/raid1/www/Hosts/bankrupt/TCR_Public/191018.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, October 18, 2019, Vol. 23, No. 290

                            Headlines

AMD DEALERSHIP: Seeks Interim Use of Cash Collateral
BANFF PARENT: S&P Assigns B- ICR on High Leverage; Outlook Stable
BARNEYS NEW YORK: Schulte Roth Represents Benefit Funds
BLACKBOARD INC: Moody's Upgrades CFR to B3, Outlook Stable
BLACKBOARD INC: S&P Puts 'CCC+' ICR on CreditWatch Positive

BUCKEYE PARTNERS: Moody's Withdraws Ba1 on New $500MM 2027 Notes
CAPITAL RESTAURANT: Wants Access to Cash Collateral
CCF HOLDINGS: Moody's Lowers CFR to Caa3 & Alters Outlook to Neg.
CEDAR HAVEN: Committee Taps Potter Anderson as Legal Counsel
CEDAR HAVEN: Committee Taps Ryniker as Financial Advisor

CEDAR PLASTICS: Seeks to Use CenterState Bank Cash Collateral
CEDAR TRUCKING: Seeks Permission to Use Pearl Delta Funding Cash
CHICK LUMBER: Court Grants First Motion for Continued Cash Access
CNX MIDSTREAM: S&P Alters Outlook to Negative, Affirms 'BB-'ICR
COASTAL INTERNATIONAL: Seeks Final OK of Revised DIP Loan Agreement

COSTA HOLLYWOOD: Secured Creditor Objects to Dismissal Bid
CURIE HOLDINGS: S&P Assigns 'B' ICR After Acquisition by GTCR
DELUXE ENTERTAINMENT: Has $115M of DIP Financing from Credit Suisse
DREAM BIG RESTAURANTS: May Use Cash Until Oct. 25 Final Hearing
EP ENERGY: Seeks Permission to Use Lenders' Cash Collateral

FAVORITE FARMS: Gets $850K of Payroll Funds from the Browns
FC COMPASSUS: Moody's Assigns B3 CFR, Outlook Stable
FCPR ACQUISITION: U.S. Trustee Unable to Appoint Committee
FERRO CORP: Moody's Alters Outlook on Ba3 CFR to Negative
FIRST FLORIDA: Creditor Objects to Debtor's DIP Loan Request

FIVE STAR: Regains Compliance with Nasdaq Listing Requirement
FORTRESS INVESTMENT: Fitch Affirms BB LongTerm IDR, Outlook Stable
FOX VALLEY PRO: Bayland Buildings Asks Court to Deny DIP Motion
GRANITE GENERATION: S&P Assigns 'B+' ICR; Outlook Stable
GREENPOINT TACTICAL: S.E.C. Seeks Immediate Appointment for Trustee

HALCON RESOURCES: Committee Taps Opportune as Financial Advisor
HALCON RESOURCES: Committee Taps Quinn Emmanuel as Legal Counsel
HELIX TCS: Signs New Deal to Sell Note & Warrant for $450,000
HIGHLAND CAPITAL: Case Summary & 20 Largest Unsecured Creditors
IFRESH INC: Xiaotai Completes Re-Audit of Financials

JACK COOPER: Challenge Period in Final DIP Order Extended
JAGGED PEAK: S&P Puts 'B' ICR on Watch Positive on Parsley Deal
KP ENGINEERING: May Use $500,000 of Interim DIP Funds
LIONS GATE: Moody's Reviews Ba3 CFR for Downgrade
LOGIX INTERMEDIATE: S&P Lowers ICR to 'B-'; Outlook Negative

MAXCOM USA: Taps Alvarez & Marsal Mexico as Financial Advisor
MAXCOM USA: Taps Paul Hastings as Legal Counsel
MAXCOM USA: Taps Prime Clerk as Administrative Advisor
MELBOURNE BEACH: Ct. Denies Bid to Review Trustee Appointment Order
MID-CITIES HOME: Taps Barg & Henson as Accountant

MJW FILMS: Committee Seeks Appointment of Chapter 11 Trustee
MOLINA HEALTHCARE: S&P Alters Outlook to Pos., Affirms 'BB-' ICR
MPO INC: U.S. Trustee Files Motion to Dismiss or Convert
MWM OIL: U.S. Trustee Forms 5-Member Committee
PARSLEY ENERGY: S&P Puts 'BB-' ICR on CreditWatch Positive

PERSON CENTERED: Administrator Directed to Appoint Ombudsman
PRECISION HOTEL: Hires Blanchard Law as Bankruptcy Attorney
PURDUE PHARMA: SCOTT+SCOTT Represents Municipality Consortium
RIVORE METALS: U.S. Trustee Forms 3-Member Committee
SAMSON OIL: Incurs $7.14 Million Net Loss in Fiscal 2019

SCULPTOR CAPITAL: Fitch Affirms B+ LongTerm IDR, Outlook Stable
SEABROOK DENTAL: Seeks Appointment of Chapter 11 Trustee
SERENTE SPA: U.S. Trustee Unable to Appoint Committee
SHANNON STALEY: U.S. Trustee Unable to Appoint Committee
SIENNA BIOPHARMACEUTICALS INC.: Epiq as Claims and Noticing Agent

SIMBECK INC: Gets Up to $1.5M of DIP Funds from Transfac
SOUTHERN INYO: PCO Files 23rd Report
SPENGLER PLUMBING: Committee Taps Carmody MacDonald as Counsel
TETON BUILDINGS: Case Summary & 20 Largest Unsecured Creditors
TIGER OAK MEDIA: Seeks to Hire Bankruptcy Attorneys

TIME DEFINITE: May Continue Using CitiBusiness Card Postpetition
TPG PACE: Extends Business Combination Date by Three Months
TSC DORSEY RUN: DOJ Watchdog Directed to Appoint Ch. 11 Trustee
UCI INTERNATIONAL: Says State Boards Cost Recovery Barred by Plan
US STEEL: Fitch Assigns B+ Rating on New Convertible Notes

US STEEL: Moody's Assigns B3 Rating to Sr. Notes Due 2026
WING PALACE: Plan Hearing Rescheduled to Dec. 11
WING PALACE: Unsecureds to Get $7,500 Quarterly Over 5 Years
ZEKELMAN INDUSTRIES: S&P Affirms 'B+' ICR on Stable Cash Flows
[^] BOOK REVIEW: AS WE FORGIVE OUR DEBTORS


                            *********

AMD DEALERSHIP: Seeks Interim Use of Cash Collateral
----------------------------------------------------
AMD Dealership Mesquite, LLC, asks the U.S. Bankruptcy Court for
the Eastern District of Texas for authority to use on an interim
basis, cash collateral in the normal course of business pursuant to
a budget.

The 14-day budget provides for total expenses at $182,000 which
includes $100,000 in payroll; $25,000 for data processing and
$20,000 for commissions.  A copy of the budget can be accessed for
free at
http://bankrupt.com/misc/AMD_Dealership_6(1)_Cash_Budget.pdf

Debtor offers to provide SunTrust Bank; NextGear Capital, Inc.; and
Westlake Flooring Company, LLC, as adequate protection for any
post-petition diminution in the value of their interests in the
Debtor:

   (a) a replacement lien and security interest in the
post-petition accounts receivable and cash of the Debtor;

   (b) continued payment of insurance premiums to insure all
inventory and other property constituting the Creditors'
collateral; and

   (c) furnishing of all monthly operating reports.

                     AMD Dealership Mesquite

AMD Dealership Mesquite, LLC -- https://www.mazdaofmesquite.com/ --
is a new and used Mazda car dealer serving Plano, Garland,
Rockwall, Mesquite, and surrounding areas.  The Company operates as
the Mazda of Mesquite dealership where it sells new and used
automobiles.  It is 100% owned by Paradigm Auto Investments, LLC.
In turn, Paradigm is owned by Mr. Emmett Murphy and his spouse Ms.
Lila A. Murphy.  Mr. Murphy owns 96% of Paradigm.  His spouse, Ms.
Murphy owns 4% of Paradigm.

On Oct. 3, 2019, AMD Dealership Mesquite sought Chapter 11
protection (Bankr. E.D. Tex. Case No. 19-42757) in Sherman, Texas.
The Debtor was estimated to have $10 million to $50 million in
assets and liabilities as of the bankruptcy filing.  The Hon.
Brenda T. Rhoades is the case judge.  ORENSTEIN LAW GROUP P.C., led
by Rosa R. Orenstein, is the Debtor's counsel.



BANFF PARENT: S&P Assigns B- ICR on High Leverage; Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to Banff
Parent Inc., the
parent company of the business the rating agency had previously
rated under the name BMC Software Inc. The firm will continue to do
business as BMC Software.   

S&P also lowered its rating on Banff Parent's senior secured debt
to 'B-' from 'B' and senior unsecured debt to 'CCC' from 'CCC+'.
The recovery ratings remain '3' and '6', respectively.

The 'B-' rating is based on S&P's expectation that BMC's
leverage—in spite of intra-year volatility caused by the adoption
of ASC 606—will generally average around the low-8x area under
the new standard. Although the firm has continued to report strong
margin performance, recent revenue growth has underperformed S&P's
forecasts and BMC has not been able to reduce leverage to a level
consistent with a 'B' rating. Consistently high renewal rates,
entrenched customer relationships, and a high share of recurring
revenues are strengths that support the rating in spite of very
high financial leverage.

S&P's stable outlook reflects its view that BMC will maintain and
defend its competitive position and market share, and that while
year-to-year volatility in renewal bookings will lead to volatile
credit metrics and cash flow, the core business will remain steady
through the cycle. Although S&P expects a weak renewal opportunity
in the current fiscal year will lead to leverage approaching 9x in
the current fiscal year, the firm will generally maintain leverage
in the low-8x area on average through weak and strong years and
will generate sufficient cash to service its considerable debt
burden.

"We would likely downgrade BMC if we were to conclude that it is
unlikely to generate meaningful cash sufficient to sustain its
capital structure through the renewal cycle," S&P said, adding that
it would look to a weaker-than-expected bookings recovery in fiscal
2021 that makes it unlikely for leverage to decline below 8x, or a
renewal trough sufficiently deep to push leverage over the 9x area
in fiscal 2020 as potential evidence supportive of a downgrade.

S&P thinks that this would likely be the result of increased
competitive pressure from cloud-native competitors for nonmainframe
products, and failure to sustain recent stabilization of market
share vs. ServiceNow in IT service management (ITSM). Any
shareholder returns or leveraging acquisitions taken before a
return to a strong bookings period could also lead to a downgrade,
according to the rating agency.

"Although highly unlikely over the next 12 months due to our
expectation of near-term EBITDA decline, we would consider
upgrading BMC over the longer term if the firm dramatically
outperforms our forecast or engages in accelerated debt repayment
to a level where leverage is likely to remain under 8x through
troughs in the renewal cycle," S&P said.


BARNEYS NEW YORK: Schulte Roth Represents Benefit Funds
-------------------------------------------------------
In the Chapter 11 cases of Barneys New York, Inc., et al., the law
firm of Schulte Roth & Zabel LLP submitted a verified statement
under Rule 2019 of the Federal Rules of Bankruptcy Procedure to
disclose that it is representing (i) the Amalgamated National
Retirement Fund, (ii) the National Plus Plan, and (iii) the
Amalgamated National Health Fund.

Pursuant to a prepetition collective bargaining agreement, Barneys
New York, Inc. covenanted to contribute to the Amalgamated National
Retirement Fund and the Amalgamated National Health Fund on behalf
of its covered employees a specific hourly sum per eligible
employee toward that employee's healthcare, retirement and/or other
welfare benefits.  Barneys also agreed to remit employee elective
contributions to the National Plus Plan.  The Debtors have a copy
of the CBA.

As of the date hereof, each Fund is a creditor of the Debtors.  The
full amount of each Fund's claim is unknown at this time.  The name
and address of each Fund is:

(1) Amalgamated National Retirement Fund
    305 7th Avenue
    New York, NY 10001

(2) National Plus Plan
    333 Westchester Avenue
    White Plains, NY 10604

(3) Amalgamated National Health Fund
    333 Westchester Avenue
    White Plains, NY 10604

Neither SRZ, nor any attorney or legal assistant thereof, has at
any time during this representation owned any disclosable economic
interest in the Debtors.

The filing of this Verified Statement does not and should not be
construed to be: (a) a waiver of the right to seek to have the
reference withdrawn with respect to the subject matter of any claim
described herein, any objection or other proceedings commenced with
respect thereto, or any other proceedings commenced in this case
against or otherwise involving any of the Funds; (b) a waiver of
the Funds' rights to have final orders in non-core matters entered
only after de novo review by a court of competent jurisdiction; (c)
a waiver of the Funds' right to a trial by jury in any proceeding
on their claims, (d) the Funds' submission to the jurisdiction of
the Bankruptcy Court, or (e) a waiver of any other rights, claim,
actions, defenses, setoffs, or recoupments to which the Funds are
or may be entitled to under any agreement, in law or equity, all of
which rights, claims, actions, defense, setoffs, and recoupments
are expressly reserved.

The Firm can be reached at:

         SCHULTE ROTH & ZABEL LLP
         James T. Bentley, Esq.
         919 Third Avenue
         New York, NY 10022
         Telephone: (212) 756-2000
         Facsimile: (212) 593-5955         

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/Uer5IK

                     About Barneys New York

Barneys New York -- https://www.barneys.com/ -- is a creative
destination for modern luxury retail, entertainment and dining.
Barneys is renowned for being a place of discovery for some of the
world's leading designers, and for creating the most discerning
edit across women's and men's ready-to-wear, accessories, shoes,
jewelry, cosmetics, fragrances, and home.  Barneys' signature
creativity and style comes to life through its innovative concepts
and experiences, imaginative holiday campaigns, famed window
displays, and exclusive activations.  Barneys also operates its
iconic restaurants, Freds at Barneys New York, serving an
Italian-inspired and contemporary American menu within four of its
flagship stores.

Barneys New York, Inc., and four affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 19-36300) in
Poughkeepsie, N.Y.  The cases are assigned to Judge Cecelia G.
Morris.

Barneys disclosed $457 million in assets and $377 million in
liabilities as of July 6, 2019.

The Debtors tapped Kirkland & Ellis LLP as legal advisor, Houlihan
Lokey as financial advisor, M-III Partners, L.P., as restructuring
advisor, and Katten Muchin Rosenman LLP as conflicts counsel.
Bankruptcy Management Solutions, Inc., which conducts business
under the name Stretto, is the claims agent.


BLACKBOARD INC: Moody's Upgrades CFR to B3, Outlook Stable
----------------------------------------------------------
Moody's Investors Service, Inc. upgraded Blackboard Inc.'sratings,
including its corporate family rating, which has been upgraded to
B3, from Caa1, and its Probability of Default rating, which has
been upgraded to B3-PD, from Caa1-PD. Moody's also assigned ratings
to an announced refinancing, including B1 facility ratings to
proposed first-lien debt, consisting of an $83.5 million revolving
credit facility (that can be upsized to $100 million) and a $500
million term loan; and Caa2 ratings to a proposed $243 million
issuance of second-lien notes. Proceeds from the term facilities
and from $100 million of new preferred equity from Providence
Equity Partners will be used to refinance Blackboard's existing
debt, which includes $750 million of nearly evenly split first- and
second-lien debt, and a revolver whose September 30th outstandings
are $26 million. Proceeds will also be used for satisfying
transaction expenses and call premiums. Upon closing of the
transaction, expected in late October, Moody's will withdraw
Blackboard's existing facility ratings. The outlook is stable.

Upgrades:

Issuer: Blackboard, Inc.

Corporate Family Rating, Upgraded to B3 from Caa1

Probability of Default Rating, Upgraded to B3-PD from Caa1-PD

Assignments:

Issuer: Blackboard, Inc.

Senior Secured 1st lien Term Loan B5 due June 2024, Assigned B1
(LGD3)

Senior Secured 1st lien Revolving Credit Facility due June 2023,
Assigned B1 (LGD3)

Senior Secured 2nd lien Notes due October 2024, Assigned Caa2
(LGD5)

Outlook Actions:

Issuer: Blackboard, Inc.

Outlook, Remains Stable

RATINGS RATIONALE

Blackboard is emerging from the early-2019 sale of Transact, its
campus commercial-transaction-processing business, as a
significantly less leveraged entity, but one that will face
operating challenges as it continues to transition its business
model within a competitive education-software sector. Moody's
expects that Blackboard, after having operated for the past few
years at Moody's-adjusted debt-to-EBITDA leverage of between 8.0
and 8.4 times, will have post-refinancing leverage of about 5.0
times, or 5.4 times when expensing capitalized software development
costs. With continued contraction in Blackboard's core business,
leverage (measured by expensing capitalized software) will drift
up, into the 6.0 times range over the next couple of years, while
EBITDA-less-capex coverage of interest will average 1.5 times.

Leverage of low- to mid-6.0 times is fairly strong for a B3-rated
learning management software ("LMS") provider with highly recurring
revenues from a diversified customer base. But without Transact,
Blackboard is a less profitable, evolving LMS company, whose top
line Moody's expects will fall again in 2019, by mid-single-digit
percentages, to about $490 million. Moody's expects flat revenue
from 2019 through 2021, with Blackboard's base within a few million
dollars of $500 million. The stable outlook reflects its
expectations for flat revenues, high but steady leverage, and
adequate liquidity.

The proposed financing obviates Moody's concerns about the
company's ability to refinance its near-maturing debt at acceptable
terms, a factor that heretofore pressured Blackboard's ratings
despite the deleveraging prospects presented by the sale of
Transact. The proposed transaction gives Blackboard flexibility for
executing on a longer-than-anticipated strategic plan of
transforming its portfolio of products into a market-leading
educational technology SaaS platform. As of September 30, 2019, 35%
of Blackboard's higher-ed, LMS clients had migrated to Learn SaaS,
and of those, 185, or 30%, had migrated onto its premium SaaS
product, Learn Ultra. The migration success has been measurable, if
not rapid, and by 2022 Blackboard expects that two-thirds of its
Learn clients will have successfully migrated to SaaS, with
virtually all of them also on Learn Ultra. With revenues stagnant
in its other, smaller, non-Learn segments, K-12 and Business
Development, Moody's expects that company-wide revenue growth will
be very modest, with 1% or 2% gains in 2020 and 2021. Blackboard
nevertheless enjoys a high level of revenue visibility, with about
three-quarters of revenue coming from recurring products and
services, underpinned by overall Learn retention rates of
approximately 93%.

As the result of a lower top line, offset somewhat by Blackboard's
continued focus on operating and cost-saving initiatives, Moody's
expects slightly positive free cash flow (an improvement this year
relative to 2018) and minimal improvements in margins. Given its
cash flow expectations, an improved cash balance from the Transact
asset-sale proceeds, and heavy reliance on a revolver that has
pronounced seasonal drawings, Moody's views Blackboard's liquidity
as adequate. Cash on hand is typically modest, averaging $20
million over the past several quarters. Given pronounced
seasonality experienced by this educational services provider,
revolver drawings peak at mid-year. Cash flow from operations is
heavily negative in the first half of the year and, as cash is
collected at the start of the academic year, turns highly positive
in the second half, and the company typically pays down nearly all
of its revolver borrowings.

The B3 CFR could be upgraded if the company demonstrates sustained
revenue growth, if free cash flow as a percentage of debt holds in
the mid-single-digit percentages, and debt-to-EBITDA were to
improve to below 6.0 times, also on a sustained basis. The ratings
could be downgraded if Moody's anticipates that weak segment
revenue trends will not be reversed, if Moody's expects that free
cash flow will fall to breakeven, or if leverage is sustained above
7.5 times.

Moody's believes that Blackboard faces moderate Environmental,
Social, and Governance ("ESG") issues, primarily in the form of
aggressive financial strategies by private equity owners PEP, even
though they have not taken any dividends from the company since
their initial, 2011 investment. For private equity sponsors, eight
years represents a prolonged investment horizon, and Moody's
believes there is growing pressure on PEP to recoup their
investment. The company has some exposure to social risks related
to higher education institutions, which are under intense social
and potentially regulatory scrutiny because of their admissions
practices, high costs, and perceived utility.

With Moody's-projected 2019 revenues of about $490 million,
pro-forma for the sale of its Transact business unit (assumed to
have occurred at the beginning of 2019), Blackboard Inc. is a
leading provider of learning management software-applications
systems to K-12 schools, colleges and universities, corporations,
and government entities. The company also provides a suite of
community engagement products, data analytics products, mobile
apps, a collaboration tool, and a content accessibility tool.

The principal methodology used in these ratings was Software
Industry published in August 2018.


BLACKBOARD INC: S&P Puts 'CCC+' ICR on CreditWatch Positive
-----------------------------------------------------------
S&P Global Ratings placed its 'CCC+' issuer credit rating on
Blackboard Inc. on CreditWatch with positive implications.

At the same time, S&P assigned its preliminary 'B' issue-level
rating and '2' recovery rating to the company's $83.5 million
revolver due June 2023 and $500 million term loan due June 2024.
S&P also assigned its preliminary 'CCC' issue-level rating and '6'
recovery rating to its $234 million second-lien notes due October
2024.

The CreditWatch placement follows Blackboard's announcement that it
intends to refinance its existing debt, which will extend its
maturities to 2023 and 2024. The company also announced that its
sponsor, Providence Equity Partners, would contribute $100 million
of preferred equity as part of the transaction. Based on the
initial terms of the preferred equity, S&P is not treating it as
debt. S&P will review the final terms of the preferred equity
agreement to finalize the rating agency's treatment of it.

"We will resolve the CreditWatch once the debt transaction has
closed. We expect to raise our issuer credit rating on Blackboard
by one notch to 'B-' at that time," S&P said. If the company does
not complete the transaction as contemplated, the rating agency
expects to remove the rating from CreditWatch, assign a negative
outlook (which was in place before the CreditWatch placement), and
withdraw its preliminary ratings on the proposed debt.


BUCKEYE PARTNERS: Moody's Withdraws Ba1 on New $500MM 2027 Notes
----------------------------------------------------------------
Moody's Investors Service withdrawn its Ba1 rating for Buckeye
Partners, L.P.'s proposed $500 million senior secured notes due
2027 following the company's cancellation of that debt offering.
Buckeye is instead upsizing its senior secured term loan due 2026
from $1.75 billion to $2.25 billion.

Withdrawals:

Issuer: Buckeye Partners, L.P.

Senior Secured Regular Bond/Debenture, Withdrawn , previously rated
Ba1(LGD2)

RATINGS RATIONALE

The proposed secured debt issuance is part of IFM Global
Infrastructure Fund's financing package for its acquisition of
Buckeye. Given that the overall leverage and the amount of secured
debt remain the same, Buckeye's other ratings will remain
unaffected.

Buckeye Partners, L.P., is a midstream company based in Houston,
Texas. The company's core, legacy assets are its refined products
pipeline systems in the Northeast and Midwest, including
complementary terminals. The company also has wholesale fuel
distribution and marketing and domestic and international
terminaling facilities.


CAPITAL RESTAURANT: Wants Access to Cash Collateral
---------------------------------------------------
Capital Restaurant Group, LLC, seeks permission from the U.S.
Bankruptcy Court for the Northern District of Georgia to use cash
collateral on an interim basis to pay for general operational and
administrative expenses in the ordinary course of business,
pursuant to the budget.  

To the extent of decrease in the interest the Lenders may have in
the Cash Collateral, the Debtor proposes to grant the Lenders
replacement liens in post-petition collateral, except that the
Adequate Protection Liens will not extend to the proceeds of any
avoidance actions.  

The Debtor asks the Court to schedule a final hearing on Cash
Collateral use.  At that hearing, the Court may consider any
additional adequate protection requested by the Lenders or agreed
upon by the Debtor.

                    About Capital Restaurant

Capital Restaurant Group, LLC, owns and operates 24 restaurants in
the state of South Carolina under franchise agreements with Burger
King Corporation and under leases for each location.  The Business
employs approximately 478 people in the greater Orangeburg,
Charleston, and Myrtle Beach communities and up to 600 people
during its peak season.

Capital Restaurant Group sought Chapter 11 protection (Bankr. N.D.
Ga. Case No. 19-65910) in Atlanta, Georgia on Oct. 4, 2019.
Rountree Leitman & Klein, LLC, is the Debtor's bankruptcy counsel.


CCF HOLDINGS: Moody's Lowers CFR to Caa3 & Alters Outlook to Neg.
-----------------------------------------------------------------
Moody's Investors Service downgraded CCF Holdings LLC's corporate
family rating and the rating on its 10.75% paid-in-kind senior
unsecured notes to Caa3 from Caa2. Moody's has also downgraded the
rating of the 9% senior secured notes issued by Community Choice
Financial Issuer, LLC to Caa2 from Caa1. The outlook was revised to
negative from stable.

Issuer: CCF Holdings LLC

Corporate Family Rating, Downgraded to Caa3 from Caa2

Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3 from
Caa2

Issuer: Community Choice Financial Issuer, LLC

Senior Secured Regular Bond/Debenture, Downgraded to Caa2 from
Caa1

Outlook Actions:

Issuer: CCF Holdings LLC

Outlook, Changed To Negative From Stable

Issuer: Community Choice Financial Issuer, LLC

Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The ratings' downgrade reflects Moody's assessment that CCF
Holdings' profitability has been impaired due to the restrictions
imposed by the Ohio Fairness in Lending Act, which caps the annual
interest rate on payday loans to 28% and sets new limits on fees.
Moody's does not expect the company's profitability to materially
improve in the next few quarters because it has not introduced a
new lending product in Ohio that would make-up for the loss of
revenue from the new regulation. Instead, the company is allowing a
third-party lender to use its branch network to offer consumer
lending products and expects it will be able to increase revenue
from non-lending products, such as cheque cashing, in the state
through the expected increase in foot traffic. In addition, the
company has not been able to stabilize its profitability, for
example by expanding its product offering in other US states.

CCF Holdings is also exposed to high near-term refinancing risk
presented by the April 2020 maturity of its $70 million senior
secured subsidiary notes, which are not rated by Moody's. A default
on these notes would be an Event of Default on the debt rated by
Moody's.

The Caa2 rating on the senior secured notes maturing in June 2023
issued by Community Choice Financial Issuer, LLC, incorporates
Moody's expectation for a lower loss given default on those
securities, given the benefit from strong asset protection under
the terms of the credit agreement, with at least 1.5x of asset
coverage relative to the principal amount of the notes outstanding
and $26.8 million of minimum corporate liquidity.

CCF Holdings' ratings also reflect high exposure to social and
governance risks. The company's exposure to social risks is high,
as for all payday lenders, due to societal perceptions of high-cost
lending, which could lead to restrictions on its business
activities that could ultimately translate into volatile financial
performance and inability or difficulty accessing capital markets.

CCF Holdings' exposure to governance risks is also high, as it is
for all payday lenders. Most of these companies are privately held,
a structure that allows for more limited financial reporting and
key person risk. Additionally, due to the volatile performance of
the payday loans and the challenging operating environment driven
by regulatory uncertainty, financial policy and risk management are
of paramount importance for payday lenders.

The negative outlook reflects the risk of a higher severity of loss
than expected in the event of a default, over the next 12-18
months.

WHAT COULD CHANGE THE RATINGS UP/DOWN

The negative outlook indicates that a ratings upgrade is unlikely
over the next 12-18 months. CCF's outlook could return to stable if
the company improves its financial performance, as evidenced by a
successful expansion in other US states to mitigate a loss of
revenues in Ohio, which would lead to a path to sustained
profitability.

The ratings could be downgraded if the company fails to either
extend the maturity or extinguish the outstanding senior secured
subsidiary notes maturing in April 2020, or if it announces a
disorderly liquidation and prospects of recovery on its notes
diminish further.

The principal methodology used in these ratings was Finance
Companies published in December 2018.


CEDAR HAVEN: Committee Taps Potter Anderson as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Cedar Haven
Acquisition, LLC, received approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Potter Anderson & Corroon LLP
as its legal counsel.

The firm will provide services to the committee in connection with
the Debtor's Chapter 11 case, which include legal advice regarding
its powers and duties under the Bankruptcy Code, analysis of
claims, negotiations with creditors, review of the Debtor's
financial and operational information, and legal advice regarding
the contemplated sale of the Debtor's assets.

The firm's hourly rates are:

     Partners               $560 - $700
     Counsel                    $525
     Associates             $360 - $405
     Paraprofessionals       $95 - $275

Christopher Samis, Esq., a member of Potter Anderson, disclosed in
court filings that the firm is "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code.

