire Stonebridge Accounting &
Forensics LLC as his accountant.

The firm will be responsible for the preparation and filing of tax
returns; report to the trustee regarding the Debtor's financial
status; assume the responsibility for bringing the Debtor's books
and records current; and provide other accounting services.

Spence Shumway is the accountant employed with Stonebridge who will
be providing the services.  He will charge an hourly fee of $255.

Mr. Shumway disclosed in a court filing that he and other employees
of Stonebridge are "disinterested" as defined in Section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Spence A. Shumway
     Stonebridge Accounting and Forensics LLC
     P.O. Box 1290
     Grayson, GA 30017
     Phone: +1 (770) 995-8102
     Fax: +1 (770) 995-8103

                 About Oakley Grading and Pipeline

Oakley Grading and Pipeline LLC is a privately held grading
contractor in Newnan, Georgia.  Oakley Grading and Pipeline,
through its receiver, filed a Chapter 11 petition (Bankr. N.D. Ga.
Case No. 18-10743) on April 9, 2018.  In the petition signed by Vic
Hartman, receiver, the Debtor disclosed $305,729 in total assets
and $2.56 million in total liabilities.  Kathleen G. Furr, Esq. and
Kevin A. Stine, Esq., at Baker, Donelson, Bearman, Caldwell &
Berkowitz, P.C., serve as the Debtor's counsel.

On April 3, 2018, the U.S. Trustee filed a notice appointing Theo
D. Mann, as the Chapter 11 Trustee of Oakley Grading and Pipeline,
LLC.  The Trustee hired Mann & Wooldridge, P.C., as counsel, and
Morris Manning & Martin, LLP, as special counsel.


OASIS PETROLEUM: Moody's Rates New $400MM Sr. Unsec. Notes 'B3'
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Oasis Petroleum
Inc.'s proposed $400 million senior unsecured notes offering. The
net proceeds from the new notes offering will be used to fund
tender offers for its outstanding notes due 2019, 2021, 2022, and
2023. Oasis' existing ratings, including its B2 Corporate Family
Rating (CFR), B2-PD Probability of Default Rating, the B3 ratings
on its senior unsecured notes, and SGL-3 Speculative Grade
Liquidity (SGL) rating are unchanged. The rating outlook is
stable.

"Oasis Petroleum's proposed notes issuance is a leverage neutral
transaction that will improve its debt maturity profile," commented
James Wilkins, Moody's Vice President -- Senior Analyst.

Issuer: Oasis Petroleum Inc.

Ratings assigned:

Senior Unsecured Notes, Assigned B3 (LGD5)

RATINGS RATIONALE

The new senior unsecured notes rank pari passu with Oasis's
existing senior unsecured notes and convertible senior notes. The
notes are rated B3, one notch below the B2 CFR, consistent with
Moody's Loss Given Default Methodology, and reflect the size of the
senior secured revolver's priority claim relative to the senior
unsecured notes more junior priority of claim.

Oasis' B2 CFR reflects its high debt levels relative to cash flow,
modest production scale, high capital spending requirements and
Moody's expectation that it will outspend its cash flow from
operations as it develops its Permian Basin assets acquired in
February 2018 and increases production at the legacy Bakken assets.
Oasis plans to spend $815-855 million in 2018 on exploration and
production capital expenditures. Additionally, its midstream
subsidiary, Oasis Midstream Partners LP (OMP), will be investing to
build out its infrastructure. The company's cash margins have
benefited from its active hedging program and a significant portion
of crude oil in its production mix. We expect the increase in
production volumes and current commodity prices that are higher
than 2017 levels, will result in the company increasing its
retained cash flow to debt ratio to over 25% by year-end 2018, with
additional improvement to over 30% in 2019.

The CFR also reflects the company's modest scale, two basin asset
portfolio, successful execution in the Williston Basin, and
historical track record of growing its production and reserves. It
has a high quality, low risk Williston Basin asset base with a
large, multi-year drilling inventory, and the February 2018 acreage
acquisition in the Permian Basin diversifies Oasis's operations as
well as modestly increases its production scale and reserves. The
company's moderate finding and development (F&D) costs have helped
improve capital efficiency. Oasis has grown its scale and
operations through acreage acquisitions, and expects future 2018
production growth mostly through continued development of its
Williston acreage, and with modest contribution from its Permian
assets (2018 exit production rate from the Permian assets will be
~5 mboe/day). The rating is restrained by its high leverage
relative to production and proved developed reserves, which Moody's
expects will decrease in 2018.

The stable outlook reflects Moody's expectation that Oasis' credit
metrics will improve in 2018 as a result of growing production as
it develops its acreage in the Williston Basin and successful
efforts to improve the efficiency of its operations. The ratings
could be upgraded if the company demonstrates success in developing
its newly-acquired Permian Basin assets while limiting the outspend
of cash flow from operations, and it generates retained cash flow
to debt approaching 30% while maintaining a leveraged full-cycle
ratio (LFCR) above 1x. The ratings could be downgraded if EBITDA to
interest expense fell below 2.5x, or retained cash flow (RCF) to
debt was maintained below 20%.

Oasis Petroleum Inc. (NYSE: OAS), headquartered in Houston, Texas,
is an independent E&P company with operations focused on the
Williston Basin and the Permian Basin. Oasis conducts midstream
services through its MLP, Oasis Midstream Partners, LP (NYSE: OMP),
which is 31.4% owned by the public (as of December 31, 2017).


OMNIA PARTNERS: Moody's Gives B3 CFR to Subsidiary, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating
(CFR) and B3-PD Probability of Default Rating (PDR) to National
Intergovernmental Purchasing Alliance Company ("NIPA"), a wholly
owned subsidiary of OMNIA Partners, Inc. At the same time, Moody's
assigned a B2 rating to company's proposed senior first lien term
loan and revolver and a Caa2 to its second lien term loan. The
rating outlook is stable.

Proceeds from this offering will be used to partially finance the
acquisition of Communities Program Management, LLC ("US
Communities"), as well as to refinance the existing capital
structure. This is the first time Moody's has rated National
Intergovernmental Purchasing Alliance Company.

"OMNIA Partners is a small player in a niche service segment,
however it will benefit from high EBITDA margins and good free cash
flow generation for a company of its size, which will help it
deleverage," said Vladimir Ronin, Moody's lead analyst for the
company. "We estimate that initial debt/EBITDA will be relatively
high at about 7.6 times, on Moody's adjusted basis," continued
Ronin.

All ratings are subject to review of final documentation.

Moody's assigned the following ratings for National
Intergovernmental Purchasing Alliance Company:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

Gtd Senior Secured First Lien Revolver due 2023 at B2 (LGD3)

Gtd Senior Secured First Lien Term Loan due 2025 at B2 (LGD3)

Gtd Senior Secured Second Lien Term Loan due 2026 at Caa2 (LGD5)

Outlook Actions:

Outlook, Assigned Stable

RATINGS RATIONALE

The B3 Corporate Family Rating reflects OMNIA Partners' small
absolute size based on its revenue and EBITDA, as well as the
company's high pro forma leverage which Moody's estimates at 7.6
times for the LTM period ended December 31, 2017. The rating
considers OMNIA Partners' limited track record as a stand-alone
operator, as well as integration risk given the proposed
acquisition of US Communities, following acquisitions of Prime
Advantage, and Corporate United in 2017. In addition, the company
has a narrow focus on providing procurement efficiencies to its
members in the public and private sectors. The company's ratings
are supported by the favorable market trends within the public
sector group purchasing organization (GPO) market, as well as
strong EBITDA margins. Furthermore, positive ratings consideration
is given to the favorable free cash flow characteristics of
company's asset light business model.

The stable rating outlook reflects Moody's view that OMNIA Partners
will remain small and highly concentrated in a niche service
segment. The outlook also reflects Moody's expectation that the
company will reduce debt/EBITDA via debt reduction and improved
profitability.

The ratings could be downgraded if the company faces top-line and
earnings pressure such that operating margins, cash flow, or
liquidity deteriorate. More specifically, if free cash flow becomes
negative or debt/EBITDA is sustained above 7 times, the rating
could be downgraded. In addition, the ratings could be lowered if
the company is adversely impacted by regulatory changes, or if the
company engages in material debt-financed shareholder initiatives.

The ratings could be upgraded if the company can effectively manage
its growth, achieving better than expected revenue growth such that
leverage can be sustained below 5 times, while increasing its size.
An upgrade would also have to be supported by a very strong
liquidity profile.

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

Headquartered in Franklin, TN, National Intergovernmental
Purchasing Alliance Company ("NIPA"), a wholly owned subsidiary of
OMNIA Partners, Inc. ("OMNIA Partners"), which through its three
subsidiaries (National IPA, Prime Advantage and Corporate United)
is a leading a group purchasing organization (GPO) serving state
and local public agencies, educational institutions and corporate
clients in the United States. The company helps its members to
realize savings and efficiencies by aggregating purchasing volume
and using that leverage to negotiate discounts with manufacturers,
service providers, and other vendors. The company generated pro
forma net revenues of approximately $111 million for the year ended
December 31, 2017. OMNIA Partners is owned by private equity firm
TA Associates.


PAINTSVILLE INVESTORS: U.S. Trustee Appoints Sherry Culp as PCO
---------------------------------------------------------------
Samuel K. Crocker, the U.S. Trustee, notifies the U.S. Bankruptcy
Court for the Eastern District of Kentucky of his appointment of
Sherry Culp to serve as Patient Care Ombudsman for Paintsville
Investors, LLC.

             Sherry Culp
             State Long Term Care Ombudsman
             President, Nursing Home Ombudsman Agency of the
             Bluegrass, Inc.
             3138 Cluster Drive, Suite 110
             Lexington, KY 40517
             Email: SherryCulp@ombuddy.org

                     Paintsville Investors, LLC

Paintsville Investors, LLC, d/b/a Mountain Manor of Paintsville,
d/b/a Buckingham Place filed a Chapter 11 petition (Bankr. E.D. Ky.
Case No. 18-70219), on April 9, 2018. The Petition was signed by
Franklin D. Fitzpatrick, trustee, manager.

Mountain Manor of Paintsville --
http://mountainmanorofpaintsville.com/-- is a 126-bed skilled
nursing facility in Prestonsburg, Kentucky.  Mountain Manor of
Paintsville provides inpatient nursing and rehabilitative services
to patients who require continuous health care.  It offers many
amenities for its patients, including: two large gathering rooms
for family events, daily planned activities, secured courtyard,
chapel, hair salon, in-house laundry, registered dietician,
physical therapy services, occupational therapy services, speech
therapy services, spacious dining room, 24/7 skilled nursing,
private/semi-private rooms and a rehab unit.

The case is assigned to Judge Tracey N. Wise. The Debtor is
represented by Dean A. Langdon, Esq. at Delcotto Law Group PLLC. At
the time of filing, the Debtor had $7.01 million in total assets
and $9.81 million in total debt.


PREFERRED CARE: Seeks to Hire KPMG LLP as Tax Consultants
---------------------------------------------------------
Preferred Care Inc., and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the Northern District of Texas to
employ KPMG LLP, as tax return preparers and tax consultants.

Preferred Care requires KPMG LLP to:

   -- prepare federal, state and local tax returns and supporting
      schedules for the Debtors' 2017 tax year;

   -- prepare Public Information Reports and complete the
      Affiliate Schedule for all entities to be filed with the
      Combined Texas Franchise Tax Report filed by Pinnacle
      Health Facilities XV, LP for the 2018 report year.

   -- assist in the preliminary engagement planning activities
      related to the tax returns specified in the Engagement
      Letter for the immediately succeeding tax year; and

   -- address general tax consulting matters that may arise for
      which the Debtors seek the Firm's advise.

KPMG LLP will be paid at these hourly rates:

     Partners                       $1,160 to $1,320
     Managing Directors             $1,160 to $1,220
     Senior Managers                $1,040 to $1,200
     Managers                         $800 to $1,100
     Senior Associates                $600 to $800
     Associates                       $440 to $500
     Paraprofessionals                $240 to $400

As of the Petition Date, $69,684 was owed to KPMG LLP by the
Debtors. Subsequently, KPMG LLP received $22,190.05 of this amount
from a non-Debtor affiliate.

KPMG LLP received a payment in the amount of $28,500 from the
non-Debtor affiliate on account of fees owed by the Debtors. KPMG
LLP will treat this payment as a retainer received on behalf of the
Debtors, and will apply the payment to its first fee application.

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

Sarah K. Perry, managing director of KPMG 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.

KPMG LLP can be reached at:

     Sarah K. Perry
     KPMG LLP
     2323 Ross Avenue, Suite 1400
     Dallas, TX 75201-2721
     Tel: (214) 840-2000
     Fax: (214) 840-2297

              About Preferred Care Inc.

Preferred Care Inc. and 33 nursing homes affiliated with the
Preferred Care Group filed voluntary petitions for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. N.D. Tex.
Lead Case No. 17-44642) on Nov. 13, 2017.  The bankruptcy cases are
jointly administered and pending before the Honorable Mark X.
Mullin.

Preferred Care Group is owned by Thomas Scott. He also owns another
company, Preferred Care Inc, which is the master lessee of some of
the facilities. At the time of the filing, Preferred Care estimated
assets and liabilities of $1,000,001 to $10 million.

The Debtors sought bankruptcy protection amid multi-million dollar
personal injury lawsuits in Kentucky and New Mexico.

Preferred Care Partners Management Group LP and Kentucky Partners
Management LLC, unaffiliated companies that manage non-clinical
operations at Preferred Care facilities, also filed separate
bankruptcy cases on the same date.

The Debtors engaged Stephen A. McCartin, Esq., and Mark C. Moore,
Esq., at Gardere Wynne Sewell LLP, as Chapter 11 counsel. Focus
Management Group, USA, Inc., is the financial advisor. JND
Corporate Restructuring is the official noticing, claims and
balloting agent.

On Nov. 28, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The Committee retained
Gray Reed & McGraw LLP as counsel, and CohnReznick LLP as financial
advisor.



PRINCETON ALTERNATIVE: Hires Pepper Hamilton as Special Counsel
---------------------------------------------------------------
Princeton Alternative Income Fund, LP, and its debtor-affiliates
seek authority from the U.S. Bankruptcy Court for the District of
New Jersey to employ Pepper Hamilton LLP, as special counsel to the
Debtors.

Princeton Alternative requires Pepper Hamilton to represent and
provide legal services to the Debtor in pending cases captioned as
Ranger Specialty Income Fund, LP, et al v. Princeton Alternative
Income Fund LP, et al., Farrell, et al. v. MicroBilt Corporation,
et al., and Fund Recovery Services, LLC v. Shoreside SPV Funding I
LLC, Case No – BC689129.

Pepper Hamilton will be paid at the hourly rate of $415-$580.

Pepper Hamilton is a creditor of the Debtors and as of March 9,
2018 is owed $700,000 for legal services rendered.
Pepper Hamilton will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Angelo A. Stio III, partner of Pepper Hamilton, 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.

Pepper Hamilton can be reached at:

     Angelo A. Stio III, Esq.
     Pepper Hamilton, LLP
     301 Carnegie Center
     Princeton, NJ 08543
     Tel: (609) 951-4153

           About Princeton Alternative Income Fund, LP

Princeton Alternative Funding LLC, (PAF)
--http://www.princetonalternativefunding.com– is a fund
management company and general partner of the Princeton Alternative
Income Fund II (PAIF2) and the Princeton Alternative Income Fund I
(PAIF).  PAIF2 is an open-ended, 3(c)(7) debt fund that provides
credit facilities to select, consumer-facing lenders in the
alternative lending marketplace. The Fund seeks to deliver high,
non-correlated returns for sophisticated investors while mitigating
risk through an exclusive corporate partnership between PAFM and
MicroBilt. MicroBilt, a Consumer Reporting Agency (CRA) regulated
by the FTC and the CFPB, provides analytics and monitoring
capabilities. Princeton Alternative Funding (PAF) is majority owned
by Princeton Alternative Funding Management, LLC.

Princeton Alternative Funding LLC, based in Princeton, NJ, and its
debtor affiliates filed a Chapter 11 petition (Bankr. D.N.J. Lead
Case No. 18-14600) on March 9, 2018. The Hon. Michael B. Kaplan
presides over the case. Valerie A. Hamilton, Esq., at Sills Cummis
& Gross, P.C., serves as bankruptcy counsel.

In its petition, the Debtors estimated $50,000-$100,000 in assets
and $1 mil.-$10 million in liabilities. The petition was signed by
John Cook, authorized representative.



QUALITY CARE: Posts $20.4 Million Net Loss in First Quarter
-----------------------------------------------------------
Quality Care Properties, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss and comprehensive loss of $20.40 million on $74.29 million
of total revenues for the three months ended March 31, 2018,
compared to net income and comprehensive income of $36.81 million
on $122.78 million of total revenues for the three months ended
March 31, 2017.

As of March 31, 2018, Quality Care had $4.38 billion in total
assets, $1.80 billion in total liabilities, $1.93 million in
redeemable preferred stock, and $2.58 billion in total equity.

Net cash from operating activities decreased by $46.4 million for
the three months ended March 31, 2018 compared to the same period
in 2017.  The decrease was primarily the result of the following:
(i) a $52.0 million aggregate net reduction/deferral/underpayment
of rent paid under the Master Lease in the 2018 period, (ii) a $5.7
million increase in restructuring costs paid, and (iii) a $2.0
million increase in interest paid. This increase was partially
offset by a $16.6 million decrease in income taxes paid.

Net cash from investing activities decreased by $19.2 million for
the three months ended March 31, 2018 compared to the same period
in 2017.  The decrease was primarily the result of $19.3 million in
proceeds received from the sale of properties in the 2017 period,
with no corresponding sales proceeds received in the 2018 period.

Net cash from financing activities decreased by $0.6 million for
the three months ended March 31, 2018 compared to the same period
in 2017.  The decrease was primarily due to a $0.6 million
repurchase of cancelled shares in the 2018 period (no such
repurchase in the 2017 period).

                    Going Concern Assessment

The consolidated financial statements have been presented on the
basis that the Company would continue as a going concern, which
contemplates the realization of assets and satisfaction of
liabilities in the normal course of business.  In its going concern
assessment for the first quarter of 2018, management identified
certain conditions which raised substantial doubt about the
Company's ability to continue as a going concern prior to
consideration of management's plans to mitigate the conditions
identified and alleviate the substantial doubt.  A "going concern"
or like qualification or exception in the independent auditors'
opinion within their report accompanying the annual consolidated
financial statements would constitute an event of default under the
Company's senior secured credit facilities.

HCR ManorCare, Inc. ("HCRMC"), the ultimate parent company of its
principal tenant, continues to be adversely impacted by
underperformance, and a challenging operating environment in the
post-acute/skilled nursing sector.  The impact of the downward, and
expected continued downward, pressure on revenues and operating
income has resulted in HCRMC's default under the Master Lease and
materially lower rent payments to the Company.  This continued
performance decline has reduced, and will likely continue to
reduce, the Company's cushion/coverage under its debt service
coverage ratio ("DSCR"), a covenant in its senior secured credit
facilities.  The Company believes it is likely that its DSCR will
fall below the minimum 1.75 coverage in 2018, which would
constitute a covenant violation and event of default under such
credit facilities, absent proactive action by management.

Management plans to implement the following actions, which should
have the effect of mitigating the risk of covenant violation:

   * The Company has entered into the Merger Agreement, whereby it
     expects that Welltower, upon the closing of the Merger, will
     pay off its outstanding indebtedness.

   * The Company is in the process of selling 74 non-core skilled
     nursing/senior housing facilities.  The proceeds of any such
     sales will be used to reduce debt and improve its DSCR
     covenant compliance.  The Company expects to close on the
     sales of some or all of these assets before the end of 2018.

   * The Company expects to use a portion of its cash on hand
     ($352.3 million as of March 31, 2018) to repay a portion of
     its outstanding indebtedness in order to maintain compliance
     with its DSCR covenant.

   * The Company expects to maintain sufficient liquidity levels
     to enable it to honor its current obligations over the next
     12 months.

Further, if the Merger is not consummated and the Company completes
the HCRMC Transactions, the Company expects to consolidate some or
all of the operations and assets and liabilities of HCRMC,
including HCRMC's debt under the Centerbridge Facility, which is
scheduled to mature on Jan. 17, 2019.

"We believe, based on the performance and relatively low leverage
of the collateral (the hospice business), it is probable that we
will be able to extend the maturity or refinance this obligation
prior to maturity," the Company stated in the SEC filing.

"We believe it is probable that management's plans will be
effectively implemented during 2018 and the first half of 2019.
Moreover, we believe it is probable that management's plans, when
implemented, will mitigate the conditions that raise substantial
doubt about the Company's ability to continue as a going concern."
  
A full-text copy of the Form 10-Q is available for free at:

                       https://is.gd/eAYs5N

                        About Quality Care

Quality Care Properties, Inc., headquartered in Bethesda, Maryland
-- http://www.qcpcorp.com/-- was formed in 2016 to hold the HCR
ManorCare portfolio, 28 other healthcare related properties, a
deferred rent obligation due from HCRMC under a master lease and an
equity method investment in HCRMC previously held by HCP, Inc.
Quality Care is a real estate company focused on post-acute/skilled
nursing and memory care/assisted living properties.  QCP's
properties are located in 29 states and include 257
post-acute/skilled nursing properties, 61 memory care/assisted
living properties, a surgical hospital and a medical office
building.

Quality Care reported a net loss and comprehensive loss of $443.5
million on $318.49 million of total revenues for the year ended
Dec. 31, 2017, compared to net income and comprehensive income of
$81.14 million on $471.17 million of total revenues for the year
ended Dec. 31, 2016.  As of Dec. 31, 2017, Quality Care had $4.39
billion in total assets, $1.79 billion in total liabilities, $1.93
million in redeemable preferred stock and total equity of $2.59
billion.

