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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, March 22, 2019, Vol. 23, No. 80

                            Headlines

24201 HIGHLANDER: March 26 Plan Confirmation Hearing
ALLISON TRANSMISSION: Fitch Rates New $500MM Unsec. Notes 'BB/RR4'
AMNEAL PHARMACEUTICALS: Moody's Alters Outlook to Stable
APFS STAFFING: S&P Assigns B Issuer Credit Rating, Outlook Stable
ART OF DECORATION: May 14 Hearing on Disclosure Statement

ATLANTIC RECYCLING: Taps Porzio Bromberg as Special Counsel
AUTOMEDX LLC: Seeks to Hire CR3 Partners as Financial Advisor
BESORAT INVESTMENTS: U.S. Trustee Forms 3-Member Committee
BIOSCRIP INC: S&P Puts CCC+ ICR on Watch Pos. on Announced HC Deal
BLUCORA INC: S&P Affirms 'BB' Issuer Credit Rating, Outlook Stable

BORDEAUX FARMS: Voluntary Chapter 11 Case Summary
BV RESTAURANT: Seeks Court Approval to Hire Bankruptcy Attorneys
CAMBER ENERGY: Signs Non-Binding LOI to Acquire Construction Firm
CARLSTAR GROUP: Moody's Cuts CFR to Caa1 on Refinancing Risks
CELESTIAL CHURCH: Voluntary Chapter 11 Case Summary

CHARITABLE OCCASION: Case Summary & 20 Largest Unsecured Creditors
CHURCHILL DOWNS: S&P Rates New $400MM Senior Unsecured Notes 'B+'
COUNTRY MORNING FARMS: Seeks Authority to Use Cash Collateral
CREATIVE GLOBAL: Case Summary & 19 Unsecured Creditors
CREATIVE PYROTECHNICS: Seeks Access to Centerstate Cash Collateral

CW WELDING: Seeks to Hire Hellmuth, Tanabe Law as Counsel
CW WELDING: U.S. Trustee Forms 3-Member Committee
DAYMARK SOLUTIONS: Seeks to Extend Solicitation Period by 60 Days
DECOR HOLDINGS: U.S. Trustee Forms 3-Member Committee
DOVA PHARMACEUTICALS: KPMG LLP Raises Going Concern Doubt

E.W. SCRIPPS: S&P Lowers ICR to 'B+' on Nexstar Deal
FANNIE MAE: Elects Two New Directors
FOLTS HOME: April 10 Hearing on Disclosure Statement
GORE FREIGHT: Case Summary & 20 Largest Unsecured Creditors
GRAND DAKOTA PARTNERS: Files Correction to 2nd Modification to Plan

GREEN NATION: Committee Taps Resnik Hayes as Legal Counsel
HC GROUP: S&P Alters Outlook to Neg. on Plan to Acquire Bioscrip
HOVNANIAN ENTERPRISES: Eight Directors Elected at Annual Meeting
HOVNANIAN ENTERPRISES: May Issue 5.3M Add'l Shares Under 2012 Plan
IDEANOMICS: Signs Purchase Agreement with Singapore's GT Dollar

IHEARTMEDIA INC: Ernst & Young LLP Raises Going Concern Doubt
IMAGE DATA: Offers for Assets Due on March 25
IMPERIAL TOBACCO: Obtains Initial Stay Under CCAA
IPS WORLDWIDE: Seeks to Hire Klayer and Associates as Accountant
ITT EDUCATIONAL: A&G Realty Completes Sale of 31 Properties

J CREW GROUP: Incurs $120.1 Million Net Loss in 2018
JEMISON, AL: S&P Cuts 2016A Water, Sewer Rev. Warrant Rating to B+
JOHNNY CHIMPO: Taps Andrea P. Bauman as Accountant
JTI MACDONALD: Seeks CCAA Protection Over $13.5-Bil. Judgment
KCD IP: Moody's Withdraws Caa3 Rating on Class A Notes

KODIAK GAS: Fitch Assigns 'B' First Time Issuer Default Rating
LAKE LOVELAND: Taps Allen Vellone as Special Counsel
LBI MEDIA: Second Lien Noteholders Object to Amended Plan
LBI MEDIA: Seeks Extension of Exclusivity Thru July 19
LUSIGNAN SECURITY: Case Summary & 6 Unsecured Creditors

MABVAX THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors
MAGNUM CONSTRUCTION: Wants to Obtain Loan From Berkshire, Use Cash
MAGNUM CONSTRUCTION: Wants to Obtain Loan From Travelers, Use Cash
MARIZYME INC: K.R. Margetson LTD Raises Going Concern Doubt
MAX ENTERPRISES: Seeks to Hire Grafton Firm as Legal Counsel

MCCLATCHY CO: Bluestone Owns 8.8% of Class A Shares as of March 20
MIDATECH PHARMA: Changes American Depositary Receipts Ratio
MONTESQUIEU INC: Case Summary & 20 Largest Unsecured Creditors
NCR CORP: S&P Lowers Issuer Credit Rating to 'BB', Outlook Stable
NEOVASC INC: Widens Net Loss to US$108 Million in 2018

NEOVASC INC: Wins German Court Appeal Against CardiAQ
NORDAM GROUP: Court Approves Disclosures, Confirms Ch. 11 Plan
NORTHBELT LLC: Seeks to Belvoir Asset as Leasing Agent
NORTHWEST FARM: Seeks Access to Cash Collateral Through June 2019
NORTHWEST FARM: Seeks Permission to Pay Bounced Check Claims

OKLAHOMA PROCURE: Unsecureds' Projected Recovery 2.5%-4.7%
PENNYMAC FINANCIAL: S&P Alters Outlook to Neg., Affirms 'B+' ICR
PERKINS TIMBER: U.S. Trustee Unable to Appoint Committee
PG&E CORP: Mizuho Bank Appointed as New Committee Member
PIKE CORP: Moody's Completes Ratings Review, B2 CFR Retained

POWERTEAM SERVICES: Moody's Completes Review, B2 CFR Retained
PROJECT ALPHA: S&P Raises ICR to 'B' on Improved Credit Metrics
PYRGOS TAXI: $350K Sale of Two NYC Taxi Medallions Approved
QTS REALTY: S&P Affirms 'BB-' ICR on Expected Deleveraging
ROSEGARDEN HEALTH: Cash Collateral Use Continued Until April 10

SAGE COLLEGES: Moody's Revises Ratings Outlook to Stable
SEAWALK INVESTMENTS: Case Summary & 3 Unsecured Creditors
STEADYSERV TECHNOLOGIES: Taps KSM Business to Prepare Tax Returns
SYNEOS HEALTH: S&P Assigns 'BB' Rating to New Sr. Credit Facility
SYNERGY PHARMACEUTICALS: UST Objects to Houlihan Lokey Retention

T. LOFT LLC: Seeks Authorization to Use GAB Cash Collateral
TOUCHDOWN LLC: Taps Torres & Associates as Legal Counsel
TRI-STATE ENTERPRISES: Taps Craig M. Geno as Legal Counsel
TRIPOLIS TAXI: $350K Sale of Two Taxi NYC Medallions Approved
TURIN AVIATION: Seeks to Hire Johnson Pope Bokor as Counsel

TWISTLEAF HOLDINGS: Taps Andersen Law Firm as Legal Counsel
UNION ACQUISITION: Marcum LLP Raises Going Concern Doubt
VIASAT INC: S&P Assigns 'BB+' Rating on $500MM Secured Notes
W.L. GOODFELLOWS: Taps Murray & Associates as Realtor
WEATHERLY OIL: Seeks to Hire TenOaks Energy as Marketing Agent

WEATHERLY OIL: Taps Epiq Corporate as Claims Agent
WESTWIND MANOR: U.S. Trustee Forms 7-Member Committee
WHITE EAGLE: Proposes 100% Recovery to Unsecured Creditors
WHITE EAGLE: Seeks to Extend Exclusive Filing Period to June 14
WLG HOSPITALITY: Taps Baratz & Associates as Accountant

WORSHIP CENTER: U.S. Trustee Unable to Appoint Committee
XEROX CORP: S&P Puts BB+ Issuer Credit Rating on Watch Negative
YOSI SAMRA: Gets Approval to Hire SilvermanAcampora as New Counsel
Z GALLERIE: U.S. Trustee Forms 5-Member Committee
ZACKY & SONS: Taps Kennedy Wilson as Real Estate Broker


                            *********

24201 HIGHLANDER: March 26 Plan Confirmation Hearing
----------------------------------------------------
The third amended disclosure statement describing the third amended
Chapter 11 Plan of Reorganization of 24201 Highlander Road, LLC, is
approved.

The Confirmation Hearing for the Plan and a Continued Status
Conference shall take place on March 26, 2019, at 1:30 p.m.

The deadline to Object to the Solicitation Package and the last day
and time to deliver ballots to the Debtor’s for tabulation is
February 26, 2019 at 5:00 p.m.

A full-text copy of the Third Amended Disclosure Statement is
available at https://tinyurl.com/y696zdxt from PacerMonitor.com at
no charge.

                About 24201 Highlander Road

24201 Highlander Road, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-12689) on
September 14, 2016.  The petition was signed by Anthony Nowaid,
manager.  

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


ALLISON TRANSMISSION: Fitch Rates New $500MM Unsec. Notes 'BB/RR4'
------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Allison Transmission Holdings, Inc. (ALSN) and its
Allison Transmission, Inc. (ATI) subsidiary at 'BB'. Fitch has also
affirmed ATI's secured revolving credit facility and secured Term
Loan B ratings at 'BB+'/'RR1' and ATI's senior unsecured notes
rating at 'BB'/'RR4'. The Rating Outlooks for ALSN and ATI are
Stable.

In addition to the above actions, Fitch has assigned a rating of
'BB'/'RR4' to ATI's proposed issuance of $500 million in 10-senior
unsecured notes, proceeds of which ATI plans to use to repay a
portion of amounts outstanding on its Term Loan B.

Fitch's ratings apply to a $550 million secured revolving credit
facility (RCF) (to be upsized to $600 million), a $1.2 billion
secured Term Loan B and $1.9 billion in senior unsecured notes
(including the proposed notes).

KEY RATING DRIVERS

Ratings Overview: The ratings of ALSN and ATI continue to be
supported by the company's high margins and strong FCF, as well as
moderating leverage. ALSN continues to lead the global market for
fully automatic transmissions for commercial vehicles, off-road
machinery and military equipment.

Key Rating Concerns: Rating concerns include the heavy cyclicality
of the global commercial vehicle and off-highway equipment markets,
volatile raw material costs and the relative lack of global
diversification in ALSN's current business mix. However, the
company's transmissions are used primarily in the Class 6 through 8
vocational truck markets, which are generally less cyclical than
the Class 8 linehaul tractor market. Nonetheless, a broad-based
global downturn in commercial vehicle or off-road equipment demand
would pressure ASLN's margins and FCF.

Upcoming Refinancing Transaction: ALSN is planning an upcoming
amendment to ATI's credit agreement. In conjunction with the
amendment, it plans to reduce $500 million of its secured Term Loan
B borrowings with proceeds from a planned $500 million 10-year
senior unsecured notes issuance. Although the transaction will be
leverage neutral, it will reduce the level of secured debt in the
company's capital structure. Combined with the planned amendment of
its Term Loan B, overall maturities will be further extended and
the company's maturity profile will become more diversified. The
company also plans to extend the maturity of its secured revolver
and upsize it to $600 million from $550 million.

The transaction continues work the company began several years ago
to diversify its capital structure and shift toward a largely
unsecured debt structure. Including the revolver, on a pro forma
basis, Fitch estimates ALSN's debt structure will be a little over
60% unsecured once the upcoming transaction is complete, marking
the first time that more than half the company's debt has been
unsecured since it was taken private in 2007.

Market Position: ALSN's market position in North America remains
very strong, with 88% of the school buses and 74% of the Class 6
and 7 medium-duty commercial trucks manufactured in the region
delivered with the company's transmissions in 2018. In addition,
70% of the Class 8 straight trucks and 39% of the Class A
motorhomes produced in North America in 2018 were manufactured with
the company's transmissions. ALSN's transmissions command a price
premium, and Fitch expects the market for commercial vehicle
automatic transmissions in North America to increase over time.

Outside North America, ALSN's market position is significantly
smaller, as the penetration of automatic transmissions in
commercial vehicles remains relatively low. However, acceptance of
fully automatic transmissions is increasing in other regions, as
well. This has been especially true in certain emerging markets
like China and India, where ALSN is well positioned for future
growth opportunities. Over the longer term, Fitch expects automatic
transmissions to gain in popularity among commercial vehicle end
users outside North America for the same reasons that automatic
transmissions are increasingly used in North America, particularly
ease-of-use and fuel efficiency.

Industry Competitive Dynamics: Competition in the commercial
vehicle automated transmission sector has risen over the past
several years, with competitor introductions of automated manual
transmissions (AMTs), as well as some manufacturers insourcing
transmissions, which both pose some risk to ALSN over the
intermediate term. However, it appears that AMTs have had only a
limited effect on ALSN's market share so far. At the same time,
Fitch expects the very few manufacturers to insource their
transmissions, as most do not have a transmission available that is
robust enough for commercial vehicle use, and there may be limited
value in developing a suitable transmission in-house. For example,
although Ford Motor Company chose to insource its automatic
transmission production when it redesigned its medium-duty trucks
several years ago, General Motors Company has chosen to use ALSN's
transmissions in most of the new medium-duty trucks it is building
in cooperation with Navistar International Corporation.

Over the much longer term, the potential introduction of electric
trucks, particularly for use in urban areas, could be a risk to
ALSN's business as well, although the company's experience as one
of the most significant manufacturers of hybrid bus propulsion
systems gives it an important foothold in the market for
electrified commercial vehicles. Also, although most electric
propulsion systems currently in use or under development do not use
a traditional transmission, certain manufacturers have mated an
ALSN transmission with an electric drivetrain to improve propulsion
efficiency. Fitch does not currently expect electric commercial
vehicles to pose a significant risk to ALSN's business over the
intermediate term, at least in the U.S., but depending on the pace
of technology development, it could be a more significant risk in
the future.

Strong Profitability and FCF: ALSN's profitability and FCF
generation are very strong, providing the company with significant
financial flexibility. Despite some expected slowing in demand
conditions over the near to intermediate term, Fitch expects the
company to produce EBITDA margins in the mid- to high-30% range
over the next several years, down a little from a very strong
actual EBITDA margin (as calculated by Fitch) of nearly 41% in
2018.

Fitch expects ALSN to continue producing strong FCF over the
intermediate term, with post-dividend FCF margins generally running
in the high teens to mid-20% range, which is very strong for a
capital goods-related supplier. ALSN's capex needs are relatively
low, and Fitch expects its capital intensity (capex/revenue) to run
at about 4% over the intermediate term. However, in 2019 capex will
likely be higher than normal, as the company constructs a new
engineering simulation and testing facility, which it plans to
complete in 2020. Fitch estimates construction of this facility
will drive capex closer to 6% of revenue in 2019, but capex is then
likely to fall back to more normalized levels once the facility is
complete. Fitch expects the company will deploy most of its
post-dividend FCF toward share repurchases, with some further minor
debt reduction as the company's Term Loan B amortizes. FCF after
dividends in 2018 was $657 million, equal to a very strong 24% FCF
margin.

Debt and Leverage: Fitch expects ALSN's EBITDA leverage
(debt/Fitch-calculated EBITDA) to run in the mid- to high-2x range
over the intermediate term, while FFO adjusted leverage will likely
run in the high-2x to low-3x range. Fitch's expectations for both
metrics are stronger than previously expected, largely due to
expectations for higher levels of profitability going forward, even
as revenue over the intermediate term is likely to decline somewhat
from the peak levels seen in 2018. As of Dec. 31, 2018, ALSN's
EBITDA leverage was 2.5x, while FFO adjusted leverage was 3.0x.
Fitch notes that ALSN's leverage metrics at year-end 2018 were
influenced by its very strong peak-cycle financial performance, and
metrics are expected to moderate somewhat at the cycle turns and
production volumes decline.

Ratings Notching: ATI's secured revolver and Term Loan B are rated
'BB+'/'RR1', one notch above ATI's IDR, reflecting Fitch's
expectations for outstanding recovery prospects in the 91%-100%
range in a distressed scenario. This is due, in part, to their
collateral coverage, which includes virtually all of ATI's assets.
Property, plant, and equipment and intangible assets (including
intellectual property) composed about $1.53 billion of the $4.24
billion in assets on ALSN's consolidated balance sheet at Dec. 31,
2018.

ATI's senior unsecured notes are rated 'BB'/'RR4', reflecting
Fitch's expectations for average recovery prospects in the 31%-50%
range in a distressed scenario.

DERIVATION SUMMARY

ALSN is among the smaller public capital goods suppliers, with a
more focused and less diversified product offering. Compared with
suppliers such as Cummins, Inc., Dana Incorporated (BB+/Stable), or
Meritor, Inc. (BB-/Stable), ALSN is smaller, with sales that are
less geographically diversified, as over 70% of ALSN's revenue was
derived in the U.S. in 2018. That said, its market share in North
America in many of the end market segments where it competes is
very high, with well over 50% of the vehicles in certain segments
fitted with ALSN's transmissions.

Compared with other industrials in the mid-'BB' rating category,
such as Delphi Technologies PLC (BB/Stable) or The Goodyear Tire
and Rubber Company (BB/Stable), ALSN's EBITDA leverage recently has
been roughly in-line with similarly rated peers, but its EBIT and
FCF margins are much stronger. Notably, its strong EBITDA margins
are more than double those of many investment-grade capital goods
or auto supply issuers, such as BorgWarner Inc. (BBB+/Stable) or
Aptiv PLC (BBB/Stable) while its post-dividend FCF margins are
about four to five times higher than many of those higher-rated
issuers.

KEY ASSUMPTIONS

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

-- Global end-market demand remains strong in 2018 and 2019 and
    then enters a cyclical downturn in 2019 and 2020;

-- EBITDA margins remain strong through the forecast, but decline

    off of peak levels in 2019 and 2020 and the weaker business
    conditions;

-- Debt declines through the forecast period as the company makes

    amortization payments on its term loan;

-- Capex peaks in 2019 due to discreet projects, then normalizes
    between 3.5% and 4% of revenue in the later years;

-- Dividend spending is kept flat, assuming that increases in the

    dividend rate are offset by a lower share count;

-- The company generally maintains a strong cash liquidity
    position, with excess cash used for share repurchases.

RATING SENSITIVITIES

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

-- Maintaining Fitch-calculated mid-cycle debt/EBITDA below 3.0x;

-- Maintaining mid-cycle FFO adjusted leverage below 4.0x;

-- An increase in the global diversification of its revenue base;

-- Maintaining EBITDA and FCF margins at or above current levels;

-- Continued positive FCF generation in a weakened demand
    environment.

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

-- A sustained significant decline in EBITDA margins or an
    extended period of negative FCF;

-- A competitive entry into the market that results in a
    significant market share loss;

-- Maintaining Fitch-calculated mid-cycle debt/EBITDA above 4.0x;

-- Maintaining Fitch-calculated mid-cycle FFO adjusted leverage  
    above 5.0x;

-- A merger or acquisition that results in higher leverage or
    lower margins over an extended period.

LIQUIDITY

Adequate Liquidity: Fitch expects ALSN's liquidity to remain
adequate over the intermediate term. At Dec. 31, 2018, the company
had $231 million in cash and cash equivalents, which was above
average for a year end but commensurate with the higher business
levels it experienced during the year. In addition to its cash,
ALSN had $533 million in availability on ATI's $550 million secured
revolver at Dec. 31, 2018 after accounting for $17 million in
letters of credit backed by the facility. As part of the credit
agreement amendment, ATI plans to extend the maturity of its
revolver to 2024 from 2021.

Based on its criteria, Fitch generally treats cash needed to cover
seasonality in a company's business as not readily available for
purposes of calculating net metrics. However, Fitch believes that
ALSN's operating cash flow is sufficient to cover the company's
primary cash needs even in the weakest period of a typical year, so
seasonality is not a significant factor. Therefore, Fitch has
treated all of ALSN's cash as readily available.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings with a Stable Outlook:

Allison Transmission Holdings, Inc.

-- Long-term IDR at 'BB'.

Allison Transmission, Inc.

-- Long-term IDR at 'BB';

-- Secured revolving credit facility at 'BB+'/'RR1';

-- Secured Term Loan B at 'BB+'/'RR1';

-- Senior unsecured notes at 'BB'/'RR4'.

Fitch has assigned a rating of 'BB'/'RR4' to ATI's proposed
issuance of $500 million in 10-year senior unsecured notes.


AMNEAL PHARMACEUTICALS: Moody's Alters Outlook to Stable
--------------------------------------------------------
Moody's Investors Service affirmed Amneal Pharmaceuticals, LLC's
ratings, including the B1 Corporate Family Rating, B1-PD
Probability of Default Rating and B1 rating on its senior secured
term loan. Moody's raised the Speculative Grade Liquidity Rating to
SGL-1 from SGL-2. At the same time, Moody's revised the rating
outlook to stable from positive.

"The outlook revision to stable reflects Moody's view that
debt/EBITDA will remain moderately high and is unlikely to fall
below 4 times over the next 12-18 months," said Moody's Vice
President, Morris Borenstein. "This is due to competitive and
pricing pressures in Amneal's generics business, weaker
contributions from its pipeline, and our expectation that Amneal
will use some cash flow for acquisitions rather than debt
repayment, " continued Borenstein. Still, Amneal's earnings will
grow mid-single digits in 2019 and free cash flow will strengthen
with integration-related costs and activities partially concluded.

Rating actions:

Amneal Pharmaceuticals, LLC.

Ratings affirmed:

  Corporate Family Rating at B1

  Probability of Default Rating at B1-PD

  $2.7 billion Gtd. senior secured term loan at B1 (LGD4)

Rating upgraded:

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

Outlook actions:

  The rating outlook is revised to stable from positive.

RATINGS RATIONALE

Amneal's B1 Corporate Family Rating reflects its moderate size and
scale by revenue compared to generic pharmaceutical peers. Amneal
has significant concentration in the US and is exposed to
volatility and pricing pressure inherent in the generic drug
industry. While earnings will grow, Moody's believes debt/EBITDA
will remain moderately high at over 4.5 times in 2019. Factors that
constrain more rapid earnings growth include competition on key
generic products and weaker contribution from new launches in 2019.
Moody's believes Amneal will become more aggressive with respect to
M&A, both in bolt-on and potentially larger-sized deals, likely
limiting the degree of debt reduction.

The B1 rating also reflects Amneal's significant manufacturing
capacity in the US and India, its advancing complex drug
development and in-house active pharmaceutical ingredient (API)
production. The company' new drug pipeline on file with the FDA and
in development will drive future growth. Amneal also benefits from
segment diversity through its specialty brand business which
accounts for roughly 25% of earnings.

The SGL-1 signifies Moody's expectation that Amneal will maintain
very good liquidity over the next 12 months supported by cash
balances exceeding $200 million and access to a $500 million
asset-based revolving credit facility (ABL). Cash flow will improve
over the next 12 months driven by lower restructuring and
integration costs, combined with moderating capital expenditures
and realization of synergies. There are no financial covenants on
the term loan. There is a springing minimum fixed charge coverage
ratio of 1.0 times that is tested only if more than 90% of the
revolver is drawn. Moody's doesn't believe the covenant will be
tested over the next twelve months.

The rating outlook is stable, reflecting Moody's expectations that
debt/EBITDA will remain moderately high, declining to under 4.5x
over the next 12-18 months.

The ratings could be downgraded if there are significant declines
to key products or escalation of legal issues, of if debt to EBITDA
is sustained above 5.0x, . Moody's could upgrade the ratings if
Amneal demonstrates its ability to sustainably offset price
pressures with new launches and sustains debt to EBITDA below 4.0
times and free cash flow to debt of at least 10%.

Headquartered in Bridgewater, New Jersey, Amneal Pharmaceuticals,
LLC, is a generic pharmaceutical manufacturer with facilities in
New York, New Jersey, and India. The company generates most of its
revenue in the US, with some presence internationally. Amneal
generated $1.9 billion in revenue for the twelve months ended
December 31, 2018.



APFS STAFFING: S&P Assigns B Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to
U.S.-based staffing firm APFS Staffing Holdings Inc. (doing
business as Addison Group).

At the same time, S&P assigns its 'B' issue-level rating and '3'
recovery rating to the company's proposed first-lien term loan. The
'3' recovery rating indicates S&P's expectation for meaningful
(50%-70%; rounded estimate: 50%) recovery of principal in the event
of a payment default.

S&P's rating on Addison Group reflects its small size and
participation in the intensely competitive, highly fragmented, and
cyclical professional temporary staffing industry. The rating also
reflects the company's acquisitive growth strategy, which is driven
by its financial-sponsor ownership and entails execution and
integration risks. Addison Group had high pro forma adjusted debt
to EBITDA of 6x as of year-end 2018 and S&P believes that it will
continue to make opportunistic acquisitions to grow its business
over the next 12-24 months.

These factors are partially offset by the company's good customer
diversity and relationships through its focus on small and medium
enterprises (SME), its positive free cash flow generation, and the
current secular trend among employers of shifting to a more
flexible temporary staffing structure. Furthermore, the company
derives the majority of its revenue from the information technology
(IT) staffing vertical, which S&P views more favorably than the
broader staffing space due to its underlying growth trends and
comparatively higher margin profile. In addition, Addison's
participation in the finance/accounting and non-clinical health
care industry verticals, which have higher bill rates and growth
prospects, also supports the company's margin profile and S&P's
expectation that it will grow at a faster rate than U.S. GDP growth
over the next 24 months. S&P believes that Addison's focus on SMEs
improves its pricing power and helps it avoid becoming dependent on
rate cards imposed by its larger peers and managed service
providers (MSPs). Addison generates about 20% of its revenue and
high margins from its IT consulting services, which enable the
company to leverage its staffing services but expose it to greater
cyclicality in a downturn.

The stable outlook reflects S&P's expectation that Addison will
successfully integrate its acquisitions, reduce its one-time costs,
and generate EBITDA margins of about 11%. S&P anticipates that the
company's adjusted debt to EBITDA will steadily decline to 5.5x and
believes it will generate about $20 million of free operating cash
flow in 2019," S&P said.

"We could lower our rating on Addison if its leverage remains above
6x or its FOCF to debt declines below 5% on a sustained basis. We
believe this could occur because of an economic downturn or if the
company is unable to effectively integrate its acquisitions and
grow its end markets. We could also lower the rating if the company
undertakes debt-financed dividends that cause its leverage to
remain elevated," S&P said.

"We view an upgrade as unlikely over the next 12 months as we track
the company's strategic initiatives and financial policy. However,
over the longer term we could raise our rating on Addison if the
company demonstrates strong operating momentum, maintains its
EBITDA margin, and reduces its debt while steadily growing and
broadening the scale of its operations. Before raising the rating,
we would expect the company to maintain FOCF to debt of more than
10% and leverage of less than 5x on a sustained basis," S&P said.


ART OF DECORATION: May 14 Hearing on Disclosure Statement
---------------------------------------------------------
A hearing on the adequacy of the disclosure statement explaining
Art of Decoration, Inc.'s Chapter 11 Plan will be held before the
Honorable Stacey L. Meisel on May 14, 2019 at 11:00 A.M. in
Courtroom 3A, United States Bankruptcy Court, 50 Walnut Street, 3rd
Floor, Newark, New Jersey 07102.

Written objections to the adequacy of the Disclosure Statement will
be filed and served no later than 14 days prior to the hearing.

The Plan offers the secured creditor, PNC Bank, National
Association, a full repayment of their secured claim in the amount
of $428,649, from the sale proceeds of a proposed private sale of
the property located at 46 Bergen Street, in Englewood, New Jersey.
The remaining priority unsecured and general unsecured claims will
be paid in full from the funds held in the corporate DIP account
and, to the extent necessary, from the remaining funds available
from the closing proceeds from the sale of the property that
currently houses Art of Decoration.

The Plan offers the priority unsecured and general unsecured
creditors a distribution of 100% of the total amount of unsecured
debt in one lump sum payment upon the effective date of the Plan.

A full-text copy of the Disclosure Statement is available at
https://tinyurl.com/y2lesfp8 from PacerMonitor.com at no charge.

Art of Decoration, Inc., filed a voluntary Chapter 11 petition
(Bankr. D.N.J. Case No. 18-21351) on June 4, 2018, and is
represented by Alla Kachan, Esq.


ATLANTIC RECYCLING: Taps Porzio Bromberg as Special Counsel
-----------------------------------------------------------
Atlantic Recycling Group, LLC received authority from the U.S.
Bankruptcy Court for the District of Jersey to employ Porzio,
Bromberg & Newman, P.C. as special counsel.

Porzio will handle, through negotiation, litigation or otherwise,
the Debtor's public contract dispute with the State of New Jersey,
Department of Transportation.

The firm will be paid at these hourly rates:

     Attorneys           $400 to $450
     Paraprofessionals   $185 to $215

Warren Martin Jr., Esq., principal of Porzio, attests that his firm
is a disinterested person under Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

     Warren J. Martin Jr.
     Porzio, Bromberg & Newman, P.C.
     100 Southgate Parkway
     Morristown, NJ 07962-1997
     Phone: +1 973-538-4006

                      About Atlantic Recycling Group

Atlantic Recycling Group, LLC filed a Chapter 11 bankruptcy
petition (Bankr. D.N.J. Case No. 18-34559) on Dec. 14, 2018,
listing under $1 million in both assets and liabilities. The Debtor
hired the Law Office of Eugene D. Roth as its legal counsel.


AUTOMEDX LLC: Seeks to Hire CR3 Partners as Financial Advisor
-------------------------------------------------------------
AutoMedx, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Texas to hire CR3 Partners, LLC as its
financial and restructuring advisor.

The services to be rendered by CR3 are:

     (a) assist in the review of financial projections and cash
flow budgets and assess feasibility of the Debtor's proposed
Chapter 11 plan, if any;

     (b) provide testimony on feasibility of the Debtor's proposed
restructuring plan, if any;

     (c) establish communication protocol with stakeholders; and

     (e) provide other financial advisory services related to the
Debtor's bankruptcy case.

CR3's customary hourly rates are:

     Partners                  $650 - $750/hour
     Director/Industry Expert  $350 - $550/hour
     Manager                   $400 - $450/hour
     Associate                 $275 - $375/hour

CR3 will receive reimbursement for work-related expenses.

Greg Baracato, a partner at CR3, disclosed in a court filing that
his firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

     Greg Baracato
     CR3 Partners, LLC
     13355 Noel Road, Suite 310
     Dallas, TX 75240
     Phone: +1 (214) 215-3940
     Email: greg.baracato@cr3partners.com

             About AutoMedx LLC

AutoMedx LLC -- http://automedx.com-- manufactures pre-hospital
ventilators for military and civilian applications.  It is ISO
13485 certified and is headquartered in Coppell, Texas.   

AutoMedx sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D. Texas Case No. 18-42355) on Oct. 19, 2018.  In the
petition signed by James Evans, president and chief executive
officer, the Debtor estimated assets of $1 million to $10 million
and liabilities of $1 million to $10 million.  Judge Brenda T.
Rhoades presides over the case.  The Debtor tapped the Law Offices
of Judith W. Ross as its legal counsel.


BESORAT INVESTMENTS: U.S. Trustee Forms 3-Member Committee
----------------------------------------------------------
The Office of the U.S. Trustee on March 20 appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Besorat Investments, Inc.