Potter Anderson can be reached through:

     Christopher M. Samis, Esq.
     L. Katherine Good, Esq.
     Aaron H. Stulman, Esq.
     Potter Anderson & Corroon LLP
     1313 N. Market Street, 6th Floor  
     Wilmington, DE 19801-3700
     Telephone: (302) 984-6000
     Facsimile: (302) 658-1192
     Email: csamis@potteranderson.com  
            kgood@potteranderson.com  
            astulman@potteranderson.com

                 About Cedar Haven Acquisition

Cedar Haven Acquisition, LLC -- https://cedarhaven.healthcare/ --
is a licensed skilled nursing facility located in Lebanon, Pa.,
that offers professionally supervised nursing care and related
medical and health services to persons whose needs are such that
they can only be met in a nursing facility on an inpatient basis
because of age, illness, disease, injury, convalescence or physical
or mental infirmity. It was formed in 2014 through the sale of
Cedar Haven Healthcare Center by the Lebanon County Commissioners
to Cedar Haven.

Cedar Haven Acquisition and its affiliates filed Chapter 11 (Bankr.
D. Del. Lead Case No. 19-11736) on Aug. 2, 2019.  At the time of
the filing, Cedar Haven Acquisition estimated assets of between $1
million and $10 million and liabilities of between $10 million and
$50 million.  The cases are assigned to Judge Christopher S.
Sontchi.  William E. Chipman Jr., Esq., at Chipman Brown Cicero &
Cole, LLP, represents the Debtors.

Andrew Vara, acting U.S. trustee for Region 3, appointed a
committee of unsecured creditors on Aug. 20, 2019.  The committee
tapped Potter Anderson & Corroon LLP as its legal counsel, and
Ryniker Consultants LLC as its financial advisor.


CEDAR HAVEN: Committee Taps Ryniker as Financial Advisor
--------------------------------------------------------
The official committee of unsecured creditors of Cedar Haven
Acquisition, LLC, received approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Ryniker Consultants LLC as its
financial advisor.

The firm will provide these services to the committee in connection
with the Debtor's Chapter 11 case:

     (a) analyze the financial operations of the Debtor before and
after its bankruptcy filing;

     (b) analyze the financial ramifications of any proposed
transactions for which the Debtor seeks bankruptcy court approval
including post-petition financing, sale of all or a portion of the
Debtor's assets, retention of management, employee incentive and
severance plans;

     (c) conduct any requested financial analysis including
verifying the material assets and liabilities of the Debtor and
their value;

     (d) assist the committee in its review of monthly financial
statements of operations submitted by the Debtor;

     (e) perform claims analysis for the committee;

     (f) assist the committee in its evaluation of cash flow or
other projections, including business plans prepared by the Debtor;


     (g) scrutinize cash disbursements on an on-going basis for the
period subsequent to the commencement of the case;

     (h) perform forensic investigating services, as requested by
the committee and counsel, regarding pre-bankruptcy activities of
the Debtor in order to identify potential causes of action,
including improvements in position and fraudulent transfers;

     (i) analyze transactions with insiders and with related or
affiliated companies;

     (j) analyze transactions with the Debtor's financial
institutions;

     (k) attend meetings and conferences calls with representatives
of the creditor groups and their counsel;

     (l) prepare alternative business projections relating to the
valuation of the Debtor's business enterprise;

     (m) monitor the Debtor's sale process, assist the committee in
evaluating sale proposals and alternatives, and attend any auctions
of the Debtor's assets; and

     (n) assist the committee in its review of the financial
aspects of a plan of reorganization or liquidation and perform any
related analyses, including liquidation and feasibility analyses.

The firm's hourly rates are:

         Brian Ryniker          $400
         Junior Professionals   $250

Brian Ryniker, a certified public accountant and member of Ryniker
Consultants, disclosed in court filings that the firm is
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.

                 About Cedar Haven Acquisition

Cedar Haven Acquisition, LLC -- https://cedarhaven.healthcare/ --
is a licensed skilled nursing facility located in Lebanon, Pa.,
that offers professionally supervised nursing care and related
medical and health services to persons whose needs are such that
they can only be met in a nursing facility on an inpatient basis
because of age, illness, disease, injury, convalescence or physical
or mental infirmity. It was formed in 2014 through the sale of
Cedar Haven Healthcare Center by the Lebanon County Commissioners
to Cedar Haven.

Cedar Haven Acquisition and its affiliates filed Chapter 11
petitions (Bankr. D. Del. Lead Case No. 19-11736) on Aug. 2, 2019.
At the time of the filing, Cedar Haven Acquisition estimated assets
of between $1 million and $10 million and liabilities of between
$10 million and $50 million.  The cases are assigned to Judge
Christopher S. Sontchi.  William E. Chipman Jr., Esq., at Chipman
Brown Cicero & Cole, LLP, represents the Debtors.

Andrew Vara, acting U.S. trustee for Region 3, appointed a
committee of unsecured creditors on Aug. 20, 2019.  The committee
tapped Potter Anderson & Corroon LLP as its legal counsel, and
Ryniker Consultants LLC as its financial advisor.


CEDAR PLASTICS: Seeks to Use CenterState Bank Cash Collateral
-------------------------------------------------------------
Cedar Plastics, LLC, asks the Bankruptcy Court to authorize use of
cash collateral to enable funding administrative costs and
operating expenses of its business, pursuant to a budget, for the
duration of its Chapter 11 case.  

As adequate protection, the Debtor proposes to provide CenterState
Bank, National Association with a replacement lien in the
post-petition Cash Collateral and with monthly written reporting
regarding the status of the Debtor's accounts and operations.  The
Debtor also uses a DIP account for all income generated from its
business.

                    About Cedar Plastics and
                         Cedar Trucking

Cedar Plastics, LLC, is a Georgia limited liability company that is
in the business of recycling nylon fibers from carpet.  It operates
its business from real property located at  1402 Austin Street,
LaGrange, Georgia 30240.  Cedar Trucking, LLC, operates a general
freight trucking business.

Cedar Plastics and Cedar Trucking sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 19-09429 and 19-09430) on Oct. 3, 2019,
in Tampa, Florida.  In the petitions signed by Habib Skaff,
manager, Cedar Plastics was estimated to have assets of not more
than $50,000 and liabilities at $1 million to $10 million, and
Cedar Trucking was each estimated to have up to $50,000 in assets
and liabilities of less than $1 million.

JENNIS LAW FIRM is counsel to the Debtors.


CEDAR TRUCKING: Seeks Permission to Use Pearl Delta Funding Cash
----------------------------------------------------------------
Cedar Trucking, LLC, seeks permission from the Bankruptcy Court to
use cash collateral in order to pay customary and reasonable
expenses in its business operations, pursuant to a budget.  

The Debtor will provide Pearl Delta Funding, LLC, with monthly
written reports as to the status of its accounts receivable,
collections, disbursements and operations.  The Debtor disputes the
Pearl obligation.

                    About Cedar Plastics and
                         Cedar Trucking

Cedar Plastics, LLC, is a Georgia limited liability company that is
in the business of recycling nylon fibers from carpet.  It operates
its business from real property located at  1402 Austin Street,
LaGrange, Georgia 30240.  Cedar Trucking, LLC, operates a general
freight trucking business.

Cedar Plastics and Cedar Trucking sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 19-09429 and 19-09430) on Oct. 3, 2019,
in Tampa, Florida.  In the petitions signed by Habib Skaff,
manager, Cedar Plastics was estimated to have assets of not more
than $50,000 and liabilities at $1 million to $10 million, and
Cedar Trucking was each estimated to have up to $50,000 in assets
and liabilities of less than $1 million.

JENNIS LAW FIRM is counsel to the Debtors.


CHICK LUMBER: Court Grants First Motion for Continued Cash Access
-----------------------------------------------------------------
The Bankruptcy Court for the District of New Hampshire authorized
Chick Lumber Inc., to use up to $1,889,129.82 of cash collateral
through Dec. 31, 2019 to pay costs and expenses incurred in the
ordinary course of its business during its Chapter 11 case.  

As adequate protection, the Debtor will pay these amounts on the
last day of each month:

   (i) $1,197.93 to American Express Bank FSB;
  (ii) $481.70 to JELD-WEN, Inc,;
(iii) $24.66 to BFG Corporation (H2H NC Paint Tinter):
  (iv) $37.83 to GreatAmerica Financial Services Corp.;
   (v) $43.72; $45.22 and $42.30 to Citizens One Auto Finance;
  (vi) $39.52 to Wells Fargo Equipment Finance, Inc. – Forklift;
(vii) $62.59 to Ford Motor Credit;
(viii) $63.25 to Wells Fargo Equipment Finance, Inc. – Moffett
Machine; and
  (ix) $82.22 to Hitachi Capital Financial.

Each record lienholder is granted a replacement lien on the
Debtor's post-petition property for any diminution in the value of
the collateral.  

The Debtor will make monthly rent payments to Carroll County
Leasing Company due under the Lumber Yard Lease, with the Oct. 2019
rent payment due on Oct. 8, 2019.  The causes of action and claims
asserted against CCLC in the Rockingham County Superior Court, the
Debtor's or CCLC's offset and recoupment rights are preserved.

The Debtor will file a further application for on-going use of cash
collateral by Dec. 2, 2019.  Objections must be filed no later than
Dec. 9 in time to be considered at the hearing on Dec. 18, 2019 at
2 p.m.

                       About Chick Lumber

Chick Lumber, Inc., https://www.chicklumber.com/ -- is a dealer of
lumber, plywood, steel beams, engineered wood, trusses, steel and
asphalt roofing, windows, doors, siding, trim, stair parts, and
finish materials.  The Company also offers drafting & design,
installation, delivery, outside sales, and plan reading &
estimating services.

Chick Lumber sought Chapter 11 protection (Bankr. D.N.H. Case No.
19-11252) on Sept. 9, 2019, in Concord, New Hampshire.  In the
petition signed by Salvatore Massa, president, the Debtor was
estimated to have between $1 million and $10 million in both assets
and liabilities.  Judge Bruce A. Harwood oversees the case.
WILLIAM S. GANNON PLLC is the Debtor's counsel.


CNX MIDSTREAM: S&P Alters Outlook to Negative, Affirms 'BB-'ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on CNX
Midstream Partners L.P. (CNXM) and revised its outlook to negative
from stable.

The rating affirmation follows S&P's revision of its outlook on CNX
Resources Corp. (CNX), the parent and general partner of CNXM, to
negative due to lower commodity prices.

S&P's 'BB-' issue-level rating on the company's debt remains
unchanged. However, the rating agency is revising its recovery
rating to '3' from '4' to indicate its expectation for meaningful
(50%-70%; rounded estimate: 65%) recovery in a payment default
scenario.

The negative outlook on CNXM reflects S&P's negative outlook on
CNX. CNX owns an approximately 33% interest in CNXM while CNXM
derives about 70%-80% of its revenue from CNX, which is its sponsor
and the owner of its general partner. Both companies also share the
same management team. The outlook revision on CNX reflects its
weaker-than-anticipated financial measures due to the reduction in
S&P's Henry Hub natural gas price assumptions. S&P caps its rating
on CNXM at its rating of CNX.

"The negative outlook on CNXM reflects our negative outlook on CNX,
which indicates our expectation that the company's adjusted debt to
EBITDA will be above 3x. The rating agency anticipates that the
partnership will sustain adjusted debt to EBITDA of about 3.0x-3.5x
in 2019 and about 3.0x over the next two years with FFO to debt of
approximately 30% and adequate liquidity over our forecast horizon.
In addition, S&P expects CNXM to maintain a healthy distribution
coverage ratio of approximately 1.2x-1.4x through 2020.

"We could lower our ratings on CNXM if we lower our rating on CNX.
This could occur if CNX's leverage weakens over the next two years
such that we project its FFO to debt will approach 20% while its
debt to EBITDA exceeds 3x over a sustained period," S&P said. This
could occur if CNX is unable to meet its gas production growth
goals, if its drilling costs exceed current expectations, or if its
gas price realizations deteriorate further, according to the rating
agency.

S&P said it could also downgrade CNX if it is unable to refinance
the company's 2022 notes by their maturity date, adding that it
could lower its ratings on CNXM if the company's debt to EBITDA
increases above 3.5x on a protracted and sustained basis. This
could potentially occur if the partnership adopted a far more
aggressive financial stance or undertook debt-funded acquisitions
with an unsustainable amount of leverage, according to the rating
agency.

"We could revise our outlook on CNXM to stable if we revise our
outlook on CNX to stable. This could occur if CNX maintains FFO to
debt of about 30% and debt to EBITDA of less than 3x on a sustained
basis. We would also require the company to have a comprehensive
solution to the maturity of its 2022 notes," S&P said.

"We could raise our stand-alone credit profile (SACP) on the
partnership if it increased its size, scale, and diversity while
maintaining credit metrics at current levels. However, we view the
aforementioned as unlikely, at least in the near term," the rating
agency said.


COASTAL INTERNATIONAL: Seeks Final OK of Revised DIP Loan Agreement
-------------------------------------------------------------------
Coastal International, Inc., asks the Bankruptcy Court for the
Central District of California to authorize sale of accounts
receivables and to obtain postpetition financing on a final basis
from Transportation Alliance Bank Inc., d/b/a TAB Bank, pursuant to
a revised and newly executed DIP Financing Agreement.

The DIP Financing Agreement, as revised, provides that the Debtor
may sell to TAB Bank post-petition receivables arising from the
Debtor's postpetition sales or services at a 90% advance rate
subject to LIBOR rate plus 7.5%.  

The revised DIP Financing Agreement omitted the clause on
indemnification and reimbursement to Tab Bank, which states that
the Debtor (i) will not indemnify and will not hold TAB Bank
harmless from any loss arising out of the assertion of any
avoidable transfers; and (ii) will not reimburse TAB Bank for
attorney's fees incurred for defense of any avoidable transfers.

Payments on Accounts must be made directly to the TAB Bank lockbox
pursuant to the terms of the DIP Financing Agreement.  The balance
of the accounts (after application of 90% of the collections to the
advance) is placed in a reserve account, less any interest, fees
and costs.

A hearing on the motion is set for Oct. 24, 2019 at 3 p.m.

A copy of the Motion is available for free at:

      http://bankrupt.com/misc/Coastal_Int_61_dip_MO.pdf

                    About Coastal International

Coastal International, Inc. is a Nevada corporation formed in 1984,
which provides trade show installation and dismantling services in
the exhibit and event industry.  Its operations extend into major
cities across the United States, and the Company maintains a staff
of trained, full-time employees to handle most any installation and
dismantling project from start to finish.  Coastal generated
approximately $24 million in revenues during 2018.

Coastal International, Inc., sought creditor protection under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
19-13584) on Sept. 15, 2019.  At the time of the filing, the Debtor
was estimated to have assets of between $1 million and $10 million
and liabilities of between $10 million and $50 million.  The case
has been assigned to Judge Theodor Albert.  The Debtor is
represented by Weiland Golden Goodrich LLP.


COSTA HOLLYWOOD: Secured Creditor Objects to Dismissal Bid
----------------------------------------------------------
777 N. Ocean Drive LLC, the secured creditor and mortgagee of Costa
Hollywood Property, Owner LLC, objects to the Emergency Motion of
the United States Trustee seeking to dismiss or convert this case
to Chapter 7 or alternatively, to direct the appointment of Chapter
11 Trustee.

In support of its Objection, the Secured Creditor respectfully
submits as follows:

   1. The U.S. Trustee fails to provide any basis to dismiss or
convert this case to Chapter 7, or alternatively, to direct the
appointment of a Chapter 11 trustee. As a result, the Motion should
be denied for each of the following reasons.

   2. The Debtor is a viable Chapter 11 Debtor and the outset of
this case, the Secured Creditor and the Debtor entered into an
interim cash collateral agreement to permit the Debtor to pay its
post-petition expenses.

   3. The Secured Creditor is reviewing the Debtor’s budgets for
possible Debtor-In-Possession financing.

   4. The U.S. Trustee fails to provide any basis for how
conversion, dismissal or the appointment of a Chapter 11 trustee is
in the best interests of creditors, particularly as most of the
allegations of gross mismanagement have been mooted since the
filing of the Motion.

   5. Chapter 11 Trustee is not a viable option as there is no
money to fund a Chapter 11 trustee’s operations and the UST’s
Motion should be denied in its entirety. 

The Secured Creditor expressly reserves its right to amend or
supplement this Objection, to introduce evidence supporting this
Objection at the hearing on the Objection,and to file additional
and supplemental objections as the Secured Creditor deems
advisable.

Attorneys for Secured Creditor:

     Jerold C. Feuerstein, Esq.
     KRISS & FEUERSTEIN LLP
     360 Lexington Avenue, Suite 1200
     New York, NY 10017
     Tel: (212) 661-2900
     Fax: (212) 661-9397
     Email: jfeuerstein@kandfllp.com

       -- and --

     Paul J. Battista, Esq.
     Genovese Joblove & Battista, P.A.
     100 SE 2nd Street, Suite 4400
     Miami, Florida 33131
     Tel: (305) 349-2300
     Fax: (305) 349-2310
     Email: pbattista@gjb-law.com

                 About Costa Hollywood

Costa Hollywood Property Owner, LLC --
https://www.costahollywoodresort.com/ -- is a privately held
company in the traveler accommodationindustry.  The Company owns
and operates Costa Hollywood Beach Resort, a resort hotel in
Hollywood Beach, Florida. Costa Hollywood Beach Resort offers rooms
and suites featuring an elevated design aesthetic and luxe decor.

The Company sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 19-22483) on Sept. 19,2019.  In
the petition signed by Moses Bensusan, manager and sole member, the
Company was estimated to have assets ranging from $50 million to
$100 million and liabilities of the same range.  The Hon. Raymond
B. Ray is the case judge.  Peter D. Russin, Esq. atMELAND RUSSIN
& BUDWICK, P.A. serves as the Company's bankruptcy counsel.


CURIE HOLDINGS: S&P Assigns 'B' ICR After Acquisition by GTCR
-------------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Curie
Holdings LLC (doing business as Cole-Parmer) after it entered into
a definitive agreement with private-equity sponsor GTCR LLC to
acquire the company for an enterprise value of $2.1 billion in a
debt-funded transaction.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed senior secured credit
facility, which comprises of a $75 million multi-currency revolver
and a $770 million senior secured first-lien term loan. The '3'
recovery rating indicates S&P's expectation for meaningful
(50%-70%; rounded estimate: 60%) recovery in the event of a
default. The senior secured second-lien term loan is unrated.

S&P's rating on Cole-Parmer remains unchanged following the
transaction, despite the increase in the company's projected 2019
leverage to 8.5x from 8.1x in 2018, because the rating agency
believes the company will continue to generate strong free
operating cash flow of about $30 million per year. In addition, S&P
views the company's leverage ratio of 8.5x as consistent with the
leverage metrics at many of its 'B'-rated peers.

The stable outlook on Cole-Parmer reflects S&P's expectation that
the company will generate about $30 million of free operating cash
flow in 2019 despite its high leverage. This reflects S&P's
expectation that the company's revenue will increase by the
mid-single-digit percent area while it maintains stable margins and
a low level of capital expenditure.

"We would consider lowering our rating on Cole-Parmer if the
company's operating performance deteriorates such that its free
operating cash flow generation falls below $20 million annually
with limited upside potential," S&P said. This would likely occur
because of increased competition that pressures its margins and
revenue or unforeseen acquisition/integration costs, according to
the rating agency.

"We could raise our issuer credit rating on Cole-Parmer if the
company sustains debt to EBITDA of less than 5.0x and a funds from
operations (FFO)-to-debt ratio of more than 12%. Given its elevated
leverage in excess of 8x and financial-sponsor ownership, we view
this as extremely unlikely over the next year," S&P said.


DELUXE ENTERTAINMENT: Has $115M of DIP Financing from Credit Suisse
-------------------------------------------------------------------
Deluxe Entertainment Services Group Inc., and its debtor affiliates
ask the Bankruptcy Court for authority to obtain, on an interim and
final basis, up to $115 million in aggregate principal amount of
superpriority, postpetition financing from Credit Suisse Loan
Funding LLC, as administrative agent and collateral agent for the
DIP Lenders.

The DIP Facility will be in the form of a multiple-draw term loan
credit facility consisting of new money term loans including:

   (i) an initial draw in the aggregate principal amount of $55
million available upon entry of the Interim Order; and

  (ii) on the day immediately prior to the Effective Date, a
delayed draw in an aggregate principal amount of up to $60 million
plus the aggregate amount of prepetition Senior Priming Obligations
that were not repaid, satisfied, and discharged with the proceeds
of the Initial DIP Loan pursuant to the terms and conditions of the
Senior Secured DIP Term Loan Credit Agreement.

The Initial DIP Loan, will be used, among others things:

  (a) to repay (on a dollar-for-dollar basis), satisfy and
discharge all accrued and unpaid prepetition Senior Priming
Obligations;

   (b) to pay interest, fees, costs and expenses related to the DIP
Facility;

   (c) to pay the fees, costs and expenses of Court-approved estate
professionals retained in the Chapter 11 cases;

   (d) to fund the Carve-Out;

   (e) to pay the fees, costs, disbursements and expenses of the
DIP Lenders, including the fees and expenses of counsel and
professionals employed by the DIP Lenders in this Chapter 11 case.

The creditors' committee, if any, may use up to $35,000 of the
proceeds to investigate, challenge, object to or contest the
validity, security, perfection, priority, extent or enforceability
of any amount due under the DIP Facility or the Prepetition Debt.

The Material Terms of the DIP Financing are:

  * Borrower: Deluxe Entertainment Services Group Inc., with DX
Holdings LLC and all direct and indirect wholly-owned domestic and
foreign subsidiaries of Holdings, as Guarantors.

  * Lending Parties: Credit Suisse Loan Funding LLC, as
administrative agent and collateral agent for the DIP Lenders

  * Interest Rate : LIBOR, subject to a 1.00% floor, plus 7.50%

  * Default Rate: Non-default interest rate plus an additional
2.00% on the DIP Loans
payable in cash, on demand.

  * Maturity: All unfunded DIP Commitments will terminate, and all
DIP Obligations will be immediately due and payable in full in cash
on the earliest of:

    (i) the first anniversary of the Closing Date;

   (ii) on or before the date that is 35 calendar days after the
Petition Date, if
  the Final Order has not been entered on that date;

  (iii) the date of consummation of any sale of all or
substantially all of the
  assets of the Debtors

   (iv) the date of acceleration of the DIP Loans and the
termination of the DIP
  Commitments upon the occurrence of an Event of Default

    (v) the Effective Date, provided, that DIP Obligations may be
satisfied and
  discharged on the Effective Date pursuant to a refinancing
thereof with proceeds
  of, or a roll thereof into an exit financing facility as outlined
in the DIP
  Credit Agreement, subject to Court approval of the Plan and
subject to the RSA.

  * DIP Liens and Claims: Super-priority priming liens in the DIP
Collateral securing the DIP Facility, and super-priority claims in
respect of the obligations under the DIP Facility, each subject to
the Carve-Out

  * DIP Payments: Payment of the principal, interest, fees,
expenses and other amounts payable under the DIP Documents when due
including payment of reimbursable fees, costs, and expenses of the
DIP Agents' and DIP Lenders' respective attorneys and advisors,
backstop fees, and commitment fees, all to the extent provided in
the applicable DIP Documents.

  * DIP Liens: The DIP Obligations will be secured by continuing,
valid, binding, enforceable, non-avoidable, and automatically and
fully and properly perfected liens and security interests in all
DIP Collateral by (a) First Lien on Unencumbered Property, and
(b)by Liens Priming the Prepetition Liens.

  * DIP Superpriority Claim: Allowed superpriority administrative
expense claim in each of the Chapter 11 Cases and any Successor
Cases on account of the DIP obligation.

  * Carve-Out: The DIP Facility provides a Carve-Out for:  

    (a) fees to the Clerk of the Court;

    (b) fees to any trustee appointed under Section 726(b) of the
Bankruptcy Code, and

    (c) Professional Fees, subject to:

        (i) a $75,000 cap in the case of a trustee, and

       (ii) a cap of $750,000 with respect to Allowed Professional
Fees incurred by Professional Persons retained by the Debtors and
Professional Persons retained by the Creditors' Committee -- at any
time after the first business day after the occurrence and during
the continuance of an Event of Default and delivery of a Carve-Out
Trigger Notice by the DIP Agent.

  * Milestones: The DIP Loan Documents require that the Debtor file
a plan of reorganization acceptable to the DIP Lenders, and
eventually obtain entry of a confirmation plan and cause the
effective date to occur as soon as reasonably practicable.

  * Cash Collateral: authority to use the Cash Collateral of the
Prepetition Secured Parties

  * Adequate Protection: The Prepetition Secured Parties will be
granted the Adequate Protection to protect their interest in the
Cash Collateral, as well as to compensate for any decline in the
value of their interest in the Prepetition Collateral

  * Final DIP Loan: Proceeds of DIP Loans made after the Closing
Date will be used solely to satisfy and discharge in full in cash
any unpaid Prepetition Super Priming Obligations, and for working
capital and general corporate purposes, pursuant to the Budget.

  * Senior Priming Term Loan Payment: The Borrower may pay down in
full the Senior Priming Term Loan. To the extent the Senior Priming
Term Loan is not repaid in full with the proceeds of the DIP
Facility upon entry of the Interim Order, on the Effective Date of
the Plan, the holders of the Senior Priming Term Loan obligations
will receive a payment, in cash, equal to 10.0% of the Senior
Priming Term Loan obligations as adequate protection from the
proceeds of the New First Lien Term Loan.

A full-text copy of the DIP Motion is available for free at:
http://bankrupt.com/misc/Deluxe_Ent_19_DIP_MO.pdf

                     About Deluxe Entertainment

Deluxe Entertainment Services Group is the world's leading video
creation-to-distribution company offering global, end-to-end
services and technology.  Through unmatched scale, technology and
capabilities, Deluxe enables the worldwide market for premium
content.  The world's leading content creators, broadcasters, OTTs
and distributors rely on Deluxe's experience and expertise.  With
headquarters in Los Angeles and New York and operations in 38 key
media markets worldwide, the Company relies on the talents of more
than 7,500 of the industry's premier artists, experts, engineers
and innovators.

On October 3, 2019, Deluxe Entertainment Services Group Inc. and 26
affiliates each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 19-23774).

Kirkland & Ellis, LLP is acting as legal counsel for the Company,
and PJT Partners is acting as its financial advisor.  Prime Clerk
LLC is the claims agent.

FTI Consulting, Inc. is acting as financial advisor for a majority
group of its senior lenders, and Stroock & Stroock & Lavan LLP is
acting as the group's legal counsel.


DREAM BIG RESTAURANTS: May Use Cash Until Oct. 25 Final Hearing
---------------------------------------------------------------
The Bankruptcy Court for the District of South Carolina authorized
Dream Big Restaurants LLC to use cash collateral pursuant to a
budget until the final hearing on Oct. 25, 2019 at 1 p.m.    

Pursuant to the budget, the Debtor may use up to $1,009,866 in
total cost of sales for the five weeks through Oct. 27, 2019.  A
copy of the Court-approved budget can be accessed for free at:
http://bankrupt.com/misc/Dream_Big_35_Cash_IntORD.pdf

TD Bank N.A., the State of South Carolina and the MCA Creditors are
granted replacement liens to the same extent, validity, and
priority that existed as of the Petition Date.  The Debtor will pay
TD Bank the amount of $8,787 as additional adequate protection.

                  About Dream Big Restaurants

Dream Big Restaurants LLC operates McDonald's restaurant franchises
at eight locations in Greenville and Greer, South Carolina.  

The Company sought Chapter 11 protection (Bankr. D.S.C. Case No.
19-05090) on Sept. 27, 2019, in Spartanburg, South Carolina.  In
the petition signed by Phillip K. Wilkins, authorized member, the
Debtor was estimated to have assets at $1 million to $10 million
and liabilities at $10 million to $50 million.  The Hon. Helen E.
Burris is the case judge.  SKINNER LAW FIRM, LLC, is the Debtor's
local counsel; and SCHAFER AND WEINER, PLLC, is the Debtor's
general counsel.



EP ENERGY: Seeks Permission to Use Lenders' Cash Collateral
-----------------------------------------------------------
EP Energy Corporation and Debtor affiliates seek approval from the
Bankruptcy Court to use the cash collateral of the Prepetition
Secured Lenders, pursuant to the terms of the Interim Order and in
compliance with the 13-week cash budget.

Prepetition, the Debtors borrowed funds under the RBL Credit
Agreement at a reaffirmed borrowing base of $1.36 billion as of
April 2019.  The Debtors also issued notes aggregating $3.591
billion to certain secured Noteholders.

The Parties have agreed on the use of the cash collateral as
follows:

(1) Adequate Protection

   (a) Priming Lien: Subject to the Carve-Out, the RBL Adequate
Protection Liens on the Prepetition Collateral will be senior in
all respects to the security interests in, and liens on, the
Prepetition Collateral of each of the Prepetition Secured Parties.