                           *    *    *

In December 2017, S&P Global Ratings lowered its corporate credit
rating on Quality Care Properties to 'CCC' from 'B-'.  "The
downgrade reflects our view that QCP has limited covenant cushion
and a heightened probability of breaching its DSC covenant as early
as the first or second quarter of 2018 absent an amendment of its
credit facilities, waiver by the lenders, or possible debt or
company reorganization," as reported by the TCR on Dec. 20, 2017.

In October 2017, Moody's Investors Service confirmed Quality Care's
ratings, including its 'Caa1' corporate family rating following
QCP's announcement that the REIT's work-out discussions with its
struggling tenant, HCR Manorcare, Inc. (HCR, unrated), are
continuing.


RAYMOND GIBLER: $900K Sale of Pontiac Property to Nicholls Approved
-------------------------------------------------------------------
Judge Thomas B. McNamara of the U.S. Bankruptcy Court for the
District of Colorado authorized Raymond S. Gibler's sale of real
property located at 8201 Pontiac Street, Commerce City, Colorado to
George J. Nicholls, III, for $900,000.

The sale is free and clear of any and all liens claims, interests,
and encumbrances, with such liens to attach to the net sale
proceeds in the same amount, validity, priority, enforceability,
avoidability, and extent as existed prior to the sale.

Gibler is authorized and directed to pay from the sale proceeds any
pre- and postpetition outstanding real estate taxes, and all other
ordinary and customary costs of closing.

Gibler is authorized and directed to pay the amount constituting
full satisfaction of CoBiz, doing business as Colorado Business
Bank's secured claim secured by a first-priority lien on the
Pontiac Property.  As of April 17, 2018, the total amount owing
from Gibler to CoBiz on account of its secured claim against the
Pontiac Property is approximately $176,341, plus interest accruing
at $21 per diem through and including May 6, 2018 (subject to
adjustment for the variable interest rate, applicable adequate
protection payments and applicable fees and costs).

Notwithstanding any provision in the Bankruptcy Code or Federal
Rules of Bankruptcy Procedure (including Fed. R. Bankr. P. 6004(h))
to the contrary: (i) the terms of the Order will be effective
immediately and enforceable upon its entry; (ii) Gibler is not
subject to any stay in the implementation, enforcement, or
realization of the relief granted in the Order; and (iii) Gibler
may, in his discretion and without further delay, take any action
and perform any act authorized under the Order.

The balance of funds will remain in trust pending further order of
the Court.

Pursuant to Fed.R.Bankr.P. 6004(h), the 14-day stay is suspended,
and the Order is effective immediately.

Raymond S. Gibler sought Chapter 11 protection (Bankr. D. Colo.
Case No. 18-10543) on Jan. 26, 2018.  The Debtor tapped Jeffrey S.
Brinen, Esq., as counsel.


RESOLUTE ENERGY: Launches Exchange Offer for $75 Million Notes
--------------------------------------------------------------
Resolute Energy Corporation has commenced a registered exchange
offer to exchange up to $75,000,000 aggregate principal amount of
its 8.50% Senior Notes due 2020 which have been registered under
the Securities Act of 1933, as amended, for up to $75,000,000 of
its outstanding unregistered 8.50% Senior Notes due 2020, which
were issued on April 9, 2018.

The sole purpose of the Exchange Offer is to fulfill the Company's
obligations pursuant to a registration rights agreement entered
into by the Company in connection with the sale of the Old Notes.
Under that agreement, the Company agreed to file with the
Securities and Exchange Commission a registration statement
relating to the Exchange Offer whereby Exchange Notes, containing
substantially identical terms to the Old Notes, would be offered in
exchange for Old Notes that are validly tendered by the holders of
those notes.  After consummation of the Exchange Offer, but not
before, the Exchange Notes will be fungible with, and have the same
CUSIP or ISIN numbers as, the Company's existing 8.50% Senior Notes
due 2020 previously issued in an offering registered under the
Securities Act of 1933, as amended.  

The Exchange Offer will expire at 5:00 p.m., Eastern Time, on
June 7, 2018, unless extended.  Old Notes tendered pursuant to the
Exchange Offer may be withdrawn at any time prior to the Expiration
Date by following the procedures set forth in the prospectus dated
May 8, 2018 pertaining to the Exchange Offer.  The terms of the
Exchange Offer are contained in the Exchange Offer Prospectus and
related letter of transmittal.  The Company has retained Delaware
Trust Company to act as exchange agent for the Exchange Offer.

Requests for assistance or for copies of the Exchange Offer
Prospectus and the related letter of transmittal should be directed
to:

     Delaware Trust Company
     c/o Corporation Service Company
     1180 Avenue of the Americas
     New York, NY 10036
     Fax: 302-636-8666
     Phone: 877-374-6010

                    About Resolute Energy

Based in Denver, Colorado, Resolute Energy Corp. (NYSE:REN) --
http://www.resoluteenergy.com/-- is an independent oil and gas
company focused on the acquisition and development of
unconventional oil and gas properties in the Delaware Basin portion
of the Permian Basin of west Texas.

Resolute incurred a net loss available to common shareholders of
$7.70 million in 2017 following a net loss available to common
shareholders of $161.7 million in 2016.  As of Dec. 31, 2017,
Resolute Energy had $641.9 million in total assets, $716.3 million
in total liabilities and a total stockholders' deficit of $74.40
million.


RG & AK: $110K Sale of Alcoholic Beverage License to Carey Approved
-------------------------------------------------------------------
Judge Robert A. Gordon of the U.S. Bankruptcy Court for the
District of Maryland authorized RG & AK, Inc.'s sale of its sole
asset, a Class D (B, W, L) alcoholic beverage license, to David
Carey or his assigns for the sum of $110,000.

The objection deadline was by April 17, 2018.

The sale is free and clear of Liens.

The liens of the Comptroller of Maryland and the Board of License
Commissioners of Baltimore County will be paid at settlement,
together with the pro-rated costs of the License.

The surplus funds will be deposited pending further Order of the
Court with respect to their distribution.

The 14-day stay of the Order provided in Bankruptcy Rule 6004 (h)
is waived.

                      About RG & AK, Inc.

RG & AK, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D.
Md. Case No. 17-24634) on Nov. 1, 2017, estimating under $1 million
in assets and liabilities.  The Debtor is represented by Dennis W.
King, Esq., at Danoff & King, P.A.


RICHARD OSBORNE: Sommers Buying Concord Vacant Land for $125K
-------------------------------------------------------------
Richard M. Osborne asks the U.S. Bankruptcy Court for the Northern
District of Ohio to authorize the sale of his interest in the
vacant land located at Girdled Road, Concord, Ohio, PPN
08A0010000490, to Sommers Real Estate Group, LLC for $125,000, less
payment of all outstanding real estate taxes.

Prepetition title to Girdled Road was in the name of the Richard M.
Osborne Trust.  On Dec. 17, 2017 the Debtor revoked the Trust which
caused the Trust's property to revest in the Debtor on that date.
Girdled Road is therefore property of the bankruptcy estate.

On Jan. 7, 2008, the Trust gave a mortgage to RBS Citizen's Charter
One Bank on Girdled Road.  The Mortgage granted a first priority
lien on Girdled Road.  RBS alleges that it is owed $8,076,374 in
its filed proof of claim Claim No. 28.  The only interest superior
to the Mortgage in Girdled Road are the liens for Real Estate
Taxes.

The Debtor proposes to sell the estate's interest in Girdled Road
for $125,000 less payment of all outstanding real estate taxes
through the closing date, consisting of approximately $3,248 in
current real estate taxes due Lake County Ohio on the terms and
conditions set forth in Contract to Purchase Real Estate from the
Buyer.  The earnest money deposit is $5,000.

The Lake County Auditor's fair market appraisal for Girdled Road is
$73,070.  The proposed Gross Sales Price is therefore fair and
reasonable for Girdled Road.

There are numerous holders of an interest in Girdled Road as set
forth on Exhibit B, but all such holders of any interest consent to
the sale free of their interest.  Many of the interests in Girdled
Road are in bona fide dispute.  As the remaining interests are
junior in priority to the Mortgage, the holder of any interest in
Girdled Road may be compelled in a legal or equitable proceeding to
accept a money satisfaction of such interest.

In order to provide adequate protection of any interest in Girdled
Road, the Real Estate Taxes will be paid to Tax Ease and/or the
Lake County Treasurer.  The Net Proceeds will be paid to RBS, but
subject to the jurisdiction of the Court should its claim later be
disallowed or if RBS be paid in full from other sources.  All other
interests in Girdled Road will be determined by a later order of
the Court, in accordance with the respective rights and priorities
of the holders any interest in Girdled Road, as such right appears
and is entitled to be enforced against Girdled Road, the Estate or
the Debtor under the Bankruptcy Code or applicable non-bankruptcy
law.  Therefore Girdled Road may be sold free of any interest of
any other entity.

A copy of the Contract and the Exhibit B attached to the Motion is
available for free at:

    http://bankrupt.com/misc/Richard_Osborne_121_Sales.pdf

The Purchaser:

          SOMMERS REAL ESTATE GROUP, LLC
          P.O. Box 1102
          Chardon, Ohio 44024
          Telephone: (440) 487-1220
          E-mail: rs@sommersrealestate.com

The Chapter 11 case is In re Richard M. Osborne (Bankr. N.D. Ohio
Case No. 17-17361).


RK & GROUP: Seeks to Hire Drose Law as Attorney
-----------------------------------------------
RK & Group, Inc., seeks authority from the U.S. Bankruptcy Court
for the District of South Carolina to employ Drose Law Firm, as
attorney to the Debtor.

RK & Group requires Drose Law to:

   a. provide the Debtor legal advice with respect to its powers
      and duties as Debtor in possession in the continued
      operation of business affairs and management of the
      Debtor's property;

   b. prepare on behalf of the Debtor necessary applications,
      answers, orders, reports and other legal papers; and

   c. assist in preparation of a Disclosure Statement and Plan of
      Reorganization.

Drose Law will be paid at these hourly rates:

     Attorneys                  $275 to $400
     Paraprofessionals             $75

Drose Law received from the Debtor the amount of $26,000, the
$24,000 retainer fee, the $1,717 filing fee, the $283 miscellaneous
costs.  The $10,000 of the retainer fees were applied against the
prepetition services leaving the balance of $14,000 held in the
firm's trust account.

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

Ann U. Bell, partner of Drose Law 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.

Drose Law can be reached at:

     Ann U. Bell, Esq.
     DROSE LAW FIRM
     3955 Faber Place Drive, Suite 103
     North Charleston, SC 29405
     Tel: (843) 767-8888
     Fax: (843) 620-1035

                      About RK & Group, Inc.

RK & Group Inc., based in Goose Creek, SC, filed a Chapter 11
petition (Bankr. D.S.C. Case No. 18-02178) on April 30, 2018. The
Hon. John E. Waites presides over the case. Michael R. Drose, Esq.,
at Drose Law Firm, serves as bankruptcy counsel.

In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. The petition
was signed by Rhonda L. Kilgore, president.



ROLLING HILLS FARM: Hires J.T. Korkow as Financial Consultant
-------------------------------------------------------------
Rolling Hills Farm Investments, LLC d/b/a Celebrity Hotel & Casino,
seeks authority from the U.S. Bankruptcy Court for the District of
South Dakota to employ J.T. Korkow d/b/a Northwest Financial
Consulting, as financial consultant to the Debtor.

Rolling Hills Farm requires J.T. Korkow to:

   a. conduct a survey of the Debtor's books of account to
      accurately determine the Debtor's financial condition;

   b. prepare and provide the Debtor and the Debtor's counsel
      with financial statements for cash collateral needs, and
      for inclusion in the plan of reorganization;

   c. assist in the preparation of cash flow projections and
      analysis of operations and analysis of feasibility of the
      Debtor's plan;

   d. work, consult, and negotiate with creditors, the Debtor,
      and the Debtor's counsel on feasibility and financial
      issues related to confirmation;

   e. provide expert testimony at the confirmation hearing and
      any other hearing where appropriate; and

   f. assist with adversary proceedings and provide testimony
      therein if needed.

J.T. Korkow will be paid at the hourly rate of $150.

J.T. Korkow will be paid a retainer in the amount of $2,500.

J.T. Korkow will also be reimbursed for reasonable out-of-pocket
expenses incurred.

J.T. Korkow, partner of J.T. Korkow d/b/a Northwest Financial
Consulting, 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.

J.T. Korkow can be reached at:

     J.T. Korkow
     J.T. KORKOW D/B/A NORTHWEST
     FINANCIAL CONSULTING
     131 MT-59
     Volborg, MT 59351
     Tel: (406) 554-3123

            About Rolling Hills Farm Investments, LLC

Rolling Hills Farm Investments, LLC, operates a hotel and casino,
doing business as Celebrity Hotel & Casino, in Deadwood, South
Dakota.

Rolling Hills sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. S.D. Case No. 17-50240) on Nov. 1, 2017. In the
petition signed by Brian E. Holcomb, president, the Debtor
estimated assets and liabilities of $1 million to $10 million.
Judge Charles L. Nail, Jr. presides over the case. Anker Law Group,
P.C., is the Debtor's bankruptcy counsel; and Nipe Accounting &
Consulting, Prof LLC, serves as accountant to the Debtor.



S CHASE LIMITED: Hires Kaplan Management as Property Manager
------------------------------------------------------------
S Chase Limited Partnership, and its debtor-affiliates, seeks
authority from the U.S. Bankruptcy Court for the Southern District
of Texas to employ Kaplan Management Company, Inc., as property
manager and construction manager to the Debtors.

S Chase Limited requires Kaplan Management to:

   -- be responsible for all day to day management of the
      Debtors' properties including preparation of budget,
      employment of personnel, administer service contracts,
      normal maintenance and repair of the property, collection
      of rents, payment of expenses and administer of DIP
      Account, provide accounting, fulfill reporting requirements
      and compliance with legal requirements, etc.; and

   -- facilitate the repairs needed to stabilize the properties
      addressing immediate safety concerns.

Kaplan Management will be paid a property management fee for base
services which shall be computed monthly in arrears and in an
amount equivalent to 2.5% of gross collections or $3,000, whichever
is greater.

Kaplan Management will be paid a construction management fee of 6%
of the cost of the work.

Matt Summer, partner of Kaplan Management Company, Inc., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Kaplan Management can be reached at:

     Matt Summer
     KAPLAN MANAGEMENT COMPANY, INC.
     520 Post Oak Blvd
     Houston, TX 77027
     Tel: (713) 977-5699
     E-mail: tkaplan@kapcorp.com

               About S Chase Limited Partnership

Each of S Chase Limited Partnership, Crosswinds Houston Limited
Partnership and W Point Limited Partnership is an apartment owner
based in Houston, Texas.

S Chase Limited Partnership, d/b/a Seton Chase Apartments;
Crosswinds Houston Limited Partnership, d/b/a Crosswinds
Apartments; and W Point Limited Partnership, d/b/a Willowbrook
Point Apartments, sought Chapter 11 protection (Bankr. S.D. Tex.
Case No. 18-31017, 18-31018, and 18-31020) on March 5, 2018.

In the petitions signed by CFO Gordon Steele, S Chase Limited and
Crosswinds Houston estimated $10 million to $50 million in assets
and debt; and W Point Limited estimated $1 million to $10 million
in assets and liabilities at $10 million to $50 million.

The Hon. Marvin Isgur presides over the case.

The Debtors tapped Hoover Slovacek LLP as their bankruptcy counsel.


SAMUEL WYLY: Sale of Painting Through Dallas Auction Gallery Okayed
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Samuel Evans Wyly's auction sale of a painting by Dallas
Auction Gallery.

The sale will be free and clear of all Interests.

On the twenty-first business day after any Auction at which the
Painting is sold, DAG will collect the proceeds from the sale of
the Painting from the buyer and will remit to the Debtor the sale
proceeds that it has actually collected and received from the
Painting, after deducting its fees.

Within seven days after receipt by the Debtor of full and final
payment of the net sale proceeds from DAG, the Debtor will file a
Notice of Sale with the Court detailing the Sale Items sold,
including the Painting, if it is sold, and the net proceeds
received by the estate; provided, however, that the Debtor needs
not disclose the identity of the purchaser in order to, among other
reasons, protect the privacy of private purchasers and any
confidentiality agreements DAG may have with potential purchasers.

The net sale proceeds received from the sale of the Painting at the
Auction will be deposited in the Debtor's DIP bank account pending
further order of the Court.

The stay under Bankruptcy Rule 6004(h) is waived; accordingly, the
terms of the Order will take effect and be enforceable
immediately.

                        About Sam Wyly

Samuel Wyly is a lifelong entrepreneur and author.  His first book,
1,000 Dollars & An Idea, is a biography that tells his story of
creating and building companies, including University Computing,
Michaels Arts & Crafts, Sterling Software, and Bonanza Steakhouse.
His second book, Texas Got It Right!, co-authored with his son,
Andrew, was gifted to roughly 450,000 students and teachers,
thought leaders, and readers, and continues to be a best-seller in
its Amazon category.

In September 2014, a federal judge ordered Mr. Wyly and the estate
of his deceased brother to pay more than $300 million in sanctions
after they were found guilty of committing civil fraud to hide
stock sales and nab millions of dollars in profits.

Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge
ordered him to pay several hundred million dollars in a civil fraud
case.

On Oct. 23, 2014, Dee Wyly filed her voluntary petition for relief
under chapter 11 of the Bankruptcy Code, thereby initiating her
bankruptcy case.

On Nov. 10, 2014, the Court ordered "the procedural consolidation
and joint administration of the chapter 11 cases of Samuel E. Wyly
and Caroline D. Wyly [under] Case No. 14-35043."

On Dec. 2, 2014, the Court entered an order appointing an official
committee of unsecured creditors in Sam's Case.

On Nov. 23, 2016, the Court converted Dee's Case to a case under
chapter 7 of the Bankruptcy Code and terminated the joint
administration of the bankruptcy cases.  Robert Yaquinto, Jr., was
subsequently appointed as the chapter 7 trustee to administer Dee
Wyly's bankruptcy estate.

On March 3, 2015, the Court appointed Dallas Auction Gallery as the
Debtor's Broker and Auctioneer.


SCANDIA PACKAGING: May 21 Meeting Set to Form Creditors' Panel
--------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on May 21, 2018, at 10:00 a.m. in the
bankruptcy case of Scandia Packaging Machinery Company.

The meeting will be held at:

         United States Trustee's Office
         One Newark Center, 1085 Raymond Blvd.
         21st Floor, Room 2106
         Newark, NJ 07102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

Scandia Packaging Machinery Company -- http://www.scandiapack.com
-- is a developer and manufacturer of high-speed overwrapping
systems that automatically pack products into distribution and
retail packages.

Scandia Packaging Machinery Company sought Chapter 11 bankruptcy
protection (Bankr. D. NJ Case No. 18-18639) on April 30, 2018,
listing under $1 million to $10 million in assets and under $1
million to $10 million in liabilities.

The petition was signed by Wilhelm B. Bronander III, president.

The Hon. Stacey L. Meisel oversees the case.


SCANDIA PACKAGING: Taps Three Twenty-One as Investment Banker
-------------------------------------------------------------
Scandia Packaging Machinery Company seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire Three
Twenty-One Capital Partners, LLC, as its investment banker.

The firm will assist the Debtor in devising restructuring
scenarios; help create a marketing plan; create financial modeling
to aid in its transaction such asset sale, merger, restructuring or
sale of equity interests; locate parties who may have an interest
in a transaction; and provide other investment banking services.

Three Twenty-One Capital will be paid a fee at the closing of a
transaction based upon gross sales proceeds received by the Debtor
and computed using these formulas: 8% of all gross proceeds from
any sale to the stalking horse purchaser of the Debtor's assets;
and 10% of any additional gross sales proceeds gained through
overbidding at a bankruptcy approved auction sale.

The firm will also be reimbursed for up to $2,000 in expenses.  

Ervin Terwilliger, managing partner of Three Twenty-One Capital,
disclosed in a court filing that his firm is "disinterested" as
defined in section 101(14) of the Bankruptcy Code.

Three Twenty-One Capital can be reached through:

     Ervin M. Terwilliger
     Three Twenty-One Capital Partners, LLC
     5950 Symphony Woods Road, Suite 200
     Columbia, MD 21044
     Phone: 443.325.5290
     Fax: 443.703.2330

              About Scandia Packaging Machinery Co.

Scandia Packaging Machinery Company -- http://www.scandiapack.com/
-- is a developer and manufacturer of high-speed overwrapping
systems that automatically pack products into distribution and
retail packages.  In 1993, Scandia merged Container Equipment
Company, also known as CECO, into their operation, thereby adding
40 years of cartoning machinery design and manufacture to the
company.  Scandia is headquartered in Fairfield, New Jersey.

Scandia Packaging Machinery Company sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-18639) on
April 30, 2018.  In the petition signed by Wilhelm B. Bronander
III, president, the Debtor estimated assets of $1 million to $10
million and liabilities of $1 million to $10 million.  Judge Stacey
L. Meisel presides over the case.  The Debtor tapped Saul Ewing
Arnstein & Lehr, LLP as its legal counsel.


SCHULTE PROPERTIES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Schulte Properties LLC
        9811 W. Charleston Blvd Ste 2-351
        Las Vegas, NV 89117

Business Description: Schulte Properties LLC is the fee simple
                      owner of various real properties located in
                      Las Vegas and Henderson, Nevada.  The
                      Company previously sought protection from
                      creditors on May 31, 2017 (Bankr. D. Nev.
                      Case No. 17-12883).

Chapter 11 Petition Date: May 10, 2018

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Case No.: 18-12734

Judge: Hon. Laurel E. Babero

Debtor's Counsel: Matthew L. Johnson, Esq.
                  JOHNSON & GUBLER, P.C.
             Lakes Business Park
                  8831 West Sahara Avenue
                  Las Vegas, NV 89117
                  Tel: (702) 471-0065
                  Fax: (702) 471-0075
                  Email: annabelle@mjohnsonlaw.com
                         mjohnson@mjohnsonlaw.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Melani Schulte, managing member.

