/raid1/www/Hosts/bankrupt/TCR_Public/181011.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, October 11, 2018, Vol. 22, No. 283

                            Headlines

1021 WEST 8TH: Taps Aaron Singer as Accountant
388 ROUTE 22: Case Summary & 19 Unsecured Creditors
ABT MOLECULAR: Still in Negotiations on Sale Motion
AC I NEPTUNE: Taps Shafferman & Feldman as Legal Counsel
ACIS CAPITAL: Trustee Seeks Permission to Access NexBank Funds

ADVANCE CORE: Taps Jerome M. Douglas as Legal Counsel
AGILE THERAPEUTICS: Completes Dispute Resolution Process with FDA
ALPHA MEDIA: Moody's Withdraws Caa1 CFR Due to Lacking Information
ALPHA MEDIA: S&P Withdraws 'CCC' Issuer Credit Rating
AMERICAN FORKLIFT: Bank of Texas Prohibits Cash Collateral Use

AQUAMARINA II: Taps Maltz Auctions as Auctioneer
ARQUIDIOCESIS DE SAN JUAN: Taps Jimenez Vazquez as Accountant
BLACK SQUARE: Has Until Jan. 7 to Solicit Plan Acceptances
BLACKROCK CAPITAL: S&P Withdraws 'BB+' Issuer Credit Rating
BLUE DIAMOND: Proposes Auction of Ridgeley Properties

BLUE EAGLE FARMING: Exclusivity Period Extended Through Feb. 4
BLUE GOLD EQUITIES: Wants to Obtain $5.7-Mil Loans, Use Cash
BLUE LEOPARD: Trustee Taps Nevada Asset as Real Estate Broker
BRIGHT MOUNTAIN: Will Acquire Kubient in an All Stock Transaction
BROOKSTONE HOLDINGS: Hilco Not a Sec. 327(a) Professional

CABLEVISION SYSTEMS: Fitch Affirms B+ LT IDR, Outlook Stable
CARTHAGE SPECIALTY: IDA Buying Lowville Property for $800K
CELL SCIENCE: Sale of Business Delays Plan Filing
CENOVUS ENERGY: Moody's Hikes CFR to Ba1, Outlook Stable
CHADHAM HOMEOWNERS: Taps Riley Allen Law as Special Counsel

CLINTON NURSERIES: May Use Cash Collateral Through Oct. 28
CONCORDIA INTERNATIONAL: Will Rebrand as Advanz Pharma in Q4
CONEX EQUIPMENT: Taps Whitaker Chalk as Legal Counsel
CONNIE HARDWICK: Graham Buying Florence Property for $1.5 Million
DAVID GOLDMAN: Zhuo Wang Buying Tampa Homestead for $335K

DIAMOND OFFSHORE: Moody's Cuts Rating on Sr. Unsec. Notes to B3
DORIAN LPG: BW LPG Withdraws Unsolicited Merger Offer
DOUBLE L FARMS: Case Summary & 20 Largest Unsecured Creditors
DPW HOLDINGS: I.AM INC Signs Management Agreement with 876CO LLC
DRW SERVICES: Taps Cushman & Wakefield as Real Estate Broker

DUMITRU MEDICAL: Taps Howard Hanna as Real Estate Broker
ENNIA CARIBE: Chapter 15 Recognition Hearing Set for Oct. 23
EXECUTIVE NON-EMERGENCY: Taps Rhonda L. Hinds as Accountant
F4 VENTURES: Gets Authorization on Interim Cash Collateral Use
FANNIE MAE: Names Hugh Frater as Interim Chief Executive Officer

FERNLEY & FERNLEY: Seeks Access to Cash Collateral Until Oct. 15
FILIPINO COMMUNITY: Taps KKDLY as Accountant, Consultant
FRIENDSHIP VILLAGE: Fitch Rates $195MM Revenue Bonds BB+
GILDED AGE: Seeks Access to Cash for October 2018 Expenses
GOBP HOLDINGS: Moody's Affirms B3 CFR, Outlook Stable

HENDERSON MECHANlCAL: Proposed Cash Collateral Use Order Rejected
HISTORIC MITCHELL: Taps Wisconsin Realtors as Real Estate Broker
HOOPER HOLMES: Committee Taps Berkeley as Financial Advisor
JILL ACQUISITION: Moody's Hikes CFR to B1, Outlook Stable
KIRK'S FRAMING: Seeks Authorization on Cash Collateral Use

LA TRINIDAD ELDERLY: Taps Lugo Mender Group as Legal Counsel
MATTRESS FIRM: Wants to Obtain DIP Financing From Citizen Bank
MENSONIDES DAIRY: Gets OK on Final Use Northwest Cash Collateral
MERCER INTERNATIONAL: S&P Alters Outlook to Pos. & Affirms BB- ICR
MJJW PORTFOLIO: Taps Fresh Start Law Firm as Legal Counsel

NATIVE SPIRIT: Capstone Does Not Consent to Cash Collateral Use
NEIMAN MARCUS: Accounting Exec Dale Stapleton to Retire in January
NEOVASC INC: Regains Compliance with Nasdaq Minimum Bid Price Rule
NORTHERN OIL: Signs New 5-Year $750M Sr. Secured Credit Facility
NOVAN INC: Expands Business Partnership with Sato in Japan

NSA INTERNATIONAL: S&P Assigns 'B' ICR, Outlook Stable
ONE AVIATION: Case Summary & 30 Largest Unsecured Creditors
PACHANGA INC: Seek Authorization to Use Cash Collateral
PARKINSON SEED: Looslis Buying Meridian Property for $700K
PC USA RE: Elana Buying Hallandale Commercial Property for $1.5M

PENINSULA AIRWAYS: Court Approves Sale to J.F. Lehman
PHUONG T. NGUYEN: Case Summary & 17 Unsecured Creditors
PIXELLE SPECIALTY: Moody's Assigns B2 CFR, Outlook Stable
PIXELLE SPECIALTY: S&P Assigns 'B-' ICR, Outlook Stable
PREMIERE GLOBAL: S&P Lowers ICR to 'CCC+', Outlook Negative

RENTPATH LLC: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative
RL ENTERPRISES: Deutsche Claim To Be Amortized Over 30 Years
RUBY'S DINER: Taps GlassRatner as Financial Advisor
SAFE HAVEN: Seeks to Employ Sawtooth Forensics
SAGE AUTOMOTIVE: Moody's Withdraws B2 CFR Amid Asahi Kasei Deal

SANDBAR PROPERTIES: Selling South Padre Island Property for $20.4M
SASCO HILL BRANDS: $2.9M Sale of All Assets to Luxury Approved
SEARS HOLDINGS: Names Drivetrain CEO to Board of Directors
SEASONS CORPORATE: Has $12M Offer from SKNY for All Assets
SEI HOLDING I: Moody's Hikes Corp. Family Rating to B3

SKYPATROL LLC: Has Until Dec. 10 to Exclusively File Plan
SUNSET PARTNERS: Trustee Wants to Continue Using Cash Collateral
T.I. CONSTRUCTION: Seeks Authorization to Use Cash Collateral
TOPS HOLDING: Unsecured Claims Include $250MM Deficiency Claim
TOYS "R" US: Fee Examiner Taps Hathaway Adair as Legal Counsel

TRADER CORPORATION: Moody's Affirms B2 CFR, Outlook Stable
TROPICANA ENTERTAINMENT: S&P Withdraws 'BB-' Issuer Credit Rating
TRUTH TECHNOLOGIES: Judge Signs Final Cash Collateral Order
UNIQUE GUIDANCE: Unsecured Claims to Receive 100% Distribution
UPA 1 LLC: S&P Withdraws 'BB+' on 2015 Private Placement Loan

VERNON PARK: Taps McColly Real Estate as Broker
VEROBLUE FARMS: Taps Thompson Coburn as Litigation Counsel
WESTMORELAND COAL: Files Chapter 11 to Facilitate Restructuring
X-TREME BULLETS: Delays Plan to Pursue Sale Transaction
YOSEMITE INSURANCE: A.M. Best Affirms B(Fair) Fin. Strength Rating

[*] David S. Hagen Recognized by Continental Who's Who
[*] Sarah Baker Joins Hilco as VP, Assistant General Counsel
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

1021 WEST 8TH: Taps Aaron Singer as Accountant
----------------------------------------------
1021 West 8th Avenue Limited Partnership seeks approval from the
U.S. Bankruptcy Court for the Eastern District of Pennsylvania to
hire an accountant.

The Debtor proposes to employ Aaron Singer, a certified public
accountant, to assist in the preparation of its operating reports;
monitor its finances and operations; and prepare tax returns.

Mr. Singer charges an hourly fee of $140 per hour.

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

                    About 1021 West 8th Avenue
                       Limited Partnership

1021 West 8th Avenue Limited Partnership, based in King of Prussia,
Pennsylvania, filed a Chapter 11 petition (Bankr. E.D. Pa. Case No.
18-15683) on Aug. 28, 2018.  In its petition, the Debtor estimated
$1 million to $10 million in assets and liabilities.  The petition
was signed by Arnold M. Katz, president of general partner of the
Debtor.  The Hon. Jean K. FitzSimon presides over the case.  Mark
S. Haltzman, Esq., at Silverang Donohoe Rosenzweig & Haltzman, LLC,
serves as bankruptcy counsel.


388 ROUTE 22: Case Summary & 19 Unsecured Creditors
---------------------------------------------------
Debtor: 388 Route 22 Readington Holdings, LLC
        PO Box 2049
        237 South Street
        Morristown, NJ 07962-2049

Business Description: 388 Route 22 Readington Holdings, LLC is
                      a real estate lessor headquartered in
                      Morristown, New Jersey.  The company
                      previously filed for bankruptcy protection
                      on July 31, 2013 (Bankr. D. N.J. Case No.
                      13-26699).

Chapter 11 Petition Date: October 9, 2018

Case No.: 18-30155

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Hon. Michael B. Kaplan

Debtor's Counsel: Lawrence S. Berger, Esq.
                  BERGER & BORNSTEIN, LLC
                  237 South Street
                  Morristown, NJ 07960
                  Tel: 973-993-8600
                  E-mail: lberger@uslandresources.com

Total Assets: $12,000

Total Liabilities: $2,995,983

A full-text copy of the petition containing, among other items, a
list of the Debtor's 19 unsecured creditors is available for free
at:

          http://bankrupt.com/misc/njb18-30155.pdf


ABT MOLECULAR: Still in Negotiations on Sale Motion
---------------------------------------------------
ABT Molecular Imaging, Inc., filed with the U.S. Bankruptcy Court
for the District of Delaware a revised disclosure statement for its
Chapter 11 plan.  The Debtor also filed a blackline comparing the
Original Disclosure Statement against the Revised Disclosure
Statement dated September 26, 2018.

According to the Revised Disclosure Statement, the process under
the Sale Motion is proceeding on a dual track with the filing of
the Plan and this Disclosure Statement.  To date, the Debtor has
undertaken negotiations with two primary parties during the course
of the Chapter 11 case regarding a sale transaction.  As of
September 2018, the Debtor remains in discussions with one party
regarding a potential transaction.  To the extent that such
transaction is fully negotiated in a manner acceptable to the
Debtor and its stakeholders, the Debtor may seek approval of such
sale in addition to, or instead of, seeking confirmation of the
Plan.

On Class 1: Prepetition SWK Claims, except to the extent that the
holders of the Prepetition SWK Claims and the Debtor agree in
writing to less favorable treatment, in full and final
satisfaction, settlement, release, and discharge of, and in
exchange for, the Allowed Prepetition SWK Claims, the Prepetition
SWK Secured Parties shall receive their Pro Rata share of 100% of
the New Stock in Reorganized ABT and the portion of the Exit Term
Loan Note not attributable to the DIP Facility Claims
distribution.

For Class 4: General Unsecured Claims, holders of Allowed General
Unsecured Claims shall not receive any distributions under the
Plan.  The estimated amount for Class 4 is $3,000,000 to
$4,000,000, while the estimated recovery is 0%.

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

          http://bankrupt.com/misc/deb18-11398-167.pdf

             About ABT Molecular Imaging

ABT Molecular Imaging, Inc. -- http://abt-mi.com/-- is a medical
imaging company marketing the BG-75 Biomarker Generator, which
produces unit doses of molecular imaging drugs for positron
emission tomography (PET) at the point of use.  The company was
founded in 2006 by industry experts in the molecular imaging
industry.  ABT's investor partners include Intersouth Partners,
River Cities Capital and two TNInvestco Funds, Council & Enhanced
Tennessee Fund and Limestone Fund.  ABT employs 24 individuals
across its operations, research and development, administration and
sales functions. The Company is headquartered in Knoxville,
Tennessee.

On June 13, 2018, ABT Molecular Imaging sought Chapter 11
protection (Bankr. D. Del. Case No. 18-11398).

As of Dec. 31, 2017, the Company's assets had a net book value of
$2,507,000 and it had total liabilities of $30,509,000.

The Hon. Laurie Selber Silverstein is the case judge.

The Debtor tapped Bayard, P.A., as counsel; SSG Capital Advisors as
investment banker; and Garden City Group, LLC, as the claims agent.


AC I NEPTUNE: Taps Shafferman & Feldman as Legal Counsel
--------------------------------------------------------
AC I Neptune LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire Shafferman & Feldman LLP
as its legal counsel.

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

Joel Shafferman, Esq., the attorney at Shafferman & Feldman who
will be handling the case, charges an hourly fee of $375.

The firm received a retainer of $5,000, inclusive of the filing
fee, from Benjamin Ringel, a member of RK Neptune, LLC, which is
the Debtor's sole member; and $6,717 from Ray Builders, Inc.

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

The firm can be reached through:

         Joel Shafferman, Esq.
         Shafferman & Feldman LLP
         137 Fifth Avenue, 9th Floor
         New York, NY 10010
         Tel: (212) 509-1802
         Fax: (212) 509-1831
         E-mail: joel@shafeldlaw.com

                      About AC I Neptune

AC I Neptune LLC is a real estate company whose principal assets
are located at 3501 Route 66 Neptune, New Jersey.

AC I Neptune sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 18-12420) on Aug. 9, 2018.  On Aug.
10, 2018, the case was transferred from the Manhattan Divisional
Office to the White Plains Divisional Office and was assigned a new
case number (Case No. 18-20007).    

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

Judge Stuart M. Bernstein presides over the case.


ACIS CAPITAL: Trustee Seeks Permission to Access NexBank Funds
--------------------------------------------------------------
Robin Phelan, the Chapter 11 Trustee of Acis Capital Management,
L.P., and Acis Capital Management GP, LLC, seeks authorization from
the U.S. Bankruptcy Court for the Northern District of Texas to use
cash collateral based on Joshua N. Perry's consent.

The Trustee relates that Mr. Terry filed proofs of claim in each of
the Debtors' bankruptcy cases, together with an Addendum which
references certain applications for Writs of Garnishment filed by
Mr. Terry against certain banks, including NexBank SSB, U.S. Bank
National Association, Jefferies LLC, The Bank of New York Mellon
Trust Company, N.A., and the Acis CLOs.

Mr. Terry asserts in his claim that he believed that the Debtors
had funds on deposit at NexBank in the aggregate amount of
$634,374.  Consequently, a Writ of Garnishment was served on
NexBank on Dec. 28, 2017.  Based on his Writ of Garnishment served
on NexBank, Mr. Terry asserts a lien on all of the Debtors'
accounts and amounts in the possession and control of NexBank.

However, the Trustee believes that any such lien rights asserted by
Mr. Terry may be subject to avoidance as a preference under Section
547 of the Bankruptcy Code.

Moreover, although a Writ of Garnishment had not yet been served on
U.S. Bank, it nevertheless held back and segregated certain
management fees owed to Acis LP and the portfolio manager of the
Acis CLOs pending a determination under Texas law as to the
rightful owner of the management fees as between Acis LP and Mr.
Terry.

The Trustee needs to use the NexBank Funds and other Prepetition
Collateral, including any funds derived from the collection of the
Debtors' bank accounts, to operate the Debtors' business and pay
ongoing administrative expenses. Mr. Terry has agreed to the
Trustee's us of cash collateral.

The Trustee asserts that Mr. Terry's interest in the Prepetition
Collateral is adequately protected. Specifically to the extent of
any diminution in value in Mr. Terry's alleged Prepetition
Collateral occasioned by the Trustee's use of cash collateral, the
Trustee proposes to grant Mr. Terry a replacement lien in cash
collateral generated post-petition to ensure that Mr. Terry's
alleged collateral interests are adequately protected.             
                                                                   
                                                                   
                                                                   
  

However, the Trustee requests that such Replacement Lien be
conditional, which will be valid and enforceable only to the extent
that Mr. Terry's lien against the Prepetition Collateral in in fact
valid and enforceable against the Debtors and not subject to
avoidance as a preferential transfer.

A full-text copy of the Trustee's Motion is available at

            http://bankrupt.com/misc/txnb18-30264-580.pdf

                 About Acis Capital Management

On Jan. 30, 2018, Joshua N. Terry, as petitioning creditor, filed
an involuntary petition against Acis Capital Management, L.P.,
thereby initiating the Acis LP bankruptcy case. Mr. Terry, as
petitioning creditor, also filed an involuntary petition against
Acis Capital Management GP, thereby initiating the Acis GP
bankruptcy case.

On April 13, 2018, after six days of testimony and argument, the
Bankruptcy Court entered its findings of fact and conclusions of
law in support of orders for relief on the involuntary bankruptcy
petitions.

Also on April 13, 2018, Diane Reed was appointed as interim Chapter
7 trustee for the Debtors' bankruptcy estates. On April 18, 2018,
the Court entered its order directing that the Cases be jointly
administered under Case No. 18-30264 (Bankr. N.D. Tex.).

The Hon. Stacey G Jernigan presides over the cases.

On May 4, 2018, the Chapter 7 Trustee filed a motion to convert the
cases to Chapter 11.   On May 11, 2018, the Court entered an order
granting the Conversion Motion.

On May 14, 2018, the United States Trustee appointed Robin Phelan
as Chapter 11 trustee of the Debtors.  Phelan has hired Forshey &
Prostok, LLP as counsel; Winstead PC, as special counsel; and
Miller Buckfire & Co., LLC and Stifel, Nicolaus & Co., Inc., each a
wholly owned subsidiary of Stifel Financial Corp., as their
financial advisors and investment bankers.

The U.S. Bankruptcy Court has conditionally approved the disclosure
statement with respect to the First Amended Joint Plan filed by
Acis Capital Management, L.P., and Acis Capital Management GP, LLC,
and fixed August 21, 2018 as the hearing on final approval of the
disclosure statement, and for the hearing on confirmation of the
Plan.


ADVANCE CORE: Taps Jerome M. Douglas as Legal Counsel
-----------------------------------------------------
Advance Core Solutions, LLC, seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire the Law
Office of Jerome M. Douglas, LLC, as its legal counsel.

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

The firm charges $425 per hour for the services of its attorneys
and $150 per hour for paralegal services.

Jerome Douglas, Esq., disclosed in a court filing that the firm and
its attorneys are "disinterested" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Jerome M. Douglas, Esq.
     Law Office of Jerome M. Douglas, LLC
     1600 Route 208 North
     P.O. Box 670
     Hawthorne, NJ 07507
     Phone: (973) 238-8638
     E-mail: jdouglasatty@gmail.com

                   About Advance Core Solutions

Advance Core Solutions, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D.N.J. Case No. 18-25664) on Aug. 6,
2018.  In the petition signed by Manjari K. Valia, managing member,
the Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million.  

Judge Michael B. Kaplan presides over the case.  The Debtor tapped
Scura, Wigfield, Heyer, Stevens & Cammarota, LLP as its legal
counsel.


AGILE THERAPEUTICS: Completes Dispute Resolution Process with FDA
-----------------------------------------------------------------
Agile Therapeutics, Inc., has received a response from FDA's Office
of New Drugs concerning the Company's formal dispute resolution
request.  The Company had appealed the decision by the FDA's
Division of Bone, Reproductive and Urological Products that
concerns surrounding the in vivo adhesion properties of Twirla
prevent its approval.  While OND has formally denied the Company's
appeal, OND provided a path forward without the need to reformulate
Twirla or conduct a bioequivalence study between formulations, as
previously suggested by DBRUP.

OND suggested that the Company conduct a wear study to evaluate
whether Twirla demonstrates a generally similar adhesion
performance to Xulane, the generic version of the previously
marketed Ortho Evra contraceptive patch, a product the FDA
considers to have acceptable adhesion.  If this result is
demonstrated, OND stated that the study would support the
conclusion of adequate Twirla adhesion.  OND has recommended that
the Company first meet with DBRUP to gain agreement on the specific
design and success criteria of a wear study for Twirla.  Generally,
wear studies are conducted by generic companies during the Phase 1
development of transdermal products and are significantly smaller
in scope and shorter in duration than typical Phase 3 contraceptive
clinical trials.  The wear study suggested by OND provides a path
forward but does not address efficacy.  Rather, if the wear study
is successful, Twirla's safety and efficacy, including the Pearl
Index, will need to be reviewed by FDA after the Company resubmits
the NDA for Twirla.  This is an issue that DBRUP plans to bring to
Advisory Committee after the adhesion issue has been resolved.

"We appreciate the constructive discussions we've had with the FDA
during this formal dispute resolution process.  We are pleased that
OND has provided a path forward, and we plan to meet with the
Division to discuss the specifics of the proposed wear study as
soon as possible.  We look forward to resubmitting the NDA for
Twirla after completion of our wear trial and welcome the
opportunity to discuss the potential safety and efficacy of Twirla
at an Advisory Committee Meeting," said Al Altomari, Chairman and
chief executive officer of Agile Therapeutics, Inc.  Mr. Altomari
continued, "After we agree on the parameters of the wear study, we
anticipate providing a further business update, which will review
our cash guidance and planned resubmission timeline."

                  About Agile Therapeutics

Agile Therapeutics, headquartered in Princeton, New Jersey --
http://www.agiletherapeutics.com/-- is a forward-thinking women's
healthcare company dedicated to fulfilling the unmet health needs
of today's women.  The Company's product candidates are designed to
provide women with contraceptive options that offer freedom from
taking a daily pill, without committing to a longer-acting method.
Its lead product candidate, Twirla, (ethinyl estradiol and
levonorgestrel transdermal system), also known as AG200-15, is a
once-weekly prescription contraceptive patch that has completed
Phase 3 trials.  Twirla is based on Agile's proprietary transdermal
patch technology, called Skinfusion, which is designed to provide
advantages over currently available patches and is intended to
optimize patch adhesion and patient wearability.

The report from the Company's independent accounting firm Ernst &
Young LLP, the Company's auditor since 2010, 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, has experienced delays in the
approval of its product candidate and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.

Agile reported a net loss of $28.30 million in 2017, a net loss of
$28.74 million in 2016 and a net loss of $30.33 million in 2015.
As of June 30, 2018, Agile had $36.60 million in total assets,
$10.35 million in total current liabilities and $26.25 million in
total stockholders' equity.


ALPHA MEDIA: Moody's Withdraws Caa1 CFR Due to Lacking Information
------------------------------------------------------------------
Moody's Investors Service has withdrawn Alpha Media LLC's Caa1
Corporate Family Rating, Caa1-PD Probability of Default Rating, and
B3 ratings on the senior secured revolver and first lien term loan.


Issuer: Alpha Media LLC

Corporate Family Rating, Withdrawn, previously Caa1

Probability of Default Rating, Withdrawn, previously Caa1-PD

$20 million 1st lien secured revolving credit facility, Withdrawn,
previously B3 (LGD3)

$265 million 1st lien secured term loan, Withdrawn, previously B3
(LGD3)

Outlook, Changed to Rating Withdrawn from Negative

RATINGS RATIONALE

Moody's has decided to withdraw the ratings because it believes it
has insufficient or otherwise inadequate information to support the
maintenance of the ratings.

Alpha Media LLC owns and operates radio stations across the US and
is headquartered in Portland OR. The company was created through
several acquisitions of stations from operators including Triad
Broadcasting, Border Media, Main Line Broadcasting, Morris Radio,
and Digity. The company is privately held and the largest
shareholders include Stephens Capital Partners, Endeavour Capital,
and management.


ALPHA MEDIA: S&P Withdraws 'CCC' Issuer Credit Rating
-----------------------------------------------------
S&P Global Ratings withdrew its 'CCC' issuer credit rating on
U.S.-based Alpha Media LLC at the company's request. At the time of
withdrawal, the rating was on CreditWatch with developing
implications.

At the same time, S&P withdrew its 'CCC+' issue-level rating and
'2' recovery rating on the company's $285 million senior secured
first-lien credit facility.



AMERICAN FORKLIFT: Bank of Texas Prohibits Cash Collateral Use
--------------------------------------------------------------
Secured Creditor, BOK Financial, N.A., doing business as Bank of
Texas, asks the U.S. Bankruptcy Court for the Middle District of
Florida to prohibit or alternatively condition American Forklift
Rental & Supply, LLC's use of Bank of Texas' cash collateral as
follows:

       (i) an accounting of the collection and expenditures of Bank
of Texas' cash collateral from prepetition to the present;

      (ii) the identification and segregation of all proceeds
derived from the lease of 28 Liugong Forklifts; and

     (iii) a provision for adequate protection pursuant to 11
U.S.C. Sections 363(c)(2) and (e).

Bank of Texas is the payee, holder and lender under the $250,000
promissory note, as modified by the $350,000 promissory note, as
modified by the $750,000 promissory note and as further modified
and extended by the second $750,000 promissory note from the
Debtor.  Bank of Texas is also the assignee and secured party under
the commercial security agreement from the Debtor.  The inventory
and equipment of the Debtor financed by Bank of Texas are the 28
Liugong Forklifts.

Therefore, by way of the loan and security documents, Bank of Texas
is secured by all identifiable cash proceeds generated from the
lease of the 28 Liugong Forklifts which constitutes Bank of Texas'
cash collateral under Section 363(a).

The Debtor now owns and holds possession of the 28 Liugong
Forklifts. Bank of Texas asserts that its cash collateral is
limited to the proceeds derived from the lease of its collateral,
including the 28 Liugong Forklifts.

According to the Debtor's Case Management Summary, the Debtor
intends to keep all of its forklifts, presumably all of the 28
Liugong Forklifts, and continue leasing them to the Debtor's
customer. Bank of Texas asserts a properly perfected first lien on
the 28 Liugong Forklifts.

Likewise, on Schedule D, the Debtor identifies Bank of Texas as
having a purchase money security interest in the 28 Liugong
Forklifts, and Bank of Texas' lien includes all proceeds generated
from the lease of its collateral.

The First Interim Cash Collateral Order entered on August 1, 2018,
preserved but did not determine Bank of Texas' claim to cash
collateral or entitlement to adequate protection. Likewise, the
Second Interim Cash Collateral Order entered on September 10, did
not waive or effect any right of Bank of Texas.

Bank of Texas has not consented to the Debtor's use of its cash
collateral. The Debtor has not obtained Court's approval to use
Bank of Texas' cash collateral. Therefore, Bank of Texas asserts
that the Court must prohibit or condition the Debtor's use of Bank
of Texas' cash collateral to provide the Bank adequate protection
of its security interests, as such relief is mandatory under
Section 363(e).

Counsel for BOK Financial, N.A. d/b/a Bank of Texas:

         Maureen A. Pateman, Esq.
         John M. Brennan, Jr., Esq.
         GRAYROBINSON, P.A.
         301 E. Pine Street, Suite 1400
         Post Office Box 3068
         Orlando, Florida 32802-3068
         Telephone: (407) 843-8880
         Facsimile: (407) 244-5690

                    About American Forklift

American Forklift Rental & Supply, LLC --
https://www.americanforkliftrental.com/ -- specializes in forklift
rentals for the Central Florida area including Orlando, Tampa,
Lakeland, Orange County, Polk County, Lake County, and surrounding
areas.  It also offers new and used sales on a wide variety of
forklifts.

American Forklift sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04155) on July 12,
2018.  In the petition signed by Joseph Garcia, Jr., managing
member, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million.  Judge Cynthia C.
Jackson presides over the case.  Melissa A. Youngman, Esq., in
Altamonte Springs, Florida, serves as counsel to the Debtor.  No
official committee of unsecured creditors has been appointed in the
Chapter 11 case.


AQUAMARINA II: Taps Maltz Auctions as Auctioneer
------------------------------------------------
Aquamarina II, LLC, received approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire Maltz Auctions,
Inc., as auctioneer.

The firm will auction the Debtor's interest in a real property
located at 55 Hudson Avenue, Freeport, New York; and any
unscheduled interest in personal property.

Richard Maltz, chief executive officer of Maltz Auctions, disclosed
in a court filing that his firm is "disinterested" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Richard B. Maltz
     Maltz Auctions, Inc.
     39 Windsor Place
     Central Islip, NY 11722
     Phone: 516.349.7022
     Fax: 516.349.0105
     Email: info@MaltzAuctions.com

                      About Aquamarina II

Aquamarina II, LLC, is a limited liability corporation formed in
New York in May 2007.  It owns a real property located at 55 Hudson
Avenue, Freeport, New York.

Aquamarina II sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 18-73825) on June 4, 2018.  At the
time of the filing, the Debtor estimated assets of $1 million to
$10 million and liabilities of less than $500,000.  Judge Robert E.
Grossman presides over the case.  The Debtor tapped LaMonica Herbst
& Maniscalco, LLP as its legal counsel.


ARQUIDIOCESIS DE SAN JUAN: Taps Jimenez Vazquez as Accountant
-------------------------------------------------------------
Arquidiocesis de San Juan de Puerto Rico seeks approval from the
U.S. Bankruptcy Court for the District of Puerto Rico to hire
Jimenez Vazquez & Associates, PSC.

The firm will serve as special accountant for the Diocese of Caguas
and the Diocese of Fajardo-Humacao related to their reorganization.
  

Jose Victor Jimenez, the accountant employed with Jimenez Vazquez
who will be providing the services, will charge an hourly fee of
$155.  His firm required a retainer of $4,000.

Mr. Jimenez disclosed in a court filing that all employees of the
firm are "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Jose Victor Jimenez
     Jimenez Vazquez & Associates, PSC
     D-I 8th St. Valparaiso
     Toa Baja, PR 00949
     Tel: 787-447-0098
     Fax: 939-338-2362

                        About Arquidiocesis
                    de San Juan de Puerto Rico

Arquidiocesis de San Juan de Puerto Rico -- http://www.arqsj.org/
-- is an unincorporated religious association in San Juan, Puerto
Rico.

Arquidiocesis de San Juan de Puerto Rico, a/k/a Iglesia Catolica
Apostolica Y Romana, Arquidiocesis De San Juan De Puerto Rico,
filed a petition for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D.P.R. Case No. 18-04911) on Aug. 29, 2018.  In the
petition signed by Father Alberto Arturo Figueroa Morales, vicar
general, the Debtor estimated $10 million to $50 million in assets
and liabilities.  Carmen D. Conde Torres, Esq., at C. Conde &
Assoc., is the Debtor's counsel.


BLACK SQUARE: Has Until Jan. 7 to Solicit Plan Acceptances
----------------------------------------------------------
The Hon. John K. Olson of the U.S. Bankruptcy Court for the
Southern District of Florida, has granted Black Square Financial,
LLC, an extension of the time within which it may solicit
acceptances to its plan of reorganization through and including
Jan. 7, 2019.

The Troubled Company Reporter has previously reported that the
Debtor sought extension of the exclusive solicitation period by
approximately 120 days saying that it is attempting to resolve the
claim of its primary creditor, which will in turn lead to
confirmation of a chapter 11 plan.  The Debtor related that since
the Petition Date, it has generally made all required post-petition
payments, managed its business operations, and filed the Plan and
Disclosure Statement on Jan. 5, 2018.  The Debtor has also produced
substantial documentation to its primary creditor, Client First
Settlement Funding, LLC, and engaged in settlement discussions. The
Debtor has objected to Client First's claim and also filed a motion
to compel mediation with Client First.  The motion to compel
mediation has been scheduled for hearing on Sept. 24, 2018.
However, the current deadline for the Debtor to solicit acceptances
to the Plan has been slated to expire on Sept. 4, 2018.

                   About Black Square Financial

Headquartered in Coral Springs, Florida, Black Square Financial,
LLC, is a structured settlement firm that provides liquidity to its
clients by purchasing their right to receive future installment
payments awarded pursuant to a settlement agreement, or in the case
of clients that have previously purchased an annuity plan, the
right to receive future annual disbursements paid to the clients
pursuant to the annuity plan.

Black Square Financial filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 17-23562) on Nov. 8, 2017, estimating
assets of less than $500,000 and liabilities of less than $1
million.

Judge John K. Olson presides over the case.

Philip J. Landau, Esq., at Shraiberg Landau & Page PA, is the
Debtor's bankruptcy counsel.  The Debtor hired The Mack Law Group,
P.C., Eason and Tambornini ALC, Crawford & Von Keller LLC, and
Beaugureau, Hancock, Stoll & Schwartz, P.C., as special counsel.

On Jan. 4, 2018, the Debtor filed its proposed Chapter 11 plan of
reorganization.


BLACKROCK CAPITAL: S&P Withdraws 'BB+' Issuer Credit Rating
-----------------------------------------------------------
S&P Global Ratings said it withdrew its 'BB+' issuer credit rating
on BlackRock Capital Investment Corp. (BKCC) at the company's
request. At the time of the withdrawal, the outlook was negative.

S&P said, "The withdrawal follows our downgrade of BKCC to 'BB+' on
Sept. 27, 2018. The downgrade reflected the company's exposure to
higher-risk legacy assets and investment concentrations as the
investment portfolio shrinks. In addition, we believe elevated
competition in middle-market lending has created challenging
conditions for lenders, including business development companies.
We have observed an increase in covenant-lite loans, higher
leverage, and significant adjustments to companies' reported EBITDA
in middle-market lending."



BLUE DIAMOND: Proposes Auction of Ridgeley Properties
-----------------------------------------------------
Blue Diamond, LLC asks the U.S. Bankruptcy Court for the Northern
District of West Virginia to authorize the sale of the real estate
located at 26-28 Bridge Street, Ridgeley, West Virginia and 32
Highland Avenue Ridgeley, West Virginia at auction free and clear
of liens.

The Debtor believes the properties to be sold are excess to current
operation.  

The property to be sold, is subject to a lien in favor of United
Bank on various mortgage debts.  It is the intention of the Debtor
to use the proceeds of the sale to 1) pay applicable capital gain
tax and 2) to reduce indebtedness to United Bank.  It is believed
that after sale of the property United Bank will remain fully
secured on all of its indebtedness by liens on other collateral.

                        About Blue Diamond

Blue Diamond LLC, based in Martinsburg, WV, filed a Chapter 11
petition (Bankr. N.D. W.Va. Case No. 17-01234) on Dec. 20, 2017.
In the petition signed by James Hutzler, Jr., member/manager, the
Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in liabilities.

The Hon. Patrick M. Flatley presides over the case.

Martin P. Sheehan, Esq., at Sheehan & Nugent, PLLC, serves as
bankruptcy counsel to the Debtor.  William C.Brewer, Esq., at
Brewer & Giggenbach, PLLC, is the Debtor's special counsel.


BLUE EAGLE FARMING: Exclusivity Period Extended Through Feb. 4
--------------------------------------------------------------
The Hon. Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama granted Blue Eagle Farming, LLC, and
its affiliates an extension of the exclusive period within which
the Debtors may file a plan to through and including Feb. 4, 2019,
and the exclusive period of time within which the Debtors may
obtain acceptances of a plan to through and including April 5,
2019.

The Troubled Company Reporter has previously reported that the
Debtors requested the Court to extend the Exclusivity Period by
four months to ensure that they may continue negotiations and
attempt settlement before the plan is filed.  The Debtors claims
that since Petition Date, they have been diligently administering
their case as a debtor-in-possession.  To that end, Debtors are,
among other things: (a) working with advisors; (b) attempting to
reach settlement with the United States and the HDL Trustee; (c)
attempting negotiations between all the parties; and (d) moving
forward with an appeal of the South Carolina judgment. The Debtors
claimed that these actions are moving forward, but are not yet
completed.

                     About Blue Eagle Farming

Blue Eagle Farming and H J Farming are engaged in the business of
cattle ranching and farming.  Blue Smash Investments operates in
the financial investment industry; War-Horse Properties manages
companies and enterprises; Eagle Ray Investments and Forse
Investments are lessors of real estate while Armor Light, LLC, is
engaged in the business of residential building construction.

Blue Eagle Farming, LLC, and its affiliate H J Farming, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Ala. Case Nos. 18-02395 and 18-02397) on June 8, 2018.

On June 9, 2018, five Blue Eagle affiliates filed Chapter 11
petitions: Blue Smash Investments LLC, Eagle Ray Investments LLC,
Forse Investments LLC, Armor Light LLC, and War-Horse Properties,
LLLP (Bankr. N.D. Ala. Case Nos. 18-81707 to 18-81711).  The cases
are jointly administered under Case No. 18-02395.

In the petitions signed by Robert Bradford Johnson, general partner
of Blue Eagle Farming, LLC's sole owner, Blue Eagle estimated $1
million to $10 million in assets and $100 million to $500 million
in liabilities as of the bankruptcy filing.

Judge Tamara O. Mitchell presides over the cases.

Burr & Forman LLP is the Debtors' legal counsel.


BLUE GOLD EQUITIES: Wants to Obtain $5.7-Mil Loans, Use Cash
------------------------------------------------------------
Blue Gold Equities, LLC, and its affiliates seek authorization from
the U.S. Bankruptcy Court for the Eastern District of New York (a)
to enter into a senior secured superpriority debtor-in-possession
term loan in the aggregate principal amount of $5.7 million from
SKNY LLC, and (b) to utilize cash collateral.

The Debtors propose to enter into a debtor-in-possession financing
facility to fund the administration of these bankruptcy cases
postpetition.  The DIP Facility will provide the Debtors up to the
committed amount of $5.7 million in liquidity to fund operations
and administration of these bankruptcy cases through the closing
date of the Debtors' assets and transfer of certain liabilities to
SKNY under the Asset Purchase Agreement or to a higher or better
bidder for the assets, in accordance with and as outlined in the
Sale Motion.

The Debtors' estate has insufficient funds to continue to operate
their Businesses and as a result, the value of the Acquired Assets
will rapidly diminish if a sale is not quickly consummated. Thus,
the Debtors believe that the competitive bidding process for
certain of its assets must take place on an expedited schedule to
ensure that the value is preserved and maximized. The Debtors have
negotiated with SKNY under the DIP Documents and pursuant to the
Asset Purchase Agreement to present the Cash Collateral Motion on a
consensual basis in order to expedite the process and achieve the
highest value possible for creditors.

Among other things, the principal terms for the DIP Documents are
as follows:

     A. DIP Lender: SKNY LLC

     B. DIP Facility Amount: $5.7 million, plus interest, fees and
SKNY's expenses. Upon the entry of the Interim Order, the Debtors
will be authorized to obtain financing, pursuant to the terms of
the Interim Order and the DIP Documents, in an amount equal to $4
million.

     C. Term: The Term of the DIP Loan Commitment will be from the
Petition Date through December 15, 2018

     D. Use of Proceeds: The Debtors will use the proceeds of the
DIP Facility solely (a) to pay fees and expenses related to the
consummation of theses bankruptcy cases and the consummation of the
Agreement; and (b) for other general corporate purposes of the
Debtor for the purposes set forth in the Budget. No portion of the
DIP Facility or any cash collateral will be available for any fees
or expenses incurred in connection with the initiation or
prosecution of any claims, causes of action, adversary proceedings
or other litigation against SKNY or in connection with challenging
the DIP Facility or the Sale Motion, including fees and expenses
applicable to the Debtors soliciting or negotiating a sale of the
Acquired Assets for a higher or better amount.

     E. Interest Rate: The non-default interest rate and the
default interest rate applicable to the DIP Facility will be 6% per
annum and 12% per annum respectively, calculated on a 365 day year
for the actual days elapsed.

The Interim DIP Order and Final DIP Order, if any, will not be
acceptable to SKNY and no DIP Loan will be funded by SKNY, unless
the same contains, inter alia, these provisions: (a) a first
priority, valid, perfected, priming lien on all of the collateral
will be granted to SKNY to secured repayment of the DIP Loan; (b) a
superpriority claim will be granted to SKNY against each Debtor in
an amount no less than the DIP Obligations; and (c) it will be an
Event of Default under the Final Order, if any, if the Debtors will
fail to secure the entry of orders of the Bankruptcy Court:

    (i) approving a sale of substantially all of the Debtors'
assets, on or before Dec. 15, 2018; or

   (ii) confirming a joint plan of reorganization of the Debtors,
on or before Dec. 15, 2018.

As Petition Date, the Debtors owed approximately $3,250,000 to SKNY
on account of the Prepetition Secured Loan.

In connection with its entry into the DIP Facility, SKNY has
consented to the Debtor's continued use of cash collateral in
accordance with the terms of the proposed Interim Order.
Accordingly, the Debtors assert that the Court should authorize the
Debtors to use cash collateral in accordance with the terms set
forth in the DIP Loan and Security Agreement, the Budget and the
Interim Order.

As set forth in the Interim Order, SKNY will receive adequate
protection of its prepetition interests in the cash collateral in
the form of (a) preservation and enhancement of collateral value
through the ability to continue operating Debtors' businesses and
(b) liens and claims junior only to the liens and claims securing
the DIP Facility and the Carve-Out.

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

           http://bankrupt.com/misc/nyeb18-45280-10.pdf

                         About Blue Gold

Launched in 2010, Blue Gold owns and operates nine retail kosher
food stores under the name of "Seasons" in New York, New Jersey,
Ohio and Maryland.

On Sept. 16, 2018, Blue Gold Equities LLC and 11 of its
subsidiaries filed voluntary petitions seeking relief under the
provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr.
S.D.N.Y. Lead Case No. 18-45280).  Blue Gold disclosed $31 million
in total assets and $42 million in total liabilities.