   (b) RBL Adequate Protection Liens: As security for the RBL
Adequate Protection Obligations, the RBL Agent for its own and the
RBL Secured Parties, are granted, among others, (i) Liens Priming
the Liens of the Prepetition Secured Parties, (ii) First Lien On
Unencumbered Property, (iii) Liens Junior to Certain Existing
Liens, subject to the Carve-out; and (iv) Liens Senior to Certain
Other Liens, and (v) liens on certain buildings and structures,
upon proper determination made by the RBL Agent and RBL Secured
Parties.

   (c) RBL Allowed Superpriority Claims against each of the Credit
Parties on a joint and several basis;

   (d) Interest, Fees and Expenses

   (e) Other Covenants:

      (i) The Debtors will maintain their cash management
arrangements in a manner consistent with the Court order;

     (ii) The Credit Parties will not use, sell or lease any
material assets outside the ordinary course of business without
prior consultation with the RBL Agent at least 5 business days
prior to the date on which the Credit Parties seek Court authority
for said transaction.

   (f) 1.5 Lien Adequate Protection Liens and 507(b) Claims to
holders of the 1.5L
       Notes

   (g) Intermediate Lien Adequate Protection Liens.

(2) Carve-out for:

    (i) fees owing to the U.S. Trustee incurred in connection with
the Chapter 11
        Cases;

   (ii) all reasonable fees and expenses up to $100,000 incurred by
a trustee appointed in the Debtors' cases;

  (iii) professional fees, expenses, and disbursements incurred by
professional persons employed by the Credit Parties or any
Committee incurred on and after the Petition Date and before the
occurrence of a Carve-Out Trigger Date; and

   (iv) Professional Fees and Expenses incurred after the
occurrence of a Carve-Out Trigger Date for up to $7,500,000.  The
"Carve-Out Trigger Date" means the first business day after the RBL
Agent provides a written notice to the Credit Parties and their
counsel that a Cash Collateral Event of Default has occurred.

(3) Limitations on Fees for Advisors to Official Committees:

   Up to $50,000 of cash collateral in the aggregate, to any
Committee to investigate the validity, enforceability or priority
of the Prepetition Obligations or the liens on the Prepetition
Collateral or investigate any Claims and Defenses against the
Prepetition Secured Parties.

The Debtors intend to use the cash collateral to fund operations,
make certain capital expenditures, pay costs of administering their
estates, and make payments to certain of the Prepetition
Obligations from the Petition Date through and including the
occurrence of any these termination events:

   (i) the failure of the Credit Parties to make any payment under
the Interim Order within two business days after due date;

  (ii) the failure of the Credit Parties to comply with the Interim
Order in any material respect; and

(iii) when the Credit Parties grant, create, incur or suffer to
exist any material post-petition liens or security interests other
than those granted pursuant to the Interim Order.

A copy of the DIP Motion and the Budget (at Exhibit A, page 75) can
be accessed for free at:
http://bankrupt.com/misc/EP_Energy_5_DIP_MO.pdf

                         About EP Energy

EP Energy Corporation and its direct and indirect subsidiaries (OTC
Pink: EPEG) -- http://www.epenergy.com/-- are a North American oil
and natural gas exploration and production company headquartered in
Houston, Texas.  The Debtors operate through a diverse base of
producing assets and are focused on the development of drilling
inventory located in three areas: the Eagle Ford shale in South
Texas, the Permian Basin in West Texas, and Northeastern Utah.

EP Energy Corporation and its subsidiaries sought Chapter 11
protection on Oct. 3, 2019, after reaching a deal with Elliott
Management Corporation, Apollo Global Management, LLC, and certain
other noteholders on a bankruptcy exit plan that would reduce debt
by 3.3 billion.

The lead case is In re EP Energy Corporation (Bankr. S.D. Tex. Lead
Case No. 19-35654).

EP Energy was estimated to have $1 billion to $10 billion in assets
and liabilities as of the bankruptcy filing.

The Hon. Marvin Isgur is the case judge.

The Debtors tapped WEIL, GOTSHAL & MANGES LLP as counsel; EVERCORE
GROUP L.L.C. as investment banker; and FTI CONSULTING, INC., as
financial advisor.  PRIME CLERK LLC is the claims agent.


FAVORITE FARMS: Gets $850K of Payroll Funds from the Browns
-----------------------------------------------------------
The Bankruptcy Court for the Middle District of Florida authorized
Favorite Farms, Inc., to obtain, on an interim basis, up to
$850,000 of postpetition financing from G. Marvin Brown and Linda
Brown to pay for payroll.

The Loan is secured by first priority senior liens on and security
interests in all of the Debtor's property, and will bear interest
at 5% per annum on all amounts advanced, and in case of default, at
9.0% per annum on all amounts outstanding from the date of
default.

The DIP Lender is granted an administrative expense claim under
Section 364(b) of the Bankruptcy Code.

The Debtor is authorized to borrow up to $18,000, as emergency
advance, of the DIP Facility to be advanced by the DIP Lender.  

A copy of the Interim Order can be accessed for free at:
http://bankrupt.com/misc/Favorite_Farms_29_DIP_IntORD.pdf

Prior to the entry of the Interim Order, the Debtor filed with the
Court a copy of the 5-week Budget through Oct. 25, 2019, a copy of
which is available for free at:
http://bankrupt.com/misc/Favorite_Farms_26_DIP_Budget.pdf

                     About Favorite Farms

Favorite Farms, Inc.,  a strawberry farm in Dover, Florida, sought
Chapter 11 protection (Bankr. M.D. Fla. Case No. 19-09034) on Sept.
24, 2019 in Tampa, Florida.  In the petition signed by Linda R.
Brown, secretary/director, the Debtor was estimated to have assets
between $500,000 and $1 million and liabilities between $1 million
and $10 million.  Judge Catherine Peek McEwen oversees the case.
STICHTER, RIEDEL, BLAIN & POSTLER, P.A., is the Debtor's counsel.


FC COMPASSUS: Moody's Assigns B3 CFR, Outlook Stable
----------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
a B3-PD Probability of Default Rating to FC Compassus, LLC.
Concurrently, Moody's assigned B3 ratings to the company's proposed
$50 million revolving credit facility and $400 million first lien
term loan. The rating outlook is stable.

Proceeds from the first lien credit facility, along with $677
million of new cash equity will be used to fund the $1.05 billion
acquisition of Compassus and pay transaction related expenses, by
equity sponsor TowerBrook Capital Partners L.P. and Ascension
TowerBrook Healthcare Opportunities, L.P., a co-investment vehicle,
of which Ascension, a large non-profit health system, is the sole
limited partner.

It is Moody's understanding that under the terms of the facilities
documentation, on or about the date that is two business days after
the closing date, FC Compassus, LLC shall be designated a
co-borrower and shall assume all obligations of Compassus
Intermediate Inc., which shall become an intermediate holding
company and guarantor.

The following ratings have been assigned subject to review of final
documentation:

Ratings Assigned:

FC Compassus, LLC:

  Corporate Family Rating, Assigned at B3

  Probability of Default Rating, Assigned at B3-PD

  $50 million senior secured revolving credit facility
  due 2024, Assigned at B3 (LGD4)

  $400 million senior secured 1st lien term loan due
  2026, Assigned at B3 (LGD4)

Outlook Actions:

Outlook, Assigned Stable

RATINGS RATIONALE

The B3 CFR reflects the company's small absolute size, the presence
of considerable competition in a fragmented industry and moderately
high pro forma debt-to-EBITDA leverage of 5.4x for the LTM period
ended June 30, 2019 (on Moody's adjusted basis), following the
acquisition financing. The rating also reflects Moody's assessment
of risk arising from Compassus' singular focus on the hospice
industry, high revenue concentration from Medicare and various
state Medicaid programs (combined roughly 97% of total revenue) and
the increasing regulatory oversight of the industry. Moody's
expects that there will be continued focus by the government on
implementing measures to contain health care costs, as well as
regulations around improving reporting quality and compliance,
which may unfavorably impact Medicare reimbursement over the next
few years. Financial strategies will be aggressive under private
equity ownership including acquisitions to drive growth and build
out the Ascension service area that create integration risks and
will increase debt.

The rating is supported by anticipated synergy realization from
Compassus being designated as Ascension's exclusive preferred
provider of hospice services nationwide. Moody's also believes the
hospice industry should benefit from favorable long term growth
prospects that are driven by aging demographics and growing
awareness of the benefits of hospice service for patient experience
and reducing health care costs. In addition, Moody's anticipates
that Compassus' capital expenditures will remain modest and that
the company will generate positive free cash flow.

The stable rating outlook reflects Moody's expectation that
Compassus' revenue and EBITDA will increase over the next 12-18
months, benefiting from the company becoming Ascension's exclusive
preferred provider of hospice services, as well as through de novo
growth and tuck-in acquisitions. The stable outlook also reflects
Moody's expectation that reimbursement rates will increase 1-3% in
the next two years, and that the company will delever gradually and
maintain very good liquidity.

Moody's could consider a rating upgrade if the company is able to
profitably increase its scale, diversify its payor base, and
maintain financial and acquisition policies that support
debt/EBITDA below 5.0 times on a sustained basis. An upgrade would
also be dependent upon company's ability to generate free cash flow
to debt of at least 5%. Moody's would also need to gain comfort
that any adverse impact from changes in the regulatory and
reimbursement environment will be manageable without materially
impairing the company's business operations or cash flow.

The ratings could be downgraded if a weakening of operating cash
flow or increase in investment needs leads to negative free cash
flow, or if the company's liquidity deteriorates. Ratings could
also be downgraded if acquisitions or shareholder distributions
lead to significant deterioration in its credit metrics. Declining
admissions or an adverse impact from changes in the regulatory
environment, such as a reduction in reimbursement rates, could also
result in a downgrade.

The proposed first lien term loan is expected to have no financial
maintenance covenants while the proposed revolving credit facility
will contain a springing maximum first lien leverage ratio that
will be tested when the revolver is more than 35% drawn. In
addition, the first lien credit facility contains incremental
facility capacity up to the greater of $93 million or 100%
consolidated EBITDA, plus an additional amount subject to either a
4.3x pro forma First Lien Net Leverage Ratio or 4.55x Secured Net
Leverage Ratio. Compassus will have the ability to release a
guarantee when a subsidiary is not wholly-owned. Collateral leakage
is permitted through the transfer of assets to unrestricted
subsidiaries, subject to the limitations and baskets in the
negative covenants. There are leverage-based step-downs in the
asset sale prepayment requirement to 50% and 0% if the First Lien
Leverage Ratio is equal to or less than 3.8x and 3.3x,
respectively.

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

Compassus is among the nation's largest private independent hospice
operators. The company currently provides care to over 8,800
patients via 86 programs and 138 locations across 29 states. For
the twelve months ended June 30, 2019 the company generated net
revenues of approximately $480 million. Compassus is owned by
equity sponsor TowerBrook Capital Partners L.P. and Ascension
TowerBrook Healthcare Opportunities, L.P., a co-investment vehicle,
of which Ascension, a large non-profit health system, is the sole
limited partner.


FCPR ACQUISITION: 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
FCPR Acquisition, LLC, according to court dockets.
    
                     About FCPR Acquisition

FCPR Acquisition, LLC, provides carpet recycling services. The
company is doing business as Florida Carpet & Pad Recycling.

FCPR sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 19-08611) on Sept. 11, 2019.  In the
petition signed by its manager, Habib Skaff, FCPR was estimated to
have assets of less than $50,000 and debts of of less than $10
million.  The Debtor is represented by Daniel E. Etlinger, Esq., at
Jennis Law Firm.


FERRO CORP: Moody's Alters Outlook on Ba3 CFR to Negative
---------------------------------------------------------
Moody's Investors Service changed Ferro Corporation's outlook to
negative from stable. At the same time, Moody's has affirmed the
company's Ba3 Corporate Family Rating, Ba3-PD Probability of
Default Rating and other instrument ratings. Speculative Grade
Liquidity Rating remains at SGL-2.

"The negative outlook reflects Ferro's weak operating results and
elevated debt leverage as a result of the slowing economy, customer
destocking and foreign currency depreciation. We expect its
financial performance will remain subdued given the large exposure
to the slowing European and Asian economies and the lack of demand
visibility. Management plan to slow business acquisitions and share
repurchases will help direct cash flow to repay debt, but debt
leverage will remain high relative to its Ba3 rating requirement in
the next 12 to 18 months," says Jiming Zou, a Moody's Senior
Analyst -- Vice President.

Ratings affirmed:

Issuer: Ferro Corporation

Corporate Family Rating -- Ba3

Probability of Default Rating -- Ba3-PD

$355 million Gtd. Sr. Sec. 1st Lien Term Loan Tranche B-1 due 2024
-- Ba3 (LGD3)

$235 million Gtd. Sr. Sec. 1st Lien Term Loan Tranche B-2 due 2024
-- Ba3 (LGD3)

$230 million Gtd. Sr. Sec. 1st Lien Term Loan Tranche B-3 due 2024
-- Ba3 (LGD3)

$500 million Gtd. Sr. Sec. 1st Lien Revolving Credit Facility due
2023 -- Ba3 (LGD3)

Outlook action:

Issuer: Ferro Corporation

Outlook -- changed to Negative from Stable

RATINGS RATIONALE

Moody's expects Ferro's sales and earnings to remain weak in the
next few quarters in light of the uncertain global macroeconomy
with lackluster construction, automotive and industrial activities.
There have been limited signs of improvement in the business
fundamentals amid global trade tensions and slowing growths in
Europe and Asia, to which the majority of Ferro's sales are
exposed. Management has lowered its full year EBITDA guidance,
after reporting a decline in EBITDA by almost 20% year on year in
the first half of 2019, due to customer destocking in tile
coatings, weak automotive sales in Europe and Asia, as well as
foreign currencies depreciation.

Recently, management has shifted its priority to improve cost
position and reduce debt leverage, deemphasizing acquisitions and
share repurchases. Its optimization program, which includes the
consolidation of manufacturing sites, logistics facilities and R&D
labs, will effectively lower its fixed cost base. Moody's expects
Ferro to use its free cash flow to reduce debt in 2019. Ferro has
consistently generated free cash flow in the last five years thanks
to its good cash conversion and low capital intensity.

Despite the expected debt reduction, Moody's expects its debt
leverage to remain high relative for its Ba3 rating in the next
12-18 months. Adjusted debt/EBITDA will likely be elevated at close
to five times, after rising to 5.3x at the end of June 2019 from
4.5x at the end of 2018.

Ferro's Ba3 CFR continues to reflect its large customer base in
diverse end markets, sound geographic diversification, as well as
continuing efforts to reduce cost, improve efficiency and
profitability. Growth in selected businesses, such as digital
printing on the flat glass, surface technologies related to the 5G
technology should drive sales and help mitigate the weakness in
tile coatings. The rating also reflects its acquisitive growth
strategy with integration risk and elevated leverage. However, its
broadening product portfolio, expected earnings growth and positive
free cash flow generation are mitigating factors.

Ferro's Speculative Grade Liquidity of SGL-2 reflects a good
liquidity profile supported by its positive free cash generation, a
cash balance of $51 million, as well as $452.9 million availability
under its $500 million revolving credit facility as of June 30,
2019. The revolver has financial covenant -- maximum total net
leverage covenant of 4.0x; with a step-up to 4.25x for four fiscal
quarters following any acquisition in excess of $75 million. Given
the add-backs including anticipated cost synergies, Moody's expects
that Ferro to remain in compliance with its financial covenant in
the next 12 months.

The Ba3 ratings for all of Ferro's existing and proposed debt
instruments reflect their expected equal recovery rates, as they
are all first lien senior secured instruments and share a customary
collateral allocation mechanism providing for an equitable
allocation among them.

Ferro's ratings also factor in the environmental, social and
governance considerations. Being a listed company, Ferro is
transparent in its financial reporting and the auditor views its
internal control as effective. Ferro's coatings products involve
the use of metal oxides and inorganic materials, subjecting the
company to environmental regulations particularly for wastes,
wastewater discharges and air emissions. The company is a defendant
in a legal case filed by several New York municipal water
authorities regarding the contamination of water supplies with 1,4
dioxane. The company has not manufactured 1,4 dioxane since 2008,
and is vigorously defending this proceeding.

The rating could be downgraded, if Debt/EBITDA sustainably exceeds
3.75x and RCF/Debt under 10%. All ratios include Moody's Standard
Adjustments. Given its small revenue base, Moody's expects Ferro's
credit metrics to be strong for the rating category.

There is limited upside to the rating given the negative outlook.
Upgrade could be considered, if revenues increase, Debt/EBITDA is
sustainably below 3.0x, EBITDA margins are sustained in the
mid-teens or higher, and if 20% RCF/Debt is sustainably realized.

The principal methodology used in these ratings was Chemical
Industry published in March 2019.

Ferro Corporation, headquartered in Cleveland, Ohio, is a global
producer of specialty materials including glass-based coatings,
enamels, pigments, and polishing materials for use in industries
ranging from construction to automotive to telecommunications.
Ferro operates through three business segments; Performance
Coatings, Performance Colors and Glass, and Pigments, Powders and
Oxides. Revenues were $1.6 billion in 2018.


FIRST FLORIDA: Creditor Objects to Debtor's DIP Loan Request
------------------------------------------------------------
Creditors to First Florida Living Options, LLC -- Melvin R. Kunz
and Marian Kunz -- ask the Bankruptcy Court to sustain the
objection they filed with respect to the Debtor's motion to obtain
a line-of-credit from its corporate parent, Florida Living Options,
Inc., (FLO), and to deny FLO secured lender status and grant of
administrative claim.

According to Camilo J. Iurillo, Esq.,at Iurillo Law Group, P.A.,
counsel to the Complainants, the Debtor has not provided an
explanation for the discrepancies in its loan payable to FLO and
vice-versa in that, at the creditors' meeting, the Debtor disclosed
that the loan balance between the Debtor and FLO had not changed
substantially in the past two or three years, even though the
Debtor apparently paid FLO more than $1 million more than it had
borrowed from FLO in the year preceding the bankruptcy.  He says
the Debtor's representations may raise questions about preferential
and fraudulent transfers and require intense scrutiny.

"Here, FLO is the sole owner of the Debtor and therefore clearly an
insider. . . [and] may very well owe the Debtor millions of dollars
in avoidable transfers".  

The Complainants therefore ask the Bankruptcy Court to deny FLO an
administrative expense claim and secured lender status as sought in
the Motion.

                 About First Florida Living Options

First Florida Living Options LLC, d/b/a Hawthorne Health and Rehab
of Ocala, d/b/a Hawthorne Village of Ocala, d/b/a Hawthorne Inn of
Ocala, formerly known as Surrey Place of Ocala, based in Ocala,
Fla., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
19-02764) on July 22, 2019.  The petition was signed by John M.
Crock, vice president of Florida Living Options, Inc., MGMR.  The
Debtor was estimated to have $1 million to $10 million in both
assets and liabilities as of the bankruptcy filing.  Johnson Pope
Bokor Ruppel & Burns, LLP serves as bankruptcy counsel.


FIVE STAR: Regains Compliance with Nasdaq Listing Requirement
-------------------------------------------------------------
Five Star Senior Living Inc. received on Oct. 15, 2019, a letter
from The Nasdaq Stock Market LLC that Nasdaq had determined that
the closing bid price of the Company's common stock had been at
$1.00 per share or greater for the last 10 consecutive business
days and, accordingly, that the Company had regained compliance
with Nasdaq's Marketplace Rule 5550(a)(2) for continued listing on
Nasdaq.

                       About Five Star Senior

Headquartered in Newton, Massachusetts, Five Star Senior Living
Inc. -- http://www.fivestarseniorliving.com/-- is a senior living
and healthcare services company.  As of June 30, 2019, Five Star
operated 282 senior living communities with 31,996 living units
located in 33 states, including 205 communities (21,912 living
units) that it owned or leased and 77 communities (10,084 living
units) that it managed.  These communities include independent
living, assisted living, continuing care retirement and skilled
nursing communities.  Five Star is headquartered in Newton,
Massachusetts.

Five Star incurred a net loss of $74.08 million in 2018, following
a net loss of $20.90 million in 2017.  As of June 30, 2019, the
Company had $1.25 billion in total assets, $270.09 million in total
current liabilities, $870.18 million in total long-term
liabilities, and $109.74 million in total shareholders' equity.

RSM US LLP, in Boston, Massachusetts, the Company's auditor since
2014, 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, citing that the Company has
suffered recurring losses from operations and has an accumulated
deficit of $292.6 million.  This raises substantial doubt about the
Company's ability to continue as a going concern.


FORTRESS INVESTMENT: Fitch Affirms BB LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings affirmed the Long-Term Issuer Default Ratings of
Fortress Investment Group LLC and its related entities at 'BB'. In
addition, Fitch has affirmed Fortress' Short-Term IDRs at 'B'. The
Rating Outlook is Stable.

The rating actions have been taken as part of a periodic peer
review of the alternative investment manager industry, which is
comprised of nine publicly rated global firms.

KEY RATING DRIVERS

IDRs AND SENIOR DEBT

The rating affirmations reflect Fortress' established position as a
global alternative IM, experienced management team, stable cash
flow generation, moderate management fee exposure to net asset
value (NAV) movements, modest and declining balance sheet
co-investments, and a solid liquidity profile.

Ratings are constrained by elevated leverage levels, limited
revenue diversity relative to more highly rated peers, investment
concentrations within its private equity (PE) vehicles, historical
underperformance in certain funds and business segments and a fully
secured funding profile. The ratings are also constrained by 'key
person' risk, which is institutionalized throughout many limited
partnership agreements, and reputational risk, which can impact the
company's ability to raise future funds.

Fortress' ratings are currently unaffected by the change in
ownership resulting from the acquisition by SoftBank Group Corp.
(SBG) in December 2017 as the firm has continued to operate as an
independent business, and SBG has articulated that it is committed
to maintaining Fortress's leadership, business model, brand,
personnel, processes and culture.

At June 30, 2019, Fortress had $40.9 billion in alternative assets
under management (AUM), down from $41.4 billion at June 30, 2018,
as capital inflows into credit PE funds were more than offset by PE
fund resets and business divestitures. Specifically, in November
2018, Fortress sold its 27% stake in Graticule Asset Management
Asia (Graticule), an independent asset manager that spun out from
Fortress in 2015. Graticule managed $5.4 million of AUM at the end
of 3Q18 and, following the sale, Fortress no longer has exposure to
liquid hedge funds. Fitch does not believe that Fortress has plans
to re-enter the space currently, which is viewed favorably in terms
of reducing redemption risk and increasing fee stability.
Additionally, Fortress' management agreement with one of its
permanent capital vehicles (PCVs), New Senior Investment Group
Inc., was terminated in January 2019. The decline in fees from
these vehicles is expected to be offset by continued growth in
credit PE and credit hedge fund fee-earning AUM (FAUM) as committed
capital is deployed.

In August 2019, New Media Investment Group Inc. (New Media),
another one of Fortress' PCVs, announced that it has entered into
an agreement to acquire Gannett Co., Inc. New Media noted that,
following the acquisition, the company plans to terminate its
management agreement with Fortress on Dec. 31, 2021. In the
interim, Fitch expects Fortress' fees to benefit from the larger
FAUM base once the acquisition has closed, which is expected to
occur in 4Q19. Similar to other PCVs that have terminated their
management agreements with Fortress in recent years, New Media will
pay Fortress a termination fee, which will consist of shares of New
Media common stock and options. Fitch believes Fortress could
continue to grow its PCVs segment with additional equity raises and
potential new vehicles over time.

Fortress' fee base is relatively stable as approximately 85% of its
alternative FAUM is in permanent equity or long-term fund
structures that mature beyond five years. However, a portion of
management fees earned is based on NAV of the applicable funds,
which is subject to fluctuations. Exposure to NAV-based fees
declined following the wind down of the liquid hedge fund business,
although credit hedge funds (19.8% of AUM at 2Q19) also earn fees
based on NAV. Given the firm's relatively predictable management
fees combined with its variable cost basis, Fitch believes there is
good forward visibility on the level of management fees and
fee-related earnings before interest, taxes, depreciation, and
amortization (FEBITDA). Fortress had $11.9 billion of uncalled
capital at June 30, 2019, which provides potential upside to the
firm's management fees and cash flows. Additionally, Fortress had
$1.4 billion of net undistributed incentive income (net of
intrinsic clawback but gross of compensation under employee profit
sharing arrangements), the realization of which would contribute to
additional FCF generation. However, realized incentive income can
be volatile since it is dependent on the level and timing of
investment exits and fund performance.

Fortress' FEBITDA margin for the trailing 12 months (TTM) ended
June 30, 2019, amounted to approximately 19%; in-line with the
margin for the same period of the prior year. However, because
Fortress does not report all incentive income compensation
separately, which Fitch adds back to FEBITDA, Fitch believes that
Fitch-calculated FEBITDA for Fortress is understated; particularly
in recent years since incentive income has been significant.
Management fees in the first six months of 2019 (1H19) declined
6.1% from 1H18, largely driven by lower management fees from the PE
segment, as certain funds were no longer subject to management fees
in 2019, partially offset by higher average AUM in credit PE funds.
Incentive income declined 33.6% in 1H19, year over year. The
decline was driven largely by higher incentive income in 1H18 due
to the firm exercising its options and sale of resulting shares in
New Residential Investment Corp. (one of the PCVs), as well as
higher incentive income from certain credit PE funds in the prior
year. Fitch believes that management fees should be relatively
stable over the Outlook horizon, although there could be modest
upside if the pace of capital deployment increases.

Fortress' leverage, calculated by Fitch as debt (principal amount)
divided by FEBITDA, amounted to 14.1x on a TTM basis at June 30,
2019, which is well above Fitch's quantitative benchmark range of
4.0x - 6.0x for alternative IMs in the 'bb' rating category. As
previously noted, Fitch-calculated FEBITDA for Fortress is
understated because Fortress does not report all incentive income
compensation separately. Therefore, Fitch also assesses Fortress'
cash flow leverage by assuming a 35% FEBITDA margin (which is
consistent with historical margins in years before Logan Circle was
acquired). On this basis, leverage amounted to 7.7x for the TTM
ended June 30, 2019. Fitch continues to believe that leverage may
be challenged to get below 6.0x by the end of 2019, but it should
decline over time driven by debt prepayments resulting from the
mandatory excess cash flow sweep and/or additional voluntary
prepayments. Continued growth in the company's FAUM, and,
therefore, FEBITDA as well as further monetization of balance sheet
co-investments could also contribute to a decline in leverage.

Fortress' funding profile is fully secured, which reduces the
firm's funding flexibility, in Fitch's view, and does not compare
favorably with that of more highly rated peers who are
predominantly unsecured funded. In connection with the acquisition
by SBG, Fortress issued a $1.4 billion secured term loan, which has
subsequently been reduced to $1.0 billion through mandatory
repayments required under the cash flow sweep as well as voluntary
prepayments. During 1H19, Fortress repaid $130 million of
borrowings under the term loan. The term loan is scheduled to
mature in December 2022, but Fitch believes Fortress will continue
to pay down a portion of outstanding borrowings in advance of this
date given the firm's strategy of reducing its leverage over time.

The firm's liquidity profile was considered solid at June 30, 2019,
with $347.5 million of balance sheet cash and no near-term debt
maturities, although the term loan is subject to a mandatory cash
flow sweep at the current leverage level and will continue to be
subject to a 25%-50% excess cash flow sweep until leverage declines
below 2.0x. For covenant purposes, the cash flow leverage ratio
gives credit to balance sheet cash (resulting in a net debt figure
in the numerator) and realized incentive income (increasing the
denominator). At June 30, 2019, leverage on this basis was 2.9x.

Given Fortress' recent ownership change, it is not yet clear how
much available cash will be used for debt reductions, opportunistic
acquisitions, or distributions to the parent. Distributions to SBG
are currently limited to amounts available in a restricted payment
basket to help ensure repayment of the term loan, which Fitch views
favorably. Any future distributions in excess of the available
basket will require a simultaneous paydown of the term loan while
leverage is above 2.0x. During 2018, Fortress distributed $148
million to SBG. Fitch does not expect Fortress to pay distributions
in excess of the available basket to SBG in the near term given the
company's focus on reducing leverage, although Fitch is not certain
what the distribution policy will be longer-term.

The Stable Outlook reflects Fitch's expectations for continued
deleveraging, the maintenance of sufficient liquidity to meet debt
service requirements and co-investment commitments to funds, and
stable management fee generation over the Outlook horizon, given
solid fund raising over the past two years.

The secured debt rating is equalized with Fortress' IDR, reflecting
Fitch's expectation of average recovery prospects for the debt
class in a stress scenario.

SUBSIDIARY AND AFFILIATED COMPANIES

Fortress' related entities includes FinCo I LLC, which indirectly
owns Fortress Investment Group LLC following the SBG acquisition,
and is the issuer of the secured term loan. Related entities also
include Foundation Holdco LP, FIG Parent, LLC and FinCo I
Intermediate HoldCo LLC, which serve as joint and several
guarantors of the secured term loan and are shell holding companies
above Fortress Investment Group LLC. Therefore, the IDRs of each
entity are equalized with those of Fortress.