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

              http://bankrupt.com/misc/nvb18-12734.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Adam's Pool Solutions               Pool Services            $850

Amberlea Davis, Esq.                Attorney Fees        $120,000
  
City National Bank                5128 Misty Morning     $831,892
PO Box 60938                      Dr, Las Vegas, NV
Los Angeles, CA                   89118 [value based
90060-0938                      on Zillow.com estimate]

City National Bank                                       $500,000
c/o Fennemore Craig
300 S Fourth
Street Ste 1400
Las Vegas, NV 89101

Cornelio Martin                    Roofing services        $2,000

Countrywide/Bank of America        509 Canyon Greens     $114,525
                                   Dr, Las Vegas, NY
                                 89144 [value is based
                                 on Zillow.com estimate]

David Pierce                              Loan            $90,000

David Snell Davis                  Professional fees      $10,000

Image Finance, LLC                   Real Property       $611,049
4751 Wilshire Boulevard, Ste 203
Los Angeles, CA 90010

Kunin & Carman                       Possible Lien         $6,767

Lucy Innuso                          Pool Services           $900

Palm Gardens                                               $1,500

Pebble Creek HOA                                           $1,500

Rancho Alta Mira                                             $800

Rancho Las Brisas HOA                                      $2,000

Ridgemont Townhomes Association                            $5,000

Sagecreek HOA                                                $880

San Marino                                                 $3,400

Silverado Ranch LMA                                          $200

West Sahara Community                                      $3,000


SCIENTIFIC GAMES: Names Barry Cottle as New President and CEO
-------------------------------------------------------------
Scientific Games Corporation has appointed Barry Cottle, currently
chief executive officer of SG Interactive, as the Company's new
president and CEO, effective June 1, 2018.  Mr. Cottle will replace
current President and CEO Kevin Sheehan who will remain with the
company as a senior advisor.  The Company also announced that Tim
Bucher, previously SVP and GM of the Consumer Solutions Group at
Seagate Technology, has been named EVP and chief product officer
across all Scientific Games' business divisions.

The Company has entered into an employment agreement with Mr.
Cottle.  The term of the Employment Agreement begins on the
Effective Date and extends through May 31, 2021, subject to
automatic extension for an additional year at the end of the term
and each anniversary thereof unless timely notice of non-renewal is
given by either the Company or Mr. Cottle.  Under the Employment
Agreement, Mr. Cottle will receive an annual base salary of
$1,750,000 and will have the opportunity to earn 100% of his base
salary as incentive compensation upon achievement of target level
performance for a given year and the opportunity to earn 200% of
his base salary upon achievement of maximum level performance for a
given year.  For 2018, Mr. Cottle's incentive compensation, if
earned, will be calculated at a blended rate based on his base
salary in effect from Jan. 1, 2018 through the date immediately
preceding the Effective Date and his base salary from and after the
Effective Date.

"I'm proud of what we have accomplished over the past two years.
Our Company is stronger than ever and growing across all our
divisions.  With the acquisition of NYX and the rapid growth of our
entire interactive business, Scientific Games is poised to lead the
future as the entire gaming industry transitions to new digital and
mobile platforms.  I want to thank the Scientific Games executive
team, my friends and colleagues at MacAndrews & Forbes and all of
our employees for their hard work and commitment.  Barry has been a
great partner, and I look forward to supporting his efforts to lead
Scientific Games into the digital future," said Kevin Sheehan.

"Innovation is the cornerstone of our strategy at Scientific Games.
Across all our business units and platforms, we are relentless in
our efforts to drive greater efficiency and adaptability to take
advantage of new and growing markets. Scientific Games' expertise
and passion for innovation is an invaluable asset, as we continue
to build cutting-edge technology to enhance the player experience
for both retail and digital platforms," said Barry Cottle.

"Kevin took over after the successful integration of Bally and WMS
and, as one company, moved Scientific Games forward and helped in
driving growth across all our business units.  I want to thank him
for his strong leadership and tireless efforts that led to the
company's success over the last two years and I look forward to
continuing to work with him as a senior advisor to the company.
Under Barry's leadership, SG Interactive, now SG Social and SG
Digital with the NYX acquisition, has become the market leader in
free-to-play and online gaming and is perfectly positioned to
capitalize on new markets opening up to legalized online gaming,
lottery and sports betting around the world, including the United
States," said Ronald O. Perelman, Chairman of the Board of
Scientific Games.

Mr. Cottle joined Scientific Games as chief executive, SG
Interactive, in August 2015 to lead the strategy and growth plans
of the Interactive group.  In just over two years, Barry led the
team to double revenue growth and Scientific Games' efforts to
enter Sports Betting and iLottery through the acquisition of
NYX/OpenBet.  Before Scientific Games, Mr. Cottle served as vice
chairman of Deluxe Entertainment where he helped drive digital
innovation including Deluxe's launch of Virtual Reality.  Prior to
that, Barry has held executive leadership roles at Zynga,
Electronic Arts Inc., The Walt Disney Company and Palm Computing,
Inc., helping lead these organizations to rapid growth in mobile
and online markets by providing leading-edge products.

Tim Bucher joins the Company as EVP and chief product officer
across all business divisions.  Bucher is a Silicon Valley veteran
who has created several successful companies which have either been
taken public or acquired by tech giants including Apple, Microsoft,
Dell, and Seagate Technology over the last 3 decades. He has served
in executive product roles directly for Steve Jobs, Bill Gates, and
Michael Dell learning from those iconic entrepreneurs how to
innovate and grow businesses.  Specializing in consumer software,
hardware, and user experiences, Tim holds over 40 patents in
networking technology, user interface design, computer and
processor design as well as graphics and multimedia technologies.
Most recently Tim served as the Senior Vice President and General
Manager of Seagate Technology's $1.4B global consumer business
developing innovative solutions to break Seagate into new markets
including mobile, drone, and gaming.

                     About Scientific Games

Based in Las Vegas, Nevada, Scientific Games Corporation
(NASDAQ:SGMS) -- http://www.scientificgames.com/-- is a gaming
entertainment company offering a portfolio of game content,
advanced systems, cutting-edge platforms and professional services.
The company offers technology-based gaming systems, digital
real-money gaming and sports betting platforms, casino table games
and utility products and lottery instant games, and a leading
provider of games, systems and services for casino, lottery and
social gaming.  Committed to responsible gaming, Scientific Games
delivers what customers and players value most: trusted security,
engaging entertainment content, operating efficiencies and
innovative technology.

Scientific Games reported a net loss of $242.3 million for the year
ended Dec. 31, 2017, compared to a net loss of $353.7 million  for
the year ended Dec. 31, 2016.  As of March 31, 2018, Scientific
Games had $7.73 billion in total assets, $9.93 billion in total
liabilities and a total stockholders' deficit of $2.19 billion.


SCOTTSDALE DETOX: PCO Files First Interim Report
------------------------------------------------
Susan Goodman, as the patient care ombudsman, files with the U.S.
Bankruptcy Court for the District of Arizona her First Interim
Report on the patient care services provided by debtor Scottsdale
Detox Center of Arizona, LLC.

The PCO worked with the Executive Director of Operations and
Business Development and the Chief Nursing Officer to coordinate a
site visit.

The PCO did not notice any patient care decline or material
compromise as contemplated under 11 U.S.C. Sec. 333(b).  The
Debtor's operation is located in a small office complex adjacent to
other medically focused businesses. The facility is laid out in a
horseshoe pattern and consists of 10 client/patient rooms -- eight
private rooms and two that each has a capacity for three clients.
At the time of the PCO's visit, the client census was seven.

The PCO finds the night and day care staff consisted of one
registered nurse and one behavioral health tech. In addition to the
clinical staff are the facility staffs, a Director of Admissions,
and a Director of Clinical Services to assist with therapy support
during the clients' detoxification.

The Debtor has a kitchen but does not prepare meals on site. The
Debtor reported that a recent state survey provided minor feedback
on improvements to a couple of kitchen items, with corrections
already made. The PCO reviewed the survey feedback and found no
concerns noted.

The PCO finds the facility clean, with paper products, soap, and
hand gel noted to be stocked. The PCO has reviewed additional
opportunities to strengthen infection control documentation and
processes and found no concerns noted.

The PCO has also reviewed chart documentation, record disclosure
authorization, medication management processes, room cleaning
checklists, patient satisfaction surveys, and discharge paperwork.
All chart documentation is paper and old patient records are stored
behind the staff work area in file cabinets. Space challenges exist
and the Debtor discussed plans to scan old records to allow for
paper record destruction.

The PCO observed client/staff interactions. Due to the nature of
the services provided at the Debtor's facility, direct patient
interviews were not undertaken. The Debtor have a high return rate
of patient feedback forms and are working to load this feedback in
to a spreadsheet to facilitate trend analysis.  The PCO reviewed
the feedback and did not note concerns suggestive of care decline.

While the Debtor may have opportunities for process refinements,
the PCO finds these refinements to be operational in nature and
independent of the reorganization process.  The PCO reported that
the staff and leadership whom he PCO interacted with were dedicated
to the Debtor's care mission, informed about the reorganization
process, and denied apprehension relative to the bankruptcy. The
PCO will remain mindful of the limited resources allotted for care
monitoring and seek opportunities to remain engaged remotely.

A copy of the PCO's First Interim Report is available at

          http://bankrupt.com/misc/azb17-11494-82.pdf

The Patient Care Ombudsman can be reached at:

             Susan N. Goodman, Esq.
             MESCH CLARK ROTHSCHILD
             259 North Meyer Avenue
             Tucson, Arizona 85701
             Phone: (520) 624-8886
             Fax: (520) 798-1037
             Email: sgoodman@mcrazlaw.com

                    About Scottsdale Detox Center

Scottsdale Detox Center of Arizona LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
17-11494) on Sept. 28, 2017.  Judge Eddward P. Ballinger, Jr.,
presides over the case.  Michael W. Carmel, Esq., at Michael W.
Carmel, Ltd., serves as the Debtor's bankruptcy counsel.  An
official committee of unsecured creditors has not been appointed in
the Chapter 11 case.


SIXTY SIXTY CONDO: Taps Edelboim Lieberman as New Legal Counsel
---------------------------------------------------------------
Sixty Sixty Condominium Association, Inc., seeks approval from the
U.S. Bankruptcy Court for the Southern District of Florida to hire
a new legal counsel in connection with its Chapter 11 case.

The Debtor proposes to employ Edelboim Lieberman Revah Oshinsky
PLLC to replace its bankruptcy counsel Messana, PA.

The firm's hourly rates for its attorneys range from $250 to $425.
Brett Lieberman, Esq., a partner at Edelboim and the attorney who
will be handling the case, has agreed to reduce his hourly rate to
$350 from $375.

Edelboim has requested a post-petition retainer in the sum of
$5,000.

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

Edelboim can be reached through:

     Brett D. Lieberman, Esq.
     Edelboim Lieberman Revah Oshinsky PLLC
     Beacon Tower of Aventura  
     20200 W. Dixie Highway, Suite 1203
     Miami, FL 33180
     Telephone: (305) 768-9911
     Facsimile: (305) 928-1144
     Email: brett@elrolaw.com

                   About Sixty Sixty Condominium

Sixty Sixty Condominium is a mixed-use hotel and residential
building located at 6060 Indian Creek Drive in Miami Beach,
Florida.  Sixty Sixty Condominium Association, Inc., a non-profit
corporation, is responsible for, among other things, the
management, operation, and maintenance of the Condominium's "Common
Elements", and other obligations imposed by state statute.

Sixty Sixty Condominium Association, Inc., filed a Chapter 11
bankruptcy petition (Bankr. S.D. Fla. Case No. 16-26187) on Dec. 5,
2016, listing $100,000 to $500,000 in total assets and $1 million
to $10 million in liabilities.  The petition was signed by Maria
Velez, its president of the Board of Directors.

The Hon. Robert A. Mark presides over the case.

Brett D. Lieberman, Esq., at Messana, P.A., is the Debtor's
counsel.  Juda Eskew & Associates, PA, serves as the Debtor's
accountant.  The Debtor tapped Jason Welt of Trustee Realty, Inc.,
as broker.

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


SONICWALL HOLDINGS: S&P Assigns 'B-' CCR on Seahawk Split
---------------------------------------------------------
Financial sponsors Francisco Partners LLC and Evergreen Coast
Capital have announced that they will separate SonicWall from
Seahawk Holdings Ltd.

At that time, they will finance SonicWall with $677 million of new
credit facilities comprising a $50 million first-lien revolving
credit facility, a $432 million first-lien term loan, and a $195
million second-lien term loan. S&P expects the revolver to be
undrawn as of the close of the transaction.

S&P Global Ratings assigned its 'B-' corporate credit rating on
Milpitas, Calif.-based SonicWall Holdings Ltd. The outlook is
stable.

S&P said, "At the same time, we assigned our 'B' issue-level rating
and '2' recovery rating to the company's first-lien credit
facility, which comprises a $50 million five-year revolving credit
facility and a $432 million seven-year term loan. The '2' recovery
rating indicates our expectation for substantial (70%-90%; rounded
estimate: 70%) recovery in the event of a payment default.

"We also assigned our 'CCC+' issue-level rating and '5' recovery
rating to SonicWall's $195 million eight-year 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.

"Our rating on SonicWall primarily reflects the company's high pro
forma leverage, which we estimate will be approximately 12x
(excluding the change in deferred revenue) as of the close of the
transaction before declining to the mid-9x area through fiscal year
2019, as well as relatively weak, if improving, profitability. Our
rating also incorporates SonicWall's limited scale and financial
resources compared to larger competitors, including Cisco,
Fortinet, and Palo Alto Networks. Credit strengths include a
diverse customer base with little industry vertical concentration,
leading share in the middle-market unified threat management space,
and respectable customer retention rates (approximately 88% for
core firewall).

"The stable outlook on SonicWall reflects our expectation that the
reorientation of its go-to-market strategy will continue to support
solid revenue growth and improving EBITDA margins, which should
reduce the company's leverage to the mid-9x area over the next 12
months, and that the company has adequate liquidity to fund its
growth plans.

"SonicWall's significant leverage strongly limits the prospects for
an upgrade over the next 12 months. However, over the longer term,
we could consider raising our rating if the company demonstrated
sustained revenue growth, expanded its EBITDA margins, and
maintained leverage of less than 7x. We would also look to a free
operating cash flow (FOCF)-to-debt ratio of more than 5% or
accelerated debt reduction, as potential factors for an upgrade.

"We could lower our rating on SonicWall if the company's
performance suffers from missteps in the execution of its sales
strategy or slowing demand growth, leading to sustained high
leverage or persistently negative free cash flow. We could also
downgrade SonicWall if the firm's liquidity declines such that we
no longer view it as adequate to cover uses of cash."


SOUTHEASTERN GROCERS: Autry Greer Buying Store 1345 for $650K
-------------------------------------------------------------
Southeastern Grocers, LLC and its debtor-affiliates filed a notice
with the U.S. Bankruptcy Court for the District of Delaware of
their intent to enter into a Lease Sale Transaction with respect to
an underperforming store with Autry Greer & Sons, Inc. for
$650,000, and assign associated leases pursuant to their Lease Sale
Agreement, dated April 20, 2018.

On April 2, 2018, the Court entered the Discrete Procedures Order,
it authorized the Debtors to, among other things, sell the Stores
free and clear of all liens, claims, encumbrances, and interests.

Pursuant to the Agreement, Autry Greer has agreed to pay a purchase
price equal to $650,000, in exchange for the Assets which consist
of the Lease and the additional assets referenced:

     -- Lease:      

          a. Landlord Name and Address: Robertsdale Development,
LLC, c/o LW Cave Real Estate, Inc., 3800 Airport Boulevard, Suite
201
Mobile AL, 36608

          b. Store Number and Banner: 1345 Winn-Dixie

          c.  Real Property Address: 21951D Highway 59,
Robertsdale, AL 36567

          d. Lease Expiration Date: Aug. 21, 2021

          e. Description: Permits/Licenses, FF&E

          f. Location: Store 1345

The Debtors propose to sell or dispose of the Assets to the
Counterparty on an "as is" basis, free and clear of all liens,
claims, encumbrances and other interests.

The Debtors are aware of remaining liens and/or encumbrances on the
Assets granted under: (1) Interim Order Pursuant to 11 U.S.C.
Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002,
4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the
Debtors to Use Cash Collateral of the Prepetition Secured Parties,
(II) Granting Adequate Protection to the Prepetition Secured
Parties, (III) Prescribing Form and Manner of Notice of and
Scheduling Final Hearing, and (IV) Granting Related Relief; (2)
Amended and Restated ABL Credit Agreement, dated as of May 21,
2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as
borrower, the lenders party thereto and Deutsche Bank AG New York
Branch, as administrative agent and collateral agent; and (3)
Indenture (as amended, supplemented, or otherwise modified prior to
the and BI-LO Finance Corp. issued Senior Secured Notes due 2019.
To the extent that any party has liens and encumbrances on or
interests in the Assets, the Debtors believe that any such liens,
encumbrances or interests would be subject to monetary satisfaction
in accordance with section 363(f)(5) of the Bankruptcy Code, and
such liens, encumbrances or interests will attach to the proceeds
of the sale in their same order of priority.

In connection with the Transaction, the Debtors ask to assume and
assign the Lease to Counterparty.  Pursuant to the Discrete
Procedures Order, the Debtors provide these Assumption and
Assignment Information:

   -- Store No. 1345

     a. Proposed Effective Date of Assumption and Assignment: May
17, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address:  Autry
Greer & Sons, Inc., 2850 West Main Street, Prichard, AL 36612,
Attn: Jackie Greer and Mac Otts, E-mail: jackiegreer@greers.com,
macotts@greers.com

Objections, if any, must be filed within 14 calendar days after the
date of service of the Sale Notice.

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

     http://bankrupt.com/misc/Southeastern_Grocers_309_Sales.pdf

                  About Southeastern Grocers

Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina.  BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers.  Their
Web sites are http://www.bi-lo.com/,http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/

BI-LO and its affiliates filed for Chapter 11 bankruptcy protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).  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 April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In December 2011, BI-LO Holdings signed a deal to acquire all of
the outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings was later renamed Southeastern Grocers.

On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700). SEG commenced Chapter 11 cases to seek confirmation of a
prepackaged chapter 11 plan that will cancel their unsecured notes
in exchange for 100% of the equity of the reorganized company.

The Debtors have requested joint administration of the cases.  The
Honorable Mary F. Walrath oversees the cases.

Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor.  Prime Clerk LLC is the
claims and noticing agent and administrative advisor.  Ernst &
Young LLP, is the tax advisor.

Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.


SOUTHEASTERN GROCERS: E. Michigan Buying Store 2276 for $50K
------------------------------------------------------------
Southeastern Grocers, LLC and its debtor-affiliates filed a notice
with the U.S. Bankruptcy Court for the District of Delaware of
their intent to enter into a Lease Sale Transaction with respect to
an underperforming store with E. Michigan Meat Corp. for $50,000,
and assign associated leases pursuant to their Lease Sale
Agreement, dated April 20, 2018.

On April 2, 2018, the Court entered the Discrete Procedures Order,
it authorized the Debtors to, among other things, sell the Stores
free and clear of all liens, claims, encumbrances, and interests.

Pursuant to the Agreement, E. Mihigan has agreed to pay a purchase
price equal to $650,000, in exchange for the Assets which consist
of the Lease referenced:

     -- Lease:      

          a. Landlord Name and Address: Mariner’s Village Center,
LLC, C/O Reality Capital, P.O. Box 941405, Maitland, FL 32794

          b. Store Number and Banner: 2276 Winn-Dixie

          c. Real Property Address: 4686 East Michigan Street,
Orlando, FL 32812

          d. Lease Expiration Date: May 13, 2022

The Debtors propose to sell or dispose of the Assets to the
Counterparty on an "as is" basis, free and clear of all liens,
claims, encumbrances and other interests.

The Debtors are aware of remaining liens and/or encumbrances on the
Assets granted under: (1) Interim Order Pursuant to 11 U.S.C.
Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002,
4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the
Debtors to Use Cash Collateral of the Prepetition Secured Parties,
(II) Granting Adequate Protection to the Prepetition Secured
Parties, (III) Prescribing Form and Manner of Notice of and
Scheduling Final Hearing, and (IV) Granting Related Relief; (2)
Amended and Restated ABL Credit Agreement, dated as of May 21,
2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as
borrower, the lenders party thereto and Deutsche Bank AG New York
Branch, as administrative agent and collateral agent; and (3)
Indenture (as amended, supplemented, or otherwise modified prior to
the and BI-LO Finance Corp. issued Senior Secured Notes due 2019.
To the extent that any party has liens and encumbrances on or
interests in the Assets, the Debtors believe that any such liens,
encumbrances or interests would be subject to monetary satisfaction
in accordance with section 363(f)(5) of the Bankruptcy Code, and
such liens, encumbrances or interests will attach to the proceeds
of the sale in their same order of priority.

In connection with the Transaction, the Debtors ask to assume and
assign the Lease to Counterparty.  Pursuant to the Discrete
Procedures Order, the Debtors provide these Assumption and
Assignment Information:

   -- Store No. 2276

     a. Proposed Effective Date of Assumption and Assignment: May
16, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address: E.
Michigan Meat Corp., 1979 Marcus Avenue, Suite 216, Lake Success,
NY 11042, Attn: David Siegel, E-mail: dsiegel@afbasket.com

Objections, if any, must be filed within 14 calendar days after the
date of service of the Sale Notice.

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

     http://bankrupt.com/misc/Southeastern_Grocers_313_Sales.pdf  

                 About Southeastern Grocers

Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers.  Their
Web sites are http://www.bi-lo.com/,http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/

BI-LO and its affiliates filed for Chapter 11 bankruptcy protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).  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 April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In December 2011, BI-LO Holdings signed a deal to acquire all of
the outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings was later renamed Southeastern Grocers.

On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700).  SEG commenced Chapter 11 cases to seek confirmation of
a prepackaged chapter 11 plan that will cancel their unsecured
notes in exchange for 100% of the equity of the reorganized
company.

