/raid1/www/Hosts/bankrupt/TCR_Public/210215.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, February 15, 2021, Vol. 25, No. 45

                            Headlines

203 W 107 STREET: Amends Plan to Resolve Tenant Cure Claims
203 W 107 STREET: KHGF Updates List of NY Building Tenants
4915 QUARLES ST: Seeks to Hire Bennie Brooks as Legal Counsel
AAC HOLDING: Seeks to Hire Susan B. Hersh as Legal Counsel
ADS TACTICAL: Moody's Rates $700M Term Loan Due 2028 'B3'

ADS TACTICAL: S&P Raises Rating to 'B+' on New Term Loan
ADTALEM GLOBAL: S&P Assigns 'BB-' Rating on New $650MM Sec. Notes
ADVANCED POWER: Seeks to Extend Plan Exclusivity Thru Feb. 19
ALS LIQUIDATION: Seeks to Hire Lauterbach & Amen as Accountant
ALTICE USA: S&P Places 'BB-' ICR on CreditWatch Positive

AMERICAN AIRLINES: Weighs Debt Deal for Treasury Loans Refinancing
AMWINS GROUP: S&P Assigns 'B+' Rating on First-Lien Credit Facility
ANDREW HUN KIM: Letters Buying Clarksburg Property for $521K
APPLIED DNA: Incurs $4.8 Million Net Loss for Quarter Ended Dec. 31
APTIM CORP: S&P Alters Outlook to Stable, Affirms 'CCC+' ICR

ASI CAPITAL: Seeks June 9 Plan Exclusivity Extension
ASPIRA WOMEN'S: Receives $48.4 Million from Common Stock Offering
AUTHENTIC BRANDS: S&P Alters Outlook to Stable, Affirms 'B' ICR
AVANTOR INC: S&P Upgrades ICR to 'BB+' on Improving Leverage
BAVARIA INN: Seeks to Hire GSL Trial Lawyers as Special Counsel

BBGI US: Wants Plan Exclusivity Extended Until April 5
BED BATH & BEYOND: S&P Alters Outlook to Stable, Affirms 'B+' ICR
BELTEMPO USA: Case Summary & 8 Unsecured Creditors
BEN CLYMER'S: Trustee Hires NAI Capital as Real Estate Broker
BETHANY SENIOR: Seeks to Tap Dunstan & Franke as Legal Counsel

BIONIK LABORATORIES: Incurs $8.9 Million Net Loss in Third Quarter
BIOXXEL LLC: Wins Interim Cash Collateral Access
BMSL MANAGEMENT: Eyes May 11 Plan Exclusivity Extension
BOMBARDIER RECREATIONAL: S&P Affirms 'BB-' ICR on Debt Reduction
BRICK HOUSE: March 9 Hearing on Bid for Cash Collateral Access

BRILLIANT INDUSTRIES: Voluntary Chapter 11 Case Summary
BRISTOW GROUP: S&P Upgrades ICR to 'B' On Debt Refinancing
CABLE ONE: S&P Alters Outlook to Positive, Affirms 'BB' ICR
CALLON PETROLEUM: S&P Raises ICR to 'CCC+' on Distressed Exchange
CANCER GENETICS: Inks First Amendment to StemoniX Merger Agreement

CAR STEREO: Case Summary & 8 Unsecured Creditors
CARNIVAL CORP: S&P Rates New $2.5BB Senior Unsecured Notes 'B+'
CHARM HOSPITALITY: West Town Says Plan Not Feasible
CHARTER COMMUNICATIONS: S&P Affirms 'BB+' ICR, Outlook Stable
CHASE MERRITT: Seeks to Hire Compass Real Estate as Broker

CLEVELAND-CLIFFS INC: Moody's Rates New $1BB Unsecured Notes 'B3'
COGECO COMMUNICATIONS: S&P Affirms 'BB' Issuer Credit Rating
CONTINENTAL COUNTRY CLUB: Seeks Use of SunWest's Cash Collateral
CRED INC: Ex-Exec. Files Own Bankruptcy, Faces $8.74 Mil. Claims
CYPRUS MINES: Case Summary & 20 Largest Unsecured Creditors

CYPRUS MINES: Files for Chapter 11 Bankruptcy After Imerys Deal
DAJR TRUCKING: Seeks to Hire Brady & Conner as Legal Counsel
DELL TECHNOLOGIES: S&P Alters Outlook to Stable, Affirms 'BB+' ICR
DESTINATION HOPE: Seeks to Tap Friedman Associates as Accountant
DESTINATION MATERNITY: Asks for May 17 Plan Exclusivity Extension

DIAMOND HOLDING: Seeks Conditional Use of Cash Collateral
DIAMOND HOLDING: Seeks to Hire Morris Fateha as Legal Counsel
DRW HOLDINGS: S&P Assigns 'BB-' Rating on Senior Secured Term Loan
DURHAM BROTHERS: Seeks Approval to Hire Bankruptcy Attorney
ENTERPRISE DEVELOPMENT: S&P Upgrades ICR to 'B-', On Watch Pos.

EVIO INC: Enters Into $174,445 Convertible Promissory Note
FILLIT INC: Wants Plan Exclusivity Extended Until June 28
FORM TECHNOLOGIES: S&P Downgrades ICR to 'CC', Outlook Negative
FRANCHISE GROUP: Moody's Assigns 'B1' Corp. Family Rating
FRICTIONLESS WORLD: Arbitration & Trade Creditors Deals Okayed

FUSE GROUP: Incurs $79K Net Loss for Quarter Ended Dec. 31
GARRETT MOTION: Equity Committee Seeks Approval to Hire KPMG LLP
GARRETT MOTION: Feb. 16 Hearing on Bid to End Exclusivity
GENERAL MOLY: Seeks Approval to Hire Liquidation Expert
GIGA-TRONICS INC: Principal Accounting Officer Resigns

GLOBAL ACQUISITIONS: Unsecured Creditors Will Recover 5% in Plan
GOLDEN NUGGET: S&P Places 'B-' ICR on CreditWatch Positive
GRAFTECH INTERNATIONAL: S&P Raises Secured Debt Ratings to 'BB'
HERITAGE CHRISTIAN: Seeks to Hire Anthony J. DeGirolamo as Counsel
HERITAGE CHRISTIAN: Seeks to Hire Carolyn Valentine as Accountant

HOME COMBERATION: Seeks Approval to Tap Shiryak Bowman as Counsel
HORIZON THERAPEUTICS: S&P Affirms 'BB' ICR on Viela Bio Deal
INTELSAT SA: Has Plan Deal With Key Creditors to Cut $15B in Half
INTERNET BRANDS: $300MM Add-on Loan No Impact on Moody's B3 CFR
IVANTI SOFTWARE: S&P Affirms 'B-' ICR on Cherwell Acquisition

J GROUP: Midnight Buying Stillwater Property for $1.3 Million
J. COPELLO INTERNATIONAL: Unsecureds to Recover 10.4% in One Year
JANUS INTERNATIONAL: Moody's Rates Secured Term Loan Due 2025 'B2'
JB HOLDINGS: Seeks to Hire McCarthy Summers as Special Counsel
JB HOLDINGS: Seeks to Hire Walter Driggers of Tranzon as Broker

JOURNEY PERSONAL: S&P Assigns 'B' ICR, Outlook Stable
K&F CONSTRUCTION: Seeks to Hire Hood CPA as Accountant
KHAN AVIATION: Consenting Khan/IOI Unsecureds to Get At Least 64%
KUTTER GROUP: Wins Cash Collateral Access Thru April 8
L&M RETAIL: Seeks to Hire DiLucci CPA Firm as Accountant

LAGESSE DAIRY: Case Summary & 20 Largest Unsecured Creditors
LAN DOCTORS: Seeks to Use Cash Collateral
LEWISBERRY PARTNERS: Voluntary Chapter 11 Case Summary
LISTO WAY GROUP: Case Summary & 3 Unsecured Creditors
LIVE PRIMARY: Seeks May 6 Solicitation Period Extension

LUPTON CONSULTING: Wins Cash Collateral Access on Final Basis
M&E TRUCK: Seeks to Hire Center City Law as Legal Counsel
MAD RIVER: Unsecured Creditors to Get Up to 100% From Sale
MALLINCKRODT PLC: To Hold Mediation Talks With Opioid Plaintiffs
MASHANTUCKET (WESTERN): S&P Lowers Term Loan B Rating to 'D'

MATHIAS FRANZ: Rocklin Anytime Fitness Owner Files for Chapter 7
MBMK PROPERTY: Voluntary Chapter 11 Case Summary
MD AUDIO: Case Summary & 20 Largest Unsecured Creditors
MERCY HOSPITAL: Case Summary & 30 Largest Unsecured Creditors
MERCY HOSPITAL: Court Okays $5 Million Interim Funding

METHANEX CORP: S&P Alters Outlook to Negative, Affirms 'BB' ICR
MIDCONTINENT COMMUNICATIONS: S&P Hikes ICR to 'BB', Outlook Stable
MIRAGE DENTAL: Unsecureds' Payout Hiked to 52% in 6th Amended Plan
MISSISSIPPI MATERNAL-FETAL: Lender Balks at Cash Collateral Access
MKJC AUTO: Seeks to Hire Citrin Cooperman as Accountant

N & G PROPERTIES: March 25 Hearing on Combined Plan and Disclosures
NATIONAL MENTOR: Moody's Affirms B2 CFR & Alters Outlook to Neg.
NATIONAL MENTOR: S&P Affirms 'B' ICR on Refinancing
NATIONAL RIFLE ASSOCIATION: Foe Wants Bankruptcy Case Dismissed
NATIONAL RIFLE: Seeks to Tap Colliers International as Broker

NOORDA COM: Moody's Assigns Ba2 Rating to 2021A-2021B Bonds
NORTHWEST FIBER: S&P Rates New $300MM Sr. Unsecured Notes 'CCC+'
NOSCE TE IPSUM: MOPOA Says Plan Not Confirmable
NOVABAY PHARMACEUTICALS: CEO Issues Letter to Stockholders
NTHRIVE INC: Moody's Withdraws Caa2 CFR Amid Debt Repayment

PARTY CITY: Moody's Rates New $725MM First Lien Notes 'Caa1'
PARTY CITY: S&P Upgrades ICR to 'CCC+' on Announced Refinancing
PATRICIAN HOTEL: Seeks to Hire DWNTWN Realty as Broker
PEABODY ENERGY: S&P Upgrades ICR to 'CCC+' on Distressed Exchange
PENNYMAC FINANCIAL: S&P Rates New $500MM Unsecured Notes 'BB-'

PERATON CORP: Moody's Hikes CFR to B2 Following NGIT Acquisition
PERATON CORP: S&P Rates New Secured Debt 'B', On Watch Positive
PRA HOLDINGS: Moody's Completes Review, Retains Ba3 CFR
PRESTIGE BRANDS: Moody's Hikes CFR to B1, Outlook Stable
QUARTER HOMES: Court Confirms Reorganization Plan

REAL ESTATE RECOVERY: Meddles Buying Apple Valley Asset for $320K
RED TULIP: Seeks Approval to Tap Eric A. Liepins, PC as Counsel
RHP HOTEL: Unsecured Notes Issue No Impact on Moody's Ba3 CFR
ROBERT FORD: Case Summary & 3 Unsecured Creditors
ROCKET TRANSPORTATION: Seeks to Hire Gold Lange as Counsel

ROSEGARDEN HEALTH: Wins Cash Collateral Access Thru Feb. 20
RUBY TUESDAY: Court Okays Chapter 11 Plan After $6 Million Deal
RUBY TUESDAY: Unsec. Creditors Get At Least $5M in Plan Deal
RXB HOLDINGS: Moody's Completes Review, Retains B3 CFR
RYMAN HOSPITALITY: S&P Affirms 'B-' ICR on Adequate Liquidity

SANTA CLARITA: All Claims Unimpaired in $286M Sale Plan
SCHUMACHER GROUP: S&P Alters Outlook to Stable, Affirms 'B' ICR
SCHWEITZER-MAUDUIT INT'L: S&P Affirms 'BB-' Issuer Credit Rating
SEADRILL LTD: Reaches Settlement in Principle With Northern Ocean
SEADRILL LTD: SFL Has Deal on 2 Rigs, Faces $187M Accounting Hit

SHOPPINGTOWN MALL: $3.5M Settlement, Chili's Parcel to Fund Plan
SPANISH BROADCASTING: S&P Assigns 'B-' ICR, Outlook Stable
SPECIALTY PHARMA III: Moody's Assigns B3 Corp Family Rating
SPECIALTY PHARMA: S&P Assigns 'B-' ICR, Outlook Stable
STEAK 'N SHAKE: Mulls Chapter 11 Filing to Manage Its Debt Load

STOP ALARMS: Trustee Hires Jones Walker as Local Counsel
STUDIO MOVIE: Sets Sale Procedures for De Minimis Personal Property
SUMMITRIDGE VENTURE: Hires Hinds Law Group as Legal Counsel
TEGNA INC: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
THERMASTEEL INC: Trustee Hires O'Hagan Meyer as Special Counsel

TNP SPRING: April 29 Plan & Disclosure Hearing Set
TOMMIE BROADWATER, JR: Monroe Buying Washington, DC Asset for $595K
TOMMIE BROADWATER, JR: Seeks Feb. 25 Property Sale Reply Deadline
TPC GROUP: S&P Assigns 'B-' Rating on Senior Secured Notes Due 2024
TSL ENGINEERED: Moody's Assigns 'B2' CFR & Rates $260MM Loans 'B2'

TSL ENGINEERED: S&P Assigns 'B' ICR, Outlook Stable
U.S.A. DAWGS: Court Rules Mojave Desert Can Swap Crocs IP Pattern
UNITY HOLDINGS: Seeks to Hire Steinhilber Swanson as Counsel
US STEEL: S&P Assigns 'B-' Rating on Proposed Unsecured Notes
VALARIS PLC: Reaches Cash-Equity Agreement With Creditors Group

VIDEOMINING CORP: Wins Cash Collateral Access Thru Feb. 26
WALKINSTOWN INC: Court Extends Plan Exclusivity Until June 30
WASHINGTON MUTUAL: 3rd Circuit Declines to Revive Chapter 11 Deal
YOUFIT HEALTH: Files Plan After $75-Million Sale to Lenders
ZELIS HOLDINGS: S&P Assigns 'B' Rating on First-Lien Term Loan

[*] NY Diocese Bankruptcies Put Abuse Claims in Limbo
[^] BOND PRICING: For the Week from February 8 to 12, 2021

                            *********

203 W 107 STREET: Amends Plan to Resolve Tenant Cure Claims
-----------------------------------------------------------
203 W 107 Street LLC, and its Debtor Affiliates submitted the
Amended Joint Disclosure Statement for the Amended Joint Plan of
Liquidation dated February 5, 2021.

The Amended Disclosure Statement added this paragraph: "On January
3, 2021, KHGF filed the Declaration of Douglas Kellner. The Kellner
Declaration addresses the investigations conducted by New York City
and New York State in connection with, among other things, alleged
New York City Housing Preservation & Development violations at the
Properties."

The existing claims of the tenants under the Tenant Leases shall be
addressed and paid through the Cure process associated with the
Debtors' assumption of the Tenant Leases and assignment thereof to
the Successor Owners (the "Cure Process"). The Cure costs shall
include: (i) claims for abatement of rent; (ii) claims for repairs
or the remediation of conditions and violations; (iii) claims for
the return of security deposits (clauses (i)-(iii), collectively,
the "Specified Tenant Claims"); and (iv) any other claims timely
asserted by a tenant prior to the Bar Date provided such claim
arises under its Tenant Lease ((i)-(iv), collectively, the "Tenant
Cure Claims"), solely to the extent such claims are agreed upon by
the Successor Owners and the tenant or are Allowed.

The Tenant Cure Claims shall be resolved or adjudicated through the
Cure Process through a resolution of such Tenant Cure Claims by
agreement among the Successor Owners and the tenant asserting such
Claim; adjudication of such Tenant Cure Claim in the New York Civil
Court, Housing Part; or adjudication of such Tenant Cure Claim in
the Bankruptcy Court.  Pending resolution or adjudication, the
tenants' and the Successor Owners' rights and defenses under
applicable non-bankruptcy law in respect of the Tenant Cure Claims
are expressly preserved.

The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
    
     * Allowed Unsecured Claims shall be paid in full in Cash on
the Distribution Date, without any pre-petition interest or
post-petition interest, provided, however, that the aggregate
amount of consideration to be distributed to Class 4 of the Plan
will not exceed $670,000.  If the aggregate Allowed Claims in Class
4 of the Plan exceed $670,000, holders of Allowed Unsecured Claims
will receive their pro rata share of $670,000.

     * No distribution shall be made or property of the Estates
retained by the Interest Holders. Each Interest Holder's Interest
shall be deemed canceled and extinguished on the Effective Date.

A full-text copy of the Amended Disclosure Statement dated Feb. 5,
2021, is available at https://bit.ly/379vZal from PacerMonitor.com
at no charge.

Proposed Counsel to the Debtors:

     Backenroth Frankel & Krinsky, LLP
     Mark A. Frankel.
     800 Third Avenue, 11th Floor
     New York, New York 10022
     Email: mfrankel@bfklaw.com

                         About the Debtors

203 W 107 Street LLC, and 10 other entities affiliated with Emerald
Equity Group sought Chapter 11 protection (Bankr. S.D.N.Y. Lead
Case No. 20-12960) on Dec. 28, 2020.

The Debtors are Single Asset Real Estate entities that each owns a
residential-building property in Manhattan.  They own multi-family
residential buildings on 107th Street and 117th Streets in
Manhattan.  203 W 107 Street LLC, 210 W 107 Street LLC, 220 W 107
Street LLC and 230 W 107 Street LLC -- collectively, the "107th
Street Debtors" -- own the properties at 107th Street, New York.
124-136 East 117 LLC, 215 East 117 LLC, 231 East 117 LLC, 235 East
117 LLC, 244 East 117 LLC, East 117 Realty LLC and 1661 PA Realty
LLC -- collectively, the "117 Street Debtors" -- own the properties
at 117th Street.  Currently, there are several hundred tenants
residing in the Properties.

203 W 107 Street disclosed total assets of $7,044,031 against
$102,929,476 in liabilities.  210 W 107 Street disclosed total
assets of $13,607,479 against liabilities of $103,053,340.  220 W
107th Street disclosed total assets of $15,413,641 against debt of
$103,046,384.

The petitions were signed by Ephraim Diamond, chief restructuring
officer.

Emerald retained Arbel Capital Advisors LLC and Ephraim Diamond,
its managing member, to assist Emerald and the Debtors in complying
with their obligations under the Restructuring Support Agreement
with LoanCore.

BACKENROTH FRANKEL & KRINSKY, LLP, led by Mark Frankel, Esq., is
serving as counsel to the Debtors.


203 W 107 STREET: KHGF Updates List of NY Building Tenants
----------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Kellner Herlihy Getty & Friedman LLP submitted a
supplemental notice to disclose an updated list of Ad Hoc Group of
West 107th Street Tenants.

On Jan. 24, 2021, Kellner Herlihy Getty & Friedman LLP submitted a
declaration statement pursuant to Bankruptcy Rule 2019 on behalf of
the Ad Hoc Group of West 107th Street Tenants.

Thirteen tenants from 244 East 117th Street have also retained KHGF
to represent them with the Debtors' chapter 11 case.

In addition, several more tenants residing on West 107th Street
have retained KHGF to represent them in connection with the
Debtors' chapter 11 case.

The additional members of the Ad Hoc Group are as follows:

     * Susan Graham, who resides at 203 West 107th Street, Apt 9A,
       New York, NY 10025.

     * Roger Howell, who resides at 210 West 107th Street, Apt 1A,
       New York, NY 10025.

     * Laura Vargas, who resides at 210 West 107th Street, Apt 2C,
       New York, NY 10025.

     * Carol Hessler, who resides at 210 West 107th Street, Apt
       2D, New York, NY 10025.

     * Elizabeth Meacham, who resides at 210 West 107th Street,
       Apt 2G, New York, NY 10025.

     * Kathryn Frey, who resides at 210 West 107th Street, Apt 3H,
       New York, NY 10025.

     * Christopher Carr, who resides at 210 West 107th Street, Apt
       4H, New York, NY 10025.

     * Kathryn Goodpaster, who resided at 220 West 107th Street,
       Apt 1B, New York, NY 10025.

     * Erika Robles, who resides at 220 West 107th Street, Apt 1E,
       New York, NY 10025.

     * Kidest Fikremariam, who resided at 220 West 107th Street,
       Apt 3H, New York, NY 10025.

     * Ron Peralta, who resided at 220 West 107th Street, Apt 3H,
       New York, NY 10025.

     * Molly Russo, who resided at 220 West 107th Street, Apt 3H,
     * Molly Russo, who resided at 220 West 107th Street, Apt 3H,
       New York, NY 10025.

     * Joanna Barrett, who resides at 220 West 107th Street, Apt
       4J, New York, NY 10025.

     * Claire L'Esperance, who resides at 220 West 107th Street,
       Apt 5G, New York, NY 10025.

     * Robert Cowan, who resides at 220 West 107th Street, Apt 6E,
       New York, NY 10025.

     * Joyce Culver, who resided at 230 West 107th Street, Apt 6H,
       New York, NY 10025.

     * Joseph Vatakaven, who resides at 230 West 107th Street, Apt
       3G, New York, NY 10025.

     * Carroll MacAdam, who resides at 230 West 107th Street, Apt
       3I, New York, NY 10025.

     * Kira Arnold, who resides at 230 West 107th Street, Apt 5C,
       New York, NY 10025.

     * Maria José Sosa, who resides at 244 East 117th Street, Apt
       1A, New York, NY 10035.

     * Yuri Kavalrechik, who resides at 244 East 117th Street, Apt
       1B, New York, NY 10035.

     * John Anderson, who resides at 244 East 117th Street, Apt
       2B, New York, NY 10035.

     * Melvin Harris, who resided at 244 East 117th Street, Apt
       2C, New York, NY 10035.

     * Frank Uzcategui, who reside at 244 East 117th Street, Apt
       2D, New York, NY 10035.

     * Tonye Jack, who reside at 244 East 117th Street, Apt 3E,
       New York, NY 10035.

     * Donte Hendricks, who reside at 244 East 117th Street, Apt
       3E, New York, NY 10035.

     * Rawi Burgos, who reside at 244 East 117th Street, Apt 3F,
       New York, NY 10035.

     * Chris Barton, who reside at 244 East 117th Street, Apt 4C,
       New York, NY 10035.

     * Volha Pineschanka, who reside at 244 East 117th Street, Apt
       4E, New York, NY 10035.

     * Derron McBride, who reside at 244 East 117th Street, Apt
       4G, New York, NY 10035.

     * Katiuscia Moreno Santos Ramos, who reside at 244 East 117th
       Street, Apt 5B, New York, NY 10035.

     * Erika Wesley, who reside at 244 East 117th Street, Apt 5G,
       New York, NY 10035.

As of Feb. 10, 2021, members of the Ad Hoc Group and their
disclosable economic interests are:

Susan Graham
203 West 107th Street, Apt 9A
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Roger Howell
210 West 107th Street, Apt 1A
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Laura Vargas
210 West 107th Street, Apt 2C
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Carol Hessler
210 West 107th Street, Apt 2D
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Elizabeth Meacham
210 West 107th Street, Apt 2G
New York, NY 10025.

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Kathryn Frey
210 West 107th Street, Apt 3H
New York, NY 10025.

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Christopher Carr
210 West 107th Street, Apt 4H
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Kathryn Goodpaster
220 West 107th Street, Apt 1B
New York, NY 10025.

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Erika Robles
220 West 107th Street, Apt 1E
New York, NY 10025.

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Kidest Fikremariam
220 West 107th Street, Apt 3H
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Ron Peralta
220 West 107th Street, Apt 3H
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Molly Russo
220 West 107th Street, Apt 3H
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Joanna Barrett
220 West 107th Street, Apt 4J
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Claire L'Esperance
220 West 107th Street, Apt 5G
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Robert Cowan
220 West 107th Street, Apt 6E
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Joyce Culver
220 West 107th Street, Apt 6H
New York, NY 10025

* The unsecured claim in the amount of his security deposit, rent
  abatement for the Debtors' breach of the warranty of
  habitability, contempt fines, and attorney's fees pursuant to
  RPL §234.

Joseph Vatakaven
230 West 107th Street, Apt 3G
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Carroll MacAdam
230 West 107th Street, Apt 3I
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Kira Arnold
230 West 107th Street, Apt 5C
New York, NY 10025

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Maria José Sosa
244 East 117th Street, Apt 1A
New York, NY 10035

Yuri Kavalrechik
244 East 117th Street, Apt 1B
New York, NY 10035

John Anderson
244 East 117th Street, Apt 2B
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Melvin Harris
244 East 117th Street, Apt 2C
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Frank Uzcategui
244 East 117th Street, Apt 2D
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Tonye Jack
244 East 117th Street, Apt 3E
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Donte Hendricks
244 East 117th Street, Apt 3E
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Rawi Burgos
244 East 117th Street, Apt 3F
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Chris Barton
244 East 117th Street, Apt 4C
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Volha Pineschanka
244 East 117th Street, Apt 4E
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Derron McBride
244 East 117th Street, Apt 4G
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Katiuscia Moreno Santos Ramos
244 East 117th Street, Apt 5B
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Erika Wesley
244 East 117th Street, Apt 5G
New York, NY 10035

* The unsecured claim in the amount of her security deposit and
  rent abatement for the Debtors' breach of the warranty of
  habitability.

Counsel for the Ad Hoc Group of West 107th Street Tenants can be
reached at:

          KELLNER HERLIHY GETTY & FRIEDMAN, LLP
          Douglas A. Kellner, Esq.
          470 Park Avenue South, 7th Floor
          New York, NY 10016-6819
          Telephone: (212) 889-2121
          Email: dak@khgflaw.com

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3jJCoxW

                    About 203 W 107 Street LLC

203 W 107 Street LLC, and 10 other entities affiliated with Emerald
Equity Group sought Chapter 11 protection (Bankr. S.D.N.Y. Lead
Case No. 20-12960) on Dec. 28, 2020.

The Debtors are Single Asset Real Estate entities that each owns a
residential-building property in Manhattan.  They own multi-family
residential buildings on 107th Street and 117th Streets in
Manhattan. 203 W 107 Street LLC, 210 W 107 Street LLC, 220 W 107
Street LLC and 230 W 107 Street LLC -- collectively, the "107th
Street Debtors" -- own the properties at 107th Street, New York.
124-136 East 117 LLC, 215 East 117 LLC, 231 East 117 LLC, 235 East
117 LLC, 244 East 117 LLC, East 117 Realty LLC and 1661 PA Realty
LLC -- collectively, the "117 Street Debtors" -- own the properties
at 117th Street. Currently, there are several hundred tenants
residing in the Properties.

203 W 107 Street disclosed total assets of $7,044,031 against
$102,929,476 in liabilities. 210 W 107 Street disclosed total
assets of $13,607,479 against liabilities of $103,053,340. 220 W
107th Street disclosed total assets of $15,413,641 against debt of
$103,046,384.

The petitions were signed by Ephraim Diamond, chief restructuring
officer.

Emerald retained Arbel Capital Advisors LLC and Ephraim Diamond,
its managing member, to assist Emerald and the Debtors in complying
with their obligations under the Restructuring Support Agreement
with LoanCore.

Backenroth Frankel & Krinsky, LLP, led by Mark Frankel, Esq., is
serving as counsel to the Debtors.


4915 QUARLES ST: Seeks to Hire Bennie Brooks as Legal Counsel
-------------------------------------------------------------
4915 Quarles St. LLC files an amended application seeking approval
from the U.S. Bankruptcy Court for the District of Columbia to hire
the Law Offices of Bennie Brooks & Associates, LLC, as its
attorney.

The firm's services will include:

     a. advising the Debtor of its duties and rights;

     b. filing all necessary schedules, statements, reports and
other documents;

     c. filing adversary proceedings;

     d. preparing any disclosure statement or Chapter 11 plan of
reorganization;

     e. other legal services necessary to administer the Debtor's
Chapter 11 case.

Bennie Brooks will be paid at these rates:

     Attorneys    $350 per hour
     Paralegals   $150 per hour

The firm received a retainer in the amount of $3,500.

Bennie Brooks does not have interests adverse to the Debtor or its
estate, according to court papers filed by the firm.

The firm can be reached through:

     Bennie R. Brooks, Esq.
     Bennie Brooks & Associates, LLC
     8201 Corporate Drive, Suite 260
     Landover, MD 20785
     Phone: (301)731-4160
     Email: bbrookslaw@aol.com

                     About 4915 Quarles St.

4915 Quarles St. LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. D.C. Case No. 20-00497) on Dec. 28,
2020.  At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of between $100,001 and
$500,000.  

Judge Elizabeth L. Gunn oversees the case.  Bennie R. Brooks P.C.
is the Debtor's legal counsel.


AAC HOLDING: Seeks to Hire Susan B. Hersh as Legal Counsel
----------------------------------------------------------
AAC Holding Corp. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Susan B. Hersh, P.C., as its
counsel.

The firm will represent the Debtor in its Chapter 11 case.

Susan Hersh, Esq., and Michael Geller, Esq., the firm's attorneys
who will be handling the case, will each charge an hourly fee of
$250.  The firm will also be reimbursed for work-related expenses
incurred.

The firm received payment of $2,217 for its pre-bankruptcy services
and a retainer of $3,783 for fees and expenses to be incurred in
connection with the case.

The firm received an initial retainer of $75,000 provided by the
indirect equity holders of the Debtor in the form of an equity
contribution, of which $48,107.94 was remitted by the Prudential
Capital Partners IV, L.P. and $26,862.06 was remitted by Falcon
Strategic Partners IV, LP.

Ms. Hersh assured the court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

     Susan B. Hersh, Esq.
     Susan B. Hersh, P.C.
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Tel: (972) 503-7070
     Fax: (972) 503-7077
     Email: susan@susanbhershpc.com

                       About AAC Holding
     
American Achievement Corporation is a provider of education and
special moment affinity products and services.  It sells yearbooks,
class rings, and graduation products.

AAC Holding Corp., parent of American Achievement Corporation,
sought Chapter 11 protection (Bankr. N.D. Tex. Case No. 21-30057)
on Jan. 14, 2021.  The Debtor estimated assets and debt of $100
million to $500 million.

The Hon. Harlin Dewayne Hale is the case judge.

The Debtor tapped Susan B. Hersh, in Dallas, as counsel.


ADS TACTICAL: Moody's Rates $700M Term Loan Due 2028 'B3'
---------------------------------------------------------
Moody's Investors Service affirmed ADS Tactical, Inc.''s ratings,
including its corporate family rating and probability of default
ratings at B2 and B2-PD, respectively. Concurrently, Moody's
assigned a B3 rating to the company's proposed $700 million senior
secured term loan due 2028. Moody's expects the B3 rating on the
company's existing term loan due 2023 to be withdrawn at closing of
the proposed transaction. The ratings outlook is stable.

Moody's expects proceeds from the proposed transaction to be used
to repay approximately $290 million of the company's existing
senior secured term loan (rated B3) and notes (unrated), as well as
fund a dividend to the company's owners and repay the majority of
the company's revolver outstandings. The proposed term loan's B3
rating, one notch below the CFR, reflects the facility's lien
subordination to the company's $200 million asset-based revolver
that has a first-priority claim on the company's assets.

All ratings are subject to Moody's review of final documentation.

Assignments:

Issuer: ADS Tactical, Inc.

Senior Secured Term Loan at B3 (LGD4)

Affirmations:

Issuer: ADS Tactical, Inc.

Corporate Family Rating at B2

Probability of Default Rating at B2-PD

Senior Secured Term Loan at B3 (LGD4)

Outlook Actions:

Issuer: ADS Tactical, Inc.

Outlook, Stable

RATINGS RATIONALE

The ratings affirmations reflects Moody's view that ADS Tactical's
good corporate governance underscored by a conservative leverage
profile provides the capacity for the company to be able to fund
the proposed dividend and maintain a credit profile reflective of
the B2 CFR. This view also reflects Moody's expectation that the
company will improve debt/EBITDA to below 4.0x before considering
future sizable dividends.

ADS's B2 CFR reflects its moderately high financial leverage
profile (approximately 4.0x pro forma for proposed dividend
recapitalization) and high degree of working capital variability
that limits free cash flow. Moody's expects that within the next
two years the company will make progress towards improving its
currently elevated financial leverage. In addition, contract
concentration and reliance on Department of Defense spending are
credit constraints.

Corporate governance is a key ratings consideration with the
company's good corporate governance that has translated to strong
metrics for the B2 CFR able to accommodate the temporarily higher
financial leverage resulting from the proposed dividend
recapitalization. Moody's expects that the company will remain
focused on improving its financial leverage over the next twelve
months. Moody's also expects that excess cash beyond tax-related
dividends and a certain level of discretionary dividends will be
used towards repayment of debt.

Moody's expects ADS's improved financial leverage profile to
accommodate the high degree of working capital variability inherent
in the business to support top line growth. The company should
experience continued earnings growth due to a healthy backlog as
well as benefits from sales force initiatives. Furthermore, the
company's well-entrenched relationships with Department of Defense
agencies, recurring nature of its work and expansion of product
offerings help to partially mitigate credit risks.

The stable outlook is based on Moody's expectation that the
company's improved free cash flow profile (after dividends) will be
sustained. Further, Moody's expects the company to maintain an
adequate liquidity profile.

ESG considerations include corporate governance reflecting a
historically conservative financial policy with strong credit
metrics able to withstand the higher leverage pro forma for the
proposed refinancing. Social considerations include worker safety,
as Moody's believes that the company continues to take measures to
ensure safety of its employee base including remote work from home
given the ability of many of the company's functions able to be
done outside.

The company's adequate liquidity profile is characterized by
sufficient revolver availability to fund working capital
fluctuations, the expectation of modestly positive free cash flow
over the next year, mid-single digit cash balances and compliance
with the company's springing ABL covenant.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Moody's would consider an upgrade if the company maintains a
healthy backlog and lower contract concentration while generating
operating margins exceeding 10% and consistent annual positive free
cash flow. Given the inherent working capital variability in the
company's business, Moody's would also predicate a prospective
ratings upgrade on a more conservative leverage profile including
debt-to-EBITDA at or below 3.5x and free cash flow to debt in the
high single digit range.

Moody's would consider a ratings downgrade if the company's
liquidity profile deteriorates such that free cash flow is negative
on an annual basis accompanied by a weakening operating margin
profile with debt-to-EBITDA exceeding 5.0x and heavy reliance on
its ABL facility, on a sustained basis. A shift in the company's
financial policy towards recurring sizable debt-financed dividends
while the company generates negative free cash flow would also
exert downward ratings pressure. A change in the company's ability
to bid on government procurement contracts as a small business
distributor or loss of its position on its largest contract vehicle
could also lead to a ratings downgrade.

Following are some of the preliminary credit agreement terms, which
remain subject to market acceptance.

The proposed term loan credit agreement does not contain financial
maintenance covenants. The agreement contains covenant flexibility
for transactions that could adversely affect creditors, including
incremental facility capacity of the greater of $180 million and
100% of EBITDA, plus additional amounts subject to either 4.00x
first lien net leverage (for pari passu secured debt), 4.75x
secured net leverage (for junior secured debt), or 5.25x total net
leverage (for unsecured debt). Only wholly owned subsidiaries must
provide guarantees, but non-wholly owned subsidiaries will not be
released from guarantees solely because such guarantor becomes a
non-wholly owned subsidiary of the borrower other than in
connection with any disposition of such subsidiary to a bona fide
third party purchaser. Asset transfers to unrestricted subsidiaries
are permitted subject to carve-out capacities; there are no
additional "blocker" protections. 100% of proceeds from asset sales
are expected to be used towards debt prepayment, subject to
reinvestment rights and step downs to 50% and 0% subject to
achieving 3.50x and 3.0x first lien net leverage ratios,
respectively.

Headquartered in Virginia Beach, VA, ADS Tactical, Inc., through
its operating subsidiary Atlantic Diving Supply, Inc. is a provider
of logistics and supply chain solutions for the U.S. Department of
Defense and other federal agencies. Revenue during the last twelve
months ended September 30, 2020 totaled approximately $3.1 billion.
ADS was founded in 1997 by its chairman, Luke Hillier, who is also
the majority owner of the company.

The principal methodology used in these ratings was Aerospace and
Defense Methodology published in July 2020.


ADS TACTICAL: S&P Raises Rating to 'B+' on New Term Loan
--------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on ADS
Tactical Inc. At the same time, S&P assigned its 'B+' issue-level
rating and '4' recovery rating to the proposed term loan.

S&P said, "The stable outlook reflects our expectation that the
company's debt to EBITDA will increase due to the proposed
transaction. However, we expect it to reduce its leverage over time
as it gradually improves its earnings. Specifically, we forecast
its debt to EBITDA will be in the 3.5x-4.0x range over the next two
years.

The company plans to use the proceeds from a new $700 million term
loan B and $200 million asset-based lending (ABL) revolver to fund
the dividend and refinance existing debt.