The Hon. Nancy Hershey Lord is the case judge.

Zeichner Ellman & Krause LLP, led by Nathan Schwed, Peter Janovsky,
and Robert Guttmann, serve as the Debtors' counsel. Getzler Henrich
& Associates, LLC is the restructuring advisor.  Omni Management
Group, Inc. is the claims and noticing agent.

The U.S. Trustee for Region 2 on Sept. 26, 2018, appointed five
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Blue Gold Equities, LLC and its
affiliates.  


BLUE LEOPARD: Trustee Taps Nevada Asset as Real Estate Broker
-------------------------------------------------------------
W. Donald Gieseke, the Chapter 11 trustee for Blue Leopard LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
Nevada to hire a real estate broker.

The trustee proposes to employ Nevada Asset Preservation and
Management in connection with the sale of its real properties
located at 316 Lingering Lane and 2201 Ramsgate Drive, Henderson,
Nevada.

The firm will get a commission of not more than 6% of the gross
sales price.  If a property is sold through a short sale, the buyer
will pay a 3% release fee or $5,000 (whichever is greater) to the
Debtor's bankruptcy estate at the close of escrow.

Nevada Asset is "disinterested" as defined in section 101(14) of
the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Lisa K. Lucas
     Nevada Asset Preservation and Management
     7575 Norman Rockwell Lane, Suite 110
     Las Vegas, NV 89143
     Telephone: 702-545-0957
     Fax: 702-446-8042
     Email: lisalucas@nvasset.com

                       About Blue Leopard

Blue Leopard L.L.C. is a business which operates as a holding
company for five pieces of real estate.  It is owned 50% by J Colby
Wheeler, and 50% by Chad Slade.

Blue Leopard sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 16-10686) on Feb. 18, 2016.  In the
petition signed by J. Colby Wheeler, managing member, the Debtor
estimated assets of $500,000 to $1 million and debts of $1 million
to $10 million.  Judge Mike K. Nakagawa is the case judge.  The
Debtor is represented by Seth D. Ballstaedt, Esq., at The
Ballstaedt Law Firm.

W. Donald Gieseke was appointed as the Chapter 11 Trustee.  The
Trustee retained Humphrey Law, PLLC, as his counsel.


BRIGHT MOUNTAIN: Will Acquire Kubient in an All Stock Transaction
-----------------------------------------------------------------
Bright Mountain Media, Inc., has entered into a non-binding letter
of intent to acquire Kubient, Inc. in an all stock transaction.
Based in New York City, Kubient, Inc. is a video advertising
technology company which offers a full stack programmatic platform
designed to increase publisher revenue and lower advertiser cost
across the video advertising ecosystem.

The LOI follows a previously announced September 2018 Master
Services Agreement Bright Mountain Media entered into with Kubient,
Inc. pursuant to which the Company engaged Kubient, Inc. to provide
its programmatic technology platform to it on a non-exclusive basis
for the purpose of managing its programmatic business partners.
The Master Services Agreement is expected to enhance Bright
Mountain Media's position in the digital advertising space, while
significantly expanding Kubient's reach on Bright Mountain Media's
high quality and owned and operated websites.

Kip Speyer, Chairman and CEO of Bright Mountain Media, said,
"Recognizing the synergies of the companies, we have quickly
proceeded to a LOI to acquire Kubient, Inc.  If consummated, I
believe that this acquisition of Kubient will represent a powerful
opportunity for Bright Mountain Media to directly offer our brand
advertisers the ability to actually prevent the purchase of
fraudulent ad opportunities using machine learning in that critical
window of time called the bid-stream.  We have looked at the
current fraud identification solutions on the market and the fact
they are all using machine learning after our advertisers buy an
impression, it is already a real game-changer for us pursuant to
the Master Services Agreement to use the technology to stop the
fraud rather than learn about it after the fact.  It will even be
more exciting to own the technology."

"The acquisition of Kubient will bring under one umbrella the
Kubient platform which management of Bright Mountain Media believes
is a superior solution for the company's near and long term needs.
This acquisition should also provide cost savings as we are able to
consolidate administrative and other operations," Mr. Speyer
added.

Mr. Speyer announced further that this acquisition, upon
consummation, will also be the Company's first step in the
challenging process of seeking to uplist its common stock to the
NASDAQ or the NYSE/Amex.  Listing on either exchange is subject to
the Company meeting certain listing criteria including the number
of the Company's round lot shareholders and price per share.

" While we do not presently meet these and possibly other criteria,
we have recently engaged Spartan Capital Securities, LLC, a
broker-dealer and member of FINRA to provide us with advisory
services for both raising capital and seeking potential mergers and
acquisitions," Mr. Speyer said.

"Today's announcement with Bright Mountain Media is very exciting
for us.  Kip and his team have identified the huge potential in
digital advertising and our technology is purpose-built to help
them deliver the results his clients are demanding," said Paul
Roberts, founder, and CEO of Kubient.  "I look forward to joining
the Bright Mountain Media management team and believe this
acquisition will help us further exhibit our industry-first
technology that uses machine learning within the programmatic
bid-stream to prevent, rather than identify ad fraud."

The closing of the acquisition is subject to customary conditions
precedent including satisfactory due diligence by Bright Mountain,
the execution of definitive agreements, including an employment
agreement with Mr. Roberts, and approval by the Kubient, Inc.
stockholders.  The LOI is non-binding and there are no assurances
that Bright Mountain Media will consummate the proposed acquisition
of Kubient, Inc.  The Company said stockholders and investors
should not place undue reliance on the LOI.

                     About Bright Mountain

Based in Boca Raton, Fla., Bright Mountain Media, Inc. --
http://www.brightmountainmedia.com/-- is a digital media holding
company whose primary focus is connecting brands with consumers as
a full advertising services platform.  Bright Mountain Media's
assets include an ad network, an ad exchange platform and 25
websites (owned and/or managed) that provide content, services and
products.  The websites are primarily geared for a young, male
audience with several that focus on active, reserve and retired
military audiences as well as law enforcement and first
responders.

Bright Mountain reported a net loss attributable to common
shareholders of $3.01 million for the year ended Dec. 31, 2017,
compared to a net loss attributable to common shareholders of $2.94
million for the year ended Dec. 31, 2016.  The Company's balance
sheet as at June 30, 2018, shows $3.38 million in total assets,
$2.95 million in total liabilities and $432,617 in total
shareholders' equity.

The report from the Company's independent accounting firm Liggett &
Webb, P.A., in Boynton Beach, Florida, on the consolidated
financial statements for the year ended Dec. 31, 2017, includes an
explanatory paragraph stating that the Company sustained a net loss
of $2.99 million and used cash in operating activities of $1.73
million for the year ended Dec. 31, 2017.  The Company had an
accumulated deficit of $11.82 million at Dec. 31, 2017.  These
factors raise substantial doubt about the Company's ability to
continue as a going concern.


BROOKSTONE HOLDINGS: Hilco Not a Sec. 327(a) Professional
---------------------------------------------------------
In the Chapter 11 cases of Brookstone Holdings Corp., Judge Brendan
Linehan Shannon issued an opinion holding that the joint venture
comprised of Gordon Brothers and Hilco is not a professional for
purposes of Section 327(a) of the Bankruptcy Code, and rejects the
argument that the liquidator is acting as an "auctioneer" or 'other
professional" in the case.  

The judge states that the joint venture's services, 'while clearly
valuable and important, are not sufficiently central to the
development and implementation of the Debtor's reorganization to
support a finding that it is a 'professional' within the meaning of
Sec. 327(a)."  This decision overrules the United States Trustee's
objection and does not subject the liquidators to more stringent
rules and greater scrutiny than already imposed by other provisions
of the Bankruptcy Code.

Steven J. Reisman and Cindi M. Giglio of Katten Muchin Rosenman LLP
represent the joint venture comprised of Gordon Brothers Retail
Partners, LLC and Hilco Merchant Resources, LLC.

A link to the opinion is available at:
https://reorg-research.com/pdf/1738883.pdf

                  About Brookstone Holdings

Founded in 1965, Brookstone Holdings Corp. is a U.S.-based product
developer and retailer of wellness, entertainment, and travel
products that are fun to discover, smart to use and beautiful in
design.  Brookstone products are available at its 35 retail
locations in airports throughout the U.S., online at Brookstone.com
and through select premium retailers worldwide.

Brookstone Holdings and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
18-11780) on Aug. 2, 2018.

In the petitions signed by Stephen A. Gould, secretary, the Debtors
estimated assets of $50 million to $100 million and liabilities of
$100 million to $500 million.

Judge Brendan Linehan Shannon presides over the cases.

The Debtors tapped Gibson, Dunn & Crutcher LLP as their bankruptcy
counsel; Young Conaway Stargatt & Taylor, LLP as Delaware counsel;
Berkeley Research Group, LLC as financial advisor; GLC Advisors &
Co. as investment banker; and Omni Management Group, Inc., as
administrative agent.



CABLEVISION SYSTEMS: Fitch Affirms B+ LT IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed the 'B+' Long-Term Issuer Default
Ratings on Cablevision Systems Corporation and wholly-owned
operating subsidiary, CSC Holdings LLC following Altice USA's
announcement that it would combine the Cablevision and Cequel
Communications Holdings I LLC operations under one credit silo
through a number of transactions.

Fitch has assigned expected issue ratings of 'BB+'/'RR1' to the
proposed new $1.275 billion CSCH term loan B-3 due 2026, 'BB'/'RR2'
to the new $2.6 billion in CSCH senior guaranteed notes and
'B+'/'RR4' to the new CSCH senior unsecured notes. Fitch has
upgraded the issue ratings on the CSCH senior unsecured notes to
'B+'/'RR4' from 'B'/'RR5', reflecting the improved recovery
prospects following the combination. Fitch has affirmed all other
issue ratings.

Fitch estimates that pro-forma gross unadjusted leverage is
unchanged on a consolidated basis at 5.8x for LTM ended June 30,
2018 (including collateralized debt obligations). Fitch believes
that the combination more strongly positions Cablevision within its
'B+' rating category, owing to the enhanced scale and improved
geographic diversification of the consolidated entity.
Additionally, Fitch believes the simplification of the capital
structure will provide improved clarity into the company's
reporting and financial policies going forward. However, Fitch does
not anticipate much in the way of incremental operating synergies
as a result of the combination. Cablevision and Cequel have already
benefited from Altice's strong execution of cost cutting
initiatives (roughly $900 million in cost savings realized relative
to the company's long-term target of $1.1 billion). Fitch believes
that continued EBITDA margin expansion will be limited going
forward and as such will be a less meaningful driver of leverage
reduction. Fitch would consider a positive rating action if
improved operational performance or Altice's financial policies
result in gross unadjusted leverage falling below 5.5x for a
sustained period.

The ratings and Stable Outlook incorporate Fitch's view that
revenues for the combined entity will continue to grow modestly in
the low single-digit range as continued decline in voice and video
revenues is offset by growth in high-speed data revenues. Fitch
also anticipates relatively stable EBITDA margins in the low 40%
range over the forecast period. Fitch notes that the stand-alone
Cablevision operations benefit from a more economically attractive
subscriber profile characterized by higher average revenue per user
(ARPU) as compared with the stand-alone Cequel. However,
competition in the Cablevision footprint from other traditional
MVPDs (i.e. Verizon and Fronteir) and over-the-top (OTT) service
offerings is intense given the weighting toward urban and suburban
areas. Fitch views the company's roll-out of the Altice One box
(enhanced set-top box that incorporates OTT applications) and
fiber-to-the-home (FTTH) buildout as prudent to increase customer
stickiness amid growing competitive pressures.

The combination requires regulatory approvals and will be effected
through a number of steps. Altice USA will exchange the existing
Cequel senior secured notes and unsecured senior notes into new
Cequel notes (mirror notes), which will automatically convert into
new CSCH senior guaranteed notes and senior notes upon the closing
of the combination. Also, the existing Cequel Term Loan B will be
replaced by a $1.275 billion new CSCH Term Loan B-3 due 2026. The
new CSCH Term Loan B is pari passu with the existing CSCH credit
facilities. The new CSCH senior guaranteed notes and CSCH senior
unsecured notes will have the same terms as the existing CSCH
notes. Debtholders benefit from guarantees from both the
Cablevision and Cequel operating subsidiaries.

KEY RATING DRIVERS

Combination Enhances Scale: The combined Cablevision and Cequel
entity is larger and more geographically diversified with 8.7
million homes passed and 4.9 million customer relationships
covering 21 states. Fitch-calculated LTM revenue and EBITDA totaled
approximately $9.4 billion and $4.1 billion, respectively.

Leverage Neutral Transaction: Fitch views the simplification of the
capital structure as a positive to debtholders. The transaction is
neutral in regards to leverage of the consolidated Altice USA
entity. With the announced separation of Altice USA from Altice NV,
Altice USA publicly guided to a net leverage target of 4.5x-5.0x,
down from the previously guided range of 5.0x-5.5x. Fitch is
encouraged that management remains committed to this more
conservative leverage target. Fitch expects that Altice USA will
balance modest debt reduction and share repurchase over the
forecast period.

EBITDA Margin Expansion: Since the acquisition in June 2016, Altice
USA has realized more than $900 million of cost savings (versus its
long-term target of $1.1 billion). These synergies mainly
contributed to Altice USA's EBITDA margins expanding to roughly
42.5% as of Q2'18, up from 36.2% as of Q2'16. The achieved
operational efficiencies have driven a meaningful reduction in
leverage. The company was pacing ahead of Fitch's expectations for
deleveraging prior to the announcement of the Altice USA spin-off
and debt-funded special dividend that was completed in the first
half of 2018.

However, Fitch does not expect any sizable synergies to result from
the planned Cablevision and Cequal combination. Fitch believes that
Altice USA has already extracted value by managing the business on
a consolidated basis. Fitch expects more modest expansion to EBITDA
margins.

Strong Liquidity and FCF: Pro forma for the combination, Fitch
expects Altice USA to generate FCF in a range of $1.2 billion-$1.3
billion annually. Liquidity will also supported by $389 million in
pro forma balance sheet cash, and a $2.65 billion upsized revolver.
Fitch expects capital spending to continue at a more elevated level
as Altice USA completes its planned buildout of FTTH over the next
few years.

Longer-Term Event Risk Remains: Altice USA's increased public float
and separation from Altice NV could make the company more able to
take advantage of potential future M&A transactions. Fitch believes
that the potential for additional M&A remains an event risk over
the longer-term for Cablevision.

DERIVATION SUMMARY

The ratings reflect Cablevision's pro-forma high leverage, smaller
scale and less geographic diversification relative to other cable
peers, notably Charter (BB+/Stable). The acquisition of Cablevision
and Cequel by Altice created the fourth-largest multichannel video
programming distributor (MVPD) in the U.S. The announced
combination of Cablevision and Cequel more strongly positions the
pro-forma credit profile in the 'B+' rating category. Notably,
Cablevision's consolidated revenues compares more closely with DISH
Network (B+/Negative). However, Cablevision maintains much higher
EBITDA and FCF margins despite a similar leverage profile.
Cablevision already has high penetration in its territories, which
leaves it at risk to promotional activity from traditional MVPDs
and disruptive service offerings from over-the-top (OTT) players,
like Netflix, Amazon and vMVPDs like Hulu, YouTubeTV, DIRECTV Now
and Sling. Fitch believes that this is somewhat offset by the
company's high EBITDA margins, at the high-end of the peer group,
and the successful execution of its cost reduction strategies.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within the Rating Case for the Issuer

  - Revenue growth in the low single digits, reflecting the
maturity and high penetration rate of the company's services;

  - EBITDA margins in the low 40% range;

  - Deleveraging achieved mostly through EBITDA growth and some
modest debt reduction;

  - FCF will support Altice USA's share repurchase program.

Recovery Analysis Considerations

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

  - Fitch's going concern EBITDA of $3.2 billion reflects increased
competition from traditional MVPDs and OTT providers resulting in
an uptick in video and phone subscriber losses. Altice USA must
engage in promotional pricing activity to remain competitive. At
the same time, programming costs continue to increase as the
company fails to negotiate more favorable rate increases. As a
result, ARPU and EBITDA per subscriber are pressured.

  - Fitch estimates a distressed enterprise valuation of $19.3
billion using a 6.0x multiple. Fitch applies a going-concern
enterprise value (EV) multiple of 6.0x, lower than public and
private transaction multiples reflecting Altice USA's smaller scale
and less diversification relative to larger cable peers. It also
incorporates the 2009 emergence from bankruptcy of Charter
Communications at a reorganization multiple of 5.8x. Cablevision's
market trading multiple averaged roughly 8.6x from 2006 until its
acquisition in June 2016. Cablevision was acquired by Altice NV, BC
Partners and CPPIB for $17.7 billion at an 8.8x purchase price
multiple (6.1x including synergies). Other multiples for recent
cable acquisitions include Charter's acquisition of Time Warner
Cable and Bright House Networks in May 2016 for 9.8x and 12.8x,
respectively (8.3x and 6.5x including synergies and tax benefits).


  - Fitch assumes a fully drawn revolver in its recovery analysis
since credit revolvers are tapped as companies are under distress.
Fitch assumes a full draw of the anticipated upsized CSCH $2.65
billion revolver.

  - The recovery model results in a 'BB+'/'RR1' rating for the CSCH
senior secured credit facilities, reflecting Fitch's belief that
91%-100% recovery is reasonable.

  - The recovery model results in an issue rating of 'BB'/'RR2' for
CSCH's senior unsecured guaranteed notes.

  - The recovery model results in a 'B+/'RR4' rating for the CSCH
senior unsecured notes, an improvement from 'B'/'RR5', reflecting
improved recovery prospects to the CSCH senior unsecured notes
resulting from the proposed combination of Cablevision and Cequel.

  - The 'B-'/'RR6' rating on the CVC senior unsecured notes
reflects the limited recovery prospects in distress.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  - Sustained leverage below 5.5x and indications that the combined
operating profile (Cablevision and Cequel) will not materially
decline in the face of competition from other MVPDs and against OTT
providers in the evolving media landscape.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - Leverage exceeding 6.5x for a sustained period, in the absence
of a credible deleveraging plan, as a result of increased
competition and operational weakness or leveraging transactions.

LIQUIDITY

Fitch considers the company's liquidity position and overall
financial flexibility to be adequate. Pro forma for the
combination, liquidity will be supported by $389 million in balance
sheet, and an upsized $2.56 billion revolver. Fitch also expects
strong FCF generation in a range of roughly $1.2 billion-$1.3
billion over the forecast period. The pro-forma entity has modest
debt maturities over the next two years including $526 million in
2019 and $500 million in 2020. The next sizable maturity comes in
2021 when $2.25 billion (excluding current revolver borrowings)
becomes due. Fitch believes that management has the ability to
manage near-term maturities with a combination of FCF generation
and revolver availability.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following expected ratings:

CSC Holdings LLC (CSCH):

  -- New Senior Secured Term Loan B-3 due 2026 'BB+'/'RR1';

  -- New $2.6 billion of Senior Guaranteed Notes due 2023 and 2026
'BB'/'RR2';

  -- New $2.9 billion of Senior Notes due 2021, 2025 and 2028
'B+'/'RR4'.

Fitch has upgraded the following ratings:

CSC Holdings LLC (CSCH):

  -- Senior Notes to 'B+'/'RR4' from 'B'/'RR5'.

Fitch has affirmed the following ratings:

CSC Holdings LLC (CSCH):

  -- Long-Term IDR at 'B+';

  -- Senior secured credit facility at 'BB+'/'RR1';

  -- Senior guaranteed notes at 'BB'/'RR2'.

Cablevision Systems Corp.:

  -- Long-Term IDR at 'B+';

  -- Senior unsecured notes at 'B-'/'RR6'.

The Rating Outlook is Stable.


CARTHAGE SPECIALTY: IDA Buying Lowville Property for $800K
----------------------------------------------------------
Carthage Specialty Paperboard, Inc., and its debtor-affiliate ask
the U.S. Bankruptcy Court for the Northern District of New York to
authorize Carthage Specialty Paperboard, Inc. ("CSP")'s sale of the
real property located at 7840 State Route 26, Lowville, New York to
the Lewis County Industrial Development Agency ("IDA") for
$800,000, subject to higher or better offers.

As the Court is aware, the Debtors previously filed the motion
asking authority to sell the Lowville Property, which the Court
denied without prejudice.  The Debtors believe that they have
addressed the Courts' concerns related to the Original Motion and
are filing the Lowville Sale Motion and the Motion of the Debtors
for Entry of an Order Authorizing the Acquisition of Certain Real
Property in Lowville, New York in order to secure at least $400,000
in proceeds from the purchase and sale of the Lowville Property for
the Debtors' Estates.

Since filing the Original Motion, the Debtors have made significant
progress towards the separate sale of substantially all of their
assets and papermaking business and have recently filed a motion
seeking approval of bidding procedures and a proposed stalking
horse asset purchase agreement in connection with the Debtors'
request to sell substantially all of their assets, including their
paper mill.  If the Court grants the Lowville Purchase Motion and
the Lowville Sale Motion, the Debtors will receive at least
$400,000 of sale proceeds to assist their future business
operations as they move forward with the sale of their assets and
business to the stalking horse purchaser or, if an auction is held,
the prevailing bidder at the auction.

As such, the Debtors are respectfully asking expedited
consideration and approval of the Lowville Sale Motion, as they
respectfully submit that it is in their best interests, their
estates and their creditors to sell the Lowville Property, so that
they can ultimately receive at least $400,000 for their
operations.

Contemporaneously with the Motion, the Debtors have filed the
Lowville Purchase Motion, asking authorization for CSP to acquire
from Climax RE Holdings, LLC the Lowville Property and related
assets pursuant to the terms of the Purchase Agreement, dated Sept.
18, 2018, by and between CSP and Climax RE.

As described in the Lowville Purchase Motion, the Lowville Property
consists of a 170,000 square foot warehouse located on
approximately 13 acres of industrial use land just north of the
village of Lowville, New York.  It is the former home of Climax
Manufacturing Co. ("CMC"), a Delaware corporation that was, until
it went out of business in 2016, engaged in the business of
converting paperboard into cartons, boxes and other packaging
products.  The current owner of the Lowville Property, Climax RE,
is a real estate holding company and a wholly-owned subsidiary of
CMC.  The Debtors currently use approximately 80,000 square feet of
warehouse space on the Lowville Property.

Pursuant to a listing agreement with Climax RE, the Lowville
Property has been listed for sale with brokerage firm CBRE for
approximately one year.  Prior to listing, in August of 2016, CBRE
provided an informal suggestion of value for the Lowville Property
of between $1,275,000 and $1.7 million, however this estimate was
subject to the caveat that an accurate valuation was difficult to
provide as there has been very little recent market activity or
sales of comparable property in the area, and accordingly that a
sale might occur only at a lower value.

CBRE's marketing efforts resulted in interest from only one private
party buyer who made a verbal offer to pay $400,000 for the
Lowville Property but would not commit to a written purchase
contract and ultimately decided to invest in a different location.


On Jan. 19, 2018, the IDA presented an offer to acquire the
Lowville Property for a purchase price of $800,000, which was
accepted by Climax RE on July 29, 2018.  The IDA Purchase Agreement
is contingent upon the property being conveyed free and clear of
liens and encumbrances.

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

   http://bankrupt.com/misc/Carthage_Specialty_274_Sales.pdf

If the Court grants the Lowville Purchase Motion and the Lowville
Sale Motion, CSP will acquire the Lowville Property from Climax RE
and, pursuant to the terms of the Purchase Agreement, the IDA
Purchase Agreement will be assigned to CSP.  CSP will then
immediately consummate the sale of the Lowville Property to the IDA
for a purchase price of $800,000.  The IDA has agreed to the
assignment of the IDA Purchase Agreement and has confirmed that it
will consummate the transactions contemplated by the IDA Purchase
Agreement with CSP, as set forth in the Assignment Agreement and
Addendum to Offer to Purchase attached to the Purchase Agreement.

In addition, the IDA has agreed to allow the Debtors, or their
proposed stalking horse purchaser, to continue to use up to 80,000
square feet of warehouse space on the Lowville Property for up to
two years rent free other than payments for a pro rata share of
taxes, utilities and other operating expenses.  

The Debtors believe the IDA Purchase Agreement represents the best
opportunity to recover on the Lowville Note and that, if a sale to
the IDA is not consummated in the near future, the next deal may be
years away.

KeyBank, as the holder of a $3.5 million first-lien mortgage on the
Lowville Property, has consented to the transactions contemplated.
Moreover, as any proceeds of the sale of the Lowville Property will
represent KeyBank's cash collateral, KeyBank has further agreed to
allow CSP to use at least $400,000 of the proceeds from the sale
pursuant to the Court's prior order authorizing the use of cash
collateral.  Access to these additional funds will be critical to
the Debtors' continued ability to maintain ongoing operations while
they pursue the sale of their business as a going concern.

In the Original Motion, the Debtors identified five parties who
might potentially assert a lien against the Lowville Property in
addition to KeyBank. Those five parties were (i) Bank of America as
successor to Fleet National Bank ("BoA") who is reflected in the
Lewis County Clerk's office as being the assignee of a mortgage in
favor of Chemical Bank originally dated Dec. 1, 1988; (ii) Belting
Solutions & Supplies, Inc., who filed a judgment against CMC, not
Climax RE, in the amount of $8,540 on Oct. 5, 2016; (iii) Casella
Waste System, Inc. who filed a mechanic's lien against CMC as
hiring party and Climax RE as property owner asserting $9,122 due
from CMC relating to the provision of disposal containers on March
2, 2017; (iv) White Birch Paper Canada NSULC, who filed a default
judgment against CMC, not Climax RE, in the amount of $243,967 plus
$656 in interest and costs on April 24, 2017; and the Pension
Benefit Guaranty Corp. ("PBGC"), who filed liens against Climax RE
in the amounts of $2,646,466 and $4,036,058 asserting liabilities
relating respectively to the Retirement Plan for Employees of
Climax Manufacturing Company and the Climax Manufacturing Co.
Retirement Income Plan for Union Employees on Jan. 8, 2018.

After the hearing on the Original Motion, the Debtors conducted
additional judgment and lien searches concerning the potential
claims of Belting and White Birch and have determined confirmed
that neither of the judgments in favor of Belting or White Birch
name Climax RE as a judgment debtor, nor have either of those
judgments been filed of record in Lewis County as against Climax
RE.  Additionally, the mechanic's lien previously filed by Casella
has now expired, and a recent mechanic's lien search found no
current mechanic's liens
of record filed against Climax RE.

The Debtors have further confirmed that the IDA is willing to
accept title to the Lowville Property subject to any claims that
may exist with respect to the BoA Mortgage, and accordingly the
Debtors are not by the Lowville Sale Motion asking the Court to
order the sale of the Lowville Property free and clear of the BoA
Mortgage.

Lastly, the liens of the PBGC which were filed against Climax RE,
among others, in January 2018 after KeyBank perfected its senior
mortgage against Climax RE.  In light of the fact that the $3.5
million KeyBank Mortgage is substantially in excess of the value of
the Lowville Property, the Debtors have requested that PBGC
voluntarily release its junior liens in order to allow Climax RE to
sell the Lowville Property directly to the IDA.  As of the date of
the Lowville Sale Motion, the PBGC has not agreed to voluntarily
release its liens; however, the PBGC did not object to the Original
Motion which similarly sought authority to sell the Lowville
Property free and clear of the PBGC's liens, and counsel for the
PBGC has indicated that they will not oppose the relief being
sought in the Lowville Sale Motion.

By the Lowville Sale Motion, the Debtors respectfully ask the entry
of an order authorizing Debtor CSP to sell the Lowville Property to
the IDA or to any party who presents a higher or better offer for
the Lowville Property at the hearing on the Lowville Sale Motion,
free and clear of any Interests, with any existing Interests to
attach to the net proceeds of the sale with the same validity and
respective priority as existed immediately prior to such sale.

The Debtors ask that the Court waives the stay period under
Bankruptcy Rule 6004(h).

             About Carthage Specialty Paperboard

Carthage Specialty Paperboard, Inc. -- http://www.carthagespbd.com/
-- is a paperboard manufacturer in Carthage, New York, serving a
diverse range of markets from pulp-substitute specialty paperboard
to industrial grade chipboards.

Carthage Specialty Paperboard and its affiliate Carthage
Acquisition, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D.N.Y. Lead Case No. 18-30226) on Feb.
28, 2018.

In the petitions signed by Donald Schnackel, vice-president of
finance, Carthage Specialty estimated assets and liabilities of $10
million to $50 million; and Carthage Acquisition estimated assets
of $1 million to $10 million and liabilities of $10 million to $50
million.

The Debtor hires Bradley Woods & Co. Ltd., as financial advisor and
investment banker.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors.


CELL SCIENCE: Sale of Business Delays Plan Filing
-------------------------------------------------
Cell Science Systems Corporation asks the U.S. Bankruptcy Court for
the Southern District of Florida to extend the Debtor's exclusive
right to file a plan of reorganization and to solicit acceptances
of a plan through and including Jan. 18, 2019, and March 21, 2019,
exclusively.

Pursuant to 11 U.S.C. Section 1121(c), the Debtor has the exclusive
right to file a plan of reorganization through and including Oct.
20, 2018, and have the exclusive right to solicit acceptances
through and including Dec. 21, 2018.

The Debtor is in the process of exploring whether to engage an
investment banker and sell the business as a going concern.  The
extension requested will provide the time for the Debtor to fully
explore these options and begin a sales process, if appropriate.

The Debtor submits that the granting of this extension will not
prejudice the rights of any creditor or any party in interest and
submits this motion is made in good faith and not for the purposes
of delay.

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

           http://bankrupt.com/misc/flsb18-17541-52.pdf

                       About Cell Science

Cell Science Systems Corporation --
https://www.cellsciencesystems.com/ -- is a speciality clinical
laboratory that develops and performs laboratory testing in
immunology and cell biology supporting the personalized treatment
and prevention of chronic disease.  Cell Science Systems operates a
CLIA certified laboratory and is a FDA inspected and registered
cGMP medical device manufacturer meeting ISO EN13485 standards.

Cell Science Systems filed for bankruptcy protection (Bankr. S.D.
Fla. Case No. 18-17541) on June 22, 2018.  Judge Raymond Ray
presides over the case.  Furr & Cohen represents the Debtor.


CENOVUS ENERGY: Moody's Hikes CFR to Ba1, Outlook Stable
--------------------------------------------------------
Moody's Investors Service upgraded Cenovus Energy Inc.'s Corporate
Family Rating and senior unsecured notes ratings to Ba1 from Ba2,
and its Probability of Default rating to Ba1-PD from Ba2-PD. The
SGL-1 Speculative Grade Liquidity rating and Not Prime commercial
paper ratings were affirmed.

"The upgrade in Cenovus' ratings reflects improving leverage, with
substantial expected free cash flow supporting debt reduction and
driving RCF/debt towards 35% in 2019," said Terry Marshall, Moody's
Senior Vice President. "The company benefits from an improved cost
structure for its in-situ oil sands operations, substantial SAGD
production and the ability to generate about $1.5 billion of annual
free cash flow at current and expected heavy oil prices."

Upgrades:

Issuer: Cenovus Energy Inc.

Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD

Corporate Family Rating, Upgraded to Ba1 from Ba2

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

Outlook Actions:

Issuer: Cenovus Energy Inc.

Outlook, Remains Stable

Affirmations:

Issuer: Cenovus Energy Inc.

Speculative Grade Liquidity Rating, Affirmed SGL-1

Senior Unsecured Commercial Paper, Affirmed NP

RATINGS RATIONALE

Cenovus' Ba1 CFR reflects 1) strong free cash flow ($1.5 billion
expected in 2019) due to increasing prices and reducing costs at
its Foster Creek/Christina Lake (FCCL) steam-assisted gravity
drainage (SAGD) Canadian oil sands asset, 2) management's
commitment to reduce debt materially, 3) expected RCF/D of around
35% (21% LTM Jun-18; negatively impacted by hedging), and 4)
long-lived, predictable, low decline assets. Cenovus is challenged
by 1) its concentration in heavy oil in one geographic location, 2)
exposure to Canadian heavy oil price discounts (WCS-WTI spread) for
about 60% of production currently, but which should improve towards
40% with the implementation of recently announced rail contracts to
the Gulf Coast, and 3) largely uneconomic Deep Basin assets.

Cenovus has excellent liquidity. The company will have about C$2.6
Billion of positive free cash flow in the 18 months through 2019,
and had a June 2018 cash balance of about $375 million. Cenovus has
an undrawn C$4.5 billion revolving credit facility of which C$1.2
billion matures in November 2020 and C$3.3 billion in November
2021. Cenovus should be well in compliance with its only financial
covenant (debt to capitalization not greater than 65%) through
2019. Cenovus has significant non-core assets through which it
could raise alternate liquidity via outright sale or joint venture
arrangements.

The stable outlook reflects improving credit metrics in 2019 with
RCF/debt trending towards 35% (21% LTM Jun-18).

The rating could be upgraded if Cenovus continues to reduce debt
and retained cash flow to debt appears sustainable above 40% (21%
LTM Jun-18), the LFCR is above 1.5x and the company at least
maintains its operating cost structure at FCCL.

The rating could be downgraded if retained cash flow to debt
appears likely to remain below 25% (21% LTM Jun-18), if the LFCR
falls below 1.2x on forward looking basis or if the FCCL operating
cost structure deteriorates.

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

Cenovus is a Calgary, Alberta-based exploration and production
company with interests in SAGD oil sands production, Deep Basin
natural gas production and interests in downstream refinery assets.


CHADHAM HOMEOWNERS: Taps Riley Allen Law as Special Counsel
-----------------------------------------------------------
Chadham by the Sea Homeowners Association, Inc., seeks approval
from the U.S. Bankruptcy Court for the Middle District of Florida
to hire Riley Allen Law as special counsel.

The firm will advise the Debtor regarding construction and
insurance law and will represent the Debtor in litigation involving
Citizens Property Insurance Corporation.

W. Riley Allen, Esq., at Riley Allen Law, disclosed in a court
filing that he and his firm do not represent any interest adverse
or potentially adverse to the Debtor and its estate.

The firm can be reached through:

     W. Riley Allen, Esq.
     Riley Allen Law
     429 S. Keller Road, Suite 220
     Orlando, FL 32810
     Phone: +1 407-838-2000
     E-mail: RileyAllen@FloridaTrialLawyer.com

                About Chadham By The Sea Homeowners

Chadham By The Sea Homeowners Association, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
17-00520) on Jan. 27, 2017.  At the time of the filing, the Debtor
estimated assets of less than $100,000 and liabilities of less than
$1 million.  The case is assigned to Judge Karen S. Jennemann.
James H. Monroe, P.A., is the Debtor's bankruptcy counsel.  Cole &
Associates, LLC, serves as the Debtor's accountant.


CLINTON NURSERIES: May Use Cash Collateral Through Oct. 28
----------------------------------------------------------
The Hon. James J. Tancredi of the U.S. Bankruptcy Court for the
District of Connecticut has inked his approval on an order and
stipulation authorizing Clinton Nurseries, Inc.'s and its
affiliates' tenth interim use of cash collateral through and
including the earlier of (i) Oct. 28, 2018 or (ii) the date of
termination of the use of cash collateral due to an event of
default.

A hearing to consider further continued use of Cash Collateral will
be held on Oct. 26, 2018 at 10:00 a.m. Any objection to the
Continued Cash Collateral Motion will be filed on or before 4:00
p.m. on Oct. 23.  The Debtors are directed to docket and serve on
the Notice Parties a proposed order for further use of Cash
Collateral on or before Oct. 22.

Bank of the West has negotiated in good faith regarding the
Debtors' use of the prepetition collateral (including the cash
collateral) to fund the administration of the Debtors' estate and
continued operation of the Debtors' business.  Bank of the West has
agreed to permit the Debtors to use the prepetition collateral,
including the cash collateral, subject to the terms of the Tenth
Interim Order.

The Debtor will pay to Bank of the West interest at the
contractual, non-default, rate of interest set forth in the
Operating Agreement and the Real Estate Note, all such amounts to
be paid in accordance with the Budget, not to exceed $85,000 for
September 2018 period.

Bank of the West is granted a valid, binding, enforceable and
perfected senior replacement liens on and security interests in all
property and assets of any kind and nature in which the Debtors
have an interest, whether real or personal.

Bank of the West is also granted allowed superpriority claims
senior to all other administrative expense claims and to all other
claims, to the extent of any diminution in value of the Prepetition
Collateral in which the Debtors have an interest resulting from any
use of Cash Collateral.

Warren Richards, Jr. and Ann Richards, Varilease Finance, Inc., and
Spring Meadow Nursery, Inc. (the "Other Lien Holders"), may assert
interests in some portion of the cash collateral.  To the extent
that any of the Other Lien Holders hold an interest in the cash
collateral, each such Other Lien Holder is granted (a) a
replacement lien on all of the Prepetition Collateral and the
Postpetition Collateral and (b) a Superpriority Claim. Such
replacement liens and Superpriority Claims will be only for the
amount of any diminution in value (if any) of such Other Lien
Holder's interest (if any) in the cash collateral and that such
replacement liens or superpriority claim will be only to the same
validity, priority and extent of any prepetition interest in the
cash collateral held by such Other Lien Holder.

The Debtors will provide to Bank of the West, Varilease Finance,
Inc. and the Committee the following, upon execution of an
appropriate non-disclosure agreement:

     (a) Any projections prepared by the Debtors and/or True North,
when finalized;

     (b) The CIM (Confidential Information Memorandum) being
drafted by True North, when completed;

     (c) Copies of all shipping orders and related documentation
received by the Debtors from Lowes and Walmart, but only to the
extent such information is not covered by a confidentiality or
non-disclosure agreement between Lowes and Walmart;

     (d) All final expressions of interest and letters of intent
received by the Debtors, when received; and

     (e) Any financial information provided to Bank of the West,
when provided to Bank of the West.

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

         http://bankrupt.com/misc/ctb17-31897-513.pdf

                    About Clinton Nurseries

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

Clinton Nurseries and its affiliates sought Chapter 11 protection
(Bankr. D. Conn. Case No. 17-31897) on Dec. 18, 2017.  David
Richards, president, signed the petition.  The cases are jointly
administered under Case No. 17-31897.

At the time of filing, Clinton Nurseries estimated its assets and
liabilities at $10 million to $50 million.

Judge James J. Tancredi presides over the cases.  Zeisler &
Zeisler, P.C. is the Debtors' legal counsel.

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


CONCORDIA INTERNATIONAL: Will Rebrand as Advanz Pharma in Q4
------------------------------------------------------------
Concordia International Corp. intends to change its name as part of
a global rebrand in support of its strategy and vision.  Subject to
the customary approvals, including stock exchange and shareholder
approvals, the Company intends to rebrand as ADVANZ PHARMA during
the fourth quarter of 2018.
ADVANZ PHARMA (Concordia International Corp.), will re-focus on
delivering sustainable value across its portfolio of specialty
generic and legacy branded, off patent medicines.

ADVANZ PHARMA will aim to build on the Company's current
capabilities and global footprint across more than 90 countries, to
enable it to meet the increasingly complex needs of global
healthcare systems.

Graeme Duncan, chief executive officer said: "ADVANZ PHARMA is more
than just a new corporate brand.  We believe it truly represents
the Company's new vision and values.  Leveraging a new corporate
identity, leadership team and capital structure, we are aiming to
go beyond the fulfilment of orders of our medicines to become a
trusted and respected partner to our customers, healthcare
providers, and patients."

In addition to ensuring continued supply of its diverse range of
high quality, established medicines, the Company will focus on
expanding its global presence in order to provide a platform for
future growth.

"Through the expansion of our extensive portfolio and our
acquisition strategy, we will look to provide greater access to
medicines for patients, and sustainable value for healthcare
providers," Mr Duncan continued.  "We believe that our strong
financial position, and supportive shareholder base, combined with
our impressive heritage and experience, will see us deliver a
progressive company that is ready for the future.  We will be
looking to utilise our strong balance sheet to further build out
our pipeline of medicines and acquire both companies and standalone
medicines that allow us to continue to meet the present and future
needs of the healthcare environment."

Mr. Duncan, who is unveiling the proposed corporate identity to
global partners, suppliers and customers at CPhI Europe in Madrid,
Spain, concluded, "We aim to be the most idea-generative company in
the generics industry and look forward to working towards this goal
with all industry partners, and we think ADVANZ PHARMA represents
this.  In transitioning to a new corporate brand and global
strategy, we expect that our commitment to our refreshed vision
will offer true value to our core stakeholders and healthcare
systems."

                        About Concordia

Based in Ontario, Canada, Concordia -- http://www.concordiarx.com/
-- is an international specialty pharmaceutical company with a
diversified portfolio of more than 200 patented and off-patent
products, and sales in more than 90 countries.  Going forward, the
Company is focused on becoming a leader in European specialty,
off-patent medicines.  Concordia operates out of facilities in
Mississauga, Ontario and, through its subsidiaries, operates out of
facilities in Bridgetown, Barbados; London, England and Mumbai,
India.

Concordia reported a net loss of US$1.59 billion for the year ended
Dec. 31, 2017, compared to a net loss of US$1.31 billion for the
year ended Dec. 31, 2016.  As of June 30, 2018, Concordia had
US$2.12 billion in total assets, US$4.25 billion in total
liabilities and a total shareholders' deficit of US$2.13 billion.


CONEX EQUIPMENT: Taps Whitaker Chalk as Legal Counsel
-----------------------------------------------------
Conex Equipment Manufacturing, LLC, seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire
Whitaker Chalk Swindle & Schwartz, PLLC as its legal counsel.

The firm will advise the company and its affiliated debtors
regarding the administration of their bankruptcy estates; assist in
the sale or use of their assets and in obtaining financing; assist
in the preparation and implementation of a plan of reorganization;
and provide other legal services related to their Chapter 11
cases.

