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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

              Tuesday, May 14, 2019, Vol. 23, No. 133

                            Headlines

7215 N OAKLEY: Plan Solicitation Period Extended Until July 16
AAC HOLDINGS: Reports $22 Million Net Loss for First Quarter
ABC DENTISTRY: Court Dismisses S. Rohifard Suit vs Law Firm
AC INVESTMENT 1: Seeks to Extend Exclusive Filing Period to Aug. 9
ADAMIS PHARMACEUTICALS: Posts $8.9-Mil. Net Loss in First Quarter

AESTHETIC DENTISTRY:  Asks Court to Terminate Exclusivity Period
AGPB LLC: Exclusive Plan Filing Period Extended to Aug. 20
ALPHATEC HOLDINGS: Incurs $13 Million Net Loss in First Quarter
AMYRIS INC: Delays Filing of March 31 Form 10-Q
ANKA BEHAVIORAL: U.S. Trustee Forms 3-Member Committee

APELLIS PHARMACEUTICALS: Widens Net Loss to $50.6-Mil. Net in Q1
AVINGER INC: Reports $5.95 Million Net Loss for First Quarter
BARKER BOATWORKS: U.S. Trustee Unable to Appoint Committee
BAUSCH HEALTH: S&P Rates Multi-Tranche Unsecured Note Offering B-
BEACHWALK LP: Dismissal of T. Moss 2017 Suit vs HBN, CTIC Upheld

BIG RIVER STEEL: S&P Alters Outlook to Stable on Elevated Leverage
BLACK RIDGE: Incurs $670,337 Net Loss in First Quarter
BRISTOW GROUP: Case Summary & 30 Largest Unsecured Creditors
BRISTOW GROUP: Files Chapter 11 to Facilitate Restructuring
BRISTOW GROUP: Receives Noncompliance Notice From NYSE

CAPE MIAMI 32: Needs More Time to Continue Plan Negotiation
CENTURY COMMUNITIES: S&P Rates $400MM Sr. Unsec. Notes  'B+'
CHARTER COMMUNICATIONS: S&P Rates New Unsec. Notes Due 2029 'BB'
CLOUD PEAK: Files Voluntary Chapter 11 Bankruptcy Petition
COCRYSTAL PHARMA: Posts $2.97 Million Net Income in First Quarter

COMSTOCK RESOURCES: Posts $13.6-Mil. Net Income in First Quarter
COOL HOLDINGS: Subpoenaed by SEC Over Share Price Volatility
COOL HOLDINGS: Will Buy Simply Mac from GameStop
CORAL POINTE: Seeks to Extend Exclusive Filing Period to Aug. 25
CPI CARD: Incurs $3.05 Million Net Loss in First Quarter

CYPRESS SEMICONDUCTOR: S&P Raises ICR to 'BB+'; Outlook Stable
DAN MAZZOLA: Needs More Time to Evaluate Plan Pending Appeal
DIFFUSION PHARMACEUTICALS: Posts $2.7M Net Loss in First Quarter
DITECH HOLDING: Seeks to Disband Consumer Creditors' Committee
DJM HOLDINGS: Case Summary & 20 Largest Unsecured Creditors

EASTMAN KODAK: Incurs $18 Million Net Loss in First Quarter
EDGEWELL PERSONAL: Moody's Puts Ba3 CFR on Review for Downgrade
FALCON V: Case Summary & 20 Largest Unsecured Creditors
FC GLOBAL: Signs Amendment 2 to Gadsden Stock Purchase Agreement
FLAMBEAUX GAS: Can Reject Mutual Release Agreement with Bevolo Gas

FUSE LLC: U.S. Trustee Forms 3-Member Committee
GAUCHO GROUP: Appoints New Member to Board of Directors
GOD'S HOUSE OF REFUGEE: Unsecureds to Get 100% in 2 Installments
GRAN TIERRA: S&P Rates New Senior Unsecured Notes 'B+'
GRIFFON CORP: S&P Rates $500MM Sr. Unsecured Notes Due 2027 'B+'

H K FINE PROPERTIES: U.S. Trustee Unable to Appoint Committee
HARSCO CORP: Fitch Affirms BB IDR Amid Clean Earth Acquisition Deal
HARVEST PLASMA: Involuntary Chapter 11 Case Summary
HOLDINGS OF SOUTH FLORIDA: US Trustee Unable to Appoint Committee
IAA SPINCO: Moody's Assigns Ba3 CFR, Outlook Stable

IMPERIAL 290 HOSPITALITY: U.S. Trustee Unable to Appoint Committee
JEFFERIES FINANCE: S&P Raises ICR to 'BB-' on Reduced Leverage
JOY ENTERPRISES: Seeks to Extend Exclusive Filing Period by 90 Days
K&N PARENT: S&P Lowers ICR to 'B-' on Weak Credit Metrics
KLC SAN DIEGO: U.S. Trustee Objects to Disclosure Statement

LEXMARK INTERNATIONAL: S&P Ups ICR to CCC+ on Term Loan Agreement
LOMBARD FLATS: Voluntary Chapter 11 Case Summary
M & G SERVICES: U.S. Trustee Unable to Appoint Committee
MASONITE INT'L: Moody's Alters Outlook on Ba2 CFR to Stable
MATTRESS FIRM: J. Stagner Proceedings Reinstated

MEDALLION MIDLAND: Fitch Cuts LT IDR to 'B+', Outlook Stable
MIAMI METALS I: Seeks to Extend Exclusive Filing Period to June 30
NCL CORP: Moody's Hikes CFR & Sr. Secured Rating to 'Ba1'
NEW START INCORPORATED: U.S. Trustee Unable to Appoint Committee
NICE SERVICES: Case Summary & 20 Largest Unsecured Creditors

OCTAVE MUSIC: S&P Alters Outlook to Stable on Debt Paydown
PERNIX SLEEP: Cigna Objects to Disclosure Statement
PLAYPOWER HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B' ICR
PREFERRED PROPPANTS: S&P Cuts $425MM Sec. Term Loan Rating to 'D'
PRHOF-MANUFACTURING: U.S. Trustee Unable to Appoint Committee

R & B SERVICES: Seeks to Extend Exclusive Filing Period to July 22
RUNWAY HOSPITALITY: U.S. Trustee Unable to Appoint Committee
SCANDIA SPA CENTER: Cash to Fund Chapter 11 Plan Payments
SHANGHAI HUAXIN: Chapter 15 Case Summary
SOURCE ONE: Voluntary Chapter 11 Case Summary

STRAIGHT UP: U.S. Trustee Forms 3-Member Committee
SUNEX INTERNATIONAL: U.S. Trustee Unable to Appoint Committee
TANGO TRANSPORT: Trustee Bid to Dismiss 3rd-Party Complaint Nixed
VENOCO LLC: California Bid to Extend Stay of Trustee Suit Granted
WEATHERFORD INT'L: Executes Restructuring Support Agreement

WEYERBACHER BREWING: U.S. Trustee Forms 4-Member Committee
WILLOWOOD USA: India Pesticides Removed as Committee Member
WILLSCOT CORP: S&P Affirms 'B' Rating on Sr. Sec. Notes Due 2023
WINEBOW GROUP: Moody's Affirms Caa1 CFR, Outlook Still Stable
[*] Reed Smith Opens New Office in Dallas with Eight New Partners


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7215 N OAKLEY: Plan Solicitation Period Extended Until July 16
--------------------------------------------------------------
7215 N Oakley, LLC on May 6 obtained an order from the U.S.
Bankruptcy Court for the Northern District of Illinois, which
extended to July 16 the period during which the company has the
exclusive right to solicit acceptances for its Chapter 11 plan.

The company's current exclusive filing period will expire today.  

                        About 7215 N Oakley

7215 N Oakley LLC is an Illinois limited liability corporation with
its principal offices located at 30 Coventry Road, Northfield,
Illinois 60093.  7215 N Oakley listed its business as Single Asset
Real Estate (as defined in 11 U.S.C. Section 101(51B)).

7215 N Oakley filed a Chapter 11 petition (Bankr. N.D. Ill. Case
No. 18-07309) on March 14, 2018.  In the petition signed by Nick
Stein, manager, the Debtor estimated both assets and liabilities of
at least $10 million.  The case is assigned to Judge Deborah L.
Thorne.  Robert W Glantz, Esq., at Shaw Fishman Glantz & Towbin
LLC, is the Debtor's counsel.


AAC HOLDINGS: Reports $22 Million Net Loss for First Quarter
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AAC Holdings, Inc., reported a net loss attributable to the
Company's common stockholders of $22.01 million on $55.37 million
of total revenues for the three months ended March 31, 2019,
compared with net income attributable to the Company's common
stockholders of $1.05 million on $81.18 million of total revenues
for the same period in the prior-year period.

As of March 31, 2019, AAC Holdings had $480.22 million in total
assets, $461.70 million in total liabilities, and $18.52 million in
total stockholders' equity including noncontrolling interest.

As of March 31, 2019, AAC Holdings' balance sheet reflected cash
and cash equivalents of $17.9 million, net property and equipment
of $163.0 million and total debt of $342.0 million (current and
long-term portions).  In March 2019, the Company closed on a $30
million incremental term loan that provides the Company with
additional liquidity.

Cash flows used in operations totaled $9.6 million and maintenance
capital expenditures totaled $0.7 million for the first quarter of
2019.

On a sequential basis, revenue decreased by 3.6% in the first
quarter of 2019 compared to the fourth quarter of 2018 primarily
due to lower average daily census for the quarter.  The Company's
inpatient census at March 31, 2019 increased by approximately 26%
when compared to Dec. 31, 2018.  However, the Company's total
average daily census for the first quarter of 2019 compared to the
fourth quarter of 2018 decreased by approximately 4.9% due to a
lower starting point of census in the first quarter of 2019.

Operating expenses on a sequential basis decreased by approximately
22.9% to $69.5 million for the first quarter of 2019 compared to
$90.2 for the fourth quarter of 2018.  This was primarily due to
the benefit from the cost savings initiatives enacted during the
fourth quarter for 2018 and into the first quarter of 2019 which
are expected to result in over $30 million of annualized cost
savings.

"Despite the challenges we faced last year, we've started this year
with positive momentum and I'm confident that we will see continued
improvement throughout the remainder 2019," said Michael
Cartwright, AAC chairman & chief executive officer. "Inpatient
census has begun to improve in early 2019 with inpatient census up
by over 25% at March 2019 compared to December 2018.  The
initiatives in sales and marketing have begun to show results as we
continue to enhance our community and online outreach resources to
better help those who need our help."

"We also improved liquidity and reduce operating expenses during
the first quarter of 2019," Cartwright said.  "We closed the $30
million incremental term loan that provided additional liquidity in
March 2019 and continue to be focused on cost reduction
initiatives.  The expense savings initiatives implemented in late
2018 and in the first quarter of 2019 that are expected to total
over $30 million in annualized savings are now being realized and
had a positive impact on the first quarter of 2019."

"Finally, I am excited to announce that we will be sharing our
long-term strategic vision for the future on a call on Monday, May
13th," Cartwright continued.  "Today's call will focus on the first
quarter of 2019, but on the call next week on Monday, I will layout
my vision for the Company over the course of the next decade to be
best in class clinical care, on-line content and science and
technology - all while unlocking value for our shareholders."

The Company enacted a series of cost savings initiatives during the
fourth quarter of 2018 and into the first quarter of 2019 which are
expected to result in over $30 million of annualized cost savings.
These initiatives have included reductions in the Company's
corporate expenses, consolidation of its Las Vegas market,
consolidation of the its southern California market, the sale of
the Company's New Orleans operations, and the consolidation of its
lab operations.

In March 2019, the Company closed a $30 million incremental term
loan with its existing lenders.  In addition, the Company amended
its existing secured credit facility to, among other items, provide
increased flexibility with respect to certain financial covenants.

The Company has commenced a process to generate additional value
from its real estate portfolio consisting of treatment centers
located across the United States.  Management's goal is to leverage
the portfolio to create additional liquidity, lower its cost of
capital and enhance shareholder value.  Real estate strategic
alternatives could include further sale leasebacks of individual
facilities or larger portions of the Company's real estate
portfolio.

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

                     https://is.gd/Jf5B3v

                      About AAC Holdings

Headquartered in Brentwood, Tennessee, AAC Holdings, Inc. --
http://www.americanaddictioncenters.com/-- is a provider of
inpatient and outpatient substance use treatment services for
individuals with drug addiction, alcohol addiction and co-occurring
mental/behavioral health issues.  In connection with its treatment
services, the Company performs clinical diagnostic laboratory
services and provide physician services to its clients.  As of Dec.
31, 2018, the Company operated 11 inpatient substance abuse
treatment facilities located throughout the United States, focused
on delivering effective clinical care and treatment solutions
across 1,080 inpatient beds, including 700 licensed detoxification
beds, 24 standalone outpatient centers and 4 sober living
facilities across 471 beds for a total of 1,551 combined inpatient
and sober living beds.

AAC Holdings reported a net loss of $66.71 million for the year
ended Dec. 31, 2018, compared to a net loss of $17.38 million for
the year ended Dec. 31, 2017.  As of Dec. 31, 2018, AAC Holdings
had $452.27 million in total assets, $410 million in total
liabilities, and total stockholders' equity including
non-controlling interest of $42.27 million.

BDO USA, LLP, in Nashville, Tennessee, the Company's auditor since
2011, issued a "going concern" qualification in its report dated
April 12, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
incurred a loss from operations and negative cash flows from
operations that raise substantial doubt about its ability to
continue as a going concern.

                          *     *     *

As reported by the TCR, S&P Global Ratings on March 15 announced
that it lowered the issuer credit rating on AAC Holdings Inc. to
'CCC' from 'B-' and said the outlook is negative.  According to
S&P, the downgrade reflects escalated risk of a default and risk
that AAC's liquidity will not be sufficient over the next 12
months, primarily due to the $30 million term loan maturing in
about one year.

Moody's Investors Service downgraded the corporate family rating
rating of AAC Holdings, Inc., parent company of American Addiction
Centers, Inc., to 'Caa2' from 'B3'.  The downgrade to Caa2 reflects
AAC's very weak third quarter results and lower guidance for the
rest of 2018, as reported by the TCR on Nov. 16, 2018.


ABC DENTISTRY: Court Dismisses S. Rohifard Suit vs Law Firm
-----------------------------------------------------------
Bankruptcy Judge Marvin Isgur granted Brewer & Pritchard, P.C.'s
motion to dismiss the case captioned SAEED ROHIFARD, Plaintiff, v.
BREWER & PRICHARD, P.C., et al., Defendants, Adversary No. 18-3205
(Bankr. S.D. Tex.). Rohifard's motions for mandatory and permissive
abstention are denied.

Dr. Saeed Rohifard filed suit against attorneys from the law firm
of Brewer & Pritchard, P.C., on June 4, 2018 in state court.
Rohifard's complaint alleged that Brewer & Pritchard committed
breaches of their contractual and fiduciary duties stemming from
their representation of Rohifard in a qui tam suit in ABC
Dentistry, P.A.'s 2017 bankruptcy case.

Brewer & Pritchard filed a motion with the Court to reopen ABC
Dentistry P.A.’s bankruptcy case, remove Rohifard's state
lawsuit, and dismiss Rohifard's suit based on the res judicata
effect of this Court's prior Order, issued on Nov. 7, 2017.
Rohifard filed a motion challenging the Court's jurisdiction to
adjudicate the dispute with Brewer & Pritchard, arguing that
mandatory and permissive abstention apply.

Brewer & Pritchard argue that res judicata bars the re-litigation
of Rohifard's claims because this Court's November 7, 2017 Order
dividing the settlement proceeds constitutes a final order which is
not subject to collateral attack.  Rohifard responds that the
Court's Order fails to meet the standard for res judicata and as a
result, the Court should allow his litigation against Brewer &
Pritchard to proceed.

Under the doctrine of res judicata, "a final judgment on the merits
of an action precludes the parties or their privies from
relitigating issues that were or could have been raised in that
action." Res judicata "bars the litigation of claims that either
have been litigated or should have been raised in an earlier suit."
The party asserting res judicata must establish four elements: (i)
that the parties are either identical or in privity; (ii) the court
entering the prior judgment had appropriate jurisdiction; (iii) the
prior suit was adjudicated with a final action on the merits; and
(iv) both suits involve the same causes of action.

The second element of res judicata requires that the prior judgment
was entered by a court of competent jurisdiction. In conjunction
with his motion to remand and abstain, Rohifard alleges that this
Court lacks jurisdiction to adjudicate his state law claims against
Brewer & Pritchard. However, as discussed earlier, neither
mandatory nor permissive abstention applies to this dispute because
the focus of the dispute lies in the interpretation of the Court's
Nov. 7, 2017 Order rather than the interpretation of the agreements
between Rohifard and Brewer & Pritchard. Additionally, although
Rohifard challenges the Court's jurisdiction to adjudicate his
current claims against Brewer & Pritchard, he fails to challenge
the Court's jurisdiction over the initial Order which divided the
settlement proceeds among the parties including Rohifard and Brewer
& Pritchard specifically. Accordingly, the Court has continuing
jurisdiction to interpret and enforce its own order. The second
element of res judicata is satisfied.

The facts in this dispute parallel those in Interlogic. The award
of attorney's fees from the qui tam action was a disputed issue in
ABC's bankruptcy case. This dispute led to the Court's Nov. 7, 2017
Order which allocated the settlement proceeds between the State,
Dr. Rohifard, and the attorneys. The Court also examined the
parties' fee agreements and adjusted the contingency rate downward
to 40% because the dispute was settled rather than litigated.
Rohifard's current suit challenges the same nucleus of operative
facts the court considered in the Nov. 7, 2017 Order--the
interpretation of the fee agreements between the parties and the
division of settlement proceeds among the parties and attorneys.
Accordingly, the fourth element of res judicata is satisfied.

Rohifard argues that no such determination was made because the
court never awarded Brewer & Pritchard's fees in accordance with
the requirements in 11 U.S.C. section 330. However, compensation
awarded under section 330 applies to the Trustee, professionals
employed by the Trustee, or professionals employed by committees.
Brewer & Pritchard were Rohifard's attorneys in the qui tam suit
against ABC and were not employed as estate or committee
professionals. Thus, their fee agreement is not governed by section
330. Additionally, the significant briefing and discussions
regarding attorney's fees during the Nov. 7, 2017 hearing should
have put Rohifard on notice that an award of attorney's fees was at
issue. Similar to Interlogic, the appropriate time to raise the
issue of whether the settlement proceeds were correctly divided
occurred during the Nov. 7, 2017 hearing rather than in a
subsequent suit which seeks to challenge those same facts. As a
result, Brewer & Pritchard have satisfied the fourth element of res
judicata, establishing that the two claims arise from the same
common nucleus of operative facts.

Each element of Rohifard's current claim was presented to him at
the Nov. 7, 2017 hearing: his portion of the settlement proceeds,
his attorneys' recoveries, and the terms of the fee agreement.
Rohifard was presented with a full and fair opportunity to litigate
these claims at the Nov.  7, 2017 hearing, but failed to.
Accordingly, his current claims are barred under the doctrine of
res judicata.

A copy of the Court's Memorandum Opinion dated Feb. 21, 2019 is
available at https://bit.ly/2DUJAUg from Leagle.com.

Saeed Rohifard, Plaintiff, represented by David Eric Kassab , The
Kassab Law Firm & Lance Kassab , The Kassab Law Firm.

Brewer & Prichard, P.C., Defendant, represented by J. Mark Brewer,
Brewer Pritchard PC, Sean Ryan Buckley, Sean Buckley & Assoc, Tony
L. Draper , Walker Wilcox Matousek LLP & Kenneth Andrew Zimmern,
Zimmern Law Firm PC.

J. Mark Brewer & A. Blaire Hickman, Defendants, represented by Sean
Ryan Buckley , Sean Buckley & Assoc, Tony L. Draper, Walker Wilcox
Matousek LLP & Kenneth Andrew Zimmern, Zimmern Law Firm PC.

                     About ABC Dentistry

ABC Dentistry, P.A., ABC Dentistry Old Spanish Trail, P.L.L.C., and
ABC Dentistry West Orem, P.L.L.C., are part of a family of clinics
doing business as ABC Dental in the Houston area.  ABC Dental,
which employs approximately 40 people, provides a variety of dental
and orthodontic services to Medicaid patients.

On Aug. 26, 2016, each of the Debtors filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 16-34221).  The Debtors estimate assets in the range of
$100,000 to $500,000 and liabilities of up to $50 million as of the
bankruptcy filing.  The Hon. Jeff Bohm (16-34221) and Karen K.
Brown (16-34222 and 16-34225) presides over the cases.  The
petitions were signed by Iraj S. Jabbary, D.D.S., director.

The Debtors have hired Baker Botts L.L.P. as their counsel, Stout
Risius Ross, Inc., as financial advisor, BMC Group, Inc., as
noticing agent.

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


AC INVESTMENT 1: Seeks to Extend Exclusive Filing Period to Aug. 9
------------------------------------------------------------------
AC Investment 1, LLC asked the U.S. Bankruptcy Court for the
Southern District of Florida to extend the period during which it
has the exclusive right to file a Chapter 11 plan through Aug. 9
and to solicit acceptances for the plan through Oct. 9.

The company's current exclusive filing period expired on May 9.

The extension, if granted by the court, would allow the company to
continue negotiations with its lender to settle its claim,
according to court filings.

                     About AC Investment 1

AC Investment 1, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Fla. Case No. 18-18379) on July 11, 2018.  In the
petition signed by Agostinho Calcada, MBR, the Debtor estimated
under $1 million in assets and liabilities.  Joel M. Aresty P.A. is
the Debtor's counsel.  No official committee of unsecured creditors
has been appointed in the Chapter 11 case.



ADAMIS PHARMACEUTICALS: Posts $8.9-Mil. Net Loss in First Quarter
-----------------------------------------------------------------
Adamis Pharmaceuticals Corporation filed with the U.S. Securities
and Exchange Commission on May 9, 2019, its Quarterly Report on
Form 10-Q reporting a net loss of $8.88 million on $4.90 million of
net revenue for the three months ended March 31, 2019, compared to
a net loss of $7.61 million on $3.17 million of net revenue for the
three months ended March 31, 2018.

As of March 31, 2019, Adamis had $52.66 million in total assets,
$12.88 million in total liabilities, and $39.77 million in total
stockholders' equity.

The Company's cash and cash equivalents were $9,190,077 and
$19,271,642 at March 31, 2019 and Dec. 31, 2018, respectively.

Since inception, and through March 31, 2019, the Company has an
accumulated deficit of approximately $161.9 million.  Since
inception and through March 31, 2019, the Company has financed
operations principally through debt financing and through public
and private issuances of common stock and preferred stock.  The
Company anticipates that if its existing cash together with
revenues in future quarters during 2019 are not sufficient to cover
its expenses, it will need additional funding during 2019 to
satisfy its obligations and fund the future expenditures that it
believes will be required to support commercialization of its
products and conduct the clinical and regulatory work to develop
its product candidates.  The Company expects to finance future cash
needs primarily through proceeds from equity or debt financings,
sales or out-licensing or intellectual property assets, products,
product candidates or technologies, seeking partnerships with other
pharmaceuticals companies or third parties to co-develop and fund
research and development efforts, or similar transactions, and
through revenues from existing agreements and sales of prescription
compounded formulations.

Net cash used in operating activities for the three months ended
March 31, 2019 and 2018, was approximately $8.3 million and $7.9
million, respectively.  Net cash used in operating activities
increased primarily due to the increase in operating losses;
increase in accounts receivable and prepaid expenses; and a
decrease in accounts payable and accrued expenses as compared to
2018.

Net cash used in investing activities was approximately $1,666,000
and $201,000 for three months ended March 31, 2019 and 2018,
respectively.  The net cash used in investing activities increased
primarily due to the purchase of additional equipment.

Net cash used in financing activities was approximately $142,000
and $120,000 for the three months ended March 31, 2019 and 2018,
respectively.  Net cash used in financing activities consisted of
principal payments of finance leases and its subsidiary U.S.
Compounding, Inc.'s building and equipment loans.

Adamis said, "If we do not obtain required additional equity or
debt funding, our cash resources could be depleted and we could be
required to materially reduce or suspend operations.  Even if we
are successful in obtaining required additional funding to permit
us to continue operations at the levels that we desire, substantial
time may pass before we obtain regulatory marketing approval for
any additional specialty pharmaceutical products and begin to
realize revenues from sales of such additional products, and during
this period Adamis could require additional funds.  No assurance
can be given as to the timing or ultimate success of obtaining any
required future funding.  The Company will be required to devote
additional cash resources, which could be significant, in order to
continue development and commercialization of our product
candidates and to support our other operations and activities."

                     Business Update

Dr. Dennis J. Carlo, president and chief executive officer of
Adamis Pharmaceuticals, stated, "With the launch of our SYMJEPITM
product this year, I believe Adamis is transitioning from a
development-stage company with product candidates in the pipeline,
into a commercial-stage company with multiple sources of revenue.
Currently, I anticipate revenues from three sources for our
company.  First, SYMJEPI sales, mainly coming from the Sandoz
retail launch, which we believe will occur shortly; second, sales
from US Compounding, which have been steadily increasing; and
finally, upfront payment and sales from anticipated
commercialization arrangements relating to our naloxone product
candidate.  With all of the possible developments and potential
revenue streams, I believe 2019 will be a very good year for
Adamis."

During the first quarter of 2019, the Company continued to make
changes in its wholly-owned subsidiary, US Compounding (USC),
including the elimination of many lower margin products, reductions
in operating cost and overhead, changes to senior leadership, and
investments in and improvements to manufacturing processes, with
the goals of improving overall efficiency, reducing operating
expenses, and improving margins.

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

                     https://is.gd/6E56Ar

                        About Adamis

San Diego, Calif.-based Adamis Pharmaceuticals Corporation
(OTCQB:ADMP) -- http://www.adamispharmaceuticals.com/-- is a
specialty biopharmaceutical company primarily focused on developing
and commercializing products in various therapeutic areas,
including respiratory disease and allergy.  The Company's Symjepi
(epinephrine) Injections 0.3mg and 0.15mg were approved for use in
the emergency treatment of acute allergic reactions, including
anaphylaxis.  Adamis recently announced a distribution and
commercialization agreement with Sandoz, a division of Novartis
Group, to market Symjepi in the U.S. Adamis is developing a
sublingual tadalafil product candidate as well as additional
product candidates, using its approved injection device, and a
metered dose inhaler and dry powder inhaler devices.  The company's
subsidiary, U.S. Compounding, Inc., compounds sterile prescription
drugs, and certain nonsterile drugs for human and veterinary use,
to patients, physician clinics, hospitals, surgery centers and
other clients throughout most of the United States.  

Adamis incurred a net loss of $39 million in 2018, following a net
lsos of $25.53 million in 2017.  As of Dec. 31, 2018, the Company
had $58.35 million in total assets, $11.66 million in total
liabilities, and $46.69 million in total stockholders' equity.

Mayer Hoffman McCann P.C., in San Diego, California, the Company's
auditor since 2007, issued a "going concern" qualification in its
report on the Company's consolidated financial statements for the
year ended Dec. 31, 2018.  The auditors noted that the Company has
incurred recurring losses from operations, and is dependent on
additional financing to fund operations.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.


AESTHETIC DENTISTRY:  Asks Court to Terminate Exclusivity Period
----------------------------------------------------------------
Aesthetic Dentistry of Charlottesville, P.C. asked the U.S.
Bankruptcy Court for the Western District of Virginia to terminate
its exclusive right to file a Chapter 11 plan.

Aesthetic Dentistry's current exclusive filing period is set to
expire on May 25.  

The request, if granted by the court, would give creditors and
other parties the opportunity to propose competing plans.  Dr.
Anita Stewart, Aesthetic Dentistry's 100% shareholder, is expected
to propose a plan of reorganization resulting in her ownership of
the reorganized debtor, according to court filings.

           About Aesthetic Dentistry of Charlottesville

Aesthetic Dentistry of Charlottesville, P.C. --
http://www.cvillesmiles.com/-- is owner and operator of a dental
clinic in Charlottesville, Virginia.  The clinic specializes in
preventive, cosmetic, and restorative dentistry.

Aesthetic Dentistry of Charlottesville sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Va. Case No.
18-62306) on Nov. 26, 2018.  At the time of the filing, the Debtor
disclosed $1,588,405 in assets and $1,785,932 in liabilities.  The
case is assigned to Judge Rebecca B. Connelly. Wharton, Aldhizer &
Weaver PLC is the Debtor's legal counsel.



AGPB LLC: Exclusive Plan Filing Period Extended to Aug. 20
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
extended the period during which AGPB, LLC has the exclusive right
to file a Chapter 11 plan through Aug. 20 and to solicit
acceptances for the plan through Oct. 21.

The extension will give the company more time to evaluate new lease
options for its real property and equipment leases and to negotiate
with creditors to achieve debt restructuring, according to court
filings.

                             About AGPB LLC

AGPB, LLC, which conducts business under the names AlphaGraphics of
the Palm Beaches and Jupiter Uniforms, is a full-service printing
and marketing company in Palm Beach Gardens, Fla.  The company --
https://www.alphagraphics.com/ -- offers printing on apparel,
textile products, glass, metals, papers and more.

AGPB filed a Chapter 11 petition (Bankr. S.D. Fla. Case No.
18-23206) on Oct. 24, 2018.  In the petition signed by Timothy J.
Kerbs, president and manager, the Debtor estimated $100,000 to
$500,000 in assets and $1 million to $10 million in liabilities.
The Hon. Erik P. Kimball presides over the case.  Malinda L. Hayes,
Esq., at Markarian & Hayes, is the Debtor's bankruptcy counsel.


ALPHATEC HOLDINGS: Incurs $13 Million Net Loss in First Quarter
---------------------------------------------------------------
Alphatec Holdings, Inc. (ATEC) filed with the U.S. Securities and
Exchange Commission on May 10, 2019, its Quarterly Report on Form
10-Q reporting a net loss of $12.96 million on $24.55 million of
total revenues for the three months ended March 31, 2019, compared
to a net loss of $1.91 million on $21.30 million of total revenues
for the three months ended March 31, 2018.

"Financial results in the first quarter have begun to more fully
reflect the grit and tenacity of the new ATEC," said Pat Miles,
chairman and chief executive officer.  "On the success of last
year's alpha launches, first quarter U.S. revenue growth
accelerated to 20% year-over-year, our second consecutive quarter
of double-digit growth.  As we continue to commercially launch the
twelve new products slated for 2019 and leverage the high-caliber
sales leadership team and professional distribution network we are
building, we expect surgeon adoption to accelerate.  While we still
have a great deal of work to do and are early in the
transformation, we are incredibly excited to unleash the full
effect of the ATEC organic innovation machine."

Revenue from U.S. products for the first quarter 2019 was $23.0
million, up 20% compared to $19.2 million in the first quarter
2018.  Revenue growth generated by the strategic distribution
channel is increasingly offsetting the continued revenue impacts
associated with transitioning or discontinuing non-strategic
distributor relationships.

Gross profit and gross margin from U.S. products for the first
quarter 2019 were $16.4 million and 71.4%, respectively, compared
to $14.8 million and 76.9%, respectively, for the first quarter
2018.  U.S. gross margin was pressured by increased non-cash excess
and obsolete write-offs related to legacy products.

Total operating expenses for the first quarter 2019 were $27.3
million, compared to $15.6 million in the first quarter 2018.  On a
non-GAAP basis, excluding restructuring charges, stock-based
compensation, transaction-related expenses, litigation-related
expenses, one-time gains and fair value adjustments, total
operating expenses in the first quarter 2019 increased to $22.8
million from $18.6 million in 2018, reflecting increased
investments in organic product development to support new product
launches and increased selling costs from U.S. revenue growth.

Operating loss for the first quarter 2019 was $10.8 million,
compared to $0.7 million in the first quarter 2018.  On a non-GAAP
basis, excluding restructuring charges, stock-based compensation,
transaction-related expenses, litigation-related expenses, one-time
gains, fair value adjustments and non-cash excess and obsolescence
charges, operating loss was $4.2 million for the first quarter
2019, compared to a loss of $2.8 million for the first quarter
2018.

As of March 31, 2019, Aphatec had $119.41 million in total assets,
$27.62 million in total current liabilities, $42.55 million in
long-term debt, $1.77 million in operating lease liability, $14.60
million in other long-term liabilities, $23.60 million in
redeemable preferred stock, and total stockholders' equity of $9.25
million.

The Company's annual operating plan projects that its existing
working capital at March 31, 2019 of $36.1 million (including cash
of $16.4 million) along with the use of the Expanded Credit
Facility with Squadron Medical Finance Solutions LLC of $30.0
million that closed on March 27, 2019 allows the Company to fund
its operations through at least one year subsequent to the date the
financial statements are issued.

The Company has incurred significant net losses since inception and
has relied on its ability to fund its operations through revenues
from the sale of its products, equity financings and debt
financings.  As the Company has historically incurred losses,
successful transition to profitability is dependent upon achieving
a level of revenues adequate to support the Company's cost
structure.  This may not occur and, unless and until it does, the
Company will continue to need to raise additional capital.
Operating losses and negative cash flows may continue for at least
the next year as the Company continues to incur costs related to
the execution of its operating plan and introduction of new
products.  The Company's inability to raise additional capital from
outside sources will have a material adverse impact on its
operations.