"We do not view the increase in ADS' leverage due to the
transaction as a sign of a more aggressive financial policy. The
company plans to use the proceeds from its new $700 million term
loan B and a $20 million draw on a new $200 million ABL revolver to
refinance its existing term loan and notes, pay down $146 million
of outstanding borrowings under its existing ABL, and pay a $266
million dividend to its owners. ADS will then use the largely
undrawn ABL to fund its working capital needs as it continues to
expand. We forecast the transaction will cause the company's pro
forma debt to EBITDA to increase to the 3.5x-4.0x range in 2021,
which is up from our previous expectation for debt to EBITDA in the
2.5x-3.0x range. While we expect ADS to maintain consistent modest
dividends (of about $10 million per year), we believe this large,
one-time dividend was more a product of its strong recent
performance than a shift toward a more aggressive financial
policy.

"We expect ADS to continue to increase its revenue and earnings as
defense spending remains strong. While the U.S. military may be
moving toward reducing its number of deployed troops, the
military's emphasis on improving the equipment and effectiveness of
its soldiers will likely support the demand for the products ADS
distributes. The company's revenue base is also trending more
toward Command, Control, Communications, Computers, Intelligence,
Surveillance, and Reconnaissance (C4ISR), which is an area of
growing focus for the U.S. Department of Defense. While the overall
volume of defense spending is now leveling off after years of rapid
expansion, we believe the C4ISR space will continue to receive
significant funding. We do not expect potential shifts in spending
priorities under the Biden Administration to have a material effect
on the demand for ADS' products. In addition, we believe moderate
revenue growth will increase the company's earnings and enable it
to gradually improve its leverage over the next few years.

"We do not expect COVID-19 to materially affect ADS' performance.
While there were some delays in the company's orders early in the
coronavirus pandemic, its business has since caught up and we don't
expect any significant headwinds from COVID-19 moving forward. ADS'
revenue was lower than expected in 2020 due to the absence of trade
shows and other selling opportunities amid the pandemic, though it
was able to offset the effect of these lost opportunities on its
margins by reducing its selling costs and implementing other
cost-savings actions. We believe the company will continue to
benefit from some of these cost-saving actions even as it ramps up
its revenue to our previously forecast levels.

"The stable outlook on ADS reflects that, although its debt to
EBITDA will increase due to the debt-financed transaction, we
believe its leverage will decline as it increases its earnings. We
expect the company's debt to EBITDA to be in the 3.5x-4.0x range
and anticipate its operating cash flow (OCF) to debt will be about
0% over the next 12 months before improving thereafter.

S&P could lower its rating on ADS in the next 12 months if its OCF
to debt remains well below 10% and its debt to EBITDA exceeds 4x
for a sustained period. This could occur if:

-- Its working capital uses are even larger than S&P expects;

-- Its revenue declines due to lost contracts;

-- The company pays another large-debt financed dividend; or

-- Its earnings deteriorate due to increasing costs.

Although unlikely due to its weak near-term cash flow, S&P could
raise its ratings on ADS over the next 12 months if its OCF to debt
exceeds 10% and its debt to EBITDA falls below 3x for a sustained
period. This could occur if:

-- The company is able to improve its working capital management;

-- Its uses its excess cash flow to reduce its debt; and

-- Management commits to maintain its credit ratios at these
improved levels.



ADTALEM GLOBAL: S&P Assigns 'BB-' Rating on New $650MM Sec. Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to U.S.-based for-profit education provider Adtalem
Global Education Inc.'s proposed $650 million secured notes due
2028. The '3' recovery rating indicates its expectation for
meaningful (50%-70%; rounded estimate: 50%) recovery of principal
in the event of a payment default.

S&P said, "We expect to lower our issuer credit rating on the
company by one notch to 'BB-' when it closes its acquisition of
Walden University. Pro forma for the transaction, we estimate
Adtalem's S&P Global Ratings-adjusted leverage will increase to
about 4.0x from approximately 2.1x as of Dec. 30, 2020. We will
withdraw our ratings on the company's existing debt facilities once
it completes its refinancing and repays the debt."

Adtalem plans to use the net proceeds from its proposed term loan
and note issuance, along with cash on hand, to fund the $1.48
billion acquisition of Walden University, refinance its existing
debt, and pay transaction-related fees. The acquisition is subject
to regulatory approval and S&P expects it to close in the second
half of 2021.

ISSUE RATINGS--RECOVERY ANAYLYSIS

Key analytical factors

-- S&P's simulated default scenario contemplates a default
occurring in 2025 stemming from a decline in enrollments due to
increased competition, operating challenges, and the reduced
availability of Title IV funding.

-- S&P expects the company would reorganize in the event of a
default or insolvency proceeding given the brand value of its
individual educational institutions and universities. However, it
believes it is likely that some of its schools could lose
significant value in a default scenario, similar to its experience
with DeVry University.

-- While the company has a material presence outside the U.S., S&P
envisions that its lenders would aim to maximize their recoveries
and pursue a default in the U.S. due to its significant
concentration there, including the location of its headquarters and
its debt and equity financing.

-- The proposed senior secured credit facilities are guaranteed by
each existing and future material domestic subsidiary of the
company and benefit from a first-priority perfected lien on all
assets of the guarantors, excluding certain assets such as owned
real estate.

-- S&P has valued the company as a going concern using a 5.5x
multiple of its emergence EBITDA.

-- S&P assumes the company's proposed $400 million revolving
credit facility is approximately 85% drawn at default excluding any
outstanding letters of credit.

Simulated default assumptions

-- Simulated year of default: 2025
-- EBITDA at emergence: About $200 million
-- EBITDA multiple: 5.5x
-- Obligor/nonobligor valuation split: 100%/0%

Simplified waterfall

-- Net enterprise value (after 5% administrative costs): About
$1.05 billion

-- Estimated senior secured debt claims: $2 billion

-- Value available for senior secured debt claims: $1.05 billion
million

  --Recovery expectations: 50%-70% (rounded estimate: 50%)

Note: All debt amounts include six months of prepetition interest.



ADVANCED POWER: Seeks to Extend Plan Exclusivity Thru Feb. 19
-------------------------------------------------------------
Debtor Advanced Power Technologies, LLC requests the U.S.
Bankruptcy Court for the Southern District of Florida, Fort
Lauderdale Division to extend by 14 days the exclusive periods
during which the Debtor may file a plan from February 5 through and
including February 19, 2021, and to solicit acceptances from April
5 through and including April 19, 2021. This is the Debtor's fourth
request to extend the Exclusivity Periods.

The Debtor has only been in bankruptcy since March 11, 2020, and is
paying its post-petition debts as they come due. The Debtor is
current on filing its monthly operating reports and paying
associated U.S. Trustee fees. The Debtor has circulated a draft
plan of reorganization with its senior secured creditor, TBK Bank,
SSB f/k/a Triumph Savings Bank, SSB, and anticipates finalizing
consensual treatment of TBK's senior secured claim by the extension
requested herein.

The Debtor intends to circulate its draft plan of reorganization
with its largest general unsecured creditor within one or two
business days of the filing of this motion in an effort to finally
reach a resolution with the said creditor. These final negotiations
with TBK and the Debtor's largest unsecured creditor will dictate
the final form of the plan of reorganization filed with the Court
and presented to all creditors. The Debtor's creditor body is
large, and the Debtor has made significant process negotiating with
other creditors and counterparties to executory contracts. The
Debtor is not seeking the extensions as a delay tactic or to
pressure creditors.

A copy of the Debtor's Motion to extend is available from
PacerMonitor.com at https://bit.ly/3pcRQE5 at no extra charge.

                      About Advanced Power Technologies

Advanced Power Technologies, LLC --
http://www.advancedpowertech.com/-- offers interior and exterior
lighting, signage, and electrical service needs throughout the
United States and Canada. It works with commercial, hospitality,
industrial, institutional, restaurant, and retail clients to save
energy and reduce operating costs.

Advanced Power Technologies, LLC, based in Pompano Beach, Fla.,
filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 20-13304) on
March 11, 2020. In the petition signed by Devin Grandis, president,
the Debtor was estimated to have $1 million to $10 million in both
assets and liabilities.  

Judge Peter D. Russin Bradley replaced Judge Paul G Hyman Jr., who
previously oversees the case. Bradley S. Shraiberg, Esq., at
Shraiberg Landau & Page PA, serves as Debtor's bankruptcy counsel.

The U.S. Trustee was not able to appoint an Official Committee of
Unsecured Creditors for the Debtor.


ALS LIQUIDATION: Seeks to Hire Lauterbach & Amen as Accountant
--------------------------------------------------------------
ALS Liquidation LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to employ Lauterbach
& Amen LLP as their accountant.

The Debtors need the assistance of an accountant to prepare their
2019 and 2020 federal and state tax returns and advise them
regarding said returns.

Lauterbach has agreed to prepare the 2019 and 2020 state and
federal tax returns for $4,500, with a retainer of $2,250, and
$6,000, with a retainer of $3,000, respectively.

Ronald Amen, founding partner of Lauterbach & Amen, disclosed in
court filings that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Ronald J. Amen
     Lauterbach & Amen LLP
     668 N. River Rd.
     Naperville, IL 60563
     Telephone: (630) 393-1483
     Facsimile: (630) 393-2516
     Email: ramen@lauterbachamen.com

                      About ALS Liquidation

ALS Liquidation LLC, formerly known as Apex Linen Service LLC, and
its affiliates sought Chapter 11 protection (Bankr. D. Del. Case
No. 20-11774) on July 6, 2020. Chris Bryan, president and
authorized representative, signed the petitions. At the time of the
filing, ALS Liquidation was estimated to have $10 million to $50
million in both assets and liabilities.

Judge Laurie Selber Silverstein oversees the cases.

The Debtors tapped Goldstein & McCintock LLLP as their bankruptcy
counsel, GlassRatner Advisory & Capital Group LLC as chief
restructuring officer, JD Merit & Co. as investment banker and
Lauterbach & Amen LLP as accountant.  Stretto is the claims and
noticing agent.

On July 23, 2020, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Debtors' cases.
The committee is represented by Archer & Greiner, P.C.


ALTICE USA: S&P Places 'BB-' ICR on CreditWatch Positive
--------------------------------------------------------
S&P Global Ratings placed all ratings on CreditWatch with positive
implications, including the 'BB-' issuer credit rating.

S&P expects to resolve the CreditWatch placement within 90 days
once it is able to evaluate how the improved view of the business
is balanced with financial policy and governance considerations.

The CreditWatch placement reflects S&P's more favorable view of the
business over the next few years based on strong profitability.
Management has demonstrated skill in executing an aggressive
cost-cutting plan while maintaining consistent subscriber trends in
recent years. EBITDA margins have benefitted from delayering of
management, eliminating nonessential operating and service
agreements, and rationalized supplier relations. The company also
benefits from demographically favorable regions, with about 70% of
operations in New York and Texas, which tend to have above-average
income levels and greater household density than most markets.
Combined, these factors allow Altice to lead the industry in EBITDA
per home passed, EBITDA per customer relationship, and cash flow
conversion.

S&P said, "We believe Altice remains well-positioned to continue
capitalizing on favorable industry trends. Demand for faster
internet to attach more devices to Wi-Fi, stream more video, and
participate in online gaming will continue to allow Altice USA to
raise prices as consumers migrate to faster speeds tiers. Although
the average speed taken has increased significantly since 2016,
approximately 60% of Altice's broadband customers still have speeds
of 200 megabits per second (Mbps) or less representing runway for
future high-speed data (HSD) average revenue per user (ARPU)
growth.

"We believe Altice's rural SuddenLink operations stand to benefit
most from shifting industry dynamics because they face less
competition for high-speed internet and had historically been
disadvantaged by video scale when competing against Dish and
DirecTV. We believe rural markets tend to lag in terms of
high-speed internet adoption, in part because digital subscriber
line (DSL) and satellite video had been good enough to meet these
consumers' connectivity needs. Therefore, the trade-off for faster,
more expensive internet may not have been that attractive to a
demographic that skews older, with lower income, and
lower-than-average data requirements. However, we believe that the
coronavirus pandemic has accelerated the structural shift to high
broadband connectivity throughout the U.S., which should drive
higher HSD subscriber and penetration rates. We believe that DSL
and fiber to the node competitors offering 25–100 Mbps may no
longer be enough for many households given the greater importance
of having a fast and reliable broadband internet connection for
distance learning, telemedicine, and work-from-home arrangements.
Furthermore, as satellite TV becomes more expensive, we believe the
plethora of streaming TV alternatives could be a catalyst for rural
consumers looking to save money to drop both their satellite video
service and slower internet service and switch to high-speed cable
and cheaper streaming TV services."

Altice is undergoing a network upgrade cycle that should bolster
its competitive positioning. Altice has prudently opted to reinvest
cost savings back into the business through a five-year
fiber-to-the-home (FTTH) rollout across most of its footprint,
combined with an enhanced all-in-one cable box, dubbed Altice One,
to improve customer experience. To date, the company has passed
about 1 million of the over 5 million Optimum homes with fiber, but
at least 92% of its addressable market now has access to 1-gigabyte
speeds, up significantly from a year earlier (33%). S&P believes
these investments should help Altice protect its market share in
the Optimum footprint while allowing it to grow in the less
competitive, more rural SuddenLink footprint.

The company operates in the most competitive incumbent footprint,
resulting in below-industry average earnings growth and
underpinning our ranking of Altice USA below Comcast and Charter.
Altice overlaps with Verizon Fios, which offers FTTH, in more than
50% of its Optimum footprint (which accounts for about two-thirds
of total revenues). Therefore, S&P estimates that about 40% of
Altice's overall footprint faces a competitor capable of delivering
similar or better service, making it more difficult for Altice to
capture market share and grow earnings compared to other incumbent
cable operators.

While Altice experienced explosive EBITDA growth in 2017-2018 on
the heels of massive cost cutting, there are fewer opportunities to
reduce costs at the previous scale. Still, the company should
gradually benefit from reduced operating expenses with FTTH, which
requires fewer truck rolls, service calls, and less network
maintenance as amplifiers are eliminated. Furthermore, the
company's nascent wireless business, which is currently operating
at a loss from high startup costs, should begin to generate modest
profits in 2021-2022 as it grows its customer base.

The company's financial policy is aggressive. Although management
introduced a leverage target of 4.5x-5x in 2018, it has yet to
operate consistently within this range. Instead, the company has
pursued share repurchases, funded in part with debt. In December
2020, Altice engaged in a one-time share repurchase tender of $2.3
billion worth of stock, bringing the 2020 total to about $4.8
billion. Essentially, the company used all of the proceeds it
received from the sale of a minority stake (49%) in Lightpath to
fund this shareholder return. As a result, S&P anticipates leverage
increased to around 5.5x at year end (from 4.8x in third-quarter
2018 when the company was netting expected Lightpath proceeds
against debt).

Furthermore, the company has an acquisitive track record and could
engage in leveraging mergers and acquisitions (M&A) in the future.
For example, the company recently made a bid to purchase Atlantic
Broadband (ABB) from Cogeco Communications that was ultimately
rejected. However, based on the proposal, we estimate that pro
forma debt to EBITDA could have risen to around 6x, signaling a
willingness to operate at leverage inconsistent with its public
target.

Controlling shareholder Patrick Drahi has raised governance
concerns. Mr. Drahi also owns telecom assets in Europe, which he
recently took private, funded through a personal vehicle. Although
debt could be supported by other sources, unless and until there
are clear protective and lasting governance mitigations put in
place, there is increased risk of financial policy aggressiveness
at Altice Europe. Given that Mr. Drahi also holds a 92% voting
stake in Altice USA (43% economic ownership), S&P will need to
assess the risk associated with his controlling stake in both
companies and how that could impact Altice USA's credit profile.

S&P said, "We view the Lightpath sale and subsequent share buybacks
as a modest credit negative because it did reduce debt, hurting
credit metrics.   Although Lightpath is financed independently
outside of CSC Holdings' credit pool (with no recourse to these
assets) we believe operational incentives exist to support
Lightpath financially, if necessary. Altice's residential network
runs adjacent to Lightpath's enterprise network, with considerable
overlap that we believe would encourage Altice to retain control to
ensure proper levels of investment to enable reliable network
performance. Therefore, we proportionately consolidate Lightpath's
debt in Altice's credit ratios (adding about $700 million to
adjusted debt). In addition, we deconsolidate the minority owner's
share of EBITDA (about $100 million). With these adjustments, the
Lightpath transaction adds about 0.3x to adjusted debt to EBITDA."

CreditWatch

S&P said, "In resolving our CreditWatch placement, we will evaluate
how a more favorable view of the business changes our ratings
thresholds and whether we believe the company will operate within
these thresholds for a sustained period. We plan to meet with
company management to discuss financial policy, including capital
allocation, leverage targets and governance. We plan to resolve the
CreditWatch within 90 days.



AMERICAN AIRLINES: Weighs Debt Deal for Treasury Loans Refinancing
------------------------------------------------------------------
Katia Porzecanski, Katherine Doherty, Gowri Gurumurthy, and Mary
Schlangenstein
Bloomberg News report that American Airlines Group Inc. is weighing
a return to the debt market as soon as March to help pay back loans
from the U.S. government that have helped keep the company afloat
through the pandemic.

Goldman Sachs Group Inc., which last year helped United Airlines
Holdings Inc. use its frequent-flier program to backstop new debt,
is sounding out potential credit investors in a debt deal for
American, according to people familiar with the matter.  American,
which backed a $7.5 billion U.S. Treasury loan with its
frequent-flier program, is considering doing the same with its new
debt, said the people who are familiar with the matter.

                       About American Airlines

American Airlines Group Incorporated is an American publicly traded
airline holding company headquartered in Fort Worth, Texas.  It was
formed on Dec. 9, 2013, in the merger of AMR Corporation, the
parent company of American Airlines, and US Airways Group, the
parent company of US Airways.

Before the Coronavirus pandemic, American Airlines offered
customers 6,800 daily flights to more than 365 destinations in 61
countries from its hubs in Charlotte, Chicago, Dallas-Fort Worth,
Los Angeles, Miami, New York, Philadelphia, Phoenix and Washington,
D.C.  As of Dec. 31, 2018, the company operated a mainline fleet of
956 aircraft.

The airline industry has been severely affected by the economic
shutdowns and travel restrictions brought by the Coronavirus
pandemic.


AMWINS GROUP: S&P Assigns 'B+' Rating on First-Lien Credit Facility
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue rating to AmWINS Group
Inc.'s first-lien credit facility, including an upsized revolver
(undrawn) due in 2026 and term loan B due in 2028. The recovery
rating is '3', indicating its expectation for meaningful (50%-70%;
rounded estimate: 50%) recovery of principal in the event of
default.

S&P said, "We expect the company to use the $1.995 billion proceeds
to repay its existing $1.982 billion term loan b, allowing it to
lower the spread from the benchmark rate. In addition to the
interest cost savings, the company has extended its maturity
profile, which in our view, supports existing credit fundamentals.
While the company upsized the revolving credit facility to $300
million from $125 million, we expect Amwins to use the facility
sparingly as shown by its use of the previous facility and strong
cash flow generation by the underlying business.

"Our ratings on Amwins Group, including our 'B+' issuer credit
ratings and 'B-' senior unsecured debt rating are unaffected by the
first-lien credit facility refinancing. Our 'B+' issuer credit
ratings on Amwins reflect its fair business risk profile and highly
leveraged financial risk, lifted by one-notch from a comparable
adjustment reflecting its leading U.S. wholesale market position
with EBITDA margins generally above 30%."

As the COVID-19 pandemic affected the macroeconomic environment,
Amwins was able to organically grow its business by more than 8%
for full-year 2020, benefitting from firming property/casualty
rates, market share gains, strong capacity support that can place
difficult lines of business, greater shift of business to the
nonadmitted markets, and a higher exposure to property lines. This
somewhat mitigates the risks of exposure contraction due to reduced
payroll and revenues for policyholders. In addition to this, Amwins
was able to enhance EBITDA margins by almost 200 bps from lower
travel and entertainment (expected to come back in the second half
of 2021), top-line growth, and some business mix changes from a
divestiture. 2020 proved to be a less-active year for the company
in mergers and acquisitions (M&A), acquiring only one small
business (International Specialty Brokers Ltd.), which we think
will enhance its international market position while complementing
catastrophe and emerging risk capabilities but will be a relatively
small contributor to the group. S&P expects M&A to be a strategic
deployment of capital, concentrating on enhancing capabilities with
a focus on disciplined valuations. This brought pro forma revenues
for 2020 to $1.49 billion and pro forma adjusted EBITDA was $498
million (about 33.5%), per its calculations.

S&P said, "Our assessment of the company's financial risk profile
assumes a highly leveraged capital structure that is more
conservative than retail peers due to the significant employee
ownership of the business. Since we don't expect the term loan B to
be upsized during the refinancing, we view the transaction as
leverage neutral leading to an out-of-the-box debt to EBITDA of
5.8x as of Dec. 31, 2020, with EBITDA interest coverage above 4x
that benefits from the lower benchmark rate and tighter spread. We
expect the company to operate within the bounds of our base-case
expectations with debt to EBITDA of 5.0x-6.0x and coverage above
3.5x."


ANDREW HUN KIM: Letters Buying Clarksburg Property for $521K
------------------------------------------------------------
Andrew Hun Kim asks the U.S. Bankruptcy Court for the District of
Maryland to authorize the sale of the real property known as 23011
Birch Mead Road, in Clarksburg, Maryland, to Deborah Raissa Letter
and Douglas Letter for $521,000.

A hearing on the Motion is set for March 8, 2021, at 3:00 p.m.  The
Objection Deadline is Feb. 26, 2021.

By Order entered Jan. 20, 2021, the Court authorized the Debtor to
modify his confirmed Chapter 11 Plan to allow for the sale of the
Property that was property of the bankruptcy estate.   The Debtor
has obtained a contract for sale of the Property.

Sale of the Property will provide proceeds sufficient to pay all
debts secured by present liens upon the Property, as required by
the Court's Order entered Jan. 20, 2021, and will leave sufficient
proceeds to pay the closing costs of the transaction and the
balance of all that is required to be paid under the Debtor's
modified Chapter 11 plan.

Although the Debtor's modified plan already provides for the sale
of the Property, the Debtor anticipates that the escrow agent
handling the sales transaction will require an Order of the Court
authorizing the sale.  Requesting such an Order is the primary
purpose of the Motion.

A copy of the Contract is available at https://tinyurl.com/1g5bvdrw
from PacerMonitor.com free of charge.

Andrew Hun Kim sought Chapter 11 protection (Bankr. D. Md. Case No.
12-16945-LSS) on April 13, 2012.



APPLIED DNA: Incurs $4.8 Million Net Loss for Quarter Ended Dec. 31
-------------------------------------------------------------------
Applied DNA Sciences, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $4.81 million on $1.62 million of total revenues for the three
months ended Dec. 31, 2020, compared to a net loss of $2.66 million
on $633,519 of total revenues for the three months ended Dec. 31,
2019.

As of Dec. 31, 2020, the Company had $9.68 million in total assets,
$3.95 million in total liabilities, and $5.72 million in total
equity.

The Company has recurring net losses, which have resulted in an
accumulated deficit of $274,645,206 as of Dec. 31, 2020.  The
Company incurred a net loss of $4,807,062 and generated negative
operating cash flow of $4,155,742 for the three-month period ended
Dec. 31, 2020.  At Dec. 31, 2020, the Company had cash and cash
equivalents of $4,241,407 and working capital of $3,621,859.

Management's Comments

"The first quarter marked a very strong start to the fiscal year,
reflecting burgeoning demand for our COVID-19 diagnostics and
surveillance testing offerings (cumulatively "our COVID-19 testing
business").  Our revenue performance was driven primarily by new
client acquisitions for safeCircle, our pooled surveillance testing
service, the full benefit of which we believe will be evident in
our March 31, 2021 quarter.  We also began to deliver quantities of
our Linea COVID-19 Assay Kit (the "Assay Kit") and from which we
anticipate recurring orders under the existing contract," said Dr.
James A. Hayward, president and CEO, Applied DNA Sciences.  "Our
emphasis remains on client acquisition, and, to that end,
safeCircle business momentum has continued into the March quarter
both organically and through CLEARED4, our channel partner, with
whom we now enjoy a fourth joint customer.  From a COVID-19 testing
capacity perspective, we believe we can capably manage demand for
safeCircle we see on the horizon and are prepared to deploy
additional equipment and further automation beyond that.

"We also began to develop genomic surveillance as a third
application of our Assay Kit to potentially expand our COVID-19
testing business.  Whereas safeCircle tests within populations for
SARS-CoV-2 positivity generally, genomic surveillance seeks to
monitor positivity specifically for certain SARS-CoV-2 variants to
inform public health decisions.  We recently confirmed via in
silico analysis and in the field that the unique design of our
Assay Kit gives it the ability to discriminate positive virus
infections for the presence of certain SARS-CoV-2 variants, some of
which that have increased transmissibility.  Given the limited gene
sequencing capacity available nationally with which to confirm the
presence of a variant, variant spread can go, and likely is going,
undetected. We have discussions underway with the Departments of
Health of multiple States on how our Assay Kit can be utilized to
help them implement broader genomic surveillance while variants are
less prevalent in the national population and action can be taken
against them.  We have already received several, initial orders for
genomic surveillance from certified laboratories.

"Our Assay Kit's ability to discriminate for certain variants is
also relevant to our safeCircle service that seeks to keep safe and
healthy an under-vaccinated populace now also being beset by
variants.  With a unique test and service offering, an evolving
virological threat to which we can help public health officials
craft a response, and upon CLEP-CLIA-certification of our
diagnostic laboratory, which we continue to progress, we believe we
are primed for continued growth in our COVID-19 testing business."

Continued Dr. Hayward, "Looking beyond the pandemic, we continue to
advance our long-term strategy to establish our LinearDNA
manufacturing platform as a potentially disruptive alternative to
plasmid DNA that is used in the manufacture of all nucleic
acid-based therapies.  We are in the early stages of the assessment
of a cGMP (Current Good Manufacturing Practice) production capacity
and capability within our LinearRx subsidiary that directly speaks
to the maturation of our preclinical CRO (contract research
organization) pipeline.  Our customers have made clear their
expectation for us to support them as a CMO (contract manufacturing
organization) and under cGMP conditions for when they initiate
animal trials of their therapeutic candidates.  The expected
initiation of our linear DNA veterinary COVID-19 vaccine trial is
in furtherance of our long-term strategy and sets a path to having
a therapeutic in the market with an animal health partner."

Concluded Dr. Hayward, "Our supply chain security business is
beginning to show early signs of a recovery.  COVID-19 has made
companies more focused on the need to secure their supply chains
and made consumers and brand builders more aware of their exposure
to counterfeiting and diversion.  We believe that the year lost to
the pandemic has created a backlog of demand for our CertainT
platform across several end-markets, including textiles,
nutraceuticals, and cannabis."

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

https://www.sec.gov/Archives/edgar/data/744452/000110465921020663/tm215651d1_10q.htm

                             About Applied DNA

Applied DNA -- http//www.adnas.com -- is a provider of molecular
technologies that enable supply chain security, anti-counterfeiting
and anti-theft technology, product genotyping, and pre-clinical
nucleic acid-based therapeutic drug candidates.  Applied DNA makes
life real and safe by providing innovative, molecular-based
technology solutions and services that can help protect products,
brands, entire supply chains, and intellectual property of
companies, governments and consumers from theft, counterfeiting,
fraud and diversion.

Applied DNA reported a net loss of $13.03 million for the year
ended Sept. 30, 2020, compared to a net loss of $8.63 million for
the year ended Sept. 30, 2019.  As of Sept. 30, 2020, the Company
had $11.34 million in total assets, $5.63 million in total
liabilities, and $5.71 million in total equity.

Melville, NY-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 17,
2020, citing that the Company incurred a net loss of $13,028,904
and generated negative operating cash flow of $11,143,059 for the
fiscal year ended Sept. 30, 2020 and has a working capital
deficiency of $4,811,847.  These conditions along with the COVID-19
risks and uncertainties raise substantial doubt about the Company's
ability to continue as a going concern.


APTIM CORP: S&P Alters Outlook to Stable, Affirms 'CCC+' ICR
------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed its 'CCC+' issuer credit rating on Aptim Corp., a
Texas-based engineering and environmental service provider.

S&P said, "At the same time, we are affirming our 'CCC+' rating on
the company's senior secured notes. The recovery rating remains
'4', indicating our expectation for average recovery (30%-50%,
rounded estimate: 30%) in the event of a payment default.

"The stable outlook reflects Aptim's improved liquidity and our
expectation that it should have sufficient cash on hand to meet its
short-term financial obligations.

"We expect Aptim's cash on hand will be sufficient to satisfy its
fixed charges in the next 12 months. The company has adequate
liquidity, in our view, after the 2020 sale of its uncollected
receivables from disaster work it performed in the U.S. Virgin
Islands in 2018 and 2019, which brought cash on hand to $185.7
million as of the third quarter of 2020. The company faced
collection delays due to the timing of government funding. We note
the company's $130 million asset-based revolving line of credit
(ABL) matures in February 2022, with most of the capacity used to
support project letters of credit. The company's $515 million 7.75%
senior secured notes mature in 2025.

"Despite some demonstrated improvement in profitability, we
forecast Aptim's debt leverage will remain elevated in 2021 and
free operating cash flow (FOCF) could be thin or negative. The
company's margins have improved through cost-cutting initiatives
and higher engineering and construction service work. The overall
increase in this segment was despite the disruption to the spring
turnaround season in Canada and Peru at the onset of the pandemic,
resulting in missed work opportunities that would have otherwise
been executed during the season. Further, as of the third quarter
of 2020, Aptim's backlog increased somewhat year-over-year.
However, due to its high debt burden relative to its EBITDA
generation, we continue to view the company's capital structure as
unsustainable. We believe there is some risk that FOCF will be a
modest use in 2021, despite the company's relatively low
maintenance capital expenditure needs, due to its high interest
expense and weak operating profitability.

"The stable outlook reflects our expectation that operating
performance will gradually improve and that, although the company's
financial commitments appear unsustainable in the long term, we do
not believe there is a near-term credit or payment crisis given its
improved liquidity position.

"We could lower our ratings on Aptim if we come to believe that the
company is likely to default within the next 12 months, without an
unforeseen positive development. This could occur through a
near-term liquidity crisis, violation of financial covenants, or a
distressed exchange offer. Liquidity could be impaired if cash
flows from operations were to become significantly negative.
Alternatively, we could lower the rating if the company is unable
to successfully refinance its asset-based revolver and letter of
credit capacity in a timely manner.

"Although unlikely, we could raise our rating on Aptim during the
next 12 months if the company were to experience meaningfully
improved business, financial, or economic conditions, generate
consistent positive free cash flow and reduce debt leverage below
7x on a sustained basis. This could occur if the company were to
further improve margins by profitably executing on its backlog of
projects."



ASI CAPITAL: Seeks June 9 Plan Exclusivity Extension
----------------------------------------------------
Debtors ASI Capital Income Fund, LLC ("ASICIF") and ASI Capital,
LLC ("ASIC"), request the U.S. Bankruptcy Court for the District of
Colorado, to extend the exclusive period during which the Debtors
may file a plan of reorganization through and including June 9,
2021, and to solicit acceptances through and including August 8,
2021.

With respect to the progress the Debtors' have made in resolving
issues facing the estate, the Debtors have continued, as they had
before the cases were commenced, to proactively manage their
investment portfolios and have identified certain assets that
require cash infusions, notably, the Marriott Courtyard and Hilton
Garden Inn hotels in El Paso, Texas and the Mine, all of which have
been the subject of section 363 motions filed by the Debtors.
Further, the Debtors have filed all of the necessary disclosure
documents with the Court and have amended their Statements of
Financial Affairs and Schedules as appropriate. The Debtors are
also current in the filing of their required Monthly Operating
Reports and in paying their U.S. Trustee fees.

The requested extensions of the Exclusive Filing Period and
Exclusive Solicitation Period will not harm the Debtors' creditors,
including ASIC's noteholders and ASICIF's bondholders. The Debtors
continue to conscientiously manage their asset portfolios and have
been taking the necessary steps to preserve and protect the value
of the assets in those portfolios.

The Debtors are also constantly on the lookout for new business
opportunities to convert assets to cash, transfer assets into less
costly and more stable holding entities, and otherwise, not just
maintain, but increase the value of their asset pools. The decrease
over the past year in the estimated values of the assets in the
Debtors' portfolios and the diminution in the income streams from
those assets were not caused by any mismanagement on the part of
the Debtors, but rather by a global pandemic that virtually no one
saw coming or was prepared for. The assets of the estates have been
in good hands and will continue to be. Allowing the Debtors
additional time to formulate and file plans of reorganization will
not harm the creditors of the estates in the slightest.

The Debtors cannot project with any degree of certainty what the
value of their assets will be a year from now, or even six months
from now. Nor can the Debtors accurately predict the income streams
they will receive from those assets, income from which periodic
interest payments can be made to the noteholders of ASIC and the
bondholders of ASICIF. Thus, the Debtors need more time to
formulate and file plans of reorganization and be able to prove
their feasibility through pro forma financial projections that are
based on an improved national economy and solid economic evidence.
           

A copy of the Debtors' Motion to extend is available from
PacerMonitor.com at https://bit.ly/3a6ZZWw at no extra charge.

                         About ASI Capital Income Fund

ASI Capital Income Fund is an investment company as defined in 15
U.S.C. Section 80a-3. ASICIF holds interests in a number of
investments, including interests in hotels. ASICIF is wholly-owned
by ASI, also an investment company as defined in 15 U.S.C. Section
80a-3. ASI also holds interests in a number of investments,
including interests in hotels. ASI is the sole member of ASICIF.

Since January 1, 2019, both ASICIF and ASI have been managed by the
same manager, The Convergence Group.

ASI Capital Income Fund, LLC, based in Colorado Springs, Colo.,
filed a Chapter 11 petition (Bankr. D. Colo. Case No. 20-14066) on
June 15, 2020. In its petition, the Debtor was estimated to have
$10 million to $50 million in both assets and liabilities. The
petition was signed by Ryan C. Dunham, CEO, Convergence Group.

Judge Elizabeth E. Brown presides over the case. The Debtor tapped
Lewis Brisbois Bisgaard & Smith, LLP, serves as bankruptcy counsel,
and Cohen & Cohen, P.C., as counsel to the Bondholders Committee.


ASPIRA WOMEN'S: Receives $48.4 Million from Common Stock Offering
-----------------------------------------------------------------
Aspira Women's Health Inc. entered into an underwriting agreement
with William Blair & Company, L.L.C. and Truist Securities, Inc.,
as representatives of several underwriters, in connection with the
underwritten public offering of 6,000,000 shares of the Company's
common stock, par value $0.001 per share, at a price to the public
of $7.50 per share.

Pursuant to the Underwriting Agreement, the Company granted the
Underwriters an option to purchase up to an additional 900,000
shares of Common Stock at the public offering price, less the
underwriting discount of $0.4875 per share.  On Feb. 5, 2021, the
Underwriters notified the Company that they were exercising this
option in connection with the closing of the Offering.  The
Offering, including the Option Shares, closed on Feb. 8, 2021 and
resulted in net proceeds to the Company of $48,386,250, after
giving effect to the underwriting discount but before expenses.

The Underwriting Agreement contains customary representations,
warranties and covenants by the Company, customary indemnification
obligations of the Company and the Underwriters, including for
liabilities under the Securities Act of 1933, as amended, and other
obligations of the parties.  The representations and warranties
contained in the Underwriting Agreement were made only for purposes
of such agreement and as of specific dates, were solely for the
benefit of the parties to such agreement, may have been used for
purposes of allocating risk between the parties rather than
establishing matters as facts, and may be subject to materiality
and other limitations agreed upon by the contracting parties.

                        About Aspira Women's Health

ASPIRA formerly known as Vermillion, Inc. --
http://www.aspirawh.com-- is transforming women's health with the
discovery, development and commercialization of innovative testing
options and bio-analytical solutions that help physicians assess
risk, optimize patient management and improve gynecologic health
outcomes for women.  OVA1 plus combines its FDA-cleared products
OVA1 and OVERA to detect risk of ovarian malignancy in women with
adnexal masses.  ASPiRA GenetiXSM testing offers both targeted and
comprehensive genetic testing options with a gynecologic focus.
With over 10 years of expertise in ovarian cancer risk assessment
ASPIRA has expertise in cutting-edge research to inform our next
generation of products.  Its focus is on delivering products that
allow healthcare providers to stratify risk, facilitate early
detection and optimize treatment plans.

Vermillion reported a net loss of $15.24 million for the year ended
Dec. 31, 2019, compared to a net loss of $11.37 million for the
year ended Dec. 31, 2018.  As of Sept. 30, 2020, the Company had
$21.26 million in total assets, $6.71 million in total liabilities,
and $14.55 million in total stockholders' equity.

BDO USA, LLP, in Austin, Texas, the Company's auditor since 2012,
issued a "going concern" qualification in its report dated April 7,
2020 citing that the Company has suffered recurring losses from
operations and has negative cash flows from operations that raise
substantial doubt about its ability to continue as a going concern.