Whitaker will charge these hourly rates:

     Robert Simon, Member                   $475
     Brandon Scot Pierce, Member            $375
     Associates                         $200 to $275
     Bonnie Peck, Paralegal                 $125
     Caroline Tower, Paralegal              $100

The firm received a pre-bankruptcy retainer in the sum of $25,000.

Robert Simon, Esq., at Whitaker, disclosed in a court filing that
his firm is "disinterested" as defined in Section 101(14) of the
Bankruptcy Code.

Whitaker can be reached through:

     Robert A. Simon, Esq.
     B. Scot Pierce, Esq.
     Whitaker Chalk Swindle & Schwartz, PLLC
     310 Commerce Street, Suite 3500
     Fort Worth, TX 76102
     Telephone: (817) 878-0500
     E-mail: rsimon@whitakerchalk.com
     E-mail: spierce@whitakerchalk.com

              About Conex Equipment Manufacturing

Conex Equipment Manufacturing LLC, C.R.P. Machine and Welding Inc.
and their owners Ronald Lynn and Cathy Lea Perdue sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case Nos.
18-43727, 18-43729 and 18-43731) on Sept. 24, 2018.

At the time of the filing, Conex estimated assets of less than
$100,000 and liabilities of less than $100,000.  C.R.P. Machine
estimated less than $500,000 in assets and less than $1 million in
liabilities.


CONNIE HARDWICK: Graham Buying Florence Property for $1.5 Million
-----------------------------------------------------------------
Connie Lynette Hardwick filed with the U.S. Bankruptcy Court for
the District of South Carolina a notice of her proposed private
sale of 50% interest in the 785.57 acres and 375 acres of real
property in Florence County, South Carolina, TMS Nos. 00370-01-011
and 00371-01-001, to Michael N Graham for $1.5 million.

A hearing on the Motion is set for Oct. 17, 2018 at 10:30 a.m.
Objections, if any, must be filed within 21 days from service of
the application.

The sale will be free and clear of all liens and encumbrances.  It
will be a partial sale of interest to co-investor in LLC.  The
entire property to be transferred into jointly held LLC.

When previously appraised, the property is valued at $3.88
million.

The price is $1.5 million for 50% interest in property to be
transferred to a company held by the Debtor and the Purchaser
equally at 50% each.  The sale will occur at the offices of Robbie
Lowman Jr, Lowman Law Firm, PA, at 316 S McQueen St. Florence, SC
29501.  The closing date will be as soon as possible after order
approving sale is entered.

Arborone, ACA asserts a first lien position on the property.
Balance due to Arborone, ACA on the expected closing date of Oct.
18, 2018 is approximately $1,362,320.  Arborone will be paid in
full.

From the proceeds of the sale (i) $11,267 will go to pay special
counsel Morgan Martin; (ii) $7,726 will go to pay the CPA Crowley
Wechsler & Associates, LLC; and (iii) $47,825 will go to pay the
Debtors' counsel the Markham Law Firm for fees related to the their
bankruptcy.  The remaining proceeds will be paid according to the
confirmed plan and to pay any necessary expenses.

In order to close the sale promptly, the Debtor is asking a waiver
of the stay under Fed. R. Bankr. P. 6004(h).

The Debtor is informed and believes that it would be in the best
interest of the estate to sell said property by private sale.  She
also believes that the funds to be recovered for the estate from
the sale of the property justify its sale and filing the Motion.

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

   http://bankrupt.com/misc/Connie_Hardwick_225_Sales.pdf

The Purchaser:

          Michael N. Graham
          P.O. Box 275
          Aynor, SC 29511

Connie Lynette Hardwick sought Chapter 11 protection (Bankr. D.
S.C. Case No. 17-01132) on March 7, 2017.  The Debtor tapped Sean
P. Markham, Esq., at Markam Law Firm, LLC, as counsel.



DAVID GOLDMAN: Zhuo Wang Buying Tampa Homestead for $335K
---------------------------------------------------------
David Wiley Goldman asks the U.S. Bankruptcy Court for the Middle
District of Florida to authorize the sale of the real property
located at 5103 Ashcrest Court, Hillsborough County, Tampa,
Florida, Parcel Identification No. A-22-27-19-SFC-000001-00029.0,
more specifically described as Lot 29, Block 1, Tampa Palms Area 4,
Parcel 21 Replat, according to the map or plat thereof as recorded
in Plat Book 85, Pages 67 through 74, Public Records of
Hillsborough County, Florida, to Zhuo Wang for $335,000.

The Subject Property that was the Debtor's homestead as of the
Filing Date.  He's the owner of Subject Property.

The Debtor has entered into a Contract for the Sale and Purchase of
the Subject Property with the Buyer for the sum of $335,000.  The
proceeds of the sale will satisfy the first mortgage minimum net
proceeds claim of Regions Bank in the approximate amount of
$285,188, based on the Debtor's estimate, any incidental closing
costs and the ad valorem real property taxes.

The Debtor anticipates that the First Mortgage Holder will consent
to the sale of the property free and clear of liens; and he will
provide a proposed Closing Statement prior to a hearing on the
Motion.

The Debtor anticipates that:

     a. Wells Fargo Bank, N.A. may assert a second mortgage against
the property and/or proceeds; however, it appears that the Wells
Fargo lien is inferior to that of Regions Bank and there are no net
proceeds available to pay Wells Fargo Bank;

     b. US Bank may assert a lien against the property and/or
proceeds; however, it appears that the US Bank lien is inferior to
that of Regions Bank and there are no net proceeds available to pay
US Bank;

     c. Hillsborough County Central Govt. Department may assert a
lien against the property and/or proceeds; however, it appears that
the Hillsborough County Central Govt. Department lien is inferior
to that of Regions Bank and there are no net proceeds available to
pay Hillsborough County Central Govt. Department; and

     d. Florida Department of Revenue may assert a lien against the
property and/or proceeds; however, it appears that the Florida
Department of Revenue lien is inferior to that of Regions Bank and
there are no net proceeds available to pay Florida Department of
Revenue.

The Court's approval of the Debtor's sale of the Subject Property
is required pursuant to the Title Commitment issued by Old Republic
Title Insurance Co. in any event.  The Debtor's sale of the Subject
Property is in the best interests of the estate, the Debtor and his
creditors, and the sale of the Subject Property will relieve him of
a significant secured obligation in his case (as well as a possible
deficiency claim, which was dealt with pursuant to the Debtor's
First Amended Modified Plan of Reorganization ).

The Debtor is unable to make any of his payments to the First
Mortgage Holder at this time.  He has downsized and relocated.  He
asks to sell the Subject Property free and clear of all liens,
claims and encumbrances.

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

   http://bankrupt.com/misc/David_Goldman_262_Sales.pdf

Counsel for the Debtor:

           Matthew J. Kovschak, Esq.
           SUTTON LAW FIRM
           The Mann Manor
           325 West Main Street
           Bartow, FL 33830
           Telephone: (863) 533-8912
           E-mail: mjkovschak@aol.com

David Wiley Goldman sought Chapter 11 protection (Bankr. M.D. Fla.
Case No. 8:12-bk-17503-RCT) on Nov. 19, 2012.  On Aug. 13, 2013,
the Court initially confirmed the Debtor's Plan of Reorganization.
On July 20, 2018, the Court approved the Debtor's Disclosure
Statement Supplement and confirmed his First Amended Modified Plan
of Reorganization.


DIAMOND OFFSHORE: Moody's Cuts Rating on Sr. Unsec. Notes to B3
---------------------------------------------------------------
Moody's Investors Service downgraded Diamond Offshore Drilling
Inc.'s senior unsecured notes to B3 from B2, and concurrently
affirmed Diamond's B2 Corporate Family Rating and SGL-2 Speculative
Grade Liquidity Rating. The rating outlook remains negative.

"The downgrade of the senior notes reflects their structural
subordination to Diamond's new revolving credit facility, which has
subsidiary guarantees and therefore a priority claim to the
company's assets," commented Pete Speer, Moody's Senior Vice
President. "While negative for the notes rating, the new credit
facility supports the B2 CFR by extending Diamond's liquidity
runway well into 2023."

Downgrades:

Issuer: Diamond Offshore Drilling, Inc.

Senior Unsecured Notes, Downgraded to B3 (LGD4) from B2 (LGD4)

Outlook Actions:

Issuer: Diamond Offshore Drilling, Inc.

Outlook, Remains Negative

Affirmations:

Issuer: Diamond Offshore Drilling, Inc.

Probability of Default Rating, Affirmed B2-PD

Speculative Grade Liquidity Rating, Affirmed SGL-2

Corporate Family Rating, Affirmed B2

RATINGS RATIONALE

Diamond's senior unsecured notes have been downgraded to B3, or one
notch beneath the B2 CFR in accordance with Moody's Loss Given
Default Methodology. The company's new $950 million revolving
credit facility is unsecured but has a co-borrower structure that
includes a foreign subsidiary and the facility also benefits from
guarantees from operating subsidiaries that own the substantial
majority of Diamond's drilling rigs. Consequently the revolver has
a structurally superior claim to Diamond's assets over the senior
notes which are unsecured and have no subsidiary guarantees. The
company's existing revolving credit facility has $325 million of
commitments from banks that did not participate in the new
revolver, so those commitments remain outstanding and the
borrowings under that facility remain pari passu with the senior
notes.

Diamond's B2 CFR reflects the company's high utilization and
contract coverage for its core fleet and lower debt levels relative
to its peers, offset by expectations of very weak credit metrics in
2019. The company renegotiated several rig contracts in July 2018,
obtaining longer terms and higher total cash flows in exchange for
dayrate reductions this year and next. While this will greatly
weaken credit metrics for the remainder of 2018 and 2019, it
provides more cash flow certainty beyond 2019 while keeping the
fleet highly utilized and therefore more competitive than idle
competing rigs in future tenders. The rating is also supported by
the company's good liquidity, long-dated debt maturities, no new
rig construction commitments and by Loews Corporation's (A3 stable)
controlling ownership interest in Diamond. Loews has a track record
of supporting its subsidiaries through challenging business
conditions, albeit generally on a temporary basis.

Diamond's SGL-2 rating reflects Moody's expectation that the
company will maintain good liquidity through 2019. The company had
$419 million of cash and marketable securities at June 30, 2018 and
it has full borrowing availability on its new $950 million
committed revolving credit facility that matures in October 2023.
The company also has $325 million of available borrowing capacity
remaining under its existing revolver with $40 million of
commitments maturing in March 2019, $60 million maturing in October
2019 and the remainder maturing in October 2020. Because of weaker
earnings as the higher margin contracted revenue backlog rolls off,
Moody's expects the company to be free cash flow negative for the
remainder of 2018 and 2019 as it funds maintenance capital
expenditures. The company has no senior note maturities until
November 2023 when $250 million of senior notes mature.

The new $950 million credit facility has covenants limiting debt to
capitalization to 60%; requiring guarantees from subsidiaries that
directly own at least 80% of the consolidated net book value of
Diamond's wholly-owned rig fleet; and requiring a minimum ratio of
the loan parties' global marketed rigs net book value to total
priority debt (including the sum of commitments under the new
facility, the outstanding loans and letter of credit exposures
under the existing revolver, and any future secured debt) of 3x.
The $325 million credit facility has one maintenance covenant
limiting debt to capitalization to 60%. The credit facilities have
good headroom for future compliance with the applicable covenants
through 2019. With the sale of Diamond's last jackup rig completed
in July 2018, Moody's does not expect further meaningful asset
sales going forward given the challenging industry conditions.

The negative outlook reflects the risk that a meaningful and
sustained offshore drilling recovery does not take hold before
Diamond's negative free cash flow increases and its interest
coverage further shrinks. If EBITDA/Interest falls below 1.5x then
the ratings could be downgraded. Debt funded acquisitions or
newbuild construction could also result in a ratings downgrade.

An upgrade is unlikely given Moody's expectations for rising
financial leverage over the next few years. If Diamond can achieve
sequential increases in EBITDA in an improving offshore drilling
market, with interest coverage returning above 3x then the ratings
could be upgraded.

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


DORIAN LPG: BW LPG Withdraws Unsolicited Merger Offer
-----------------------------------------------------
BW LPG Limited has withdrawn its proposal to combine with Dorian
LPG Ltd. due to Dorian's "continued refusal to give a meaningful
response to BW LPG's outstanding proposal, engage in constructive
two-way discussions, or schedule its annual meeting."  In
connection with the withdrawal of its offer, BW LPG will also
withdraw the candidates it previously intended to nominate to stand
for election to the Dorian board at Dorian's 2018 Annual Meeting of
Shareholders.  

Below is the text of the letter sent on Oct. 8, 2018 to John
Hadjipateras, chairman, president and chief executive officer of
Dorian.

Mr. John Hadjipateras
Chairman, President and Chief Executive Officer
Dorian LPG Ltd.
c/o Dorian LPG (USA) LLC
27 Signal Road
Stamford, Connecticut 06902

Dear John,

It has been over four months since we proposed a combination of BW
LPG and Dorian, and nearly three months since we improved our
proposal.  To date, we have not had a formal response to our
increased offer, and our meetings with you have not given any
indication that you are willing to work towards a mutually
beneficial outcome.

Although we continue to believe in the benefits of the proposed
merger, and that a combination would be highly beneficial for your
shareholders, we are first and foremost committed to acting in the
best interests of BW LPG's shareholders.  Accordingly, we hereby
withdraw our proposal.  It is not normal practice nor in the best
interest of our shareholders to hold a proposal open indefinitely,
especially when it is highly favorable to the counterparty.  We
have shared the facts with you on multiple occasions and include
our specific reasoning here by way of explanation:

   1. Dorian was offered 46% of the combined company despite only
      contributing 30% of the revenue-generating units and 25% of
      the revenue to the combined entity.

   2. As per the latest consensus estimates for EBITDA, net income
      and free cash flow (CY2019-2020), and accounting for our
      respective leverage, Dorian would have an implied equity
      share of no more than 16% of the combined company, but was
      offered 46% ownership.  This significant value accretion for
      Dorian is even greater in an improved market environment.

   3. Dorian's operating cost is on average $5,600/day higher than
      BW LPG.  This is a result of our lower opex, lower G&A,
      lower financing cost, and lower capital deployed per owned
      VLGC.

   4. You have consistently stated that your eco-ships are more
      favorable than our fleet.  We accept that there is a fuel
      cost advantage to modern ships, but with 21 eco ships in the
      BW LPG fleet against 19 in the Dorian fleet, and with the
      cost advantage of our vessels across the board, the current
      bunker cost of $500/ton would have to exceed $2,000/ton
      before this becomes relevant.

   5. Our return on equity based on historically achieved TCEs is
      more than double the level for your fleet given our
      optimization of operating cost and leverage.

From a governance point of view, we are concerned by the lack of a
meaningful response, and it has become apparent that your approach
to shareholder value creation differs from ours.  We note that an
Annual Meeting of Shareholders has not been called to date, more
than 12 months after your last shareholder meeting.  We believe
that this is neither shareholder-friendly nor in line with good
governance practices.

In the absence of constructive engagement, we have determined not
to move forward at this time.  In light of our withdrawal, we will
also retract the nomination for independent directors that we put
forward for election to the Dorian board.

We believe this is a lost opportunity for Dorian shareholders and
for the industry, but remain open to a future conversation should
your board and shareholders become convinced of the merits of
consolidation.

Yours sincerely,

Andreas Sohmen-Pao
Chairman of the Board of Directors

Citigroup Global Markets Inc. is acting as financial advisor to BW
LPG and Cleary Gottlieb Steen & Hamilton LLP, Cadwalader,
Wickersham & Taft LLP and Advokatfirmaet Thommessen AS are acting
as legal advisors.

                         About BW LPG

BW LPG is an owner and operator of LPG vessels, owning and
operating Very Large Gas Carriers (VLGC) and Large Gas Carriers
(LGC) with a total carrying capacity of over 4 million cbm.  With
four decades of operating experience in LPG shipping and
experienced seafarers and staff, BW LPG offers a flexible and
reliable service to customers.  More information about BW LPG can
be found at www.bwlpg.com.

BW LPG is associated with BW Group, one of the world's leading
shipping groups.  BW's fleet of over 250 vessels includes oil
tankers, LNG and LPG carriers, floating storage and regasification
(FSRU) units, chemical tankers, dry cargo carriers and floating
production storage and offloading (FPSO) units.

BW Group Limited beneficially owned 7,826,560 shares of common
stock of Dorian LPG which represents 14.2 percent of the Shares
outstanding.  The calculation assumes that there are a total of
55,157,193 Common Shares outstanding as of Aug. 7, 2018, which is
based on information provided by Dorian LPG in the Q2 2018 10-Q.

                       About Dorian LPG

Stamford, Connecticut-based Dorian LPG Ltd. --
http://www.dorianlpg.com/-- is a liquefied petroleum gas shipping
company and an owner and operator of modern very large gas carriers
("VLGCs").  Dorian LPG's fleet currently consists of twenty-two
modern VLGCs.  Dorian LPG has offices in Stamford, Connecticut,
USA, London, United Kingdom and Athens, Greece.

Dorian LPG reported a net loss of US$20.40 million for the year
ended March 31, 2018, compared to a net loss of US$1.44 million for
the year ended March 31, 2017.  As of June 30, 2018, Dorian LPG had
US$1.70 billion in total assets, US$761.83 million in total
liabilities and US$939.31 million in total shareholders' equity.


DOUBLE L FARMS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Double L Farms, Inc.
        4344 E. 500 N.
        PO Box 758
        Rigby, ID 83442

Business Description: Double L Farms, Inc. is a privately held
                      company in Rigby, Indiana that operates
                      in the farming industry.

Chapter 11 Petition Date: October 9, 2018

Court: United States Bankruptcy Court
       District of Idaho (Pocatello)

Case No.: 18-40910

Judge: Hon. Joseph M. Meier

Debtor's Counsel: Robert J. Maynes, Esq.
                  MAYNES TAGGART, PLLC
                  525 Park Avenue, Suite 2E
                  P.O. Box 3005
                  Idaho Falls, ID 83403-3005
                  Tel: (208) 552-6442
                  Fax: (208) 524-6095
                  E-mail: mayneslaw@hotmail.com
                          rmaynes@maynestaggart.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Jared Keith Lewis, 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/idb18-40910.pdf


DPW HOLDINGS: I.AM INC Signs Management Agreement with 876CO LLC
----------------------------------------------------------------
I.AM INC. entered into a management agreement with 876CO LLC (the
"Manager") on Oct. 5, 2018.  As previously reported, pursuant to a
securities purchase agreement, dated May 23, 2018, as amended,
among Digital Power Lending, LLC (a wholly-owned subsidiary of DPW
Holdings, Inc.), I.AM, David J. Krause and Deborah J. Krause, DPL
acquired a majority of the outstanding equity of I.AM., and the
parties agreed to negotiate in good faith to enter into a
management agreement between I.AM and a separate management company
formed and operated by the I.AM Stockholders.  The Management
Agreement was entered into in connection with the Purchase
Agreement.

Pursuant to the Management Agreement, I.AM engaged the Manager to
manage the operations of four "Prep Kitchen" restaurants identified
in the Management Agreement, and such other hospitality venues that
I.AM acquires through the efforts of the Manager or David Krause.
I.AM agreed to pay the Manager a management fee for each Management
Agreement Restaurant, (a) for each month that such Management
Agreement Restaurant is not profitable, $5,000 per month, or (b)
for each month that such Management Agreement Restaurant achieves a
gross profit, the greater of 6% of the gross revenue for that
month, or $5,000, provided that in the event that payment of the 6%
Management Fee would cause such Management Agreement Restaurant to
become unprofitable, the Manager will only be entitled to receive
as much of the 6% Management Fee, if greater than $5,000, as would
cause such Management Agreement Restaurant to break even.

Pursuant to the Management Agreement, other restaurants or
hospitality venues that I.AM acquires and operates will be deemed
Additional Non-Management Agreement Restaurants, and for each
Additional Non-Management Agreement Restaurant, the Manager will
entitled for (a) each month that such Additional Non-Management
Agreement Restaurant is not profitable, to $2,500, per month, (b)
for each month that such Additional Non-Management Agreement
Restaurant achieves a gross profit, the greater of 3% of the gross
revenue for that month, or $2,500, provided that in the event that
payment of the 3% fee would cause such Additional Non-Management
Agreement Restaurant to become unprofitable, the Manager will only
be entitled to receive as much of the 3% fee, if greater than
$2,500, as would cause such Additional Non-Management Agreement
Restaurant to break even.

The Management Agreement has a term of 10 years, subject to earlier
termination.  In the event that I.AM terminates the Management
Agreement for Cause (as defined in the Management Agreement), the
Manager will not be entitled to any further compensation under the
Management Agreement.  In the event that I.AM terminates the
Management Agreement without Cause, I.AM will be required to pay
the Manager $1,000,000, which sum is separately guaranteed by DPL,
pursuant to a guarantee of payment executed by DPL.

A full-text copy of the Management Agreement is available for free
at https://is.gd/Y3aw1l

                      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.  Through its
wholly owned subsidiaries and strategic investments, the company
provides mission-critical products that support a diverse range of
industries, including defense/aerospace, industrial,
telecommunications, medical, crypto-mining, and textiles.

DPW Holdings incurred a net loss of $10.89 million in 2017
following a net loss of $1.12 million in 2016.  As of June 30,
2018, DPW Holdings had $53.44 million in total assets, $21.90
million in total liabilities and $31.53 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.


DRW SERVICES: Taps Cushman & Wakefield as Real Estate Broker
------------------------------------------------------------
DRW Services, Inc., seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire a real estate
broker.

The Debtor proposes to employ Cushman & Wakefield to assist in the
sale of its property located at 600 E. Joe Orr Road, Chicago
Heights, Illinois.

Cushman & Wakefield will get a commission of 6% of the total sales
price.  However, if an outside broker procures a purchaser, the
firm will get 5% of the total sales price, out of which the firm
will pay to the outside broker an equitable portion (but not more
than half) of the commission and retain the balance as its
compensation.

Matthew Cowie, a senior associate of Cushman & Wakefield, disclosed
in a court filing that he and other employees of the firm neither
hold nor represent any interest adverse to the Debtor or its
creditors.

The firm can be reached through:

     Matthew H. Cowie
     Cushman & Wakefield
     225 W. Wacker Drive
     Chicago, IL 60606
     Phone: (312) 470-1800

                        About DRW Services

DRW Services, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ill. Case No. 18-18995) on July 5, 2018.  The DRW Services
case is jointly administered with the case of RLG & Son's, LLC
(Case No. 18-bk-18998).  

DRW estimated under $50,000 in assets and $1 million to $10 million
in liabilities.

The Debtors hired Crane Simon Clar & Dan as bankruptcy counsel;
Schoenberg Finkel Newman & Rosenberg, LLC as special counsel; and
Scott R. Wheaton & Associates as special real estate counsel.


DUMITRU MEDICAL: Taps Howard Hanna as Real Estate Broker
--------------------------------------------------------
Dumitru Medical Center, PC, and its affiliated debtors received
approval from the U.S. Bankruptcy Court for the Eastern District of
Michigan to hire Howard Hanna R.E.S. as their real estate broker.

The firm will assist the Debtors in the he sale of residential real
properties located at 3717 West 137th Street, Cleveland, Ohio; 3332
West 144th Street, Cleveland, Ohio; and 1814 Forestdale, Cleveland,
Ohio.

Howard will get a 6% commission for its services.

Maria Vicar, an agent employed with Howard, disclosed in a court
filing that her firm is "disinterested" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Maria E. Vacar
     Howard Hanna R.E.S.
     9485 West Sprague Road
     North Royalton, OH 44133
     Phone: 440-971-5600 / 440-665-8015
     Email: mariavacar@howardhanna.com

                 About Dumitru Medical Center PC

Dumitru Medical Center PC, Doctor One House Call Physicians PC and
their president Dumitru O. Sandulescu sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Lead Case No.
18-52936) on September 21, 2018.

In the petitions signed by Mr. Sandulescu, DMC, estimated assets of
less than $1 million and liabilities of less than $1 million.
Doctor One estimated less than $1 million in assets and less than
$500,000 in liabilities.   

The Debtors tapped Lynn M. Brimer, Esq., at Strobl & Sharp, PC, as
their bankruptcy counsel.


ENNIA CARIBE: Chapter 15 Recognition Hearing Set for Oct. 23
------------------------------------------------------------
The Hon. Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York will hold a hearing on Oct. 23, 2018,
(prevailing Eastern Time) at 2:00 p.m. in Room 523, One Bowling
Green, New York, New York, to consider approval of the petitions
for recognition of a foreign proceeding under Chapter 15 and the
foreign representative's petition for an order granting recognition
of a foreign proceeding filed by R.M. Hermans, the duly appointed
foreign representative of ENNIA Caribe Holding N.V. et al.
Objections to the petitions, if any, are due no later than 4:00
p.m. (prevailing Eastern Time) on Oct. 16, 2018.

Copies of the petitions and certain other pleadings filed
contemporaneously therewith are available by (a) accessing the
bankruptcy court's electronic case filing system at
https://ecf.nysb.uscourts.gov or (b) emailing or calling Mary
Prager at mary.prager@davispolk.com and +1 (212) 450-3509.

ENNIA -- https://www.ennia.com -- is a full service insurance
company offering property insurance, Construction All-Risk (CAR)
insurance, business interruption insurance, construction equipment
insurance, third party liability general insurance, and cargo
insurance.

ENNIA is subject to proceedings before the Court of First Instance
of Curacao.

The Company and its affiliates filed for Chapter 15 bankruptcy
protection on Sept. 25, 2018 (Bankr. S.D.N.Y. Lead Case No.
18-12908).  Timothy Graulich, Esq., James I. McClammy, Esq., and
Adam L. Shpeen, Esq., at Davis Polk & Wardwell LLP, represent the
Debtors in their bankruptcy cases.


EXECUTIVE NON-EMERGENCY: Taps Rhonda L. Hinds as Accountant
-----------------------------------------------------------
Executive Non-Emergency Transportation Inc. seeks approval from the
U.S. Bankruptcy Court for the Middle District of Florida to hire
Rhonda L. Hinds & Associates, CPA, P.A., as its accountant.

The firm will assist the Debtor in the preparation of its monthly
operating reports and tax returns; provide accounting advice; and
perform general accounting services such as creating and
maintaining records of its monthly and annual income and expenses.

Rhonda Hinds, the accountant who will be providing the services,
will charge $225 per hour.

Ms. Hinds disclosed in a court filing that she is "disinterested"
as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Rhonda L. Hinds, CPA
     Rhonda L. Hinds & Associates, CPA, P.A.
     160 Mc Leod Street
     Merritt Island, FL 32953
     Phone: (321) 454.2266  
     Fax: (321) 454.2288
     E-mail: rhinds@hindscpa.com

                   About Executive Non-Emergency
                        Transportation Inc.

Executive Non-Emergency Transportation Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
18-03958) on June 29, 2018.  At the time of the filing, the Debtor
estimated assets of less than $50,000 and liabilities of less than
$50,000.  Judge Karen S. Jennemann presides over the case.  The
Debtor is represented by Bartolone Law, PLLC.


F4 VENTURES: Gets Authorization on Interim Cash Collateral Use
--------------------------------------------------------------
The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas has entered a second agreed order
authorizing F4 Ventures-Cinnaholic, LLC's interim use of the cash
collateral through the earlier of: (a) the entry of a subsequent
interim cash collateral order; or (b) the entry of a final order.

The Debtor is permitted to use Cash Collateral, in accord with the
Interim Order and the Budget, provided, that Debtor may exceed any
line item in the Budget by up to 5%, and the Debtor will not exceed
the aggregate of all the line items in the Budget by more than 10%
without the prior written approval of Frost Bank or order of the
Court.  

The approved 30-day budget provides total expenses in the aggregate
sum of $61,696.

Frost Bank asserts that it holds a first priority perfected
security interest in, to, and against substantially all of the
Debtor's assets and the proceeds thereof pursuant to documents,
instruments, and agreements executed in connection with the
prepetition financing arrangements from Frost Bank to Debtor.

To the extent of any diminution in value from the use of the
collateral, the Court grants Frost Bank replacement liens on all of
Debtor's assets, whether such property was acquired before or after
the Petition Date. Such Replacement Liens will be equal to the
aggregate diminution in value of the collateral, if any, which
occurs from and after the Petition Date.  The Replacement Liens
will be of the same validity and priority as the liens of the Frost
Bank on the prepetition collateral. The Replacement Liens granted
herein will maintain the same priority, validity and enforceability
as Frost Bank's liens on the prepetition collateral.

As additional adequate protection under section 363 of the
Bankruptcy Code for the Debtor's use of cash collateral, Frost Bank
is granted the following protections:  

     (a) Monthly Payments: The Debtor will pay Frost Bank a monthly
payment of $1,500 on the 3rd day of each month until further order
of the Court.

     (b) Financial Reporting: On or before the 3rd and the 20th
days of each month, the Debtor will supply Frost Bank a copy of the
current online bank statement for each of the Debtor's
Debtor-In-Possession Account(s) in raw data format (i.e. via
Microsoft Excel).  

     (c) Bank Accounts. The Debtor will maintain its
Debtor-In-Possession Account(s) and in accordance with the orders
of the Court applicable thereto as well as the regulations of the
Office of the United States Trustee.  

     (d) Budget Reconciliation.  One day prior to the Final
Hearing, the Debtor will provide Frost Bank, via email, a report
that reconciles the projected income and expenses in the Budget
against the actual receipts and disbursements for the time period
covered by the Budget.  

     (e) Insurance.  The Debtor will provide Frost Bank with proof
of insurance coverage and maintain same on the tangible portions of
the collateral.   

A full-text copy of the Second Agreed Order is available at

             http://bankrupt.com/misc/txeb18-41837-27.pdf

                   About F4 Ventures-Cinnaholic

F4 Ventures-Cinnaholic, LLC, operates three bakeries each of which
is a Cinnaholic franchise.  The bakeries are located in Richardson,
South Lake and Dallas.

On Aug. 20, 2018, F4 Ventures-Cinnaholic sought Chapter 11
protection (Bankr. E.D. Tex. Case No. 18-41837).  Demarco-Mitchell,
PLLC, led by name partner Robert T. DeMarco, serves as counsel to
the Debtor.  No trustee or examiner has been appointed, and no
official committee of creditors has yet been established.


FANNIE MAE: Names Hugh Frater as Interim Chief Executive Officer
----------------------------------------------------------------
Fannie Mae has appointed Hugh R. Frater as interim chief executive
officer of the company, effective Oct. 16, 2018, subject to final
approval by the Federal Housing Finance Agency.  Mr. Frater has
been a member of Fannie Mae's Board of Directors since January
2016.  He will succeed Timothy J. Mayopoulos, who notified the
company on Oct. 5, 2018 that his previously announced resignation
as chief executive officer and as a member of the company's Board
of Directors would be effective on Oct. 15, 2018.  As interim chief
executive officer, Mr. Frater will remain on Fannie Mae's Board of
Directors, but will no longer serve as a member of the Audit
Committee or the Risk Policy and Capital Committee of the Board.
Fannie Mae's Board of Directors continues to conduct a search for a
permanent chief executive officer.

Mr. Frater, 63, serves as non-executive chairman of the Board of
VEREIT, Inc. and as a director of ABR Reinsurance Capital Holdings
Ltd.  He previously led Berkadia Commercial Mortgage LLC, a
national commercial real estate company providing comprehensive
capital solutions and investment sales advisory and research
services for multifamily and commercial properties.  He served as
Chairman of Berkadia from April 2014 to December 2015 and he served
as chief executive officer of Berkadia from 2010 to April 2014.
Earlier in his career, Mr. Frater was an executive vice president
at PNC Financial Services, where he led the real estate division,
and he was a founding partner and managing director of BlackRock,
Inc.

Mr. Frater's direct compensation as interim chief executive
officer, which remains subject to FHFA approval, is expected to
consist solely of base salary at the rate of $600,000 per year. Mr.
Frater is also expected to be eligible to receive employee
benefits.

                  About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly known
as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.  Through its single-family and
multifamily business segments, the Company provided approximately
$570 billion in liquidity to the mortgage market in 2017, which
enabled the financing of approximately 3 million home purchases,
refinancings or rental units.

A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac.  Freddie
Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established
by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets. Freddie
Mac supports communities across the nation by providing mortgage
capital to lenders.

                  About Fannie Mae's Conservatorship
                   and Agreements with Treasury

Fannie Mae has operated under the conservatorship of FHFA since
Sept. 6, 2008.  Treasury has made a commitment under a senior
preferred stock purchase agreement to provide funding to Fannie Mae
under certain circumstances if the company has a net worth deficit.
Pursuant to this agreement and the senior preferred stock the
company issued to Treasury in 2008, the conservator has declared
and directed Fannie Mae to pay dividends to Treasury on a quarterly
basis for every dividend period for which dividends were payable
since the company entered into conservatorship in 2008.


FERNLEY & FERNLEY: Seeks Access to Cash Collateral Until Oct. 15
----------------------------------------------------------------
Fernley & Fernley, Inc., seeks authority from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania for the immediate
use of cash collateral to fund its ongoing operations.

The Debtor requires use of its cash and accounts to continue
operations of its Business. The Debtor has prepared a monthly
budget detailing its proposed use of cash collateral from the
Petition Date through October 15, 2018. The Budget provides total
operating expenses of approximately $30,176.

Vist Bank provided a loan to the Debtor in the original principal
amount of $245,210 in September of 2013 and claims a first position
lien on all of the Debtor's assets as well as a consequent interest
in the Debtor's continued use of cash collateral.
The continued use of cash collateral will allow the Debtor to
continue operating, continue serving its customers and continue
paying its employees so that the Debtor can continue with the
proposed reorganization and propose a plan to satisfy the claims of
creditors.

Thus, the Debtor claims that through the payment of the expenses
detailed in the budget, the Debtor will be able to maintain the
status quo while also facilitating its reorganization and enhancing
the collateral.

Moreover, the Debtor proposes to provide adequate protection to
Vist Bank in the form of a replacement lien of the same extent,
priority and validity as existed prepetition.

A full-text copy of the Debtor's Motion is available at

            http://bankrupt.com/misc/paeb18-16122-5.pdf

A copy of the Budget is available at

            http://bankrupt.com/misc/paeb18-16122-5-bgt.pdf

                    About Fernley & Fernley

Founded in 1886, Fernley & Fernley, Inc., is one of the most
distinguished association management companies in the nation.

Bases in Philadelphia, Pennsylvania, Fernley & Fernley filed a
voluntary petition for relief under Chapter 11 of title 11, United
States Code (Bankr. E.D. Pa. Case No. 18-16122) on Sept. 14, 2018,
estimating under $1 million in assets and liabilities.  Ellen M.
McDowell, Esq., at McDowell Law, PC, is the Debtor's counsel.


FILIPINO COMMUNITY: Taps KKDLY as Accountant, Consultant
--------------------------------------------------------
The Filipino Community Center, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Hawaii to hire KKDLY, LLC as
its accountant and consultant.

The firm will assist the Debtor in the preparation of tax returns
for 2017 and will provide additional consulting work, including the
preparation of financial statements for 2017, as requested.   

KKDLY has requested a fee of $2,000, plus GET flat fee for the
preparation of the tax returns, and $10,000, plus GET flat fee for
the consulting work.  The amount of the retainer requested for
consulting work is $5,000.

The firm neither holds nor represents any interest adverse to the
Debtor's estate, according to court filings.

KKDLY can be reached through:

     Alan E. Kobayashi
     KKDLY, LLC
     Topa Financial Center
     Fort Street Tower
     745 Fort Street, Suite 2100
     Honolulu, HI 96813
     Main Number: 808.521.3962
     Fax: 808.531.3217
     E-mail: info@kkdly.com

                About The Filipino Community Center

The Filipino Community Center, Inc. -- http://www.filcom.org/-- is
a tax-exempt, non-profit organization whose mission is to develop,
own and operate a community center that provides social, economic
and education services; and to promote and perpetuate Filipino
culture and customs in the State of Hawaii.

The Filipino Community Center sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Hawaii Case No. 18-00109) on Feb. 2,
2018.  In the petition signed by CEO Franz D. Juan, the Debtor
estimated assets and liabilities of $1 million to $10 million.
Judge Robert J. Faris presides over the case.  The Debtor tapped
Choi & Ito as its legal counsel.


FRIENDSHIP VILLAGE: Fitch Rates $195MM Revenue Bonds BB+
--------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the following revenue
bonds issued by The Industrial Development Authority of the County
of St. Louis Missouri on behalf of Friendship Village of St.
Louis:

  -- $195 million senior living facilities revenue bonds
(Friendship Village St. Louis Obligated Group), series 2018A.

Bond proceeds are expected to be used to finance the costs related
to FVSTL's upcoming capital repositioning and expansion projects at
both of its campuses, fund capitalized interest costs, fund a debt
service reserve account, and to pay costs of issuance. The bonds
are expected to price via negotiation the week of Nov. 5.

In addition, Fitch has downgraded the following bonds issued by the
authority on behalf of FVSTL to 'BB+' from 'BBB+':

  -- $48.3 million senior living revenue bonds, series 2017;

  -- $41 million senior living revenue bonds (Friendship Village of
Sunset Hills), series 2013A;

  -- $24.9 million senior living facilities revenue bonds
(Friendship Village Sunset Hills), series 2012 bonds.

The Rating Outlook is Stable.

SECURITY

The bonds are secured by a pledge of gross revenues of the
obligated group (OG), a mortgage on certain properties and
equipment, and a debt service reserve fund.

KEY RATING DRIVERS

INCREASED LONG-TERM LIABILITY PROFILE: The downgrade to 'BB+'
primarily reflects FVSTL's increased long-term liability profile.
Pro forma maximum annual debt service (MADS) of $19.6 million
equates to a high 32.3% of fiscal 2018 revenues which is
substantially weaker than Fitch's below-investment grade (BIG)
median of 16.5%. Additionally, pro forma debt to net available is
an elevated 15.6x in fiscal 2018, which also remains weaker than
Fitch's 'BIG' median of 9.8x. However, despite the increased
leverage, FVSTL's upcoming projects are expected to be accretive to
its financial profile, and by 2023, the first full year of project
stabilization, MADS is a more manageable 23% of total revenues.

ROBUST DEMAND: Despite being in a competitive market, FVSTL
operates the only life care communities in the market, and demand
for its services remains strong across both campuses and all levels
of care. Over the last three fiscal years, FVSTL has averaged a
strong 93% in its independent living units (ILUs), 95% in its
assisted living units (ALUs), and 91% in its skilled nursing
facility (SNF) beds. Furthermore, FVSTL maintains a waiting list of
43 people for its FVC campus and 84 people for its FVSH campus and
has presold 100% of its new FVC ILUs and 97% of the new FVSH ILUs.


UPCOMING CAPITAL PROJECT: FVSTL is expected to begin large capital
repositioning and expansion projects at both of its campuses. The
projects are expected to cost approximately $200 million and will
be funded by the series 2018A bond proceeds and approximately $25
million in temporary debt that will be paid off with initial
entrance fees. The 'BB+' rating incorporates the full size and
scope of the projects.

WEAK, BUT IMPROVING PROFITABILITY: FVSTL's core operating
profitability remained weak in fiscal 2018 as evidenced by its
104.8% operating ratio and 3.5% net operating margin (NOM), which
both remain weaker than Fitch's 'BIG' medians of 101.6% and 5.1%,
respectively. While weak and not atypical for Type-A communities,
these metrics improved since fiscal 2016 and 2017, which is
attributed to FVSTL's recently revised residency contract pricing
and combined organization structure.

SUFFICIENT PRO FORMA CASH TO DEBT AND COVERAGE LEVELS: The 'BB+'
rating incorporates FVSTL's weaker pro forma cash to debt and
coverage levels expected after the issuance of the series 2018
bonds. Pro forma cash to debt and cushion ratio measure 26.9% and
4.9x, respectively, which are on par with Fitch's 'BIG' medians
32.1% and 4.5x. However, third party forecasts illustrate cash to
debt rebounding to approximately 40% in 2023 following project
stabilization and pay down of temporary debt. Additionally, MADS
coverage is currently projected to be approximately 1.5x in 2023
which is sufficient to support its current rating level.

RATING SENSITIVITIES

CAPITAL PROJECT EXECUTION: Any project execution issues such as
construction delays, slower than anticipated fill-up, cost
overruns, or service disruptions that negatively impact Friendship
Village of St. Louis' operating or financial profiles would put
negative pressure on the rating.

CREDIT PROFILE

FVSTL operates two CCRCs: Friendship Village of Sunset Hills (FVSH)
and Friendship Village of Chesterfield (FVC). FVSH and FVC
historically operated as distinct entities. However, following the
issuance of the series 2017 bonds, FVC joined FVSH's existing OG,
which is now called FVSTL. The FVSTL OG also includes FV
Operations, LLC (FVO), which was established to employ personnel
working at FVC, FVSH, and other affiliated entities.

FVSH owns and operates a life care (Type-A) continuing care
retirement community (CCRC) on 52 acres in Sunset Hills, MO. FVSH
is comprised of 342 IL apartments, 44 IL villas, 61 ALUs, and
118-bed SNF. FVC owns and operates a life care CCRC on 37 acres in
Chesterfield, MO. FVC is comprised of 262 IL apartments, 39 IL
villas, 22 ALUs, and 99 SNF beds. FVC and FVSH are located
approximately 16 miles apart.

All three OG entities are solely owned by FV Services, Inc., which
also wholly owns FV Management, a management service line of the
system, and FV at Home. FV at Home wholly owns two subsidiaries: FV
at Home - Supportive Service, which provides private duty services
to residents and FV at Home - Home Health, which currently has no
operations but is expected to provide Medicare-certified post-acute
care services in the future. The non-OG management service line
will employs senior management of the system, and allocates costs
commensurate with the level of services provided to each OG member.