ATEC expects total revenue in 2019 of $98.0 million to $103.0
million.  The Company expects U.S. product revenue of $94.0 million
to $98.0 million, reflecting growth of 13% to 17% compared to
2018.

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

                      https://is.gd/z68yQk

                      About Alphatec Holdings

Carlsbad, California-based Alphatec Holdings, Inc., through its
wholly owned subsidiaries, Alphatec Spine, Inc. and SafeOpSurgical,
Inc., is a medical device company that designs, develops, and
markets technology for the treatment of spinal disorders associated
with disease and degeneration, congenital deformities, and trauma.
The Company's mission is to improve lives by providing innovative
spine surgery solutions through the relentless pursuit of superior
outcomes.  The Company markets its products in the U.S. via
independent sales agents and a direct sales force.

Alphatec reported a net loss attributable to common shareholders of
$42.46 million for the year ended Dec. 31, 2018, compared to a net
loss attributable to common shareholders of $2.29 million for the
year ended Dec. 31, 2017.


AMYRIS INC: Delays Filing of March 31 Form 10-Q
-----------------------------------------------
Amyris, Inc., was unable to file its Quarterly Report on Form 10-Q
for the fiscal quarter ended March 31, 2019 within the prescribed
time period without unreasonable effort and expense.  As previously
announced, on April 5, 2019, the Audit Committee of the Board of
Directors of the Company, after consultation with management of the
Company and KPMG LLP, the Company's independent registered public
accounting firm, determined that the Company will restate its
interim condensed consolidated financial statements for the
quarterly and year-to-date periods ended March 31, 2018, June 30,
2018 and Sept. 30, 2018, included in the Company's Quarterly
Reports on Form 10-Q for the fiscal quarters ended March 31, 2018,
June 30, 2018 and Sept. 30, 2018, respectively.  As part of the
restatement process, the Company is continuing to assess the
adjustments to its financial statements for the Non-Reliance
Periods as well as its financial statements for the fiscal year
ended Dec. 31, 2018, which will be included in the Company's Annual
Report on Form 10-K for Fiscal 2018.

In addition, the Company is in the process of finalizing its
evaluation of internal control over financial reporting and expects
to report material weaknesses in addition to the material weakness
reported in the Company's Annual Report on Form 10-K for the fiscal
year ended Dec. 31, 2017.  The Company has reached a conclusion
that its system of internal control over financial reporting is not
effective as of Dec. 31, 2018.  In addition, the Company expects to
continue to report that there is substantial doubt about its
ability to continue as a going concern.

As a result of these events and related matters, the Company has
experienced a delay in the completion of the Form 10-Q and does not
currently expect to file the Form 10-Q by the prescribed due date
allowed pursuant to Rule 12b-25.  The Company is working to
complete the preparation of its restated financial statements for
the Non-Reliance Periods, as well as its financial statements for
Fiscal 2018, and intends to file amendments to the Quarterly
Reports on Form 10-Q for the Non-Reliance Periods, the Form 10-K
and the Form 10-Q as soon as reasonably practicable.

The Company's Annual Report on Form 10-K for the fiscal year ended
Dec. 31, 2018 has not yet been filed.

                        About Amyris, Inc.

Amyris, Inc., Emeryville, California, is an industrial
biotechnology company that applies its technology platform to
engineer, manufacture and sell natural, sustainably sourced
products into the health & wellness, clean skincare, and flavors &
fragrances markets.  The Company's proven technology platform
enables it to rapidly engineer microbes and use them as catalysts
to metabolize renewable, plant-sourced sugars into large volume,
high-value ingredients.  The Company's biotechnology platform and
industrial fermentation process replace existing complex and
expensive manufacturing processes.  The Company has successfully
used its technology to develop and produce five distinct molecules
at commercial volumes.

The report from the Company's independent accounting firm KPMG LLP,
the Company's auditor since 2017, 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 current debt service
requirements that raise substantial doubt about its ability to
continue as a going concern.

Amyris incurred net losses of $72.32 million in 2017, $97.33
million in 2016, and $217.95 million in 2016.  As of Sept. 30,
2018, Amyris had $122.7 million in total assets, $323.3 million in
total liabilities, $5 million in contingently redeemable common
stock, and a total stockholders' deficit of $205.6 million.


ANKA BEHAVIORAL: U.S. Trustee Forms 3-Member Committee
------------------------------------------------------
The U.S. Trustee for Region 17 on May 8 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of ANKA Behavioral Health, Incorporated.

The committee members are:

     (1) Health Information Technology Care, LLC
         Attn: Tony Niemotka
         1310 Redwood Way, Suite 125
         Petaluma, CA 94954  

         Represented by: Denise Olrich
         Law Office of Denise Olrich
         3558 Round Barn Blvd., Suite 200
         Santa Rosa, CA 95403
         Email: olrich@olrichlaw.com

     (2) Bershire Hathaway Homestate Insurance Company  
         Attn: Brandon Falley  
         1314 Douglas St., Suite 1300  
         Omaha, NE 68102-1944  
         Email: bfalley@bhhc.com

     (3) CallTower, Inc.
         Attn: Chris Evans
         10701 S. River Front Parkway, Suite 450
         South Jordan, UT 84095
         Email: cevans@calltower.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 ANKA Behavioral Health

In operation since 1973, Anka Behavioral Health, Inc. --
https://www.ankabhi.org -- is a 501(c)3 non-profit behavioral
healthcare corporation.  It offers crisis residential treatment,
transitional residential treatment, and long-term residential
treatment for children and adults experiencing a psychiatric
emergency or behavioral crisis.  Anka's residential-based
facilities are located in Contra Costa, Alameda, Solano, Sonoma,
Santa Clara, Fresno, San Luis Obispo, Santa Barbara, Ventura, Los
Angeles, and Riverside Counties in California, and Tuscola County
in Michigan.

ANKA Behavioral Health sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Calif. Case No. 19-41025) on April 30,
2019.  At the time of the filing, the Debtor had estimated assets
of between $1 million and $10 million and liabilities of between
$10 million and $50 million.  

The case has been assigned to Judge William J. Lafferty.  

The Debtor tapped Trodella & Lapping, LLP and Wendel, Rosen, Black
& Dean, LLP as legal counsel; BPM LLP as financial advisor; and
Donlin Recano & Company, Inc. as claims and noticing agent.


APELLIS PHARMACEUTICALS: Widens Net Loss to $50.6-Mil. Net in Q1
----------------------------------------------------------------
Apellis Pharmaceuticals, Inc., has filed with the U.S. Securities
and Exchange Commission its Quarterly Report on Form 10-Q reporting
a net loss of $50.57 million for the three months ended March 31,
2019, compared to a net loss of $21.73 million for the three months
ended March 31, 2018.

As of March 31, 2019, the Company had $318.35 million in total
assets, $93.59 million in total liabilities, and $224.75 million in
total stockholders' equity.

As of May 7, 2019, the Company believes that its cash and cash
equivalents as of March 31, 2019 of $288.2 million will be
sufficient to fund its operations for at least the next twelve
months from the issuance of the unaudited interim consolidated
financial statements.  The future viability beyond that point is
dependent on its ability to raise additional capital to finance its
operations.

Net cash used in operating activities was $35.6 million for the
three months ended March 31, 2019 and consisted primarily of a net
loss of $50.6 million adjusted for $6.8 million of non-cash items,
including share-based compensation expense of $4.6 million, a loss
on early extinguishment of debt of $1.2 million, and a loss from
remeasurement of development derivative liability of $0.7 million,
a net increase in accounts payable, accrued expenses and other
liabilities of $4.7 million and a net decrease in operating assets
of $3.5 million.  The net decrease in operating assets resulted
primarily from a decrease in prepaid expenses of $3.8 million
partially offset by an increase in refundable research and
development credit of $0.3 million.

Net cash used in operating activities was $22.9 million for the
three months ended March 31, 2018 and consisted primarily of a net
loss of $21.7 million adjusted for non-cash items, including
share-based compensation expense of $1.6 million, a net increase in
accounts payable and accrued expenses of $0.7 million and a net
increase in operating assets of $3.8 million.  The net increase in
operating assets resulted from an increase in prepaid expenses of
$3.1 million, an increase in other current assets of $0.2 million
and an increase in refundable research and development credit of
$0.5 million..

Net cash used in investing activities during the three months ended
March 31, 2019 was $0.9 million due to the purchase of fixed assets
for our offices.  There was no cash used in investing activities
during the three months ended March 31, 2018.

Net cash provided by financing activities was $148.4 million during
the three months ended March 31, 2019 and consisted primarily of
proceeds from the issuance of common stock in the Company's March
follow-on offering of $110.3 million, the receipt of $60.0 million
from the SFJ Agreement and $0.2 million upon the exercise of stock
options, offset by $21.7 million for the repayment of the Company's
term loan facility and the payment of deferred issuance costs
associated with our follow-on offering of $0.3 million.  Net cash
provided by financing activities was $0.2 million for the three
months ended March 31, 2018 and consisted primarily of proceeds
from stock option exercises.

The Company's operations since inception have been limited to
organizing and staffing the Company, acquiring rights to product
candidates, business planning, raising capital and developing its
product candidates.

The Company is subject to risks common to other life science
companies in the development stage including, but not limited to,
uncertainty of product development and ommercialization, lack of
marketing and sales history, development by its competitors of new
technological innovations, dependence on key personnel, market
acceptance of products, product liability, protection of
proprietary technology, ability to raise additional financing, and
compliance with FDA and other government regulations.  If the
Company does not successfully commercialize any of its product
candidates, it will be unable to generate recurring product revenue
or achieve profitability.  Management's plans in order to meet its
short-term and longer-term operating cash flow requirements include
obtaining additional funding.

The Company said there are uncertainties associated with its
ability to (1) obtain additional debt or equity financing (2) enter
into collaborative agreements with strategic partners, and (3)
succeed in its future operations.  If the Company is not able to
obtain the required capital to fund its operations from any of
these, or is not able to obtain such funding on terms that are
favorable to the Company, it could be forced to delay, reduce or
eliminate its research and development programs or future
commercialization efforts and its business could be materially
harmed.

"Given our planned expenditures, our independent registered public
accounting firm may conclude, in connection with the audit of our
financial statements for the year ended December 31, 2019 or any
other subsequent period, that there is substantial doubt regarding
our ability to continue as a going concern.  If we are unable to
continue as a going concern, we might have to liquidate our assets
and the values we receive for our assets in liquidation or
dissolution could be significantly lower than the values reflected
in our financial statements.  The inclusion of a going concern
explanatory paragraph by our independent registered public
accounting firm may materially and adversely affect our share price
and our ability to raise new capital or to enter into critical
contractual relations with third parties," Apellis said in its
Quarterly Report.

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

                      https://is.gd/lWneg0

                         About Apellis

Headquartered in Crestwood, Kentucky, Apellis Pharmaceuticals, Inc.
is a clinical-stage biopharmaceutical company focused on the
development of novel therapeutic compounds for the treatment of a
broad range of life-threatening or debilitating autoimmune diseases
based upon complement immunotherapy through the inhibition of the
complement system at the level of C3.  Apellis is the first company
to advance chronic therapy with a C3 inhibitor into clinical
trials.

Apellis incurred net losses of $127.50 million in 2018, $51 million
in 2017, and $27.12 million in 2016.

The report of Ernst & Young, LLP on the Company's financial
statements as of and for the fiscal year ended Dec. 31, 2018
included an explanatory paragraph that there was substantial doubt
about the Company's ability to continue as a going concern.  The
auditor stated that the Company has recurring losses from
operations and has stated that substantial doubt exists about the
Company's ability to continue as a going concern.


AVINGER INC: Reports $5.95 Million Net Loss for First Quarter
-------------------------------------------------------------
Avinger, Inc. filed on May 8, 2019, its quarterly report on Form
10-Q with the U.S. Securities and Exchange Commission reporting a
net loss applicable to common stockholders of $5.95 million on
$1.84 million of revenues for the three months ended March 31, 2019
compared to a net loss applicable to common stockholders of $15.90
million on $1.80 million of revenues for the three months ended
March 31, 2018.

As of March 31, 2019, Avinger had $26.25 million in total assets,
$12.97 million in total liabilities, and $13.27 million in total
stockholders' equity.

Operating expenses for the first quarter of 2019 were $5.4 million,
a 14% decrease from $6.3 million in the first quarter of 2018 and a
decrease of 19% from $6.6 million in the fourth quarter of 2018.

Operating loss for the first quarter of 2019 was $5.0 million, an
improvement of $0.9 million, or 15%, from $5.9 million in the first
quarter of 2018 and an improvement of $1.0 million, or 17%, from an
operating loss of $6.1 million in the fourth quarter of 2018.  Net
loss and comprehensive loss for the first quarter of 2019 was $5.1
million, an improvement of 51% from $10.3 million in the first
quarter of 2018 and an improvement of 17% from $6.1 million in the
fourth quarter of 2018.

Adjusted EBITDA, as defined under non-GAAP measures in this press
release, was a loss of $4.3 million, an improvement of 14% compared
to a loss of $5.1 million for the first quarter of 2018 and an
improvement of 3% compared to a loss of $4.5 million for the fourth
quarter of 2018.

Cash and cash equivalents totaled $16.7 million as of March 31,
2019, an increase from $16.4 million as of Dec. 31, 2018.
Subsequent to the end of the first quarter, Avinger received an
additional $1.7 million in proceeds from warrant exercises,
bringing the year-to-date total proceeds from warrant exercises to
$8.0 million.
  
As of March 31, 2019, Avinger had approximately 60.1 million shares
of common stock, 44,745 shares of Series A preferred stock, 178
shares of Series B preferred stock and no shares of Series C
preferred stock outstanding.

In the course of its activities, the Company has incurred losses
and negative cash flows from operations since its inception.  As of
March 31, 2019, the Company had an accumulated deficit of $333.9
million.  The Company expects to incur losses for the foreseeable
future.  The Company believes that its cash and cash equivalents of
$16.7 million at March 31, 2019 and expected revenues and funds
from operations will be sufficient to allow the Company to fund its
current operations through at least the fourth quarter of 2019.
Even though the Company received net proceeds of $10.2 million from
the sale of its Series C Preferred Stock and common stock in its
November 2018 offering, net proceeds of $15.5 million from the sale
of its Series B preferred stock and warrants in its February 2018
offering, proceeds from issuance of common stock upon the exercise
of warrants in February and March 2019 of $6.3 million and net
proceeds of $3.0 million from the sale of common stock and warrants
in its July 2018 offering, the Company will need to raise
additional funds through future equity or debt financings within
the next twelve months to meet its operational needs and capital
requirements for product development, clinical trials and
commercialization and may subsequently require additional
fundraising.  The Company can provide no assurance that it will be
successful in raising funds pursuant to additional equity or debt
financings or that such funds will be raised at prices that do not
create substantial dilution for its existing stockholders.

Avinger said, "Given the recent decline in the Company's stock
price, any financing that we undertake in the next twelve months
could cause substantial dilution to our existing stockholders,
there can be no assurance that the Company will be successful in
acquiring additional funding at levels sufficient to fund its
operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.  If the Company
is unable to raise additional capital in sufficient amounts or on
terms acceptable to it, the Company may have to significantly
reduce its operations or delay, scale back or discontinue the
development of one or more of its products."

First Quarter and Recent Highlights

   * Achieved revenue of $1.8 million for the first quarter of
     2019, reflecting typical seasonality within the user base;

   * Reported $0.9 million in Pantheris revenue, a 46% increase
     from the first quarter of 2018;

   * Added 4 new Lumivascular accounts, for a total of 75
     accounts ordering the Company's Lumivascular products in the
     first quarter of 2019;

   * Announced FDA 510(k) clearance for Pantheris SV (Small
     Vessel) and commenced preparations for initial launch at
     select Lumivascular sites, to be followed by full commercial
     rollout, anticipated in the third quarter of 2019;

   * Reported publication of excellent clinical outcomes data
     from a study evaluating Pantheris image-guided atherectomy
     combined with antirestenotic therapy for the treatment of
     PAD;

   * Announced issuance of one new U.S. patent and the allowance
     of five additional U.S. patent applications, bringing
     Avinger's intellectual property portfolio to 149 patents and
     applications; and

   * Further strengthened the balance sheet with $8.0 million in
     proceeds received since Jan. 1, 2019 from warrant exercises
     related to prior underwritten public offerings.

Jeff Soinski, Avinger's president and CEO, commented, "We are
excited about the continued momentum for our Lumivascular platform,
including the expansion of our customer base, the strong
performance of our next-generation Pantheris and the recent FDA
clearance of Pantheris SV.  In the first quarter, we grew our
Pantheris business significantly compared to the year-ago period.
We have also made progress on our growth initiatives, including
driving utilization at current sites, opening new Lumivascular
sites, developing new devices, advancing our clinical data and
expanding our sales force to fuel further growth.
  
"On the new product front, we believe Pantheris SV has the
potential to expand our addressable market by as much as 50%, or an
additional $180 million.  We are initially focused on the limited
launch of this highly-differentiated platform to select key opinion
leader sites within our network.  We anticipate transitioning to
full commercial launch during the third quarter with the roll-out
of Pantheris SV to our more than 75 Lumivascular sites.  Our user
base is eager to commence cases with this technology, which offers
a compelling new therapeutic option for patients suffering from PAD
in smaller vessels, including those below-the-knee."

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

                      https://is.gd/MPGxhy

                       About Avinger, Inc.

Headquartered in Redwood City, California, Avinger --
www.avinger.com -- is a commercial-stage medical device company
that designs and develops the first-ever image-guided,
catheter-based system that diagnoses and treats patients with
peripheral artery disease (PAD).  PAD is estimated to affect over
12 million people in the U.S. and over 200 million worldwide.
Avinger is dedicated to radically changing the way vascular disease
is treated through its Lumivascular platform, which currently
consists of the Lightbox imaging console, the Ocelot family of
chronic total occlusion (CTO) catheters, and the Pantheris family
of atherectomy devices.

Avinger reported a net loss applicable to common stockholders of
$35.69 million for the year ended Dec. 31, 2018, compared to a net
loss applicable to common stockholders of $48.73 million for the
year ended Dec. 31, 2017.  As of Dec. 31, 2018, Avinger had $23.69
million in total assets, $14.23 million in total liabilities, and
$9.46 million in total stockholders' equity.

Moss Adams LLP, in San Francisco, California, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated March 6, 2019, on the Company's consolidated financial
statements for the year ended Dec. 31, 2018, stating that the
Company's recurring losses from operations and its need for
additional capital raise substantial doubt about its ability to
continue as a going concern.


BARKER BOATWORKS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Barker Boatworks, LLC, according to court dockets.

                    About Barker Boatworks

Founded in 2014 by its current president, Kevin Barker, Barker
Boatworks, LLC designs and builds boats.  All Barker boats are
"built to order" to the exact specifications of the customer's
request.

Barker Boatworks sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-03138) on April 5,
2019.  At the time of the filing, the Debtor estimated assets of
between $1 million and $10 million and liabilities of the same
range.  The case is assigned to Judge Michael G. Williamson.

Stichter Riedel Blain & Postler, P.A., is the Debtor's counsel.


BAUSCH HEALTH: S&P Rates Multi-Tranche Unsecured Note Offering B-
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' senior unsecured debt rating
and '5' recovery rating to Bausch Health Cos. Inc.'s (Bausch
Health) multi-tranche $1.5 billion senior unsecured notes offering,
due 2028 and 2029. The 'B-' rating and '5' recovery rating on
Bausch Health's unsecured debt indicates S&P's expectations for
modest (10%-30%; rounded estimate: 15%) recovery in the event of
payment default. S&P's issuer credit rating remains 'B' with a
stable outlook. The existing ratings on Bausch Health, including
S&P's 'BB-' senior secured rating and 'B-' senior unsecured debt
ratings, are also unchanged.

The transaction is leverage-neutral, as proceeds from the new debt
will be used to refinance existing debt due 2023, extending Bausch
Health's maturity schedule.

Bausch Health's substantial scale and revenue diversity,
multiple-growth drivers (such as Xifaxan), an improving product
pipeline, and a lessening impact from lost sales due to patent
expirations continue to support S&P's favorable assessment of the
company's business profile. The company recently received FDA
approval for its psoriasis treatment, Duobrii, one of its
"significant seven" new products that will help drive future sales
growth. The company has limited therapeutic concentration, with
only one drug--Xifaxan, a treatment for irritable bowel
syndrome--accounting for more than 10% of revenues.

S&P believes that after several years of declining sales due to
patent expirations, pricing pressures, and divestitures, Bausch
Health could resume growth in revenues, EBITDA, and cash flows in
2019. The company recently raised its sales guidance range to $8.35
billion to $8.55 billion, from $8.3 billion to $8.5 billion, versus
$8.38 billion in 2018.

  Ratings List

  Bausch Health Companies Inc.

  Issuer Credit Rating B/Stable/--

  New Rating
  Bausch Health Companies Inc.

  Senior Unsecured
  US$750 mil sr nts due 2028   B-
  Recovery Rating             5(15%)
  US$750 mil sr nts due 2029   B-
  Recovery Rating          5(15%)


BEACHWALK LP: Dismissal of T. Moss 2017 Suit vs HBN, CTIC Upheld
----------------------------------------------------------------
In the case captioned Thomas J. Moss, Appellant-Plaintiff, v.
Horizon Bank, N.A., and Chicago Title Insurance Company,
Appellees-Defendants, No. 18A-PL-1526 (Ind. App.), the Court of
Appeals Indiana affirmed the trial court's ruling dismissing the
2017 lawsuit filed by Thomas Moss against Defendants Chicago Title
Insurance Company and Horizon Bank, N.A.

Moss is a beneficiary of two land trusts, one of which, Trust
08-1292, sold land to the other, Trust 08-3923, in 2005. Trust
08-1292, and Moss individually as a beneficiary of it, were to be
paid over time and were each granted a mortgage by Trust 08-3923.
In 2012, Moss became aware that the mortgages had apparently never
been recorded, potentially leaving him and Trust 08-1292 as
unsecured creditors to Trust 08-3923. In July of 2012, Trust
08-3923 filed for bankruptcy and indeed attempted to avoid the
mortgages.

In 2013, Moss sued Chicago Title Insurance Company and Horizon
Bank, N.A., in LaPorte Superior Court for, inter alia, their
alleged failure to ensure that the mortgages were recorded ("the
2013 Lawsuit"). In 2015, the parties stipulated that the lawsuit be
dismissed with prejudice, with Moss reserving only the right to
pursue claims against the Defendants in Trust 08-3923's bankruptcy
proceeding. In 2017, when Moss sued the Defendants again in LaPorte
Superior Court ("the 2017 Lawsuit"), Chicago Title moved to dismiss
on res judicata grounds, which motion the trial court granted. Moss
contends that the trial court improperly failed to convert Chicago
Title's motion to dismiss to a summary-judgment motion and erred in
concluding that the dismissal of the 2013 Lawsuit was res judicata
as to the 2017 Lawsuit.

Moss contends that the trial court erroneously failed to convert
Chicago Title's motion to dismiss into a summary-judgment motion
and also failed to give him a reasonable opportunity to present
material in opposition. It is true that the Appeals Court has held
that a trial court's failure to provide explicit notice of its
intended conversion of a motion to dismiss to one for summary
judgment is reversible error if a reasonable opportunity to respond
is not afforded and the party is prejudiced.

In this case, however, Chicago Title argues -- and the Court agrees
-- that the trial court was not required to convert its motion to
dismiss into a summary-judgment motion. In Indiana, materials of
which a trial court may take judicial notice (such as the court
records from the 2013 Lawsuit) are not considered "matters outside
the pleading." In Davis ex relatione Davis v. Ford Motor Co. the
Court stated that when evaluating a 12(B)(6) motion to dismiss,
"the court may look only at the pleadings, with all well-pleaded
material facts alleged in the complaint taken as admitted,
supplemented by any facts of which the court will take judicial
notice." The Court concludes that because the extraneous matters on
which the trial court relied were matters of which it could take
judicial notice, it was not required to convert Chicago Title's
action to a summary-judgment motion.

Defendants contend that the 2017 Lawsuit is barred by res judicata,
specifically by the dismissal of the 2013 Lawsuit with prejudice.
It is well-settled that a dismissal with prejudice is a dismissal
on the merits and is conclusive of the rights of the parties and
res judicata as to the questions which might have been litigated.

Moss does not deny that the claims in the 2017 Lawsuit are
essentially the same as he pursued in 2013, arguing only that the
dismissal of the 2013 Lawsuit does not bar the 2017 Lawsuit because
the Order reserved him the right to pursue claims against the
Defendants in bankruptcy court. The Order applied to all claims
between the parties subject to it "excepting only [Moss]'s
opportunity to file claims in the pending bankruptcy case of
Debtor, Moss Family Limited Partnership, et al[.], Case No.
12-32540-hcd."

The Court finds it difficult to imagine that the reservation of
rights in the Order could be any more clear that Moss's right to
pursue claims against the Defendants is limited to one specific
case in bankruptcy court. The Order explicitly provides that the
reservation "only" applies to a particular bankruptcy case,
language that, in our view, definitively forecloses future
litigation on these claims in other forums or cases. Moss, no doubt
recognizing that the reservation of rights is limited by its plain
terms to bankruptcy Case No. 12-32540-hcd, urges the Court to infer
that the reservation also covered possible future litigation in
state court in the event the claims were not fully adjudicated in
bankruptcy court. This interpretation of the reservation language
is untenable, however, as it would require the Court to ignore the
parties' and LaPorte Superior Court’s use of language limiting
Moss's right to pursue claims to one case in bankruptcy court. If
the parties had intended to reserve Moss's right to further pursue
his claims in state court under any circumstances, language to that
effect could easily have been used. Because such language was not
used, the trial court correctly concluded that the Order is res
judicata as to the 2017 Lawsuit. The trial court did not err in
dismissing Moss's 2017 Lawsuit.

A copy of the Court's Memorandum Decision dated Feb. 19, 2019 is
available at https://bit.ly/2VlCCT7 from Leagle.com.

Jason R. Delk, Daniel J. Gibson, Delk McNally LLP, Muncie, Indiana,
Attorneys for Appellant.

Elizabeth Flynn, Craig V. Braje, Braje, Nelson & Janes, LLP,
Michigan City, Indiana, Attorneys for Appellee HORIZON BANK, N.A.

Tammy L. Ortman, Jennifer S. Ortman, Lewis & Kappes, P.C.,
Indianapolis, Indiana, Attorneys for Appellee Chicago Title
Insurance Company.

                   About Beachwalk

Michigan City, Indiana-based Beachwalk Limited Partnership, a
Partnership, filed a bare-bones Chapter 11 petition (Bankr. N.D.
Ind. Case No. 12-32547) on July 18, 2012.  The Debtor estimated
assets of $10 million to $50 million and debts of $1 million to $10
million.

Related entities Moss Family LP and Beachwalk Limited Partnership
filed Chapter 11 petitions (Case Nos. 12-32540 and 12-32541) on
July 17.

Judge Harry C. Dees, Jr. presides over the case.  The petition was
signed by Tom Moss, authorized agent.


BIG RIVER STEEL: S&P Alters Outlook to Stable on Elevated Leverage
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Arkansas-based steel
producer Big River Steel LLC's (BRS) to stable from positive and
affirmed the 'B' issuer credit rating.

At the same time, S&P assigned its 'B' issue-level rating to the
proposed $487 million of tax-exempt revenue bonds, and affirmed the
'B' rating on the company's $400 million term loan B due in 2023
and $600 million senior secured notes due in 2025. The recovery
ratings are '3'.

The outlook revision reflects S&P's expectation that BRS' adjusted
leverage will remain elevated while the company embarks on the next
stage of its growth strategy over the next 12-24 months. S&P
expects BRS to spend $700 million to double its flat-rolled product
capacity to 3.3 million short tons (st), with completion expected
in the first half of 2021. Once fully ramped up, S&P expects BRS'
EBITDA to increase above $400 million. However, the rating agency
expects leverage to remain elevated during the construction phase,
with adjusted debt to EBITDA of about 6x-7x and EBITDA interest
coverage near 2x. Notwithstanding this near term pressure on credit
measures, S&P views BRS' capacity expansion as potentially
improving its size and competitive advantage over time as it builds
a longer-term track record.

"The stable outlook reflects S&P's view that BRS' credit metrics
will remain appropriate for the rating over the next 12 months,
with leverage of about 7x given higher adjusted debt associated
with its capacity expansion. S&P expects adjusted EBITDA margins of
15%-20% in 2019, assuming annual production of approximately 1.6
million tons, and the spread between hot-rolled coil (HRC) steel
and scrap steel is roughly $350/st. S&P also incorporate into its
expectations that steel demand in the U.S. will remain firm over
the next two years, with continued growth in the nonresidential and
residential construction markets and solid, but lower,
light-vehicle sales.

"We could raise our ratings on BRS upon completion of its Phase II
expansion if we forecast adjusted leverage dropping below 5x at
that time. An upgrade would also be predicated on BRS strengthening
its competitive position in terms of broadening its end markets and
achieving a higher value add product mix, after the capacity
increases to offset the single-asset concentration risk," S&P said.
The rating agency said it would also expect steel market and
product demand conditions, as well as the intentions of BRS'
owners, to sustain adjusted debt to EBITDA below this level, adding
that in this scenario, it would expect EBITDA to improve such that
spreads are relatively stable at about $350/st with volumes
increasing to about 3 million tons.

"We could lower the rating if BRS' adjusted leverage exceeds 8x
with no clear path to reduction. This could occur due to unexpected
delays or potential cost overruns for the Phase II expansion. We
could also lower the rating if market conditions become less
supportive, resulting in downward pressure on cash flows and credit
metrics," S&P said, adding that this could occur during prolonged
weak product demand or when the spread between HRC steel and scrap
steel falls materially below $300/st.


BLACK RIDGE: Incurs $670,337 Net Loss in First Quarter
------------------------------------------------------
Black Ridge Oil & Gas, Inc. filed with the U.S. Securities and
Exchange Commission on May 13, 2019, its quarterly report on Form
10-Q reporting a net loss attributable to the Company of $670,337
on $0 of total revenues for the three months ended March 31, 2019,
compared to a net loss attributable to the Company of $633,029 on
$0 of total revenues for the three months ended March 31, 2018.

As of March 31, 2019, Black Ridge had $142.95 million in total
assets, $790,064 in total liabilities, $141.34 million in
redeemable non-controlling interest, and $825,269 in total
stockholders' equity.

As of March 31, 2019 the Company had positive working capital of
$136,939.  Liabilities of Black Ridge Acquisition Corp. as of March
31, 2019 for current income taxes and franchise fees totaling
$686,789 may be paid from interest earned on the Trust Account
assets.

Net cash used in operating activities was $771,799 and $500,950 for
the three months ended March 31, 2019 and 2018, respectively, a
period over period increase of $270,849.  The increase was
primarily due to an increase of $54,989 in general and
administrative expenses and changes in working capital accounts.
Changes in working capital from operating activities resulted in an
increase in cash of $82,823 in the three months ended
March 31, 2019 as compared to an increase in cash of $133,463 for
the same period in the previous year, the year over year decrease
of $50,640 primarily driven by changes in accounts payable and
offset by changes in income taxes payable between periods.

Net cash provided by investing activities was $94,824 for the three
months ended March 31, 2019 primarily from proceeds of withdrawals
of 95,633 from the Trust Account to pay for income taxes and
franchise fees.  The Company had no investing activity in the 2018
period.

The Company had no financing activities in either the 2019 period
or the 2018 period.

The Company has no revenue source presently.  Based on projections
of cash expenditures in the Company's current business plan, the
cash on hand would be insufficient to fund the Company's general
and administrative expenses over the next year.

As of March 31, 2019, the Company's balance of cash and cash
equivalents was $826,525.  The Company's plan for satisfying its
cash requirements for the next twelve months is through additional
management service fees generated from new partners and additional
financing in the form of equity or debt as needed.

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

                     https://is.gd/4ONWdz

                       About Black Ridge

Black Ridge Oil & Gas -- http://www.blackridgeoil.com/-- is a
company focused on acquiring, investing in, and managing the oil
and gas assets for its partners.  The Company continues to pursue
asset acquisitions in all major onshore unconventional shale
formations that may be acquired with capital from its existing
joint venture partners or other capital providers.  Additionally,
as the sponsor and manager of Black Ridge Acquisition Corp., the
Company is focused on assisting BRAC in its efforts to identify a
prospective target business for a merger, share exchange, asset
acquisition or other similar business combination. Black Ridge is
based in Minneapolis, Minnesota.

Black Ridge reported a net loss attributable to the Company of
$344,014 for the year ended Dec. 31, 2018, compared to a net loss
attributable to the Company of $392,529 for the year ended Dec. 31,
2017.  As of Dec. 31, 2018, the Company had $142.86 million in
total assets, $659,351 of total liabilities, $140.73 million in
redeemable non-controlling interest, and $1.46 million in total
stockholders' equity.

M&K CPAS, PLLC, in Houston, Texas, the Company's auditor since
2010, issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2018, citing that
the Company suffered a net loss from operations and negative cash
flows from operations, which raise substantial doubt about its
ability to continue as a going concern.


BRISTOW GROUP: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Lead Debtor: Bristow Group Inc.
             2103 City West Blvd., 4th Floor
             Houston, TX 77042


Business Description: Bristow Group Inc. --
                      http://www.bristowgroup.com-- provides
                      industrial aviation and charter services to
                      offshore energy companies in Europe, Africa,

                      the Americas, and the Asian Pacific.  The
                      Company also provides search and rescue
                      services for governmental agencies and the
                      oil and gas industry.  Headquartered in
                      Houston, the Company currently employs
                      approximately 3,000 individuals around the
                      world.