AUTHENTIC BRANDS: S&P Alters Outlook to Stable, Affirms 'B' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based Authentic
Brands Group LLC (ABG) to stable from negative and affirmed the 'B'
issuer credit rating on the company. At the same time, S&P affirmed
the 'B' issue-level rating on the company's $100 million senior
secured revolving credit facility due June 2024, $1.6 billion
senior secured term loan due September 2024, and $200 million
incremental first-lien term loan maturing in September 2024. The
'3' recovery rating is unchanged and indicates its expectation for
meaningful (50%-70%; rounded recovery: 50%) recovery.

S&P said, "The stable outlook reflects our expectation for EBITDA
growth from increases in sales volumes and contributions from
acquisitions over the next 12 months, which should result in
leverage improving to below 5x.

"The stable outlook reflects our expectation that improving demand
and incremental contribution from acquisitions will support
improved earnings, driving stronger credit metrics compared to our
previous expectations when the pandemic began.   ABG has
demonstrated improving revenue and profit trends during the third
quarter of fiscal 2021 (ended September 2020), after experiencing
modest deterioration earlier in the year due to the weak economy
and nationwide closure of retail locations that hurt their
customers. We estimate ABG's proforma adjusted leverage amounted to
5x for the 12 months ended Sep. 30, 2020. We previously believed
that lower demand due to pandemic restrictions would pressure
profitability and could lead to leverage sustained above our 7x
downgrade threshold.

"We forecast low-double-digit percentage EBITDA growth in 2021
mainly driven by a rebound in volumes at customers' retail stores
and incremental contribution from recent acquisitions. We believe
that ABG will remain disciplined with costs and sustain the
benefits of some of the cost-cutting efforts undertaken in fiscal
2020 as sales recover, thereby maintaining adjusted EBITDA margins
of about 70%. We also expect the company to continue to be
acquisitive and utilize future cash flows to fund additional
acquisitions. As a result, we expect leverage to improve to below
5x over the next 12 months. Our measure of leverage includes
approximately $47 million of term loan draw out of its $600 million
committed credit facility at ABG-SPV 1 LLC, which we consolidate
under the parent company, Authentic Brands Group LLC."

ABG's resilient operating performance was supported by strong
licensing revenue collections, e-commerce growth and benefits from
cost-cutting initiatives. ABG's organic sales declined at a
double-digit percentage for the nine months ended Sept. 30, 2020,
over the same period a year ago because of lower consumer traffic
to its customers' retail stores. However, sales from the e-commerce
channel increased significantly as a result of traffic shifting
online and high conversion rates. Recent acquisitions (Forever 21
and Lucky Brand in the most recent quarter and Volcom and Sports
Illustrated in early 2019) made strong contributions to sales and
profitability. The company's focus on the collections of guaranteed
royalties in a difficult macroeconomic environment continued to
provide a stable revenue stream, which S&P previously believed
could be at risk due to severe economic pressures and bankruptcy
risk for the company's customers. However, the company's customers
proved resilient and have met their payment commitments. Moreover,
the company's proactive efforts to reduce employee costs and lower
advertising spend while repurposing its marketing dollars to
support e-commerce growth resulted in more than $35 million of
annualized cost savings and allowed it to expand profitability
margins by more than 400 basis points (bps) in the quarter ended
Sept. 30, 2020, compared with same period the prior year.

The company's strong profitability and its asset-light business
model should support continued good cash flow generation.   S&P
expects the company to generate discretionary cash flow (free cash
flow after tax distributions) of at least $175 million in fiscal
2021. ABG's licensing business model is asset-light with modest
annual capital expenditure (capex) requirements of $5 million-$10
million. The company earns guaranteed minimum royalties for use of
its brands, thereby providing a stable and predictable stream of
recurring revenues through multi-year contracts. Moreover, since
the licensee is responsible for design, manufacturing, logistics,
and working-capital management, the company is able to maintain a
very lean cost structure. The company leveraged its primarily
variable cost structure at the start of the pandemic to cut costs
quickly and maintain profitability and liquidity.

S&P said, "We believe the company will remain acquisitive under its
financial sponsor ownership, keeping leverage above 5x.  The
company has increased more than three times in size over the past
five years given its aggressive acquisition history. We believe the
company will continue to seek out acquisition opportunities, with
help from the current retail industry landscape that is causing
secular declines for several apparel and footwear players. Most
recently, ABG purchased a 50.0% stake in the intellectual property
of Brooks Brothers for $63 million after it filed for bankruptcy.
While we have not modeled in material debt-funded acquisitions, we
believe ABG will maintain adjusted leverage of 5x-6x longer term
due to the company's majority ownership by its financial sponsors.
We also expect the sponsors could seek a return on their investment
with the potential to extract returns in the form of debt-financed
dividends.

"The stable outlook reflects our belief that the company will
successfully integrate its most recent acquisitions, and credit
metrics will improve over the next 12 months through operating
gains as retail volumes rebound and incremental EBITDA from the
recently acquired brands. We expect leverage to remain at or above
5x because of the company's acquisitive growth strategy and the
potential for additional debt-funded acquisitions and dividends to
the financial sponsor owner."

S&P could lower the ratings if leverage remains above 7x. S&P
believes this could occur if:

-- The company adopts a more aggressive financial policy by
funding large, debt-financed acquisitions or dividends;

-- The company cannot generate expected levels of royalty income
because it encounters difficulties integrating its recent
acquisitions or it fails to renew some of its key licenses; or

-- The company issues more debt without sufficient incremental
EBITDA from acquisitions.

Although unlikely given ABG's financial-sponsor ownership and its
strategy of augmenting growth through acquisitions, S&P could raise
its ratings if:

-- The sponsor commits to and maintains a track record of leverage
below 5x; and

--S&P continued to believe the company will deleverage and keep
leverage below 5x as a result of organic growth and paying debt
with cash flows.



AVANTOR INC: S&P Upgrades ICR to 'BB+' on Improving Leverage
------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Avantor Inc.
to 'BB+' from 'BB-', its issue-level rating on its secured debt to
'BB+' from 'BB-', and its issue-level rating on its unsecured debt
to 'BB-' from 'B'.

S&P said, "The stable outlook reflects our expectation for a
mid-single-digit percent increase in its revenue in 2021 aided by
vaccine-related revenue. In addition, we expect Avantor to
stabilize its margins and generate about $700 million-$800 million
of annual free cash flow during the year.

"The upgrade reflects Avantor's declining leverage, solid free cash
flow generation, and our expectation that it will increase its
revenue by the mid-single digit percent area this year.
Specifically, we anticipate the company will increase its revenue
on the continued expansion in its largest end market, biopharma,
and a recovery in its other end markets. We also expect Avantor to
benefit from COVID-19 vaccine-related sales. We anticipate the
company's cash flow generation will remain strong, though weaker
than in 2020, as its cash taxes increase to more normalized levels
and it expands its capital expenditure (capex) and working capital
spending to support its future growth. We believe Avantor's
leverage was in the low-4x area as of Dec. 31, 2020. The company
calculates that it had leverage of 4x as of the end of fiscal year
2020 and has articulated a goal of maintaining net leverage in the
2x-4x range. We anticipate Avantor's acquisition activity will pick
up now that it has returned its leverage to its target range,
though we do not expect acquisition spending in excess of its free
cash flow generation this year, which will likely enable it to
maintain leverage of comfortably below 4x."

Avantor provides specialty chemicals, reagents, and materials and
has a well-established position as one of the largest distributors
of laboratory supplies, with a strong presence in North America and
Europe.  The company offers a broader array of products and
services than many of its smaller, regional competitors. It is also
a stable operator with high recurring revenue and good geographic
and end-market diversity. Specifically, more than 85% of Avantor's
business is recurring and it derives 50% of its revenue from its
proprietary branded products and services. The company's customer
concentration is also low because no single customer accounts for
more than 4% of its total revenue. S&P said, "Avantor derives about
50% of its revenue from the biopharma end market, which we consider
to be a high-growth area that has continued to expand at a brisk
rate throughout the pandemic. In addition, we believe the company
will likely continue to benefit from revenue related to COVID-19
vaccine manufacturing and development this year."

Despite these positive factors, Avantor's market remains fragmented
and we estimate it has market share of approximately 10% in the
global laboratory supply distribution industry.  The company faces
competition from Thermo Fisher Scientific Inc., a larger and more
vertically integrated global distributor and manufacturer, as well
as numerous regional and local companies. In particular, Thermo
Fisher is approximately four times bigger than Avantor with larger
manufacturing operations, producing equipment, and consumables.
This provides it with a greater presence and scale, as well as
potentially stronger pricing power.

Environmental, social, and governance (ESG) factors related to this
rating action:

-- Health and safety

S&P said, "The stable outlook on Avantor reflects our expectation
for a mid-single-digit percent rise in its revenue in 2021, a
stable EBITDA margin, and $700 million-$800 million of cash flow
generation. It also reflects our expectation that the company's
leverage will remain below 4x.

"We could consider raising our rating on Avantor if it demonstrates
a track record of consistent growth and commits to maintain
leverage of less than 3.5x.

"We could downgrade Avantor if it becomes more acquisitive such
that its adjusted leverage remains above 4x for a sustained period.
We estimate that the company could spend about $800 million on
acquisitions in 2021 without exceeding this threshold."


BAVARIA INN: Seeks to Hire GSL Trial Lawyers as Special Counsel
---------------------------------------------------------------
Bavaria Inn Restaurant, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Colorado to employ the law
firm of GSL Trial Lawyers, as its general counsel and special
litigation counsel in the Wright litigation.

The Wright litigation poses a threat to the Debtor's future
viability notwithstanding insurance coverage and the limitations
upon any award as a consequence of the Chapter 11 proceeding

The hourly billing rate of attorney G. Stephen Long, Esq. is $500
an hour.

G. Stephen Long, Esq., attorney with GSL Trial Lawyers, assures the
court that the firm is a disinterested person within the meaning of
11 U.S.C. Secs. 101(14) and 327.

The firm can be reached through:

     G. Stephen Long, Esq.
     GSL Trial Lawyers
     650 South Cherry Street, Suite 825
     Glendale, CO 80246
     Phone: (720) 600-1638

                  About Bavaria Inn Restaurant

Based in Denver, Colo., Bavaria Inn Restaurant, Inc. owns and
operates a bar and restaurant.  It operates under the name Shotgun
Willies.

Bavaria Inn Restaurant sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 20-17488) on Nov. 18,
2020.  Deborah Dunafon, president of Bavaria Inn Restaurant, signed
the petition.

At the time of the filing, the Debtor estimated assets of between
$500,000 and $1 million and liabilities of between $1 million and
$10 million.

Judge Elizabeth E. Brown oversees the case.  Weinman & Associates,
P.C. is the Debtor's legal counsel.

The Debtor tapped GSL Trial Lawyers as special counsel.


BBGI US: Wants Plan Exclusivity Extended Until April 5
------------------------------------------------------
BBGI US, Inc. f/k/a Brooks Brothers Group, Inc. and its affiliates
ask the U.S. Bankruptcy Court for the District of Delaware, to
extend by 60 days the Debtors' exclusive period to file a Chapter
11 plan and solicit acceptances through and including April 5,
2021, and June 4, 2021, respectively, and with the consent of the
Committee (not to be unreasonably withheld or delayed), and upon
the Debtors filing a notice of such extension with the Court,
through and including May 4, 2021, and July 6, 2021, respectively,
without the need for further order of the Court.

The Debtors have made significant and material progress in these
chapter 11 cases. Since commencing these chapter 11 cases on July
8, 2020, among other things, the Debtors:

(i) stabilized their operations by securing $80 million of
interest-fee and fee-free post-petition financing;
(ii) oversaw a value-maximizing marketing process that led to the
sale of substantially all of their assets associated with the
Brooks Brothers® business for $325 million with the consent of the
official committee of unsecured creditors (the "Committee") and the
Debtors' senior secured creditors;
(iii) sold several other non-core assets held by the Debtors'
estates for proceeds exceeding $15 million;
(iv) established procedures and deadlines for asserting prepetition
and administrative expense claims against the Debtors; and
(v) have otherwise been focused on an efficient administration of
the Debtors' estates for the benefit of creditors.

In addition, the Debtors have made significant efforts to resolve
open issues regarding numerous matters in these chapter 11 cases
with the U.S. Trustee, their creditor constituencies, and certain
third parties. From constant e-mail correspondence to frequent
telephone conferences, the Debtors and their advisors have
maintained regular contact with parties on matters large and
small.

The requested extension of the Exclusive Periods will not prejudice
the legitimate interests of post-petition creditors because the
Debtors continue to make timely payments on their undisputed
post-petition obligations. The Debtors established an
administrative claims bar date for those administrative claims
arising between the Petition Date and August 31, 2020 (the date the
Sale Transaction closed) to identify and reconcile any unpaid
post-petition administrative claims that arose in the period during
which the Debtors were operating their primary business.

Most recently, the Debtors reconciled certain of the largest
asserted claims and developed, negotiated, and filed a proposed
Plan and Disclosure Statement, obtained the approval of the
Disclosure Statement, and commenced solicitation on the Plan, with
the support of key stakeholders, including, among others, the
Committee and the Pension Benefit Guaranty Corporation, the
Debtors' largest creditor. A hearing to consider confirmation of
the Debtors' proposed Plan is scheduled for March 5, 2021, and
assuming the Court confirms the Plan, the Debtors anticipate
consummating the Plan relatively soon thereafter, and, if
necessary, to continue to negotiate with all interested parties to
reach a resolution of these chapter 11 cases.

A copy of the Debtor's Motion to extend is available from
PacerMonitor.com at https://bit.ly/2Oq09je at no extra charge.

                          About Brooks Brothers Group

Brooks Brothers -- https://www.brooksbrothers.com -- is a clothing
retailer with over 1,400 locations in over 45 countries. While
famous for its clothing offerings and related retail services,
Brooks Brothers are known as a lifestyle brand for men, women, and
children, which markets and sells footwear, eyewear, bags, jewelry,
watches, sports articles, games, personal care items, tableware,
fragrances, bedding, linens, food items, beverages, and more.  

Brooks Brothers Group, Inc. is the Debtors' ultimate corporate
parent, which directly or indirectly owns each of the other Debtor
entities.

Brooks Brothers Group, Inc. and 12 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-11785) on
July 8, 2020. The petitions were signed by Stephen Marotta, the
CRO. The Debtors were estimated to have assets and liabilities to
total $500 million to $1 billion.

The Honorable Christopher Sontchi presides over the cases.
Richards, Layton & Finger, P.A., and Weil, Gotshal & Manges LLP
serve as counsel to the Debtors. PJ Solomon, L.P acts as investment
banker; Ankura Consulting Group LLC as financial advisor; and Prime
Clerk LLC as claims and noticing agent.

On July 21, 2020, the Office of the United States Trustee appointed
the Committee pursuant to section 1102 of the Bankruptcy Code. On
July 24, 2020, and July 27, 2020, respectively, the Committee
selected Akin Gump Strauss Hauer & Feld LLP and Troutman Pepper
Hamilton Sanders LLP as its counsel, and on July 27, 2020, the
Committee selected FTI Consulting, Inc. as its financial advisor.


BED BATH & BEYOND: S&P Alters Outlook to Stable, Affirms 'B+' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed all its ratings on Union, N.J.-based home furnishing
specialty retailer Bed Bath & Beyond Inc. (BBBY), including its
'B+' issuer credit rating. This reflects its recent performance,
improved credit metrics, and its expectations for continued
stabilization in its core businesses.

The stable outlook reflects S&P's expectation for BBBY to execute
key initiatives and drive stable operating performance in fiscal
2021, improving leverage to the mid-3x area at the end of year.

BBBY's operating performance improved in recent quarters as
management initiatives gained traction, leading to confidence for
stabilizing performance over the next year.  S&P's outlook revision
reflects BBBY's recent operating performance improvement and its
expectation it will be stable in 2021. The company posted overall
comparable sales growth of 6% in the fiscal second quarter ended in
August 2020 and 2% in the fiscal third quarter ended in November,
following a significant decline in the first quarter. Gross margin
also expanded on better merchandise mix and lower promotion.
Performance somewhat exceeded its forecasts from March 2020 of
sharply lower sales and EBITDA margins due to significant store
closures amid the pandemic.

S&P said, "We attribute the recent performance improvement to
execution on key initiatives under its new management team, with
focus on its core businesses and omnichannel investments while
optimizing store fleet and merchandise. BBBY divested five noncore
business over the past year, with only Bed Bath & Beyond, buybuy
BABY, Harmon, and Decorist remaining in its portfolio. At the same
time, it continued to optimize its store fleet, expecting to close
120 BBBY stores in 2020 and 80 more in 2021. The company also
increased its omnichannel investments and digital customer
engagement, which in conjunction with shifting consumer preferences
toward digital ordering, raised e-commerce 77% in the third
quarter. In addition, we believe the company somewhat benefitted
from customers' recent move to home goods categories. As a result
of favorable merchandise mix and effective cost management, BBBY
improved margins for the first three quarters of 2020 despite
overall sales deleverage. In 2021, we project continued EBITDA
margin expansion, benefitting from ongoing merchandise initiatives,
cost cuts, and sales leverage in its core businesses.

"Meaningful debt reduction in 2020 and projected EBITDA growth in
2021 support our expectation for improved leverage in the mid-3x
area.   BBBY lightened its debt load about $1 billion during 2020.
It paid down about $500 million of funded debt through bond tender
offer and repayment of the outstanding revolver balance in the
second quarter. In addition, through the divestitures of five
noncore banners and planned store closures, BBBY reduced its
operating and finance lease liabilities about $500 million. We
expect BBBY's adjusted leverage to improve to the mid-3x area at
the end of fiscal 2021 from above 5x at the end of fiscal 2020.

"The company also reduced its inventory meaningfully ($760 million
in the third quarter), driven by banner divestitures, store
closures, and merchandise initiatives. We anticipate continued
working capital management will remain critical in funding an
elevated capital expenditure (capex) requirement in 2021, partly to
support store renovations. Due to the expected leverage reduction
and cash flow improvements, we are revising our financial risk
profile assessment to significant from aggressive.

"Despite recent positive performance, uncertainty remains in growth
trajectory given the ongoing secular change in the retail
environment and execution risk.   We believe the competitive
environment for BBBY will remain fierce post-pandemic, as online
retailers such as Amazon.com Inc. continue to rapidly expand and
take share. We believe the secular change toward e-commerce has
accelerated during the pandemic and is likely to continue because
of consumers' increasing comfort with online shopping. In addition,
due to the volatility in the macroeconomic environment during the
past year, it is difficult to discern the effects of the company
initiatives from pandemic-related tailwinds and how management
improvements may play out once consumption patterns normalize. We
believe significant execution risk remains.

"BBBY incurred meaningful restructuring-related charges in fiscal
2019 and 2020, which we believe will continue in fiscal 2021 given
planned store closures. We note our forecast for relatively limited
free operating cash flow (FOCF) generation in 2021, given the
continued restructuring cost and the company's heightened capex
requirement. Therefore, we apply a negative comparable rating
modifier as we believe it captures BBBY's holistic standing in
relation to its 'BB-' rated peers.

"The stable outlook reflects our expectation for BBBY to execute on
its key omnichannel and merchandise initiatives and drive generally
stable operating performance next year, improving leverage to the
mid-3x area at the end of 2021. We also expect the company to
generate FOCF and continue to reduce debt moderately in 2021."

S&P could raise the ratings if its expect:

-- Investment in the business leads to sustained operating
improvement and consistent free cash flow generation of $100
million or more annually, maintaining leverage of 3x-4x; and

-- BBBY maintains its financial policy.

S&P could lower the ratings if it believes:

-- Execution setbacks or significant negative macroeconomic trends
post-pandemic hinder the company's performance, causing leverage to
be sustained above 5x. This could happen if operation missteps
reduce EBITDA margin approximately 300 basis points (bps) compared
with its assumptions.



BELTEMPO USA: Case Summary & 8 Unsecured Creditors
--------------------------------------------------
Debtor: Beltempo USA, LLC
        110 SE 6th Street, Suite 1740
        Fort Lauderdale, FL 33301

Business Description: Beltempo USA, LLC --
                      https://beltempo-outdoor.com --
                      owns furniture stores offering bar stools,
                      benches, coffee tables, dining chairs,
                      dining tables, lighting, and lounge chairs.

Chapter 11 Petition Date: February 11, 2021

Court: United States Bankruptcy Court
       Southern District of Florida

Case No.: 21-11323

Judge: Hon. Scott M. Grossman

Debtor's Counsel: Alvin S. Goldstein, Esq.
                  FURRCOHEN P.A.
                  2255 Glades Rd.
                  Suite 301E
                  Boca Raton, FL 33431
                  Tel: 561-395-0500
                  E-mail: agoldstein@furrcohen.com

Total Assets: $115,210

Total Liabilities: $1,280,728

The petition was signed by Marco Sangiorgi, manager.

A copy of the petition containing, among other items, a list of the
Debtor's eight unsecured creditors is available for free at
PacerMonitor.com at:

https://www.pacermonitor.com/view/Q2VC7XY/Beltempo_USA_LLC__flsbke-21-11323__0001.0.pdf?mcid=tGE4TAMA


BEN CLYMER'S: Trustee Hires NAI Capital as Real Estate Broker
-------------------------------------------------------------
Todd Frealy, the Chapter 11 trustee for Ben Clymer's The Body Shop
Perris, Inc., seeks approval from the U.S. Bankruptcy Court for the
Central District of California to retain NAI Capital Commercial,
Inc., as his real estate broker.

The firm will market and sell the real property located at 12203
Magnolia Ave., Riverside, Cal.

The firm's services include:

     a. identifying potential buyers of the property;

     b. assisting the Trustee in expeditiously formulating and
implementing a strategy for soliciting interest from potential
buyers, including by developing and implementing procedures and a
timetable for marketing the property;

     c. introducing the Trustee to potential buyers, and
coordinating due diligence investigations of the Property by
potential buyers;

     d. along with the Trustee, evaluating proposals from
interested parties, formulating negotiation strategies, and
assisting in negotiations and closing of a sale or sales of the
Property; and

     e. participating in hearings before the Bankruptcy Court with
respect to the matters upon which the Broker has provided services
or advice, including, as relevant, providing testimony in
connection therewith in coordination with the Trustee's counsel.

The Trustee and the Broker anticipate that Chris Jackson (the
co-CEO of the Broker), Steven Berman (a Senior Associate of the
Broker), and Marcos Villagomez (an Associate of the Broker), will
be the primary professionals providing services on this
engagement.

The firm will receive a commission equal to 5 percent of the gross
sales price as the sole compensation to the Broker and any real
estate broker representing the ultimate buyer.

Mr. Jackson assures the court that NAI Capital is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

The Broker can be reached through:

     Chris Jackson
     NAI Capital Commercial, Inc.
     1200 E Los Angeles Ave # 205
     Simi Valley, CA 93065
     Phone: +1 805-522-7132

              About Ben Clymer's The Body Shop Perris

Ben Clymer's The Body Shop Perris Inc. is an auto body repair and
painting company offering, among other services, unibody and frame
repair, glass repair, dent removal, paintless dent removal, paint
matching on site, chip and scratch repair, and buffing and
polishing.

Ben Clymer's The Body Shop Perris sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-14798) on
July 15, 2020.  At the time of the filing, Debtor disclosed total
assets of $2,838,204 and total liabilities of $6,874,527.  Judge
Scott C. Clarkson oversees the case.

Debtor is represented by the Law Offices of Robert M. Yaspan.

Todd A. Frealy was duly appointed to serve as the Chapter 11
Trustee of the Debtor's bankruptcy estate. The Trustee tapped NAI
Capital Commercial, Inc. as its broker.


BETHANY SENIOR: Seeks to Tap Dunstan & Franke as Legal Counsel
--------------------------------------------------------------
Bethany Senior Housing II, LP seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Dunstan & Franke as its legal counsel.

Dunstan & Franke will render these legal services:

     (a) advise the Debtor regarding its powers and duties in its
Chapter 11 case;

     (b) assist the Debtor in consultations with any appointed
committee related to the administration of the case;

     (c) assist in investigating the Debtor's assets, liabilities
and financial condition and the operation of its business;

     (d) advise the Debtor on any potential sales of its assets or
business;

     (e) assist the Debtor in analyzing the terms of a plan of
reorganization and related negotiations;

     (f) advise the Debtor regarding any communications with the
general creditor body;

     (g) commence and prosecute necessary actions and proceedings;

     (h) review, analyze or prepare legal documents;

     (i) represent the Debtor at hearings and other proceedings;

     (j) confer with other professional advisors retained by the
Debtor;

     (k) assist the Debtor in complying with the procedural
requirements of the Office of the United States Trustee;

     (l) represent the Debtor in any appeals related to the case;
and

     (m) perform all other necessary legal services.

Dunstan & Franke received a pre-bankruptcy retainer of $20,000,
plus the Chapter 11 filing fee of $1,717 from the Debtor, which it
obtained from funds extended by City of Refuge Ministries, Inc.,
the Debtor's general partner.

Simon Dunstan, Esq., a principal at Dunstan & Franke, will be paid
at his hourly rate of $325.

In addition, Dunstan & Franke will seek reimbursement for
out-of-pocket expenses incurred.

Mr. Dunstan disclosed in a court filing that his firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Simon J. Dunstan, Esq.
     Dunstan & Franke
     Suite 500
     5950 Canoga Avenue
     Woodland Hills, CA 91367
     Telephone: (818) 404-2144
     Email: sdunstan@dunstanfranke.com

                  About Bethany Senior Housing II

Bethany Senior Housing II, LP sought Chapter 11 protection (Bankr.
C.D. Calif. Case No. 20-18895) on Sept. 30, 2020.  At the time of
the filing, the Debtor disclosed $1 million to $10 million in both
assets and liabilities.  Judge Neil W. Bason oversees the case.
Dunstan & Franke serves as the Debtor's legal counsel.


BIONIK LABORATORIES: Incurs $8.9 Million Net Loss in Third Quarter
------------------------------------------------------------------
Bionik Laboratories Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
and comprehensive loss of $8.95 million on $180,409 of net revenues
for the three months ended Dec. 31, 2020, compared to a net loss
and comprehensive loss of $2.97 million on $158,005 of net revenues
for the three months ended Dec. 31, 2019.

For the nine months ended Dec. 31, 2020, the Company reported a net
loss and comprehensive loss of $12.58 million on $730,698 of net
revenues compared to a net loss and comprehensive loss of $8.47
million on $1.23 million of net revenues for the nine months ended
Dec. 31, 2019.

"We believe we have made tremendous progress in the most recent
quarter in the further digitalization of our company, highlighted
by a 14% growth in our revenue from the prior year period.  This
growth is driven by our InMotion Connect digital solutions sales
from one of our strategic partners, and a key shipment to our
distribution partner in South Korea, as we continue to penetrate
the Asian markets," said Dr. Eric Dusseux, chief executive officer,
BIONIK. "Our R&D team continues to see positive results with the
data we are collecting in the cloud from our technology, allowing
us to develop further InMotion Connect digital solutions and
explore new AI solutions."

As of Dec. 31, 2020, the Company had $8.97 million in total assets,
$7.53 million in total liabilities, and $1.45 million in total
stockholders' equity.

Bionik said, "The Company will require additional financing to fund
its operations and it is currently working on securing this funding
through corporate collaborations, public or private equity
offerings or debt financings.  Sales of additional equity
securities by the Company would result in the dilution of the
interests of existing stockholders.  There can be no assurance that
financing will be available when required.  In the event that the
necessary additional financing is not obtained, the Company would
reduce its discretionary overhead costs substantially or otherwise
curtail operations.  The Company expects to raise additional funds
to meet the Company's anticipated cash requirements for the next 12
months; however, these conditions raise substantial doubt about the
Company's ability to continue as a going concern."

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

https://www.sec.gov/Archives/edgar/data/1508381/000110465921020281/tm214579d1_10q.htm

                      About BIONIK Laboratories

BIONIK Laboratories -- http://www.BIONIKlabs.com-- is a robotics
company focused on providing rehabilitation and mobility solutions
to individuals with neurological and mobility challenges from
hospital to home. The Company has a portfolio of products focused
on upper and lower extremity rehabilitation for stroke and other
mobility-impaired patients, including three products on the market
and three products in varying stages of development.

Bionik reported a net loss and comprehensive loss of US$25.02
million for the year ended March 31, 2020, compared to a net loss
and comprehensive loss of US$10.56 million for the year ended March
31, 2019.  As of Sept. 30, 2020, the Company had $17.19 million in
total assets, $6.89 million in total current liabilities, and
$10.30 million in total shareholders' equity.

MNP LLP, in Toronto, Ontario, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated June 25,
2020, citing that the Company's accumulated deficit, recurring
losses and negative cash flows from operations raise substantial
doubt about its ability to continue as a going concern.


BIOXXEL LLC: Wins Interim Cash Collateral Access
------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division, has authorized BioXXel, LLC to use cash
collateral on an interim basis in accordance with the budget,
subject to a 10% variance, except that the Debtor is not required
to make monthly payment to BREF1 30590 Cochise, LLC despite the
Budget's inclusion of monthly interest payment.

BREF is entitled to adequate protection and is adequately protected
by the equity cushion in the Debtor's property, and a replacement
lien attaching to rents generated post-petition by the Property.

The court says nothing in the Order will affect or prejudice the
rights or remedies of any party which rights include but are not
limited to BREF's rights to seek stay relief and/or to seek to
value the Property pursuant to 11 U.S.C. section 506 and the
Debtor's right to oppose any valuation attempt or stay relief if
sought by BREF.

At a subsequent hearing, BREF is free to argue, and the Debtor to
dispute, that notwithstanding anything stated in the Order it is
not adequately protected; and BREF is free to argue, and the Debtor
to dispute, that there are other grounds justifying relief from the
automatic stay and/or to seek valuation of the Property pursuant to
11 U.S.C. section 506 in connection with the Property or other
relief in the case.

A further hearing on the matter is scheduled for March 10, 2021 at
10 a.m.

A copy of the order is available at https://bit.ly/377iuIj from
PacerMonitor.com.

                        About BioXXel, LLC

BioXXel, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. C.D. Cal. Case No. 21-10256) on February
2, 2021. In the petition signed by Josh Teeple, chief restructuring
officer, the Debtor disclosed up to $50 million in both assets and
liabilities.

BioXXel, LLC is a Single Asset Real Estate company. The Debtor is
owned by Bioxxel Investment Holding Inc. and Pharmaxx, Inc.  Both
BIHI and Pharmaxx are owned by Mr. Phoung Nguyen, who owns and
operates four of the tenants at the Debtor's industrial building in
California.  The tenants are Pharmaxx, International
Pharmaceutical
Distribution Co. Ltd., ExxelUSA, Inc. and Pharmaxx Medical Inc.

Judge Theodor Albert oversees the case.

David A. Wood, Esq. at MARSHACK HAYS LLP represents the Debtor as
counsel.

Joshua Teeple of Grobstein Teeple LLP acts as the Debtor's chief
restructuring officer. The CRO has retained Onyx Asset Advisors,
LLC to market and sell the Debtor's property.

Secured creditor BREF1 30590 Cochise LLC is represented by Jennifer
R. Tullius, Esq., at Tullius Law Group.



BMSL MANAGEMENT: Eyes May 11 Plan Exclusivity Extension
-------------------------------------------------------
BMSL Management LLC and its affiliated debtors request the U.S.
Bankruptcy Court for the Eastern District of New York for an
extension of the period within which they have the exclusive right
to file a proposed plan of reorganization from February 11, 2011
until May 11, 2021.

The Debtors also ask the Court to extend their time to solicit and
seek acceptances of such proposed plan for reorganization for an
equal period.

The Debtors contend that cause exists to grant extension because:

     a. the Debtors have progressed in their reorganization
efforts;

     b. the Debtors are finalizing the resolution of the treatment
of the largest creditor which forms a portion of the foundation of
the anticipated plan of reorganization; and

     c. the Debtors are still establishing the economic foundations
on which their plan of reorganization will rely.

The Debtors sought reorganization due to the failure to obtain
financing before a default provision in a pre-bankruptcy
stipulation signed with their largest creditors, Hillrich Holding
Corp. and Six Lots, LLC.  The Debtors were involved with the
purchase and renting of real property throughout Queens, NY.  Due
to the COVID19 Pandemic the economic climate for the Debtors’
businesses changed and the Debtors had trouble obtaining financing
in time.

The Debtors say they are finalizing a proposed refinancing which
would pay off Hillrich and Six Lots.  They have been working with
the retained mortgage broker R&J Capital to clear a myriad of title
issues on approximately 13 different properties in order to obtain
a blanket refinancing to pay off Hillrich and Six Lots.

Hillrich and Six Lots recently filed a motion to dismiss/and or
convert or relief from the automatic stay.  The Debtors tell the
Court the request requires diverting the Debtors' efforts away from
the reorganization process.  They further tell the Court that they
must, nevertheless, contend with Hillrich and Six Lots' Motion.

The Debtors contend that unresolved contingencies exist and that
these contingencies include: (a) the Hillrich and Six Lots Motion;
and (b) assessing the success of the refinancing.

It is "in the best interests of the Debtors, the creditors and
estate to have the Exclusivity Periods extended," the Debtors
assert.

                    About BMSL Management

BMSL Management LLC filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 20-43621) on Oct. 14, 2020, disclosing under $1
million in both assets and liabilities.  The Debtor is represented
by Shiryak Bowman Anderson Gill & Kadochnikov, LLP.



BOMBARDIER RECREATIONAL: S&P Affirms 'BB-' ICR on Debt Reduction
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
Valcourt, Que.-based recreational vehicle manufacturer Bombardier
Recreational Products Inc.(BRP).

S&P Said, "At the same time, we affirmed our 'BB+' issue-level
rating on BRP's asset-backed loan (ABL) and our 'BB-' issue-level
rating on the company's senior secured debt (term loan B). The
recovery ratings on the ABL and term loan are unchanged at '1' and
'4', respectively, although we revised the rounded estimate for the
'4' recovery rating (meaningful recovery of 30%-50%) to 40% from
30%.

"The positive outlook reflects our view that we could raise the
ratings within the next 12 months if consumer demand for BRP's
products is stronger than anticipated through fiscal 2023, leading
the company to sustain leverage measures in the mid-2x area.

"Although the proposed debt reduction is credit positive,
uncertainty about sustained operating performance beyond our
outlook horizon limits upgrade potential at present.

"BRP's proposed US$300 million debt reduction will lead to modest
improvement in gross debt to EBITDA by about 0.4x to about 2.5x in
fiscal 2022 (ending January 2022). With the exception of the
proposed debt reduction, our forecast is unchanged from Dec. 16,
2020, when we revised the outlook to positive. We still expect the
company to achieve high single-digit topline growth in fiscal 2022
and adjusted EBITDA of about C$1 billion. BRP's plan to repay debt
from current cash on the balance sheet (of about C$1.3 billion as
of third-quarter 2021), is credit positive for the direction of the
ratings. Nevertheless, uncertainty on the sustainability of demand,
as consumer mobility increases and consumer spending begins to
focus on travel, combined with increased marketing as competition
intensifies beyond fiscal 2022, could limit BRP's EBITDA expansion
and ability to maintain leverage below 2.5x on a sustained basis.
We anticipate any free cash flow will be distributed to
shareholders in the form of cash dividends and share buybacks
instead of debt repayment. Therefore, any credit measure
improvement for the company will be spurred by EBITDA growth rather
than debt reduction over the next 12 months."

Sustained EBITDA generation over the next 12-24 months will be a
key factor in determining the direction of the ratings.

The demand for motorized recreational vehicles has been quite
resilient through the COVID-19 pandemic-driven economic slowdown,
as consumers reallocated their spending to outdoor recreational
activity from travel and other entertainment activities. S&P said,
"We believe the healthy demand for motorized recreational vehicles
will persist through fiscal 2022 reflecting BRP's ability to launch
new products; replenish existing low inventory levels, which are
down by about 50% from 2020; and attract new customers. As a
result, we expect revenue growth will be in about the high
single-digit percentage area along with adjusted EBITDA at about
C$1 billion in fiscal 2022."

Nevertheless, the pandemic-driven spike in demand for recreational
vehicles could prove temporary and decelerate in fiscal 2023, as
customers focus on travel and other recreational activities,
spurred by improvement in mobility in response to a wide deployment
of the coronavirus vaccine. Furthermore, original equipment
manufacturers could compete aggressively to gain more market share
amid weaker demand, thereby leading to overproduction and an
intense competitive environment. As a result, if BRP is unable to
align its production with retail demand, this could lead to
pressure on EBITDA and working capital, in turn leading to cash
flow volatility. Therefore, successful execution of BRP's strategy
to prudently meet retail demand and sustained consumer interest for
its products in the next two years will be the key determinants for
the direction of the ratings.

S&P said, "The positive outlook on BRP reflects our view that the
steadily improving consumer demand for motorized recreational
vehicles, along with the company's ability to prudently meet retail
demand in the next 12 months, could support EBITDA and adjusted
leverage measures approaching 2.5x in fiscal 2022.