Fitch's analysis and reported metrics are based on audited
financial statements for fiscal 2018, the first year FVSTL has
reported audited financial statements under its new OG structure,
and unaudited, aggregated financial data from FVC and FVSH's
separately reported audited financial statements prior to fiscal
2018. Total operating revenues of FVSTL in fiscal 2018 were $53.3
million.

INCREASED LONG-TERM LIABILITY PROFILE

Following the series 2018 debt issuance, FVSTL will have
approximately $310 million in long-term permanent debt (excluding
bond premiums), which includes the $195 million in series 2018A
bonds, $48 million in series 2017 bonds, $41 million in series
2013A bonds, and $25 million in series 2012 bonds. Additionally,
FVSTL is expected to have approximately $25 million in temporary
short-term bank notes, which Fitch anticipates will be paid off
with initial entrance fees from FVSTL's new ILUs by 2023.

Following the issuance of the series 2018A bonds, FVSTL's debt
burden increases substantially as pro forma MADS of $19.6 million
(excluding temporary debt) is approximately 161% higher than its
historical MADS. Pro forma MADS equates to a high 32.3% of fiscal
2018 revenues, which is much weaker than Fitch's 'BIG' medians of
16.5%. However, FVSTL's debt burden is expected to moderate as new
revenues from the project come online. Current third-party
forecasts demonstrate MADS equating to a high, but more manageable,
23% of fiscal 2023 revenues, the first full year of project
stabilization. Additionally, MADS coverage is currently forecasted
at approximately 1.5x in fiscal 2023 which remains sufficient to
support the 'BB+' rating level.

UPCOMING CAPITAL PROJECTS

FVSTL is about to undertake a capital renovation and expansion
project at both its FVC and FVSH campuses. At its FVC campus, FVSTL
plans to add 52 new IL apartments located in a five-story building
with an underground garage, construct a four-story new 60-bed ALU
and MCU building, and replace its existing SNF with a two-story
building that holds 74 private rooms and eight semi-private rooms.
Additionally, the FVC project entails a new clubhouse and various
new amenities and common space renovations. At its FVSH campus,
FVSTL plan to add 76 new IL apartments located in a five-story
building with an underground garage, add 15 new memory care units
(MCUs), and a replace its existing SNF. Additionally, the FVSH
project will entail constructing a skybridge that will connect the
IL campus and new SNF building, a two-story clubhouse expansion,
and various new amenities and common space renovations.

FVSTL has received a guaranteed maximum price (GMP) for the
project, which is expected to cost approximately $200 million. The
project cost incorporates approximately $8 million in contingency
costs. The project is expected to be funded by the series 2018A
bonds and approximately $25 million in temporary bank notes. The
temporary bank notes are expected to be paid down from a portion of
the initial entrance fees, which are estimated to be approximately
$45 million. The project's initial construction has already begun
and is expected to be completed by the end of 2020. Project fill-up
is expected to occur during fiscal 2021 and 2022, with fiscal 2023
begin the first full year of project stabilization. Currently,
FVSTL has pre-sold 100% of the FVC new ILUs and 97% of the new FVSH
new ILUs, with prospective residents making a deposit of 5% of the
initial entrance fee.

Despite the substantial increase in leverage, the project is
expected to fortify FVSTL's already strong market position as well
as be accretive to its financial and operating profiles.
Furthermore, FVSTL's strong pre-sales and robust demand indicators
help mitigate concerns regarding fill-up risk. Overall, Fitch
believes FVSTL's robust demand indicators and previous success with
capital projects position them well to successfully execute the
upcoming capital repositioning and expansion projects.

ROBUST DEMAND INDICATORS

FVSTL continued to demonstrate strong demand across its two
campuses and all levels of care. FVC and FVSH are the only life
care CCRCs in the St. Louis metro service area, which is a
differentiating factor to prospective residents and should continue
to support robust demand moving forward. In fiscal 2018, FVSTL had
91% occupancy in its ILUs, 97% in its ALUs, and 91% in its SNF
beds. Furthermore, FVSTL maintains strong IL wait lists with 43
people for FVC and 84 people for FVSH.

IMPROVING PROFITABILITY

FVSTL's core operations have been somewhat weak in recent years as
evidenced by the 104.8% operating ratio and 3.5% NOM in fiscal
2018, which both remain weaker than Fitch's 'BIG' medians of 101.6%
and 5.1%, respectively. However, both metrics improved from the
107% operating ratio and 2.8% NOM averaged during fiscal 2016 -
fiscal 2017. Fitch attributes the improvements to the realized
synergies from its new organization structure as well as its recent
residency pricing contract changes.

Following the completion of a third-party actuarial assessment,
FVSTL implemented revised residency contract pricing structure and
modified admission policies. The combined changes were designed to
improve monthly service revenues, increase net entrance fees, and
reduce reliance on investment earnings for profitability. Moving
forward, Fitch expects the recent changes, coupled with the new
revenues of its upcoming expansion projects, to improve core
profitability following completion of the project. However, the
substantial increase in leverage and the corresponding increase in
interest costs will likely continue to translate into an elevated
operating ratio despite core profitability improvements.

SUFFICIENT PRO FORMA LIQUIDITY

In fiscal 2018, FVSTL improved its unrestricted cash and investment
position to $95.7 million which is a 30% increase from fiscal 2014
levels and translates into 738 days cash on hand (DCOH), 70.6% cash
to debt, and 12.8x cushion ratio. Fitch attributes the liquidity
growth to FVSTL's improving core operating profitability levels,
strong investment performances, and robust cash flows. All three
metrics remain well above Fitch's 'BIG' medians of 292 DCOH, 32.1%
cash to debt, and 4.5x cushion ratio.

However, FVSTL's liquidity metrics are expected to decline
following issuance of its series 2018 bonds. Post issuance, pro
forma cash to debt and pro forma cushion ratio measure a weak 26.9%
and 4.9x, respectively. This is expected to improve following
completion of the projects and pay down of the temporary debt based
upon third-party projections, which show approximately 40% cash to
debt and 6.4x cushion ratio in 2023, the first full year of
stabilization of the project.

Overall, Fitch expects FVSTL's liquidity position to continue to
grow in the coming years as its cash flow levels improve from
recent residency pricing contract changes and the revenues from its
new units come online. Furthermore, per state statute, FVSTL is
required to keep 50% of its initial entrance fees from its new
units in escrow which are released at a rate of 1% per month or 12%
per year. With the inclusion of this escrow money, cash to debt and
cushion ratio would measure 45.5% and 7.3x, respectively, in 2023.


GILDED AGE: Seeks Access to Cash for October 2018 Expenses
----------------------------------------------------------
Gilded Age Properties, LLC, seeks authorization from the U.S.
Bankruptcy Court for the District of Rhode Island to continue to
use the cash collateral of its secured creditor Webster Bank, N.A.,
from Oct. 1 through Oct. 31, 2018, in order to continue its
business operations.

The proposed budget for the month of October 2018 provides total
expenses of approximately $18,297.

The Debtor believes that: (1) its reorganization is in the best
interests of its unsecured creditors, Webster Bank and the equity
holders; (2) its post-petition cash generated from Rents on the
Properties are its only means of financing a successful
reorganization; and (3) the secured claims of Webster Bank are
being adequately protected.

The Debtor seeks to continue using its cash from the Rents and
equivalents despite the security interest of Webster Bank in these
assets by offering Webster Bank adequate protection in the form of
a continuing replacement lien for any diminution in value which
results from Debtor's post-petition use of the prepetition
collateral.

Additionally, the Debtor is seeking the use of cash collateral
conditioned upon Debtor's continuing payment of, among other
things, post-petition mortgage payments, real estate taxes and
municipal charges for the Properties.

Moreover, the Debtor and Webster Bank have come to an agreement as
to the repayment terms of Webster Bank's claim and the Debtor
intends to file an amended Disclosure Statement and an amended Plan
with the Court.

A full-text copy of the Cash Collateral Motion is available at

            http://bankrupt.com/misc/rib17-10738-282.pdf

                   About Gilded Age Properties

Gilded Age Properties, LLC, owns and operates two properties: a
commercial rental property located at 117 Bellevue Avenue in
Newport, Rhode Island and a residential apartment building located
at 38-40 Freebody Street in Newport, Rhode Island.

Gilded Age Properties filed a Chapter 11 petition (Bankr. D.R.I.
Case No. 17-10738) on May 4, 2017.  In the petition signed by
member Peter M. Iascone, the Debtor estimated assets and
liabilities between $1 million and $10 million.  The case is
assigned to Judge Diane Finkle.  The Delaney Law Firm LLC is the
Debtor's bankruptcy counsel.  Kirby Commercial, LLC, is the
Debtor's real estate agent.


GOBP HOLDINGS: Moody's Affirms B3 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service affirmed the B3 Corporate Family Rating
and B3-PD probability of default rating of GOBP Holdings, Inc.
Moody's also assigned a B2 rating to the company's proposed $100
million new senior secured revolving credit facility and proposed
new $725 million first lien term loan and a Caa2 rating to the
proposed new $150 million senior secured second lien term loan. The
outlook remains stable. The proceeds of the proposed new debt will
be used for shareholder distributions and refinancing existing
debt. Although GOBP's debt levels and corresponding leverage will
increase, the affirmation of its B3 Corporate Family Rating
acknowledges that Moody's expects debt to EBITDA to decline to
below 7.0 times over the next 12-18 months.

Assignments:

Issuer: GOBP Holdings, Inc.

Guaranteed Senior Secured 2nd Lien Term Loan, Assigned Caa2 (LGD5)


Guaranteed Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3)

Guaranteed Senior Secured Revolving Credit Facility, Assigned B2
(LGD3)

Outlook Actions:

Issuer: GOBP Holdings, Inc.

Outlook, Remains Stable

Affirmations:

Issuer: GOBP Holdings, Inc.

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

RATINGS RATIONALE

Grocery Outlet's B3 CFR reflects its small scale in terms of
revenue and EBITDA, low barriers to entry, aggressive financial
policy risks as evidenced by the second planned debt financed
dividend in less than 3 years, and high financial leverage.
Proforma for the new debt Moody's estimates LTM June 30, 2018
debt/EBITDA including lease adjustments will increase to 7.9 times
from the current level of 7.2 times. However, Moody's expects
leverage to decline to below 7.0 times over the next 12-18 months
as management's focus on sharpening its customer value proposition
and competitive price positioning accompanied by new store growth
has resulted in consistent same store sales and EBITDA growth in
the last several years and is expected to continue. Gross margins
have been relatively stable despite competitive pressures as
inventory management has been improving, sales of higher margin
natural, organic and specialty products have increased and
management continues to make opportunistic inventory purchases at
attractive prices. Positive rating factors include Grocery Outlet's
attractive market niche, a solid track record of organic and new
store growth and a good liquidity profile.

The stable outlook reflects its expectation that the company's
operating performance and credit metrics will continue to improve
due to increased profitability driven by organic and new store
growth and liquidity will remain good.

An upgrade would require stability in margins, consistent same
store sales growth, and a material improvement in credit metrics
while maintaining good liquidity. Quantitatively, ratings could be
upgraded if EBIT/interest is sustained above 1.75 times and
debt/EBITDA is sustained below 6.5 times.

Ratings could be downgraded if same store sales and profitability
demonstrate a declining trend, financial policies become aggressive
or if liquidity materially deteriorates. Quantitatively ratings
could be downgraded if EBIT/interest is sustained below 1.0 times
or if debt/EBITDA does not demonstrate a sustained improvement to
below 7.0 times.

Grocery Outlet Inc. headquartered in Emeryville, CA is an
extreme-value retailer of food, beverages, and consumer goods. The
company operate 306 stores in five western states (CA, OR, WA, ID,
and NV) as well as Pennsylvania. The company is owned by Hellman &
Friedman LLC. Revenues for the last twelve months ended June 30,
2018 were approximately $2.2 billion.


HENDERSON MECHANlCAL: Proposed Cash Collateral Use Order Rejected
-----------------------------------------------------------------
The Hon. Ernest M. Robles of the U.S. Bankruptcy Court for the
Central District of California has entered an order rejecting
Henderson Mechanical Systems, Inc.'s proposed order on cash
collateral motion based on Debtor's failure to obtain an
endorsement as to form from the Internal Revenue Service.

              About Henderson Mechanical Systems

Henderson Mechanical Systems, Inc., doing business as Henderson
Mechanical Services, filed a Chapter 11 petition (Bankr. C.D. Cal.
Case No. 18-13960) on April 9, 2018.  In the petition signed by
James Lee, president, the Debtor estimated at least $50,000 in
assets and $500,001 to $1 million in liabilities.  Kevin Tang,
Esq., at Tang & Associates, serves as counsel to the Debtor.


HISTORIC MITCHELL: Taps Wisconsin Realtors as Real Estate Broker
----------------------------------------------------------------
Historic Mitchell Street Retail Center LLC seeks approval from the
U.S. Bankruptcy Court for the Eastern District of Wisconsin to hire
a real estate broker.

The Debtor proposes to employ Wisconsin Realtors Association to
give advice related to the rental of its commercial properties;
prepare necessary listings, contracts and other documents related
to the properties; and provide other services.

Wisconsin Realtors will get a commission of 5% of the gross rent
over the lease term for new leases with one-half to be paid upon
lease execution, and one-half to be paid upon occupancy.  In the
event of a co-broker, excluding listing agent Kyle King or Brook
Anderson, the commission will be an additional 50% of the amount.  


In the event of lease renewal, the commission will be 2.5% of the
gross rent over the lease term with one-half to be paid upon lease
execution and the remaining one-half paid upon occupancy.  In the
event of a co-broker, excluding the listing agent Kyle King or
Brook Anderson, the commission will be an additional 50% of the
amount.  

Wisconsin Realtors does not represent any interest adverse to the
Debtor, according to court filings.

                  About Historic Mitchell Street
                         Retail Center LLC

Historic Mitchell Street Retail Center LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No.
18-26739) on July 11, 2018.  The Debtor tapped The Law Office of
Richard A. Check as its legal counsel; and EWH Small Business
Accounting as its accountant.


HOOPER HOLMES: Committee Taps Berkeley as Financial Advisor
-----------------------------------------------------------
The official committee of unsecured creditors of Hooper Holmes,
Inc., seeks approval from the U.S. Bankruptcy Court for the
Southern District of new York to hire Berkeley Research Group, LLC,
as its financial advisor.

The firm will assist the committee in its analysis and monitoring
of the financial affairs of the company and its affiliates; monitor
any asset sale process conducted by the Debtors; analyze the
Debtors' assets; review any proposed bankruptcy plan; assist the
committee with respect to any debtor-in-possession financing
arrangement; monitoring the Debtors' claims management process; and
provide other financial advisory services in connection with the
Debtors' Chapter 11 cases.

Berkeley will discount its standard hourly rates by 15%.  The
standard hourly rates for Berkeley personnel range from $675 to
$995 for managing directors, $505 to $740 for directors, $260 to
$510 for professional staff, and $135 to $195 for support staff.

The hourly rates for the Berkeley personnel anticipated to render
services are:

        Christopher Kearns     $995
        David Galfus           $995
        Richard Wright         $740
        Brian Park             $360
        Aldo Dianderas         $275

David Galfus, managing director of Berkeley, disclosed in a court
filing that his firm is "disinterested" as defined in Section
101(14) of the Bankruptcy Code.

The firm can be reached through:

         David Galfus
         Berkeley Research Group, LLC
         250 Pehle Avenue, Suite 301
         Saddle Brook, NJ 07663
         Phone: 201.587.7117
         E-mail: dgalfus@thinkbrg.com

                       About Hooper Holmes

Headquartered in Olathe, Kansas, Hooper Holmes, Inc., provides
comprehensive health and well-being programs offered through
organizations' sponsorship.  Hooper Holmes, founded in 1899, is a
publicly-traded New York corporation (OTXQX: HPHW).

In 2015, Hooper Holmes acquired substantially all of the assets of
Accountable Health Solutions, Inc.  In 2017, Hooper Holmes merged
with Provant Health Solutions, LLC.

Hooper Holmes, Inc., and its affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23302) on Aug. 27,
2018.  Hooper Holmes reported total assets of $30,232,000 and total
debt of $46,839,000 as of June 30, 2018.

The Hon. Robert D. Drain is the case judge.

Foley & Lardner LLP, led by Richard J. Bernard, John P. Melko, Jill
Nicholson, and Geoff Goodman, serves as counsel to the Debtors.
The Debtors also tapped Halperin Battaglia Benzija, LLP, as their
conflicts counsel; Spencer Fane LLP as securities counsel; Phoenix
Management Services as financial advisor; Raymond James &
Associates, Inc., as investment banker; and Epiq Corporate
Restructuring, LLC, as claims agent.

On Sept. 6, 2018, an official committee of unsecured creditors was
appointed in the Debtors' cases.  The committee tapped Brown
Rudnick LLP as its legal counsel.


JILL ACQUISITION: Moody's Hikes CFR to B1, Outlook Stable
---------------------------------------------------------
Moody's Investors Service upgraded its ratings for Jill Acquisition
LLC, including the company's Corporate Family Rating and
Probability of Default Rating, to B1 from B2 and to B1-PD from
B2-PD, respectively. Moody's also upgraded the company's $290
million principal amount senior secured term loan due 2022, to B1
from B2. In addition, Moody's assigned the company an SGL-2
speculative grade liquidity rating. The ratings outlook is stable.


"J.Jill has exemplified its operational resilience by successfully
maintaining a moderate leverage profile, healthy interest coverage,
and good liquidity highlighted by solid free cash flow generation
over the last year", said Brian Silver, Moody's lead analyst for
the company.

"This is notwithstanding the considerable margin pressure brought
about by inventory challenges, which we believe are now largely
behind the company and lends support to our expectation that
operating performance will continue to improve over time", added
Silver.

Moody's assigned the following rating for Jill Acquisition LLC:

Speculative Grade Liquidity Rating, SGL-2

Moody's upgraded the following ratings for Jill Acquisition LLC:

Corporate Family Rating, to B1 from B2

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

$290 million (approximately $247 million outstanding) Senior
Secured First Lien Term Loan due 2022, to B1 (LGD3) from B2 (LGD3)


Outlook Action:

Outlook, remains stable


RATINGS RATIONALE

J.Jill's ratings are broadly constrained by its small scale, niche
product focus, and narrow customer demographic targeting women
between the ages of 40-65. The company is also subject to sales and
earnings volatility inherent to the single brand apparel retail
category. J.Jill has weathered the difficult market conditions of
the past year better than many others, but still experienced 300
basis points of EBITDA margin erosion following highly promotional
activity to clear excess inventory related to some fashion misses
in 3Q17. Moody's believes the presence of a new CEO and the
associated implementation of new strategic initiatives, together
with the company's ongoing website optimization, could still lead
to some near-term volatility in operating performance. The
potential exists for more aggressive financial policies as well,
given the company's majority ownership by private equity, albeit
with the partial IPO of the company in March 2017 somewhat reducing
the likelihood of future debt-financed dividends (such as the $70
million paid to shareholders in May 2016).

J.Jill's ratings garner support, however, from the company's
maintenance of relatively conservative financial policies for some
time now, as evidenced by its moderate lease-adjusted financial
leverage (Moody's-adjusted debt-to-EBITDA of about 3.3 times for
the twelve-months ended August 4, 2018) and healthy interest
coverage (about 2.4 times on a Moody's-adjusted EBIT-to-interest
expense basis over the same period). J.Jill also has a strong
direct-to-consumer business at roughly 40% of revenue --
notwithstanding recent challenges in its e-commerce channel that
Moody's views as transitory -- and a highly loyal and affluent
customer base. The company also has a healthy brick & mortar retail
presence, with noteworthy positive same-store sales comps over the
last few years. J.Jill is expected to maintain a good liquidity
profile, supported by Moody's expectation of positive free cash
flow generation and full availability under its $40 million ABL
facility.

The stable outlook reflects Moody's expectation that the company's
credit metrics will remain appropriate for the B1 CFR over the next
12-18 months. Moody's views FY18 as a transition year for the
company, particularly with respect to the e-commerce transition.
Moody's also believes that the product sell-through issues which
began in the second half of 2017 are largely behind the company,
and expects its key credit metrics and operating performance to
gradually improve over the next few years.

Although not anticipated in the near-to-intermediate term, J.Jill's
ratings could be upgraded if the company grows in size and scale
while sustaining EBIT-to-interest coverage above 3 times. In
addition, the company would be expected to maintain at least a good
liquidity profile, highlighted by consistent positive free cash
flow generation and the expectation that financial policies will
continue to support credit metrics maintained at those levels.
Alternatively, the ratings could be downgraded if debt-to-EBITDA is
sustained above 4 times or EBIT-to-interest coverage is sustained
below 2 times (potentially prompted by negative company comparable
sales for several quarters), or if there is a deterioration in the
company's liquidity and/or financial risk profile.

The principal methodology used in these ratings was Retail Industry
published in May 2018.

Headquartered in Quincy, Massachusetts, Jill Acquisition LLC
through its subsidiaries is a retailer of women's apparel, footwear
and accessories sold through the Internet, catalogs and 273 retail
stores. The company is majority-owned by TowerBrook Capital
Partners L.P. and generated revenue of approximately $712 million
for the twelve months ended August 4, 2018.


KIRK'S FRAMING: Seeks Authorization on Cash Collateral Use
----------------------------------------------------------
Kirk's Framing, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Middle District of Florida to use cash collateral to
fund all necessary operating expenses of its business.

The Debtor primarily generates income from a framing business.  At
the time of filing, the Debtor had a total balance of approximately
$5,137 in its operating account the business generates the
approximate sum of $400,000 per month.

Prior to Sept. 14, 2018, the Debtor had one (1) secured lender with
a lien on cash collateral.  Specifically, CAN Capital, Inc., held a
Business Loan Agreement for a cash advance of $75,000 secured by
the Debtor's future accounts and receivables.  The Debtor reserves
the right to challenge the extent and priority of CAN's lien on any
property and cash collateral.  Pursuant to the confirmed plan of
reorganization in Debtor's prior Chapter 11 Bankruptcy Case, the
Debtor is obligated to repay CAN $73,581 over 120 months at 5.25%
interest with monthly payments of $789.46.

The Debtor proposes to provide CAN adequate protection in the form
of (a) replacement on post-petition collateral to the extent its
prepetition collateral is diminished by the Debtor's use of cash
collateral and (b) the Debtor's projected positive cash flow. The
continued operation of the Debtor's business will preserve its
going concern value, enable the Debtor to capitalize on that value
through a reorganization strategy, and ultimately facilitate the
Debtor's ability to confirm a Chapter 11 plan.

A full-text copy of the Debtor's Motion is available at

             http://bankrupt.com/misc/flmb18-03244-4.pdf

                    About Kirk's Framing Inc.

Kirk's Framing, Inc., a Florida corporation based in Orange Park,
Florida, is in the business of design and construction of wood
framing of residential real properties in Clay, Duval, St. Johns
and Nassau counties.  Its services include floor joist, roof,
steps, and zipwall installations.

Kirk's Framing sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 18-03244) on Sept. 14, 2018.  The
petition was signed by Patricia Kolosky, owner.  At the time of the
filing, the Debtor estimated assets of less than $100,000 and
liabilities of less than $500,000.


LA TRINIDAD ELDERLY: Taps Lugo Mender Group as Legal Counsel
------------------------------------------------------------
La Trinidad Elderly LP SE seeks approval from the U.S. Bankruptcy
Court for the District of Puerto Rico to hire Lugo Mender Group,
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.

Lugo Mender Group will charge these hourly rates:

     Wigberto Lugo Mender, Esq.     $300
     Associate Staff Attorney       $200
     Legal/Financial Assistants     $125

The firm received a retainer in the sum of $10,000 prior to the
petition date.

Wigberto Lugo Mender, Esq., principal of Lugo Mender Group,
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:

     Wigberto Lugo Mender, Esq.
     Lugo Mender Group, LLC
     100 Carr. 165 Suite 501      
     Guaynabo, P.R. 00968-8052            
     Tel.: (787) 707-0404            
     Fax: (787) 707-0412                
     E-mail: wlugo@lugomender.com

                  About La Trinidad Elderly LP SE

La Trinidad Elderly LP SE is a privately-held company in San Juan,
Puerto Rico, engaged in activities related to real estate.

La Trinidad Elderly sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-05549) on Sept. 25,
2018.  In the petition signed by Jorge A. Rios Pulperio, president
and managing partner, the Debtor disclosed that it had estimated
assets of $1 million to $10 million and liabilities of $10 million
to $50 million.  Judge Brian K. Tester presides over the case.


MATTRESS FIRM: Wants to Obtain DIP Financing From Citizen Bank
--------------------------------------------------------------
Mattress Firm, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Delaware for authorization to
obtain postpetition secured financing from a syndicate of banks,
financial institutions, and other entities, including Citizen Bank
N.A., arranged by Barclays Bank PLC, as DIP agent.  The Debtors
also want to use cash collateral.

The loan is guaranteed by Mattress Holding Corp. and each existing
and subsequently acquired or organized direct or indirect
wholly-owned U.S. subsidiary.

The Debtors want to obtain $150 million DIP Financing Facility,
consisting of a first priority senior secured asset-based
debtor-in-possession revolving credit facility, including a "roll
up" of all the Prepetition ABL Obligations, (b) a $15 million swing
line sub-facility, and (c) an amount equal to $30 million of the
Revolving Credit Commitments available in the form of standby
letters of credit, inclusive of all outstanding letters of credit
existing under the Prepetition ABL Credit Agreement.

The Debtors' ability to continue their operations without
interruption is essential for the Debtors to maximize the value of
their estates for the benefit of all stakeholders and avail
themselves of the "breathing room" afforded by a Chapter 11
restructuring.  As a result of a vigorous marketing process, the
Debtors were able to obtain two post-petition financing facilities
in an aggregate principal amount of $250 million, consisting of a
$150 million ABL DIP Facility and a $100 million Term Loan DIP.  

The proposed ABL DIP Facility is being provided by Barclays Bank
and Citizens Bank -- the Debtors' Prepetition ABL Lenders.  The
Term Loan DIP Facility is being provided solely by Barclays.

Collectively, the DIP Facilities present the best available option
to meet the Debtors' postpetition financing needs.  The ABL DIP
Facility includes a "roll-up" of all the existing outstanding
obligations under the Prepetition ABL Credit Agreement.  Those
rolled up amounts will be repaid on the Closing Date from proceeds
drawn on the Term Loan DIP Facility.  Accordingly, the Debtors seek
authority to draw on the Term Loan DIP Facility to satisfy the
outstanding amounts under the ABL DIP Facility.  Subsequent to the
satisfaction of the "rolled-up" amount under the ABL DIP Facility,
the Debtors will be able to make draws under the ABL DIP Facility,
thereby maximizing their liquidity during these cases.

If approved, the Debtors would use the proceeds of the DIP
Facilities to, among other things: (a) provided needed liquidity to
fund general corporate and operating needs, including without
limitation, working capital needs during the pendency of these
Chapter 11 cases; and (b) upon entry of the Interim Order, roll-up
all amounts outstanding under the Prepetition ABL Credit Agreement
into the ABL DIP Facility.  Without access to the proposed DIP
Facilities, and their cash collateral, the Debtors would have
virtually no access to cash and potentially be forced to take
extensive cost-cutting measures during these Chapter 11 cases,
which would, in turn, devastate their turnaround plan and lead to
business disruption that would irreparably damage the Debtors'
estates.

While management has implemented an extensive turnaround plan, in
addition to initiating their store optimization plan, these steps
are insufficient to avoid an immediate need for additional capital
in order to properly fund the business for the foreseeable future.
In the absence of the DIP Facilities, Mattress Firm would likely
run out of cash later this month.  By contrast, with immediate
access to the DIP Facilities, combined with the Debtors' retail
store optimization plan, the Debtors will be able to continue their
turnaround plan and provide the breathing room in order to put the
Debtors back on the path to profitability.

The Debtors firmly believe that approval of the DIP Facilities will
maximize value for the Debtors' stakeholders and is in the exercise
of the Debtors' sound business judgment.

Initial borrowings on DIP ABL Revolver must be sufficient to
refinance Prepetition ABL Facility and otherwise in accordance with
DIP Documents.

The Loan matures three months after the closing date.  The
Termination Date means the earliest to occur of:

     -- the Maturity Date;

     -- the date of termination of the Revolving Credit
        Commitments during the continuance of an Event of Default;

     -- the closing date of a sale pursuant to Section 363 of the
        U.S. Bankruptcy Code of all or substantially all of the
        Loan Parties' assets;

     -- the effective date of a confirmed Chapter 11 Plan of
        reorganization for the Loan Parties;

     -- the date of conversion of the cases to successor cases;

     -- three business days following the Petition Date if the  
        interim court order has not been entered by the Court by
        the date;

     -- 30 days following the Petition Date if the final court
        order has not been entered by the Court by the date; and

     -- the date on which all obligations are paid in full
        (including, without limitation, cash collateralization of
        letters of credit but excluding contingent obligations not

        due and owing) and the Revolving Credit Commitments have   
       
        terminated.

The aggregate amount of the Revolving Credit Commitment on and
after the Closing Date is $150 million.

The material conditions to closing are reasonable and customary for
facilities of this size, type, and purpose, and include, among
others:

     -- the Administrative Agent will have received an executed
        copy of the DIP Term Loan Credit Agreement and evidence of

        the substantially concurrent funding of loans thereunder;

     -- the Petition Date will have occurred;

     -- no later than five business days after the Petition Date,
        the Court will have entered the interim court order;

     -- the first day court orders (including the cash management
        court order and approval of the cash management system)
        will have been entered by the Court.  There will exist no
        unstayed order and injunctions challenging this Agreement
        or any other Loan Documents, the Exit Commitment Letters,
        the Prepetition Credit Agreement or any Prepetition Loan
        Document, the DIP Term Loan Agreement or any Loan
        Documents, the Prepetition Obligations, or any Liens or
        claims in connection therewith;

     -- as of the Petition Date, the Loan Parties will have filed
        a disclosure statement and the Chapter 11 plan with the
        Court; and

     -- since the Petition Date there has not been any event,
        occurrence, development or state of circumstances or facts
        that has had or would reasonably be expected to have a
        Material Adverse Effect.

The DIP Loans will accrue interest, at a percentage per annum equal
to (i) 2.75% for Eurocurrency Rate Loans and (ii) 1.75% for Base
Rate Loans.

The Liens under the ABL DIP Facility and the DIP Lenders' claims
will have the following priority:

     -- pursuant to Bankruptcy Code Section 364(c)(1), constitute
        DIP Superpriority Claims over all administrative expense
        claims and claims against the Borrower or the other Loan
        Parties now existing or hereafter arising, of any kind or
        nature whatsoever, including, without limitation, all
        administrative expense claims of the kind specified in
        Sections 105, 326, 328, 330, 331, 365, 503(a), 503(b),
        506(c), 507(a), 507(b), 546(c), 546(d), 726, 1113, 1114 or
        any other provisions of the Bankruptcy Code and all
        superpriority administrative expense claims granted to any
        other Person the establishment of which super-priority
        will have been approved and authorized by the Court;

     -- pursuant to Bankruptcy Code Section 364(c)(2), a perfected
        first-priority security interest in the DIP Collateral;

     -- pursuant to Bankruptcy Code section 364(c)(3), be secured
        by a perfected lien on all DIP Collateral, to the extent
        that the DIP Collateral is subject to valid, perfected and

        non-avoidable liens in favor of third parties in existence

        at the time of the commencement of the Chapter 11 cases or

        to valid liens in existence at the time of commencement
        that are perfected subsequent to such commencement as
        permitted by Section 546(b) of the Bankruptcy Code; and

     -- pursuant to Bankruptcy Code section 364(d), a perfected
        priming first priority lien on all DIP Collateral, to the
        extent that the DIP Collateral is subject to valid,
        perfected and non-avoidable liens in favor of third
        parties as of the commencement of the Chapter 11 cases
        that secure the obligations of the Loan Parties under or
        in connection with the Prepetition Credit Agreements.

The proceeds from the DIP Facilities and the Cash Collateral will
be used to:

     -- roll up all outstanding Prepetition ABL Credit Agreement
        Indebtedness;

     -- fund general corporate needs, including, without
        limitation, working capital needs;

     -- pay administrative costs of the Cases, including
        reasonable fees and expenses of professionals; and

     -- pay any prepetition obligations authorized to be paid
        pursuant to any First Day Order entered by the Court.

Subject to entry of Interim Order, the proposed DIP ABL Revolver
will be used to refinance the Prepetition ABL Facility.

Lenders under the Prepetition ABL Credit Agreement and
Prepetition Term Loan Credit Agreement have interest in the Cash
Collateral.

As adequate protection for any diminution in the value of their
interest in their collateral resulting from the Loan Parties' use
of cash collateral or otherwise, the Loan Parties will provide to
the lender under the Prepetition ABL Credit Agreement (a)
replacement liens on all of the DIP Collateral, subordinate only to
the liens in favor of the ABL DIP Facility, and the Carve Out,
which liens will be subject to the terms of the Prepetition ABL
Credit Agreement, and (b) a super-priority administrative claim,
subject only to the claims of the Carve Out, the ABL DIP
Superpriority Claims, and the ABL DIP Obligations, which claims
will be subject to the terms of the Prepetition ABL Credit
Agreement.

Prepetition Obligations, the Term Loan DIP Superpriority Claims and
the Term Loan DIP Obligations, which claims will be subject to the
terms of the Prepetition Second Lien Term Loan Credit Agreement.

The Debtors will pay all fees, expenses, and other amounts payable
under the Fee Letters and under the terms of the ABL DIP Agreement,
any other ABL DIP Documents, the Term Loan DIP Agreement and any
other Term Loan DIP Documents including, without limitation, the
commitment fee, the upfront fee, the backstop fee, the arranger
fee, and any letter of credit fees as well as all reasonable and
documented out-of-pocket costs and expenses of the DIP Agents and
the DIP Lenders in accordance with the terms of the DIP Agreements
including, without limitation, the Backstop Group Professionals.

The Co-Collateral Agents and the ABL DIP Agents will have received,
as of the Closing Date, a 13-week cash flow forecast detailing cash
receipts, cash disbursements and inventory levels on a weekly basis
for such period, in form and substance reasonably acceptable to the
Co-Collateral Agents and the ABL DIP Agents.  The DIP Budget is
subject to update and modification, which will include the right of
the Borrower to submit updates from time to time subject to the
reasonable approval of the Co-Collateral Agents and the ABL DIP
Agents, it being understood that if the ABL DIP Agents does not
notify the Borrower of the rejection of any updated or modified DIP
Budget in writing within three business days after its receipt
thereof, the updates and modifications will be deemed to be part of
the DIP Budget.  The Borrower will be permitted to make borrowings
consistent in all material respects with the DIP Budget, including
the Permitted Variances, subject to the other terms set forth
herein.

The milestones include:

     -- on the Petition Date or the next Business Day thereafter,
        the Debtors will have filed with the Court a motion
        seeking approval of this Agreement and the Loans;

     -- as of the Petition Date, the Loan Parties will have (i)
        filed a disclosure statement and the Chapter 11 plan with
        the Court, each in form and substance satisfactory to the
        Administrative Agent and the Co-Collateral Agent, which
        plan and (A) provides for payment in full of all
        Obligations on the effective date thereof, and (B) either
        (I) provides that each class of claims or interests
        therein is not impaired or (II) has been accepted,
        pursuant to a solicitation of votes completed prior to the

        Petition Date, by each impaired class of claims or
        interests, without regard to any acceptance by any insider

        of the Loan Parties and (ii) provided evidence,
        satisfactory to the Administrative Agent and the Co-
        Collateral Agent, of the agreements by holders of
        intercompany Indebtedness of any Debtor to support the
        Chapter 11 Plan;

     -- on or before three business days after the Petition Date,
        the interim court order will have been entered by the
        Court;

     -- on or before 30 days after the Petition Date, the final
        court order will have been entered by the Court;

     -- on or before 60 days after the Petition Date, the Court
        will have entered an order, in form and substance that is
        reasonably satisfactory to the Administrative Agent and
        Co-Collateral Agent, confirming the Chapter 11 Plan; and

     -- (i) On the Petition Date, the Debtors will have filed a
        motion to reject leases with respect to approximately 200
        stores, in form and substance reasonably satisfactory to
        the Administrative Agent and Co-Collateral Agent, and (ii)
        obtained one or more orders of the Court on or before the
        60th day after the Petition Date, in form and substance
        satisfactory to the Administrative Agent and Co-Collateral

        Agent, authorizing and directing the rejection of leases
        for the stores.

As of the Petition Date, the Debtors' primary debt obligations
consist of approximately $183 million of the Secured Funded Debt
under the Prepetition ABL Facility and the Prepetition Term Loan.

A copy of the Debtors' request is available at:

            http://bankrupt.com/misc/deb18-12241-16.pdf

                      About Mattress Firm

Founded in 1986, Mattress Firm -- https://www.mattressfirm.com/ --
is a
specialty mattress retailer headquartered in Houston, Texas,
operating more than 3,230 stores across 49 states (including
franchise locations).  Mattress Firm offers a broad selection of
mattress products and bedding accessories from leading
manufacturers and brand names, including Serta, Simmons, tulo,
Sleepy's, Chattam & Wells and Purple.

Houston, Texas-based Mattress Firm, Inc., and its affiliates filed
for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No.
18-12241) on Oct. 15, 2018.

The Hon. Christopher S. Sontchi is the case judge.

Mattress Firm estimated $1 billion to $10 billion in assets and
debt as of the bankruptcy filing.

The Debtors tapped SIDLEY AUSTIN LLP as general counsel; YOUNG
CONAWAY STARGATT & TAYLOR, LLP, as Delaware counsel; ALIXPARTNERS,
LLP, as financial advisor; GUGGENHEIM SECURITIES, LLC, as
investment banker; and EPIQ BANKRUPTCY SOLUTIONS as claims agent.


MENSONIDES DAIRY: Gets OK on Final Use Northwest Cash Collateral
----------------------------------------------------------------
The Hon. Frank L. Kurtz of the U.S. Bankruptcy Court for the
Eastern District of Washington has signed an agreed order
authorizing Mensonides Dairy LLC's final use of cash collateral.

Northwest Farm Credit Services, PCA and FLCA is Debtor's largest
secured creditor, holding loans totaling over $28,000,000.  The
loans are secured by all of Debtor's real and personal property,
which include both commercial and agriculture real estate and dairy
cattle.

The Debtor is authorized to use Cash Collateral solely and
exclusively for the disbursements set forth in the budget until the
earliest to occur of (i) the date that the Order ceases to be in
full force and effect; (ii) the occurrence and continuation of a
Termination Event; or (iii) the occurrence of a Triggering Event.

Neither the Debtor nor Individual Debtors will be authorized to use
any proceeds from the sale of a portion of their commercial to
Chino Valley Truck Wash without consent of Northwest or further
order of the Court. Northwest reserves all of its rights to object
to the sale and the use of the proceeds from the sale.

Cattle sales, including calves, will not exceed $195,000 per month,
and the Debtor can roll forward any cattle sales that are less than
this cap into a future month.

A Termination Event is any one or more of the following: (a) the
earlier of the conclusion of the hearing to consider confirmation
of the Individual Debtors and Debtors' Plan, or February 1, 2019;
(b) any material loss, theft, damage, or destruction of any
Collateral which is currently insured if the insurer indicates that
it will not cover such loss, theft, damage or destruction pursuant
to the terms of the applicable policy; (c) any material loss,
theft, damage, or destruction of any Livestock Collateral and/or
other uninsured Collateral; (d) Debtor's case is dismissed by the
Court or converted at the request of either Debtor to a case under
chapter 7 of the Bankruptcy Code, or either Debtor files a motion
or other pleading seeking the dismissal of this case; (e) the
appointment in either case of a Chapter 11 Trustee, a new
Debtor-In-Possession responsible officer, or an examiner with
enlarged powers relating to the operation of the business; or (f)
the occurrence of a Triggering Event.

The occurrence of any one of the following will be deemed a
Triggering Event:

     A. The failure of the Debtor to accumulate and maintain a
minimum 2018 corn silage inventory on Dairy of no less than 10,000
tons. The Debtors will complete the accumulation and ensiling of
this Emergency Silage no later than October 15, 2018. The Emergency
Silage will be stored and covered in the Debtor's pit using best
industry practices and Debtor and Northwest will agree upon how to
clearly, physically and permanently designate the boundaries of the
Emergency Silage. The Debtor will be able to use other forage in
the pit, but will not invade the Emergency Silage without the
written consent of Northwest or an order of Court. Northwest and
its consultants will have the right to inspect, test and verify the
quantity and quality of this silage at reasonable intervals.

     B. The Debtor will provide Northwest with real time access to
its Northwest Dairy Association account in order to provide
Northwest with information about the amount of the Debtor's milk
checks. If, after receiving notice from NDA of the amount of any
milk proceeds, the Debtor reasonably believes it will not be able
to meet its payroll obligations, the Debtor, through Amy
Mensonides, will provide e-mail and telephone notice to a
representative designated by Northwest commencing after the date of
the Order. The notice will indicate the Debtor's assessment of the
amount of the payroll deficiency. It will be a Triggering Event if
the Debtor fails to pay any post-petition payroll or payroll tax
obligation.

     C. Any overdraft by either Debtor on any depository account
unless the Debtor cures such overdraft within five days of
receiving notice from the depository institution. The Debtors will
provide notice to Northwest of any overdraft within twenty-four
hours of receiving notice of the same.

     D. The Debtor expending less than $275,000 per month for all
labor, inclusive of payments to insiders (without obtaining
approval from Northwest) or spending more than the amount
authorized by the Budget for labor (subject to applicable Budget
variances as provided in the Order).