The Debtors have requested joint administration of the cases.  The
Honorable Mary F. Walrath oversees the cases.

Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor.  Prime Clerk LLC is the
claims and noticing agent and administrative advisor.  Ernst &
Young LLP, as tax advisor.

Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.


SOUTHEASTERN GROCERS: Food Fair Buying Store 209 for $850K
----------------------------------------------------------
Southeastern Grocers, LLC and its debtor-affiliates filed a notice
with the U.S. Bankruptcy Court for the District of Delaware of
their intent to enter into a Lease Sale Transaction with respect to
an underperforming store with Food Fair Wholesale Fresh Market, LLC
for $850,000, and assign associated leases pursuant to their Lease
Sale Agreement, dated April 20, 2018.

On April 2, 2018, the Court entered the Discrete Procedures Order,
it authorized the Debtors to, among other things, sell the Stores
free and clear of all liens, claims, encumbrances, and interests.

Pursuant to the Agreement, Food Fair has agreed to pay a purchase
price equal to $650,000, in exchange for the Assets which consist
of the Lease and the additional assets referenced:

     -- Lease:      

          a. Landlord Name and Address: P Johnson Plaza, LLC, 701
Brickell Ave, Suite 2040, Miami, FL 33131

          b. Store Number and Banner: 209 Winn-Dixie

          c. Real Property Address: 701 NW 99th Avenue, Pembroke
Pines, FL 33024

          d. Lease Expiration Date: Dec. 10, 2018

          e. Description: Permits/Licenses, FF&E

          f. Location: Store 209

The Debtors propose to sell or dispose of the Assets to the
Counterparty on an "as is" basis, free and clear of all liens,
claims, encumbrances and other interests.

The Debtors are aware of remaining liens and/or encumbrances on the
Assets granted under: (1) Interim Order Pursuant to 11 U.S.C.
Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002,
4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the
Debtors to Use Cash Collateral of the Prepetition Secured Parties,
(II) Granting Adequate Protection to the Prepetition Secured
Parties, (III) Prescribing Form and Manner of Notice of and
Scheduling Final Hearing, and (IV) Granting Related Relief; (2)
Amended and Restated ABL Credit Agreement, dated as of May 21,
2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as
borrower, the lenders party thereto and Deutsche Bank AG New York
Branch, as administrative agent and collateral agent; and (3)
Indenture (as amended, supplemented, or otherwise modified prior to
the and BI-LO Finance Corp. issued Senior Secured Notes due 2019.
To the extent that any party has liens and encumbrances on or
interests in the Assets, the Debtors believe that any such liens,
encumbrances or interests would be subject to monetary satisfaction
in accordance with section 363(f)(5) of the Bankruptcy Code, and
such liens, encumbrances or interests will attach to the proceeds
of the sale in their same order of priority.

In connection with the Transaction, the Debtors ask to assume and
assign the Lease to Counterparty.  Pursuant to the Discrete
Procedures Order, the Debtors provide these Assumption and
Assignment Information:

   -- Store No. 209

     a. Proposed Effective Date of Assumption and Assignment: May
16, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address: Food Fair
Wholesale Fresh Market, LLC, 1851 NE 2nd Avenue, Miami, FL 33132,
E-mail: kemttavera@gmail.com

Objections, if any, must be filed within 14 calendar days after the
date of service of the Sale Notice.

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

     http://bankrupt.com/misc/Southeastern_Grocers_310_Sales.pdf

                 About Southeastern Grocers

Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies
in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of
giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers. Their
Web sites are http://www.bi-lo.com/,http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/

BI-LO and its affiliates filed for Chapter 11 bankruptcy
protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). 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 April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In
December 2011, BI-LO Holdings signed a deal to acquire all of the
outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings
was later renamed Southeastern Grocers.

On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700). SEG commenced Chapter 11 cases to seek confirmation of
a
prepackaged chapter 11 plan that will cancel their unsecured notes
in exchange for 100% of the equity of the reorganized company.

The Debtors have requested joint administration of the cases. The
Honorable Mary F. Walrath oversees the cases.

Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor. Prime Clerk LLC is the
claims and noticing agent and administrative advisor. Ernst &
Young
LLP, as tax advisor.

Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.


SOUTHEASTERN GROCERS: Publix Alabama Buying Store 586 for $805K
---------------------------------------------------------------
Southeastern Grocers, LLC and its debtor-affiliates filed a notice
with the U.S. Bankruptcy Court for the District of Delaware of
their intent to enter into a Lease Sale Transaction with respect to
an underperforming store with Publix Alabama, LLC for $805,000, and
assign associated leases pursuant to their Lease Sale Agreement,
dated April 20, 2018.

On April 2, 2018, the Court entered the Discrete Procedures Order,
it authorized the Debtors to, among other things, sell the Stores
free and clear of all liens, claims, encumbrances, and interests.

Pursuant to the Agreement, Publix has agreed to pay a purchase
price equal to $805,000, in exchange for the Assets which consist
of the Lease and the additional assets referenced:

     -- Lease:      

          a. Landlord Name and Address: United Methodist Church of
Gulf, P.O. Box 374, Gulf Shores, AL 36547

          b. Store Number and Banner: 586 Winn Dixie

          c.  Real Property Address: Highway 59 and 16th Avenue,
Gulf Shores, AL 36542

          d. Lease Expiration Date: Feb. 25, 2019

          e. Description: Permits/Licenses, FF&E

          f. Location: Store 586

The Debtors propose to sell or dispose of the Assets to the
Counterparty on an "as is" basis, free and clear of all liens,
claims, encumbrances and other interests.

The Debtors are aware of remaining liens and/or encumbrances on the
Assets granted under: (1) Interim Order Pursuant to 11 U.S.C.
Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002,
4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the
Debtors to Use Cash Collateral of the Prepetition Secured Parties,
(II) Granting Adequate Protection to the Prepetition Secured
Parties, (III) Prescribing Form and Manner of Notice of and
Scheduling Final Hearing, and (IV) Granting Related Relief; (2)
Amended and Restated ABL Credit Agreement, dated as of May 21,
2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as
borrower, the lenders party thereto and Deutsche Bank AG New York
Branch, as administrative agent and collateral agent; and (3)
Indenture (as amended, supplemented, or otherwise modified prior to
the and BI-LO Finance Corp. issued Senior Secured Notes due 2019.
To the extent that any party has liens and encumbrances on or
interests in the Assets, the Debtors believe that any such liens,
encumbrances or interests would be subject to monetary satisfaction
in accordance with section 363(f)(5) of the Bankruptcy Code, and
such liens, encumbrances or interests will attach to the proceeds
of the sale in their same order of priority.

In connection with the Transaction, the Debtors ask to assume and
assign the Lease to Counterparty.  Pursuant to the Discrete
Procedures Order, the Debtors provide these Assumption and
Assignment Information:

   -- Store No. 586

     a. Proposed Effective Date of Assumption and Assignment: May
18, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address:  Publix
Super Markets, Inc., 3300 Publix Corporate Parkway, Lakeland, FL
3811, Attn: Robert S. Balcerak, E-mail: bob.balcerak@publix.com

Objections, if any, must be filed within 14 calendar days after the
date of service of the Sale Notice.

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

     http://bankrupt.com/misc/Southeastern_Grocers_304_Sales.pdf

                  About Southeastern Grocers

Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers. Their
Web sites are http://www.bi-lo.com/,http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/

BI-LO and its affiliates filed for Chapter 11 bankruptcy protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140).  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 April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In December 2011, BI-LO Holdings signed a deal to acquire all of
the outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings was later renamed Southeastern Grocers.

On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700). SEG commenced Chapter 11 cases to seek confirmation of a
prepackaged chapter 11 plan that will cancel their unsecured notes
in exchange for 100% of the equity of the reorganized company.

The Debtors have requested joint administration of the cases.  The
Honorable Mary F. Walrath oversees the cases.

Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor.  Prime Clerk LLC is the
claims and noticing agent and administrative advisor.  Ernst &
Young LLP, as tax advisor.

Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.


SOUTHEASTERN GROCERS: Selling Four Underperforming Stores for $400K
-------------------------------------------------------------------
Southeastern Grocers, LLC and its debtor-affiliates filed a notice
with the U.S. Bankruptcy Court for the District of Delaware of
their intent to enter into a Lease Sale Transaction with respect to
underperforming stores with Cooper Meat Corp. for $100,000, Tampa
Dale Meat Corp. for $100,000, Myers Meat Corp. for $100,000, and
University Meat Corp. for $100,000, as respective
successors-in-interest to America's Food Basket, Inc. ("AFB"),
pursuant to that certain Lease Sale Agreement dated April 9, 2018,
as assigned under those certain Assignment of Lease Sale Agreements
dated as of April 19, 2018 by and between AFB and each of the
Counterparties.

On April 2, 2018, the Court entered the Discrete Procedures Order,
it authorized the Debtors to, among other things, sell the Stores
free and clear of all liens, claims, encumbrances, and interests.

     A. Pursuant to the Agreement, Cooper has agreed to pay a
purchase price equal to $100,000 in exchange for the applicable
Debtors’' interest in the following Lease and Acquired Assets:

        -- Lease:      

          a. Landlord Name and Address: Weingarten Realty
Investors, 2600 Citadel Plaza Drive, Suite 125, Houston, TX 77008

          b. Store Number and Banner: 218 Winn-Dixie

          c. Real Property Address: 2581 North Hiatus Road,
Hollywood, FL 33026

          d. Lease Expiration Date: Nov. 7, 2020

          e. Description: Permits/Licenses, Inventory, FF&E

          f. Location: Store 218

     B. Pursuant to the Agreement, Tampa Dale has agreed to pay a
purchase price equal to $100,000 in exchange for the applicable
Debtors' interest in the following Lease and Acquired Assets:

        -- Lease:      

          a. Landlord Name and Address: Magnolia at Dale Mabry, LLC
and JWS Tampa South, LLC 5370, Oakdale Road, Smyrna, GA 30082

          b. Store Number and Banner: 2407 Winn-Dixie

          c. Real Property Address: 2525 N. Dale Mabry Hwy., Tampa,
FL 33607

          d. Lease Expiration Date: Aug. 28, 2023

          e. Description: Permits/Licenses, Inventory, FF&E

          f. Location: Store 2407

     C. Pursuant to the Agreement, Myers has agreed to pay a
purchase price equal to $100,000 in exchange for the applicable
Debtors' interest in the following Lease and Acquired Assets:

        -- Lease:      

          a. Landlord Name and Address: Cideco of Georgia, Inc.,
13891 Jetport Loop Road, Suite 9, Fort Myers, FL 33912

          b. Store Number and Banner: 2493 Winn Dixie

          c. Real Property Address: 18751 Three Oaks Parkway, Fort
Myers, FL 33912

          d. Lease Expiration Date: May 31, 2018

          e. Description: Permits/Licenses, Inventory, FF&E

          f. Location: Store 2493

     D. Pursuant to the Agreement, University has agreed to pay a
purchase price equal to $100,000 in exchange for the applicable
Debtors' interest in the following Lease and Acquired Assets:

        -- Lease:      

          a. Landlord Name and Address: ADE Advantage, LLC, 1140 NE
163rd Street, Suite 28, North Miami Beach, FL 33162

          b. Store Number and Banner: 326 Winn Dixie

          c. Real Property Address: 7015 N. University Drive,
Tamarac, FL 33321

          d. Lease Expiration Date: June 29, 2018

          e. Description: Permits/Licenses, Inventory, FF&E

          f. Location: Store 326

The Debtors propose to sell or dispose of the Assets to the
Counterparty on an "as is" basis, free and clear of all liens,
claims, encumbrances and other interests.

The Debtors are aware of remaining liens and/or encumbrances on the
Assets granted under: (1) Interim Order Pursuant to 11 U.S.C.
Sections 105, 361, 362, 363, 364 and 507, Fed. R. Bankr. P. 2002,
4001 and 9014, and Del. Bankr. L.R. 4001-2 (I) Authorizing the
Debtors to Use Cash Collateral of the Prepetition Secured Parties,
(II) Granting Adequate Protection to the Prepetition Secured
Parties, (III) Prescribing Form and Manner of Notice of and
Scheduling Final Hearing, and (IV) Granting Related Relief; (2)
Amended and Restated ABL Credit Agreement, dated as of May 21,
2014, among BI-LO Holding, LLC, as holdings, BI-LO, LLC, as
borrower, the lenders party thereto and Deutsche Bank AG New York
Branch, as administrative agent and collateral agent; and (3)
Indenture (as amended, supplemented, or otherwise modified prior to
the and BI-LO Finance Corp. issued Senior Secured Notes due 2019.
To the extent that any party has liens and encumbrances on or
interests in the Assets, the Debtors believe that any such liens,
encumbrances or interests would be subject to monetary satisfaction
in accordance with section 363(f)(5) of the Bankruptcy Code, and
such liens, encumbrances or interests will attach to the proceeds
of the sale in their same order of priority.

In connection with the Transaction, the Debtors ask to assume and
assign the Leases to the Counterparties.  Pursuant to the Discrete
Procedures Order, the Debtors provide these Assumption and
Assignment Information:

   I. Store No. 218

     a. Proposed Effective Date of Assumption and Assignment: May
16, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address: Cooper
Meat Corp., 1979 Marcus Avenue, Suite 216, Lake Success, NY 11042,
Attn: Andres Ferreira, E-mail: aferreira@afbasket.com

   II. Store No. 2407

     a. Proposed Effective Date of Assumption and Assignment: May
16, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address: Tampa Dale
Meat Corp., 1979 Marcus Avenue, Suite 216, Lake Success, NY 11042,

Attn: Andres Ferreira, E-mail: aferreira@afbasket.com

  III. Store No. 2493

     a. Proposed Effective Date of Assumption and Assignment: May
16, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address: Myers Meat
Corp., 1979 Marcus Avenue, Suite 216, Lake Success, NY 11042
Attn: Andres Ferreira, E-mail: aferreira@afbasket.com

  IV. Store No. 326

     a. Proposed Effective Date of Assumption and Assignment: May
16, 2018

     b. Proposed Cure Amount: $0

     c. Counterparty's Name, Address, and Email Address: University
Meat Corp., 1979 Marcus Avenue, Suite 216, Lake Success, NY 11042
Attn: Andres Ferreira, E-mail: aferreira@afbasket.com

Objections, if any, must be filed within 14 calendar days after the
date of service of the Sale Notice.

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

   http://bankrupt.com/misc/Southeastern_Grocers_314_Sales.pdf

                 About Southeastern Grocers

Southeastern Grocers, LLC, (SEG), the parent company and home of
BI-LO, Fresco y Mas, Harveys Supermarket and Winn-Dixie grocery
stores, is one of the largest conventional supermarket companies
in
the U.S. SEG grocery stores, liquor stores and in-store pharmacies
serve communities throughout the seven southeastern states of
Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina
and South Carolina. BI-LO, Fresco y Mas, Harveys Supermarket and
Winn-Dixie are well known and well-respected regional brands with
deep heritages, strong neighborhood ties, proud histories of
giving
back, talented and caring associates and strong commitments to
providing the best possible quality and value to customers. Their
Web sites are http://www.bi-lo.com/,http://www.frescoymas.com/,
http://www.harveyssupermarkets.com/and http://www.winndixie.com/

BI-LO and its affiliates filed for Chapter 11 bankruptcy
protection
on March 23, 2009 (Bankr. D. S.C. Case No. 09-02140). 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 April 14, 2005, to Bankr.
M.D. Fla. Case Nos. 05-03817 through 05-03840) on Feb. 21, 2005.
In
December 2011, BI-LO Holdings signed a deal to acquire all of the
outstanding shares of Winn-Dixie Stores stock in a merger.
Holdings
was later renamed Southeastern Grocers.

On March 27, 2018, Southeastern Grocers, LLC and 26 affiliated
debtors sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
18-10700). SEG commenced Chapter 11 cases to seek confirmation of
a
prepackaged chapter 11 plan that will cancel their unsecured notes
in exchange for 100% of the equity of the reorganized company.

The Debtors have requested joint administration of the cases. The
Honorable Mary F. Walrath oversees the cases.

Weil, Gotshal & Manges LLP is serving as legal counsel to the
Debtors, Evercore is serving as their investment banker, and FTI
Consulting Inc. as restructuring advisor. Prime Clerk LLC is the
claims and noticing agent and administrative advisor. Ernst &
Young
LLP, as tax advisor.

Morrison & Foerster LLP is serving as legal counsel and Moelis &
Company LLC is serving as financial advisor to an ad hoc group of
holders of Unsecured Notes and 9.25% Senior Secured Notes due 2019.


SPRINT CORP: Fitch Puts B+ Issuer Default Rating on Watch Pos.
--------------------------------------------------------------
Fitch Ratings has placed the 'B+' Long-Term Issuer Default Ratings
(IDRs) and outstanding debt of Sprint Corporation (Sprint) (NYSE:
S) and its subsidiaries on Rating Watch Positive. The transaction,
as proposed, is likely to lead to a three-notch upgrade of the IDRs
and outstanding debt of Sprint Corporation based on existing
assumptions.

Fitch's rating actions follows Sprint and T-Mobile US Inc.'s
announcement that the companies have entered into definitive
agreements to merge operations through an all-stock transaction
with an exchange ratio of 9.75 Sprint shares for each T-Mobile US
share. Fitch believes the merger will substantially strengthen the
credit support for existing Sprint bondholders. The combination is
expected to create significant scale, asset and synergy benefits
that should materially improve the combined entities' long-term
competitive position. Transaction closing, pending regulatory
approval, is expected by the first half of 2019. Pro forma for the
transaction, gross core telecom leverage (adjusted debt-to-EBITDAR)
would be high at transaction close, based on Fitch adjustments, at
approximately 5x. Fitch expects material deleveraging during the
two years post close due to debt reduction and EBITDA growth to
reduce leverage to the low 4x range.

KEY RATING DRIVERS

Combination Drives Scale Benefits: A T-Mobile and Sprint
combination is expected to create significant scale, asset and
synergy benefits that should materially improve the combined
entities' long-term competitive position particularly for 5G
network capabilities. T-Mobile is expected to build upon its
challenger strategy that has captured significant consumer momentum
and target new and/or improved growth opportunities across multiple
segments including enterprise, rural, broadband replacement, IoT
and OTT video. The larger combined spectrum portfolio and selective
rationalization of Sprint's network should materially enhance and
further densify T-Mobile's existing network, resulting in greater
speed, capacity and capabilities along with increased geographic
reach.

Substantial Synergies, Material Execution Risk: The combined
company expects to create substantial value for T-Mobile and Sprint
shareholders through an expected $6+ billion in run rate cost
synergies, representing a net present value (NPV) of $43+ billion.
Fitch believes these synergies are largely achievable due to good
line of sight on network related cost reductions that constitute
the majority of cost benefits. Given the scope of the transaction,
execution risk with network decommissioning and subscriber
migration to T-Mobile's network is high. Partly mitigating this
risk, Fitch believes T-Mobile has a good integration track record
following past acquisitions.

Guarantee Structure: As a result of the merger agreement, T-Mobile
US, Inc. and T-Mobile USA, Inc. are expected to provide downstream
unsecured guarantees to the senior notes at Sprint Corp, Sprint
Communications, Inc. (SCI) and Sprint Capital Corp. T-Mobile US and
T-Mobile USA will also guarantee Sprint spectrum lease payments on
an unsecured basis. T-Mobile USA, Inc. senior notes are expected to
receive unsecured guarantees from all wholly-owned domestic
restricted subsidiaries of Sprint. T-Mobile USA senior notes
currently receive guarantees from its subsidiaries and T-Mobile US.
As contemplated, the cross-guaranty structure would result in
ratings equalization for the Sprint and T-Mobile USA, Inc.'s senior
notes.

Significant Regulatory Uncertainty: Fitch believes the regulatory
approval of a horizontal consolidation between T-Mobile and Sprint
will be lengthy, challenging and uncertain given the high degree of
scrutiny around antitrust elements and the lack of potential public
interest benefits related to this merger. Fitch believes regulatory
approval will be dependent on the regulatory lens used to analyze
the transaction. Regulators would have several options for
potential remedies if the transaction is approved. Remedies could
potentially include spectrum divestitures, prepaid brand
divestitures, rural broadband coverage deployment milestones, fixed
wireless (broadband replacement) deployment milestones and MVNO
considerations.

Material Deleveraging Expected: Pro forma gross core telecom
leverage (adjusted debt-to-EBITDAR) would be high at transaction
close, based on Fitch adjustments, at approximately 5x. Fitch
believes significant deleveraging would occur due to substantial
cost synergies and subscriber growth that is expected to drive
material EBITDA growth. Fitch anticipates excess cash would be used
to repay maturing and pre-payable debt with gross core telecom
leverage estimated in the lower 4x range by the end of 2021. The
forecast does not assume any material divestitures that could be
required if regulators approve the transaction.

With expected secured leverage (total secured debt / EBITDA) at
T-Mobile of less than 4x and strong underlying asset value, Fitch
does not view structural subordination as being present to where
recovery prospects at the unsecured level are impaired. Thus,
Sprint's unsecured notes would not be notched down one from the
IDR.

Parent Support: Fitch views a moderate parent subsidiary linkage
would exist for the combined entities that would result in a
one-notch uplift to the Issuer Default Rating for Sprint's IDR. As
mentioned above, the cross-guaranty structure would equalize the
IDRs at Sprint and T-Mobile. Operational and strategic linkages are
strong given material benefits derived from Deutsche Telekom AG
(DT) and SoftBank Group's joint ownership through combined global
purchasing scale that provides significant benefits for network,
handset and general procurement. Further support comes through DT
parent held debt, strong involvement through control of the board
of the combined companies, and potential benefits from leveraging
SoftBank's numerous strategic investments. Both parents will also
be subject to four-year equity lockup agreements.