Chapter 11 Petition Date: May 11, 2019

Eight affiliates that have filed voluntary petitions seeking relief
under Chapter 11 of the Bankruptcy Code:

      Debtor                                 Case No.
      ------                                 --------
      Bristow Group Inc. (Lead Case)         19-32713
      BHNA Holdings Inc.                     19-32714
      BriLog Leasing Ltd.                    19-32715
      Bristow Alaska Inc.                    19-32716
      Bristow Equipment Leasing Ltd.         19-32717
      Bristow Helicopters Inc.               19-32718
      Bristow U.S. Leasing LLC               19-32719
      Bristow U.S. LLC                       19-32720

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

Judge: Hon. Marvin Isgur

Debtors'
Bankruptcy
Counsel:               James R. Prince, Esq.
                       Omar J. Alaniz, Esq.
                       Ian E. Roberts, Esq.
                       Kevin Chiu, Esq.
                       BAKER BOTTS L.L.P.
                       2001 Ross Avenue, Suite 900
                       Dallas, Texas 75201-2980
                       Tel: (214) 953-6500
                       Fax: (214) 953-6503
                       Email: jim.prince@bakerbotts.com
                              omar.alaniz@bakerbotts.com
                              ian.roberts@bakerbotts.com
                              kevin.chiu@bakerbotts.com

                         - and -

                       Emanuel C. Grillo, Esq.
                       Chris Newcomb, Esq.
                       BAKER BOTTS L.L.P.
                       30 Rockefeller Plaza
                       New York, New York 10112-4498
                       Tel: (212) 408-2500
                       Fax: (212) 408-2501
                       Email: emanuel.grillo@bakerbotts.com
                              chris.newcomb@bakerbotts.com

Debtors'
Co-Counsel:            Richard G. Mason, Esq.
                       Amy R. Wolf, Esq.
                       WACHTELL, LIPTON, ROSEN & KATZ
                       51 West 52nd Street
                       New York, New York 10019
                       Tel: (212) 403-1000
                       Fax: (212) 403-2000
                       Email: rgmason@wlrk.com
                              arwolf@wlrk.com

Debtors'
Financial
Advisor:               ALVAREZ & MARSAL
                       700 Louisiana Street, Suite 3300
                       Houston, Texas 77002

                         - and -

                       HOULIHAN LOKEY CAPITAL, INC.
                       1001 Fannin Street #4650
                       Houston, Texas 77002

Debtors'
Claims,
Noticing &
Solicitation
Agent:                 PRIME CLERK LLC
                       https://cases.primeclerk.com/Bristow

Total Assets as of Sept. 30, 2018: $2,860,804,000

Total Debts as of Sept. 30, 2018: $1,885,623,000

The petition was signed by Brian J. Allman, senior vice president
and chief financial officer.

A full-text copy of Bristow Group's petition is available for free
at:

             http://bankrupt.com/misc/txsb19-32713.pdf

List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1. Wilmington Trust,             6.25% Senior Notes  $415,893,717
National Association
Indentured Trustee
Attn: Peter Finkel
Vice President
50 South Sixth Street, Suite 1290
Minneapolis, MN 55402
Tel: 612-217-5624
Fax: 302-427-4919
Email: pfinkel@wilmingtontrust.com

2. Wilmington Trust,             4.5% Convertible    $146,609,116
National Association                Senior Notes
Indentured Trustee
Attn: Peter Finkel
Vice President
50 South Sixth Street, Suite 1290
Minneapolis, MN 55402
Tel: 612-217-5624
Fax: 302-427-4919
Email: pfinkel@wilmingtontrust.com

3. Milestone Aviation Group        Lease Claims       $20,192,292
Attn: Clifford Work                  & Leases
General Counsel
Minerva House, 2nd Floor
Simmonscourt Road
Ballsbridge
Dublin, Irelan
Tel: 353-1-216-5700
Email: cwork@milestoneaviation.com

4. Infosys Limited                Trade Payable        $1,390,758
Attn: Salil Parekh
Chief Executive Officer
Electronics City
Hosur Road
Bengaluru, 560100
India
Tel: 91-80-2852-0261
Fax: 91-80-2852-0362
Email: salil_parekh@infosys.com

5. Agustawestland                 Trade Payable          $519,606
Attn: William Hunt, President
3050 Red Lion Road
Philadelphia, PA 19114
Tel: 215-281-1485
Fax: 215-268-9104
Email: william.hunt@agustawestland.com

6. VIH Aviation Group Ltd.            Leases             $208,687
Attn: Ken Norie, President
1962 Canso Road
North Saanich, BC V8L 5B5
Canada
Tel: 250-656-3987
Email: knorie@vih.com

7. Sikorsky Commercial Inc.       Trade Payable           $187,754
Attn: Daniel C. Schultz
President
6801 Rockledge Drive
Bethesda, MD 20817
Tel: 301-897-6000
Email: daniel.c.schultz@lmco.com

8. Pratt & Whitney Canada Corp    Trade Payable           $185,924
Attn: Maria Della Posta, President
1000 Marie-Victorin Boulevard
Longueuil, QC J4G 1A1
Canada
Tel: 450-677-9411
Email: maria.della.posta@pwc.ca

9. General Electric Company       Trade Payable           $172,193
Attn: H. Lawrence Culp Jr.
Chief Executive Officer
41 Farnsworth Street
Boston, MA 02210
Tel: 617-443-3000
Email: larry.culp@ge.com

10. Infosys McCamish               Trade Payable          $159,897
Attn: Gordon Beckham
President
6425 Powers Ferry Road
Suite 300
Atlanta, GA 30339
Tel: 770-690-1500
Fax: 770-690-1800
Email: gbeckham@mccamish.com

11. Speedcast Communications, Inc. Trade Payable          $146,180
Attn: Pierre-Jean Beylier
Chief Executive Officer
4400 S. Sam Houston Pkwy East
Houston, TX 77048
Tel: 832-668-2300
Email: pj@speedcast.com

12. Helifleet 2013-01, LLC             Leases             $129,216
Attn: Jeffrey G. Tougas
General Counsel
181 Bay Street, Suite 2830
Toronto, ON M5J 2T3
Canada
Tel: 514-908-0759
Fax: 514-908-0991
Email: jtougas@ecncapitalcorp.com

13. Precision Heliparts            Trade Payable          $106,999
Attn: Keith Stringer
Director of Sales
220 Burgess, Unit #2
Broussard, LA 70518
Tel: 404-768-9090
Fax: 404-768-9006
Email: kstringer@precisionaviationgroup.com

14. Waypoint Leasing                  Leases              $103,569
Attn: John Petkovic
Chief Executive Officer
Two Embarcadero Center, Suite 200
San Francisco, CA 94111
Tel: 415-829-6800
Email: john.petkovic@macquarie.aero

15. Expeditors And Production      Trade Payable           $87,425
Services
Attn: Todd Matte, President
206 Magnate Drive
Lafayette, LA 70508
Tel: 337-839-2735
Email: todd.matte@epsteam.com

16. Hub Enterprises, Inc.          Trade Payable           $65,643
Attn: James H. "Chip" Romero
President
PO Box 3162
Lafayette, LA 70502
Tel: 800-873-0933
Fax: 800-436-4399
Email: chip@hubenterprises.com

17. GE Aircraft Engines            Trade Payable           $65,304
Attn: William Neth
Manager, Customer Programs
1000 Western Avenue
Lynn, MA 01919
Tel: 781-594-9157
Email: william.neth@ge.com

18. Bell Helicopter Textron, Inc.  Trade Payable           $57,960
Attn: Michelle Flores
Manager, Key Accounts
3255 Bell Flight Boulevard
Fort Worth, TX 76118
Tel: 817-280-3926
Fax: 817-280-2321
Email: mflores3@bellflight.com

19. Standard Aero Limited          Trade Payable           $50,827
Attn: Russell Ford
Chief Executive Officer
6710 N. Scottsdale Road
Suite 250
Scottsdale, AZ 85253
Tel: 480-377-3100
Fax: 480-377-3105
Email: russell.ford@standardaero.com

20. Open Text Corporation          Trade Payable           $46,943
Attn: Mark Barrenechea
Chief Executive Officer
275 Frank Tompa Drive
Waterloo, ON N2L 0A1
Canada
Tel: 519-888-7111
Fax: 519-888-0677
Email: mbarrenechea@opentext.com

21. Capgemini America, Inc.        Trade Payable           $45,937
Attn: Paul Hermelin
Chief Executive Officer
1100 Empire Central Place
Suite 200
Dallas, TX 75247
Tel: 214-253-6415
Fax: 973-337-2701
Email: paul.hermelin@capgemini.com

22. Acme Truck Line, Inc.          Trade Payable           $43,402
Attn: Mike Coatney, President
200 Westbank Expressway
Gretna, LA 70053
Tel: 504-368-2510
Fax: 888-345-2263
Email: mike.coatney@acmetruck.com

23. Ideagen Gael Limited           Trade Payable           $42,312
Attn: Ben Dorks
Chief Executive Officer
Ergo House
Mere Way
Ruddington Fields Business Park
Nottingham, NG11 6 JS
United Kingdom
Tel: 44-1355-593400
Fax: 44-1355-579191
Email: ben.dorks@ideagen.com

24. HRD Aero Systems               Trade Payable           $40,560
Attn: Tom Salamone
President
25555 Avenue Stanford
Valencia, CA 91355
Tel: 877-473-2376
Fax: 661-295-0672
Email: tom.s@hrd-aerosystems.com

25. Boeing Distribution            Trade Payable           $40,497

Services Inc.
Attn: Travis Sullivan
Vice President
3760 W. 108th Street
Miami, FL 33018
Tel: 305-925-2600
Fax: 305-507-7191
Email: travis.sullivan@boeing.com

26. Helicomb International, Inc.   Trade Payable           $35,818
Attn: Bill Cole
General Manager
1402 South 69th East Avenue
Tulsa, OK 74112
Tel: 918-835-3999
Fax: 918-834-4451
Email: bcole@pccstructurals.com

27. Composite Technology Inc.      Trade Payable           $34,825
Attn: Andy Warner
Chief Financial Officer
1727 S. Main Street
DFW Airport
Dallas, TX 75261
Tel: 972-456-6900
Fax: 972-456-0162

28. SAP America                    Trade Payable           $34,376
Attn: DJ Paoni
President of SAP North America
3999 West Chester Pike
Newtown Square, PA 19073
Tel: 610-661-1000
Fax: 610-595-2187
Email: dj.paoni@sap.com

29. IHS Global Inc.                Trade Payable           $33,579
Attn: Susan Farrell
Vice President
1300 Connecticut Avenue
Suite 800
Washington, DC 20036
Tel: 202-721-0337
Fax: 303-397-2599
Email: susan.farrell@ihsmarkit.com

30. Ernst & Young LLP              Trade Payable      Undetermined
Attn: Thierry Caruso, Partner
1401 Mckinney Street
Houston, TX 77010
Tel: 713-750-1392
Email: thierry.caruso@ey.com


BRISTOW GROUP: Files Chapter 11 to Facilitate Restructuring
-----------------------------------------------------------
Bristow Group Inc. on May 11, 2019, disclosed that the Company has
voluntarily filed for Chapter 11 protection in the U.S. Bankruptcy
Court for the Southern District of Texas.  Bristow intends to use
the proceedings to restructure and strengthen its balance sheet and
achieve a more sustainable debt profile, while continuing to
provide safe, reliable and professional industrial aviation
services to its global clients well into the future.

All of Bristow's businesses are operating in the ordinary course
and are anticipated to continue to do so for the duration of the
Chapter 11 process.  The Chapter 11 filings pertain to certain of
Bristow's legal entities in the United States and two of its Cayman
Islands subsidiaries.

Bristow's other non-U.S. entities, including those holding
Bristow's non-U.S. air operating certificates ("AOCs"), are not
included in the Chapter 11 filings.

L. Don Miller, President and Chief Executive Officer of Bristow
Group Inc., said, "After working diligently with our advisors on a
thorough review of strategic financial alternatives, the Board of
Directors and management concluded that the best path forward for
Bristow and its stakeholders is to seek Chapter 11 protection. This
process will allow us to strengthen our balance sheet, achieve a
lower and more sustainable debt level and emerge as a stronger
company.  We have the support of the overwhelming majority of our
parent company senior secured noteholders, with whom we have
entered into a Restructuring Support Agreement that will help to
de-lever our balance sheet, and we are actively working with other
important stakeholders as we enter this process."

Mr. Miller continued, "Bristow remains steadfast in its commitment
to safety and providing exceptional client service during the
Chapter 11 process.  For clients, it is business as usual at
Bristow, and our talented team will stay focused on delivering
safe, reliable and professional services around the globe
throughout the process and beyond. We expect to execute a prompt
and efficient reorganization, and to emerge from this restructuring
process as a stronger company that is an even better business
partner, employer and trusted service provider.

"We deeply appreciate the hard work of our dedicated employees and
their commitment to each other, our valued clients and our
passengers.  We are also grateful for the many years of support by
our suppliers and business partners, and we look forward to
continuing to work with them as we move through this process and
beyond."

To ensure its ability to continue operating in the ordinary course
of business, Bristow has filed customary motions with the
Bankruptcy Court seeking a variety of "first-day" relief for the
filing entities, including authority to pay employee wages and
benefits, vendors and suppliers in the ordinary course for goods
and services provided after the Petition Date.

In addition to executing the Restructuring Support Agreement (the
"RSA") with the Company, certain senior secured noteholders made a
$75 million term loan to the Company prior to the Court filing, and
provided a commitment for a further $75 million in
debtor-in-possession ("DIP") financing that would be available upon
Court approval.  The financing package provides Bristow with
capital that enables the Company to fund its global operations and
make continued investments in safety and reliability during the
Chapter 11 reorganization proceedings.

The following eight entities are included in the filing: Bristow
Group Inc., BHNA Holdings Inc., Bristow Alaska Inc., Bristow
Helicopters Inc., Bristow U.S. Leasing LLC, Bristow U.S. LLC,
BriLog Leasing Ltd. and Bristow Equipment Leasing Ltd.

Baker Botts L.L.P. and Wachtell, Lipton, Rosen & Katz are serving
as the Company's legal counsel and Alvarez & Marsal is serving as
the Company's restructuring advisor.  Houlihan Lokey is serving as
financial advisor to the Company.

Davis Polk & Wardwell LLP is serving as legal counsel and PJT
Partners is serving as financial advisor to the senior secured
noteholders.

                    About Bristow Group Inc.

Headquartered in Houston, Texas, Bristow Group Inc. (NYSE: BRS) --
http://www.bristowgroup.com/-- is a global industrial aviation
services provider offering helicopter transportation, search and
rescue (SAR) and aircraft support services to government and civil
organizations worldwide.  Bristow has major transportation
operations in the North Sea, Nigeria and the U.S. Gulf of Mexico,
and in most of the other major offshore oil and gas producing
regions of the world, including Australia, Brazil, Canada, Russia
and Trinidad.  Bristow provides SAR services to the private sector
worldwide and to the public sector for all of the U.K. on behalf of
the Maritime and Coastguard Agency.

Bristow Group reported a net loss of $198.08 million for the fiscal
year ended March 31, 2018, following a net loss of $176.89 million
for the fiscal year ended March 31, 2017.  As of Sept. 30, 2018,
Bristow Group had $2.86 billion in total assets, $329.21 million in
total current liabilities, $1.39 billion in long-term debt, $28.48
million in accrued pension liabilities, $31.63 million in other
liabilities and deferred credits, $97.37 million in deferred taxes,
and total stockholders' investment of $975.18 million.

                          *     *     *

As reported by the TCR on April 22, 2019, Moody's Investors Service
downgraded Bristow Group Inc.'s Corporate Family Rating to 'Caa3'
from 'Caa2'.  "The downgrade follows Bristow's decision on April 15
to skip interest payment on its 6.25% senior unsecured notes due
October 2022, as it evaluates various strategic alternatives to
strengthen the capital structure and shore up liquidity," said
Sajjad Alam, Moody's senior analyst.  "The company has yet to file
its financial statements for the quarter ending December 31, 2018,
and is facing an elevated level of default risk over the near
term."

S&P Global Ratings had downgraded Bristow Group Inc.'s ICR to 'D'
from 'CCC-', according to a TCR report dated April 19, 2019.  The
downgrade reflects Bristow's decision to exercise its 30-day grace
period after electing not to make a $12.5 million interest payment
on its 6.25% unsecured notes due 2022.


BRISTOW GROUP: Receives Noncompliance Notice From NYSE
------------------------------------------------------
Bristow Group Inc. was notified by the New York Stock Exchange on
May 1, 2019 of its noncompliance with continued listing standards
because the average closing price of its common stock over a prior
30 consecutive trading day period had fallen below $1.00 per share,
which is the minimum average closing price per share required to
maintain listing on the NYSE.

Under the NYSE rules, Bristow has a period of six months following
the receipt of notice to regain compliance.  The Company's common
stock will continue to be listed and traded on the NYSE during this
six-month cure period, subject to the company's compliance with
other continued listing requirements set forth in the NYSE Listed
Company Manual.  The notice does not affect the Company's ongoing
business operations or its U.S. Securities and Exchange Commission
reporting obligations.

                     About Bristow Group Inc.

Headquartered in Houston, Texas, Bristow Group Inc. --
http://www.bristowgroup.com/-- is a global industrial aviation
services provider offering helicopter transportation, search and
rescue (SAR) and aircraft support services to government and civil
organizations worldwide.  Bristow has major transportation
operations in the North Sea, Nigeria and the U.S. Gulf of Mexico,
and in most of the other major offshore oil and gas producing
regions of the world, including Australia, Brazil, Canada, Russia
and Trinidad.  Bristow provides SAR services to the private sector
worldwide and to the public sector for all of the U.K. on behalf of
the Maritime and Coastguard Agency.

Bristow Group reported a net loss of $198.08 million for the fiscal
year ended March 31, 2018, following a net loss of $176.89 million
for the fiscal year ended March 31, 2017.  As of Sept. 30, 2018,
Bristow Group had $2.86 billion in total assets, $329.21 million in
total current liabilities, $1.39 billion in long-term debt, $28.48
million in accrued pension liabilities, $31.63 million in other
liabilities and deferred credits, $97.37 million in deferred taxes,
and total stockholders' investment of $975.18 million.

                           *    *    *

As reported by the TCR on April 22, 2019, Moody's Investors Service
downgraded Bristow Group Inc.'s Corporate Family Rating to 'Caa3'
from 'Caa2'.  "The downgrade follows Bristow's decision on April 15
to skip interest payment on its 6.25% senior unsecured notes due
October 2022, as it evaluates various strategic alternatives to
strengthen the capital structure and shore up liquidity," said
Sajjad Alam, Moody's senior analyst. "The company has yet to file
its financial statements for the quarter ending December 31, 2018,
and is facing an elevated level of default risk over the near
term."

S&P Global Ratings had downgraded Bristow Group Inc.'s ICR to 'D'
from 'CCC-', according to a TCR report dated April 19, 2019.  The
downgrade reflects Bristow's decision to exercise its 30-day grace
period after electing not to make a $12.5 million interest payment
on its 6.25% unsecured notes due 2022.


CAPE MIAMI 32: Needs More Time to Continue Plan Negotiation
-----------------------------------------------------------
Cape Miami 32 LLC (DE) asked the U.S. Bankruptcy Court for the
Southern District of Florida to extend the period during which it
has the exclusive right to file a Chapter 11 plan through July 23,
and to solicit acceptances for the plan through Sept. 23.

The company's current exclusive filing period expired on April 23.

The extension, if granted by the court, would allow Cape Miami to
continue to negotiate a consensual plan with creditors.  A
court-approved mediation was conducted in December last year but no
settlement was reached between the company and its creditors,
according to court filings.

                   About Cape Miami 32 LLC (DE)

Headquartered in Miami Beach, Florida, Cape Miami 32 LLC (DE) filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No.
18-17592) on June 25, 2018. In the Petition signed by Yonel Devico,
MGM, the Debtor estimated its assets at between $50,000 and
$100,000 and its liabilities at between $100,000 and $500,000. Joel
M. Aresty, Esq., at Joel M. Aresty P.A., serves as the Debtor's
bankruptcy counsel.  No official committee of unsecured creditors
has been appointed in the case.


CENTURY COMMUNITIES: S&P Rates $400MM Sr. Unsec. Notes  'B+'
------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to Century
Communities Inc.'s proposed $400 million senior unsecured notes due
2027. The '3' recovery rating indicates S&P's expectation of
meaningful (50%-70%, rounded estimate: 65%) recovery in the event
of payment default. S&P expects the company will use the proceeds
from the issuance to fully refinance its $385 million of
outstanding 6.875% senior unsecured notes that mature in May 2022.



CHARTER COMMUNICATIONS: S&P Rates New Unsec. Notes Due 2029 'BB'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '5'
recovery rating to the proposed unsecured notes due in 2029 issued
by Charter Communications Inc. subsidiaries CCO Holdings LLC and
CCO Holdings Capital Corp.

The '5' recovery rating indicates S&P's expectation for modest
recovery (10%-30%; rounded estimate: 25%) in a simulated default.
The company plans to use proceeds for general corporate purposes,
which could include share repurchases, according to the rating
agency.

"Our 'BB+' issuer credit rating is unaffected, as our base-case
forecast includes the assumption of about $2 billion to $3 billion
of incremental debt in 2019 to fund share repurchases and maintain
debt to EBITDA at the higher end of the company's 4x-4.5x target
range," S&P said. "We believe EBITDA will rise by about 4%-6% in
2019 because of increasing demand for high-margin broadband,
offsetting modestly declining lower-margin video subscribers."


CLOUD PEAK: Files Voluntary Chapter 11 Bankruptcy Petition
----------------------------------------------------------
Cloud Peak Energy Inc. (OTC: CLDP), the only pure-play Powder River
Basin ("PRB") coal company, on May 10, 2019, disclosed that it has
filed voluntary petitions under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware.

Cloud Peak Energy intends to continue a marketing process for all
of its assets.  Cloud Peak Energy expects its mines will continue
normal operations throughout the process, safely and efficiently
meeting all customer commitments.

Colin Marshall, President and Chief Executive Officer of Cloud Peak
Energy, commented, "Over the past several months, Cloud Peak Energy
has thoroughly evaluated strategic alternatives to address the
challenging market conditions in our industry.  We believe, at this
time, that a sale process in Chapter 11 will provide the best
opportunity to maximize value for Cloud Peak Energy."

Mr. Marshall continued, "While we undertake this process, Cloud
Peak Energy remains a reliable source of high-quality coal for
customers.  We thank our employees for their continued hard work
and dedication, and appreciate the cooperation of our business
partners and support of our customers as we work through this
process."

In conjunction with the filing, and subject to court approval,
Cloud Peak Energy has received a commitment for approximately $35
million in debtor-in-possession ("DIP") financing from certain of
the Company's prepetition secured noteholders.  The Company expects
$10 million of the total DIP financing will be available on an
interim basis. The DIP financing, combined with the Company's cash
on hand and funds generated from ongoing operations, are expected
to provide sufficient liquidity for the Company to continue
operating in the ordinary course during the sale process.

The Company also announced that it has entered into an Amended and
Restated Sale and Plan Support Agreement (the "Support Agreement")
with holders of approximately 62% in dollar amount of the Company's
secured notes due 2021 (the "2021 Notes") and more than 50% in
dollar amount of the Company's unsecured notes due 2024.  The
Support Agreement reflects, among other things, the support from
two of the Company's key creditor constituencies for the Company's
sale process, as well as the consent of the holders of the 2021
Notes to the Company's use of cash collateral and priming liens to
allow for the DIP financing.

Cloud Peak Energy has filed a number of customary motions with the
court seeking authorization to support its operations while this
process is ongoing, including authority to continue payment of
employee wages, salaries and benefits without interruption.  The
Company intends, subject to court approval, to pay vendors,
suppliers and other providers essential to the Company's business
in full for goods and services provided after the filing date.  The
Company also expects to continue entering into and fulfilling
orders under sales contracts with customers in the ordinary course
of business.  The Company expects to receive court approval for
these requests.

Vinson & Elkins LLP is serving as legal advisor, Centerview
Partners LLC is serving as investment banker and FTI Consulting,
Inc. is serving as financial advisor to Cloud Peak Energy. Davis
Polk & Wardwell LLP is serving as legal advisor and Houlihan Lokey,
Inc. is serving as financial advisor to the ad hoc group of holders
of 2021 Notes and the DIP lenders.

                  About Cloud Peak Energy

Cloud Peak Energy Inc. -- http://www.cloudpeakenergy.com/-- is a
coal producer headquartered in Gillette, Wyoming.  Cloud Peak
Energy mines low sulfur, subbituminous coal and provides logistics
supply services.  The Company owns and operates three surface coal
mines in the Powder River Basin (PRB), the lowest cost major coal
producing region in the nation.  The Antelope and Cordero Rojo
mines are located in Wyoming and the Spring Creek Mine is located
in Montana.  In 2018, Cloud Peak Energy sold approximately 50
million tons from its three mines to customers located throughout
the U.S. and around the world.  Cloud Peak Energy also owns rights
to substantial undeveloped coal and complementary surface assets in
the Northern PRB, further building the Company's long-term position
to serve Asian export and domestic customers.  Cloud Peak Energy is
a sustainable fuel supplier for approximately two percent of the
nation's electricity.

Cloud Peak incurred a net loss of $717.96 million in 2018,
following a net loss of $6.63 million in 2017.  As of Dec. 31,
2018, the Company had $928.7 million in total assets, $634.98
million in total liabilities, and $293.7 million in total equity.

PricewaterhouseCoopers LLP, in Denver, Colorado, the Company's
auditor since 2008, issued a "going concern" qualification in its
report dated March 14, 2019, on the Company's consolidated
financial statements for the year ended Dec. 31, 2018 citing that
the Company has experienced a reduction in available liquidity that
raises substantial doubt about its ability to continue as a going
concern.

The New York Stock Exchange notified the Securities and Exchange
Commission via a Form 25 on April 11, 2019 of its intention to
remove the common stock of Cloud Peak Energy Inc. from listing and
registration on the Exchange at the opening of business on April
22, 2019, pursuant to the provisions of Rule 12d2-2(b) because, in
the opinion of the Exchange, the Common Stock is no longer suitable
for continued listing and trading on the Exchange.



COCRYSTAL PHARMA: Posts $2.97 Million Net Income in First Quarter
-----------------------------------------------------------------
Cocrystal Pharma, Inc., filed with the U.S. Securities and Exchange
Commission on May 10, 2019, its Quarterly Report on Form 10-Q
reporting net income of $2.97 million on $5.07 million of revenues
for the three months ended March 31, 2019, compared to a net loss
of $1.55 million on $0 of revenues for the same period last year.

As of March 31, 2019, Cocrystal Pharma had $76.29 million in total
assets, $2.47 million in total liabilities, and $73.82 million in
total stockholders' equity.

Net cash provided by operating activities was $2,018,000 for the
three months ended March 31, 2019 compared to net cash used in
operating activities of $2,078,000 for the same period in 2018.
This was primarily due to the revenue resulting from the
Collaboration Agreement with Merck.

Net cash used for investing activities was approximately $25,000
for the three months ended March 31, 2019 compared to $1,395,000
net cash provided by investing activities for the same period in
2018.  For the three months ended March 31, 2019, net cash used for
investing activities consisted primarily of capital spending for
computers and lab equipment.  For the three months ended March 31,
2018, net cash provided by investing activities primarily consisted
of the proceeds from the sale of the mortgage note asset for
$1,400,000.

For the three months ended March 31, 2019, cash provided by
financing activities totaled $3,876,000.  The Company's 2019
financing activities included approximately $3,928,000 net proceeds
from the issuance of common stock, reduced by payments made on the
Company's lease liabilities for financed lab equipment.  Net cash
provided by financing activities was $1,184,000 for the three
months ended March 31, 2018.  Net cash provided by financing
activities during 2018 consisted of $1,000,000 in proceeds from the
issuance of convertible notes and $184,000 in proceeds from the
exercise of stock options.

Cocrystal said, "To date we have focused our efforts on research
and development activities, including through collaborations with
suitable partners.  We have never been profitable on an annual
basis, have no products approved for sale, have not generated any
revenues to date from product sales, and has incurred significant
operating losses and negative operating cash flows on an annual
basis since inception.

"The Company has not yet established an ongoing source of revenue
sufficient to cover its operating costs and allow it to continue as
a going concern.  Based on cash on hand as of May 10, 2019 of
approximately $8,500,000, the Company may not have the capital to
finance its operations including any unforeseen expenses such as
higher than anticipated legal costs and uninsured catastrophe to
the Company operations for the next 12 months.  The ability of the
Company to continue as a going concern is dependent on the Company
obtaining adequate capital to fund its operations until it becomes
profitable.  If the Company is unable to obtain adequate capital,
it could be forced to cease operations or substantially curtail its
drug development activities."

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

                       https://is.gd/iy9cgG

                      About Cocrystal Pharma

Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a clinical stage biotechnology company discovering and
developing novel antiviral therapeutics that target the replication
machinery of hepatitis viruses, influenza viruses, and noroviruses.
The company is headquartered in Tucker, Georgia.

Cocrystal Pharma incurred a net loss of $49.05 million in 2018,
following a net loss of $613,000 in 2017.  As of Dec. 31, 2018,
Cocrystal Pharma had $68.56 million in total assets, $1.67 million
in total liabilities, and $66.88 million in total stockholders'
equity.

BDO USA, LLP, in Miami, Florida, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated April 1,
2019, on the Company's consolidated financial statements for the
year ended Dec. 31, 2018, citing that the Company has suffered
recurring losses from operations, negative cash flows from
operations and has an accumulated deficit that raise substantial
doubt about its ability to continue as a going concern.


COMSTOCK RESOURCES: Posts $13.6-Mil. Net Income in First Quarter
----------------------------------------------------------------
Comstock Resources, Inc., filed with the U.S. Securities and
Exchange Commission on May 9, 2019, its Quarterly Report on Form
10-Q disclosing net income of $13.57 million on $126.88 million of
total oil and gas sales for the three months ended March 31, 2019,
compared to a net loss of $41.88 million on $72.59 million of total
oil and gas sales for the three months ended March 31, 2018.

On Aug. 14, 2018, the Company completed transactions in which
entities controlled by Dallas businessman Jerry Jones and his
children contributed their Bakken Shale properties to the Company
in exchange for approximately 88.6 million shares of Comstock
common stock and the Company refinanced its long-term debt. Results
for the three months ended March 31, 2019 reflect the effect of the
Jones Contribution, while results for the three months ended March
31, 2018 (the "Predecessor") reflect the historical results of
Comstock for that period.

The first quarter 2019 results included an unrealized loss from
derivative financial instruments held to manage oil and gas price
risks of $13.0 million.  Excluding the unrealized loss, the net
income for the first quarter of 2019 would have been $23.5 million
or $0.22 per share.

Funding for the Company's activities has historically been provided
by its operating cash flow, debt or equity financings or proceeds
from asset sales.  For the three months ended March 31, 2019, the
Company's primary source of funds was $74.7 million in cash flow
from operating activities and net borrowings under its bank credit
facility of $20.0 million.  Cash provided by operating activities
during the three months ended March 31, 2018 was $21.6 million and
we borrowed $15.0 million under the Company's prior bank credit
facility during this period.

The Company's primary needs for capital, in addition to funding its
ongoing operations, relate to the acquisition, development and
exploration of its oil and gas properties and the repayment of our
debt.  In the three months ended March 31, 2019, the Company
incurred capital expenditures of $92.5 million to fund its
development and exploration activities.

As of March 31, 2019, the Company had $2.22 billion in total
assets, $1.63 billion in total liabilities, and $583.79 million in
total stockholders' equity.

At March 31, 2019, the Company had approximately $1.3 billion
principal amount of long-term debt outstanding.  $850.0 million of
this amount bears interest at a fixed rate of 9 3/4%.  The fair
market value of the Company's fixed rate debt as of March 31, 2019
was $786.3 million based on the market price of approximately 93%
of the face amount of such debt.  At March 31, 2019, the Company
had $470.0 million outstanding under its bank credit facility,
which is subject to variable rates of interest that are tied to
LIBOR or the corporate base rate, at the Company's option.  Any
increase in these interest rates would have an adverse impact on
the Company's results of operations and cash flow.  Based on
borrowings outstanding at March 31, 2019, a 100 basis point change
in interest rates would change its successor period interest
expense on its variable rate debt by approximately $1.2 million.

Comstock produced 33.1 billion cubic feet of natural gas and
810,470 barrels of oil or 38.0 billion cubic feet of natural gas
equivalent ("Bcfe") in the first quarter of 2019.  The Company's
natural gas production averaged 368 million cubic feet ("MMcf") per
day, an increase of 53% over natural gas production in the
Predecessor first quarter of 2018 and 10% higher than the fourth
quarter of 2018.  The growth in natural gas production was
primarily attributable to the continuing successful results from
Comstock's Haynesville shale drilling program.  Oil production in
the first quarter of 2019, which averaged 9,005 barrels of oil per
day, increased from the 2,110 barrels per day produced in the
Predecessor first quarter of 2018 due to production from the Bakken
Shale properties.  Oil production in the first quarter of 2018 was
primarily attributable to the Company's Eagle Ford shale properties
which were sold effective April 1, 2018.