     E. Any delinquency in the payment of any post-petition tax by
either Debtor.

     F. The failure of either Debtor to provide full copies of all
post-petition bank statements for any checking, savings, payroll,
or other depository account where either the Debtor, Individual
Debtors, or Debtor's representatives are signatories.

     G. The failure of the Debtor to timely cooperate with
Northwest, or any consultant utilized by Northwest, in obtaining
real time read only access (or equivalent viewing access) to Dairy
Comp 305 and EZFeed databases no later than September 24, 2018. The
failure of Northwest to obtain access to these databases in the
event Northwest is required to purchase the computer programs or
licenses, at Northwest's expense, will nullify the Triggering
Event. Notwithstanding the foregoing access provision, it will be a
Triggering Event if the Debtor fails to provide Northwest access to
Dairy Comp 305 and EZFeed databases when Northwest or its
consultants and representatives personally visit the Dairy.

     H. The failure of the Debtor to provide milk production
reports in native or in such other form as the Debtor and Northwest
may agree.

     I. Failure to timely perform any of the following with regard
to marketing the Dairy Enterprise and other assets of the Debtors:
(i) submit a Motion and Proposed Order to the Court requesting the
Court order the appointment of a marketing agent or broker on or
before October 15, 2018; (ii) provide Northwest with information
related to the Agent's recommended proposed marketing, listing
price, market analysis and marketing strategy on or before October
31, 2018; (iii) provide Agent with any information or materials
reasonably requested by Agent by October 31, 2018; (iv) request in
writing from Northwest Northwest's consent to the marketing plan on
or before November 5, 2018; (v) list for sale with the Agent the
Dairy Enterprise and Dairy related assets on or before November 15,
2018; and (vi) timely authorize Agent to notify Northwest and / or
the Committee of all inquiries or offers received for the Dairy
Enterprise and / or any of Debtor's assets.

     J. The failure of the Debtors to: (a) file a disclosure
statement(s) and proposed plan(s) no later than November 15, 2018;
(b) (b) obtain confirmation of the Debtor's plan of reorganization
on or before February 15, 2019. The disclosure statement to be
filed by the Debtor hereunder will include disclosure as to the
Debtor's marketing efforts and any and all offers the Debtor and/or
Agent has received.

     K. In the event Northwest asserts that a Triggering Event has
occurred it will give the Debtors written notice of the Triggering
Event. The Debtors will have three business days from the receipt
of a Triggering Notice to: (a) cure the default; or (b) file a Cure
Motion with the Bankruptcy Court seeking to a determination that no
Triggering Event has occurred or seeking to modify this Order.

     L. In the event that Northwest contends that the occurrence of
a Triggering Event threatens to cause material harm to Northwest's
Collateral or threatens to materially impact the operations of the
Debtor's dairy business, Northwest may file a motion for
appropriate emergency relief seeking to terminate or modify the
Debtor's ability to use Cash Collateral.

Northwest is granted a valid and perfected replacement lien on the
following: all prepetition and postpetition assets and properties
(tangible, intangible, real, personal, and mixed) of the Debtor of
any kind, whether existing now or newly acquired or arising,
wherever located including all Collateral, all Cash Collateral, and
all cash and non-cash proceeds, rents, products, substitutions,
accessions, and profits of all of the foregoing. However, the
Collateral will not include causes of action brought pursuant to 11
U.S.C. Sections 544, 547, 548, or 553, or recoveries on account of
such causes of action nor will the Replacement Lien attach to any
assets of the Individual Debtors.

The Replacement Lien will be senior to all other liens, security
interests, mortgages, and other interests that secure an
obligation, other than the following, to the extent they are valid,
perfected, and unavoidable: (i) liens or security interests
permitted by the Loan Documents; (ii) other liens or security
interests that were senior to the Prepetition Liens as of the
Petition Date.

To the extent that the Adequate Protection Measures or other
measures the Court may order, fail to provide adequate protection
for Northwest's interests in the Collateral, Northwest will have a
super-priority claim under 11 U.S.C. Section 507(b) without
prejudice to Northwest's right to seek additional relief.

The Debtors will maintain their current Debtor-in-Possession
accounts and will provide Northwest with copies of statements from
each and all of these accounts weekly concurrent with the reporting
requirements.

The Debtor will maintain all-risk replacement cost insurance on all
of its assets which were insured on the date this case was filed,
naming Northwest as loss payee and mortgagee. The Debtor, however,
will not be required to maintain wage and hour insurance coverage
as such coverage is not reasonably available.

Northwest and its consultants, representatives and agents may
inspect the Collateral from time to time at reasonable times, and
Debtor will fully cooperate with such inspections.

A full-text copy of the Order is available at

            http://bankrupt.com/misc/waeb18-01681-199.pdf

                    About Mensonides Dairy

Mensonides Dairy LLC operates a farm that produces milk and other
dairy products. It was founded in 1993 and is based in Mabton,
Washington.

Mensonides Dairy sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wash. Case No. 18-01681) on June 14,
2018.  In the petition signed by Art Mensonides, its owner and
member, the Debtor estimated assets of $10 million to $50 million
and liabilities of $10 million to $50 million. Judge Frank L. Kurtz
presides over the case.  The Debtor tapped Steven Sackmann, Esq.,
of Sackmann Law, PLLC, and Toni Meacham, Esq., as co-counsel.


MERCER INTERNATIONAL: S&P Alters Outlook to Pos. & Affirms BB- ICR
------------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Vancouver-based
Mercer International Inc. to positive from stable and affirmed its
'BB-' long-term issuer credit rating on the company.

At the same time, S&P Global Ratings affirmed its 'BB-' issue-level
rating, with a '3' recovery rating, on the company's senior
unsecured notes. The '3' recovery rating indicates S&P's
expectation for meaningful (50%-70%; rounded estimate 50%) recovery
in a default scenario.

The outlook revision follows the company's announcement to acquire
pulp assets from DMI Ltd. for US$350 million. The acquired assets
include a hardwood and softwood kraft pulp mill in Alberta and a
50% joint venture in a softwood pulp mill in British Columbia. The
transaction is subject to regulatory approvals and expected to
close by year-end 2018. S&P believes the transaction enhances the
company's operating breadth, while contributing meaningfully to
cash flows. In addition, the company continues to benefit from
robust pulp prices, which we believe will result in stronger cash
flows and credit measures relative to its previous expectations,
even after including the acquisition-related debt.

Mercer primarily produces northern bleached softwood kraft (NBSK)
pulp from its three low-cost modernized mills, with an estimated
production capacity of 1.5 million metric tons. Following
completion of the transaction, the company's pulp capacity will
increase meaningfully by 40% to 2.2 million metric tons with EBITDA
increasing by about 30%. In addition, the acquisition will modestly
expand the company's product mix to include hardwood pulp. S&P
believes the enhanced operating breadth would somewhat improve the
company's ability to withstand operational disruptions. In
addition, the acquired assets also produce surplus energy as a
byproduct of the pulp process (similar to Mercer's existing
operations) and should further contribute to this highly profitable
and stable revenue stream and help to partially offset price
volatility in pulp. However, these factors are contingent on
management being able to integrate the assets successfully.

S&P said, "The positive outlook primarily reflects the improvement
in Mercer's operating breadth related to the company's announced
acquisition of pulp assets, in tandem with our expectation for
continuing favorable pulp prices. Mercer's credit measures are
expected to exceed our previous estimates, even with the increase
in acquisition-related debt, with adjusted debt-to-EBITDA in the
mid 2x area in 2018 and 2019.

"We could raise our ratings on Mercer if we believe the company can
generate and sustain adjusted debt-to-EBITDA in the low 2x area. In
this scenario, we believe the company would integrate the acquired
assets successfully and realize average NBSK pulp prices at or
above our current expectation of US$1,100 per metric ton in 2019.
We would also expect better visibility on the margin profile of the
acquired assets, and future allocation of discretionary cash flow.

"We could revise the outlook to stable if we expect adjusted
debt-to-EBITDA to trend toward the 3x area with limited prospects
of improving. This could occur if average NBSK pulp prices
materially decline in 2019 due to weaker-than-expected end user
demand or excess industry capacity, or if input costs sharply
increase. Alternatively, this could also occur if the company faces
integration challenges, which negatively affect EBITDA margins and
our cash flow estimates."



MJJW PORTFOLIO: Taps Fresh Start Law Firm as Legal Counsel
----------------------------------------------------------
MJJW Portfolio, Inc., seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Fresh Start Law Firm,
P.A. as its legal counsel.

The firm, through its attorney Miriam Sumpter-Richard, Esq., will
advise the Debtor regarding its duties under the Bankruptcy Code
and will provide other legal services related to its Chapter 11
case.

Ms. Sumpter-Richard will charge $300 per hour for time spent out of
court and $350 per hour for time spent in court.  The Debtor has
agreed to pay her firm a retainer in the sum of $6,283, plus $1,717
for the filing fee.

Ms. Sumpter-Richard does not represent any interest adverse to the
Debtor and its bankruptcy estate, according to court filings.

Fresh Start can be reached through:

     Miriam L. Sumpter-Richard, Esq.
     Fresh Start Law Firm, P.A.
     P.O. Box 2105
     Seffner, Florida 33583
     Phone: (813) 387-7724
     Fax: (813) 387-7727
     Email: Miriam@freshstartlawfirm.com

                     About MJJW Portfolio Inc.

MJJW Portfolio, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-07533).  The Debtor
tapped Miriam L. Sumpter-Richard, Esq., at Fresh Start Law Firm,
P.A., as its bankruptcy counsel.


NATIVE SPIRIT: Capstone Does Not Consent to Cash Collateral Use
---------------------------------------------------------------
Secured Creditor CTP Funding, LLC, doing business as Capstone
Financial, gives notice to the United States Bankruptcy Court for
the District of Arizona that it does not consent to Native Spirits
Limited, LLC's use of cash collateral.

Capstone does not consent to Debtor's use of cash collateral, which
includes without limitation all cash, negotiable instruments,
documents of title, securities, deposits, or other cash
equivalents, or other proceeds, products, offspring, rents, or
profits of any of the Collateral.

Capstone is a secured creditor of the Debtor. Capstone made a loan
facility available to Debtor in the maximum principal amount of
$300,000, as evidenced by a Promissory Note (the "First Note").
Payment of the First Note is secured by a blanket lien on all of
Debtor's personal property.

Separately, Capstone made a loan facility available to Mr.
Williams, Robert Barnes, and Anthony R. Stacy in the maximum
principal amount of $75,000, as evidenced by a Promissory Note (the
"Second Note").  Under the Modification Agreement, Capstone made a
new loan to Debtor in the original principal amount of $100,000, as
evidenced by another Promissory Note (the "Third Note").

The First Note was amended to, among other things, extend the
maturity date to Sept. 30, 2016.  The Second Note was amended and
restated to, among other things, substitute Debtor as the maker,
with a maturity date of Sept. 30, 2016.  The Security Agreement and
the Subordination Agreement were each amended to provide that they
apply to Debtor's obligations to Capstone under the First Note, the
Second Note, and the Third Note.

Subsequently, the parties entered into a First Extension of Loan
Modification and Business Loan Agreement whereby the maturity dates
of the First Note, Second Note, and Third Note were extended to
March 30, 2018.

As of the Filing Date, the outstanding principal balances of the
First Note, Second Note, and Third Note were $300,000, $75,000, and
$100,000, respectively.  The Debtor is also obligated to pay
Capstone all accrued and accruing interest, late charges, legal
fees, costs, expenses, and other charges provided for under the
terms of said agreements.

The Debtor is also obligated to Capstone for repayment of a loan in
the amount of $18,316 (the "MHW Loan").  The purpose of the MWH
Loan was to pay indebtedness owed by Borrower to MHW Ltd. in
connection with the storage of certain Collateral for Capstone's
loans to Borrower.

Capstone believes that the collateral is also subject to a lien in
favor of Montclair Holdings, LLC, which agreed to subordinate its
lien to that of Capstone pursuant to a Security Interest
Subordination Agreement.

Capstone asserts that the Debtor has not offered or provided any
adequate protection for its interest in the Collateral. Thus,
Capstone does not consent to Debtor's use of its cash collateral.

Attorneys for CTP Funding, LLC, d/b/a Capstone Financial:

          Steven N. Berger, Esq.
          Bradley D. Pack, Esq.
          Engelman Berger, P.C.
          3636 North Central Avenue, Suite 700
          Phoenix, Arizona 85012
          Tel: (602) 271-9090
          Fax: (602) 222-4999
          E-mail: snb@eblawyers.com
          E-mail: bdp@eblawyers.com

                About Native Spirit Limited

Native Spirit Limited, LLC dba Vektor Vodka, LLC --
http://vektorvodka.com- is a privately held company in Phoenix,
Arizona in the distilled spirits business.  Vektor Vodka is
distilled seven times from Russian winter wheat, using artesian
spring water from local aquifers.

Native Spirit Limited filed a Chapter 11 petition (Bankr. D. Ariz.
Case No. 18-11154) on Sept. 13, 2018.  In the petition signed by
CEO Mark S. Williams, the Debtor estimated $500,000 to $1 million
in assets and $1 million to $10 million in liabilities.  The case
is assigned to Judge Brenda K. Martin.  The Debtor is represented
by Bryan A. Albue, Esq., at Sherman & Howard LLC.


NEIMAN MARCUS: Accounting Exec Dale Stapleton to Retire in January
------------------------------------------------------------------
Dale T. Stapleton announced his retirement from his position as
senior vice president and chief accounting officer of Neiman Marcus
Group LTD LLC, effective Jan. 4, 2019.  Adam Orvos, executive vice
president, chief financial officer and chief operating officer,
will assume the role of principal accounting officer following Mr.
Stapleton's retirement until his successor is appointed.  Mr.
Stapleton's retirement is not the result of any disagreement
regarding any matter related to the Company's  operations, policies
or practices, according to a Form 8-K filed by the Company with the
Securities and Exchange Commission.

                      About Neiman Marcus

Headquartered in Dallas, Texas, Neiman Marcus Group LTD LLC --
http://www.neimanmarcusgroup.com/-- is a luxury, multi-branded,
omni-channel fashion retailer conducting integrated store and
online operations under the Neiman Marcus, Bergdorf Goodman, Last
Call, Horchow, and mytheresa brand names.

Neiman Marcus reported net earnings of $251.1 million in fiscal
year 2018 compared to a net loss of $531.8 million in the prior
year.  As of July 28, 2018, Neiman Marcus had $7.54 billion in
total assets, $6.78 billion in total current and long-term
liabilities, and $759.18 million in total member equity.

                          Liquidity

At July 28, 2018, Neiman Marcus had outstanding revolving credit
facilities aggregating $927.4 million consisting of (i) its
Asset-Based Revolving Credit Facility of $900.0 million in the U.S.
and (ii) the mytheresa.com Credit Facilities of $27.4 million, or
EUR 23.5 million.  Pursuant to these credit facilities, the Company
had outstanding borrowings under its Asset-Based Revolving Credit
Facility of $159.0 million and outstanding letters of credit and
guarantees of $3.2 million.  The Company's borrowings under these
credit facilities fluctuate based on its seasonal working capital
requirements, which generally peak in its first and third quarters.
At July 28, 2018, the Company had unused borrowing commitments
aggregating $726.6 million, subject to a borrowing base, of which
(i) $90.0 million of such capacity is available to it subject to
certain restrictions and (ii) $26.0 million of such capacity is
available only to MyTheresa and not to its U.S. operations.
Additionally, the Company held cash and cash equivalents and credit
card receivables of $72.2 million bringing its available liquidity
to $798.8 million at July 28, 2018, inclusive of the amount
available to MyTheresa.  The Company believes that cash generated
from its operations along with its existing cash balances and
available sources of financing will enable it to meet its
anticipated cash obligations during the next 12 months.

                          *     *    *

In March 2017, Moody's Investors Service downgraded Neiman Marcus'
Corporate Family Rating to 'Caa2' from 'B3' and its Probability of
Default Rating to 'Caa2-PD' from 'B3-PD'.  "The downgrade of NMG's
Corporate Family Rating reflects the continued weakness in its
financial results as it faces both the cyclical and secular
challenges that face the North America luxury department stores,"
says Christina Boni, VP senior analyst.  "Its designation of its
MyTheresa.com operations and certain owned properties to
unrestricted subsidiaries reduces assets coverage for its debt
obligations.  The hiring of a financial advisor to evaluate
strategic alternatives also signals the likelihood of its capital
structure being addressed well before its first significant debt
maturity in October 2020.  Despite good liquidity, overall leverage
levels remain well above what can be refinanced and a path to
return to peak EBITDA levels is unlikely in the present operating
environment."


NEOVASC INC: Regains Compliance with Nasdaq Minimum Bid Price Rule
------------------------------------------------------------------
Neovasc, Inc., has received written notification from the Nasdaq
Hearings Panel notifying the Company that it has regained
compliance with the minimum bid price requirement under Nasdaq
Listing Rule 5550(a)(2) for continued listing on the Nasdaq Capital
Market, that it is in compliance with all other applicable
continued listing requirements and that the Panel has determined to
continue the listing of the Company's common shares on the Nasdaq.
Accordingly, Neovasc is in compliance with all applicable Nasdaq
listing standards and the Panel considers this matter closed.

                     About Neovasc Inc.

Based in Richmond, British Columbia, Neovasc Inc. --
http://www.neovasc.com/-- is a specialty medical device company
that develops, manufactures and markets products for the rapidly
growing cardiovascular marketplace.  Its products include the
Neovasc Reducer, for the treatment of refractory angina, which is
not currently available in the United States and has been available
in Europe since 2015, and the Tiara, for the transcatheter
treatment of mitral valve disease, which is currently under
clinical investigation in the United States, Canada and Europe.

Neovasc reported a net loss of US$22.91 million for the year ended
Dec. 31, 2017, compared to a net loss of US$86.49 million for the
year ended Dec. 31, 2016.  As of June 30, 2018, Neovasc had
US$23.88 million in total assets, US$28.04 million in total
liabilities and a total deficit of US$4.15 million.

Grant Thornton issued a "going concern" opinion in its report on
the consolidated financial statements for the year ended Dec. 31,
2017, stating that the Company incurred a consolidated net loss of
US$24.86 million during the year ended Dec. 31, 2017, and, as of
that date, the Company's consolidated current liabilities exceeded
its current assets by US$6.06 million.  The auditors said these
conditions, along with other matters, indicate the existence of a
material uncertainty that casts substantial doubt about the
Company's ability to continue as a going concern.


NORTHERN OIL: Signs New 5-Year $750M Sr. Secured Credit Facility
----------------------------------------------------------------
Northern Oil and Gas, Inc., has closed an agreement with Royal Bank
of Canada, as administrative agent, and a syndicate of lenders
under a new $750 million first lien revolving credit facility.  RBC
Capital Markets, ABN AMRO, Capital One, Citizens Bank and Wells
Fargo Securities are the joint lead arrangers and joint book
runners. The new credit facility matures in October 2023.

The new credit facility has an initial borrowing base of $425
million, with the next redetermination scheduled for April 1, 2019.
Northern has drawn $50 million of borrowings at closing. Northern
applied a portion of the initial proceeds, together with the net
proceeds of its previously announced offering of senior secured
second lien notes, towards the repayment and retirement of its term
loan credit facility led by TPG Sixth Street Partners.

"The closing of our new credit facility is a huge leap forward for
the Company's financial flexibility and overall cost of capital,"
commented Northern's Chief Financial Officer, Nick O'Grady.  "We
would like to thank TPG Sixth Street Partners for their invaluable
commitment over the past year, which has been instrumental to the
enormous strides the Company has made.  With their help, Northern
has executed on over a half billion dollars in acquisitions, vastly
improved our credit metrics and dramatically improved our share
price."

At the Company's option, borrowings under the revolving credit
agreement will bear interest at the base rate or LIBOR plus an
applicable margin.  Base rate loans bear interest at a rate per
annum equal to the greatest of: (i) the agent bank's prime rate;
(ii) the federal funds effective rate plus 50 basis points; and
(iii) the adjusted LIBOR rate for a one-month interest period plus
100 basis points.  The applicable margin for base rate loans ranges
from 75 to 175 basis points, and the applicable margin for LIBOR
loans ranges from 175 to 275 basis points, in each case depending
on the percentage of the borrowing base utilized.

The revolving credit agreement contains negative covenants that
limit the Company's ability, among other things, to pay dividends,
incur additional indebtedness, sell assets, enter into certain
derivatives contracts, change the nature of its business or
operations, merge, consolidate, or make certain types of
investments.  In addition, the revolving credit agreement requires
that the Company comply with the following financial covenants: (i)
as of the date of determination, the ratio of total net debt to
EBITDAX (as defined in the revolving credit agreement) shall be no
more than 4.00 to 1.00, measured on a pro forma rolling four
quarter basis, and (ii) the current ratio (defined as consolidated
current assets including unused amounts of the total commitments,
but excluding non-cash assets under FASB ASC 815, divided by
consolidated current liabilities excluding current non-cash
obligations under FASB ASC 815 and current maturities under the
revolving credit agreement and the Second Lien Notes (as defined in
the revolving credit agreement)) shall not be less than 1.00 to
1.00.

A full-text copy of the Amended and Restated Credit Agreement
Dated as of Oct. 5, 2018, is available for free at:

                      https://is.gd/DT5Pts

                 Second Supplemental Indenture

On Oct. 5, 2018, Northern Oil completed an offering of an
additional $350 million aggregate principal amount of its 8.50%
senior secured second lien notes due 2023.  The Company previously
completed the offering of the initial $344.3 million of 8.50%
senior secured second lien notes due 2023 on May 18, 2018.  The
Additional Notes were sold in the United States to persons
reasonably believed to be qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended, or
outside the United States pursuant to Regulation S under the
Securities Act.

The Additional Notes were issued pursuant to a second supplemental
indenture, dated as of Oct. 5, 2018, among the Company and
Wilmington Trust, National Association, as trustee and as
collateral agent.  The Second Supplemental Indenture supplements
the indenture, dated as of May 18, 2015, among the Company, the
Trustee and the Collateral Agent, which was previously supplemented
by the First Supplemental Indenture, dated as of Sept. 18, 2018,
among the Company, the Trustee and the Collateral Agent.  The
Company used the net proceeds from the Offering, combined with
borrowings under its Revolving Credit Facility, to fully repay and
retire its existing first lien term loan credit facility led by TPG
Sixth Street Partners.

The Additional Notes are governed by the Indenture and have the
same interest payment terms and redemption terms as the Existing
Notes.  The obligations of the Company under the Second Lien Notes
may be accelerated upon the occurrence of an Event of Default (as
such term is defined in the Indenture).  Events of Default include
customary events for a capital markets debt financing of this type,
including, without limitation, payment defaults, the inaccuracy of
representations and warranties, defaults in the performance of
certain affirmative or negative covenants, defaults on other
indebtedness of the Company or its subsidiaries (including an event
of default under the Company's credit facility), bankruptcy or
related defaults, defaults related to judgments and the occurrence
of a Change of Control (as that term is defined in the Indenture).

                      About Northern Oil

Minnetonka, Minnesota-based Northern Oil and Gas, Inc. --
http://www.NorthernOil.com/-- is an independent energy company
engaged in the acquisition, exploration, development and production
of oil and natural gas properties, primarily in the Bakken and
Three Forks formations within the Williston Basin in North Dakota
and Montana.  

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 June 30, 2018, Northern Oil had $883.08 million in
total assets, $1.03 billion in total liabilities and a total
stockholders' deficit of $147.8 million.


NOVAN INC: Expands Business Partnership with Sato in Japan
----------------------------------------------------------
Novan, Inc. has expanded its partnership with Sato Pharmaceutical
Co., Ltd., a Japanese company with a prescription pharmaceutical
business specializing in dermatology, to include Novan's topical
nitric oxide-releasing product candidate SB206 for the treatment of
viral skin infections including warts and molluscum contagiosum.

The initial licensing agreement executed in January of 2017 focused
on the development and commercialization of SB204 for the treatment
of acne vulgaris in Japan.  This amended license agreement provides
Sato with the exclusive rights to also develop and commercialize
Novan's SB206 and related dosage forms for the treatment of viral
skin infections in Japan.  Under the terms of the amendment, Novan
will receive an upfront payment from Sato of 1.25 billion JPY
(approximately $11.0 million) to be paid in installments over the
next 12 months.  As part of the revised agreement, the parties
adjusted potential future development and regulatory milestone
payments, added additional sales-based milestone payments and
adopted a tiered royalty structure on net sales of SB204 and SB206
in Japan.

"We are pleased to announce this expanded partnership with Sato to
now include SB206," said Nathan Stasko, Ph.D., president and chief
scientific officer of Novan.  "Japan is the second largest
dermatology market in the world where skin diseases such as acne,
molluscum and warts have substantial prevalences.  Continued
interest from a closely aligned and strong partner like Sato
further reinforces the science behind our nitric oxide platform and
its translation into a broad array of dermatological disorders."
Dr. Stasko concluded his commentary by stating, "The potential
opportunities across a multitude of global markets for our
technology are significant.  Expanding our activity within Japan is
an important and tangible step in advancing that vision."

Paula Brown Stafford, chief development officer of Novan, added,
"In addition to the expansion of our partnership to include viral
skin infections, Novan continues to support Sato's clinical
activities with SB204 for acne in Japan.  We are pleased to
announce that based on Sato's progress, Novan is due to receive an
SB204 milestone payment in the fourth quarter of 2018 and our team
is committed to advancing acne care globally as a meaningful and
important indication within dermatology."

While Novan and Sato will work closely together on the progression
of these assets, Sato is responsible for funding the development
and commercial costs for the programs that are specific to Japan.
Novan retains the rights to manufacture the active pharmaceutical
ingredient of SB204 and SB206, which Novan will supply to Sato for
commercial purposes.

Novan's antiviral development program with SB206 includes a
completed Phase 2 trial in patients with external genital warts and
an ongoing Phase 2 trial in patients with molluscum contagiosum.
As previously communicated, the 108-patient trial conducted in
patients with external genital and perianal warts, demonstrated
that topical application of SB206 12% once-daily demonstrated
statistically significant complete clearance of genital warts
compared to vehicle after 12 weeks of treatment. Additionally, the
ascending dose Phase 2 trial in 256 patients with molluscum
contagiosum enrolled ahead of schedule and
favorable tolerability with SB206 has allowed escalation to the
highest dose of 12% twice-daily.  Top line results for Cohorts 1
through 3 of this study are targeted no later than mid-November.

                       About Novan Inc.

Based in Morrisville, North Carolina, Novan Inc. --
http://www.novan.com/-- is a clinical-stage biotechnology company
focused on leveraging nitric oxide's natural antiviral and
immunomodulatory mechanisms of action to treat dermatological and
oncovirus-mediated diseases.  Nitric oxide plays a vital role in
the natural immune system response against microbial pathogens and
is a critical regulator of inflammation.  The Company's ability to
harness nitric oxide and its multiple mechanisms of action has
enabled it to create a platform with the potential to generate
differentiated product candidates.  The two key components of the
Company's nitric oxide platform are its proprietary Nitricil
technology, which drives the creation of new chemical entities, or
NCEs, and its topical formulation science, both of which the
Company uses to tune the Company's product candidates for specific
indications.

Novan incurred reporting a net loss and comprehensive loss of
$37.12 million in 2017 following a net loss and comprehensive loss
of $59.69 million in 2016.  As of June 30, 2018, Novan had $38.71
million in total assets, $34.35 million in total liabilities and
$4.35 million in total stockholders' equity.

The report from the Company's independent accounting firm
PricewaterhouseCoopers LLP 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, negative cash flow from operating activities, and has
an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.


NSA INTERNATIONAL: S&P Assigns 'B' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to
Collierville, Tenn.–based NSA International LLC. The outlook is
stable.

S&P said, "At the same time, we assigned a 'B+' issue-level rating
to the company's $488 million senior secured credit facility,
including the $50 million revolving credit facility due 2023 and
$438 million first-lien term loan due 2025. The recovery rating is
'2', indicating our expectation for substantial (70%-90%, rounded
estimate 70%) recovery in the event of a default. Our ratings
assume the transaction closes on the terms provided to us. Pro
forma for transaction, we expect the company will have about $693
million in total debt outstanding including the preferred stock.

"Our rating on NSA reflects the risks associated with its network
marketing direct sales business model, high leverage, narrow
business focus, lack of product diversity, and participation in the
highly fragmented nutrition supplement space. We believe there is
inherent risk in the direct sales channel especially for companies
that use a network marketing strategy. The company is exposed to
unfavorable legal, regulatory, and reputational risks, and needs to
attract and maintain sales distributors, which typically have high
turnover. We believe NSA has limited its exposure to allegations of
"channel stuffing" (which occurs in the network marketing industry)
by shipping products directly to end users rather than to its
distributors. We have also factored in the company's relatively
good historical operating performance.

"The stable outlook reflects our expectation for consistent
performance due to the aging population and consumers' desire for
healthier lifestyle. We expect adjusted EBITDA margins between
18%-20%, adjusted leverage below 5.5x, and over $50 million annual
free cash flow. We also assume the company will remain free of
adverse legal or regulatory problems.

"We could lower our rating if the company loses a significant
amount of distributors or customers, competition intensifies, or
adverse regulatory or legal problems materialize, which could lead
to adjusted EBITDA falling well below our forecast including
adjusted leverage rising to around 7x or free cash flow approaching
break-even levels. We could also lower our rating if the company's
financial policy becomes more aggressive than we expect.

"An upgrade is highly unlikely given NSA's narrow business focus,
limited scale, and ownership by a financial sponsor. However, we
could raise the rating if the company diversifies either its
products or channel, and if we believe the company will sustain
adjusted leverage below 4.5x, with a financial policy supporting
this level."



ONE AVIATION: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------
Lead Debtor: ONE Aviation Corporation
             3250 Spirit Drive SE
             Albuquerque, NM 87106

Business Description: Headquartered in Albuquerque, New Mexico,
                      ONE Aviation Corporation and its
                      subsidiaries are original equipment
                      manufacturers of twin-engine light jet
                      aircraft.  Primarily serving the
                      owner/operator, corporate, and aircraft
                      charter markets, the Debtors are on the
                      forefront of private aviation technology.
                      The Debtors provide maintenance and upgrade
                      services for their existing fleet of
                      aircraft through two Company-owned Platinum
                      Service Centers in Albuquerque, New Mexico
                      and Aurora, Illinois, five licensed, global
                      Gold Service Centers in locations including
                      San Diego, California, Boca Raton, Florida,
                      Friedrichshafen, Germany, Eelde,
                      Netherlands, and Istanbul, Turkey, as well
                      as a research and development center located
                      in Superior, Wisconsin.  The Debtors
                      currently employ 64 individuals.  Visit
                      http://www.oneaviation.aerofor more
                      information.

Chapter 11 Petition Date: October 9, 2018

Twelve affiliated companies that have filed voluntary petitions
seeking relief under Chapter 11 of the Bankruptcy Code:

     Debtor                                             Case No.
     ------                                             --------
     ONE Aviation Corporation (Lead Case)               18-12309
     ACC Manufacturing, Inc.                            18-12310
     Aircraft Design Company                            18-12311
     Brigadoon Aircraft Maintenance, LLC                18-12312
     DR Management, LLC                                 18-12313
     Eclipse Aerospace, Inc.                            18-12314
     Innovatus Holding Company                          18-12315
     Kestrel Aircraft Company, Inc.                     18-12316
     Kestrel Brunswick Corporation                      18-12317
     Kestrel Manufacturing, LLC                         18-12318
     Kestrel Tooling Company                            18-12319
     OAC Management, Inc.                               18-12320

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

Debtors'
Local
Counsel:          Jaime Luton Chapman, Esq.
                  Robert S. Brady, Esq.
                  M. Blake Cleary, Esq.
                  Sean M. Beach, Esq.
                  Jordan E. Sazant, Esq.
                  YOUNG CONAWAY STARGATT & TAYLOR, LLP
                  Rodney Square
                  1000 North King Street
                  Wilmington, Delaware 19801
                  Tel: (302) 571-6600
                  Fax: (302) 571-1253
                  Email: jchapman@ycst.com
                         rbrady@ycst.com
                         mbcleary@ycst.com
                         sbeach@ycst.com
                         jsazant@ycst.com
  
Debtors'
General
Bankruptcy
Counsel:          Chris L. Dickerson, Esq.
                  Brendan M. Gage, Esq.
                  Nathan S. Gimpel, Esq.
                  PAUL HASTINGS LLP
                  71 South Wacker Drive, Suite 4500
                  Chicago, Illinois 60606
                  Tel: (312) 499-6000
                  Fax: (312) 499-6100
                  Email: chrisdickerson@paulhastings.com
                         brendangage@paulhastings.com
                         nathangimpel@paulhastings.com

                     - and -

                  Todd M. Schwartz, Esq.
                  PAUL HASTINGS LLP
                  1117 S. California Avenue
                  Palo Alto, California 94304
                  Tel: (650) 320-1800
                  Fax: (650) 320-1900
                  Email: toddschwartz@paulhastings.com

Debtors'
Financial
Advisor:          ERNST & YOUNG LLP
                  5 Times Square
                  New York, New York 10036

Debtors'
Investment
Banker:           DUFF & PHELPS SECURITIES, LLC
                  10100 Santa Monica Boulevard
                  11th Floor, Los Angeles, California 90067

Debtors'
Claims &
Noticing
Agent:            EPIQ CORPORATE RESTRUCTURING, LLC
                  777 Third Ave., 12th Floor
                  New York, New York 10017
                  https://dm.epiq11.com/#/case/ONE/info

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by Alan Klapmeier, CEO.

A full-text copy of ONE Aviation's petition is available for free
at:

           http://bankrupt.com/misc/deb18-12309.pdf

Consolidated List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Alfred E. Mann                       Subordinated      $6,482,778
25134 Rye Canyon Loop               Unsecured Note
Valencia, CA 91355                     Due 2017
Contact: Alfred Mann
Email: AMann@aemf.org

Holland Family Trust                 Unsecured and     $4,177,629
125 Fairchild Street, Suite 100       Subordinated
Charleston, SC 29492                 Note Series A-5
Contact: Mason Holland
Email: mason.holland@hollandplane.net

Sikorsky Aircraft Corporation        Unsecured and      $4,174,952
6900 Main Street                       Subordinated
Stratford, CT 06615                  Note Series A-5
Contact: Peter Gutermann
Email: peter.gutermann@sikorsky.com

Alfred E. Mann Living Trust           Unsecured and     $4,169,597
25134 Rye Canyon Loop                  Subordinated
Valencia, CA 91355                   Note Series A-5
Contact: Alfred Mann
Email: AMann@aemf.org

Redevelopment Authority of            Unsecured Note    $1,721,935
the City of Superior
1316 North 14th Street
Superior, WI 54880
Contact: Linda K. Taylor/
         Robert Kanuit/
City Treasurer
Tel: 218-725-6872
     218-725-6836
Email: ltaylor@fryberger.com;
       rkanuit@fryberger.com

Polskie Zaklady Lotnicze SP          Unsecured Note     $1,575,468
Wojska Polskiego 3
Milelec 39-300
Contact: General Counsel or
Chief Financial Officer
Tel: 0048-17-788-7921

Midcoast Regional                     Litigation        $1,045,714
Redevelopment Authority
c/o Drummond Woodsum
84 Marginal Way, Ste 600
Portland, ME 14101
Contact: Timothy E. Steigelman
Tel: 207-772-1941
Email: tsteigelman@dwmlaw.com

Cisco System Capital Corporation       IT Services        $609,161
3675 Cisco Way
San Jose, CA 95134
Contact: General Counsel or
Chief Financial Officer
Tel: 800-553-6387
Fax: 408-526-4100
Email: atty@bbslaw.com

Douglas County Revolving             Unsecured Note       $479,421
Loan Fund, Inc.
1401 Tower Avenue, Suite 302
Superior, WI 54880
Contact: Joseph J. Till III
County Treasurer
Tel: 715-394-4441
Email: jtill@clearwire.net

Henry Orlosky & Katheryn Orlosky      Litigation          $414,121
c/o Willoughby & Offer, P.A.
930 Richland Street
Columbia, SC 29201
Contact: Elizabeth Zeck
Tel: 803-252-3300
Fax: 803-771-2410

Fredrikson & Bryon - KAC             Professional         $366,536
200 South 6th St #4000                 Services
Minneapolis, MN 55402
Contact: General Counsel or
Chief Financial Officer
Tel: 612-492-7000
Fax: 612-492-7077
Email: jkoneck@fredlaw.com

Mike Press                           Trade Vendor         $341,900
PO Box 5227
St Albans, MO 63073
Contact: Mike Press
Tel: 314-277-6890

Klune Industries, Utah Division       Litigation          $338,000
1800 North 300 West
Spanish Fork, UT 74660
Contact: Bob Ballantyne
Tel: 801-636-9953
Email: bbballantyne@pccaero.com

Blue Cross Blue Shield of NM        Benefit Provider      $331,507
4411 The 25 Way
Albuquerque, NM 87109
Contact: General Counsel or
Chief Financial Officer
Tel: 505-816-4000
Fax: 505-816-3608

Bernalilo County Treasurer          Taxing Authority      $314,233
One Civic Plaza NW, Basement
Albuquerque, NM 87102
Fax: (505) 462-9768
Email: Treasurers@bernco.gov

Fincham Mobile Storage                Trade Vendor        $270,957
5601 Wilshire N.E.
Albuquerque, NM 87113
Contact: General Counsel or
Chief Financial Officer
Tel: 505-821-1666
Email: office@finchammobilestorage.com

Mecaer America, Inc.                  Trade Vendor        $257,037
5555 William-Price
Laval, Quebec H7L 6C4 Canada
Contact: General Counsel or
Chief Financial Officer
Tel: 450-682-7117
Fax: 450-682-8152

Zodiac Aerosafety Systems             Trade Vendor        $248,604
4 Rue Lesage Maille Caudebec Les
Elbeuf 76320 France
Contact: General Counsel or
Chief Financial Officer
Tel: +33 2 32 96 56 00
Fax: +33 2 32 96 59 33

Pratt & Whitney Canada                Trade Vendor        $222,198
1000 Marie-Victorin (01B05)
Longueuil, Quebec J4G 1A1
Canada
Contact: General Counsel or
Chief Financial Officer
Tel: 450-677-9411
Email: Paula.Pedersen@pwc.ca

Traverse LLC                         Professional         $214,238
PO Box 4187                            Services
Mission Viejo, VA 92690
Contact: Kieran McGarrell
Tel: 949-230-6993

Triumph Aerospace Systems            Trade Vendor         $209,742
899 kCassatt Road #210
Berwyn, PA 19312
Contact: General Counsel or
Chief Financial Officer
Tel: 610-251-1000
Email: AHarper@triumphgroup.com

Wilkerson Guthmann                       Auditor          $196,435
1210 W Country Road E, Ste 100
Arden Hills, MN 55112
Contact: General Counsel or
Chief Financial Officer
Tel: 651-222-1801
Email: info@wilkersoncpa.com

Farnborough Aircraft                   Trade Vendor       $192,000
Farnborugh Airport
Hampshire GU14 6XA United Kingdom
Contact: General Counsel or
Chief Financial Officer
TEl: +44 0 1252 377234
Email: info@tagaviation.com

Hesson & Birtch, LLC                  Legal Advisor       $163,654
244 E Doty Ave
Neenah, WI 54956
Contact: General Counsel or
Chief Financial Officer
Tel: 920-729-0303
Email: heslaw@heslaw.com

Guggenheim Partners                 Investment Banker     $150,000
330 Madison Ave
New York, NY 10017
Contact: General Counsel or
Chief Financial Officer
Tel: 212-739-0700
Email: PR@GuggenheimPartners.com

Sierracin/Sylmar Corp (PPG)            Trade Vendor       $148,536
12780 San Fernando Road
Sylmar, CA 91342
Contact: General Counsel or
Chief Financial Officer
Tel: 818-362-6711
Email: silvey@ppg.com

Merlin Partners, LLC                   Trade Vendor       $138,000
1900 NE 3rd St #106-349
Bend, OR 97701
Contact: General Counsel or
Chief Financial Officer
Tel: 541-419-8708
Email: Jk@thundercreekUSA.com

Curtiss-Wright Controls                Trade Vendor       $137,511
28965 Avenue Penn
Santa Clarita, CA 91355
Contact: General Counsel or
Chief Financial Officer
Tel: 613-257-4430
Fax: 661-257-4782
Email: ds@curtisswright.com

Kenneth Ross                            Litigation    Undetermined
49 Park Lane
Golf, IL 60029
Contact: Kenneth Ross
Tel: 847-980-8620
Email: ken.ross@najet.net

Living Benefits Asset                   Litigation    Undetermined
Management, LLC
c/o H. Joseph Acosta
Fisherbroyles, LLP
4514 Cole Ave, Ste 600
Dallas, TX 75205
Contact: H. Joseph Acosta
Tel: 214-614-8939
Fax: 214-614-8992
Email: joseph.acosta@fisherbroyles.com


PACHANGA INC: Seek Authorization to Use Cash Collateral
-------------------------------------------------------
Pachanga, Inc., and its affiliated debtors seek authorization from
the U.S. Bankruptcy Court for the Southern District of New York to
use cash collateral to fund ongoing operations.

The Debtors propose to use the cash collateral in accordance with
the Budget and to provide adequate protection to its prepetition
lenders. The Debtors propose to use cash collateral to pay ordinary
and necessary operating expenses to the extent set forth in the
Budget.  The Debtors' proposed operational expenditures relate to,
inter alia, the postpetition purchase of inventory and supplies,
post-petition rent or use and occupancy expenses, and to pay for
outside services and payroll and payroll-related expenses.  At the
current time, no material capital expenditures are contemplated.

The proposed Budget provides total operations cash uses of
approximately $1,822,047, during the period from Sept. 12, 2018 to
Dec. 11, 2018.