"We could raise the ratings within the next 12 months, if BRP is
able to maintain adjusted leverage measures in the mid 2x area. In
such a scenario, we anticipate that the current surge in demand for
recreational vehicles is sustained beyond our outlook horizon,
which could enable the company to prudently manage its production
capacity and generate strong free operating cash flow (FOCF). At
the same time, we could also expect the company to adhere to a
prudent financial strategy with a commitment to maintaining
leverage measures at about 2.5x.

"We could revise the outlook to stable over the next 12 months if
credit metrics weaken because of poor operating performance with
adjusted debt to EBITDA approaching 4.0x. Such a scenario could
occur if competition intensifies in the recreational vehicle market
or weak macroeconomic conditions lead to lower discretionary
spending. We could also lower the ratings if BRP undertakes a large
debt-funded shareholder distribution or acquisition, resulting in
adjusted debt to EBITDA approaching 4.0x."


BRICK HOUSE: March 9 Hearing on Bid for Cash Collateral Access
--------------------------------------------------------------
Brick House Properties, LLC submits an amended motion to the U.S.
Bankruptcy Court, District of Utah, Central Division, seeking entry
of an order authorizing the use of cash collateral on a final basis
through April 30, 2021, and provide adequate protection payments.

The previous motion was amended to include the Debtor's proposed
budget spending. The Debtor's proposed spending from February to
April includes payments for property taxes and for its loan from
Zions Bank.

A hearing on the matter is scheduled for March 9 at 2 p.m.
Objections are due February 26.

The Debtor requires funds to continue to operate its business as a
going concern and to manage and preserve the Property for the
benefit of Zions Bank and other creditors.

The Debtor owns land, comprised of two separate parcels, located at
1624 and 1646 West 13200 South, Riverton, Utah 84065. The Property
is comprised of approximately three acres of land, and is used by
the Debtor's tenants for a variety of purposes.

The Debtor's business consists primarily of holding and managing
the Property. In connection with the Property, the Debtor has
obtained financing from Zions Bank and as a condition of that
financing, has granted Zions Bank a first-priority trust deed which
encumbers the Property. The Debtor has also granted Zions Bank an
assignment of leases, rents and income generated from the Property
which constitute Zions Bank's cash collateral.

The Debtor submits that Zions Bank is adequately protected by the
Debtor's payment of agreed upon payments to Zions Bank in the
regularly scheduled amount of principal and interest due. Zions
Bank will also be adequately protected by a "rollover" lien on
post-petition Cash Collateral to the extent of any diminution of
its interest in Cash Collateral, and the Debtor's continued
operation of its business.

Zions Bank will be further adequately protected by its interest in
the Property and the substantial "equity cushion" over the amounts
of their claims. The Debtor, as of the Petition Date, was indebted
to Zions Bank in the approximate amount of $781,210. Based on the
Debtor's Statements and Schedules, the value of the Real Property,
as of the Petition Date, is in excess of $1,234,000.

A copy of the motion and the Debtor's proposed budget for the next
three months is available at https://bit.ly/3q5eboo from
PacerMonitor.com.

               About Brick House Properties, LLC

Brick House Properties, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Utah Case No. 20-26250) on Oct. 21, 2020, estimating
under $1 million in both assets and liabilities.

Brick House Properties owns two parcels of real property in
Riverton, Utah. It leases portions of the property to four related
persons and entities: (i) Our Journey School LLC (the
"Pre-Elementary School"); (ii) Our Journey, Inc. (the "Elementary
School"); (iii) Hidden Valais Ranch LLC (the "Farm"); and (iv)
Emily and Josh Aune.

Emily Aune is the sole member of the Debtor, and is also the sole
member and owner of the Farm.  She is a 90% owner in the
Pre-Elementary School.  The Elementary School is a 501(3)(c)
non-profit and is managed by a board which Emily and Josh are
members of.
The Debtor is represented by Cohne Kinghorn, P.C. as counsel.



BRILLIANT INDUSTRIES: Voluntary Chapter 11 Case Summary
-------------------------------------------------------
Debtor: Brilliant Industries Inc.
        2925 Lindaloa Lane
        Pasadena, CA 91107

Chapter 11 Petition Date: February 9, 2021

Court: United States Bankruptcy Court
       Central District of California

Case No.: 21-11046

Debtor's Counsel: Michael Kwasigroch, Esq.
                  LAW OFFICES OF MICHAEL D. KWASIGROCH
                  1975 Royal Ave Suite 4
                  Simi Valley, CA 93065
                  Tel: 805-522-1800
                  Email: attorneyforlife@aol.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Eric Hill, president.

The Debtor asserts it has no unsecured creditors at all.

A copy of the petition is available for free at PacerMonitor.com
at:

https://www.pacermonitor.com/view/3X4YYVA/Brilliant_Industries_Inc__cacbke-21-11046__0001.0.pdf?mcid=tGE4TAMA


BRISTOW GROUP: S&P Upgrades ICR to 'B' On Debt Refinancing
----------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Bristow Group
Inc., a Houston-based helicopter operator that primarily provides
helicopter services to the offshore oil and gas industry, to 'B'
from 'B-'.

S&P said, "We are assigning our 'BB-' issue-level rating to the
company's proposed senior secured notes due in 2028, with a '1'
recovery rating.

"At the same time, we are raising our issue-level rating on the
company's 7.75% senior unsecured notes to 'B+' from 'B'. The '2'
recovery rating is unchanged. We expect to withdraw the ratings on
this debt upon repayment.

"The outlook is stable, reflecting our expectation that Bristow
will modestly improve leverage metrics, with funds from operations
(FFO) to debt averaging about 20% over the next 12 months.

"Our upgrade to 'B' considers Bristow's proposed debt refinancing
and improved credit measures.   The refinancing will reduce the
company's gross debt, improve its debt maturity schedule, and lower
annual interest expense. Pro forma for these transactions, Bristow
will have reduced gross debt about $130 million since the 2020
merger with Era Group Inc.. We believe the company has achieved
many of the initial integration steps laid out at the deal
announcement, including capturing $27 million in annual run rate
cost synergies (with total identified synergies now $50 million, up
from $35 million), streamlining its fleet through the sale of 46
aircraft, and reducing debt. We anticipate the company will
generate about $100 million in free operating cash flow (FOCF) over
the next 12 months and continue to put this toward debt reduction.
We anticipate FFO to debt of about 20% and debt to EBITDA of about
3.9x over the next 12 months.

"The stable outlook reflects our view that Bristow's leverage
metrics will modestly improve over the next 12 months, driven by
its global diversification, reduced debt, and deal-related cost
synergies that will improve the company's ability to generate FOCF.
We expect FFO to debt will average about 20% over the next 12
months.

"We could lower the rating if Bristow's leverage deteriorates, such
that FFO to debt approaches 12% for a sustained period. This would
most likely occur if demand for offshore helicopter services in the
oil and gas industry declined by more than we currently expect, and
the company was unable to secure work in other sectors. In
addition, we could revise the outlook or lower the rating if the
company does not complete its proposed debt refinancing as
expected.

"We could raise the rating if Bristow's leverage improves, such
that FFO to debt approaches 30% and remains there for a sustained
period. This would most likely result from improved demand for
Bristow's services on increased offshore oil and gas activity,
improving FOCF generation and further reducing debt."


CABLE ONE: S&P Alters Outlook to Positive, Affirms 'BB' ICR
-----------------------------------------------------------
S&P Global Ratings affirmed all its ratings on Cable One Inc.,
including the 'BB' issuer credit rating, and revised the outlook to
positive from stable.

In addition, S&P is loosening its upgrade threshold to 3x from
2.5x.

S&P said, "The positive outlook reflects our expectation for
continued strong operational performance and the potential for an
upgrade over the next 12 months if we believe the company is able
to reach broadband penetration of 35% on mid-single-digit-percent
broadband subscriber growth.

"The outlook revision reflects the potential for continued solid
broadband subscriber growth, such that penetration rates approach
that of incumbent peers, which would reflect an improved business
risk profile.  We believe the coronavirus pandemic has accelerated
the inevitable structural shift to high broadband connectivity
throughout the U.S. This should lead to higher HSD subscriber and
penetration rates, particularly for rural providers like Cable One
that often operate in lower-income markets where high-speed
internet adoption tends to lag. We believe DSL and
fiber-to-the-home (FTTN) competitors offering 25-100 Mbps may no
longer be sufficient for many households given the increased
importance of having a fast and reliable broadband internet
connection for distance learning, telemedicine, and work-from-home
arrangements. Furthermore, as satellite TV becomes more expensive,
we believe the plethora of streaming TV alternatives could push
rural consumers to switch to high-speed cable and save on their TV
bills.

"Cable One's strategy to move down market has led to improved
broadband penetration over the last two years.  We believe that
this was a prudent decision as it expands the addressable market
and allows the opportunity to increase ARPU across a wider customer
base in the future. It also serves to maximize return on investment
and should help grow EBITDA per home passes, a key operating
metric. However, Cable One's 33% residential broadband penetration
rate still trails most cable incumbents that have penetration rates
in the mid- to high-40% area.

"Cable One is well-positioned as a rural broadband provider because
it has no FTTH competition in over 90% of its footprint.  We
believe the substantial capital investment needed to overbuild an
incumbent network in these less dense markets is prohibitive and
creates a high barrier to entry for new participants such that
Cable One will maintain superior speeds in the vast majority of its
footprint in the future. In addition, competitor AT&T recently
announced that it will no longer market DSL, which typically is the
only alternative to the local cable provider in rural areas,
leaving Cable One as the effective monopoly in many of these
regions. Still, we believe that AT&T will continue to build out
FTTH across the U.S., but likely at a pace and location that does
not impede Cable One's competitive position in the
near-to-intermediate term.

"We expect that leverage, currently in the mid-2x area, could rise
above 3x in the future for sizable acquisitions.  Although the
company does not have a stated public leverage target, the company
has shown a willingness to increase leverage to support M&A. In
addition, Cable One has the right to acquire the remaining
interests in cable operator Vyve Broadband beginning in 2023. We
believe it likely will acquire the remaining 55% equity stake,
which could increase leverage by a turn if solely funded with debt.
However, we do not believe the company would push leverage above
4x, given its inclination to maintain financial flexibility to
support future acquisitions and opportunistic debt-financed stock
buybacks.

"Our net adjusted leverage metric proportionately consolidates
Cable One's 45% equity stake in Vyve adding about 0.2x to Cable
One's stand-alone leverage."

The positive outlook reflects shifting industry dynamics toward
high-speed internet that favor Cable One its speed and reliability
advantage in most of its footprint.

S&P said, "We could raise the rating if we adopt a more favorable
view of its business, specifically if broadband penetration reaches
35% on mid-single-digit-percent broadband subscriber growth. In
addition, though less likely, we could raise the rating if leverage
declined to below 3x and we believed that financial policy
considerations would not lead to higher leverage longer term.

"We could revise the outlook to stable if broadband subscriber
growth falls to the low-single-digit percent area. This would
likely be due to deteriorating economic conditions or a shift in
the company's broadband strategy."



CALLON PETROLEUM: S&P Raises ICR to 'CCC+' on Distressed Exchange
-----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Houston-based
oil and gas exploration and production company Callon Petroleum Co.
to 'CCC+' from 'SD' (selective default), reflecting its assessment
of the company's credit risk going forward and the potential for
another exchange that it could view as distressed. At the same
time, S&P raised its issue-level rating on the company's unsecured
notes to 'CCC+' from 'D'. The recovery rating is '3'.

The negative outlook reflects the potential for Callon to engage in
additional transactions that S&P Global Ratings would view as
distressed.

There could be additional transactions that S&P would view as
distressed. The majority owner of the second-lien notes reserves
the option, through September 2021, to exercise an additional
exchange of unsecured notes at a price to not exceed 60% of par for
up to $100 million of second-lien notes. The potential exchange is
uneconomic at current bond prices. Callon has the capacity to
engage in additional unsecured notes exchanges for up to $83
million of second-lien notes with current unsecured debt holders on
a negotiated basis.

The rating is supported by Callon's geographic diversity,
oil-weighted production and adequate liquidity. S&P said, "We
expect that Callon will continue to deploy investment capital
relatively evenly across its acreage in the Eagle Ford Basin,
Delaware Basin and Midland Basin, which should support cash
generation from the more mature assets in the Eagle Ford and
additional growth opportunities in the Delaware and Midland Basins.
Additionally, the company's cash flow and profitability are
supported by its high liquids production, with over 60% of overall
production oil. We expect Callon to maintain adequate liquidity and
expect modest free cash flow generation to go toward reducing the
high balance on its revolving credit facility." The company also
noted it would continue to pursue divestitures of noncore assets,
mineral interests, or water assets, which, might be the key to
improving liquidity and debt reduction.

S&P said, "The negative outlook reflects that Callon could engage
in additional transactions that we would view as distressed. The
largest holder of Callon's second-lien notes can exchange unsecured
notes at a price to not exceed 60% of par value for up to $100
million of second-lien notes, which is a significant discount to
par. Additionally, Callon can engage in negotiated transactions to
exchange unsecured notes, at a discount to par, up to $83 million
of second-lien notes. If the transactions are completed on these
terms, we would most likely view this as a distressed
transaction."

S&P could lower the rating if:

-- Callon announces a transaction that S&P would view as
distressed.

-- Liquidity weakens such that S&P views it as less than adequate.
This could occur if Callon's borrowing base is substantially
reduced during its spring redetermination.

-- S&P could revise the outlook to stable if it no longer believes
Callon could execute a transaction that it could view as distressed
and the company maintained adequate liquidity.



CANCER GENETICS: Inks First Amendment to StemoniX Merger Agreement
------------------------------------------------------------------
Cancer Genetics, Inc. entered into Amendment No. 1 to Agreement and
Plan of Merger and Reorganization with StemoniX, Inc. and CGI
Acquisition, Inc., a wholly owned subsidiary of CGI ("Merger Sub"),
which amends the Agreement and Plan of Merger and Reorganization
dated Aug. 21, 2020 among StemoniX, the Company and Merger Sub,
whereby Merger Sub will be merged with and into StemoniX, with
StemoniX surviving the merger as a wholly-owned subsidiary of CGI.
The Original Merger Agreement had conditions that included (A) that
the Company shall have consummated a financing transaction no later
than the closing of the Merger resulting in aggregate gross
proceeds of $10 million (or such other amount as the Company and
StemoniX agree) and (B) that the shares of common stock of CGI
being issued in the Merger shall have been approved for listing on
the Nasdaq Capital Market.

In furtherance of meeting those two conditions, on Jan. 28, 2021,
StemoniX entered into a stock purchase agreement with an
institutional accredited investor.  Pursuant to the Series C
Preferred Stock Purchase Agreement, StemoniX agreed to issue to the
Series C Investor shares of its Series C Preferred Stock for an
aggregate purchase price of $2 million, at the initial closing in
an ongoing private placement of StemoniX Series C Preferred Stock
for up to $10 million (subject to increase to up to $20 million
with CGI's consent) that may involve one or more additional
closings prior to the closing of the Merger, and that as a
condition to closing requires that StemoniX have agreements for the
purchase of at least another $6 million of Series C Preferred
Stock.  Pursuant to the Merger Agreement, as amended by the
Amendment, each share of Series C Preferred Stock issued and
outstanding immediately prior to the Effective Time will be
converted in the Merger, with no action or approval required from
the holders, into the right to receive a number of shares of CGI
Common Stock equal to the price per share paid for the Series C
Preferred Stock divided by a conversion price equal to 85% of the
weighted average share price of CGI Common Stock over the five
trading days prior to the closing of the merger, which conversion
price is subject to a valuation cap based on an $85,000,000
valuation of CGI, after giving effect to the issuance of all shares
of CGI Common Stock at or prior to the closing of the merger
(excluding the Series C Conversion Shares and out-of-the-money
options and warrants to purchase shares of CGI Common Stock, but
including in-the-money options and warrants to purchase shares of
CGI Common Stock on a net exercise basis).  No assurance can be
given that the conditions to closing the Series C Preferred Stock
Purchase Agreement will be satisfied or waived, including that the
additional shares be sold.

In addition, on Jan. 28, 2021, CGI entered into a Securities
Purchase Agreement with certain institutional and accredited
investors, pursuant to which CGI issued and sold to certain
purchasers in a private placement an aggregate of (i) 2,758,624
shares of CGI Common Stock and (ii) common warrants to purchase up
to an aggregate of 2,758,624 shares of CGI Common Stock, at a
combined offering price of $3.625 per CGI share and accompanying
warrant to purchase one share of CGI Common Stock, for gross
proceeds of approximately $10 million.

In light of the foregoing, the Amendment provides that (i) the
Series C Preferred Stock and Series C Conversion Shares are not
included in the definitions of "Company Outstanding Equity" and
"Deemed Outstanding CGI Common Stock," as applicable; and (ii) the
CGI securities sold in the CGI PIPE are not included in the
definitions of "CGI Outstanding Equity" and "Deemed Outstanding CGI
Common Stock".  As a result, the Series C Financing and the CGI
PIPE do not affect the "Exchange Ratio" and are dilutive to the
historical equity holders of CGI and StemoniX proportionately at
the closing of the Merger, and each are not taken into account in
calculating the total number of shares of CGI Common Stock to be
issued to the historical security holders (meaning those other than
the Series C Investors with respect to the Series C Preferred
Stock) in the Merger.  In addition, the Amendment revised the
closing condition regarding the Private Placement to solely require
that StemoniX have sold an aggregate of $5 million of Series C
Preferred Stock prior to the closing of the Merger, and also
clarifies that the "Net Cash" of each of CGI and StemoniX at
closing, for purposes of the Net Cash Adjustment (as defined in the
Merger Agreement) calculation shall not include any proceeds from
the Series C Financing or the CGI PIPE.

Further, an existing investor of StemoniX has agreed to purchase an
additional $3 million of StemoniX convertible notes plus certain
accompanying warrants to purchase StemoniX common stock.  The
Amendment provides that the Convertible Note Warrants will be
exchanged in the Merger for warrants to purchase a number of shares
of CGI Common Stock equal to 20% of the principal amount of
Convertible Notes purchased (including Convertible Notes previously
purchased by such investor) divided by the 5-Day VWAP, with an
exercise price equal to the 5-Day VWAP.  The sale of these
additional Convertible Notes is part of StemoniX's plan to reach
its target Net Cash at closing, and is currently pending StemoniX
shareholder approval and customary closing conditions.  The
Amendment also provides that (i) the equivalent amount of StemoniX
Common Stock (determined using the Exchange Ratio) underlying the
Convertible Note Warrants is included in StemoniX's outstanding
equity for purposes of allocating the shares of CGI Common Stock
being issued to the StemoniX security holders (other than with
respect to the Series C Preferred Stock) and (ii) the shares of CGI
Common Stock underlying certain warrants issued by CGI to its
placement agent in a public offering that closed on Nov. 2, 2020
are included in CGI's outstanding equity for purposes of
calculating the amount of CGI Common Stock to be issued to the
StemoniX security holders (other than with respect to the Series C
Preferred Stock).

In addition, the Amendment provides that (i) if the current Series
C Investor purchases at least $5,000,000 Series C Preferred Stock
in the Series C Financing, the current Series C Investor will be
entitled to have one observer on the CGI board after the merger is
consummated, and (ii) the investor that has agreed to purchase an
additional $3 million of Convertible Notes and accompanying
Convertible Note Warrants will be entitled to have one observer on
the CGI board after the merger is consummated, assuming such
purchase is consummated.

Further, the Amendment extended the "End Date" to April 30, 2021
and designated the full post-closing board of directors.

                       About Cancer Genetics

Through its vivoPharm subsidiary, the Cancer Genetics --
http://www.cancergenetics.com-- offers proprietary pre-clinical
test systems supporting clinical diagnostic offerings at early
stages, valued by the pharmaceutical industry, biotechnology
companies and academic research centers. The Company is focused on
precision and translational medicine to drive drug discovery and
novel therapies. vivoPharm specializes in conducting studies
tailored to guide drug development, starting from compound
libraries and ending with a comprehensive set of in vitro and in
vivo data and reports, as needed for Investigational New Drug
filings. vivoPharm operates in The Association for Assessment and
Accreditation of Laboratory Animal Care International (AAALAC)
accredited and GLP compliant audited facilities.

Cancer Genetics reported a net loss of $6.71 million for the year
ended Dec. 31, 2019, compared to a net loss of $20.37 million for
the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had
$9.69 million in total assets, $4.88 million in total liabilities,
and $4.80 million in total stockholders' equity.

Marcum LLP, in Houston, Texas, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated May 29,
2020, citing that the Company has minimal working capital, has
incurred significant losses and needs to raise additional funds to
meet its obligations and sustain its operations.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


CAR STEREO: Case Summary & 8 Unsecured Creditors
------------------------------------------------
Debtor: Car Stereo Trading, Inc.
        6941 NW 42 Street
        Miami, FL 33166

Chapter 11 Petition Date: February 12, 2021

Court: United States Bankruptcy Court
       Southern District of Florida

Case No.: 21-11393

Judge: Hon. Laurel M. Isicoff

Debtor's Counsel: Andres Montejo, Esq.
                  LAW OFFICES OF THE GENERAL COUNSEL
                  6157 NW 167 Street
                  Suite F-21
                  Hialeah, FL 33015
                  Tel: 305-817-3677
                  E-mail: amontejo@andresmontejolaw.com

Total Assets: $3,633,571

Total Liabilities: $512,847

The petition was signed by Jose L. Telle, president.

A copy of the petition containing, among other items, a list of the
Debtor's eight unsecured creditors is available for free at
PacerMonitor.com at:

https://www.pacermonitor.com/view/IHXSX5Q/Car_Stereo_Trading_Inc__flsbke-21-11393__0001.0.pdf?mcid=tGE4TAMA


CARNIVAL CORP: S&P Rates New $2.5BB Senior Unsecured Notes 'B+'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '2'
recovery rating to global cruise operator Carnival Corp.'s proposed
$2.5 billion senior unsecured notes due 2027. The '2' recovery
rating indicates its expectation for substantial (70%-90%; rounded
estimate: 85%) recovery for noteholders in the event of a payment
default. S&P expects Carnival will use the proceeds from the
proposed notes to make scheduled principal payments on debt during
2021 and for general corporate purposes. S&P believes the
transaction will enhance Carnival's liquidity position as it has
approximately $1.8 billion in debt maturities this year.

S&P said, "At the same time, we raised our issue-level rating on
Carnival's existing $1.45 billion senior unsecured notes due 2026
and EUR500 million senior unsecured notes due 2026 to 'B+' from 'B'
and revised our recovery rating to '2' from '3'.

"We continue to expect Carnival's credit measures will remain
unsustainable in 2021 because we forecast a protracted return to
service and significantly lower occupancy levels relative to 2019,
particularly for the first few months after sailings resume. We now
forecast the company will burn cash further into 2021 because we
assume it will resume sailing toward the second half of calendar
year 2021, which compares with our prior assumption of a resumption
toward the beginning of calendar year 2021. This revision reflects
Carnival's recent decision to suspended sailing under most of its
brands through at least April 30, 2021. Further, we believe that it
will take several months for the company to bring all of the ships
under its North American brands, which account for about 60% of its
total capacity, back into service given the need to comply with the
variety of requirements to resume sailing in U.S. waters outlined
by the Centers for Disease Control and Prevention (CDC). However,
we believe the CDC's requirements may change over time as the
public health environment evolves.

"Nevertheless, we believe Carnival's sources of liquidity in 2021
(excluding the proceeds from the proposed notes issuance), which
include $9.5 billion of unrestricted cash on hand as of Nov. 30,
2020, and $2.1 billion in committed ship financing, will be
sufficient to cover its uses. We expect the company's uses of
liquidity in 2021 to include materially negative operating cash
flow (given our forecast that its EBITDA will remain significantly
negative), about $4.2 billion of capital expenditure (the majority
of which is related to new ship builds and is largely covered by
committed ship financing), and $1.8 billion in debt maturities."

As vaccine rollouts in several countries continue, S&P Global
Ratings believes there remains a high degree of uncertainty about
the evolution of the coronavirus pandemic and its economic effects.
Widespread immunization, which certain countries might achieve by
midyear, will help pave the way for a return to more normal levels
of social and economic activity. S&P said, "We use this assumption
about vaccine timing in assessing the economic and credit
implications associated with the pandemic. As the situation
evolves, we will update our assumptions and estimates accordingly.
S&P Global Ratings believes there remains a high degree of
uncertainty about the evolution of the coronavirus pandemic."

S&P believes widespread effective immunization against the
coronavirus could help the cruise industry begin to recover later
this year and into 2022.

The negative outlook reflects a very high degree of uncertainty as
to Carnival's recovery path given the potential for further delays
in the resumption of sailings, the potential for further
suspensions even once sailings resume, and the possibility the
pandemic could alter consumers' demand for travel and cruising over
the longer term because of concerns around contracting the
coronavirus. The continued delays in the start of Carnival's
recovery significantly increases downside rating pressure given
that the company will be burning cash for a longer period of time,
which could eventually strain Carnival's liquidity. S&P said, "We
could lower our rating at any time if we believe recovery will be
weaker than we are expecting such that we do no longer believe
Carnival will improve adjusted leverage well below 7.5x or generate
positive free operating cash flow (net of committed ship financing)
in 2022."

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P assigned its 'B+' issue-level rating and '2' recovery
rating to Carnival's proposed $2.5 billion senior unsecured notes
due 2027. The '2' recovery rating indicates its expectation for
substantial (70%-90%; rounded estimate: 85%) recovery for
noteholders in the event of a payment default.

-- At the same time, S&P raised its issue-level rating on
Carnival's $1.45 billion and EUR500 million senior unsecured notes
due 2026 to 'B+' from 'B' and revised our recovery rating to '2'
from '3'.

-- S&P said, "While our estimated recovery on the 2026 and
proposed 2027 unsecured notes would indicate a recovery rating of
'1' (90%-100%), we cap the recovery rating at '2' (70%-90%; rounded
estimate: 85%) because we cap our recovery ratings on the unsecured
debt of issuers we rate in the 'B' category." This cap reflects
that these creditors' recovery prospects are at greater risk of
being impaired by the issuance of additional priority or pari passu
debt prior to default.

-- The '2' recovery rating on the 2026 notes and proposed 2027
unsecured notes reflects the benefit of additional value from
incremental unsecured subsidiary guarantees, which is not the case
for the other unsecured debt in the company's capital structure.
The 2026 notes and proposed 2027 notes, along with Carnival's
unsecured convertible notes due 2023 (unrated), are guaranteed by
Carnival PLC and certain of Carnival Corp. and Carnival PLC's
subsidiaries. Carnival Corp. and Carnival PLC's subsidiaries do not
provide guarantees to the company's remaining unsecured debt, which
includes its revolver, bank loans, export credit agreements, and
other unsecured notes.

-- S&P's 'BB-' issue-level rating and '1' recovery rating on
Carnival's first- and second-lien secured debt remain unchanged.
The '1' recovery rating indicates its expectation for very high
(90%-100%; rounded estimate 95%) recovery for lenders in the event
of a payment default.

-- S&P's 'B' issue-level rating on Carnival's existing unsecured
debt that does not benefit from subsidiary guarantees is unchanged.
However, S&P revised its recovery rating to '4' from '3' to
indicate its expectation for average (30%-50%; rounded estimate:
30%) recovery for lenders in the event of a payment default. The
revised recovery rating reflects the incremental unsecured debt in
the company's capital structure that benefits from additional
subsidiary guarantees, which accounts for a greater portion of the
assumed enterprise value under its analysis.

Simulated default assumptions

-- S&P's simulated default scenario contemplates a default
occurring by 2024 due to a significant decline in cash flow from
permanently impaired demand for cruises following the negative
publicity and travel advisories during the COVID-19 pandemic, a
prolonged economic downturn, and/or increased competitive
pressures.

-- S&P includes in its unsecured claims new ship debt that it
expects Carnival to incur before the year of default.

-- S&P said, "We assume Carnival's revolver may become secured
prior to default in our default scenario because we believe that
under our default scenario it would likely breach the financial
maintenance covenants under its revolver and that its revolving
lenders would then request collateral. We assume the outstanding
revolver claims at default would be less than the amount that would
trigger the springing collateral provisions in certain of
Carnival's export credit agreements, which would result in those
agreements obtaining some security. Under this scenario, we assume
this would absorb substantially all of the capacity Carnival would
have to grant further security without triggering the springing
collateral provisions under its export credit agreements."

-- S&P said, "Further, although Carnival's export credit
agreements and bilateral bank facilities remain unsecured and
continue to benefit only from parent guarantees, we believe the
lenders under these loans may demand additional guarantees in
exchange for covenant relief in a potential scenario where it
breachs its financial maintenance covenants under the loans. Under
that scenario, we believe the recovery prospects for the lenders of
Carnival's remaining unsecured debt that does not benefit from
subsidiary guarantees or contain financial maintenance covenants
would be materially impaired."

-- Additionally, Carnival may incur additional unsecured debt that
benefits from subsidiary guarantees prior to default, which would
also significantly impair the recovery prospects for its unsecured
debt that does not benefit from subsidiary guarantees.

-- S&P said, "We estimate gross enterprise value at emergence of
about $24.4 billion by applying a 7x multiple to our estimate of
EBITDA at emergence. We use a multiple that is at the high end of
our range for leisure companies to reflect Carnival's good position
in the cruise industry, which is a small but underpenetrated
segment of the overall travel and vacation industry."

-- S&P allocates its estimate of gross enterprise value at
emergence among secured and unsecured claims based on its
understanding of the contributions, by asset value, of the parent
and subsidiary guarantors.

-- S&P assumes that of our estimated gross enterprise value at
emergence, about 74% is available to cover first- and
second-priority secured claims, about 22% is available to cover
unsecured claims that benefit from subsidiary guarantees, and about
4% is available to cover unsecured claims that only benefit from
parent guarantees.

-- S&P said, "Under our analysis, and after subtracting
administrative expenses from our estimate of gross enterprise
value, about $16.7 billion of enterprise value would be available
to cover secured claims. After satisfying first- and
second-priority secured claims, any remaining value, which we
estimate to be $4.5 billion, is then allocated among claims that
benefit from subsidiary guarantees and those that only benefit from
parent guarantees. This is because it is our understanding that a
material portion of the collateral sits at the subsidiary
guarantors."

-- S&P said, "Under our analysis, we attribute $4.1 billion of the
residual value, after satisfying first- and second-priority claims,
to the unsecured notes that benefit from subsidiary guarantees.
These notes also benefit from the enterprise value, about $5
billion, that is not pledged as collateral and which we attribute
to the unsecured notes that have subsidiary guarantees. The total
value, about $9 billion, is sufficient to fully cover our estimate
of those notes at default."

-- S&P said, "Under our analysis, we attribute about $360 million
of the residual value (after satisfying first- and second-priority
secured claims) and about $3.8 billion in residual value from
subsidiaries (after satisfying unsecured claims that benefit from
subsidiary guarantees) to the unsecured debt that benefits only
from parent guarantees. This unsecured debt also benefits from the
enterprise value, about $1.1 billion, we attribute to the unsecured
debt that has only parent guarantees. The total value, about $5.2
billion, only partially covers our estimate of those unsecured
claims at default."

-- S&P assumes Carnival's revolvers are 85% drawn at default.

Simplified waterfall

-- Emergence EBITDA: $3.5 billion

-- EBITDA multiple: 7x

-- Gross enterprise value: $24.4 billion

-- Net enterprise value available after administrative expenses
(7%): $22.7 billion

-- Value attributable to secured/unsecured claims: $16.7
billion/$6 billion

-- Value available to first-lien secured claims: $16.7 billion

-- Estimated first-lien secured claims at default: $10 billion

    --Recovery expectations: 90%-100% (rounded estimate: 95%)

-- Value available to second-lien secured claims: $6.7 billion

-- Estimated second-lien secured claims at default: $2.3 billion

    --Recovery expectations: 90%-100% (rounded estimate: 95%)

-- Value available (including some residual value after satisfying
secured first- and second-lien claims) to unsecured claims that
benefit from subsidiary guarantees (the 2026 and proposed 2027
notes and the convertible notes): $9 billion
Estimated unsecured claims that benefit from subsidiary guarantees
at default: $5.2 billion

    --Recovery expectations: Capped at 70%-90% (rounded estimate:
85%)

-- Value available to remaining unsecured debt: $5.2 billion

-- Estimated remaining unsecured claims at default: $16.6 billion

    --Recovery expectations: 30%-50% (rounded estimate: 30%)

Note: All debt amounts include six months of prepetition interest.



CHARM HOSPITALITY: West Town Says Plan Not Feasible
---------------------------------------------------
West Town Bank & Trust says the Disclosure Statement filed by Charm
Hospitality, LLC, fails to provide adequate information.  

In particular, West Town says the Disclosure Statement lacks
adequate information because it does not properly state how the
business will pay West Town's fully secured claim under the
Debtor's proposed Plan of Reorganization given that West Town has
elected under 11 U.S.C. Sec. 1111(b)(2) to have its entire claim
treated as secured.

Further, according to West Town, the Disclosure Statement does not
contain adequate information regarding the reason for the
bankruptcy filing and the efforts taken to cure the problems of the
past.

Finally, West Town requests that approval of the Disclosure
Statement be denied because the Plan is not feasible and not
confirmable on its face.  In particular, the information available
to this Court through the Debtor's monthly operating reports for
September, October, November and December shows that the revenue
generated is approximately half of what is necessary to fund the
Plan.

Attorneys for West Town Bank & Trust:

     Allison Schmidt, Esq.
     GHIDOTTI | BERGER, LLP
     8716 Spanish Ridge Avenue, #115
     Las Vegas, NV 89148
     Tel: (949) 427-2010
     Fax: (949) 427-2732
     E-mail: aschmidt@ghidottiberger.com

            - and -

     Michael R. Brooks, Esq.
     HUTCHISON & STEFFEN, PLLC
     10080 West Alta Drive, Suite 200
     Las Vegas, NV 89145
     Phone: (702) 385-2500
     Fax: (702) 385-2086
     E-mail: mbrooks@hutchlegal.com

                     About Charm Hospitality

Charm Hospitality, LLC, is a Nevada Limited Liability Company, that
owns and operates a 77-room hotel located at 3019 Idaho Street,
Elko, NV.  The hotel was operated under the Wingate Inn By Wyndham
Elko brand.  The company is owned by Paramjit Kaur.

Charm Hospitality filed a Chapter 11 petition (Bankr. D. Nev. Case
No. 20-50880) on Sept. 15, 2020.  In the petition signed by Larry
Williams, corporate representative, the Debtor disclosed $3,099,287
in assets and $7,472,409 in liabilities.  Kung & Brown, serves as
bankruptcy counsel to the Debtor.


CHARTER COMMUNICATIONS: S&P Affirms 'BB+' ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings affirmed all ratings, including its 'BB+' issuer
credit rating on Charter Communications Inc. No. 2.

S&P said, "The stable outlook reflects our view that an upgrade is
unlikely over the next year, given management's targeted leverage
of up to 4.5x, though we could raise the rating over the longer
term if Charter improves profitability metrics while increasing
broadband penetration.

"We believe Charter's broadband competitive advantage will be
magnified from continued increases in data consumption. Americans
increasingly rely on fast internet connections to use over-the-top
video platforms, conduct virtual business meetings, interact
socially, and educate remotely. We believe the secular shift toward
higher-speed broadband will persist beyond the COVID-19 pandemic,
which accelerated these inevitable trends. Charter faces
competition capable of delivering comparable speeds (of up to
1Gbps) in only 25%-30% of its footprint, and we do not expect the
competitive landscape to change significantly over the next three
to five years. Therefore, as consumers demand more bandwidth, we
expect Charter to grow its broadband penetration levels, while also
benefiting from opportunities to raise prices as customers move to
higher-speed tiers.

"We view favorably the mix shift toward less competitive,
higher-margin broadband and away from traditional video.   We
believe the predictability in Charter's earnings and cash flow has
improved significantly, despite greater concentration in a single
service. Broadband profit margins are very high because the costs
are fixed and largely sunk. Furthermore, churn is low because the
competing phone company offers far inferior speeds in most of
Charter's footprint. In contrast, Charter faces direct competition
from satellite TV providers Dish and DirecTV, as well as a plethora
of new online entrants, for video service. Furthermore, rising
programming costs have pressured video margins and resulted in
heightened industrywide cord-cutting.

"As the mix shift in earnings skews toward broadband, total
earnings have grown. Therefore, we believe Charter has greater
long-term cash flow stability as high-speed data (HSD) constitutes
a higher percentage of a larger earnings pool."

Charter's free operating cash flow (FOCF) to debt ratio has
steadily improved.   Growth in cash flow has come from a
combination of:

-- Rising earnings, as EBITDA grew about 10% in 2020 on the heels
of very strong high-margin broadband subscriber growth;

-- Lower capital spending as percent of revenues--at 15.4% in
2020, down from about 21% in 2018--as costly video equipment
spending has shrunk and Charter has completed its all-digital
rollout, updated electronics in its head-ends to DOCSIS 3.1
standards, and purchased real estate for new insourced call
centers; and

-- Absence of cash taxes, as Charter has utilized net operating
losses (NOLs) to offset income.