Comstock's average realized natural gas price, including hedging
gains, increased 2% to $2.87 per Mcf in the first quarter of 2019
as compared to $2.82 per Mcf realized in the Predecessor first
quarter of 2018.  The Company's average realized oil price,
including hedging gains, decreased by 33% to $45.78 per barrel in
the first quarter of 2019 as compared to $68.71 per barrel in the
Predecessor first quarter of 2018.  Oil and gas sales were $132.3
million (including realized hedging gains and losses) in the first
quarter of 2019 as compared to the Predecessor 2018 first quarter
sales of $74.0 million.  EBITDAX, or earnings before  interest,
taxes, depreciation, depletion, amortization, exploration expense
and other noncash expenses, of $96.9 million in the first quarter
of 2019 increased by 81% over EBITDAX of $53.7 million for the
Predecessor first quarter of 2018.  The Company's operating cash
flow generated in the first quarter of 2019 (before working capital
changes) of $70.8 million increased 98% over operating cash flow of
$35.7 million in the Predecessor first quarter of 2018.

                        Drilling Results

Comstock reported the results to date of its 2019
Haynesville/Bossier shale drilling program.  During the first three
months of 2019, Comstock spent $92.5 million on its development
activities.  Comstock spent $82.6 million on drilling and
completing Haynesville shale wells.  Comstock also spent $5.6
million drilling two (1.1 net) Eagle Ford shale oil wells and an
additional $4.3 million primarily on leases and other development
activity.  Comstock drilled 11 (8.4 net) horizontal
Haynesville/Bossier shale wells during the first three months of
2019, which had an average lateral length of approximately 7,600
feet.  Comstock also completed 17 (5.2 net) wells that were drilled
in 2018.  Two (1.6 net) of the wells drilled in the first three
months of 2019 were also completed.  Comstock expects to connect 12
(7.8 net) Haynesville wells to sales in the second quarter.

Since the last operational update, Comstock reported on six new
Haynesville shale wells.  The average initial production rate of
these wells was 26 MMcf per day.  The wells had completed lateral
lengths ranging from 9,646 feet to 9,913 feet, with an average
completed lateral length of 9,799 feet.  Each well was tested at
initial production rates of 21 to 30 MMcf per day.  Comstock
currently has eight (7.0 net) operated Haynesville shale wells that
are in the process of being completed.

With lower drilling and completion contracted rates from its major
service providers beginning in April, Comstock announced that it is
reducing its 2019 drilling and completion budget to $318 million
for its Haynesville/Bossier shale drilling program. Activity
planned for 2019 includes completing 19 (5.2 net) wells drilled in
2018 and drilling 52 (34.6 net) wells in 2019. Comstock will also
spend $27 million in 2019 on its oil properties.

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

                        https://is.gd/aNWz69

                           About Comstock

Comstock Resources, Inc. (NYSE: CRK) --
http://www.comstockresources.com/-- is an independent energy
company based in Frisco, Texas and is engaged in oil and gas
acquisitions, exploration and development primarily in Texas and
Louisiana.

Comstock Resources reported a net loss of $92.75 million for the
period from Jan. 1, 2018, through Aug. 13, 2018 (Predecessor). For
the period from Aug. 14, 2018 through Dec. 31, 2018 (Successor),
the Company reported net income of $64.12 million. The Company
reported a net loss of $111.40 million for the year ended Dec. 31,
2017 (Predecessor).  As of Dec. 31, 2018 (Successor), Comstock
Resources had $2.18 billion in total assets, $1.61 billion in total
liabilities, and $569.57 million in total stockholders' equity.

                           *    *    *

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


COOL HOLDINGS: Subpoenaed by SEC Over Share Price Volatility
------------------------------------------------------------
Cool Holdings, Inc., received on March 25, 2019, a subpoena issued
by the staff of the Securities and Exchange Commission requesting
certain documents and information relating to the Company and to
volatility in the Company's share price and volume during September
2018.  Three Company executives also received a subpoena for
testimony in connection with the investigation.  The Company said
it is fully cooperating with the SEC regarding this non-public,
fact-finding inquiry, but cannot predict or determine whether any
proceeding may be instituted by the SEC in connection with the
subpoena or the outcome of any proceeding that may be instituted.
The Company noted that affiliates of the Company currently own
15.4% of its outstanding common shares, and none of its executive
officers or other insiders have ever sold any stock.  The SEC has
informed the Company that this inquiry should not be construed as
an indication that any violations of law have occurred or that the
SEC has any negative opinion of any person, entity or security.

                     About Cool Holdings

Cool Holdings, Inc., formerly known as InfoSonics Corporation --
http://www.coolholdings.com-- is a Miami-based company focused on
premium retail brands.  Currently, the Company's business is
comprised of OneClick, a chain of 16 retail consumer electronics
stores authorized under the Apple Premier Partner, APR (Apple
Premium Reseller) and AAR MB (Apple Authorized Reseller Mono-Brand)
programs, and Cooltech Distribution, an authorized distributor to
the OneClick stores and other resellers of Apple products and other
high-profile consumer electronic brands. During 2018, the Company
discontinued its verykool brand of Android-based wireless handsets,
tablets and related products the Company sold to carriers,
distributors and retailers in Latin America.  The Company
incorporated under the laws of the State of California on Feb. 7,
1994, under the name InfoSonics Corporation.  On Sept. 11, 2003,
the Company reincorporated under the same name under the laws of
and into the State of Maryland. On June 8, 2018, the Company
changed its name to Cool Holdings, Inc.

Cool Holdings reported a net loss of $27.27 million for the year
ended Dec. 31, 2018, compared to a net loss of $7.54 million for
the year ended Dec. 31, 2017.  As of Dec. 31, 2018, the Company had
$13.69 million in total assets, $16.44 million in total
liabilities, and a total stockholders' deficit of $2.75 million.

Kaufman, Rossin & Co., P.A., in Miami, Florida, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated April 16, 2019, on the Company's consolidated
financial statements for the year ended Dec. 31, 2018, citing that
the Company's significant operating losses raise substantial doubt
about its ability to continue as a going concern.


COOL HOLDINGS: Will Buy Simply Mac from GameStop
------------------------------------------------
Cool Holdings, Inc. has entered into a definitive agreement to
purchase all of the outstanding capital stock of Simply Mac, Inc.
from its parent company GameStop Corp.  Simply Mac, based in Salt
Lake City, Utah, is the largest Apple Premier Partner in the United
States, and operates 43 stores in 18 states.  Consideration for the
purchase will be based in part on the value of inventories and
other working capital at the date of closing.
The transaction is expected to close by early August, 2019.

"This transaction enables us to advance our growth strategy in the
Americas as we move aggressively to reach our goal of 200 stores,"
said Mauricio Diaz, CEO and executive chairman of Cool Holdings'
board of directors.  "Upon closing, we will have 59 stores with 46
in the U.S., 6 in Argentina and 7 in the Dominican Republic, and a
clear focus on North America, including potential opportunities in
Canada.  We are excited to work with the Simply Mac team, because
we each bring synergistic strengths to the table that we believe
will improve the operating efficiency and profitability of the
combined company.  We believe our direct relationships with
third-party accessory manufacturers can help strengthen Simply
Mac's product offerings and gross margins. Simply Mac's focus on
Apple authorized service and smaller market locations could help us
further expand our U.S. presence and improve our existing store
efficiencies and product-services mix."

No financial advisors were involved in this transaction from either
party.  Dorsey & Whitney LLP is acting as legal counsel to Cool
Holdings and Holland & Hart LLP is acting as legal counsel to
GameStop.

                      About Cool Holdings

Cool Holdings, Inc., formerly known as InfoSonics Corporation --
http://www.coolholdings.com-- is a Miami-based company focused on
premium retail brands.  Currently, the Company's business is
comprised of OneClick, a chain of 16 retail consumer electronics
stores authorized under the Apple Premier Partner, APR (Apple
Premium Reseller) and AAR MB (Apple Authorized Reseller Mono-Brand)
programs, and Cooltech Distribution, an authorized distributor to
the OneClick stores and other resellers of Apple products and other
high-profile consumer electronic brands. During 2018, the Company
discontinued its verykool brand of Android-based wireless handsets,
tablets and related products the Company sold to carriers,
distributors and retailers in Latin America.  The Company
incorporated under the laws of the State of California on Feb. 7,
1994, under the name InfoSonics Corporation.  On Sept. 11, 2003,
the Company reincorporated under the same name under the laws of
and into the State of Maryland. On June 8, 2018, the Company
changed its name to Cool Holdings, Inc.

Cool Holdings reported a net loss of $27.27 million for the year
ended Dec. 31, 2018, compared to a net loss of $7.54 million for
the year ended Dec. 31, 2017.  As of Dec. 31, 2018, the Company had
$13.69 million in total assets, $16.44 million in total
liabilities, and a total stockholders' deficit of $2.75 million.

Kaufman, Rossin & Co., P.A., in Miami, Florida, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated April 16, 2019, on the Company's  consolidated
financial statements for the year ended Dec. 31, 2018, citing that
the Company's significant operating losses raise substantial doubt
about its ability to continue as a going concern.


CORAL POINTE: Seeks to Extend Exclusive Filing Period to Aug. 25
----------------------------------------------------------------
Coral Pointe 604 LLC asked the U.S. Bankruptcy Court for the
Southern District of Florida to extend the period during which it
has the exclusive right to file a Chapter 11 plan through Aug. 25,
and to solicit acceptances for the plan through Oct. 25.

The company's current exclusive filing period is set to expire on
May 25.

The extension, if granted by the court, would give the company more
time to negotiate a consensual plan with its lender, according to
court filings.

                    About Coral Pointe 604

Based in Miami Beach, Florida, Coral Pointe 604, LLC, filed a
voluntary petition under Chapter 11 of the US Bankruptcy Code (S.D.
Fla. Case No. 18-23013) on Oct. 19, 2018, estimating less than $1
million in assets and liabilities.  Joel M. Aresty, Esq., serves as
counsel to the Debtor.

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


CPI CARD: Incurs $3.05 Million Net Loss in First Quarter
--------------------------------------------------------
CPI Card Group Inc. filed with the U.S. Securities and Exchange
Commission on May 9, 2019, its Quarterly Report on Form 10-Q
reporting a net loss of $3.05 million on $66.86 million of total
net sales for the three months ended March 31, 2019, compared to a
net loss of $7.29 million on $54.85 million of total net sales for
the three months ended March 31, 2018.

First quarter 2019 income from operations was $3.6 million,
compared with a loss from operations of $2.4 million in the first
quarter of 2018.  

"Our first quarter results reflect solid execution against our
strategic priorities as we continue to focus on strengthening the
business and achieving our vision," said Scott Scheirman, president
and chief executive officer of CPI.  "During the quarter, we
delivered 22% year-over-year net sales growth, improved our net
loss by 45% and grew adjusted EBITDA 101%, as a result of strong
performance across all of our business units.  We continued to make
investments in the business to enhance our ability to be responsive
to our customers' needs and market opportunities.  This strong
start to 2019 is encouraging and underscores our commitment to
being the partner of choice for our customers by providing
market-leading quality products and customer service with a
market-competitive business model."

Adjusted EBITDA for the first quarter of 2019 was $8.0 million, up
101% from the prior year first quarter.  These year-over-year
improvements are primarily the result of net sales growth and
favorable mix towards higher-margin products and services.

As of March 31, 2019, the Company had $205.58 million in total
assets, $358.05 million in total liabilities, and $152.46 million
in total stockholders' deficit.

At March 31, 2019, the Company had $7.9 million of cash and cash
equivalents.  Of this amount, $0.3 million was held in accounts
outside of the United States.

The Company's operations generated a use of cash during the first
quarter.  For the first quarter of 2019, cash used in operating
activities was $10.2 million, resulting primarily from changes in
working capital related to initiatives to support the growth of the
business.
First quarter 2019 capital expenditures totaled $2.1 million, and
free cash flow was a negative $12.3 million.

The Company's revolving credit facility, which matures in August
2020, had no borrowings outstanding and available borrowings of
$20.0 million as of March 31, 2019.

Total debt principal outstanding, comprised of the Company's First
Lien Term Loan, was $312.5 million at March 31, 2019, unchanged
from Dec. 31, 2018.  Net of debt issuance costs and discount, total
debt was $306.3 million as of March 31, 2019.  The Company's First
Lien Term Loan matures in August 2022.

John Lowe, chief financial officer, stated, "We continue to execute
on our plan to strengthen the business.  Our solid start to 2019
was punctuated by strong year-over-year growth in net sales,
adjusted EBITDA and adjusted EBITDA margins, as our success in
growing the top line yielded greater operating leverage.  We
believe we have adequate cash and liquidity to support our business
plan."

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

                       https://is.gd/kNVChx

                          About CPI Card

CPI Card Group -- http://www.cpicardgroup.com/-- is a provider of
payment card production and related services, offering a single
source for credit, debit and prepaid debit cards including EMV
chip, personalization, instant issuance, fulfillment and mobile
payment services.  Serving the Company's customers from locations
throughout the United States, the Company has a large network of
high security facilities, each of which is certified by one or more
of the payment brands: Visa, Mastercard, American Express and
Discover.

CPI Card reported a net loss of $37.46 million in 2018, following a
net loss of $22.01 million in 2017.  As of Dec. 31, 2018, the
Company had $207.20 million in total assets, $356.78 million in
total liabilities, and a total stockholders' deficit of $149.57
million.

                            *   *   *

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

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


CYPRESS SEMICONDUCTOR: S&P Raises ICR to 'BB+'; Outlook Stable
--------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on San Jose,
Calif.-based Cypress Semiconductor Corp. to 'BB+' from 'BB', and
its issue-level ratings on the company's revolving credit facility,
senior secured term loan to 'BBB-' from 'BB+', and on the company's
multiple convertible note tranches to 'BB' from 'BB-'.

"The stable outlook reflects our expectation that Cypress will
continue to benefit over the near to mid-term from strength in its
connectivity and MCU businesses, resulting in leverage sustained at
less than the 1x area and free cash flow exceeding $350 million
annually," S&P said.

"We could lower the rating if broad-based weakness in the
industrial or automotive end markets, significant weakness in the
memory market, or an aggressive debt-funded acquisition result in
leverage surpassing the 3x area. Given current leverage and solid
growth prospects, it is unlikely that the company will surpass 3x
leverage over the near term due to an operating downturn," the
rating agency said.

S&P said an upgrade to investment-grade is unlikely over the near
term given Cypress' short history of consistent profitability.
However, the rating agency would consider an upgrade over the
longer term if the company continues to improve the overall scale,
diversification, and profitability of the business, while
maintaining leverage at less than 2x.


DAN MAZZOLA: Needs More Time to Evaluate Plan Pending Appeal
------------------------------------------------------------
Dan Mazzola, Inc. asked the U.S. Bankruptcy Court for the Northern
District of Ohio to extend the period during which it has the
exclusive right to file a Chapter 11 plan through July 18, and to
solicit acceptances for the plan through Sept. 16.

The extension, if granted by the court, would give the company more
time to evaluate its proposed plan of reorganization while it
awaits the results of Rockne's, Inc.'s appeal of the bankruptcy
court's order, which denied the creditor's motion to dismiss the
company's Chapter 11 case, according to court filings.  

                       About Dan Mazzola

Dan Mazzola, Inc., is a corporation located in Stow, Ohio.  It
operates the last independently owned and operated Rockne's
restaurant location.

Dan Mazzola filed a voluntary Chapter 11 petition (Bankr. N.D. Ohio
Case No. 18-52271) on Sept. 21, 2018.  In the petition signed by
Daniel Mazzola, president, the Debtor estimated under $100,000 in
assets and liabilities under $1 million.  Peter G. Tsarnas, Esq.,
at Goldman & Rosen, Ltd., serves as the Debtor's counsel.

No official committee of unsecured creditors has been appointed.



DIFFUSION PHARMACEUTICALS: Posts $2.7M Net Loss in First Quarter
----------------------------------------------------------------
Diffusion Pharmaceuticals Inc. has filed with the U.S. Securities
and Exchange Commission its Quarterly Report on Form 10-Q reporting
a net loss of $2.74 million for the three months ended March 31,
2019, compared to a net loss of $3.31 million for the three months
ended March 31, 2018.

Research and development expenses were $1.7 million for the first
quarter of 2019, compared with $1.8 million for the first quarter
of 2018.  The slight decrease was mainly attributable to a $0.5
million decline in expenses related to the Company's Phase 3 GBM
trial, offset by a $0.4 million increase in expense related to the
commencement of its Phase 2 stroke trial.

General and administrative expenses were $1.2 million for the first
quarter of 2019, compared with $1.5 million for the first quarter
of 2018.  The decline was due to lower salary and wages and
stock-compensation expense.

Net cash used in operating activities during the first quarter of
2019 was $2.7 million, compared with $3.3 million during the
prior-year period.

Diffusion had cash and cash equivalents of $5.3 million as of March
31, 2019.  The Company believes its cash and cash equivalents are
sufficient to fund operations into July 2019.

As of March 31, 2019, Diffusion had $15.98 million in total assets,
$3.03 million in total liabilities, and $12.95 million in total
stockholders' equity.

The Company has not generated any revenues from product sales and
has funded operations primarily from the proceeds of public
offerings of common stock and warrants, and private placements of
convertible debt and convertible preferred stock.  Substantial
additional financing will be required by the Company to continue to
fund its research and development activities.  No assurance can be
given that any such financing will be available when needed or that
the Company's research and development efforts will be successful.

Diffusion said, "The Company currently does not have any credit
facilities or other commitments to which it could utilize for
future funding and may be unable to obtain sufficient funding in
the future on acceptable terms, if at all.  If the Company cannot
obtain the necessary funding, it will need to delay, scale back or
eliminate some or all of its research and development programs or
enter into collaborations with third parties to commercialize
potential products or technologies that it might otherwise seek to
develop or commercialize independently; consider other various
strategic alternatives, including a merger or sale of the Company;
or cease operations.  If the Company engages in collaborations, it
may receive lower consideration upon commercialization of such
products than if it had not entered into such arrangements or if it
entered into such arrangements at later stages in the product
development process."

                       Business Update

During the first quarter of 2019, Diffusion Pharmaceuticals
continued preparations to enroll patients in an on-ambulance Phase
2 clinical trial testing trans sodium crocetinate (TSC) for the
treatment of acute stroke.  The Company expects enrollment of 160
patients to begin during the third quarter with approximately 150
emergency medical transport groups.  The trial, named PHAST-TSC
(Pre-Hospital Administration of Stroke Therapy-TSC), will involve
23 hospitals across urban, suburban and rural areas in Los Angeles
County and Central Virginia, working closely with researchers at
the University of California Los Angeles (UCLA) and the University
of Virginia (UVA).  Local ambulance companies have been engaged.
Results from the trial will potentially be available in just under
two years, subject to Diffusion receiving the necessary funding.

The Company continues to make progress in its Phase 3 INTACT
(INvestigation of TSC Against Cancerous Tumors) trial.  It has
completed the eight-patient open label dose-escalation run-in
cohort and, with enrollment for this phase now closed, expects data
on this group to be available this summer.  In Phase 2 testing, TSC
demonstrated a nearly four-fold improvement in overall survival at
two years for the subset of inoperable GBM patients compared with
the control group of GBM patients.

Commenting on recent developments, David Kalergis, chairman and
chief executive officer of Diffusion, said, "We are excited to
begin enrolling in our PHAST-TSC Phase 2 study by early summer. We
also are pleased with the response from investigators and other key
opinion leaders regarding the potential for TSC in the treatment of
acute stroke, and the opportunity for success given the trial's
unique design.  We continue to be excited about the potential for
TSC to bring new hope to patients with life-threatening unmet
medical needs and making TSC a commercial success."

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

                      https://is.gd/ESzdGI

                 About Diffusion Pharmaceuticals

Based in Charlottesville, Virginia, Diffusion Pharmaceuticals Inc.
-- http://www.diffusionpharma.com-- is biotechnology company
developing new treatments that improve the body's ability to bring
oxygen to the areas where it is needed most, offering new hope for
the treatment of life-threatening medical conditions.  Diffusion's
lead drug TSC was originally developed in conjunction with the
Office of Naval Research, which was seeking a way to treat
hemorrhagic shock caused by massive blood loss on the battlefield.

Diffusion reported a net loss attributable to common stockholders
of $26.62 million for the year ended Dec. 31, 2018, compared to a
net loss attributable to common stockholders of $2.61 million for
the year ended Dec. 31, 2017.  As of Dec. 31, 2018, Diffusion had
$18.20 million in total assets, $2.59 million in total liabilities,
and $15.61 million in total stockholders' equity.

KPMG LLP, in McLean, Virginia, the Company's auditor since 2015,
issued a "going concern" qualification in its report on the
consolidated financial statements for the year ended Dec. 31, 2018,
citing that the Company has suffered recurring losses from
operations, has limited resources available to fund current
research and development activities, and will require substantial
additional financing to continue to fund its research and
development activities that raise substantial doubt about its
ability to continue as a going concern.


DITECH HOLDING: Seeks to Disband Consumer Creditors' Committee
--------------------------------------------------------------
Ditech Holding Corporation asked the U.S. Bankruptcy Court for the
Southern District of New York to disband the official committee of
consumer creditors appointed by the U.S. trustee.

In its motion filed in court, the company described the appointment
as "unreasonable and unwarranted" in light of the ongoing sale
process and the recent settlement it reached with the committee of
unsecured creditors.   

"The appointment of the consumer creditors' committee at this stage
could introduce unnecessary complexity and delay these Chapter 11
cases and impose unnecessary incremental costs on the estates,"
said the company's attorney, Sunny Singh, Esq., at Weil, Gotshal &
Manges LLP, in New York.

"It will also cast a shadow on the bidding and sale process, and
may jeopardize the entire reorganization of the debtors' businesses
to the detriment of all stakeholders," Mr. Singh said.

Mr. Singh proposed to limit the consumer creditors' committee's
scope solely to the treatment of consumer borrower claims under the
company's proposed Chapter 11 plan or a sale transaction, and to
cap its fees and expenses to $250,000 in case the court determines
not to disband the committee.

A court hearing to consider the motion is scheduled for May 14.

                About Ditech Holding Corporation

Ditech Holding Corporation and its subsidiaries --
http://www.ditechholding.com/-- are independent servicer and
originator of mortgage loans.  Based in Fort Washington,
Pennsylvania, the Debtors have approximately 3,300 employees and
service a diverse loan portfolio.

Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19-10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.

The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor.  Epiq Bankruptcy Solutions LLC is the claims and
noticing agent.

Kirkland & Ellis LLP and FTI Consulting Inc. serve as the
consenting term lenders' legal counsel and financial advisor,
respectively.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019.  The
committee tapped Pachulski Stang Ziehl & Jones LLP as its legal
counsel.

On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors.


DJM HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: DJM Holdings, Ltd
        10100 Pinecrest Road
        Concord, OH 44077

Business Description: DJM Holdings, Ltd. is a privately held
                      company in Concord, Ohio.

Chapter 11 Petition Date: May 11, 2019

Court: United States Bankruptcy Court
       Northern District of Ohio (Cleveland)

Case No.: 19-12950

Judge: Hon. Arthur I. Harris

Debtor's Counsel: Glenn E. Forbes, Esq.
                  FORBES LAW LLC
                  166 Main Street
                  Painesville, OH 44077-3403
                  Tel: (440) 357-6211
                  Email: bankruptcy@geflaw.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Martin A. Maniaci, authorized
representative.

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/ohnb19-12950.pdf


EASTMAN KODAK: Incurs $18 Million Net Loss in First Quarter
-----------------------------------------------------------
Eastman Kodak Company filed with the U.S. Securities and Exchange
Commission on May 9, 2019, its Quarterly Report on Form 10-Q
reporting a net loss of $18 million on $291 million of total
revenues for the three months ended March 31, 2019, compared to a
net loss of $25 million on $318 million of total revenues for the
three months ended March 31, 2018.

As of March 31, 2019, Eastman Kodak had $1.53 billion in total
assets, $1.37 billion in total liabilities, $175 million in
redeemable, convertible Series A preferred stock, and a total
shareholders' deficit of $16 million.

The company ended the quarter with a cash balance of $240 million.

The Company completed the sale of its Flexographic Packaging
Division to Montagu Private Equity LLP on April 8, 2019 and used
the net proceeds to pay down $312 million of its term debt.

"Completing the sale of our Flexographic Packaging Division and
using the net proceeds to significantly pay down our term debt was
a major step toward strengthening our financial position," said Jim
Continenza, Kodak's executive chairman.  "Our focus has shifted to
completing the refinancing of the remaining balance of our debt and
realigning our business to better serve customers and achieve our
goal of generating cash."

For the quarter ended March 31, 2019, revenues decreased by
approximately $27 million compared with the same period in 2018.

Kodak ended the quarter with a cash balance of $240 million, down
from the Dec. 31, 2018 cash balance of $246 million.

"We significantly paid down our term debt and delivered continued
strong performance in our key growth areas of SONORA Process Free
Plates and in PROSPER inkjet annuities," said David Bullwinkle,
Kodak's CFO.  "We expect to secure new financing for our remaining
term debt by the end of May, which will further strengthen our
balance sheet."

                 Liquidity and Capital Resources

Kodak has debt due in 2019 and is facing liquidity challenges due
to negative cash flow.  Based on forecasted cash flows, there are
uncertainties regarding Kodak's ability to meet commitments in the
U.S. as they come due.  Kodak's plans to improve cash flow include
reducing interest expense by decreasing the debt balance using
proceeds from asset sales, including the completed sale of FPD;
further restructuring Kodak's cost structure; and paring investment
in new technology by eliminating, slowing, and partnering with
investors in product development programs.  The divestiture of FPD
will negatively impact segment earnings and cash flow.  The Company
has been engaged in negotiations to refinance the remaining $83
million of the loans under the Term Credit Agreement not repaid
with proceeds from the sale of FPD. The Company intends to complete
the refinancing prior to the maturity of the Term Credit Agreement
or the ABL Credit Agreement and prior to the date on which any
event of default would occur under the Term Credit Agreement.

The loans made under the Term Credit Agreement become due on the
earlier to occur of (i) the maturity date of Sept. 3, 2019 or (ii)
an acceleration of those loans following the occurrence of an event
of default (as defined in the Term Credit Agreement). The Company
also has issued approximately $85 million of letters of credit
under the ABL Credit Agreement as of both March 31, 2019 and Dec.
31, 2018.  Should the Company not repay, refinance or extend the
maturity of the loans under the Term Credit Agreement prior to June
5, 2019, the Termination Date will occur under the ABL Credit
Agreement on such date unless the ABL Credit Agreement has been
amended in the interim.  Upon the occurrence of the Termination
Date under the ABL Credit Agreement, the obligations thereunder
will become due and the Company will need to either cash
collateralize the letters of credit or provide alternate collateral
in place of the letters of credit issued under the ABL Credit
Agreement.

Kodak does not have committed financing or sufficient available
liquidity to pay the $83 million of remaining loans under the Term
Credit Agreement on or before June 5, 2019.  The Company has been
engaged in negotiations to refinance such loans and expects to
refinance the Term Credit Agreement prior to June 5, 2019.  If a
refinancing is not completed by that date, the Company would seek
an extension of the Termination Date under the ABL Credit Agreement
to allow the completion of such refinancing without resulting in a
termination under the ABL Credit Agreement.

The refinancing of the loans under the Term Credit Agreement is not
solely within Kodak's control.  Executing agreements for a
refinancing of the loans under the Term Credit Agreement and the
timing for a closing of a refinancing of the loans under the Term
Credit Agreement are dependent upon several external factors
outside Kodak's control, including but not limited to, the ability
of the Company to reach acceptable agreements with different
counterparties and the time required to meet conditions to closing
under the terms of any refinancing.

Kodak makes no assurances regarding the likelihood, certainty or
timing of consummating a refinancing of the Company's existing
debt, regarding the sufficiency of any such refinancing to meet
Kodak's debt obligations, including compliance with debt covenants,
or other commitments in the U.S. as they come due, or obtaining an
extension of the termination date under the ABL Credit Agreement.

Kosad said these conditions raise substantial doubt about its
ability to continue as a going concern.

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

                     https://is.gd/SWIu2n

                      About Eastman Kodak

Headquartered in Rochester, New York, Eastman Kodak Company --
http://www.kodak.com-- is a technology company focused on imaging.
The Company provides -- directly and through  partnerships with
other innovative companies -- hardware, software, consumables and
services to customers in graphic arts, commercial print,
publishing, packaging,electronic displays,
entertainment and commercial films, and consumer products markets.


Eastman Kodak reported a net loss of $16 million for the year ended
Dec. 31, 2018, compared to net earnings of $94 million for the year
ended Dec. 31, 2017.  As of Dec. 31, 2018, Eastman Kodak had $1.51
billion in total assets, $1.34 billion in total liabilities, $173
million in redeemable, convertible Series A preferred stock, and a
total deficit of $3 million.

PricewaterhouseCoopers LLP, in Rochester, New York, the Company's
auditor since at least 1924, issued a "going concern" qualification
in report dated April 1, 2019, on the Company's consolidated
financial statements for the year ended Dec. 31, 2018, citing that
the Company has debt maturing in 2019, operating losses and
negative cash flows that raise substantial doubt about its ability
to continue as a going concern.


EDGEWELL PERSONAL: Moody's Puts Ba3 CFR on Review for Downgrade
---------------------------------------------------------------
Moody's Investors Service placed the ratings for Edgewell Personal
Care Co. under review for downgrade. This follows Edgewell's
announced $1.37 billion, largely debt financed acquisition of
Harry's Inc. Management expects the closing of the acquisition to
occur by the end of the first quarter in 2020.

Ratings placed under review for downgrade:

Edgewell Personal Care Co.

  Corporate Family Rating at Ba3

  Probability of Default Rating at Ba3-PD

  Unsecured notes due 2021 at Ba3 (LGD4)

  Unsecured notes due 2022 at Ba3 (LGD4)

Affirmations:

  Speculative Grade Liquidity Rating, Affirmed at SGL-2

Outlook actions:

Outlook placed under review, from stable

RATINGS RATIONALE

Moody's review will focus on the impact of the transaction on
Edgewell's capital structure and the strategic fit of Harry's with
Edgewell. The review will also consider the prospects for improved
operating performance in Edgewell's underlying business, which has
faced recent challenges. It will also consider the liquidity and
forward looking cash flow of the combined company as well as the
company's plans to reduce acquisition debt.

Edgewell Personal Care Company, based in St. Louis, Missouri,
manufactures, markets and distributes branded personal care
products worldwide. Some of the company's brands include Schick,
Hawaiian Tropic and Jack Black. Products consist of wet shave (60%
of revenue), feminine care (14%), skin/sun care (21%) and other
(5%). Edgewell generates about $2.2 billion in annual revenues.

Harry's, Inc. manufactures and sells shaving equipment worldwide.
The company offers blades, shaving cream, body wash, and other
accessories. Harry's generates approximately $325 million in annual
revenues.

The principal methodology used in these ratings was Global Packaged
Goods published in January 2017.


FALCON V: 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.
      ------                                       --------
      Falcon V, L.L.C.                             19-10547
      400 Poydras Street, Suite 1100
      New Orleans, LA 70130

      ORX Resources, L.L.C.                        19-10548
      400 Poydras Street, Suite 1100
      New Orleans, LA 70130

Business Description: Falcon V and ORX Resources are engaged in
                      the oil and gas extraction business.

Chapter 11 Petition Date: April 10, 2019

Court: United States Bankruptcy Court
       Middle District of Louisiana (Baton Rouge)

Judge: Hon. Douglas D. Dodd

Debtors' Counsel: Louis M. Phillips, Esq.
                  KELLY HART & PITRE
                  One American Place
                  301 Main Street, Suite 1600
                  Baton Rouge, LA 70801
                  Tel: 225-381-9643
                  Fax: 225-336-9763
                  Email: louis.phillips@kellyhart.com

Debtors'
Tax
Consultants:      KPMG LLP

Debtors'
Restructuring
Advisor:          LEFOLDT & COMPANY, P.A.

Debtors'
Financial
Advisor:          SEAPORT GLOBAL SECURITIES, LLC


Falcon V's
Estimated Assets: $10 million to $50 million

Falcon V's
Estimated Liabilities: $50 million to $100 million

ORX Resources'
Estimated Assets: $100,000 to $500,000

ORX Resources'
Estimated Liabilities: $10 million to $50 million

The petitions were signed by James E. Orth, president and chief
executive officer.