DERIVATION SUMMARY

On a consolidated basis, a Sprint/T-Mobile combination would have a
materially improved business profile that would enhance its
competitive position relative to Verizon Communications Inc.
(A-/Stable) and AT&T Inc. (A-/Rating Watch Negative) as on a
stand-alone basis, both Sprint and T-Mobile lack sufficient scale
and resources to compete across certain market segments. The
combination would enable T-Mobile to expand growth opportunities
into other sub-segments including video, broadband, enterprise,
rural and IoT. Verizon's rating reflects the relatively strong
wireless competitive position, as demonstrated by its high EBITDA
margins, low churn and extensive national coverage and lower
leverage. AT&T's ratings reflect its large scale of operations,
diversified revenue streams by customer and technology, and
relatively strong operating profitability.

T-Mobile has generated strong operating momentum during the past
several years due to a well-executed challenger strategy that has
taken material market share from the other three national operators
and caused both AT&T and Verizon to more aggressively adapt and
respond to these offerings (equipment installment and unlimited
data plans). A combined Sprint and T-Mobile postpaid wireless
business (26% of U.S. wireless postpaid subscribers) would have
similar scale as AT&T (32%) although materially smaller than
Verizon (42%). Over time, given the strong subscriber momentum
underpinned by its Un-carrier branding strategy, Fitch expects
T-Mobile would continue to close the share gap against its two
larger peers.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Our fiscal 2017 Rating Case for
Sprint:

  --Post-paid gross addition share in the mid-teens range (based on
Fitch estimates);

  --Post-paid churn of approximately 1.7%-1.8%;

  --Operating Income in the mid-$2 billion range;

  --Capital spending of approximately $3.6 billion;

  --Modestly positive FCF.

Fitch's key assumptions for the pro forma financial forecast
include:

  --Total pro forma service revenues in the mid $50 billion range;

  -- EBITDA in the lower $20 billion range;

  --Total debt (excludes tower obligations) expected in the range
of $75 billion to $77 billion including an expected secured debt
mix of approximately $36 billion at close, which could increase up
to $42 billion;

  --Long-term annualized run rate synergies in the $6 billion
range;

  --Cash costs to achieve integration and synergies of
approximately $15 billion with integration expected over a three-
to four-year period;

  --Pro forma gross core telecom leverage (adjusted
debt-to-EBITDAR) at approximately 5x, deleveraging to a low 4x by
the end of 2021;

  --The forecast does not assume any material divestitures that
could be required if regulators approve the transaction.

RATING SENSITIVITIES

Developments that May, Individually or Collectively, Lead to
Positive Rating Action

  --The transaction, as proposed, is likely to lead to a three
notch upgrade to the IDRs and outstanding debt of Sprint
Corporation and its subsidiaries based on existing assumptions. The
final rating would depend on Fitch's further analysis of the
transaction including the expected cross-guaranty structure between
T-Mobile and Sprint, an assessment of the potential effect of any
additional conditions placed on the transaction by the regulatory
approval process and the operational performance of T-Mobile at the
time of closing.

Developments that May, Individually or Collectively, Lead to
Negative Rating Action

  --Given the pending merger with T-Mobile, Fitch does not
contemplate negative rating actions over the rating horizon.

LIQUIDITY

Strong Liquidity: Fitch expects the combined entity would have
substantial liquidity and diversified market access to
appropriately manage liquidity risks. Balance sheet cash is
expected to be roughly $12 billion and secured revolver
availability of $4 billion at transaction close. FCF generation is
expected to ramp materially with company estimates in the $10
billion to $11 billion range in the three to four years post close
driven by the realization of run-rate cost synergies and tax reform
benefits. Consequently, T-Mobile's liquidity position greatly
enhances financial flexibility throughout the integration process
given the uncertainties around level and timing of cash
requirements and the larger debt maturity towers due in part to the
legacy capital structures, principally after 2020.

Sprint Standalone Liquidity: Fitch expects Sprint will maintain at
least 12 months of available liquidity, including borrowing
capacity, to cover upcoming cash requirements. At the end of the
third fiscal quarter of 2017 (Dec. 31), Sprint had approximately
$10.4 billion of pro forma liquidity, including $4.6 billion of
cash and $1.8 billion of availability on its $2 billion secured
revolving facility due 2021. The $3.2 billion unsecured credit
facility commitment terminated upon the $1.5 billion senior notes
issuance in February 2018. In January 2018, Sprint fully repaid the
Network LeaseCo debt of $454 million. Sprint also has approximately
$800 million availability for receivables/device financing and $427
million of availability under vendor financing agreements for
purchases related to network equipment.

In March 2018, Sprint Spectrum Co LLC issued $3.94 billion series
2018-1 class A-1 and series 2018-1 class A-2 notes. The issuance,
which was the second from a spectrum securitization program that
totals $7 billion, will provide meaningful liquidity to refinance
maturing debt and fund capital investments.

FULL LIST OF RATING ACTIONS

Fitch has placed the following ratings on Positive Rating Watch
Positive:

Sprint Corporation

  --IDR 'B+';

  --Senior notes 'B+'/'RR4'.

Sprint Communications Inc.

  --IDR 'B+';

  --Secured revolving credit facility 'BB+'/'RR1';

  --Secured term loan B 'BB+'/'RR1';

  --9.25% debentures due 2022 'BB+'/'RR1';

  --Junior guaranteed unsecured notes 'BB'/'RR2';

  --Senior notes 'B+/RR4'.

Sprint Capital Corporation

  --Senior notes 'B+'/'RR4'.


SUMMIT FINANCIAL: Hires Dinnall Fyne as Accountant
--------------------------------------------------
Summit Financial Corp. seeks authority from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Dinnall Fyne &
Company Inc., as accountant to the Debtor.

Summit Financial requires Dinnall Fyne to:

   -- assist the Debtor in the preparation and filing of any
      required tax returns or amended tax returns; and

   -- provide tax advice to the Debtor.

Dinnall Fyne 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.

Alan Fyne, partner of Dinnall Fyne & Company Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Dinnall Fyne can be reached at:

     Alan Fyne
     DINNALL FYNE & COMPANY INC.
     1515 N. University Drive, Suite 114
     Coral Springs, FL 33071
     Tel: (954) 340-5696

                  About Summit Financial Corp.

Summit Financial Corp -- https://www.summitfinancialcorp.org/ --
provides financing by purchasing and servicing retail installment
sales contracts originated at franchised automobile dealerships and
select independent used car dealerships located throughout Florida,
Alabama, and Georgia. From its location in Plantation, Florida,
Summit Financial provides financing for automobile loans for
customers that fail to meet the standards of financing from
conventional sources, such as most banks, credit unions and other
national finance companies.  The Company was founded in 1984.

Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 18-13389) on March 23, 2018. In the petition signed by David
Wheeler, vice president, the Debtor estimated $100 million to $500
million in assets and liabilities.

Judge Raymond B Ray presides over the case.

Douglas J. Jeffrey, Esq., at the Law Offices of Douglas J. Jeffrey,
P.A. and Zach B. Shelomith at the law firm of Leiderman Shelomith
Alexander + Somodevilla, PLL, serve as the Debtor's counsel.


SUMMIT FINANCIAL: Hires Moecker Auctions as Appraiser
-----------------------------------------------------
Summit Financial Corp. seeks authority from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Moecker
Auctions, Inc., as appraiser to the Debtor.

Summit Financial requires Moecker Auctions to appraise all of the
personal property owned by the Debtor located at the Debtor’s
business premises at 100 NW 100 Ave., Plantation, FL 33324.

Moecker Auctions will be paid a flat fee of $900 for the services
rendered.

Eric Rubin, partner of Moecker Auctions, 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.

Moecker Auctions can be reached at:

     Eric Rubin
     MOECKER AUCTIONS, INC.
     1883 W State Rd, Suite 106
     Fort Lauderdale, FL 33315
     Tel: (954) 252-2887

                 About Summit Financial Corp.

Summit Financial Corp -- https://www.summitfinancialcorp.org/ --
provides financing by purchasing and servicing retail installment
sales contracts originated at franchised automobile dealerships and
select independent used car dealerships located throughout Florida,
Alabama, and Georgia. From its location in Plantation, Florida,
Summit Financial provides financing for automobile loans for
customers that fail to meet the standards of financing from
conventional sources, such as most banks, credit unions and other
national finance companies.  The Company was founded in 1984.

Summit Financial filed a Chapter 11 petition (Bankr. S.D. Fla. Case
No. 18-13389) on March 23, 2018. In the petition signed by David
Wheeler, vice president, the Debtor estimated $100 million to $500
million in assets and liabilities.

Judge Raymond B Ray presides over the case.

Douglas J. Jeffrey, Esq., at the Law Offices of Douglas J. Jeffrey,
P.A. and Zach B. Shelomith at the law firm of Leiderman Shelomith
Alexander + Somodevilla, PLL, serve as the Debtor's counsel.


T-MOBILE US: Fitch to Assign 'BB+(EXP)' Issuer Default Rating
-------------------------------------------------------------
Fitch Ratings expects to assign a 'BB+(EXP)' rating to T-Mobile US,
Inc.'s (T-Mobile) long-term Issuer Default Rating (IDR) at the time
of transaction closing. The expected ratings are contingent on the
merger between T-Mobile and Sprint being approved and a final
committee review by Fitch to assess any change in assumptions that
may have occurred from the time the merger was announced. Fitch
would also expect to assign a 'BBB-/RR1(EXP)' to T-Mobile's
proposed secured credit facility, secured term loan and secured
notes. The one-notch uplift reflects superior recovery prospects at
the senior secured level of the pro forma capital structure
incorporating the value of the combined wireless network,
subscriber base and spectrum portfolio. The aforementioned expected
ratings are for a merged T-Mobile-Sprint entity. If the merger does
not occur, the expected rating for T-Mobile or Sprint could be
different.

Fitch's expected ratings follow Sprint and T-Mobile's announcement
that the companies have entered into definitive agreements to merge
operations through an all-stock transaction with an exchange ratio
of 9.75 Sprint shares for each T-Mobile US share. The combination
is expected to create significant scale, asset and synergy benefits
that should materially improve the combined entities' long-term
competitive position. Transaction closing, pending regulatory
approval, is expected by the first half of 2019. Pro forma for the
transaction, gross core telecom leverage (adjusted debt-to-EBITDAR)
would be high at transaction close, based on Fitch adjustments, at
approximately 5x. Fitch expects material deleveraging during the
two years post close due to debt reduction and EBITDA growth to
reduce leverage to the low 4x range.

KEY RATING DRIVERS

Combination Drives Scale Benefits: A T-Mobile and Sprint
combination is expected to create significant scale, asset and
synergy benefits that should materially improve the combined
entities' long-term competitive position particularly for 5G
network capabilities. T-Mobile is expected to build upon its
challenger strategy that has captured significant consumer momentum
and target new and/or improved growth opportunities across multiple
segments including enterprise, rural, broadband replacement, IoT
and OTT video. The larger combined spectrum portfolio and selective
rationalization of Sprint's network should materially enhance and
further densify T-Mobile's existing network, resulting in greater
speed, capacity and capabilities along with increased geographic
reach.

Substantial Synergies, Material Execution Risk: The combined
company expects to create substantial value for T-Mobile and Sprint
shareholders through an expected $6+ billion in run rate cost
synergies, representing a net present value (NPV) of $43+ billion.
Fitch believes these synergies are largely achievable due to good
line of sight on network related cost reductions that constitute
the majority of cost benefits. Given the scope of the transaction,
execution risk with network decommissioning and subscriber
migration to T-Mobile's network is high. Partly mitigating this
risk, Fitch believes T-Mobile has a good integration track record
following past acquisitions.

Significant Regulatory Uncertainty: Fitch believes the regulatory
approval of a horizontal consolidation between T-Mobile and Sprint
will be lengthy, challenging and uncertain given the high degree of
scrutiny around antitrust elements and the lack of potential public
interest benefits related to this merger. Fitch believes regulatory
approval will be dependent on the regulatory lens used to analyze
the transaction. Regulators would have several options for
potential remedies, if approved. Remedies could potentially include
spectrum divestitures, prepaid brand divestitures, rural broadband
coverage deployment milestones, fixed wireless (broadband
replacement) deployment milestones and MVNO considerations.

Material Deleveraging Expected: T-Mobile's pro forma gross core
telecom leverage (adjusted debt-to-EBITDAR) would be high at
transaction close, based on Fitch adjustments, at approximately 5x.
Fitch believes significant deleveraging would occur due to
substantial cost synergies and subscriber growth that is expected
to drive material EBITDA growth. Fitch anticipates excess cash
would be used to repay maturing and pre-payable debt with gross
core telecom leverage estimated in the lower 4x range by the end of
2021. The forecast does not assume any material divestitures that
could be required if regulators approve the transaction.

Secured Debt Guarantees/Notching: The T-Mobile USA secured debt is
expected to be guaranteed on a secured basis by all wholly-owned
domestic restricted subsidiaries of T-Mobile and Sprint except that
at Sprint Corp., SCI. and Sprint Capital Corp., the guarantees
would be unsecured due to secured debt restrictions in the Sprint
senior notes indentures. For rated entities with IDRs of 'BB-' or
above, Fitch does not perform a bespoke analysis of recovery upon
default for each issuance. Instead, Fitch uses notching guidance
whereby an issuer's secured debt can be notched by up to two rating
levels, but the notching is capped at 'BBB-' for IDRs between 'BB+'
and 'BB-'. Secured debt leverage (total secured debt/EBITDA) is
expected in the mid-2x range at the end of 2019, which would be
dependent on the timing of certain financing transactions. The
expected secured debt (credit facility, term loan and notes) at
T-Mobile would receive a one-notch uplift from the IDR reflecting
superior recovery prospects at the senior secured level of the pro
forma capital structure incorporating the value of the combined
wireless network, subscriber base and spectrum portfolio.

Unsecured Debt Guarantees/Notching: T-Mobile USA senior notes
receive guarantees from its subsidiaries and T-Mobile US. As a
result of the merger agreement, T-Mobile USA senior unsecured notes
are expected to receive unsecured guarantees from all wholly-owned
domestic restricted subsidiaries of Sprint. T-Mobile US, Inc. and
T-Mobile USA, Inc. are expected to provide downstream unsecured
guarantees to the senior notes at Sprint Corp, Sprint
Communications, Inc. (SCI) and Sprint Capital Corp. T-Mobile US and
T-Mobile USA will also guarantee Sprint spectrum lease payments on
an unsecured basis. As contemplated, the cross-guaranty structure
would result in a ratings equalization for the Sprint and
T-Mobile's senior notes.

With expected secured leverage at T-Mobile of less than 4x and
strong underlying asset value, Fitch does not view structural
subordination as being present to where recovery prospects at the
unsecured level are impaired. Thus, T-Mobile's unsecured notes
would not be notched down from the IDR.

Parent Support: Fitch views a moderate parent subsidiary linkage
exists for T-Mobile, resulting in a one-notch uplift to the
stand-alone IDR. As mentioned above, the cross-guaranty structure
would equalize the IDRs at Sprint and T-Mobile. Operational and
strategic linkages are strong given material benefits derived from
Deutsche Telekom AG (DT) and SoftBank Group's joint ownership
through combined global purchasing scale that provides significant
benefits for network, handset and general procurement. Further
support comes through expected DT parent held debt, strong
involvement through control of T-Mobile's board and potential
benefits from SoftBank's numerous strategic investments.

DT is expected to consolidate T-Mobile's financials and have
perpetual voting proxy over SoftBank's T-Mobile's shares subject to
certain conditions. Both parents will also be subject to four-year
equity lockup agreements. Legal linkages with T-Mobile are weak
given the lack of parent guarantees or cross default to parent
debt.

DERIVATION SUMMARY

On a consolidated basis, a Sprint/T-Mobile combination would have a
materially improved business profile that would enhance its
competitive position relative to Verizon Communications Inc.
(A-/Stable) and AT&T Inc. (A-/Rating Watch Negative) as on a
stand-alone basis, both Sprint and T-Mobile lack sufficient scale
and resources to compete across certain market segments. The
combination would enable T-Mobile to expand growth opportunities
into other sub-segments including video, broadband, enterprise,
rural and IoT. Verizon's rating reflects the relatively strong
wireless competitive position, as demonstrated by its high EBITDA
margins, low churn and extensive national coverage and lower
leverage. AT&T's ratings reflect its large scale of operations,
diversified revenue streams by customer and technology, and
relatively strong operating profitability.

T-Mobile has generated strong operating momentum during the past
several years due to a well-executed challenger strategy that has
taken material market share from the other three national operators
and caused both AT&T and Verizon to more aggressively adapt and
respond to these offerings (equipment installment and unlimited
data plans). A combined Sprint and T-Mobile postpaid wireless
business (26% of U.S. wireless postpaid subscribers) would have
similar scale as AT&T (32%) although materially smaller than
Verizon (42%). Over time, given the strong subscriber momentum
underpinned by its Un-carrier branding strategy, Fitch expects
T-Mobile would continue to close the share gap against its two
larger peers.

KEY ASSUMPTIONS

Fitch's key assumptions for T-Mobile's proforma financial forecast
include:

  --Total proforma service revenues in the mid $50 billion range;

  --EBITDA in the lower $20 billion range;

  --Total debt (excludes tower obligations) expected in the range
of $75 billion to $77 billion including an expected secured debt
mix of approximately $36 billion at close, which could increase up
to $42 billion;

  --Long-term annualized run rate synergies in the $6 billion
range;

  --Cash costs to achieve integration and synergies of
approximately $15 billion with integration expected over a
three-to-four year period;

  --Pro forma gross core telecom leverage (adjusted
debt-to-EBITDAR) at approximately 5x, deleveraging to the low 4x by
the end of 2021;

  --The forecast does not assume any material divestitures that
could be required if regulators approve the transaction.

RATING SENSITIVITIES

Developments that May, Individually or Collectively, Lead to
Positive Rating Action

  --Strong execution and progress on Sprint integration plans while
limiting disruption in the company's overall operations that
materially reduces execution risk;

  --A strengthening operating profile as the company captures
sustainable revenue and cash flow growth due to realized synergy
cost savings and continued strong operating momentum due to
increased postpaid and prepaid subscribers;

  --Reduction and maintenance of gross core telecom leverage
(adjusted debt-to-EBITDAR) below 4.0x.

Developments that May, Individually or Collectively, Lead to
Negative Rating Action

  --Additional leveraging transaction or adoption of a more
aggressive financial strategy that increases gross core telecom
leverage (adjusted debt-to-EBITDAR) beyond 5x on a sustained basis
in the absence of a credible deleveraging plan;

  --Weakening of parent support which results in Fitch assessing a
moderate linkage no longer exists;

  --Perceived weakening of its competitive position; lack of
execution on integration plans or failure of the current operating
strategy to produce sustainable revenue, strengthening of operating
margins and cash flow growth.

LIQUIDITY

Strong Liquidity: Fitch expects the combined entity would have
substantial liquidity and diversified market access to
appropriately manage liquidity risks. Balance sheet cash is
expected to be roughly $12 billion with secured revolver
availability of $4 billion at transaction close. FCF generation is
expected to ramp materially with company estimates in the $10
billion to $11 billion range in the three to four years post close
driven by the realization of run-rate cost synergies and tax reform
benefits. Consequently, T-Mobile's liquidity position greatly
enhances financial flexibility throughout the integration process
given the uncertainties around level and timing of cash
requirements and the larger debt maturity towers due in part to the
legacy capital structures, principally after 2020.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following expected ratings and Outlook to
T-Mobile at the time of closing. The expected ratings are
contingent on the merger being approved and a final committee
review by Fitch to assess any change in assumptions that may have
occurred from the time the merger was announced

T-Mobile US, Inc.

  --IDR 'BB+(EXP)';

T-Mobile USA. Inc.

  --IDR 'BB+(EXP)';

  --Secured revolving credit facility 'BBB-/RR1(EXP)';

  --Secured term loan B 'BBB-/RR1(EXP)';

  --Secured notes 'BBB-/RR1(EXP)';

  --Senior notes 'BB+/RR4(EXP)'.

The Rating Outlook is Stable.


Toisa Limited: Hires Blank Rome as Special Counsel
--------------------------------------------------
Toisa Limited, and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Blank Rome LLP, as special tax and maritime counsel to the
Debtors.

Toisa Limited requires Blank Rome to:

   IRS Claims

   -- work in consultation with the Togut Segal & Segal LLP, the
      Debtors' bankruptcy counsel, to reconcile and, where
      necessary, prepare objections to various proofs of claims
      filed by the United States Internal Revenue Service (the
      "IRS Claims").

   Maritime/Vessel Sale Matters

   -- advise the Debtors on maritime law matters that could arise
      in connection with the eventual sale of the Oceangoing
      Vessels and New Build Contracts (the "Vessel Sales"),
      pursuant to the Sale Procedures Order.

Blank Rome will be paid at these hourly rates:

     Partner                         $420 to $1,150
     Counsel                         $390 to $1,000
     Associates                      $285 to $600
     Paralegals/Clerks/Liberians     $175 to $420
     eDATA Staff                     $130 to $275

Blank Rome 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:  Partner rates increased on February 1, 2017 and
              associate rates increased on January 1, 2017 to
              reflect incremental increase in billing rates
              pursuant to firm policy. Currents rates as provided
              above.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Yes, Blank Rome has provided the Debtors with a
              budget for the first interim period.

Joseph Gulant, partner of Blank Rome 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.

Blank Rome can be reached at:

     Joseph Gulant, Esq.
     BLANK ROME LLP
     405 Lexington Avenue
     New York, NY 10174-0208
     Tel: (212) 885-5304
     Fax: (917) 332-3741
     E-mail: JGulant@BlankRome.com

                       About Toisa Limited

Toisa Limited owns and operates offshore support vessels for the
oil and gas industry.

Toisa Limited and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. S.D.N.Y. Lead Case No. 17-10184) on Jan. 29,
2017.  In the petitions signed by Richard W. Baldwin, deputy
chairman, Toisa Limited estimated $1 billion to $10 billion in both
assets and liabilities.

Judge Shelley C. Chapman is the case judge.