However, we expect the pace of FOCF improvement to slow,
particularly in 2022, because:

-- EBITDA growth is likely to decelerate and return to more
normalized levels of about 4%-6% per year following robust growth
in 2020.

-- Remaining $1.1 billion in deferred tax assets related to $5.3
billion of NOLs will likely be used in 2021, meaning that Charter
will be a substantial cash taxpayer starting in 2022.

-- Capital spending will remain relatively flat over the next two
years as Charter launches retail stores to support its mobile
operations, deploys its CBRS small cell network, and expands its
footprint. These factors should largely offset lower customer
premise equipment spending as the number of video customers
shrinks.

S&P said, "We view Charter's strategy of maximizing unit growth as
prudent because it provides a visible pathway to maximize return on
investment. Management has not been as aggressive with pricing as
many other cable operators. Instead, it is focusing on increasing
its subscriber base. In fact, Charter's 8% HSD subscriber growth in
2020 was the best in the industry, and it resulted in HSD
penetration rising to about 54% from 51% in 2019. Given the low
operating costs associated with delivering broadband, maximizing
EBITDA per home passed is strategic, as opposed to focusing
primarily on EBITDA per customer. Furthermore, focusing on unit
growth should allow Charter to increase average revenue per user
(ARPU) across a wider customer base for the future when subscriber
growth eventually plateaus. We believe this tactical
strategy--coupled with favorable industry dynamics and Charter's
slightly more rural and somewhat less competitive footprint than
other large incumbent operators--should allow for strong near-term
earnings growth."

However, Charter has lower profitability metrics than other
top-ranked peers. Charter lowered its cost structure through the
complex integration of Time Warner Cable and BrightHouse (acquired
in 2016) by consolidating billing platforms, migrating to an
all-digital network, and applying uniform pricing and packaging
across its footprint. However, the company's EBITDA margins and
EBITDA per home passed still lag other scaled operators because its
prices tend to be lower. S&P sid, "We attribute some of this to
less favorable demographics, as the average adjusted gross income
per household is around $80,000 for Comcast and Altice USA compared
with about $70,000 for Charter. Also, both peers operate in more
densely populated footprints, which allow more efficient allocation
of overhead. Still, we believe Charter has improved its operating
efficiency as its non-programming operating expenses per home
passed are slightly below Comcast (at $348 vs $356, respectively,
per year). While its non-programming operating expenses (as a
percentage of sales) are higher 38.6% vs 35.4% we believe this
largely reflects different operating strategies, whereby Charter is
more focused on unit growth."

S&P said, "Overall, we rank Charter slightly behind Comcast in
terms of business strength. While both companies embrace a
connectivity-first strategy and have a similar product suite
(including using wireless as a retention tool), Comcast has taken a
more expansive view: It could leverage its significant technology
investments to focus on the customer experience to strengthen its
connectivity offering. It has embraced the aggregator role through
its "Flex" service. We believe Flex differentiates Comcast's
broadband service and creates avenues for future monetization, such
as through advertising. Comcast could leverage its technology
platform, its media assets, and its relationships across media and
streaming across the U.S., and increasingly across the world.
Still, we view Comcast's NBCU and Sky less favorably than its cable
operations, and they weigh on the rating threshold."

Comcast's strategy has resulted in stronger customer and
profitability metrics largely stemming from a greater emphasis on
bundled customers (60% vs 55%) and better monetization of services
such as advertising, business services, home security, and
technology licensing.

S&P said, "We believe the risk of pricing regulation is low over
the next 2-3 years but still presents a long-term overhang.  The
vast majority of Charter's markets are still deemed competitive
with two carriers able to offer the U.S. Federal Communications
Commission's (FCC) definition of broadband (25 Mbps downloads/3
Mbps uploads). With the new administration, the FCC will likely
restore cable operators as "common carriers" under Title II of the
1996 Telecom Act to enforce net neutrality principles of no
blocking, no throttling, and no paid prioritization of traffic. The
reclassification to Title II also reintroduces the potential for
price regulation through the general conduct standard, which
provides leeway for the FCC to regulate what it deems to be unfair
or unjust practices.

"We view the reclassification to "common carriers" under Title II
as less of a threat to cable operators because it will be
time-consuming to draft an order, it will likely be appealed, and a
future FCC administration can flip back to the lightly regulated
Title I designation. Additionally, over the next few years we
believe the FCC will be more focused on increasing broadband
availability and affordability through consumer subsidy programs.
By introducing price regulation, it could discourage network
investments at a time when expanded broadband access is a key focus
of the government. Furthermore, when internet service providers
(ISP) were classified under Title II during the Obama
administration, the FCC did not regulate broadband pricing but
rather focused on a free and open internet. There appears to be
more government focus on large tech players around censorship and
data protections than on cable infrastructure companies.

"Longer term, the implementation and enforcement of
government-mandated price caps represents one of the biggest
threats to the industry, in our view. We believe as penetration
rates increase and ARPU rises, cable operators could come under
increasing regulatory scrutiny.

"The stable outlook reflects our expectation that Charter could
reduce leverage by at least 0.5x per year but that it will continue
to repurchase stock and/or make acquisitions such that leverage
remains toward the high end of its targeted 4.0x-4.5x range.

"We could raise the rating if our view of Charter's operations
improves, specifically if Charter increases customer penetration
and improves its operating efficiency such that EBITDA margins
increase to the low-40% area and EBITDA per home passed exceeds
$400 per year. Alternatively, we could raise the rating if
management revises its financial policy to include a commitment to
keep debt to EBITDA below 4.25x on a sustained basis.

"We could lower the rating if debt to EBITDA exceeds 5x on a
sustained basis, which would most likely reflect a more aggressive
financial policy. We view this as unlikely given management's
history and commitment to keep leverage at 4.5x or below."


CHASE MERRITT: Seeks to Hire Compass Real Estate as Broker
----------------------------------------------------------
Chase Merritt Global Fund, LLC seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Compass Real Estate as its broker and Christopher Kwon, a partner
at the firm, as its listing agent.

Compass and the listing agent will assist in selling the Debtor's
property located at 19362 Fisher Lane, Santa Ana, Calif. They will
receive a 4.5 percent commission on the sales price upon
consummation of a sale.  

The listing price for the property is $1.775 million.

As disclosed in court filings, Compass and the listing agent are
"disinterested persons" within the meaning of Section 101(14) of
the Bankruptcy Code.

Compass can be reached through:

   Christopher Kwon
   Compass Real Estate
   9454 Wilshire Blvd #100
   Beverly, CA 90212
   Tel: (949) 427-1101
   Email: chris.kwon@compass.com

                        About Chase Merritt

Chase Merritt Global Fund, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-10135) on
Jan. 20, 2021.  Paul Nguyen, manager, signed the petition.  At the
time of the filing, the Debtor disclosed $2.7 million and
liabilities of $1.315 million.

Judge Scott C. Clarkson oversees the case.  The Debtor is
represented by the Law Office of W. Derek May.


CLEVELAND-CLIFFS INC: Moody's Rates New $1BB Unsecured Notes 'B3'
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Cleveland-Cliffs
Inc.'s proposed $1 billion senior unsecured guaranteed notes.
Cleveland-Cliffs' B2 Corporate Family Rating, B2-PD Probability of
Default Rating, B2 guaranteed senior secured note rating, B3
guaranteed senior unsecured note rating, Caa1 senior unsecured note
rating, its Speculative Grade Liquidity Rating of SGL-2 and its
stable outlook remain unchanged.

Cliffs plans to use the proceeds from the note offering to retire
several of its outstanding debts including its $395 million 4.875%
senior secured notes due 2024, $64 million 6.375% senior notes due
2025 (unrated), about $85 million of AK Steel Corporation (AK
Steel) notes due in 2021, 2023 and 2025 and to use the remaining
proceeds to pay down about $400 million of borrowings on its ABL
facility. This refinancing follows Cliffs sale of 20 million shares
in a secondary stock offering that generated gross proceeds of $326
million, which could increase by about another $147 million if the
underwriter exercises the 30-day option to purchase an additional 9
million shares. Cliffs plans to use the net proceeds from the
equity offering plus cash on hand to redeem up to about $334
million of its 9.875% senior secured notes due 2025. The company
intends to use any remaining proceeds to pay down borrowings under
its ABL facility. These transactions will extend Cliffs debt
maturities, consolidate its capital structure, reduce its interest
costs and strengthen its liquidity, but it will also result in the
exchange of a portion of its lower cost floating rate pre-payable
debt for fixed rate long-term debt.

Assignments:

Issuer: Cleveland-Cliffs Inc.

Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD4)

Adjustments:

Issuer: Cleveland-Cliffs Inc.

LGD Gtd Senior Unsecured Regular Bond/Debenture, Adjusted to
(LGD4) from (LGD5)

LGD Senior Unsecured Regular Bond/Debenture , Adjusted to (LGD5)
from (LGD6)

RATINGS RATIONALE

Cliffs' B2 corporate family rating incorporates our expectation for
the company to have somewhat elevated financial leverage and
relatively weak interest coverage in a normalized steel pricing
environment due to the ABL drawings and pension liabilities added
from the acquisition of the majority of ArcelorMittal's US assets
in December 2020. Its rating also considers its position as the
largest US flat-rolled integrated steel producer in the US with
flat-rolled steel production capacity of about 16.5 million tons,
and the benefits of its position as an integrated steel producer
from necessary raw materials through the steel making and steel
finishing processes. With the start-up of its HBI facility, Cliffs
will also benefit from the optionality of selling this product
either to its own mills or to third party EAF producers given
freight cost savings relative to imported pig iron. The rating also
reflects the benefits of its contract position, particularly with
the automotive industry, which provides a good earnings base. Its
performance won't benefit as much from a high steel price
environment due to the nature of the contracts and renegotiation
periods, but this does provide downside mitigants in a falling
steel price environment.

Cliffs evidenced a weak operating performance in 2020 given the
impact of automotive production shutdowns from approximately
mid-March through mid-May on the acquired AK Steel business
(acquisition closed March 13, 2020), given the contracted sales
position of AK Steel to the automotive industry and generally weak
economic activity due to the impact of the coronavirus. However,
Moody's expect its operating performance to materially strengthen
in 2021 due to a quicker than anticipated recovery in its key auto
end market, along with the addition of ArcelorMittal's assets and
the recent surge in steel prices. Domestic steel prices have surged
with hot rolled coil prices (HRC) at a record high above $1,100 per
ton in February 2021 after declining to a 4.5-year low around $440
per ton in July 2020 due to the effects of the pandemic. The price
surge has been attributable to a temporary dislocation of supply
and demand, low steel inventories and rising iron ore and scrap
prices. Cliffs will also benefit from historically high iron ore
prices which have surged to more than $150 per ton from below $100
per ton a year ago (62% Fe fines, cfr Iron ore from Qingdao).

However, Moody's anticipate that steel demand will ebb as
inventories are replenished and supply continues to ramp up as
productivity improves and new capacity comes online and for the
worldwide supply/demand imbalance to still exist and for prices to
gradually decline towards their 10-year average price range of
about $600 - $700 per ton. Steel prices have historically overshot
to the upside and the downside for short periods of time before
returning to more normalized price levels. Nevertheless, if steel
prices stabilize at a higher than historical level, Cliffs
successfully integrates the ArcelorMittal assets, generates free
cash flow and pays down debt, then its ratings could be considered
for an upgrade.

Cliffs' Speculative Grade Liquidity rating of SGL-2 reflects the
company's good liquidity profile, which is supported by an upsized
$3.5 billion asset-based lending facility (ABL). The company
upsized the ABL to $3.5 billion from $2.0 billion including a
regular ABL tranche ($3.35 billion) and a FILO tranche ($150
million) upon closing of the ArcelorMittal acquisition to reflect
the inclusion of additional receivable and inventory collateral.
Liquidity is viewed as comfortably covering requirements over the
next 12 months.

The stable ratings outlook reflects Cliffs enhanced footprint in
the US steel industry, and the consolidation and improved
discipline that is expected from its recent acquisitions. Also
considered in the outlook is the company's focus on maintaining
sufficient liquidity to support its operations while using its free
cash to pay down debt. In addition, the outlook reflects the
integration risks associated with two major acquisitions in less
than a year and the need to achieve synergies and cost savings.

The B2 rating on the guaranteed senior secured notes reflects their
position in the capital structure relative to the sizeable ABL,
which has better collateral coverage. The senior guaranteed
unsecured (B3) notes have a slightly less favorable position to the
guaranteed senior notes but shill benefit from a more favorable
position relative to the senior unsecured notes whose Caa1 rating
reflects their junior position in the capital structure.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

An upgrade to Cliffs ratings would require it to sustain a leverage
ratio (debt/EBITDA) of no more than 5x through various price
points, (CFO-dividends)/Debt of at least 12.5% and maintain a good
liquidity profile.

Cliffs ratings could be downgraded should leverage remain at or
above 5.5x beyond 2022, (CFO-dividends)/debt be 10% or less and
liquidity tighten. Cliffs metrics could remain below the downgrade
triggers through 2021 but maintenance of a good liquidity position
will provide support to its ratings.

Headquartered in Cleveland, Ohio, Cleveland-Cliffs Inc. is the
largest iron ore and flat-rolled steel producer in North America
with approximately 21.2 million equity tons of annual iron ore
capacity and about 16.5 million tons of flat-rolled steel capacity.
For the twelve months ended September 30, 2020 Cliffs had revenues
of $3.6 billion.

The principal methodology used in these ratings was Steel Industry
published in September 2017.


COGECO COMMUNICATIONS: S&P Affirms 'BB' Issuer Credit Rating
------------------------------------------------------------
S&P Global Ratings revised the stand-alone credit profile (SACP)
for Canada-based Cogeco Communications (USA) Inc. (d/b/a Atlantic
Broadband or ABB) to 'bb-' from 'b+' and affirmed all its ratings,
including the 'BB' issuer credit rating.

S&P said, "The stable outlook reflects our view that while we
expect ABB's earnings will continue to rise from increasing demand
for its high-margin internet service, upgrade potential over the
next year is limited by the rating on the parent and, to a lesser
extent, the potential for debt-financed acquisitions.

"We believe ABB's broadband competitive advantage will continue to
increase in importance as data consumption increases. Americans
increasingly rely on fast internet connections to watch TV online,
conduct virtual business meetings, interact socially, and educate
remotely. While the COVID-19 pandemic will eventually end, we
believe the shift toward higher-speed broadband will persist. The
pandemic served only to accelerate these inevitable trends.
Importantly, we estimate ABB faces competition capable of
delivering comparable speeds in only 20%-25% of its footprint. We
do not expect the competitive landscape to change significantly
over the next 3-5 years. Therefore, as consumers demand more
bandwidth, we expect ABB to continue to increase its broadband
penetration while also benefitting from opportunities to improve
ARPU as customers move to faster speed tiers."

ABB benefits from its expansion strategy in South Florida, which
further insulates it from competition. ABB's expansion strategy
emphasizes partnerships with real estate developers of
multidwelling units. Through these partnerships, the company gains
exclusive rights to provide broadband and video services under
contracts that typically last 6-10 years, effectively locking out
competitors. This expansion strategy combined with a favorable
demographic--which tends to retain video and voice services longer
than the U.S. average--contribute to ABB's strong operating
metrics.

S&P said, "We view favorably the mix shift toward broadband with
less emphasis on traditional video bundles. We believe
predictability in ABB's earnings and cash flow has improved
significantly despite more concentration in a single service."
Total earnings have increased significantly over the past 3-4
years. Broadband profit margins are very high because the costs are
fixed and largely sunk. Furthermore, churn is low because the
competing phone company offers far inferior speeds in the majority
of ABB's footprint. In contrast, ABB faces direct competition from
satellite TV providers Dish Network Corp. and DirecTV, as well as a
plethora of new online entrants for video service. Furthermore,
video profit margins are under pressure from rising programming
costs so the contribution to overall EBITDA is relatively low when
compared to broadband.

Scale is less important now because the benefits of scale are
skewed primarily toward video distribution. ABB is more
disadvantaged relative to Dish Network and DirecTV for video
customers because these competitors' greater scale provides
improved programming cost benefits. The satellite competitors have
more flexibility in pricing and value proposition than ABB given
their lower programming cost per subscriber (which the company can
partly offset with the ability to bundle high-margin broadband with
video). This programming advantage is much less important because
ABB no longer relies as heavily on video subscribers. In fact, S&P
believes it generates little earnings from video as rising
programming costs have eroded profit margins. Still, ABB has
industry-leading video penetration rates, in part because it does
not pass along the full cost of programming like many small
incumbent peers.

S&P said, "Still, we rank ABB slightly below Cox Communications
Inc. because of smaller scale and greater geographic concentration.
We believe scale still allows for greater programming procurement
benefits, financial resources for investments in technology, and
the ability to offer new services such as wireless. For example,
Comcast Corp. has leveraged massive investments in its X1 video
platform to also offer leading over-the-top (OTT) app integration
through its Flex service. Charter Communications Inc. is reportedly
developing a similar app-integration interface. Ultimately, we
believe this helps differentiate its broadband service, especially
in more competitive markets." This could become increasingly
important if fixed wireless technology gains traction as a way for
cable to differentiate itself from emerging wireless broadband
providers.

Separately, Charter Communications has bucked the industry trend by
expanding its video customers base slightly in 2020. It has a
variety of "skinny bundle" OTT offerings that may not be profitable
without scale. Both companies also entered the scale-intensive
mobile wireless industry through wholesale relationships, which can
help attract and retain profitable broadband subscribers through
product bundling. Finally, the scaled provider's video gross
margins are about 40%, compared with our estimate of about 15%-20%
for most smaller operators. Video is still profitable for larger
operators while it's roughly break-even after factoring in overhead
for smaller operators.

S&P said, "We believe solid EBITDA margins show ABB is well-run,
but its average revenue per user (ARPU) lags industry peers,
particularly Cox Communications. As a result of well-clustered
operations with high average household income, Cox generates higher
EBITDA per home passed despite lower margins.

"We expect leverage could rise above 6x from the high-4x area for
sizable acquisitions. However, near-term ratings movement is
limited by the rating on the parent. We incorporate support from
the parent because we believe Cogeco will likely support the
business in times of stress. This translates to a 'BB' issuer
credit rating relative to the SACP of 'bb-'. Because ABB's
standalone rating is 'BB-', capped one notch below the 'BB+' rating
on Cogeco, the most likely path to an upgrade involves raising the
rating on the parent. In addition, because strategically important
subsidiaries such as ABB receive up to three notches of uplift
(subject to a cap one notch below the group credit profile of
'bb+'), the most likely path to a downgrade would involve lowering
the rating on Cogeco.

"Our adjusted leverage metrics include the preferred equity from
institutional investor Caisse de dépôt et placement du Québec
(CDPQ). We treat CDPQ's $315 million 21% equity stake in Cogeco as
a debt-like obligation, which adds about 8/10 of a turn of leverage
to our leverage calculations. Therefore, we believe that ABB would
generally not increase leverage to above 5.5x, which translates to
about 6.3x on an S&P Global Ratings-adjusted basis.

"Our stable outlook reflects our expectation that the company will
benefit from solid growth from HSD in the near term, and that
competitive dynamics in its territories will remain favorable
relative to other larger incumbent cable operators. We expect
leverage to decline to the mid-4x area from 5.2x at fiscal year-end
2020."

A downgrade is unlikely because strategically important
subsidiaries such as ABB receive three notches of uplift (subject
to a cap one notch below the group credit profile of 'bb+').
Therefore, the most likely path to a downgrade would involve
downgrading the parent. Separately, S&P could lower the SACP if
leverage were to rise above 6.25x, which it views as unlikely given
favorable operating trends with predictable EBITDA growth over the
next year. This would not affect the issuer credit rating on ABB
unless we revise the SACP down more than two notches.

An upgrade is unlikely because the rating is capped one notch below
the 'BB+' rating on the parent. Therefore, the most likely path to
an upgrade involves upgrading the parent. S&P said, "Separately, we
could revise our SACP if management commits to maintaining leverage
below 5x on a sustained basis, which we view as unlikely given the
potential for debt-financed acquisitions at ABB. This would not
affect the 'BB' issuer credit rating unless we raise the SACP three
notches, which is highly unlikely."


CONTINENTAL COUNTRY CLUB: Seeks Use of SunWest's Cash Collateral
----------------------------------------------------------------
Continental Country Club, Inc., asks the U.S. Bankruptcy Court for
the District of Arizona for authority to use SunWest Bank's cash
collateral on an interim basis.

The Association intends to continue its business and restructure
its debt obligations through the Chapter 11 reorganization process.
The Association explains it requires the use of cash to meet
ordinary and necessary business expenses that will be incurred in
maintaining and preserving the Association and the Club for the
benefit of its members.

SunWest is the holder of a secured promissory note under which the
Association is the obligor and pursuant to which the Association
has granted SunWest a senior security interest in certain real and
personal property comprising the Club. SunWest currently claims to
be owed less than $700,000 under the terms of the Loan.

The Association asserts SunWest's alleged interests in the
purported Cash Collateral will be adequately protected by the
equity in the Club, the continued timely payment of principal and
interest payments due under the SunWest Loan, and by granting to
SunWest a replacement lien on the Association's post-petition
assets.

Prior to the commencement of the Chapter 11 case, the Debtor's
counsel opened a dialogue with both the relationship manager for
SunWest and then the Chief Credit Officer wherein counsel disclosed
the possibility of a bankruptcy filing, and if so, the commitment
to maintain principal and interest payments with a replacement lien
in exchange for the use of Cash Collateral. SunWest had not
retained counsel at that time and no commitments were made. The
Debtor's counsel, however, thought it important to not surprise
SunWest with a filing and to start the process of discussing
adequate protection as early as humanly possible.

The Association has been engaged in disputes and litigation
concerning its obligations to maintain Lake Elaine for almost 40
years. On October 30, 2020, the Coconino County Superior Court,
which has been overseeing litigation between the Association and a
class of Lake Elaine lakeside homeowners, announced it would be
holding the Association in contempt and requiring it to repair and
fill Lake Elaine to a level of 6,845 feet as provided in a
settlement agreement and stipulated judgment entered in 1990
between and among the Association and several other parties. In
addition, the Superior Court announced its intention to impose
sanctions against the Association of $700 per day for each day the
Association was not actively refilling Lake Elaine and $500 per day
for each day that the lake was actively being refilled until the
minimum surface elevation was achieved.

The Superior Court's preliminary ruling had several significant
practical and financial implications for the Association, which
include the fine schedule announced by the Superior Court that will
result in fines for the entire period of repairing and refilling
the lake in excess of $600,000.  The Association says it lacks
sufficient resources to address the obligations that the Superior
Court was expected to imminently impose upon it.

The Association has also undertaken an analysis of deferred
maintenance and future capital investment needs for the Club. Based
on the information gathered to date, the Association anticipates it
will need approximately $8 million of funds to address deferred
maintenance and capital improvement costs that will be required to
be incurred at the Club over the next 10 years.

As of the Petition Date, the Association had reserve funds of
$193,000 to address these obligations and, without a dues increase,
no meaningful mechanism for addressing these obligations through
anticipated revenues of the Association.

A copy of the motion is available at https://bit.ly/3jIIQp8 from
PacerMonitor.com.

              About Continental Country Club, Inc.

Continental Country Club, Inc., an Arizona non-profit corporation,
owns and operates the Continental Country Club in Flagstaff,
Arizona, for the use and enjoyment of its homeowner members and the
broader general public.  The Continental Country Club operates as a
full service country club with golf, tennis, paddleball, swimming,
fitness, clubhouse, and dining amenities for the benefit of its
members, who are primarily comprised of homeowners in the
Association's associated residential developments.

The Association was first developed by the late Charles Keating and
his affiliated development companies in the early 1970s as part of
the broader Continental development in Flagstaff, Arizona. Over the
course of the past 50 years, the Association has been operated as a
non-profit corporation supported by annual assessments paid by its
homeowner members and the business revenues generated through the
ongoing operation of the Club facilities. Under the currently
applicable Amended and Unified Declaration of Restrictions, each
member is required to pay the Association regular annual
assessments and special assessments as authorized under the CC&Rs
and approved by the members.

The Association sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Barnk. D. Ariz. Case No. 21-00956) on February 9,
2021. In the petition signed by Jon Held, designated
representative, the Debtor disclosed up to $10 million in both
assets and liabilities.

ENGELMAN BERGER, P.C. is the Debtor's counsel.

Sunwest Bank, as lender, is represented by Alissa Brice Castaneda,
Esq. -- Alissa.Castaneda@quarles.com -- at Quarles & Brady.


CRED INC: Ex-Exec. Files Own Bankruptcy, Faces $8.74 Mil. Claims
----------------------------------------------------------------
Daniel Gill of Bloomberg Law reports that a former executive of
bankrupt Cred Inc. filed his own bankruptcy in the wake of claims
that he owes Cred more than $8 million for bitcoin he allegedly
took from the cryptocurrency services company.

James Alexander's Chapter 11 case in the U.S. Bankruptcy Court for
the Central District of California temporarily freezes Cred's
action against him in a Delaware bankruptcy court.

Judge John T. Dorsey of the U.S. Bankruptcy Court for the District
of Delaware Feb. 5, 2021 ordered Alexander, Cred's former chief
capital officer, to transfer all of Cred's bitcoin in his
possession back to the company.

                      About James Alexander

James Alexander filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 21-10214) on Feb. 9, 2021.  The Debtor estimated $1 million to
$10 million in assets and liabilities as of the bankruptcy filing.
Levene, Neale, Bender, Yoo & Brill LLP, led by David B. Golubchick,
is the Debtor's counsel.

                         About Cred Inc.

Cred Inc. is a cryptocurrency platform that accepts loans of
cryptocurrency from non-U.S. persons and pays interest on those
loans. Cred -- https://mycred.io -- is a global financial services
platform serving customers in over 100 countries.  Cred is a
licensed lender and allows some borrowers to earn a yield on
cryptocurrency pledged as collateral.

Cred Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was estimated
to have assets of $50 million to $100 million and liabilities of
$100 million to $500 million as of the bankruptcy filing.

The Debtors tapped Paul Hastings LLP as their bankruptcy counsel,
Cousins Law LLC as local counsel, and MACCO Restructuring Group,
LLC as financial advisor. Donlin, Recano & Company, Inc., is the
claims agent.

The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on Dec. 3,
2020. The committee tapped McDermott Will & Emery LLLP as counsel
and Dundon Advisers LLC as financial advisor.


CYPRUS MINES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Cyprus Mines Corporation
        333 N. Central Ave
        Phoenix, AZ 85004

Business Description: Cyprus Mines Corporation was formed as a New
                      York corporation in 1916.  In 1964, CMCNY
                      expanded into the talc business with the
                      acquisition of 100% of the stock of Sierra
                      Talc Company.  Talc is a hydrated magnesium
                      silicate that is used in manufacturing
                      dozens of products in a variety of sectors,
                      including coatings, rubber, paper, polymers,
                      cosmetics, food, and pharmaceuticals.

Chapter 11 Petition Date: February 11, 2021

Court: United States Bankruptcy Court
       District of Delaware

Case No.: 21-10398

Judge: Hon. Laurie Selber Silverstein

Debtor's Counsel: Kurt F. Gwynne, Esq.
                  REED SMITH LLP
                  1201 North Market Street, Suite 1500
                  Wilmington, DE 19801
                  Tel: 302-778-7500
                  Email: kgwynne@reedsmith.com

Debtor's
Special
Conflicts
Counsel:          KASOWITZ BENSON TORRES LLP

Debtor's
Claims &
Noticing
Agent:            PRIME CLERK LLC
          https://cases.primeclerk.com/cyprusmines/Home-DocketInfo

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by D.J. (Jan) Baker, director, Cyprus Mines
Corporation.

A copy of the petition is available for free at PacerMonitor.com
at:

https://www.pacermonitor.com/view/ZUAMCUY/Cyprus_Mines_Corporation__debke-21-10398__0001.0.pdf?mcid=tGE4TAMA

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. Bennett Bigelow & Leedom PS        Law Firm             $32,073
Marcus Peterson
601 Union St
Suite 1500
Seattle, WA 98101-1363
Tel: 206-622-5511
Fax: 206-622-8986
Email: jhagen@bbllaw.com

2. Heyl Royster Voelker & Allen, PC   Law Firm                $137
Vickie Motteler
33 N. Dearborn Street
Seventh Floor
Chicago, IL 60602
Tel: 312-853-8700
Email: vmotteler@heylroyster.com

3. Alston & Bird LLP                  Law Firm             Unknown
Randy Orza
1201 West Peachtree Street
Atlanta, GA 30309-3424
Tel: 404-881-7000
Fax: 404-881-7777
Email: randy.orza@alston.com

4. Austwide Mining Title          Computer Expenses        Unknown
Management Pty Ltd.
PO Box 1434
Wangara, WA, Australia 6947
Tel: (08) 9309-0400

5. Browning Kaleczyc                   Law Firm            Unknown

Berry & Hoven PC
Katie McWilliams
PO Box 1697
Helena, MO 59624
Tel: 406-443-6820
Email: mari@bkbh.com

6. City of Sault Ste Marie Treasurer     City              Unknown
Kristin Collins, Finance Director/
Treasurer
225 Portage Ave.
Sault Ste Marie, MI 49783
Tel: 906-632-5715
Fax: 906-635-5606
Email: kcollins@saultcity.com

7. Covington & Burling                 Law Firm            Unknown
Ebill Admin  
One City Center
850 Tenth Street NW
Washington, DC 20001
Tel: 202-662-6000
Email: ebill@cov.com

8. Dentons US LLP                      Law Firm            Unknown
Janet Shields
233 South Wacker Drive
Suite 5900
Chicago, IL 60606
Tel: 312-876-8000
Fax: 312-876-7934
Email: janet.shields@dentons.com

9. Fenn Consulting LLC                Consultant           Unknown
John Fenn
8451 N Burke Drive
Tucson, AZ 85742
Email: johnfenn.per@gmail.com

10. Franden Farris Quillin             Law Firm            Unknown
Goodnight & Roberts
Sharon Helm
2 W 2nd St
Suite 900
Tulsa, OK 74103-3115
Tel: 918-583-7129
Email: shelm@tulsalawyer.com

11. Gallagher & Kennedy                Law Firm            Unknown
Estela SantaMaria
2575 East Camelback Road
Phoenix, AZ 85016-9225
Tel: 602-530-8000
Fax: 602-530-8500
Email: estela.santamaria@gknet.com

12. GHD Services Inc.                  Engineer            Unknown
Noelle Fultz
2055 Niagara Falls Blvd.
Niagara Falls, NY 14304
Tel: 716-297-6150
Fax: 716-297-2265
Email: Noelle.Fultz@ghd.com

13. Golder Association Inc.          Environmental         Unknown
Rick Booth                             Testing/
15851 South US 27, Suite 50           Consulting
Tel: 517-482-2262
Email: rbooth@golder.com

14. Litchfield Cavo LLP                Law Firm            Unknown
Lindsay Glazier
6 Kimball Lane, Suite 200
Lynnfield, MA 01940-2682
Tel: 781-309-1500
Email: GlazierL@litchfieldcavo.com

15. Milligan Lawless PC                Law Firm            Unknown
Jeannette Burkey
5050 N. 40th Street
Suite 200
Phoenix, AZ 85018
Tel: 602-792-3500
Fax: 602-792-3525
Email: Jeanette@milliganlawless.com

16. New York State Department of    Environmental          Unknown
Environmental Protection               Agency
625 Broadway
Albany, NY 12233-0001

17. Rawle & Henderseon LLP            Law Firm             Unknown
Joseph McKenna
One South Penn Square
Philadelphia, 19107
Tel: 215-574-4200
Fax: 215-563-2583
Email: jmckenna@rawle.com

18. Statistics Collaborative         Consultant            Unknown
Jeff Levitt
1625 Massachusetts Ave NW
Suite 600
Washington, DC DC 20036
Tel: 202-247-9700
Email: jeff@statcollab.com

19. Teris - Phoenix LLC              Litigation            Unknown
Kathryn Vander Meulen                 Support
3550 N Central Ave
Suite 150
Phoenix, AZ 85012
Tel: 602-241-9333
Fax: 602-241-3339
Email: KVanderMeulen@teris.com

20. The Claro Group, LLC             Consultant            Unknown
Shawn Philip
123 N Wacker Dr.
Suite 1900
Chicago, IL 60606
Tel: 312-546-3356
Email: sphilip@theclarogroup.com


CYPRUS MINES: Files for Chapter 11 Bankruptcy After Imerys Deal
---------------------------------------------------------------
Former talc miner Cyprus Mines Corp. filed Chapter 11 as part of a
$130 million settlement with bankrupt Imerys Talc America Inc. over
who owns insurance policies covering legal costs related to
asbestos injury lawsuits.

The settlement, detailed last January 2021 in Imerys' Chapter 11
plan, released Cyprus from asbestos claims in exchange for putting
$130 million into a personal injury claims trust that would split
payments.

In December 2020,  negotiations resulted in a global settlement --
the main terms of which were reflected in a Term Sheet dated Dec.
12, 2020 -- that will be incorporated into and implemented by two
separate chapter 11 plans, which will be coordinated to the maximum
extent possible, specifically, the Imerys Debtors' chapter 11 plan
and a chapter 11 plan for Cyprus.  The terms of the Cyprus
Settlement include, among others:

   a. On behalf of each of the Cyprus Protected Parties (including
the Debtor), and pursuant to a promissory note, CAMC will pay a
total of $130 million to a talc trust (the "Talc Personal Injury
Trust") to be established under the Imerys Chapter 11 Plan in seven
annual installments;

   b. Freeport will provide a guarantee of all of CAMC's
obligations to the Talc Personal Injury Trust;

   c. The Cyprus Protected Parties will assign to the Talc Personal
Injury Trust any and all rights to and in connection with Cyprus
Historical Policies through 1992 as to which there has not been a
complete release of coverage for Talc Personal Injury Claims, and
the Talc Personal Injury Trust will assume obligations, and accept
certain restrictions, associated with recovering  proceeds under
the Cyprus Historical Policies;

   d. The appropriate Cyprus Protected Parties will each execute
and deliver to the Talc Personal Injury Trust an assignment to the
Talc Personal Injury Trust of all of their rights to or claims for
indemnification, contribution, or subrogation against any person
relating to the payment or defense of any Talc Personal Injury
Claims;

   e. In consideration for the contributions, the Imerys Chapter 11
Plan and the Cyprus Plan will include the broadest releases and
channeling injunctions permitted by law so as to prevent the
assertion of any further talc-related claims of any kind against
any Cyprus Protected Party, with the intent to provide the Cyprus
Protected Parties with "global peace" from any further talc-related
litigation of any kind;

   f. The channeling injunctions contained in the Imerys Chapter 11
Plan and the Cyprus Plan will channel all Talc Personal Injury
Claims against any Cyprus Protected Party to the Talc Personal
Injury Trust;

   g. The effectiveness of the parties' agreement is conditioned
upon confirmation and the occurrence of the effective date of the
Imerys Chapter 11 Plan and the Cyprus Plan, as well as entry of
orders by the District Court affirming the Imerys Chapter 11 Plan
and Cyprus Plan, including approval of the terms of the parties'
global settlement; and

   h. CAMC will provide the Debtor with unsecured, superpriority
debtor-in-possession financing to fund the reasonable
administrative expenses of this Chapter 11 Case, subject to certain
conditions.

In addition to providing a framework for full and comprehensive
resolution of all Talc Personal Injury Claims against the Debtor
and the Cyprus Protected Parties, the Cyprus Settlement resolves
the Debtor's claims against CAMC concerning principles of corporate
veil-piercing and successor liability and the parties' disputes in
the Insurance Adversary Proceeding and alleviates the need for CAMC
and the Debtor to pursue the Indemnification Adversary Proceeding
against the Imerys Debtors.

                     About Imerys Talc America

Imerys Talc and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling, and distributing talc.
Talc is a hydrated magnesium silicate that is used in the
manufacturing of dozens of products in a variety of sectors,
including coatings, rubber, paper, polymers, cosmetics, food, and
pharmaceuticals.  Its talc operations include talc mines, plants,
and distribution facilities located in Montana (Yellowstone,
Sappington, and Three Forks); Vermont (Argonaut and Ludlow); Texas
(Houston); and Ontario, Canada (Timmins, Penhorwood, and Foleyet).
It also utilizes offices located in San Jose, California and
Roswell, Georgia.

Imerys Talc America, Inc., and two subsidiaries, namely Imerys Talc
Vermont, Inc., and Imerys Talc Canada Inc., sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13,
2019.

The Debtors were estimated to have $100 million to $500 million in
assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.

The Hon. Laurie Selber Silverstein is the case judge.

The Debtors tapped Richards, Layton & Finger, P.A., and Latham &
Watkins LLP as counsel; Alvarez & Marsal North America, LLC as
financial advisor; and Prime Clerk LLC as claims agent.

                    About Cyprus Mines Corp.