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

            http://bankrupt.com/misc/lamb19-10547.pdf
            http://bankrupt.com/misc/lamb19-10548.pdf

A. List of Falcon V's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1. Archrock Services, L.P.           Nonemployee         $325,294
P.O. Box 201160
Dallas, TX
75320-1160

2. Bird & Bird LLP                   Nonemployee         $323,995
12 New Fetter Lane
London EC4A1JP

3. Cantor Fitzgerald Europe          Nonemployee         $221,617
One Churchhill Place
Canary Wharf
London E14 5RB

4. Cardinal Coil Tubing              Nonemployee          $85,325
P.O. Box 12140
New Iberia, LA 70562

5. Catapult Exploration LLC          Nonemployee         $416,667
8889 Pelican Bay Blvd, Suite 403
Naples, FL 34108

6. Eagle Energy                      Nonemployee          $91,965
Services LLC
151 Tourist Dr.
Gray, LA 70359

7. East Baton Rouge Sheriff          Nonemployee         $354,535
Sid J. Gautreaux, III
P.O. Box 919319
Dallas, TX 75391-9319

8. Knight Oil Tools                  Nonemployee          $74,202
P.O. Box 52688
Lafayette, LA
70505-2688

9. Livingston Parish                 Nonemployee         $148,183
P.O. Box 127
Livingston, LA 70754

10. McGriff, Seibels &               Nonemployee         $317,250
Williams Inc
Drawer #456
P.O. Box 11407
Birmingham, AL
35246-0001

11. Multi-Chem Group LLC             Nonemployee          $84,113
P.O. Box 301341
Dallas, TX
75303-1341

12. ORX Resources, LLC               Nonemployee         $621,685
400 Poydras Street, Suite 1100
New Orleans, LA 70130

13. Pointe Coupee Clerk of Court     Nonemployee         $502,791
201 E Main St
New Roads, LA 70760

14. Power Torque Services LLC        Nonemployee          $81,844
P.O. Box 539
Bourg, LA 70343

15. SBS Energy Services LLC          Nonemployee         $342,487
1598 Ochsner Blvd, Ste: 100
Covington, LA 70433

16. Seismic Exchange Inc.            Nonemployee         $900,000
4805 Westway Park Blvd
Houston, TX 77041

17. Slattery, Marino & Roberts       Nonemployee         $288,028
1100 Poydras St, Suite 1800
New Orleans, LA 70163-1800

18. Thompson & Knight LLP            Nonemployee         $129,697
P.O. Box 660684
Dallas, TX
75266-0684

19. Total Pump & Supply LLC          Nonemployee          $89,370
P.O.Box 548
Carencro, LA 70520

20. Tube Tech Services               Nonemployee          $71,383
P.O. Box 68
Scott, LA 70583

B. List of ORX Resources' 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
1. AmSouth Bank                      Nonemployee          $12,666
Personal Trust JA 3244
P. O. Box 23100
Jackson, MS
39225-9922

2. AT&T                              Nonemployee           $1,884
P.O. Box 5019
Carol Streamil, IL
60197-5019AT&T

3. Bellwether Technology Corp.       Nonemployee             $279
525 St Charles Ave Ste:400
New Orleans, LA 70130

4. Canon Financial                   Nonemployee             $139
Services, Inc.
14904 Collections
Center Drive
Chicago, IL
60693-0149

5. Certified Professional            Nonemployee           $1,750
Engineers, LLC
328 Country Club Drive
New Orleans, LA 70124

6. CIT Communication Fin Corp           Rents                $460
dba Avaya Financial Servs
21146 Network Place
Chicago, IL 60673-1211

7. Energy Mgt. Consultants, LLC      Nonemployee          $28,125
P.O. Box 73250
Metairie, LA
70033-3250

8. Jacqueline Ritchie                Nonemployee              $60
3421 LA Hwy 78
Livonia, LA 70755

9. Koby Richard                      Nonemployee              $60
1322 Legros Rd.
Morse, LA 70559

10. Louisiana Office                 Nonemployee             $262
Products, Inc
210 Edwards Avenue
Harahan, LA 70123

11. Malcolm Dupuis                   Nonemployee              $60
1306 Legros Rd.
Morse, LA 70559

12. Michael Oglesby                  Nonemployee              $60
33870 Galloway Rd.
Walker, LA 70785

13. National Oilwell                    Rents                $450
Varco LP
P.O. Box 201177
Dallas, TX
75320-1177

14. Odelious Dauzat                  Nonemployee              $60
148 Beauregard Rd
Alexandria, LA 71302

15. Paul E. Dubroc, Inc.             Nonemployee           $3,499
136 Beau Pre Drive
Mandeville, LA 70471

16. Refreshment                      Nonemployee             $137
Solutions, LLC
225 Apple St
Norco, LA 70079

17. Ronnie Ellerbee                  Nonemployee              $60
6363 Normandy Rd.
Batchelor, LA 70715

18. Techsavers                       Nonemployee             $320
2398 Soult St
Mandeville, LA 70448

19. Treads and Care Tire             Nonemployee           $1,008
Co New Roads
1713 Hospital Road
New Roads, LA 70760

20. William C P Lacosta              Nonemployee           $1,960
930 Poydras St, Apt 2003
New Orleans, LA 70112


FC GLOBAL: Signs Amendment 2 to Gadsden Stock Purchase Agreement
----------------------------------------------------------------
FC Global Realty Incorporated and Gadsden Growth Properties, Inc.
have entered into Amendment No. 2 to Stock Purchase Agreement to
(i) decrease the number of shares of Common Stock and Holdback
Shares issued to Gadsden, and increase the number of shares of
Series B Preferred Stock issued, as the result of an error in the
original calculation of the shares to be issued; (ii) provide for
the issuance of the Holdback Shares on the closing date, rather
than the Charter Amendment Date; and (iii) provide for the issuance
of certain of the shares of the Series B Preferred Stock and Series
C Preferred Stock to FHDC Group, LLC, a stockholder of Gadsden, in
exchange for the equivalent number of shares of Gadsden held by
it.

On March 13, 2019, FC Global entered into a Stock Purchase
Agreement with Gadsden pursuant to which Gadsden agreed to transfer
and assign to the Company all of its general partnership interests
and Class A limited partnership interests in Gadsden Growth
Properties, L.P., a Delaware limited partnership, the operating
partnership of Gadsden that holds all of its assets and
liabilities, in exchange for shares of the Company's common stock,
7% Series A Cumulative Convertible Perpetual Preferred Stock,
Series B Non-Voting Convertible Preferred Stock and 10% Series C
Cumulative Convertible Preferred Stock.

On April 5, 2019, the Company and Gadsden entered into Amendment
No. 1 to Stock Purchase Agreement to amend certain provisions of
the Purchase Agreement and closing of the transactions contemplated
by the Purchase Agreement was completed thereafter on April 5,
2019.

At closing, the Company issued to Gadsden 430,306,645 shares of
Common Stock, 889,075 shares of Series A Preferred Stock,
11,696,944 shares of Series B Preferred Stock and 2,498,682 shares
of Series C Preferred Stock on April 5, 2019.  An additional
278,178,750 shares of Common Stock were to be issued to Gadsden
upon filing of an amendment to the Company's Amended and Restated
Articles of Incorporation.  The Holdback Shares are subject to
forfeiture based on the reconciliation and adjustment of the net
asset value of Gadsden's assets and Gadsden's proposed real estate
investments as previously disclosed.

Specifically, the Amendment provided that the Company issue the
following securities as consideration under the Purchase
Agreement:

   * to Gadsden, 229,101,205 shares of Common Stock, of which
     110,477,220 shares are designed as Holdback Shares and will
     be held by Gadsden in a segregated account, which will be
     subject to release in accordance with the terms of the
     Purchase Agreement, and 118,623,985 shares will not be
     subject to the Gadsden Specified Account;

   * to Gadsden, 889,075 shares of Series A Preferred Stock;

   * to Gadsden, 6,264,993 shares of Series B Preferred Stock;

   * to Gadsden, 498,682 shares of Series C Preferred Stock;

   * to FHDC, 5,432,000 shares of Series B Preferred Stock,
     subject to entry into the Exchange Agreement; and

   * to FHDC, 2,000,000 shares of Series C Preferred Stock
    (together with the 5,432,000 shares of Series B Preferred
     Stock referred to above, the "FHDC Shares"), subject to  
     entry into the Exchange Agreement.

In connection with the Amendment, on May 2, 2019, the Company
entered into a Cancellation and Exchange Agreement with Gadsden and
FHDC, pursuant to which FHDC agreed to cancel (i) 5,432,000 shares
of its Series B Non-Voting Convertible Preferred Stock and (ii)
2,000,000 shares of its 10% Series C Cumulative Convertible
Preferred Stock of Gadsden held by it in exchange for the FHDC
Shares.

In order to effect the foregoing, on May 2, 2019, the Company
cancelled 201,205,440 shares of Common Stock issued to Gadsden and
Gadsden placed a number of its remaining shares equal to the
Holdback Shares into the Gadsden Specified Account.  In addition,
in accordance with the terms of the Exchange Agreement, the Company
cancelled 5,432,000 shares of Series B Preferred Stock and
2,000,000 shares of Series C Preferred Stock issued to Gadsden and
issued such shares to FHDC.  Following filing of the Designation
Amendment on May 6, 2019, the Company also issued an additional 49
shares of Series B Preferred Stock to Gadsden.

As previously disclosed, on April 5, 2019, the Company filed a
certificate of designation with the Nevada Secretary of State,
pursuant to which the Company designated 11,696,944 shares of its
preferred stock as Series B Preferred Stock.  On May 6, 2019, the
Company filed an Amendment to Certificate of Designation to amend
and restate the Certificate of Designation to (i) increase the
number of shares of Series B Preferred Stock to 11,696,993 shares
and (ii) add the following provision providing for the optional
conversion of the Series B Preferred Stock:

  * Optional Conversion.  Holders of Series B Preferred Stock
    may, at their option, at any time and from time to time,
    convert some or all of their outstanding shares of Series B
    Preferred Stock into Common Stock at the then applicable
    Series B Conversion Rate.  The "Series B Conversion Rate"
    means 24.4233:1 so that each share of Series B Preferred
    Stock will be converted into 24.4233 shares of Common Stock,
    subject to adjustment for any stock splits, stock
    combinations, recapitalizations or similar transactions, or
    as provided in the Amended Designation.  Notwithstanding the
    foregoing, no such conversion shall be permitted to the
    extent that the Company does not have sufficient authorized
    shares of Common Stock. The Company agreed to use its
    commercially reasonable efforts to file an amendment to its
    Amended and Restated Articles of Incorporation as promptly as
    possible to increase its authorized shares of Common Stock.

                   About FC Global Realty

Formerly known as PhotoMedex, Inc., FC Global Realty Incorporated
(and its subsidiaries) founded in 1980, is transitioning from its
former business as a skin health company to a company focused on
real estate development and asset management, concentrating
primarily on investments in high quality income producing assets,
hotel and resort developments, residential developments and other
opportunistic commercial properties. The company is headquartered
in New York.

FC Global reported a net loss attributable to common stockholders
and participating securities of $4.66 million for the year ended
Dec. 31, 2018, compared to a net loss attributable to common
stockholders and participating securities of $19.38 million for the
year ended Dec. 31, 2017.  As of Dec. 31, 2018, FC Global had $4.80
million in total assets, $4.81 million in total liabilities, and a
total stockholders' deficit of $12,000.

Fahn Kanne & Co. Grant Thornton Israel, in Tel Aviv, Israel, issued
a "going concern" opinion in its report dated April 1, 2019, on the
Company's consolidated financial statements for the year ended Dec.
31, 2018, citing that the Company has incurred net losses for each
of the years ended Dec. 31, 2018 and 2017 and has not yet generated
any significant revenues from real estate activities.  As of Dec.
31, 2018, there is an accumulated deficit of $139.7 million.  These
conditions, along with other matters, raise substantial doubt about
the Company's ability to continue as a going concern.


FLAMBEAUX GAS: Can Reject Mutual Release Agreement with Bevolo Gas
------------------------------------------------------------------
Bankruptcy Judge Elizabeth W. Magner granted Debtor Flambeaux Gas &
Electric Lights L.L.C's Motion for Entry of Order Authorizing
Debtor to Reject Supplemental and Amending Settlement and Mutual
Release Agreement.

In February 2011, Bevolo filed suit against Flambeaux for trademark
infringement, alleging that Flambeaux copied the style and name of
some of Bevolo's trademarked designs. On April 23, 2012, Flambeaux
and Bevolo executed a Settlement and Mutual Release Agreement.

In September 2012, Bevolo alleged that Flambeaux violated the
Original Agreement, and the parties entered mediation. On Jan. 15,
2013, Bevolo and Flambeaux executed a Supplemental and Amending
Settlement and Mutual Release Agreement ("Supplemental Licensing
Agreement"). The Supplemental Licensing Agreement requires
Flambeaux to "exchange, replace, or modify all existing
Noncompliant Lanterns."4 It grants Flambeaux a trademark license.

In February 2016, Bevolo alleged that Flambeaux violated the
Supplemental Licensing Agreement and initiated an arbitration
proceeding. On August 16, 2017, the arbitrator found in favor of
Bevolo and awarded Bevolo $200,000 in liquidated damages;
$84,009.76 in attorney's fees; and $15,309.31 in costs. Flambeaux
was also required to pay the cost of arbitration, $27,830.23.

On Jan. 3, 2018, Bevolo filed a Petition and Motion to Confirm
Arbitration Award in Orleans Parish Civil District Court,8 and on
April 24, 2018, a Judgment was signed confirming the arbitration
award.

Flambeaux sought to reject the Supplemental Licensing Agreement as
an executory contract pursuant to 11 U.S.C. section 365.

The Court holds that the Supplemental Licensing Agreement is
clearly a contract. Therefore, its nature as executory is the only
issue.

Like in the agreement in Provider Meds, Bevolo has a continuing
obligation to allow Flambeaux the right to use certain marks as
product names and to refrain from suing Flambeaux for using those
marks. Flambeaux, in turn, has a corresponding obligation to remove
any "noncompliant" lanterns from circulation. The failure of either
party to fulfill its obligation would constitute a material breach
of contract. Therefore, the Court finds that the Supplemental
Licensing Agreement is an executory contract.

Whether an executory contract should be assumed or rejected is
generally left to the business judgment of the trustee or
debtor-in-possession.

Flambeaux maintains that the Supplemental Licensing Agreement is
unduly burdensome because it has no way to track noncompliant
lanterns in the hands of third parties or keep them from appearing
on the internet.

The Court finds that the Flambeaux's decision to reject the
Supplemental Licensing Agreement was made with sound business
judgment.

The bankruptcy case is in re: FLAMBEAUX GAS & ELECTRIC LIGHTS
L.L.C., chapter 11, Debtor, Case No. 18-11979 (Bankr. E.D. La.).

A copy of the Court's Reasons for Decision dated Feb. 20, 2019 is
available at https://bit.ly/2J8kdmp from Leagle.com.

Flambeaux Gas & Electric Lights L.L.C., Debtor, represented by Leo
D. Congeni & Sean Thomas Wilson -- swilson@foley.com --  Foley
Gardere/Foley Lardner LLP.

Office of the U.S. Trustee, U.S. Trustee, represented by Amanda
Burnette George , Office of the U.S. Trustee.

            About Flambeaux Gas & Electric Lights

Flambeaux Gas & Electric Lights L.L.C. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
18-11979) on July 31, 2018, listing under $1 million in both assets
and liabilities.  Congeni Law Firm LLC, led by founding partner Leo
D. Congeni, is the Debtor's bankruptcy counsel. 


FUSE LLC: U.S. Trustee Forms 3-Member Committee
-----------------------------------------------
The Office of the U.S. Trustee for Region 3 on May 10 appointed
three creditors to serve on the official committee of unsecured
creditors in the Chapter 11 cases of Fuse, LLC and its
subsidiaries.

The committee members are:

     (1) Association of National Advertisers
         Attn: Christine Manna
         708 Third Ave.
         New York, NY 10017
         Phone: 212-455-8060

     (2) Showtime Networks, Inc.
         Attn: Kent Sevener
         1633 Broadway
         New York, NY 10019
         Phone: 212-708-3259

     (3) MGM Domestic Television Distribution, LLC
         Attn: Shirley Hairston
         245 North Beverly Drive
         Beverly Hills, CA 90210
         Phone: 310-586-8244

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 Fuse LLC

Fuse, LLC and its subsidiaries are a multicultural media company,
composed principally of two cable networks, Fuse and FM. The
Company is headquartered in Glendale, California and also maintains
an office in New York, New York.

Fuse, LLC and eight of its subsidiaries sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
19-10872) on April 22, 2019.  Fuse LLC estimated assets of less
than $50,000 and liabilities of less than $100,000. The petitions
were signed by Miguel Roggero, chief financial officer and
secretary.

The Debtors tapped Pachulski Stang Ziehl & Jones LLP as their
counsel; FTI Consulting as financial advisor; and Kurtzman Carson
Consultant LLC as claims and noticing agent.


GAUCHO GROUP: Appoints New Member to Board of Directors
-------------------------------------------------------
As approved by the Board on April 29, 2019, Dr. Steven A. Moel was
appointed by the Board as a director of Gaucho Group Holdings, Inc.
and member of the Audit Committee of the Company.

Dr. Moel served as a senior business advisor for the Company since
2008 and began serving as a director of its subsidiary, Gaucho
Group, Inc. as of November 2018.  Dr. Moel is a medical doctor and
licensed attorney (currently inactive).  Dr. Moel had a private
legal practice as a business and transactional attorney and is a
member of the California and American Bar Associations and has
served as legal counsel to many corporations.  The Board has
determined that he would be a valuable member of the Board due to
his extensive and broad experience and knowledge in business.  In
addition to serving as a member of the Company's Board of Advisors,
Dr. Moel is presently a member of the board of directors of
Hollywood Burger Holdings, Inc., a related party to the Company
(International Fast Food Restaurants).

Previously, Dr. Moel served in many roles, including most recently
as a senior business advisor for Global Job Hunt (International
Recruiting and Education).  He was also founder of Akorn, Inc.,
NASDAQ: AKRX (Biotechnology/Pharmaceutical Mfg.), where he served
as a Director on the Executive Board and as vice president of
Mergers & Acquisitions.  Dr. Moel previously served as: the vice
president, Mergers & Acquisitions and Business Development of
Virgilian, LLC (Nutraceuticals/Agricultural); CEO of U.S. Highland,
Inc. BB:UHLN (Mfg. of Motorcycles/Motorsports); CEO of Millennial
Research Corp. (Mfg./Ultra-high efficiency motors); Chairman and
COO of WayBack Granola Co. (Granola Manufacturing); Executive VP,
Mergers and Acquisitions of Agaia Inc. (Green Cleaning Products).
He has also served as: president, COO and executive director of
American Wine Group (Wine Production/Distribution); senior business
and advisor, of viaMarket Consumer Products, LLC (Manufacturer of
Consumer Products); as a member of the Board of Directors of
Grudzen Development Corp. (Real Estate); COO and chairman of the
Board of Directors of Paradigm Technologies (Electronics/Computer
Developer); president and CEO of Sem-Redwood Enterprises (Stock
Pool), and as a member of the Advisory Board of Mahlia Collection
(Jewelry Design/ Manufacturing).

Dr. Moel is a board-certified ophthalmologist who was in private
practice and academia.  He is an Emeritus Fellow of the American
Academy of Ophthalmology and his academic history includes
Washington University-St. Louis, University of Miami-Coral Gables,
Marshall University, West Virginia University, University of
Colorado, Harvard University, Louisiana State University-New
Orleans, University of Illinois-Chicago, and the College of Law in
Santa Barbara.

Also on April 29, 2019, the Board of Directors extended Scott
Mathis' employment agreement with the Company, dated Sept. 28, 2015
for an additional 60 days to expire on June 30, 2019.  All other
terms of the Employment Agreement remain the same.

                      About Gaucho Group

Headquartered in New York, NY, Gaucho Group Holdings, Inc. --
http://www.algodongroup.com/-- was incorporated on April 5, 1999.  
Effective Oct. 1, 2018, the Company changed its name from Algodon
Wines & Luxury Development, Inc. to Algodon Group, Inc., and
effective March 11, 2019, the Company changed its name from Algodon
Group, Inc. to Gaucho Group Holdings, Inc.  Through its
wholly-owned subsidiaries, GGH invests in, develops and operates
real estate projects in Argentina.  GGH operates a hotel, golf and
tennis resort, vineyard and producing winery in addition to
developing residential lots located near the resort.  In 2016, GGH
formed a new subsidiary and in 2018, established an e-commerce
platform for the manufacture and sale of high-end fashion and
accessories.  The activities in Argentina are conducted through its
operating entities: InvestProperty Group, LLC, Algodon Global
Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties
II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its
wines in Europe through its United Kingdom entity, Algodon Europe,
LTD.

Gaucho Group reported a net loss attributable to common
stockholders of $6.40 million for the year ended Dec. 31, 2018,
compared to a net loss attributable to common stockholders of $8.25
million for the year ended Dec. 31, 2017.  As of Dec. 31, 2018,
Gaucho Group had $5.64 million in total assets, $6.71 million in
total liabilities, $9.02 million in series
B convertible redeemable preferred stock, and a total stockholders'
deficiency of $10.09 million.

Marcum LLP, in New York, NY, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated  April
1, 2019, on the Company's consolidated financial statements for the
year ended Dec. 31, 2018, citing that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


GOD'S HOUSE OF REFUGEE: Unsecureds to Get 100% in 2 Installments
----------------------------------------------------------------
God's House of Refuge Christian Center, Inc., filed a Chapter 11
Plan and accompanying Disclosure Statement.

Class III consists of the claims of general unsecured creditors and
Class Ill Claims total  approximately $10,000.  The Debtor shall
pay each Allowed Class Ill Claim in full, without  interest, by
making two installment payments with each payment being in an
amount equal to  50% of the amount of the Allowed Class III Claim.
The first installment payment shall be made on the Effective Date
and subsequent installment payments shall be made in three (3)
months of the Effective Date, until the Allowed Class III Claim has
been paid in full, without interest, and  are impaired.

The Class IV Claim consists of Equity Insiders and they shall
retain their Interests and  are impaired.

The Debtor intends to fund the Plan, in part, by obtaining new
financing in the approximate amount of $1,020,000.

A full-text copy of the Disclosure Statement dated April 29, 2019,
is available at https://tinyurl.com/y2hprcn7 from PacerMonitor.com
at no charge.

    About God's House of Refuge Christian Center

God's House of Refuge Christian Center, Inc., a religious
organization in Cocoa, Florida, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-07997) on
December 28, 2018.  It previously sought bankruptcy protection on
May 19, 2017 (Bankr. M.D. Fla. Case No. 17-03291) and on Nov. 19,
2018 (Bankr. M.D. Fla. Case No. 18-07201).

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

The Debtor tapped Mathis Law Group as its bankruptcy counsel.


GRAN TIERRA: S&P Rates New Senior Unsecured Notes 'B+'
------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
Canada-based oil and natural gas exploration and production company
Gran Tierra Energy Inc. (GTE).

S&P also assigned its 'B+' issue-level rating to GTE's proposed
$300 million of senior unsecured notes due 2027, and affirmed its
'B+' issue-level rating on Gran Tierra Energy International
Holdings Ltd's (GTEIH's) $300 million senior unsecured notes due
2025.

GTE expects to issue the senior unsecured notes to mainly prepay
the outstanding $114 million it borrowed under the revolving credit
facility, which was primarily to acquire an additional 36.2% stake
of the Suroriente block, which would reach a total 52% stake
(Ecopetrol S.A. holds the remaining 48%), and a 100% stake in the
Llanos-5 block in February 2019. The company will use the remainder
of the proceeds to fund around $50 million in capital expenditures
(capex) about $136 million for working capital needs, corporate
purposes, and to repay other debt. The proposed issuance will
extend GTE's debt maturity profile to around seven years from
almost six. On a pro forma basis, S&P rates the proposed notes at
the same level as the issuer credit rating, given that the notes
will be fully, unconditionally, and jointly and severally
guaranteed on a senior unsecured basis by GTEIH, and each of other
material subsidiaries that guarantees the existing $300 million
senior unsecured notes due 2025.

"The rating affirmation incorporates our view that GTE will
continue to consolidate its recent acquisitions, focusing on
increasing oil production and reserves," S&P said, adding that the
company will reach an average daily production of around 42,000
barrels of oil equivalent per day (boed) in 2019, stemming from the
production ramp-up in the Acordionero field and the additional
production from the recent acquisition of assets in Putumayo.

"However, we expect lower average realized sale price of $46-$47
per barrel of oil equivalent (boe) this year in comparison with
last year, given an expected lower Brent crude oil price at $60 per
oil barrel (bbl), leading to a 4% decrease in GTE's 2019 revenue.
Even though we expect lower transportation costs in 2019, operating
expenses will likely be higher," S&P said.

S&P said the company's EBITDA margins will slip but will remain
around 65% in the next 12 months and that the proposed issuance
will increase GTE's leverage metrics but its credit metrics will
remain in line with the rating agency's current financial risk
profile assessment.  The rating agency expects a debt-to-EBITDA
ratio of around 2.0x, FFO to debt of around 40%, and a free
operating cash flow (FOCF) to debt of about negative 5% in the next
12 months."

Despite abovementioned acquisitions a few months ago, the company
still has small reserve base and production measures, as well as a
narrow geographic diversification, because the overwhelming
majority of its operations are in Colombia. The acquired assets
will add 2,000-3,000 boed in the next 12 months and 2P reserves of
around 6 million barrels of oil equivalent (MMboe). Moreover, GTE
was preliminarily awarded three blocks in Ecuador during first
quarter of 2019, which will complement the company's acreage in
Putumayo. The company has 70 MMboe of proved reserves in Colombia
with around a 5.3-year reserve life, 46% of which is located in the
Acordionero block, which are still below the average reserve bases
of higher rated international peers. However, S&P believes GTE's
high operating netbacks and its growth prospects, with regard to
production and reserves, mitigate these weaknesses.


GRIFFON CORP: S&P Rates $500MM Sr. Unsecured Notes Due 2027 'B+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '4'
recovery rating to Griffon Corp.'s $500 million senior notes due
2027. The '4' recovery rating indicates its 25% senior notes due
2022 ($1.0 billion outstanding).

S&P's issuer credit rating on Griffon remains 'B+' with a stable
outlook. Its 'BB' issue-level credit rating and '1' recovery rating
on the company's $350 million revolving credit facility are also
unchanged. S&P's '1' recovery rating indicates its expectation of
very high (90%-100%; rounded estimate: 95%) recovery in the event
of a payment default.

New York-based Griffon Corp. is a diversified management and
holding company conducting business through its wholly owned
subsidiaries in the home and building products, and defense
electronics industries primarily in the U.S., Canada, Australia,
the U.K., Mexico, and China. As of March 31, 2019, Griffon Corp has
$1.2 billion of reported debt.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P has completed a recovery analysis and reviewed the recovery
and issue-level ratings on Griffon Corp.'s rated debt issues.

-- S&P has assigned a 'B+' issue-level rating and a '4' recovery
rating to Griffon's proposed $500 million senior notes due 2027.

-- S&P has also maintained its 'BB' issue-level rating and '1'
recovery rating on the company's $350 million revolving credit
facility.

-- S&P's simulated default scenario contemplates a prolonged
economic contraction in the U.S., with decreased residential repair
and remodeling and a reduced Department of Defense budget.

-- The combination of these factors would severely hinder
Griffon's operational performance, forcing the company to fund
fixed charges with debt. Eventually this would cause a debt
restructuring, payment default or bankruptcy filing.

-- In valuing the company, S&P attributed approximately 70% of the
net enterprise value (EV), or about $483 million, to Griffon's
domestic subsidiaries and approximately 30%, or about $207 million,
to its foreign subsidiaries.

Simulated default assumptions:

-- Simulated year of default: 2023
-- EBITDA at emergence: $132 million
-- EBITDA multiple: 5.5x
-- Gross EV: $727 million

Simplified waterfall:

-- Net recovery value (after 5% administrative costs): $690
million
-- Valuation split in % (obligors/nonobligors): 70/30
-- Priority domestic claims (capital leases, $6.3 million)
-- Total value available to secured debtholders: $582 million
-- First-lien revolving credit facility claim: $309 million
-- Recovery expectation: 90%-100% (rounded estimate: 95%)
-- Remaining value for unsecured claims: about $330 million
-- Senior notes claim: $1.032 billion
-- Recovery expectation: 30%-50% (rounded estimate: 30%)

  Ratings List
  Griffon Corp.

  Issuer Credit Rating       B+/Stable

  New Rating
  Griffon Corp.

  Senior Unsecured
  US$500 mil sr nts due 2027 B+
  Recovery Rating 4(30%)


H K FINE PROPERTIES: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee on May 9 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of H K Fine Properties, LLC.

                    About H.K. Fine Properties

H K Fine Properties' principal assets are located at 1210
Shotwell/1231 Hahlo, Houston, Texas, and 705 Ward Rd., Baytown,
Texas.  The Company is an affiliate of Supply Pro Sorbents, LLC and
Supply Pro, Inc., both of which sought bankruptcy protection on
Dec. 19, 2018 (Bankr. S.D. Tex. Case Nos. 18-20580 and 18-20581,
respectively).  Supply Pro offers safety and cleaning supplies
utilized in the cleanup of hazardous oil and chemical spills.

H K Fine Properties, LLC, based in Houston, TX, filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 19-31828) on April 1, 2019.  In
the petition signed by Harmon K. Fine, president/manager, the
Debtor estimated $1 million to $10 million in both assets and
liabilities.  The Hon. Eduardo V. Rodriguez oversees the case.
Alan Sanford Gerger, Esq., at The Gerger Law Firm PLLC, serves as
the Debtor's bankruptcy counsel.


HARSCO CORP: Fitch Affirms BB IDR Amid Clean Earth Acquisition Deal
-------------------------------------------------------------------
Fitch Ratings has affirmed Harsco Corporation's Long-Term Issuer
Default Rating at 'BB' and its secured revolver and term loan at
'BB+'/'RR1' following its announcement that it has agreed to
acquire Clean Earth, Inc. for $625 million in cash and sell its
Air-X-Changers business for $592 million in cash. The company also
announced that it plans to divest its other industrial businesses -
IKG, which makes industrial grating products, and Patterson Kelly,
which makes commercial boilers and water heaters. The Rating
Outlook is Stable. Harsco had $655 million of gross debt
outstanding as of March 31, 2019.

KEY RATING DRIVERS

Business Portfolio Shift: Harsco's planned acquisition of Clean
Earth and sale of Air-X-Changers and other industrial businesses
will result in a portfolio that is weighted toward environmental
services, which will account for 77% of Harsco's revenues on a pro
forma basis. The Clean Earth business provides processing and
beneficial reuse solutions for hazardous waste, contaminated
materials and dredged volumes. The business complements Harsco's
existing metals and minerals segment, which provides environmental
solutions and services to steel producers and others. In addition,
the Clean Earth business generates strong organic growth and is
inherently more stable than the industrial businesses that are to
be sold.

Steady Financial Leverage: Debt/EBITDA was 2.0x as of March 31,
2019, is expected to be around 2.0x following the completion of the
two announced transactions. This takes into account the incremental
debt from the transactions and expected growth in EBITDA from
Harsco's remaining businesses. Longer term, Fitch expects leverage
will likely track above 2.0x as the company pursues faster growth,
both organically and through acquisitions.

Cyclical End-Markets: The ratings take into account the cyclicality
inherent in Harsco's operations, which are tied to the steel,
mineral and rail equipment markets. In addition, Harsco will now
have more exposure to the more-stable environmental services
market. The ratings also take into account Harsco's improved
financial profile and positive FCF balanced against the company's
moderate size and the need for ongoing investment to support
growth.

Improved FCF: Fitch expects Harsco to generate FCF of around $50
million-$60 million, or 3% of sales, in 2019 despite higher levels
of growth capex. Fitch expects Harsco's FCF will be used for
bolt-on acquisitions, opportunistic share repurchases and debt
reduction. The company does not pay dividends, which provides
flexibility to apply cash flow for other purposes. Fitch expects
FCF to remain positive going forward and that the company will
maintain disciplined cash deployment.

Growth Orientation: Harsco has returned to a growth orientation in
its Metals and Minerals segment, with higher capex to capitalize on
growth opportunities over the medium term. These opportunities
include the potential for new contracts at existing locations and
with mills in China, India and other emerging markets. This follows
a significant restructuring of the segment over 2014-2016 and a
decision by management in 2017 to not separate the business by
selling or spinning it off.

Business Recovering: Harsco's results recovered in 2017-2018
following the commodity-driven downturn of 2015-2016. The
consolidated EBITDA margin improved to 18.5% in 2018, though it is
expected to narrow modestly in 2019 due to growth investments
before expanding in 2020. The company's largest segment, Metals and
Minerals (63% of 2018 revenues), reported 6% revenue growth and
slightly higher margins in 2018 due to new contracts and higher
steel output and service levels. The industrial segment (22% of
sales) generated healthy sales and earnings growth in the period
due primarily to a rebound in demand for heat exchangers sold into
the U.S. energy market. The rail segment (16% of sales) also
generated higher earnings in 2018.

DERIVATION SUMMARY

Harsco is a diversified manufacturer and service provider that
participates in a variety of end-markets, each of which has a
different set of competitors. Another diversified industrial in the
'BB' category is Trinity Industries, a manufacturer and lessor of
rail cars. When compared with Trinity's manufacturing operations,
Harsco has lower financial leverage and generates higher EBITDA
margins. Trinity also has a substantial railcar leasing business
that broadens its scale and helps to mitigate the cyclicality in
its railcar manufacturing operations. No country-ceiling,
parent/subsidiary or operating environment aspects impact the
rating.

KEY ASSUMPTIONS

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

  - The assumptions for 2019 assume the company's current mix of
businesses.

  - Sales grow by around 12% in 2019, driven by a recovery in the
industrial and rail segments and continued mid-single-digit growth
in metals and minerals.

  - EBITDA margins are moderately lower in 2019 due to growth
investments.

  - FCF is projected at around 3% of sales in 2019 despite higher
levels of growth capex.

  - Debt/EBITDA is steady at around 2.0x, pro forma for the
announced transactions.