The committee members are:

     (1) Kelber Community Trust    
         Representative: Jim Kelber  
         Kelber Community Trust
         Celeste and Jim Kelber  
         P.O. Box 535 Upland, CA 91785  
         Tel: (909) 633-0400  
         Email: ckelber@hotmail.com

     (2) Blue Star Painting Construction     
         Representative: Pedro Garcia Martinez  
         Blue Star Painting Construction
         8511 Balboa Blvd., #27  
         Northridge, CA 91325   
         Tel: (818) 426-8038  
         Email: pedrogarciamartinez1966@gmail.com

     (3) Ben Rugg
         Representative: Ben Rugg  
         Tel: (608) 444-0210   
         Email: benrugg@gmail.com

Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

                    About Besorat Investments

Besorat Investments, Inc., is a California corporation which owns
15 real properties located in the great Southern California area.
The properties are in various stages of development.  Several are
ready to be sold and in some cases, listed for sale.  The Chapter
11 case was filed to stop foreclosure sales on two of the
properties

Besorat Investments filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Cal. Case No. 1:19-bk-10202) on Jan. 28, 2019.  The Debtor
hired Resnik Hayes Moradi LLP, as general bankruptcy counsel.


BIOSCRIP INC: S&P Puts CCC+ ICR on Watch Pos. on Announced HC Deal
------------------------------------------------------------------
S&P Global Ratings placed its ratings on BioScrip Inc., including
the 'CCC+' issuer credit rating, on CreditWatch with positive
implications.

The CreditWatch positive placements for the ratings on Denver-based
Bioscrip reflect the announcement that Bannockburn, Ill.-based HC
Group Holdings III Inc. plans to acquire Bioscrip in an all-stock
transaction.  Although all the details have not been disclosed, S&P
expects the combined company's adjusted debt leverage to remain
above 7x (about 7.5x-8.0x), but still much than Bioscrip's (at
around 10x for 2018).

The CreditWatch placements on the issue ratings reflect S&P's
expectation that they will likely improve, subject to a review of
the ultimate capital structure, including the proportion of secured
and unsecured debt in the capital structure, the presence of any
cross guarantees or structural subordination.

S&P expects to resolve the CreditWatch placements upon the
completion of the transaction.


BLUCORA INC: S&P Affirms 'BB' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings said it affirmed its ratings on Blucora Inc.,
including its 'BB' issuer credit and senior secured debt ratings.
The outlook remains stable. S&P also maintained its '3' recovery
rating -- indicating its expectation of meaningful recovery (65%)
for lenders in the event of a payment default -- on Blucora's
senior secured term loan B and revolving credit facilities.

Blucora announced its acquisition of wealth management firm 1st
Global, Inc., financed with $57 million of on-balance-sheet cash
and the issuance of a $140 million add-on to its existing term loan
B due in 2024. The rating affirmation reflects S&P's view that
Blucora's increase in debt is modest and does not materially
increase leverage beyond its expectations of 2x-3x. It further
reflects the relatively small, but complementary, nature of the
acquisition and S&P's expectation that 1st Global, Inc. will be
integrated successfully. S&P expects minimal attrition of clients
and advisers given that 1st Global uses the same clearing broker as
Blucora's subsidiary HD Vest, which avoids having to repaper all
accounts. The acquisition will modestly decrease Blucora's EBITDA
margin because wealth management is a lower margin than subsidiary
TaxACT, but it should remains adequate at about 17%.

The stable outlook reflects S&P's expectation that leverage will
remain between 2x-3x given pro forma leverage of 3x and
management's target of 2x. It also expects the firm to successfully
integrate 1st Global with minimal client or financial adviser
attrition, and expects realization of cost reduction plans while
maintaining good operating performance and liquidity.  

"Although unlikely over the next 12 months, we could raise the
ratings over time if weighted average net debt to EBITDA leverage
falls below 2x on a sustainable basis and the firm maintains
liquidity and business performance," S&P said.

"Over the same time horizon, we could lower the ratings if we
expect leverage to remain above 3x or if liquidity, market
position, or profitability deteriorates. Specifically, if HD Vest's
financial adviser retention or total client assets materially
decline or if TaxACT's customer activity or revenue meaningfully
decline, we could lower the rating," S&P said. "We could also lower
the rating if TaxACT's contribution to consolidated EBITDA were to
fall well below 50% given HD Vest's lower margins and slower
growth."


BORDEAUX FARMS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Bordeaux Farms, LLC
        PO Box 647
        Madison, VA 22727

Business Description: Bordeaux Farms, LLC listed its business as
                      Single Asset Real Estate (as defined in 11
                      U.S.C. Section 101(51B).

Chapter 11 Petition Date: March 20, 2019

Court: United States Bankruptcy Court
       Western District of Virginia (Lynchburg)

Case No.: 19-60607

Judge: Hon. Rebecca B. Connelly

Debtor's Counsel: Stephen E. Dunn, Esq.
                  STEPHEN E. DUNN, PLLC
                  201 Enterprise Drive, Suite A
                  Forest, VA 24551
                  Tel: 434-385-4850
                  Fax: 434-385-8868
                  E-mail: stephen@stephendunn-llc.com
                          michelle@stephendunn-pllc.com

Total Assets: $1,116,800

Total Liabilities: $300,000

The petition was signed by Charles D. Warren, Jr., sole member.

The Debtor stated it has no unsecured creditors.

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

           http://bankrupt.com/misc/vawb19-60607.pdf


BV RESTAURANT: Seeks Court Approval to Hire Bankruptcy Attorneys
----------------------------------------------------------------
BV Restaurant, Inc. seeks authority from the U.S. Bankruptcy Court
for the District of Minnesota to hire attorneys in connection with
its Chapter 11 case.

The Debtor proposes to employ Steven Nosek, Esq., and Yvonne Doose,
Esq., to provide legal services including the preparation of a plan
of reorganization, and pay each attorney an hourly fee of $300.

Both attorneys attest that they do not hold any interest adverse to
the Debtor and its bankruptcy estate and that they are
"disinterested" within the meaning of Section 327 of the Bankruptcy
Code.

The attorneys can be reached at:

     Steven B. Nosek, Esq.
     Yvonne R. Doose, Esq.
     2855 Anthony Lane South, Suite 201
     St. Anthony, MN 55418
     Phone: 612-335-9171
     Email: snosek@noseklawfirm.com

                        BV Restaurant, Inc. DBA Cheng Heng
Restaurant

Based in Saint Paul, Minnesota, BV Restaurant, Inc. specializes in
traditional Cambodian cuisine as well as Chinese classics.  It
conducts business under the name Cheng Heng Restaurant.

BV Restaurant filed a voluntary chapter 11 petition (Bankr. D.
Minn. Case no. 19-30675) on March 14, 2019. The Debtor tapped
Steven Nosek, Esq., and Yvonne Doose, Esq., as bankruptcy
attorneys.


CAMBER ENERGY: Signs Non-Binding LOI to Acquire Construction Firm
-----------------------------------------------------------------
Camber Energy, Inc., has executed a non-binding Letter of Intent in
connection with the Company's acquisition of a midstream pipeline
integrity services, specialty construction and field services
company in an all-stock transaction.

Louis G. Schott, the interim CEO of Camber noted, "We are excited
about the opportunity which this acquisition presents.  If
completed, this transaction will enable the Company to leverage its
available cash reserves and build shareholder value through a
change in business focus to pipeline service and construction.  We
believe there are opportunities to leverage growth opportunities in
the markets the pending acquisition is targeting and that the
segments it provides services to are less susceptible to sudden
changes in pricing and demand which have impacted us in our
operations in the market for oil and gas."

The closing of the transaction is subject to customary closing
conditions, negotiation of final transaction documents and
transaction terms, and other conditions, including, but not limited
to the consent of the holder of the Company's Series C Preferred
Stock, executing an agreement with Camber's Series C Preferred
Stock holder amending the Series C Preferred Stock to alter the
conversion rights, and the obtaining of requisite NYSE American
approval.  The terms of the Letter of Intent contemplate issuing
the seller a new series of convertible preferred stock which will
be convertible into 67% of Camber's outstanding common stock on a
fully-diluted basis (after shareholder approval as required under
applicable NYSE American rules and requirements).  The transaction
may not close timely, on the terms set forth in the Letter of
Intent, or at all. The transaction is subject to the conditions
above, and the parties contemplate entering into a definitive
agreement in connection with the transaction by on or before April
30, 2019, which agreement and definitive terms associated therewith
will be included on a Form 8-K filed by the Company.

The transaction will result in the shareholders of the acquired
entity obtaining voting control over the Company.  In addition, the
Company plans to pursue additional acquisitions in connection with
this potential transaction.

The Company also terminated the previously announced memorandum of
understanding to acquire working interests in Greely and Hamilton
Counties, Kansas after completing its due diligence.  No definitive
agreements were ever entered into with such Kansas transaction.

                     About Camber Energy

Based in San Antonio, Texas, Camber Energy, Inc. (NYSE American:
CEI) -- http://www.camber.energy/-- is an independent oil and gas
company engaged in the development of crude oil, natural gas and
natural gas liquids in the Hunton formation in Central Oklahoma in
addition to anticipated project development in the Texas Panhandle.
Camber Energy is engaged in the acquisition, development and sale
of crude oil, natural gas and natural gas liquids from various
known productive geological formations, including from the Hunton
formation in Lincoln, Logan, Payne and Okfuskee Counties, in
central Oklahoma; the Cline shale and upper Wolfberry shale in
Glasscock County, Texas; and Hutchinson County, Texas, in
connection with its Panhandle acquisition which closed in March
2018.

Camber Energy reported a net loss of $24.77 million for the year
ended March 31, 2018, compared to a net loss of $89.12 million for
the year ended March 31, 2017.  As of Dec. 31, 2018, Camber Energy
had $10.10 million in total assets, $2.48 million in total
liabilities, and $7.62 million in total stockholders' equity.

GBH CPAs, PC's audit opinion included in the company's Annual
Report on Form 10-K for the year ended March 31, 2018 contains a
going concern explanatory paragraph stating that the Company has
incurred significant losses from operations and had a working
capital deficit as of March 31, 2018.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.


CARLSTAR GROUP: Moody's Cuts CFR to Caa1 on Refinancing Risks
-------------------------------------------------------------
Moody's Investors Service downgraded its ratings for The Carlstar
Group LLC, including the company's Corporate Family Rating (CFR)
and Probability of Default Rating (PDR) -- to Caa1 and Caa2-PD,
respectively. Moody's also downgraded its existing rating for the
company's senior secured notes due 2019 to Caa2 from Caa1. The
ratings outlook was changed to negative from stable.

The downgrade is primarily due to Moody's view that Carlstar's near
term debt maturities represent refinancing risk that increases the
company's likelihood of default during the next 6 to 12 months. The
company's $130 million ABL revolver contains a stipulation that it
will expire on September 15, 2019 if the company's senior secured
notes due December 15, 2019 remain outstanding.

"Carlstar's ratings will continue to face pressure until the
company addresses its near term debt maturities, particularly as
the company relies on its ABL. We believe that the company is
working to refinance these obligations, but as each day goes by the
risk of default increases," says Moody's lead analyst Andrew
MacDonald.

The following ratings have been downgraded at The Carlstar Group
LLC:

  Corporate Family Rating to Caa1 from B3

  Probability of Default Rating to Caa2-PD from B3-PD

  $147 million Senior Secured Notes due 2019 to Caa2 (LGD4) from
  Caa1 (LGD5)

Outlook, Changed to Negative from Stable

RATINGS RATIONALE

Carlstar's Caa1 CFR and Caa2-PD PDR largely reflects refinancing
risk but its tempered by Moody's expectation of an above-average
recovery in a default scenario for the company's rated debt. The
company's ABL is set to expire on September 15, 2019 and its senior
secured notes are due December 15, 2019. However, should the
company address the senior secured note maturity before the
September 15 deadline, the ABL maturity would extend to February
2023. The rating also incorporates the company's exposure to
cyclical end markets, like agriculture, outdoor power equipment and
power sports, and the associated volatility in earnings as seen in
2016 when the company's end markets hit cyclical lows. While the
company has been able to reduce leverage to Moody's adjusted
debt-to-EBITDA of 5.0 times at September 31, 2018 from over 10
times in 2016, the company has not yet demonstrated a consistent
earnings profile capable of servicing its current debt levels long
term as evidenced by its reliance on ABL borrowings. The rating
also reflects Carlstar's small scale, narrow focus on specialty
tires and wheels, geographic concentration within North America,
and the meaningful exposure to volatile raw material cost inputs.
The rating is supported by the company's strong brand reputation
and favorable end market diversification.

The negative outlook reflects Moody's view that Carlstar's
liquidity will remain weak near-term and that the likelihood of a
default will increase with each passing day until the company is
able to address its near term debt maturities.

Ratings could be downgraded if the company fails to refinance its
near-term debt obligations and/or the company undertakes a
distressed exchange of any portion of its debt.

Ratings could be upgraded if the company is able to improve its
liquidity profile including successfully addressing its upcoming
debt maturities and/or free cash flow-to-debt in the low single
digits that results in reduced revolver reliance.

Headquartered in Franklin, Tennessee, Carlstar is a global supplier
of specialty tires and wheels for non-automotive applications
(tires and wheels for riding lawn mowers, golf carts, farm
equipment, boat/cargo/utility trailers, ATV's, etc.). Carlstar is
privately owned by American Industrial Partners. The company
reported revenue of $600 million for the twelve months ended
September 30, 2018.


CELESTIAL CHURCH: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Celestial Church of Christ "Luli Parish"
        8723 Ashwood Drive
        Capital Heights, MD 20743-3728

Business Description: Celestial Church of Christ "Luli Parish"
                      is a tax-exempt religious organization.

Chapter 11 Petition Date: March 20, 2019

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

Case No.: 19-13690

Judge: Hon. Lori S. Simpson

Debtor's Counsel: Charles Maynard, Esq.
                  LAW OFFICE OF CHARLES M. MAYNARD
                  401 E Jefferson St Ste 208
                  Rockville, MD 20850-2613
                  Tel: (301) 294-6003
                  Fax: 301-294-6004
                  E-mail: cmaynard@maynardlawgroup.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $500,000 to $1 million

The petition was signed by Rev. Charles Agbaza, JP, pastor.

The Debtor failed to submit a list of its 20 largest unsecured
creditors at the time of the filing.

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

        http://bankrupt.com/misc/mdb19-13690.pdf


CHARITABLE OCCASION: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Charitable Occasion, LLC
        PO Box 647
        Madison, VA 22727

Business Description: Charitable Occasion filed as a Single
                      Asset Real Estate (as defined in 11 U.S.C.
                      Section 101(51B)).

Chapter 11 Petition Date: March 20, 2019

Court: United States Bankruptcy Court
       Western District of Virginia (Lynchburg)

Case No.: 19-60609

Judge: Hon. Rebecca B. Connelly

Debtor's Counsel: Stephen E. Dunn, Esq.
                  STEPHEN E. DUNN, PLLC
                  201 Enterprise Drive, Suite A
                  Forest, VA 24551
                  Tel: 434-385-4850
                  Fax: 434-385-8868
                  E-mail: stephen@stephendunn-pllc.com,
                          jennifer@stephendunn-pllc.com,
                          kelly@stephendunn-pllc.com,
                          michelle@stephendunn-pllc.com,
                          sherry@stephendunn-pllc.com

Total Assets: $1,116,800

Total Liabilities: $300,000

The petition was signed by Charles D. Warren, Jr., sole member.

The Debtor stated it has no unsecured creditors.

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

          http://bankrupt.com/misc/vawb19-60609.pdf


CHURCHILL DOWNS: S&P Rates New $400MM Senior Unsecured Notes 'B+'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '6'
recovery rating to Louisville, Ky.-based Churchill Downs Inc.'s
proposed $400 million senior unsecured notes due 2027. The '6'
recovery rating indicates S&P's expectation for negligible recovery
(0%-10%; rounded estimate: 5%) for noteholders in the event of a
payment default. Churchill Downs plans to use the proceeds from
these notes to pay down a portion of the outstanding borrowings
under its revolver, which it recently used to finance certain
acquisitions.

At the same time, S&P raised its issue-level rating on Churchill
Downs' secured credit facility -- consisting of a $700 million
revolver and a $400 million term loan B to 'BBB-' from 'BB+' and
revised the recovery rating to '1' from '2'. The '1' recovery
rating indicates S&P's expectation for very high (90%-100%; rounded
estimate: 95%) recovery in the event of a default.

S&P also affirmed its 'B+' issue-level rating on Churchill's
existing $500 million senior unsecured notes due 2028. The '6'
recovery rating remains unchanged."

S&P expects improved recovery prospects for the secured lenders
because of Churchill Downs' investments and property openings in
the second half of 2018 and in 2019, which have increased the
portfolio of wholly owned gaming properties pledged as collateral
under its credit facility. These include: the Casino at Ocean Downs
and Ocean Downs Racetrack, in which Churchill previously had an
effective majority equity stake but now owns 100%; Derby City
Gaming, a new $65 million gaming property with historical racing
machines that opened in the second half of 2018; and Presque Isle
Downs & Casino, which Churchill purchased in January 2019 for a
cash consideration of $179 million. (Historical racing machines are
gaming machines that use algorithms based on the results of
historical horse races to determine payouts.)

Separately, in early March Churchill Downs acquired a roughly 61%
equity stake in Midwest Gaming, the owner and operator of the River
Casino Des Plaines near Chicago, for a cash consideration of $407
million. While S&P includes the expected cash distributions from
Midwest Gaming in its measure of Churchill Down's EBITDA when
calculating its forecast credit measures, S&P excludes the value of
the company's equity stake in Midwest Gaming in its recovery
analysis. This is because S&P assumes that in a stress scenario
severe enough to lead Churchill Downs to default, Midwest Gaming
would also likely be severely distressed, which would leave little
if any value in Churchill Downs' equity position in that entity
after satisfying Midwest's debt claims.

"The issuance of new unsecured notes to repay revolver borrowings
is, in our view, credit neutral because it is a debt-for-debt
transaction. While we expect the interest rate on the proposed
notes to be higher than the current interest rate on the company's
revolver, the transaction will increase its revolver capacity and
improve Churchill's financial flexibility for future acquisitions,
developments, or shareholder returns. That said, we continue to
expect the company to maintain leverage in its 3x-4x financial
policy range. Therefore, our 'BB' issuer credit rating and stable
outlook on the company remain unchanged," S&P said.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P assigned its 'B+' issue-level rating and '6' recovery
rating to Churchill's proposed $400 million senior unsecured
notes.

-- S&P raised its issue-level rating on Churchill's secured credit
facility to 'BBB-' from 'BB+' and revised its recovery rating to
'1' from '2'. The improved recovery prospects for secured lenders
reflect the greater collateral available to them in the event of a
default.

-- S&P also affirmed its 'B+' issue-level rating on Churchill's
existing $500 million senior unsecured notes.

Simulated default assumptions

-- S&P's simulated default scenario contemplates a default
occurring in 2024 due to a prolonged economic downturn that reduces
consumer spending on gaming and pari-mutuel horse racing, increases
the competitive pressure in the internet gaming market, and likely
leads to a deterioration in the company's liquidity.

-- S&P assumes a reorganization of Churchill Downs under a
distressed scenario using a 7.5x multiple to value the company.
This multiple is slightly higher than S&P's standard 6.5x multiple
for the sector. S&P chooses a higher multiple because of the
strength of Churchill's iconic Kentucky Derby event.

-- S&P assumes the $700 million revolver would be 85% drawn at the
time of default.

-- S&P ascribes value only to Churchill Downs' wholly owned
properties and exclude the properties in which it has only an
equity stake. Given S&P's current rating on Churchill Downs, S&P
believes that a stress scenario severe enough to lead the company
to default would also likely cause the entities in which the
company has an equity stake to default, which would leave little
value in Churchill Downs' equity positions in those companies after
satisfying the debt claims at those entities.

Simplified waterfall

-- Emergence EBITDA: $149 million
-- EBITDA multiple: 7.5x
-- Gross recovery value: $1.12 billion
-- Net recovery value (after 5% administrative costs): $1.06
billion
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated secured claims: $1.0 billion
-- Value available for secured claims: $1.06 billion
    --Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Estimated senior unsecured claims: $923 million
-- Value available for unsecured claims: $60 million
    --Recovery expectations: 0%-10% (rounded estimate: 5%)
Note: All debt amounts include six months of prepetition interest.

  RATINGS LIST

  Churchill Downs Inc.
   Issuer Credit Rating      BB/Stable/--

  New Rating

  Churchill Downs Inc.
   Senior Unsecured
    $400M Notes Due 2027     B+
     Recovery Rating         6(5%)

  Issue Rating Raised; Recovery Rating Revised
                             To          From
  Churchill Downs Inc.
   Senior Secured            BBB-        BB+
    Recovery Rating          1(95%)      2(85%)

  Issue Rating Affirmed; Rounded Estimate Revised
                             To          From
  Churchill Downs Inc.
   Senior Unsecured
    $500M Notes Due 2028     B+          B+
     Recovery Rating         6(5%)       6(0%)


COUNTRY MORNING FARMS: Seeks Authority to Use Cash Collateral
-------------------------------------------------------------
County Morning Farms, Inc. seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of Washington to use cash
collateral in the ordinary course of its business.

CMF does not have a currently operable line of credit or other
operating financing for its business operations. It needs to
utilize its existing cash flow to pay expenses.

Accordingly, CMF seeks permission to use cash collateral on an
emergency and interim basis pursuant to the Budget, with a variance
of 10% over/under the monthly budget, which amount comprises the
payroll needs and expenses associated with CMF's necessary business
operations. CMF also requests that any sum not spent during any
given month be available for CMF use in future months.

CMF believes that Bank of the West has the first priority lien
against its accounts and accounts receivable. The indebtedness owed
to Bank of the West totals approximately $4,058,931 which can be
summarized as follows: (a) Feed Line of Credit - $3,850,000; (b)
BOW Equipment Note - $197,036; and (c) Filler Specialty - $11,895.
In addition to the security interests encumbering the assets of
CMF, Bank of the West is also secured by assets of CMFC, including
its land, and personal guarantees of Robert Gilbert and Gerald
Gilbert.

CMF proposes to grant any party holding a valid, perfected,
unavoidable, prepetition security interest against the cash
collateral utilized by CMF, a replacement lien and security
interest in CMF's post-petition accounts and receivables, in order
to protect such parties against any diminution in value of the
creditor’s interest in cash collateral.

A copy of the Debtor's Motion is available at

           http://bankrupt.com/misc/waeb19-00478-3.pdf

                   About Country Morning Farms

Country Morning Farms, Inc., is a privately held company in the
cattle ranching and farming business.  Country Morning Farms grows
its own feeds, milk its own cows, and delivers fresh dairy products
to its customers.

Country Morning Farms filed a Chapter 11 petition (Bankr. E.D.
Wash. Case No. 19-00478), on March 1, 2019.  The petition was
signed by Robert Gilbert, vice president.  The case is assigned to
Judge Frederick P. Corbit.  The Debtor is represented by William L.
Hames, Esq. at Hames, Anderson, Whitlow & O'Leary.  At the time of
filing, the Debtor disclosed $6,421,269 in assets and $10,586,970
in liabilities.


CREATIVE GLOBAL: Case Summary & 19 Unsecured Creditors
------------------------------------------------------
Debtor: Creative Global Investment Inc.
        3580 Wilshire Blvd, Suite 1133
        Los Angeles, CA 90010

Business Description: Creative Global Investment Inc. is a
                      privately held company engaged in financial
                      investment activities.

Chapter 11 Petition Date: March 20, 2019

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

Case No.: 19-13044

Judge: Hon. Sandra R. Klein

Debtor's Counsel: David B. Golubchik, Esq.
                  LEVENE, NEALE, BENDER, YOO & BRILL LLP
                  10250 Constellation Blvd Ste 1700
                  Los Angeles, CA 90067
                  Tel: 310-229-1234
                  E-mail: dbg@lnbyb.com

Total Assets: $36,691

Total Liabilities: $5,388,873

The petition was signed by Dong Yeoun Lee, chairman & CEO.

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/cacb19-13044.pdf


CREATIVE PYROTECHNICS: Seeks Access to Centerstate Cash Collateral
------------------------------------------------------------------
Creative Pyrotechnics Inc. seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to use cash
collateral in the ordinary course of its business.

The Debtor proposes to use the cash collateral of Centerstate Bank
of Florida and Green Capital Funding, LLC in order to pay its
regular operating expenses in the regular course of business, as
well as the administrative expenses in these Chapter 11 proceedings
as they become due.

Centerstate Bank of Florida is a secured creditor of the Debtor by
virtue of a Promissory Note and a security agreement contained
therein in which Centerstate purports to have a security interest
in all goods, equipment, inventory, accounts receivable, chattel
paper, instruments, investment property and all general
intangibles, books and records and all other general tangibles and
intangibles of the Debtor.

Green Capital Funding, LLC may purport to be a secured creditor of
the Debtor by virtue of a Secured Merchant Agreement in which Green
Capital purports to have a security interest in all goods,
equipment, inventory, accounts receivable, chattel paper,
instruments, investment property and all general intangibles, books
and records and all other general tangibles and intangibles of the
Debtor.

Everest Business Funding, LLC may purport to be a secured creditor
of the Debtor by virtue of a Payment Rights and Purchase and Sale
Agreement in which Everest purports to have a security interest in
the future receivables of the Debtor.

MCA Fixed Payment d/b/a Reliant Funding may purport to be a secured
creditor of the Debtor by virtue of an ACH Total Receipts Agreement
in which MCA purports to have a security interest in the Right,
title and interest in and to all revenues generated from the
Debtor's business sales.

US Capital may purport to be a secured creditor of the Debtor by
virtue of an ACH Total Receipts Agreement in which US Capital
purports to have a security interest in the Right, title and
interest in and to all revenues generated from the Debtor's
business sales.

The Debtor submits that Everest, MCA and US Capital do not have
liens on the Debtor's cash collateral due to their apparent failure
to file UCC-1 Financing Statements. The Debtor lists these
creditors in an abundance of caution.

A copy of the Debtor's Motion is available at

          http://bankrupt.com/misc/flsb19-12325-11.pdf

                  About Creative Pyrotechnics

Creative Pyrotechnics was founded in 2007 in the Theme Park
Entertainment Capital of the World, Orlando, FL. Creative
Pyrotechnics offers a no hassle solution to producing the firework
and special effects elements of your show or event.

Creative Pyrotechnics Inc. filed a voluntary petition under Chapter
11 of Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-12325) on Feb.
21, 2019.  At the time of filing, the Debtor estimated $500,001 to
$1 million in both assets and liabilities.  Dana L. Kaplan, Esq.,
at Kelley, Fulton & Kaplan P.L., is the Debtor's attorney.


CW WELDING: Seeks to Hire Hellmuth, Tanabe Law as Counsel
---------------------------------------------------------
CW Welding & Fabrication, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the District of Minnesota to hire
Hellmuth & Johnson, PLLC and Tanabe Law as their legal counsel.

Both firms will represent the Debtors in all legal matters arising
during their bankruptcy cases, including issues regarding the
control of their assets, the determination of claims, negotiations
with creditors, and the preparation of a bankruptcy plan.

Hellmuth will be paid at these hourly rates:

     Karl J. Johnson            $325
     Gregory S. Otsuka          $390
     Paralegals          $190 - $200

Meanwhile, Kesha Tanabe, Esq., the attorney at Tanabe Law who will
be providing the services, charges an hourly fee of $330.

Both firms are "disinterested" under Section 101(14) of the
Bankruptcy Code, according to court filings.

The firms can be reached at:

      Karl J. Johnson, Esq.
      Hellmuth & Johnson, PLLC
      8050 West 78th Street
      Edina, MN 55439
      Phone: +1 952-941-4005

        -- and --

      Kesha Tanabe, Esq.
      Tanabe Law
      4304 34th Avenue So.
      Minneapolis, MN 55406
      Tel: (612) 735-0188
      Email: kesha@tanabelaw.com

                       About CW Welding and Fabrication

CW Welding and Fabrication -- https://www.cwweld.net -- is a
locally owned and operated welding and fabrication company located
in Southwestern Minnesota. The Company also custom builds trailers,
fish-house frames, agricultural products, grain chutes/transitions,
rock boxes, and other specialty equipment.  

CW Welding & Fabrication, LLC, CW Equipment, LLC, CW Fabrication,
LLC, and CW, LLC, filed voluntary petitions seeking relief under
Chapter 11 of the Bankruptcy Code (Lead Case: Bankr. D. Minn. Case
No. 19-30650) on March 6, 2019. The petitions were signed by Neil
D. Cole, president. CW Welding estimates $405,588 in total assets
and $1,586,406 in total liabilities.

The Debtors tapped Karl J. Johnson, Esq., at Hellmuth & Johnson,
PLLC, and Kesha Tanabe, Esq., at Tanabe Law, as bankruptcy
attorneys.             


CW WELDING: U.S. Trustee Forms 3-Member Committee
-------------------------------------------------
The U.S. Trustee for Region 12 on March 19 appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of CW Welding & Fabrication, LLC.

The committee members are:

     (1) Weekes Forest Products, Inc.      
         2600 Como Avenue
         St. Paul, MN 55108  
         Contact Person: Gary Schulz     
         Phone: 800-328-2890     
         Email: JenH@weekesforest.com

     (2) Farmer’s Co-op Oil Company of Echo      
         P.O. Box 157
         Echo, MN 56237     
         Contact Person: Darih F. Abel     
         Phone: 507-925-4114      
         Email: dabel@co-opoil.com
  
     (3) Rockwell American     
         604 West Main Street      
         Azue, TX 76020
         Contact Person: Vicki Johnson     
         Phone: 817-444-4518, Ext. 181      
         Email: johnsonv@rockwellamerican.com

Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

                  About CW Welding & Fabrication

CW Welding & Fabrication, LLC -- https://www.cwweld.net -- is a
locally owned and operated welding and fabrication company located
in Southwestern Minnesota.  It also custom builds trailers,
fish-house frames, agricultural products, rock boxes, and other
specialty equipment.  

CW Welding & Fabrication and its affiliates, CW Equipment, LLC and
CW Fabrication, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case Nos. 19-30650 to 19-30652) on
March 6, 2019.  At the time of the filing, CW Welding disclosed
$405,588 in assets and $1,586,406 in liabilities.  

The cases have been assigned to Judge William J. Fisher.  Hellmuth
& Johnson, PLLC is the Debtors' legal counsel.


DAYMARK SOLUTIONS: Seeks to Extend Solicitation Period by 60 Days
-----------------------------------------------------------------
Daymark Properties Reality, Inc. asked the U.S. Bankruptcy Court
for the District of Kansas to extend by 60 days the exclusive
period to solicit acceptances for the Chapter 11 reorganization
plan proposed by the company and its affiliates.

The companies need additional time to solicit votes given a
mid-April hearing on their disclosure statement, according to their
attorney, Brett Lieberman, Esq., at Edelboim Lieberman Revah
Oshinsky PLLC, in Miami, Florida.

The hearing was supposed to be held on March 15 but objections to
the disclosure statement were filed by the U.S. trustee and
creditors.  Consequently, the companies asked for a mediation to
resolve the objections and to continue the hearing on April 15.

The companies are currently negotiating with many of their
constituencies and are hopeful that a consensual solution can be
achieved, according to Mr. Lieberman.

                     About Daymark Solutions

Based in Overland Park, Kansas, Daymark Solutions Inc. operates a
sales and service company that creates photo identification
systems.  Daymark Solutions filed a voluntary petition for relief
under Chapter 11 of Title 11 of the United States Code (Bankr D.
Kan. Case No. 18-22116) on Oct. 12, 2018, estimating under $1
million in assets and liabilities.  The Debtor tapped Edelboim
Lieberman Revah Oshinsky PLLC as its legal counsel, and BMC Group,
Inc. as its claims, noticing and balloting agent.


DECOR HOLDINGS: U.S. Trustee Forms 3-Member Committee
-----------------------------------------------------
The Office of the U.S. Trustee on March 19 appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Decor Holdings, Inc. and its affiliates.