Cyprus Mines Corporation is a Delaware corporation and a
wholly-owned subsidiary of Cyprus Amax Minerals Co. ("CAMC"), which
is an indirect subsidiary of Freeport-McMoRan Inc.  It currently
has relatively limited business operations, which include the
ownership of various parcels of real property, certain royalty
interests that generate de minimis revenue (e.g., less than $1,500
in each of the past two calendar years), and the ownership of an
operating subsidiary that conducts marketing activities.

Cyprus Mines Corporation is a predecessor in interest of Imerys
Talc America, Inc. ("ITA").  In June 1992, the Debtor sold its
talc-related assets to RTZ America Inc. (later known as Rio Tinto
America, Inc.) ("RTZ") through a two-step process.  First, the
Debtor transferred its talc-related assets and liabilities (subject
to minor exceptions that are not relevant), including its stock in
Windsor, to Cyprus Talc Corporation, a newly formed subsidiary of
the Debtor, pursuant to an Agreement of Transfer and Assumption,
dated June 5, 1992 (as amended, the "1992 ATA").  Second, the
Debtor sold the stock of Cyprus Talc Corporation to RTZ pursuant to
a Stock Purchase Agreement, also dated June 5, 1992 (as amended,
the "1992 SPA").  The purchase price was approximately $79.5
million.  By virtue of the 1992 ATA, the entity now named  Imerys
Talc America, Inc. (formerly Cyprus Talc Corporation) expressly and
broadly assumed the talc liabilities of the Debtor and its former
subsidiaries that were in the talc business.

Cyprus Mines Corporation filed for Chapter 11 bankruptcy (Bankr. D.
Del. Case No. 21-10398) on Feb. 11, 2021, listing assets of between
$10 million and $50 million, and liabilities of between $1 million
and $10 million.

The Hon. Laurie Selber Silverstein is the case judge.

REED SMITH LLP, led by Kurt F. Gwynne, is the Debtor's counsel.
KASOWITZ BENSON TORRES LLP is the special conflicts counsel.  PRIME
CLERK LLC is the claims agent.


DAJR TRUCKING: Seeks to Hire Brady & Conner as Legal Counsel
------------------------------------------------------------
DAJR Trucking LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Arkansas to hire Brady
& Conner, PLLC as its legal counsel.

The firm's services include:

     (a) advising the Debtor of its rights, powers and duties;

     (b) assisting in the negotiation and documentation of
financing agreements, cash collateral orders and related
transactions;

     (c) investigating into the nature and validity of liens
asserted against the property of Debtor and advise Debtor
concerning the enforceability of said liens;
      
     (d) taking the necessary actions to collect and, in accordance
with applicable law, recover property for the benefit of Debtor's
estate;

     (e) preparing legal papers and review financial and other
reports to be filed;

     (f) advising the Debtor concerning and prepare responses to
applications, motions, pleadings, notices and other documents which
may be filed and served;

     (g) advising Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization and
related documents; and

     (h) performing such other legal services as may be necessary
or appropriate in the administration of Debtor's Chapter 11 case.


The firm will be paid as follows:

     Partners         $300
     Associates       $175
     Paralegals       $45-$55

Donald Brady, Esq., disclosed in court filings that the firm is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Don Brady, Esq.
     Brady & Conner, PLLC
     3398 E. Huntsville Rd.
     Fayetteville, AR 72701
     Phone: (479) 443-8080

                      About DAJR Trucking

DAJR Trucking, LLC is a licensed and bonded freight shipping and
trucking company based in Trumann, Ark.

DAJR Trucking sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Ark. Case No. 20-13842) on Oct. 7, 2020.  At the
time of the filing, Debtor had estimated assets of between $100,001
and $500,000 and liabilities of between $500,001 and $1 million.

Law Office of Asa F. King PLLC is Debtor's legal counsel.


DELL TECHNOLOGIES: S&P Alters Outlook to Stable, Affirms 'BB+' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed all ratings, including its 'BB+' issuer credit rating, on
Round Rock, Texas-based Dell Technologies Inc., a leading provider
of information technology (IT) solutions.

S&P said, "We are also revising our rating outlook to stable from
negative and affirming all ratings, including our 'BBB-' issuer
credit rating, on VMware Inc., a U.S. infrastructure software
company and majority-owned subsidiary of Dell. This action on Palo
Alto, Calif.-based VMware mirrors that on Dell given the rating on
VMware is closely tied to the group credit profile for Dell.

"The stable rating outlook on Dell reflects our expectation of a
relatively stable operating environment in fiscal 2022, which
should enable it to continue to generate good free operating cash
flow (FOCF) for debt repayment and maintain adjusted leverage well
below 3x. While the potential spin-off of VMware over the near term
may result in re-rating Dell's business and financial prospects, we
do not believe this will result in a negative rating action.

"Dell has outperformed our expectations. Dell's trailing-12-months
revenues through the third quarter ended Oct. 30, 2020, are roughly
flat year over year. Its adjusted EBITDA margin is above 12% as
strong PC demand has offset a weak enterprise spending environment
through the COVID-19 pandemic. This contrasts with our prior
expectation in March 2020 of a near mid-single-digit percent
revenue decline and EBITDA margin close to the 10% area. Its cash
flow metrics also improved markedly since the first quarter of
fiscal 2021, and the company has continued to reduce debt. As a
result, adjusted leverage stands near 2.9x as of the third quarter
of fiscal 2021, in contrast to 3.6x a year ago, and well below our
downgrade trigger of 4x.

"Dell has yet to report fourth-quarter earnings, but we expect the
company to improve modestly year over year with the Client
Solutions Group (CSG) segment again benefitting from strong PC
demand, especially from consumers. A recent report by the research
firm International Data Corp. (IDC) projected global PC shipments
rose 26% year over year to 92 million during the fourth quarter of
2020. This, coupled with continued growth at VMware, should more
than offset continued weakness in its Infrastructure Solutions
Group (ISG) segment. Further, we believe Dell will meet its goal of
repaying $5.5 billion of debt during fiscal 2021 and forecast
adjusted leverage will trend toward the mid-2x area during the
quarter.

"The potential spin-off of VMware continues to be an unknown credit
risk given Dell's improved credit metrics through fiscal 2021 and
our expectation for further deleveraging through fiscal 2022. But
we now believe the risk of a downgrade to 'BB' for either current
or post-spin-off Dell is unlikely.

"We expect a stable operating environment leading to further
deleveraging in fiscal 2022. After a robust 13% increase in global
PC shipments in 2020, the highest industry growth since 2010,
according to IDC, we expect the positive momentum to carry into the
first half of 2021 before reversing in the second half, resulting
in flat revenues for the year. We also expect ISG revenues to be
mostly flat, but with enterprise demand slowly improving in second
half. Coupled with continued strong high-single-digit percentage
growth at VMware, we believe Dell will report modest top-line
growth in fiscal 2022. We expect near fiscal 2021 EBITDA margin,
over 12% and above historical levels, but sustainable in our view
given stable demand environment and expanding VMware contribution.
Our base-case forecast assumes S&P Global Ratings-adjusted FOCF
over $6 billion and that the company will continue to reduce debt
regardless of its strategy regarding VMware, reducing adjusted
leverage near the low-2x area by fiscal year end 2022.

"The ratings and outlook are unlikely to change until we gain
clarity on a VMware spin-off. Despite improving credit metrics,
with leverage below our upgrade trigger of 3x, we are unlikely to
take a rating action ahead of a VMware spin-off as we expect to
reassess Dell's credit profile as a stand-alone entity at that
time. We believe Dell's business prospects will be weaker without
VMware as it would primarily be left with a hardware-focused
portfolio comprising PCs, storage, servers, and networking
equipment, all of which are in highly competitive markets. This is
likely to influence our leverage tolerance for stand-alone Dell as
we would expect a borrower with weaker business prospects to
sustain a stronger balance sheet to maintain the rating. Our
overall view of Dell's stand-alone financial risk profile will
partially depend on dividends it would receive from VMware and the
resulting leverage profile as part of the separation.

"Regarding investment-grade rating prospects, we would note Dell's
stand-alone credit profile would need sufficient cushion versus the
downgrade trigger to withstand potential industry or macroeconomic
weakness, which could put the rating in jeopardy. We would also
look for Dell's commitment to a financial policy that would
preclude it from taking on incremental debt for shareholder return,
ownership exits, or acquisitions.

"Our rating on VMware reflects that we consider it an insulated
subsidiary of Dell and limit it to one notch above our group credit
profile on Dell. We believe VMware's stand-alone business prospects
will remain largely intact with or without a commercial
relationship with Dell. We also expect VMware to continue to expand
revenue well above global IT spending given the increasing
importance of integrated infrastructure and management software in
the on-premise and cloud environments. VMware's ability to retain
an investment-grade rating will largely depend on how much
incremental debt it takes on as part of the separation. Our
downgrade trigger is 3x, though we note VMware may potentially
exceed this target at separation without triggering a downgrade if
we believe it is willing and able to deleverage to our set trigger
in a reasonable time frame of likely two years.

"The stable rating outlook on Dell reflects our expectation that a
relatively stable operating environment in fiscal 2022 should
enable it to continue to generate good FOCF for debt repayments.
While the potential spin-off of VMware over the near term may
result in re-rating Dell's business and financial prospects, we do
not believe this will result in a negative rating action.

"Although unlikely, we could lower our rating if Dell's performance
weakens materially. This could occur if PC demand drops materially
or macroeconomic weakness causes enterprise customers to
significantly cut back on IT spending, such that adjusted leverage
exceeds of 4x on a sustained basis.

"Although we forecast continued leverage improvement in fiscal
2022, we do not expect to raise our rating on Dell until it
clarifies its strategy regarding VMware, a future capital
structure, and commitment to an investment-grade financial policy.

"Our stable outlook on VMware mirrors our outlook on Dell given the
companies' close ties. We expect VMware to generate solid revenue
growth and cash flow in fiscal 2022 while maintaining a commitment
to an investment-grade credit profile.

"We could lower our ratings on VMware if we lower our rating on
Dell or if VMware shifts its financial policy and no longer commits
to maintaining an investment-grade credit profile, such as large
shareholder returns, that results in leverage exceeding 3x on a
sustained basis.

"We could raise our rating on VMware if we raise our rating on
Dell. If VMware is spun off from Dell, this would likely result in
re-rating VMware's business and financial prospects, including a
new upgrade trigger as a stand-alone entity."


DESTINATION HOPE: Seeks to Tap Friedman Associates as Accountant
----------------------------------------------------------------
Destination Hope Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Friedman Associates
Accountants & Consultants, PA as its accountant.

The Debtor requires an accountant to prepare and file its tax
returns and any other matters as requested by its legal counsel.

Milton Gene Friedman, principal at Friedman Associates, disclosed
in a court filing that he and the firm are "disinterested persons"
within the meaning of Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Milton Gene Friedman
     Friedman Associates Accountants & Consultants, PA
     800 South East Third Avenue, Suite 301
     Fort Lauderdale, FL 33316
     Telephone: (954) 399-9947
     Email: milt@friedmancpafl.com

                     About Destination Hope

Based in Fort Lauderdale, Fla., Destination Hope, Inc. --
https://destinationhope.com -- offers comprehensive drug rehab and
mental health programs, with a special focus on dual diagnosis
while providing clients with the knowledge and tools to overcome
their addiction.

Destination Hope sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-19402) on August 28,
2020. Benjamin Brafman, the company's president, signed the
petition.

At the time of the filing, the Debtor had estimated assets of
between $500,000 and $1 million and liabilities of between $10
million and $50 million.  

Judge Peter D. Russin oversees the case.

The Debtor tapped Wernick Law, PLLC as its legal counsel, Sodl &
Ingram PLLC as special counsel, and Friedman Associates Accountants
& Consultants, PA as accountant.


DESTINATION MATERNITY: Asks for May 17 Plan Exclusivity Extension
-----------------------------------------------------------------
Destination Maternity Corporation and its affiliated debtors ask
the U.S. Bankrupty Court for the District of Delaware to extend
their exclusive periods to file a Chapter 11 Plan and solicit
acceptances to the Plan to May 17, 2021 and July 19, 2021,
respectively.

The Debtors' current exclusive period for filing a Chapter 11 Plan
is set to expire February 15, 2021.  Their exclusive period to
solicit acceptances to the Plan will expire on April 19, 2021.

On December 13, 2019, the Court entered the Order (I) Approving the
Agreements, (II) Authorizing the Sale of Assets Outside the
Ordinary Course of Business through the Winning Bid, (III)
Authorizing the Sale of Substantially All of the Debtors’ Assets
Free and Clear of Liens, Claims, Encumbrances, and Interests, (IV)
Authorizing the Assumption and Assignment of Certain Executory
Contracts and Unexpired Leases, and (V) Granting Related Relief
approving the asset purchase agreement between the Debtors,
Purchaser Marquee Brands, and a contractual joint venture between
Hilco Merchant Resources, LLC and Gordon Brothers Retail Partners,
LLC as Agent. On December 20, 2019, the Debtors closed the sale
transaction approved in the APA.

Pursuant to the terms of the APA, the Agent conducted going out of
business sales through March 2020.  Due to the current pandemic,
the Agent had to cease the GOB Sales abruptly.  The Debtors say
that together with the Agent and Purchaser, they continue to
reconcile certain amounts outstanding among the parties under the
APA, including the reconciliation of an escrow related to inventory
and strategic partnership royalties.

The Debtors and the Purchaser continued to operate under the Term
Sheet for Transition Services dated December 2, 2019, through June
30, 2020.  Among other things, the TSA provides for the Purchaser
to pre-fund certain obligations of the Debtors subject to a weekly
reconciliation of amounts pre-funded during the transition period.
The Debtors contend that the parties are currently in the process
of winding down the TSA.

Following the Sale, the Debtors began the process of marketing the
sale of their remaining miscellaneous assets that they believe are
valuable.  The Debtors tell the Court that they continue to seek to
monetize the Remaining Assets to maximize value for creditors.

"The size and complexities of these Chapter 11 Cases warrant
extension of the Exclusive Periods... the Debtors operated hundreds
of retail stores throughout the United States and via an e-commerce
platform.  Although the retail locations closed, the Debtors
continued to operate pursuant to the terms of the TSA, which
remained in effect until June 30, 2020 and are currently in the
process of winding down the TSA.  The Debtors also continue to
negotiate with the Purchase and Agent regarding the Royalty Escrow,
which could result in additional funds to the Debtors’ estates.
The Debtors are seeking to monetize the Remaining Assets to
maximize value to creditors.  Given the many moving parts --
particularly in the current pandemic environment -- the complexity
of these Chapter 11 Cases is apparent," the Debtors explain.

The Debtors contend that since the Petition Date, they have
expended considerable time and effort by:

          a. handling countless operational issues,
includingresponding to creditor, commercial counterparty, financial
institution, and land owner concerns and questions;

          b. preparing, filing, and amending the Debtors’
schedules and statements of financial affairs and the amended
versions thereof;

          c. preparing for and attending the formation meeting of
the Committee and the section 341 meeting of creditors;

          d. preparing and filing the motion to establish the Bar
Dates;

          e. marketing, negotiating and preparing for the sale of
the Debtors’ businesses;

          f. finalizing the sale of certain of the Debtors’
assets to the Purchaser in accordance with the APA;

          g. conducting going out of business sales in the United
States and Canada;

          h. negotiating with parties-in-interest, resolving
503(b)(9) claims, and memorializing the settlements and
distributions through the 503(b)(9) Motion; and

          i. analyzing strategic options for the orderly wind- down
of the Debtors’ estates.

"The complexity of concurrently coordinating with the Purchaser
with respect to the TSA, undertaking a marketing process for a sale
for the Debtors' Remaining Assets and planning an orderly wind-down
for the Debtors' estates that would maximize value for creditors
has required a significant amount of time and energy from the
Debtors and their advisors.  Further, largely due to the current
pandemic, these processes are not yet complete.  As a result, the
Debtors require additional time for the Exclusive Periods to allow
those processes to complete.  The Debtors believe that it is
reasonable to request an extension of the Exclusive Periods to a
date beyond when the Debtors expect the Remaining Assets can be
monetized.  Granting the requested extensions will afford the
Debtors a full and fair opportunity to devote their efforts to the
winding down of the Debtors' business pursuant to a plan process or
otherwise without the distraction, cost and delay of a competing
plan process," the Debtors explain.

The Debtors' Motion is scheduled for hearing on March 3, 2021 at
11:30 a.m. (ET).  The deadline for the filing of objections to the
Motion is set at February 24, 2021, at 4 p.m.

                    About Destination Maternity

Destination Maternity is a designer and omnichannel retailer of
maternity apparel in the United States, with the only nationwide
chain of maternity apparel specialty stores, as well as a deep and
expansive assortment available through multiple online distribution
points, including our three brand-specific websites.  As of August
3, 2019, Destination Maternity operated 937 retail locations,
including 446 stores in the United States, Canada, and Puerto Rico,
and 491 leased departments located within department stores and
baby specialty stores throughout the United States and Canada.  It
also sells merchandise on the Internet, primarily through
Motherhood.com, APeaInThePod.com, and DestinationMaternity.com
websites. Destination Maternity sells merchandise through its
Canadian website, MotherhoodCanada.ca, through Amazon.com in the
United States, and through websites of certain of our retail
partners, including Macys.com.  Destination Maternity's 446 stores
operate under three retail nameplates: Motherhood Maternity(R), A
Pea in the Pod(R), and Destination Maternity(R). It also operates
491 leased departments within leading retailers such as Macy's(R),
buybuy BABY(R), and Boscov's(R). Generally, the company is the
exclusive maternity apparel provider in its leased department
locations.

Destination Maternity and its two subsidiaries sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 19-12256) on Oct. 21,
2019.  As of Oct. 5, 2019, Destination Maternity disclosed assets
of $260,198,448 and liabilities of $244,035,457.

The Honorable Brendan Linehan Shannon is the case judge. The
Debtors tapped Kirkland & Ellis LLP as legal counsel; Greenhill &
Co., LLC as investment banker; Landis Rath & Cobb LLP as local
bankruptcy counsel; Hilco Streambank LLC as intellectual property
advisor; Prime Clerk LLC as claims agent; and Berkeley Research
Group, LLC as restructuring advisor.  BRG's Robert J. Duffy has
been appointed as a chief restructuring officer.

Andrew Vara, acting U.S. trustee for Region 3, on Nov. 1, 2019,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Destination
Maternity Corporation and its affiliates.  The Committee hired
Cooley LLP as lead counsel; Cole Schotz P.C., as Delaware and
conflict counsel; and Province, Inc., as a financial advisor.

In 2019, the Court approved the asset purchase agreement among the
Debtors, the Marquee Brands, LLC as Purchaser, and a contractual
joint venture between Hilco Merchant Resources, LLC and Gordon
Brothers Retail Partners, LLC as Agent.  On December 20, 2019, the
Debtors closed the transaction approved in the APA.



DIAMOND HOLDING: Seeks Conditional Use of Cash Collateral
---------------------------------------------------------
Diamond Holding, LLC asks the U.S. Bankruptcy Court for the Eastern
District of New York for authority to use cash collateral and grant
adequate protection.

The Debtor seeks to use cash collateral to continue the operation
of its business. Without the funds, the Debtor will not be able to
pay its operating expenses to carry on its apartment rental
business. The Debtor's ability to finance its operations and the
availability to it of sufficient working capital and liquidity
through the use of cash collateral is vital to the confidence of
the Debtor's customers, and to the preservation and maintenance of
the going concern value of the Debtor's business.

Prior to the Petition Date, Investors Bank made loans and extended
mortgages encumbering the Debtor's real property located at 255-257
Evergreen Avenue, Brooklyn, NY 11221.  As of the Petition Date, the
aggregate principal amount of $885,873 was outstanding under the
Prepetition Debt, in addition to accrued interest thereon and fees
and expenses owed in connection therewith.

To secure the Prepetition Debt, the Debtor granted to Lender liens
on and security interests in substantially all of the Debtor's
property, wherever located, then owned or thereafter acquired or
arising, and the proceeds, products, rents and profits of all of
the foregoing.  All of the Debtor's cash represents either proceeds
of rentals from tenants in the ordinary course of business or
proceeds of Prepetition Collateral.

The Prepetition Debt was not in default and the Debtor has the
ability to service or to repay that debt.

In addition to the Prepetition Debt, the Debtor has no other
secured debt except for a default Judgement in connection with a
slip and fall case for Awilda Orta in the amount $287,453. The
Debtor anticipates scheduling approximately $12,000 in nonpriority
unsecured claims. These amounts include contingent, disputed, and
unliquidated claims, and the Debtor reserves the right to object to
any claim.

A telephonic hearing on the Motion is scheduled for February 21 at
10 a.m.

A copy of the motion is available at https://bit.ly/3aaWZby from
PacerMonitor.com.

                   About Diamond Holding, LLC

Diamond Holding, LLC is a single asset real estate rental company
with its principal place of business at 255-257 Evergreen Avenue,
Brooklyn, NY 11221. It sought protection under Chapter 11 of the
U.S. Bankruptcy Code. Bankr. E.D. N.Y. Case No. 20-44219 on
December 9, 2020. In the petition signed by Martin Perl, member,
the Debtor disclosed up to $1 million in asset and up to $10
million in liabilities.

Judge Nancy Hershey Lord oversees the case.

Morris Fateha, Esq. is the Debtor's counsel.




DIAMOND HOLDING: Seeks to Hire Morris Fateha as Legal Counsel
-------------------------------------------------------------
Diamond Holding LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to employ the Law Offices of
Morris Fateha as its legal counsel.

The firm will render these legal services:

     (a) advise the Debtor regarding its powers and duties and the
continued management of its property;

     (b) negotiate with the Debtor's creditors in working out a
plan of reorganization and take necessary legal steps to confirm
said plan;

     (c) prepare legal papers;

     (d) appear before the bankruptcy judge and to protect the
interests of the Debtor before the bankruptcy judge, and to
represent the Debtor in all matters pending in the Chapter 11
proceeding; and

     (f) perform all other legal services in connection with the
Debtor's Chapter 11 case.

The firm's current rates are as follows:

     Partner    $375 per hour
     Associates $250 per hour
     Paralegals $150 per hour

In addition, the firm will seek reimbursement for its out-of-pocket
expenses.

Morris Fateha, Esq., the principal attorney at the Law Offices of
Morris Fateha, disclosed in court filings that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached through:    
     
     Morris Fateha, Esq.
     Law Offices of Morris Fateha
     911 Avenue U
     Brooklyn, NY 11223
     Telephone: (718) 627-4600

                  About Diamond Holding LLC

Diamond Holding LLC is a Single Asset Real Estate (as defined in 11
U.S.C. Section 101(51B)).

Diamond Holding LLC filed its voluntary petition for relief under
Chapter 11 of the Bankurptcy Code (Bankr. E.D.N.Y. Case No.
20-44219) on Dec. 9, 2020. The petition was signed by Martin Perl,
member. At the time of filing, the Debtor estimated $500,000 to $1
million in assets and $1 million to $10 million in liabilities.

Judge Nancy Hershey Lord presides over the case.

Morris Fateha, Esq. represents the Debtor as counsel.


DRW HOLDINGS: S&P Assigns 'BB-' Rating on Senior Secured Term Loan
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue rating to DRW Holdings
LLC's new senior secured term loan. This new loan refinances and
upsizes the existing $300 million term loan. The incremental debt
will provide additional stable funding, and S&P expects the company
to use the additional proceeds to boost its trading capital and
liquidity and support continued expansion of its trading business.

S&P said, "We expect that utilization of the additional trading
capital will increase trading book market risk exposure. However,
we expect DRW's earnings retention and reduction in commercial real
estate exposure to allow capital to remain sufficient to keep the
S&P Global Ratings risk-adjusted capital ratio above 7%, in line
with our current ratings expectations."

DRW's profitability was up considerably in 2020 as a result of
COVID-19-related volatility in most financial product markets
globally. While some peers posted even stronger results in 2020,
DRW's diversification of trading assets, strategies, and
geographies helped to limit volatility in results and the number
and severity of loss days relative to some peers.



DURHAM BROTHERS: Seeks Approval to Hire Bankruptcy Attorney
-----------------------------------------------------------
Durham Brothers Builders & Developers, Inc. seeks approval from the
U.S. Bankruptcy Court for the Northern District of Ohio to employ
Donald Butler, Esq., an attorney practicing in Cleveland, to handle
its Chapter 11 case.

Mr. Butler will render these legal services:

     (a) advise the Debtor as to its rights, duties and powers;

     (b) prepare and file legal documents;

     (c) represent the Debtor at all hearings, meetings of
creditors, conferences, trials, and other proceedings in its
Chapter 11 case; and

     (d) perform other necessary legal services.

The Debtor will pay the firm's attorneys and paralegals at $150 per
hour and $100 per hour, respectively.

Mr. Butler disclosed in court filings that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.

The attorney can be reached at:
   
     Donald Butler, Esq.
     Donald Butler & Associates
     1220 West 6th St., Ste. 203
     Cleveland, OH 44113
     Telephone: (216) 621-7260
     Facsimile: (216) 241-1312
     Email: butdon@aol.com

           About Durham Brothers Builders & Developers

Durham Brothers Builders & Developers, Inc. filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ohio Case No. 21-10321) on Jan. 29, 2021, listing under $1
million in both assets and liabilities.  Judge Jessica E. Price
Smith oversees the case.  Donald Butler, Esq., at Donald Butler &
Associates, serves as the Debtor's legal counsel.


ENTERPRISE DEVELOPMENT: S&P Upgrades ICR to 'B-', On Watch Pos.
---------------------------------------------------------------
S&P Global Ratings raised its issuer-credit rating on Yuba County,
Calif.-based Enterprise Development Authority (EDA) to 'B-' from
'CCC+'.

S&P said, "Furthermore, we believe the completion of EDA's proposed
refinancing, which contemplates using excess cash on hand, and
proceeds from a new $475 million term loan B to replace its
existing $10 million revolver (currently undrawn), and repay its
$450 million secured notes and around $80 million in subordinated
debt, will accelerate continued improvement in credit measures.

"Therefore, the issuer credit rating remains on CreditWatch where
we placed it with positive implications on Sept. 18, 2020. If EDA
completes the refinancing as contemplated, we expect to raise our
issuer credit rating on EDA to 'B' from 'B-' once the transaction
closes.

"We also assigned our 'B' issue-level rating to EDA's proposed
credit facility, consisting of a $50 million super-priority
revolver and the $475 million term loan.

"We plan to resolve the CreditWatch listing once EDA completes its
proposed refinancing, which it expects will occur within the next
30 days.

"We believe EDA can maintain EBITDA at a run rate that supports
coverage of fixed charges in the mid-1x area over the next few
years, even under its existing capital structure. EDA's 2020
EBITDA, based on actual results through the nine months ended Sept.
30, and preliminary fourth quarter results, reached a level that
translates into coverage of fixed charges (interest expense,
maintenance capital expenditures [capex], and amortization) in the
high-1x area. We believe EDA can sustain at least this level of
EBITDA generation through 2022, since we believe EDA's property,
the Hard Rock Hotel and Casino – Sacramento at Fire Mountain,
which opened in November 2019, will continue to increase its
database and drive incremental visitation to, and spending at its
property because of Hard Rock's good brand recognition and
management expertise. We believe Hard Rock's widely recognizable
brand will support revenue generation due to guest's familiarity
with the brand, thereby encouraging visitation. Furthermore, we
believe Hard Rock's experience in managing both tribal and
commercial casinos will support the ongoing achievement and
maintenance of cost controls."

The proposed refinancing accelerates EDA's ability to improve
credit measures. The proposed refinancing transaction will improve
EDA's debt to EBITDA and EBITDA interest coverage since EDA is
using excess cash on hand to help refinance existing debt, thereby
reducing the total amount of funded debt in its capital structure
by about $55 million at close, and is replacing high cost notes
with a lower priced term loan. Additionally, the refinancing will
allow EDA to repay debt over time using its improved cash flow as
its new capital structure will consist entirely of prepayable debt
and its term loan B amortizes at 5% per year, higher than the
standard 1%. S&P said, "Under our base case forecast, and pro forma
for the completion of the refinancing, we expect debt to EBITDA in
the low- to mid-3x area, and EBITDA coverage of interest expense in
the high-5x area, through 2022. These credit measures are aligned
with a 'B' issuer credit rating for EDA, in our view."

S&P said, "We expect additional competition in EDA's market in 2023
will drive a modest decline in EBITDA, which we believe it can
absorb at a 'B' rating under the proposed capital structure.   The
Wilton Rancheria casino, to be located around 20 miles south of
Sacramento, will compete with EDA for customers in Sacramento, a
large feeder market for EDA, and areas that are equidistant between
the properties. We believe EDA will likely lose some customers to
the new casino, since the Wilton Rancheria casino will be closer to
Sacramento, and this will result in at least a modest (around 20%)
reduction in EDA's revenue and EBITDA in 2023 relative to 2022,
based on our preliminary estimates and assuming the currently
contemplated Wilton Rancheria project opens in one phase with no
material changes. Nevertheless, we believe EDA will retain a
competitive advantage relative to Wilton Rancheria given our view
of the Hard Rock brand's strength, the expected entertainment
offerings associated with Hard Rock and its location near the
Toyota Ampitheatre, and the operating track record EDA will have in
the market and an established database of customers to which it can
market. We are forecasting the Wilton Rancheria property will open
in early-2023 since it is our understanding the project still needs
to obtain financing, and then begin construction.

"In a scenario where the proposed refinancing closes, and under our
base case forecast, incorporating around a 20% EBITDA decline in
2023, we expect EDA can maintain debt to EBITDA below 5x and
coverage of interest coverage of at least 2x, which we view as
aligned with a 'B' issuer-credit rating for EDA. This is because we
expect debt balances to continue to decline through 2023 given
required amortization and an excess cash flow sweep under the
proposed term loan. However, in the unlikely scenario EDA does not
complete the proposed refinancing, we do not believe it would be
able absorb the new competition and maintain credit measures
aligned with a 'B' rating, since in that scenario, debt balances
would largely remain the same at a time EBITDA would be
declining."

EDA is highly vulnerable to event risk since it operates a single
asset.   As a single casino operator, EDA lacks geographic
diversity. Its reliance on a single property to generate cash flow
and service its debt heightens its vulnerability to adverse
competitive changes, event risks--like casino closures because of
public health concerns (given EDA's sovereign status, the Tribe has
discretion with respect to the closure of the property) or
weather-related events like wildfires, and regional economic
weakness. Adverse events can drive significant EBITDA volatility
and liquidity stress.

S&P said, "The CreditWatch positive listing reflects our
expectation that we will raise our issuer-credit rating on EDA to
'B' once it completes its proposed refinancing. The upgrade would
incorporate accelerated improvement in leverage given the use of
excess cash to reduce overall funded debt by about $55 million,
expected increased operating cash flow given lower interest on the
proposed term loan, and the addition of prepayable debt to the
capital structure, which will support debt reduction over time.
Under the proposed refinancing and incorporating the potential
impact of future competition, we believe EDA will be able to
sustain debt to EBITDA under 5x and EBITDA coverage of interest
above 2x, measures that we view as aligned with a one-notch higher
rating for EDA. We intend to resolve the CreditWatch listing once
EDA completes its proposed refinancing."



EVIO INC: Enters Into $174,445 Convertible Promissory Note
----------------------------------------------------------
EVIO, Inc. entered into an 8% convertible promissory note with
existing note holder in the amount of $174,445.  The company
received $150,000 of the proceeds, with $7,000 allocated to legal
expenses, and an original issue discount of $17,445.

The note maybe prepaid based on the following schedule:

    Days Since Effective Date    Prepayment Amount
    -------------------------    -----------------
           0-90                  125% of Principal Amount
          91-180                 135% of Principal Amount
           181+                  150% of Principal Amount

At any time after the Original Issue Date until the Note is no
longer outstanding, the Note shall be convertible at the lower of
$0.006 or 70% of the lowest daily trade price in the 20 Trading
Days prior to the Conversion Date.

The company has also entered into agreements with debenture holders
from the Jan. 29, 2018, Oct. 17, 2018 and Oct. 23, 2018 funding
events to modify the terms of their debentures.  The terms of the
amendment, extend the maturity of these debentures to Dec. 31, 2021
and modify the conversion price to $0.003.  As of Feb. 4,
approximately $4.25 million of the outstanding $5.183 million have
accepted the terms of the amendment.

                        About EVIO, Inc.

EVIO, Inc., formerly Signal Bay, Inc. -- http://www.eviolabs.com--
provides analytical testing and advisory services to the emerging
legalized cannabis industry.  The Company is domiciled in the State
of Colorado, and its corporate headquarters is located in Bend,
Oregon.

Evio reported a net loss of $20.67 million for the year ended Sept.
30, 2019, compared to a net loss of $11.94 million on for the year
ended Sept. 30, 2018.  As of June 30, 2020, the Company had $6.85
million in total assets, $21.55 million in total liabilities, and a
total deficit of $14.69 million.

BF Borgers CPA PC, in Lakewood, CO, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
May 18, 2020 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.


FILLIT INC: Wants Plan Exclusivity Extended Until June 28
---------------------------------------------------------
Debtor Fillit, Inc., asks the U.S. Bankruptcy Court for the
District of New Jersey, to extend by 90 days the Debtor's exclusive
period to file a Chapter 11 plan from March 30, 2021, through and
including June 28, 2021, and to solicit votes from May 29, 2021,
through and including August 27, 2021. This is the Debtor's first
request for an extension of the Exclusive Periods.

The Debtor has made significant progress in this Chapter 11 Case in
a short period of time. Within the approximately two months since
the Petition Date, the Debtor has, among other things:
a) obtained final approval of debtor-in-possession financing (the
"DIP Facility");
b) successfully defended a motion to dismiss;
c) retained counsel and a financial advisor;
d) filed a motion to establish a claims bar date in this Chapter 11
Case;
e) continued preliminary environmental review and research of the
Debtor's real property (the "Fillit Property");
f) prepared and filed its Schedules of Assets and Liabilities and
Statement of Financial Affairs, and certain amendments thereto;
and
g) attended to numerous other issues in connection with the
administration of this Chapter 11 Case.

In addition to the Debtor's progress in this Chapter 11 Case, as
set forth above, the Debtor has engaged constructively with its key
stakeholders throughout this case. For example, the Debtor has
engaged the Borough of Palmyra (the "Borough") and the New Jersey
Department of Environment Protection (the "NJDEP") in discussions
regarding the proposed remediation and redevelopment of the Fillit
Property. The Debtor has also worked in good faith to modify the
automatic stay to allow the Borough to conduct an appraisal of the
Fillit Property, so as to not delay any proposed eminent domain
proceeding to the extent the Debtor is unable to successfully
confirm a plan of reorganization in this Chapter 11 Case.

The Debtor has continued its preliminary environmental review and
research of the Fillit Property. Hull & Associates, LLC has been
retained to perform a new Phase I environmental site assessment
consistent with applicable provisions of New Jersey environmental
law, including New Jersey Administrative Code ("N.J.A.C.") 7:26E
and the NJDEP Technical Requirements for Site Remediation, as well
as ASTM E-1527-13 Standards to Establish the Bona Fide Prospective
Purchaser's Defense by Satisfying the All Appropriate Inquiries
Rule.

Counsel for NP Palmyra, LLC and the Debtor also have commenced
discussions with counsel for NJDEP regarding applicable remediation
requirements to remediate the Fillit Property to meet NJDEP's
applicable laws and regulations. Additionally, initial research is
being performed to identify potentially responsible parties in
connection with potential cost recovery actions for historical
liabilities at the Fillit Property.

Also, the Debtor expects to be in a position to draft a plan of
reorganization after the passing of the proposed Claims Bar Date,
which is currently projected to be on April 9, 2021.

The Debtor filed such Motion to extend to provide flexibility in
the event additional time is required:
(i) to review and analyze filed claims against the Debtor's estate;

(ii) for further discussions with stakeholders and parties in
interest in this Chapter 11 Case;
(iii) to finish preparing its proposed plan of reorganization and
accompanying disclosure statement; and/or
(iv) to safeguard the Debtor's exclusivity rights against any
unexpected contingencies after the plan is filed.

A copy of the Debtor's Motion to extend is available from
PacerMonitor.com at https://bit.ly/3pe1BBQ at no extra charge.

                              About Fillit, Inc.

Fillit, Inc., d/b/a Fillit Corp., is engaged in activities related
to real estate.

Fillit sought Chapter 11 protection (Bankr. D.N.J. Case No.
20-23140) on November 30, 2020. In the petition signed by James
Campo, president, the Debtor was estimated to have $10 million to
$50 million in assets and $1 million to $10 million in liabilities
as of the bankruptcy filing.  

The Honorable Christine M. Gravelle is the case judge. LOWENSTEIN
SANDLER, LLP, led by Kenneth A. Rosen, is the Debtor's counsel.


FORM TECHNOLOGIES: S&P Downgrades ICR to 'CC', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Form
Technologies LLC to 'CC' from 'CCC' and the issue-level rating on
its second-lien debt to 'C' from 'CCC-'. S&P's 'CCC' issue-level
rating on the company's first-lien debt remains unchanged.