RATING SENSITIVITIES

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

  - Harsco develops into a larger, more diversified operation with
less inherent cyclicality;

  - Mid-cycle debt/EBITDA is sustained under 2.5x and funds from
operations (FFO)-adjusted leverage under 3.5x.

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

  - Fitch's expectation that mid-cycle debt/EBITDA will remain
above 3.0x-3.5x, and FFO adjusted leverage will remain above
4.0x-4.5x;

  - Negative FCF on a sustained basis.

LIQUIDITY

Harsco's liquidity at March 31, 2019 was supported by cash of $85
million and a $500 million secured revolver maturing in November
2021, on which $351 million was available. Liquidity is also
supported by FCF, which is projected at around 3% of sales in
2019.

Harsco's debt structure as of March 31, 2019 consisted primarily of
$119 million drawn on the secured revolver and $540 million
outstanding on a secured term loan maturing in December 2024. The
collateral backing the credit facilities includes the capital stock
of each direct subsidiary (65% of stock of first-tier foreign
subsidiaries) and substantially all of the company's domestic
tangible and intangible assets. In addition, all of the company's
domestic, wholly owned restricted subsidiaries guarantee the
facilities.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Harsco Corporation

  -- Long-Term IDR at 'BB';

  -- Senior secured RCF at 'BB+'/'RR1';

  -- Senior secured Term Loan at 'BB+'/'RR1'.

The Rating Outlook is Stable.


HARVEST PLASMA: Involuntary Chapter 11 Case Summary
---------------------------------------------------
Alleged Debtor:         Harvest Plasma Torch Corporation
                        221 Westec Drive
                        Mt. Pleasant, PA 15666

Business Description:   Harvest Plasma Torch is an industrial
                        torch company that manufactures high
                        temperature torches to convert solid waste
                        into synthetic gas, which can be used to
                        generate electricity.

Involuntary Chapter 11
Petition Date:          May 10, 2019

Court:                  United States Bankruptcy Court
                        Western District of Pennsylvania
                        (Pittsburgh)

Case No.:               19-21929

Petitioners'
Counsel:                William C. Price, Esq.
                        CLARK HILL PLC
                        One Oxford Centre
                        301 Grant Street, 14th Floor
                        Pittsburgh, PA 15219
                        Tel: 412 394 7776
                        Fax: 412 394 2555
                        Email: wprice@clarkhill.com

List of petitioning creditors and their corresponding claim
amounts:

Petitioners                  Nature of Claim  Claim Amount
-----------                  ---------------  ------------
Ronald O. Klatt                                    $497,934
7464 National Pike
Uniontown, PA 15401

William W. Grichin                                 $164,194
2225 William Penn Highway
Pittsburgh, PA 15235

Denton W. Hough                                     $61,161
3555 Route 130
Acme, PA 15610

KNM Process Systems Sdn Bhd                         $72,209
15 Jalan Dagang SB 4/1
Taman Sungai Besi Indah
43300 Seri Kembangan
Selangor Darul Ehsan
Malaysia

PSX Inc.                                            $52,363
Attn: Tony Hutchison
708 Terminal Way
Kennett Square, PA 19348

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

         http://bankrupt.com/misc/pawb19-21929.pdf


HOLDINGS OF SOUTH FLORIDA: US Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Holdings of South Florida, Inc., according to court dockets.

                About Holdings of South Florida

Holdings of South Florida, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 19-01219) on April 2, 2019.
The Debtor hired the Law Offices of Mickler & Mickler as attorney.



IAA SPINCO: Moody's Assigns Ba3 CFR, Outlook Stable
---------------------------------------------------
Moody's Investors Service assigned IAA Spinco Inc. a Ba3 Corporate
Family Rating and a Ba3-PD Probability of Default Rating. Moody's
also assigned a Ba2 to the company's proposed senior secured credit
facilities, consisting of a $225 million 5-year senior secured
revolver and a $900 million 7-year senior secured term loan. The
company also intends to issue approximately $400 million of other
unsecured debt, which is unrated at this point. Proceeds from the
debt issuance are expected to fund a $1.2 billion dividend to KAR,
pay for transaction fees and provide liquidity to IAA's balance
sheet. Moody's also assigned a SGL-1 Speculative Grade Liquidity
Rating. The outlook is stable.

The ratings are based on the expectation of a final capital
structure including a $225 million senior secured revolver, a $900
million senior secured term loan and approximately $400 million of
other unsecured debt. The company has not finalized the capital
structure yet and any changes, as well as the final details of
IAA's financial policy, including leverage and dividend
expectations, could result in changes to the current ratings and
outlook.

Assignments:

Issuer: IAA Spinco Inc.

Probability of Default Rating, Assigned Ba3-PD

Speculative Grade Liquidity Rating, Assigned SGL-1

Corporate Family Rating, Assigned Ba3

Senior Secured Revolving Credit Facility, Assigned Ba2 (LGD3)

Senior Secured Term Loan B, Assigned Ba2 (LGD3)

Outlook Action:

Issuer: IAA Spinco Inc.

Outlook assigned as Stable

RATINGS RATIONALE

The ratings action was prompted in connection with IAA's announced
tax free spin-off from KAR Auction Services into a separate
publicly-traded company, which is expected to be completed before
June 30, 2019. The Ba3 Corporate Family rating is constrained by
its limited scale and narrow focus on the niche salvage vehicle
auction services market. Very high customer concentration, with 40%
of 2018 revenue generated from the three largest insurance
customers, weighs on the credit. The company's leverage upon
completion of the separation from KAR is expected to be high at
approximately 4.0x, including Moody's adjustments for a large
portfolio of operating leases. The credit profile also incorporates
some degree of transition risk as IAA will operate under service
agreements with KAR for a certain period of time and will need to
build corporate functions and invest in developing key IT
capabilities. IAA's plans to expand its technology-enabled services
and enter international markets could result in debt-funded M&A
transactions and sustained levels of high leverage. IAA's credit
profile is supported by its co-leader position (along with Copart)
with 40% of the market in North America. A sizeable portfolio of
long-term real estate leases and long-standing relationships with
insurance companies are barriers to entry. Several trends create
tailwinds supporting IAA's growth. Miles driven, a metric highly
correlated to accident frequency, is expected to continue to
increase. Technological advances result in more expensive auto
repairs and a higher percentage of accidents deemed a total loss by
insurers. In addition, more costly components drive stronger demand
for salvage parts. The salvage auction industry's lower
cyclicality, compared to other segments of the auto ecosystem, also
supports the ratings.

IAA's senior secured credit facilities are rated Ba2 with a loss
given default assessment of LGD3. The debt instrument ratings
reflect IAA's Ba3-PD Probability of Default Rating and expected
loss for individual instruments. The senior secured term loan and
revolver are rated Ba2, one notch above IAA's Ba3 Corporate Family
Rating, reflecting their seniority to the expected $400 million of
other unsecured debt and non-debt liabilities, primarily consisting
of unsecured trade payables.

The SGL-1 Speculative Grade Liquidity rating reflects IAA's very
good liquidity, including an expected $50 million cash balance at
closing, an undrawn $225 million revolving credit facility and
estimated free cash flow to debt between 6-10% (Moody's adjusted,
depending on the unknown dividend policy determined by the board
after the separation).

The stable outlook reflects its expectation over the next 12-18
months for mid-single-digit revenue growth, EBITDA margins at
approximately 35%, sustained leverage of approximately 4.0x and
free cash flow to debt above 6.0% (all credit metrics Moody's
adjusted).

The ratings could be upgraded if Moody's expects favorable
tailwinds in the salvage industry will continue to support
sustained mid to high-single-digit revenue growth, strong EBITDA
margins, leverage sustained below 3.5x, increasing free cash flow
to debt of about 10% and balanced financial policies.

The ratings could be downgraded if IAA's revenue growth slows down
to a low single-digit range or margins are pressured due to
increased competition, changes in the frequency of total losses,
lower miles driven, or other changes to IAA's operating conditions.
The rating could also be lowered if Moody's expects debt to EBITDA
will be sustained above 4.5x, free cash flow to debt diminishes
below 6.0%, liquidity deteriorates or IAA pursues aggressive
financial policies favoring shareholders over creditors. Moody's
notes IAA's board has not finalized its capital allocation policy
yet, including potential dividends to shareholders. Aggressive
capital distributions to shareholders will hamper credit metrics
and the ability to invest in growth, which could result in a
ratings downgrade.

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

IAA Spinco Inc. is a US leading provider of auction services for
total loss, damaged and low-value vehicles. IAA operates online and
physical marketplaces for buyers and sellers of salvage vehicle and
related services, such as transportation, inspection, valuation,
titling, and other services. The company is one of the two largest
providers in North America with 179 sites across the US and Canada.
IAA also operates 14 sites in the UK after the 2015 acquisition of
HBC Vehicle Services. Revenue as of December 2018, pro forma for
the separation from KAR, was $1.3 billion.


IMPERIAL 290 HOSPITALITY: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Imperial 290 Hospitality Group, LLC.

             About Imperial 290 Hospitality Group

Imperial 290 Hospitality Group, LLC, is a privately held company
that operates in the traveler accommodation industry.

Imperial 290 Hospitality Group, based in Houston, TX, filed a
Chapter 11 petition (Bankr. S.D. Tex. Case No. 19-31500) on March
19, 2019.  In the petition signed by Shivinder Madan, manager, the
Debtor estimated $1 million to $10 million in both assets and
liabilities.  The Hon. David R. Jones oversees the case.  Joyce W.
Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, serves as the
Debtor's bankruptcy counsel.


JEFFERIES FINANCE: S&P Raises ICR to 'BB-' on Reduced Leverage
--------------------------------------------------------------
S&P Global Ratings said it raised its issuer credit and senior
secured debt ratings on Jefferies Finance LLC (JFIN) to 'BB-' from
'B+'. The outlook on the issuer credit rating is stable. S&P also
assigned 'BB-' issue ratings on the firm's new $275 million
super-senior secured revolver, $700 million senior secured bank
loan, and senior secured notes. S&P also affirmed its 'B+' senior
unsecured debt rating.

"The rating action reflects our expectation that debt to adjusted
total equity will remain below 4.5x as a result of JFIN's announced
plans to reduce debt outstanding by about $485 million by paying
off most of its non-funding debt and issuing new senior secured
notes and bank loan. The $275 million undrawn super-senior secured
revolver helps to maintain capacity to fund loan originations by
offsetting most of the reduction in on-balance-sheet cash," S&P
said. The rating agency expects the revolver to be undrawn at the
start and to be used on a contingency basis.

The stable outlook on JFIN reflects S&P's expectation that the firm
will maintain debt to adjusted total equity leverage below 4.5x
with adequate liquidity and stable funding. The rating agency
expects JFIN's profitability and risk exposure to continue to be
driven by potentially volatile conditions in the leveraged loan
market. But, S&P expects JFIN to maintain adequate funding and
liquidity in the event of market turbulence. It also expects
MassMutual and Jefferies to continue to support JFIN and the firm
to remain at least moderately strategically important to
Jefferies.

S&P could lower the ratings over the next 12 months if:

-- Debt to adjusted total equity is consistently above 4.5x;

-- Unrestricted cash falls below $500 million, particularly if
this is the result of an inability to syndicate originated loans
(S&P would view weakening underwriting--particularly higher
borrower leverage or a reduction in available interest rate
flexibility -- as increasing this possibility);

-- Origination commitments exceed the firm's resources by 2x, or
it is unable to syndicate most of these prior to funding; or

-- Jefferies reduces its commitment to JFIN.

"We see little ratings upside over the near term. Over the longer
term, we could raise the ratings if the firm limits outstanding
commitments to be more in line with available liquidity resources
and demonstrates lower-than-expected losses through the cycle," S&P
said.


JOY ENTERPRISES: Seeks to Extend Exclusive Filing Period by 90 Days
-------------------------------------------------------------------
Joy Enterprises, Inc. asked the U.S. Bankruptcy Court for the
Middle District of Alabama to extend by 90 days the period during
which the company has the exclusive right to file a Chapter 11 plan
and solicit acceptances for the plan.

The company's attorney, Collier Espy Jr., Esq., at Espy Metcalf &
Espy, P.C., said the company needs additional time to permit the
filing of monthly operating reports, which it hopes will reflect
revenues above its expenses sufficient to produce a net profit to
service secured debt, fund payment of all tax claims, and pay
unsecured creditors.

                    About Joy Enterprises Inc.

Joy Enterprises Inc., a domestic corporation that operates Subway
restaurants in Alabama, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ala. Case No. 19-10092) on January 17,
2019.  At the time of the filing, the Debtor disclosed $384,617 in
assets and $4,684,019 in liabilities.   

The case has been assigned to Judge William R. Sawyer.  Collier H.
Espy, Jr., Esq., at Espy, Metcalf & Espy, P.C., is the Debtor's
legal counsel.

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



K&N PARENT: S&P Lowers ICR to 'B-' on Weak Credit Metrics
---------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on K&N Parent
Inc. to 'B-' from 'B'. The outlook is negative.

At the same time, S&P lowered its issue-level ratings on the
company's first-lien term loan and revolver to 'B' from 'B+' and
the second-lien term loan to 'CCC' from 'CCC+'.

The downgrade and negative outlook reflect S&P's views that K&N's
credit metrics will continue to underperform its expectations
because of lower margins and weaker free cash flow. Margins and
cash flow are expected to be burdened by a number of company
initiatives. These include the launch of new products, geographic
growth initiatives, and plans to increase operational efficiency.
K&N is curently investing in working capital to increase sales in
China, launch a new heating, ventilation, and air conditioning
(HVAC) filter product, and assist in driving operational
efficiencies.

The negative outlook on K&N reflects the risk that EBITDA comes in
slightly below expectations, leading to a violation of its leverage
covenant. This could be caused by operational missteps, quality
issues with its products, higher tariffs, or decreased consumer
demand, according to S&P.

"We could lower our ratings on K&N if it cannot meet its financial
covenants or if the company continues to generate negative FOCF for
an extended period, draining liquidity or pushing leverage to
unsustainable levels. This could occur if K&N's production or
distribution develops operating issues or if its product quality
deteriorates," S&P said.

"We could revise our outlook on K&N to stable if it obtains a
waiver for its covenants and generates an FOCF-to-debt ratio of at
least 3% on a sustained basis," the rating agency said.


KLC SAN DIEGO: U.S. Trustee Objects to Disclosure Statement
-----------------------------------------------------------
The Acting United States Trustee files a limited objection to the
Disclosure Statement and  Plan of Reorganization proposed by KLC
San Diego Enterprises, Inc.

The default provisions must provide the U.S. Trustee the
opportunity to move to  dismiss or convert the case if the Debtor
defaults on any provision of the Plan.

The U.S. Trustee says it cannot determine Effective Date
feasibility and/or feasibility over the life of the Plan.

The U.S. Trustee notes that the Debtor proposes to pay the
unsecured claim of Village Hillcrest Partners, LP (Class 2) $9,000
per month and general unsecured creditors $931 per month. The U.S.
Trustee asserts that without the financial projections in Exhibit
4, it is  unclear whether the Debtor will be able to make these
payments as its January 2019 monthly operating report shows a
profit of only $2,370 per month.

The U.S. Trustee notes that the case may need to stay open for a
period of time after confirmation to resolve any potential issue
with the claims of Village Hillcrest Partners, LP.

The U.S. Trustee points out that although creditors are being paid
100%, it appears that they are not receiving any interest.

              About KLC San Diego Enterprises

KLC San Diego Enterprises, Inc., filed its Articles of
Incorporation in California on May 18, 2000, according to public
records filed with the California Secretary of State.  It operates
in the offices of real estate agents and brokers industry.

KLC San Diego Enterprises sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Cal. Case No. 18-07336) on Dec. 11,
2018.  At the time of the filing, the Debtor estimated assets of
less than $500,000 and liabilities of $1 million to $10 million.
The case has been assigned to Judge Christopher B. Latham.  Curry
Advisors is the Debtor's counsel.


LEXMARK INTERNATIONAL: S&P Ups ICR to CCC+ on Term Loan Agreement
-----------------------------------------------------------------
S&P Global Ratings raised all of its ratings on U.S.-based printer
solutions provider Lexmark International II LLC (Lexmark) and
Lexmark International Inc., including its issuer credit rating, to
'CCC+' from 'CCC'.

The upgrade reflects Lexmark's receipt of a binding agreement from
lenders providing a fully committed term loan due 2023 to refinance
its $341 million note principal due in March 2020.  S&P expects
Lexmark to execute this credit agreement soon and will have
sufficient liquidity to meet its financial obligations over the
next 12 months. While the debt commitment alleviates the company's
near-term liquidity challenges, S&P continues to expect higher debt
amortization payments will lead to negative adjusted free operating
cash flow (FOCF) after debt service. S&P's uncertainty with respect
to the company's ability to service debt longer-term leads it to
believe that the capital structure is unsustainable. Lexmark's cash
on hand and cash flow generation are its primary liquidity sources.
The company's revolvers are fully drawn.

The stable outlook reflects S&P's expectation that Lexmark will
have sufficient liquidity including cash on hand to meet its
financial obligations over the next 12 months, despite rising debt
amortization payments.

"We could consider a downgrade if operational performance is weaker
than expected, leading to declining FOCF. This would further
pressure the company's liquidity and ability to service debt
amortization in 2019 and 2020. We could also consider a downgrade
if we believe the company could pursue a debt restructuring to
manage its capital structure," S&P said.

"An upgrade is unlikely over the next 12 months due to our
expectation for higher debt amortization payments and modest
adjusted FOCF to debt in 2019 and 2020. Longer-term we could raise
the rating to 'B-' if the company sustains recent operational
improvements and expands margins that support FOCF generation in
excess of its debt amortization payments," S&P said.


LOMBARD FLATS: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Lombard Flats, LLC
        949 Lombard St
        San Francisco, CA 94133-2217

Business Description: Lombard Flats is engaged in renting and
                      leasing real estate properties.

Chapter 11 Petition Date: May 11, 2019

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

Case No.: 19-30526

Judge: Hon. Dennis Montali

Debtor's Counsel: Joan M. Chipser, Esq.
                  JOAN M. CHIPSER, ATTORNEY-AT-LAW
                  1 Green Hills Court
                  Millbrae, CA 94030
                  Tel: (650)697-1564
                  Email: joanchipser@sbcglobal.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Joanne Eng, manager.

The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.

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

          http://bankrupt.com/misc/canb19-30526.pdf


M & G SERVICES: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
No official committee of unsecured creditors has been appointed in
the Chapter 11 case of M & G Services, Inc. as of May 9, according
to a court docket.
    
                     About M & G Services Inc.

M & G Services, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 19-30993) on April 3,
2019.  At the time of the filing, the Debtor had estimated assets
of less than $500,000 and liabilities of less than $1 million.  The
case has been assigned to Judge Michael E. Ridgway.  Calvert Law
Office PA is the Debtor's legal counsel.


MASONITE INT'L: Moody's Alters Outlook on Ba2 CFR to Stable
-----------------------------------------------------------
Moody's Investors Service changed the outlook for Masonite
International Corporation to stable from positive. At the same
time, all existing ratings of the company, including the Ba2
Corporate Family Rating, Ba2-PD Probability of Default Rating, Ba3
rating on its senior unsecured notes, and SGL-1 Speculative-Grade
Liquidity Rating, were affirmed.

The change in the outlook to stable from positive reflects Moody's
reduced growth expectations for the North American residential
construction end markets that will translate into slower organic
volume growth for the company over the next 12 to 18 months.
Additionally, material and labor cost inflation in a slower growth
environment will likely present challenges to the company's margin
improvement trajectory. These factors are expected to delay
previously anticipated key credit metrics improvements.

The stable outlook reflects Moody's views that Masonite will
continue to benefit from the stable new housing construction and
repair & remodeling activity in the US, and will achieve margin
improvement through its restructuring, plant efficiency
transformations, and price increase implementation.

The rating affirmations reflect the company's strong market and
competitive position that will continue to benefit from technology
innovation and portfolio and footprint optimization efficiencies,
solid free cash flow generative capabilities, and conservative
financial policies. Masonite's key credit metrics at March 31, 2019
were in line with the Ba2 CFR, including debt to EBITDA (inclusive
of Moody's standard adjustments) of approximately 3.2x, EBITA to
interest coverage (pro forma for the 2018 refinancing) of 4.0x, and
EBITA margin of 9.6%.

Outlook Actions:

Issuer: Masonite International Corporation

Outlook, Changed To Stable From Positive

Affirmations:

Issuer: Masonite International Corporation

Corporate Family Rating, Affirmed Ba2

Probability of Default Rating, Affirmed Ba2-PD

Senior Unsecured Notes due 2023 and 2026, Affirmed Ba3 (LGD4)

Speculative Grade Liquidity Rating, Affirmed SGL-1

RATINGS RATIONALE

Masonite's Ba2 Corporate Family Rating is supported by the
company's: 1) strong market position as one of only two vertically
integrated interior molded door manufacturers in North America, and
its globally diversified sales with 36% generated outside of the
United States; 2) strong competitive position that benefits from
technology innovation, a customer focused operating model, and
trend-setting products; 3) conservative financial policy and a
strong balance sheet; 4) ability to achieve significant operating
margin improvements, with EBITA margins of about 9.6% and the
expectation for improvement as the company utilizes automation and
facility redesigns to drive efficiency through reducing labor costs
and maximizing economies of scale; and 5) solid free cash flow
generation. Further, Moody's has a stable outlook on US
homebuilding industry and expects healthy conditions in repair and
remodeling markets in which Masonite participates.

On the other hand, the rating is constrained by Masonite's: 1)
cyclical end markets, as it derives 36% of its revenues from new
residential construction, 50% from repair and remodeling, and 14%
from architectural (commercial) construction as of 2018, and risks
related to downturns in the construction sector; 2) historically
active acquisition strategy, which is expected to largely focus on
bolt-on purchases; 3) share repurchase activity, which has been
funded through free cash flow and debt; and 4) exposure to volatile
raw material input prices with higher commodity inflation trends in
steel, wood and chemicals.

The Ba3 rating on the company's senior unsecured notes (the issuer
of which is Masonite International Corporation, a Canadian legal
entity), one notch below the Ba2 CFR, reflects the structural
subordination to US operating company liabilities given the absence
of upstream guarantees on the notes from the US subsidiaries, which
generate approximately 64% of revenue. The rating also reflects the
effective subordination to the secured revolver.

Masonite's Speculative-Grade Liquidity Rating of SGL-1 reflects the
company's very good liquidity profile, which is expected to be
maintained over the next 12 to 15 months. Liquidity is supported by
the company's solid free cash flow generation in excess of $100
million per year, availability under the recently expanded $250
million asset-based revolver expiring in 2024, and the flexibility
under its springing fixed charge coverage covenant.

Ratings could be upgraded if the company maintains conservative
financial policies, including sustaining debt to EBITDA comfortably
below 3.0x and EBITA to interest coverage well above 5.0x, limiting
shareholder returns, prioritizing cash flow for debt repayment and
reinvestment in the business, and avoiding large debt funded
acquisitions, as revenues remain above $2 billion and EBITA margins
continue to improve.

Ratings could be downgraded if Masonite's debt to EBITDA increases
and is sustained above 3.5x and EBITA to interest expense falls
below 4.0x, the company engages in substantial debt funded
acquisitions and/or shareholder friendly transactions, financial
and operating strategies become more aggressive, or profitability
and liquidity deteriorates.

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

Masonite International Corporation is one of the largest
vertically-integrated manufacturers of doors in the world. It
offers interior and exterior doors for both residential and
commercial end uses and serves approximately 9,000 customers in 64
countries. In the last twelve months ending March 31, 2019, the
company generated approximately $2.2 billion in revenues.


MATTRESS FIRM: J. Stagner Proceedings Reinstated
------------------------------------------------
The Court of Appeals of Texas granted Colliers
International--Atlanta, LLC's motion to reinstate the proceeding
captioned In re Julie Stagner; Longmont Properties, LLC; RSJS
Management, Inc.; RSJS Ventures, LP; and Breck Real Properties,
LLC, Relators, No. 01-18-00758-CV (Tex. App.).

The Clerk of the Court's Oct. 11, 2018 notice had stayed the
original proceeding pursuant to the "Suggestion of Bankruptcy" that
Mattress Firm, Inc. had filed in two related appeals under
01-18-00548-CV and 01-18-00867-CV, arising from the same underlying
trial court cause number 2017-73196 as this original proceeding. On
Feb. 13, 2019, real party in interest Colliers
International--Atlanta, LLC filed a motion to reinstate the
original proceeding because the automatic stay has been lifted

RPI Colliers states that the bankruptcy court's Nov. 16, 2018 order
confirmed Mattress Firm's Chapter 11 Plan of Reorganization and
provided that the automatic stay will continue until the Effective
Date. Accordingly, the Court grants RPI Colliers's motion to
reinstate and directs the Clerk of this Court to reinstate the
original proceeding.

A copy of the Court's Order dated Feb. 21, 2019 is available at
https://bit.ly/304pkch from Leagle.com.

Michael Lamar Brem, for Julie Stagner, Relator.

Laura Friedl Jones, for Longmont Properties, LLC, Relator.

Paige Boone, for RSJS Ventures, LP, Relator.

William Scott Helfand, Sean Patrick Healy, Kristian Nelson, David
Hughes, for Colliers International—Atlanta, LLC, Real party in
interest.

                    About Mattress Firm

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

Mattress Firm and its affiliate-debtors filed a voluntary petition
for relief under chapter 11 of the Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware (Bankr. D. Del. Lead
Case No. 18-12241) on Oct. 5, 2018.

At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.

Sidley Austin LLP, led by Bojan Guzina, Matthew E. Linder, and
Blair M. Warner, serves as the Debtors' legal counsel.  Young
Conaway Stargatt & Taylor, LLP, led by Robert S. Brady, Edmon L.
Morton, and Ashley E. Jacobs, serves as the Debtors' Delaware
counsel. AlixPartners, LLP, is the Debtors' financial advisor;
Guggenheim Securities, LLC is the Debtors' investment banker; and
Epiq Bankruptcy Solutions is the Debtors' claims and noticing
agent.


MEDALLION MIDLAND: Fitch Cuts LT IDR to 'B+', Outlook Stable
------------------------------------------------------------
Fitch Ratings has downgraded the following ratings for Medallion:

Medallion Midland Acquisition, LLC

  -- Long-Term Issuer Default Rating (IDR) to 'B+' from 'BB-';

  -- Senior secured term loan to 'BB'/'RR2' from 'BB+'/'RR1'.

Medallion Gathering & Processing, LLC

  -- Long-Term IDR to 'B+' from 'BB-'.

The Rating Outlook has been revised to Stable from Negative.

The downgrades reflect higher expected near term leverage
(2019/2020), driven by slower than anticipated volume growth from
Medallion's acreage dedicated producers. Medallion has agreed to
reciprocal capacity lease agreement with a Newbuild Permian
Longhaul Pipeline being constructed in the region, which will
provide it with capacity, which Medallion is expected to enter into
a take or pay agreement for that takeaway capacity with a third
party. Fitch believes the capacity swap and subsequent take-or-pay
sales agreement should provide increased volumes on Medallion's
system and an additional stable revenue stream. Fitch anticipates
the longhaul takeaway pipeline to be in service by start of 2020.
In conjunction with the transaction Medallion plans on borrowing an
incremental $50 million under its term loan. This increased
borrowing coupled with slower than expected volume growth will push
2019 leverage above Fitch's prior negative ratings sensitivity,
which cited 2019 leverage expected above 6.0x as a development
which could lead to a negative ratings action. Fitch now expects
2019 leverage at above 7.0x (total debt (gross)/EBITDA and to
remain elevated at roughly 5.4x-5.7x in 2020 and while improving in
2021-2022 to 4.0x-4.5x. The near term metrics for 2019 and 2020 are
more aligned with Fitch's expectations with leverage for 'B+' IDR
midstream issuers. Longer term (2021 and beyond), if and as volumes
continue to grow Fitch would expect to see some positive ratings
actions as leverage falls below 5.0x on a sustained basis.

Volume growth underperformance remains a key concern. Producers
have faced logistical and takeaway constraints, as well as,
pressure to focus on operating within cash flow and delivering
capital returns to investors. This has led to slower than expected
growth in volumes across several midstream gathering systems within
the Permian basin. Fitch believes that production growth in the
Permian will improve in the 2H of 2019 as long haul pipeline
capacity out of the region becomes available, but the pace of
growth may continue to underperform as producers look to live
within cash flows and return excess cash to investors rather than
aggressively pursue production.

KEY RATING DRIVERS

Continued Elevated Leverage: Fitch expects leverage (total
debt/EBITDA) to remain high at YE 2019 at over 7.0x with fixed
charge coverage (including amortization) of 2.3x. Leverage at over
7.0x is above its downgrade sensitivity expectation of leverage at
or below 6.0x for 2019. Leverage will be high in part due to
increased borrowing to help fund capacity expansion associated with
a reciprocal capacity lease agreement. However, Fitch views this
business opportunity as relatively positive, even as it increases
gross debt near term it ultimately should help Medallion continue
to delever. Fitch expects the capacity agreement to help
Medallion's cash flow and earnings due to Medallion's plan to enter
into a take or pay contract for the capacity.

However, leverage has also not improved in line with Fitch's
expectations due to continued lower than expected volume growth,
and while leverage should improve as volumes continue to ramp
across Medallion's system in combination with the amortization and
cash flow sweep, Fitch expects near term 2019 and 2020 leverage to
range from 7.5x to 5.5x, which Fitch views as more consistent with
a 'B+' IDR given the geographic, business line and customer
counterparty concentration. Additionally, Fitch expects Medallion
to be FCF positive in 2020 and excess cash will go towards debt
repayment under the cash flow sweep provision in the term loan.
Fitch expects Medallion ultimately to manage to leverage at or
below 4.0x, but Fitch views the path to achieving that leverage to
be longer given the growth in gross leverage and volume
underperformance.

Slower Volume Growth: Within the Permian basin field constraints
and capacity bottlenecks have led to slower than anticipated growth
in volumes on Medallion dedicated acreage. As a result, volume
growth has not been as robust as Fitch previously projected and
2019 metrics are expected to be weaker than anticipated due to the
volume growth and increase in gross borrowings. The volume miss is
largely being driven by underperformance by select producers on
Medallion acreage and is largely expected to be transitory.
Medallion system volumes remain growing fairly rapidly, however,
producers remain constrained from a takeaway perspective and much
more focused on capital efficiencies in operations which could lead
to continued volume growth restraint.

Fitch believes that ultimately the slower growth in volumes will be
transitory and Medallion system volumes will support significant
deleveraging in 2020 to below 6.0x. Logistical takeaway constraints
for production are expected to remain at least until 2H 2019, but
Medallion does offer its customers flexible delivery to multiple
long haul pipe origin points and its major producer counterparties
have fairly diverse volume commitments on multiple pipes limiting
the risk their production is stranded.

Production Fundamentals Remain Favorable: Fitch notes that while
volumes have underperformed oil production from the Midland basin
has been and is expected to continue to grow. The Midland region
has some of the lowest breakeven costs and highest producer IRRs in
North America. Medallion's volumes have consistently grown since
its inception even as oil prices have experienced volatility.
However, capacity, labor, and logistical constraints have resulted
in slower than previously anticipated growth across Medallion's
acreage. Favorably, Medallion's customers have dedicated over
880,000 acres to Medallion and are currently actively drilling
within this dedicated acreage. Fitch believes volume growth within
the Permian in general could receive a meaningful boost in late
2019 and early 2020 if and as long haul pipeline takeaway capacity
comes online and helps further narrow basis spread differentials.

Supportive Sponsor: The ratings recognize that Medallion benefit
from a support sponsor in Global Infrastructure Partners (GIP),
which has and continues to invest a significant amount of equity
into Medallion. Fitch anticipates GIP will continue to support
accretive growth projects going forward.

DERIVATION SUMMARY

Medallion's ratings reflect the size and scale of operations of the
company, high near-term leverage, and a mixed credit quality
counterparty portfolio offset by strong geographic exposure to the
growing Permian Basin and increasing optionality for and cash flow
stability expected to come from its capacity lease exchange. Fitch
typically views the credit profiles of single asset/basin focused
midstream service providers as consistent with a 'B' category IDR.
The downgrade in IDR to 'B+' is reflective of higher than expected
leverage in the near term associated with increased borrowing to
fund growth spending associated with the capacity exchange near
term and some volumetric underperformance from Medallion's producer
base.

Medallion has a mix of investment grade and small high yield
counterparties, with Fitch expecting the majority of 2019
production to come from high yield credit quality producers, offset
by some strong growth from two of its investment grade
counterparties. This growth along with Medallion's fixed fee
long-term contracts with significant acreage dedications and
Fitch's belief that Medallion's assets are critical infrastructure
for its customers' growing production help to somewhat mitigate
size and scale concerns.

Volumetric risks remain a key concern for Medallion and the main
driver of the downgrade. Fitch notes that volumes on Medallion's
system have grown significantly with 2018 volumes growing 51% YOY.
However, volume growth has underperformed Fitch's prior
expectations as takeaway capacity constraints, a focus on capital
discipline, and logistical constraints have led producers to
moderate some of their production growth. Fitch believes that
growth will continue as logistical and capacity constraints are
relieved, but leverage at Medallion will remain high in the near
term (2019 and 2020) particularly following the proposed increased
borrowing under the term loan. This leverage should moderate
quickly as Medallion benefits from its five year take or pay
arrangement for the capacity.