Debtor Pachanga, Inc. and the U.S. Small Business Administration
entered into that certain Loan Authorization and Agreement,
pursuant to which the Debtors obtained secured financing from the
SBA.  The SBA Prepetition Obligations are secured by valid,
enforceable, duly perfected, and non-avoidable liens and security
interests granted to the SBA on all inventory, accounts receivable,
fixtures and machinery purchased from the proceeds of the SBA loan.
The SBA Prepetition Liens are senior, first-priority liens against
the SBA Prepetition Collateral.  As of the Petition Date, the
aggregate amount of principal and accrued interest owed to the SBA
is approximately $470,000.

The Debtors attempted, without success, to contact a representative
of the SBA to discuss the consensual use of cash collateral.  The
Debtors aver that they are current on the SBA loan.  The Debtors
propose, as adequate protection for the use of cash collateral in
which the SBA may potentially have an interest, to grant the SBA
replacement liens and a superpriority claim, and to make
postpetition monthly payments of principal and interest on the SBA
loan in the same regular monthly amounts due prepetition.

Separately, the Debtors also entered into a series of transactions
with Apfel Holdings LLC, the predecessor in interest of FIKA
Acquisitions, LLC, pursuant to which the Debtors obtained secured
financing from Apfel Holdings.  Pachanga, Inc. granted security
interests against substantially all of its assets in connection
with the Apfel Obligations, and the remaining Debtors also granted
security interests against substantially all of their assets to
secure the Apfel Obligations.

Apfel Holdings assigned all of its secured claims against the
Debtors to FIKA Acquisitions.  FIKA Acquisitions continued to make
secured loans to the Debtors up until the Petition Date.  The FIKA
Acquisitions Prepetition Obligations are secured by valid,
enforceable, duly perfected, and non-avoidable liens and security
interests on substantially all of the Debtors' assets.  The FIKA
Acquisitions Prepetition Liens are senior, firstpriority liens
against substantially all of the Debtors' assets, subject only to
the SBA Prepetition Liens. As of the Petition Date, the aggregate
amount of principal and accrued interest owed to FIKA Acquisitions
is approximately $12,599,450.

The Debtors have obtained the consent of FIKA Acquisitions to use
cash collateral, including specifically the proceeds of the loan
made by FA to the Debtor immediately prior to the Petition Date, to
fund the Debtors' postpetition operating expenses.  FIKA
Acquisitions will receive, as adequate protection, replacement
liens and a superpriority claim.

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

             http://bankrupt.com/misc/nysb18-12767-11.pdf

                      About Pachanga, Inc.

Fika -- https://www.fikanyc.com/ -- is a Manhattan-based coffee
chain heavily inspired by Swedish heritage and flavors with an
innovative and modern twist. FIKA opened its doors to its very
first location at Central Park South, on Manhattan's 58th street in
September of 2006.

Pachanga, Inc., d/b/a FIKA, and certain of its affiliates sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-12767) on
Sept. 14, 2018.  In the petitions signed by Lars Akerlund,
president, the Debtors disclosed $526,539 in assets and $13,329,636
in debt.  The case is assigned to Judge Michael E. Wiles.  The
Debtors are represented by Rubin LLC.


PARKINSON SEED: Looslis Buying Meridian Property for $700K
----------------------------------------------------------
Parkinson Seed Farm, Inc., asks the U.S. Bankruptcy Court for
District of Idaho to authorize the sale of the real property
commonly referred to as the Lee Farm located near Ashton, Idaho,
more particularly described as Township 8 North, Range 42 East
Boise, Meridian, Fremont County, Idaho, together the water rights
associated therewith, and the irrigation equipment located thereon,
to Brian and Karen Loosli for $700,000.

That property of the estate includes, among other things, 160
acres, more or less, of irrigated farm ground together with the
irrigation equipment located thereon.  The Debtor proposes to sell
said real and personal property for $700,000.

The irrigation water rights and equipment the Debtor proposes to
sell with the property includes, but is not necessarily limited to,
160 shares of Marysville Capital Ditch Stock and 250 acre-feet of
Fremont / Madison storage water, a 2010 Reinke pivot, 40 HP pump
and motor, and any and all appurtenances thereto.

The only creditor that has an existing lien against the property
that the Debtor desires to sell is KeyBank National Association.

It is in the best interest of the Debtor and the Debtor's estate to
sell the Lee Farm since it is not necessary for the effective
reorganization of the estate or the successful operation of its
business, and a greater benefit will be derived from selling the
same and reducing the amount of its debt owed to KeyBank.

The Buyer and the Debtor have executed their Purchase and Sale
Agreement.  The $700,000 estimated proceeds to be derived from the
sale of the Lee Farm will be disbursed as follows: (i) the real and
personal property taxes and water assessments prorated to the date
of closing; (ii) normal closing costs; and (iii) the balance of the
funds to KeyBank

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

      http://bankrupt.com/misc/Parkinson_Seed_125_Sales.pdf

The Purchasers:

          Brian and Karen Loosli
          3127 E., 1100 N.
          Ashton, ID 83420
          Telephone: (208) 317-7878

                  About Parkinson Seed Farm

Located in Saint Anthony, Idaho, Parkinson Seed Farm, Inc. --
http://www.parkinsonseedfarm.com/-- farms approximately 7,200
acres of potatoes.  It raises seed potatoes, hard red and hard
white wheat, as well as a small amount of alfalfa (mostly to feed
horses for recreational purposes).  The company raises 11 of what
it considers to be more mainstream varieties such as the Russet
Burbank, Ranger, three different line selections of Russet
Norkotah, white varieties such as Cal Whites and Atlantics, and
reds like the Dark Red Norland. The company was founded in 1937.

Parkinson Seed Farm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Idaho Case No. 18-40412) on May 15,
2018.  In the petition signed by Dirk Parkinson, president, the
Debtor disclosed $6.11 million in assets and $26.92 million in
liabilities.  Judge Joseph M. Meier presides over the case.
Parkinson Seed Farm hired Robinson & Associates as its legal
counsel.


PC USA RE: Elana Buying Hallandale Commercial Property for $1.5M
----------------------------------------------------------------
PC USA RE, LLC and STRE, LLC, ask the U.S. Bankruptcy Court for the
Southern District of Miami to authorize the sale of the commercial
real estate located at 700 South Dixie Highway and 708-716 South
Dixie Highway, Hallandale, Florida to Elana Investment II Corp. for
$1.5 million.

PC USA RE owns the Property.  Secured creditor, GGH 58, LLC, is
operating the Property pursuant to an order entered by the State
Court in a pending foreclosure matter.  

The Court has previously granted stay relief to GGH to pursue the
foreclosure matter in order to have the state court render a
decision as to the amount owed to GGH, but not to conduct a sale.
At the time that the Court granted stay relief, GGH represented
that the state court would conduct a hearing on GGH's pending
motion for summary judgment in August.  Due to a scheduling
conflict of the state court, the hearing has been rescheduled to
Nov. 7, 2018.  Thus, the state court has rendered no substantive
decisions that would aid the Court in the timely disposition of the
case, but default interest continues to accrue.  According to the
Debtors' calculations, the sum due to GGH as of the proposed
closing date of Oct. 19, 2018 will be approximately $955,716,
exclusive of an award of attorneys fees to either party.

The Debtors, through Asi Topaz, a licensed real estate broker, have
been actively marketing the Property for sale.  The Property is
situated in an area of Hallandale Beach that is being looked at by
real estate speculators and developers for potential development
opportunities.

The Debtors have obtained an appraisal of the Property for $1.46
million.  They believe that it is in the best interest of their
respective estates to permit the sale of the Property to the Buyer
for the sum of $1.5 million in accordance with the Commercial
Contract and Addendum dated Sept. 18, 2018, free and clear of
liens, claims and encumbrances, with liens to attach to the sale
proceeds.

The Debtors intend for the sale to take place as promptly as
possible.  They respectfully ask that the hearing to approve the
sale be scheduled and conducted on an expedited basis.

In order to stop the continued accumulation of default interest,
the Debtors propose that GGH be paid the sum of $955,716 at the
closing date, that the interest cease accumulating at the time, and
that the remaining funds be held in the trust account of their
counsel until the Court decides of whether there are any other and
further amounts due and owing to GGH.

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

   http://bankrupt.com/misc/PC_USA_104_Sales.pdf

                        About PC USA RE

Each of PC USA RE, LLC and STRE LLC is a lessor of real estate
based in Miami Gardens, Florida.  The debtors list their business
as Single Asset Real Estate (as defined in 11 U.S.C. Section
101(51B)), whose principal assets are located at 708-716 South
Dixie Highway Hallandale, FL 33009.

PC USA RE, LLC and STRE LLC sought Chapter 11 protection (Bankr.
S.D. Fla. Lead Case No. 18-12378 and 18-12392) on Feb. 28, 2018.
In the petitions signed by Doron Topaz, manager, PC USA RE
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities, and STRE LLC estimated less than $50,000 in
both assets and liabilities.

Judge Robert A Mark presides over the cases.

Daniel Y. Gielchinsky, Esq., at Daniel Y. Gielchinsky, P.A., serves
as bankruptcy counsel to the Debtors.  Development Specialists,
Inc., is their financial advisor.
         
No official committee of unsecured creditors has been appointed in
the Chapter 11 cases.

The request of creditor GGH 58, LLC to appoint a trustee for the
Debtors or to dismiss the cases has been denied.


PENINSULA AIRWAYS: Court Approves Sale to J.F. Lehman
-----------------------------------------------------
J.F. Lehman & Company's successful bid for PenAir's assets was on
Oct. 5, 2018, approved by the court overseeing PenAir's bankruptcy
proceedings.  As the owner of Ravn Air Group, J.F. Lehman & Co.'s
acquisition of PenAir will protect a substantial majority of
company jobs, ensure continuity of operations and service to all
PenAir routes, and create stability and better travel opportunities
throughout the state.

"We are thrilled with this outcome," said Dave Pflieger, President
and CEO of Ravn Air Group.  "It is a win for all parties -- our
Alaska customers and communities, as well as PenAir and Ravn
employees alike."

PenAir will keep its current name and continue to operate as a
separate company under a separate FAA certificate as a subsidiary
of Ravn Air Group, which will now have a significantly enhanced
ability to serve the state of Alaska.

"Both my father, founder of PenAir Orin Seybert, and I are pleased
with the decision of the court [Fri]day," said Danny Seybert,
PenAir CEO.  "This is a win-win for our employee group, AND our
friends and customers throughout rural Alaska."

Earlier last week, J.F. Lehman & Co.'s bid was selected as part of
a court-mandated auction of PenAir's assets conducted by a court
appointed Trustee.  However, that selection required formal
approval from the U.S. Bankruptcy Court in Anchorage.  Before
becoming final, this purchase must also be approved by the U.S.
Department of Transportation and Federal Aviation Administration.

"It is a testament to the strength and fortitude of PenAir
employees and the hard work and commitment of all Ravn Air Group
team members that JFL was able to pursue the acquisition of such a
storied airline, which, like Ravn, has a rich history of serving
Alaska," Mr. Pflieger said.  "We are all very excited about our
collective future and working together toward a shared goal of
providing the very best in safety, operational excellence, customer
service, and employee pride throughout Alaska."

                     About Ravn Air Group

Ravn Air Group is headquartered in Anchorage and supported by over
1,000 employees.  Ravn operates a highly reliable fleet of almost
70 aircraft on more than 400 flights per day (almost 3,000 flights
a week) from hubs in Anchorage, Fairbanks, Bethel, Aniak, St.
Mary's, Nome, Kotzebue, Unalakleet, Barrow, and Galena.  Ravn also
earlier this year expanded service to Dillingham, King Salmon and
will also add McGrath in October.  Ravn Alaska has an FAA approved
Safety Management System (SMS), and in May of 2018, it passed the
International Air Transportation Association's (IATA) Safety and
Operational Audit with flying colors and became an IOSA approved
airline.  Ravn Air Group provides passenger, mail, freight, and
charter customers with air transportation and logistics services to
more than 115 destinations throughout Alaska.  Ravn also has
interline airline agreements with Alaska Airlines, American
Airlines, Delta Air Lines, Sun Country and United Airlines to carry
their passengers across the state. Passengers may participate in
Ravn Alaska's FlyAway Rewards program for all Ravn Alaska or Ravn
Connect flights or accrue Alaska Airlines miles on select Ravn
flights.  

                     About Peninsula Airways

Founded in 1955 by Orin Seybert in Pilot Point, Alaska, Peninsula
Airways, Inc., doing business as PenAir, is one of the oldest
family-owned airlines in the United States and is Alaska's second
largest commuter airline.  Its main base is Ted Stevens Anchorage
International Airport, with other hubs located at Portland
International Airport in Oregon, Boston Logan International Airport
in Massachusetts and Denver International Airport in Colorado.
PenAir currently has a code sharing agreement in place with Alaska
Airlines with its flights operated in the state of Alaska as well
as all of its flights in the lower 48 states appearing in the
Alaska Airlines system timetable.

Peninsula Airways filed a Chapter 11 petition (Bankr. D. Alaska
Case No. 17-00282) on Aug. 6, 2017.  In the petition signed by
Daniel P. Seybert, its president, the Debtor estimated assets and
liabilities ranging from $10 million to $50 million.

The case is assigned to Judge Gary Spraker.

Cabot C. Christianson, Esq., at the Law Offices of Cabot
Christianson, P.C., is serving as bankruptcy counsel to the Debtor.
Dawson Law Group, LLC, is the Debtor's special counsel.

The official committee of unsecured creditors formed in the case
retained Erik LeRoy, P.C., as counsel.


PHUONG T. NGUYEN: Case Summary & 17 Unsecured Creditors
-------------------------------------------------------
Debtor: Phuong T. Nguyen, D.D.S., Inc.
        648 Jenevein Avenue
        San Bruno, CA 94066

Business Description: Phuong T. Nguyen, D.D.S., Inc. is a
                      privately held company engaged in the
                      business of laser & cosmetic dentistry.
                      The company offers cosmetic dentistry,
                      surgical instructions, pediatric
                      dentistry, endodontics, oral and
                      maxillofacial surgery, restorations,
                      sedation dentistry, cleaning and prevention,
                      among other services.  Visit
                      https://www.laserandcosmeticdentistry.org
                      for more information.

Chapter 11 Petition Date: October 9, 2018

Case No.: 18-31102

Court: United States Bankruptcy Court
       Northern District of California (San Francisco)

Judge: Hon. Dennis Montali

Debtor's Counsel: Charles Alex Naegele, Esq.
                  C. ALEX NAEGELE, A PROFESSIONAL LAW CORP
                  95 S Market St. #300
                  San Jose, CA 95113
                  Tel: (408)995-3224
                  Email: alex@canlawcorp.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Phuong T. Nguyen, president and CEO.

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/canb18-31102.pdf


PIXELLE SPECIALTY: Moody's Assigns B2 CFR, Outlook Stable
---------------------------------------------------------
Moody's Investors Service assigned first-time ratings to Pixelle
Specialty Solutions, LLC including a B2 Corporate Family Rating, a
B2-PD Probability of Default Rating, and a B2 rating to the
company's proposed $260 million senior secured first-lien credit
facility, including a $40 million five-year revolver and a $220
million seven-year term loan. Proceeds of the term loan issuance
along with an equity contribution will be used to fund Lindsay
Goldberg's acquisition of P.H Glatfelter Company's specialty paper
division (to be named Pixelle Specialty Solutions LLC) for $320
million (net of pension/OPEB liabilities) and pay related fees and
expenses. The ratings outlook is stable.

Assignments:

Issuer: Pixelle Specialty Solutions LLC

Probability of Default Rating, Assigned B2-PD

Corporate Family Rating, Assigned B2

Senior Secured Term Loan, Assigned B2 (LGD4)

Senior Secured Revolving Credit Facility, Assigned B2 (LGD4)

Outlook Actions:

Issuer: Pixelle Specialty Solutions LLC

Outlook, Assigned Stable

RATINGS RATIONALE

The B2 CFR reflects high leverage pro forma for the acquisition,
the company's small scale with limited operational diversity (two
mills) and significant exposure (over 50% of tonnes sold) to the
graphic paper market which is in secular decline, although recent
capacity shutdowns have improved industry's operating rates and
pricing in the near term. The credit profile is also constrained by
history of operational difficulties at one of the acquired mills,
risk associated with becoming a standalone entity, event risk
associated with private equity ownership and exposure to volatile
pulp costs. The rating is supported by the company's leading
position in a number of niche markets with better growth rates such
as high speed inkjet paper and engineered products, its vertically
integrated operations (roughly 85% self-sufficient in pulp) and
implemented price increases, which should improve EBITDA and
support free cash flow generation in 2019.

The private investment firm Lindsay Goldberg LLC is acquiring P.H.
Glatfelter Company's (Ba1 stable) specialty paper division,
including 2 paper mills in Ohio and Pennsylvania with total annual
capacity of roughly 760,000 tonnes, a coating and converting
facility in Ohio and additional wood yards in the Midwest and
Mid-Atlantic regions. Pro forma for the transaction, adjusted
debt/EBITDA was approximately 6.3 times in the twelve months ended
June 30, 2018 or 4.4 times if projected synergies of $16 million
are included. Moody's estimates pro forma adjusted interest
coverage at 1.8 times, or 2.5 times with synergies.

These estimates do not include the full-year impact of announced
uncoated free sheet price increases implemented in the market so
far. Moody's projects uncoated freesheet prices will increase 8% in
2018 and 4% in 2019 after declining for the last three years.
Moody's expects that higher product prices and some synergies could
improve leverage to below 4 times in 2019, even if graphic paper
volumes continue to decline. The company is benefiting from higher
growth in certain niche markets, such as engineered products and
high speed inkjet paper, as well as from market share gains in
carbonless and forms segments. Longer-term, uncoated free sheet
prices are expected to decline due to the secular decline in
graphic paper markets, envelopes and book publishing. Moody's views
the need to increase specialty paper business and improve
operations to offset the secular decline in the paper and
carbonless business as a long-term credit challenge for the
company.

The company expects its projected synergies as well as growth in
its specialty segments will offset uncoated free sheet volume and
price declines longer-term. The company needs to improve
reliability at the Ohio mill, execute on its projected cost
synergies and improve its specialty business and EBITDA margins to
sustain EBITDA growth longer term. Current leadership at
Glatfelter's specialty papers business and mill managers will stay
on to run the newly-formed business and Lindsay Goldberg has
entered into a transition services agreement with Glatfelter,
however, there are still risks related to the costs and transition
to a standalone company. In addition, the fragmented nature of the
specialty paper market, coupled with new private equity ownership
result in elevated event risk related to acquisitions.

Moody's expects Pixelle Specialty Solutions to have good liquidity
over the next 12-18 month to support operations. The company is not
expected to have significant amount of cash on hand but Moody's
expects it to generate free cash flow in 2019. The company needs to
generate $43 million of EBITDA to cover interest and capex, which
includes some spending on projects to drive raw material cost
synergies. Moody's expects that the company's proposed $40 million
revolving credit facility due in 2023 will remain undrawn at the
close of the transaction. The company builds inventories during its
annual maintenance turnarounds in the second quarter, but Moody's
expects minimal draw on the revolver. Annual amortization is $2.2
million and the term loan facility includes a free cash flow sweep.
The credit agreement is expected to contain a total net leverage
ratio covenant with step-downs. The covenant is expected to be set
with a 30% cushion. All assets are encumbered by the credit
facilities leaving no sources of alternative liquidity.

The stable outlook reflects expectations for improved operating
rates in the uncoated free sheet industry and announced price
increases, which should improve the company's performance and
credit metrics. Moody's could downgrade the rating with
expectations for adjusted financial leverage sustained above 5.0
times, negative free cash flow, or a substantive deterioration in
liquidity. Further, distributions to the sponsor or step-out
acquisitions could be viewed as credit negative. Moody's could
upgrade the rating if the company reduces operational risk, by
increasing scale and diversifying operations, while maintaining
strong credit metrics. Moody's could upgrade the rating if
debt/EBITDA declines below 3.5x on a sustained basis, (retained
cash flow -- capex) /debt is above 8%, and the company maintains
good liquidity.

Domiciled in Spring Grove, Pennsylvania, Pixelle Specialty
Solutions is a manufacturer of carbonless, specialty papers,
commercial print and envelopes. The company is the former specialty
paper division of P.H. Glatfelter, which will be acquired by
Lindsay Goldberg. The company generated revenue of $783 million in
the twelve months ended June 30, 2018.

The principal methodology used in these ratings was Paper and
Forest Products Industry published in March 2018.r


PIXELLE SPECIALTY: S&P Assigns 'B-' ICR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Pixelle Specialty Solutions LLC. The outlook is stable.

S&P said, "We also assigned our 'B-' issue-level rating (the same
as the issuer credit rating) and '3' recovery rating to Pixelle's
proposed $260 million senior secured first-lien credit facility,
consisting of a $40 million senior secured first-lien revolving
credit facility due 2023, which will be undrawn at close, and a
$220 million senior secured first-lien term loan due 2025. The '3'
recovery rating reflects our expectation of meaningful (50%-70%;
rounded estimate: 55%) recovery to lenders in the event of
default.

"Our ratings on Pixelle Specialty Solutions LLC. reflect the
company's end markets, some of which are in secular decline,
exposure to volatile input prices with limited ability to pass on
those costs, limited pricing power, limited geographic and
manufacturing diversity with small number of assets, and
below-average margins compared with other rated peers. This is
somewhat offset by the company's vertical integration, which
provides its paper mills with its own energy and raw material
requirements which helps to mitigate volatile input prices.

"The stable outlook reflects our expectations of EBITDA of about
$58 million by the end of 2018, improving to about $65 million in
2019 due to rising paper prices. Consequently, we expect 2018 debt
to EBITDA of about 4.1x and an EBITDA interest coverage full year
run rate of about 7x.

"We could lower the rating if Pixelle's leverage approached 6x
because of shareholder distributions or if carbonless paper demand
declined more than our expectations and growth in other specialty
paper demand could not offset contributing gross margin compression
of at least 150 basis points. We could also lower the rating if
Pixelle were unable to generate positive free cash flow,
potentially limiting the company's financial flexibility and
weakening its liquidity position. Although less likely, we could
also lower the rating if Lindsay Goldberg adopted a more aggressive
financial policy with regard to debt-financed acquisitions or
dividend distributions.

"We view an upgrade as unlikely in the next 12 months without a
major shift away from declining carbonless paper and the
implementation of more moderate financial policies. However, we
could raise our ratings on Pixelle if debt to EBITDA were
approaching 3x over the next 12 months, supported by improved
profitability as the company shifts toward higher margin specialty
papers.

"Such a shift might include a transformative event that changes our
view of the company's business. In such a scenario, we would expect
leverage to approach 3x with the belief that the risk of
releveraging beyond 5x is low, based on the owner's financial risk
appetite."



PREMIERE GLOBAL: S&P Lowers ICR to 'CCC+', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on
Atlanta-based Premiere Global Services Inc. to 'CCC+' from 'B-'.
The outlook is negative.

S&P said, "At the same time, we lowered the issue-level rating on
PGi's first-lien debt to 'B-' from 'B'. The recovery rating remains
'2', indicating our expectation of substantial recovery (70%-90%;
rounded estimate: 70%) in the event of a payment default.

The downgrade reflects PGi's weak operating and financial
performance in its audio conferencing business and the potential
for a breach of its maximum total leverage covenant in mid-2019.
The company continues to report weaker earnings, stemming primarily
from sharp declines in the audio conferencing market, despite
product growth derived from recent acquisitions. Similar to
industry peers, PGi faces secular industry pressures as customers
shift to the less expensive web collaboration business services
such as Skype and Webex. These competitive pressures, coupled with
lower pricing have contributed to low-20% area revenue declines in
the audio conferencing segment. Moreover, lower pricing for PGi's
conferencing services has not been offset by the same volume growth
as increased competition from new entrants resulted in fewer calls
made per month.

S&P said, "The negative outlook reflects our belief that PGi could
breach its total leverage covenant over the next 12 months unless
it sells assets and receives an additional cash infusion from its
private equity sponsor, absent a credit amendment. We also believe
that the company depends on favorable business or financial
conditions to meet its financial obligations longer term, given
structural declines in its core business.

"We could lower the rating over the next few months if we believe
the company will face a near-term liquidity crisis or default, such
as a distressed exchange or violation of its total leverage
covenant. This could occur if weak trends in the audio conferencing
segment are not sufficiently offset by growth from recent
acquisitions, or if asset sales or additional equity infusions do
not materialize in a timely fashion.

"We could revise the outlook to stable if secular industry and
competitive pressures moderate such that the rate of EBITDA
declines improves and we believe this trend is sustainable. This
would most likely be driven by a significant reduction in churn in
PGi's audio conferencing business, combined with mid- to
high-single-digit percent growth from the company's other
businesses. We believe these factors could improve its liquidity
position, including greater covenant headroom. In addition, we
could revise the outlook to stable if the company sells some
non-core assets and improves its liquidity position and covenant
headroom through additional equity infusions or credit
amendments."



RENTPATH LLC: Moody's Cuts CFR to Caa1 & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Investors Service downgraded RentPath, LLC's corporate
family rating to Caa1 and its Probability of Default rating to
Caa1-PD. Moody's also downgraded the company's senior secured first
lien credit facilities to B3 from B2. The second lien term loan was
downgraded to Caa3 from Caa2. The outlook is revised to negative
from stable. The downgrade reflects challenging competitive
dynamics in the apartment rental market and material increase in
marketing spend required to compete against a larger and better
capitalized competitor. Moody's expects that the December 17, 2019
maturity of $15 million in undrawn revolving credit availability
will further pressure the company's financial position if
competition remains challenging.

The following is a summary of the rating actions:

RentPath, LLC:

Corporate Family Rating -- downgraded to Caa1 from B3

Probability of Default Rating -- downgraded to Caa1-PD from B3-PD

SR SEC 1ST LIEN TERM LOAN due 2021 - downgraded to B3 (LGD3) from
B2 (LGD3)

SR SEC 1ST LIEN REV CREDIT FACILITY due 2021 - downgraded to B3
(LGD3) from B2 (LGD3)

Regal Finance Sub, LLC:

SR SEC 1ST LIEN REV CREDIT FACILITY due 2019 -- downgraded to B3
(LGD3) from B2 (LGD3)

SR SEC 2ND LIEN TERM LOAN due 2022 -- downgraded to Caa3 (LGD5)
from Caa2 (LGD5)

Outlook revised to Negative from Stable

RATINGS RATIONALE

RentPath's downgrade to Caa1 CFR reflects continued competitive
pressure by a substantially larger and better capitalized
competitor within the apartment rental listing market, continued
marketing expenses required to maintain visibility and market
share, strong occupancy trends and the resulting deterioration in
operating earnings. The company's weaker performance in 2018
resulted from a reduction in total properties listed as well as
lower rates per property, as RentPath seeks to maintain subscribers
through various incentives offered. Weaker than expected
performance has led leverage to increase to 8.2x (including Moody's
standard adjustments) for the LTM period ending June 30, 2018, with
further deterioration in competitive dynamics expected over the
next 6-12 months. The company's small scale and narrow business
focus on the apartment rental advertising market further limit its
ability to recover from periodic setbacks.

Moody's anticipates that RentPath will have weak liquidity over the
next 12 months. The company currently has an undrawn revolving
credit facility, with $15 million in availability expiring in 2019,
and $35 million maturing in 2021. However, liquidity may become
pressured as Moody's expects minimal free cash flow. The first and
second lien term loans are covenant lite and the revolver has a
springing covenant when 30% is drawn of 6.0x the first lien net
leverage ratio with no further step-downs.

The negative outlook represents Moody's expectation that intense
competition will remain in the apartment listing industry with a
few dominant market participants and that the company's market
position and operating performance will remain subject to its
competitors' advertising and marketing choices, in addition to the
quality of its product offering. Moody's expects leverage to remain
high above 9x over the next 12-18 months. Given the continued
pressure on performance and niche nature of the business, an
upgrade is unlikely. Moody's would lower RentPath's ratings if a
default from a missed interest payment or breach of a financial
covenant appeared likely. Further deterioration in liquidity
position could also lead to a negative rating action.

Headquartered in Atlanta, Georgia, RentPath, LLC (RentPath) is a
leading provider of marketing and information services for the
residential rental real estate market. The company operates a
number of web properties including ApartmentGuide.com, Rent.com and
Rentals.com. RentPath is owned by Providence Equity Partners LLC
and TPG Partners VI, L.P which have equal ownership positions of
48.7%. RentPath generated approximately $259 million of revenue for
the twelve months ended June 30, 2018.

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


RL ENTERPRISES: Deutsche Claim To Be Amortized Over 30 Years
------------------------------------------------------------
RL Enterprises filed with the U.S. Bankruptcy Court for the
District of Nevada an amended disclosure statement dated September
26, 2018, explaining its Chapter 11 plan.  The Disclosure Statement
has been amended to revise the Plan treatment of Impaired Classes
4, 7, 9, 15, 20, 21 and 23.  

The Disclosure Statement provides that Claim 4 consists of Allowed
Secured Claim held by Deutsche Bank National Trust Company, as
trustee for BCAP Trust LLC 2007-AA1 Mortgage Pass-Through
Certificates Series 2007-AA1, which is secured by a First Deed of
Trust upon the real property located at 1111 Forest Trail Unit
1404, Mammoth Lakes, CA 93546.

Class 4 will be treated in the following manner:

   1. Creditor will have a secured claim in the amount of
$480,517.46 to be amortized over 30 years at 6% per annum.  The
amount of the Secured Claim is based on the agreed value of
$475,000 plus post-petition escrow advances of $5,517.46.

   2. Creditor will have an unsecured claim for the amount owed
under the Note above its Secured Claim.  Creditor will be entitled
to its pro rate share of the dividend issued to general unsecured
creditors in the Debtor's Plan.  Creditor's lien related to its
Unsecured Claim shall only be avoided if Debtor completes its five
year Plan, receives a discharge and the court enters a final
decree.  In the event the Debtor proceeds with a post-confirmation
sale or refinance of the Property prior to completion of the Plan
and receipt of a discharge, Creditor shall not be required to
release its lien until the Debtor has paid Creditor's Secured and
Unsecured Claims in accordance with the Plan and received a
discharge.

   3. The Debtor shall tender regular monthly principal and
interest payments in the amount of $2,880.94 to Secured Creditor
for the Secured Claim, commencing October 1, 2018, and continuing
on the first day of each month thereafter for 360 months, when all
such outstanding amounts under the Secured Claim are to be paid in
full.

   4. In addition to the principal and interest Payments, the
Debtor shall tender to Secured Creditor regular monthly escrow
payments for advances made by Secured Creditor for the maintenance
of real property taxes and real property hazard insurance for the
Subject Property commencing October 1, 2018.  The current monthly
escrow payment is $451.15, and is subject to change over the life
of the loan.  Debtor must obtain Creditor's express written consent
in the event it wishes to de-escrow the account.

   5. The Debtor shall maintain homeowner's association dues (if
any) for the Property.  In the event Creditor receives notice that
Debtor has failed to maintain homeowner's association dues for the
Property, Creditor reserves the right to pay said dues in full and
seek immediate recovery from the Debtor.

   6. In the event the Creditor has made post-petition escrow
advances in excess of $5,517.46 said advances shall be cured in
full on or before the Effective Date of the Plan.  The Debtor shall
contact Creditor's attorney prior to the Effective Date of the Plan
to verify the amount of the post-petition escrow advances owed (if
any).

   7. Except as otherwise expressly provided herein, all remaining
terms of the Note and Deed of Trust shall govern the treatment of
Secured Creditor’s Claim.

   8. The automatic stay of 11 U.S.C. Section 362 shall terminate
upon entry of an Order Confirming the Debtor’s Plan.  In the
event of any future default on any of the above-described
provisions after confirmation of the Chapter 11 Plan, Creditor
shall proceed with default remedies under the terms of the Note and
Mortgage and pursuant to applicable state law.

For Claim No. 7: Secure Claim of MacDonald & Associates, LTD, the
Plan incorporates by reference the stipulation agreements entered
into on September 12, 2017 and June 27, 2018.  Such stipulation
agreements, together, effectuate a new restructured note with an
original principal balance of $395,000 with payments on a 30 year
amortization schedule at an interest rate of 5% per annum.  Monthly
payments of $2,120.45 commenced October 1, 2017.

Since the original stipulation was filed, the Debtor became
delinquent on stipulated payments.  The Debtor and Secured Creditor
agreed by way of stipulation to resolution of delinquency.  The
Debtor shall provide for ongoing property tax and insurance
payments.

The New Note shall have a 36-month term with a balloon payment due
at the end of the 36-month term.  The Debtor has forfeited the
right to an additional 12 month extension due to delinquent
payment.

For Claim No. 9: Secure Claim of Yorkshire Townhomes Homeowner's
Association, the Plan incorporates by reference the stipulation
agreement entered into on July 31, 2018 and the accompanying order.
Such stipulation agreement establishes an allowed secured claim of
$4,040.  The secured claim shall be paid in approximately 4 monthly
payments of $1,010 at 0% interest to commence August 25, 2018.

Claim No. 15: Secured Claim of Casalero Corporation.  The Plan
incorporates by reference the stipulation agreement entered into on
May 9, 2018 and the accompanying order.  Such stipulation agreement
effectuates a new restructured note with an original principal
balance of $125,000 with payments on a 30 year amortization
schedule at an interest rate of 5% per annum.  Monthly payments of
$671.03 shall commence September 1, 2018.

The New Note shall have a 36-month term with a balloon payment due
at the end of the 36-month term.  If payments are rendered in a
timely manner from the time that payment commenced, a onetime
12-month extension shall be granted, after which the balloon
payment of the remaining balance of the New Note shall be made on
the 49th month.

The unsecured portion of this claim shall be reclassified as a
general unsecured claim to receive pro rata disbursements with
other general unsecured creditors.

Further, with regard solely to the lien on 2630 E. Omaha Ave.,
Fresno, CA 93720, Casalero Corporation shall be stripped of its
secured rights relating to the lien under state law, since no
maintainable security interest in the subject property exists.

Claim No. 20: Secured Claim of Orange County Treasurer Tax
Collector.  On April 30, 2018 and Order was entered into court
docket granting relief from stay for property 3067 Yellowstone Dr.,
Costa Mesa, CA 92626.  On June 14, 2018, collateral proceeded to
foreclosure sale for full satisfaction of all secured and unsecured
claims on property 3067 Yellowstone Dr., Costa Mesa, CA 92626, to
include Orange County Treasurer Tax Collector.

Claim No. 21: Secured Claim of Foothill Financial, L.P.  On April
30, 2018 and Order was entered into court docket granting relief
from stay for property 3067 Yellowstone Dr., Costa Mesa, CA 92626.
On June 14, 2018, collateral proceeded to foreclosure sale for full
satisfaction of all secured and unsecured claims on property 3067
Yellowstone Dr., Costa Mesa, CA 92626, to include Foothill
Financial L.P.

Claim No. 23: Secured Claim of Robert Tasedan.  On April 30, 2018
and Order was entered into court docket granting relief from stay
for property 3067 Yellowstone Dr., Costa Mesa, CA 92626.  On June
14, 2018, collateral proceeded to foreclosure sale for full
satisfaction of all secured and unsecured claims on property 3067
Yellowstone Dr., Costa Mesa, CA 92626, to include Robert Tasedan.

For Claim No. 32: General Unsecured Class, General Unsecured
Creditors shall receive a total payment to this class of $0, which
shall be paid to each general unsecured claim holder on a pro rata
basis.  

Payments and distributions under the Plan will be funded by
payments from Debtors, of their personal income, to creditors as
described.

A full-text copy of the Amended Disclosure Statement from
PacerMonitor.com is available at https://tinyurl.com/ybn5o9c7 at no
charge.

            About RL Enterprises

RL Enterprises, LLC, is the owner of 10 investment properties.

RL Enterprises filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 17-10271) on Jan. 23, 2017.  Roman Libonao,
president, signed the petition.  The Hon. Mike K. Nakagawa presides
over the case.  

The Debtor estimated $1 million to $10 million in both assets and
liabilities.

The Debtor is represented by Seth D. Ballstaedt, Esq., at
Ballstaedt Law Firm. The Debtor also hired Pettifer & Associates,
Inc., as appraiser.


RUBY'S DINER: Taps GlassRatner as Financial Advisor
---------------------------------------------------
Ruby's Diner, Inc., seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire GlassRatner Advisory
& Capital Group LLC as its financial advisor.

The firm will assist the Debtor in formulating and preparing its
plan of reorganization; prepare supporting documents related to
financial projections; assist the Debtor in negotiating with
creditors; conduct expert witness evaluations if required; and
provide other financial advisory services related to its Chapter 11
case.

GlassRatner will charge these hourly rates:

     J. Michael Issa       $535
     Arsalan Kayhanfar     $225
     Wen Tan               $225

In the one-year period prior to the petition date, GlassRatner
received from the Debtor the sum of $22,500 for pre-bankruptcy fees
and costs.  The retainer fee is $5,000.

J. Michael Issa, principal of GlassRatner, neither holds nor
represents any interest adverse to the Debtor's estate, creditors
and equity security holders.

GlassRatner can be reached through:

     J. Michael Issa
     GlassRatner Advisory & Capital Group LLC
     19800 MacArthur Blvd., Suite 820
     Irvine, CA 92612
     Main: (949) 407-6620
     Mobile: (949) 279-4244
     Fax: (949) 863-9274
     Email: missa@glassratner.com

                      About Ruby's Diner Inc.

Ruby's Diner, Inc. -- https://www.rubys.com -- is a restaurant
chain headquartered in Irvine, California.  Founded by Doug
Cavanaugh and Ralph Kosmides in 1982, it also has locations in
California, Nevada, Arizona, Texas, Pennsylvania and New Jersey.

Ruby's Diner, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-13311) on Sept. 5,
2018.  In the petition signed by CEO Douglas S. Cavanaugh, the
Debtor estimated assets of $1 million to $10 million and
liabilities of $1 million to $10 million.  Judge Catherine E. Bauer
presides over the case.  The Debtor tapped Pachulski Stang Ziehl &
Jones LLP as its legal counsel.


SAFE HAVEN: Seeks to Employ Sawtooth Forensics
----------------------------------------------
Safe Haven Health Care, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Idaho to hire Sawtooth
Forensics, LLC.

The firm, through its chief executive officer Walter Denekas, will
assist the Debtor in the preparation of financial statements and
Chapter 11 plan of reorganization, and in negotiation with its
creditors.

The Debtor will pay Sawtooth a fee based on $1,200 per day, subject
to a discount of 50% ($600 per day).  Partial days (shorter than
six hours) will be paid at a rate of $150 per hour, subject to the
same 50% discount ($75 per hour).  The retainer fee is $2,500.

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

Sawtooth can be reached through:

     Walter Denekas
     Sawtooth Forensics, LLC
     1770 Laurelwood Drive
     Hailey, ID 83333
     Email: info@sawtoothforensics.com

                   About Safe Haven Health Care

Safe Haven Health Care, Inc. -- http://www.safehavenhealthcare.org/
-- provides both in-patient and out-patient psychiatric, skilled
nursing and assisted living services.  The Company has facilities
throughout southwestern, central and eastern Idaho.  Safe Haven is
a division of CareFix, Inc.

Safe Haven Health Care filed a Chapter 11 petition (Bankr. D. Idaho
Case No. 18-01044) on Aug. 10, 2018.  In the petition signed by
Scott Burpee, president, the Debtor disclosed $10,234,818 in assets
and $17,313,444 in liabilities.  The case is assigned to Judge Jim
D. Pappas.  Angstman Johnson, led by Matthew Todd Christensen, is
the Debtor's counsel.


SAGE AUTOMOTIVE: Moody's Withdraws B2 CFR Amid Asahi Kasei Deal
---------------------------------------------------------------
Moody's Investors Service withdrew all ratings on Sage Automotive
Interiors, Inc., including its B2, Corporate Family Rating; B2-PD,
Probability of Default Rating; B2, senior secured term loan rating,
and stable outlook.

The following ratings were withdrawn:

Issuer: Sage Automotive Interiors, Inc.:

B2, Corporate Family Rating;

B2-PD, Probability of Default Rating;

B2 (LGD4), First-Lien Senior Secured Term Loan.

Stable outlook

RATINGS RATIONALE

On September 27, 2018, Sage was acquired by Asahi Kasei Corp. As
part of the transaction, all rated debt was repaid.

Sage Automotive Interiors, Inc. is a designer and manufacturer of
seat and other interior fabrics for the automotive industry.
Revenue for the LTM period ending June 30, 2018 was approximately
$497 million. Sage was majority owned by Clearlake Capital.


SANDBAR PROPERTIES: Selling South Padre Island Property for $20.4M
------------------------------------------------------------------
Sandbar Properties, Inc. asks the U.S. Bankruptcy Court for the
Southern District of Texas to authorize the sale of the real
property described as XXX Park Road 100, South Padre Island, Texas
for $20.4 million.

Objections, if any, must be filed within 21 days from the service
of Motion.

The Debtor has a valid offer for the purchase of the subject
property for an amount that is more than adequate to pay off all
secured creditors affecting the lien of the Property and any
unsecured creditors as well.

The Purchasers' offer is the best that has been received for the
Property and the sale price is consistent with the fair market
value of the Property.  Specifically, the Purchasers agree to pay
the Debtor the sum of $20.4 million the Property, which will
payoff: the secured loan from II C.B. , L.P. ("First Lien Holder");
the secured loan from Titan Funding, LLC ("Second Lien Holder")
according to the balloon payment disclosure amount.

The Debtor has negotiated the terms of the Contract in good faith
to sell the Property to the Purchasers.  It further submits that
the sale is in the best interest of the Debtor the Estate and its
creditors.  Specifically, the sale of the Property is part of the
Debtor's plan to liquidate those assets that drain available cash
from the Estate so that it can comply with the proposed Plan.