Togut, Segal & Segal LLP serves as bankruptcy counsel to the
Debtors; Blank Rome LLP, as special tax and maritime counsel. The
Debtors hired Kurtzman Carson Consultants LLC as administrative
agent, and claims and noticing agent; and Scura Paley Securities
LLC, as financial advisor.

The U.S. Trustee for Region 2 formed an official committee of
unsecured creditors on May 18, 2017. The Creditor's Committee
retained Sheppard Mullin Richter & Hampton LLP, as counsel; and
Klestadt Winters Jureller Southard & Stevens, LLP, as conflicts
counsel.


TRINET HR: Moody's Affirms Ba3 CFR & Alters Outlook to Positive
---------------------------------------------------------------
Moody's Investors Service affirmed TriNet HR Corporation's
("TriNet") Corporate Family Rating ("CFR") of Ba3 and Probability
of Default Rating ("PDR") of Ba3-PD. Moody's also affirmed the Ba3
rating on the company's senior secured bank facility and the SGL-1
Speculative Grade Liquidity ("SGL") rating. The outlook was revised
to positive from stable driven principally by ongoing improvement
in TriNet's operating performance and Moody's expectation of
continued business momentum, particularly within the company's
insurance services segment, that should fuel further enhancement in
credit protection measures. Moody's expects that the company will
refinance its existing bank debt maturing in July 2019 with a
longer dated debt instrument over the near term. Following the
completion of a potential refinancing that does not increase debt
leverage, the CFR will likely be upgraded by one notch.

Moody's affirmed the following ratings:

Corporate Family Rating-Ba3

Probability of Default Rating-Ba3-PD

Senior Secured Revolving Credit Facility expiring 2019 -- Ba3
(LGD3)

Senior Secured Term Loan A due 2019 -- Ba3 (LGD3)

Senior Secured Term Loan A-2 due 2019 -- Ba3 (LGD3)

Speculative Grade Liquidity Rating -- SGL-1

Outlook revised to Positive from Stable

RATINGS RATIONALE

The Ba3 CFR reflects TriNet's modest LTM debt leverage of 1.8x and
good business visibility provided by the company's recurring sales
model which contributed to net service revenue growth of 25% in
2017. This top-line expansion, coupled with modest capital
expenditures, has also supported the company's healthy free cash
flow ("FCF") production which should exceed 40% of total debt
(Moody's adjusted) over the next year. The rating is constrained by
ongoing client attrition among the company's SMB customers which
resulted in a 4% net contraction in TriNet's worksite employee
("WSE") base in 2017. Additionally, the potential for a leveraging
acquisition adds uncertainty as the company seeks to expand its
limited scale in the fragmented and highly competitive Professional
Employer Organization ("PEO") sector relative to industry leader
Automatic Data Processing (through its TotalSource division) as
well as traditional payroll processors such as Ceridian and Paychex
(which also has a PEO operation). The rating also considers capital
allocation risks related to potential shifts in TriNet's financial
policy given the highly concentrated control (approximately 38%) of
the parent company's stock by Atairos Group, Inc. ("Atairos") and
the parent company's management.

Moody's believes TriNet's liquidity will be very good over the next
year, as indicated by the SGL-1 Speculative Grade Liquidity rating.
Liquidity will be supported by $336 million of cash on TriNet's
balance sheet (excluding restricted cash) as of December 31, 2017,
approximately $60 million of revolver availability, and Moody's
expectation of FCF in excess of $190 million over the next year.
Moody's expects that the existing bank debt maturing in July 2019
will be refinanced with a longer dated debt instrument over the
near term. Borrowings under the existing credit facility are
subject to financial covenants including a consolidated interest
coverage ratio of at least 3.50 to 1.00 and a maximum leverage
ratio test which currently stands at 3.75x and is scheduled to step
down to 3.5x in early 2018. Moody's expects TriNet to remain
comfortably in compliance with these covenants over the next 12-18
months.

The positive outlook reflects Moody's expectation that the company
will generate mid single digit net services sales growth over the
next 12 months. This top-line expansion should be driven in
particular by strong gains in net insurance revenue as TriNet
continues to benefit from favorable pricing trends and lower fixed
administration costs while expanding payrolls of existing clients
fuels modest professional services growth. This enhanced scale
should also produce modest improvement in profit margins as well as
reduce debt to EBITDA (Moody's adjusted) to the mid 1x range.

What Could Change the Rating -- Up

The ratings could be upgraded if TriNet meaningfully increases
scale and profit margins while concurrently maintaining very good
liquidity, debt to EBITDA (Moody's adjusted) below 2x, and
disciplined financial policies.

What Could Change the Rating -- Down

The ratings could be downgraded if TriNet's revenues and profit
margins decline, evidencing a loss of market share or increasing
client attrition. The ratings could also be downgraded if TriNet
engages in shareholder-friendly actions prior to meaningful
deleveraging, or if Moody's expects that debt to EBITDA (Moody's
adjusted) will be sustained above 3.5x and FCF/debt could fall
below 10%.

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

TriNet is a PEO which provides outsourced human resource functions,
including payroll, benefits acquisition, and regulatory compliance
management to small and mid-sized businesses. Moody's expects
TriNet to generate net service revenues (net of insurance costs) of
more than $850 million in 2018.


TRIPLE POINT: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
---------------------------------------------------------------
Moody's Investors Service downgraded Triple Point Group Holdings,
Inc.'s ("Triple Point") Corporate Family Rating ("CFR") to Caa2
from Caa1, Probability of Default Rating ("PDR") to Caa2-PD from
Caa1-PD and senior secured 1st lien revolving credit facility and
term loan ratings to Caa1 from B3. The senior secured 2nd lien term
loan rating of Caa3 was affirmed. The ratings outlook was changed
to negative from stable.

Over time, Triple Point's owner, private equity sponsor ION
Investment Group ("ION"), has purchased portions of its second lien
debt in the market at less than par. Moody's views the cumulative
effect of these transactions as helping to alleviate a potentially
untenable capital structure. Accordingly, Moody's has characterized
the most recent purchase as being a distressed exchange.

RATINGS RATIONALE

The downgrade of the CFR to Caa2 with a negative outlook reflects
Moody's expectations that absent additional cash infusions or debt
retirement by ION, the risk of a distressed exchange or other event
of default remains heightened. Recently, ION contributed equity in
the form of cash and a portion of its Triple Point second lien debt
holdings, which was subsequently retired. Due to ongoing challenges
in stemming revenue and profit declines, Moody's expects Triple
Point will be unable to extend or refinance its revolver past the
July 2018 maturity date and that further equity may be required to
repay the first lien term loan when due in July 2020.

The downgrade also reflects Moody's projection for breakeven to
negative free cash flow before mandatory amortization of $3.1
million, very high debt to EBITDA of over 10 times and concern that
Triple Point's valuation may be less than its fixed obligations
which increases the risk of another distressed exchange or other
event of default. Ongoing revenue declines are driven by the loss
of key customers and weaker than expected adoption of the company's
subscription based product suite sold to agricultural and energy
sector customers. Moody's anticipates flat to modestly declining
revenues in 2018 as demand for the company's software products
remains weak and as customers continue to move away from software
license sales toward lower, albeit more predictable, subscriptions.
Sustainable positive free cash flow will remain elusive until the
revenue model transition and in process cost management initiatives
are completed.

The ratings are supported by the company's leading market position
in energy and commodity risk management software, a high quality
customer base and a history of equity funded debt reductions and
cash infusions by ION.

Moody's views the company's liquidity position as weak. Moody's
anticipates that Triple Point will be unable to extend its revolver
and that it will need to rely on cash balances and cash infusions
from ION to fund liquidity needs, including to cover required
annual 1st lien term loan amortization of $3.1 million. Moody's
believes that zero or negative free cash flow will lead to further
liquidity deterioration that elevates default risk unless the
company can stabilize and grow EBITDA.

All financial metrics cited reflect Moody's standard adjustments.
In addition, Moody's expenses capitalized software costs.

The negative ratings outlook reflects Moody's concerns that weak
liquidity, ongoing flat to declining revenues and elevated debt to
EBITDA remaining over 10 times could lead to a permanent debt
impairment or default event in the next 12 to 18 months. The rating
outlook could be revised to stable from negative if revenues grow,
financial leverage declines or liquidity improves.

The ratings could be downgraded if customer retention rates,
revenues or profitability decline or if liquidity deteriorates.

The ratings could be upgraded if a combination of debt reduction
and revenue and profitability growth lead to a sustained
improvement in financial leverage, free cash flow generation and
liquidity.

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

Moody's took the following actions and made the following outlook
change:

Issuer: Triple Point Group Holdings, Inc

Corporate Family Rating, Downgraded to Caa2 from Caa1

Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD

Senior Secured 1st Lien Revolving Credit Facility due July 2018 and
Term Loan due July 2020, Downgraded to Caa1 (LGD3) from B3 (LGD3)

Senior Secured 2nd Lien Term Loan due July 2021, Affirmed at Caa3
(LGD5)

Outlook, Changed to Negative from Stable

Triple Point, controlled by ION and based in Westport, CT, provides
procurement, processing, risk assessment and decision support
software solutions to companies and trading firms which deal with
various commodities and related derivatives, primarily whose
business operations are exposed to price or regulatory risks
related to physical commodities. Moody's expects 2018 revenues of
about $60 million.


UNIVERSAL INVESTMENTS: Taps Smith Law Group as Legal Counsel
------------------------------------------------------------
Universal Investments Group LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Michigan to hire Smith
Law Group PLLC as its legal counsel.

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

The firm received a retainer in the sum of $2,000, which included
the filing fee of $1,717.

Scott Smith, Esq., the attorney who will be handling the case,
disclosed in a court filing that he is a "disinterested person" as
defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Scott F. Smith, Esq.
     Smith Law Group PLLC
     30833 Northwestern Highway, Suite 200
     Farmington Hills, MI 48334
     Phone: (248) 626-1962    
     Fax: (248) 254-6538
     Email: smithsf.law@gmail.com    

               About Universal Investments Group

Universal Investments Group LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 18-44006) on
March 21, 2018.  At the time of the filing, the Debtor disclosed
that it had estimated assets of less than $500,000 and liabilities
of less than $500,000.  Judge Phillip J. Shefferly presides over
the case.


US OIL: Receiver Selling All Assets to USO (Utah) for $9 Million
----------------------------------------------------------------
FTI Consulting Canada Inc., the Court-appointed receiver and
manager of US Oil Sands Inc. ("Canadian Debtor") and US Oil Sands
(Utah) Inc. and the foreign representative of the Chapter 15
Debtors, asks the U.S. Bankruptcy Court for the District of Utah to
authorize the sale of substantially all of the Chapter 15 Debtors'
assets located in the United States to USO (Utah), LLC for (a) a
non-cash credit in reduction of the Debt in the amount of $9
million (USD) plus a cash amount equal to (i) the amount necessary
to wind down the Receivership Proceedings and the Chapter 15
Proceedings in an amount to be agreed upon by the Parties, and (ii)
the Receivership and Other Priority Charges (except for any charges
arising out of or in connection with the Stubbs Claim); and (b) the
amount of nil related to the assumption of the Assumed Liabilities,
subject to adjustment.

The Chapter 15 Debtors are parties to these loan documents with
ACMO S.A R.L., as the secured lender:

     a. Senior Secured Loan Agreement dated Jan. 12, 2017, by and
between the Canadian Debtor and ACMO;

     b. Senior Secured Loan Agreement First Amending Agreement
dated June 30, 2017, by and among the Canadian Debtor, ACMO, and
the Utah Debtor;

     c. Security Agreement dated Jan. 12, 2017, by and between the
Canadian Debtor and ACMO;

     d. Stock Pledge Agreement dated Jan. 12, 2017, by and between
the Canadian Debtor and ACMO;

     e. All Personal Property Assets Security Agreement dated Jan.
12, 2017, by and between the Utah Debtor and ACMO;

     f. Leasehold Deed of Trust, Security Agreement, Financing
Statement, Fixture Filing and Assignment of Production dated Jan.
12, 2017, executed by the Utah Debtor in favor of First American
Title Insurance Co., as the trustee for the benefit of ACMO, with
regard to real property assets of the Utah Debtor located in Uintah
County, Utah;

     g. Leasehold Deed of Trust, Security Agreement, Financing
Statement, Fixture Filing and Assignment of Production dated Jan.
12, 2017, executed by the Utah Debtor in favor of First American
Title Insurance Company, as the trustee for the benefit of ACMO,
with regard to real property assets of the Utah Debtor located in
Grand County, Utah; and

     h. Confirmation of Guarantee and Security dated Jan. 12, 2017,
executed by the Utah Debtor.

Pursuant to the Loan Documents, each of the Chapter 15 Debtors has
pledged all of its assets as collateral under the Loan Documents,
including the Chapter 15 Debtors' Assets.  In addition to the Loan
Documents, a UCC financing statement listing the Utah Debtor as the
debtor, ACMO as the secured party, and covering all assets of the
Utah Debtor was filed of record with the Utah Department of
Commerce on Jan. 12, 2017, as Filing No. 509349201743.

To the knowledge of the Receiver, the Chapter 15 Debtors do not
have any other secured creditors other than (a) the pre-petition
lien held by ZB N.A., doing business as Zions First National Bank,
against a 2014 Ford pickup owned by the Chapter 15 Debtors; and (b)
pre-petition lien claims asserted by Stubbs & Stubbs Oilfield
Construction, Inc.

All of ACMO's rights and interests in, to, and under the Loan
Documents have been assigned to the Stalking Horse Bidder.

On Feb. 1, 2018, the Receiver filed a motion in the Canadian
Proceeding requesting, among other things, an order from the
Canadian Court approving certain sales and solicitation procedures
for the sale solicitation process in relation to the sale,
transfer, and assignment of the Chapter 15 Debtors' Assets and the
assumption of certain liabilities.  The Canadian Court held a
hearing on the Canadian Sales Process Procedures Motion on Feb. 16,
2018, at which time it entered the Canadian Sales Process
Procedures Order approving the Sales Process Procedures.

On Feb. 12, 2018, the Receiver filed a motion with the Court
requesting that it grants full force and effect to the Canadian
Sales Process Procedures Order and approves the Sales Process
Procedures.  The Court thereafter entered an order on Feb. 27,
2018, giving full force and effect to the Canadian Sales Process
Procedures Order and approving the Sale Process Procedures.

USO (Utah), LLC was designated as the stalking horse bidder
pursuant to the Sales Process Procedures and the Amended and
Restated Asset Purchase and Sale Agreement dated Feb. 5, 2018,
whereby it proposed to purchase the Chapter 15 Debtors' Assets and
to assume certain liabilities of the Chapter 15 Debtors.

As noted, the Stalking Horse Bidder has acquired the secured debt
and other obligations owed by the Chapter 15 Debtors to ACMO under
the Loan Documents, with the principal amount owed thereunder as of
the date of the filing of these cases being approximately $10
million (USD).  The purchase price under the Stalking Horse APA
includes a credit bid by the Stalking Horse Bidder in the amount of
$9 million (USD), together with cash in an amount sufficient to pay
certain wind down and other charges as specifically set forth in
the Stalking Horse APA.  Further, the Stalking Horse Bidder is
taking the assets subject to the Zions Lien Claim and the Stubbs
Lien Claims.

On April 20, 2018, the Receiver filed a motion with the Canadian
Court requesting entry of the Canadian Sale Approval and Vesting
Order.  It is anticipated that the Canadian Court will enter the
Canadian Sale Approval and Vesting Order on May 1, 2018.  In
conjunction with the Canadian Sale Approval Motion, the Receiver
asks that the Court enters the Proposed Order as further set
forth.

The Receiver submits that the Proposed Transaction satisfies the
requirements of Section 363(b) of the Bankruptcy Code.  The value
of the Chapter 15 Debtors' Assets is likely decreasing in value,
while the cost to insure, maintain, and preserve those assets is
considerable.  Finally, in connection with the Sale Motion and the
approval sought in the Canadian Proceeding, the Receiver has
provided accurate and reasonable notice to all parties-in-interest
in these Chapter 15 cases.  For these reasons, the Receiver
believes that the Proposed Transaction is supported by good
business judgment and sound business reasons and should, therefore,
be approved pursuant to Section 363(b) of the Bankruptcy Code.

Considering the authority, granting comity to the Canadian Sale
Approval and Vesting Order is consistent with the regular practice
of U.S. courts and the Court's authority under Sections 105(a) and
1509 of the Bankruptcy Code.  Accordingly, the Receiver asks that
the Court grants comity to the Canadian Sale Approval and Vesting
Order.

Finally, the Receiver asks that the Court waives any applicable
stay period, whether under Rules 6004(h), 7062, and 9014 of the
Federal Rules of Bankruptcy Procedure, and Rule 54(b) of the
Federal Rules of Civil Procedure.

A copy of the Stalking Horse APA attached to the Motion is
available for free at:

    http://bankrupt.com/misc/US_Oil_30_Sales.pdf

The Purchaser:

          USO (UTAH), LLC
          c/o Anchorage Capital Group, LLC
          610 Broadway, 6th Floor,
          New York, NY 10012
          Attn: Jessica Fainman
          E-mail: operations@anchoragecap.corn

The Purchaser's Solicitor:

          Howard Gorman, Q.C.
          NORTON ROSE FULBRIGHT CANADA LLP
          Suite 3700, 400- 3rd Avenue SW
          Calgary, AB Canada T2P 4H2
          E-mail: howard.gorman@nortonrosefulbright.com

The Creditor:

          ACMO S.À R.L.
          c/o Anchorage Capital Group, L.L.C.
          Attn: Legal
          610 Broadway, 6th Floor
          New York, NY 10012

                      About US Oil Sands

Calgary, Alberta-based US Oil Sands Inc. --
http://www.usoilsandsinc.com/-- is engaged in the exploration and

development of oil sands properties and, through its wholly owned
United States subsidiary US Oil Sands (Utah) Inc., has 100%
interest in bitumen leases covering 32,005 acres of land in Utah's
Uinta Basin.  The Company has developed a proprietary extraction
process which uses a bio-solvent to extract bitumen from oil sands
without the need for tailings ponds.

In September 2017, the Court of Queen's Bench of Alberta has
granted the application of the Company's lender, ACMO S.a R.L., to
appoint FTI Consulting Canada Inc. as receiver and manager over
the
assets, undertakings and property of US Oil Sands.  The Receiver
is
charged with managing the day-to-day affairs of the Company during
the period of its appointment and should be contacted with respect
to any questions concerning the assets and liabilities of US Oil
Sands.

The receiver filed Chapter 15 petitions for US Oil Sands Inc. and
affiliate US Oil Sands (Utah) Inc. on Nov. 7, 2017 (Bankr. Utah
Case No. 17-29716 and 17-29717) to seek recognition of the
proceedings in Canada.  The foreign main proceeding is ACMO
S.A.R.L. v. US Oil Sands Inc. and US Oil Sands (Utah) Inc., Court
of Queen's Bench Alberta, Court File No. 1701-12253.

FTI Consulting Canada Inc., the receiver, is the Debtors'
authorized representative in the Chapter 15 cases.  Bruce H.
White,
Esq., at Parsons Behle & Latimer, is the U.S. counsel.


VALLEY GREEN LANDSCAPING: Hires AP Law Group as Counsel
-------------------------------------------------------
Valley Green Landscaping, Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ AP
Law Group, PLC, as counsel to the Debtor.

Valley Green Landscaping requires AP Law Group to:

   a. prepare schedules and related forms;

   b. represent the Debtor at creditors' meetings and
      hearings;

   c. advise the Debtor of its duties and responsibilities under
      the Bankruptcy Code;

   d. determine whether reorganization, dismissal, or conversion
      is in the best interests of the Debtor and its creditors;

   e. work with creditors' committee and other counsel, if any;

   f. work on any disclosure statement and plan of
      reorganization; and

   g. handle other matters that arise in the normal course of
      administration of this bankruptcy estate.

AP Law Group will be paid at the hourly rate of $250.

AP Law Group will be paid a retainer in the amount of $7,500.

AP Law Group will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Ashvin Pandurangi, a partner at AP Law Group, PLC, 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.

AP Law Group can be reached at:

     Ashvin Pandurangi, Esq.
     AP LAW GROUP, PLC
     7777 Leesburg Pike, 402N
     Falls Church, VA 22043
     Tel: (571) 969-6540
     Fax: (571) 699-0518
     E-mail: ap@aplawg.com

               About Valley Green Landscaping

Valley Green Landscaping, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Va. Case No. 18-11216) on April 6, 2018,
disclosing under $1 million in both assets and liabilities.  The
Debtor is represented by Ashvin Pandurangi, Esq., at AP Law Group,
PLC.



VIDEOLOGY INC: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Affiliates that concurrently filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code:

     Debtor                                       Case No.
     ------                                       --------
     Videology, Inc. (Lead Case)                  18-11120
        fka TidalTV, Inc.
        dba Videology Group
     1500 Whetstone Way, Suite 500
     Baltimore, MD 21230

     Collider Media, Inc.                         18-11121
     Videology Media Technologies, LLC            18-11122
     LucidMedia Networks, Inc.                    18-11123
     Videology Ltd.                               18-11124

Business Description: Videology, Inc., headquartered in Baltimore,
                      Maryland, is a privately-held, venture-
                      backed company specializing in television
                      and video advertising.  Its global
                      technology helps marketers and media
                      companies manage, measure and optimize
                      digital video and TV advertising to drive
                      greater results in today's converged media
                      landscape.  The company was founded in 2007
                      by Scott Ferber to solve the industry's
                      marketing challenges in a world where video
                      viewership was fragmenting across screens.
                      
                      https://www.videologygroup.com/

Chapter 11 Petition Date: May 10, 2018

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

Judge: Hon. Brendan Linehan Shannon

Debtors' Counsel: David Dean, Esq.
                  Patrick J. Reilley, Esq.
                  COLE SCHOTZ P.C.
                  500 Delaware Avenue, Suite 1410
                  Wilmington, DE 19801
                  Tel: 302-652-3131
                  Fax: 302-652-3117
                  E-mail: ddean@coleschotz.com
                          preilley@coleschotz.com

                    - and -

                  Irving E. Walker, Esq.
                  COLE SCHOTZ P.C.
                  300 E. Lombard Street, Suite 1450
                  Baltimore, MD 21202
                  Tel: 410-230-0660
                  Fax: 410-528-9400
                  E-mail: iwalker@coleschotz.com

Debtors'
Special
Corporate
Counsel:          HOGAN LOVELLS US LLP AND
                  HOGAN LOVELLS INTERNATIONAL LLP

Debtors'
Financial
Advisor:          BERKELEY RESEARCH GROUP

Debtors'
Claims &
Noticing
Agent:            OMNI MANAGEMENT GROUP
       
Estimated Assets: $10 million to $50 million

Estimated Liabilities: $100 million to $500 million

The petitions were signed by Scott A. Ferber, chief executive
officer.