RATING SENSITIVITIES

IDRs AND SENIOR DEBT

Negative rating pressure could be driven by an inability to reduce
Fitch-calculated leverage below 6.0x (assuming a 35% FEBITDA
margin) over the Outlook horizon, a reduction in management fees
resulting from significant realization activity or material
declines in asset values, and/or a diminished liquidity profile.
Deterioration in the credit profile of SBG combined with inadequate
limitations on SBG's ability to extract liquidity from Fortress to
the detriment of its debt holders, could also pressure Fortress'
ratings.

Positive rating momentum could result from leverage approaching or
below 4.0x, continued FAUM growth, increased revenue diversity,
increased funding flexibility through access to unsecured debt
and/or more diversified funding sources, and maintenance of solid
liquidity levels.

The secured debt ratings are equalized with Fortress' long-term IDR
and would be expected to move in tandem with any changes to the
IDR.

SUBSIDIARY AND AFFILIATED COMPANIES

The ratings of FinCo I LLC, Foundation Holdco LP, FIG Parent, LLC
and FinCo I Intermediate HoldCo LLC are linked to the IDR of
Fortress and are, therefore, expected to move in tandem with the
ratings of Fortress.


FOX VALLEY PRO: Bayland Buildings Asks Court to Deny DIP Motion
---------------------------------------------------------------
Bayland Buildings, Inc., asks the Bankruptcy Court to deny the
motion for interim and final approval of the DIP financing filed by
Fox Valley Pro Basketball, Inc., to the extent that Debtor seeks a
determination that certain payments received by the Debtor on
prepetition contracts are free and clear of Bayland's properly
perfected prepetition security interest.

Bayland also asks the Court to prohibit the Debtor's use of the
proceeds from the DIP Financing absent the Debtor's payment of
adequate protection.

                About Fox Valley Pro Basketball

Fox Valley Pro Basketball Inc. is the owner of the Menominee Nation
Arena in Oshkosh, Wis.  The Arena serves as the home of the
Wisconsin Herd of the NBA G League and the Wisconsin Glow women's
basketball team.

Fox Valley Pro Basketball sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wis. Case No. 19-28025) on Aug. 19,
2019.  At the time of the filing, the Debtor was estimated to have
assets of between $10 million and $50 million and liabilities of
the same range.  The case is assigned to Judge Brett H. Ludwig.
Kerkman & Dunn is the Debtor's counsel.



GRANITE GENERATION: S&P Assigns 'B+' ICR; Outlook Stable
--------------------------------------------------------
S&P Global Ratings assigned its 'B+' issuer credit rating to
U.S.-based independent power producer (IPP) Granite Generation, LLC
(Granite).

S&P also assigned its 'BB-' issue-level and '2' recovery ratings to
the $1.4 billion senior secured term loan B proposed by the company
to pay off the existing project debt at the asset level, with the
remaining proceeds to pay for transaction expenses and sponsor
distribution.

S&P's 'B+' issuer credit rating on Granite Generation, LLC reflects
its assessment of the company's limited scale and market diversity
relative to the peers in the U.S. unregulated power industry (that
limit the rating agency's view of the company's business risk
profile) and an aggressive financial risk profile, with the rating
agency's forecast of adjusted debt to EBITDA trending from
4.6x-4.7x to the 4.2x area over the next two years and trending
downward in 2022 below 4x. S&P's issuer credit rating also reflects
the company's higher operating efficiency assessment than its peers
and its contracted gross margin profile.

The stable outlook on Granite reflects the rating agency's
expectation of S&P Global Ratings' adjusted debt to EBITDA of
4.6x-4.7x in 2020 and 4.2x in 2021 and trending downward in 2022
below 4x. These projected credit metrics are partly supported by
good visibility of cash flows due to PJM's three-year
forward-looking capacity market, hedged energy margin, and
projected debt pay down on the term loan B from excess cash flow
sweep.

"A downgrade could occur if our adjusted debt to EBITDA increases
above 5x on a consistent basis," S&P said. This may stem from
future debt issuance to fund sponsor distributions, growth projects
or acquisitions without adding incremental EBITDA to the portfolio;
a substantial decline in the unhedged energy margin due to
unfavorable market conditions across PJM; or the inability to pay
down the term loan B meaningfully through excess cash flow sweep,
according to the rating agency.

S&P said it could also lower the ratings if it revises its recovery
assessment stemming from a material upsize of the revolver.


GREENPOINT TACTICAL: S.E.C. Seeks Immediate Appointment for Trustee
-------------------------------------------------------------------
The U.S. Securities and Exchange Commission moves for the immediate
appointment of a Chapter 11 trustee over Greenpoint Tactical Income
Fund LLC and its subsidiary, GP Rare Earth Trading Account LLC or,
in the alternative, to convert the cases to Chapter 7.

The appointment of a Chapter 11 trustee is required under the
standards set forth in Section 1104(a) of the Bankruptcy Code.  The
SEC points out that GPTIF is a private investment fund whose
managers have engaged in a scheme to unlawfully enrich themselves
at the expense of investors, many of whom were on fixed incomes,
older individuals, and others for whom risky illiquid investments
were not appropriate.

The GPTIF's managing members are Greenpoint Asset Management II,
LLC and Chrysalis Financial, LLC, which are controlled,
respectively, by Michael Hull and Christopher Nohl. GPTIF paid over
$13.7 million in fees to entities owned or controlled by Hull or
Nohl. Almost all of the money GPTIF paid to Hull's and Nohl's
entities came from funds invested by investors because less than 5%
of GPTIF’s returns were actual realized gains, as opposed to
unrealized paper gains.

In this case, cause for dismissal or conversion under Section 1112
exists because, among other grounds, the estate has been grossly
mismanaged Chapter 11.

In the event the Court determines that cause exists under Section
1112, but that the creditors are not best served by a Chapter 11
trustee, then in the alternative, the Commission requests that this
case be converted to a case under Chapter 7. Moreover, the
creditors and investors have lost confidence in existing management
and need the appointment of a third party fiduciary.

Accordingly, the Commission requests that this Court enter an order
appointing a Chapter 11 Trustee in this case or, in the
alternative, conversion of the case to Chapter 7 and granting such
other and further relief as this Court deems just and proper.

     About Greenpoint Tactical Income Fund LLC

Greenpoint Tactical Income Fund LLC is Wisconsin limited liability
company with its  principal place of business in Madison,
Wisconsin.  Greenpoint Tactical Income Fund is a private investment
fund. GP Rare Earth Trading Account LLC is wholly owned subsidiary
of Greenpoint Tactical Income Fund. GP Rare Earth is the entity
that holds the gems and minerals.

Greenpoint Tactical Income Fund LLC, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No.
19-29613) on October 4, 2019. The petition was signed by Hon.
Michael G. Halfenger.

At the time of filing, Greenpoint Tactical had estimated assets of
$100 million to $500 million and estimated liabilities of $10
million to $50 million.  GP Rare Earth had estimated assets of $100
million to $500 million and estimated liabilities of $10 million to
$50 million.


HALCON RESOURCES: Committee Taps Opportune as Financial Advisor
---------------------------------------------------------------
The official committee of unsecured creditors of Halcon Resources
Corporation seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to hire Opportune LLP as its financial
advisor.

The firm will provide these services in connection with the Chapter
11 cases filed by Halcon Resources and its affiliates:

     (1) assist the committee with any matters related to the
roeganization of the Debtors;  

     (2) review, monitor and analyze the Debtors' operations,
financial condition, business plan, liquidity, strategy and
operating forecast;  

     (3) assist in the review of financial information distributed
by the Debtors;
  
     (4) assist in the determination of an appropriate go-forward
capital structure for the Debtors;

     (5) attend meetings with and on behalf of the committee;
  
     (6) assist the committee in developing, evaluating,
structuring and negotiating the terms and conditions of any
restructuring or plan of reorganization;
  
     (7) review the Debtors' collateral;

     (8) evaluate the Debtors' debt capacity;  

     (9) perform a valuation of the Debtors' assets as necessary or
requested;  

    (10) analyze financing, merger, divestiture, joint-venture or
invesetment transactions;  

    (11) provide courtroom or deposition testimony if requested;
and
  
    (12) assist the committee in analyzing any new debt or equity
capital.   

The firm's hourly rates are:

        Partner                       $965
        Managing Directors            $835
        Directors                     $740
        Managers                      $610
        Senior Consultants            $475
        Consultants                   $430
        Administrative Professional   $275

Ryan Bouley, a partner at Opportune, disclosed in court filings
that the firm does not have an interest materially adverse to the
interests of the Debtors' estate, creditors and equity security
holders.

Opportune can be reached through:

     Ryan Bouley
     Opportune LLP
     711 Louisiana, Suite 3100
     Houston, TX 77002
     Office: 713.490.5050
     Email: rbouley@dacarba.com

                      About Halcon Resources

Halcon Resources Corporation (OTC: HK) is an independent energy
company focused on the acquisition, production, exploration and
development of onshore liquids-rich oil and natural gas assets in
the United States.  During 2017, the Halcon acquired certain
property in the Delaware Basin and divested their assets located in
the Williston Basin in North Dakota and in the El Halon area of
East Texas.  As a result, the properties and drilling activities
are currently focused in the Delaware Basin.  

Halcon Resources and its affiliates previously sought bankruptcy
protection on July 27, 2016 (Bankr. D. Del. Lead Case No. 16-11724)
and emerged from bankruptcy in September 2016 after eliminating
$1.8 billion in long-term debt.

Halcon Resources Corporation, along with its subsidiaries, again
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
19-34446) on Aug. 7, 2019, this time to seek confirmation of a
prepackaged plan that would cut debt by $750 million.

The Debtors disclosed $1,798,838,000 in total assets and
$945,175,000 in total liabilities as of March 31, 2019.

The Debtors tapped Perella Weinburg Partners and Tudor Pickering
Holt & Co. as financial advisors; Weil, Gotshal & Manges LLP as
legal counsel; FTI Consulting, Inc. as restructuring advisor; and
Kurtzman Carson Consultants LLC as claims agent.

Ducera Partners LLC is acting as financial advisor and Paul, Weiss,
Rifkind, Wharton & Garrison is acting as legal advisor to the
Unsecured Noteholders that comprise the Ad Hoc Noteholder Group.

Simpson Thacher & Bartlett LLP is lead counsel for JPMorgan Chase
Bank, N.A., as administrative agent under the Prepetition RBL
Credit Agreement.  RPA Advisors, LLC is the financial advisor for
the prepetition RBL agent.

Stroock & Stroock & Lavan LLP is counsel to Secured Swap Provider,
J. Aron & Company, under the Prepetition Secured Swap Agreements.

The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Sept. 6, 2019.


HALCON RESOURCES: Committee Taps Quinn Emmanuel as Legal Counsel
----------------------------------------------------------------
The official committee of unsecured creditors of Halcon Resources
Corporation seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to hire Quinn Emmanuel Urquhart &
Sullivan, LLP as its legal counsel.

The firm will advise the committee of its powers and duties under
the Bankruptcy Code and will provide other legal services in
connection with the Chapter 11 cases filed by the company and its
affiliates.

The firm's hourly rates are:

     Attorneys      $595 - $1,550
     Paralegals     $295 - $330

Patricia Tomasco, Esq., the firm's attorney who will be
representing the committee, charges an hourly fee of $1,150.
  
Quinn Emmanuel is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Ms.
Tomasco disclosed that the firm has not agreed to a variation of
its standard billing arrangements for its employment with the
Debtor, and that no professional at the firm has varied his rate
based on the geographic location of the Debtor's bankruptcy case.

The attorney also disclosed that Quinn Emanuel has not represented
the committee in the 12 months prior to the Debtors' bankruptcy
filing, and that the committee has not yet approved a budget and
staffing plan for the firm.

Quinn Emmanuel can be reached through:

     Patricia B. Tomasco, Esq.
     Quinn Emmanuel Urquhart & Sullivan, LLP
     711 Louisiana, Suite 500
     Houston, TX 77002
     Phone: 713-221-7000
     Fax: 713-221-7100
     Email: pattytomasco@quinnemanuel.com  

                      About Halcon Resources

Halcon Resources Corporation (OTC: HK) is an independent energy
company focused on the acquisition, production, exploration and
development of onshore liquids-rich oil and natural gas assets in
the United States.  During 2017, the Halcon acquired certain
property in the Delaware Basin and divested their assets located in
the Williston Basin in North Dakota and in the El Halon area of
East Texas.  As a result, the properties and drilling activities
are currently focused in the Delaware Basin.  

Halcon Resources and its affiliates previously sought bankruptcy
protection on July 27, 2016 (Bankr. D. Del. Lead Case No. 16-11724)
and emerged from bankruptcy in September 2016 after eliminating
$1.8 billion in long-term debt.

Halcon Resources Corporation, along with its subsidiaries, again
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
19-34446) on Aug. 7, 2019, this time to seek confirmation of a
prepackaged plan that would cut debt by $750 million.

The Debtors disclosed $1,798,838,000 in total assets and
$945,175,000 in total liabilities as of March 31, 2019.

The Debtors tapped Perella Weinburg Partners and Tudor Pickering
Holt & Co. as financial advisors; Weil, Gotshal & Manges LLP as
legal counsel; FTI Consulting, Inc. as restructuring advisor; and
Kurtzman Carson Consultants LLC as claims agent.

Ducera Partners LLC is acting as financial advisor and Paul, Weiss,
Rifkind, Wharton & Garrison is acting as legal advisor to the
Unsecured Noteholders that comprise the Ad Hoc Noteholder Group.

Simpson Thacher & Bartlett LLP is lead counsel for JPMorgan Chase
Bank, N.A., as administrative agent under the Prepetition RBL
Credit Agreement.  RPA Advisors, LLC is the financial advisor for
the prepetition RBL agent.

Stroock & Stroock & Lavan LLP is counsel to Secured Swap Provider,
J. Aron & Company, under the Prepetition Secured Swap Agreements.

The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Sept. 6, 2019.


HELIX TCS: Signs New Deal to Sell Note & Warrant for $450,000
-------------------------------------------------------------
Helix TCS, Inc., entered into a securities purchase agreement
pursuant to which the Company agreed to sell a secured convertible
promissory note and common stock purchase warrant in reliance on
the exemption from registration provided by Section 4(a)(2) of the
Securities Act and/or Rule 506(b) thereunder, for an aggregate cash
purchase price of $450,000.

The Convertible Note has an initial aggregate principal balance of
$450,000 and bears interest at a rate of 10% per annum.  The
Convertible Note matures on July 11, 2020.  Upon certain events,
the Convertible Note will convert into shares of the Company's
common stock at a per share conversion price equal to $0.90 for the
first 6 months and thereafter the lesser of (a) $0.90 and (b) a 30%
discount to the Company's weighted average listed price per share
for the five lowest days of the 15 consecutive trading days
immediately before the conversion election.  The Convertible Note
has other features, including, but not limited to, a prepayment
penalty, an increased interest rate upon default and adjustments to
the conversion price under certain circumstances.

The Warrant is exercisable for five years to purchase up to an
aggregate of 25,000 shares of the Company's common stock at a price
of $1.00 per share.  The Warrant has anti-dilution provisions that
provide for an adjustment to the exercise price in the event of a
future sale of the company's common stock at a lower price, subject
to certain exceptions.

The investor is an accredited investor (as that term is defined in
Regulation D of the Securities Act), and in issuing the securities
to the investor, the Company relied on the exemption from the
registration requirements of the Securities Act provided by Section
4(a)(2) of the Securities Act and/or Rule 506(b) thereunder because
the securities were issued in a transaction not involving a public
offering.

                         About Helix TCS

Helix TCS, Inc. (OTCQB: HLIX) -- http://www.helixtcs.com/-- is a
provider of critical infrastructure services, helping owners and
operators of licensed cannabis businesses stay competitive and
compliant while mitigating risk.  Through its proprietary
technology suite and security services, Helix TCS provides
comprehensive supply chain management, compliance tools, and asset
protection for any license type in any regulated cannabis market.

Helix incurred a net loss of $8.18 million in 2018 following a net
loss of $10.66 million in 2017.  As of June 30, 2019, the Company
had $62.07 million in total assets, $7.71 million in total
liabilities, and $54.36 million in total shareholders' equity.

BF Borgers CPA PC, in Lakewood, CO, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 29, 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 and has a significant
accumulated deficit.  In addition, the Company continues to
experience negative cash flows from operations.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


HIGHLAND CAPITAL: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Highland Capital Management, L.P.
        300 Crescent Court, Suite 700
        Dallas, TX 75201

Business Description: Highland Capital Management, L.P. --
                      https://www.highlandcapital.com --
                      is a global alternative investment platform
                      founded in 1993 by Jim Dondero and Mark
                      Okada.  Highland operates a diverse
                      investment platform, serving both
                      institutional and retail investors
                      worldwide.  In addition to high-yield
                      credit, Highland's investment capabilities
                      include public equities, real estate,
                      private equity and special situations,
                      structured credit, and sector- and region-
                      specific verticals built around specialized
                      teams.  Highland is headquartered in Dallas,
                      Texas and maintains offices in Buenos Aires,

                      Rio de Janeiro, Singapore, and Seoul.

Chapter 11 Petition Date: October 16, 2019

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

Case No.: 19-12239

Judge: Hon. Christopher S. Sontchi

Debtor's
Bankruptcy
Counsel:          James E. O'Neill, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 North Market Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: 302-652-4100
                  Fax: 302-652-4400
                  Email: joneill@pszjlaw.com

Chief
Restructuring
Officer:          Bradley D. Sharp
                  DEVELOPMENT SPECIALISTS, INC.

Estimated Assets: $100 million to $500 million

Estimated Liabilities: $100 million to $500 million

The petition was signed by James D. Dondero, president Strand
Advisors, Inc., general partner of the Debtor.

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

           http://bankrupt.com/misc/deb19-12239.pdf

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. Redeemer Committee of             Litigation       $189,314,946
the Highland Crusader Fund
c/o Terri Mascherin, Esq.
Jenner & Block
353 N. Clark Street
Chicago, IL 60654-3456
Tel: 312-923-2799
Email: tmascherin@jenner.com

2. Patrick Daugherty                 Litigation        $11,700,000
c/o Thomas A. Uebler, Esq.
McCollom D'Emilio Smith
Uebler LLC
2751 Centerville Rd #401
Wilmington, DE 19808
Tel: 302-468-5963
Email: tuebler@mdsulaw.com

3. CLO Holdco, Ltd.                  Contractual       $11,511,346
Grant Scott, Esq.                    Obligation
Myers Bigel Sibley & Sajovec, P.A.
4140 Park Lake Ave, Ste 600
Raleigh, NC 27612
Tel: 919-854-1407
Email: gscott@myersbigel.com

4. McKool Smith, P.C.                Professional       $2,163,976
Gary Cruciani, Esq.                    Services
McKool Smth
300 Crescent Court, Suite 1500
Dallas, TX 75201
Tel: 214-978-4009
Email: gcruciani@mckoolsmith.com

5. Meta-e Discovery LLC              Professional       $1,852,348
Paul McVoy                             Services
Six Landmark Square, 4th Floor
Stamford, CT 6901
Tel: 203-544-8323
Email: pmcvoy@metaediscovery.com

6. Foley Gardere                     Professional       $1,398,432
Holly O'Neil, Esq.                     Services
Foley & Lardner LLP
2021 McKinney Avenue
Suite 1600
Dallas, TX 75201
Tel: 214-999-4961
Email: honeil@foley.com

7. DLA Piper LLP (US)                Professional         $994,239
Marc D. Katz, Esq.                     Services
1900 N Pearl St, Suite 2200
Dallas, TX 75201
Tel: 214-743-4534
Email: marc.katz@dlapiper.com

8. Reid Collins & Tsai LLP           Professional         $625,845
William T. Reid, Esq.                  Services
810 Seventh Avenue, Ste 410
New York, NY 10019
Tel: 512-647-6105
Email: wreid@rctlegal.com

9. Joshua & Jennifer Terry            Litigation          $425,000
c/o Brian P. Shaw, Esq.
Rogge Dunn Group, PC
500 N. Akard Street, Suite 1900
Tel: 214-239-2707
Email: shaw@roggedunngroup.com

10. NWCC, LLC                         Litigation          $375,000
c/o Michael A. Battle, Esq.
Barnes & Thornburg, LLP
1717 Pennsylvania Ave
N.W. Ste 500
Washington, DC 20006-4623
Tel: 202-371-6350
Email: mbattle@btlaw.com

11. Duff & Phelps, LLC               Professional         $350,000
c/o David Landman                      Services
Benesch, Friedlander,
Coplan & Aronoff LLP
200 Public Square, Suite 2300
Cleveland, OH 44114-2378
Tel: 216-363-4593
Email: dlandman@beneschlaw.com

12. American Arbitration             Professional         $292,125
Association                            Services
120 Broadway, 21st Floor
New York, NY 10271
Tel: 212-484-3299
Email: robertsone@adr.org

13. Lackey Hershman LLP              Professional         $246,802
Paul Lackey, Esq.                      Services
Stinson LLP
3102 Oak Lawn Avenue, Ste 777
Dallas, TX 75219
Tel: 214-560-2206
Email: paul.lackey@stinson.com

14. Bates White, LLC                 Professional         $235,422
Karen Goldberg, Esq.                   Services
2001 K Street NW, North
Bldg Suite 500
Washington, DC 20006
Tel: 202-747-2093
Email: karen.goldberg@bateswhite.com

15. Debevoise & Plimpton LLP         Professional         $179,966
c/o Accounting Dept 28th Floor         Services
919 Third Avenue
New York, NY 10022
Tel: 212-909-6349
Email: mpharrell@debevoise.com

16. Andrews Kurth LLP                Professional         $137,637
Scott A. Brister, Esq.                 Services
111 Congress Avenue, Ste 1700
Austin, TX 78701
Tel: 512-320-9220
Email: ScottBrister@andrewskurth.com

17. Connolly Gallagher LLP           Professional         $118,831
1201 N. Market Street                  Services
20th Floor
Wilmington, DE 19801
Tel: 302-888-6434
Email: rnewell@connollygallagher.com

18. Boies, Schiller &                Professional         $115,714
Flexner LLP                            Services
5301 Wisconsin Ave NW
Washington, DC 20015-2015
Scott E. Grant
Tel: 202-237-2727
Email: sgant@bsfllp.com

19. UBS AG, London Branch             Litigation      Unliquidated
and UBS Securities LLC
c/o Andrew Clubock, Esq.
Latham & Watkins LLP
555 Eleventh Street NW, Suite 1000
Washington,DC 2004-130
Tel: 202-637-3323
Email: Andrew.Clubok@lw.com

20. Acis Capital                      Litigation      Unliquidated
Management, L.P. and
Acis Capital Management GP, LLC
c/o Brian P. Shaw, Esq.
Rogge Dunn Group, PC
500 N. Akard Street, Suite 1900
Dallas, TX 75201
Tel: 214-239-2707
Email: shaw@roggedunngroup.com


IFRESH INC: Xiaotai Completes Re-Audit of Financials
----------------------------------------------------
On Oct. 10, 2019, Xiaotai International Investment Inc. completed
the re-audit of its financial statements for the fiscal year ended
Dec. 31, 2018 and 2017 to satisfy the request from The Nasdaq Stock
Market LLC in connection with Xiaotai's initial listing application
with Nasdaq.

As previously disclosed, iFresh Inc., Xiaotai and equity holders of
Xiaotai entered into a share exchange agreement on June 7, 2019,
pursuant to which, among other things and subject to the terms and
conditions contained therein, the Company will acquire all of the
outstanding issued shares and other equity interests in Xiaotai
from the Xiaotai Sellers.  Pursuant to the Exchange Agreement, in
exchange for all of the outstanding shares of Xiaotai, the Company
will issue 254,813,383 shares of common stock to the Xiaotai
Sellers.  The Exchange Shares will be allocated among the Xiaotai
Sellers pro-rata based on each such seller's ownership of Xiaotai
prior to the closing.  The Exchange Agreement and the Acquisition
were approved by a majority of the shareholders of the Company on
Sept. 5, 2019.

There is no change in the financial statements of the Re-Audit
comparing to those in the audited financial statements contained in
the Proxy Statement on Schedule 14A filed with the SEC on Aug. 13,
2019.  A full-text copy of Xiaotai's Consolidated financial
statements is available for free at:

                      https://is.gd/3zqeCV

                        About iFresh, Inc.

iFresh Inc., headquartered in Long Island City, New York --
http://www.ifreshmarket.com/-- is an Asian American grocery
supermarket chain and online grocer.  With nine retail supermarkets
along the US eastern seaboard (with additional stores in Glen Cove,
Miami and Connecticut opening soon), and two in-house wholesale
businesses strategically located in cities with a highly
concentrated Asian population, iFresh aims to satisfy the
increasing demands of Asian Americans (whose purchasing power has
been growing rapidly) for fresh and culturally unique produce,
seafood and other groceries that are not found in mainstream
supermarkets.

iFresh Inc. reported a net loss of $12 million for the year ended
March 31, 2019, compared to a net loss of $791,293 for the year
ended March 31, 2018.  As of June 30, 2019, the Company had $109.55
million in total assets, $110.91 million in total liabilities, and
a total shareholders' deficiency of $1.35 million.

Friedman LLP, in New York, the Company's auditor since 2016, issued
a "going concern" qualification in its report dated June 28, 2019,
citing that the Company incurred operating losses and did not meet
the financial covenant required in its credit agreement.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


JACK COOPER: Challenge Period in Final DIP Order Extended
---------------------------------------------------------
The Bankruptcy Court for the Northern District of Georgia extended
to Oct. 10, 2019 the challenge period in the Final Order to the
Motion to obtain DIP financing filed by Jack Cooper Ventures, Inc.,
and debtor affiliates.  

The Challenge Period Extension Order was pursuant to a stipulation
reached among the Debtors, the Official Committee of Unsecured
Creditors, and the Prepetition Secured Parties.

The Challenge Period as to the Committee, however, may further be
extended to any later date as may be agreed to in writing by the
applicable Prepetition Agent, with the consent of the Prepetition
Secured Parties.

                   About Jack Cooper Ventures

Jack Cooper Ventures, Inc., is a specialty transportation and other
logistics provider and one of the largest over-the-road finished
vehicle logistics companies in North America.  The company provides
premium asset-heavy and asset-light based solutions to the global
new and previously-owned vehicle markets, specializing in finished
vehicle transportation and other logistics services for major
automotive original equipment manufacturers and for fleet ownership
companies, remarketers, dealers and auctions.  The company is a
certified Woman-Owned Business Enterprise by the Woman's Business
Enterprise Council.

Jack Cooper Ventures and 18 affiliates and subsidiaries sought
Chapter 11 protection (Bankr. N.D. Ga. Lead Case No. 19-62393).

The Hon. Paul W. Bonapfel is the case judge.

Paul, Weiss, Rifkind, Wharton & Garrison LLP and King & Spalding
LLP are serving as legal counsel to Jack Cooper, Houlihan Lokey,
Inc., is serving as investment banker and financial advisor, and
AlixPartners LLP is serving as restructuring advisor.  The Debtors
also tapped Ogletree, Deakins, Nash, Smoak & Stewart, P.C. as
labor
counsel, and Osler, Hoskin & Harcourt LLP, as Canadian
restructuring counsel.  Prime Clerk LLC is the claims agent.



JAGGED PEAK: S&P Puts 'B' ICR on Watch Positive on Parsley Deal
---------------------------------------------------------------
S&P Global Ratings placed the 'B' issuer credit rating on Jagged
Peak Energy Inc. on CreditWatch with positive implications after
Parsley Energy LLC announced its intention to acquire the company
in an all-stock deal valued at $2.27 billion, including $625
million of debt.

At the same time, S&P placed the 'B+' issue-level rating on Jagged
Peak's senior unsecured notes on CreditWatch with positive
implications.

The CreditWatch positive listing reflects the anticipation that S&P
will align its issuer credit rating on U.S.-based Jagged Peak with
that on Parsley Energy after the acquisition closes. S&P also
placed the issuer credit rating on Parsley on CreditWatch positive,
reflecting the likelihood that the rating agency would raise it to
'BB' at the close of the transaction.

The CreditWatch positive listing reflects the likelihood that S&P
will raise the ratings on Jagged Peak to 'BB' if the acquisition by
Parsley Energy is completed as proposed. The expectation is
supported by the improved scale of the combined entity, which would
maintain financial measures appropriate for the rating. S&P
anticipates the acquisition to close in the first quarter of 2020.


KP ENGINEERING: May Use $500,000 of Interim DIP Funds
-----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
authorized KP Engineering, LP to obtain postpetition secured
financing for $500,000 on an interim basis from BTS Enterprises,
Inc., pending final hearing, with funds provided by the Prepetition
Lender, Texas Capital Bank, National Association.