The net proceeds of the sale will be paid to the Debtor.  The
Debtor will pay all allowed claims, in full, and all U.S. Trustee
obligations.

The Debtor humbly asks that the Court grants and sets a hearing on
an expedited basis because the Closing date is estimated to be on
Oct. 1, 2018.  Therefore, it asks that a Hearing bet set on Sept.
26, 2018 at 9:00 a.m (CST).

The Purchaser:

          LIGHTSPEED ENTERTAINMENT
          Attn: Marc Crain
          P.O. Box 3328
          South Padre Island, TX 78597
          Telephone: (956) 708-1193
          E-mail: marc@lighspeedpyro.com

                   About Sandbar Properties

Sandbar Properties, Inc., listed its business as a Single Asset
Real Estate (as defined in 11 U.S.C. Section 101(51B)).  The
Company is the fee simple owner of a 77.413 acres of land ocated at
Texas State Park Road, South Padre Island, Cameron County, Texas
78597.  The Property has an appraised value of $12.60 million.  The
Company is affiliated with American Land Development Corporation,
which sought bankruptcy protection on Feb. 5, 2018 (Bankr. S.D.
Tex. Case No. 18-10036).

Sandbar Properties, Inc., sought Chapter 11 protection (Bankr. S.D.
Tex. Case No. 18-10035) on Feb. 5, 2018.  In the petition signed by
Paul M. Earnhart, president, the Debtor disclosed total assets at
$12.64 million and total liabilities at $3.86 million.  The Law
Office of Christopher Phillippe is the Debtor's counsel.

The Debtors' plan has not yet been confirmed.


SASCO HILL BRANDS: $2.9M Sale of All Assets to Luxury Approved
--------------------------------------------------------------
Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern
District of New York authorized Sasco Hill Brands, LLC, and Ghurka
Brands Holdings, LLC to sell substantially all assets to Luxury
Leather Brands, LLC or its designee for $2.85 million.

The Acquired Assets sold pursuant to the Purchase Agreement to the
Purchaser are being sold without any representations or warranties;
and free and clear of all Encumbrances, with any Encumbrances in
such Acquired Assets, or the proceeds thereof, to attach to the
proceeds of such sale.

The Debtors' entry into the Purchase Agreement is approved.

The Purchaser is authorized and directed to deliver directly to
Gordon Brothers Brands, LLC ("GBB") the sum of $2.85 million Cash
Consideration for the Acquired Assets (part of which is being held
by the Debtors' counsel as the Purchaser's deposit and which the
Debtors' counsel is authorized and directed to deliver directly to
GBB), by wire transfer not later than Sept. 28, 2018, in full
satisfaction of the GBB Claim in the Debtors' bankruptcy cases as
set forth in the Final Cash Collateral Order.

Notwithstanding anything to the contrary herein, GBB will only be
deemed to have released its lien on the Acquired Assets after entry
of this Order and timely and indefeasible payment of $2.85 million
by the Purchaser and the Debtor's counsel.

The Purchaser has agreed to abide by the Debtors' privacy policy in
place as of the Closing.  Accordingly, no consumer privacy
ombudsman need be appointed under Section 363(b)(1) of the
Bankruptcy Code.

Notwithstanding any provision in the Bankruptcy Rules to the
contrary, (i) the Order will be effective immediately and
enforceable upon its entry, (ii) the Debtors are not subject to any
stay in the implementation, enforcement, or realization of the
relief granted in the Order; and (iii) the Debtors are authorized
and empowered, and may in their discretion and without further
delay, take any action necessary or appropriate to implement the
Order.

In the event that the Purchaser does not consummate the Sale and
wire the Cash Consideration to GBB by Sept. 28, 2018, or such other
date after Sept. 28, 2018 as extended by order of the Court, (i)
GBB, who was the back-up bidder at the Auction with a credit bid of
$2,675,000, will be deemed the winning bidder for the Acquired
Assets; (ii) the Debtors will be authorized and directed without
further order of the Court to consummate the Sale with GBB pursuant
to the terms of the Asset Purchase Agreement by and among GBB, the
Debtors and the other Sellers; and (iii) GBB will be entitled to
all of the protections afforded to the Purchaser under the Order.

Notwithstanding anything to the contrary in the Final Cash
Collateral Order or the Purchase Agreement, to the extent that the
cash in the Debtors' DIP account is insufficient to satisfy the
U.S. Trustee Fees, the Purchaser will be responsible for payment of
any such deficiency to the U.S. Trustee.

                    About Sasco Hill Brands

Under the name "Ghurka," Sasco Hill Brands, LLC, designs and
manufactures handmade leather briefcases, bags, gifts and travel
products, and accessories.  Sasco sells its Products through its
proprietary online website and through a select number of wholesale
retailers.  Ghurka is a holding company, being the sole member of
Sasco, and owns, through another non-debtor subsidiary, Ursa Minor,
B.V., certain intellectual property utilized by Sasco in the
production and sale of its Products.

Sasco Hill Brands sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 18-11780) on June 12, 2018, estimating $1 million to $10
million in assets and liabilities.   

Ghurka Brands Holdings filed a separate Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 18-11780) on the same day.  The cases are jointly
administered before Judge Martin Glenn.  Clifford A. Katz, Esq. at
Platzer, Swergold, Levine, Goldberg, Katz & Jaslow, LLP, is the
Debtor's counsel.


SEARS HOLDINGS: Names Drivetrain CEO to Board of Directors
----------------------------------------------------------
Alan J. Carr, managing member and CEO of Drivetrain, LLC, was
elected to the Board of Directors of Sears Holdings Corporation on
Oct. 3, 2018.  Mr. Carr will hold office until the 2019 annual
meeting of stockholders of the Company, or until his successor is
duly elected and qualified.  The Board has determined that Mr. Carr
meets the standards of independence under the Company's Corporate
Governance Guidelines and the applicable NASDAQ listing rules.  The
Company said there is no arrangement or understanding between Mr.
Carr and any other person pursuant to which he was selected as a
director.  Mr. Carr has not been appointed to serve on any
committees of the Board.  As a non-employee director, Mr. Carr is
entitled to receive compensation in the same manner as the
Company's other non-employee directors.

                      About Sears Holdings

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

Sears Holdings reported a net loss of $383 million on $16.70
billion of total revenues for the year ended Feb. 3, 2018, compared
to a net loss of $2.22 billion on $22.13 billion of total revenues
for the year ended Jan. 28, 2017.  As of Aug. 4, 2018, Sears
Holdings had $6.93 billion in total assets, $11.33 billion in total
liabilities and a total deficit of $4.40 billion.

                          *     *     *

In April 2018, S&P Global Ratings raised its corporate credit
rating on Sears Holdings to 'CCC-' from 'SD' and its short-term
corporate credit rating on Sears Roebuck Acceptance Corp. to 'C'
from 'SD'.  The outlook is negative.  S&P said, "The upgrade
reflects our view that Sears has addressed most but not all of the
2018 maturities and will need to continue to raise capital as well
as make further progress on reducing cash use and losses."

In March 2018, Fitch Ratings upgraded Sears Long-Term IDR to 'CC'
from 'RD', which Fitch believes is reflective of the post-DDE
credit profile given ongoing restructuring concerns.

In January 2018, Moody's Investors Service downgraded Sears
Holdings' Corporate Family Rating to 'Ca' from 'Caa3'.  Sears' 'Ca'
rating reflects the company's announced pursuit of debt exchanges
to extend maturities and its sizable operating losses - Domestic
Adjusted EBITDA was an estimated loss of $625 million for the LTM
period ending Oct. 28, 2017.


SEASONS CORPORATE: Has $12M Offer from SKNY for All Assets
----------------------------------------------------------
Seasons Corporate, LLC, and the Operating Entities -- Blue Gold
Equities LLC, Central Ave. Market, LLC, Amsterdam Ave. Market, LLC,
Wilmot Road Market, LLC, Seasons Express Inwood, LLC, Seasons
Lakewood, LLC, Seasons Maryland, LLC, Seasons Clifton, LLC, Seasons
Cleveland, LLC, Lawrence Supermarket, LLC, Upper West Side
Supermarket, LLC -- ask the U.S. Bankruptcy Court for the Eastern
District of New York to authorize their bidding procedures and
Asset Purchase Agreement, dated Sept. 16, 2018, with SKNY, LLC, in
connection with the sale of substantially all assets for
approximately $12 million, subject to adjustments, subject to
overbid.

SKNY is a creditor of the Debtors, owed $3.25 million on account of
prepetition secured loans granted to the Debtors in February
through September 2018.  The Prepetition Indebtedness is secured by
a blanket lien on substantially all of the Operating Entities'
assets pursuant to the terms and conditions of the Prepetition
Secured Loan documents.

In October 2016, Bank United loaned $10 million to Seasons
Corporate, LLC and obtained a security interest in all of
Corporate's assets.  The Operating Entities guaranteed the Bank
United Loan on an unsecured basis.  Prior to the Petition Date,
Bank United declared a default under the Bank United Loan and
set-off the liability against $600,000 maintained in Central
Avenue’s accounts.  As of the Petition Date, approximately $8.8
million was owed to Bank United on account of the Bank United
Loan.

The Debtors have requested that SKNY provide a senior priority,
perfected secured term loan in an aggregate principal amount not to
exceed $5.7 million at any time outstanding.  SKNY has agreed to
provide the Debtors with DIP financing to administer their Chapter
11 Cases on the terms and conditions set forth in that certain loan
and security agreement dated as of Sept. 16, 2018, subject to Court
approval.

The Debtors' principal business is the ownership and operation of
nine retail kosher food stores under the name of "Seasons" in New
York, New Jersey, Ohio and Maryland.  The consummation of
value-maximizing, job-preserving, going-concern sales of their
stores is the cornerstone of these Chapter 11 Cases.

To that end, the Debtors have identified the Purchaser which is
willing to expeditiously consummate the transaction set forth in
the Purchase Agreement providing for the sale of Assets free and
clear of all liens, claims and encumbrances, to the Purchaser for a
purchase price of approximately $12 million.

The Sale Transaction is subject to higher and better offers
pursuant to the Bidding Procedures.  The Debtors believe that the
timely consummation of the Sale Transaction is in the best
interests of the estates and their creditors.  

The Purchase Agreement sets forth the terms of the sale of certain
of the Debtors' assets and business and related transactions,
subject to higher and better offers, free and clear of liens,
claims, interests and encumbrances.  

Pursuant to the terms and conditions of the Purchase Agreement, the
Debtors agreed to sell, transfer and assign to the Purchaser all of
their right, title and interest in and to the Transferred
Contracts, including leases, and certain inventory, equipment,
furnishings, fixtures, customer data, and goodwill related to
these:

     a. Seasons Corporate, LLC: Inwood Store, Leased, 5 Doughty
Boulevard, Inwood, NY 11096

     b. Blue Gold Equities, LLC: Queens Store, Leased, 68-18 Main
Street, Flushing, NY 11367

     c. Central Avenue Market, LLC: Lawrence Store, Leased 330
Central Ave., Lawrence, NY 11559

     d. Seasons Express Inwood, LLC: Inwood Store, Leased, 50
Doughty Boulevard, Lawrence, NY 11559

     e. Amsterdam Avenue, Market LLC: New York Store, Leased 661
Amsterdam Ave., New York, NY 10025

     f. Wilmot Road Market, LLC: Scarsdale Store, Leased 1136 &
1104 Wilmot Road, Scarsdale, NY 10583

     g. Seasons Clifton, LLC: Clifton Store, Leased, 761 Allwood
Road, Clifton, NJ 07012

     h. Seasons Lakewood, LLC: Lakewood Store, Leased, 711
Cedarbridge Avenue, Lakewood, NJ 08701

     i. Seasons Maryland, LLC: Maryland Store, Leased, 1630
Reistertown Road, Pikesville, MD 21208

     j. Seasons Cleveland, LLC: Cleveland Store, Leased ,1930
Warrensville Center Rd., South Euclid, OH 44121

     k. Lawrence Supermarket, LLC: Tenant of Lawrence Store,
Leased, 330 Central Ave. Lawrence, NY 11559

     l. Upper West Side Supermarket, LLC: Tenant of New York Store,
Leased, 661 Amsterdam Ave., New York, NY 1002

In exchange, the Purchaser has agreed to pay to the Debtors a
purchase price of approximately $12 million, subject to certain
adjustments as set forth in the Purchase Agreement.  The Purchaser
is responsible for paying any cure costs related to the assumption
and assignment of the Leases and such Cure Costs are included in
the Purchase Price.

The Purchase Agreement requires a closing to occur no later than
Dec. 31, 2018 and entitles the Purchaser to certain Bidding
Protections.  In addition, it may make an offer of employment to
the Debtors' active employees at the Stores on such terms and
conditions as the Purchaser determines in its sole discretion.  It
intends to offer employment to Mayer Gold, who is an insider of the
Debtors.  

As a result, the Sale Transaction provides for the continuation of
business operations, preservation of attendant jobs to the extent
employees of the Debtors become employees of the Purchaser, most of
which are expected to be offered employment by the Purchaser, and
maximization of value for the benefit of the Debtors, their
creditors and the estates.

The Purchase Agreement includes provisions requiring entry of the
Bidding Procedures Order on Oct. 9, 2018, and entry of the Sale
Order on Dec. 31, 2018.  It allows the Purchaser to terminate the
Purchase Agreement if either of these benchmarks are not met.
Other than payment of the Bidding Protections, if any, at the
Closing, the Sellers will be required to use the proceeds of the
Purchase Price to satisfy in full the Sellers' obligations under
the DIP Financing Facility.

Consistent with the Purchase Agreement, the Debtors are proposing
the Bidding Procedures, which are designed to maximize the value of
the Acquired Assets for their estates, creditors and other
interested parties.

The salient terms of the Bidding Procedures are:

     a. Bid Deadline: 5:00 p.m. (ET) on (TBD), 2018

     b. Initial Bid: $12.6 million

     c. Deposit: 10% of the initial purchase price

     d. Auction: The auction to be held at the Offices of Zeichner
Ellman & Krause LLP, 1211 Avenue of the Americas, 40th Floor, New
York, 10036 commencing on (TBD), 2018, at (TBD)(EST).

     e. Bid Increments: $100,000

     f. Breakup Fee: 3% of the Purchase Price

     g. Expense Reimbursement: $150,000

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

    http://bankrupt.com/misc/Seasons_Corporate_12_Sales.pdf

The Purchaser:

          SKNY, LLC
          200 Public Square, Suite 2500
          Cleveland, OH 44114
          Telephone: (216) 738-3040
          Facisimile: (216) 73 8-3050
          Attn: Mitchell Wolf

The Purchaser is represented by:

          Tracy L. Klestadt, Esq.
          KLESTADT WINTERS JURELLER
          SOUTHARD & STEVENS, LLP
          200 West 41st Street, 17th Floor
          New York, NY 10036
          Facsimile: (212) 972-2245
          E-mail: tklestadt@klestadt.com

                         About Blue Gold

Launched in 2010, Blue Gold owns and operates nine retail kosher
food stores under the name of "Seasons" in New York , New Jersey,
Ohio and Maryland.

On Sept. 16, 2018, Blue Gold Equities LLC and 11 of its
subsidiaries filed voluntary petitions seeking relief under the
provisions of Chapter 11 of the U.S. Bankruptcy Code (Bankr.
S.D.N.Y. Lead Case No. 18-45280).  Blue Gold disclosed $31 million
in total assets and $42 million in total liabilities.

The Hon. Nancy Hershey Lord is the case judge.

ZEICHNER ELLMAN & KRAUSE LLP, led by Nathan Schwed, Peter Janovsky,
and Robert Guttmann, serve as the Debtors' counsel.  GETZLER
HENRICH & ASSOCIATES, LLC, is the restructuring advisor.  OMNI
MANAGEMENT GROUP, INC., is the claims and noticing agent.


SEI HOLDING I: Moody's Hikes Corp. Family Rating to B3
------------------------------------------------------
Moody's Investors Service upgraded SEI Holding I Corporation's
Corporate Family Rating to B3 from Caa1 and Probability of Default
Rating to B3-PD from Caa1-PD. Concurrently, Moody's upgraded the
first lien senior secured debt to B3 from Caa1 and the second lien
senior secured debt to Caa2 from Caa3. The ratings outlook is
stable.

Moody's took the following rating actions on SEI Holding I
Corporation:

Upgrades

Corporate Family Rating, to B3 from Caa1;

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

Senior Secured First Lien Term Loan, to B3 (LDG3) from Caa1 (LGD3);


Senior Secured Second Lien Term Loan, to Caa2 (LGD5) from Caa3
(LGD5);

Outlook Actions

Outlook, Stable

RATINGS RATIONALE

The ratings upgrade reflects the sustained improvement in operating
performance that Moody's expects will continue over the next year,
driven by continued positive order growth trends amidst favorable
fundamentals in a majority of the company's industrial end markets.
This should support moderately better credit metrics over the next
12-18 months. Thus, Moody's expects debt-to-EBITDA leverage to
improve towards the mid 5x range (all metrics inclusive of Moody's
standard adjustments) from around 6x and positive free cash flow
generation, benefiting from moderate incremental earnings and low
capital spending requirements. However, event risk is high under
private equity ownership, including the potential for debt-funded
acquisitions or shareholder distributions that would constrain
credit metrics.

The B3 CFR considers SEI's diverse range of industrial rubber and
wire rigging product offerings that position it relatively well in
the competitive and fragmented distribution landscape. The rating
also reflects the company's relatively flexible cost structure that
provides some downside protection and its adequate liquidity
profile, including expectations of positive free cash flow
generation of at least $15-20 million over the next 12-18 months.
Moody's anticipates that positive demand conditions will continue
to drive at least low-to-mid single digit organic top line growth
and modestly higher earnings, with EBITA margins trending towards
the mid-teens range over the next year. However, the pace of
improvement will be pressured by wage inflation and rising
commodity cost headwinds in end markets, in an environment of
tariffs and ongoing trade tensions that could temper demand. The
company's modest size, exposure to highly cyclical end markets and
penchant for acquisitions that are usually debt-funded temper the
B3 CFR.

The stable ratings outlook reflects expectations of modest revenue
growth and margin expansion over the next year, supported by
positive end market demand fundamentals that should continue over
2019. Moody's also expects SEI to maintain at least adequate
liquidity and metrics that continue to support the B3 CFR even if
it undertakes bolt-on acquisitions.

The ratings could be downgraded with deteriorating liquidity,
including negative or lower than expected free cash flow with free
cash flow-to-debt sustained below 3%, or if credit metrics weaken
such that debt-to-EBITDA is expected to approach 6.5x or
EBITA-to-interest coverage below 1x on a sustained basis.
Debt-financed acquisitions or shareholder distributions that
increase leverage and constrain metrics would also pressure the
ratings.

Upward ratings momentum could occur with meaningful revenue and
margin expansion such that Moody's expects debt-to-EBITDA around 5x
or better and maintenance of a good liquidity profile, including
free cash flow to debt above 5% on a sustained basis.

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

SEI Holding I Corporation and Bishop Lifting Products, Inc., are
intermediate subsidiaries of the ultimate holding company, SBP
Holding LP. The company, based in Houston, Texas, offers value
added services and distribution of industrial rubber, wire rope &
rigging, as well as various other related services including
testing, installation, inspection, and equipment rental. Revenue
were recorded at approximately $370 million as of the fiscal year
period ended May 31, 2018 and $380 million as of the last twelve
months ended August 31, 2018. The company is owned by AEA Investors
LP, a private equity firm.


SKYPATROL LLC: Has Until Dec. 10 to Exclusively File Plan
---------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has granted Skypatrol, LLC, an
extension of the exclusivity period for it to file a plan of
reorganization and solicit acceptances of the plan through and
including Dec. 10, 2018, and Feb. 8, 2019.

As reported by the Troubled Company Reporter on Sept. 14, 2018, the
Debtor is in the process of finalizing a settlement agreement to
resolve the subject of the adversary proceeding styled Skypatrol,
LLC v. Expressway Motorcars, Inc., Case No. 18-1066-RAM, including
all claims asserted against the Debtor by Expressway Motorcars,
Inc., and will be participating in a mediation conference scheduled
for Sept. 14, 2018 in an attempt to similarly resolve the subject
of the adversary proceeding styled Skypatrol, LLC v. Becker, et al,
Case No. 18-1256-RAM.  Aside from the Debtor's efforts to resolve
various claims asserted against it, the Debtor is also proceeding
diligently with the litigation claims it possesses against VBI
Group, LLC, and Sam Mahrouq that is the subject of the adversary
proceeding styled Skypatrol, LLC v. VBI Group, LLC, et al, Case No.
18-1107-RAM.  Given that the receivable due from the sale of assets
from VBI Group and Sam Mahrouq, LLC, plus additional monies owed
pursuant to the terms of the Asset Purchase Agreement, is the
Debtor's most significant asset, the outcome of the litigation and
any mediation will have a substantial effect on the Debtor's plan
of reorganization and proposed distribution to creditors, and thus,
this unresolved contingency necessitates additional time for the
Debtor to negotiate a plan of reorganization and prepare adequate
information.

                        About Skypatrol

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

Skypatrol filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
17-24842) on Dec. 13, 2017.  In the petition signed by CEO Robert
D. Rubin, the Debtor disclosed $3.63 million in total assets and
$7.39 million in total liabilities.

The case is assigned to Judge Robert A. Mark.

Tabas & Soloff, P.A., is the Debtor's bankruptcy counsel, and the
Law Offices of Robert P. Frankel, P.A., as special litigation
counsel.

The U.S. Trustee for Region 21 appointed an official committee of
unsecured creditors on Feb. 20, 2018.  The Committee tapped
Perlman, Bajandas, Yevoli & Albright, P.L., as its legal counsel.


SUNSET PARTNERS: Trustee Wants to Continue Using Cash Collateral
----------------------------------------------------------------
Lynne Riley, the duly appointed Chapter 11 trustee of Sunset
Partners, Inc. and Chapter 7 trustee of Bema Restaurant
Corporation, requests the U.S. Bankruptcy Court for the District of
Massachusetts Court to authorize Trustee to continue to use cash
collateral to operate the estate's restaurant in accordance with
the Budget through Dec. 11, 2018.

The Trustee filed a budget for further use of cash collateral
pursuant to the Court's prior orders authorizing the continued use
of the cash collateral of the secured creditors of Debtor Sunset
Partners, Inc., for the period from Oct. 7, 2018 to Dec. 11, 2018,
on essentially the same terms as the existing cash collateral order
entered in this case.  The said budget provides total expenses of
approximately $549,389.

A full-text copy of the Trustee's Motion is available at

           http://bankrupt.com/misc/mab17-12178-267.pdf

                     About Sunset Partners

Sunset Partners, Inc., is a Massachusetts corporation that owns and
operates two Boston area restaurants: the Sunset Grill & Tap
located at 130 Brighton Avenue, Allston, MA; and, the Sunset
Cantina located at 916 Commonwealth Avenue, Brookline, MA.
Affiliate Bema Restaurant Corporation, d/b/a Patron's, is a
Massachusetts corporation that owns and operates a Boston area
restaurant called Patrons, which is located at 138 Brighton Avenue,
Allston, Massachusetts.

Sunset Partners filed for Chapter 11 bankruptcy protection (Bankr.
D. Mass. Case No. 17-12178) on June 7, 2017, disclosing $1.05
million in total assets and $5.67 million in total liabilities.  

Bema Restaurant Corporation filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 17-12434) on June 29, 2017, disclosing $1.12 million
in assets and $4.45 million in liabilities.  Marc Berkowitz,
president, signed the petitions.  

The cases are jointly administered and assigned to Judge Joan N.
Feeney.

David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at
Madoff & Khoury LLP, served as bankruptcy counsel to the Debtors.
Verdolino & Lowey, P.C., served as the Debtors' accountant.

On Sept. 25, 2017, Lynee F. Riley was appointed as the Chapter 11
trustee to the Debtors. The Trustee retained Casner & Edwards LLP
as counsel.


T.I. CONSTRUCTION: Seeks Authorization to Use Cash Collateral
-------------------------------------------------------------
T.I. Construction, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Central District of California to use
estate monies to operate its construction business, to honor
existing and future contracts for work based on the proposed
budget.

Specifically, the Debtor requires the use of cash collateral to
operate its business, to pay employees, to pay rent and utilities
and pay other expenses.

In the proposed 8-week interim budget, the Debtor anticipates
generating net cash flow of $1,473 with gross revenues of $460,000
and costs of goods sold at $322,000 and expenses of $136,527.  The
Debtor also expects net cash flow and the value of assets on hand
will increase during the interim period.

The Debtor's projections also reflect an intention by the Debtor to
not push monthly gross revenue figures as high as they have been in
the past but to aim for more modest gross revenue amounts, e.g.
$200,000 to $250,000 monthly, at least initially, to give the
Debtor time to get its expenses under control and to implement
other changes to its business model.

There are several creditors holding security interests in Debtor's
monies and in receivables.  Based on filed financing statements,
the following entities may assert an interest in Debtor's monies
and in receivables:  

      (a) FORA Financial Advance, LLC, claims a secured loan in the
principal amount of $195,000 (per FORA Financial Advance's Purchase
and Sale of Future Receivables Agreement). The present amount owed
is $83,894.

      (b) Kings Cash Group claims a secured loan in the principal
amount of $95,000 as per Kings Cash Group's Merchant Agreement and
Purchase and Sale of Future Receivables Agreement. The present
amount owed is $69,220 per the Debtor's payables report dated
August 31, 2018.

      (c) PIRS Capital, LLC claims a loan in the principal amount
of $135,000. The actual loan appears to have been made earlier in
time prior to June, 2018. The loan balance is $91,192 as of June
2018.

The Debtor claims that these Entities' will be afforded adequate
protection by:

      (a) The value of the assets.

      (b) T.I. continuing to operate the business and maintaining
and servicing assets.

      (c) Operating the business creates additional revenues.

      (d) All assets are adequately insured.

      (e) Providing replacements lien to the three entities to the
extent their prepetition liens attached to property of T.I.
prepetition and with the same validity, priority, and description
of collateral. If there is a defect in a security interest
prepetition, that same defect would apply post-petition.

      (f) The Court may order T.I. at the interim hearing or at the
final hearing to make adequate protection payments.  T.I. does not
propose to make adequate protection payments until a few months
into the case so that T.I. can start to get its finances on a
firmer basis.

A full-text copy of the Debtor's Motion is available at

           http://bankrupt.com/misc/cacb18-17850-4.pdf

                   About T.I. Construction

T.I. Construction, Inc., operates a general construction company in
California.

T.I. Construction sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 18-17850) on Sept. 17,
2018.  In the petition signed by Theodore Imsen, president, the
Debtor estimated assets of less than $500,000 and liabilities of
less than $1 million.  Judge Scott H. Yun presides over the case.


TOPS HOLDING: Unsecured Claims Include $250MM Deficiency Claim
--------------------------------------------------------------
Tops Holding II Corporation, et al., filed with the U.S. Bankruptcy
Court for the Southern District of New York an amended joint
Chapter 11 plan and disclosure statement dated September 26, 2018.


The 9/26 Amended Plan provides that each holder of Class 4 -
General Unsecured Claims will receive the holder's Pro Rata share
of the GUC Litigation Trust Interests.  For the avoidance of doubt,
Class 4 shall include the Senior Secured Notes Deficiency Claim,
which shall be Allowed pursuant to 506(a) of the Bankruptcy Code in
the aggregate principal amount of $250,000,000.  The Class 4 Claims
have an approximated allowed amount of $1.3 billion, including the
Senior Secured Notes Deficiency Claim in the agreed amount of $250
million.

Holders of Claims in Class 1 (Priority Non-Tax Claims) and Class 2
(Other Secured Claims) are not granting Third-Party Releases.

The 9/26 Disclosure Statement notes that prior to the Commencement
Date, 53 leases with respect to grocery stores then being operated
by the Debtors were either guaranteed or otherwise credit-supported
by Ahold for the benefit of landlords that are party to such leases
(the "Ahold Guaranteed Leases"). As part of the Debtors' lease
review and negotiation process, the Debtors have reached an
agreement with Ahold (the "Ahold Subsidy Agreement"), pursuant to
which Ahold has agreed to subsidize nine of the Debtors' leases,
all of which are Ahold Guaranteed Leases.  Under the Ahold Subsidy
Agreement, Ahold will make monthly payments to the Debtors totaling
approximately $3.9 million per year and up to approximately $23.4
million over six years, subject to the terms and conditions of the
agreement.  In exchange, the Debtors have agreed to assume the nine
subsidized Ahold Guaranteed Leases (the "Ahold Subsidized Lease
Assumptions").  In addition, the Debtors have assumed 41 Ahold
Guaranteed Leases that are not subject to the Ahold Subsidy
Agreement pursuant to the Lease Assumption Procedures.  The
remaining three Ahold Guaranteed Leases have been rejected.

On September 20, 2018, the Debtors filed the motion to approve the
Ahold Subsidy Agreement and the Ahold Subsidized Lease Assumptions
(the "Ahold Motion").  The Ahold Motion was ruled on September 27,
2018.

The 9/26 Disclosure Statement further provides that the Creditors'
Committee believes that there may be colorable Causes of Action
against the Prior Sponsor Group arising in connection with the
Prepetition Transactions.  To that end, the Creditors' Committee is
continuing to investigate whether the Prepetition Transactions give
rise to claims and Causes of Action for, among other things,
constructive fraudulent transfer, intentional fraudulent transfer,
unlawful dividends, and breach of fiduciary duty.  The Creditors'
Committee is continuing to take discovery from the Debtors and
certain members of the Prior Sponsor Group in an effort to complete
its analysis of these potential claims and Causes of Action.

Subject to its ongoing investigation, the Creditors' Committee
believes that the proceeds of any claims and Causes of Action that
it identifies will likely be the only meaningful source of
potential value available for distribution to holders of General
Unsecured Claims.

The Official Committee of Unsecured Creditors has negotiated the
Plan with the Debtors and other parties in interest and also
supports confirmation of the Plan and recommends that all creditors
entitled to vote submit a ballot to accept the Plan.

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

            http://bankrupt.com/misc/nysb18-22279-648.pdf

            About Tops Holding II Corporation

Tops Markets, LLC -- http://www.topsmarkets.com/-- is
headquartered in Williamsville, NY and operates 169 full-service
supermarkets with five additional by franchisees under the Tops
Markets banner.  Tops employs over 14,000 associates and is a
full-service grocery retailer in Upstate New York, Northern
Pennsylvania, and Vermont.

Tops Management, led by Frank Curci, its chairman and chief
executive officer, acquired Tops in December 2013 through a
leveraged buyout from Morgan Stanley's private equity arm.  Morgan
Stanley bought the company in 2007 from the Dutch retailer now
known as Koninklijke Ahold Delhaize NV.  In 2010, Tops acquired The
Penn Traffic Company, a local chain with 64 stores.  In 2012, it
purchased 21 Grand Union Family Markets stores.

Tops Holding II Corporation, and its subsidiaries, including Tops
Markets, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y. Lead
Case No. 18-22279) on Feb. 21, 2018, to pursue a financial
restructuring that would eliminate a substantial portion of debt
from the Company's balance sheet and position Tops for long-term
success.

The Company listed total assets of $977 million and total
liabilities at $1.17 billion as of Dec. 30, 2017.

The Debtors hired Weil, Gotshal & Manges LLP as their legal
counsel; Hilco Real Estate, LLC as real estate advisor; Evercore
Group L.L.C. as investment banker; FTI Consulting, Inc., and
Michael Buenzow as chief restructuring officer; and Epiq Bankruptcy
Solutions, LLC, as their claims and noticing agent.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on March 6, 2018.  The committee tapped
Morrison & Foerster LLP as its legal counsel, and Zolfo Cooper,
LLC, as its financial advisor and bankruptcy consultant.


TOYS "R" US: Fee Examiner Taps Hathaway Adair as Legal Counsel
--------------------------------------------------------------
Nancy Rapoport, the fee examiner appointed in the Chapter 11 cases
of Toys "R" Us Property Company, LLC and its affiliates, seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Virginia to hire Hathaway Adair, P.C., as her legal counsel.

The services to be provided by the firm include advising the fee
examiner with respect to local rules and procedures regarding any
pleadings to be filed with the court; drafting and filing those
pleadings and related documents; and assisting the fee examiner in
evidentiary matters.  

The attorneys and paraprofessional expected to represent the fee
examiner and their hourly rates are:

     Deanna Hathaway, Attorney                  $385
     Julia Adair, Attorney                      $385
     Anne Blackwell/Other Paraprofessionals      $75

Deanna Hathaway, Esq., a shareholder of Hathaway Adair, disclosed
in a court filing that her firm is "disinterested" as defined in
Section 101(14) of the Bankruptcy Code.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Ms.
Hathaway disclosed that her firm has not agreed to a variation of
its standard billing arrangements except to the extent that the fee
examiner is not personally liable for any payment of compensation
or reimbursement of expenses; and any compensation or reimbursement
of expenses are subject to court approval.

Ms. Hathaway disclosed that no Hathaway Adair professional has
varied his rate based on the geographic location of the Debtors'
cases.  

The firm has represented the fee examiner during the 12-month
period prior to the petition date in connection with the Chapter 11
cases of Toys "R" Us, Inc. and its affiliates, and there have been
no changes to the terms of employment, according to Ms. Hathaway.

Ms. Hathaway further disclosed that the firm has not yet submitted
a prospective budget or staffing plan.

Hathaway Adair can be reached through:

         Deanna H. Hathaway, Esq.
         Hathaway Adair, P.C.
         710 N. Hamilton St., Suite 100
         Richmond, VA 23221
         Phone: 804.257.9944
         Fax: 804.325.3178
         E-mail: deanna@hathawayadair.com
         E-mail: info@hathawayadair.com

                        About Toys "R" Us

Toys "R" Us, Inc., was an American toy and juvenile-products
retailer founded in 1948 and headquartered in Wayne, New Jersey, in
the New York City metropolitan area. Merchandise was sold in 880
Toys "R" Us and Babies "R" Us stores in the United States, Puerto
Rico and Guam, and in more than 780 international stores and more
than 245 licensed stores in 37 countries and jurisdictions.
Merchandise was also sold at e-commerce sites including Toysrus.com
and Babiesrus.com.

On July 21, 2005, a consortium of Bain Capital Partners LLC,
Kohlberg Kravis Roberts, and Vornado Realty Trust invested $1.3
billion to complete a $6.6 billion leveraged buyout of the
company.

Toys "R" Us is a privately owned entity but still files with the
U.S. Securities and Exchange Commission as required by its debt
agreements.

The Company's consolidated balance sheet showed $6.572 billion in
assets, $7.891 billion in liabilities, and a stockholders' deficit
of $1.319 billion as of April 29, 2017.

Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its
Canadian subsidiary voluntarily filed for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No.
17-34665) on Sept. 19, 2017.  In addition, the Company's Canadian
subsidiary voluntarily commenced parallel proceedings under the
Companies' Creditors Arrangement Act ("CCAA") in Canada in the
Ontario Superior Court of Justice.  The Company's operations
outside of the U.S. and Canada, including its 255 licensed stores
and joint venture partnership in Asia, which are separate entities,
were not part of the Chapter 11 filing and CCAA proceedings.

Grant Thornton is the monitor appointed in the CCAA case.

Judge Keith L. Phillips presides over the Chapter 11 cases.

In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis
International LLP serve as the Debtors' legal counsel.  Kutak Rock
LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal
North America, LLC as its restructuring advisor; and Lazard Freres
& Co. LLC as its investment banker.  It hired Prime Clerk LLC as
claims and noticing agent. Consensus Advisory Services LLC and
Consensus Securities LLC, serve as sale process investment banker.
A&G Realty Partners, LLC, serves as its real estate advisor.

On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an
official committee of unsecured creditors.  The Committee retained
Kramer Levin Naftalis & Frankel LLP as its legal counsel; Wolcott
Rivers, P.C., as local counsel; FTI Consulting, Inc. as financial
advisor; and Moelis & Company LLC as investment banker.

                         Toys "R" Us UK

Toys "R" Us Limited, Toys "R" Us, Inc.'s UK arm with 105 stores and
3,000 employees, was sent into administration in the United Kingdom
in February 2018.

Arron Kendall and Simon Thomas of Moorfields Advisory Limited, 88
Wood Street, London, EC2V 7QF were appointed Joint Administrators
on Feb. 28, 2018.  The Administrators now manage the affairs,
business and property of the Company.  The Administrators act as
agents only and without personal liability.

The Administrators said they will make every effort to secure a
buyer for all or part of the business.

                     Liquidation of U.S. Stores

Toys "R" Us, Inc., on March 15, 2018, filed with the U.S.
Bankruptcy Court a motion seeking Bankruptcy Court approval to
start the process of conducting an orderly wind-down of its U.S.
business and liquidation of inventory in all 735 of the Company's
U.S. stores, including stores in Puerto Rico.

                         Propco I Debtors

Toys "R" Us Property Company I, LLC and its subsidiaries own fee
and leasehold interests in more than 300 properties in the United
States.  The Debtors lease the properties on a triple-net basis
under a master lease to Toys-Delaware, the operating entity for all
of TRU's North American businesses, which operates the majority of
the properties as Toys "R" Us stores, Babies "R" Us stores or
side-by-side stores, or subleases them to alternative retailers.

Toys "R" Us Property was founded in 2005 and is headquartered in
Wayne, New Jersey.  Toys 'R' Us Property operates as a subsidiary
of Toys "R" Us Inc.

Company LLC, MAP Real Estate LLC, TRU 2005 RE I LLC, TRU 2005 RE II
Trust, and Wayne Real Estate Company LLC -- Propco I Debtors --
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Va. Lead Case No. 18-31429) on March 20, 2018.  The Propco I
Debtors sought and obtained procedural consolidation and joint
administration of their Chapter 11 cases, separate from the Toys
"R" Us Debtors' Chapter 11 cases.

The Propco I Debtors estimated assets of $500 million to $1 billion
and liabilities of $500 million to $1 billion.

Judge Keith L. Phillips presides over the Propco I Debtors' cases.

The Propco I Debtors hired Klehr Harrison Harvey Branzburg, LLP;
and Crowley, Liberatore, Ryan & Brogan, P.C., as co-counsel.  The
Debtors also tapped Kutak Rock LLP. They hired Goldin Associates,
LLC, as financial advisors.


TRADER CORPORATION: Moody's Affirms B2 CFR, Outlook Stable
----------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Trader
Corporation's new C$200 million senior secured first lien term
loan, affirmed the company's B2 corporate family rating and B2-PD
probability of default rating, and downgraded the existing US$395
million senior secured first lien term loan and C$50 million
revolver ratings to B2 from B1. The company's C$200 million senior
secured second lien term loan (previously rated Caa1) has been
repaid from the proceeds of the new term loan and the rating has
been withdrawn. The ratings outlook is stable.

"The downgrade of the senior secured first lien debt to B2, in-line
with company's CFR, reflects the lack of loss absorption cushion
previously provided by the lower priority senior secured second
lien term loan, which was repaid." said Ed Sustar, Senior Vice
President with Moody's.

Ratings Downgraded:

C$50 million senior secured revolving credit facility due 2021, to
B2 (LGD3) from B1 (LGD3)

C$510 million (US$395 million face value) ) senior secured first
lien term loan due 2023, to B2 (LGD3) from B1 (LGD3)

Ratings Assigned:

New C$200 million (face value) Gtd senior secured first lien term
loan due 2023, at B2 (LGD3)

Ratings Affirmed:

Corporate Family Rating, at B2

Probability of Default Rating, at B2-PD

Ratings Discontinued:

C$200 million (face value) senior secured second lien term loan due
2024

Outlook Actions:

Outlook, Remains Stable

RATINGS RATIONALE

Trader (B2 stable) is constrained by: (1) its narrowly-focused
business; (2) small scale relative to rated peers; (3) risk of new
entrants to the online marketplace for the purchase and sale of
used automobiles due to limited entry barriers and potential for
increased competition from existing online marketplace peers; and
(4) ownership by private equity, which could lead to a
highly-leveraged capital structure.

However, the company benefits from: (1) its demonstrated ability to
deleverage and its expectation that leverage (adjusted Debt/EBITDA)
will be sustained below 5.5x through the next 12 to 18 months (5.6x
at LTM Q2/2018); (2) strong position in the Canadian used
automobile advertising market with a well-recognized brand; (3)
good subscription-based recurring revenue from automobile
dealerships and manufacturers; and (4) strong margins.

Trader has very good liquidity. The company's sources of liquidity
exceed C$150 million with no mandatory debt repayments until
September 2023. Sources of liquidity consist of C$45 million of
cash at Q2/2018, its expected free cash flow around C$60 million
for the next four quarters, and full availability under a C$50
million revolving credit facility due in September 2021. Trader is
subject to a springing net leverage covenant if revolver drawings
exceed a certain threshold and Moody's does not expect the covenant
to be applicable in the next four quarters. The company has limited
ability to generate liquidity from asset sales as its assets are
encumbered. Trader has no refinancing risk until 2021 when the
revolver comes due.

The stable outlook reflects Moody's expectation that the company
will grow its revenue in the mid-single digits and that modest
EBITDA improvement will enable leverage to be sustained below 5.5x
through the next 12 to 18 months.

To consider an upgrade, Moody's will require clearly defined
financial policy from the financial sponsor while Trader will have
to materially enhance its scale and sustain adjusted Debt/EBITDA
below 4.5x (5.6x at LTM Q2/2018) and EBITA/Interest above 4x (2.3x
at LTM Q2/2018). Trader's rating would be downgraded if adjusted
Debt/EBITDA was sustained above 6.5x (5.6x at LTM Q2/2018) and
EBITA/Interest below 1.5x (2.3x at LTM Q2/2018). The rating could
also be downgraded if Trader engages in debt-funded distributions
to its financial sponsor or in leveraging acquisitions. Weak
liquidity, possibly from negative free cash flow generation could
also cause a downgrade.