Medallion's size and scale of operations are limited, in line with
recently rated Lower Cadence Holdings, LLC (IDR B+), a crude
gathering system in the Delaware region of the Permian Basin.
Leverage metrics are largely inline between Medallion and Lower
Cadence with Fitch projecting 2020 total debt/EBITDA for Medallion
and Lower Cadence in the 5.4x to 5.8x range. Medallion's leverage
metrics are slightly better than BCP Raptor (B+/Negative) and
Navitas Midstream (B/Stable) near term 2019/2020, though all are
expected to delever rapidly as production from the Permian basin
grows (Delaware gas production in BCP Raptor's case; Midland oil
production in Medallion's case and Midland associated gas
production in Navitas' case). Medallion's Fitch expected 2019
leverage at between 5.4x and 5.8x is better than Fitch's
expectations for BCP Raptor (B+/Negative). Medallion's 2019
expected leverage is slightly worse than Fitch's expectations for
Lucid Energy's (BB-/Stable) 2019 expected leverage of 5.5x.
Medallion's expected 2019 leverage is slightly worse than Fitch's
expected leverage for NuStar Energy, LP (BB/Negative).
Additionally, NuStar has much larger size, scale, operational and
geographic diversity than Medallion. NuStar acquired similar assets
to Medallion with its purchase of Navigator Energy Services, LLC,
which operates crude gathering, storage and transportation assets
in the Midland Basin.

KEY ASSUMPTIONS

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

  - Base case long-term WTI price of $55 /barrel; Rates charged to
customers consistent with contracted rates, including rate
escalators.

  - Volume growth through 2022; Volume growth consistent with Fitch
expectations for Fitch rated issuers. No new acreage dedications or
new producer customers assumed.

  - Limited maintenance capital spending and growth capital
spending for the forecast period beyond 2019. Total growth spending
of $250 million-$300 million through 2022 with increased spending
in 2019 associated with new commercial opportunities, and the
shifting of some 2018 spending into 2019 associated with production
delays. Funding of incremental 2019 capital expenditures with
equity contribution from sponsors and increased borrowing under the
term loan.

  - For its recovery analysis, Fitch has assumed a post default
emergence EBITDA of between $110 million and $118 million,
consistent with what Fitch believes would be Medallions EBITDA post
a default driven by falling commodity prices weighing on its
counterparties production and operations. Fitch uses a 6.0x EBITDA
multiple. Reorganization multiples can vary widely based upon the
commodity price environment upon emergence, as well as company
specific factors that led to restructuring, including full-cycle
cost positions, untenable capital structures, or debt-funded M&A
activity. There have been a limited number of bankruptcies and
reorganizations within the midstream sector.

Two recent gathering and processing bankruptcies of companies with
a short pre-bankruptcy life indicate that pro forma exit Enterprise
Value over pre-distress EBITDA provide an approximate range of
multiples between 3.5x and 7.0x. Medallion shares a similar asset
profile to these entities as a single basin midstream crude
gathering and transportation service provider, but it operates in
the Permian basin where Fitch has greater growth prospects guidance
for E&P production. Based on Fitch's most recent Energy, Power and
Commodities Bankruptcy Enterprise Vale and Credit Recoveries report
(published March 2018) the median enterprise valuation exit
multiple for the 29 Energy cases reviewed was 6.7x, with a wide
range. The average recovery rate was 84% (equivalent to 'RR2' on
Fitch's Recovery Rating scale) for 86 first-lien issues in the
Energy, Power and Commodities sector case studies.

RATING SENSITIVITIES

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

  - Leverage (total debt/adjusted EBITDA) below 5.0x on a sustained
basis.

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

  - Slowing volume growth across Medallion's system, as evidenced
by a significant decline in rig count across Medallion's dedicated
acreage or increased moderation in average daily volumes into
Medallion's system could lead to a negative ratings action.

  - Meaningful deterioration in counterparty credit quality or a
significant event at a major counterparty that impairs expected
volumes or cash flow into Medallion's system could lead to a
negative ratings action.

  - Leverage (total debt/adjusted EBITDA) on a sustained basis at
or above 6.0x.

  - FFO Fixed charge coverage sustained below 2.0x.

  - If Medallion's revenue were to move away from its current
significant majority being fee based, for instance if commodity
price exposure were to increase above 25%, Fitch would likely take
a negative ratings action.

LIQUIDITY AND DEBT STRUCTURE

Liquidity Adequate: Medallion's liquidity is expected to be
adequate. Capital projects have been pulled into 2019 which will
drive some need for capital, which is expected to be funded by the
proposed add-on borrowings under the term loan and further equity
injection from Medallion's sponsor GIP. Medallion has access to a
$50 million super senior priority secured revolving credit
facility, which is effectively senior to its term loan. Near term
maturities are negligible with the revolver having a 2022 maturity
and the term loan having a 2024 maturity. The term loan requires a
six-month debt service coverage reserve, as well as a cash flow
sweep and mandatory amortization of 1% per annum. The term loan
requires Medallion to maintain a debt service coverage ratio (as
defined in the agreement) of above 1.1x, which started being tested
at the end of the 1Q18. The revolving credit facility contains
restrictions on debt to capital, leverage, and interest coverage
ratios. As of Dec. 31, 2018 and March 31, 2019, Medallion was in
compliance with all covenants and Fitch expects it to remain so
throughout the forecast period.


MIAMI METALS I: Seeks to Extend Exclusive Filing Period to June 30
------------------------------------------------------------------
Miami Metals I, Inc. asked the U.S. Bankruptcy Court for the
Southern District of New York to extend the period during which the
company and its affiliates have the exclusive right to file a
Chapter 11 plan through June 30, and to solicit votes through Aug.
29.

The extension, if granted by the court, would allow the companies
to litigate or resolve disputes over the ownership of certain
materials, products, goods held in tolling and pool accounts, and
to continue working toward their goal of confirming a consensual
plan.

The court had earlier issued an order, which set a deadline for the
companies' senior lenders and customers to resolve any ownership
dispute and complete discovery. The companies believe the
completion of the discovery process and litigation of the ownership
disputes will encourage parties to move forward with negotiated
plan treatment, according to court filings.

                      About Miami Metals I

Founded in 1980, Republic Metals Refining Corporation and its
affiliates are refiner of precious metals with a primary focus on
gold and silver.  They have the capacity to produce approximately
80 million ounces of silver and 350 tons of gold, along with over
55 million pieces of minted products per annum. Suppliers ship
unrefined gold and silver to Republic for refining from all over
The United States and the Western Hemisphere.  They provide their
products and services to a diverse base of global mining
corporations, financial institutions and jewelry manufacturers.

Republic Metals Refining, Republic Metals Corporation and Republic
Carbon Company, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case Nos. 18-13359 to 18-13361) on
Nov. 2, 2018.  Republic Metals Refining Corporation is now known as
Miami Metals I, Inc.; Republic Metals Corporation as Miami Metals
II, Inc.; and Republic Carbon Company as Miami Metals III LLC.

In the petition signed by CRO Scott Avila, Republic Metals Refining
estimated assets of $1 million to $10 million and liabilities of
$100 million to $500 million.

The Debtors tapped Akerman LLP as their legal counsel; Paladin
Management Group, LLC as financial advisor; and Donlin, Recano &
Company, Inc. as claims and noticing agent.



NCL CORP: Moody's Hikes CFR & Sr. Secured Rating to 'Ba1'
---------------------------------------------------------
Moody's Investors Service upgraded the ratings of NCL Corporation
Ltd., including its Corporate Family Rating to Ba1 from Ba2,
Probability of Default Rating to Ba1-PD from Ba2-PD, senior secured
bank facility rating to Ba1 from Ba2, senior unsecured rating to
Ba2 from B1 and Speculative Grade Liquidity rating to SGL-1 from
SGL-2. At the same time, Moody's revised the outlook to stable from
positive.

"The ratings upgrade reflects Moody's view that NCL's operating
performance -- driven by strong industry demand trends and a full
year of earnings contribution from Norwegian Bliss that surpassed
management's expectations -- will enable the company to continue
reducing its net leverage towards their publicly stated target of
2.5x to 2.75x," stated Pete Trombetta, Moody's lodging and cruise
analyst. "NCL will also benefit from the delivery of their newest
ship, Norwegian Encore, in the fall of 2019 increasing the
company's capacity by 7%," added Trombetta.

Upgrades:

Issuer: NCL Corporation Ltd.

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

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

Corporate Family Rating, Upgraded to Ba1 from Ba2

Senior Secured Bank Credit Facility, Upgraded to Ba1 (LGD3) from
Ba2 (LGD3)

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 (LGD6)
from B1 (LGD6)

Outlook Actions:

Issuer: NCL Corporation Ltd.

Outlook, Changed To Stable From Positive

RATINGS RATIONALE

NCL's credit profile benefits from its market position as the third
largest ocean cruise line worldwide, as well as its well-known
brand names -- Norwegian Cruise Line, Oceania Cruises, and Regent
Seven Seas Cruises. NCL's credit profile is also supported by its
modest leverage -- Moody's adjusted debt/EBITDA was about 3.5x for
the LTM period ended March 31, 2019 -- which has benefitted from
the strong performance of its new ships in terms of pricing and
bookings relative to its other ships which enables the company to
compete against larger rivals across all its price points. Moody's
believes the cruise industry will continue to benefit from
favorable macroeconomic and demographic trends, as well as the
value proposition of a cruise vacation which supports the continued
penetration of the vacation market by cruise operators which
supports NCL's future earnings growth. In addition, while industry
wide capacity will increase, capacity expansion will remain at a
manageable level as a result of inherent supply constraints driven
by the number of ship yards that build the large ocean vessels as
well as several macroeconomic and industry tail winds. Also
benefitting the company was the exit of its former private equity
sponsors, Genting HK and affiliates of Apollo Management, in
December of 2018. NCL is constrained by the high seasonality and
capital intensive nature of the cruise industry in general, and its
exposure to economic and industry cycles. Although the cruise
companies have a long history of growing demand, demand is subject
to economic and industry cycles.

The stable outlook reflects Moody's expectations that NCL will
maintain Moody's adjusted debt/EBITDA below 3.5x through earnings
growth and debt reduction while maintaining a prudent financial
policy.

NCL's ratings could be upgraded if the company can maintain
debt/EBITDA below 3.0x, EBITA/interest expense above 6.0x, and
RCF/net debt above 25%. A ratings upgrade would also require a
financial policy and capital structure that supports the credit
profile required of an investment grade rating through inevitable
industry downturns. Ratings could be downgraded if debt/EBITDA were
to exceed 3.5x or if EBITA/interest expense decreased below 5.0x
(all credit metrics include Moody's standard adjustments).

NCL Corporation Ltd., headquartered in Miami, FL, is a wholly owned
subsidiary of Norwegian Cruise Line Holdings, Ltd. Norwegian
operates 26 cruise ships with approximately 54,400 berths under
three brand names; Norwegian Cruise Line, Oceania Cruises, and
Regent Seven Seas Cruises. Net revenues are about $4.7 billion for
FYE December 31, 2018.


NEW START INCORPORATED: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
A New Start Incorporated, according to court dockets.
    
                  About A New Start Incorporated

A New Start Incorporated -- https://anewstartincfl.com/ -- is a
treatment center in Palm Beach County, Florida, providing
outpatient treatment for substance abuse and chemical dependency
disorders in adult clients.  An outpatient program allows clients
to continue working or attending school while receiving treatment
and support from the company's program and team of specialists.

A New Start Incorporated filed a voluntary Chapter 11 petition
(Bankr. S.D. Fla. Case No. 19-13294) on March 14, 2019.  In the
petition signed by Eugene Sullivan, CEO, the Debtor estimated $1
million to $10 million in assets and $100,000 to $500,000 in
liabilities.  The case is assigned to Judge Erik P. Kimball.
Angelo A. Gasparri, Esq., at the Law Office Angelo A. Gasparri, is
the Debtor's counsel.


NICE SERVICES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Nice Services, Inc.
        8910 N. Dale Mabry Hwy, Ste. 17
        Tampa, FL 33614

Business Description: Nice Services, Inc. is a privately held
                      company headquartered in Tampa, Florida.

Chapter 11 Petition Date: May 9, 2019

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

Case No.: 19-04386

Debtor's Counsel: Thomas C. Little, Esq.
                  THOMAS C. LITTLE, P.A.
                  2123 N.E. Coachman Road, Suite A
                  Clearwater, FL 33765
                  Tel: 727-443-5773
                  E-mail: janet@thomasclittle.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Dr. Donald Lee Pippin, trustee of Nice
Services Trust, the equity security holder of Nice
Services, Inc.

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/flmb19-04386.pdf


OCTAVE MUSIC: S&P Alters Outlook to Stable on Debt Paydown
----------------------------------------------------------
S&P Global Ratings revised its outlook on The Octave Music Group
Inc. (Octave; formerly known as TouchTunes Networks Interactive
Inc.) to stable from negative and affirmed all ratings, including
S&P's 'B' issuer credit rating. The recovery ratings remain
unchanged.

S&P revised the outlook on Octave as a result of the company's
improving cash flow and leverage metrics following its announcement
of a partial debt repayment and amendment to its credit facilities.
The company intends to pay down $10.0 million of its second-lien
term loan with cash on hand, recently repaid $1.5 million on its
revolver, and now has full access to its $25 million revolving
credit facility. Pro forma for the debt paydown, adjusted leverage
decreased to 5.8x from 6.2x as of Dec. 31, 2018, and S&P expects it
to slightly decline toward the mid-5x area by the end of 2019. As
part of the amendment, the company will also raise $20.0 million in
incremental fungible first-lien term loans to pay down an
additional $20.0 million of its second-lien term loan. The
company's cash flow generation has improved due to better working
capital and the lack of one-time restructuring costs (including the
integration of its ERP systems in the prior year). Despite the
improved cash flow generation, S&P expects revenue to modestly
decline by about 2% in 2019 due to a decline at the in-store music
solutions business (PlayNetwork), which is suffering from a soft
domestic retail environment and price competition. The decline at
PlayNetwork will partially be offset by 1.5%-2.5% revenue growth at
the digital jukebox segment with about 2% gross coinage growth. The
company is planning to launch new strategic initiatives in the
music background space to extend the company's reach into the small
and medium size business segment. If successful, these initiatives
could improve the growth trajectory at PlayNetwork and allow the
company to return to revenue growth in 2020.

"The stable outlook reflects S&P's expectation that the company
will maintain FOCF-to-debt above 5% on a sustained basis and that
adjusted leverage will remain below 6x with the company directing
free cash flow generation toward debt repayment. The improved cash
flow in 2019 is mostly stemming from improved working capital and
lower one-time costs along with 1.5-2.5% revenue growth expected in
the digital jukebox segment.

S&P said it could lower the rating if the company experiences
significant declines in its TouchTunes net coinage in fiscal 2019
due to a decline in jukebox usage or disruptive competition.
Deteriorating average revenue per unit and churn trends affecting
the domestic music background segment beyond 2019 due to heightened
competition and weaker macroeconomic environment could also affect
the rating, according to the rating agency.

"As a result, we would lower the rating if the company's
discretionary cash flow declines below our expectations with
leverage staying above 6.0x, the company generates less than 5% of
free cash flow to debt on a sustained basis, or its margin of
covenant compliance decreases below 15%," S&P said.

"Although unlikely over the next 12 months, we could raise the
rating if the company reduces leverage below 5x on a sustained
basis, with a commitment to a less aggressive financial policy,"
S&P said, adding that an upgrade would also entail the company
demonstrating sustainable growth in jukebox locations and average
revenue per jukebox (ARPU), increased Recurring Monthly Revenue for
Play Network and diversifying its cash flow base internationally.


PERNIX SLEEP: Cigna Objects to Disclosure Statement
---------------------------------------------------
Cigna Health and Life Insurance Company, Life Insurance Company of
North America, Cigna Behavioral Health, Inc., and the Cigna Rebate
Contract Entities object to the Disclosure Statement for the Joint
Plan of Pernix Sleep, Inc., and its affiliated
debtors-in-possession.

Cigna objects to the Disclosure Statement because, inter alia, it
fails to provide notice to Cigna of the proposed disposition of the
Cigna Contracts under the Plan.

Cigna complains that the Disclosure Statement and Plan do not list
the contracts to be assumed and  rejected under the Plan, thus,
Cigna does not know the proposed nature and treatment of its
interests under the Plan. The information in the Disclosure
Statement is inadequate for purposes of 11 U.S.C. 1125(b).

Cigna objects to the Disclosure Statement because it fails to
disclose whether the Cigna Contracts will be assumed or rejected
under the Plan.

Counsel for Cigna:

     Jeffrey C. Wisler, Esq.
     CONNOLLY GALLAGHER LLP
     1201 North Market Street, 20th Floor
     Wilmington, DE 19801
     Telephone: (302) 757-7300
     Facsimile: (302) 658-0380
     Email: jwisler@connolly.gallagher.com

                      About Pernix Sleep

Pernix -- http://www.pernixtx.com/-- is a specialty pharmaceutical
company focused on identifying, developing and commercializing
prescription drugs, primarily for the United States market,
currently focused on the therapeutic areas of pain and neurology.
Primarily, Pernix sells three core branded products: Zohydro ER
with BeadTek, Silenor, and Treximet.  Pernix is headquartered in
Morristown, New Jersey.

Pernix Sleep, Inc. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del., Lead Case No.
19-10323) on Feb. 18, 2019.  As of Sept. 30, 2018, Pernix had
assets of $274,770,000 and liabilities of $447,052,000.

The cases are assigned to Judge Christopher S. Sontch.

The Debtors tapped Davis Polk & Wardell LLP as their bankruptcy
counsel; Landis Rath & Cobb LLP as Delaware bankruptcy counsel;
Guggenheim Securities, LLC as investment banker; Ernst & Young LLP
as financial advisor; and Prime Clerk LLC as claims and noticing
agent.


PLAYPOWER HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B' ICR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
PlayPower Holdings Inc. (PlayPower) and revised the outlook to
stable from negative.

PlayPower closed on its refinancing and dividend recapitalization
transaction with revised terms, which increased the first-lien term
loan due 2026 to $400 million from $340 million, decreased the size
of the proposed dividend to sponsor Littlejohn & Co. LLC by
approximately half, eliminated the second-lien term loan, and
lowered total debt issuance. As result, S&P revised its base-case
forecast for adjusted EBITDA coverage of interest expense to 2.4x
from about 2.1x in 2019 compared to the initially proposed
transaction, and adjusted debt to EBITDA to 5.3x from 6x. These
revised anticipated credit measures would have sufficient cushion
compared to S&P's 7x debt to EBITDA downgrade threshold and 2x
EBITDA coverage of interest expense downgrade threshold on the
company. Although S&P views the dividend as credit-negative because
it raises debt without contributing value to creditors, it
forecasts good revenue and EBITDA growth at PlayPower through 2020.
Less deterioration in credit measures partially mitigates
PlayPower's vulnerability to negative operating leverage from
potential deceleration in municipal and commercial spending as well
as risks associated with foreign currency, working capital
management, commodity input costs, and required investments in
growing product lines.

"The stable outlook reflects our forecast for adjusted leverage of
5.3x and adjusted EBITDA interest coverage of 2.4x in 2019, which
represent reasonable cushions compared to the respective downgrade
thresholds. The outlook also incorporates our forecast of good
revenue and EBITDA growth at PlayPower through 2020," S&P said,
adding that the anticipated cushions in credit measures could
absorb risks associated with unanticipated events that could weaken
EBITDA, raise borrowing costs, or result in more borrowing than it
anticipates.

"If PlayPower sustains EBITDA coverage of interest expense at less
than 2x or if adjusted debt to EBITDA stays above 7x, we could
lower the rating. We could also lower the rating if cash flow from
operations falls and results in an unsustainable reliance on the
company's revolver," S&P said. "This could occur if the growth we
expect fails to materialize or if the company cannot successfully
manage input costs, resulting in EBITDA margin shrinkage."

S&P said an upgrade is unlikely at this time given the tendency of
financial sponsor owners to increase leverage over time. However,
S&P said it could raise the rating if it becomes confident that the
company would sustain adjusted debt to EBITDA below 5x and keep
EBITDA coverage of interest expense in the mid-2x area or higher,
despite the potential for debt-financed acquisitions or shareholder
returns.


PREFERRED PROPPANTS: S&P Cuts $425MM Sec. Term Loan Rating to 'D'
-----------------------------------------------------------------
S&P Global Ratings lowered the issue-level rating on U.S.-based
hydraulic fracturing (frac) sand producer Preferred Proppants LLC's
(PPL's) $425 million secured term loan to 'D' from 'CCC', and its
issuer credit rating on the company to 'D' from 'CCC+'.

The downgrade follows PPL's restructuring and recapitalization. PPL
will retain its legacy assets consisting principally of its
Sanders, Arizona mine, its Genoa, Nebraska mine and its West Texas
resin coating facility. The company's (unrated) asset-based lending
facility due 2019 was decreased to $30 million from $50 million and
its first-lien term loan due 2020 was cancelled with holders'
receiving 100% of the equity in the new restructured company. PPL's
(unrated) $300 million second-lien term loan due 2021 was also
cancelled, with no recovery for investors.

S&P subsequently withdrew all ratings on PPL.


PRHOF-MANUFACTURING: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee on May 8 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of PRHOF-Manufacturing, LLC.

                     About PRHOF-Manufacturing

PRHOF-Manufacturing, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 19-02307) on April 5,
2019.  At the time of the filing, the Debtor had estimated assets
of less than $500,000 and liabilities of less than $1 million.  The
case has been assigned to Judge Robyn L. Moberly.  The Debtor
tapped Ben T. Caughey, Esq., at Mercho Caughey, as its legal
counsel.


R & B SERVICES: Seeks to Extend Exclusive Filing Period to July 22
------------------------------------------------------------------
R & B Services Inc. asked the U.S. Bankruptcy Court for the Eastern
District of New York to extend the period during which it has the
exclusive right to file a Chapter 11 plan through July 22, and to
solicit acceptances for the plan through Sept. 19.

The extension, if granted by the court, would give the company more
time to resolve government claims, including those filed by the
Department of Taxation and Finance, the Department of Labor and the
Internal Revenue Service.  It would also allow R & B Services to
hold more negotiations and make arrangements with certain
non-government creditors, which the company expects to be helpful
with the preparation of its plan.

                     About R & B Services

R & B Services Inc. is a construction company based in New York.
Its services include general contracting, demolition excavation
utility and site work.

R & B Services sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 18-43646) on June 24, 2018.  In the
petition signed by Reginald Bridgewater, president, the Debtor
estimated assets of $1 million to $10 million and liabilities of $1
million to $10 million.  Judge Carla E. Craig presides over the
case.  The Debtor tapped Sichenzia Ross Ference Kesner LLP as its
legal counsel, and Mohen Cooper LLC as its special counsel.


RUNWAY HOSPITALITY: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee on May 8 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Runway Hospitality, LLC.

                 About Runway Hospitality LLC

Runway Hospitality, LLC is a single asset real estate debtor that
owns a commercial building located at 18005 Eastex Freeway, Humble,
Texas.

Runway Hospitality filed its voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-20138) on March
28, 2019.  The case has been assigned to Judge David R. Jones.
Jarrod B. Martin, Esq., and Megan Young-John, Esq., at McDowell
Hetherington LLP, represent the Debtor as counsel.


SCANDIA SPA CENTER: Cash to Fund Chapter 11 Plan Payments
---------------------------------------------------------
Scandia Spa Center for the Performing Arts, Inc., filed a Combined
Plan or Reorganization and Disclosure Statement.

Class 1 - Secured claim of Frankford Township are not impaired with
a total claim $188,750 to be paid in full upon Receipt of Green
Acres Funding or sale of Property.

Class 2 - Equity Interest Holders are not impaired and will retain
equity in debtor upon payment in full of higher classes.

The Plan Proponent believes that the Debtor will have enough cash
on  hand on the Effective Date of the Plan to pay all Claims and
expenses that are entitled to be paid on that date.

A full-text copy of the Disclosure Statement dated April 29, 2019,
is available at https://tinyurl.com/y5n3zgzu from PacerMonitor.com
at no charge.

                   About Scandia Spa Center for
                     the Performing Arts Inc.

Scandia Spa Center for the Performing Arts Inc. describes its
business as single asset real estate (as defined in 11 U.S.C.
Section 101(51B)).  It owns in fee simple 90.45 acres of vacant
land located at 40 Martin Lane, Frankford Township, New Jersey,
with a sale value of $1.3 million.

Scandia Spa Center for the Performing Arts sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 18-33582)
on Nov. 30, 2018.  At the time of the filing, the Debtor disclosed
$1.3 million in assets and $175,256 in liabilities.  The case is
assigned to Judge Kathryn C. Ferguson.  Savo, Schalk, Gillespie,
O'Grodnick & Fisher, P.A., is the Debtor's counsel.


SHANGHAI HUAXIN: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Debtor:              Shanghai Huaxin Group (Hongkong)
                                Limited (in Liquidation)
                                Rm 2303-2304, 23/F,
                                Convention Plaza Office Tower
                                1 Harbour Road
                                Wan Chai, Hong Kong
                                Hong Kong

Business Description:           Shanghai Huaxin Group (Hongkong),
                                based in Wan Chai, Hong Kong,
                                provides investment services.
                                The Company is engaged in oil
                                and gas trading.  Shanghai Huaxin
                                was incorporated on Sept. 20,
                                2007.

Chapter 15 Petition Date:       May 7, 2019

Court:                          United States Bankruptcy Court
                                Southern District of New York
                               (Manhattan)

Chapter 15 Case No.:            19-11482

Judge:                          Hon. James L. Garrity Jr.

Foreign Representatives:        Man Chun So and
                                Donald Edward Osborn
                                PRICEWATERHOUSECOOPERS
                                22nd Floor, Prince's Building
                                10 Chater Road, Central
                                Hong Kong

Foreign Proceeding
in Which Appointment
of the Foreign
Representative
Occurred:                       High Court of the Hong Kong
                                Special Admin. Region Court
                                of First Instance                  
      

Foreign
Representatives'  
Counsel:                        Julian Bulaon, Esq.
                                LATHAM & WATKINS LLP
                                885 Third Avenue
                                New York, NY 10022
                                Tel: 212-906-1200
                                Fax: 212-751-4864
                                Email: julian.bulaon@lw.com

                                  - and -

                                Caroline A. Reckler, Esq.
                                LATHAM & WATKINS LLP
                                330 North Wabash Avenue, Ste 2800
                                Chicago, IL 60611
                                Tel: (312) 876-7700
                                Fax: 312-993-9767
                                Email: caroline.reckler@lw.com

Estimated Assets:               Unknown

Estimated Debts:                Unknown

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

         http://bankrupt.com/misc/nysb19-11482.pdf


SOURCE ONE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Source One Capital, LLC
        8332 W I-40 Service Rd.
        Oklahoma City, OK 73128

Business Description: Source One Capital, LLC is a privately
                      held company that provides investing
                      services.

Chapter 11 Petition Date: May 8, 2019

Court: United States Bankruptcy Court
       Western District of Oklahoma (Oklahoma City)

Case No.: 19-11874

Debtor's Counsel: Mark D. Mitchell, Esq.
                  MITCHELL & HAMMOND
                  512 NW 12th Street
                  Oklahoma City, OK 73103-2407
                  Tel: (405) 232-6357
                  Fax: (405) 232-6358
                  E-mail: mmitchell@okcmidtownlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Brian Vetter, managing member.

The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.

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

         http://bankrupt.com/misc/okwb19-11874.pdf


STRAIGHT UP: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------
The U.S. Trustee for Region 9 on May 8 appointed three creditors to
serve on the official committee of unsecured creditors in the
Chapter 11 case of Straight Up Enterprises, Inc.

The committee members are:

     (1) Columbia Sportswear Brands, USA, LLC  
         Attention: Kim Keierleber
         14375 NW Science Park Dr.
         Portland, OR 97229
         Phone: 503-985-4542
         Email: KKeierleber@columbia.com

     (2) Nike USA, Inc.
         Attention: Genna Clark
         One Bowerman Dr.
         Beaverton, OR 97005
         Phone: 503-532-8536
         Email: genna.clark@nike.com

     (3) Branded Custom Sportswear, Inc.
         Jordan Medlin  
         7007 College Blvd., Ste. 700
         Overland Park, KS 66211
         Phone: 913-234-6269
         Email: jmedlin@bcsapparel.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 Straight Up Enterprises

Straight Up Enterprises, Inc., is a retailer of sports apparel and
other miscellaneous sports gear and accessories.  Straight Up
Enterprises sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Mich. Case No. 19-31010) on April 23, 2019.  At
the time of the filing, the Debtor disclosed $1,985,246 in assets
and $5,557,303 in liabilities.  The case has been assigned to Judge
Daniel S. Opperman.  The Debtor tapped Winegarden, Haley, Lindholm
Tucker & Himelhoch, P.L.C. as its legal counsel.


SUNEX INTERNATIONAL: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The U.S. Trustee, until further notice, will not appoint an
official committee of unsecured creditors in the Chapter 11 case of
Sunex International, Inc., according to court dockets.

                    About Sunex International

Founded in 1985, Sunex International -- http://www.sunexintl.com/
-- is a supplier of architectural products and complete turn-key
building materials for builders, architects, and designers
throughout the Caribbean and South Florida.  It specializes in
windows, doors, lumber, framing, roofing, lighting, flooring,
tools, fasteners, underground pipes, pumps, and more.

Sunex International, Inc., based in Pompano Beach, Fla., filed a
Chapter 11 petition (Bankr. S.D. Fla. Case No. 19-14372) on April
3, 2019.  In the petition signed by Jerry Rand, president, the
Debtor estimated $1 million to $10 million in both assets and
liabilities.  The Hon. Raymond B. Ray oversees the case.  Michael
D. Seese, Esq., at Seese P.A., serves as the Debtor's bankruptcy
counsel.


TANGO TRANSPORT: Trustee Bid to Dismiss 3rd-Party Complaint Nixed
-----------------------------------------------------------------
In the case captioned CHRISTOPHER MOSER as Plan Trustee of the
Trust Under the Amended Joint Plan of Liquidation of Tango
Transport, LLC, et al., v. NAVISTAR INTERNATIONAL CORPORATION, et
al., Civil Action No. 4:17-CV-00598 (E.D. Tex.), District Judge
Amos L. Mazzant denied the Trustee's motion to dismiss the
third-party complaint.

The Trustee argued the Court must dismiss the Third-Party Complaint
for lack of jurisdiction because (1) Navistar's claims against the
Third-Party Defendants are not ripe and (2) Navistar does not
sufficiently allege subject matter jurisdiction in the Third-Party
Complaint. Navistar responds that (1) the Trustee lacks standing to
challenge subject matter jurisdiction; (2) the Third-Party
Defendants admitted the jurisdictional allegations alleged in the
Third-Party Complaint; (3) the Trustee conceded subject matter
jurisdiction; and (4) the Third-Party claims are ripe. The Court
addresses each argument in turn.

Navistar argued the Trustee lacks standing to challenge the
Third-Party Complaint because the Trustee has no stake in the
outcome of the Third-Party Complaint. Regardless of whether the
Trustee has standing to challenge the Third-Party Complaint, the
Court must independently assess subject matter jurisdiction. The
Trustee's motion raises doubt as to the Court's jurisdiction over
the Third-Party Complaint. Therefore, the Court must consider
whether there is subject-matter jurisdiction over the Third-Party
Complaint.

The Trustee argued the Court lacks jurisdiction over the
Third-Party Complaint because Navistar fails to sufficiently allege
subject matter jurisdiction. Navistar responds stating the Trustee
waived his arguments in the Rule 26(f) report and the Third-Party
Defendants admitted the jurisdictional facts alleged in the
Third-Party Complaint by failing to file a responsive pleading.

Section 1334, lists the four types of cases over which federal
courts have bankruptcy jurisdiction: (1) "cases under title 11;"
(2) "proceedings arising under title 11;" (3) proceedings "arising
in" a case under Title 11; and (4) proceedings "related to" a case
under Title 11. The Third-Party Complaint alleges the "the United
States District Court for the Eastern District of Texas . . . may
possess `related to' jurisdiction under 28 U.S.C. § 1334 over the
third-party claims asserted herein by virtue of them arising out of
the Settlement Agreement sought to be avoided by the Trustee in the
Adversary Proceeding. . . ." Although these jurisdictional
allegations are certainly not thorough, Navistar's indemnity claim
could conceivably affect the bankruptcy estate. For example, the
Trustee suggests in his response to Navistar's request for the
Clerk's entry of default, "Defendants perhaps hope to create some
tension between a default judgment [on Navistar's indemnity claims]
and a judgment in the Trustee's favor on his [avoidance] claims."
Therefore, because Navistar's third-party claims could conceivably
affect the bankruptcy estate, the Court finds Navistar alleges
sufficient jurisdictional facts to establish subject matter
jurisdiction under section 1334.

A copy of the Court's Memorandum Opinion and Order dated Feb. 20,
2019 is available at https://bit.ly/2VpEn1C from Leagle.com.

In re Tango Transport, LLC, Plaintiff, represented by Keith William
Harvey , The Harvey Law Firm, PC.

Christopher J Moser, as Plan Trustee of the Trust under the Amended
Joint Plan of Liquidation of Tango Transport, LLC, Plaintiff,
represented by Angela J. Somers  -- asomers@rctlegal.com – Reid
Collins & Tsai LLP, David Benjamin Thomas -- dthomas@rctlegal.com
-- Reid Collins & Tsai, LLP, J. Benjamin King , Reid Collins &
Tsai, LLP & Yonah Jaffe -- yjaffe@rctlegal.com -- Reid Collins &
Tsai LLP.