The Court also authorized the Debtor to use the Prepetition
Collateral, the Cash Collateral, and the proceeds and products
thereof, pursuant to the terms and conditions of the DIP Note and
the Interim Order.

The Court ruled that:

   * The DIP Facility funds advanced pursuant to the Interim Order
will be allowed administrative expenses of the Debtor's estate.

   * As security for the DIP Facility Advance and other
postpetition costs payable under the DIP Note, the Debtor may grant
the DIP Lender (who is deemed to have immediately assigned to the
Prepetition Lender) a valid, binding, and enforceable lien,
mortgage and security interest in all of the Debtor's property and
assets, and the proceeds and products thereof.  

The DIP Lien will be a first priority senior and priming lien, and
will not be subject or subordinate to any lien which is avoided and
which would otherwise be preserved for the benefit of the Debtor's
estate.

   * The Prepetition Lender is granted, to the extent of diminution
in value of the Prepetition Liens in the Prepetition Collateral,
(i) a Lien in all DIP Collateral junior only to the DIP Lien, and
(ii) a postpetition superpriority administrative expense claim to
the extent the Replacement Lien is insufficient to cover for the
diminution in value of the Prepetition Liens.

   * The Prepetition Lender may credit-bid all or any of the
applicable obligations under the DIP Facility and the Prepetition
Loan Documents at any disposition of any Prepetition Collateral
and/or DIP Collateral.

Upon entry of the Final Order, the Prepetition Lender may then make
a final advance of no more than $1,750,000 to the DIP Lender.
While the Prepetition Lender is loaning the advances to the DIP
Lender for loan to the Debtor, the Prepetition Lender will make all
advances directly to the Debtor.

                       About KP Engineering

KP Engineering, LP and KP Engineering, LLC -- https://www.kpe.com/
-- are primarily engaged in the business of designing and executing
customized engineering, procurement, and construction projects for
the refining, midstream, and chemical industries.  As an EPC
contractor, the companies generally enter into agreements with
owners pursuant to which they will design a facility, procure the
needed equipment and materials, and supervise construction of the
facility.  

KP Engineering, LP and KP Engineering, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No.
19-34698) on Aug. 22, 2019.

At the time of the filing, KP Engineering had estimated assets of
between $10 million and $50 million and liabilities of between $50
million and $100 million.  

The cases have been assigned to Judge David R. Jones.

KP Engineering tapped Hunton Andrews Kurth LLP and Okin Adams LLC
as legal counsel; Claro Group LLC as restructuring advisor; and
Omni Management Group, Inc. as claims and noticing agent.



LIONS GATE: Moody's Reviews Ba3 CFR for Downgrade
-------------------------------------------------
Moody's Investors Service placed Lions Gate Entertainment Corp.'s
Ba3 corporate family rating, Ba3-PD probability of default rating,
as well as the Ba2 1st lien senior secured credit facility rating
and B2 senior unsecured notes ratings issued under its wholly owned
US subsidiary, Lions Gate Capital Holdings LLC's on review for
downgrade. The review is prompted by the announcement that Starz
will purportedly be dropped by Comcast Corporation's pay TV
platform after its agreement expires at the end of 2019. Moody's
believes this will negatively impact revenue and cash flows and
prolong higher debt leverage, already weakened by motion picture
performance and the company's investment to expand Starz
Entertainment, LLC in international markets. The Speculative Grade
Liquidity Rating is maintained at SGL-2. Lion Gates's rating
outlook was changed from stable to ratings under review.

On Review for Downgrade:

Issuer: Lions Gate Entertainment Corp.

Corporate Family Rating, Placed on Review for Downgrade, currently
Ba3

Probability of Default Rating, Placed on Review for Downgrade,
currently Ba3-PD

Issuer: Lions Gate Capital Holdings LLC

Senior Secured 1st lien Term Loan A, Placed on Review for
Downgrade, currently Ba2 (LGD3)

Senior Secured 1st lien Term Loan B, Placed on Review for
Downgrade, currently Ba2 (LGD3)

Senior Secured Revolving Credit Facility, Placed on Review for
Downgrade, currently Ba2 (LGD3)

Senior Unsecured Notes, Placed on Review for Downgrade, currently
B2 (LGD5)

Gtd Senior Unsecured Notes, Placed on Review for Downgrade,
currently B2 (LGD5)

Outlook Actions:

Issuer: Lions Gate Entertainment Corp.

Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

The review for downgrade is prompted by its expectation for a
longer than expected period of deleveraging than originally
expected, and the likely negative effect on already weak credit
metrics assuming Starz cannot negotiate a new packaging carriage
arrangement with Comcast by the end of the year when the current
agreement expires. Comcast is one of the largest US pay TV
distributors and loss of carriage in its premium package for about
one-third of US pay TV households would have a detrimental effect
on Lions Gate's results and credit metrics unless and until lions
gate can recoup those lost subscriber revenues with a-la-carte
Comcast subscriptions or Starz direct-to-consumer (DTC) offering
over time - both which are more profitable to Starz. Debt leverage
is already high for the existing credit rating following the 2018
dissenter equity claim settlement payment. Additionally, operating
performance has weakened due to decreases in motion picture and TV
revenue during the past 12 to 18 months, however the profits in
this segment appear to be trending more favorably given recent
solid box office results. The company has suggested publicly that
it is considering raising some equity capital which could help
reduce debt. Plans with regard to any capital raise will also be an
important consideration in the review.

The company is operating at a time when the fast growing
competitive dynamic in US television appears to be taking shape
that includes scaling content globally, which poses both an
opportunity and a competitive and financial risk for the company in
the future. Launching Starz in international markets provides added
scale, enhanced diversification and operating synergies over the
long-run. However, Starz was originally a leveraged acquisition and
Lions Gate's credit metrics have not recovered from the substantial
debt financed component of the acquisition. With recent weakness in
motion picture, Debt-to-EBITDA leverage was 5.9x (incorporating
Moody's adjustments) as of the last twelve months ending June 30,
2019 which is very weak for its Ba3 corporate family rating.

The review will focus on: 1) its forecast for cash flow to fund new
film and TV production, Starz international expansion as well as
for debt reduction; 2) the impact of Starz potentially being
dropped from Comcast's premium network packaging and the higher
margin DTC subscriber mitigation and cost containment efforts; 3)
the prospects for raising equity to accelerate debt reduction or
other structural decisions surrounding Starz and Lions Gates studio
operations.

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

Lions Gate Entertainment Corp. is a public company with a financial
policy that allows for elevated leverage in periods of content
investment. Lions Gate's leverage profile is higher than most other
media companies at the Ba3 rating level and the willingness to
operate with higher leverage represents an aggressive financial
policy. Social risks for Lions Gate can include the event of a data
breach, where intellectual property and other internal types of
sensitive records could be subject to legal or reputational issues.
However, management monitors its social risks closely, including
data protection, and workforce resource planning.

Lions Gate, domiciled in British Columbia, Canada (with its
headquarters in Santa Monica, CA), is a vertically integrated next
generation global content leader with a diversified presence in
motion picture production and distribution, television programming
and syndication, premium pay television networks, home
entertainment, global distribution and sales, interactive ventures
and games and location-based entertainment. Annual revenues as of
LTM 6/30/2019 were over $3.7 billion.


LOGIX INTERMEDIATE: S&P Lowers ICR to 'B-'; Outlook Negative
------------------------------------------------------------
S&P Global Ratings lowered all of its ratings on U.S.-based fiber
infrastructure provider Logix Intermediate Holding Corp. by one
notch, including its issuer credit rating to 'B-' from 'B'.

The downgrade reflects Logix's weaker-than-expected operating and
financial performance in the second quarter of 2019, which caused
its leverage (including restructuring and transaction expenses) to
increase to 6.1x from 5.7x for the last 12 months (LTM) at March
31, 2019. Mid-teen percent revenue declines for the company's
legacy technology SONET and ongoing transaction and restructuring
costs contributed to its weaker-than-expected results, which it
only partly offset with modest growth in its on-net enterprise
revenue. As a result, Logix's cash flow has been weaker than S&P's
previous base-case forecast, which has hurt the company's liquidity
position. As of June 30, 2019, Logix's cash and revolver
availability was about $7 million compared to $11 million at March
31, 2019. The company continues to draw on its revolver to fund
ongoing transaction and restructuring costs associated with its
acquisition of Alpheus. Although S&P expects these costs to wind
down, there is limited cushion for operational missteps over the
next year.

The negative outlook reflects the company's limited cushion for
operational missteps over the next year given its
less-than-adequate liquidity position.

"We could lower the rating if continued operational
underperformance leads to a deterioration in liquidity and higher
leverage, which could prompt us to assess the capital structure as
unsustainable. This would most likely be driven by an acceleration
in revenue declines of the company's legacy products without a
material offset from the on-net enterprise business," S&P said.

"We could revise the outlook to stable if Logix improves operating
trends in its on-net enterprise segment and restructuring expenses
wind down, enabling it to grow EBITDA on a sustained basis and
bolster its liquidity position," the rating agency said.


MAXCOM USA: Taps Alvarez & Marsal Mexico as Financial Advisor
-------------------------------------------------------------
Maxcom USA Telecom, Inc. and Maxcom Telecomunicaciones, S.A.B. de
C.V. received approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire Alvarez & Marsal Mexico S.C.
as their financial advisor.

The firm will provide these services in connection with the
Debtors' Chapter 11 cases:

     (a) assist the Debtors in the preparation of financial-related
disclosures required by the court;  

     (b) assist in identifying and implementing short-term cash
management procedures;

     (c) assist the Debtors' management team and counsel focused on
the coordination of resources related to the ongoing reorganization
effort;

     (d) attend meetings and participate in discussions with banks,
secured creditors, official committees appointed in the Debtors'
cases, and other "parties in interest;"

     (e) analyze creditor claims by type, entity and individual
claim; and  

     (f) assist in the preparation of information and analysis
necessary for the confirmation of a plan of reorganization.

A&M will be paid for the services of its professionals
post-petition on a fixed fee basis of $200,000 for the first nine
weeks.  If services are required post-filing for longer than nine
weeks, the firm's professionals will be paid at their customary
hourly rates (capped at $50,000 per month), subject to the
following ranges:

     Managing Director   $650 - $750
     Director            $400 - $650
     Associate/Analyst   $150 - $400

A&M will also be entitled to a net completion fee in the amount of
$400,000 (plus the applicable value added tax) due the next
business day after the Debtor's joint prepackaged Chapter 11 plan
takes effect.  

The firm received $200,000 as a retainer and advance payment.

Floris Iking, managing director of A&M, disclosed in court filings
that the firm is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Floris B. Iking
     Alvarez & Marsal Mexico, S.C.
     Montes Urales 505 PB
     Lomas de Chapultepec
     Mexico City 11000
     Tel: +52 55 3684 2313
     Email: fiking%40alvarezandmarsal.com

                    About Maxcom USA Telecom

Maxcom Telecomunicaciones, S.A.B. DE C.V, is a limited liability
public stock corporation (sociedad anonima burstatil de capital
variable) with indefinite life, organized under the laws of Mexico
in 1996.  Maxcom USA is a wholly owned subsidiary of Maxcom Parent
organized under the laws of New York in 2019.  The Debtors are an
integrated telecommunication services operator providing voice and
data services to residential and small- and medium-sized business
customers in markets that the Debtors believed were underserved by
Telefonos de Mexico, S.A.B. de C.V., the local telecommunication
incumbent, and other competing telecommunications providers.

Maxcom USA Telecom, Inc., and Maxcom Telecomunicaciones, S.A.B. de
C.V., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead
Case No. 19-23489) on Aug. 19, 2019.  

At the time of filing, Maxcom USA's estimated assets was $100,000
to $500,000 and liabilities was $0 to $50,000.  Maxcom
Telecomunicaciones' estimated assets and liabilities was $100
million to $500 million.

The cases are assigned to Hon. Robert D. Drain.

The Debtors' counsel is Pedro A. Jimenez, Esq., and Irena
Goldstein, Esq., at Paul Hastings LLP, in New York.  The Debtors'
financial advisor is Alvarez & Marsal Mexico.  Prime Clerk LLC
serves as the Debtors' noticing, balloting and claims
administration agent, and maintains the Web site
https://cases.primeclerk.com/maxcom/


MAXCOM USA: Taps Paul Hastings as Legal Counsel
-----------------------------------------------
Maxcom USA Telecom, Inc. and Maxcom Telecomunicaciones, S.A.B. de
C.V. received approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire Paul Hastings LLP as their
legal counsel.

The firm will provide services in connection with the Debtors'
Chapter 11 cases, which include legal advice regarding their duties
under the Bankruptcy Code and the implementation of restructuring
transactions contemplated under their Chapter 11 plan.

The firm's hourly rates are:

     Partners                  $1,100 - $1,525
     Counsel                   $1,100 - $1,525
     Associates                  $645 - $1,040
     International Attorneys         $735
     Paralegals                  $410 - $495

Paul Hastings received a retainer in the amount of $300,000 from
the Debtors.

Paul Hastings is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Pedro A. Jimenez, Esq.
     Irena Goldstein, Esq.  
     Paul Hastings LLP
     200 Park Avenue
     New York, NY 10166
     Telephone: (212) 318-6000
     Facsimile: (212) 319-4090
     Email: pedrojimenez@paulhastings.com             
            irenagoldstein@paulhastings.com

                    About Maxcom USA Telecom

Maxcom Telecomunicaciones, S.A.B. DE C.V, is a limited liability
public stock corporation (sociedad anonima burstatil de capital
variable) with indefinite life, organized under the laws of Mexico
in 1996.  Maxcom USA is a wholly owned subsidiary of Maxcom Parent
organized under the laws of New York in 2019.  The Debtors are an
integrated elecommunication services operator providing voice and
data services to residential and small- and medium-sized business
customers in markets that the Debtors believed were underserved by
Telefonos de Mexico, S.A.B. de C.V., the local telecommunication
incumbent, and other competing telecommunications providers.

Maxcom USA Telecom, Inc., and Maxcom Telecomunicaciones, S.A.B. de
C.V., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead
Case No. 19-23489) on Aug. 19, 2019.  

At the time of filing, Maxcom USA's estimated assets was $100,000
to $500,000 and liabilities was $0 to $50,000.  Maxcom
Telecomunicaciones' estimated assets and liabilities was $100
million to $500 million.

The cases are assigned to Hon. Robert D. Drain.

The Debtors' counsel is Pedro A. Jimenez, Esq., and Irena
Goldstein, Esq., at Paul Hastings LLP, in New York.  The Debtors'
financial advisor is Alvarez & Marsal Mexico.  Prime Clerk LLC
serves as the Debtors' noticing, balloting and claims
administration agent, and maintains the Web site
https://cases.primeclerk.com/maxcom/


MAXCOM USA: Taps Prime Clerk as Administrative Advisor
------------------------------------------------------
Maxcom USA Telecom, Inc. and Maxcom Telecomunicaciones, S.A.B. de
C.V. received approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire Prime Clerk LLC as its
administrative advisor.

The firm will provide bankruptcy administrative services, which
include the solicitation, balloting and tabulation of votes for the
Debtors' bankruptcy plan, and assisting them in managing
distributions to creditors.

Prime Clerk will charge these hourly fees:

     Claim and Noticing Rates:

     Analyst                             $30 - $50
     Technology Consultant               $35 - $95
     Consultant/Senior Consultant       $65 - $165
     Director                          $175 - $195
     COO/Executive VP                    No charge  

     Solicitation, Balloting and Tabulation Rates:

     Solicitation Consultant                  $190
     Director of Solicitation                 $220

Benjamin Steele, vice president of Prime Clerk, disclosed in court
filings that his firm is "disinterested" within the meaning of
Section 101(14) of the Bankruptcy Code.

Prime Clerk can be reached through:

     Benjamin J. Steele
     Prime Clerk LLC
     One Grand Central Place
     60 East 42nd Street, Suite 1440
     New York, NY 10165
     Mobile: 646-240-7821
     Email: bsteele@primeclerk.com

                    About Maxcom USA Telecom

Maxcom Telecomunicaciones, S.A.B. DE C.V, is a limited liability
public stock corporation (sociedad anonima burstatil de capital
variable) with indefinite life, organized under the laws of Mexico
in 1996.  Maxcom USA is a wholly owned subsidiary of Maxcom Parent
organized under the laws of New York in 2019.  The Debtors are an
integrated telecommunication services operator providing voice and
data services to residential and small- and medium-sized business
customers in markets that the Debtors believed were underserved by
Telefonos de Mexico, S.A.B. de C.V., the local telecommunication
incumbent, and other competing telecommunications providers.

Maxcom USA Telecom, Inc., and Maxcom Telecomunicaciones, S.A.B. de
C.V., filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead
Case No. 19-23489) on Aug. 19, 2019.  

At the time of filing, Maxcom USA's estimated assets was $100,000
to $500,000 and liabilities was $0 to $50,000.  Maxcom
Telecomunicaciones' estimated assets and liabilities was $100
million to $500 million.

The cases are assigned to Hon. Robert D. Drain.

The Debtors' counsel is Pedro A. Jimenez, Esq., and Irena
Goldstein, Esq., at Paul Hastings LLP, in New York.  The Debtors'
financial advisor is Alvarez & Marsal Mexico.  Prime Clerk LLC
serves as the Debtors' noticing, balloting and claims
administration agent, and maintains the Web site
https://cases.primeclerk.com/maxcom/


MELBOURNE BEACH: Ct. Denies Bid to Review Trustee Appointment Order
-------------------------------------------------------------------
The case came before the Court on September 9, 2019, to consider
Pirogee Investments, LLC and Yellow Funding Corporation's Corrected
Motion to Reconsider Approval of Appointment of a Chapter 11
Trustee and for Disqualification of Chapter 11 Trustee in the
Chapter 11 case of Melbourne Beach, LLC.

The Disputed Owners seek to reconsider the appointment of Jules S.
Cohen as a Chapter 11 Trustee. After the hearing, the Court
provided Trustee and Disputed Owners an opportunity to file a
response or reply, which they did.

Section 327 of the Bankruptcy Code provides a standard for
disqualification and states: Except as otherwise provided in this
section, the trustee with the court's approval, may employ one or
more attorneys, accountants, appraisers, auctioneers, or other
professional persons, that do not hold or represent an interest
adverse to the estate, and that are disinterested persons, to
represent or assist the trustee in carrying out the trustee's
duties under the Chapter 11 Bankruptcy Code.

The Court says the Disputed Owners' abstract allegations cannot
satisfy the standard for disqualification.

Accordingly, it is ordered that the Corrected Motion to Reconsider
Approval of Appointment of a Chapter 11 Trustee and for
Disqualification of Chapter 11 Trustee is denied.

Therefore, Jules S. Cohen shall remain as the Chapter 11 Trustee.

           About Melbourne Beach

Established in 1998, Melbourne Beach, LLC is a privately held
company that leases real properties.  MelbourneBeach is the owner
of Ocean Spring Plaza, located at 981 E. Eau, GallieBoulevard,
Melbourne, Florida, valued by the company at $15.30million.  The
company's gross revenue amounted to $997,732 in 2016 and$924,000 in
2015.

Melbourne Beach filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 17-07975) on Dec. 26, 2017.  In the petition signed by Brian
West, its managing member, the Debtor disclosed $15.35million in
assets and $2.82 million in liabilities.

James W. Elliott, Esq., at McIntyre Thanasides Bringgold Elliott
Grimaldi Guito & Mathews, P.A., serves as bankruptcy counsel to the
Debtor.  Marcus & Millichap is the Debtor's real estate broker.

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


MID-CITIES HOME: Taps Barg & Henson as Accountant
-------------------------------------------------
Mid-Cities Home Medical Equipment Co., Inc. received approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
hire Barg & Henson CPAs, PLLC as its accountant.

The firm will provide these services:

     a. prepare the Debtor's federal Form 1120, U.S. Corporation
Income Tax Return, and Texas Franchise Tax Report as required;

     b. prepare any other federal or state tax return, as requested
by the Debtor;

     c. consult with the Debtor and its counsel concerning
administration of the case, including the preservation of the
Debtor's NOL through a Chapter 11 plan, as requested;

     d. prepare tax provisions for the disclosure statement, if
necessary, and;

     e. provide other accounting services requested by the Debtor
which it is unable to address through its staff and other employed
professionals.   

The firm's hourly rates are:

         Donald Barg              $335     
         Robert Henson            $335     
         Melanie Blakely          $225     
         Andrew Barg              $225     
         Jereme Stone             $185     
         Mary Margaret Ninemire   $170     
         Lara Yates               $170

Barg & Henson estimates that the preparation of the Debtor's tax
returns will cost less than $5,000.  
  
Barg & Henson is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Donald R. Barg
     Barg & Henson CPAs,
     1300 S University Dr Ste 312
     Fort Worth, TX 76107
     Phone: (817) 870-1057
     Fax: (817) 877-5702
     Email: dbarg@barg-henson.com

               About Mid-Cities Home Medical Equipment

Based in Grand Prairie, Texas, Mid-Cities Home Medical Equipment
Co., Inc., dba Homepoint Dme, a retailer of medical supplies and
equipment, filed a voluntary Chapter 11 petition (Bankr. N.D. Tex.
Case No. 19-41232) on March 27, 2019.

In the petition signed by Scott Bays, president, the Debtor
estimated $500,000 to $1 million in assets and $1 million to $10
million in liabilities.  

The Debtor tapped Forshey & Prostok, LLP as its legal counsel.  It
also hired CR3 Partners, LLC and designated William Roberts, a
member of the firm, as its chief restructuring officer.


MJW FILMS: Committee Seeks Appointment of Chapter 11 Trustee
------------------------------------------------------------
The Official Joint Committee of Unsecured Creditors asks the Court
to direct the appointment of a Chapter 11 Trustee for the
bankruptcy estate of MJW Films.

The Debtors produce movies and MJW has indirect interests in a
number of movie productions, but the only film with notable
commercial success was the film John Wick, starring Keanu Reeves.
John Wick was a global hit that spawned two successful sequels. A
fourth film has been announced, as well as at least one television
spinoff.

On November 1, 2018, the Court entered its Order Granting Debtor's
Motion for Joint Administration of Case with Chapter 11 Case of
Subsidiary Debtor.

Subsequently, on November 16, 2018, the Office of the United States
Trustee for Region 14 appointed the Committee under Section 1102
and on July 3, 2019, the Court entered its Order granting the
motion of Michael Singer to disqualify Engleman Berger as general
counsel for the jointly administered debtors.

The Motion represents the Committee's request that the Court
appoint a Chapter 11 Trustee as an alternative to dismissal or
conversion of the MJW case. Pursuant to Section 1112(b) (1), which
provides that where a party in interest has requested dismissal or
conversion of a Chapter 11 case, the Court should nevertheless
appoint a trustee or examiner if "the court determines that the
appointment under Section 1104(a) of a trustee or an examiner is in
the best interests of creditors of the estate."

The authority to appoint a trustee under Section 1104 is a critical
tool that allows a bankruptcy court to "preserve the integrity of
the bankruptcy process and to ensure that the interests of
creditors are served," the Committee asserts.

For these reasons, the Committee believes that appointment of a
Chapter 11 trustee is in the best interest of the estate and
creditors of MJW.  Therefore, the Committee respectfully requests
entry of an order appointing a Chapter 11 trustee and granting such
other relief as the Court deems necessary and just.

        About MJW Films and JW Films

MJW Films, LLC and J Wick Productions, LLC, are movie production
companies based in Gilbert, Arizona.  MJW Films and J Wick filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case Nos. 18-12874 and 18-12875) on Oct. 22,
2018.  In the petitions signed by John Glassgow, designated
representative, the Debtors estimated $1 million to $10 million in
both assets and liabilities. Patrick A. Clisham, Esq., at Engelman
Berger, P.C., represents the Debtors.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Nov. 16, 2018.  The committee is represented
by May, Potenza, Baran & Gillespie PC.


MOLINA HEALTHCARE: S&P Alters Outlook to Pos., Affirms 'BB-' ICR
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on Molina Healthcare Inc. and revised its outlook to
positive from stable.

S&P believes Molina's credit profile is steadily improving due to
management's moves to enhance medical management, optimize risk
adjustment and payment integrity, and restructure operating costs.
As a result, Molina has evened out its operating performance across
its different business segments and state markets. Its adjusted
EBIT return on revenue (ROR) rose to 6.0% in 2018 and 6.8% for the
first half of 2019--a level now higher than its government-focused
peers--from 0.2% in 2017. S&P believes Molina's ROR improvement may
be sustainable due to the generally favorable Medicaid
reimbursement environment, Affordable Care Act (ACA) exchange
stability, and additional room for turnaround strategy
improvements. The rating agency expects ROR to pull back slightly
but remain strong at 5%-6% in 2019-2021.

The positive outlook reflects the potential for a one-notch upgrade
in 2020-2021. S&P expects Molina to generate revenue of $16.8
billion-$17.0 billion in 2019, $17.5 billion-$18.5 billion in 2020,
and $19.0 billion-$20.0 billion in 2021. It expects a run-rate ROR
of 5%-6%, leading to adjusted EBIT of $900 million-$1.1 billion in
2019, $1.0 billion-$1.2 billion in 2020, and $1.0 billion-$1.3
billion in 2021. The rating agency expects financial leverage of
about 45%, financial obligations to debt of about 1.5x, and EBITDA
fixed-charge coverage above 10x in 2019-2021.

"We could revise the outlook to negative or lower the rating by one
notch in 2020-2021 if Molina's ROR drops below 2%, financial
leverage rises above 50%, or regulated capital redundancy falls
below 'BBB'," S&P said. Key downside risks include unfavorable
changes in Medicaid reimbursement, Medicaid contract losses (such
as Texas), ACA legal challenges, and higher-than-expected medical
costs, according to the rating agency.

"We could raise the rating by one notch in 2019-2021 if Molina
sustains a ROR of at least 5%, maintains financial leverage at most
above 45%, and keeps capital redundancy of at least 'BBB'," S&P
said, adding that key upside factors include Medicaid contract
wins/extensions (including Texas), market-share gains, and further
business and operating improvements.


MPO INC: U.S. Trustee Files Motion to Dismiss or Convert
--------------------------------------------------------
The United States Trustee files a Motion to Dismiss or Convert in
MPO, Inc.'s bankruptcy case under the Bankruptcy Code and the
standing order of reference.  The dismissal of a bankruptcy case is
a core matter impacting the administration of the estate and the
adjustment of debtor-creditor relations.

The United States Trustee conducted a Debtor Interview in this case
on April 9, 2019. At the Debtor Interview, the Debtor's
representative was personally informed of the Obligations of a
Chapter 11 Debtor promulgated by the United States Trustee. Mr. Ken
Lancaster, on behalf of the Debtor, executed a form acknowledging
the obligations of a chapter 11 Debtor.

The Debtor has defaulted on its obligations.  The Debtor has failed
to pay U.S. Trustee quarterly fees imposed pursuant to Chapter 28
of the Bankruptcy Code for the second quarter of 2019 and the third
quarter fees will be due.  The Debtor is not in a position to
utilize chapter 11 to effectively reorganize its financial affairs.


The Debtor is not conducting any ongoing business. Operating
reports filed by the Debtor reflect that is has no income during
the pendency of the case.

The Debtor has no employees, and no realistic prospect of resuming
significant operations.
The debtor has represented that it was attempting to collect a
$50,000 receivable in order to resume operations, however the funds
are in dispute, and the Debtor has been unable to realize this
receivable and the cause exists pursuant Bankruptcy Code to dismiss
this case.

Therefore, the United States Trustee requests that the case be
dismissed. In the alternative the U.S. Trustee request that the
case be converted to Chapter and such other relief as may be just.

MPO, Inc., filed a voluntary Chapter 11 Petition (Case No.
19-40887) on April 1, 2019, and is represented by Daniel C. Durand,
III Esq., at Durand & Associates.


MWM OIL: U.S. Trustee Forms 5-Member Committee
----------------------------------------------
The Office of the U.S. Trustee on Oct. 15, 2019, appointed five
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of MWM Oil Co., Inc.

The committee members are:

     (1) Jerry Botts
         QES Pressure Pumping, LLC
         1322 S. Grant
         Chanute, KS 66720
         620-431-9210
         jerry.botts@qesinc.com

     (2) Brandon Cross
         Buckeye Supply Co.
         625 S. Main St.
         El Dorado, KS 67042
         316-321-6690
         brandon@buckeyecorp.com

     (3) Perry Jones
         222 N. Chautauqua
         Wichita, KS 67214
         316-806-7519
         perryjones1957@gmail.com

     (4) Sonya Meeds
         13610 W. Autumn Ridge
         Wichita, KS 67235
         316-737-3322
         smmeeds@yahoo.com

     (5) Jerry Sullivan
         Dyna-Log, Inc.
         P.O. Box 105
         El Dorado, KS 67042
         316-321-4500
         dynalogshs@att.net
  
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 MWM Oil Co. and RAG Oil Co.