The committee members are:

     (1) Juliette Wu
         Triplex Shanghai Enterprises  
         Room 303, No 885 Renming Road  
         Shanghai, China 200010  
         Email: wujc@shartex.com.cn

     (2) Source Asia Trading Company  
         1065 Zhao Jia Bang Road, Room 1401  
         Shanghai 20030  
         China
         Email: Joshr@sourceasialtd.net

     (3) Kenneth L. Mazer
         Global Textile Partners, Inc.
         120 Harrison Street
         Gloversville, NY 12078
         Email: KenMazer@GlobalTextilePartners.com

Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

                   About Robert Allen Duralee Group

The Robert Allen Duralee Group --
https://www.robertallendesign.com/ -- is a supplier of decorative
fabrics and furniture to the design industry in the United States.
In addition to their own extensive product lines, the Robert Allen
Duralee Group represents six other furnishing companies, including
Paris Texas Hardware, The Finial Company, Clarke & Clarke, Thibaut
and Byron & Byron.  The Robert Allen Duralee Group maintains
showroom premises located in major metropolitan cities across the
United States and Canada, and an extensive worldwide agent showroom
network that collectively service more than 30 countries around the
globe.  Decor is a privately-owned company with headquarters in
Hauppauge, New York.

The Robert Allen Duralee Group, Inc., and 4 related entities,
including ultimate parent Decor Holdings, Inc., sought Chapter 11
protection on Feb. 12, 2019. The lead case is In re Decor Holdings,
Inc. (Bankr. E.D.N.Y., Lead Case No. 19-71020).

Decor Holdings estimated assets of $50 million to $100 million and
liabilities of $50 million to $100 million as of the bankruptcy
filing.

The Hon. Robert E. Grossman is the case judge.

The Debtors tapped Hahn & Hessen LLP as counsel; Halperin Battaglia
Benzija, LLP as special counsel; RAS Management Advisors, LLC as
restructuring advisor; Blum Shapiro as tax advisor; SSG Capital
Advisors, LLC as investment banker; Great American as sales agent;
and Omni Management Group, Inc. as claims agent.


DOVA PHARMACEUTICALS: KPMG LLP Raises Going Concern Doubt
---------------------------------------------------------
Dova Pharmaceuticals, Inc. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $72,282,000 on $10,355,000 of net revenue for the year
ended Dec. 31, 2018, compared to a net loss of $29,955,000 on $0 of
net revenue for the year ended in 2017.

The audit report of KPMG LLP states that the Company has suffered
recurring losses from operations that raises substantial doubt
about its ability to continue as a going concern.

The Company's balance sheet at Dec. 31, 2018, showed total assets
of $112,169,000, total liabilities of $35,811,000, and a total
stockholders' equity of $76,358,000.

A copy of the Form 10-K is available at:

                       https://bit.ly/2HDeIdY

Dova Pharmaceuticals, Inc., a pharmaceutical company, focuses on
acquiring, developing, and commercializing drug candidates for
thrombocytopenia disease.  The Company's lead drug candidate is
avatrombopag that has completed Phase III clinical trials for the
treatment of thrombocytopenia in patients with chronic liver
disease.  Dova Pharmaceuticals, Inc. was founded in 2016 and is
headquartered in Durham, North Carolina.



E.W. SCRIPPS: S&P Lowers ICR to 'B+' on Nexstar Deal
----------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
TV broadcaster The E.W. Scripps Co. to 'B+' from 'BB-' due to the
elevated leverage. At the same time, S&P lowered its issue-level
rating on the company's existing senior secured revolving credit
facility and term loan to 'BB' from 'BB+' and lowered its
issue-level rating on the company's senior unsecured notes to 'B+'
from 'BB-'.

The rating actions follow E.W. Scripps' announcement that it has
entered into an agreement to acquire a portfolio of TV stations
from Nexstar Media Group for $580 million. This follows the
company's pending acquisition of TV stations from Cordillera
Communications for $521 million.

S&P said it lowered its ratings by one notch because it expects
E.W. Scripps' leverage will remain above its previously established
low-4x threshold for the 'BB-' rating for the next several years.
S&P expects the company's pending acquisition of TV stations from
Cordillera will increase pro forma average trailing-eight-quarter
leverage to roughly 5.5x from the low-4x area as of Dec. 31, 2018.
The company's announced plan to acquire eight TV stations from
Nexstar will further increase its average trailing-eight-quarter
leverage to between 6.5x-7x. Although S&P expects leverage will
begin to improve in 2020 primarily due to a sizable step-up in
market retransmission rates for about 3.5 million Comcast
subscribers, it expects leverage will continue to be elevated
between 6x-6.5x (depending on the extent the company uses free cash
flow for debt repayment)."

E.W. Scripps' legacy television assets reach about 18% of U.S. TV
households and consist primarily of ABC affiliates with number 3 or
4 rankings in their respective markets. The company's U.S. TV
household reach will significantly improve to about 31% after
accounting for both announced acquisitions. While the proposed
acquisitions will improve the company's scale, the quality of its
TV stations is equally as important. While the Cordillera station
group diversifies E.W. Scripps' portfolio with small but highly
ranked NBC and CBS affiliations, the stations it will acquire from
Nexstar are in large markets, of which five stations are low-ranked
CW affiliations.

S&P said its ratings remain on CreditWatch while it reviews the
quality of E.W. Scripps' combined station portfolio, including its
station ratings, ability to negotiate favorable retransmission
rates and affiliate agreements, and secure advertising revenue. S&P
will also consider the company's weaker profitability measures than
its peers (partially due to its sizable investments in its national
media segment). S&P expects the acquisition of Cordillera's
stations to close in the second quarter of 2019 while the
acquisition of stations from Nexstar is not likely to close until
late 2019 or early 2020 because it is contingent on both the
closing of Nexstar's pending acquisition of Tribune Media Co. and
FCC approval.

"We intend to resolve the CreditWatch placements once we determine
whether EW Scripps' increased household reach, diversity of station
affiliates, and station rankings in its geographic markets offset
its increase in leverage and its low margin profile compared to its
broadcasting peers. We also plan to review the company's financial
policy, which we believe has become more aggressive over the past
two years with several acquisitions. We expect to provide a
CreditWatch update after E.W. Scripps closes on its acquisition of
Cordillera's stations and after meeting with the company's
management," S&P said.

"We could lower the issuer credit rating by one notch to 'B' if we
believe the affiliate mix, station rankings, and geographic reach
of the combined portfolio position the company less favorably
relative to peers to grow net retransmission revenue, sell both
core and political advertising, and improve its lower margin
profile relative to peers. Conversely, we could affirm the 'B+'
rating if we believe the company's increased household reach and
affiliation mix place E.W. Scripps in line with its large TV
broadcasting peers, and we believe the company has a clear path to
lowering leverage to the low-5x area by the end of 2020," S&P
said.

If the company finances these transactions with incremental senior
secured debt, recovery prospects for the existing senior secured
credit facility and senior unsecured notes would likely worsen. The
CreditWatch placement of E.W. Scripps' senior secured credit
facility reflects the possibility that S&P could lower the
issue-level rating up to two notches to 'B+' from 'BB', while the
CreditWatch placement of its senior unsecured notes reflects the
possibility that S&P could lower the issue-level rating up to two
notches to 'B-' from 'B+'. S&P said it would likely revise the
recovery rating on the company's unsecured notes to '5' from '3'.


FANNIE MAE: Elects Two New Directors
------------------------------------
Brian P. Brooks and Karin J. Kimbrough were elected to the Board of
Directors of Fannie Mae (formally, the Federal National Mortgage
Association) on March 19, 2019.  As of March 20, 2019, the Board
committees on which Mr. Brooks and Ms. Kimbrough will serve have
not been determined.

Brian Brooks

Mr. Brooks, age 49, has served as the chief legal officer of
Coinbase Global, Inc. since September 2018.  Mr. Brooks previously
served as Fannie Mae's executive vice president, general counsel
and corporate secretary from November 2014 to September 2018.
Prior to that time, Mr. Brooks was vice chairman of OneWest Bank
N.A., from 2011 to November 2014, where he served as chief legal
officer. Previously, Mr. Brooks was a partner at the law firm of
O'Melveny & Myers LLP, where he served from 2008 through 2011 as
managing partner of the Washington, D.C. office and from 2010
through 2011 as group leader of the firm's financial services
practice.
Mr. Brooks was an executive officer of Fannie Mae until September
2018.  Under the company's 2018 executive compensation program, Mr.
Brooks's total direct compensation for 2018 was $1,702,711,
consisting of $402,662 in base salary and $1,300,049 in deferred
salary.  Mr. Brooks received his 2018 base salary in 2018 and will
receive his earned and unpaid 2018 deferred salary in three
installments in March, June and September 2019.  Mr. Brooks also
received $70,000 in company retirement plan contributions in 2018.
Pursuant to the terms of the company's Supplemental Retirement
Savings Plan, Mr. Brooks will recei ve a lump sum payment of his
balance in this plan in July 2019.  His balance under the plan was
approximately $215,000 as of Feb. 28, 2019; however, this amount is
subject to change based on plan earnings prior to the payment date.
Mr. Brooks also received $2,027,194 in 2017 deferred salary paid
over four installments during 2018.

Based on its review of the relevant facts and circumstances,
including his recent service as a Fannie Mae executive officer and
his receipt of associated compensation from Fannie Mae, Fannie
Mae's Board of Directors determined that Mr. Brooks is not an
independent director.

Karin Kimbrough

Ms. Kimbrough, age 50, has served as assistant treasurer for Google
since October 2017.  Ms. Kimbrough previously served as a managing
director and head of Macroeconomic Policy at Bank of America
Merrill Lynch from November 2014 to October 2017.  Prior to that
time, Ms. Kimbrough worked at the Federal Reserve Bank of New York
from 2005 to October 2014, serving as a director for the Financial
Stability Monitoring Function in the Markets Group from 2010 to
October 2014 and as a manager for analytical development from 2005
to 2010.  Ms. Kimbrough previously worked as an economist and
strategist at Morgan Stanley from 2000 to 2005.

Based on its review of the relevant facts and circumstances, Fannie
Mae's Board of Directors determined that Ms. Kimbrough is an
independent director.

Fannie Mae is entering into an indemnification agreement with each
of Mr. Brooks and Ms. Kimbrough.

              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 Director of FHFA has
directed Fannie Mae to pay dividends to Treasury on a quarterly
basis since entering into conservatorship in 2008 for every
dividend period for which dividends were payable.

Fannie Mae expects to pay Treasury a first quarter 2019 dividend of
$3.2 billion by March 31, 2019.  The senior preferred stock
provides for dividends each quarter in the amount, if any, by which
the company's net worth as of the end of the prior quarter exceeds
a $3.0 billion capital reserve amount.

As of Feb. 14, 2019, the maximum amount of remaining funding under
the agreement is $113.9 billion.  If the company were to draw
additional funds from Treasury under the agreement with respect to
a future period, the amount of remaining funding under the
agreement would be reduced by the amount of our draw.  Dividend
payments the company makes to Treasury do not restore or increase
the amount of funding available to it under the agreement.

Although Treasury owns Fannie Mae's senior preferred stock and a
warrant to purchase 79.9% percent of the company's common stock,
and has made a commitment under a senior preferred stock purchase
agreement to provide the company with funds to maintain a positive
net worth under specified conditions, the U.S. government does not
guarantee the company's securities or other obligations.


FOLTS HOME: April 10 Hearing on Disclosure Statement
----------------------------------------------------
The hearing to consider the approval of the Joint Disclosure
Statement explaining Folts Home. et al.'s Chapter 11 Plan will be
held on April 10, 2019, at 1 1:00 a.m., at the Alexander Pirnie
Federal Building, 10 Broad Street, Utica, New York 13501.

April 3, 2019, is fixed as the last day for filing and serving
written objections to the Disclosure Statement.

                      About Folts Home

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

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

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

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

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

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


GORE FREIGHT: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Gore Freight Company, LLC
        909 West Eldora Road
        San Juan, TX 78589

Business Description: Gore Freight Company, LLC is a general
                      freight trucking company specializing in the
                      delivery and shipments between Mexico, the
                      United States, and Canada.  The Company
                      offers door-to-door delivery, cross-border
                      shipping, fleet service, trans-loading,
                      bonded freight services, and cross-docking.

                      http://www.gorefreight.com/

Chapter 11 Petition Date: March 20, 2019

Court: United States Bankruptcy Court
       Southern District of Texas (McAllen)

Case No.: 19-70090

Judge: Hon. Eduardo V. Rodriguez

Debtor's Counsel: Jana Smith Whitworth, Esq.
                  JS WHITWORTH LAW FIRM, PLLC
                  P.O. Box 2831
                  McAllen, TX 78502
                  Tel: 956-371-1933
                  Fax: 956-265-1753
                  E-mail: jana@jswhitworthlaw.com

Total Assets: $2,241,213

Total Liabilities: $1,917,084

The petition was signed by Eduardo Castano, member.

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/txsb19-70090.pdf


GRAND DAKOTA PARTNERS: Files Correction to 2nd Modification to Plan
-------------------------------------------------------------------
Grand Dakota Partners, LLC, and Grand Dakota Hospitality, LLC,
filed a correction to the second modification to the Amended Joint
Plan of Reorganization of Grand Dakota Partners LLC and Grand
Dakota Hospitality, LLC.

The Corrected Paragraphs for the Second Modification include:

   1. Grand Dakota has agreed to execute and deliver a confession
of judgment and a control agreement as part of its settlement with
American Bank Center (ABC).

   2. Paragraph 3: Paragraph 3 of the Second Modification should
read: "Cornerstone Bank has delivered a form of a Control Agreement
that gives ABC a security interest in Grand Dakota’s and the
Reorganized Debtors’ cash and accounts at Cornerstone Bank. ABC
will be able to exercise this security interest upon the occurrence
of a Plan Default. A "Plan Default" means the occurrence of an
event of default under the Modified Mortgage Loans that remains
uncured by the Reorganized Debtors for a period of at least 45 days
after the Reorganized Debtors' receipt of a written notice from ABC
of the occurrence of such event of default."

   3. Paragraph 6: Paragraph 6 of the Second Modification should
include the following second bullet point, which largely was
already added to sections 3.2.2.e and 3.2.3.e of Exhibit A to the
Second Modification (ECF no. 316-1):

      * ABC will be entitled to exercise its security interest(s)
in and lien(s) on the Reorganized Debtors' cash and accounts upon
the occurrence of a Plan Default. If either of the Reorganized
Debtors opens a new account with a bank or other depository
institution other than Cornerstone Bank after the Confirmation
Date, then the Reorganized Debtors promptly shall execute and
deliver to ABC a commercially reasonable control agreement,
prepared by such bank or depository institution, granting ABC a
security interest in and lien on the cash and account(s) of the
Reorganized Debtor(s) that may be exercised by ABC after the
occurrence of a Plan Default.

   $. Paragraph 11: Under the Court's instructions at the last
hearing, paragraph 11 of the Second Modification (which amends
section 7.1 of the Amended Plan) should not have included the final
language regarding the amortization schedules. Thus, the addition
to section 7.1 of the Amended Plan should read: "The Reorganized
Debtors may prepay, in whole or in part, their obligations to ABC.
Any such prepayment shall be applied against the principal portion
of the obligations of the Reorganized Debtors, as reflected in the
amortization schedule for the restructured Senior Mortgage Loan,
and thereafter as the Reorganized Debtors and ABC shall agree in
writing. In determining the payment obligation due by the
Reorganized Debtors to ABC at any time, reference shall be made to
the terms of this Plan."

A full-text copy of the Corrected version of the Second
Modification to the Plan dated March 14, 2019, is available at
https://tinyurl.com/y53vngap from PacerMonitor.com at no charge.

                About Grand Dakota Partners

Grand Dakota Partners, LLC, owns the Ramada Grand Dakota Hotel
Dickinson located near Prairie Hills Mall.  The hotel's rooms and
suites have Serta beds, flat-screen TVs, and free WiFi.  It also
has an indoor pool, hot tub and fitness center.  The hotel also
features an onsite restaurant, barber shop, lounge, and
14,000-square-feet of conference space.

Affiliated debtors Grand Dakota Partners, LLC, and Grand Dakota
Hospitality, LLC (Bankr. D.N.D. Case Nos. 17-31184 and 17-31185)
each filed for Chapter 11 bankruptcy protection on July 20, 2017.
The petitions were signed by Stephen D. Barker, president, Cibix
Management, Inc., the managing member of the Debtors.

Grand Dakota Partners estimated its assets and liabilities at
between $10 million and $50 million each.  Grand Dakota Hospitality
estimated its assets at up to $50,000 and liabilities at between
$10 million and $50 million.

Judge Laura T. Beyer presides over the case.

Bradley E. Pearce, Esq., at Pearce Law PLLC, serves as the Debtors'
bankruptcy counsel.


GREEN NATION: Committee Taps Resnik Hayes as Legal Counsel
----------------------------------------------------------
The official committee of unsecured creditors of Green Nation
Direct, Corporation received approval from the U.S. Bankruptcy
Court for the Central District of California to hire Resnik Hayes
Moradi LLP as its legal counsel.

The firm will advise the committee regarding matters of bankruptcy
law; conduct examinations; assist in the preparation and
implementation of a bankruptcy plan; and provide other legal
services in connection with its Chapter 11 case.

M. Jonathan Hayes, Esq., at Resnik Hayes, 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:

     M. Jonathan Hayes, Esq.
     Matthew D. Resnik, Esq.
     Roksana D. Moradi-Brovia, Esq.
     Resnik Hayes Moradi LLP
     17609 Ventura Blvd., Suite 314
     Encino, CA 91316
     Telephone: (818) 285-0100
     Facsimile: (818) 855-7013
     Email: jhayes@rhmfirm.com
     Email: matt@rhmfirm.com
     Email: roksana@rhmfirm.com

                     About Green Nation Direct

Green Nation Direct, Corporation is a privately-held architectural
design company that specializes in various interior design and
spatial planning projects.  The Debtor is based in Los Angeles,
California.

Green Nation Direct sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 18-12698) on Nov. 2,
2018.  At the time of the filing, the Debtor estimated assets of
less than $1 million and liabilities of $1 million to $10 million.
The case has been assigned to Judge Maureen Tighe.

Orantes Law Firm, P.C. serves as the Debtor's legal counsel.

On Dec. 6, 2018, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee is
represented by Resnik Hayes Moradi LLP.

Nancy Zamora was appointed as Chapter 11 trustee for the Debtor's
bankruptcy estate.  Levene Neale Bender Yoo & Brill LLP is the
Debtor's legal counsel.


HC GROUP: S&P Alters Outlook to Neg. on Plan to Acquire Bioscrip
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
U.S.-based home and alternate-site based infusion services provider
HC Group Holdings III (d/b/a Option Care) and revised the outlook
to negative from stable. S&P placed on CreditWatch with developing
implications its 'B-' issue-level ratings on the company's
revolving credit facility and first-lien term and the 'CCC' rating
on the second-lien debt.

The rating affirmation follows HC Group's entry into a definitive
merger agreement with very highly leveraged home infusion service
provider Bioscrip Inc. in an all-stock transaction.

S&P sees elevated execution risk in the near term given the
challenges of integrating two large companies, especially because
Bioscrip has been struggling financially. There could also be
substantial benefits including incremental synergies, a materially
stronger market position, and better geographic and payor
diversification, according to S&P.

S&P said the negative outlook reflects the increase in debt
leverage to 7.5x-8.0x pro forma for the combination as well as
considerable integration risk, which escalates the risk of a
potential downgrade over the next year.


HOVNANIAN ENTERPRISES: Eight Directors Elected at Annual Meeting
----------------------------------------------------------------
Hovnanian Enterprises, Inc., held its 2019 Annual Meeting on
March 19, 2019, at which the stockholders:

   (1) elected A. Hovnanian, R. Coutts, E. Kangas, J. Marengi,
       V. Pagano, R. Sellers, J. Sorsby, and S. Weinroth as
       directors to hold office until the next annual meeting of
       stockholders and until their respective successors have
been
       duly elected and qualified;

   (2) ratified the selection of Deloitte & Touche LLP as the
       Company's independent registered public accounting firm for
       the fiscal year ending Oct. 31, 2019;

   (3) approved the 2012 Hovnanian Enterprises, Inc. Amended and
       Restated Stock Incentive Plan;

   (4) approved, on a non-binding advisory basis, the compensation
       of the Company's named executive officers; and

   (5) approved the adoption of amendments to the Company's
Restated
       Certificate of Incorporation to effect a reverse stock
split
       and a corresponding decrease in authorized shares at any
time
       on or prior to Aug. 31, 2019.

On March 19, 2019, at the 2019 Annual Meeting, the Company's
stockholders approved amendments to the Company's Restated
Certificate of Incorporation, thereby authorizing the Board of
Directors of the Company, at any time on or prior to Aug. 31, 2019
and without further action on the part of the Company's
stockholders, as it determines in its sole discretion to be in the
best interests of the Company and its stockholders, to elect to
effect the reverse stock split as described in the Proxy Statement
and if so, to determine the final reverse stock split ratio among
one of the four alternative amendments approved by the Company's
stockholders.

On March 19, 2019, after the results of the 2019 Annual Meeting,
the Board approved a reverse stock split of the Company's common
stock at a ratio of 1-for-25, and a corresponding decrease in the
number of authorized shares of the common stock.

The Reverse Stock Split will become effective upon the date and
time set forth in the stockholder-approved Certificate of Amendment
to the Company's Restated Certificate of Incorporation to be filed
with the Secretary of State of the State of Delaware, which the
Company expects will be on or about March 29, 2019.  When the
Reverse Stock Split becomes effective, 25 issued shares (including
treasury shares) of Class A Common Stock, par value $0.01 per
share, will be combined into one share of Class A Common Stock, and
25 issued shares (including treasury shares) of Class B Common
Stock, par value $0.01 per share, will be combined into one share
of Class B Common Stock.  In addition, the number of authorized
shares of the Class A Common Stock will be decreased from
400,000,000 to 16,000,000 and the number of authorized shares of
the Class B Common Stock will be decreased from 60,000,000 to
2,400,000.  The Reverse Stock Split will become effective as to
both Class A Common Stock and Class B Common Stock at the same
1-for-25 ratio.  No fractional shares will be issued in connection
with the Reverse Stock Split. Shareholders otherwise entitled to
receive a fractional share as a result of the Reverse Stock Split
will receive a cash payment in lieu of such fractional shares.  In
addition, the aggregate number of equity-based awards that remain
available to be granted under the Company's equity compensation
plans will be decreased proportionately and proportionate
adjustments will be made to the per-share exercise price,
share-based vesting criteria and the number of shares issuable upon
the exercise of our outstanding stock options, as well as to the
number of shares that would be owned upon vesting and settlement of
restricted stock units and other equity-based awards.

When the Reverse Stock Split becomes effective, the number of
Preferred Stock Purchase Rights, representing the right to purchase
from the Company 1/10,000th of a share of Series B Junior Preferred
Stock issuable pursuant to the Rights Agreement, dated as of
Aug. 14, 2008, as amended by Amendment No. 1 thereto, dated as of
Jan. 11, 2018, by and between the Company and Computershare Trust
Company, N.A., as Rights Agent (as successor to National City
Bank), will contemporaneously be decreased in proportion to the
same 1-for-25 ratio.  The Reverse Stock Split will not affect the
Company's 7.625% Series A Preferred Stock or the Depositary Shares
representing 1/1,000th of a share of such Series A Preferred Stock
and will also not affect the Company's authorized number of shares
of preferred stock.

When the Reverse Stock Split becomes effective, the Class A Common
Stock will continue to trade, on a split-adjusted basis, on the New
York Stock Exchange under the symbol "HOV", although a new CUSIP
number will be assigned as a result of the Reverse Stock Split.

                    2012 Hovnanian Enterprises
              Amended and Restated Stock Incentive Plan

On March 19, 2019, Hovnanian Enterprises, Inc., held its 2019
Annual Meeting of Stockholders at which the Company's stockholders
approved a further amended and restated 2012 Hovnanian Enterprises,
Inc. Amended and Restated Stock Incentive Plan, which had been
previously recommended for approval by the Company's Compensation
Committee of the Board of Directors and previously approved by the
Company's Board of Directors, in each case, subject to stockholder
approval. The Amended Plan became effective as of the date of such
stockholder approval.

The Amended Plan is substantially the same as the 2012 Hovnanian
Enterprises, Inc. Amended and Restated Stock Incentive Plan (as
amended through January 2016), except that the Existing Plan has
been amended and restated to increase by 5,300,000 the number of
shares of common stock authorized for issuance thereunder.  The
Amended Plan also reflects technical updates to remove certain
provisions of the Existing Plan (including annual limitations on
equity award grants) related to Section 162(m) of the Internal
Revenue Code which were no longer required in light of the Tax Cuts
and Jobs Act of 2017, and to reflect new minimum vesting conditions
applicable to certain future award grants under the Amended Plan.

                     About Hovnanian Enterprises

Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian
and headquartered in Matawan, New Jersey, designs, constructs,
markets, and sells single-family detached homes, attached townhomes
and condominiums, urban infill, and active lifestyle homes in
planned residential developments.  The Company is a homebuilder
with operations in Arizona, California, Delaware, Florida, Georgia,
Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina,
Texas, Virginia, Washington, D.C. and West Virginia.  The
Company's
homes are marketed and sold under the trade names K. Hovnanian
Homes, Brighton Homes.

Hovnanian Enterprises reported net income of $4.52 million for the
year ended Oct. 31, 2018, compared to a net loss of $332.19 million
for the year ended Oct. 31, 2017.  As of Jan. 31, 2019, Hovnanian
had $1.62 billion in total assets, $2.09 billion in total
liabilities, and a total stockholders' deficit of $470.4 million.

                           *    *    *

In July 2018, S&P Global Ratings raised its corporate credit rating
on Red Bank, N.J.-based Hovnanian Enterprises to 'CCC+' from 'CC'.
The rating outlook is negative.  S&P said "The upgrade of Hovnanian
reflects the conclusion of the proposed exchange offering for any
and all of its $440 million 10% senior secured notes and $400
million 10.5% senior secured notes."

In August 2018, Moody's Investors Service affirmed Hovnanian
Enterprises' ratings, including its 'Caa1' Corporate Family Rating.
Moody's said the rating action reflects Moody's view that the
controversy surrounding the company's financing with interest
payment restrictions and related derivatives market considerations
appears to have been resolved and risks of potential near-term
default events have somewhat subsided.

In January 2019, Fitch Ratings affirmed the ratings of Hovnanian
Enterprises, including the company's Issuer Default Rating, at
'CCC'.  Fitch said HOV's rating is influenced by the company's
execution of its business model, land policies, and geographic,
price point and product line diversity.



HOVNANIAN ENTERPRISES: May Issue 5.3M Add'l Shares Under 2012 Plan
------------------------------------------------------------------
Hovnanian Enterprises, Inc., has filed a Form S-8 registration
statement with the Securities and Exchange Commission to register
5,300,000 shares of Class A Common Stock, par value $0.01 per
share, and Class B Common Stock, par value $0.01 per share for
issuance under the Company's 2012 Hovnanian Enterprises, Inc.
Amended and Restated Stock Incentive Plan.

On March 19, 2019 at the annual meeting of stockholders of
Hovnanian Enterprises, Inc., the Company's stockholders approved
the 2012 Hovnanian Enterprises, Inc. Amended and Restated Stock
Incentive Plan which increased the number of shares of the
Company's common stock, par value $0.01 per share, that may be
issued under the 2012 Amended and Restated Plan by 5,300,000 Shares
from the 20,550,000 Shares which were previously authorized for
issuance under the 2012 Hovnanian Enterprises, Inc. Amended and
Restated Stock Incentive Plan (as amended through January 2016).
As a result, the total number of Shares authorized for issuance is
25,850,000.  This Registration Statement on Form S-8 relates to the
additional 5,300,000 Shares authorized for issuance under the 2012
Amended and Restated Plan.

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

                    https://is.gd/DEIIwB

                 About Hovnanian Enterprises

Hovnanian Enterprises, Inc., founded in 1959 by Kevork S. Hovnanian
and headquartered in Matawan, New Jersey, designs, constructs,
markets, and sells single-family detached homes, attached townhomes
and condominiums, urban infill, and active lifestyle homes in
planned residential developments.  The Company is a homebuilder
with operations in Arizona, California, Delaware, Florida, Georgia,
Illinois, Maryland, New Jersey, Ohio, Pennsylvania, South Carolina,
Texas, Virginia, Washington, D.C. and West Virginia.  The
Company's
homes are marketed and sold under the trade names K. Hovnanian
Homes, Brighton Homes.

Hovnanian Enterprises reported net income of $4.52 million for the
year ended Oct. 31, 2018, compared to a net loss of $332.19 million
for the year ended Oct. 31, 2017.  As of Jan. 31, 2019, Hovnanian
had $1.62 billion in total assets, $2.09 billion in total
liabilities, and a total stockholders' deficit of $470.36 million.

                            *   *   *

In July 2018, S&P Global Ratings raised its corporate credit rating
on Red Bank, N.J.-based Hovnanian Enterprises to 'CCC+' from 'CC'.
The rating outlook is negative.  S&P said "The upgrade of Hovnanian
reflects the conclusion of the proposed exchange offering for any
and all of its $440 million 10% senior secured notes and $400
million 10.5% senior secured notes."

In August 2018, Moody's Investors Service affirmed Hovnanian
Enterprises' ratings, including its 'Caa1' Corporate Family Rating.
Moody's said the rating action reflects Moody's view that the
controversy surrounding the company's financing with interest
payment restrictions and related derivatives market considerations
appears to have been resolved and risks of potential near-term
default events have somewhat subsided.

In January 2019, Fitch Ratings affirmed the ratings of Hovnanian
Enterprises, including the company's Issuer Default Rating, at
'CCC'.  Fitch said HOV's rating is influenced by the company's
execution of its business model, land policies, and geographic,
price point and product line diversity.


IDEANOMICS: Signs Purchase Agreement with Singapore's GT Dollar
---------------------------------------------------------------
Effective on March 14, 2019, Ideanomics, Inc., entered into an
Asset Purchase Agreement with GT Dollar PTE LTD, a Singapore based
company, pursuant to which GT Dollar has agreed to purchase the
assets, property, and rights from the Company in exchange for
1,250,000 GTDollar coins.

   a) a copyright license pursuant to which GT Dollar will have   
      access to no less than 1000 hours of film and television
      programs.

   b) approximately 13% of the total registered capital and   
      corresponding shareholder rights of Nanjing Shengyi Network
      Technology Co., Ltd. (know as Topsgame).

The Agreement provides customary representations and warranties and
indemnification obligations and customary closing conditions.  On
March 19, 2019, the Company and GTDollar separately entered into a
digital asset management services agreement with GTDollar and Thai
Setaku Insurance PLC pursuant to which the Company will provide
AI-assisted financial risk and asset management services.  As
disclosed by the Company on Form 8-K on Aug. 10, 2019, GTDollar and
the Company entered into an Amended and Restated Subscription
Agreement pursuant to which GTDollar subscribed for an aggregate of
$10,000,000 of the Company's common stock.

                       About Ideanomics

Ideanomics, formerly known as Seven Stars Cloud Group, Inc., is a
global fintech advisory and Platform-as-a-Service company.
Ideanomics combines deal origination and enablement with the
application of blockchain and artificial intelligence technologies
as part of the next-generation of financial services.  The company
is headquartered in New York, NY, and has offices in Beijing,
China. It also has a planned global center for Technology and
Innovation in West Hartford, CT, named Fintech Village.

Seven Stars reported a net loss of $10.19 million for the year
ended Dec. 31, 2017, compared to a net loss of $28.50 million for
the year ended Dec. 31, 2016.  As of Sept. 30, 2018, Ideanomics had
$167.7 million in total assets, $123.1 million in total
liabilities, $1.26 million in convertible redeemable preferred
stock, and $43.35 million in total equity.

B F Borgers CPA PC's report on the consolidated financial
statements for the year ended Dec. 31, 2017, contains an
explanatory paragraph expressing substantial doubt regarding the
Company's ability to continue as a going concern.  The auditors
stated that the Company incurred recurring losses from operations,
has net current liabilities and an accumulated deficit that raise
substantial doubt about its ability to continue as a going concern.


IHEARTMEDIA INC: Ernst & Young LLP Raises Going Concern Doubt
-------------------------------------------------------------
iHeartMedia, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a
Comprehensive loss attributable to the Company of $207,657,000 on
$6,325,780,000 of revenue for the year ended Dec. 31, 2018,
compared to a Comprehensive loss attributable to the Company of
$356,309,000 on $6,168,431,000 of revenue for the year ended in
2017.