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

Trader Corporation, headquartered in Toronto, Canada, is a provider
of advertising and digital marketing services for Canadian
automotive dealers and manufacturers. Revenue for the last twelve
months ended June 30, 2018 was around C$252 million. The company is
owned by Thoma Bravo, a private equity firm.


TROPICANA ENTERTAINMENT: S&P Withdraws 'BB-' Issuer Credit Rating
-----------------------------------------------------------------
S&P Global Ratings withdrew its 'BB-' issuer credit rating on
Tropicana Entertainment Inc. following Eldorado Resorts Inc.'s
(B+/Stable/--) acquisition of the company and repayment of its
debt. The outlook was stable.

The ratings withdrawals follow Eldorado's completion of its
acquisition of Tropicana on Oct. 1, 2018, and the subsequent
repayment of all debt in Tropicana's capital structure.



TRUTH TECHNOLOGIES: Judge Signs Final Cash Collateral Order
-----------------------------------------------------------
The Hon. Caryl E. Delano of the U.S. Bankruptcy Court for the
Middle District of Florida has entered a final order authorizing
Truth Technologies, Inc., to use cash collateral.

The Debtor is authorized to use cash collateral, to pay: (a) all
amounts expressly authorized by the Court, including payments to
the U.S. Trustee for quarterly fees; (b) the current and necessary
expenses set forth in the Budget, plus an amount not to exceed 10%
for each line item, or an amount in excess of 10% of any line item
so long as the total of all amounts in excess of all line items for
the Budget do not exceed 10% in the aggregate of the total budget.

The approved Budget provides total expenses of approximately
$746,997 covering the months of July through December 2018.

Each creditor with an alleged security interest in the Prepetition
Collateral, namely: (i) Newtek Business Finance Solutions; (ii)
Regions Bank; (iii) Corporation Service Company, as representative;
(iv) Synovus Bank; (v) CapCall LLC; (vi) Empire Funding; (vii)
Complete Business Solutions; and (viii) Queen Funding LLC, will
have a perfected post-petition lien against such collateral to the
same extent and with the same validity and priority as the alleged
prepetition lien, without the need to file or execute any document
as may otherwise be required under applicable non-bankruptcy law.

The Debtor has agreed to make the following adequate protections
payments:

      A. No less than $5,000 per month to Synovus Bank commencing
on or before September 10, 2018;

      B. $5,000 to Regions Bank on or before September 10, 2018;

      C. $5,000 to Regions Bank on or before October 10, 2018;

      D. Commencing on November 12, 2018, and continuing thereafter
on the 12th day of each subsequent month, the Debtor will pay to
Regions Bank the contractual  amounts set forth under SBA Loan No.
84354250-05 in the sum of $10,516.76;

      E. Commencing on November 20, 2018, and continuing thereafter
on the 20th day of each subsequent month, the Debtor will pay to
Regions Bank the contractual amounts set forth under SBA Loan No.
71674650-04 in the sum of $5,856.20;

      F. On or before November 30, 2018, the Debtor will cure the
post-petition arrearages owed to Regions Bank that are set forth
below:

          (a) $10,516.76 for the payment that became due on July
12, 2018 under Loan 1;

          (b) $10,516.76 for the payment that became due on August
12, 2018 under Loan 1;

          (c) $5,856.20 for the payment that became due on July 20,
2018 under Loan 2; and

          (d) $5,856.20 for the payment that became due on August
20, 2018 under Loan 2.

      G. On or before Dec. 31, 2018, the Debtor will cure the
remaining postpetition arrearages owed to Regions Bank as set forth
below:

          (a) $11,372.96 for the post-petition shortfall balance
owed under Loan 1 and 2 for September 2018; and

          (b) $11,372.96 for the post-petition shortfall balance
owed under Loan 1 and 2 in October 2018.

The Debtor intends to satisfy all post-petition arrearages owed to
Synovus Bank and Regions Bank on or before November 30, 2018. At
that time, the Debtor will commence making regular monthly debt
service payments to Synovus Bank and Regions Bank in the same
amount that was being paid by the Debtor prior to the Petition
Date. The Debtor will timely perform all obligations of a
debtor-in-possession required by the Bankruptcy Code, Federal Rules
of Bankruptcy Procedure, and the orders of this Court.

The Debtor will grant to the Secured Creditors access to the
Prepetition Collateral for inspection. The Debtor will also provide
copies of monthly financial documents generated in the ordinary
course of business and other information as the Secured Creditors
reasonably request with respect to the Debtor's operations.

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

              http://bankrupt.com/misc/flmb18-05608-48.pdf

                     About Truth Technologies

Founded in 1996 by Egide Thein, Truth Technologies, Inc. --
https://www.truthtechnologies.com/ -- is a provider of worldwide
anti-money laundering, anti-fraud, customer identification, and
compliance products and services.  Formed by a small group of
dedicated individuals from the financial and information technology
industries, TTI is focused on combating the unchecked and
disturbing growth of financial fraud.  The Company has offices in
Florida, New York, and Luxembourg, and a local partner in the
Cayman Islands.  

Truth Technologies sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-05608) on July 6,
2018.  In the petition signed by CEO Egide Thein, the Debtor
disclosed $355,918 total assets and $3.24 million total
liabilities.  The Debtor tapped Dal Lago Law as its legal counsel;
and Noack & Co, LLC, as its accountant.


UNIQUE GUIDANCE: Unsecured Claims to Receive 100% Distribution
--------------------------------------------------------------
Unique Guidance Provider Services, Inc., filed with the U.S.
Bankruptcy Court of Western District of Louisiana a disclosure
statement dated September 25, 2018, explaining its small business
Chapter 11 plan.

The Plan Proponent believes that Classes 1 and 3 are impaired and
that holders of claims in each of these classes are therefore
entitled to vote to accept or reject the Plan.

Class 1 includes Secured Claims of the Internal Revenue Service,
Louisiana Department of Revenue, and Ouachita Independent Bank.
The payment for Class 1 begins on November 30, 2018 and ends on
March 30, 2023.

General unsecured creditors are classified in Class 3, and will
receive a distribution of 100% of their allowed claims.  

General Unsecured Claims include:

   -- Internal Revenue Service Claim Amount = $19,954.65 General
Unsecured Claim

   -- Louisiana Department of Revenue Claim Amount = $4,069.69
General Unsecured Claim

   -- Deborah Cyrus Claim Amount = $6,200.00 General Unsecured
Claim

   -- Eric Reed Claim Amount = $5,400.00 General Unsecured Claim

   -- Thorn Communication Claim Amount = $1,801.15 General
Unsecured Claim

   -- Southern Research Company Claim Amount = $3,035.25 General
Unsecured Claim

Payments and distributions under the Plan will be funded from the
general operating account of the Debtor.

The Court has set the hearing to approve the Disclosure Statement
and confirm the Plan on November 15, 2018 at 10:30 A.M.  The
deadline for objecting to the adequacy of the Disclosure Statement
and confirmation of the Plan is November 8.

A copy of the Disclosure Statement from PacerMonitor.com is
available at https://tinyurl.com/y8syulap at no charge.

           About Unique Guidance Provider Services Inc.

Unique Guidance Provider Services, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No.
18-30540) on March 30, 2018.  At the time of the filing, the Debtor
disclosed that it had estimated assets of less than $50,000 and
liabilities of $500,000.  

Judge John S. Hodge presides over the case.  The Debtor tapped
James W. Spivey, II, Esq., as its bankruptcy counsel.


UPA 1 LLC: S&P Withdraws 'BB+' on 2015 Private Placement Loan
-------------------------------------------------------------
S&P Global Ratings withdrew its 'BB+' long-term rating on UPA 1
LLC, Nev.'s (University Park Student Housing Project–Las Vegas)
series 2015 private placement loan. The outlook at the time of
withdrawal was negative.

"We withdrew the rating at the bondholder, TIAA's request, without
affirming the rating or taking any other rating action prior to
withdrawing it, as we would in the ordinary course, because we were
unable to obtain updated information of timely and sufficient
quality from management or published sources for us to determine
the appropriate rating," said S&P Global Ratings credit analyst
Jamie Seman.



VERNON PARK: Taps McColly Real Estate as Broker
-----------------------------------------------
Vernon Park Church of God seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire McColly Real
Estate as its real estate broker.

The firm, through its agent Jay Tamblyn, will assist the Debtor in
the sale of approximately 60 acres of land located in Lynwood,
Illinois.  The property will be sold for $1 million.

McColly will get a commission of 6% of the purchase price of the
property.

Mr. Tamblyn and his firm are "disinterested" as defined in section
101(14) of the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Jay W. Tamblyn
     McColly Real Estate
     29 Heritage
     Bourbonnais, IL 60914
     Phone: 815-549-4301

                  About Vernon Park Church of God

Based in Lynwood, Illinois, Vernon Park Church of God --
http://www.vpcog.org/-- is a religious organization.  The Church's
Sunday service is at 10:00 a.m., and Children's Church is held
during Sunday service.

Vernon Park Church of God filed a Chapter 11 petition (Bankr. N.D.
Ill. Case No. 17-35316) on Nov. 28, 2017.  In the petition signed
by Jerald January Sr., pastor, the Debtor estimated assets and
liabilities between $1 million and $10 million.  The case is
assigned to Judge Donald R. Cassling.  The Debtor is represented by
Karen J. Porter, Esq., at Porter Law Network.


VEROBLUE FARMS: Taps Thompson Coburn as Litigation Counsel
----------------------------------------------------------
VeroBlue Farms USA, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Northern District of Iowa to retain
Thompson Coburn LLP as special litigation counsel.

The firm will continue to represent the Debtors in a lawsuit
pending in the U.S. District Court for the Northern District of
Iowa.  

The Debtors will compensate Thompson Coburn for the services of its
members according to their standard hourly rates.

No member of Thompson Coburn holds or represents any interest
adverse to the Debtor's estate, according to court filings.

The firm can be reached through:

     Robert Lang, Esq.
     Thompson Coburn LLP
     55 E. Monroe St., 37th Floor
     Chicago, IL 60603
     Tel: 312-580-2242 / 312-346-7500
     Fax: 312-580-2201
     E-mail: rhlang@thompsoncoburn.com

                    About VeroBlue Farms USA

Headquartered in Webster City, Iowa, VeroBlue Farms USA, Inc. --
http://verobluefarms.com/-- operates a fish farm specializing in
Barramundi, a freshwater fish found in the Indo-Pacific waters of
Australia.  It created an innovative aquaculture system that
utilizes the natural elements of air, water and care.

VeroBlue Farms USA, Inc., VBF Operations Inc., VBF Transport Inc.,
VBF IP Inc., and Iowa's First Inc. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Iowa Lead Case No. 18-01297)
on Sept. 21, 2018.  In the petitions signed by Norman McCowan,
president, VeroBlue estimated assets of less than $50,000 and
liabilities of $50 million to $100 million.

The Debtors tapped Elderkin & Pirnie, PLC and Ag & Business Legal
Strategies, P.C. as their legal counsel; and Alex Moglia and his
firm Moglia Advisors as chief restructuring officer.


WESTMORELAND COAL: Files Chapter 11 to Facilitate Restructuring
---------------------------------------------------------------
Westmoreland Coal Company on Oct. 9, 2018, disclosed that it has
entered into a restructuring support agreement ("RSA") with members
of an ad hoc group of lenders (the "Ad Hoc Group") that hold
approximately 76.1% of the Company's term loan, approximately 57.9%
of its senior secured notes, and approximately 79.1% of its bridge
loan.  To implement the RSA, Westmoreland on Oct. 9 filed voluntary
petitions for relief under chapter 11 of the Bankruptcy Code in the
U.S. Bankruptcy Court for the Southern District of Texas, Houston
Division.

In addition, Westmoreland affiliate Westmoreland Resource Partners,
LP ("WMLP") simultaneously filed for relief under chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division.  WMLP has agreed to terms with
its secured creditors on the use of cash collateral to fund WMLP's
normal course operations and allow WMLP to serve its customers
during the course of WMLP's chapter 11 case.  WMLP intends to
continue working constructively with an ad hoc group of its secured
lenders (the "WMLP Ad Hoc Group") in connection with a
value-maximizing sale and marketing process that began prior to the
commencement of WMLP's chapter 11 case.

Westmoreland's Canadian entities and Westmoreland Risk Management,
Inc. are excluded from the voluntary petitions.  Westmoreland's
operations in the U.S. and Canada are cash flow positive and
liquidity from operations combined with the Company's
Debtor-In-Possession ("DIP") financing is sufficient to continue
operating its mines in the normal course of business, without any
expected impact to current output levels.  Importantly,
Westmoreland anticipates no staff reductions as a result of the
restructuring announcement.

"After months of thoughtful and productive conversations with our
creditors, we have developed a plan that allows Westmoreland to
operate as usual while positioning Westmoreland for long-term
success," said Michael Hutchinson, Westmoreland's Interim Chief
Executive Officer.  "We will continue to work constructively with
the Ad Hoc Group and serve our customers in the normal course as we
progress through an expedited process to restructure our long-term
debt and other liabilities.  Our goal is to emerge as a stronger
Westmoreland, better positioned to grow and thrive.  We appreciate
the ongoing support of our business partners, customers and
creditors throughout this process.  In addition, we thank our
passionate Westmoreland team members for their tireless dedication
and commitment to building a stronger Westmoreland."

In support of the RSA, Westmoreland launched a business
transformation aimed at significantly increasing cash flow for all
operational and support areas of the business.  Initiatives
identified by Westmoreland are expected to yield significant annual
run rate savings from operational, commercial and overhead
efficiencies.

RSA Terms and DIP Financing

The RSA provides that the $90 million outstanding under the
Company's existing $110 million bridge loan facility, which it
entered into in May 2018 (the "Bridge Loan"), will be refinanced
with a new $110 million DIP facility, of which $90 million has been
drawn, subject to Bankruptcy Court approval.  The DIP financing and
cash flow from operations are expected to provide adequate
liquidity to support Westmoreland's U.S. and Canadian business
throughout the restructuring process.  The superpriority
non-amortizing DIP facility bears interest at the same rate as the
Bridge Loan.

Under the RSA, the Ad Hoc Group has agreed to act as a stalking
horse bidder to acquire substantially all of Westmoreland's
business assets.  Separately, WMLP will continue its sale process.

The RSA addresses Westmoreland's liabilities, including funded debt
and other obligations, and provides the means for it to continue
operating in the normal course of business.  For additional
information, please refer to the Company's current report on Form
8-K filed along with this announcement.

Both Westmoreland and WMLP have filed "first day" motions with the
Bankruptcy Court.  When granted, these motions will enable
day-to-day operations, regular payment of employee wages and
benefits, and payment to key trade creditors for goods and services
provided on or after the filing date to continue as usual.

Additional information on the process, including court filings and
information about the claims process, is available at
www.donlinrecano.com/westmoreland or through Westmoreland's
dedicated restructuring hotline at (800) 499-8519.

Kirkland & Ellis LLP is acting as legal counsel to Westmoreland;
Centerview Partners LLC is acting as investment banker and
financial advisor; Alvarez & Marsal is acting as restructuring
adviser; and McKinsey Recovery & Transformation Services U.S., LLC
is acting as an operational advisor.  Jones Day is acting as legal
counsel and Lazard Freres is acting as investment banker to the
Conflicts Committee of the board of directors of Westmoreland
Resource Partners, GP, general partner of WMLP.

          About Westmoreland Resource Partners, LP

Westmoreland Resource Partners, LP --
http://www.westmorelandmlp.com-- is a low-cost producer of
high-value thermal coal. It markets its coal primarily to large
electric utilities with coal-fired, base-load scrubbed power plants
under long-term coal sales contracts.

                  About Westmoreland Coal

Based in Englewood, Colorado, Westmoreland Coal Company
(otcmkts:WLBA) -- 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 $213.6 million for the year ended Dec. 31, 2015.
As of June 30, 2018 the Company had $1.45 billion in total assets,
$2.14 billion in total liabilities and a total deficit of $686.2
million.


X-TREME BULLETS: Delays Plan to Pursue Sale Transaction
-------------------------------------------------------
X-Treme Bullets Inc. and its affiliates ask the U.S. Bankruptcy
Court for the District of Nevada to (a) extend, through and
including Feb. 3, 2019, the period within which each Debtor has the
exclusive right to file a Chapter 11 plan in its case; and (b)
through and including April 4, 2019, the period within which each
Debtor has the exclusive right to solicit acceptances to such
Chapter 11 plan.

Unless extended, the period within which each Debtor has the
exclusive right to file a Chapter 11 plan in its case expires on
Oct. 6, 2018, with the exclusive right to solicit acceptances to
any such plan expiring on Dec. 5, 2018.  The Debtors contend that
this is their first request for an extension of the Plan
exclusivity periods under Section 1121 of the Bankruptcy Code.

The Debtors claim that they have acted diligently to reorganize
their financial affairs for the benefit of their creditors, and
believe that they will be able to reorganize successfully their
financial affairs. The Debtors, working cooperatively with their
primary pre-petition lender Z.B., N.A. dba Zions First National
Bank, and with the Official Committee of Unsecured Creditors, are
engaged actively in discussions with potential acquirers of all of
the assets of, or segments of, the Debtors' businesses.

The Debtors are hopeful that a purchase and sale transaction can be
effectuated on terms favorable to the creditor body. The Debtors
concurrently are evaluating potential terms for a Chapter 11 plan
of reorganization, and, if a purchase and sale transaction
favorable to the creditor body cannot be effectuated expeditiously,
the Debtors intend to formulate and to file such a plan within the
extended exclusivity period requested by the Debtors pursuant to
this Motion.

The Debtors, working cooperatively with Zions and with the
Committee, are engaged actively in discussions with potential
acquirers of all of the assets of, or segments of, the Debtors'
businesses.

The Debtors now are engaged in discussions with a potential
acquirer that has expressed considerable interest in acquiring
substantially all of the Debtors' assets. Representatives of the
Debtors have met with representatives of the potential acquirer.
The Debtors have cooperated in the potential acquirer’s
performing an extensive diligence investigation with respect to the
Debtors and the Debtors' businesses, including two onsite
inspections of the Debtors' business premises.

The potential acquirer has provided recently to the Debtors a draft
of an agreement for the purchase and sale of substantially all of
the Debtors' assets and the Debtors are engaged actively in
discussions with the potential acquirer regarding the terms of such
agreement.

While the Debtors can provide no assurance that a transaction will
be effectuated with the potential acquirer, the Debtors are hopeful
that they will be able to reach with the potential acquirer an
agreement for the Debtors' sale to the potential acquirer of
substantially all of their assets, pursuant to which (i) the
Debtors' obligations to Zions will be satisfied on terms acceptable
to Zions, and (ii) proceeds will be realized to enable to the
Debtors to make a significant distribution to unsecured creditors.

Zions has had ongoing discussions with the potential acquirer of
the Debtors' assets. The Debtors have kept the Committee apprised
fully of the Debtors' negotiations with the potential acquirer, and
the Debtors intend to work jointly with the Committee to address
with the potential acquirer issues regarding proceeds that will be
made available for unsecured creditors pursuant to any such
transaction.

The Debtors have consulted with Tiger Capital Group, LLC, a
prominent equipment liquidation company, regarding a possible sale
of a significant amount of excess machinery and equipment of the
Debtors. If the Debtors are unable to effectuate a favorable
transaction for the sale of substantially all of the Debtors'
assets, the Debtors intend to employ Tiger to sell such excess
machinery and equipment.

While the Debtors are focusing significant attention on such
negotiations, the Debtors concurrently are evaluating potential
terms for a Chapter 11 plan of reorganization. If a purchase and
sale transaction favorable to the creditor body cannot be
effectuated expeditiously, the Debtors intend to formulate and file
a Chapter 11 plan of reorganization.

The Debtors anticipate that, in furtherance of a reorganization of
their financial affairs, the Debtors would attempt to sell their
ammunition-manufacturing business at auction and to reorganize
around their core, bullet-manufacturing business.  The Debtors'
bullet manufacturing business historically has been profitable, and
the Debtors project that a reorganized bullet-manufacturing
business could generate annually $3.0 million-plus in EBITDA.

The Debtors' Chapter 11 plan of reorganization would be funded, in
part, by the proceeds that would be realized from a sale of the
ammunition-manufacturing business and the profits that would be
generated over time by the bullet-manufacturing business.

In addition, pursuant to the Court issued Notice in each of the
Debtors' cases, the general claims bar date of October 9, 2018 in
each of the Debtors' cases. The Debtors are still in the process of
evaluating the numerous proofs of claim filed in their cases.

The Debtors have also been engaged in discussions with the Alcohol
and Tobacco Tax and Trade Bureau ("TTB") to try to resolve the
Debtors' disputes with the TTB regarding the amount (if any) of the
TTB's allowed claim against the Debtors. The Debtors intend to
continue their settlement dialogue with the TTB, and hope that the
Debtors and the TTB will be able to reach an agreement regarding
the allowed amount of the TTB's claim that will facilitate a
successful resolution of the Debtors' cases.

                       About X-Treme Bullets

X-Treme Bullets, Inc., and its subsidiaries are in the business of
manufacturing and selling small arms ammunition components,
assembling ammunition, custom building ammunition manufacturing
equipment, and repairing and refurbishing existing ammunition
manufacturing equipment.  They sell ammunition from company-owned
brands, which they manufacture in-house, as well as ammunition from
third-party brands, which they source as finished goods.  They
operate a production facility in Carson City, Nevada and operate
four facilities in Idaho, including three production facilities and
one distribution center.

X-Treme Bullets and certain affiliates filed sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
18-50609) on June 8, 2018.  In the petition signed by David Howell,
president, the Debtor estimated assets and liabilities at $10
million to $50 million.

The case is assigned to Judge Bruce T. Beesley.

The Debtor tapped Harris Law Practice LLC as counsel, and Winthrop
Couchot Golubow Hollander, LLP, as co-counsel.  J. Michael Issa of
GlassRatner Advisory & Capital Group, LLC, serves as chief
restructuring officer.

On July 23, 2018, the U.S. Trustee for Region 17 appointed an
official committee of unsecured creditors in the case.  The
Committee retained Goldstein & McClintock LLLP, as counsel.


YOSEMITE INSURANCE: A.M. Best Affirms B(Fair) Fin. Strength Rating
------------------------------------------------------------------
A.M. Best has removed from under review with developing
implications and affirmed the Financial Strength Rating of B (Fair)
and the Long-Term Issuer Credit Rating of "bb+" of Yosemite
Insurance Company (Yosemite) (Evansville, IN). The outlook assigned
to these Credit Ratings (ratings) is stable. Concurrently, A.M.
Best has withdrawn the ratings as the company is no longer
participating in A.M. Best's interactive rating process.

The ratings reflect Yosemite's balance sheet strength, which A.M.
Best categorizes as adequate, as well as its adequate operating
performance, very limited business profile and appropriate
enterprise risk management.

The rating affirmations take into consideration the uncertainty
that the current capital level will be supportive of the risks
given the long-tail nature of the reserves and their development
pattern following its acquisition by Enstar Holdings (US) LLC on
September 30, 2018. In addition, the ratings reflect the very
limited business profile given Yosemite's run-off status, as its
level of geographic and product diversification is expected to
erode in the future.


[*] David S. Hagen Recognized by Continental Who's Who
------------------------------------------------------
David S. Hagen is recognized by Continental Who's Who.  Located in
Encino, California, David Hagen has served clients for more than
thirty years.  Dedicated to offering quality legal services at
reasonable cost, the firm ensures their clients receive eminent
legal care from beginning to end.  Mr. Hagen ensures that he is
involved in all stages of his client's legal proceedings.

With over thirty five years of experience in the field of Law, Mr.
Hagen has established himself as a prominent professional in the
legal profession.  Throughout his eminent career, Mr. Hagen has
attained extensive experience within the areas of consumer
bankruptcy.  In his current capacity, Mr. Hagen is well versed in
"file chapter 7 and chapter 13 cases for individuals, couples and
small businesses with the hope of alleviating credit card debt,
medical bills, stopping lawsuits, stopping wage garnishments and
bank levies, and stopping foreclosure proceedings and saving homes
from foreclosure."

Having filed over 3,000 cases throughout the duration of his
career, Mr. Hagen is certified as a Consumer Bankruptcy Specialist
by the State Bar of California.  While pursuing his educational
endeavors, Mr. Hagen attended Loyola University, School of Law
where he earned his Juris Doctor degree in 1983.

To further advance his professional career, Mr. Hagen is an
affiliate of several organizations including the Los Angeles County
Bar Association.

In recognition of his professional achievement, Mr. Hagen has been
awarded AV Rating with Martindale-Hubbell.

In looking to the future, Mr. Hagen hopes to seek continued growth
and success at his firm while at the same time enabling hard
working people to save their homes and reduce financial stress by
alleviating credit card debt, litigation and medical obligations.


[*] Sarah Baker Joins Hilco as VP, Assistant General Counsel
------------------------------------------------------------
Sarah Baker has joined Hilco Global as Vice President and Assistant
General Counsel.  Ms. Baker takes over the responsibilities
previously held by Ryan Lawlor who will be transitioning into the
newly created position of Senior Vice President at Hilco Real
Estate where he will play a critical role in the continued growth
and expansion of the restructuring and dispositions practices
within the real estate group.

Ms. Baker will be responsible for handling in-house corporate legal
matters, as well as specific business transactions and deals that
require the usage of counsel at any of the 20+ operating companies
within the Hilco Global portfolio.  The Assistant General Counsel
position reports directly to Eric Kaup, Executive Vice President
– General Counsel.

Eric Kaup – Executive Vice President and General Counsel at Hilco
Global said, "We are extremely excited to have Sarah join our team
Hilco Global."  Mr. Kaup continued, "Sarah brings her considerable
legal experience in restructurings, workouts, liquidations,
including assignments for the benefit of creditor's proceedings,
and Chapter 11 and Chapter 7 bankruptcies.  She has a reputation
for providing outstanding thinking and service to her clients
during her tenure as an attorney."

As a highly accomplished lawyer with over 12 years of experience
Ms. Baker has represented parties on all sides of the legal
spectrum, including debtors, secured creditors, unsecured
creditors, creditors' committees, trustees, defendants in adversary
actions filed in bankruptcy court, and purchasers of assets from
troubled companies, including through sales under section 363 of
the Bankruptcy Code.  She joins Hilco Global from her most recent
position at Rewards Network Establishment Services Inc. where she
served as in-house counsel for the past two years. Previously, Ms.
Baker worked at the law firms of Skadden, Arps, Slate, Meagher &
Flom LLP, and Quarles & Brady LLP, having begun her legal career in
2006.

Ms. Baker earned her B.A. from the University of Illinois –
Chicago, and her Juris Doctorate from the College of William &
Mary.  Additionally, she completed a two-year federal court
clerkship for the Honorable Bruce I. Fox of the United States
Bankruptcy Court for the Eastern District of Pennsylvania.  She is
an accomplished author of numerous articles and presentations and
has been a recipient of several awards and honors including being
named by the National LGBT Bar Association as one of its 2015 40
Under 40.

                       About Hilco Global

Hilco Global -- http://www.hilcoglobal.com/-- is a privately held
diversified financial services company and the world's preeminent
authority on maximizing the value of assets for both healthy and
distressed companies.  Hilco Global operates as a holding company
comprised of over twenty specialized business units that work to
help companies understand the value of their assets and then
monetize that value.  Hilco Global has a 30-year track record of
acting as an advisor, agent, investor and/or principal in any
transaction.  Hilco Global works to deliver the best possible
result by aligning interests with clients and providing them
strategic insight, advice, and, in many instances, the capital
required to complete the deal.  Hilco Global is based in
Northbrook, Illinois and has 600 professionals operating on five
continents.   


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re MJJW Portfolio, Inc.
   Bankr. M.D. Fla. Case No. 18-07533
      Chapter 11 Petition filed September 24, 2018
         See http://bankrupt.com/misc/flmb18-07533.pdf
         represented by: Miriam L. Sumpter Richard, Esq.
                         FRESH START LAW FIRM, INC.
                         E-mail: miriam@freshstartlawfirm.com

In re Centinela Valley Endoscopy Center, Inc.
   Bankr. C.D. Cal. Case No. 18-21391
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/cacb18-21391.pdf
         represented by: Nina Z. Javan, Esq.
                         WEINTRAUB & SELTH, APC
                         E-mail: nina@wsrlaw.net

In re Lisa Frances Platt
   Bankr. C.D. Cal. Case No. 18-21394
      Chapter 11 Petition filed September 28, 2018
         represented by: Douglas M. Neistat, Esq.
                         GREENBERG & BASS, LLP
                         E-mail: dneistat@greenbass.com

In re Cam Huong, Inc.
   Bankr. N.D. Cal. Case No. 18-42291
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/canb18-42291.pdf
         Filed Pro Se

In re Christopher Eric Gatley
   Bankr. W.D. Mo. Case No. 18-61100
      Chapter 11 Petition filed September 28, 2018
         Filed Pro Se

In re Forest Institute of Professional Psychology
   Bankr. W.D. Mo. Case No. 18-61106
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/mowb18-61106.pdf
         represented by: Ronald S. Weiss, Esq.
                         BERMAN DELEVE KUCHAN & CHAPMAN
                         E-mail: rweiss@bdkc.com

In re DN Trucking, LLC
   Bankr. D.N.J. Case No. 18-29412
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/njb18-29412.pdf
         represented by: Scott C. Pyfer, Esq.
                         PYFER LAW GROUP, LLC
                         E-mail: scott@pyferlawgroup.com

In re Autumn Cab, Corp
   Bankr. E.D.N.Y. Case No. 18-45570
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/nyeb18-45570.pdf
         represented by: Alla Kachan, Esq.
                         LAW OFFICES OF ALLA KACHAN, P.C.
                         E-mail: alla@kachanlaw.com

In re Yzik Gadayev and Zoya Gadayev
   Bankr. E.D.N.Y. Case No. 18-45612
      Chapter 11 Petition filed September 28, 2018
         represented by: Alla Kachan, Esq.
                         LAW OFFICES OF ALLA KACHAN, P.C.
                         E-mail: alla@kachanlaw.com

In re EJL Properties Management Inc.
   Bankr. E.D.N.Y. Case No. 18-76561
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/nyeb18-76561.pdf
         Filed Pro Se

In re 4J Custom Design Inc.
   Bankr. D.P.R. Case No. 18-05704
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/prb18-05704.pdf
         represented by: Jaime Rodriguez Perez, Esq.
                         HATILLO LAW OFFICE
                         E-mail: jrpcourtdocuments@gmail.com

In re Gila River Capital, LLC
   Bankr. N.D. Tex. Case No. 18-43812
      Chapter 11 Petition filed September 28, 2018
         See http://bankrupt.com/misc/txnb18-43812.pdf
         represented by: Chip N. Searcy, Esq.
                         SHACKELFORD HAWKINS & SEARCY, PC
                         E-mail: chip@shsfirm.com

In re Chris Joseph Parachini and RaeAnne Bethany Larson
   Bankr. W.D. Tex. Case No. 18-11251
      Chapter 11 Petition filed September 28, 2018
         represented by: Stephen W. Sather, Esq.
                         BARRON & NEWBURGER, P.C.
                         E-mail: ssather@bn-lawyers.com

In re Abraham Turk
   Bankr. S.D. Fla. Case No. 18-22078
      Chapter 11 Petition filed September 28, 2018
         represented by: Ronald Lewis, Esq.
                         E-mail: ron@lewisthomaslaw.com

In re Thomas A. Meeks
   Bankr. M.D. Tenn. Case No. 18-06529
      Chapter 11 Petition filed September 28, 2018
         represented by: Thomas Larry Edmondson, Sr, Esq.
                         E-mail: larryedmondson@live.com

In re David L. Strenfel and Dianne Collins
   Bankr. N.D. Cal. Case No. 18-42296
      Chapter 11 Petition filed September 30, 2018
         represented by: Craig V. Winslow, Esq.
                         LAW OFFICES OF CRAIG V. WINSLOW
                         E-mail: CVWinslow@aol.com

In re Brian Keith Wilson
   Bankr. D.S.C. Case No. 18-04984
      Chapter 11 Petition filed September 30, 2018
         represented by: Robert H. Cooper, Esq.
                         THE COOPER LAW FIRM
                         E-mail:
thecooperlawfirm@thecooperlawfirm.com

In re Diamond Pacific LLC, a California Limited Liability Company
   Bankr. S.D. Cal. Case No. 18-05959
      Chapter 11 Petition filed October 1, 2018
         See http://bankrupt.com/misc/casb18-05959.pdf
         Filed Pro Se

In re Ronald G. Tyson
   Bankr. N.D. Ga. Case No. 18-42332
      Chapter 11 Petition filed October 1, 2018
         represented by: John K. Rezac, Esq.
                         TAYLOR ENGLISH DUMA LLP
                         E-mail: jrezac@taylorenglish.com

In re United Recycling Services One, LLC
   Bankr. D. Nev. Case No. 18-15923
      Chapter 11 Petition filed October 1, 2018
         See http://bankrupt.com/misc/nvb18-15923.pdf
         represented by: David Mincin, Esq.
                         MINCIN LAW, PLLC
                         E-mail: dmincin@mincinlaw.com

In re Patricia L. Conner
   Bankr. D. Nev. Case No. 18-15926
      Chapter 11 Petition filed October 1, 2018
         represented by: Michael J. Harker, Esq.
                         E-mail: notices@harkerlawfirm.com

In re Strength of a Woman, Inc.
   Bankr. E.D.N.Y. Case No. 18-45675
      Chapter 11 Petition filed October 1, 2018
         See http://bankrupt.com/misc/nyeb18-45675.pdf
         represented by: Donna Este-Green, Esq.
                         E-mail: marvg25@aol.com

In re Idex International Corp.
   Bankr. S.D. Tex. Case No. 18-70359
      Chapter 11 Petition filed October 1, 2018
         See http://bankrupt.com/misc/txsb18-70359.pdf
         represented by: J. Francisco Tinoco, Esq.
                         LAW OFFICE OF J.FRANCISCO TINOCO, P.C.
                         E-mail: tinoco@sotxlaw.com

In re Reyes P. Alonzo Properties, LLC
   Bankr. W.D. Tex. Case No. 18-52341
      Chapter 11 Petition filed October 1, 2018
         See http://bankrupt.com/misc/txwb18-52341.pdf
         represented by: Heidi McLeod, Esq.
                         HEIDI MCLEOD LAW OFFICE
                         E-mail: heidimcleodlaw@gmail.com

In re 1202 Fayette Street LLC
   Bankr. E.D. Va. Case No. 18-73421
      Chapter 11 Petition filed October 1, 2018
         See http://bankrupt.com/misc/vaeb18-73421.pdf
         Filed Pro Se
In re Carla Langley
   Bankr. C.D. Cal. Case No. 18-21514
      Chapter 11 Petition filed October 1, 2018
         represented by: Kevin Tang, Esq.
                         TANG & ASSOCIATES
                         E-mail: k.tang.associates@gmail.com

In re Sarah's Coffee House, Inc.
   Bankr. D. Conn. Case No. 18-21636
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/ctb18-21636.pdf
         represented by: Antonio Del Mastro, Esq.
                         THE LAW OFFICES OF ANTONIO DEL MASTRO
                         E-mail: antoniodelmastroesq@gmail.com

In re D&E Real Estate, LLC
   Bankr. S.D. Fla. Case No. 18-22257
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/flsb18-22257.pdf
         represented by: Rachamin Cohen, Esq.
                         COHEN LEGAL SERVICES, PA
                         E-mail: Rocky@cohenlegalservicesfl.com

In re RLM Ventures, LLC
   Bankr. N.D. Ga. Case No. 18-66628
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/ganb18-66628.pdf
         Filed Pro Se

In re Regina Marie Sydnor
   Bankr. C.D. Ill. Case No. 18-81480
      Chapter 11 Petition filed October 2, 2018
         Filed Pro Se

In re Thomas W. Goedert and Carol L. Goedert
   Bankr. N.D. Ill. Case No. 18-27787
      Chapter 11 Petition filed October 2, 2018
         represented by: Ben L. Schneider, Esq.
                         SCHNEIDER & STONE
                         E-mail: ben@windycitylawgroup.com

In re PC 12, Inc.
   Bankr. D. Kan. Case No. 18-11928
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/ksb18-11928.pdf
         represented by: William H. Zimmerman, Jr., Esq.
                         ERON LAW, P.A.
                         E-mail: zim@eronlaw.net

In re Abundant School Corporation
   Bankr. D.N.J. Case No. 18-29667
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/njb18-29667.pdf
         Filed Pro Se

In re Whole Fresh Market Place Inc.
   Bankr. D.N.J. Case No. 18-29672
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/njb18-29672.pdf
         represented by: Harrison Ross Byck, Esq.
                         KASURI BYCK, LLC
                         E-mail: lawfirm@kasuribyck.com

In re Sagi Restaurant Corp.
   Bankr. S.D.N.Y. Case No. 18-13007
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/nysb18-13007.pdf
         represented by: Lawrence Morrison, Esq.
                         MORRISON TENENBAUM, PLLC
                         E-mail: lmorrison@m-t-law.com

In re Stratis Corp.
   Bankr. S.D.N.Y. Case No. 18-23497
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/nysb18-23497.pdf
         represented by: Anne J. Penachio, Esq.
                         PENACHIO MALARA LLP
                         E-mail: apenachio@pmlawllp.com

In re Edgardo Lebron Vagu and Luz Nelida Zapata Oquendo
   Bankr. D.P.R. Case No. 18-05805
      Chapter 11 Petition filed October 2, 2018
         represented by: Rafael A. Gonzalez Valiente, Esq.
                         GODREAU & GONZALEZ LAW
                         E-mail: rgv@g-glawpr.com

In re Emmanuel Group LLC
   Bankr. S.D. Tex. Case No. 18-35592
      Chapter 11 Petition filed October 2, 2018
         See http://bankrupt.com/misc/txsb18-35592.pdf
         represented by: Nelson M Jones, III, Esq.
                         LAW OFFICE OF NELSON M. JONES III
                         E-mail: njoneslawfirm@aol.com
In re Wade Clingan
   Bankr. M.D. Ala. Case No. 18-32818
      Chapter 11 Petition filed October 3, 2018
         represented by: William Wesley Causby, Esq.
                         MEMORY & DAY
                         E-mail: wcausby@memorylegal.com

In re Alvaro Betancur
   Bankr. S.D. Fla. Case No. 18-22308
      Chapter 11 Petition filed October 3, 2018
         represented by: Susan D. Lasky, Esq.
                         E-mail: ECF@suelasky.com

In re Steven Lamont Phillips
   Bankr. N.D. Ill. Case No. 18-27826
      Chapter 11 Petition filed October 3, 2018
         Filed Pro Se

In re Douglas G. Bezio
   Bankr. D. Mass. Case No. 18-13746
      Chapter 11 Petition filed October 3, 2018
         Filed Pro Se

In re IGI Restaurant Inc.
   Bankr. E.D.N.Y. Case No. 18-45725
      Chapter 11 Petition filed October 3, 2018
         See http://bankrupt.com/misc/nyeb18-45725.pdf
         represented by: Martin S. Fishman, Esq.
                         LAW OFFICES OF MARTIN S. FISHMAN
                         E-mail: fishmanlaw@verizon.net

In re Emanuela Costa
   Bankr. E.D.N.Y. Case No. 18-45728
      Chapter 11 Petition filed October 3, 2018
         represented by: Lawrence Morrison, Esq.
                         MORRISON TENENBAUM, PLLC
                         E-mail: lmorrison@m-t-law.com

In re Emmanuel Group LLC
   Bankr. S.D. Tex. Case No. 18-35609
      Chapter 11 Petition filed October 3, 2018
         See http://bankrupt.com/misc/txsb18-35609.pdf
         represented by: Nelson M Jones, III, Esq.
                         LAW OFFICE OF NELSON M. JONES III
                         E-mail: njoneslawfirm@aol.com

In re International Dynamics Opthalmic Consortium, Inc.
   Bankr. W.D. Ky. Case No. 18-33046
      Chapter 11 Petition filed October 4, 2018
         See http://bankrupt.com/misc/kywb18-33046.pdf
         represented by: Jon Gregory Joyner, Esq.
                         JOYNER LAW OFFICES
                         E-mail: faline@joynerlawoffices.com

In re Zaremba Group, L.L.C.
   Bankr. E.D. Mich. Case No. 18-21887
      Chapter 11 Petition filed October 4, 2018
         See http://bankrupt.com/misc/mieb18-21887.pdf
         represented by: Rozanne M. Giunta, Esq.
                         WARNER NORCROSS & JUDD LLP
                         E-mail: rgiunta@wnj.com

In re Strength of a Woman, Inc.
   Bankr. E.D.N.Y. Case No. 18-45732
      Chapter 11 Petition filed October 4, 2018
         See http://bankrupt.com/misc/nyeb18-45732.pdf
         represented by: Donna Este-Green, Esq.
                         E-mail: marvg25@aol.com

In re TAPZ, LLC
   Bankr. D. Or. Case No. 18-33466
      Chapter 11 Petition filed October 4, 2018
         See http://bankrupt.com/misc/orb18-33466.pdf
         represented by: Michael D. O'brien, Esq.
                         MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
                         E-mail: enc@pdxlegal.com

In re Iaccarino, Inc., d/b/a Dino's Wings & Things
   Bankr. E.D. Pa. Case No. 18-16655
      Chapter 11 Petition filed October 4, 2018
         See http://bankrupt.com/misc/paeb18-16655.pdf
         represented by: John A. Digiamberardino, Esq.
                         CASE & DIGIAMBERARDINO, P.C.
                         E-mail: jad@cdllawoffice.com

In re S. Franklin LLC
   Bankr. M.D. Pa. Case No. 18-04223
      Chapter 11 Petition filed October 4, 2018
         See http://bankrupt.com/misc/pamb18-04223.pdf
         Filed Pro Se


                            *********

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
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