A full-text copy of Videology, Inc.'s petition is available for
free at: http://bankrupt.com/misc/deb18-11120.pdf

Consolidated List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
GroupM UK                            Trade Debt        $18,204,169
24-28 Bloomsbury Way,
London, UK
Attn: Tom George, CEO
Tel: 44 20 7158 5000

Finecast Limited                     Trade Debt        $12,341,863
27 Farm Street,
London W1J 5RJ UK
Attn: Legal Dept.
Tel: 44 20 7408 2204
Fax: 44 20 7493 6819

Pinnacle Ventures Equity             Success Fee        $5,650,000
Fund II, L.P.
1600 El Camino Real, Ste. 250
Menlo Park, CA 94025-4120
Attn: Legal Dept.
Tel: 650-926-7800
Fax: 650-926-7801

Group M Worldwide Inc.               Trade Debt         $5,000,000
498 Fashion Ave.
New York, NY 10018
Attn: Tom George, CEO
Tel: 212-297-8181
Fax: 212-297-8120

Sky Adsmart                          Trade Debt         $4,656,982
160 Victoria Street
Westminster, London SW1E, 5LB
Attn: Legal Dept.
Tel: 020 7032 2000

Junfer Tech LLC                     Convertible         $4,340,442
Editora el Sol, SA de CV,              Debt
Attn: Jorge A. Melendez
Washington 629 Ote.
Monterrey
Nuevo Leon 64000
Mexico
Editora el Sol, SA de CV,
Attn: Jorge A. Melendez
Tel: 52-818-150-8815

HarbourVest/NYSTRS Co-              Convertible         $2,699,760
Invest Fund L.P.                       Debt
One Financial Center
44 th Floor
Boston, MA 02111
Tel: 617-348-3759
Fax: 617-350-0305

Pinnacle Ventures LLC               Success Fee         $2,000,000
1600 El Camino Real, Ste. 250
Menlo Park, CA 94025-4120
Attn: Legal Dept.
Tel: 650-926-7800
Fax: 650-926-7801

Ferlin Investments, LLC              Convertible        $1,800,000
P.O. Box 1567                           Debt
Stony Brook, NY 11790
Attn: Jason W. Ellin
Fax: 443-269-0096

Pinnacle Ventures Equity             Convertible        $1,759,530
Fund II, L.P.                           Debt
1600 El Camino Real, Ste. 250
Menlo Park, CA 94025-4120
Attn: Legal Dept.
Tel: 650-926-7800
Fax: 650-926-7801

LucidMedia Holdings, LLC             Convertible        $1,500,000
f/k/a Entrieva, Inc.                    Debt
P.O. Box 8130
11490 Commerce Park Drive
Suite 220
Reston, VA 20191
Attn: John Kohler
Sr. Director, Impact Capital Program
Tel: 703-207-0040
Fax: 703-391-9139

Edward Greenspan                     Convertible        $1,350,000
77 Aspetong Road                        Debt
Bedford, NY 10506
Email: teddy.greenspan@tag-arts.com

AdapTV                               Trade Debt         $1,124,406
1 Waters Park Drive
Suite 250
San Mateo, CA 94403
Attn: Legal Dept.
Tel: 650-212-1003
Fax: 650-312-9223

SmartX                               Trade Debt         $1,009,877
97 Charlotte Street
London, UK W1T 4QA
Attn: Legal Dept.
Phone: +44 77 3746 8845

Beachfront Media                     Trade Debt           $935,364
135 West 41 Street, 5th Floor
New York, NY 10036
Attn: Legal Dept.
Tel: 310-740-9255
Email: info@beachfrontmedia.com

Ad Karma                             Trade Debt           $926,353
3806 Buttonwood Drive
Columbia. MO 65201
Tel: 573-446-5740

Perform Sporting News, LLC           Trade Debt           $775,982
4th Floor Uniton House
65-69 Sheperds Bush
London, UK Q12 8TX
Attn: Legal Dept.
Tel: 44 20 8484 0800
Fax: 44 20 8484 0808

FuturesMedia                         Trade Debt           $715,256
Beauford Court
Bath, UK, BA1 2BW
Attn: Legal Dept.

LHP Media Group                      Trade Debt           $660,944
817 East Hillsboro Blvd.
Deerfield Beach, FL 33441
Attn: Legal Dept.
Email: Info@lhpmediagroup.com

Optimatic Media, Inc.                Trade Debt           $628,121
261 Madison Avenue
New York, NY 10016
Attn: Legal Dept.
Tel: 212-968-0600
Email: bizdev@optimatic.com

Exelate, Inc.                        Trade Debt           $607,695
28803 Network Place
Chicago, IL 60673-1288
Attn: Legal Dept.
Tel: 646-380-4400

Theodore J. Leonsis, Trustee,       Convertible           $600,000
Theodore J. Leonsis                    Debt
Revocable Trust Dated
3/21/00
11231 River View Drive
Potomac, MD 20854-1565
Attn: Legal Dept.

SpotXchange, Inc.                    Trade Debt           $599,393
Dept. LA 24040
Pasadena, CA 91185
Attn: Legal Dept.
Tel: 303-345-6650

comScore, Inc.                       Trade Debt           $590,000
14140 Collection Center Drive
Chicago, IL 60693
Attn: Legal Dept.
Tel: 312-775-6470

Ascend Video LLC                     Trade Debt           $565,116
7171 West 95 th Street
Suite 300
Overland Park, KS 66212
Attn: Legal Dept.
Tel: 913-469-1110
Email: bkay@ascendintegratedmedia.com

Vungle, Inc.                         Trade Debt           $563,168
185 Clara St., Suite 100
San Francisco, CA 94107
Attn: Legal Dept.
Tel: 951-181-5377
Tel: 415-963-9227

ITV plc                              Trade Debt           $547,814
200 Gray's Inn Road
London, UK WC1X 8HF
Attn: Legal Dept.
Tel: +44 20 7156 6000
Email: groupsecretariat@itv.com

AOL Advertising, Inc.                Trade Debt           $519,373
Shropshire House
11-20 Capper Street
London, UK WC1E 6JA
Tel: 020 1701 0514
Alt Ph: 020 7492 1000
Fax: 020 7492 1099
Email: infouk@teamaol.com

Yahoo (BRX)                          Trade Debt           $517,606
17-19 Guillaume Tell
Paris, France
Attn: Legal Dept.
Tel: 33 142 27 47 25

Philip Archer                       Convertible           $506,391
5802 Gentle Breeze Ter.                Debt
Austin, TX 78731
Tel: (512) 495-1992
     512.407.9787 (W)
     512.680.9558 (M)
Email: phil@wiserpartners.com


VISION INVESTMENT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Vision Investment Group, Inc.
        P.O. Box 415
        Bluffton, IN 46714

Business Description: Vision Investment Group, Inc. is a privately
   
                      held company in Bluffton, Indiana, in the
                      restaurants and other eating places
                      industry.

Chapter 11 Petition Date: May 11, 2018

Court: United States Bankruptcy Court
       Northern District of Indiana (Fort Wayne Division)

Case No.: 18-10864

Judge: Hon. Robert E. Grant

Debtor's Counsel: Daniel J. Skekloff, Esq.
                  HALLER & COLVIN, PC
                  444 E. Main Street
                  Fort Wayne, IN 46802
                  Tel: (260) 426-0444
                  Fax: (260) 422-0274
                  E-mail: dskekloff@hallercolvin.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by James E. Miller, II, president.

A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at: http://bankrupt.com/misc/innb18-10864.pdf


VORAS ENTERPRISE: Hires Keen-Summit as Real Estate Advisor
----------------------------------------------------------
Voras Enterprise Inc., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Keen-Summit
Capital Partners LLC, as real estate advisor to the Debtor.

Voras Enterprise requires Keen-Summit to:

   -- market and sell the Debtor's building located in the
      Bedford-Stuyvesant neighborhood of Brooklyn;

   -- seek refinancing of the Debtor's mortgage of its building.

Keen-Summit will be paid as follows:

   i.    a sale transaction fee of 5% of the gross proceed from
         any sale transaction;

   ii.   a mortgage broker fee of 2% from any mortgage financing
         transaction not consummated with a prior prospect;

   iii.  credit bid fee of 1% of any amount successfully credit
         bids;

   iv.   a compensation of $50,000 if a "Definitive Refinancing
         Agreement" is entered into between the Debtor and one or
         more prior prospects and the terms in the Retention
         Agreement are satisfied.

Harold J. Bordwin, managing director of Keen-Summit Capital
Partners LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

Keen-Summit can be reached at:

     Harold J. Bordwin
     KEEN-SUMMIT CAPITAL PARTNERS LLC
     60 Cutter Mill Road, Suite 407
     Great Neck, NY 11021-3104
     Tel: (516) 482-2700
     Fax: (516) 482-5764

                   About Voras Enterprise

Voras Enterprise Inc. aka Voras Enterprises Inc. is a nonprofit,
tax-exempt corporation that provides community housing development
services within the Brooklyn, New York area.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 17-45570) on Oct. 26, 2017, estimating its assets
and liabilities at between $1 million and $10 million.  The
petition was signed by Jeffrey E. Dunston, president and CEO.

Judge Nancy Hershey Lord presides over the case.


WALTER CHARNOFF: $1.3M Sale of Logmont Property to Rogers Approved
------------------------------------------------------------------
Judge Joseph G. Rosania, Jr. of the U.S. Bankruptcy Court for the
District of Colorado authorized Walter Charnoff's sale of a single
family residence located on approximately 10 acres of real
property, including well and water rights, located at 11241 Lookout
Road, Longmont, Colorado, to Zoe Rogers for $1,315,000.

The sale is free and clear of all liens, claims and encumbrances,
with all such liens, claims, and encumbrances to attach to the
proceeds of the sale in their order of priority.

The Debtor is authorized to pay necessary costs of closing,
commissions, distribute funds to creditors holding only valid liens
and deeds of trust against the Property in accordance with the Sale
Contract.

Fifty-percent of the remaining net proceeds will be disbursed to
the Debtor at closing for deposit into his DIP bank account.

The remaining 50% of the net proceeds will be held in escrow by the
title company, or other agreed upon trust or segregated account
pending further determination by the Court.

Pursuant to Fed.R.Bankr.P. 6004(h), the 14-day stay is suspended,
and the Order is effective immediately.

Walter Charnoff sought Chapter 11 protection (Bankr. D. Colo. Case
No. 17-21594) on Dec. 22, 2017.  The Debtor tapped Lee M. Kutner,
Esq., as counsel.


WARM HEART FAMILY: Hires Meiselman Salzer as Counsel
----------------------------------------------------
Warm Heart Family Assistance Living, Inc., seeks authority from the
U.S. Bankruptcy Court for the District of Maryland to employ
Meiselman Salzer Inman & Kaminow, P.C., as counsel to the Debtor.

Warm Heart Family requires Meiselman Salzer to:

   a. provide the Debtor legal advice concerning its powers and
      duties as debtor-in-possession;

   b. prepare applications, answers, orders, reports and other
      legal documents as may become necessary to be filed on
      behalf of the Debtor;

   c. file, prosecute, and defend adversary proceedings as
      necessary;

   d. prepare any disclosure statement or plan of reorganization;
      and

   e. perform of such other legal services as may become
      necessary and desirable.

Meiselman Salzer will be paid at the hourly rate of $300. Meiselman
Salzer will also be reimbursed for reasonable out-of-pocket
expenses incurred.

David J. Kaminow, a partner at Meiselman Salzer Inman & Kaminow,
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.

Meiselman Salzer can be reached at:

     David J. Kaminow, Esq.
     MEISELMAN SALZER INMAN & KAMINOW, P.C.
     611 Rockville Pike, Suite 225
     Rockville, MD 20852
     Tel: (301) 315-9400
     E-mail: dkaminow@kamlaw.net

           About Warm Heart Family Assistance Living

Warm Heart Family Assistance Living, Inc., filed a Chapter 11
bankruptcy petition (Bankr. D. Md. Case No. 18-14990) on April 13,
2018, estimating under $1 million in both assets and liabilities.
The Debtor is represented by David J. Kaminow, Esq., at Meiselman
Salzer Inman & Kaminow, P.C.



WARRIOR MET: S&P Raises Corp Credit Rating to 'B+', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Brookwood,
Ala.-based coal producer Warrior Met Coal Inc. to 'B+' from 'B'.
The outlook is stable.

S&P said, "At the same time, we raised the issue-level rating on
the company's $475 million senior secured notes to 'BB-' from 'B'.
We also revised the recovery rating to '2' from '3', indicating our
expectation of substantial (70%-90%; rounded estimate: 70%)
recovery for lenders in the event of a payment default.

"The upgrade reflects our view that private equity owners' reduced
stake in the company to approximately 33% is a credit positive,
together with a financial policy that we now assess as less
aggressive. This follows the announced sale of 8 million shares by
shareholders through a secondary common stock offering that closed
on May 10, 2018. As such, we no longer view Warrior as
financial-sponsor controlled, although private equity funds still
have three of the nine representatives on the company's board.

"The stable outlook reflects our expectation the company is well
positioned to achieve its production targets of 8 million short
tons annual run rate by the end of 2018. We believe that the strong
demand for the Warrior's high-quality met coal and flexible cost
structure should achieve margins over 30% in the next 12 months.
This is likely even with a modest strengthening of the U.S. dollar
and moderate decline in the HCC Index price. We expect the company
to operate at adjusted leverage below 2x in the next 12 months. We
also expect that the company's private equity owners will have less
influence over the company's financial policy, which reduces our
expectations of high leverage.

"We could lower the rating if we expect adjusted leverage will
approach 5x. This could result from an unusually sharp EBITDA
decline of over 70% from our expectations if U.S. dollar prices for
HCC coal drop more than 40% along with weaker global demand for
low-volatility HCC coal. This scenario would be associated with
EBITDA interest coverage dropping toward 2x and FOCF dropping below
$100 million.

"Although less likely, we could raise the rating if Warrior
improves its geographic or asset diversification, including adding
a sizable domestic or foreign operation that would improve scale
and support current EBITDA margins. Furthermore, we believe that an
upgrade would be contingent to an expectation of a less volatile
cash flows and leverage metrics owing to better-positioned assets
under most reasonable market conditions, as well as adjusted
leverage below 3x."


WESTMORELAND COAL: BlackRock No Longer Owns Any Shares
------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, BlackRock, Inc. reported that as of April 30, 2018, it
has ceased to beneficially own shares of common stock of
Westmoreland Coal Company.  A full-text copy of the regulatory
filing is available for free at:

                      https://is.gd/dKLEzS

                    About Westmoreland Coal

Based in Englewood, Colorado, Westmoreland Coal Company --
http://www.westmoreland.com/-- is an independent coal company
based in the United States.  The Company produces and sells thermal
coal primarily to investment grade utility customers under
long-term, cost-protected contracts.  Its focus is primarily on
mine locations which allow it to employ dragline surface mining
methods and take advantage of close customer proximity through
mine-mouth power plants and strategically located rail
transportation.  At Dec. 31, 2017, the Company's U.S. coal
operations were located in Montana, Wyoming, North Dakota, Texas,
New Mexico and Ohio, and its Canadian coal operations were located
in Alberta and Saskatchewan.  The Company sold 49.7 million tons of
coal in 2017.

Westmoreland Coal reported a net loss applicable to common
shareholders of $71.34 million for the year ended Dec. 31, 2017, a
net loss applicable to common shareholders of $27.10 million for
the year ended Dec. 31, 2016, and a net loss applicable to common
stockholders of $213.64 million for the year ended Dec. 31, 2015.
As of March 31, 2018, Westmoreland Coal had $1.63 billion in total
assets, $2.12 billion in total liabilities and a total deficit of
$489.67 million.

The audit opinion included in the company's Annual Report on Form
10-K for the year ended Dec. 31, 2017 contains a going concern
explanatory paragraph.  Ernst & Young LLP stated that the Company
has a substantial amount of long-term debt outstanding, is subject
to declining industry conditions that are negatively impacting the
Company's financial position, results of operations, and cash
flows, and has stated that substantial doubt exists about the
Company's ability to continue as a going concern.

                          *     *     *

As reported by the TCR on April 16, 2018, Moody's Investors Service
downgraded the ratings of Westmoreland Coal Company, including its
corporate family rating (CFR) to Caa3 from Caa1.  According to
Moody's, the downgrade reflects the company's weak liquidity
position, due to the near-term maturity of its term loan.

In March 2018, S&P Global Ratings lowered its issuer credit rating
on Westmoreland Coal Co. to 'CCC-' from 'CCC' and placed all of its
ratings on the company on CreditWatch with negative implications.
"The rating downgrade reflects our view that Westmoreland Coal Co.
(WLB) could breach its fixed charge coverage in the next three to
six months.  This would cause a cross default with its term loan
and senior notes that would become immediately due.  Westmoreland
has a $321 million term loan that matures in December 2020, and
$350 million of senior secured notes that mature in January 2022,"
S&P said, according to a TCR report dated March 13, 2018.


WHEELCHAIR SALES: Taps David P. Lloyd as Legal Counsel
------------------------------------------------------
Wheelchair Sales & Services, Inc., seeks approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to hire
David P. Lloyd, Ltd. as its legal counsel.

The firm will assist the Debtor in its negotiations with creditors;
prepare a bankruptcy plan; examine and resolve claims; and provide
other legal services related to its Chapter 11 case.

The firm will charge an hourly fee of $400 for its services.

Lloyd can be reached through:

     David P. Lloyd, Esq.
     David P. Lloyd, Ltd.
     615B S. LaGrange Rd.
     LaGrange, IL 60525
     Tel: 708 937-1264
     Fax: 708 937-1265
     Email: courtdocs@davidlloydlaw.com
     Email: info@davidlloydlaw.com

                 About Wheelchair Sales & Service

Wheelchair Sales & Service Inc. is a medical equipment supplier in
New Lenox, Illinois. The Company offers medical equipment such as
respirators, wheelchairs, home dialysis systems, or monitoring
systems, that are prescribed by a physician for a patient's use in
the home and that are usable for an extended period of time.

Wheelchair Sales & Services, Inc., d/b/a WS&S Globam Medical, filed
a Chapter 11 petition (Bankr. N.D. Ill. Case No. 18-05186) on Feb.
26, 2018.  In the petition signed by William M. Downs, stockholder,
the Debtor disclosed $579,965 in total assets and $1.04 million in
total debt.  The case is assigned to Judge Donald R Cassling.  The
Debtor tapped David P. Lloyd, Esq., at David P. Lloyd, Ltd. as its
legal counsel.


WILL NELSON: $25K Sale of Memphis Property to MDM Investments OK'd
------------------------------------------------------------------
Judge Paulette J. Delk of the U.S. Bankruptcy Court for the Western
District of Tennessee authorized Will J. Nelson and Hattie N.
Nelson to sell the real property located at 0 Abel Street, Memphis,
Tennessee, more particularly described as Part of Lot No. 7 in
Block 10 of Butler Addition Subdivision, and as further detailed in
the Quit Claim Deed recorded with the Shelby County Register of
Deeds at Instrument No. 09033247 and bearing Tax Parcel ID No.
00502200017, to MDM Investments of Memphis, LLC for $25,000.

At closing, the Debtors are to pay all City of Memphis and Shelby
County real property taxes for the Property.

The Order is concurrently granted along with an Order to Approve
the Sale of Real Property Located at 394 Abel Street (Parcel ID No.
00502200021).

Pursuant to the Agreed Order on Motion of First Alliance Bank for
Relief from the Automatic Stay and Abandonment of Property of the
Estate entered Feb. 26, 2018, the Debtors will tender to First
Alliance Bank the net sales proceeds of the properties located at
394 Abel Street and 0 Abel Street; and First Alliance Bank will
release its lien as to the properties conditioned upon receiving
$40,000 or the net proceeds of the sale of the two properties,
whichever is greater.

The case is In re Will J. Nelson and Hattie N. Nelson (Bankr. W.D.
Tenn. Case No. 17-20831).


WILL NELSON: $25K Sale of Memphis Property to MDM Investments OK'd
------------------------------------------------------------------
Judge Paulette J. Delk of the U.S. Bankruptcy Court for the Western
District of Tennessee authorized Will J. Nelson and Hattie N.
Nelson to sell the real property located at 394 Abel Street,
Memphis, Tennessee, more particularly described as Part of Lot Nos.
9 and 10 in Block 10 of Butler Addition Subdivision, and as further
detailed in the Quit Claim Deed recorded with the Shelby County
Register of Deeds at Instrument No. 10112521 and bearing Tax Parcel
ID No. 00502200021, to MDM Investments of Memphis, LLC, for the sum
of $25,000.

At closing, the Debtors are to pay all City of Memphis and Shelby
County real property taxes for the Property.

The Order is concurrently granted along with an Order to Approve
the Sale of Real Property Located at 0 Abel Street (Parcel ID No.
00502200017).

Pursuant to the Agreed Order on Motion of First Alliance Bank for
Relief from the Automatic Stay and Abandonment of Property of the
Estate entered Feb. 26, 2018, the Debtors will tender to First
Alliance Bank the net sales proceeds of the properties located at
394 Abel Street and 0 Abel Street; and First Alliance Bank will
release its lien as to the properties conditioned upon receiving
$40,000 or the net proceeds of the sale of the two properties,
whichever is greater.