The audit report of Ernst & Young LLP states that on March 14,
2018, the Company and certain subsidiaries, excluding Clear Channel
Outdoor Holdings, Inc. and its subsidiaries, filed voluntary
petitions for relief under Chapter 11 of the United States
Bankruptcy Code and has stated that substantial doubt exists about
the Company's ability to continue as a going concern.

The Company's balance sheet at Dec. 31, 2018, showed total assets
of $12,269,515,000, total liabilities of $23,829,857,000, and a
total stockholders' deficit of $11,560,342,000.

A copy of the Form 10-K is available at:

                       https://bit.ly/2ClWQ3K

iHeartMedia, Inc. (PINK:IHRT), the parent company of
iHeartCommunications, Inc., is a global media and entertainment
company. Based in San Antonio, Texas, iHeartCommunications
specializes in radio, digital, outdoor, mobile, social, live
events, on-demand entertainment and information services for local
communities, and uses its unparalleled national reach to target
both nationally and locally on behalf of its advertising partners.
The Company operates 849 radio stations.  The Company's outdoor
business reaches over 34 countries across five continents.


IMAGE DATA: Offers for Assets Due on March 25
---------------------------------------------
Hilco Streambank is seeking offers to acquire certain assets (the
Assets) of Image Data Conversion, LLC (IDC).  The Assets include
one of the largest single collections of microfilms ever assembled,
with thousands of titles across various academic and mainstream
periodicals, some dating back centuries.

Offers are due on March 25, 2019 at 10:00 a.m. Eastern Time.

A sale of the Assets will be conducted pursuant to Article 9 of the
Uniform Commercial Code on March 27, 2019 at 10:00 a.m. Eastern
Time, by Hilco Streambank on behalf of the secured lender.

Background
The Serials in Microfilm (SIM) collection has been built up over 80
years into the largest collection ever assembled, amassing nearly
500,000 volume years.  The collection encompasses nearly 15,000
titles highly acclaimed and widely accepted as important by
hundreds of academic, public, and special libraries worldwide.

Excellent Coverage
The SIM collection represents those core titles selected by
libraries for long-term preservation.  The collection covers the
vast majority of magazines and journals included in the leading
citation indexes:

   -- 90% of the journals indexed in ABI/Inform (oldest and leading
index for business, management and economic topics)
   -- 85% of the journals indexed in Applied Science & Technology
Index
   -- 82% of the journals indexed in Education Index
   -- 98% of the journals indexed in Abridged Index Medicus (AIM or
"Core Clinical")
   -- 93% of magazines indexed in Readers' Guide to Periodical
Literature

Of the 12,806 journals, magazines, and professional/trade
publications that make up the SIM collection, 83% of the defined
coverage ranges are complete and 97% of the total potential volume
years are included.

The Collection
The SIM collection includes published works, primarily in English,
in the following publication types:

   -- Scholarly Journals – 6,320 titles
   -- Historical Journals – 1,766 titles
   -- Trade Journals – 1,655 titles
   -- Magazines – 843 titles
   -- Government Documents – 356 titles
   -- Newspaper-Trade – 67 titles
   -- Law Journals – 41 titles
   -- Law Review – 16 titles
   -- Reports – 6 titles
   -- Other – 3,762 titles

The SIM collection covers topics in the following subjects:

   -- Health & Medical Sciences (1,655)
   -- Business & Economics (1,584)
   -- Engineering & Technology (1,144)
   -- Language & Literature (922)
   -- Education (886)
   -- Historical Periodical (808)
   -- Mathematical & Physical Sciences (807)
   -- Social Sciences (791)
   -- General Interest (786)
   -- Biological Sciences (635)
   -- Communication & Information Sciences (578)
   -- Area, Ethnic & Gender Studies (532)
   -- Philosophy & Religion (430)
   -- Fine & Performing Arts (373)
   -- Agriculture (364)
   -- Law (326)
   -- History (292)
   -- Building & Construction (240)
   -- Geosciences (229)
   -- Environmental Sciences (224)
   -- Behavioral Sciences (203)
   -- Government Documents (114)
   -- Interdisciplinary (60)
   -- Other (849)

Historical Content
From the first magazines published in America, such as The American
Magazine and Benjamin Franklin's The General Magazine, over 500
American magazines, journals and gazettes from the last several
centuries serve as foundational elements of the collection.  These
publications cover literature, poetry and criticism, politics and
law, industrial arts/patents, religion, architecture, popular
culture, music, art, science and medicine, trades and social
movements.

Iconic Popular Culture Titles
The archive is also home to myriad magazines that chronicle the
ever changing landscape of popular culture, with iconic news
weeklies including Time, Newsweek, and U.S. News & World Report,
entertainment publications including People, Ebony, and Rolling
Stone, lifestyle publications like Vogue, Better Homes and Gardens,
and Cosmopolitan, and top sports titles such as Sports Illustrated,
Field & Stream, and Car and Driver.

Storage Methods
The entire archive has been microfilmed to preservation standards
and includes every page as it was originally printed, including
covers and advertisements.  The collection is stored in metal film
cans and shelved in 8,000 square feet of climate controlled vaults
outside of Ann Arbor, Michigan, and has been cataloged with title
and publisher specific metadata.

Opportunity
The camera master negatives, which are the base of this offering,
are the first generation negatives produced in 35mm format and
stored on archival quality silver-gelatin film stock.  The camera
masters were filmed at the lowest reduction ratio possible, making
them an excellent version to maximize data capture through
digitization.  A majority of the archive is not available online
today, nor has it ever been assembled into such a large collection
as represented by this offering.  Subsets of the SIM are also
available in 16mm and 105mm formats and are being made available
either as part of the SIM 35mm offering or as separate lots.

The SIM is organized by volume year within title and includes
cover-to-cover coverage for each issue.  The completeness and
coverage of the SIM is one of its major advantages, when compared
with existing print-based archives, which typically suffer from
torn or missing pages, or altogether missing issues.

There is no record of an offering of this scope and scale for
serial content in history.  The SIM collection represents a single
source opportunity to acquire a one-of-a-kind collection of content
and an enormous step in helping to make the vision of universal
access to knowledge a reality.

Academic Applications
The roughly 500 million pages contained in this archive cover a
wide spectrum of topical areas including science and technology,
law, banking and business, education, and religion.  This diverse
and comprehensive repository houses the complete runs of hundreds
of peer-reviewed scholarly journals from leading academic
publishers such as Elsevier, Springer/Nature, Wiley, Lippincott,
and Taylor and Francis, among others.  The collection of academic
journals and research is the largest single record of such
material, with more full-run academic publications than the Boston
public library, Seattle public library, Chicago public library, or
San Francisco public library.  By preserving the collection,
academic libraries would benefit from maintained access to a
singular trusted serial collection, scholars, researchers and
students would be aided by improved availability and access to
serial content that is not available through licensed channels, and
scientists would gain a better understanding of the linkages that
exist across a much broader slice of the serial corpus.  As the
largest single historical record of published scholarly research,
owning the collection would provide a search engine with the
opportunity to become the authority for search in an academic
setting.

Other Applications
Digitization of the SIM collection brings the added benefit of
transforming a once static and analog collection into a large vein
of new digital texts that will greatly expand and enhance
non-consumptive data mining applications that extend well beyond
today's limits to digitized serial content.  It does this without
the burden of negotiating agreements with publishers, particularly
within the STM segment.


Sale Process
The Assets will be sold pursuant to Article 9 of the Michigan
Uniform Commercial Code.  The secured creditor has not and will not
be deemed to have made (whether by virtue of having sold the
Assets, or having acquired possession of the Assets, or having done
or failed to do any act, or having acquired or failed to acquire
any status), and the secured lender specifically disclaims, any
representation or warranty, of any kind or nature, express or
implied, as to the title, condition, design, operation,
merchantability, freedom from claims for infringement or the like,
or fitness for use for a particular purpose, of the Assets, or as
to the fitness or saleability of the Assets, the absence therefrom
of latent or other defects, whether or not discoverable, or as to
any other representation or warranty whatsoever, express or implied
(including any implied warranty arising from a course of
performance or dealing or usage of trade), with respect to the
Assets.  The Assets are to be sold "AS IS, WHERE IS," "WITH ALL
FAULTS," and "WITHOUT ANY WARRANTIES WHATSOEVER, EXPRESSED OR
IMPLIED, INCLUDING, WITHOUT LIMITATION, A WARRANTY OF
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR OR OTHER PURPOSE,"
and subject to taxes, special assessments and liens that have been
levied or assessed, and/or are unpaid or unsatisfied (none of which
will be paid by the secured lender).  The Assets are being sold
without recourse to the secured lender, its attorneys or
representatives.  The secured lender does not claim title to the
Assets being sold and disclaims any warranty of title, possession,
quiet enjoyment and the like in the sale.  All of the Assets will
be sold at the sale, and may be sold in lots or as part of a
complete package.

The buyer will be required to remove the Assets from the warehouse
on or before April 12, 2019, or arrange for payment of rent to the
landlord.

Access to an online data room with diligence information regarding
the Assets will be provided to interested parties upon request. For
more information about the Assets or sale process, please contact
Hilco Streambank.

Gabe Fried
617.458.9355
gfried@hilcoglobal.com

Richelle Kalnit
212.993.7214
rkalnit@hilcoglobal.com

Ben Kaplan
646.651.1978
bkaplan@hilcoglobal.com



IMPERIAL TOBACCO: Obtains Initial Stay Under CCAA
-------------------------------------------------
Imperial Tobacco Canada Limited and Imperial Tobacco Company
Limited sought and obtained an order under the Companies' Creditors
Arrangement Act from the Ontario Superior Court of Justice
(Commercial List).

Pursuant to the Initial Order, FTI Consulting Canada Inc. has been
appointed Monitor.  The Initial Order provides for a stay of
proceedings until April 11, 2019, subject to further extensions by
the Court.  The Comeback Motion has been scheduled for April 4,
2019.

Pursuant to the Initial Order, Hon. Warren K. Winkler Q.C. has been
appointed, on an interim basis until April 30, 2019, as the Interim
Tobacco Claimant Coordinator to assist and to coordinate the
interests of all Persons in these proceedings in connection with
the Pending Litigation and any Tobacco Claim.

According to papers filed with the court, Imperial Tobacco is
currently facing more than 20 large tobacco litigation claims that
have been filed across Canada, including the Quebec Appeal
Judgment, with claims for damages totaling in excess of $330
billion.  British American Tobacco p.l.c. is named as a
co-defendant in a number of these actions.  Imperial Tobacco
continues to defend itself against these and all claims including
filing its own lawsuits against third parties in response to
lawsuits commenced against the Company.

Pursuant to the Quebec Appeal Judgment, Imperial Tobacco's total
liability now stands at $9.1 billion with interest and additional
indemnity for moral damages and punitive damages.  The Quebec
Appeal Judgment provides that by April 30, 2019, the co-defendants
must pay an initial deposit into court.

Imperial Tobacco said it cannot satisfy the liability owing under
the Quebec Appeal Judgment.  Based on the Company's financial
statements for the year ending Dec. 31, 2018, the liability owing
under the Quebec Appeal Judgment exceeds the Company's total assets
by billions of dollars.

For additional information please contact the Monitor:

   FTI Consulting
   TD South Tower
   79 Wellington Street West
   Suite 2010, P.O. Box 104
   Toronto, Ontario M5K 1G8
   Tel: 416-649-8044
        1-844-707-7558 (Toll Free)
   Fax: 416-649-8101
   Email: imperialtobacco@fticonsulting.com

   Greg Watson
   Tel: 416.649.8077
   Email: greg.watson@fticonsulting.com

   Paul Bishop
   Tel: 416.649.8053
   Email: paul.bishop@fticonsulting.com

   Jeffrey Rosenberg
   Tel: 416.649.8073
   Email: jeffrey.rosenberg@fticonsulting.com

   Kamran Hamidi
   Tel: 416.649.8068
   Email: kamran.hamidi@fticonsulting.com

   Dilawar Azhar
   Tel: 416.649.8133
   Email: dilawar.azhar@fticonsulting.com

Counsel for the Company:

   Osler, Hoskin & Harcourt LLP
   P.O. BOX 50, 1 First Canadian Place
   Toronto, ON M5X 1E2

   Deborah Glendinning
   Tel: 416.862.4714
   Email: dglendinning@osler.com

   Marc Wasserman
   Tel: 416.862.4908
   Email: mwasserman@osler.com

   John MacDonald
   Tel: 416.862.5672
   Email: jmacdonald@osler.com

Counsel for the Monitor:

   Davies Ward Phillips & Vineberg LLP
   155 Wellington Street West
   Toronto, ON M5V 3J7

   Jay Swartz
   Tel: 416.863.5520
   Email: jswartz@dwpv.com

   Robin Schwill
   Tel: Tel: 416.863.5502
   Email: rschwill@dwpv.com

   Natasha MacParland
   Tel: 416.863.5567
   Email: nmacparland@dwpv.com

A copy of the Initial Order and other materials related to these
proceedings is available on the Monitor's web-site:
http://cfcanada.fticonsulting.com/imperialtobacco

                       About Imperial Tobacco

Imperial Tobacco Canada Limited --
http://www.imperialtobaccocanada.com/-- is a cigarette
manufacturing company operating in Canada.  It is a wholly-owned
subsidiary of British American Tobacco.


IPS WORLDWIDE: Seeks to Hire Klayer and Associates as Accountant
----------------------------------------------------------------
IPS Worldwide, LLC seeks authority from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Klayer and Associates,
Inc. as its accountant.

The services to be provided by Klayer and Associates include:

     a. preparation of bank statement reconciliations, monthly
financial statements, accounts payable processing, and bank
deposits;

     b. payroll processing;

     c. review of reports or filings required by the bankruptcy
court and the Office of the United States Trustee, including
schedules of assets and liabilities, statements of financial
affairs and monthly operating reports;

     d. review and analysis of reports on debtor-in-possession
financing arrangements and budgets;

     e. review and analysis of the Debtor's proposed plan of
reorganization, business and financial condition;

     f. assistance in the preparation and filing of federal and
state tax returns; and

     g. assistance in the preparation of documents necessary to
confirm a bankruptcy plan.

The firm's usual hourly billing rates are:

     Staff Accountant       $78
     Sr. Staff Accountant   $90
     Partner               $165

Klayer and Associates is a "disinterested person" within the
meaning of section 101(14) of the Bankruptcy Code as disclosed in
court filings.

The accountant can be reached at:

     Garrett Klayer, CPA
     Klayer and Associates, Inc.
     1275 W Granada Blvd Ste 4C
     Ormond Beach, FL 32174
     Phone: (386) 257-1646
     Fax: (386) 275-1855
     Email: info@klayercpa.com

                         About IPS Worldwide

IPS Worldwide, LLC, filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 19-00511) on Jan. 25, 2019.  In the petition signed by
William Davies, president, the Debtor estimated assets of less than
$50,000 and liabilities of $100 million to $500 million.  The case
is assigned to Judge Karen S. Jennemann.  The Debtor tapped the Law
Offices of Scott W. Spradley, P.A., as its bankruptcy counsel.


ITT EDUCATIONAL: A&G Realty Completes Sale of 31 Properties
-----------------------------------------------------------
A&G Realty Partners closed on the sales of two major industrial and
educational properties during the fourth quarter of 2018 -- the
latest in a string of sales conducted on behalf of bankruptcy
trustees by the real estate brokerage and advisory firm.

"Both of these sales -- one in Indianapolis, the other in Baltimore
-- received robust interest from a number of parties," noted Andy
Graiser, Co-President of A&G.  "Our multichannel marketing efforts
put these assets on the radar screens of local, regional and
national prospects alike. Trustees were quite pleased with the
results."

In Baltimore'sBrooklyn neighborhood, A&G sold a 33-acre,
four-parcel industrial property -- most of which was an
income-producing industrial yard with more than 120 tenants -- for
approximately $4.5 million.  The buyer of the parcels at 601 W.
Patapsco Ave. was Copart of Connecticut, the global leader of
online auction services for cars, motorcycles and other vehicles.
The facility formerly operated as West Patapsco Industrial Park,
Inc. ("WPIP").

In Marion County, Indiana, A&G sold a 58,692-square-foot building
-- formerly an ITT Tech school owned and operated by now-bankrupt
ITT Educational Services -- to Mercy Road Church. The buyer
reportedly will use the first floor as a church and has leased the
second floor to a co-working space for nonprofits and faith-based
businesses.  The purchase price was $1.8 million.

A&G's marketing efforts for the Baltimore property triggered Copart
of Connecticut, a tenant on an adjoining property, to submit the
winning bid, noted Mike Matlat, a Senior Managing Director at A&G
who spearheaded the effort.  "It shows how a sale process like this
can spur buyers to come to the table," he said. "In this case,
Copart, which leased the adjacent site from another property owner,
really wanted to remain and expand its local operation across the
entire 57 acres.  After we began shopping these assets and fielding
general inquiries, Copart came forward with a solid bid for our
33-acre parcel and then acquired the site they were leasing. They
didn't want to lose the opportunity."

"The sale price of $4.5 million was an excellent result," said
Chapter 11 Trustee Charles Goldstein of 3Cubed Advisory Services.
"The estate greatly benefited from the process run by A&G.  The
marketing effort was extensive and found sufficient by the
Bankruptcy Court."

For its part, the Indianapolis sale marked the completion of A&G's
national disposition of 31 properties—for a total of $88
million—formerly owned by ITT Educational Services.

The $1.8 million sale price for the property at 9511 Angola Court
was noteworthy in part because of the challenges associated with
selling highly specialized educational assets, Mr. Matlat noted.
"In the end, the sale process for the entirety of ITT's former
assets exceeded expectations," he said.

A&G frequently works with bankruptcy trustees on sale processes for
owned and leased properties spanning across a variety of asset
classes and industries.  The Melville, N.Y.-based firm was founded
in 2012 by Graiser and Co-President Emilio Amendola.

ITT Educational Services, Inc., ESI Service Corp., and Daniel
Webster College, Inc. filed petitions in the United States
Bankruptcy Court for the Southern District of Indiana seeking
relief under the provisions of Chapter 7 of the U.S. Bankruptcy
Code (Bankr. S.D. Ind. Case No. 16-07207) on Sept. 16, 2016.  The
Hon. James M. Carr presides over the case.



J CREW GROUP: Incurs $120.1 Million Net Loss in 2018
----------------------------------------------------
J.Crew Group, Inc., has filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$120.07 million on $2.48 billion of total revenues for the year
ended Feb. 2, 2019, compared to a net loss of $123.19 million on
$2.37 billion of total revenues for the year ended Feb. 3, 2018.

As of Feb. 2, 2019, the Company had $1.22 billion in total assets,
$2.49 billion in total liabilities, and a total stockholders'
deficit of $1.27 billion.

Cash and cash equivalents were $25.7 million compared to $107.1
million at the end of the fourth quarter last year.

Inventories increased 33% to $390.5 million from $292.5 million at
the end of the fourth quarter last year.

Total debt, net of discount and deferred financing costs, was
$1,705.4 million compared to $1,713.5 million at the end of the
fourth quarter last year.  Additionally, there were $70.8 million
of outstanding borrowings under the ABL Facility, with excess
availability of $233.7 million, at the end of the fourth quarter
this year.  As of March 20, 2019, there were outstanding borrowings
of approximately $214 million under the ABL Facility, with excess
availability of approximately $97 million.

Cash used in operating activities of $69.3 million in fiscal 2018
resulted from: (i) a net loss of $120.1 million and (ii) changes in
operating assets and liabilities of $49.4 million, primarily due to
an increase in merchandise inventories as a result of an
anticipated increase in revenues, partially offset by (iii)
non-cash adjustments of $100.2 million.  During the fourth quarter
of fiscal 2018, the Company recorded a charge of $39.3 million for
expected losses on the disposition of excess merchandise
inventories.

Cash provided by operating activities of $62.9 million in fiscal
2017 resulted from: (i) non-cash adjustments of $147.9 million and
(ii) changes in operating assets and liabilities of $38.2 million
due to working capital fluctuations, partially offset by (iii) net
loss of $123.2 million.

Cash provided by operating activities of $137.8 million in fiscal
2016 resulted from: (i) non-cash adjustments of $138.1 million and
(ii) changes in operating assets and liabilities of $23.4 million
due to working capital fluctuations, partially offset by (iii) net
loss of $23.7 million.

Fourth Quarter highlights:

   * Total revenues increased 3% to $733.8 million.  Comparable
     company sales increased 9% following a decrease of 3% in the  

     fourth quarter last year.

   * J.Crew sales decreased 4% to $527.9 million.  J.Crew
comparable
     sales increased 6% following a decrease of 7% in the fourth
     quarter last year.

   * Madewell sales increased 16% to $157.9 million.  Madewell
     comparable sales increased 22% following an increase of 19% in

     the fourth quarter last year.

   * Gross margin decreased to 22.4% from 36.7% in the fourth
     quarter last year.  During the fourth quarter of fiscal 2018,
     the Company recorded a charge of $39.3 million for expected
     losses on the disposition of excess merchandise inventories.

   * Selling, general and administrative expenses were $227.7
     million, or 31.0% of revenues, compared to $252.1 million, or

     35.4% of revenues in the fourth quarter last year.  This year
     includes transformation, transaction and severance costs of
     $10.8 million and a benefit of $6.6 million related to the
     lease termination payment in connection with our corporate
     headquarters relocation.  Last year includes transformation,
     transaction and severance costs of $21.3 million.  Excluding
     these items, selling, general and administrative expenses were

     $223.5 million, or 30.5% of revenues, compared to $230.8
     million, or 32.4% of revenues, in the fourth quarter last
year.

   * Operating loss was $64.2 million compared with an operating
     income of $4.9 million in the fourth quarter last year.  The
     fourth quarter this year reflects the impact of excess
     inventory write-downs.  The fourth quarter last year reflects

     the impact of transformation costs.

   * Net loss was $74.4 million compared with net income of $34.7
     million in the fourth quarter last year.  The fourth quarter
     this year reflects the impact of excess inventory write-downs.

     The fourth quarter last year reflects the impact of
     transformation costs.

   * Adjusted EBITDA loss was $31.9 million compared with Adjusted

     EBITDA of $63.4 million in the fourth quarter last year.

Michael J. Nicholson, president and chief operating officer and
member of the Office of the CEO, commented, "The J.Crew brand
delivered disappointing results in 2018 as many new strategies we
deployed were ultimately not successful and negatively impacted our
financial performance, while Madewell generated another year of
record results, accelerating its path to becoming a $1 billion
global brand.

"Despite continued strong performance at Madewell, we believe our
2018 results do not reflect the opportunity inherent in the
collective strength of our iconic brands.

"Accordingly, we have taken immediate and decisive action to
refocus our strategy and improve performance in 2019 with the goal
of returning J.Crew to profitability and sustaining momentum at
Madewell.  Finally, we remain highly focused on managing inventory
with increased discipline while aggressively optimizing expenses."

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

                    https://is.gd/JiXcrE

                      About J.Crew Group

J.Crew Group, Inc. -- http://www.jcrew.com/-- is an
internationally recognized omni-channel retailer of women's, men's
and children's apparel, shoes and accessories.  As of March 20,
2019, the Company operates 202 J.Crew retail stores, 131 Madewell
stores, jcrew.com, jcrewfactory.com, madewell.com, and 174 factory
stores (including 42 J.Crew Mercantile stores).


JEMISON, AL: S&P Cuts 2016A Water, Sewer Rev. Warrant Rating to B+
------------------------------------------------------------------
S&P Global Ratings lowered its rating four notches to 'B+' from
'BBB-' on Jemison, Ala.'s series 2016A water and sewer revenue
warrants. As of the end of fiscal 2018, the city had $4.6 million
in revenue debt outstanding. The outlook is stable.

"The downgrade reflects a persistent pattern of insufficient net
revenues available for all of its debt service in the sewer and
waterworks fund (SWF), coupled with less than $20,000 of current
cash and cash equivalents in the SWF, or less than ten days'
operating expenses, at the fiscal year ended Sept. 30, 2017," said
S&P Global Ratings credit analyst Erin Boeke Burke. Based on S&P's
review of unaudited financial statements as of the fiscal year
ended Sept. 30, 2018, cash may have been slightly higher, but was
still at levels S&P considers highly vulnerable and the net
revenues were still insufficient. S&P believes that this has not
been a violation of the rate covenant as it believes that it only
applies to 1.25x maximum annual debt service (MADS) on the 2016A
warrants. Despite management's stated goals to generate debt
service coverage (DSC) of 1.5x and build four months' cash on hand,
S&P has yet to see progress toward these goals.

"While we believe that the SWF currently has the capacity to meet
its financial obligations, adverse financial or economic conditions
will likely impair the city's capacity or willingness to meet its
financial commitments," said Ms. Boeke Burke.

A pledge of water and sewer system net revenues secures the bonds.


Jemison, in Chilton County, about 45 miles south of Birmingham, has
a population estimate of 2,600.

"The stable outlook is primarily supported by our view that the
city currently has the capacity to meet its financial obligations
on debt supported by a pledge of net water and sewer revenues,"
added Ms. Boeke Burke, "and this capacity is being met through the
use of general fund revenues and liquidity."


JOHNNY CHIMPO: Taps Andrea P. Bauman as Accountant
--------------------------------------------------
Johnny Chimpo II, LLC received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Andrea P.
Bauman, CPA, PA as its accountant.

The firm will assist the Debtor in the preparation of tax returns
and other tax filings, and will provide other accounting services
necessary to administer its bankruptcy estate.  Bauman's fees range
from $150 per hour to $300 per hour.

Andrea Bauman, a certified public accountant, disclosed in a court
filing that her firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.

The accountant can be reached through:

     Andrea P. Bauman, CPA
     Andrea P. Bauman, CPA, PA
     3450 Crews Lake Drive
     Lakeland, FL 33813

                    About Johnny Chimpo II

Johnny Chimpo II, LLC, is a Florida limited liability company doing
business as Bad Willies with its principal place of business in
Tampa, Florida and is currently owned and operated by Lucas Good
and Kelsi Sjoberg.  It occupies leased space at 12950 Race Track
Rd, Suite 111, Tampa, FL.  It operates a sports lounge and bar that
serves liquor, beer and wine.  The main assets of the Company are
located at its current place of operation.

Johnny Chimpo II, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 17-07764) on Aug. 31, 2017, estimating
its assets at between $50,001 and $100,000 and its liabilities at
between $100,001 and $500,000.  Jake C. Blanchard, Esq., at
Blanchard Law, PA, serves as the Debtor's bankruptcy counsel.

No official committee of unsecured creditors has been appointed in
the Debtor's case.


JTI MACDONALD: Seeks CCAA Protection Over $13.5-Bil. Judgment
-------------------------------------------------------------
JTI-Macdonald Corp. sought and obtained protection pursuant to the
Companies' Creditors Arrangement Act before the Ontario Superior
Court of Justice (Commercial List).

Deloitte Restructuring Inc. has been appointed as monitor in the
Company's CCAA proceedings pursuant to the Initial Order of the
Court dated March 8, 2019.  The Initial Order provides, among other
things, for a stay of proceedings until April 5, 2019.  The stay
period may be extended by the Court from time to time.

According to court documents, as a result of a judgment of the
Quebec Court of Appeal released on March 1, 2019, in a class
proceeding, JTIM and two other defendants are liable for damages
totaling $13.5 billion.  If this judgment is not stayed, its
enforcement could destroy the company because JTIM does not have
sufficient funds to satisfy the judgment.  JTIM is also a defendant
in a number of significant health care cost recovery actions.  The
total claims in that actions exceed $500 billion.

Robert McMaster, JTIM's director, taxation and treasury, said the
company is an insolvent company to which the CCAA applies.

Further information regarding the Company's CCAA proceedings,
contact Deloitte Restructuring Inc. at:

   Deloitte Restructuring Inc.
   Bay Adelaide East
   8 Adelaide Street West
   Suite 200
   Toronto, ON M5H 0A9
   Tel: 1-833-765-1452
   Email: jtim@deloitte.ca

   Paul Casey
   Tel: 416-775-7172
   Email: paucasey@deloitte.ca

   Warren Leung
   Tel: 416-874-4461
   Email: waleung@deloitte.ca

Counsel for the Company:

   Thornton Grout Finnigan LLP
   100 Wellington Street West
   Suite 3200
   TD West Tower, Toronto-Dominion Centre
   Toronto, ON M5K 1K7
   Fax: 416-304-1313

   Robert I. Thornton
   Tel: 416-304-0560
   Email: rthornton@tgf.ca

   Leanne M. Williams
   Tel: 416-304-0060
   Email: lwilliams@tgf.ca
   
   Rebecca L. Kennedy
   Tel: 416-304-0603
   Email: rkennedy@tgf.ca

   Rachel A. Bengino
   Tel: 416-304-1153
   Email: rbengino@tgf.ca

   Mitchell W. Grossell
   Tel: 416-3047978
   Email: mgrossell@tgf.ca

Counsel to the Monitor:

   Blake, Cassels & Graydon LLP
   199 Bay Street
   Suite 4000, Commerce Court West
   Toronto, ON M5L 1A9
   Fax: 416-863-2653

   Pamela Huff
   Tel: 416-863-2958
   Email: pamela.huff@blakes.com

   Linc Rogers
   Tel: 416-863-4168
   Email: linc.rogers@blakes.com

   Chris Burr
   Tel: 416-863-3261
   Email: chris.burr@blakes.com

   Aryo Shalviri
   Tel: 416-863-2962
   Email: aryo.shalviri@blakes.com

   Caitlin McIntyre
   Tel: 416-863-4174
   Email: caitlin.mcintyre@blakes.com

   Nancy Thompson, Law Clerk
   Tel: 416-863-2437
   Email: nancy.thompson@blakes.com

Receiver and Manager of JTI-Macdonald TM Corp.:

   Pricewaterhousecoopers
   PwC Tower
   18 York St., Suite 2600
   Toronto, ON M5J 0B2
   Fax: 416-814-3210

   Mica Arlette
   Tel: 416-814-5834
   Email: mica.arlette@ca.pwc.com

Counsael for JT Canada LLC Inc. and PricewaterhouseCoopers Inc., in
its capacity as receiver of JTI-Macdonald TM Corp.:

   Torys LLP
   79 Wellington St. West, Suite 3000
   Box 270, TD Centre
   Toronto, ON M5K 1N2
   Fax: 416-865-7380

   Scott Bomhof
   Tel: 416-865-7370
   Email: sbomhof@torys.com

   Adam Slavens
   Tel: 416-865-7333
   Email: aslavens@torys.com

Copies of the initial order and the company's application materials
have been posted on the monitor's website at:
http://www.insolvencies.deloitte.ca/en-ca/JTIM

                       About JTI-Macdonald

JTI-Macdonald Corp. -- https://www.jti.com/americas/canada --
manufactures and distributes cigarettes, cigars, and other tobacco
products.  JTI-Macdonald, part of the JT Group of Companies, was
founded in 1858.

In August 2004, JTI-Macdonald Corp. filed for protection under the
Companies' Creditors Arrangement Act.  The CCAA filing was made
after it received a notice of assessment from the Quebec Ministry
of Revenue demanding payment of approximately CAD1.36 billion in
duties, penalties and interest in relation to being accused of
conducting contraband activities from 1990 to 1998, when the
company was called RJR-Macdonald, before it was purchased by JT in
1999.  JTI was accused of selling cigarettes to U.S. suppliers from
1991 to 1996, knowing the tobacco was going to be smuggled back
into Canada to avoid high taxes that were aimed at reducing
smoking.  The Quebec Ministry of Revenue threatened a confiscation
of JTI-MC's assets absent the payment of the full amount two weeks
following the notice, thus necessitating the CCAA filing.


KCD IP: Moody's Withdraws Caa3 Rating on Class A Notes
------------------------------------------------------
Moody's Investors Service has withdrawn the rating of Class A
asset-backed notes issued by KCD IP, LLC due to insufficient or
otherwise inadequate information to support the maintenance of the
rating.