Based in Towanda, Kansas, MWM Oil Company, Inc. and its affiliate
RAG Oil Co., Inc. filed voluntary bankruptcy petitions under
Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Lead Case No.
19-11404) on July 26, 2019. The cases are assigned to Judge Robert
E. Nugent.  The Debtors are represented by William B. Sorensen Jr.,
Esq., at Morris Laing Evans Brock And Kennedy.


PARSLEY ENERGY: S&P Puts 'BB-' ICR on CreditWatch Positive
----------------------------------------------------------
S&P Global Ratings placed all of its ratings on Austin, Texas-based
oil and gas exploration and production (E&P) company Parsley Energy
LLC, including the 'BB-' issuer credit rating, on CreditWatch with
positive implications.

The CreditWatch placement follows Parsley's announcement that it
will acquire E&P peer Jagged Peak Energy Inc. for about $2.27
billion, which includes the assumption of $625 million of Jagged
Peak's net debt.

S&P, which expects Parsley to fund 100% of the acquisition price
with equity, said the acquisition of Jagged Peak will materially
increase the company's scale in the Delaware Basin, which will
allow it to realize synergies and improve its economies of scale.

The CreditWatch positive placement reflects the increased scale of
Parsley's operations and its improving financial measures following
the acquisition of Jagged Peak. After the completion of the
acquisition, Parsley will have a significant contiguous acreage
position in the Delaware Basin with total pro forma year-end 2018
reserves of about 640 million barrels of oil equivalent (Boe).

The CreditWatch placement reflects the likelihood that S&P will
raise its issuer credit rating on Parsley by one notch to 'BB'
following the close of the company's acquisition of Jagged Peak
assuming there are no material changes to the rating agency's
current assumptions. The company's improved scale and low leverage
pro forma for the transaction will be more consistent with those of
its 'BB' rated peers in the E&P industry. S&P intends to resolve
the CreditWatch sometime around the close of the acquisition, which
it expects will occur in the first quarter of 2020.


PERSON CENTERED: Administrator Directed to Appoint Ombudsman
------------------------------------------------------------
The Bankruptcy Court has reviewed the petition of Person Centered
Partnerships, Inc., and determined that the nature of the Debtor's
business is designated as a "health care" business.

Therefore, pursuant to Chapter 11 of the Bankruptcy Code, the
Bankruptcy Administrator is directed to appoint an ombudsman to
monitor the quality of patient care and to represent the interests
of the patients of the health care business within 30 days after
the commencement of the case.

Therefore, if an objection is filed, a hearing will be held on
October 30, 2019 at 9:30 AM, at the Charles R. Jonas Federal
Courthouse, 401 W. Trade St. Charlotte, NC 28202. If no objections
are filed, a hearing will not be held.

Person Centered Partnerships, Inc., filed a voluntary Chapter 11
petition (Bankr. W.D.N.C. Case No. 19-31395) on October 9, 2019.


PRECISION HOTEL: Hires Blanchard Law as Bankruptcy Attorney
-----------------------------------------------------------
Precision Hotel Management Company seeks authorization from the
U.S. Bankruptcy Court of the Middle District of Florida to employ
Blanchard Law, P.A. to represent the Debtor in its Chapter 11
case.

The Debtor believes the Law Firm has considerable experience in
matters of this character and is well-qualified to represent it as
a debtor-in-possession.

The professional services Blanchard Law, P.A. is to render are:

     a) Give the Debtor legal advice with respect to its powers and
duties as Debtor and as Debtor-in Possession in the continued
operation of its business and management of its property; if
appropriate.

     b) Prepare, on the behalf of the applicant, necessary
applications, answers, orders, reports, complaints, and other legal
papers and appear at hearings thereon; and

     c) Perform all other legal services for Debtor as Debtor-in
Possession which may be necessary herein, and it is necessary for
Debtor as Debtor-in Possession to employ this attorney for such
professional services.

Jake Blanchard will lead the firm's engagement.  Blanchard Law,
P.A. will charge $300 per hour for Mr. Blanchard's time, $300 per
hour for associate attorney's time and $90 per hour for paralegal
time.

The Law Firm attests that it represents no interest adverse to the
Debtor as Debtor-in Possession or the estate in the matters upon
which it is to be engaged, and its employment would be in the best
interests of the estate.

The firm may be reached at:

     Blanchard Law, P.A.
     Jake C. Blanchard, Esquire
     1501 Belcher Road South, Unit 6B
     Largo, FL 33771
     Tel: (727) 531-7068
     Fax: (727) 535-2086
     Email: jake@jakeblanchardlaw.com

                      About Precision Hotel

Precision Hotel Management Company is a privately held enterprise
that operates in the hospitality industry.  Precision Hotel sought
Chapter 11 protection (Bankr. M.D. Fla. Case No. 19-08449) on Sept.
5, 2019 in Tampa.  In a petition signed by Virgina Mitchell, its
president, the Debtor estimated both assets and liabilities at $1
million to $10 million.  BLANCHARD LAW, P.A., represents the Debtor
as counsel.


PURDUE PHARMA: SCOTT+SCOTT Represents Municipality Consortium
-------------------------------------------------------------
In the Chapter 11 cases of Purdue Pharma L.P., et al., the law firm
of Scott+Scott Attorneys At Law LLP provided notice pursuant to
Rule 2019 of the Federal Rules of Bankruptcy Procedure that it is
representing the City of Cambridge, Town of Canton, City of
Chicopee, City of Framingham, City of Gloucester, City of
Haverhill, City of Lynnfield, Town of Natick, Town of Randolph,
City of Salem, City of Springfield, City of Worcester, Town of
Wakefield, City of Portsmouth, City of Trenton, City of Paterson,
City of Norwich, Town of Wethersfield, City of Middletown, Town of
Enfield (collectively the "Municipality Consortium").

The Parties' addresses are as follows:

   (1) City of Cambridge
       795 Massachusetts Avenue
       Cambridge, MA 02139

   (2) Town of Canton
       801 Washington Street
       Canton, MA 02021

   (3) City of Chicopee
       17 Springfield Street
       Chicopee, MA 01013

   (4) City of Framingham
       150 Concord Street
       Framingham, MA 01702

   (5) City of Gloucester
       9 Dale Avenue
       Gloucester, MA 01930

   (6) City of Haverhill
       4 Summer Street
       Haverhill, MA 01830

   (7) Town of Lynnfield
       55 Summer Street
       Lynnfield, MA 01940

   (8) Town of Natick
       13 East Central Street
       Natick, MA 01760

   (9) Town of Randolph
       41 South Main Street
       Randolph, MA 02368

  (10) City of Salem
       93 Washington Street
       Salem, MA 01970

  (11) City of Springfield
       36 Court Street
       Springfield, MA 01103

  (12) City of Worcester
       455 Main Street
       Worcester, MA 01608

  (13) Town of Wakefield
       1 Lafayette Street
       Wakefield, MA 01880

  (14) City of Portsmouth
       801 Crawford Street
       Portsmouth, VA 23704

  (15) City of Trenton
       319 East State Street
       Trenton, NJ 08608

  (16) City of Paterson
       155 Market Street
       Paterson, NJ 07505

  (17) City of Norwich
       820 Norwich Street
       Norwich, CT 06082

  (18) Town of Wethersfield
       505 Silas Deane Highway
       Wethersfield, CT 06109

  (19) City of Middletown
       245 deKoven Drive
       Middletown, CT 06457

  (20) Town of Enfield
       820 Enfield Street
       Enfield, CT 06082

S+S is unaware of any actual or potential conflict amongst the
Municipality Consortium.

All of the claims arise from actions brought by the Municipality
Consortium against the Debtors for the latter's role in the
creating and maintain the opioid crises within their respective
borders. The estimated amounts of the filed claims are:

   (1) City of Cambridge: Contingent, Unliquidated
   (2) Town of Canton: Contingent, Unliquidated
   (3) City of Chicopee: Contingent, Unliquidated
   (4) City of Framingham: Contingent, Unliquidated
   (5) City of Gloucester: Contingent, Unliquidated
   (6) City of Haverhill: Contingent, Unliquidated
   (7) City of Lynnfield: Contingent, Unliquidated
   (8) Town of Natick:  Contingent, Unliquidated
   (9) Town of Randolph: Contingent, Unliquidated
  (10) City of Salem: Contingent, Unliquidated
  (11) City of Springfield: Contingent, Unliquidated
  (12) City of Worcester: Contingent, Unliquidated
  (13) Town of Wakefield: Contingent, Unliquidated
  (14) City of Portsmouth: Contingent, Unliquidated
  (15) City of Trenton: Contingent, Unliquidated
  (16) City of Paterson: Contingent, Unliquidated
  (17) City of Norwich: Contingent, Unliquidated
  (18) Town of Wethersfield: Contingent, Unliquidated
  (19) City of Middletown: Contingent, Unliquidated
  (20) Town of Enfield: Contingent, Unliquidated

S+S has fully advised the Municipality Consortium with respect to
this concurrent representation.  Each of the governmental entities
in the Municipality Consortium have agreed to such representation
and has requested that S+S represent them in these cases. As noted
supra at 2, S+S submits that no conflict exists amongst the
Municipality Consortium.

S+S does not hold any claims against any of the Debtors or hold any
equity interest in any of the Debtors.

Counsel for Municipality Consortium can be reached at:

          SCOTT+SCOTT ATTORNEYS AT LAW LLP
          Beth A. Kaswan, Esq.
          The Helmsley Building
          230 Park Avenue, 17th Floor
          New York, NY 10169
          Telephone: 212-223-6444
          Facsimile: 212-223-6334
          E-mail: bkaswan@scott-scott.com

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/of8KQh

                      About Purdue Pharma

Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.

Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.

Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers.  More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.

OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.

On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation facing the Company.

The Company's consolidated balance sheet at Aug. 31, 2019, showed
$1.972 billion in assets and $562 million in liabilities.

U.S. Bankruptcy Judge Robert Drain, in White Plains, New York, has
been assigned to oversee Purdue's Chapter 11 case.

The Debtors tapped Davis Polk & Wardwell LLP and Dechert LLP as
legal counsel; PJT Partners as investment banker; AlixPartners as
financial advisor; and Prime Clerk LLC as claims agent.

Ira Dizengoff, Esq., Arik Preis, Esq., and Mitchell Hurley, Esq.,
at Akin Gump Strauss Hauer & Feld LLP serve as counsel to the
Official Committee of Unsecured Creditors.

Pillsbury Winthrop Shaw Pittman LLP, led by Andrew M. Troop,
represents the Non-Consenting States.

Bracewell LLP, led by Daniel S. Connolly and Robert G. Burns; and
Milbank LLP, led by Gerard Uzzi and Eric K. Stodola, represent the
Raymond Sackler family, comprised of Dr. Richard Sackler, Jonathan
Sackler, David Sackler, and Beverly Sackler.

Scott+Scott Attorneys at Law LLP, led by Beth A. Kaswan, is counsel
to the Municipality Consortium.  Caplin & Drysdale, Chartered, led
by Kevin C. Maclay, James P. Wehner, Jeffrey A. Liesemer, and Todd
E. Phillips, is counsel to the Multi-State Governmental Entities
Group.



RIVORE METALS: U.S. Trustee Forms 3-Member Committee
----------------------------------------------------
The U.S. Trustee for Region 9 on Oct. 15, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Rivore Metals, LLC.

The committee members are:

     (1) Jerry Xiong
         Pacific Metal Master
         10050 West Gulf Bank Rd., Ste. 210
         Houston, TX 77040
         Phone:  832-235-6445
         Email: Pacificmetalmaster@gmail.com  

     (2) Brian R. Swanson
         E&E Manufacturing Company, Inc.  
         300 Industrial Dr.
         Plymouth, MI 48170
         Phone: 734-451-7171
         Email: bswanson@eemfg.com

     (3) Robin Philamendra
         Atlas Metals LTD  
         110 Ridgetop Rd. Scarborough
         Ontario, Canada
         Phone: 416-391-5066
         Email: robin@atlasmetals.ca
  
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 Rivore Metals

Rivore Metals, LLC -- http://www.rivore.com/-- is a metals trading
and project management company with offices in the United States
and Canada offering full service trading operations to
international specialized markets for ferrous and non-ferrous scrap
metals.

Rivore Metals, LLC,  filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-53795) on
September 27, 2019. In the petition signed by Konstantinos C.
Marselis, president, the Debtor estimated $50,000 in assets and $1
million to $10 million in liabilities.

The case is assigned to Judge Thomas J. Tucker.

Charles D. Bullock, Esq. at Stevenson & Bullock, P.L.C., is the
Debtor's counsel.


SAMSON OIL: Incurs $7.14 Million Net Loss in Fiscal 2019
--------------------------------------------------------
Samson Oil & Gas Limited filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$7.14 million on $12.66 million of total oil and gas income for the
fiscal year ended June 30, 2019, compared to a net loss of $6.03
million on $10.05 million of total oil and gas income for the
fiscal year ended June 30, 2018.

As of June 30, 2019, Samson Oil had $36.85 million in total assets,
$46.68 million in total liabilities, and a total stockholders'
deficit of $9.83 million.

Moss Adams LLP, in Denver, Colorado, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
Oct. 15, 2019, citing that the Company is in violation of its debt
covenants, incurred a net loss from operations, has cash outflows
from operations, and its current liabilities exceed its current
assets as of and for the year ended June 30, 2019.  These
conditions raise substantial doubt about its ability to continue as
a going concern.

                   Liquidity and Capital Resources

Samson Oil said, "We do not generate adequate revenue to satisfy
our current operations, we have negative cash flows from
operations, and we have incurred significant net operating losses
during the years ended June 30, 2019, and 2018, which raise
substantial doubt about our ability to continue as a going concern.
Because of this our financial statements have been prepared on the
going concern basis, which contemplates the continuity of normal
business activities and the realization of assets and settlement of
liabilities in the normal course of business.  We are in breach of
several of our covenants related to the Credit Agreement resulting
in our borrowings payable of $33.5 million being classified in
current liabilities.

"Our ability to continue as a going concern is dependent on the
re-negotiation of the Credit Agreement, the sale of assets and/or
raising further capital.  These factors raise substantial doubt
over our ability to continue as a going concern and therefore
whether we will realize our assets and extinguish our liabilities
in the normal course of business and at the amounts stated in the
financial statements.

"We believe that we can negotiate a waiver with our Lender and
increase our cash flows from operations through the successful
development of the Foreman Butte project and reducing our operating
and general and administrative costs.  In addition, we are
negotiating with a prospective party a transaction to divest all of
our oil and gas assets, which we believe, if successful, will
result in proceeds not less than our obligations under the Credit
Agreement and to our vendors.

"However, there can be no assurances that we will successfully
obtain a waiver, successfully divest our assets or increase our
cash flows from operations.  Given our current financial situation
we may be forced to accept terms on these transactions that are
less favorable than would be otherwise available.

"We used $5.4 million of cash flow from our operations during the
fiscal year ended June 30, 2019, compared to $0.7 million of cash
provided by operations during the same period in the prior year, a
change of $6.1 million.  Our loss can be primarily attributed to
higher LOE costs, which included $2.9 million of workover expenses
and higher interest expenses related to our Credit Agreement,
which, aggregated with LOE costs, equaled $14.7 million compared to
$8.6 million in the prior year.  These costs were offset by $1.0
million of other income related to the forfeiture of the
non-refundable deposit from the purchase and sale transaction with
Eagle Energy Partners I, LLC."

Cash flows used in investing activities during the fiscal year
ended June 30, 2019, was $1.5 million compared to $0.4 million in
the prior year.  During fiscal year ended June 30, 2019, the
Company incurred $1.6 million of capital costs, primarily related
to drilling the first Gonzalez location in its Home Run field.  The
Company also sold two oil and gas properties that had been fully
depleted for proceeds of $120,000.

The Company realized cash flows from financing activities of $2.8
million and $1.4 million for the years ended June 30, 2019, and
2018, respectively.  On April 9, 2019, the Company entered into a
new debt facility.  The Company received $33.5 million of proceeds
from borrowings under the new agreement and used the proceeds to
retire the previous credit facility of $23.9 million. The Company
also paid $1.4 million in deferred borrowing costs.

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

                       https://is.gd/JFAoAl

                         About Samson Oil

Samson Oil & Gas Limited -- http://www.samsonoilandgas.com/-- is
an independent energy company primarily engaged in the acquisition,
exploration, exploitation and development of oil and natural gas
properties.  The Company's principal business is the exploration
and development of oil and natural gas properties in the United
States.  The Company is headquartered in Perth, Western Australia.


SCULPTOR CAPITAL: Fitch Affirms B+ LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings affirmed the Long-Term Issuer Default Rating of
Sculptor Capital Management, Inc. and its related entities at 'B+'.
The Rating Outlook is Stable. Fitch has also affirmed Sculptor's
existing senior secured debt at 'BB-'/'RR3'.

The rating actions have been taken as part of a periodic peer
review of the alternative investment manager (IM) industry, which
is comprised of nine publicly rated global firms.

KEY RATING DRIVERS

IDRs AND SENIOR DEBT

The ratings affirmation reflects Sculptor's long-term performance
track record, particularly in its core multi-strategy hedge fund
business, continued expansion into credit and real estate products,
which have committed capital structures and generate more
consistent fee revenue, and the modest debt reduction achieved
since the last review, combined with Fitch's continued expectation
that the firm's leverage will approach 5.0x and interest coverage
will approach 3.0x towards the end of the Rating Outlook horizon
given continued expense reductions and mandatory debt repayments
related to the excess cash flow sweep.

In February 2019, Sculptor completed its previously announced
management and governance changes and equity realignment
transactions, which is expected to create a long term alignment
with the senior investment team, along with completing the
conversion to a C-corporation. The firm also renamed itself as of
September 2019.

Key rating constraints include the business model's sensitivity to
market risk due to the still meaningful amount of net asset
value-based management fees, weak fee-related EBITDA (FEBITDA)
margin, leverage and interest coverage metrics, and less
diversified, albeit improving, assets under management (AUM)
relative to higher-rated alternative investment managers. Reduced
investor appetite for hedge funds as an asset class, combined with
challenged performance relative to benchmarks more recently, has
pressured fund flows and fees for the hedge fund industry as a
whole.

In its analysis of Sculptor, Fitch uses FEBITDA as a proxy for cash
flow, which consists of management fees, less compensation expenses
(including salary and bonuses estimated to be 25% of management
fees), less operating expenses, plus depreciation and amortization.
The calculation excludes incentive income and incentive-related
compensation, which is approximated based on historical expense
patterns.

Sculptor's FEBITDA margin was 3.3% for the TTM ended June 30, 2019,
which is well below its longer-term historical range of 35% to 45%
and within Fitch's 'b' category quantitative earnings and
profitability benchmark range of 10% or below. Using Sculptor's
expense guidance for the rest of 2019, its AUM and the existing
management fee rates at 2Q19, Fitch estimates that the company's
FEBITDA margin for full-year 2019 could recover to the high single
digits, which would still be weak relative to the peer group and
historical performance.

Leverage, as defined by gross debt/FEBITDA was over 50.0x for the
trailing 12 months (TTM) ending June 30, 2019, which is well above
the peer group and the firm's historical metrics. Based on
Sculptor's expense guidance for the rest of 2019, its AUM and the
existing management fee rates at 2Q19, Fitch expects the company's
leverage to fall within a range of 18.0x and 20.0x by YE19,
assuming $450 million of total debt and preferred units at
year-end. With stabilization of the platform and further
right-sizing of the expense base, Fitch expects leverage to decline
over time, driven primarily by debt repayments related to the cash
flow sweep and from increased FEBITDA driven by AUM growth and
margin improvement. The leverage ratio is expected to approach 5.0x
towards the end of the Outlook horizon.

As part of the recapitalization, the company instituted a cash flow
sweep and a distribution holiday for private partnership units,
under the terms of which Sculptor is required to pay down the
senior secured term loan and the 2019 preferred units using 100% of
all economic income, after a distribution to the public
shareholders and after maintaining a free cash balance of $200
million at the company. The company is also required to contribute
gross proceeds resulting from the realization of accrued
unrecognized incentive income, net of compensation and 85% of the
after tax proceeds from any asset sales or other dispositions to
the cash flow sweep. The company expects to realize significant
accrued incentive income during 2020 which could contribute to the
debt pay down and help capture possible discounts on prepaying the
preferred units and subordinated debt. Accelerated pay downs are
possible to the extent the firm is able to generate meaningful
incentive income in the coming years. However, given the
unpredictable nature of this revenue stream, Fitch is not able to
predict with any degree of certainty the amount of incentive income
earned and, therefore, the pace of debt reduction.
Faster-than-anticipated deleveraging could drive positive ratings
momentum over time.

Interest coverage was 0.38x on a TTM basis through 2Q19. Based on
Sculptor's expense guidance for the rest of 2019, its AUM and
existing management fee rates at 2Q19, Fitch expects interest
coverage to be between 1.5x and 2.0x for 2019, assuming $450
million of total debt and preferred units at year-end. Fitch
expects interest coverage to improve over time with margin
improvement and as debt is paid down, with coverage likely to
exceed 3.0x within the Outlook horizon.

Liquidity is expected to remain adequate. At June 30, 2019, the
company had $174.7 million in unrestricted cash and equivalents,
$167.7 million in long-term U.S. Government obligations, and an
estimated $275 million of accrued but unrecognized incentive
income. The company terminated its $100.0 million revolving credit
facility during the recapitalization. As Sculptor continues to pay
down debt, per the provisions of the cash flow sweep, while holding
its minimum cash balance, Fitch expects the company to eventually
operate in a negative net debt position. Fitch would view this
favorably from a liquidity perspective.

On Aug. 29, 2019, the U.S. District Court for the Eastern District
of New York unsealed a Memorandum & Order in which it found that
certain former shareholders of a Canadian mining company qualify as
"victims" under the Mandatory Victims Restitution Act and directed
the parties to submit supplemental briefing regarding the
calculation of restitution, how to apportion the amount among OZ
Africa Management GP, LLC and others, and whether the effort to
arrive at a restitution amount is overly complex such that
restitution should not be awarded. The current ratings incorporate
the expectation that any legal expenses and/or settlement will be
manageable in the context of the Sculptor's liquidity profile and
will not impair its deleveraging path or fundraising capabilities.

The Stable Outlook reflects improving asset flows, with total AUM
at year end 2018 above that of the previous year for the first time
since 2014, the maintenance of solid investment performance across
the platform, continued reductions in the expense base to be
commensurate with fee generation and the implementation of a cash
flow sweep mechanism to support debt repayment, which are expected
to support improvements in leverage and interest coverage metrics
over the medium term.

The affirmation of the existing senior secured debt rating and
'RR3' Recovery Rating reflect Fitch's expectation for good recovery
prospects for the instrument in a stressed scenario given that term
loan holders benefit from a first-priority security interest in
Sculptor's assets and seniority for debt.

SUBSIDIARIES AND AFFILIATED COMPANIES

Sculptor is a publicly traded holding company, and its primary
assets are ownership interests in the operating group entities
(Sculptor Capital LP, Sculptor Capital Advisors LP and Sculptor
Capital Advisors II LP), which earn management and incentive fees
and are directly held through an intermediate holding company.
Sculptor conducts substantially all of its business through the
operating group entities. The IDRs assigned to Sculptor Capital LP,
Sculptor Capital Advisors LP and Sculptor Capital Advisors II LP
are equalized with the ratings assigned to Sculptor, reflecting the
joint and several guarantees among the entities.

Sculptor Capital LP serves as the debt-issuing entity for
Sculptor's secured debt and benefits from joint and several
guarantees from the management and incentive-fee generating
operating group entities.

RATING SENSITIVITIES

IDRs AND SENIOR DEBT

Ratings could be downgraded if outflows, fee pressure and/or the
inability to contain expenses prevent the firm from improving
margins and interest coverage and reducing leverage over the
Outlook horizon. Ratings may also be downgraded if fundraising
capability is materially impaired as a result of structural changes
within the firm or if Fitch believes the franchise has experienced
significant reputational damage. A reduction in the firm's
liquidity position could also yield negative rating actions.

Any material adverse impact on the company's franchise or financial
profile arising from the restitution claim related to the
activities of Oz Africa could also have a negative rating impact.

Positive ratings momentum would be conditioned upon leverage
declining below 5.0x and interest coverage exceeding 3.0x on a
sustained basis. Positive ratings momentum would also be predicated
on improved fundraising, enhanced AUM diversity, maintenance of
investment performance and continued fee generation, along with
expense reduction, which yields improvement in the FEBITDA margin
above 15%.

The senior secured debt ratings are primarily sensitive to changes
in Sculptor's IDR, and secondarily, changes in Sculptor's capital
structure which have the effect of materially changing the recovery
prospects for either debt class.

SUBSIDIARIES AND AFFILIATED COMPANIES

The ratings of Sculptor Capital LP, Sculptor Capital Advisors LP,
and Sculptor Capital Advisors II LP are linked to the IDR of
Sculptor and are, therefore, expected to move in tandem.


SEABROOK DENTAL: Seeks Appointment of Chapter 11 Trustee
--------------------------------------------------------
Seabrook Dental Laboratory, LLC, moves the Bankruptcy Court to
appoint a Chapter 11 Examiner or to dismiss the Chapter 11 case.

Over the last four years, Seabrook Dental has had a net income of
between $288,000 and $200,000. The Debtor takes a salary from this
of approximately $84,000 and the rent should also be deducted from
these figures. If the Debtor's ongoing rent were $4000.00, there
would be approximately $68,000.00 per year available for creditors.


If the case were converted to a case under chapter 7, the company
would shut down and the employees would be out of work. If Seabrook
Dental Laboratory is allowed to continue operating in a different
location with lower rent, the company could produce a cash flow in
most months which could be used to pay unsecured creditors after
all or most of the secured creditors are paid with the liquidation
of Holbrook/Searight.

Conversion to a chapter 7 in this case is not in the best interests
of any creditors. The most vocal secured creditors are already
taken care of with the conversion of Holbrook/Searight.

The conversion of Holbrook/Searight and its impending liquidation
will eventually resolve this issue, and the conversion changes the
nature of the Disclosure statement so much so that a new one must
be filed.  

Appointment of a Chapter 11 Trustee or an Examiner If cause for the
appointment of a trustee or examiner exists, a party in interest
may request the court to order the appointment thereof. In
determining which option is in the best interest of creditors, the
court evaluates the prospects for collection and payment of the
claims of creditors. In re Corona Care Convalescent Corp., 527 B.R.
379, 384 (Bankr. C.D. Cal. 2015)

It is for this reason, that Debtor requests instead the appointment
of an examiner. If the court does not order the appointment of a
trustee in the case, then on the request of a party in interest or
the U.S. Trustee at any time before the confirmation of a plan, and
after notice and a hearing, the court may order the appointment of
an examiner to conduct an investigation of the debtor.

If the court orders the appointment of an examiner in the case, the
court must direct the U.S. Trustee to make the appointment.

In the individual case, conversion would deprive the debtor of his
residence. If this Court decides that conversion of this case or
the individual chapter 11 would be in the best interests of the
creditors, Debtor requests that the cases be administratively
consolidated to minimize administrative expenses.

The appointment of a chapter 11 trustee would remove flexibility
needed for Debtor's reorganization and would drain funds which
could otherwise be used to pay unsecured creditors.

In light of these circumstances, the Debtor requests the
appointment of an examiner on a limited basis to act to give this
Court and Debtors' Creditors assurances as to the viability of a
reorganization.

Accordingly, the Debtor asks the Court order the appointment of a
chapter 11 examiner or in the alternative that the case be
dismissed.

The Debtor is represented by:

     Steven M. Palmer, Esq.
     Curtis, Casteel & Palmer
     3400 188th St. SW STE 565
     Lynnwood, WA 98037
     Tel: (425) 409-2745
     Fax: (425) 491-7178
     Email: spalmer@curtislaw-pllc.com

A full-text copy of the Request for the Appointment of Trustee is
available at https://tinyurl.com/yxtsf63k from PacerMonitor.com at
no charge.

    About Seabrook Dental Laboratory and Holbrook/Searight

Seabrook Dental Laboratory, LLC --
https://www.seabrookdentallab.com/ -- is an independent, full
service dental laboratory in Edmonds, Washington. Seabrook Dental
offers the newest technology and dental prosthetic solutions to
dentist clients.

Holbrook/Searight LLC is a privately held company that was
incorporated on March 22, 2002 as a profit limited liability
company registered at 7125 224th St. SW, Edmonds, Wash.

Seabrook Dental Laboratory and Holbrook/Searight, LLC filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Wash. Lead Case No.
18-13499) on Sept. 6, 2018.

In the petitions signed by Timothy R. Holbrook, managing member,
each Debtor estimated its assets and liabilities at between $1
million and $10 million.  