Navistar International Corporation, Navistar, Inc. & ITA Truck
Sales & Service, LLC, Defendants, represented by James Jay Lee,
Vinson & Elkins LLP, Lance Blake Williams, McCranie Sistrunk
Anzelmo Hardy McDaniel & Welch, LLC, pro hac vice, Angela Nicole
Offerman, Kane Russell Coleman & Logan PC, Clayton James Callen,
Hartline Dacus Barger Dreyer, LLP, Jadd Fitzgerald Masso, Clark
Hill Strasburger, Jeffrey Scott Patterson, Hartline Dacus Barger
Dreyer, LLP, Jordan Elizabeth Jarreau, Hartline Dacus Barger
Dreyer, LLP, Kevin M. Jakopchek, Latham & Watkins LLP, Michael P.
Ridulfo, Kane Russell Coleman & Logan PC, P. Michael Jung, Clark
Hill Strasburger, Quincy T. Crochet, McCranie Sistrunk Anzelmo
Hardy McDaniel & Welch, LLC, Rebecca Lynn Petereit, Vinson & Elkins
LLP & Robin M. Hulshizer, Latham & Watkins LLP.

Navistar Leasing Company, Navistar Financial Corporation & Navistar
Leasing Services Corporation, Defendants, represented by Michael P.
Ridulfo , Kane Russell Coleman & Logan PC, Angela Nicole Offerman ,
Kane Russell Coleman & Logan PC, James Jay Lee , Vinson & Elkins
LLP, Jordan Elizabeth Jarreau , Hartline Dacus Barger Dreyer, LLP,
Lance Blake Williams , McCranie Sistrunk Anzelmo Hardy McDaniel &
Welch, LLC & Rebecca Lynn Petereit , Vinson & Elkins LLP.

                About Tango Transport LLC

Tango Transport, LLC, provides dry van and flatbed services.  It
offers over-the-road truckload services; and dedicated/private
fleet conversion, expedited, third party logistics, heavy hauling,
and brokerage services. The company also provides logistic
services, including warehouse and distribution, warehouse
management, inventory control, freight payment and audit, and
transportation control services; and reverse logistics solutions.
It serves Fortune 500 companies in the United States. The company
was founded in 1991 and is based in Shreveport, Louisiana.  It
operates a terminal in Shreveport, Louisiana; and facilities in
Sibley, Louisiana; West Memphis, Arkansas; and Madisonville,
Kentucky.

Tango Transport, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 16-40642) on April 6,
2016.  The petition was signed by B.J. Gorman, president of Gorman
Group, Inc., sole member of the Debtor.  The Debtor is represented
by Keith William Harvey, Esq., at The Harvey Law Firm, P.C.  The
Debtor estimated assets of less than $50,000 and debts of $10
million to $50 million.

On April 26, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Heller Draper Patrick
Horn & Dabney, LLC, serves as counsel while Stillwater Advisory
Group, LLC, serves as financial advisor.

On Dec. 21, 2016, the court confirmed the Debtor's joint plan of
liquidation and the plan trust agreement, which called for the
appointment of Christopher J. Moser as plan trustee.


VENOCO LLC: California Bid to Extend Stay of Trustee Suit Granted
-----------------------------------------------------------------
The appeals cases captioned STATE OF CALIFORNIA, Appellant, v.
EUGENE DAVIS, in his capacity as Liquidating Trustee of the Venoco
Liquidating Trust, Appellee. CALIFORNIA STATE LANDS COMMISSION,
Appellant, v. EUGENE DAVIS, in his capacity as Liquidating Trustee
of the Venoco Liquidating Trust, Appellee, Civ. Nos. 19-mc-07-CFC,
19-mc-11-CFC (D.Del.) arise from the decision, In re Venoco, LLC,
entered in an adversary proceeding currently pending before the
United States Bankruptcy Court for the District of Delaware, which
denied motions to dismiss the Adversary Proceeding filed by
defendants State of California and the California State Lands
Commission. Appellants filed a joint motion seeking an order
further extending the stay of the Adversary Proceeding pending the
outcome of Appellants' joint motion for leave to allow
interlocutory appeal of the Decision and respective appeals.

Upon review, District Judge Colm F. Connolly granted the stay
motion.

Appellants argued that the Stay Order should be extended because it
is set to expire and does not provide enough time for the Court to
decide the appeal, including the time that will be necessary for
mandatory mediation and briefing. Appellants cite various cases
arguing (i) that the Adversary Proceeding was "automatically
stayed" by virtue of their appeal on immunity grounds.

Trustee argues that the Stay Motion should be denied because
Appellants have failed to fulfill the requirements of Bankruptcy
Rule 8007 and are required to seek an extension of the Stay Order
first in the Bankruptcy Court, which retains jurisdiction over the
Stay Order pursuant to the Federal Rules of Bankruptcy Procedure.
Trustee further argues that the Stay Motion is not ripe, given that
the Stay Order is still in effect, and this Court has not yet
determined the scope of the issues that will come before it on
interlocutory appeal. According to the Trustee, the Court cannot
extend the Stay Order with respect to non-sovereign immunity issues
because those issues are not within the scope of the Bankruptcy
Court's Stay Order. Finally, if this Court elects to grant a stay,
Trustee asserts that Appellants should be required to post a
substantial bond to protect the Trust during the pendency of the
appeals.

Bankruptcy Rule 8007 is inapplicable to the relief Appellants have
requested here. Appellants do not request that this Court vacate or
modify the Stay Order; rather, Appellants request that this Court
extend the Stay Order "by entering its own order, new and different
from the Stay Order." Trustee makes much of the Bankruptcy Court's
statement that "the motion to stay pending appeal is specific to
the sovereign immunity issue" and argues the Bankruptcy Court
retains jurisdiction over the remainder of the Adversary
Proceeding. The Court has reviewed the case law addressing the stay
of further proceedings during an interlocutory appeal from the
denial of an Eleventh Amendment claim. "[I]f the defendant is
correct that it has immunity, its right to be free of litigation is
compromised, and lost to a degree, if the [trial] court proceeds
while the appeal is pending."

A stay of the Adversary Proceeding pending the outcome of the
appeal of the Sovereign Immunity Ruling is required. The Court,
therefore, grants the Stay Motion.

A copy of the Court's Memorandum Order dated Feb. 19, 2019 is
available at https://bit.ly/2VRzZrJ from Leagle.com.

Venoco, LLC et al., Debtor, represented by David M. Fournier --
fournierd@pepperlaw.com -- Pepper Hamilton LLP.

State of California, Appellant, represented by Mitchell Elliott
Rishe, California Attorney General's Office, David M. Fournier,
Pepper Hamilton LLP & Edward K. Black, Department of Justice.

California State Lands Commission, Appellant, represented by David
M. Fournier, Pepper Hamilton LLP.

Eugene Davis, in his capacity as Liquidating Trustee of the Venoco
Liquidating Trust, Appellee, represented by Andrew R. Remming ,
Morris, Nichols, Arsht & Tunnell LLP & Matthew Talmo, Morris,
Nichols, Arsht & Tunnell LLP.

                         About Venoco

Venoco, LLC, is a California-based and privately owned independent
energy company primarily focused on the acquisition, exploration,
production and development of oil and gas properties.  As of April
2017, Venoco held interests in approximately 57,859 net acres, of
which approximately 40,945 are developed.

In the midst of a historic collapse in the oil and gas industry,
Venoco, Inc. – the predecessor in interest to
Venoco, LLC, and six of Venoco, Inc.'s affiliates commenced
voluntary Chapter 11 cases (Bankr. D. Del. Lead Case No. 16-10655)
on March 18, 2016, in Delaware to address their overleveraged
capital structure.  In under four months, the 2016 Debtors
confirmed a plan eliminating more than $1 billion in funded debt
and other liabilities.

On April 17, 2017, each of Venoco, LLC, and six of its subsidiaries
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
17-10828).  As of the bankruptcy filing, the Debtors estimated
assets in the range of $10 million to $50 million and liabilities
of up to $100 million.

Judge Kevin Gross presides over the 2017 cases.  

The Debtors have hired Morris, Nichols, Arsht & Tunnell LLP and
Bracewell LLP as counsel; Zolfo Cooper LLC as restructuring and
turnaround advisor; Seaport Global Securities LLC as financial
advisor; and Prime Clerk LLC as claims, noticing and balloting
agent.


WEATHERFORD INT'L: Executes Restructuring Support Agreement
-----------------------------------------------------------
Weatherford International plc on May 10, 2019, disclosed that it
has executed a restructuring support agreement (the "Restructuring
Agreement") with a group of its senior noteholders (the "Ad Hoc
Noteholder Group") that collectively holds or controls
approximately 62% of the Company's senior unsecured notes.  The
proposed comprehensive financial restructuring would significantly
reduce the Company's long-term debt and related interest costs,
provide access to additional financing and establish a more
sustainable capital structure.

The transaction results in pro forma net leverage at or below 2.7x
at year-end 2019.  The Company's business plan implies significant
free cash flow generation under the new capital structure,
resulting in reduction of net leverage to 1.8x in 2020 and 1.2x in
2021.

Weatherford expects to implement the Restructuring Agreement
through a "pre-packaged" Chapter 11 process and expects to file
U.S. chapter 11 and Irish examinership proceedings (collectively,
the "Cases").  As part of this process, Weatherford intends to
continue engaging in discussions with, and begin soliciting votes
from, its creditors in connection with a proposed Plan of
Reorganization prior to filing.

"During the past year, we have been executing a company-wide
transformation to fundamentally improve the way we operate our
business and to strengthen Weatherford for the long run," said Mark
A. McCollum, President and CEO of Weatherford.  "Despite the
challenging market dynamics our industry continues to face, we
believe that our transformation strategy, which is designed to
improve our execution capabilities, lower our cost structure and
create efficiency to allow us to better price our products and
services, will position Weatherford for long-term success. However,
we still face a high level of debt that affects our ability to make
investments in our Company and implement further elements of our
transformation plan. We are pleased that our noteholders recognize
the long-term value Weatherford can create with an improved balance
sheet as we work to achieve the full potential of our business
transformation.  We expect that the new capital structure will
allow us to continue to capitalize on our momentum and build a
truly integrated service company with sustainable profitability and
long-term growth potential."

FINANCIAL RESTRUCTURING TERMS

Under the terms of the Restructuring Agreement, the Company's
unsecured noteholders would exchange approximately $7.4 billion of
senior unsecured notes for approximately 99% of the equity in the
Company and $1.25 billion of new tranche B senior unsecured notes
(the "Tranche B Notes").

The Restructuring Agreement contemplates that Weatherford will
receive commitments for approximately $1.75 billion in the form of
debtor-in-possession (DIP) financing comprised of an approximately
$1.0 billion DIP term loan that would be fully backstopped by
certain members of the Ad Hoc Noteholder Group and an undrawn $750
million revolving credit facility provided by certain of
Weatherford's bank lenders, which would be available as part of the
chapter 11 process and be led by Citigroup subject to conditions to
be agreed.

The Restructuring Agreement also contemplates a commitment of up to
$1.25 billion in new tranche A senior unsecured notes (the "Tranche
A Notes"), backstopped by certain members of the Ad Hoc Noteholder
Group, that would be funded at emergence to repay the DIP
financing, pre-petition revolving credit debt, case costs, and to
recapitalize the Company at exit.

Pro forma for the transaction, the Company would have up to $2.50
billion in total funded debt, which could be reduced based on
several factors at exit.  The size of the Tranche A Notes issuance
can be adjusted downward by the Company based on expected cash
needs at exit and could result in a smaller issuance than the $1.25
billion Tranche A Notes backstopped by certain members of the Ad
Hoc Group of Noteholders.  Additionally, up to $500 million of the
$1.25 billion of Tranche B Notes can, at the discretion of
individual holders prior to emergence, be converted to equity at
the midpoint of the chapter 11 plan equity value.

Based on $2.50 billion of funded debt at emergence and year-end
expected cash of approximately $500 million, $750 million and $1.18
billion in 2019, 2020 and 2021, the Company forecasts net leverage
of 2.7x, 1.8x and 1.2x, respectively.

BUSINESS AS USUAL

The Restructuring Agreement contemplates the Company will continue
operating its businesses and facilities without disruption to its
customers, vendors, partners or employees and that all trade claims
against the Company (whether arising prior to or after the
commencement of the Chapter 11 Cases) will be paid in full in the
ordinary course of business.

Mr. McCollum said, "I would like to thank all of our valued
employees, customers, vendors and partners for their ongoing
commitment and support.  We are taking these actions to ensure we
can do an even better job of meeting our commitments to all of our
key stakeholders by creating the strongest Weatherford possible.
We do not anticipate any operational disruptions as a result of
this announcement.  Our customers, partners, employees and vendors
should not experience any changes in the way we do business, and we
expect their experience will improve after a restructuring is
complete.  We expect a restructuring will provide us with improved
liquidity and greater financial stability and flexibility to make
investments to enhance our platform while we continue to invest in
the resources necessary for our business to grow.  We are confident
that these steps will allow us to continue our transformation
journey and position Weatherford for long-term success."

Lazard is acting as financial advisor for the Company, Latham &
Watkins, LLP as legal counsel, and Alvarez & Marsal as
restructuring advisor.  Evercore is acting as financial advisor for
the Ad Hoc Noteholder Group and Akin Gump Strauss Hauer & Feld LLP
as legal counsel.

                      About Weatherford

Weatherford (NYSE: WFT), an Irish public limited company and Swiss
tax resident -- http://www.weatherford.com/-- is a multinational
oilfield service company providing innovative solutions, technology
and services to the oil and gas industry. The Company operates in
over 80 countries and has a network of approximately 700 locations,
including manufacturing, service, research and development, and
training facilities and employs approximately 26,500 people.

Weatherford reported a net loss attributable to the company of
$2.81 billion for the year ended Dec. 31, 2018, compared to a net
loss attributable to the company of $2.81 billion for the year
ended Dec. 31, 2017.  As of Dec. 31, 2018, Weatherford had $6.60
billion in total assets, $10.26 billion in total liabilities, and a
total shareholders' deficiency of $3.66 billion.

Weatherford's credit ratings have been downgraded by multiple
credit rating agencies and these agencies could further downgrade
the Company's credit ratings.  On Dec. 24, 2018, S&P Global Ratings
downgraded the Company's senior unsecured notes to CCC- from CCC+,
with a negative outlook.  Weatherford's issuer credit rating was
lowered to CCC from B-.  On Dec. 20, 2018, Moody's Investors
Services downgraded the Company's credit rating on its senior
unsecured notes to Caa3 from Caa1 and its speculative grade
liquidity rating to SGL-4 from SGL-3, both with a negative outlook.
The Company said its non-investment grade status may limit its
ability to refinance its existing debt, could cause it to refinance
or issue debt with less favorable and more restrictive terms and
conditions, and could increase certain fees and interest rates of
its borrowings.  Suppliers and financial institutions may lower or
eliminate the level of credit provided through payment terms or
intraday funding when dealing with the Company thereby increasing
the need for higher levels of cash on hand, which would decrease
the Company's ability to repay debt balances, negatively affect its
cash flow and impact its access to the inventory and services
needed to operate its business.



WEYERBACHER BREWING: U.S. Trustee Forms 4-Member Committee
----------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on May 8 appointed
four creditors to serve on the official committee of unsecured
creditors in the Chapter 11 case of Weyerbacher Brewing Company,
Inc.

The committee members are:

     (1) Hauser Packaging, Inc.
         44 Exchange Street, Suite 202
         Portland, ME 04101
         Attn: T.J. Hauser, President
         Phone: (207) 899-3306
         Fax: (207) 899-3970
         Email: tj@hauserpack.com

     (2) Great Western Malting
         dba Country Malt Group
         1705 N.W. Harborside Drive
         Vancouver, WA 98660
         Attn: Stuart Sands, Director of Finance
         Phone: (360) 7594322
         Email: ssands@gwmalt.com

     (3) Northeast Barrel Company
         1031 Emerald Avenue
         Lansdale, PA 19446
         Attn: Patrick Tramontano
         Phone: (484) 919-8563  
         Email: pat@northeastbarrelcompany.com

     (4) Yakima Chief Hops
         306 Divisions Street
         Yakima WA 98902
         Attn: Alyssa Fox
         Accounts Receivable Coordinator
         Phone: (509) 571-1930
         Email: Alyssa.Fox@yakimachief.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 Weyerbacher Brewing

Weyerbacher Brewing Company, Inc., sought protection under Chapter
11 of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 19-12558) on
April 22, 2019.  At the time of the filing, the Debtor estimated
assets of between $1 million and $10 million and liabilities of
between $1 million and $10 million.  The case is assigned to Judge
Richard E. Fehling.  Ciardi Ciardi & Astin, P.C. is the Debtor's
counsel.


WILLOWOOD USA: India Pesticides Removed as Committee Member
-----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a notice filed with the
U.S. Bankruptcy Court for the District of Colorado that as of May
9, these companies are the remaining members of the official
committee of unsecured creditors in Willowood USA, LLC's Chapter 11
case:

     (1) BASF Corporation
         Representative: Peter Argiriou
         c/o Wojciech F. Jung Lowenstein Sandler, LLP  
         65 Livingston Ave.  
         Roseland, NJ 07068
         (646)414-6862
         (973)597-2465
         Wjung@lowenstein.com
   
     (2) Cimarron Label, Inc.
         Representative: Lugene Schindling
         4201 N. Westport Ave.
         Sioux Falls, SD 57107
         (605) 978-0451
         (605) 978-0463
         lschindling@cimarronlabel.com

India Pesticides Limited's name did not appear in the notice.  The
company was appointed as committee member on March 12, court
filings show.

                      About Willowood USA

Willowood USA, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 19-11320) on Feb. 27,
2019.  The case is jointly administered with the Chapter 11 case of
Willowood USA Holdings, LLC (Bankr. D. Colo. Case No. 19-11079).

At the time of the filing, the Debtor estimated assets of $10
million to $50 million and liabilities of the same range.   

The case is assigned to Judge Kimberley H. Tyson.  

Brownstein Hyatt Farber Schreck, LLP is the Debtor's legal
counsel.

The Office of the U.S. Trustee on March 12, 2019, appointed an
official committee of unsecured creditors in the Debtor's Chapter
11 case.  The committee tapped CKR Law LLP and Kutner Brinen, P.C.
as its legal counsel, and PricewaterhouseCoopers LLP as its
financial advisor.


WILLSCOT CORP: S&P Affirms 'B' Rating on Sr. Sec. Notes Due 2023
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issue-level rating on WillScot
Corp.'s senior secured notes due 2023. The '5' recovery rating
(rounded estimate: 15%) remains unchanged.

At the same time, S&P lowered its rounded recovery estimate to 15%
from 20% due to the additional secured debt.

WillScot plans to issue $190 million of add-on notes with proceeds
used to pay down part of the company's asset-based lending (ABL)
revolving credit facility, resulting in a relatively flat debt
level. Following the refinancing, S&P expects EBIT interest
coverage will improve to the mid-1x area in 2019 from 0.8x in 2018,
due primarily to the full year contribution from the company's
August 2018 acquisition of competitor Modular Space Holdings Inc.
(ModSpace). S&P also expects funds from operations (FFO) to debt
will improve to the low-teens percent area from 6.4% over the same
period.

WillScot has reported continued progress in integrating the
ModSpace assets and estimates that it has realized approximately
40% of estimated synergies as of March 31, 2019. The company has
also integrated its IT systems and has begun to reduce the number
of facilities that the combined company no longer needs. Finally,
WillScot has also begun to realize success in introducing ancillary
products to its customers, which has led, in part, to higher
average pricing in its core U.S. modular fleet.

ISSUE RATINGS – RECOVERY ANALYSIS

Key analytical factors

-- S&P's simulated default scenario assumes a payment default
occurring in 2023 due to an economic recession that causes
substantial declines in demand, utilization, and rental rates in
the company's key North American end markets. This leads to lower
earnings and a hypothetical default.

-- S&P values the company as a going concern and use a discrete
asset value approach. S&P believes that WillScot would likely be
reorganized rather than liquidated following a payment default
given its market position and customer relationships.

Simulated default assumptions

-- Simulated year of default: 2023
-- Gross enterprise value: $1.190 billion
-- Valuation split (obligors/nonobligors): 86%/14%
-- Net recovery value after administrative costs (5%): $1.131
billion

Simplified waterfall

-- Value available to first-priority claims: $1.017 billion
-- Secured first-priority claims: $911 million
-- Value available to rated senior secured notes (second priority
claims): $125 million
-- Senior secured (second priority claims): $805 million
-- Recovery range: 10%-30% (rounded estimate: 15%)

Note: Debt amounts include six months of prepetition interest.
Collateral value includes asset pledges from obligors (after
priority claims) plus equity pledges in non-obligors.

  Ratings List

  WillScot Corp.

  Issuer credit rating              B+/Stable

  Rating Affirmed; Recovery Ratings Unchanged  
                                    To     From
  Williams Scotsman International, Inc.

  Senior secured notes due 2023     B(15%) B(20%)


WINEBOW GROUP: Moody's Affirms Caa1 CFR, Outlook Still Stable
-------------------------------------------------------------
Moody's Investors Service affirmed The Winebow Group, LLC's
Corporate Family Rating and Probability of Default Rating at Caa1
and Caa1-PD. Winebow Holdings, Inc.'s 1st lien term loan was
simultaneously affirmed at Caa1 and the 2nd lien term loan at Caa2.
The outlook remains stable.

The ratings reflect Winebow's very high financial leverage after
weak operating performance over the past few years and
debt-financed expansion. As of December 2018, Winebow's debt/EBITDA
leverage exceeded 11.3x (including Moody's adjustments), a slight
improvement from 11.5 times, as of the previous quarter. Moody's
expects leverage to remain high, but to gradually improve as the
company cuts costs, benefits from a full year of ownership of new
brands, and cycles certain one-time events. Failure to reduce
leverage in the coming year could result in a downgrade. Large
acquisitions or failure to improve operating performance could also
result in a downgrade.

The following ratings were affirmed:

The Winebow Group, LLC

  Corporate Family Rating at Caa1

  Probability of Default Rating at Caa1-PD

Winebow Holdings, Inc.

  Senior Secured 1st Lien Term Loan at Caa1 (LGD3)

  Senior Secured 2nd Lien Term Loan at Caa2 (LGD5)

Outlook:

  The outlook is stable

RATINGS RATIONALE

Winebow's Corporate Family Rating reflects the company's high
financial leverage, modest scale, niche focus on fine wine imports
and distribution, and its acquisition strategy. The company has
seen rising costs as it has pursued its expansion strategy and has
seen margin compression and negative free cash flow. Although the
company should benefit from relatively low risk inherent in the
regulated alcohol distribution business, it has encountered a
number of challenges that have hurt results. These include natural
disasters, adverse foreign currency movements, and the
consolidation of key retail partners. Debt incurred to pursue
acquisitions has contributed to higher leverage although the
additions have also strengthened the company's product and
geographic footprint. The company has implemented price increases
and costs savings initiatives that should improve profitability.

Moody's notes that Winebow will face increasing refinancing risk
over the next few years as credit facilities in its capital
structure begin to expire/mature in 2021. If the company is unable
to materially improve operating performance and reduce leverage as
planned in the next two years, it could face difficulty refinancing
maturing debt.

The ratings could be downgraded if Winebow's operating performance
fails to improve, if free cash flow remains negative, or if the
company fails to reduce financial leverage. Shareholder returns or
debt financed acquisitions prior to reducing leverage could also
result in a downgrade. Furthermore, if liquidity weakens or the
company does not take timely action to address its capital
structure well ahead of maturities, ratings could be downgraded.

An upgrade would require improved liquidity and material progress
toward addressing the future debt maturities. Winebow would need to
sustain organic revenue and profit growth and generate positive
free cash flow before Moody's would consider an upgrade. In
addition, debt/EBITDA would need to be maintained below 8.5x, and
EBITDA less capital expenditures to interest expense above 1.5x
before an upgrade would be considered.

Headquartered in Richmond, Virginia, The Winebow Group, LLC is a
distributor and importer of fine wines and craft spirits primarily
in the Northeast, Mid-Atlantic, Southeast, Midwest, and Western
United States. The company is jointly owned by Brazos Partners and
Brockway Moran. Sales approximate $760 million.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.


[*] Reed Smith Opens New Office in Dallas with Eight New Partners
-----------------------------------------------------------------
Six years after entering the Texas legal market with an office in
Houston and a year after opening in Austin, Reed Smith on May 13,
2019, disclosed that it has opened an office in Dallas with the
arrival of eight partners and eight other lawyers from three major
law firms.  The new group of partners has a broad range of
transactional and litigation practices across an array of
industries. Reed Smith now has 29 offices worldwide.

Joining Reed Smith's Global Corporate practice are I. Bobby
Majumder, Ryan J. Preston and Lynwood E. (Lyn) Reinhardt, all from
Perkins Coie.  The Global Commercial Disputes practice has added
Mark L. Johansen from Perkins Coie and Brian C. Mitchell from
Bracewell.  Keith M. Aurzada and Michael P. Cooley of Bryan Cave
Leighton Paisner have joined the firm's Financial Industry Group.
Also arriving is Alfred G. (Al) Kyle, who has joined the firm's
Real Estate practice from Bracewell.

Majumder and Mitchell will serve as co-managing partners of the
Dallas office, and Majumder will co-lead the firm's India Business
Team along with London-based arbitration and litigation partner
Gautam Bhattacharyya.  Accompanying this partner group are two
counsel, Jay L. Krystinik and Bradley J. Purcell (both from Bryan
Cave), and six associates: Brooke C. Dorris (Perkins Coie),
Katherine E. Geddes (Perkins Coie), Lindsey L. Robin (Bryan Cave),
E. Steve Smith (Perkins Coie), Austin C. Whitmore (Bracewell) and
Jared M. Wood (Perkins Coie).  A wider team of lawyers and staff
will join in Dallas in the coming weeks.

"We want to be present in markets that are important to our clients
and within our five core industry groups: financial services, life
sciences and health care, energy and natural resources,
entertainment and media, and transportation," said Sandy Thomas,
Reed Smith's global managing partner.  "We have long had our eye on
the Dallas market, given how many of our clients have a presence in
the Dallas-Fort Worth area.  Because we are opening in Dallas with
such a large and capable group of partners, we can provide
considerable service to clients in the region as well as to our
international clients needing services in this global business
hub."

The Dallas team brings to Reed Smith a broad range of practices and
sector experience from a global perspective, while maintaining deep
roots in the local business community.  Collectively, this team has
advised clients in hundreds of disputes, and on transactions worth
several billion dollars, in the finance, health care,
transportation, real estate, retail, energy and natural resources,
and technology sectors -- all sectors within the firm's five key
industry groups.

"While this group joins from three law firms, they all embrace Reed
Smith's culture of collegiality, its commitment to the use of
technology and innovation, the firm's client-first approach and the
breadth and quality of the firm's global client base," said Michael
Pollack, Reed Smith's managing partner – Americas.  "We look
forward to establishing this team and continuing to focus on the
growth of this important office."

"What attracted me to Reed Smith can be summed up in four simple
words: local roots, global reach," Majumder said.  "Inasmuch as I
was impressed by Reed Smith's global platform and potential for me
to serve our clients in and beyond Dallas and Texas, I was equally
impressed with the firm's insistence that the office is launched by
lawyers who are from Texas, have roots in the Dallas-Fort Worth
region and have longstanding ties in the community.  For Dallas-
and Texas-based clients, that local connection is highly valued."

"Our clients, many of whom are based in Texas, are increasingly
expanding their businesses on a national and global scale;
therefore, the ability to serve them across geographies is
paramount," Mitchell said.  "As a litigator, it was important to me
that I join a firm with a deep bench of trial lawyers that has a
proven track record of representations in complex commercial
disputes, as well as significant victories on behalf of clients in
a number of different industries.  Reed Smith not only met those
criteria; it exceeded them at every level.  I also look forward to
introducing my existing clients, as well as prospective clients, to
the full scope and breadth of transactional experience that Reed
Smith has to offer, which I know will be well-received."

Reed Smith has built a record of accomplishment for seamlessly
integrating large lateral groups into the firm's wider network.  In
addition to the cross-practice team that launched the Houston
office in 2013, the firm brought in a 15-person life sciences and
health care team from Norton Rose Fulbright in 2018; a
50-plus-lawyer pan-European team from KWM in 2017; and the
seven-lawyer international arbitration and litigation practice from
Astigarraga Davis in 2017, which resulted in the opening of the
firm's Miami office.

David Thompson, office head of Reed Smith's San Francisco office
and senior counsel in the firm's Energy & Natural Resources Group
and Real Estate practice, is leading the integration effort in
Dallas.  Thompson led the integration effort in connection with the
opening of the Houston office and was critical to its successful
launch.

Reed Smith's Dallas partners

Keith M. Aurzada (Financial Industry Group) works with his clients
to solve complex business problems.  He advises public and private
corporations, boards of directors, and management teams regarding
matters most important to their business.  He achieves solutions
through negotiation and, where necessary, litigation.  His industry
experience includes representing companies involved in the
technology, health care, real estate, retail, manufacturing, and
oil and gas sectors.

Michael P. Cooley (Financial Industry Group) has a comprehensive
practice centered on matters of federal bankruptcy law, business
reorganization and liquidation, and creditors' rights in bankruptcy
cases and in out-of-court restructurings ranging in size from a few
million dollars to several billion dollars.  With a focus on
helping small- and middle-market companies to execute their
strategies for reorganization, he also regularly serves as counsel
to official committees, pre-petition and post-petition lenders, and
acquirers of distressed assets, and has taken a leading role in
nearly all aspects of case administration; litigation strategy; and
the structure, formulation and confirmation of complex (and
sometimes unique) plans of reorganization. He is also the author of
26 original chapters on procedural rules governing bankruptcy
litigation for Bloomberg Law: Bankruptcy Treatise.

Mark L. Johansen (Global Commercial Disputes practice) is a veteran
trial lawyer who has handled high-stakes litigation in state and
federal courts.  He also regularly represents clients in
arbitration proceedings before the American Arbitration Association
and the Financial Industry Regulatory Association. Johansen has
extensive experience in a wide variety of commercial litigation
matters involving multimillion-dollar contract disputes, mergers
and acquisitions, business torts, securities and shareholder
litigation, broker-dealer litigation, labor and employment, trade
secrets, and professional liability.  He has also represented
clients in SEC enforcement actions and internal investigations.

Alfred G. Kyle (Real Estate practice) has handled billions of
dollars in loan transactions across the United States.  Kyle has
more than 21 years of experience representing financial
institutions (including U.S., regional and local banks, as well as
life insurance companies and capital market lenders),
non-traditional lenders, real estate developers and investors in
real estate, finance and business transactions.  His practice
focuses primarily on real estate, commercial lending (including
first-lien, subordinate and mezzanine lending), intercreditor
agreements, preferred equity investments, workouts, foreclosures,
receiverships, assumptions and consents.   

I. Bobby Majumder (Global Corporate practice) focuses his practice
on corporate and securities transactions, primarily in the
following industry verticals: energy (oil and gas, and coal),
mining, health care and information technology.  He represents
underwriters, placement agents and issuers in public and private
offerings of securities; public and private companies in mergers
and acquisitions (cross-border and domestic); private equity funds,
hedge funds and venture capital funds in connection with both their
formation and their investments; and companies receiving venture
capital and private equity funding. Majumder served as Perkins
Coie's Dallas office managing partner and as firmwide chair of the
firm's India practice.

Brian C. Mitchell (Global Commercial Disputes practice) is a
recognized first-chair trial lawyer who represents both plaintiffs
and defendants in connection with disputes in a wide variety of
industries and areas, including banking and financial services,
real estate, construction, energy (including oil and gas), mortgage
lending, health care, insurance, franchisor/franchisee disputes,
intellectual property, consumer finance, landlord/tenant disputes,
securities litigation, workouts and employment.  He has also
represented both creditors and debtors in Chapter 7 and Chapter 11
bankruptcy proceedings and has significant experience in
bankruptcy-related litigation. Mitchell regularly practices in both
state and federal courts in Texas and across the United States. He
has tried numerous matters to final judgment or verdict and has
handled appeals in multiple courts of appeals, including before the
Texas Supreme Court.

Ryan J. Preston (Global Corporate practice) negotiates, structures,
and drafts strategic commercial arrangements and agreements for
clients, with an emphasis on outsourcing and other complex services
arrangements, fintech, technology licensing, information technology
services, and manufacturing and distribution for large
multinational corporations, middle-market businesses, and emerging
companies.  He also represents public and private companies in
matters involving domestic and cross-border mergers and
acquisitions, private equity and venture capital, private
offerings, and other capital formation activities.

Lynwood E. Reinhardt (Global Corporate practice) focuses his
practice on corporate governance and transactions.  He has
experience advising and representing clients in mergers and
acquisitions, recapitalizations, joint ventures, investment fund
formation, initial public offerings and large private placements,
in both Rule 506 transactions and Rule 144A transactions. His
practice also features significant representative experience in the
energy, health care and technology spaces.

                        About Reed Smith

Reed Smith -- http://www.reedsmith.com/-- is a dynamic
international law firm dedicated to helping clients move their
businesses forward.



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Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2019.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000.

                   *** End of Transmission ***