Issuer: KCD IP, LLC

Cl. A, Withdrawn (sf); previously on Oct 23, 2018 Downgraded to
Caa3 (sf)

RATINGS RATIONALE

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

Moody's has not received any monthly servicing reports for this
transaction since September 2018, despite repeated requests to the
sponsor of the transaction and the trustee for this information.


KODIAK GAS: Fitch Assigns 'B' First Time Issuer Default Rating
--------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'B' to Kodiak Gas Services, LLC (KGS) and a
'B'/'RR4' rating to the company's proposed offering of senior
unsecured notes due 2027. The 'B'/'RR4' rating for the proposed
senior unsecured notes reflects Fitch's expectation for average
recovery at the upper end of the 31%-50% range for the debt
security in the event of a default.

The Rating Outlook is Stable.

KGS was acquired by EQT Infrastructure III Fund (EQT) from the
Stephens Group on Feb. 8, 2019 for $1.1 billion. In association
with the transaction, KGS is expected to issue a new $1 billion
asset-based lending (ABL) credit facility and $400 million of
senior unsecured notes to repay and terminate its existing ABL
credit facility.

The ratings are reflective of KGS' high leverage level in the near
term driven by its planned sizable capex program that requires
drawdown on its ABL for funding. Fitch forecasts KGS' 2019 and 2020
leverage (Total Debt / LTM EBITDA) will sustain above 6.0x. A
strong execution on the expansion projects will be required given
the existing covenant requirements. The ratings recognize KGS' cash
flow stability supported by its fee-based contracts and high
utilization rates. The company also has an asset footprint with a
strong focus in key growing basins.

KEY RATING DRIVERS

Elevated Leverage: Fitch forecasts KGS' leverage, following the
issuance of the proposed $400 million senior unsecured notes and $1
billion ABL credit facility, will be high for 2019 and 2020. There
is clear visibility for KGS to further grow its EBITDA and cash
flow in the near term through procuring and deploying additional
compressor units. However, it requires sizeable capex investment
that will rely on additional drawdown from its ABL in 2019 and
2020. The new ABL facility covenant mandates leverage (total debt/
Annualized quarterly EBITDA) to not exceed 7.25x for each quarter
of 2019, 7.0x for 1Q20 & 2Q20, and 6.75x for 3Q20 and 3Q20. To meet
its covenant, KGS is largely dependent on the projected ramp-up in
EBITDA associated with its investment. Fitch forecasts covenant
leverage to be 6.5x-6.8x for YE19 and 6.0x-6.3x for YE20, while the
LTM leverage ratio (Total Debt/LTM EBITDA) is projected to be much
higher at 7.4x- 7.7x for YE19 and 6.4x-6.7x for YE20. KGS is
expected to remain FCF (cash from operations minus capex) negative
at least until 2021.

Continued Growth in Size and Scale: Strong oil and gas production
in the U.S, particularly in the regions that KGS predominately
serves, and the essential need of compression systems across the
upstream and midstream value chain will continue to be the key
growth drivers for the company in the near term. As one of the
fastest growing players in the gas compression sector, KGS has more
than quadrupled its compression horsepower (HP) capability and
EBITDA to approximately 1.2 million and over $85 million since 2016
by building out new compression fleets in key growing basins such
as the Permian. In connection with its significant HP growth, KGS
has maintained EBITDA margin and fleet utilization of over 60% and
90%, respectively, in the past three years amidst commodity price
volatility, underpinned by the fee-based contract portfolio that
mitigates direct commodity price and volumetric risk. The company
also has a growing focus on providing larger HP compression
services (greater than or equal to 1,000 HP), which generate
greater cash flow per HP utilized and typically have a longer
contract life relative to the medium and smaller compression
systems.

Ramp-up in E&P production in the near term will also fuel future
growth opportunities for KGS, whereby a greater demand for gas
compression service will be needed. The increased size and scale
will also allow KGS to compete more economically and effectively in
the space.

Cash Flow Stability: Fitch expects KGS will continue to generate
relatively stable near-term revenues and cash flow, supported by
fee-based contracts with no direct commodity price volatility or
volumetric exposure. As of 4Q18, KGS generated approximately 70% of
its revenue from its large HP compressor fleet, which accounts for
more than 75% of its existing approximately 1.2 million active HP
capacity. Approximately 90% of the large HP fleet is under contract
with an average term remaining of 1.5 years, providing some cash
flow stability in the near term. However, there are pockets of
short-term recontracting risk associated with the month-to-month
contracts and medium and small sized HP units that have average
contract length less than a year.

Somewhat offsetting the recontracting risk is a strong track record
of customer renewals and HP utilization. KGS has an average HP
utilization rate of above 95%, a trend that Fitch believes will
continue in the near term given the production outlook. KGS' focus
on larger HP, midstream focused compression applications like
regional gathering, gas processing plant compression and central
gathering with longer deployment periods should offer some
competitive advantages and raise the exit barriers for some
customers, making KGS' services hard or costly to replace.
Additionally, these contracts have a PPI adjustment component that
helps offset rising operating costs.

Competitive Landscape: Fitch believes the gas compression sector to
remain highly competitive, particularly for the gas field
compression business at the small and medium HP range level
(greater than 1,000 HP) where the barriers to entry and switching
cost are relatively low. With producers expected to be very much
focused on returns going forward, price competition can further
intensify in the upcoming years, pressuring KGS' future
profitability. However, with a younger compressor fleet that is
better technologically suited for more liquid rich basins such as
the Permian and SCOOP & STACK, KGS exhibits some level of
competitive advantage in the near term over its peers who possess
older fleets. Key risks also include threats from KGS' current
midstream G&P counterparties bringing the compression component of
the midstream value chain currently provided by KGS in-house.

Asset Footprint: KGS has a relatively favorable geographic
footprint with assets deployed in the more prolific producing
basins such as the Permian, with its recent expansion into the
SCOOP & STACK in 2018 further diversifying its assets portfolio. As
of 4Q18, KGS generates over 60% of its revenues from the Permian,
which will remain a key focus for the company. KGS also generates
approximately 18% of its revenue in the Eagle Ford, which
experienced a rebound in production during 2018. The recent
developments in horizontal drilling and hydraulic fracturing, in
Fitch's view, should continue to fuel the demand for compression,
particularly for a centralized, larger HP compression system that
is better suited for multi-well pad operations. While not directly
exposed to commodity prices, KGS' performance is positively
correlated with production growth, and Fitch continues to expect
U.S. production growth to remain strong in the near to intermediate
term.

DERIVATION SUMMARY

KGS' ratings are reflective of higher forecasted leverage compared
to its most direct peer, USA Compression Partners, LP (USAC:
BB-/Stable) as well as relative to other midstream focused service
providers. KGS EBITDA and cash flow have grown rapidly over the
last few years, which is likely to continue but moderate, supported
by growth from its customers. KGS' cash flow is stabilized by a
high percentage of fixed fee-based contracts, with a modestly
diverse set of customers. Its contract portfolio tenor is
relatively short compared to USAC and other midstream peers with an
average contract life of roughly 1.5 years. This compares less
favorably to more highly rated natural gas pipeline names but
should provide cash flow visibility in the near term. 2018 EBITDA
at USAC is roughly 3x the size of KGS' annualized 4Q18 EBITDA.
Additionally, USAC has a significantly larger geographic/geologic
footprint compared to KGS. Leverage (Total debt/ LTM EBITDA) at KGS
is higher than USAC, which ended 2018 with leverage above 6.0x.
Fitch calculates KGS' 2019 and 2020 leverage at roughly 7.5x and
6.5x, respectively, before moving to 5.5x to 6.0x on a sustained
basis. Coverage metrics are adequate with FFO interest coverage
between 2.5x-2.8x for 2019-2020, slightly below USAC, which has
expected FFO Interest coverage of between 3.0x-3.3x for 2019-2020.

KEY ASSUMPTIONS

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

-- Revenues from existing contracts increase by 1% - 1.5% based
    on the annual PPI escalator;

-- Accretive revenue and EBITDA growth driven by the successful
    deployment of new compressor units that boost total HP by
    approximately 535k and approximately 330k in 2019 and 2020,
    respectively;

-- CAPEX aligns with management guidance of growth spending of
    $480 million to $490 million and $280 million to $290 million
    in 2019 and 2020, respectively; Maintenance capex between $10
    million and $20 million annually;

-- CAPEX will be fully funded by operating cash flow and drawdown

    of the ABL facility;

-- No major contract renewal issues that impair cash flows in
    forecast years;

-- No dividend distributions in forecast periods.

Recovery Rating Assumptions:

In its recovery analysis, Fitch utilized a 6x going-concern EBITDA
multiple which is in line with recent reorganization multiples in
the energy sector. There have been a limited number of bankruptcies
and reorganizations within the midstream space but bankruptcies,
Azure Midstream and Southcross Holdco, had multiples between 5x and
7x by Fitch's best efforts to investigate the going-concern EBITDA
of these Fitch-non-rated and private companies. In its recent
Bankruptcy Case Study Report "Energy, Power and Commodities
Bankruptcies Enterprise Value and Creditor Recoveries" published in
March 2018, the median enterprise valuation exit multiplies for 29
energy cases for which this was available was 6.7x, with a wide
range of multiples observed.

Fitch assumed a default scenario post-2020 for KGS, mainly
reflecting the loss of customer contracts as they come up for
renewal, as well as the cancellation of currently month-to-month
business. Slower than expected growth from its capital investment
also adversely affects KGS' projected cash flow, causing a covenant
breach and default scenario. For debt, the recovery analysis
considered the seniority of the $1 billion senior secured ABL
credit facility relative to the $400 million senior unsecured notes
in the debt structure. The senior unsecured notes is rated
'B'/'RR4', illustrating Fitch's expectation for average recovery at
the upper end of the 31%-50% range for the debt security in the
event of a default.

RATING SENSITIVITIES

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

- Fitch does not anticipate a positive rating action in the near
   term given its high leverage; should KGS maintain cash flow
   stability and leverage (as calculated by Fitch as Total
   Debt/LTM EBITDA) at or below 6.0x on a sustained basis, Fitch
   would consider a positive ratings action.

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

- A slower than projected growth and/or compression in EBITDA
   margin that raises covenant pressure;

- Fitch calculated leverage sustained at or above 7.7x in 2019,
   7.3x for 1H20, and 6.8x for 2H20, and above 6.5x on a sustained

   basis beyond 2020;

- Capital spending inflation versus base case and management
   budget which pressures liquidity and leverage;

- A significant change in cash flow stability profile, driven by
   a move away from revenue being fee based.

LIQUIDITY

KGS has adequate liquidity stemming from a Dec. 31, 2018 cash
balance of over $124,000 as well as nearly $59 million available on
its asset based revolving credit facility. The company is currently
expanding its ABL facility to $1 billion, from $835 million
previously, and is planning to issue $400 million in senior
unsecured notes (with a manageable maturity of eight years) to
reduce the outstanding balance. Borrowings under the ABL are capped
at a percentage of the borrowing base (estimated at $869 million).
ABL draws have predominantly been used to fund the construction of
compression equipment where management typically sees a one-year
lead time from when KGS starts spending to when it begins to
receive revenue from that new equipment, so the use of a revolving
ABL appears appropriate. Additionally, given the rapid growth the
company has experienced over the past few years, it appears
appropriate that it term out some of the current ABL balance. Fitch
expects KGS to approach positive FCF generation at the end of the
forecast period.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following first-time ratings:

Kodiak Gas Services, LLC

-- Long-Term IDR 'B';
-- Senior unsecured notes due 2027 'B'/'RR4'.

The Rating Outlook is Stable.


LAKE LOVELAND: Taps Allen Vellone as Special Counsel
----------------------------------------------------
Lake Loveland Dermatology, P.C. received approval from the U.S.
Bankruptcy Court for District of Colorado to hire  Allen Vellone
Wolf Helfrich & Factor P.C. as special counsel.

Allen Vellone will represent the Debtor in evidentiary proceedings,
contested matters, adversary cases, avoidance actions and other
litigation proceedings related to its Chapter 11 case.

The firm's hourly rates are:

     Jordan Factor   $390
     Michal Gilbert  $395
     Jeremy Jonsen   $225
     Paralegals      $150

The Debtor provided the firm with a retainer in the amount of
$25,000.

Jeremy Jonsen, Esq., at Allen Vellone, disclosed in a court filing
that his firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.

Allen Vellone counsel can be reached at:

     Jordan Factor, Esq.
     Michael Gilbert, Esq.
     Jeremy T. Jonsen, Esq.
     Allen Vellone Wolf Helfrich & Factor P.C.  
     1600 Stout Street, Suite 1100
     Denver, CO 80202
     Phone: (303) 534-4499
     Email: jfactor@allen-vellone.com
            mgilbert@allen-vellone.com
            jjonsen@allen-vellone.com

                       About Lake Loveland Dermatology, P.C.

Based Loveland, Colorado, Lake Loveland Dermatology offers a
comprehensive approach to skin care, performing medical, surgical
and cosmetic procedures. Lake Loveland Dermatology, P.C. filed its
Voluntary Petition for Relief under Chapter 11 of the United States
Bankruptcy Code (Bankr. D. Colo. Case No. 19-11659) on March 8,
2019. The Debtor taps Weinman & Associates, P.C. as its bankruptcy
counsel.


LBI MEDIA: Second Lien Noteholders Object to Amended Plan
---------------------------------------------------------
Bankruptcydata.com reported that certain holders (the
"Noteholders") of the Debtors' 11 1/2%/13 1/2% PIK Toggle Second
Priority Secured Subordinated Notes due 2020, Series II (the
"Second Lien Notes") objected to the Debtors' modified second
amended joint Chapter 11 Plan of reorganization.

The Noteholders accuse the Debtors and the Debtors' first lien
noteholder (HPS Investment Partners LLC, or "HPS") of working
together to "cook" the Plan with a fraudulent conveyance in order
to benefit HPS at the expense of the their own second lien claims,
BankruptcyData relayed.

The objection stated, "The Plan should not be confirmed because it
is the culmination of a series of transactions pursuant to which
LBI seeks to deny the Noteholders their economic rights and
interest in LBI. Most critically, through this Plan, LBI asks the
Court to bless a fraudulent conveyance, which LBI seeks to
characterize as a 'refinancing' of the Company's First Lien Notes
(the 'HPS Transaction'). The HPS Transaction, which occurred just a
few months before these cases were commenced and long after LBI was
insolvent, added substantial additional debt to the company, paid
unnecessary and unjustified fees to HPS, and provided LBI with
virtually nothing in return. The HPS Transaction is at the core of
LBI's proposed Plan and, unless stopped, will prevent the
Noteholders from receiving the recovery on the Second Lien Notes to
which they are entitled. The Noteholders respectfully contend that
a Plan based on a fraudulent conveyance cannot be confirmed
consistent with Section 1129, the governing debt indentures, and
applicable law. Among other things:

  -- The Plan pays HPS more than the legitimate value of its
     claim, including amounts that should be disallowed, such as
     an $87 million 'make-whole' and millions of dollars of
     related fees;

  -- The Plan unfairly discriminates against the Second Lien
     Noteholders and violates the absolute priority rule. The Plan

     overcompensates HPS (the sole first lien holder) and proposes

     to distribute almost 100% to the general and unsecured
     creditors, while the Second Lien Noteholders get nothing;

  -- The Plan gives broad and improper releases to Lenard
     Liberman, the directors, and HPS in order to immunize them
     against claims of fraud, breach of fiduciary duty, and other
     misconduct. The Debtors' disclosure statement states that the

     proposed releases are 'for good and valuable consideration,'
     (56-57), but LBI's 30(b)(6) witness on this precise question
     testified that he was unaware of any consideration supporting

     the proposed releases of Liberman or the directors."

                        About LBI Media

Headquartered in Burbank, California, LBI Media --
http://www.lbimedia.com/-- is a national television and radio
broadcasting company that was co-founded in 1987 by Lenard
Liberman, LBI's chief executive officer, and his father Jose
Liberman, who immigrated to the United States from Mexico in 1946.
LBI is a national media company that owns or licenses 27
Spanish-language television stations and radio stations in the
United States, as well as EstrellaTV, a Spanish-language television
broadcast network.

LBI Media Inc and more than 15 of its affiliates filed for
bankruptcy protection (Bankr. D. Del. Case No. 18-12655) on Nov.
21, 2018.  

In the petition signed by CFO Brian Kei, the Debtors reported total
assets of $238.7 million and total liabilities of $532.9 million as
of June 30, 2018.

Richards Layton & Finger, P.A., and Weil, Gotshal & Manges LLP
serve as counsel to the Debtors.  Guggenheim Securities LLC has
been tapped as investment banker, Alvarez & Marsal North America
LLC as financial advisor, and Epiq Corporate Restructuring LLC as
claims and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, on Dec. 6, 2018,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of LBI Media, Inc. and
its affiliates.  The Committee tapped Squire Patton Boggs (US) LLP
as lead counsel, Bayard, P.A., as co-counsel, and Dundon Advisers
LLC as financial advisor.


LBI MEDIA: Seeks Extension of Exclusivity Thru July 19
------------------------------------------------------
BankruptcyData.com reported that LBI Media filed with the Court a
motion to extend the periods during which the Company has an
exclusive right to file a Chapter 11 Plan, and solicit acceptances
thereof, through and including July 19, 2019 and September 17,
2019, respectively. Absent the requested relief, the Plan filing
and solicitation periods are scheduled to expire on March 21, 2019
and May 20, 2019, respectively.

The Debtors noted that they have reached a a settlement with the
Creditors' Committee, which provided for enhanced recoveries to
holders of ongoing trade claims and general unsecured claims, who
would otherwise recover nothing in a liquidation of the Debtors'
business.  As a result, over 99% in dollar amount of ongoing trade
claims and general unsecured claims voted to accept the Plan. The
Debtors said they are committed to confirming and consummating the
Plan.  The Confirmation Hearing, however, is scheduled to begin on
March 25, 2019, after the expiration of the current Exclusive
Filing Period.  The effectiveness of the Plan will not occur until
regulatory approvals are obtained thereafter.  Thus, the Debtors
are seeking an extension of their Exclusivity Periods.

The Debtors added that litigation with an ad hoc group of their
second lien noteholders prevented confirmation of their Plan on a
timeline shorter than the short one on which the parties are
currently operating.

                        About LBI Media

Headquartered in Burbank, California, LBI Media --
http://www.lbimedia.com/-- is a national television and radio  
broadcasting company that was co-founded in 1987 by Lenard
Liberman, LBI's chief executive officer, and his father Jose
Liberman, who immigrated to the United States from Mexico in 1946.
LBI is a national media company that owns or licenses 27
Spanish-language television stations and radio stations in the
United States, as well as EstrellaTV, a Spanish-language television
broadcast network.

LBI Media Inc and more than 15 of its affiliates filed for
bankruptcy protection (Bankr. D. Del. Case No. 18-12655) on Nov.
21, 2018.  

In the petition signed by CFO Brian Kei, the Debtors reported total
assets of $238.7 million and total liabilities of $532.9 million as
of June 30, 2018.

Richards Layton & Finger, P.A., and Weil, Gotshal & Manges LLP
serve as counsel to the Debtors.  Guggenheim Securities LLC has
been tapped as investment banker, Alvarez & Marsal North America
LLC as financial advisor, and Epiq Corporate Restructuring LLC as
claims and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, on Dec. 6, 2018,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of LBI Media, Inc. and
its affiliates.  The Committee tapped Squire Patton Boggs (US) LLP
as lead counsel, Bayard, P.A., as co-counsel, and Dundon Advisers
LLC as financial advisor.


LUSIGNAN SECURITY: Case Summary & 6 Unsecured Creditors
-------------------------------------------------------
Debtor: Lusignan Security Agency Inc.
        68 Pleasant Street
        Leicester, MA 01524

Business Description: Founded in 1982, Lusignan Security Agency
                      Inc. is a security agency providing security
                      services to many clients located in Central
                      Massachusetts.  Lusignan Security also
                      responds to residential and commercial
                      alarms for ADT Services, Incorporated.
                      The Company previously sought bankruptcy
                      protection on Jan. 21, 2016 (Bankr. D. Mass
                      16-40065).

Chapter 11 Petition Date: March 21, 2019

Court: United States Bankruptcy Court
       District of Massachusetts (Worcester)

Case No.: 19-40430

Judge: Hon. Christopher J. Panos

Debtor's Counsel: James P. Ehrhard, Esq.
                  EHRHARD & ASSOCIATES, P.C.
                  250 Commercial Street, Suite 410
                  Worcester, MA 01608
                  Tel: 508-791-8411
                  E-mail: ehrhard@ehrhardlaw.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by William F. Lusignan, president.

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

            http://bankrupt.com/misc/mab19-40430.pdf


MABVAX THERAPEUTICS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Two affiliates that have filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:

      Debtor                                        Case No.
      ------                                        --------
      MabVax Therapeutics Holdings, Inc.            19-10603
      11535 Sorrento Valley Road, Suite 400
      San Diego, CA 92121

      MabVax Therapeutics, Inc.                     19-10604
      11535 Sorrento Valley Road, Suite 400
      San Diego, CA 92121

Business Description: MabVax -- https://www.mabvax.com -- is a
                      clinical-stage biotechnology company with a
                      fully human antibody discovery platform
                      focused on the rapid translation into
                      clinical development of products to address
                      unmet medical needs in the treatment of
                      cancer.  Its lead clinical development
                      candidate, HuMab-5B1, is a fully human IgG1
                      monoclonal antibody (mAb) that targets
                      sialyl Lewis A (sLea), an epitope on CA19-9.
                      CA19-9 is expressed in over 90% of
                      pancreatic cancer (PDAC) and in other
                      diseases including small cell lung, colon
                      and other GI cancers.

Chapter 11 Petition Date: March 21, 2019

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

Judge: Hon. Christopher S. Sontchi

Debtors' Counsel: Jason A. Gibson, Esq.
                  THE ROSNER LAW GROUP LLC
                  824 Market Street, Suite 810
                  Wilmington, DE 19801
                  Tel: 302-777-1111
                  Fax: 302-319-6318
                  Email: gibson@teamrosner.com

                    - and -

                  Frederick Brian Rosner, Esq.
                  THE ROSNER LAW GROUP LLC
                  824 Market Street, Suite 810
                  Wilmington, DE 19801
                  Tel: 302-777-1111
                  Email: rosner@teamrosner.com

MabVax Therapeutics Holdings'
Estimated Assets: $100,000 to $500,000

MabVax Therapeutics Holdings'
Estimated Liabilities: $1 million to $10 million

MabVax Therapeutics, Inc.'s
Estimated Assets: $0 to $50,000

MabVax Therapeutics, Inc.'s
Estimated Liabilities: $0 to $50,000

The petitions were signed by David J. Hansen, chief executive
officer.

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

       http://bankrupt.com/misc/deb19-10603.pdf

MabVax Therapeutics, Inc. stated it has no unsecured creditors.
A full-text copy of the petition is available for free at:

       http://bankrupt.com/misc/deb19-10604.pdf


MAGNUM CONSTRUCTION: Wants to Obtain Loan From Berkshire, Use Cash
------------------------------------------------------------------
Magnum Construction Management, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Florida to obtain
postpetition financing from Berkshire Hathaway Specialty Insurance
Company and use cash collateral in which Berkshire has an
interest.

The Debtor is a construction company specializing in building and
heavy civil construction. The Debtor is required from time to time
to provide surety bonds in connection with its obligations to
certain third-party obligees.  Some of these surety bonds related
to certain projects ("Bonded Projects") were obtained or procured
from or by Berkshire and from affiliated companies, co-sureties,
and fronting companies.

The Debtor intends to borrow post-petition financing of up to $1.2
million on an interim basis, and up to $3.0 million on a final
basis and seek other financial accommodations from the Berkshire as
part of the DIP Financing.

Berkshire has estimated its aggregate loss on the outstanding
bonds, after completion of all projects, recovery of all contract
balances and liquidation of all remaining collateral, will exceed
approximately $3.0 million. To date, Berkshire has already advanced
in excess of $4.0 million to the Debtor in order to allow the
Debtor to continue in operation and complete the outstanding
projects, including both bonded and non-bonded jobs.

Berkshire is entitled to adequate protection of its interests in
the Pre-Petition Collateral, including the cash collateral, for and
equal in amount to the aggregate diminution in the value of their
respective interests in the Pre-Petition Collateral (including Cash
Collateral) as provided in the Bankruptcy Code, by the
reaffirmation of the protections provided by the Indemnity
Agreements and the Trust Financing Agreement by certain non-Debtor
parties. The Debtor will also pay to Berkshire a facility fee in
the amount of $75,000.

As security for the DIP Obligations, the following security
interests and liens are granted to Berkshire:

      (a) A valid, binding, continuing, enforceable,
fully-perfected first priority senior security interest in and lien
upon the Collateral to the extent it is unencumbered;

      (b) A valid, binding, continuing, enforceable,
fully-perfected first priority senior priming security interest in
and lien upon the Collateral, subject only to Permitted Liens as
defined in the Loan and Security Agreement;

      (c) A valid, binding, continuing, enforceable,
fully-perfected security interest in and lien upon the collateral
that is subject to any valid, perfected and unavoidable lien. Such
junior lien will include a valid, binding, continuing, enforceable,
fully-perfected second position security interest in and lien upon
all funds held in that certain deposit account at Bank of America;

      (d) The DIP Liens will not be subject or subordinate to or
made pari passu with any lien or security interest that is avoided
and preserved for the benefit of the Debtor and its estate under
section 551 of the Bankruptcy Code.

Berkshire asserts a right of equitable subrogation, which is
superior to any interest held by the Debtor's estate or any of its
secured creditors in the Bonded Contract Funds.

Bank of America, N.A. was the Debtor's primary senior secured
lender through a revolving line of credit facility up to $25
million. The Debtor's obligations under the Bank of America
Facility are secured by liens on substantially all of the Debtor's
assets.

A copy of the Debtor's Motion is available at

           http://bankrupt.com/misc/flsb19-12821-13.pdf

              About Magnum Construction Management

Magnum Construction Management, LLC -- https://www.mcm-us.com –
is a construction company specializing in heavy civil construction
in the areas of transportation, airport infrastructure, roads,
bridges, government buildings and schools.  The Debtor is
headquartered in South Miami, Florida, but also has offices in (i)
Broward County, Florida, and (ii) Irving, Texas.  As of the
Petition Date, MCM employs a total of 292 people.

Magnum Construction Management filed a voluntary petition under
Chapter 11 of the U.S. Bankruptcy Code (Bankr S.D. Fla. Case No.
19-12821) on March 1, 2019.  In the petition signed by Gilberto
Ruizcalderon, chief financial officer, the Debtor estimated $50
million to $100 million in assets and $10 million to $50 million in
liabilities.  The Debtor is represented by Paul A. Avron, Esq., at
Berger Singerman LLP.

The Debtor tapped Kurtzman Carson Consultants as notice, claims and
solicitation agent; and Gulf Atlantic Capital Corporation as its
financial advisor.


MAGNUM CONSTRUCTION: Wants to Obtain Loan From Travelers, Use Cash
------------------------------------------------------------------
Magnum Construction Management, LLC f/k/a Munilla Construction
Management, LLC (d/b/a MCM) seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to obtain
post-petition financing from Travelers Casualty and Surety Company
of America and use cash collateral in which Travelers has an
interest.

The Debtor is a construction company specializing in building and
heavy civil construction. The Debtor is required from time to time
to provide surety bonds in connection with its obligations to
certain third-party obligees. Some of these surety bonds related to
certain projects ("Bonded Projects") were obtained or procured from
or by Travelers and from affiliated companies, co-sureties, and
fronting companies.

The Debtor intends to borrow money from Travelers under the Loan
and Security Agreement up to an aggregate principal or face amount
of $17,783,562, which borrowings will be used for all purposes
permitted under the DIP Documents.

Travelers has estimated its aggregate loss on the outstanding
bonds, after completion of all projects, recovery of all contract
balances and liquidation of all remaining collateral, will exceed
$20 million. To date, Travelers has already advanced in excess of
$17 million to the Debtor in order to allow the Debtor to continue
in operation and complete the outstanding projects, including both
bonded and non-bonded jobs.

Travelers is entitled to adequate protection of its interests in
the Pre-Petition Collateral, including the cash collateral, for and
equal in amount to the aggregate diminution in the value of their
respective interests in the Pre-Petition Collateral (including Cash
Collateral) as provided in the Bankruptcy Code, by the
reaffirmation of the protections provided by the Indemnity
Agreements and the Trust Financing Agreement by certain non-Debtor
parties. The Debtor will also pay to Travelers a facility fee in
the amount of $25,000.

Bank of America, N.A. was the Debtor's primary senior secured
lender through a revolving line of credit facility up to $25
million. The Debtor's obligations under the Bank of America
Facility are secured by liens on substantially all of the Company's
assets. The relative priority of the Bank of America liens is
subject to certain Intercreditor Agreements.

As security for the DIP Obligations, the following security
interests and liens are granted to Travelers:

      (a) A valid, binding, continuing, enforceable,
fully-perfected first priority senior security interest in and lien
upon the Collateral to the extent it is unencumbered;

      (b) A valid, binding, continuing, enforceable,
fully-perfected first priority senior priming security interest in
and lien upon the Collateral, subject only to Permitted Liens as
defined in the Loan and Security Agreement;

      (c) A valid, binding, continuing, enforceable,
fully-perfected security interest in and lien upon the collateral
that is subject to Permitted Liens -- valid, perfected, and
unavoidable liens (i) permitted under the DIP Documents, and (ii)
that were fully attached and perfected as of the Petition Date.
Such junior lien will include a valid, binding, continuing,
enforceable, fully-perfected second position security interest,
pari passu with the second position security interest of Berkshire,
in and lien upon all funds held in that certain deposit account at
Bank of America. Such lien will only be junior to Bank of America
and pari passu with Berkshire;

      (d) The DIP Liens will not be subject or subordinate to or
made pari passu with any lien or security interest that is avoided
and preserved for the benefit of the Debtor and its estate under
section 551 of the Bankruptcy Code.

Travelers asserts a right of equitable subrogation, which is
superior to any interest held by the Debtor's estate or any of its
secured creditors in the Bonded Contract Funds.

A copy of the Debtor's Motion is available at

              http://bankrupt.com/misc/flsb19-12821-14.pdf

                About Magnum Construction Management

Magnum Construction Management, LLC -- https://www.mcm-us.com –
is a construction company specializing in heavy civil construction
in the areas of transportation, airport infrastructure, roads,
bridges, government buildings and schools.  The Debtor is
headquartered in South Miami, Florida, but also has offices in (i)
Broward County, Florida, and (ii) Irving, Texas.  As of the
Petition Date, MCM employs a total of 292 people.

Magnum Construction Management filed a voluntary petition under
Chapter 11 of the U.S. Bankruptcy Code (Bankr S.D. Fla. Case No.
19-12821) on March 1, 2019. In the petition signed by Gilberto
Ruizcalderon, chief financial officer, the Debtor estimated $50
million to $100 million in assets and $10 million to $50 million in
liabilities.  The Debtor is represented by Paul A. Avron, Esq., at
Berger Singerman LLP.

The Debtor tapped Kurtzman Carson Consultants as notice, claims and
solicitation agent; and Gulf Atlantic Capital Corporation as its
financial advisor.



MARIZYME INC: K.R. Margetson LTD Raises Going Concern Doubt
-----------------------------------------------------------
Marizyme Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a Net Loss
and comprehensive loss of $248,743 on $20,187 of Total Revenue for
the year ended Dec. 31, 2018, compared to a Net Loss and
comprehensive loss of $570,506 on $101,175 of Total Revenue for the
year ended in 2017.

The audit report of K.R. Margetson LTD states that the Company has
incurred operating losses since inception, which raises substantial
doubt about its ability to continue as a going concern.

At December 31, 2018, the Company had not yet achieved profitable
operations and had accumulated losses of $29,922,542 since its
inception, all of which casts substantial doubt about the Company's
ability to continue as a going concern.

The Company's balance sheet at Dec. 31, 2018, showed total assets
of $28,620,104, total liabilities of $42,780, and a total
stockholders' equity of $28,577,324.