As a part of its transaction support agreement, Form Technologies
LLC announced it is raising $300 million in preferred equity from
existing and new investors in order to pay down a significant
portion of its outstanding first-lien term loan and revolving
credit facility (RCF), and repay its entire second-lien term loan
at approximately a 3% discount to par. In addition, the company
will extend the maturity of its RCF and first-lien loan to 2025.

S&P said, "The negative outlook reflects our intent to lower our
issuer credit rating on Form Technologies LLC to 'SD' (selective
default) and our issue-level rating on its second-lien debt to 'D'
when it completes the proposed recapitalization. Per our criteria,
this is the case even though the investors may accept the offer
voluntarily and no legal default has occurred.

"Shortly thereafter, we plan to review our ratings on Form
Technologies, incorporating our view of the company's operating
prospects and forward-looking opinion on the company's
creditworthiness, and raise our ratings above 'CC'.

"The downgrade reflects our view that the proposed recapitalization
represents a selective default on the second-lien term loan. Form
Technologies faces the maturity of its RCF in July 2021 and the
larger maturity of its first-lien term loan in January 2022.
Therefore, we believe there is a high likelihood of a conventional
default absent the proposed transaction. Specifically, we view the
proposed transaction as tantamount to a default on the second-lien
debt because the lenders will receive approximately a 3% discount
to par value, which we believe is less than the original promise.
Per our criteria, this is the case even though the investors may
accept the offer voluntarily and no legal default has occurred.
Additionally, under the proposed transaction, the company will
extend the maturity of its first-lien debt to 2025 and we believe
the proposal incorporates sufficient offsetting compensation, in
the form of increased interest rates and a commitment fee.

"We view the transaction as highly likely to close. Our opinion is
based on the Form Technologies' recent announcement that it has
obtained support from all of its revolving lenders, 70% of its
first-lien debtholders, and 85% of its second-lien debtholders."
The contemplated restructuring includes:

-- Extending the maturity of its RCF to April 2025;

-- Extending the maturity of its first-lien term loan to July
2025;

-- Repaying its existing second-lien term loan at a small discount
to par value;

-- Paying down a portion of its first-lien term loan;

-- A new $175 million second-out first-lien term loan provided by
existing lenders; and

-- An investment of $300 million of new preferred equity from a
combination of existing shareholders and third-party investors.

S&P said, "We expect the company's proposed transaction to reduce
its debt by approximately $300 million (roughly $240 million on the
first-lien term loan and $60 million on the RCF). Based on the
terms of the preferred equity, we will likely treat it as debt when
calculating our adjusted credit ratios.

"The negative outlook reflects our intent to lower our issuer
credit rating on Form Technologies LLC to 'SD' and our issue-level
rating on its second-lien debt to 'D' when it completes the
proposed recapitalization. Shortly thereafter, we plan to review
our ratings on Form Technologies, incorporating our view of the
company's operating prospects and forward-looking opinion on the
company's creditworthiness, and raise our ratings above 'CC'."



FRANCHISE GROUP: Moody's Assigns 'B1' Corp. Family Rating
---------------------------------------------------------
Moody's Investors Service assigned ratings to Franchise Group,
Inc., including a B1 corporate family rating and B1-PD probability
of default rating. Moody's also assigned an SGL-2 speculative grade
liquidity rating, reflecting its expectation for good liquidity.
The outlook is stable. At the same time, Moody's assigned ratings
to the proposed term loans for Franchise Group and Franchise Group
Newco PSP, LLC as co-borrower, including a Ba3 rating to its $750
million first out senior secured term loan, B2 rating to its $250
million last out senior secured term loan, and B3 rating to its
$300 million unsecured term loan.

On January 25, 2021[1], Franchise Group announced that it entered
into a definitive agreement to acquire Pet Supplies Plus ("PSP"),
an omnichannel retail chain and franchisor of pet supplies and
services, in an all cash transaction valued at approximately $700
million, or around 8.75 times PSP's estimated fiscal year 2020
adjusted EBITDA as calculated by management. Proceeds from the term
loans will be used to acquire PSP, refinance existing Franchise
Group indebtedness, and pay transaction fees and expenses. The
ratings are subject to review of final documentation.

The rating assignment incorporates governance considerations
including the company's aggressive financial policies, including
the use of significant amount of free cash flow to pay a growing
dividend over time and an acquisitive growth strategy. However,
this is balanced against a more moderate leverage policy, with a
recent track record of issuing equity to help fund acquisitions and
significant debt reduction in 2020. When considering the proposed
acquisition of PSP, pro forma leverage, as measured by lease
adjusted debt/EBITDAR as of December 31, 2020, will be around 3.6x;
although EBITA/Interest is more modest at less than 1.75x. Moody's
expects the company to reduce leverage and improve coverage metrics
over the next 12-18 months through debt reduction and earnings
growth, and that it will maintain moderate leverage levels over the
longer term.

Assignments:

Issuer: Franchise Group, Inc.

Probability of Default Rating, Assigned to B1-PD

Speculative Grade Liquidity Rating, Assigned to SGL-2

Corporate Family Rating, Assigned to B1

First Out Senior Secured Term Loan, Assigned Ba3 (LGD3)

Last Out Senior Secured, Assigned B2 (LGD4)

Senior Unsecured Term Loan, Assigned B3 (LGD5)

Outlook Actions:

Issuer: Franchise Group, Inc.

Outlook Assigned to Stable

RATINGS RATIONALE

Franchise Group's B1 CFR reflects its moderate financial leverage,
with estimated lease-adjusted debt/EBITDAR of around 3.6 times, pro
forma for the full year effect of recent acquisitions, including
PSP. Moody's expects the company to reduce leverage over the next
12-18 months through debt reduction and earnings growth, and that
it will maintain moderate leverage levels over the longer term. The
rating is supported by the strategic benefits of the proposed
acquisition of PSP, including increased industry and product
diversification, as the company will operate in five separate
segments with demonstrated economic resilience.

The rating is constrained by governance factors including the
company's policy to use a significant amount of free cash flow to
pay a growing dividend over time, and an acquisitive growth
strategy. However, this is balanced against a track record of
issuing equity to help fund acquisitions. While Moody's expects the
company to maintain moderate leverage over the longer term,
potential acquisitions could temporarily increase leverage above
current levels. Franchise Group's limited consolidated operating
history is also a key consideration. Given that the company has
rapidly grown through five successive acquisitions since being
formed in July 2019, it has yet to prove that its business
strategies and financial policies are sustainable over the longer
term.

The Ba3 rating on Franchise Group's proposed $750 million first out
senior secured term loan reflects first lien claim on substantially
all assets of the borrower and guarantors, other than receivables
and inventory, on which it will have a second lien position behind
the company's $225 million ABL revolving credit facilities (not
rated by Moody's). The B2 rating on the proposed $250 million last
out senior secured term loan reflects its junior claim position
relative to both the first out senior secured term loan and ABL.
The B3 rating on the proposed $300 million unsecured term loan
reflects its junior position to the sizeable amount of secured debt
in the capital structure. The term loans will be guaranteed by each
material wholly-owned domestic subsidiary.

Franchise Group's SGL-2 Speculative Grade Liquidity Rating reflects
its good liquidity, supported by positive, yet seasonal, free cash
flow, pro forma balance sheet cash of around $170 million, full
availability under its ABL revolving credit facilities, ample
cushion under proposed financial covenants, and access to alternate
liquidity sources such as potential future store franchising
opportunities.

The secured term loans are expected to contain covenant flexibility
for transactions that could adversely affect creditors. The term
loans will allow an incremental first out facility up to (a) the
greater of (i) $300 million and (ii) 100% of Consolidated EBITDA,
plus (b) an unlimited amount of pari passu debt so long as the
First Lien Net Leverage Ratio is no greater than the First Lien Net
Leverage Ratio at closing. Unrestricted subsidiaries are not
permitted, precluding the transfer of assets to such subsidiaries.
The credit facilities may also include: the requirement that only
wholly-owned subsidiaries act as subsidiary guarantors, raising the
risk that guarantees may be released following a partial change in
ownership subject to provisions that restrict such releases unless
the transaction that causes such subsidiary to case to be
wholly-owned is (i) consummated with a bona fide third-party
non-affiliate for fair market value, (ii) such subsidiary does not
own or have any exclusive license of material intellectual property
or own equity of a person that does, and (iii) the primary purpose
of such transaction is not the release of any guarantee or lien of
such subsidiary; an obligation to prepay obligations with 100% of
the net proceeds of asset sales, with steps down to 50% and 0%
subject to achieving a First Lien Net Leverage Ratio equal to or
less than 0.50x and 1.00x, respectively, less than the First Lien
Net Leverage Ratio on the Closing Date, weakening control over
collateral.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The stable outlook reflects Moody's expectation that Franchise
Group will maintain moderate leverage and improve interest
coverage, while maintaining dividends and pursuing organic and
acquisitive growth over the next 12 months.

Ratings could be downgraded if operating performance or credit
metrics deteriorate through sales or profit declines or
encountering acquisition integration issues. More aggressive
financial policies, such as maintaining higher leverage through
significant debt funded shareholder returns or acquisitions, or a
deterioration in liquidity, could also lead to a downgrade.
Specific metrics include Debt/EBITDA maintained above 4x or
EBIT/interest below 2x.

Ratings could be upgraded over time if Franchise Group demonstrates
steady revenue and profit growth, successful acquisition
integration and synergy realization, and positive free cash flow.
An upgrade would also require a balanced financial policy that
allows the company to maintain debt/EBITDA below 3x and
EBIT/Interest above 2.5x.

Franchise Group, Inc. (NASDAQ: FRG), through its subsidiaries,
operates franchised and franchisable businesses including Liberty
Tax Service (tax-preparation services), American Freight (value
furniture and appliance retailer), Buddy's Home Furnishings
(rent-to-own retailer) and The Vitamin Shoppe (specialty health
supplement retailer). On a combined basis, Franchise Group
currently operates over 4,000 locations predominantly located in
the US and Canada that are either Company-run or operated pursuant
to franchising agreements. Pro-forma revenue, including PSP,
approaches $3.0 billion.

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


FRICTIONLESS WORLD: Arbitration & Trade Creditors Deals Okayed
--------------------------------------------------------------
The Official Committee of Unsecured Creditors and the Arbitration
Creditors submitted the First Amended Disclosure Statement to the
First Amended Chapter 11 Plan of Liquidation for Debtor
Frictionless World, LLC.

The Debtor operated as a debtor-in-possession from the Petition
Date until October 1, 2020, when Tom H. Connolly became the Chapter
11 Trustee of the Debtor to control all assets of the Debtor's
Estate, by Order of the Bankruptcy Court.  On Oct. 29, 2020, the
Bankruptcy Court entered an order authorizing the Trustee to take
all actions necessary and appropriate to terminate the Debtor's
business operations, including carrying out the sale of the
Debtor's remaining inventory at the Trustee's discretion by private
sale.  As part of that Order, the Trustee was permitted to
terminate the employment of the Debtor's employees as of Oct. 30,
2020.

In the Trustee's Report of Sale, dated Nov. 10, 2020, and Jan. 7,
2021, the Trustee reported that his successful sale of a large
portion of the Debtor's inventory yielded sale proceeds of $420,799
and $160,895, respectively. The Trustee is in the process of
further liquidating the Debtor's remaining assets for the benefit
of the Estate.  The Trustee has advised the Plan Proponents that
there are no remaining accounts receivable of the Debtor to be
collected.

On November 19, 2020, the Trustee filed motions to approve
settlements reached with (a) the Arbitration Creditors (the
"Arbitration Settlement") and (b) certain trade creditors (Tiya
International Co., Ltd.; Intradin (HuZhou) Precision Technology
Co., Ltd.; Ningbo NGP Industry Co., Ltd.; and Agtec Industries
Pvt., Ltd.) (the "Trade Creditor Settlement").  On Jan. 21, 2021,
the Court entered the Order Approving Compromise of Arbitration
Dispute (the "Arbitration Settlement Order"); and Order Approving
Stipulation Resolving Objections to Trade Creditor Claims (the
"Trade Creditor Settlement Order").

Pursuant to that agreement between and among the Arbitration
Creditors and the Committee, on the Effective Date or as soon as
practicable thereafter, each holder of an Allowed General Unsecured
Claim shall receive, on account of and in full and complete
settlement, release and discharge of, and in exchange for its
Allowed General Unsecured Claim, the following:

     * Each holder of an Allowed Arbitration Creditor Claim shall
receive its Pro Rata Share of the Arbitration Creditor
Distributable Assets and the Beneficial Interest in the Liquidating
Trust in accordance with the Liquidating Trust Agreement. The
Arbitration Creditor Distributable Assets shall consist of: fifty
percent (50%) of Net Cash in the Estate on the Effective Date;
fifty percent (50%) of the proceeds from the post-Effective Date
liquidation of the Other Assets; ninety percent (90%) of the Net
Litigation Proceeds; and any and all Excess Proceeds.

     * Each holder of an Allowed Trade Creditor Claim, including
any Trade Creditor Claim which becomes an Allowed General Unsecured
Claim thereafter, shall receive its Pro Rata Share of (i) the Trade
Creditor Distributable Assets and (ii) the Beneficial Interest in
the Liquidating Trust in accordance with the Liquidating Trust
Agreement. The Trade Creditor Distributable Assets shall consist
of: fifty percent (50%) of Net Cash in the Estate on the Effective
Date; fifty percent (50%) of the proceeds from the post- Effective
Date liquidation of the Other Assets; and ten percent (10%) of the
Net Litigation Proceeds.  
     
     * The Arbitration Creditor Claims, which were the subject of
certain objections, have been settled with the Trustee, and
approved by the Arbitration Settlement Order as follows: the
Trustee has agreed that Frictionless, LLC's Claim shall be allowed
in the amount of $7,000,000; the Trustee has agreed that CIU's
Claim shall be allowed in the amount of $369,444; the Trustee has
agreed that Z.L. Investment's Claim shall be allowed in the amount
of $5,000; and the Trustee shall grant the Arbitration Creditors a
worldwide, perpetual, nonexclusive, royalty-free license, with the
right to sublicense, in and to any assets of the Estate comprised
of intellectual property rights in the form of patents, trademarks,
copyrights, or trade secrets of the Debtor.

     * The Claims of certain Trade Creditors, which were the
subject of certain objections, have been settled with the Trustee
as follows: the Trustee has agreed that Tiya International's Claim
shall be allowed in the amount of $675,000; the Trustee has agreed
that Intradin (Huzhou) Precision Technology Co., Ltd.'s Claim shall
be allowed in the amount of $240,000; the Trustee has agreed that
Ningbo NGP Industry Co., Ltd.'s Claim shall be allowed in the
amount of $1,350,000; and the Trustee has agreed that Agtec
Industries Pvt. Ltd.'s Claim shall be allowed in the amount of
$20,000.

Equity Interests shall be entitled to Distributions only after each
of the holders of the Arbitration Creditor Claims and each of the
holders of the Allowed Trade Creditor Claims is Fully Paid.  

The Liquidating Trustee shall, after entry of the Confirmation
Order, liquidate the Estate's remaining assets, make distributions
to creditors under the Plan and the Plan Trust and otherwise
administer the remaining business affairs of the Debtor including
the winding up of the Debtor.  

A full-text copy of the First Amended Disclosure Statement dated
Feb. 5, 2021, is available at https://bit.ly/3piZvAG from
PacerMonitor.com at no charge.

Counsel for Official Committee:

     ARCHER & GREINER, P.C.
     Three Logan Square
     1717 Arch Street, Suite 3500
     Philadelphia, PA 19103
     Telephone: (215) 963-3300

         - and -

     HOLLAND & HART LLP
     555 17th Street, Suite 3200
     Denver, CO 80202
     Telephone: (303) 295-8000

Counsel for Frictionless, Changzhou Zhong and Changzhou Inter:

     SHERMAN & HOWARD L.L.C.
     633 Seventeenth Street, Suite 3000
     Denver, CO 80202
     Telephone: (303) 297-2900

         - and -

     K&L GATES LLP
     1601 K Street, NW
     Washington, D.C. 20006
     Telephone: (202) 778-9200  

                    About Frictionless World

Frictionless World, LLC -- https://www.frictionlessworld.com/ --
provides professional grade outdoor power equipment, replacement
parts for tractors, hitches and agricultural implements, gate and
fence equipment, lithium ion powered tools, and ice fishing
equipment. It offers brands such as Dirty Hand Tools, RanchEx,
Redback, Trophy Strike and Vinsetta Tools.

Frictionless World sought Chapter 11 protection (Banks. D. Col.
Case No. 19-18459) on Sept. 30, 2019. The Hon. Michael E. Romero is
the case judge. In the petition signed by CEO Daniel Banjo, the
Debtor disclosed total assets of $14,600,503 and total liabilities
of $17,364,542.

The Debtor tapped Wadsworth Garber Warner Conrardy P.C. as
bankruptcy counsel; Thomas P. Howard, LLC as special counsel; r2
Advisors, LLC as financial advisor; and Three Twenty-One Capital
Partners, LLC as investment banker.

The Office of the U.S. Trustee appointed creditors to serve on the
official committee of unsecured creditors on Nov. 20, 2019. JW
Infinity Consulting LLC, is the financial advisor to the
Committee.

Tom Connolly was appointed as Chapter 11 trustee effective as of
October 1, 2020.  The trustee is represented by Faegre Drinker
Biddle & Reath, LLP.


FUSE GROUP: Incurs $79K Net Loss for Quarter Ended Dec. 31
----------------------------------------------------------
Fuse Group Holding Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $79,942 on $100,000 of revenue for the three months ended Dec.
31, 2020, compared to a net loss of $29,411 on $250,000 of revenue
for the three months ended Dec. 31, 2019.

As of Dec. 31, 2020, the Company had $1.16 million in total assets,
$190,635 in total liabilities, and $968,749 in total stockholders'
equity.

The Company had an accumulated deficit of $6.05 million at Dec. 31,
2020.  In addition, the Company's business and services and results
of operations have been adversely affected and continue to be
adversely affect by the COVID-19, these raise substantial doubt
about the Company's ability to continue as a going concern.

Management intends to raise additional funds by way of a private or
public offering, or by obtaining loans from banks or others.  While
the Company believes in the viability of its strategy to generate
sufficient revenue and in its ability to raise additional funds on
reasonable terms and conditions, there can be no assurances to that
effect.  The ability of the Company to continue as a going concern
is dependent upon the Company's ability to further implement its
business plan and generate sufficient revenue and its ability to
raise additional funds by way of a public or private offering.

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

https://www.sec.gov/ix?doc=/Archives/edgar/data/1636051/000118518521000167/fuseent20201231_10q.htm

                         About Fuse Group

Headquartered in Arcadia, CA, Fuse Group provides consulting
services to mining industry clients to find acquisition targets
within the parameters set by the clients, when the mine owner is
considering selling its mining rights.  The services of Fuse Group
and Fuse Processing, Inc. include due diligence on the potential
mine seller and the mine, such as ownership of the mine and whether
the mine meets all operation requirements and/or is currently in
operation.

Fuse Group reported a net loss of $51,411 for the year ended Sept.
30, 2020, compared to a net loss of $79,656 for the year ended
Sept. 30, 2019.  As of Sept. 30, 2020, the Company had $1.24
million in total assets, $191,102 in total liabilities, and 1.05
million in total stockholders' equity.

El Segundo, Calif.-based Prager Metis, CPA's LLP, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Dec. 16, 2020, citing that the Company had recurring
losses from operations and an accumulated deficit.  These
conditions, among others, raise substantial doubt about the
Company's ability to continue as a going concern.


GARRETT MOTION: Equity Committee Seeks Approval to Hire KPMG LLP
----------------------------------------------------------------
The official committee of equity securities holders appointed in
the Chapter 11 cases of Garrett Motion Inc. and affiliates seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York to employ KPMG LLP in Canada as a quality of earnings
advisor.

KPMG will render these services:

     (a) obtain and review public and other information available
in the virtual data room and develop an understanding of
operations;

     (b) identify, and where possible quantify, potential earnings
before interest, taxes, depreciation, and amortization
normalization items;

     (c) comment on working capital trends for the historical
period;

     (d) obtain and review analysis of historical and future
capital cost requirements; and

     (e) inquire about significant commitments and contingent
liabilities.

KPMG will seek compensation for a fixed fee of $160,000 for its
services and reimbursement for out-of-pocket expenses.

Peter Graham, a partner at KPMG, disclosed in court filings that
the firm is a "disinterested person" within the meaning of Section
101(14) of the Bankruptcy Code.

The firm can be reached through:
   
     Peter J. Graham
     KPMG LLP
     Bay Adelaide Centre, Suite 4600
     333 Bay Street
     Toronto, ON M5H 2S5
     Telephone: (416) 777-8500
     Facsimile: (416) 777-8818

                      About Garrett Motion

Based in Switzerland, Garrett Motion Inc. (NYSE: GTX) designs,
manufactures and sells highly engineered turbocharger and
electric-boosting technologies for light and commercial vehicle
original equipment manufacturers and the global vehicle and
independent aftermarket.

Garrett Motion and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-12212) on Sept. 20, 2020.

Garrett disclosed $2.066 billion in assets and $4.169 billion in
liabilities as of June 30, 2020.

Judge Michael E. Wiles oversees the cases.

The Debtors tapped Sullivan & Cromwell LLP as counsel, Quinn
Emanuel Urquhart & Sullivan LLP as co-counsel, Perella Weinberg
Partners and Morgan Stanley & Co. LLC as investment bankers, and
AlixPartners LP as restructuring advisor. Kurtzman Carson
Consultants LLC is the claims agent.

On Oct. 5, 2020, the U.S. Trustee for Region 2 appointed a
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.  White & Case LLP and Conway MacKenzie, LLC serve as the
committee's legal counsel and financial advisor, respectively.

An official committee of equity securities holders has also been
appointed in the Debtors' cases and is represented by Kasowitz
Benson Torres LLP.


GARRETT MOTION: Feb. 16 Hearing on Bid to End Exclusivity
---------------------------------------------------------
The Honorable Michael E. Wiles of the U.S. Bankruptcy for the
Southern District of New York will hold a hearing on Feb. 16 to
consider the request of the official committee of equity security
holders in the Chapter 11 cases of Garrett Motion Inc. to terminate
the period within which Garrett Motion Inc. and its affiliates have
the exclusive right to file and solicit acceptances of a Chapter 11
plan.

The Court denied the Equity Committee's request to hold an
expedited hearing on its request.

As previously reported by the Troubled Company Reporter on January
28, 2021, the Equity Committee asked the Court to terminate the
Debtor's exclusive periods to file a Chapter 11 Plan and solicit
acceptances to the plan.  The Equity Committee also asked the Court
to expedite the hearing on its motion.

According to the Equity Committee, the Debtors at the outset of the
Chapter 11 Cases claimed they needed to restructure their
unsustainable liability burden inherited from Honeywell
International Inc. The Debtors sought to restructure a "financially
extraordinary indemnity contract" that Honeywell imposed on Garrett
ASASCO Inc. to reimburse Honeywell, among other things, for legacy
asbestos exposure arising from an unrelated Honeywell business, up
to $5.25 billion over 30 years.

Two of the Debtors' shareholders, Centerbridge Partners, L.P. and
Oaktree Capital Management, L.P., also known as the COH Group,
reached an agreement with Honeywell that provided for (i) the
settlement of Honeywell's claims against ASASCO; and (ii) the
transfer of virtually all of the Debtors' equity value to
Centerbridge, Oaktree and a select group of the Debtors'
shareholders, known as the Additional Insider Shareholders.  

The Debtors commenced an auction on December 21, 2020. In addition
to a stalking horse bid submitted by KPS, which consisted of AMP
U.S. Holdings, LLC and AMP Intermediate B.V., two other bids were
submitted: one by the COH Group and one by the OWJ Group, which
consisted of Owl Creek Asset Management, L.P., Warlander Asset
Management, L.P., Jefferies LLC, and other investors. After the
auction, the Debtors declared the KPS Bid the highest and best
offer received in the auction and, on January 8, 2021, filed its
plan and disclosure statement predicated upon the KPS Bid.

After the conclusion of the auction and the declaration of the KPS
Bid as the highest and best bid, the Debtors received a modified
proposal from the COH Group containing only minor enhancements to
its original proposal. The revised COH Group proposal offered a
cash-out option to shareholders of $6.25 per share, nominally lower
than the value of its original proposal where it claimed the value
to shareholders was $6.28 per share. The only other purported
improvement the COH Group offered in its revised proposal was an
increase in the rights offering from $100 million to $200 million
for all prepetition shareholders who do not exercise the cash-out
option, including members of the COH Group.  
   
On January 11, 2021, the Debtors declared that they had signed a
plan support agreement with the COH Group and decided to pursue the
COH Group Bid. The COH Plan Term Sheet sets forth the following
principal terms:

     (i) Treatment of Centerbridge, Oaktree, and the Additional
Insider Shareholders: Centerbridge, Oaktree, and the Additional
Insider Shareholders shall receive Convertible Series A Preferred
Stock -- COH Convertible Series A Preferred Stock -- at a purchase
price of $1,250,800,000, with an 11% per annum dividend payable in
cash or PIK at the option of the reorganized GMI (subject to
certain conditions).  Each holder of the COH Convertible Series A
Preferred Stock shall have the right to convert its shares into
common stock of the reorganized GMI based on a conversion right of
$3.50 per common share (subject to certain conditions).

    (ii) Treatment of Non-insider Shareholders: Each shareholder
shall have the option to elect to either (i) retain its equity
interest in the reorganized GMI (subject to dilution by the COH
Convertible Series A Preferred Stock given to Centerbridge,
Oaktree, and the Additional Insider Shareholders), or (ii) receive
$6.25 per share in cash (the "Cash-Out Option").

   (iii) Rights Offering: Centerbridge, Oaktree, the Additional
Insider Shareholders, and all other shareholders that have not
exercised the Cash-Out Option shall receive subscription rights to
purchase shares of the COH Convertible Series A Preferred Stock at
a purchase price of $200 million in the aggregate in cash.

    (iv) Settlement with Honeywell: Honeywell shall receive $1.209
billion in payments, comprised of an initial payment of $375
million in cash, and new Series B Preferred Stock of the
reorganized company, providing for $834.8 million in total payment,
divided into yearly payments starting in 2022 through 2030.
Honeywell shall further receive a "put" option whereby the Debtors
are required to pay the full amount of Honeywell's claims in
advance if certain EBITDA levels are achieved.

     (v) Treatment of DIP Facility Claims: Payment in full in cash
on the Effective Date.

    (vi) Treatment of Holders of Secured Credit Facility Claims:
Payment in full in cash on the Effective Date of all outstanding
principal and accrued interest at the contractual non-default
rate.

   (vii) Treatment of Holders of Claims Under the Senior Notes:
Payment in full in cash on the Effective Date of (a) all
outstanding principal and accrued and unpaid interest under the
Senior Notes at the contractual non-default rate; and (b) $15
million on account of certain claims purportedly based on the
Applicable Premium outlined in the Senior Notes' indenture.

(viii) General Unsecured Claims: Each general unsecured creditor
shall receive, at the option of Centerbridge and Oaktree: (i)
reinstatement of its allowed General Unsecured Claim according to
Section 1124 of the Bankruptcy Code; or (ii) payment in full in
cash on the Effective Date or when the claim is contractually due.

The PSA also includes a "no-shop" provision that purports to
prevent the Debtors from actively exploring alternative,
value-maximizing plans.

The Equity Committee explained that since its formation, it has
explored strategic alternatives to maximize value for its
constituents and the Debtors' other stakeholders, including through
a stand-alone Chapter 11 plan that would (i) reinstate the equity
security interests in GMI; (ii) refinance the Debtors' funded debt;
and (iii) raise new capital through the issuance of redeemable
preferred stock. They further tell the Court that before the
Debtors announced their support of the COH Plan, they repeatedly
assured the Equity Committee that they remained open to considering
a stand-alone plan proposed by the Equity Committee or other
stakeholders.

"As part of that process, the Equity Committee's proposed
investment banker, Cowen, and Company, LLC, launched a marketing
process, contacting potential financing sources to provide equity
capital to sponsor a stand-alone plan that would be superior to the
other bids submitted to the Debtors during the auction, including
the COH Plan. The Equity Committee's efforts have culminated in a
viable, value-maximizing, Stand-Alone Plan with fully committed
preferred stock, and senior debt financing offered on a 'highly
confident' basis, that provides equal or better treatment to all
the Debtors' stakeholders in comparison to the COH Plan," the
Equity Committee argued.

The Stand-Alone Plan provides for these principal terms, among
others:

     (a) Equity Financing:

              (i) Atlantic Park Strategic Capital Fund, LP shall
backstop $800 million of preferred stock financing to fund the
Stand-Alone Plan.

             (ii) The Series A Preferred Stock would be redeemable
on or after three years and would not be convertible but would
include at-the-money warrants for 15% of the reorganized GMI's
equity -- of which existing GMI shareholders receive up to 7.6% --
struck at the volume-weighted average price of the GMI common stock
for the 30-day period preceding the Effective Date of the
Stand-Alone Plan.

            (iii) The Series A Preferred Stock would be offered to
all eligible shareholders, other than a 25% backstop minimum for
Atlantic Park (75% available to all shareholders), in contrast to
the preferred stock in the COH Group Bid, in which only $200
million of $1.25 billion (16%) is open to all shareholders
(inclusive of Centerbridge, Oaktree, and the Additional Insider
Shareholders).

     (b) Senior Debt Financing: Two major banks have offered to
provide senior secured debt comprised of $1.5 billion in term loans
and $350 million in a revolving credit facility, on a "highly
confident" basis, which shall be used to repay the Secured Credit
Facility Claims and DIP Facility Claims. They would also provide a
revolver for working capital needs.

     (c) Treatment of Equity Interests: GMI Common stock shall be
reinstated and subject to dilution only by the warrants granted to
Atlantic Park and the parties (including existing shareholders)
exercising rights to participate in the Series A Preferred Stock
for 15% of the reorganized GMI's equity.

     (d) Treatment of Honeywell: The Stand-Alone Plan shall provide
Honeywell with an identical treatment to that provided under the
COH Plan.

     (e) Treatment of Other Claims: The Stand-Alone Plan shall
provide all other claims -- including the DIP Facility Claims,
Secured Credit Facility Claims, claims under the Senior Notes, and
General Unsecured Claims -- with an identical treatment to that
provided under the COH Plan.

     (f) Timeline: The Restructuring Support Agreement among the
Debtors and holders of the Secured Credit Facility Claims (RSA)
requires those lenders to vote in favor of any plan that provides
for payment of principal and simple interest, which would result in
savings of $0.23 per share, if the disclosure statement is approved
on or before February 22, 2021.  The Equity Committee intends to
comply with such deadlines (if not extended), subject to the
Court's approval.

"On January 24, 2021, the Equity Committee provided the Debtors
with the Stand-Alone Plan Term Sheet... However, even though the
Stand-Alone Plan provides equal value to all stakeholders and
substantially more value to shareholders, the Debtors will still
proceed with the COH Plan, which has necessitated this Motion," the
Equity Committee discloses.

Lorie R. Beers, Managing Director and Head of Special Situations
and Restructuring at the investment banking firm, Cowen and
Company, LLC, says "the clear superiority of the Stand-Alone Plan
-- and the coercive nature of the COH Plan -- cannot be reasonably
disputed. Assuming management projections and a consistent 6.0x LTM
EBITDA multiple at the end of 2024, the shares allocated to
Centerbridge, Oaktree, and the Additional Insider Shareholders will
be worth $7.22/share in 2024, which is an attractive return for
those investors on their new money investment, who are buying the
COH Convertible Series A Preferred Stock with a $3.50/share
conversion price and earning an 11% coupon in the interim. The
shares held by the non-insider shareholders, however, would be
substantially diluted by the COH Convertible Series A Preferred
Stock, effectively leading them to exercise the $6.25 Cash-Out
Option instead of $7.22 per share in potential value in nearly four
years."  

"There is no guarantee that the lenders will agree to waive their
default interest -- which would result in savings of $0.23 per
share (based on assumed default interest rate of $18 million
divided by 75.8 million outstanding shares) -- and support the
Stand-Alone Plan if the Equity Committee does not meet the
foregoing deadline under the RSA. Therefore, without the expedited
consideration of the Motion to Terminate Exclusivity, there is a
significant risk that the Stand-Alone Plan would fail despite its
clear superiority over the COH Plan," the Equity Committee says.

                        Debtors Object to Expedited Hearing

Garrett Motion Inc. balked at the Equity Committee's request for an
expedited hearing, arguing that the Motion to Terminate Exclusivity
"makes several baseless and serious allegations about the Debtors
conduct and the progress of these chapter 11 cases." The Debtors
said they should be provided sufficient time to respond to these
unfounded assertions.

Garrett Motion said the Equity Committee's request should be taken
up at the next omnibus hearing scheduled for Feb. 16, 2021. "There
is sufficient time for the Equity Committee to properly notice the
Motion to Terminate Exclusivity to be heard at that hearing. The
Equity Committee has failed to show any basis or ‘cause' to
shorten the notice period, and the Motion to Shorten should be
denied," the Debtors said.

The Debtors also pointed out that the motions previously noticed
for the Feb. 16 hearing present many of the same and overlapping
issues concerning the Debtors' business judgment to proceed with
solicitation of their Plan of Reorganization. Specifically, at the
hearing, the Debtors will seek approval of their disclosure
statement and solicitation procedures; and permission to enter into
a Plan Support Agreement and the Equity Backstop Commitment
Agreement.

"Assuming the Equity Committee interposes objections to some or all
of the relief the Debtors seek, the Court will already be
considering many of the same topics raised in the Motion to
Terminate Exclusivity concerning the path of these chapter 11
cases, the competitive auction process, and the Debtors' decision
to pursue approval of the PSA and confirmation of their Plan."

The Debtors also noted that any timing issue concerning the Equity
Committee's proposed plan is entirely a result of the Equity
Committee's own inaction and delay. The Debtors said, "The Equity
Committee had ample time to prepare and submit its alternative plan
proposal as part of the Court-approved bidding process and during
the nearly month-long auction. Nonetheless, during and following
the conclusion of the auction the Debtors have provided diligence
information to the Equity Committee and its financing sources. In
fact, the Debtors obtained a specific carve-out in the "no-shop"
provision in the PSA to be able to continue to provide the Equity
Committee continued due diligence in the event it could make a
higher and better offer. The Equity Committee decided not to send a
formal written proposal to the Debtors until January 24, 2021,
which is still subject to definitive documentation, and is not
materially different from the verbal proposal previously considered
by the Debtors' Board of Directors." The Debtors said the Board of
Directors will convene a meeting this week to consider the Equity
Committee's written proposal.  

However, the Equity Committee's own delay does not constitute
"cause" to shorten the 14-day notice period for the Motion to
Terminate Exclusivity.

The Debtors also reminded the Court that the Restructuring Support
Agreement, dated September 20, 2020, allows the lenders to withdraw
support if the Company loses plan exclusivity. "Therefore, if the
Court were to ultimately grant the Motion to Terminate Exclusivity,
the RSA lenders will have the right to terminate the RSA and would
not be obligated to support either the Equity Committee's
alternative proposal or the Debtors' Plan. There is certainly no
current ability of the Equity Committee to utilize the treatment
that the RSA lenders consented to in the RSA in that circumstance.

Rather, the Equity Committee would need to negotiate a new
agreement with the RSA lenders concerning its proposal and the RSA
deadline causing the purported exigency is irrelevant," the Debtors
explained.

                            About Garrett Motion

Based in Switzerland, Garrett Motion Inc. (NYSE: GTX) designs,
manufactures, and sells highly engineered turbocharger and
electric-boosting technologies for light and commercial vehicle
original equipment manufacturers and the global vehicle and
independent aftermarket.

Garrett Motion and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 20-12212) on September 20, 2020.
Garrett disclosed $2.066 billion in assets and $4.169 billion in
liabilities as of June 30, 2020.

The Honorable Michael E. Wiles oversees the case. The Debtors
tapped Sullivan & Cromwell LLP as counsel, Quinn Emanuel Urquhart &
Sullivan LLP as co-counsel, Perella Weinberg Partners LP and Morgan
Stanley & Co. LLC as investment bankers, and AlixPartners LP as
restructuring advisor. Kurtzman Carson Consultants LLC is the
claims agent.

On Oct. 5, 2020, the U.S. Trustee for Region 2 appointed a
committee to represent unsecured creditors in the Debtors' Chapter
11 cases. White & Case LLP and Conway MacKenzie, LLC serves as the
committee's legal counsel and financial advisor, respectively.

An Official Committee of Equity Securities Holders have also been
appointed in the case and is represented by Andrew K. Glenn, Esq.,
David S. Rosner, Esq., Matthew B. Stein, Esq., and Shai Schmidt,
Esq. of Kasowitz Benson Torres LLP.


GENERAL MOLY: Seeks Approval to Hire Liquidation Expert
-------------------------------------------------------
General Moly, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to employ John Smiley, Esq., a partner
at Sender & Smiley, LLC.