Judge Christopher M. Alston oversees the cases.  Thomas D.
Neeleman, Esq., at Neeleman Law Group, P.C., serves as the Debtors'
bankruptcy counsel.  

No official committee of unsecured creditors has been appointed.


SERENTE SPA: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on Oct. 15, 2019, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Serente Spa, LLC.

                        About Serente Spa
  
Serente Spa, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-35078) on Sept. 9,
2019.  At the time of the filing, the Debtor had estimated assets
of less than $100,000 and liabilities of less than $1 million.  The
case is assigned to Judge Jeffrey P. Norman.  Margaret Maxwell
McClure, Esq., at the Law Office of Margaret M. McClure, is the
Debtor's legal counsel.


SHANNON STALEY: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Oct. 15 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Shannon Staley & Sons LLC.

                      About Shannon Staley

Shannon Staley & Sons LLC -- https://shannonstaleyandsons.com/ --
is a full-service construction services firm offering on demand
construction services, turn key real estate, contract construction
services, and property management services.

Shannon Staley sought Chapter 11 protection (Bankr. W.D. Pa. Case
No. 19-23101) on Aug. 6, 2019, in Pittsburgh, Pa.  As of the
petition date, Debtor was estimated to have total assets between
$500,000 and $1 million, and liabilities of between $1 million and
$10 million.  The Hon. Carlota M. Bohm oversees the Debtor's case.
Robert O. Lampl Law Office is the Debtor's counsel.


SIENNA BIOPHARMACEUTICALS INC.: Epiq as Claims and Noticing Agent
-----------------------------------------------------------------
Sienna Biopharmaceuticals Inc. sought and obtained permission from
the U.S. Bankruptcy Court of the District of Delaware to appoint
Epiq Corporate Restructuring, LLC as the claims and noticing agent
in the Debtor's chapter 11 case effective September 16, 2019.

Epiq is one of the country's leading chapter 11 administrators,
with significant expertise in noticing, claims administration,
soliciting, balloting, and facilitating other administrative
aspects of chapter 11 cases.  Epiq has acted as the claims and
noticing agent in numerous recent cases of varying size and
complexity, including a number of recent cases filed in this
District.

The Debtor states that the appointment of Epiq as the Claims and
Noticing Agent in this chapter 11 case will expedite the
distribution of notices and the processing of claims, facilitate
other administrative aspects of this chapter 11 case, and relieve
the Clerk of these administrative burdens.  The Debtor believes
that the appointment of Epiq as the Claims and Noticing Agent will
thus serve to maximize the value of the Debtor’s estate for all
stakeholders.

Epiq will perform the following tasks in its role as the Claims and
Noticing Agent, as well as all quality control relating thereto, to
the extent requested by the Debtor:

     a) Prepare and serve required notices and documents in this
chapter 11 case in accordance with the Bankruptcy Code and the
Bankruptcy Rules in the form and manner directed by the Debtor
and/or the Court, including, if applicable, (i) notice of the
commencement of this chapter 11 case and the initial meeting of
creditors under section 341(a) of the Bankruptcy Code (as
applicable), (ii) notice of any claims bar date (as applicable),
(iii) notices of transfers of claims, (iv) notices of objections to
claims and objections to transfers of claims, (v) notices of any
hearings on a disclosure statement and confirmation of the a plan
or plans of reorganization, including under Bankruptcy Rule
3017(d), (vi) notice of the effective date of any plan or plans,
and (vii) all other notices, orders, pleadings, publications, and
other documents as the Debtor or the Court may deem necessary or
appropriate for an orderly administration of this chapter 11 case;

     b) If applicable, maintain an official copy of the Debtor's
schedules of assets and liabilities and statement of financial
affairs, listing the Debtor's known creditors and the amounts owed
thereto;

     c) Maintain (i) a list of all potential creditors, equity
holders, and other parties in interest and (ii) a "core" mailing
list consisting of all parties described in Bankruptcy Rules
2002(i), (j), and (k) and those parties that have filed a notice of
appearance pursuant to Bankruptcy Rule 9010; update said lists and
make said lists available upon request by a party in interest or
the Clerk;

     d) Furnish a notice to all potential creditors of the last
date for the filing of proofs of claim and a form for the filing of
a proof of claim;

     e) Maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail received;


     f) For all notices, motions, orders or other pleadings or
documents served, prepare and file or caused to be filed with the
Clerk an affidavit or certificate of service within seven business
days of service which includes (i) either a copy of the notice
served or the docket number(s) and title(s) of the pleading(s)
served, (ii) a list of persons to whom it was mailed (in
alphabetical order) with their addresses, (iii) the manner of
service, and (iv) the date served;

     g) Process all proofs of claim received, including those
received by the Clerk, check said processing for accuracy, and
maintain the original proofs of claim in a secure area;

     h) Maintain an electronic platform for purposes of filing
proofs of claim;

     i) Maintain the official claims register for the Debtor on
behalf of the Clerk; upon the Clerk's request, provide the Clerk
with a certified, duplicate unofficial Claims Register; and specify
in the Claims Register the following information for each claim
docketed: (i) the claim number assigned, (ii) the date received,
(iii) the name and address of the claimant and agent, if
applicable, who filed the claim, (iv) the amount asserted, (v) the
asserted classification(s) of the claim (e.g., secured, unsecured,
priority, etc.), and (vi) any disposition of the claim;

     j) Provide public access to the Claims Register, including
complete proofs of claim with attachments, if any, without charge;


     k) Implement necessary security measures to ensure the
completeness and integrity of the Claims Register and the
safekeeping of the original proofs of claim;

     l) Record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);

     m) Relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to Epiq's offices, not less than
weekly;

     n) Upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk copies of
the Claims Register for the Clerk's review, upon the Clerk's
request);

     o) Monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders filed and
make necessary notations on and/or changes to the Claims Register
and any service or mailing lists, including to identify and
eliminate duplicate names and addresses from such lists;

     p) Identify and correct any incomplete or incorrect addresses
in any mailing or service lists;

     q) Assist in the dissemination of information to the public
and respond to requests for administrative information regarding
this chapter 11 case as directed by the Debtor or the Court,
including through the use of a case website and/or call center;

     r) Monitor the Court's docket in this chapter 11 case and,
when filings are made in error or containing errors, alert the
filing party of such error and work with them to correct any such
error;

     s) If this chapter 11 case is converted to chapter 7 of the
Bankruptcy Code, contact the Clerk's office within three days of
the notice to Epiq of entry of the order converting the case;

     t) Thirty 30 days prior to the close of this chapter 11 case,
to the extent practicable, request that the Debtor submit to the
Court a proposed order dismissing Epiq as Claims and Noticing Agent
and terminating its services in such capacity upon completion of
its duties and responsibilities and upon the closing of this
chapter 11 case;

     u) Within seven days of notice to Epiq of entry of an order
closing this chapter 11 case, provide to the Court the final
version of the Claims Register as of the date immediately before
the close of the case; and

     v) The Claims Register shall be open to the public for
examination without charge during regular business hours and on a
case-specific website maintained by Epiq.

Before the Petition Date, the Debtor provided Epiq a $25,000
retainer.
Epiq seeks to first apply the retainer to all prepetition
invoices, which retainer shall be replenished to the original
retainer amount of $25,000 and, thereafter, to hold the retainer as
security of payment of Epiq’s final invoice for services rendered
and expenses incurred in performing the Claims and Noticing
Services.

                  About Sienna Biopharmaceuticals

Sienna Biopharmaceuticals, Inc. -- http://www.SiennaBio.com/-- is
a clinical-stage biopharmaceutical company focused on bringing
unconventional scientific innovations to patients whose lives
remain burdened by their disease.

Sienna Biopharmaceuticals sought Chapter 11 protection (Bankr. D.
Del. Case No. 19-12051) on Sept. 16, 2019.  The Debtor disclosed
$107,625,000 in assets and $80,642,000 in liabilities as of June
30, 2019.  The Hon. Mary F. Walrath is the case judge.

The Debtor tapped Young Conaway Stargatt & Taylor LLP as counsel;
Latham & Watkins LLP as co-counsel; Cowen and Company LLC as
investment banker; and Force 10 Partners as financial advisor. Epiq
Corporate Restructuring LLC is the claims agent.



SIMBECK INC: Gets Up to $1.5M of DIP Funds from Transfac
--------------------------------------------------------
The U.S> Bankruptcy Court for the Western District of Virginia
authorized Simbeck, Inc., to (i) continue factoring accounts
receivable and to obtain secured postpetition financing from
Commercial Funding Inc. f/k/a Transfac, Inc., for up to $1,500,000;
and to (ii) use Cash Collateral, pursuant to the budget -- through
Dec. 31, 2019, or at an earlier date when all Prepetition Loan
Indebtedness and Post-Petition Indebtedness are paid in full.

The Court also authorized the Debtor to borrow additional money and
seek other financial accommodations, pursuant to the terms of the
Interim Order and the Prepetition Agreements, as modified.

Pursuant to the Court Order:

   (a) The Lenders are granted, as security for the Post-petition
Indebtedness:

      (i) a valid and perfected senior security interests in, and
liens on  all of the Debtor's assets and any and all proceeds of
the assets, a 100% pledge of any of the Debtor's capital stock in
which the Debtor has an interest and the stock of all of the
Debtor's affiliates, causes of action, any avoidance actions and
the proceeds thereof.   The lien on avoidance actions, however,
will only attach upon entry of the Final Order and will be limited
to the amount of the Post-Petition Indebtedness;

     (ii) a first priority, perfected Lien upon all of the Debtor's
right, title and interest in, to and under all Collateral that is
not encumbered by any validly perfected security interest or lien
senior to the Liens of the Lenders on the Petition Date;

    (iii) a first priority, senior perfected Lien upon all of the
Debtor’s right, title and interest in, to and under the
Pre-Petition Collateral, provided that the first priority senior
Lien will be subject and junior to the Specific Equipment PMSI
Liens; and

     (iv) a second priority, junior perfected Lien upon all of the
Debtor’s right, title and interest in, to and under all other
Collateral that is subject to Specific Equipment PMSI Liens to the
extent the perfection in respect of a prePetition Date claim is
expressly permitted under the Bankruptcy Code.

   (b) The Liens granted under this Interim Order and the
Pre-Petition Agreements to the Lenders to secure the Post-Petition
Indebtedness will not be subordinated to or made pari passu with
any other lien or security interest.

   (c) Following the occurrence of a Termination Date, the Liens
and Superpriority Claims granted to the Lenders will be subject and
subordinate to a carve-out for:

      * quarterly fees as agreed to by the United States Trustee or
as determined by the Court;

      * any fees payable to the Clerk of the Bankruptcy Court; and

      * the aggregate allowed unpaid fees and expenses payable to
each professional person retained by the Debtor pursuant to a Court
order, other than fees and expenses of such professional persons
incurred, directly or indirectly, with respect to the Post Petition
Indebtedness, the Pre-Petition Loan Indebtedness or the
Pre-Petition Agreements, in an aggregate amount of up to $25,000.

   (d) In consideration for the use of cash collateral, the Lenders
are granted adequate protection for any diminution in the value of
the Collateral resulting from the liens and security interests
granted by the Post-Petition Financing and this Order.

   (e) The Debtor will make adequate protection payments to the
Lenders from October 2019 through and including January 2020, at
$75,000 per month, to be applied as follows:

      (i) for the months of October 2019 through December, 2019:
          * $15,000 to CFI with respect to the Factoring Agreement,
and
          * $60,000 to CCG with respect to the Secured Financings,


     (ii) for the month of January, 2020:
          * $5,000 to CFI with respect to the Factoring Agreement,
and
          * $70,000 to CCG with respect to the Secured Financings,

    (iii) From and after February 2020, the Debtor will make a
single Adequate Protection Payment to CCG for $75,000 per month
with respect to the Secured Financings;

     (iv) Between the 5th and 25th day of each month during the
Chapter 11 Case, the Lenders are authorized to fund the Adequate
Protection Payment directly from monies held by CFI in the Debtor's
factoring Reserve Account.  The Debtor, however, will be required
to pay to Lenders the balance of any monthly Adequate Protection
Payment owed if monies held in the Reserve Account are insufficient
to fund such Adequate Protection Payment in full.

   (f) The Lenders are granted valid and perfected, replacement
security interests in, and liens on all of the Debtor's right,
title and interest in, to and under the Collateral, subject only to
(i) the Carve-Out, (ii) the Liens granted pursuant to this Order
and the Prepetition Agreements to the Lenders to secure the
Postpetition Indebtedness, and (iii) any Specific Equipment PMSI
Liens prior in interest and senior to the Liens granted to the
Lenders pursuant to this Order and the Prepetition Agreements;

   (g) The Lenders are granted Superpriority Claims, junior only to
the Superpriority Claims granted pursuant to this Order to the
Lenders in respect of the Post-Petition Financing, and the
Carve-Out.

   (h) Proceeds or payments received by the Lenders with respect to
the Collateral upon which the Lenders had and have security
interests or liens will be applied as follows:

       * first, to the payment of all reasonable costs, fees and
expenses, including attorneys' fees of the Lenders;

       * second, to the payment of Prepetition Loan Indebtedness
consisting of accrued and accruing interest;

       * third, to the payment of Prepetition Loan Indebtedness
consisting of principal;

       * fourth, to the payment of Postpetition Indebtedness
including all accrued and accruing interest, costs and expenses,
including reasonable attorneys’ fees; and

       * fifth, to the payment of the Postpetition Indebtedness
consisting of principal;

       The Court reserves the right to re-allocate the payments in
the event that the Lenders did not maintain valid, perfected and
enforceable liens on any of the Prepetition Collateral.

   (i) The Lenders have the right to "credit bid" the amount of the
Prepetition Loan Indebtedness during any sale of all or
substantially all of the Debtor's assets to the extent it includes
the sale of any Collateral,

   (j) Any reorganization plan filed by the Debtor shall include
these Minimum Plan Provisions:

       * Lenders will have allowed fully-secured claims for the
full outstanding amounts due under the Factoring Agreement and the
Secured Financings at the time of plan confirmation,

       * the Debtor will pay CCG's allowed secured claim on the
same terms as presently due under the Secured Financings (that is,
by payment of no less than $83,206.66 per month), and

       * the Prepetition Loan Indebtedness and Post-Petition
Indebtedness will be paid in full.

   (k) The Lenders reserve their rights to object to any plan of
reorganization or liquidation filed by the Debtor regardless of
whether the plan includes the Minimum Plan Provisions

The Debtor may use the proceeds of any factoring advances and loans
for operations of the Debtor's business and the administration of
this Chapter 11 Case.

The second interim hearing will be held on Oct. 16, 2019 at 2:00
p.m. in Harrisonburg, Virginia

Written objections must be filed no later than 3:00 p.m. on Oct.
15, 2019.

A copy of the Interim DIP Order and the budget for the period from
Sept. 30, 2019 through Dec. 31, 2019, (at Exhibit A) is available
for free at: http://bankrupt.com/misc/Simbeck_29_DIP_IntORD.pdf

                      About Simbeck, Inc.

Simbeck, Inc. -- http://www.simbeckinc.com/ -- is a transportation
company with experience in long-haul, regional, and short-haul
truckload freight.  With a fleet of more than 70 trucks, Simbeck is
located along Interstate 81 in Northern Virginia providing the
Company access to all major shipping corridors along the east
coast; and from Virginia to Texas.

Simbeck, Inc., filed a Chapter 11 petition (Bankr. W.D. Va. Case
No. 19-50868) on Oct. 1, 2019 in Harrisonburg, Virginia.  In the
petition signed by Michael Darnell, Jr., president, the Debtor was
estimated to have assets of no more than $50,000 and liabilities at
$$1 million to $10 million.  Judge Rebecca B. Connelly administers
the Debtor's case.  HOOVER PENROD, PLC, represents the Debtor.


SOUTHERN INYO: PCO Files 23rd Report
------------------------------------
Joseph Rodrigues, the California State Long-Term Care Ombudsman, as
the Patient Care Ombudsman in Southern Inyo Healthcare District,
submits the 23rd report for the period August 17, 2019 to October
15, 2019.

PCO OBSERVATION: 

Eastern Sierra Area Agency on Aging is the designated Long-Term
Care (LTC) Ombudsman Program for Inyo and Mono Counties and is the
local representative of the Office of the State LTC Ombudsman.
Paulette Erwin is the local Ombudsman representatives assigned to
this facility. Southern Inyo Hospital District is located at 501
E.Locust Street, Lone Pine, California.

The California Department of Public Health(CDPH), Licensing and
Certification Division, licenses this facility as a Skilled Nursing
Facility that provide housing, meals, medical care, personal care,
social services, and social activities to people who have physical
or behavioral conditions that prevent them from living alone.

The licensed capacity of the facility is 33,with a current
occupancy of 28. There is no noted significant change in resident
mix, such as the admission of different client groups, younger
residents, etc. Southern Inyo Hospital Distinct Part Skilled
Nursing Facility is one of two skilled nursing facilities in Inyo
County. This makes finding long-term care placement challenging and
emotional for families. The current occupancy includes Inyo County
residents that were transferred to Southern Inyo Hospital D/P after
receiving care out of the area.

One local resident was transferred from a hospital in Nevada, one
resident was transferred from a facility in Southern California and
three residents were transferred from the hospital located in the
southern part of Inyo County. The Director of Nursing, Michael
Floyd, reports the facility is in the process of implementing a new
electronic health record system.

The new system will help the facility maintain regulatory
compliance, streamline billing and improve care. Due to the rural
nature of this facility and the challenge of recruiting qualified
staff, the facility offered a Certified Nursing Assistant training
program for local community members. Six local residents have
completed the CNA training program and three of the students have
passed the CNA examination and will be working at the facility.

The local Ombudsman Program has not received any concerns involving
vendors,utilities, or external support factors that may impact
resident care. The local Ombudsman Program has conducted six visits
during this reporting period. During these visits, the local
Ombudsman representative met with residents to offer an opportunity
to discuss both facility-wide concerns and individual complaints.
Several residents indicated they are comfortable and have no
complaints.

The Patient Care Ombudsman has no recommendations for the court at
this time.

A full-text copy of the PCO Report is available at
https://tinyurl.com/y2lazp8h from PacerMonitor.com at no charge.

The PCO can be reached at:

Joseph Rodrigues
1300 National Drive, Suite 200
Sacramento, California 95834
Telephone: (916)419-7510
Facsimile: (916)928-2503

           About Southern Inyo Healthcare District

Southern Inyo Healthcare District sought protection under Chapter 9
of the Bankruptcy Code (Bankr. E. D. Calif. Case No.16-10015) on
January 4, 2016.  The petition was signed by Alan Germany, chief
restructuring officer.  At the time of the filing, Southern Inyo
Healthcare District estimated its assets and debts at $1 million to
$10 million.


SPENGLER PLUMBING: Committee Taps Carmody MacDonald as Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of Spengler Plumbing
Company, Inc. received approval from the U.S. Bankruptcy Court for
the Southern District of Illinois to hire Carmody MacDonald P.C. as
its legal counsel.

The firm will provide services to the committee in connection with
the Debtor's Chapter 11 case, which include legal advice regarding
the terms of the Debtor's bankruptcy plan or sale of its assets,
investigation of secured claims, and negotiations with the Debtor
and creditors.

The hourly rates for Carmody attorneys range from $270 to $485.  
Paralegals and law clerks charge between $145 and $195 per hour.

The attorneys expected to represent the committee are:

     Robert Eggmann   Partner     $395 per hour
     Thomas Riske     Partner     $285 per hour
     Becky Eggmann    Associate   $270 per hour

Carmody is "disinterested" within the meaning of Section 101(14) of
the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Robert E. Eggmann, Esq.
     Thomas H. Riske, Esq.
     Becky R. Eggmann, Esq.
     Carmody MacDonald P.C.
     120 S. Central Avenue, Suite 1800
     St. Louis, MO 63105
     Phone: (314) 854-8600
     Fax: (314) 854-8660
     Email: ree@carmodymacdonald.com
            thr@carmodymacdonald.com
            bre@carmodymacdonald.com

                  About Spengler Plumbing Company

Founded in 1971, Spengler Plumbing Company, Inc. specializes in
plumbing and HVAC services.

Spengler Plumbing Company sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ill. Case No. 19-30958) on July 19,
2019.  At the time of the filing, Spengler Plumbing disclosed
assets of between $1 million and $10 million and liabilities of the
same range.  The case has been assigned to Judge Laura K. Grandy.
Spengler Plumbing is represented by Steven M. Wallace, Esq., at
Heplerbroom, LLC.

The U.S. Trustee for Region 10 appointed a committee of unsecured
creditors on Sept. 12, 2019.  The committee is represented by
Carmody MacDonald P.C.


TETON BUILDINGS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Teton Buildings, LLC
        2701 Magnet Street
        Houston, TX 77054

Business Description: Teton Buildings, LLC --
                      http://tetonbuildings.com-- is a modular
                      building construction company located in
                      Houston, Texas, serving the multi-family,
                      hospitality, oil field service, energy &
                      industrial, government, disaster recovery,
                      medical, park model, and tiny housing
                      industries.  The Company builds man
                      camps and workforce housing, worker
                      villages, commercial kitchens, offices,
                      heli-camps and all other space needs.  For
                      more than 45 years, Teton Buildings has
                      served the US with modular building
                      solutions for public and private sectors.

Chapter 11 Petition Date: October 16, 2019

Case No.: 19-35811

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

Judge: Hon. Marvin Isgur

Debtor's Counsel: Ryan Anthony O'Connor, Esq.
                  OKIN ADAMS LLP
                  1113 Vine St, Ste 240
                  Houston, TX 77002
                  Tel: 713-228-4100
                  Email: roconnor@okinadams.com
                         info@okinadams.com

                    - and -

                  Matthew Scott Okin, Esq.
                  OKIN & ADAMS LLP
                  1113 Vine Street, Suite 240
                  Houston, TX 77002
                  Tel: 713-228-4100
                  Fax: 888-865-2118
                  Email: mokin@okinadams.com
                         info@okinadams.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Phil Hickman, 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/txsb19-35811.pdf


TIGER OAK MEDIA: Seeks to Hire Bankruptcy Attorneys
---------------------------------------------------
Tiger Oak Media, Incorporated seeks approval from the U.S.
Bankruptcy Court for the District of Minnesota to hire attorneys in
connection with its Chapter 11 case.

In an application filed in court, the Debtor proposes to employ
Steven Nosek, Esq., and Yvonne Doose, Esq., to give legal advice
regarding its duties under the Bankruptcy Code, prepare a plan of
reorganization, represent the Debtor in adversary proceedings, and
provide other legal services related to its Chapter 11 case.

Mr. Nosek and Ms. Doose will charge $300 per hour and $200 per
hour, respectively.

Both attorneys disclosed in court filings that they do not hold any
interest adverse to the Debtor and its bankruptcy estate.

The attorneys maintain an office at:

     Steven B. Nosek, Esq.
     Yvonne R. Doose, Esq.
     Steven B. Nosek, P.A.
     2855 Anthony Ln S, Ste 201
     St. Anthony, MN 55418
     Tel: 612-335-9171
     Email: snosek@noseklawfirm.com

                About Tiger Oak Media Incorporated

Tiger Oak Media, Incorporated is a regional and national publisher
of books, magazines, media and events that appeal to targeted
audiences.

Tiger Oak Media sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 19-43029) on Oct. 7,
2019.  In the petition signed by its chief executive officer, Craig
Bednar, the Debtor disclosed assets of less than $50,000 and
liabilities of less than $10 million.  The Hon. Michael E. Ridgway
is the case judge.


TIME DEFINITE: May Continue Using CitiBusiness Card Postpetition
----------------------------------------------------------------
Judge Michael G. Williamson of the Bankruptcy Court for the Middle
District of Florida authorizes Time Definite Services, Inc., to
continue using its prepetition CitiBusiness Card post-petition.

The Debtor is directed to pay off the full balance of the Citi Card
each month and to attach monthly statements for the Citi Card to
the Debtor's monthly operating reports.

                   About Time Definite Services

Time Definite Services, Inc., is a provider of refrigerated
trucking and individualized logistics.  Its affiliate Time Definite
Leasing LLC provides truck renting and leasing services.

Time Definite Services and Time Definite Leasing filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Lead Case No. 19-06564) on July 12, 2019.  In the
petition signed by Michael Suarez, president, Time Definite
Services disclosed $21,898,781 in assets and $22,555,177 in
liabilities.  Buddy D. Ford, P.A. is the Debtors' counsel.


TPG PACE: Extends Business Combination Date by Three Months
-----------------------------------------------------------
At TPG Pace Holdings Corp.'s extraordinary general meeting of
shareholders held on Sept. 20, 2019, the shareholders approved an
amendment to the Company's amended and restated memorandum and
articles of association to extend the date by which the Company has
to consummate a business combination from Sept. 30, 2019 to Dec.
31, 2019.  The shareholders also approved an amendment to the Trust
Agreement to extend the date on which to commence liquidating the
Trust Account in the event the Company has not consummated a
business combination prior to Sept. 30, 2019 from Sept. 30, 2019 to
Dec. 31, 2019.

The approval of the Extension Amendment Proposal will provide an
opportunity for the Company's shareholders to evaluate the
Company's proposed business combination with Accel Entertainment,
Inc., an Illinois corporation.  In connection with the proposed
Business Combination, the Company and Accel entered into a
Transaction Agreement on June 13, 2019.

On Sept. 20, 2019, in connection with its Extraordinary General
Meeting, TPG Pace and Continental Stock Transfer & Trust Company
entered into Amendment No. 1 to the Investment Management Trust
Agreement effective as of June 27, 2017, to extend the date on
which to commence liquidating the trust account established in
connection with the Company's initial public offering in the event
the Company has not consummated a business combination prior to
Sept. 30, 2019, from Sept. 30, 2019 to Dec. 31, 2019.

                           About TPG

TPG Pace Holdings Corp. -- http://www.tpg.com/-- is an alternative
asset firm founded in 1992.  TPG's investment platforms are across
a wide range of asset classes, including private equity, growth
equity, real estate, credit, and public equity.  TPG aims to build
dynamic products and options for its investors while also
instituting discipline and operational excellence across the
investment strategy and performance of its portfolio.

As of March 31, 2019, TPG Pace had $459.80 million in total assets,
$15.96 million in total liabilities, and $438.83 million in Class A
ordinary shares, and $5 million in total shareholders' equity.

KPMG LLP, in Fort Worth, Texas, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated Feb. 13,
2019, on the Company's consolidated financial statements for the
year ended Dec. 31, 2018, citing that the Company's limited amount
of time to complete an initial business combination for which
significant contingencies to completion exist raise substantial
doubt about its ability to continue as a going concern.

TPG Pace received written notice on Oct. 3, 2018 from The New York
Stock Exchange that a NYSE Regulation review of the current
distribution of the ordinary shares of the Company shows that it
has fewer than 300 public holders and is non-compliant with Section
802.01B of the NYSE Listed Company Manual, which requires the
Company to maintain a minimum of 300 public stockholders on a
continuous basis.


TSC DORSEY RUN: DOJ Watchdog Directed to Appoint Ch. 11 Trustee
---------------------------------------------------------------
Upon consideration of (i) the United States Trustee's Motion to
Direct the Appointment
of a Chapter 11 Trustee or, Alternatively, Examiner, (ii) the
objection filed thereto by TSC Dorsey Run Road-Jessup, LLC, (iii)
the Bankruptcy Court's Consent Order Directing Appointment of
Examiner and (iv) the Examiner Report filed by G. Richard Gray, the
Bankruptcy Court granted the Motion.

The United States Trustee is directed to appoint a Chapter 11
Trustee in this case,
in accordance with the provisions of 11 U.S.C. Section 1104(a).

A full-text copy of the Consent Order is available at
https://tinyurl.com/y576umuy from PacerMonitor.com at no charge.

             About TSC Dorsey Run Road-Jessup

TSC Dorsey Run Road - Jessup, LLC, is a privately held company
engaged in activities related to real estate. The Company is the
fee simple owner of a property located at 7869 Dorsey Run Road in
Jessup, Maryland having a current value of $2.45 million.

TSC Dorsey Run Road - Jessup, LLC, based in Columbia, MD, filed a
Chapter 11 petition (Bankr. D. Md. Case No. 18-25597) on Nov. 28,
2018.  The Hon. Michelle M. Harner oversees the case.  The Law
Offices of David W. Cohen, led by founding partner David W. Cohen,
serves as bankruptcy counsel.  In the petition signed by Bruce S.
Jaffe, manager, the Debtor disclosed $2,450,000 in assets and
$2,359,552 in liabilities.


UCI INTERNATIONAL: Says State Boards Cost Recovery Barred by Plan
-----------------------------------------------------------------
UCI International, LLC and Champion Laboratories, Inc., submitted a
motion for entry of an order enforcing the Plan and Confirmation
Order of the Reorganized Debtors, including the Discharge and
Injunction Provisions against the San Francisco Bay Regional Water
Quality Board and State Water Resources Control Board.