A copy of the Form 10-K is available at:

                       https://bit.ly/2HArud3

Marizyme Inc. does not have significant operations.  It focuses on
life sciences or biotechnology businesses.  The Company was
formerly known as GBS Enterprises Incorporated. Marizyme
Incorporated was incorporated in 2007 and is based in Fort Collins,
Colorado.



MAX ENTERPRISES: Seeks to Hire Grafton Firm as Legal Counsel
------------------------------------------------------------
Max Enterprises LLC seeks authority from the U.S. Bankruptcy Court
for the District of Maryland to hire Grafton Firm, LLC as its legal
counsel.

The Debtor requires Grafton Firm to:

     a) give advice concerning the administration of the Debtor's
Chapter 11 case;

     b) advise the Debtor on all pending litigations, hearings,
motions, and decisions of the bankruptcy court;

     c) review and analyze all applications, orders and motions
filed by third parties;

     d) attend all meetings conducted pursuant to section 341(a) of
the Bankruptcy Code and represent the Debtor at all examinations;

     e) communicate with creditors and all other parties in
interest;

     f) confer with all other bankruptcy professionals;

     g) assist the Debtor in negotiations with creditors or third
parties concerning the terms of any proposed plan of
reorganization; and

     h) prepare, draft and prosecute a plan of reorganization and
disclosure statement.

Grafton Firm, LLC will work with co-counsel Chung & Press, PC on
this matter.

William Grafton, Esq., the attorney who will be handling the case,
charges an hourly fee of $230.  His firm received payment of $3,607
from the Debtor, of which $1,890 was disbursed for pre-bankruptcy
services and $1,717 for filing and administrative fees.

Mr. Grafton attests that his firm is "disinterested" as such term
is defined in section 101(14) of the Bankruptcy Code.

The firm can be reached at:

      William A. Grafton, Esq.
      Grafton Firm, LLC
      920 Providence Road 400A
      Towson, MD 21286
      Phone: (410) 870-9315
      Fax: 443-269-0224
      Email: wgrafton@graftonfirm.com

                  About Max Enterprises LLC

Max Enterprises LLC is a Delaware limited liability company with a
principal place of business and principal assets in the City of
Baltimore, Maryland.

Max Enterprises LLC filed a voluntary petition for relief under
Chapter 11 of Title 11 of the United States Code (Bankr. D. Md.
Case No.  19-12901) on March 6, 2019, listing under $1 million in
both assets and liabilities. The Debtor tapped William A. Grafton,
Esq., at Grafton Firm, LLC, as its legal counsel.


MCCLATCHY CO: Bluestone Owns 8.8% of Class A Shares as of March 20
------------------------------------------------------------------
Blutestone Financial Ltd. disclosed in its most recent filing with
the Securities and Exchange Commission that as of March 20, 2019,
it beneficially owns 470,000 shares of Class A Class A common
stock, par value $0.0001 per share, of The McClatchy Company, which
represents 8.82 percent of the shares outstanding.  The beneficial
ownership percentage is based upon 5,328,547 shares of Common Stock
of the Issuer issued and outstanding as of May 4, 2018, based on
information reported by the Issuer in its quarterly report on Form
10-Q, filed with the SEC on May 10, 2018.

The Reporting Person used working capital to make all acquisitions
of Class A Common Stock currently owned.

"The Reporting Person purchased the shares of Common Stock reported
in this Schedule 13D based on the Reporting Person's belief that
The McClatchy Company shares represent an attractive investment
opportunity.  The McClatchy company should improve its balance
sheet by selling all non core assets including Real Estate and its
49.5% stake in The Seattle Times Company.  While right sizing its
workforce The McClatchy Company should consider right sizing The
Board and its compensation until the business stabilizes and starts
growing again," Bluestone said in the regulatory filing.

Bluestone is a Limited Company incorporated under the laws of
Bristish virgin Islands.  David Tomasello is the managing director
of the Bluestone.

A full-text copy of the Schedule 13D/A is available for free at:

                        https://is.gd/lExCFJ

                          About McClatchy

The McClatchy Company operates 30 media companies in 14 states,
providing each of its communities with news and advertising
services in a wide array of digital and print formats.  McClatchy
is a publisher of iconic brands such as the Miami Herald, The
Kansas City Star, The Sacramento Bee, The Charlotte Observer, The
(Raleigh) News & Observer, and the (Fort Worth) Star-Telegram.
McClatchy is headquartered in Sacramento, Calif., and listed on the
New York Stock Exchange American under the symbol MNI.

McClatchy reporting a net loss of $79.75 million for the year ended
Dec. 30, 2018, compared to a net loss of $332.35 million for the
year ended Dec. 31, 2017. As of Dec. 30, 2018, the Company had
$1.29 billion in total assets, $180.5 million in current
liabilities, $1.45 billion in non-current liabilities, and a
stockholders' deficit of $341.66 million.

                           *    *     *

In March 2018, S&P Global Ratings lowered its corporate credit
rating on The McClatchy Co. to 'CCC+' from 'B-'.  The rating
outlook is stable.  "The downgrade reflects our view that
McClatchy's capital structure is unsustainable at current leverage
and discretionary cash flow (DCF) levels.  Still, we don't expect a
default to occur during the next 12 months.  McClatchy has no
imminent liquidity concerns, full availability on its $65 million
revolving credit facility due 2019, low capital expenditures, and
it generates positive DCF.

McClatchy continues to hold Moody's Investors Service's "Caa1"
corporate family rating.  In December 2015, Moody's affirmed the
"Caa1" corporate family rating rating and changed the rating
outlook to stable from positive due to continued weakness in the
print advertising market and the ongoing pressure on the company's
operating cash-flow.  McClatchy's "Caa1" Corporate Family Rating
reflects persistent revenue pressure on the company's newspaper
and
print operations, reliance on cyclical advertising spending, and
its high leverage including a large underfunded pension.


MIDATECH PHARMA: Changes American Depositary Receipts Ratio
-----------------------------------------------------------
Midatech Pharma has announced a ratio change on its American
Depositary Receipts from one ADR representing two ordinary shares,
to the new ratio of one ADR representing 20 ordinary shares.  The
effective date of the Ratio Change is expected to be April 8,
2019.

Pursuant to the Ratio Change, effective April 8, 2019, ADR holders
will be required on a mandatory basis to surrender their ADRs for
cancellation and exchange to receive (1) new ADRs (New CUSIP:
59564R203) for every ten (10) old ADRs (Old CUSIP: 59564R104).  No
fractional ADRs will be allocated.  The aggregate fractions, if
any, will be sold and the net proceeds will be distributed to the
entitled DR holder.  The Company's Depositary, Deutsche Bank Trust
Company Americas, will contact DR holders and arrange for the
exchange of their existing ADRs for new ADRs.

For ADR holders, the Ratio Change will have the same effect as a
one-for-10 reverse ADR split.  The ordinary shares of Midatech will
not be affected by this change.

The Ratio Change is aimed to bring the price of the Company's ADRs
into compliance with the Nasdaq $1.00 minimum bid price per share
requirement, though Midatech can give no assurance that the Ratio
Change will be effective in achieving this goal.

The number of ADRs in issue on March 18, 2019 was 8,293,832.

                     About Midatech Pharma

Midatech Pharma PLC -- http://www.midatechpharma.com/-- is an
international specialty pharmaceutical company focused on the
research and development of a pipeline of medicines for oncology
and immunotherapy.  The Company is developing a range of improved
chemo-therapeutics or new immuno-therapeutics, using its three
proprietary platform drug delivery technologies, all of which are
in the clinic.  Midatech is headquartered in Oxfordshire, with an
R&D facility in Cardiff and a manufacturing operation in Bilbao,
Spain.

The report from the Company's independent accounting firm BDO LLP,
in Reading, United Kingdom, the Company's auditor since 2014, on
the consolidated financial statements for the year ended Dec. 31,
2017, includes an explanatory paragraph stating that the Company
has suffered recurring losses from operations and has an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.

Midatech reported a loss before tax of GBP17.32 million in 2017
following a loss before tax of GBP29.32 million in 2016.  As of
Dec. 31, 2017, Midatech had GBP$49.22 million in total assets,
GBP14.54 million in total liabilities and GBP34.67 million in total
equity.


MONTESQUIEU INC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Three affiliates that filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:

     Debtor                                        Case No.
     ------                                        --------
     Montesquieu, Inc.                             19-10599
     8929 Aero Dr.
     San Diego, CA 92123

     Montesquieu Corporation                       19-10600
     8929 Aero Dr.
     San Diego, CA 92123

     WG Best Weinkellerie                          19-10601
        dba Montesquieu Winery
     8929 Aero Dr.
     San Diego, CA 92123

Business Description: Montesquieu is a wine maker headquartered
                      in San Diego, California that focuses on
                      producing "first-rate boutique" wines from
                      family-owned and operated vineyards.
                      The Company is committed to producing hand-
                      crafted, limited-production, and exquisite
                      wines.

Chapter 11 Petition Date: March 20, 2019

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

Judge: Hon. Brendan Linehan Shannon

Debtors' Counsel: Mette H. Kurth, Esq.
                  FOX ROTHSCHILD LLP
                  Citizens Bank Center
                  919 N. Market Street, Suite 300
                  Wilmington, DE 19801
                  Tel: 302-654-7444
                  Fax: 302-656-8920
                  E-mail: mkurth@foxrothschild.com

Montesquieu, Inc.'s
Estimated Assets: $100,000 to $500,000

Montesquieu, Inc.'s
Estimated Liabilities: $50,000 to $100,000

Montesquieu Corporation's
Estimated Assets: $1 million to $10 million

Montesquieu Corporation's
Estimated Liabilities: $50,000 to $100,000

WG Best Weinkellerie's
Estimated Assets: $100,000 to $500,000

WG Best Weinkellerie's
Estimated Liabilities: $1 million to $10 million

The petitions were signed by Fonda Hopkins, CEO.

Montesquieu, Inc. stated it has no unsecured creditors.

A copy of Montesquieu Corporation's list of five unsecured
creditors is available for free at:

       http://bankrupt.com/misc/deb19-10600_creditors.pdf

A copy of WG Best Weinkellerie's list of 20 largest unsecured
creditors is available for free at:

       http://bankrupt.com/misc/deb19-10601_creditors.pdf

The full-text copies of the petitions are available for free at:

         http://bankrupt.com/misc/deb19-10599.pdf
         http://bankrupt.com/misc/deb19-10600.pdf
         http://bankrupt.com/misc/deb19-10601.pdf


NCR CORP: S&P Lowers Issuer Credit Rating to 'BB', Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on ATM and
point-of-sale (POS) hardware, software, and service solution
provider NCR Corp. to 'BB' from 'BB+'.

At the same time, S&P affirmed its issue-level rating on the
company's first-lien credit facilities at 'BBB-'. The recovery
rating remains '1', reflecting S&P's expectation for very high
recovery (90%-100%; rounded estimate: 95%) in the event of a
payment default.  S&P also affirmed its issue-level rating on the
company's unsecured debt at 'BB'. S&P revised the recovery rating
to '4', indicating its expectation for average recovery (30%-50%;
rounded estimate: 30%) in the event of default, from '5'.

S&P said it expects NCR will maintain a higher degree of financial
leverage than it had previously anticipated. In 2018, NCR spent
more on restructuring than S&P had expected it would. The company
also had several one-time supply issues that prevented some
bookings from converting to revenue and led hardware operating
margins to be more negative than in 2017 (-6% in 2018 vs. about
flat in 2017). As a result, 2018 S&P Global Ratings adjusted
leverage was very elevated at about 6x. While it expects this
number to drop, S&P no longer expects it to go below 4x (S&P's
previous downside trigger) over the next few years because of
higher capitalized development costs and continued cost
restructuring initiatives. S&P does not view the company's end
markets to be fast growing, limiting the likelihood of quick
deleveraging. S&P expects NCR to have at least 1%-2% annual revenue
growth going forward and for the negative hardware operating
margins to subside materially in 2019 and again in 2020. After
2019, S&P believes NCR should get some level of growth from Windows
10 upgrade cycles to ATMs, which may spur hardware replacement
sales and additional service or software offerings. S&P also notes
the company's debt may increase to accommodate higher merger and
acquisition (M&A) spending than in prior years.

"The stable outlook reflects our expectation that leverage will
remain above 4x for at least the next 12 months. We forecast the
company maintaining annual organic revenue growth in the
low-single-digit percentage range among more challenging industry
conditions and higher investment spending. While the company may
execute on debt-funded inorganic investments, we believe it will
maintain leverage below 5x even when accounting for strategic
acquisitions and shareholder returns," S&P said.

S&P said it could lower the rating if the company sustains leverage
above 5x. It could also lower the rating if recent growth
initiatives and restructuring efforts do not sustain business
improvement.

"We could raise the rating if NCR commits to a more conservative
financial policy and sustains leverage below 4x. This would likely
occur with sustained margin improvement and revenue growth.
Above-market growth in the mid-single-digit percentage area with
reported EBITDA margin expansion in the mid-teen percentage area
may result in faster-than-expected deleveraging within a few
years.," S&P said.


NEOVASC INC: Widens Net Loss to US$108 Million in 2018
------------------------------------------------------
Neovasc Inc. has filed with the Securities and Exchange Commission
its Annual Report on Form 20-F reporting a net loss of US$108.04
million on US$1.74 million of revenue for the year ended Dec. 31,
2018, compared to a net loss of US$22.90 million on $5.38 million
of revenue for the year ended Dec. 31, 2017.

As of Dec. 31, 2018, Neovasc had US$11.99 million in total assets,
US$21.66 million in total liabilities, and a total deficit of
US$9.66 million.

Neovasc said it may incur losses in the future and its losses may
increase.  In the year ended December 31, 2018, the Company had an
accumulated deficit of $332,735,195.  The Company has increased its
research and development expenses in recent periods and it plans
further increases in the future as cash flows allow.  The planned
increases in research and development expenses may result in larger
losses in future periods.

Grant Thornton LLP, in Vancouver, BC, the Company's auditor since
2002, issued a "going concern" opinion in its report on the
Company's consolidated financial statements for the year ended
Dec. 31, 2018, stating that the Company incurred a net loss of
$108,042,868 during the year ended Dec. 31, 2018, and as of that
date, the Company's liabilities exceeded its assets by $9,666,884.
These conditions, along with other matters, raise substantial doubt
about the Company's ability to continue as a going concern.

As at Dec. 31, 2018, the Company had US$9,242,809 in cash and cash
equivalents as compared to cash and cash equivalents of $17,507,157
at Dec. 31, 2017 and US$22,954,571 at Dec. 31, 2016.  The Company
is dependent on the profitable commercialization of its products or
obtaining additional debt or equity financing to fund ongoing
operations until profitability is achieved.

The Company said it monitors its cash flow on a monthly basis and
compares actual performance to the budget for the period.  After
receipt of the net proceeds of approximately US$4.05 million from
the February 2019 underwritten public offering of Common Shares on
Feb. 28, 2019 and US$4.25 million from the March 2019 underwritten
public offering of Common Shares on March 15, 2019, the Company
expects that its cash is sufficient to sustain operations until
approximately September 2019 at the current burn rate.  The Company
may obtain additional debt or equity financing during that period.
Further into the future the Company is dependent on the profitable
commercialization of its products or obtaining additional debt or
equity financing to fund ongoing operations until profitability is
achieved.

A full-text copy of the Form 20-F is available for free at:

                      https://is.gd/TsmS7H

                       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 INC: Wins German Court Appeal Against CardiAQ
-----------------------------------------------------
The Higher Regional Court in Munich, Germany, on appeal by Neovasc,
Inc. has dismissed the case in full, brought by Edwards
Lifesciences CardiAQ LLC against Neovasc in Germany.  In this case,
CardiAQ had originally claimed full ownership rights to one of
Neovasc's European patent applications for its Tiara.  In June,
2017, the first-instance court in Munich had awarded co-ownership
rights to CardiAQ.  Both parties had appealed this decision.
CardiAQ withdrew its appeal for full ownership during the course of
the appeal.  In dismissing the remainder of CardiAQ's case, the
German court now found that CardiAQ had not contributed to the
invention of the Tiara and found Neovasc to be the rightful
inventor and owner of all rights to the disputed Tiara European
patent application.

"We are pleased that after full consideration of the evidence, the
German courts have now recognized that CardiAQ made no contribution
to the invention or development of the Tiara," stated Fred Colen,
CEO of Neovasc.  "With this decision, which we strongly believe
would be confirmed, even if appealed to and accepted as a case by
the German Supreme Court, Neovasc is free to pursue its European
patent application and has the sole right to commercialize the
Tiara in Europe and help treat patients suffering from debilitating
mitral valve disease.  We will continue to vigorously defend our
intellectual property against any attempts by third parties to
infringe on these rights."

                     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$108.04 for the year ended Dec.
31, 2018, compared to a net loss of US$22.90 million for the year
ended Dec. 31, 2017.  As of Dec. 31, 2018, Neovasc had US$11.99
million in total assets, US$21.66 million in total liabilities, and
a total deficit of US$9.66 million.

Grant Thornton LLP, in Vancouver, BC, the Company's auditor since
2002, issued a "going concern" opinion in its report on the
Company's consolidated financial statements for the year ended Dec.
31, 2018, stating that the Company incurred a net loss of
$108,042,868 during the year ended Dec. 31, 2018, and as of that
date, the Company's liabilities exceeded its assets by $9,666,884.
These conditions, along with other matters, raise substantial doubt
about the Company's ability to continue as a going concern.


NORDAM GROUP: Court Approves Disclosures, Confirms Ch. 11 Plan
--------------------------------------------------------------
The Bankruptcy Court has issued an order approving the Disclosure
Statement explaining The NORDAM Group, Inc., et al.'s Joint Chapter
11 Plan on a final basis and confirming the Plan.

All objections to the Plan that have not been withdrawn or resolved
before the Combined Hearing are overruled.

Notwithstanding anything in this Plan to the contrary, all
mortgages, deeds of trust, Liens, pledges, or other security
interests that secure Allowed Priority Tax Claims shall continue in
full force and effect and shall not be released until all Allowed
Priority Tax Claims have been paid in full in Cash.

Except as otherwise provided in the Plan or any agreement,
instrument, or other document incorporated in the Plan or the Plan
Supplement, on the Effective Date, all property in each estate, all
Causes of Action, all executory contracts and unexpired leases
assumed or assigned by any of the Debtors, and any property
acquired by any of the Debtors, including Interests held by the
Debtors in non-Debtor subsidiaries, pursuant to the Plan shall vest
in each respective Reorganized Debtor, free and clear of all Liens,
Claims, charges, or other encumbrances; provided, that the
Debtors’ assets shall vest free and clear as to any unimpaired
Claim only when such Claim has been (1) paid in full in accordance
with the Plan or (2) otherwise satisfied, disposed of, or
Disallowed. On and after the Effective Date, each Reorganized
Debtor may operate its business and may use, acquire, or dispose of
property, and compromise or settle any Claims, Interests, or Causes
of Action without supervision or approval by the Bankruptcy Court
and free of any restrictions of the Bankruptcy Code or Bankruptcy
Rules.

The Debtors and Reorganized Debtors (as applicable), the U.S.
Trustee, and the Committee shall have the right to receive copies
of any invoices (in the same form required under paragraph 7 of the
DIP Order) for Restructuring Expenses incurred before the Effective
Date when they become available, and to review and object to any
such Restructuring Expenses on reasonableness grounds.

The Debtors or Reorganized Debtors may not extend the deadline to
assume or reject any executory contract or unexpired lease beyond
what is permitted under section 365 of the Bankruptcy Code.

The rights of holders of any such Claims subject to setoff or
recoupment are hereby preserved, and such holders may challenge in
the Bankruptcy Court or any other court of competent jurisdiction
any setoffs or recoupments made by the Debtors or the Reorganized
Debtors.

Nothing in the Plan, including the provisions of this Article VIII,
shall (1) release any Entity's Effective Date or post-Effective
Date obligations, rights, or defenses arising under the Plan or any
document, instrument, or agreement assumed or executed in
connection with the Plan (including documents, instruments, or
agreements included in the Plan Supplement) or (2) affect the
rights of holders of Claims or Interests to seek to enforce the
Plan, including the distributions to which holders of Allowed
Claims and Interests are entitled to receive under the Plan.

The discharge as to any unimpaired Claim shall take effect only
when such Claim has been (1) paid in full in accordance with the
Plan or (2) otherwise satisfied, disposed of, or Disallowed. Any
default or "event of default" by the Debtors  with respect to any
Claim or Interest that existed  on account of the filing of these
chapter 11 cases shall be deemed cured (and no longer continuing)
as of the Effective Date with respect to a Claim that is unimpaired
by the Plan. The Confirmation Order shall be a judicial
determination of the discharge of all Claims and Interests subject
to the occurrence of the Effective Date , except as otherwise
provided in the Plan.

Released Party from Claims or Causes of Action arising from an act
or omission that is judicially determined by a Final Order to have
constituted actual fraud, willful misconduct, or gross negligence.

A blacklined copy of the First Amended Plan dated March 14, 2019,
is available at http://tinyurl.com/y58utuyafrom Epiq11.com at no
charge.

                  About The Nordam Group

Founded in 1969 on family values with multiple, strategically
located operations and customer support facilities around the
world, Tulsa-based NORDAM is a leading independently owned
aerospace company.  The firm designs, certifies and manufactures
integrated propulsion systems, nacelles and thrust reversers for
business jets; builds composite aircraft structures, interior
shells, custom cabinetry and radomes; and manufactures aircraft
transparencies, such as cabin windows, wing-tip lens assemblies and
flight deck windows.  NORDAM also is a major third-party provider
of maintenance, repair and overhaul services to the military,
commercial airline and air freight markets.

The NORDAM Group, Inc., and certain of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 18-11699) on
July 22, 2018.  In the petition signed by CRO John C. DiDonato, The
NORDAM Group estimated assets of $500 million to $1 billion and
liabilities of $100 million to $500 million.

The Debtors tapped Weil Gotshal & Manges LLP and Richards, Layton &
Finger, P.A., as counsel; Huron Consulting, LLC, as financial
advisor; Guggenheim Securities, LLC, as investment banker; and Epiq
Corporate Restructuring, LLC, as the claims and noticing agent.


NORTHBELT LLC: Seeks to Belvoir Asset as Leasing Agent
------------------------------------------------------
Northbelt LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to hire Belvoir Asset Management LLC as
leasing agent and manager.

Belvoir will act as an independent contractor for the leasing of
the Debtor's real property located at 333 North Sam Houston Parkway
E, Houston, Texas.  The firm will receive compensation as leasing
agent as follows:

     a. For new leases and expansions consummated without the
involvement of an outside broker, will receive 4% of the base
rentals for the lease term.

     b. For renewals or extensions consummated without the
involvement of an outside broker, Belvoir will receive 2% of the
base rentals for the renewal term until the property achieves 80%
physical occupancy or greater and then 4% of base rentals for the
lease term.

     c. For new leases and expansions consummated with the
involvement of an outside broker, Belvoir will receive 2% of the
base rentals for the lease term. The outside broker will receive a
commission of 4% of base rentals to which it is entitled pursuant
to its brokerage agreement with Debtor. Any such commission due to
an outside broker shall be the responsibility of Debtor.

     d. For renewals and extensions consummated with the
involvement of an outside broker, Belvoir will receive 1% of the
base rentals for the lease term until the property achieves 80%
physical occupancy or greater and then 2% percent of base rentals
for the lease term. The outside broker will receive a commission of
4% of base rentals to which it is entitled pursuant to its
brokerage agreement with Debtor. Any such commission due to an
outside broker shall be the responsibility of Debtor.

Meanwhile, the duties of Belvoir as manager include the management
of the property, services to tenants, maintenance and repairs,
employment and supervision of personnel, annual budgets,
collections, disbursements, reports, operating expense audits,
compliance with laws, and notification of litigation.  The firm
will be paid a monthly management fee equal to the greater of
$1,400 per month or 1.5% of the "effective gross revenues."

W. Patrick Grimes, senior director of  Belvoir, disclosed a court
filing that his firm is a "disinterested person" as such term is
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached at:

      W. Patrick Grimes
      Belvoir Asset Management LLC
      15835 Park Ten Place, Suite 150
      Houston, TX 77084
      Phone: +1 713-332-8220

                      About Northbelt LLC

Northbelt, LLC, a lessor of real estate headquartered in Houston,
Texas, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 19-30388) on Jan. 28, 2019.  At the time
of the filing, the Debtor estimated assets of $10 million to $50
million and liabilities of $10 million to $50 million.  The case is
assigned to Judge Eduardo V. Rodriguez.  Joyce W. Lindauer
Attorney, PLLC is the Debtor's counsel.


NORTHWEST FARM: Seeks Access to Cash Collateral Through June 2019
-----------------------------------------------------------------
Northwest Farm & Supply Co. seeks authority from the U.S.
Bankruptcy Court for the District of South Dakota to use the cash
collateral of Dakota Plains Federal Credit Union to pay
postpetition operating expenses through the end of June 2019, when
the Debtor hopes to have its proposed plan confirmed.

The Debtor anticipates using cash collateral during the first four
months of operation during chapter 11 in the approximate amounts
of: $70,732 in March, $77,561 in April; $70,045 in Mary; and
$71,473 in June, 2019.

Dakota Plains has first-position liens on Debtor's real and
personal property, including the cash collateral Debtor wants to
use, Additionally, since Dakota Plains' liens are under-secured, no
other creditor has an allowed interest in such cash collateral.
The Debtor proposes to provide Dakota Plains with adequate
protection in the form of a replacement lien on Debtor's
post-petition inventory and receivables.

A copy of the Debtor's Motion is available at

               http://bankrupt.com/misc/sdb19-50031-7.pdf

                   About Northwest Farm & Supply Co.

Northwest Farm & Supply Co. -- https://www.nwsupply.biz -- is an
independent and locally owned business that sells automotive
supplies; building materials, cleaning supplies; doors & windows;
electrical; farm & ranch supplies; hardware; heating, ventilation &
air conditioning; housewares; lawn & garden supplies; paint &
painting supplies; power tools & accessories; and storage &
organization supplies.  The Company has a complete feed and farm &
ranch department along with a retail store.

Northwest Farm & Supply filed a Chapter 11 petition (Bankr. D.S.D.
Case No. 19-50031), on March 1, 2019.  The petition was signed by
Douglas A. Peterson, president.  The case is assigned to Judge
Charles L. Nail, Jr.  The Debtor is represented by Donald L.
Swanson, Esq. at Koley Jessen P.C., L.L.O. At the time of filing,
the Debtor had $1,820,027 in assets and $3,106,223 in debts.


NORTHWEST FARM: Seeks Permission to Pay Bounced Check Claims
------------------------------------------------------------
Northwest Farm & Supply Co. seeks permission from the United States
Bankruptcy Court for the District of South Dakota to pay
prepetition obligations to certain critical vendors, specifically
the Bounced Check Claims.

The Debtor recently wrote checks for sales taxes and for payment of
various vendors. Unknown to Debtor, the creditor that holds a lien
on its assets and checking account, decided to dishonor those
checks.

The Debtor's counsel, Donald L. Swanson at Koley Jessen P.C.,
L.L.O. informs the Court that, "I received a call from the taxing
authority threatening criminal sanctions for one of the bounced
checks for sales tax since its amount was $16,000. I learned today
that the result of a prior tax audit by the taxing authority may be
sufficient to cover this obligation, but I don't know for sure."

Accordingly, Mr. Swanson believes it is important that they "be
able to make good various of the bounced checks and related gees as
funds become available." He also says that payment of Bounced Check
Claims is necessary to preserve operations and maximize the value
of its assets and operations. He believes that the need for
flexibility in paying such claims is particularly acute in the
period immediately following the Petition Date. Furthermore, if
Debtor will not be allowed to pay Bounced Check Claims, creditors
will have little incentive to continue dealing with the Debtor.

A copy of the Debtor's Motion is available at

              http://bankrupt.com/misc/sdb19-50031-8.pdf

                 About Northwest Farm & Supply Co.

Northwest Farm & Supply Co. -- https://www.nwsupply.biz -- is an
independent and locally owned business that sells automotive
supplies; building materials, cleaning supplies; doors & windows;
electrical; farm & ranch supplies; hardware; heating, ventilation &
air conditioning; housewares; lawn & garden supplies; paint &
painting supplies; power tools & accessories; and storage &
organization supplies.  The Company has a complete feed and farm &
ranch department along with a retail store.

Northwest Farm & Supply filed a Chapter 11 petition (Bankr. D.S.D.
Case No. 19-50031) on March 1, 2019.  In the petition signed by
Douglas A. Peterson, president, the Debtor disclosed $1,820,027 in
assets and $3,106,223 in debt.  The case is assigned to Judge
Charles L. Nail, Jr.  The Debtor is represented by Donald L.
Swanson, Esq., at Koley Jessen P.C., L.L.O.


OKLAHOMA PROCURE: Unsecureds' Projected Recovery 2.5%-4.7%
----------------------------------------------------------
Oklahoma ProCure Management, LLC, proposes a combined Chapter 11
Plan of Liquidation and accompanying Disclosure Statement.

Class 4: General Unsecured Claims are impaired with projected
recovery of approximately 2.5% to 4.7%. Each Holder of an Allowed
General Unsecured Claim shall receive in full and final
satisfaction, settlement, and release of and in exchange for its
Allowed Class 4 Claim its Pro Rata share of the General Unsecured
Claim Distribution Fund.

Class 3: Pre-petition Senior Secured Claims are impaired with
projected recovery of approximately 10.7%. Each Holder of an
Allowed Pre-petition Senior Secured Claim shall be entitled to
receive (a) its Pro Rata Share, as reflected in the books and
records of the Agent, Pre-petition Senior Claims Distribution
Amount, as set forth below and (b) treatment as a Released Party
under the Plan.

Class 5:  Subordinated Claims are impaired. Holders of Subordinated
Claims will not receive any Distributions on account of such Claims
under the Plan.

Class 6: Interests are impaired. On the Effective Date, all
Interests shall be deemed canceled, extinguished and discharged and
of no further force or effect, and the Holders of Interests shall
not be entitled to receive or retain any property on account of
such Interests.

The Plan will be funded by the Cash and Cash equivalents held by
the Debtor and Post-Effective Date Debtor.

The Debtor also asked the Court to approve the following
confirmation schedule:

   Voting Deadline            May 18, 2019

   Deadline to Object to
   Confirmation and Final
   Approval of Adequacy of
   Disclosure                 May 13, 2019

   Deadline to File Reply
   in Support of Confirmation
   and Final Approval of
   Adequacy of Disclosure     May 22, 2019

   Confirmation Hearing       May 28, 2019

A full-text copy of the Disclosure Statement dated March 14, 2019,
is available at  http://tinyurl.com/y4g9kj58from
upshotservices.s3.amazonaws.com at no charge.

            About Oklahoma ProCure Management

Oklahoma ProCure Management, LLC -- https://www.procure.com/ --
operates the ProCure Proton Therapy Center in Oklahoma City that
utilizes proton therapy for treatment of cancer.

Oklahoma ProCure sought bankruptcy protection (Bankr. D. Del. Case
No. 18-12622) on Nov. 15, 2018.  In the petition signed by James J.
Loughlin, Jr., VP/assistant treasurer, the Debtor estimated assets
of $10 million to $50 million and liabilities of $100 million to
$500 million.  Judge Mary F. Walrath presides over the case.  The
Debtor tapped Gregory W. Werkheiser, Esq., at Morris, Nichols,
Arsht & Tunnell LLP, as general counsel.

Andrew R. Vara, the Acting United States Trustee for Region 3,
appointed Deborah Burian as the Patient Care Ombudsman for Oklahoma
ProCure Management, LLC.


PENNYMAC FINANCIAL: S&P Alters Outlook to Neg., Affirms 'B+' ICR
----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on PennyMac
Financial Services Inc. to negative from stable and affirmed its
'B+' long-term issuer credit rating.