The case is In re Will J. Nelson and Hattie N. Nelson (Bankr. W.D.
Tenn. Case No. 17-20831).


WILLBROS GROUP: Incurs $17 Million Net Loss in First Quarter
------------------------------------------------------------
Willbros Group, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $16.96 million on $200.98 million of contract revenue for the
three months ended March 31, 2018, compared to a net loss of $17.76
million on $163.90 million of contract revenue for the three months
ended March 31, 2017.

As of March 31, 2018, Willbros Group had $349.03 million in total
assets, $333.86 million in total liabilities and $15.17 million in
total stockholders' equity.

                        Going Concern

In 2017, the Company incurred significant operating losses, cash
outflows from operating activities and a net working capital
deficiency.  These significant operating losses continued to
generate negative cash outflows in the first quarter of 2018.  The
Company is not in compliance with the Maximum Total Leverage Ratio
and Minimum Interest Coverage Ratio for the quarterly period ended
March 31, 2018 and does not expect to be in compliance with the
Maximum Total Leverage Ratio and Minimum Interest Coverage Ratio
under the 2014 Term Credit Agreement for the next twelve months,
primarily due to these significant operating losses.  In addition,
the Company is currently not in compliance with certain other
provisions under the 2014 Term Credit Agreement and the 2013 ABL
Credit Facility, which expires on Aug. 7, 2018.  Absent the
temporary forbearance provided under the Term Forbearance Agreement
and the ABL Forbearance Agreement, all of the Company's debt
obligations would become due under the default provisions in the
2014 Term Credit Agreement and the 2013 ABL Credit Facility. In
addition, these significant operating losses and cash outflows have
put a considerable strain on the Company's overall liquidity.
Although the Seventh Amendment provides the Company with additional
short-term liquidity for the period between the signing of the
Merger Agreement and the completion of the merger, the Company can
provide no assurance that the merger will be completed.  If the
Company is unable to complete the merger, it will likely need to
explore other strategic alternatives, which could include seeking
protection under the U.S. Bankruptcy laws.

The Company said its continuing failure to comply with financial
covenants and other covenants, its inability to extend or refinance
the 2013 ABL Credit Facility and its continuing liquidity issues
raise substantial doubt about its ability to continue as a going
concern, notwithstanding the temporary forbearance provided under
the Term Forbearance Agreement and the ABL Forbearance Agreement
and the short-term liquidity provided by the Seventh Amendment.

In consideration of the above facts and circumstances, at March 31,
2018, the Company has classified all of its debt obligations as
current, which has caused its current liabilities to far exceed its
current assets since that date.  These debt obligations, net of
unamortized discount and debt issuance costs, approximate $139.9
million at March 31, 2018.

         Sale of Mainline Pipeline Construction Business

On Jan. 9, 2018, the Company entered into an Asset Purchase
Agreement to sell assets comprising its mainline pipeline
construction business to Meridien.  The Asset Purchase Agreement,
among other things, states that funding will occur in various
stages in 2018 and in conjunction with the completed valuation of
the assets and final approval by Meridien.

In connection with the Asset Purchase Agreement, the Company
recorded a gain on sale of $4.4 million, which is included in the
line item "Gain on sale of assets" in the Company's Condensed
Consolidated Statement of Operations for the three months ended
March 31, 2018.  The remaining assets associated with the Asset
Purchase Agreement are classified as "Assets held for sale" in the
Company's Condensed Consolidated Balance Sheet at March 31, 2018.

In addition, as part of the Asset Purchase Agreement, the Company
retained the three mainline pipeline construction projects
associated with its mainline pipeline construction business through
completion.  Two of these projects have reached mechanical
completion with an existing letter of credit returned in the first
quarter of 2018.  The remaining right-of-way restoration and other
clean-up activities associated with these projects are expected to
be completed by the end of the third quarter of 2018.

With respect to the remaining mainline pipeline construction
project, in the first quarter of 2018, the Company reached an
agreement with the customer to mutually conclude the remaining
work. In addition, the agreement releases the Company from further
liability at the completion of the project.  As such, the Company
has withdrawn and released any outstanding change orders or claims
associated with the project.

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

                      https://is.gd/fLyLcU

                      About Willbros Group

Based in Houston, Texas, Willbros -- http://www.willbros.com/-- is
a specialty energy infrastructure contractor serving the power and
oil and gas industries with offerings that primarily include
construction, maintenance and facilities development services.
Willbros provides its services through operating subsidiaries, and
our corporate structure is designed to comply with jurisdictional
and registration requirements and to minimize worldwide taxes.
Subsidiaries may be formed in specific work locations where such
subsidiaries are necessary or useful to comply with local laws or
tax objectives.

The report from the Company's independent accounting firm
PricewaterhouseCoopers LLP, the Company's auditor since 2011, on
the consolidated financial statements for the year ended Dec. 31,
2017, includes an explanatory paragraph stating that the Company
has suffered recurring losses from operations, cash outflows from
operating activities and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going
concern.

Willbros reported a net loss of $108.09 million in 2017 and a net
loss of $47.75 million in 2016.  As of Dec. 31, 2017, Willbros had
$363.87 million in total assets, $332.16 million in total
liabilities and $31.70 million in total stockholders' equity.


WILLIAM B. LAWTON: $27K Sale 2015 Ford F150 to Billy Navarre Okayed
-------------------------------------------------------------------
Judge Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana authorized William B. Lawton Co.,
LLC's sale of 2015 Ford F 150 Crew FX4, VIN: 1FTEW1EG5FKD86783, to
Billy Navarre Certified for $27,000.

A hearing on the Motion was held on April 19, 2018 at 10:30 a.m.

The sale is in "as is" condition, without warranty of any kind
whatsoever.

                    William B. Lawton Co.

William B. Lawton Co., LLC, River Oaks Exploration, LLC, and
Rayville Resources, LLC, are engaged in the oil and gas extraction
business.

The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. La. Case Nos. 17-20948 to 17-20950) on Oct. 10,
2017.  In the petitions signed by William T. Drost, its president,
the Debtor estimated assets of less than $500,000 and liabilities
of $1 million to $10 million.  Judge Robert Summerhays presides
over the cases.  Lisa M. Hedrick, Esq., at Adams and Reese LLP,
serves as Chapter 11 counsel to the Debtors.


WILLIAM RILEY: JKAB3 Buying Puyallup Property for $324K
-------------------------------------------------------
William and Althea Riley ask the U.S. Bankruptcy Court for the
Western District of Washington to authorize the sale of the real
property located at 7502 & 7504 110th Street East, Puyallup,
Washington, Tax Parcel Numbers 6022120100 and 6022120090, to JKAB3,
LLC for $324,000.

A hearing on the Motion is set for May 16, 2018 at 9:00 a.m.  The
objection deadline is May 9, 2017.

The current sole member of the joint venture is Madrona South, LLC.
The original members of FR1 joint venture were Mary L. Flansburg,
Jerry Flansburg, and the Debtors.  Jerry Flansburg is deceased and
his interest passed to his surviving spouse, Mary Flansburg.  On
March 3, 2017, Mary Flansburg conveyed all her of her interests in
the Property to Madrona South.  The Debtors conveyed their
interests in the Property to Madrona South in March of 2011.  As of
the date of the Motion, FR1 joint venture's sole member with regard
to these properties is Madrona South.

Notwithstanding the current ownership, the title company has noted
the Riley bankruptcy on the title report of the Property.
Additionally, the transfer of the Property from Riley to Madrona
South is alleged to be an avoidable transfer by Union Bank.  It is
unclear, given how title is presently held on the properties,
whether Court Approval of the proposed sales is required or
possible, but in order to be fully transparent with the Court and
creditors regarding the sale of the below properties, the Debtors
have filed the present Motion.

The Buyer and the Debtors have entered into the Real Estate
Purchase and Sale Agreement for the sale and purchase of the
Property.  The Buyer will purchase the Property for $324,000, free
and clear of liens, claims and encumbrances.

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

   http://bankrupt.com/misc/William_Riley_298_Sales.pdf

A preliminary title report for the Property lists these liens
against it in the following order of priority:

     a. Deed of Trust And The Terms And Conditions Thereof:

          i. Grantor: Jerry D. and Mary L. Flansburg, Husband and
Wife, And William J. and Althea V. Riley, Husband And Wife
          ii. Assignee: JPMorgan Chase Bank, National Association

     b. Deed of Trust and the Terms and Conditions Thereof:

          i. Grantor: Jerry D. and Mary L. Flansburg, Husband and
Wife, and William J. and Althea V. Riley, Husband and Wife
          ii. Assignee: JPMorgan Chase Bank, National Association

     c. Judgment:

          i. Against: Fr1, A Joint Venture, Jerry Flansburg, Mary
Flansburg, William Riley and Althea Riley
          ii. In Favor Of: Whidbey Island Bank

     d. Recorded Judgment:

          i. Against: William J. Riley, Althea V. Riley, Walter V.
Thompson and Mary L. Thompson
          ii. In Favor Of: Union Bank, N.A., As
Successor-in-Interest to the FDIC as Receiver of Frontier Bank

The estimated outstanding real property taxes for the Property are
$1,128.  As part of closing, and as a condition to closing, the
Debtors and Madrona South will execute a recision of the Madrona
Assignment as it relates to the Property in order to generate
proceeds for the Riley bankruptcy estate.

From the gross proceeds generated from the sale of the Property,
the Debtors propose to pay: (1) all normal costs of sale, including
real estate commissions and seller's closing costs; (2) all
pro-rated outstanding real estate taxes owed to Pierce County; (3)
the current balance owing to the first position deed of trust
holder, JPMorgan, at the time of closing, if any ; and (4) Whidbey
toward payment of its judgment until paid in full.

From the remaining sale proceeds from the Property, the Debtors
propose to pay the unpaid portion of any of their counsel's
previously approved but still outstanding fees and costs, as
provided in the Order Approving Third Interim Application of The
Tracy Law Group PLLC for Compensation of Attorneys' Fees and
Reimbursement of Costs entered by the Court on April 18, 2018, and
to then hold the remaining sale proceeds in The Tracy Law Group's
IOLTA Trust Account pending further order from the Court.

The Purchaser:

          JKAB3, LLC
          920 15th Ave. SW
          Puyallup, WA 98371
          Telephone: (253) 241-9565
          E-mail: jeff_allums@yahoo.com

William Riley and Althea Riley sought Chapter 11 protection
(Bankr.
W.D. Wash. Case No. 15-43936) on Aug. 21, 2015.


YESHIVA UNIVERSITY: Moody's Alters Outlook on Rev. Bonds to Pos.
----------------------------------------------------------------
Moody's Investors Service has affirmed Yeshiva University's (NY) B3
rating on the outstanding revenue bonds, Series 2009 and 2011
issued by the Dormitory Authority of the State of New York and
revised the outlook to positive from stable. The action affects
approximately $159 million of outstanding rated debt.

RATINGS RATIONALE

The revision of the outlook to positive reflects improved operating
performance in fiscal 2017, with Moody's expectation of continued
moderation of operating losses over the next several years. Growth
of unrestricted liquidity in fiscal 2017 through monetization of
various assets is a stabilizing factor during a highly transitional
period. Strengthened financial management and a new president
focused on enhancing the university's external profile and
reputation increase prospects of renewed donor confidence and
gifts, which will be critical elements to ultimate restoration of
financial stability. The B3 rating reflects challenges associated
with operating in a highly competitive market with a niche
undergraduate student focus as well as weak operating results, with
negative operating margins expected to persist as the university
continues to adjust its still imbalanced business model. The rating
further reflects the likelihood of full recovery for bondholders
from marketable real estate if the sale of those assets were to
become necessary.

RATING OUTLOOK

The positive outlook reflects a reduction in the scale of operating
deficits, which management forecasts will be eliminated by fiscal
2022. It further reflects Moody's expectations that the
University's new management team will be able to implement
important structural changes that will create a stable operating
profile over the long term.

FACTORS THAT COULD LEAD TO AN UPGRADE

  - Ability to implement business transformation and right size
operations as evidenced by a continued trend of diminishing
operating deficits and positive cash flow margins

  - Material growth in internal unrestricted liquidity generated by
core business operations

FACTORS THAT COULD LEAD TO A DOWNGRADE

  - Inability to reduce operating deficits in line with
expectations

  - Material narrowing of liquidity prior to achieving break even
operations

  - Adverse changes in the university's debt structure

LEGAL SECURITY

The Series 2009 and 2011A revenue bonds are unsecured general
obligations of the university. The revenue bonds are subordinate to
a $140 million secured loan and an additional $5 million of
mortgages.

USE OF PROCEEDS

Not applicable

PROFILE

Yeshiva University is a moderately-sized private university with a
Jewish mission. The university provides undergraduate, graduate,
professional, and post-doctoral education and training. It is
located in New York City, with three campuses in Manhattan and one
in the Bronx. Yeshiva maintains an affiliation with the Albert
Einstein College of Medicine located in the Bronx.


[^] BOND PRICING: For the Week from May 7 to 11, 2018
-----------------------------------------------------
  Company                    Ticker  Coupon Bid Price   Maturity
  -------                    ------  ------ ---------   --------
Alpha Appalachia
  Holdings Inc               ANR      3.250     2.048   8/1/2015
Appvion Inc                  APPPAP   9.000     2.251   6/1/2020
Appvion Inc                  APPPAP   9.000     2.251   6/1/2020
Avaya Inc                    AVYA    10.500     4.315   3/1/2021
Avaya Inc                    AVYA    10.500     4.315   3/1/2021
BI-LO LLC / BI-LO
  Finance Corp               BILOLF   8.625    58.750  9/15/2018
BI-LO LLC / BI-LO
  Finance Corp               BILOLF   8.625    59.250  9/15/2018
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    15.750  6/15/2021
Buffalo Thunder
  Development Authority      BUFLO   11.000    42.000  12/9/2022
Cenveo Corp                  CVO      6.000    39.000   8/1/2019
Cenveo Corp                  CVO      8.500     0.625  9/15/2022
Cenveo Corp                  CVO      8.500     0.735  9/15/2022
Cenveo Corp                  CVO      6.000     0.735  5/15/2024
Cenveo Corp                  CVO      6.000    48.000   8/1/2019
Chassix Inc                  CHASSX   9.250    90.125   8/1/2018
Chassix Inc                  CHASSX   9.250    90.125   8/1/2018
Claire's Stores Inc          CLE      9.000    58.938  3/15/2019
Claire's Stores Inc          CLE      8.875    11.000  3/15/2019
Claire's Stores Inc          CLE      6.125    57.092  3/15/2020
Claire's Stores Inc          CLE      9.000    59.550  3/15/2019
Claire's Stores Inc          CLE      7.750    12.413   6/1/2020
Claire's Stores Inc          CLE      9.000    57.375  3/15/2019
Claire's Stores Inc          CLE      7.750    12.413   6/1/2020
Claire's Stores Inc          CLE      6.125    57.000  3/15/2020
Community Choice
  Financial Inc              CCFI    10.750    61.684   5/1/2019
Community Choice
  Financial Inc              CCFI    12.750    61.250   5/1/2020
Community Choice
  Financial Inc              CCFI    12.750    61.250   5/1/2020
Cumulus Media Holdings Inc   CMLS     7.750     7.510   5/1/2019
DBP Holding Corp             DBPHLD   7.750    48.500 10/15/2020
DBP Holding Corp             DBPHLD   7.750    50.497 10/15/2020
EV Energy Partners LP /
  EV Energy Finance Corp     EVEP     8.000    45.750  4/15/2019
EXCO Resources Inc           XCOO     8.500    15.150  4/15/2022
Egalet Corp                  EGLT     5.500    37.000   4/1/2020
Emergent Capital Inc         EMGC     8.500    66.627  2/15/2019
Energy Conversion
  Devices Inc                ENER     3.000     7.875  6/15/2013
Energy Future Intermediate
  Holding Co LLC /
  EFIH Finance Inc           TXU     11.250    37.365  12/1/2018
Energy Future Intermediate
  Holding Co LLC /
  EFIH Finance Inc           TXU     11.250    37.365  12/1/2018
Energy Future Intermediate
  Holding Co LLC /
  EFIH Finance Inc           TXU      9.750    37.375 10/15/2019
FGI Operating Co LLC /
  FGI Finance Inc            GUN      7.875    26.000   5/1/2020
Federal Home Loan Banks      FHLB     2.000    95.150 11/10/2026
Federal Home Loan
  Mortgage Corp              FHLMC    0.800    99.909  5/15/2018
Federal Home Loan
  Mortgage Corp              FHLMC    0.750    99.908  5/15/2018
Fleetwood Enterprises Inc    FLTW    14.000     3.557 12/15/2011
GenOn Energy Inc             GENONE   9.500    82.750 10/15/2018
GenOn Energy Inc             GENONE   9.500    82.292 10/15/2018
GenOn Energy Inc             GENONE   9.500    82.292 10/15/2018
Gibson Brands Inc            GIBSON   8.875    78.459   8/1/2018
Gibson Brands Inc            GIBSON   8.875    78.168   8/1/2018
Gibson Brands Inc            GIBSON   8.875    78.099   8/1/2018
Homer City Generation LP     HOMCTY   8.137    38.750  10/1/2019
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
Las Vegas Monorail Co        LASVMC   5.500     4.037  7/15/2019
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      2.000     3.326   3/3/2009
Lehman Brothers
  Holdings Inc               LEH      1.500     3.326  3/29/2013
Lehman Brothers
  Holdings Inc               LEH      2.070     3.326  6/15/2009
Lehman Brothers
  Holdings Inc               LEH      1.383     3.326  6/15/2009
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     1.582 10/31/2017
MModal Inc                   MODL    10.750     6.125  8/15/2020
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC           MPO     10.750     0.958  10/1/2020
Murray Energy Corp           MURREN  11.250    44.808  4/15/2021
Murray Energy Corp           MURREN  11.250    45.267  4/15/2021
Murray Energy Corp           MURREN   9.500    33.500  12/5/2020
Murray Energy Corp           MURREN   9.500    45.640  12/5/2020
NRG REMA LLC                 GENONE   9.681    62.635   7/2/2026
New Gulf Resources LLC/
  NGR Finance Corp           NGREFN  12.250     6.929  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp           NGREFN  12.250     6.929  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp           NGREFN  12.250     6.929  5/15/2019
Nine West Holdings Inc       JNY      8.250    15.000  3/15/2019
Nine West Holdings Inc       JNY      6.875    14.750  3/15/2019
Nine West Holdings Inc       JNY      8.250    13.500  3/15/2019
OMX Timber Finance
  Investments II LLC         OMX      5.540     5.186  1/29/2020
Orexigen Therapeutics Inc    OREXQ    2.750     5.650  12/1/2020
Orexigen Therapeutics Inc    OREXQ    2.750    14.472  12/1/2020
Owens-Illinois Inc           OI       7.800    99.467  5/15/2018
PaperWorks Industries Inc    PAPWRK   9.500    54.922  8/15/2019
PaperWorks Industries Inc    PAPWRK   9.500    55.000  8/15/2019
Pernix Therapeutics
  Holdings Inc               PTX      4.250    40.973   4/1/2021
Pernix Therapeutics
  Holdings Inc               PTX      4.250    40.973   4/1/2021
Powerwave Technologies Inc   PWAV     3.875     0.149  10/1/2027
Powerwave Technologies Inc   PWAV     3.875     0.133  10/1/2027
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    64.021  1/15/2019
Real Alloy Holding Inc       RELYQ   10.000    64.021  1/15/2019
Renco Metals Inc             RENCO   11.500    27.000   7/1/2003
Rex Energy Corp              REXX     8.000    28.081  10/1/2020
Rex Energy Corp              REXX     8.875    23.111  12/1/2020
Rex Energy Corp              REXX     6.250    21.447   8/1/2022
Rex Energy Corp              REXX     8.000    28.022  10/1/2020
SAExploration Holdings Inc   SAEX    10.000    53.375  7/15/2019
SG Structured Products Inc   SOCGEN   3.750   100.000  5/14/2018
Safeguard Scientifics Inc    SFE      5.250    99.824  5/15/2018
Sears Holdings Corp          SHLD     8.000    52.867 12/15/2019
Sears Holdings Corp          SHLD     6.625    85.934 10/15/2018
Sears Holdings Corp          SHLD     6.625    86.135 10/15/2018
Sears Holdings Corp          SHLD     6.625    86.135 10/15/2018
Sempra Texas Holdings Corp   TXU      6.500    11.470 11/15/2024
Sempra Texas Holdings Corp   TXU      5.550    12.010 11/15/2014
Sempra Texas Holdings Corp   TXU      6.550    11.390 11/15/2034
SiTV LLC / SiTV Finance Inc  NUVOTV  10.375    63.000   7/1/2019
SiTV LLC / SiTV Finance Inc  NUVOTV  10.375    60.750   7/1/2019
TerraVia Holdings Inc        TVIA     5.000     4.644  10/1/2019
TerraVia Holdings Inc        TVIA     6.000     4.644   2/1/2018
Tesla Energy
  Operations Inc/DE          SCTY     2.650    92.428  6/11/2018
Toys R Us - Delaware Inc     TOY      8.750    10.876   9/1/2021
Transworld Systems Inc       TSIACQ   9.500    26.500  8/15/2021
Transworld Systems Inc       TSIACQ   9.500    26.000  8/15/2021
Walter Energy Inc            WLTG     9.875     0.834 12/15/2020
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
Westmoreland Coal Co         WLBA     8.750    33.586   1/1/2022
Westmoreland Coal Co         WLBA     8.750    33.585   1/1/2022
Wi Treasury Sec.             WITII    0.500     0.808  1/15/2028
iHeartCommunications Inc     IHRT    14.000    12.250   2/1/2021
iHeartCommunications Inc     IHRT    14.000    12.300   2/1/2021
iHeartCommunications Inc     IHRT    14.000    12.300   2/1/2021


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2018.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000.

                   *** End of Transmission ***