The California Boards stated that they are informed and believe
that the Debtors are liable for investigation, assessment,
monitoring, oversight costs, and remediation of pollution at the
Benecia Industrial Park.

Since the effective date, the State Board has issued multiple
directives for investigation and cleanup work at the Benecia
Industrial Park at no time prior to the filing of the motion was
the Benecia Industrial Park subject to a site cleanup order.  The
Debtors made a business decision to remit certain payments to the
State Board, rather than challenging whether their obligations
related to the Benecia Industrial Park were discharged in
accordance with the terms of the Plan.

The California Boards asserted that the claims were being filed for
any regulatory oversight costs that have or may be incurred by the
Regional Water Board/and or State Board in assuring that the
Debtors, individually or collectively satisfy their environmental
obligations.

According to UCI, The claims of the California Boards against the
Debtors are just that: claims, as defined by the Bankruptcy Code.
As set forth in the Clean Up Order, the State Board is not only
seeking costs but also an equitable remedy in the event that the
Reorganized Debtors breach their obligations of performance.  The
State Board is seeking cost recovery from the Reorganized Debtors
for the reimbursement of the State Board's cost incurred.

The Debtors note that the Plan and Confirmation Order
unambigiuously provide for the discharge of all claims against the
Reorganized Debtors and for an injunction from bringing actions
based upon such claims arising prior to the Effective Date.

A full-text copy of the motion dated October 8, 2019, is available
at https://tinyurl.com/y659dxqa from PacerMonitor.com at no
charge.

The Debtors are represented by Jeffrey R. Waxman and Brya M.
Keilson of the Morris James LLP.

                  About UCI International LLC

UCI International, LLC, headquartered in Lake Forest, IL, designs,
manufactures, and distributes vehicle replacement parts, including
a broad range of filtration, fuel delivery systems, and cooling
systems products in the automotive, trucking, marine, mining,
construction, agricultural, and industrial vehicles markets.

UCI and its affiliates sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 16-11355) on June 1, 2016. The Debtors are
represented by Jessica C.K. Boelter, Esq., Larry J. Nyhan, Esq.,
Kerriann S. Mills, Esq., and Jackson T. Garvey, Esq., at Sidley
Austin LLP. Alvarez & Marsal provides the company with financial
advice and Moelis & Company LLC is the Debtors' investment banker.
Garden City Group serves as the Debtors' Claims Agent.  Wilmington
Trust is the Indenture Trustee for a $400-million issue of 8.625%
Senior Notes Due 2019.

The Debtors was estimated to have assets at $100 million to $500
billion and debt at $500 million to $1 billion at the time of the
filing.

The United States Trustee appointed an Official Committee of
Unsecured Creditors, which has retained Morrison & Foerster LLP as
proposed counsel, and Cole Schotz PC as Delaware co-counsel.  Zolfo
Cooper LLC has been retained as bankruptcy consultant and financial
advisor for the Committee.

Willkie Farr & Gallagher LLP and Morris Nichols Arsht & Tunnell LLP
represent an ad hoc group of unaffiliated noteholders of the 8.625%
senior unsecured notes issued by UCI International.


US STEEL: Fitch Assigns B+ Rating on New Convertible Notes
----------------------------------------------------------
Fitch Ratings assigned a 'B+'/'RR4' rating to U. S. Steel's new
issuance of senior convertible notes. U. S. Steel intends to use
the proceeds for general corporate purposes, including, without
limitation, for previously announced strategic investments and
capex. The Rating Outlook is Stable.

The ratings reflect a combination of the fully debt-funded
acquisition of a 49.9% interest in Big River Steel (BRS) for cash
consideration of around $700 million during a period of elevated
capital spending, which is expected to be partially debt-funded
with around $1.6 billion of incremental debt, and weaker steel
market conditions. The anticipated near-term debt issuance, which
Fitch believes is unlikely to be repaid over the next few years, is
expected to result in total adjusted debt to EBITDAR sustained in
the 4.5x-5.0x range through the ratings horizon. Fitch views the
decision to acquire an interest in BRS as positive longer term, as
U. S. Steel is effectively adding newer, lower cost, more
technologically advanced capacity. Fitch believes this will reduce
volatility through the cycle given the highly variable cost
structure and relatively low maintenance capex associated with
electric arc furnace (EAF) production.

The Stable Outlook reflects U. S. Steel's continued focus on cost
reduction and operational efficiency and Fitch's expectation of
annual operating EBITDA of around $1 billion through the forecast
period on average, barring a significant weakening in steel market
conditions. Heavy capital spending associated with the asset
revitalization program (ARP) and the Mon Valley Works investment is
expected to result in negative FCF through 2021. However, Fitch
views these capital investments as positive longer term since these
projects are likely to improve operational efficiency and lower U.
S. Steel's cost structure, in addition to lowering sustaining capex
and expanding its higher-margin product mix.

KEY RATING DRIVERS

Big River Steel Transaction: On Oct. 1, 2019, U. S. Steel announced
its intention to acquire a 49.9% equity stake in BRS for
approximately $700 million with a call option to purchase the
remaining 50.1% within the next four years. Fitch expects the
company to fund the BRS transaction with $700 million of debt,
which is in addition to a previously anticipated debt raise of
approximately $1.6 billion over the next few years to fund a
portion of capital project spending. Since U. S. Steel has no
near-term maturities and completion of the majority of projects and
associated earnings benefits is not expected to be realized until
2021 or after, Fitch believes the company is unlikely to pay down
debt over the ratings horizon.

Fitch views the BRS transaction as positive longer-term given U. S.
Steel is adding newer, more technologically advanced capacity which
Fitch expects to lower the company's cost structure. Fitch views
the variable cost structure and relatively low maintenance capex
associated with EAF production as improving U. S. Steel's
profitability and reducing volatility through the cycle. However,
given Fitch's expectation of a meaningful debt raise and the
expectation U. S. Steel will not repay debt over the rating
horizon, Fitch expects total adjusted debt to EBITDAR to be in the
4.5x-5.0x range.

Asset Revitalization Program Spending: In 2017, U. S. Steel began
its $2 billion four-year ARP, which involves total capex of
approximately $1.5 billion. The program is focused on the company's
Flat-rolled segment and is expected to increase profitability,
productivity and operational efficiency. U. S. Steel reported ARP
EBITDA benefits of $111 million in 2018. Total capex spent on the
ARP through 2018 was $584 million, suggesting $916 million of
remaining capex over the next two years in order to complete the
program by management's 2020 target. However, U. S. Steel has
announced that it plans to potentially re-scope its ARP in
connection with the BRS transaction, which could result in reduced
spending.

Fitch views the ARP positively and believes the company's decision
to significantly invest in its critical steelmaking assets will
result in a lower cost structure and improve profitability through
the cycle.

Mon Valley Works Investment: On May 2, 2019, in addition to the
ARP, U. S. Steel announced a $1.2 billion investment on an endless
casting and rolling facility at Mon Valley Works and a cogeneration
plant at Clairton Works. The bulk of the capex is expected to be
$400 million in 2020 and $650 million in 2021. The endless casting
and rolling facility will be the first facility of this type in the
United States and one of only a handful in the world. This process
is expected to result in lower conversion costs, improve yield and
expand the company's higher margin downstream product mix for a
broad range of customers. First coil is expected in 2022 and U. S.
Steel expects the investment to reduce costs by $35/ton at Mon
Valley Works.

Additional Capital Investments: On Feb. 11, 2019, U. S. Steel
announced plans to restart completion of its Fairfield EAF which
has 1.6 million tons of annual capacity and is expected to begin
producing steel in the second half of 2020. Over the next two
years, U. S. Steel expects to spend $280 million to finish
construction of the Fairfield EAF which will supply rounds to be
consumed internally within its Tubular segment seamless pipe
operations. U. S. Steel believes the Fairfield EAF will improve its
Tubular segment cost structure and expects to achieve $90/ton of
cost reductions. The company also plans to spend $130 million on a
Dynamo line at USSK in 2020 which is expected to result in $35
million of EBITDA benefit within its USSE segment.

Negative FCF Expectations: Fitch expects domestic and European
steel markets to be weaker compared with 2018 although does not
currently believe the price environment will be as weak as 2016
depressed levels. Given expectations for weaker market conditions,
Fitch expects flat to modestly declining domestic flat-rolled
volumes, lower European flat-rolled volumes, and declining steel
prices. Fitch estimates total capex will be $4.0 billion-$4.5
billion over the 2019-2021 time period, although believes U. S.
Steel has flexibility to adjust the timing of spending on projects
should market conditions materially weaken.

Fitch believes the combination of weaker steel market conditions
and heavy capital spending, expected to peak in 2020-2021, will
result in negative FCF through 2021. This is partially offset by
the company having no near-term maturities and its view that
capital investments will improve the company's future FCF
generating ability.

DERIVATION SUMMARY

U. S. Steel is larger in terms of annual shipments compared with
EAF steel producer Commercial Metals Company (BB+/Stable) and
smaller and less diversified compared with majority EAF steel
producer Gerdau S.A. (BBB-/Stable) and globally diversified steel
producer ArcelorMittal S.A. (BBB-/Stable). U. S. Steel has
favorable leverage metrics and product diversification compared
with CMC, although CMC's profitability is less volatile resulting
in more stable margins and leverage metrics through the cycle. U.
S. Steel's leverage on a total adjusted debt/EBITDAR basis has
generally compared less favorably with ArcelorMittal and Gerdau.

U. S. Steel compares favorably on size, raw material
self-sufficiency, diversification and leverage metrics although is
less profitable compared with domestic integrated steel producer AK
Steel Holding Corp. AK Steel has focused on increasing its
proportion of its higher value-added product mix over the past few
years, which has benefitted average selling prices and
profitability. U. S. Steel is larger in terms of total shipments
although is less profitable and has weaker credit metrics compared
with domestic EAF producer Steel Dynamics, Inc. (BBB/Stable) U. S.
Steel is smaller, less diversified and has weaker credit metrics
compared with domestic EAF producer Nucor.

KEY ASSUMPTIONS

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

  -- Declining steel price environment throughout the forecast
period;

  -- Flat-rolled shipments of 10.7 million shipments in 2019,
declining modestly thereafter;

  -- Lower capacity utilization negatively affects margins,
partially offset by cost-reduction efforts;

  -- Tubular segment shipments and prices relatively flat through
the forecast period;

  -- Capex of around $1.2 billion in 2019, peaking in 2020-2021,
and declining to more historical levels in 2022;

  -- Portion of capex is funded with debt;

  -- No share repurchases after 2019.

The recovery analysis assumes U. S. Steel would be reorganized as a
going concern in a bankruptcy rather than liquidated.

Assumptions for the going concern (GC) approach: Fitch has assumed
a bankruptcy scenario exit GC EBITDA of $700 million. The GC EBITDA
estimate is reflective of a mid-cycle sustainable EBITDA level upon
which Fitch bases the enterprise valuation. The $700 million GC
EBITDA estimate compares with 2018 operating EBITDA of
approximately $1.5 billion and 2016 operating EBITDA of
approximately $400 million which represent domestic steel market
high and low points respectively. The GC EBITDA estimate is
weighted slightly toward the lower end of the mid-point to reflect
the volatility of prices and the cyclical end market demand in
addition to Fitch's view that the company could potentially exit a
hypothetical bankruptcy scenario with a smaller operational
footprint.

Fitch generally applies EBITDA multiples that range from 4.0x-6.0x
for metals and mining issuers given the cyclical nature of
commodity prices. Fitch applied a 5.0x multiple to the GC EBITDA
estimate to calculate a post-reorganization enterprise value of
$3.15 billion after an assumed 10% administrative claim. Fitch
assumed the ABL credit facility is 80% drawn in the recovery
analysis.

The allocation of value in the liability waterfall results in a
Recovery Rating of 'RR1' for the first lien secured ABL credit
facility resulting in a 'BB+' rating and a Recovery Rating of 'RR4'
for the senior unsecured level resulting in a 'B+' rating.

RATING SENSITIVITIES

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

  -- Total adjusted debt/EBITDAR sustained below 4.0x;

  -- EBITDAR margins sustained above 7.5%;

  -- Continued progress on capital spending projects and targeted
cost reduction materializing.

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

  -- Total adjusted debt/EBITDAR sustained above 5.0x;

  -- EBITDAR margins sustained below 6.0%;

  -- Significant amount of additional debt issuance not offset with
asset sales or an equity raise;

  -- A material weakening of domestic steel market conditions
leading to significantly larger than expected negative FCF.

LIQUIDITY AND DEBT STRUCTURE

Solid Liquidity: As of June 30, 2019, U.S. Steel had $651 million
of cash and cash equivalents and full availability under its $1.5
billion ABL credit facility. In addition, the company had $296
million available under its USSK credit facilities.


US STEEL: Moody's Assigns B3 Rating to Sr. Notes Due 2026
---------------------------------------------------------
Moody's Investors Service assigned a B3 senior unsecured rating to
United States Steel Corporation's Convertible Senior Notes Due
November 2026. Moody's affirmed the B2 Corporate Family Rating, the
B2-PD Probability of Default Rating, and the B3 senior unsecured
ratings, including the IRB's and the ERB's. The Speculative Grade
Liquidity Rating is unchanged at SGL-2. The outlook is stable.

Assignments:

Issuer: United States Steel Corporation

Senior Unsecured Conv./Exch. Bond/Debenture, Assigned B3 (LGD4)

Outlook Actions:

Issuer: United States Steel Corporation

Outlook, Remains Stable

Affirmations:

Issuer: Allegheny County Industrial Dev. Auth., PA

Senior Unsecured Revenue Bonds, Affirmed B3 (LGD4)

Issuer: Bucks County Industrial Development Auth., PA

Senior Unsecured Revenue Bonds, Affirmed B3 (LGD4)

Issuer: Hoover (City of) AL, Industrial Devel. Board

Senior Unsecured Revenue Bonds, Affirmed B3 (LGD4)

Issuer: Indiana Finance Authority

Senior Unsecured Revenue Bonds, Affirmed B3 (LGD4)

Issuer: Ohio Water Development Authority

Senior Unsecured Revenue Bonds, Affirmed B3 (LGD4)

Issuer: Southwestern Illinois Development Authority

Senior Unsecured Revenue Bonds, Affirmed B3 (LGD4)

Issuer: United States Steel Corporation

Probability of Default Rating, Affirmed B2-PD

Corporate Family Rating, Affirmed B2

Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD4)

Unchanged:

Issuer: United States Steel Corporation

Speculative Grade Liquidity Rating, Unchanged SGL-2

RATINGS RATIONALE

The B2 CFR reflects the increased leverage that will result from
the financing of strategic investments to improve the productivity
and cost position of U. S. Steel, including the pending acquisition
of a 49.9% equity stake in Big River Steel LLC (B3 CFR -- Big
River) for approximately $700 million. In addition to Big River,
these investments are indicated to be around $1.6 billion over the
next several years and include $1.2 billion for the endless casting
& rolling facility and cogeneration facility at the Mon Valley
works, $280 million for the construction of an electric arc furnace
(EAF) in the tubular segment and $130 million for a new Dynamo line
at U. S. Steel Europe (USSE). Although the company expects around
$390 million in annual EBITDA improvement once all projects are
completed and fully operational, the largest portion of this
improvement is slated to come from the Mon Valley investment, which
investment time frame is between 2019 and 2022. As such, meaningful
uplift from this investment is not expected over the next several
years although contribution from the new Dynamo line and the EAF is
expected in 2020 and forward. Additionally, no returns from the Big
River investment are expected over the next several years as Big
River completes its expansion plans to double capacity to around
3.3 million tons. Consequently leverage is expected to remain
elevated, peaking at around 6x, particularly if current market
price conditions persist.

While U. S. Steel's metrics and leverage position remain strong for
the twelve months through June 30, 2019, with debt/EBITDA of 2.4x
and EBIT/interest of 4x, performance benefits from the substantive
run-up in steel prices in 2018, which contributed to strong
advancement in EBITDA that continues to be reflected in the LTM
numbers. The B2 CFR anticipates weaker performance in the second
half of 2019 and into 2020 given the drop-in steel prices that has
been ongoing over the course of 2019, lag impact of such on
performance, and expectation that there is no catalyst that will
change the current market fundamentals in either the US or Europe.
Steel prices have fallen steadily during 2019, with hot-rolled coil
averaging $692/ton in the quarter through March, $614/ton for the
quarter through June and Moody's estimates that the third quarter
will be around $580/$600 ton and not improve materially over the
next several quarters with risk to the downside. Reflecting the
difficult market environment in the US and Europe, U. S. Steel has
temporarily idled two blast furnaces in the US and one in Europe.

Additionally, given the level of sales into the spot market,
performance will continue to evidence significant volatility. Key
end markets such as automotive and OCTG are slowing and industrial
and machinery are expected to moderate as well. Consequently,
leverage, as measured by the debt/EBITDA ratio is seen as peaking
at about 5x. The CFR also considers the execution risk in the
various projects underway and the need to complete in a timely
fashion within expected budgets.

Although the debt protection metrics and leverage position are
temporarily stretched, the CFR incorporates the strategic benefits
of the investments in process, the investment in Big River, and the
size and footprint of the company in the US steel industry.

U. S. Steel, like all producers in the global steel sector faces
pressure to reduce greenhouse gas and air pollution emissions,
among a number of other sustainability issues and will likely incur
costs to meet increasingly stringent regulations. As such, the
company faces longer term secular challenges in the ongoing shift
away from blast furnace steelmaking to EAFs.

U. S. Steel and companies who produce steel using the blast furnace
process ( integrated producers -use primarily coal and iron ore to
produce steel) have higher greenhouse gas emissions and face
greater challenges than producers who use the EAF process, which
has a greater percentage of scrap (recycled steel) in the raw
material mix. Additionally, with the move to increasingly higher
CAFÉ standards, producers supplying the automotive industry face
increasing competition from other materials such as aluminum. U. S.
Steel continues to focus on its Advanced High- Strength Steel
product development to help mitigate against this market erosion.
The increasing use of debt in the capital structure, while for key
strategic initiatives indicates a higher tolerance for leverage in
the capital structure.

The SGL-2 speculative grade liquidity rating reflects the company's
good liquidity but reduced cash position of $651 million at June
30, 2019 and availability under its $1.5 billion asset based
revolving credit facility (ABL). Preliminary indications are that
cash at September 30, 2019 has dropped to between $466 million and
$476 million. The company will upsize the ABL to $2 billion with
the closing of the announced Big River investment.

The ABL requires the company to maintain a fixed charge coverage
ratio for the most recent four consecutive quarters should
availability be less than the greater of 10% of the total aggregate
commitment and $150 million. Given that the company would not be
able to meet the coverage ratio, availability has been reduced by
$150 million. The facility matures February 26, 2023 but can be
accelerated 45 days prior to the maturity of any senior debt
outstanding if certain liquidity conditions are not met. With the
company's debt repayments in recent years, there are no senior note
maturities until 2025, subsequent to the maturity date of the ABL.
Given the increased capital spending anticipated over the next
several years, U. S. Steel is expected to be modestly free cash
flow negative, but this can be accommodated in the liquidity
profile.

There is also a Euro 460 million unsecured credit facility at the
company's U. S. Steel Kosice (USSK) subsidiary in Europe, which
matures September 26, 2023. At June 30, 2019 Euro 260 million was
available.

The stable outlook assumes that fundamentals in the steel industry
will not materially deteriorate from current conditions and that U.
S. Steel's liquidity will remain strong enough to accommodate
negative cash flow over the investment horizon without further
significant increases in debt. The outlook also considers that
leverage will not be sustained above 5.5x, although leverage is
expected to peak around 6x.

Given the significant investment requirements over the next several
years and need to execute on these projects, a ratings upgrade is
unlikely. However, should market conditions improve such that
higher prices are sustainable, and the company can sustain leverage
of no more than 4x through varying price points on the downside and
(CFO-dividends) in excess of 15%, positive ratings momentum could
develop. Should leverage deteriorate to and look to be sustained at
over 5.5x and (CFO-dividends) be less than 10%, ratings could be
downgraded.

Headquartered in Pittsburgh, Pennsylvania, U. S. Steel is the
second largest flat-rolled producer in the US in terms of
production capacity. The company manufactures and sells a wide
variety of steel sheet, tubular and tin products across a broad
array of industries, including service centers, transportation,
appliance, construction, containers, and oil, gas and
petrochemicals. Through its major production operations in the US
and Central Europe, U. S. Steel has a combined raw steel capacity
of approximately 22 million tons. (US 17 million, Europe 5
million). Revenues for the twelve months ended June 30, 2019 were
$14.5 billion.

The principal methodology used in these ratings was Steel Industry
published in September 2017.


WING PALACE: Plan Hearing Rescheduled to Dec. 11
------------------------------------------------
Notice is given that the hearing regarding the confirmation of
Chapter 11 Plan of debtor Wing Palace LLC, slated for Oct. 7, 2019,
has been rescheduled to Dec. 11, 2019, at 2:00 p.m. in 300 North
Hogan Street, 4th Floor − Courtroom 4D, Jacksonville, FL 32202.

                              About Wing Palace

Wing Palace LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04041) on Nov. 16,
2018. At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $500,000. The case
is assigned to Judge Paul M. Glenn. The Debtor tapped Adam Law
Group, P.A. as its legal counsel. No official committee of
unsecured creditors has been appointed in the Chapter 11 case.


WING PALACE: Unsecureds to Get $7,500 Quarterly Over 5 Years
------------------------------------------------------------
Wing Palace LLC filed with the U.S. Bankruptcy Court for the Middle
District of Florida, Jacksonville Division, a Third Amended Plan of
Reorganization.

The holders of Class 5-General Unsecured Creditors, which are
impaired, will receive $7,500 on a pro-rata basis via quarterly
payments over 60 months starting from the Effective Date of this
Plan.

The Debtor will retain all property of the estate and confirmation
of the Plan vests all property of the estate in the Debtor, and
(ii) after confirmation of the Plan, the property dealt with by the
Plan, including the cash collateral and receivables of the Debtor,
shall be free and clear of any and all liens, claims, and interests
of any creditors, specifically including the cash collateral
replacement liens created in paragraph 3 of the Court’s Final
Order Authorizing Use of Cash Collateral dated March 4, 2019.

Confirmation of this Plan shall impose an affirmative duty on the
holders and/or the servicers of any claims secured by liens,
mortgages and/or deeds of trust to recalibrate any accounting
system designed to account for distributions made under this Plan
to the value of each claim as provided under this Plan and to apply
the direct post-petition monthly payments paid on account of the
Debtor to the month in which each payment was paid, whether or not
such payments are immediately applied by the creditor to the
outstanding loan balance or are placed into some type of suspense,
forbearance or similar account.

A full-text copy of the Thirds Amended Plan dated October 8, 2019,
is available at https://tinyurl.com/y6qvgpsy from PacerMonitor.com
at no charge.

                      About Wing Palace

Wing Palace LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 18-04041) on Nov. 16,
2018.  At the time of the filing, the Debtor estimated assets of
less than $50,000 and liabilities of less than $500,000.  The case
is assigned to Judge Paul M. Glenn.  The Debtor tapped Adam Law
Group, P.A. as its legal counsel.  No official committee of
unsecured creditors has been appointed in the Chapter 11 case.


ZEKELMAN INDUSTRIES: S&P Affirms 'B+' ICR on Stable Cash Flows
--------------------------------------------------------------
S&P Global Ratings affirmed its ratings on U.S.-based steel
processor Zekelman Industries Inc., including its 'B+' issuer
credit rating and its 'BB-' and 'B' issue level ratings on the
company's senior secured term loan and senior secured notes,
respectively.

Amid softening steel market conditions, S&P still expects Zekelman
to maintain debt to EBITDA of at the lower end of the 3x-4x range.

S&P expects Zekelman to generate adjusted EBITDA of about $450
million in fiscal 2019, compared to $531 million in fiscal 2018,
due to this year's sharp decline in steel prices, softening
construction, and despite losses at the company's Z Modular
business due to high startup costs. Steel prices have declined to
about $510 per short ton (st) compared to an average price of
$830/st in 2018. The impact of this decline is already visible,
with adjusted EBITDA falling 20% through the first three quarters
of fiscal 2019 compared to the same period last year. Under the
current price environment S&P acknowledges the risk of debt
leverage increasing towards the upper end of the 3x-4x range.
However the rating agency still expects Zekelman to maintain
leverage at the lower end of this range over the next 12 to 18
months supported by the company's counter cyclical cash flows. As a
result of the steel price decline and Zekelman's highly liquid
working capital, S&P expects the company to benefit from a working
capital release of about $150 million in fiscal 2019 that will
counter the drop in EBITDA expected this year and support leverage.
As a result, S&P expects to see free operating cash flow (FOCF) of
$150 million-$250 million in both 2019 and 2020. Zekelman's
earnings are still susceptible to sharp changes in cyclical end
markets and steel margins, as most sales are commodity-like goods
whose prices closely mirror steel prices. As a result, there can be
cash flow swings that, under unfavorable market demand conditions,
can still cause credit metrics to deteriorate quickly. For example,
during weak market conditions in 2013, adjusted EBITDA had a
peak-to-trough variation of as much as 50%, which resulted in
adjusted debt to EBITDA reaching about 8x-9x.

The positive outlook reflects S&P's view that Zekelman's operating
results will remain robust over the next 12 months, leading to a
sustained credit measures at the low end of the 3x-4x range despite
weakening market conditions. The outlook also reflects the belief
that the company will continue to pay down debt and address its
$890 million term loan due June 2021 before it becomes current in
June 2020.

"We could consider an upgrade if Zekelman maintained debt to EBITDA
at comfortably less than 3x during the next 12 months, even through
a declining price environment. We would also expect the company to
refinance its $890 million term loan well before it becomes current
in June 2020, and continue to lower its overall debt burden," S&P
said.

"We could return the outlook to stable if the company does not
address its term loan before it becomes current. We could also take
a negative rating action if operating results deteriorate and
adjusted debt to EBITDA reaches the high end of the 3x-4x range.
This could occur if construction markets significantly contract, or
U.S. steel prices were to quickly fall to at least 20% below
current levels, which would hurt volumes and margins," S&P said.


[^] BOOK REVIEW: AS WE FORGIVE OUR DEBTORS
------------------------------------------
Authors: Teresa A. Sullivan, Elizabeth Warren,
         & Jay Westbrook
Publisher: Beard Books
Softcover: 370 Pages
List Price: $34.95

Order your personal copy today at https://is.gd/29BBVw

So you think you know the profile of the average consumer debtor:
either deadbeat slouched on a sagging sofa with a three day growth
on his chin or a crafty lower-middle class type opting for
bankruptcy to avoid both poverty and responsible debt repayment.
Except that it might be a single or divorced female who's the one
most likely to file for personal bankruptcy protection, and her
petition might be the last stage of a continuum of crises that
began with her job loss or divorce. Moreover, the dilemma might be
attributable in part to consumer credit industry that has increased
its profitability by relaxing its standards and extending credit to
almost anyone who can scribble his or her name on an application.

Such are among the unexpected findings in this painstaking study of
2,400 bankruptcy filings in Illinois, Pennsylvania, and Texas
during the seven-year period from 1981 to 1987. Rather than relying
on case counts or gross data collected for a court's administrative
records, as has been done elsewhere, the authors use data contained
in the actual petitions. In so doing, they offer a unique window
into debtors' lives.

The authors conclude that people who file for bankruptcy are, as a
rule, neither impoverished families nor wily manipulators of the
system.  Instead, debtors are a cross-section of America. If one
demographic segment can be isolated as particularly debt prone, it
would be women householders, whom the authors found often live on
the edge of financial disaster. Very few debtors (3.7 percent in
the study) were repeat filers who might be viewed as abusing the
system, and most (70 percent in the study) of Chapter 13 cases fail
and become Chapter 7s. Accordingly, the authors conclude that the
economic model of behavior -- which assumes a petitioner is a
"calculating maximizer" in his in his decision to seek bankruptcy
protection and his selection of chapter to file under, a profile
routinely used to justify changes in the law -- is at variance with
the actual debtor profile derived from this study.

A few stereotypes about debtors are, however, borne out. It is less
than surprising to learn, for example, that most debtors are simply
not as well-off as the average American or that while bankrupt's
mortgage debts are about average, their consumer debts are off the
charts. Petitioners seem particularly susceptible to the siren song
of credit card companies. In the study sample, creditors were found
to have made between 27 percent and 36 percent of their loans to
debtors with incomes below $12,500 (although the loans might have
been made before the debtors' income dropped so low). Of course,
the vigor with which consumer credit lenders pursue their goal of
maximizing profits has a corresponding impact on the number of
bankruptcy filings.

The book won the ABA's 1990 Silver Gavel Award. A special 1999
update by the authors is included exclusively in the Beard Book
reprint edition.


                            *********

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.
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                   *** End of Transmission ***