S&P has revised the outlook on PennyMac to negative amid a
difficult mortgage origination environment, as gain-on-sale margins
declined to 0.88% in 2018 from 1.13% in 2017. The reduction in
origination profitability drove adjusted EBITDA down to $365
million in 2018 from $431 million in 2017 with EBITDA margins
falling to 29.7% from 36.1%. These declines, along with two term
note issuances in 2018, led to a substantial increase in leverage
to 4.2x in 2018 from 2.56x in 2017.

"The negative outlook on PennyMac reflects our expectations that
the company will operate with leverage, as measured by debt to
adjusted EBITDA, of 4.0x-4.5x over the next 12 months. Further, our
current ratings reflect our expectations that the mortgage
origination environment will remain difficult, which is partially
offset by the strong cash flow generated by the company's growing
mortgage servicing business," S&P said.   

S&P said it could lower the ratings over the next 12 months if
earnings deteriorate, if it expects the company to operate with
leverage above 4.5x on a sustained basis, or if debt to tangible
equity increases above 1.5x. For example, the company could
increase leverage by upsizing their term issuances backed by Ginnie
Mae MSR's, which could potentially lead to a downgrade, according
to S&P.

"We view an upgrade as unlikely at this time. We could raise the
rating over time if we expect the company to operate with leverage
below 2.75x on a sustained basis while maintaining its strong
market position," S&P said.


PERKINS TIMBER: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of Perkins Timber Harvesting, LLC as of March
8, 2019, according to a court docket.
    
                  About Perkins Timber Harvesting

Founded in 1966, Perkins Timber Harvesting --
https://www.perkinstimberharvesting.com -- is family business that
offers large scale mechanical timber harvesting, fire prevention
thinning, and chipping operations.  Perkins Timber is headquartered
in Williams, Arizona.

Perkins Timber Harvesting sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 19-02519) on March 8,
2019.  At the time of the filing, the Debtor disclosed $2,530,206
in assets and $2,215,954 in liabilities.  Davis Miles McGuire
Gardner, PLLC represents the Debtor as legal counsel.


PG&E CORP: Mizuho Bank Appointed as New Committee Member
--------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on March 20
disclosed in a court filing that he appointed Mizuho Bank, Ltd. as
new member of the official committee of unsecured creditors in the
Chapter 11 cases of PG&E Corporation and Pacific Gas and Electric
Company.

Mr. Vara also disclosed that Western Asset Management Company, LLC,
resigned as committee member.

Mizuho Bank can be reached through:

     Noel P. Purcell
     Mizuho Bank, Ltd.
     1251 Avenue of the Americas
     New York, NY  10020
     Email: noel.purcell@mizuhogroup.com

                        About PG&E Corp.

PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco.  It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.

As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.

PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp.  Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.

On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).

PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018.  The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.

The Debtors tapped Weil, Gotshal & Manges LLP and Cravath, Swaine &
Moore LLP as legal counsel; Lazard as investment banker;
AlixPartners, LLP as restructuring advisor; and Prime Clerk LLC as
claims and noticing agent.

In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as chief restructuring officer.  In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer.  Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 12, 2019.  The committee hired Milbank
LLP as its legal counsel.


PIKE CORP: Moody's Completes Ratings Review, B2 CFR Retained
------------------------------------------------------------
Moody's Investors Service has completed a periodic review of the
ratings of Pike Corporation and other ratings that are associated
with the same analytical unit. The review was conducted through a
portfolio review in which Moody's reassessed the appropriateness of
the ratings in the context of the relevant principal
methodology(ies), recent developments, and a comparison of the
financial and operating profile to similarly rated peers. The
review did not involve a rating committee. Since January 1, 2019,
Moody's practice has been to issue a press release following each
periodic review to announce its completion.

Pike Corporation's ("Pike") B2 Corporate Family Rating ("CFR")
considers its moderate scale relative to its clients and other
construction companies, limited geographic diversity, end market
and customer concentration and the event risk associated with the
fragmented nature of the industry. The rating also considers Pike's
moderate leverage with debt-to-EBITDA of 4.6x and the company's
ability to generate good free cash flow of approximately $40-$50
million estimated for 2019 which gives it capacity to continue to
partially pay down debt or to make small acquisitions.


POWERTEAM SERVICES: Moody's Completes Review, B2 CFR Retained
-------------------------------------------------------------
Moody's Investors Service has completed a periodic review of the
ratings of PowerTeam Services, LLC and other ratings that are
associated with the same analytical unit. The review was conducted
through a portfolio review in which Moody's reassessed the
appropriateness of the ratings in the context of the relevant
principal methodology(ies), recent developments, and a comparison
of the financial and operating profile to similarly rated peers.
The review did not involve a rating committee. Since January 1,
2019, Moody's practice has been to issue a press release following
each periodic review to announce its completion.

PowerTeam Services, LLC's ("PowerTeam") B3 Corporate Family Rating
considers the company's recent weak operating performance and
delays in restructuring its electric segment following the
safety-related loss of two customers. As a result PowerTeam's
debt-to-EBITDA is elevated and higher than anticipated at 6.2x for
the twelve months ended September 30, 2018 incorporating Moody's
standard adjustments. The rating also considers its modest scale,
relative lack of geographic and end-market diversification,
significant customer concentration, and event risk under private
equity ownership. These risks are partially offset by Moody's
favorable view of the utilities services industry and PowerTeam's
adequate liquidity.


PROJECT ALPHA: S&P Raises ICR to 'B' on Improved Credit Metrics
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating to 'B' on
Project Alpha Intermediate Holdings Inc., parent of business
intelligence (BI) software company Qlik Technologies Inc.

The rating action follows Project Alpha's Feb. 21 announcement of a
public-to-private acquisition of Attunity Ltd., a data management
solutions company, for a purchase price of roughly $560 million.
The transaction will be funded with an incremental term loan, cash,
and a draw on Qlik's revolver.

S&P also assigned a 'B' issue-level rating and '3' recovery rating
to the incremental term loan facility, and raised its rating on the
existing term loan and revolving credit facility to 'B' from 'B-'.
The '3' recovery rating on the existing secured debt is unchanged.

"We based the upgrade on our forecast that while Qlik's leverage
will start at low-8x after the acquisition of Attunity, we forecast
Qlik will be able to deleverage on a sustained schedule to below 7x
in 2019 on improving EBITDA margins, good topline growth, and good
free operating cash flow (FOCF)," S&P said. "The rating also
reflects the highly competitive and fragmented operating landscape,
narrow focus on the business intelligence market segment, and a
short track record at current profitability levels, but also its
status among the leaders in the market and an increasing mix of
recurring revenue."

S&P said the stable outlook on Qlik reflects its expectation that
management will successfully integrate the Attunity business.
Starting leverage will be high in the low-8x range after the
acquisition, but improving EBITDA margins from cost reduction and
synergies, along with topline growth from organic and inorganic
opportunities, will drive leverage to below 7x by the end of 2019,
according to S&P.

"We could lower the rating if Qlik sustains adjusted leverage above
7x over the next 12 months. This could result from business
disruptions following the integration of Attunity, competitive
pressures leading to customer loss, or ineffective expense
management, leading to lower EBITDA and higher adjusted leverage.
This could also occur if acquisitions or shareholder returns result
in leverage above 7x," S&P said.

"While unlikely over the next 12 months, we could look to raise the
rating if Qlik is able to sustain adjusted leverage below 5x.
However, we believe the financial sponsor ownership would rather
utilize the balance sheet for shareholder returns or acquisitions,
and that we would look for a commitment from ownership to stay
below the 5x leverage level before taking a rating action," S&P
said.


PYRGOS TAXI: $350K Sale of Two NYC Taxi Medallions Approved
-----------------------------------------------------------
Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York authorized Prygos Taxi, Inc.'s
Agreement for Sale of Medallions with Athanasios J. Giovanis in the
place of John Giovanis (for a soon to be named corporation), as
amended, on Feb. 5, 2019, in connection with the sale of NYC taxi
medallions 9N35 and 9N36 for $350,000, plus additional
consideration of $37,500 to be paid at closing to Bay Ridge Federal
Credit Union by guarantors George Janetos and/or John Janetos.

The sale is free and clear of all liens claims and encumbrances,
with such liens claims and encumbrances to attach to the aforesaid
sale proceeds, and with such proceeds and additional consideration
to be paid forthwith to BRFCU at closing on the subject sale
pursuant to the Agreement.

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

     http://bankrupt.com/misc/Pyrgos_Taxi_87_Order.pdf

                      About Pyrgos Taxi Corp.

Pyrgos Taxi Corp. is a New York corporation that formed on or about
Sept. 1, 1976.  The stock of which is owned 100% or 200 shares by
John Janetos "Borrower."  The Borrower is the sole officer of the
individual Debtor.  Pyrgos Tax is the licensed owner of the
business which is operated at a principle place of business located
at 39-32 21st Street, Bay Ridge, New York 11361.

Pyrgos Taxi Corp. sought Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 1-18-41344) on March 9, 2018.

Counsel for the Debtor:

        Alla Kachan, Esq.
        LAW OFFICES OF ALLA KACHAN, P.C.
        3099 Coney Island Avenue, 3rd Fl.
        Brooklyn, NY 11235
        Telephone: (718) 513-3145


QTS REALTY: S&P Affirms 'BB-' ICR on Expected Deleveraging
----------------------------------------------------------
S&P Global Ratings affirmed its issuer credit rating on QTS Realty
Trust Inc.'s (QTS) at 'BB-'. The outlook is stable. S&P also
affirmed its issue-level rating on the company's senior unsecured
notes at 'BB' and its issue-level rating on its preferred shares at
'B-'.

The rating affirmation follows the company's favorable operating
performance during 2018 and S&P's expectation for leverage metrics
to improve as a result of EBITDA expansion during 2019 and limited
use of incremental debt, particularly following the recently
announced capital transactions including equity issuance and a
newly formed joint venture (JV).

The stable outlook reflects S&P's expectation for QTS to maintain
solid operating performance and high capital expenditures, but with
limited incremental debt. S&P estimates debt to EBITDA will decline
to about 8x in 2019.

"We could raise the ratings if QTS continues to execute on its
growth strategy. A larger proportion of NOI coming from the
company's hyperscale business that smooths its lease expiration
profile, provides improved longer term cash flow visibility and
improves profitability metrics, could lead to an upgrade. To merit
an upgrade, we would also need to see adjusted debt to EBITDA
decline to and be sustained below 7x, either from EBITDA expansion
or debt reduction, including the conversion to equity of its
preferred shares," S&P said.

S&P said it could lower the ratings if the company's adjusted debt
to EBITDA exceeds 9x and is sustained at this level over the
following 12 months. This could result from a more aggressive
debt-financed expansion, or from weakening operating performance in
the core portfolio that results in contracting revenue or operating
margins, according to S&P.


ROSEGARDEN HEALTH: Cash Collateral Use Continued Until April 10
---------------------------------------------------------------
The Hon. Ann M. Nevims of the U.S. Bankruptcy Court for the
District of Connecticut authorized Jon Newton, the Chapter 11
Trustee for the jointly administered estates of The Rosegarden
Health and Rehabilitation Center LLC, and Bridgeport Health Care
Center Inc., to use cash collateral for a period through and
including April 13, 2019.

A continued hearing on the Cash Collateral Motion will be held on
April 10, 2019 at 11:00 a.m.

The Debtors will use cash collateral, including proceeds from its
accounts receivable, which cash collateral may be subject to the
liens and/or security interests of the Alleged Secured Parties. The
Debtors will use cash collateral in accordance with the Budget with
a variance of 10% permitted, and a greater variance upon the
written consent of the Alleged Secured Parties.

The Alleged Secured Creditors are: (1) The Internal Revenue
Service; (2) The State of Connecticut Department of Revenue
Services; (3) The State of Connecticut Department of Labor; (4)
Peoples United Bank; (5) Ram Capital Funding LLC; (6) World Global
Capital, LLC d/b/a Fastline Capital; (7) Yellowstone Capital, LLC;
and (8) B of I Federal Bank.

In exchange for the preliminary use of cash collateral by the
Debtors, the Alleged Secured Creditors are granted replacement
and/or substitute liens as provided in Bankruptcy Code section
361(2) in all post-petition assets and proceeds thereof, excluding
all bankruptcy avoidance causes of action, having the same
validity, extent, and priority that the Alleged Secured Creditors
possessed as to said liens on the Filing Date and any rights of
setoff claimed by any of the Alleged Secured Creditors as against
the Debtors' assets prior to the Filing Date.

To the extent the adequate protection provided to the Alleged
Secured Creditors proves to be inadequate and such inadequacy gives
rise to a claim allowable under section 507(a)(2) of the Bankruptcy
Code, such claim will constitute an allowed administrative expense
claim against each of the Debtors on a joint and several basis with
priority over all administrative claims in these bankruptcy cases,
including all claims of the kind specified in sections 503(b) and
507(b) of the Bankruptcy Code.

A copy of the Order is available at

              http://bankrupt.com/misc/ctb18-30623-887.pdf

                   About The Rosegarden Health and
                      Rehabilitation Center LLC

Located in Waterbury, Connecticut, Bridgeport Health Care Center
and The Rosegarden Health and Rehabilitation Center LLC --
http://www.bridgeporthealthcarecenter.com/-- provide long and
short-term nursing care and rehabilitation services.  Bridgeport
offers nursing care, Alzheimer's care, rehab/physical therapy,
wound care, dietary, respite care, and hospice care. Rosegarden
services include 24-hour nursing care, APRN on Staff,
short-term/long-term rehab, physical therapy, speech therapy,
occupational therapy, IV therapy/medical/incontinence management,
CPAP/BIPAP/tracheotomy care, podiatry; dental, audiology services,
respiratory care, among others.

Bridgeport Health Care and Rosegarden sought Chapter 11 protection
(Bankr. D. Conn. Case Nos. 18-50488 and 18-30623, respectively) on
April 18, 2018.  In the petitions signed by their chief financial
officer, Chaim Stern, Bridgeport estimated assets and liabilities
of less than $50 million, and Rosegarden Health estimated assets
and liabilities of less than $10 million.

The Hon. Julie A. Manning is the case judge.  

Richard L. Campbell, Esq., at White and Williams LLP, serves as the
Debtors' counsel.

William K. Harrington, the United States Trustee for Region 2,
appointed Joseph J. Tomaino as patient care ombudsman in the cases.
The PCO hired Barbara H. Katz, as counsel.

Jon Newton was appointed Chapter 11 trustee for the Debtors.  The
Trustee is represented by Reid and Riege, P.C.


SAGE COLLEGES: Moody's Revises Ratings Outlook to Stable
--------------------------------------------------------
Moody's Investors Service has revised the outlook to stable from
negative and affirmed The Sage Colleges, NY's Caa1 rating on
roughly $10.8 million of outstanding revenue bonds. The series
1999A bonds were issued through the City of Albany Industrial
Development Agency, NY and 2002A bonds were issued through
Rensselaer County Industrial Development Agency, NY.

RATINGS RATIONALE

The revision of the outlook to stable reflects improved financial
performance in fiscal 2018 compared to prior years and prospects
for further strengthening in fiscal 2019. A larger incoming class
in fall 2018 aids prospects for net tuition revenue growth. The
college's management has taken substantial steps to reduce
structural deficits and streamline its organization. The operating
cash flow margins improved to 5% in fiscal 2018 from -2.2% in
fiscal 2017, due to reduction in expenses. Management has decided
to combine its two undergraduate institutions: Russell Sage College
and Sage College of Albany which will reduce some operational
complexities and provide opportunities to create cost efficiencies.
Fall 2018 enrollment increased by 6.5% over the prior year, which
is notable given that the college has had two years of enrollment
decline in fall 2016 and 2017. Enrollment growth in fall 2018 will
likely grow the net tuition revenue for fall 2019, which will
support additional improvement in operating performance.

The Caa1 rating incorporates The Sage Colleges' small scale of
operations in a highly competitive market with demographic
challenges, modest wealth, improved but still weak operating
performance, and limited capital reinvestment in recent years. Sage
is highly dependent on a secured bank line of credit for working
capital, with liquidity risk and counterparty concentration in the
debt portfolio. Bondholders have been effectively subordinated to
the bank providing working capital funds, reducing prospects for
recovery in event of default. Recovery prospects in the event of
default for both the Series 1999A and 2002A are uncertain as they
would likely be dependent upon sale of campus property with no
current market value provided, and subject to liens provided to a
bank counterparty for additional debt.

RATING OUTLOOK

The stable outlook reflects our expectation that the college will
be able to at least maintain enrollment at the current level while
further improving operating performance in fiscal years 2019 and
2020.

FACTORS THAT COULD LEAD TO AN UPGRADE

-- Substantial increase in liquidity and non-reliance on external

    liquidity for operations

-- Sustained strengthening in student demand, resulting in
    revenue growth and significantly improved operating
    performance

FACTORS THAT COULD LEAD TO A DOWNGRADE

-- Failure to secure waivers on financial covenants resulting in
    acceleration of bank debt

-- Inability to renew working capital line of credit in fiscal
    2020-2021

LEGAL SECURITY

The Series 1999A and 2002A bonds are general obligations of the
college. The Series 1999A have a debt service reserve fund. There
are no financial covenants. The 1999A bonds are unsecured, and the
college's agreements with M&T have resulted in effective
subordination of bondholders to the collateral granted to the bank.
The Series 2002A bonds have a security interest in a specific
property on campus.

PROFILE

The Sage Colleges is a private institution comprising three
colleges: Russell Sage College, a women's college in Troy, New
York, Sage College of Albany, a co-educational college in Albany,
New York, and the Sage Graduate School, which operates both in Troy
and in Albany. The college enrolls over 2,200 FTE students and
generates approximately $46 million in revenue.


SEAWALK INVESTMENTS: Case Summary & 3 Unsecured Creditors
---------------------------------------------------------
Debtor: Seawalk Investments, LLC
        115 First Avenue
        Jacksonville Beach, FL 32250

Business Description: Seawalk Investments, LLC is a privately held
                      company in Jacksonville, Florida.  The
                      Company previously sought bankruptcy
                      protection on Aug. 11, 2011 (Bankr. M.D.
                      Fla. Case No. 11-05969).

Chapter 11 Petition Date: March 21, 2019

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

Case No.: 19-01010

Judge: Hon. Jerry A. Funk

Debtor's Counsel: Robert D. Wilcox, Esq.
                  WILCOX LAW FIRM
                  93 Rio Drive
                  Ponte Vedra Beach, FL 32082
                  Tel: 904-405-1248
                  E-mail: rw@wlflaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by James R. Stockton, agent.

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

          http://bankrupt.com/misc/flmb19-01010.pdf


STEADYSERV TECHNOLOGIES: Taps KSM Business to Prepare Tax Returns
-----------------------------------------------------------------
SteadyServ Technologies, LLC received approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to hire KSM
Business Services, Inc.

KSM will prepare and file the Debtor's 2018 tax returns and provide
each of its members with K-1 statements. The firm will be paid at
these hourly rates:

     Partner     $460 - $510
     Director    $300 - $375
     Manager     $230 - $300
     In-Charge   $165 - $210
     Staff       $140 - $175

Jamie Ellis, chief operating officer of KSM, attests that the firm
and its employees neither hold nor represent any interest adverse
to the Debtor.

The firm can be reached through:

     Jamie Ellis
     KSM Business Services, Inc.
     800 East 96th Street, Suite 500
     Indeanapolis, IN 46240
     Phone: (317) 580-2000

              About SteadyServ Technologies LLC

Founded in 2012, SteadyServ Technologies, LLC --
https://steadyserv.com -- is an Indianapolis-based startup behind a
smart beer management system known as iKeg. SteadyServ's iKeg
technology is an IoT driven SaaS solution which measures and
reports, on a near-real-time basis, down to the ounce, the exact
volume of beer remaining in a retailer's kegs.  SteadyServ is used
by bars, restaurants and other dispensers in the United States.

SteadyServ Technologies, LLC filed a voluntary petition under
chapter 11 of Title 11 of the United States Code (Bankr. S.D. Ind.
Case No. 19-00708) on February 7, 2019. In the petition signed by
Steven Hershberger, co-chief executive officer, the Debtor
estimated $54,999 in assets and $6,457,339 in liabilities. Michael
W. Hile, Esq., at Jacobson Hile Kight, LLC, is the Debtor's
counsel.


SYNEOS HEALTH: S&P Assigns 'BB' Rating to New Sr. Credit Facility
-----------------------------------------------------------------
S&P Global Ratings assigned a 'BB' issue-level rating to Syneos
Health Inc.'s proposed senior credit facility in a leverage-neutral
refinancing transaction. The recovery rating is '3', indicating
S&P's expectation of meaningful (50%-70%; rounded estimate: 55%)
recovery in a default.

Furthermore, the 'B+' issue-level rating and '6' recovery rating
for the company's $403 million unsecured notes are unchanged. The
'6' recovery rating indicates S&P's expectation of negligible
(0%-10%; rounded estimate: 5%) recovery in the event of a default.

"We have not incorporated the redemption of the unsecured notes in
this analysis. However, we expect the planned redemption of the
$403 million unsecured notes will be incrementally negative for the
recovery prospects for the senior secured credit facility," S&P
said. "After the unsecured notes redemption in October 2019, we
expect the issue-level rating on the secured credit facility will
remain 'BB' and the recovery rating will remain '3,' but estimate
that lenders will have 50% recovery in a default scenario, instead
of 55%."

Pro forma for this transaction, Syneos Health's capital structure
consists of a $600 million revolver (upsized from the current $500
million, undrawn at close) and a $1.55 billion term loan A ($400
million of which is structured as a delayed draw term loan, which
will be drawn to redeem the inVentiv notes in October 2019). S&P
expects the term loan B size will be reduced by $170 million.
Syneos Health also plans to use the proceeds from this new credit
facility to call the unsecured notes in October 2019.  

"Our 'BB' issuer credit rating on Syneos Health reflects our belief
that the company is well positioned to gain market share in the
long term as a top three contract research organization (CRO) and
the largest contract commercial organization (CCO). We believe the
adjusted leverage should decline via debt reduction and EBITDA
growth, staying in the 3x-4x range in the long term," S&P said.

  RATINGS LIST
  
  Syneos Health Inc.
  Issuer credit rating              BB/Stable/--

  New Rating
  Syneos Health Inc.
   $2.15 bil sr credit fac          BB
    Recovery rating                 3 (55%)


SYNERGY PHARMACEUTICALS: UST Objects to Houlihan Lokey Retention
----------------------------------------------------------------
BankruptcyData.com reported that the U.S. Trustee assigned to
Synergy Pharmaceuticals cases objected to the retention of Houlihan
Lokey Capital, Inc. as financial advisor and investment banker to
the Debtors' Official Committee of Equity Security Holders, citing
unreasonableness of Houlihan's fees in the liquidation context and
the lack of "evidence that Houlihan increased the recovery to
equity holders or to the estate."

On March 13, 2019, the Debtors' Official Committee of Unsecured
Creditors filed a similar objection, citing attempts by Houlihan to
disguise flat rate fees as success fees and terms that threaten to
run up Chapter 11 costs at the expense of creditors.

BankruptcyData related that the Equity Committee's objection
states, "In the present cases, Houlihan is seeking approval of its
retention and proposed fee structure under section 328(a).
Typically, fee structures pre-approved under section 328(a) are not
reassessed for reasonableness at a later stage. Given the
accelerated timeline of these cases with the Sale Motion having
already been approved and Houlihan's work for the Equity Committee
complete (or near complete), the Court is especially
well-positioned to make a determination as the reasonableness of
the terms of this engagement prior to approving the fee structure.
The Restructuring Transaction Fee (which could be as much as $2
million) is not reasonable because the Debtors are liquidating. To
the extent Houlihan seeks any approval of this Restructuring
Transaction Fee, the United States Trustee objects as it is a
patently unreasonable provision. Additionally, the Sale Transaction
Fee, which includes a $600,000 Sale Transaction Fee plus five
percent of the total recovery to equity security holders, is not
reasonable under the facts here. Equity security holders are
projected to receive no recovery. The Sale Motion has been
approved. The stalking horse bid that was on the table at the time
Houlihan was initially engaged proved to be the winning bid a month
later. There is no evidence that Houlihan increased the recovery to
equity holders or to the estate. In sum, the Deferred Fee is simply
not reasonable."

                 About Synergy Pharmaceuticals

Synergy (NASDAQ: SGYP) -- http://www.synergypharma.com/-- is a
biopharmaceutical company focused on the development and
commercialization of novel gastrointestinal (GI) therapies.  The
company has pioneered discovery, research and development efforts
around analogs of uroguanylin, a naturally occurring human GI
peptide, for the treatment of GI diseases and disorders.  Synergy's
proprietary GI platform includes one commercial product TRULANCE(R)
(plecanatide) and a second product candidate - dolcanatide.

Synergy Pharmaceuticals Inc. (Lead Case) and its subsidiary Synergy
Advanced Pharmaceuticals, Inc., filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 18-14010) on Dec. 12,
2018.  

In the petitions signed by Gary G. Gemignani, executive vice
president and chief financial officer, the Debtors posted total
assets of $83,039,825 and total liabilities of $179,282,378 as of
Sept. 30, 2018.

The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP as
bankruptcy counsel; Sheppard, Mullin, Richter & Hampton LLP as
special counsel; FTI Consulting, Inc. as financial advisor;
Centerview Partners Holdings LP as investment banker; and Prime
Clerk LLC, as notice and claims agent.

The U.S. Trustee for Region 2 on Jan. 29, 2019, appointed seven
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases.


T. LOFT LLC: Seeks Authorization to Use GAB Cash Collateral
-----------------------------------------------------------
t. Loft LLC requests the U.S, Bankruptcy Court for the District of
Kansas to authorize the post-petition use of cash collateral as set
forth in the proposed budget.

Pursuant to the Budget, the Debtor projects that the restaurants
will incur total monthly operational expenses of approximately
$32,832 during the month of March 2019.

The Debtor is indebted to Great American Bank ("GAB") pursuant to a
Commercial Security agreement, which is secured by assets of
Debtor. While Debtor has not fully analyzed GAB's loan documents,
the Debtor does believe GAB holds a duly perfected lien on Debtor's
accounts receivable.

The Debtor proposes providing GAB with a replacement lien in
post-petition accounts receivable in an amount equal to but not to
exceed the cash collateral used and to the extent that use of cash
collateral results in any decrease in the aggregate value of GAB's
on Debtor's property on the Petition Date. The Debtor asserts that
the post-petition grant of a security interest in accounts
receivable will provide adequate protection to GAB.

A copy of the Debtor's Motion is available at

            http://bankrupt.com/misc/ksb19-20388-3.pdf

                       About t. Loft LLC

t. Loft LLC -- http://www.tloft.net-- operates health cafes
offering fresh, all natural food and beverages.  The cafe caters to
the health conscious with fresh pressed juices, nutritious gourmet
meals and cleansing programs as well as a 100 percent gluten free
menu.

t. Loft LLC filed a Chapter 11 petition (Bankr. D. Kan. Case No.
19-20388) on March 1, 2019. The petition was signed by Jill Minton,
member.  The case is assigned to Judge Robert D. Berger.  The
Debtor is represented by Colin N. Gotham, Esq. at Evans & Mullinix,
P.A.  At the time of filing, the Debtor had $379,750 in assets and
$1,143,341 in debt.


TOUCHDOWN LLC: Taps Torres & Associates as Legal Counsel
--------------------------------------------------------
Touchdown, LLC received approval from the U.S. Bankruptcy Court for
the District of Maryland to hire Torres & Associates, LLC as its
legal counsel.

The firm will advise the Debtor of its rights, powers and duties
under the Bankruptcy Code; assist the Debtor in the preparation of
a bankruptcy plan; and provide other legal services in connection
with its Chapter 11 case.

The firm will charge an hourly fee of $295 for its services.

Jasmin Torres, Esq., the attorney who will be handling the case,
disclosed in a court filing that she and her firm do not represent
any interest adverse to the Debtor and its bankruptcy estate.

Torres & Associates can be reached through:

     Jasmin M. Torres, Esq.
     Torres & Associates, LLC
     711 St. Paul Street  
     Baltimore, MD 21202  
     Tel: (410) 262-0243
     Fax: (443) 927-8896
     Email: Jasmin@Landsettlementstoday.com

                        About Touchdown LLC

Touchdown, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 19-11248) on January 30, 2019.  At the
time of the filing, the Debtor had estimated assets of less than
$500,000 and liabilities of less than $500,000.  The case has been
assigned to Judge Michelle M. Harner.


TRI-STATE ENTERPRISES: Taps Craig M. Geno as Legal Counsel
----------------------------------------------------------
Tri-State Enterprises, LLC received approval from the U.S.
Bankruptcy Court for the Northern District of Mississippi to hire
the Law Offices of Craig M. Geno, PLLC as its legal counsel.

The firm will advise the Debtor regarding issues arising from
certain contract negotiations; evaluate claims of creditors; give
legal advice regarding any proposed reorganization plan; and
provide other services in connection with its Chapter 11 case.

The firm will be paid at these hourly rates:

     Craig Geno, Esq.     $425
     Associates           $250
     Paralegals           $185

The Debtor paid the firm a retainer in the amount of $16,717, of
which $1,717 was used to pay the filing fee.

Craig Geno, Esq., disclosed in a court filing that his firm does
not represent any interest adverse to the Debtor and its bankruptcy
estate.

The firm can be reached through:

     Craig M. Geno, Esq.
     Jarret P. Nichols, Esq.
     Law Offices of Craig M. Geno, PLLC
     587 Highland Colony Parkway
     P.O. Box 3380
     Ridgeland, MS 39158-3380
     Phone: 601-427-0048
     Fax: 601-427-0050
     Email: cmgeno@cmgenolaw.com
     Email: jnichols@cmgenolaw.com

                  About Tri-State Enterprises LLC

Tri-State Enterprises, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Miss. Case No. 19-10292) on
January 22, 2019.  At the time of the filing, the Debtor had
estimated assets of less than $1 million and liabilities of less
than $500,000.  The case has been assigned to Judge Jason D.
Woodard.


TRIPOLIS TAXI: $350K Sale of Two Taxi NYC Medallions Approved
-------------------------------------------------------------
Judge Elizabeth S. Stong of the U.S. Bankruptcy Court for the
Eastern District of New York authorized the Agreement for Sale of
Medallions made between the Debtor Prygos Taxi, Inc., an affiliate
of Tripolis Taxi Corp., and Athanasios J. Giovanis in the place of
John Giovanis (for a soon to be named corporation), as amended, on
Feb. 5, 2019, in connection with the sale of NYC taxi medallions
4J40 and 4J41 for $350,000, plus additional consideration of
$37,500 to be paid at closing to Bay Ridge Federal Credit Union by
guarantors George Janetos and/or John Janetos.

The sale is free and clear of all liens claims and encumbrances,
with such liens claims and encumbrances to attach to the aforesaid
sale proceeds.

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

      http://bankrupt.com/misc/Tripolis_Taxi_84_Order.pdf

                     About Tripolis Taxi Corp.

Tripolis Taxi Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 18-41344) on March 12,
2018.  In the petition signed by John Janetos, its president, the
Debtor estimated assets and liabilities of less than $1 million.
Judge Nancy Hershey Lord oversees the case.  The Law Offices of
Alla Kachan, P.C., is the Debtor's bankruptcy counsel; and Wisdom
Professional Services Inc. is its accountant.


TURIN AVIATION: Seeks to Hire Johnson Pope Bokor as Counsel
-----------------------------------------------------------
The Turin Aviation Group, LLC seeks authority from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Johnson Pope Bokor Ruppel & Burns, LLP as its legal counsel.

The firm will advise the Debtor of its duties under the Bankruptcy
Code, analyze and pursue avoidance actions if necessary, and
provide other legal services in connection with its Chapter 11
case.

Johnson Pope's hourly rates are:

     Alberto Gomez Jr.    Shareholder    $410
     Garrison Cohen       Associate      $225

The Debtor paid a pre-bankruptcy retainer of $7,500 and the court
filing fee of $l,717.  The Debtor has agreed to pay additional fees
and costs once the retainer is exhausted.

Alberto Gomez Jr., Esq., at Johnson Pope, assures the court that
his firm has no connection with and holds no interest adverse to
the Debtor and its bankruptcy estate.

The firm can be reached at:

     Alberto F. Gomez, Jr., Esq.
     Johnson Pope Bokor Ruppel & Burns, LLP
     401 E. Jackson Street Ste. 3100
     Tampa, FL 33602
     Tel: 813-225-2500
     Fax: 813-223-7118
     Email: Al@jpfirm.com

                         About Turin Aviation Group, LLC

Turin Aviation Group is a family of Companies that include Falcon
Aircraft Services, Vintage Aero, Inc., and the newly established
Turin Advance Concepts

Turin Aviation Group, LLC, filed a Voluntary Petition for Relief
under Chapter II of the Bankruptcy Code (Bankr. M.D. Fla. Case no.
19-01890) on March 6, 2019. The Debtor estimates $500,001 to $1
million in assets and $100,001 to $500,000 in liabilities.  The
Debtor tapped Johnson Pope Bokor Ruppel & Burns, LLP as its legal
counsel.


TWISTLEAF HOLDINGS: Taps Andersen Law Firm as Legal Counsel
-----------------------------------------------------------
Twistleaf Holdings LLC received approval from the U.S. Bankruptcy
Court for the District of Nevada to hire Andersen Law Firm, Ltd. as
its legal counsel.

The firm will advise the Debtor of its powers and duties under the
Bankruptcy Code; represent the Debtor in negotiation with its
creditors; give advice regarding any potential sale of its assets;
prepare a plan of reorganization; and provide other legal services
in connection with its Chapter 11 case.

The firm will be paid at these hourly rates:

     Ryan Andersen, Esq.     $360
     Ani Biesiada, Esq.      $270
     Paralegals              $130

The Debtor's sole managing member paid the firm an initial retainer
of $20,000, of which $14,233 remains and is held in the firm's
trust account.

Andersen Law Firm and its attorneys are "disinterested" as defined
in section 101(14) of the Bankruptcy Code, according to court
filings.

The firm can be reached through:

     Ryan A. Andersen, Esq.
     Ani Biesiada, Esq.
     Andersen Law Firm, Ltd.
     101 Convention Center Drive Suite 600
     Las Vegas, NV 89109
     Phone: 702-522-1992
     Fax: 702-825-2824
     Email: ryan@vegaslawfirm.legal
     Email: ani@vegaslawfirm.legal

                     About Twistleaf Holdings

Twistleaf Holdings LLC, based in Las Vegas, NV, filed a Chapter 11
petition (Bankr. D. Nev. Case No. 19-10654) on Feb. 4, 2019.  The
Hon. August B. Landis oversees the case. In the petition signed by
Shawn Samol, authorized signatory, the Debtor disclosed $399,233 in
assets and $1,306,756 in liabilities.   The case has been assigned
to Judge August B. Landis.  Andersen Law Firm, Ltd. serves as the
Debtor's bankruptcy counsel.


UNION ACQUISITION: Marcum LLP Raises Going Concern Doubt
--------------------------------------------------------
Union Acquisition Corp. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net income
of $742,351 on $0 of revenue for the year ended Jan. 31, 2019,
compared to a net loss of $12,765 on $0 of revenue for the period
from November 14, 2017 (Inception) through Jan. 31, 2018.

The audit report of Marcum LLP states that the Company's business
plan is dependent on the completion of a business combination and
the Company's cash and working capital as of January 31, 2019 are
not sufficient to complete its planned activities.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

The Company's balance sheet at Jan. 31, 2019, showed total assets
of $118,321,841, total liabilities of $92,252, and a total
shareholders' equity of $5,000,007.

A copy of the Form 10-K is available at:

                       https://bit.ly/2W3yUJD

As of March 14, 2019, Union Acquisition Corp. was acquired by
Agricultural Solutions Business of Bioceres S.A. in a reverse
merger transaction.  Union Acquisition Corp. does not have
significant operations.  It intends to enter into a merger, share
exchange, asset acquisition, share purchase, recapitalization,
reorganization, or other similar business combination with one or
more businesses or entities.  The Company was founded in 2017 and
is headquartered in New York, New York.



VIASAT INC: S&P Assigns 'BB+' Rating on $500MM Secured Notes
------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '1'
recovery rating to the $500 million secured notes issued by Viasat
Inc. The '1' recovery rating indicates S&P's expectation of very
high recovery (90%-100%; rounded estimate: 95%) in a default
scenario. The company will use proceeds to pay down its existing
revolver borrowing and fund future capital expenditures.

At the same time, S&P lowered the existing issue-level rating to
'B+' from 'BB-' and revised the recovery rating to '5' from '4' on
Viasat's senior 5.625% notes due 2025 because there are now more
secured claims ahead in the capital structure. The '5' recovery
rating indicates its expectation of modest recovery (10%-30%;
rounded estimate: 20%) recovery in the event of a default.

The 'BB-' issuer credit rating is not affected by the new issuance
and the outlook remains stable because this transaction will be
leverage-neutral, with forecasted leverage of about 4.0-4.2x for
fiscal year 2020. Still, S&P views this transaction as a modestly
positive credit factor because the company's liquidity position
will improve with this issuance as previously forecasted revolver
draws will be funded through permanent debt, allowing a larger
revolver availability.

About 80% of Viasat's consolidated assets will secure the proposed
notes and they do not carry guarantees from any subsidiaries. There
is also an Export-Import bank (ex-im) credit facility that is
directly collateralized by the ViaSat-2 satellite (which is insured
against catastrophic loss for its book value) through restricted
subsidiary Viasat Technologies Ltd. Therefore, the secured notes
are subordinated to the ex-im facility with respect to the value of
those assets (about 12% of total). S&P believes the ViaSat-2
collateral is sufficient to cover Ex-Im claims but Viasat Inc. has
also granted downstream guarantees to the ex-im facility on an
unsecured basis. In the event of a default where the assets of
Viasat Technologies Ltd. do not meet the claims of the ex-im
facility, the ex-im facility would then share ratably with the
current $500 million unsecured notes.

ISSUE RATINGS—RECOVERY ANALYSIS

-- The '5' recovery rating on Viasat's senior unsecured notes
indicates S&P's expectation of modest (10%-30%; rounded estimate:
20%) recovery for lenders in the event of a payment default. The
issue-level rating is 'B+'.

-- The '1' recovery rating on Viasat's senior secured notes
indicates S&P's expectation of very high (90%-100%; rounded
estimate: 95%) recovery for lenders in the event of a payment
default. The issue-level rating is 'BB+'.

-- S&P does not currently rate the company's revolving credit and
ex-im credit facilities.

KEY ANALYTICAL FACTORS

S&P's simulated default scenario contemplates heightened
competitive pressures from terrestrial network providers, satellite
operators, and satellite service providers, which leads to
increased churn and pricing pressure. This, in conjunction with
high operating costs associated with near-term satellite launches,
erodes profitability. This would cause the company's cash flow to
decline to the point that it cannot cover its fixed charges
(interest expense, required amortization, and minimum maintenance
capital expenditures), and eventually lead to a default in 2022.

Other default assumptions include an 85% draw on the revolving
credit facility; no future draws on the ex-im facility and required
amortization payments of $20 million annually; the spread on the
revolving credit facility rises to 5% as covenant amendments are
obtained; and all debt includes six months of prepetition
interest.

"We have valued the company on a going-concern basis using a 6x
multiple of our projected emergence EBITDA to reflect the company's
satellite assets and customer relationships, which is in line with
that of most other satellite operators we rate," S&P said.

"Our valuation at default has increased roughly $200 million from
the valuation before the proposed debt issuance. We recognize the
company has issued this debt to fund capital spending projects and
as such, we are now attributing partial value to the ViaSat-3
satellites that are under construction but will be operational by
the hypothetical default in 2022," S&P said.

Simulated default assumptions:

-- Default year: 2022
-- EBITDA at emergence: $242 million
-- EBITDA multiple: 6x

Simplified waterfall:

-- Gross recovery value: $1.45 billion
-- Net recovery value for waterfall after administrative expenses
(5%): $1.37 billion
-- Obligor/nonobligor valuation split: 100%/0%
-- Estimated senior secured debt: $1.14 billion
-- Value available for senior secured debt: $1.28 billion
    --Recovery range: 90%-100%; rounded estimate: 95%
-- Estimated senior unsecured debt: $720 million
-- Value available for senior unsecured: $147 million
-- Recovery range: 10%-30%; rounded estimate: 20%

  RATINGS LIST
  Viasat Inc.
  Issuer credit rating                 BB-/Stable/--

  New Ratings
  Viasat Inc.
  Senior Secured
    $500 million notes due 2027        BB+
     Recovery rating                       1(95%)

  Ratings Lowered; Recovery Rating Revised
                                       To    From
  Viasat Inc.
  Senior Unsecured
    5.625% notes due 2025              B+      BB-
     Recovery rating                   5(20%) 4(45%)


W.L. GOODFELLOWS: Taps Murray & Associates as Realtor
-----------------------------------------------------
W.L. Goodfellows and Co., Inc. received approval from the U.S.
Bankruptcy Court for the District of New Jersey to employ Murray &
Associates to serve as realtor.

The realtor will assist in the sale of the Debtor's business and
the real property owned by its affiliate WLG Hospitality, LLC.
Murray & Associates will receive 6.5% of the final sale price, to
be split equally between the sellers' broker and the buyer's own
broker.

Eleanor Murray, president of Murray & Associates, attests that her
firm does not represent any interest adverse to the Debtor's
estate, and is disinterested under Section 101(14) of the
Bankruptcy Code.

The firm can be reached at:

     Eleanor Murray
     Murray & Associates
     400 West Route 70
     Cherry Hill, NJ 08002
     Phone: 856-428-8900
     
                  About W.L. Goodfellows and Co.

W.L. Goodfellows and Co., Inc. operates a bar/restaurant located at
310 E. White Horse Pike, Galloway, New Jersey.  W.L. Goodfellows
filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No.
19-10961-JNP) on Jan. 16, 2019.  The case has been assigned to
Judge Jerrold N. Poslusny Jr.  The Debtor hired Flaster Greenberg,
P.C., as its legal counsel.


WEATHERLY OIL: Seeks to Hire TenOaks Energy as Marketing Agent
--------------------------------------------------------------
Weatherly Oil & Gas, LLC seeks authority from the U.S. Bankruptcy
Court for the Southern District of Texas to hire TenOaks Energy
Partners, LLC as marketing agent.

The firm will continue its marketing efforts for the Debtor's
remaining assets, which primarily consist of "Overton," "Sligo Op,"
"Shelby," and "Robertson & Leon" assets.  It will provide services
pursuant to the terms of its Nov. 13 marketing agreement with the
Debtor.  The firm was paid $5,000 as a fully-earned and
nonrefundable upfront expense fee under the agreement.

TenOaks had previously assisted the Debtor with the sale of its
operated and non-operated properties in East Texas and North
Louisiana under a separate marketing agreement dated July 17, 2018.
The firm was paid $25,000 as a fully-earned and non-refundable
upfront expense fee and in case the court approves the sales and
those transactions close, the firm will earn a "success fee," equal
to the greater of $350,000 or 1.5% of aggregate consideration under
the July agreement.

The November agreement has the same compensation structure as the
July agreement, according to court filings.

Jason Webb, founding partner of TenOaks, disclosed in a court
filing that his firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Jason B. Webb
     TenOaks Energy Partners, LLC
     14180 N. Dallas Parkway, Suite 700
     Dallas, TX 75254
     Phone: 214-420-2323
     Email: bj.brandenberger@tenoaksadvisors.com

                       About Weatherly Oil & Gas, LLC

Weatherly Oil & Gas, LLC -- https://www.weatherlyop.com -- is a
Fort Worth-based oil and natural gas company primarily focused on
exploiting natural resources in the Ark-La-Tex region. Weatherly is
operated by an affiliate Weatherly Operating, LLC.

Weatherly Oil & Gas filed a voluntary petition under Chapter 11 of
the US Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-31087) on
February 28, 2019. In the petition signed by Scott Pinsonnault,
chief restructuring officer, the Debtor estimated $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.

Matthew D. Cavenaugh, Esq. at Jackson Walker LLP represents the
Debtor as counsel.


WEATHERLY OIL: Taps Epiq Corporate as Claims Agent
--------------------------------------------------
Weatherly Oil & Gas, LLC received approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Epiq Corporate
Restructuring, LLC as its claims, noticing and solicitation agent.

The firm will oversee the distribution of notices and will assist
in the maintenance, processing and docketing of proofs of claim
filed in the Debtor's Chapter 11 case.

Epiq will be paid at these hourly rates:

     Executives                                     No Charge
     Executive Vice President, Solicitation              $215
     Solicitation Consultant                             $190
     Consultants/ Directors/Vice Presidents      $160 to $190
     Case Managers                                $70 to $165
     IT / Programming                              $65 to $85
     Clerical/Administrative Support               $25 to $45

Epiq Corporate will also be reimbursed for work-related expenses
incurred.

Emily Young, senior consultant of Epiq, attests that her firm is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtor and its estate.

Epiq can be reached through:

     Emily Young
     Epiq Corporate Restructuring, LLC
     777 3rd Ave., 12th Floor
     New York, NY 10017
     Tel: (212) 225-9200

                         About Weatherly Oil & Gas LLC

Weatherly Oil & Gas, LLC -- https://www.weatherlyop.com -- is a
Fort Worth-based oil and natural gas company primarily focused on
exploiting natural resources in the Ark-La-Tex region. Weatherly is
operated by an affiliate Weatherly Operating, LLC.

Weatherly Oil & Gas, LLC filed a voluntary petition under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-31087) on
February 28, 2019. In the petition signed by Scott Pinsonnault,
chief restructuring officer, the Debtor estimated $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.

Matthew D. Cavenaugh, Esq. at Jackson Walker LLP represents the
Debtor as counsel.


WESTWIND MANOR: U.S. Trustee Forms 7-Member Committee
-----------------------------------------------------
Henry Hobbs Jr., the acting U.S. trustee for Region 7, on March 19
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Westwind Manor
Resort Association, Inc. and its affiliates.

The committee members are:

     (1) Raymond J. Kiefer       
         1147 Bayshore Drive       
         Antioch, IL 60002-1483      
         Tel: 847-838-2439      
         Mobile: 847-712-5446      
         Email: pharmacist6@ameritech.net

     (2) Mark Price      
         2601 Secretariat Ct.      
         Evansville, IN 47720-2386      
         Tel: 812-589-2318      
         Fax: 812-955-2552      
         Email: mark@markpriceinsurance.com

     (3) Susan A. Winchell      
         810 CR 133 Rd.      
         Wharton, TX 77488-2051      
         Tel: 713-594-0930      
         Email: wincain@gmx.com

     (4) Gregory A. Caretto     
         P.O. Box 368      
         Eagle, CO 81658      
         Tel: 719-486-2656      
         Fax: 719-486-9656      
         Email: g49newbebon@gmail.com

     (5) Carla Synatschk      
         1100 S. US Hwy 385      
         Springlake, TX 79082-6319      
         Tel: 806-392-3815      
         Fax: 806-986-4287      
         Email: jcadms@fivearea.com     

     (6) David V. Walker      
         9735 W. Diablo Drive      
         Las Vegas, NV 89148-4628      
         Tel: 702-239-5997      
         Email: dwpw@aol.com

     (7) Charles Huss      
         1705 Hillcrest Ct.      
         Mendota, IL 61342     
         Tel. 815-481-5586      
         Email: nance_chuck@frontier.com

Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

              About Westwind Manor Resort Association

Westwind Manor Resort Association, Inc. and its subsidiaries
operate two distinct business segments.  Warrior Custom Golf
focuses on the manufacture and sale of custom golf clubs.  Warrior
Acquisitions manages affiliates, like Warrior Golf, LLC, which own
and manage golf courses.  

Warrior Custom Golf was founded in 1998 by Brendan Flaherty.  It
develops, manufactures markets and sells affordable custom golf
clubs and related equipment to golfers worldwide.  Warrior Custom
Golf's products are custom built to the specifications of each
customer.  Warrior Acquisitions is the manager of six entities that
own and operate 18 golf courses and parcels of land located
throughout the United States.  Both segments of the business are
headquartered in Irvine, California.

Westwind Manor Resort Association and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Texas Lead Case No. 19-50026) on March 4, 2019.  In their
petitions, the Debtors disclosed their assets and liabilities as
follows:   

                              Estimated            Estimated
Case No.                       Assets             Liabilities
--------                -------------------  --------------------
Westwind Manor Resort         $0 to $50,000         $0 to $50,000
Warrior Custom Golf      $1-mil. to $10-mil.  $10-mil. to $50-mil.
Warrior Acquisitions          $0 to $50,000   $100,000 to $500,000
Warrior Golf Development $1-mil. to $10-mil.   $1-mil. to $10-mil.
Warrior Golf Assets      $1-mil. to $10-mil.   $1-mil. to $10-mil.
Warrior Golf Venture     $1-mil. to $10-mil.   $1-mil. to $10-mil.
Warrior Golf Management  $1-mil. to $10-mil.   $1-mil. to $10-mil.
Warrior ATV Golf         $1-mil. to $10-mil.   $1-mil. to $10-mil.
Warrior Premium          $1-mil. to $10-mil.   $1-mil. to $10-mil.
Warrior Golf            $10-mil. to $50-mil.  $10-mil. to $50-mil.

The cases have been assigned to Judge David R. Jones.

The Debtors tapped Cole Schotz P.C. as bankruptcy counsel; Force
Ten Partners LLC as financial advisor; and Donlin, Recano &
Company, Inc. as claims and noticing agent.


WHITE EAGLE: Proposes 100% Recovery to Unsecured Creditors
----------------------------------------------------------
White Eagle Asset Portfolio, LP, and its debtor affiliates filed a
joint Chapter 11 plan of reorganization and accompanying disclosure
statement, which comprised of the following key elements:

   * providing a 100% recovery to Allowed General Unsecured Claims,
and all creditors who are Unimpaired under the Plan;

   * satisfying Prepetition Lender Secured Claims in the amount
determined to be Allowed by the Bankruptcy Court, pending the
resolution of ongoing litigation between the Debtors, the
Prepetition Lender, and certain other parties -- all rights are
preserved with respect thereto;

   * implementing a new senior secured exit financing facility to
refinance the Allowed Prepetition Lender Secured Claims and to
provide working capital for the Reorganized Debtors; and

   * preserving all of the existing equity interests in the Debtors
on the basis of the substantial equity cushion in the value of the
Estates' assets and unimpairment of creditor claims. The Debtors
estimate that the value of their life settlements portfolio totals
over $500 million.

Class 4 - General Unsecured Claims are unimpaired.  Each Holder of
an Allowed Class 4 Claim, in full satisfaction, settlement,
discharge and release of, and in exchange for, such Claim shall
receive Cash in an amount equal to such Allowed Class 4 Claim on
the later of: (a) the Effective Date, or as soon as practicable
thereafter; or (b) the date due in the ordinary course of business
in accordance with the terms and conditions of the particular
transaction giving rise to such Allowed Class 4 Claim.
Notwithstanding anything to the contrary in the Plan, after the
Effective Date and subject to the other provisions of the Plan, the
Reorganized Debtors will have and will retain any and all rights
and defenses under bankruptcy or nonbankruptcy law that the Debtors
had with respect to any General Unsecured Claim, except with
respect to any General Unsecured Claim Allowed by order of the
Bankruptcy Court.

The Debtors are in the process of negotiating the definitive terms
of the New Exit Facility. It is anticipated that the New Exit
Facility (a) will be secured by a first priority lien on all or
substantially all of the Debtors' assets, including WEAP's life
settlements portfolio and (b) will include sufficient funding to
refinance the Allowed Prepetition Secured Lender Claims on the
Effective Date of the Plan. The proceeds of the New Exit Facility
(along with the Debtors' cash on hand) will be utilized to repay
the Allowed Prepetition Secured Lender Claims and to provide
working capital to the Reorganized Debtors following the Effective
Date.  The Debtors anticipate that the New Exit Facility will
include customary market terms to be negotiated and incorporated in
definitive documents that will be filed with the Plan Supplement.

The New Exit Facility shall provide, as of the Effective Date,
sufficient funding or deemed funding, together with the Debtors’
Cash on hand, to satisfy the Prepetition Lender Secured Claims in
full.

A full-text copy of the Disclosure Statement dated March 13, 2019,
is available at http://tinyurl.com/y29bg6zjfrom PacerMonitor.com
at no charge.

            About White Eagle Asset Portfolio

White Eagle Asset Portfolio, LP is the owner of a portfolio of 586
life insurance policies -- also known as life settlements -- with
an aggregate death benefit of approximately $2.8 billion, White
Eagle General Partner, LLC and Lamington Road Designated Activity
Company, own the partnership interests in WEAP.  White Eagle, et
al., are indirect subsidiaries of Emergent Capital, Inc., a
publicly traded company.

White Eagle Asset Portfolio filed a Chapter 11 petition (Bankr. D.
Del. Case No. 18-12808), on Dec. 13, 2018. Affiliates LRDA and WEGP
sought bankruptcy protection mid-November 2018 (Bankr. D. Del. Case
Nos. 18-12614 to 12615).

In the Petition was signed by Miriam Martinez, CFO, WEAP estimated
assets of $500 million to $1 billion and debt of $100 million to
$500 million.

The Hon. Kevin Gross is the case judge.

The Debtors tapped Pachulski Stang Ziehl & Jones LLP as counsel.


WHITE EAGLE: Seeks to Extend Exclusive Filing Period to June 14
---------------------------------------------------------------
White Eagle Asset Portfolio, LP asked the U.S. Bankruptcy Court for
the District of Delaware to extend the period during which the
company and its affiliates have the exclusive right to file a
Chapter 11 plan through June 14, and to solicit acceptances for the
plan through Aug. 16.

The companies on March 13 jointly filed a plan of reorganization,
which provides for unimpaired treatment of all classes of claims
and interests.  They are currently in the process of lining up exit
financing as part of the plan, and intend to seek estimation of the
allowed amount of the claim of their principal secured lender, LNV
Corporation.  The companies said they will set a combined hearing
to consider the adequacy of the disclosure statement and
confirmation of the plan at the appropriate time.   

                      About White Eagle Asset Portfolio

White Eagle Asset Portfolio, LP is the owner of a portfolio of 586
life insurance policies -- also known as "life settlements" with an
aggregate death benefit of approximately $2.8 billion, White Eagle
General Partner, LLC and Lamington Road Designated Activity
Company, own the partnership interests in WEAP.  White Eagle, et
al., are indirect subsidiaries of Emergent Capital, Inc., a
publicly traded company.

White Eagle Asset Portfolio filed a Chapter 11 petition (Bankr. D.
Del. Case No. 18-12808), on Dec. 13, 2018. Affiliates LRDA and WEGP
sought bankruptcy protection mid-November 2018 (Bankr. D. Del. Case
Nos. 18-12614 to 12615).

In the Petition was signed by Miriam Martinez, CFO, WEAP estimated
assets of $500 million to $1 billion and debt of $100 million to
$500 million.

The Hon. Kevin Gross is the case judge.

The Debtors tapped Pachulski Stang Ziehl & Jones LLP as counsel.

The Office of the U.S. Trustee on Jan. 30 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of White Eagle Asset Portfolio,
LP.


WLG HOSPITALITY: Taps Baratz & Associates as Accountant
-------------------------------------------------------
WLG Hospitality, LLC received approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Baratz & Associates,
P.A. as its accountant.

The firm will prepare the Debtor's monthly operating reports and
tax returns; assist in the preparation of a plan of reorganization;
and provide other accounting services necessary to administer its
bankruptcy estate.

The firm will be paid at these hourly rates:

     Sean Balliet, CPA     $225
     Support Staff         $120
     Bookkeeper             $65

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

The firm can be reached through:

     Sean M. Balliet
     Baratz & Associates, P.A.
     7 Eves Drive, Suite 100
     Marlton, NJ 08053
     Phone: 856.985.5688
     Fax: 856.985.8340
     Email: info@baratzcpa.com

                    About WLG Hospitality LLC

WLG Hospitality, LLC owns a restaurant sitting located at 310 E.
White Horse Pike in Galloway, New Jersey, having a current value of
$1.9 million.

WLG Hospitality sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 18-33273) on November 27,
2018.  At the time of the filing, the Debtor disclosed $1.9 million
in assets and $591,295 in liabilities.  

The case has been assigned to Judge Andrew B. Altenburg Jr.
Sherman, Silverstein, Kohl, Rose & Podolsky is the Debtor's legal
counsel.


WORSHIP CENTER: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of The Worship Center as of March 20, according
to a court docket.
    
                     About The Worship Center

The Worship Center sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mo. Case No. 19-41233) on March 4,
2019.  At the time of the filing, the Debtor had estimated assets
of $1,000,001 to $10 million and liabilities of $1,000,001 to $10
million.  The case has been assigned to Judge Barry S. Schermer.
The Debtor tapped Brian J. LaFlamme, Esq., as its bankruptcy
attorney.


XEROX CORP: S&P Puts BB+ Issuer Credit Rating on Watch Negative
---------------------------------------------------------------
S&P Global Ratings placed all of its ratings on Xerox Corp.,
including its 'BB+' issuer credit rating, on CreditWatch with
negative implications.

S&P took the rating action after Xerox disclosed in its March 19
8-K filing that it is exploring the possibility
and feasibility of a strategic transaction for its customer
financing business and assets.

"The CreditWatch placements reflect our view that a sale of Xerox's
customer finance operations and its assets could materially affect
credit metrics. While we recognize that the company aims to
preserve a balance sheet that supports its enterprise business and
improved terms with suppliers, a sale could push leverage over 4x
and lead to a two-notch downgrade if no proceeds are applied toward
debt repayment, but could be neutral if debt is reduced," S&P said.


According to S&P, the company has not committed to complete a
transaction or determined the use of proceeds if it does close a
sale and that Xerox does not maintain a separate legal entity
comprising customer finance operations and receivables. S&P said it
segregates the finance business revenue and EBITDA contribution, as
well as approximately $3.4 billion of debt (7:1 leverage),
resulting in adjusted debt to EBITDA of about 2x as of Dec. 31,
2018.   

"We plan to resolve the CreditWatch within 90 days or when
information is available. Our review will evaluate the
transaction's impact on Xerox's financial policy, pro forma capital
structure, and competitive position. We could lower the rating if
we do not believe the company is committed to maintaining leverage
below 3x," S&P said.


YOSI SAMRA: Gets Approval to Hire SilvermanAcampora as New Counsel
------------------------------------------------------------------
Yosi Samra, Inc. received approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire SilvermanAcampora
LLP, in place of Ballon Stoll Bader & Nadler, P.C., as its legal
counsel.

Ballon Stoll had withdrawn as Debtor's counsel, court papers show.


The services that SilvermanAcampora will render are:

     (a) advise the Debtor of its powers and duties in the
continued management of its property and affairs;

     (b) prepare a bankruptcy plan and disclosure statement;

     (c) represent the Debtor in litigation arising out of or
related to its bankruptcy case; and

     (d) provide other legal services necessary to restructure the
Debtor's business while in bankruptcy.

SilvermanAcampora will be paid at these hourly rates:

     Attorneys          $250 to $695
     Paraprofessionals  $135 to $210

The firm received a retainer of $25,000 from Jacob Samra, father of
Yosi Samra, the Debtor's chief executive officer.

Ronald Friedman, Esq., at SilvermanAcampora LLP, assures the court
that his firm is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Ronald J. Friedman, Esq.
     Brian Powers, Esq.
     SilvermanAcampora LLP
     100 Jericho Quadrangle, Suite 300
     Jericho, NY 11753
     Phone: (516) 479-6300
  
                      About Yosi Samra Inc.

Yosi Samra Inc. -- https://www.yosisamra.com/ -- sells designer
brand footwear for women and kids famous for its fold-up ballet
flats.  Yosi Samra's runway-inspired styles have been featured in
Vogue, InStyle and Glamour Magazines and spotted on some of
fashion's most trend-setting celebrities, including Sarah Jessica
Parker, Anne Hathaway, and Halle Berry. The Yosi Samra brand is
available in more than 1,000 boutiques across the U.S. and in 85
other countries, including 15 brand shops in Asia and The Middle
East.

Yosi Samra Inc. sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 17-12493) on Sept. 5, 2017, disclosing $1.5 million in assets,
and $6.28 million in liabilities as of Sept. 5, 2017. Larry Reines,
its president, signed the petition.

Savvy Fare, LLC serves as the new accountant to the Debtor,
replacing Danziger & Company, the Debtor's previous
accountant.

On Sept. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Sullivan & Worcester LLP
is the committee's legal counsel.


Z GALLERIE: U.S. Trustee Forms 5-Member Committee
-------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on March 20
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Z Gallerie, LLC and
its affiliates.

The committee members are:

     (1) Bassett Mirror Co., Inc.
         Attn: Gary Turner
         1290 Philpott Drive
         Bassett, VA 24055
         Phone: 276-627-2707
         Fax: 276-629-3709   

     (2) Tuscany 3PL
         Attn: Scott Decubellis
         740 S. Powerline Road, Suite F
         Deerfield Beach, FL 33442
         Phone: 954-567-1700
         Fax: 954-486-6886    

     (3) Dallimore & Co.
         Attn: Simon Dallimore
         160 Mercer Street, Floor 2
         New York, NY 10012
         Phone: 212-503-0101

     (4) LSC Communications US LLC
         Attn: Dan Pevonka
         4101 Winfield Rd.
         Warrenville, IL 60555
         Phone: 630-821-3108
         Fax: 630-821-3083

     (5) Brookfield Property REIT, Inc.
         Attn: Julie Minnick-Bowden
         350 N. Orleans St., Suite 300
         Chicago, IL 60654-1607
         Phone: 312-960-2707
         Fax: 312-442-6374

Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

                         About Z Gallerie

Z Gallerie, LLC -- https://www.zgallerie.com/ -- is a retailer of
home decor products.  It operates 76 retail stores in 28 states as
of the petition date.  

Z Gallerie and its affiliate Z Gallerie Holding Company, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 19-10488) on March 11, 2019.

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

The Debtors tapped Klehr Harrison Harvey Branzburg LLP and Kirkland
& Ellis as legal counsel; Lazard Middle Market LLC as investment
banker; Berkeley Research Group, LLC as restructuring advisor; and
Stretto as claims and noticing agent.


ZACKY & SONS: Taps Kennedy Wilson as Real Estate Broker
-------------------------------------------------------
Zacky & Sons Poultry, LLC received approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Kennedy Wilson Properties, Ltd. as its real estate broker.

The firm will assist the Debtor in connection with the sale of some
of its assets.  John Troughton, vice president of Kennedy Wilson's
brokerage group, will be primarily responsible for representation
of the Debtor.

Kennedy Wilson will be paid a commission of 3.25% of the gross sale
price if there is an agent other than the firm representing the
buyer, or 2.5% of the gross sale price if the firm represents the
Debtor and the buyer or if there is no buyer's broker involved.

Ed Sachse, executive managing director of Kennedy Wilson, disclosed
in a court filing that the firm is "disinterested" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Ed Sachse
     Kennedy Wilson Properties, Ltd.
     151 South El Camino Drive
     Beverly Hills, CA 90212
     Phone: (310) 887-6250

                   About Zacky and Sons Poultry

Zacky & Sons Poultry, LLC -- http://zackyfarms.com-- is a grower,
processor, distributor, and wholesaler of poultry products.  It
offers turkey and chicken products such as sausages, franks, and
sliced meat.

Zacky & Sons Poultry, LLC, based in City of Industry, CA, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 18-23361) on Nov.
13, 2018.  In the petition signed by Lillian Zacky, managing
member, the Debtor estimated $50 million to $100 million in assets
and liabilities.

The Hon. Robert N. Kwan oversees the case.  

Ron Bender, Esq., at Levene Neale Bender Yoo & Brill L.L.P., serves
as bankruptcy counsel; GlassRatner Advisory & Capital Group, LLC as
financial advisor; and LKP Global Law, LLP as special employment
and labor counsel.


                            *********

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                            *********

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