The Debtor requires an expert to provide an evaluation and opinion
on the liquidation of its assets in a Chapter 7 proceeding at the
plan confirmation hearing scheduled for March 1.

Sender & Smiley's hourly rates are as follows:

     John C. Smiley       $500
     Paralegal Assistants $115

In addition, Sender & Smiley will seek reimbursement for
out-of-pocket expenses.

Mr. Smiley disclosed in court filings that he and the firm are
"disinterested persons" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached through:

     John C. Smiley, Esq.
     Sender & Smiley, LLC
     600 17th Street, Suite 2800
     Denver, CO 80202
     Telephone: (303) 454-0540
     Facsimile: (303) 568-0102

                        About General Moly

Headquartered in Lakewood, Colo., General Moly is engaged in the
exploration, development, and mining of properties primarily
containing molybdenum. The Company's primary asset, an 80% interest
in the Mt. Hope Project located in central Nevada, is considered
one of the world's largest and highest grade molybdenum deposits.
General Moly's goal is to become the largest primary molybdenum
producer in the world.

Molybdenum is a metallic element used primarily as an alloy agent
in steel manufacturing. When added to steel, molybdenum enhances
steel strength, resistance to corrosion and extreme temperature
performance. In the chemical and petrochemical industries,
molybdenum is used in catalysts, especially for cleaner burning
fuels by removing sulfur from liquid fuels, and in corrosion
inhibitors, high performance lubricants and polymers.

General Moly, Inc., sought Chapter 11 protection (Bankr. D. Colo.
Case No. 20-17493) on Nov. 18, 2020.

The Debtor disclosed total assets of $1,000,000 and total
liabilities of $10,000,000 as of Nov. 16, 2020.

Judge Elizabeth E. Brown oversees the case.

The Debtor tapped Markus Williams Young & Hunsicker LLC as legal
advisor; Bryan Cave Leighton Paisner LLP as special counsel; XMS
Capital Partners, Headwall Partners and Odinbrook Global Advisors
as financial advisors; and r2 Advisors LLC as restructuring
advisor.  The Debtor also tapped liquidation expert John C. Smiley,
Esq., a partner at Sender & Smiley, LLC.  Stretto is the Debtor's
claims agent.


GIGA-TRONICS INC: Principal Accounting Officer Resigns
------------------------------------------------------
Traci K. Mitchell resigned her positions as corporate controller
and principal accounting officer of Giga-tronics Incorporated.  Her
resignation will be effective as of Feb. 28, 2021.

As of Feb. 28, 2021, Lutz P. Henckels, the Company's principal
financial officer, will assume the additional role and
responsibilities of principal accounting officer pending the
Company's appointment of a new principal accounting officer.  Mr.
Henckels has served as a member of the Company's Board of Directors
since 2011.  He has served as executive vice president and chief
financial officer since March 2019 and, additionally, as chief
operating officer since July 2020.  Previously, he served as the
Company's interim chief financial officer since February 2018.  Mr.
Henckels has more than 40 years of experience in corporate
leadership roles and previously served as chief executive officer
of public and private technology companies, including HiQ Solar,
SyntheSys Research, LeCroy Corporation and HHB Systems.

The Company has not agreed to provide Mr. Henckels with any
additional compensation for serving as the Company's principal
accounting officer.

                    About Giga-tronics Inc.

Headquartered in Dublin, California, Giga-tronics is a publicly
held company, traded on the OTCQB Capital Market under the symbol
"GIGA".  Giga-tronics -- http://www.gigatronics.com-- produces
RADAR filters and Microwave Integrated Components for use in
military defense applications as well as sophisticated RADAR and
Electronic Warfare (RADAR/EW) test products primarily used in
electronic warfare test & emulation applications.

Giga-Tronics Inc. reported a net loss attributable to common
shareholders of $2.03 million for the year ended March 28, 2020,
compared to a net loss attributable to common shareholders of $1.04
million for the year ended March 30, 2019.  As of Dec. 26, 2020,
the Company had $8.67 million in total assets, $3.74 million in
total liabilities, and $4.93 million in total shareholders' equity.


GLOBAL ACQUISITIONS: Unsecured Creditors Will Recover 5% in Plan
----------------------------------------------------------------
Global Acquisitions Holding Group, Inc., filed with the U.S.
Bankruptcy Court for the Central District of California a Plan of
Reorganization and a Disclosure Statement on Feb. 5, 2021.

The Debtor's business is a holding company and intends to complete
the construction of the real property located at 15816 La Pena
Avenue, La Mirada, CA 90638 after confirmation of the Plan.  The
Debtor currently has no income and any future income will be
dependent on the completion of the construction project.

The Debtor filed the Chapter 11 case in order to stop the
foreclosure proceeding by Elite Commercial and resolve their claim
in order to proceed with construction of the property.

The Debtor's secured creditors are Elite Commercial
Servicing/Toorak Partners Inc (First Deed of Trust), Oregon Trail
Corporation (2nd Deed of Trust), two super-priority Hero/Pace loans
with Energy Efficient and the property taxes. The property taxes
include the payments on the pace loans.

The Court entered an order valuing the Debtor's real property at
$880,000.  The Debtor will be filing a motion to modify the court's
ruling based on updated appraisal report and the secured creditor's
valuation of $700,000.  Based on the prospective valuation of
$700,000, the Debtor's unsecured creditors will include Elite
Commercial Servicing and Oregon Trail Corporation.  The Franchise
Tax Board and Employment Development Department also have unsecured
general claims.

Class 1(c) consists of the Secured Claim of Toorak Capital
Partners/Elite Commercial. The debtor proposes to pay $650,000 on
the effective date of the plan. Based on prospective valuation of
$700,000 and the super-priority liens of Energy Efficient Equity
and the property taxes the secured claim of the Class 1(c) creditor
will be approximately $541,611.  Based on prior settlement
discussions, the Debtor proposes to pay $650,000 to Class 1(c)
creditor on the Effective Date of the Plan.

Class 2 consists of General Unsecured Claims.  In the present case,
the Debtor estimates that there are approximately $423,238 in
general unsecured debts.  Holders of General Unsecured Claims will
receive their pro-rata share of a total of $21,162 on the Effective
Date of the Plan.  Based on the proposed payments, the unsecured
class will receive approximately 5.0% of their claims.

The Debtor's sole interest holder is Zeferino Luna Jnr. who is the
Debtor's President and Chief Executive Officer and 100%
shareholder.  Mr. Luna will retain his equity interest in the
Debtor but will not receive any distributions, dividends, or
payments with respect to his share ownership interest until all
payments have been made by the Debtor on the Plan with respect to
Class 1 and 2.

The Plan will be primarily funded by a third party, Asiel Luna with
a new value contribution to the plan of $870,000.00 on the
effective date of the plan. Asiel Luna is the son of the Debtor’s
principal and is not an interest holder of the Debtor. The Debtor
shall remain in possession of his asset and shall perform the
functions necessary to consummate the Plan.

A full-text copy of the Disclosure Statement dated Feb. 5, 2021, is
available at https://bit.ly/3dbse8b from PacerMonitor.com at no
charge.

Counsel for the Debtor:

     Onyinye Anyama Esq.
     Anyama Law Firm | A Professional Law Corporation
     18000 Studebaker Road, Suite 325
     Cerritos, California 90703
     Tel: (562) 645-4500
     Fax: (562) 318-3669
     E-mail: info@amyamalaw.com

                    About Global Acquisitions

Global Acquisitions Holding Group, Inc., is a single asset real
estate (as defined in 11 U.S.C. Section 101(51)).  It is the owner
of a fee simple title to a property located at 15816 La Pena Ave.,
La Mirada, Calif., having an appraised value of $700,000.

Global Acquisitions Holding Group sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-18910) on
Sept. 30, 2020.  Global Acquisitions President Zeferino Luna, Jr.
signed the petition.  At the time of the filing, the Debtor had
total assets of $700,000 and total liabilities of $1,220,295. Judge
Sheri Bluebond oversees the case.  Anyama Law Firm, A Professional
Corporation, is the Debtor's legal counsel.


GOLDEN NUGGET: S&P Places 'B-' ICR on CreditWatch Positive
----------------------------------------------------------
S&P Global Ratings placed all of its ratings on Houston-based
restaurant and gaming operator Golden Nugget Inc., including its
'B-' issuer credit rating, on CreditWatch with positive
implications to reflect the likelihood for a significant reduction
in its debt.

Golden Nugget's parent company Fertitta Entertainment Inc.
announced it has entered into a definitive merger agreement with
FAST Acquisition Corp. (a special-purpose acquisition company
[SPAC]) that will lead to Fertitta Entertainment becoming a
publicly listed company.

S&P said, "We anticipate the company will reduce its debt by about
$1.2 billion concurrent with the close of the transaction, which we
expect to be completed in the second quarter of 2021.

"We expect to resolve the CreditWatch placement following the
completion of the transaction and the corresponding debt reduction.
At that time, we will review our expectations for Golden Nugget's
business performance and assess its financial policy.

"The successful completion of the transaction would reduce Golden
Nugget's debt by about $1.2 billion, though we believe it will
continue to face operating pressures.  Given our anticipation for a
significant paydown, we believe that the transaction may put Golden
Nugget on a path to deleverage below 7x by the end of fiscal year
2021, which we view as unlikely absent the proposed transaction.
However, we note that the prospects for the company's 2021 leverage
are also heavily dependent on a recovery in its operating
performance, which has been negatively affected by the pandemic. As
of the third quarter, Golden Nugget's rolling-12-month S&P Global
Ratings-adjusted leverage was over 10x, which we do not expect to
improve in the fourth quarter given its continued operating
pressures. Therefore, we consider an upgrade to be dependent not
only on its completion of the debt paydown but also on our
assessment of its sales and EBITDA recovery prospects through
fiscal year 2021 and into fiscal year 2022.

"Tilman Fertitta will remain the controlling shareholder and the
company's financial policies as a public company will be an
important consideration when we assess its future deleveraging and
capital allocation priorities.  An upgrade would also be contingent
on our view that its financial policy as a public company will
support a higher rating. Fertitta Entertainment also has a
controlling interest in Golden Nugget Online Gaming (GNOG), which
it will continue to hold following the transaction. We will assess
any implications to our ratings arising from changes to the
company's organizational structure as we receive more information.

"The CreditWatch positive placement reflects the elevated
likelihood that we will raise our issuer credit rating on Golden
Nugget by one notch in the near term. We intend to resolve the
CreditWatch following the completion of the proposed merger and
debt reduction. We will also thoroughly assess our expectations for
the company's business performance, given the volatility and
uncertainty stemming from the pandemic, and its financial policy as
a public company."



GRAFTECH INTERNATIONAL: S&P Raises Secured Debt Ratings to 'BB'
---------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on Brooklyn
Heights, Ohio-based graphite electrode manufacturer GrafTech
International Ltd.'s $944 million (outstanding) senior secured term
loan due 2025 and $500 million senior secured notes due 2028 to
'BB' from 'BB-'. S&P also revised its recovery rating on the senior
secured debt to '2' from '3'. The '2' recovery rating indicates its
expectation for substantial (70%-90%; rounded estimate: 75%)
recovery in the event of a payment default. The rating action is
predicated on the company's recent announcement that, along with
its term loan repricing, it plans to prepay $150 million on its
senior secured term loan. Following the prepayment, S&P expects the
term loan balance to be approximately $794 million. This action
follows the company previously paying down about $400 million of
its senior secured debt in 2020. It is S&P's expectation that
GrafTech will continue to use its excess free cash flow to further
reduce its debt in 2021.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P raised its issue-level rating on GrafTech's $944 million
(outstanding) senior secured term loan due 2025 and $500 million
senior secured notes due 2028 to 'BB' from 'BB-'. S&P also revised
our recovery ratings on the senior secured debt to '2' from '3'.
-- S&P's '2' recovery rating on the company's senior secured term
loan and senior secured notes indicates its expectation for
substantial (70%-90%; rounded estimate: 75%) recovery in the event
of a payment default.

-- S&P assesses the company's recovery prospects on the basis of a
gross reorganization value of about $1.2 billion, which reflects
about $224 million of emergence EBITDA and a 5.5x multiple.

-- The $224 million of emergence EBITDA incorporates our recovery
assumptions for minimum capital spending of 4% of sales, based on
the previous three years of historical sales, and its standard 15%
cyclicality adjustment for issuers in the metals and mining
downstream sector.

-- The 5.5x multiple is in line with the multiples S&P uses for
other companies in the metals and mining downstream sector.

-- S&P's analysis also assumes that GrafTech's $250 million
revolving credit facility would be about 85% utilized (net of
letters of credit) at the time of a hypothetical bankruptcy.
Therefore, S&P estimates about $217 million in principal and
interest outstanding at default.

Simulated default assumptions

-- S&P's simulated default scenario contemplates a default
occurring in 2025 due to a substantial deterioration in GrafTech's
operating performance stemming from weakening demand for steel,
global overcapacity, and increased competition from imports. It
assumes that the demand and pricing for graphite electrodes would
then fall to a level where its contract renewals are severely
pressured and the company is unable to meet its obligations given
its declining (and likely negative) margins and cash flow.

-- Year of default: 2025
-- Emergence EBITDA: $224 million
-- EBITDA multiple: 5.5x
-- Gross recovery value: About $1.2 billion

Simplified waterfall

-- Net recovery value for waterfall after 5% administrative
expenses: $1.2 billion

-- Total value available for senior secured claims: $1.2 billion

-- Estimated senior secured claims: $1.5 billion

    --Recovery expectations: 70%-90% (rounded estimate: 75%)

Note: Estimated claim amounts generally include about six months of
accrued but unpaid interest.



HERITAGE CHRISTIAN: Seeks to Hire Anthony J. DeGirolamo as Counsel
------------------------------------------------------------------
Heritage Christian Schools of Ohio, Inc., seeks approval from the
U.S. Bankruptcy Court for the Northern District of Ohio to hire
Anthony J. DeGirolamo, Attorney at Law, as its legal counsel.

The firm's services include:

     (a) assisting the Debtor in fulfilling its duties as debtor in
possession;

     (b) representing the Debtor with respect to motions filed in
its chapter 11 case, including, without limitation, motions for use
of cash collateral or for debtor-in-possession financing, motions
to assume or reject unexpired leases or executory contracts,
motions for relief from stay, and motions for the sale or use of
estate property;

     (c) assisting the Debtor in the administration of its chapter
11 case.

The firm will be paid at these rates:

     Anthony J. DeGirolamo  $310 per hour
     Paralegals             $155 per hour

The firm holds a $7,722 retainer.

DeGirolamo is a "disinterested person" within the meaning of
Sections 101(14) and 327 of the Bankruptcy Code, according to court
papers filed by the firm.

The firm can be reached through:

     Anthony J. DeGirolamo, Esq.
     Anthony J. DeGirolamo, Attorney at Law
     3930 Fulton Dr NW #100b
     Canton, OH 44718
     Phone: +1 330-305-9700

                    About Heritage Christian Schools of Ohio

Heritage Christian Schools of Ohio, Inc. --
https://heritagechristianschool.org -- is a tax-exempt private
Christian school located in Canton, Ohio.

Heritage Christian Schools of Ohio Inc. filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ohio Case No. 21-60124) on Feb. 2, 2021. The petition was
signed by Sharla Elton, superintendent. At the time of filing, the
Debtor estimated $1,206,968 in assets and $626,431 in liabilities.


Judge Russ Kendig presides over the case.

Anthony J. DeGIrolamo, Esq. represents the Debtor as counsel.


HERITAGE CHRISTIAN: Seeks to Hire Carolyn Valentine as Accountant
-----------------------------------------------------------------
Heritage Christian Schools of Ohio, Inc., seeks approval from the
U.S. Bankruptcy Court for the Northern District of Ohio to hire
Carolyn Valentine Co. Inc. as its accountant and financial
advisor.

The firm's services include:

     (a) assisting the Debtor in fulfilling its duties as debtor in
possession;

     (b) general accounting services as Valentine provided before
the Petition Date; and

     (c) assisting the Debtor by providing financial analyses
necessary for the Debtor's plan of reorganization, disclosure
statement, sale of any assets, or other transaction related to the
Debtor’s reorganization.

The firm will charge the following rates:

     Carolyn Valentine   Principal   $150 per hour
                         Staff       $75 per hour

Valentine is a "disinterested person” within the meaning of
sections 101(14) and 327 of the Bankruptcy Code, according to court
filings.

The firm can be reached through:

     Carolyn Valentine, CPA
     Carolyn Valentine Co Inc.
     4410 Brunnerdale Ave. Nw
     Canton, OH 44718
      Phone: 330-497-9123

                    About Heritage Christian Schools of Ohio

Heritage Christian Schools of Ohio, Inc. --
https://heritagechristianschool.org -- is a tax-exempt private
Christian school located in Canton, Ohio.

Heritage Christian Schools of Ohio Inc. filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ohio Case No. 21-60124) on Feb. 2, 2021. The petition was
signed by Sharla Elton, superintendent. At the time of filing, the
Debtor estimated $1,206,968 in assets and $626,431 in liabilities.


Judge Russ Kendig presides over the case.

Anthony J. DeGIrolamo, Esq. represents the Debtor as counsel.


HOME COMBERATION: Seeks Approval to Tap Shiryak Bowman as Counsel
-----------------------------------------------------------------
Home Comberation LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to employ Shiryak, Bowman,
Anderson, Gill & Kadochnikov, LLP as its legal counsel.

The firm will provide these legal services:

     (a) assist the Debtor in administering its Chapter 11 case;

     (b) make such motions and court appearances or take such
action as may be appropriate or necessary under the Bankruptcy
Code;

     (c) take such steps as may be necessary for the Debtor to
marshal and protect the estate's assets;

     (d) negotiate with the Debtor's creditors in formulating a
plan of reorganization.

     (e) draft and prosecute the confirmation of the Debtor's plan
of reorganization; and

     (f) render such additional services as the Debtor may require
in its case.

The firm's hourly rates are as follows:

     Attorney                  $400
     Clerks/Paraprofessionals  $175

In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.

The firm received a flat fee payment of $3,000 from Yosef Gold, the
son of the Debtor's managing member, for pre-bankruptcy services.

Btzalel Hirschhorn, Esq., at Shiryak, disclosed in court filings
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Btzalel Hirschhorn, Esq.
     Shiryak, Bowman, Anderson, Gill & Kadochnikov, LLP
     8002 Kew Gardens Rd.
     Kew Gardens, NY 11415
     Telephone: (718) 263-6800
     Email: Bhirschhorn@sbagk.com

                      About Home Comberation

Home Comberation LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
20-44441) on Dec. 30, 2020, listing under $1 million in both assets
and liabilities.  

Judge Elizabeth S. Stong oversees the case.  Shiryak, Bowman,
Anderson, Gill & Kadochnikov, LLP serves as the Debtor's legal
counsel.


HORIZON THERAPEUTICS: S&P Affirms 'BB' ICR on Viela Bio Deal
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer rating on
Biopharmaceutical company Horizon Therapeutics PLC. S&P placed its
ratings on its senior secured and senior unsecured debt on
CreditWatch with negative implications, given the proposed changes
in the capital structure.

Horizon Therapeutics recently entered into a definitive agreement
to acquire Viela Bio Inc. for $2.67 billion, funded with a $1.3
billion senior secured term loan and cash on balance sheet. The
transaction adds a portfolio of rare disease biologics for
autoimmune and inflammatory conditions, including UPLIZNA, an
FDA-approved treatment for Neuromyeltis Optica Spectrum Disorder,
and three other new molecular entities in development.

S&P said, "Our stable outlook reflects our expectation for adjusted
debt to EBITDA of 2x-3x from EBITDA growth from TEPEZZA, KRYSTEXXA,
and UPLIZNA, and likely additional acquisitions.

"We believe Horizon's acquisition of Viela Bio will significantly
strengthen its R&D capabilities and broadens its pipeline.   We
view Viela as a good fit for Horizon's growing experience in
biologic treatments for autoimmune and inflammatory rare diseases.
The acquisition adds a commercialized product in UPLIZNA that could
provide modest diversification in three to five years, but the
Viela acquisition also adds nine current development projects that
will help support Horizon's longer-term sustainability. Viela
strengthens Horizon's in-house research and development (R&D)
capabilities, creating a platform to advance earlier-stage products
and manage a growing pipeline (we now expect R&D expense of 13%-15%
of revenue)."

UPLIZNA is a treatment for Neuromyeltis Optica Spectrum Disorder
(NMOSD), a chronic autoimmune condition that can lead to blindness
and physical disability. UPLIZNA competes with three other
treatments (off-label rituximab, SOLIRIS, and ENSPRYNG), but S&P
believes UPLIZNA will carve out a patient base because some
treatments work better or are more convenient than others for
certain individuals. UPLIZNA also has favorable six-month infusion
dosing schedule compared to more frequent dosing for competitors,
although ENSPRYNG has the convenience of being administered at home
via subcutaneous injection (every two weeks).

S&P said, "We expect adjusted debt to EBITDA of 2x-3x despite an
expected incremental $1.3 billion of senior secured loans and the
potential for additional acquisitions. We believe Horizon will
maintain relatively conservative credit metrics because of
TEPEZZA's significant overperformance, which combined with
KRYSTEXXA and UPLIZNA, will provide a strong source of revenue and
EBITDA growth for three to five years or more. Our expectation for
about $830 million of adjusted EBITDA in 2021 and the company's
cash balance (estimated around $600 million when the acquisition
closes) result in capacity for an incremental $1.25 billion in
acquisitions while maintaining adjusted debt to EBITDA below 3x in
2021. We think Horizon will focus on integrating Viela and
advancing its pipeline rather than make another multi-asset
acquisition. Over the next 12 months, we think the company will
more likely opt for smaller (less than $500 million) acquisitions
paid with balance sheet cash and partnerships with modest up-front
commitments and longer-dated contingencies."

Revenue concentration in TEPEZZA and KRYSTEXXA (expected of 60% of
revenue in 2021) will continue to increase.   TEPEZZA sales have
grown rapidly, and TEPEZZA and KRYSTEXXA will account for an
increasing percentage of Horizon's sales (likely about 70% in
2022). S&P said, "We believe Horizon's high product concentration
exposes it to unexpected operational disruptions (e.g. the product
stock-out) and competition. TEPEZZA could face branded competition
from Viridian Therapeutics as soon as 2024 because the company is
developing a treatment that could enter phase 2 trials in the
second half of 2021 and potentially phase 3 trials in 2022. That
said, Horizon likely has over 10 years of good cash flow generation
to support R&D and business development because we think TEPEZZA
will not face biosimilar competition until 2032, although KRYSTEXXA
could face biosimilar competition anywhere from 2023 to 2030
depending on the strength of its patents. We think novel, effective
treatments for serious rare diseases will continue to garner high
prices and reimbursement because of the high societal cost of
undertreatment."

S&P said, "Although Viela adds four molecules with nine indications
in development, we still believe Horizon needs to further develop
its drug development pipeline to sustain the business. Beyond the
assets from Viela, Horizon is currently developing a limited number
of molecules including a next-generation gout treatment to succeed
KRYSTEXXA and a recently acquired development-stage drug HZN-825 to
potentially treat rare autoimmune diseases diffuse cutaneous
systemic sclerosis and interstitial lung diseases. Horizon is
exposed to the risk of regulatory failure inherit in drug
development that could raise the impetus for larger-than-expected
acquisitions.

"The stable outlook reflects our expectation for adjusted debt to
EBITDA of 2x-3x based on double-digit revenue growth over the next
12 months and a significant contraction of EBITDA margins from
investment in the UPLIZNA launch and R&D. We also expect additional
modest-sized acquisitions and partnerships.

"We could consider a lower rating if we expect adjusted debt to
EBITDA to remain above 3x, likely due to a subsequent large
debt-funded acquisition in the next 12 months that exceeds $1.5
billion-$2 billion. In this scenario, we would be less confident in
the company's commitment to its public gross leverage target of
2x."

S&P does not expect to raise the rating in the next 12 months, but
it could consider a higher rating if:

-- Horizon has a more balanced portfolio, adding additional
commercialized products that lower its concentration in TEPEZZA and
KRYSTEXXA. In this scenario, S&P would be more confident in the
ability of Horizon's pipeline to sustain current revenue levels and
grow the business in the longer term (five to 10 years).

-- S&P is confident that adjusted debt to EBITDA will remain in
the 1.5x-2x range. S&P believes this is less likely given the
company's leverage target and the likelihood of additional
acquisitions.


INTELSAT SA: Has Plan Deal With Key Creditors to Cut $15B in Half
-----------------------------------------------------------------
Intelsat S.A. (OTC: INTEQ), operator of the world's largest and
most advanced satellite fleet and connectivity infrastructure, on
Feb. 12, 2021, announced that it has obtained the support of key
creditor constituencies on the terms of a comprehensive financial
restructuring that would reduce the Company's debt by more than
half -- from nearly $15 billion to $7 billion -- and position the
Company for long-term success.

The Company is filing a proposed Plan of Reorganization in its
Chapter 11 proceedings pending before the U.S. Bankruptcy Court for
the Eastern District of Virginia, Richmond Division, accompanied by
an explanatory Disclosure Statement.  The Plan, which has been the
subject of extensive negotiations with the Company's creditors and
resolves a multitude of complex issues among them, has the support
of holders of approximately $3.8 billion of the Company's funded
debt.  These supporting creditors have executed a Plan Support
Agreement that binds their support for the Company's Plan.
Intelsat looks forward to continuing to engage with all
stakeholders to gain additional support for its Plan across the
capital structure.

The Company is requesting a hearing on March 17, 2021, to seek
Court approval of the Disclosure Statement and establish procedures
to solicit votes on the Plan.

Intelsat announced on May 13, 2020, its decision to undertake a
financial restructuring process to position the Company for
long-term success and allow for the business to emerge with a
strengthened balance sheet to complement its strong operating model
already in place.  Today's filings and the significant consensus
already achieved on the Plan pave the way for the Company's
emergence from the Chapter 11 proceedings in the second half of
2021.

                        About Intelsat S.A.

Intelsat S.A. -- http://www.intelsat.com/-- is a publicly held
operator of satellite services businesses, which provides a diverse
array of communications services to a wide variety of clients,
including media companies, telecommunication operators, internet
service providers, and data networking service providers. The
Company is also a provider of commercial satellite communication
services to the U.S. government and other select military
organizations and their contractors. The Company's administrative
headquarters are in McLean, Virginia, and the Company has extensive
operations spanning across the United States, Europe, South
America, Africa, the Middle East, and Asia.

Intelsat S.A. and its debtor-affiliates concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Va. Lead Case No. 20-32299) on May 13, 2020.  The
petitions were signed by David Tolley, executive vice president,
chief financial officer, and co-chief restructuring officer. At the
time of the filing, the Debtors disclosed total assets of
$11,651,558,000 and total liabilities of $16,805,844,000 as of
April 1, 2020.

Judge Keith L. Phillips oversees the cases.

The Debtors tapped Kirkland & Ellis LLP and Kutak Rock LLP as legal
counsel; Alvarez & Marsal North America, LLC as restructuring
advisor; PJT Partners LP as financial advisor & investment banker;
Deloitte LLP as tax advisor; and Deloitte Financial Advisory
Services LLP as fresh start accounting services provider. Stretto
is the claims and
noticing agent.

The Office of the U.S. Trustee appointed a committee of unsecured
creditors on May 27, 2020. The committee tapped Milbank LLP and
Hunton Andrews Kurth LLP as legal counsel; FTI Consulting, Inc. as
financial advisor; Moelis & Company LLC as investment banker; Bonn
Steichen & Partners as special counsel; and Prime Clerk LLC as
information agent.


INTERNET BRANDS: $300MM Add-on Loan No Impact on Moody's B3 CFR
---------------------------------------------------------------
Moody's Investors Service said MH Sub I, LLC's (d/b/a "Internet
Brands" or the "company") B3 Corporate Family Rating, B3-PD
Probability of Default Rating, existing debt instrument ratings
(comprising the $2.5 billion outstanding first-lien term loan due
2024, $897 million outstanding incremental first-lien term loan due
2024 and $214 million first-lien revolver due 2024, all rated B2;
and $575 million outstanding second-lien term loan due 2025 rated
Caa2) and stable outlook are not impacted by the company's
announcement that it plans to raise a $300 million add-on to its
$2.5 billion first-lien term loan.

Headquartered in Los Angeles, CA, Internet Brands is the trade name
for MH Sub I, LLC, an internet media company that owns more than
250 branded websites across three major verticals (Health; Legal;
and Other comprising Automotive, Home and Travel).


IVANTI SOFTWARE: S&P Affirms 'B-' ICR on Cherwell Acquisition
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on Ivanti
Software Inc. S&P also affirmed its 'B-' issue-level and '3'
recovery ratings on the company's existing first-lien debt. S&P
also assigned its 'B-' issue-level rating on the add-on first lien
term loan.

Ivanti has announced it will issue a $440 million nonfungible
add-on first-lien term loan to fund its acquisition of Cherwell
Software Inc. Clearlake Capital Group and TA Associates will
contribute $25 million of cash equity to support the transaction.

S&P said, "We are lowering our rating on the company's existing
second-lien debt to 'CCC' from 'CCC+'. The recovery rating is '6'.

"The stable outlook reflects our view that Ivanti will maintain its
significant base of recurring revenue; extract synergies from the
Cherwell, MobileIron, and Pulse Secure acquisitions; and generate
positive free cash flow over the next 12-18 months.

"We expect Ivanti to generate revenue growth and positive free cash
flow in 2021 despite funding the Cherwell acquisition primarily
with debt. Since December 2020, Ivanti has acquired three companies
(Pulse Secure, MobileIron, and Cherwell), which are all growing and
have pushed Ivanti's 2020 revenue to $931 million. This represents
a pro forma revenue growth of more than 12%.

"Our view of Ivanti's business risk is marked by its competitive
operating environment, acquisition-led growth strategy, diverse
customer base, material recurring revenue, strong channel partner
relationships, and good margins. Revenues at pro forma Ivanti will
remain highly recurring, with about 80% tied to maintenance, SaaS
and subscription. While back-to-back acquisitions increase the
operational risk at Ivanti, the firm has a history of successful
integrations. While our view on Ivanti's business remains
favorable, S&P Global Ratings-adjusted leverage following
transaction close will be in the 10x area. Nonetheless, Ivanti has
already executed more than $100 million in synergies from the Pulse
Secure and MobileIron acquisitions since December 2020, and it
plans to capture additional synergies following the acquisition of
Cherwell.

"Our base case assumes Ivanti will generate more than $100 million
in free cash flow in 2021--despite elevated one-time costs--and pro
forma S&P Global Ratings-adjusted leverage will fall to 8x by
year-end 2021.

"The stable outlook reflects our view that Ivanti will maintain its
significant base of recurring revenue; extract synergies from the
MobileIron, Pulse Secure, and Cherwell acquisitions; and generate
positive free cash flow over the next 12-18 months.

"We could lower the rating if Ivanti fails to successfully
integrate the acquisitions, faces booking and revenue declines that
result in break-even cash flow after debt service, and we come to
view the company's capital structure as unsustainable.

"We would consider a higher rating if Ivanti successfully
integrates the acquisitions, generates sustained revenue growth,
and improves EBITDA margins to the 30% area, resulting in leverage
of less than 8x and free cash flow to debt of more than 4%."



J GROUP: Midnight Buying Stillwater Property for $1.3 Million
-------------------------------------------------------------
J Group LLC asks the U.S. Bankruptcy Court for the District of
Minnesota to authorize the sale of the commercial property as set
forth on Schedules A/B of its filed Petition with a common address
of 317 S. Main Street, in Stillwater, Minnesota, Tax Parcel ID No.
28-030-20-41-0037), to Midnight Real Estate, LLC for $1,125,999.

A hearing on the Motion is set for March 10, 2021, at 9:30 a.m.
The Objection Deadline is March 5, 2021.

The following are believed to hold secured claims against the Main
Street Property:
     
     a. Lake Elmo Bank – 1st Mortgage - $960,431.18 + 128,808.86
in attorney fees through 1/21/21 = $1,089,240;

     b. Lake Elmo Bank - 2nd Mortgage - $36,759; and

     c. Washington County –- Lien for unpaid Property Taxes -
$133,755.

The case was filed to allow the Debtor to continue to operate
itself, without the need for the state court appointed receiver.
The Debtor operated the business until Jan. 31, 2021, when the
authority to use cash collateral expired.  However, the Debtor
through its real estate agent, has located a buyer of the Main
Street Property that will pay off in full all of the scheduled
liabilities of the Debtor.  Lake Elmo Bank's two mortgages will get
paid in full, along with its costs and attorney fees, by the
potential buyer.  Any short fall will be paid with the funds on
hand in the DIP bank account, or otherwise covered by Mr. Koch
personally.

The Debtor proposes that Lake Elmo Bank and Washington County
Taxpayer Services be paid its secured liens at the closing date.  
Further, it proposes that customary closing costs (title fees,
prorations, etc.) also be paid at closing out of the Debtor's DIP
account.

To facilitate the proposed sale, the Debtor asks authorization to
sell such rights free and clear of any and all liens, claims and
encumbrances, with such liens, claims and encumbrances to attach to
the net proceeds of such sale.

In light of the current circumstances and financial condition of
the Debtor, the Debtor believes that in order to maximize value,
the sale of the Main Street Property should be consummated as soon
as practicable.  Accordingly, it asks that the Sale Order be
effective immediately upon entry of such order and that the 14-day
stay under Bankruptcy Rules 6004(h) and 6006(d) be waived.

A copy of the Purchase Agreement is available at
https://tinyurl.com/45h65gkq from PacerMonitor.com free of charge.

                        About J Group LLC

J Group LLC is a Minnesota limited liability company that owns and
operates a commercial rental property located at 317 S. Main St.,
Stillwater, Minn.

J Group sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Minn. Case No. 20-32511) on Oct. 27, 2020. The
Debtor is a single asset real estate as all of its revenues are
generated from rental operations. In the petition signed by John
Koch, chief manager, the Debtor disclosed $2,044,810 in assets and
$1,113,734 in liabilities.

Judge Kathleen H. Sanberg oversees the case.

John D. Lamey III, Esq., at Lamey Law Firm, P.A., is the Debtor's
counsel.



J. COPELLO INTERNATIONAL: Unsecureds to Recover 10.4% in One Year
-----------------------------------------------------------------
J Copello International Corporation filed with the U.S. Bankruptcy
Court for the Northern District of California a Combined Chapter 11
Plan of Reorganization and Disclosure Statement.

Debtor was forced to file bankruptcy with mounting debts owing to
the taxing authorities and unions, combined with struggles in
collecting on Debtor’s receivables. Additionally, a tri-county
union audit resulted in the unions claiming that millions of
dollars in wages and benefits were owed.

It has been nearly four years since the Petition Date, during which
time the Debtor has admittedly struggled to be adequately
profitable and to confirm a plan of reorganization.  However, the
Debtor has made considerable progress in the past year or so,
despite the ongoing COVID-19 pandemic.  It has been retained on
larger and better construction projects, often focusing on hotels,
including new construction of a 127-room hotel in Sunnyvale,
California.  These projects have good profitability.  Shifting the
Debtor's production has improved the Debtor's financial
performance.

Class 1 consists of Secured Creditors. Debtor will pay the entire
amount contractually due with interest through 96 equal monthly
payments, due the 5th day of the month, beginning within the month
following the Effective Date. Payments may be accelerated at the
discretion of the Debtor pending the Debtor's recovery of accounts
receivable. Creditors in these classes shall retain their interest
in the collateral until Debtor makes all payments on the allowed
secured claim specified in the Plan.

Class 2 consists of General Unsecured Claims. Allowed claims of
general unsecured creditors will receive a pro-rata share of a fund
totaling $50,000, created by Debtor's payment of $12,500 per
quarter for a period of one year, likely to result in a 10.4%
recovery of allowed claims.  Pro-rata means the entire amount of
the fund divided by the entire amount owed to creditors with
allowed claims in this class.  Payments may be accelerated at the
discretion of the Debtor pending the Debtor's recovery of accounts
receivable.

The Debtor will pay allowed tax claims in full on the date that is
five years from the date of the filing of this case (i.e., December
16, 2021) or such other date to which the Debtor and the tax
claimant may agree to.  The payment shall include interest at 3%
per year. The Debtor may pay the claims in full or in part prior to
the five-year date with interest accruing to the date of payment.

If the Plan is confirmed, the payments promised in the Plan
constitute new contractual obligations that replace the Debtor's
pre-confirmation debts.  Creditors may not seize their collateral
or enforce their pre-confirmation debts so long as the Debtor
performs all obligations under the Plan. If Debtor defaults in
performing Plan obligations, any creditor can file a motion to have
the case dismissed or converted to a Chapter 7 liquidation or
enforce their non-bankruptcy rights. Debtor will be discharged from
all pre-confirmation debts upon confirmation of the Plan.

The Effective Date of the Plan shall be the earlier of six months
from entry of the order confirming the plan or the date the
Reorganized Debtor has sufficient funds to make the Effective Date
payments.

A full-text copy of the Combined Plan and Disclosure Statement
dated Feb. 5, 2021, is available at https://bit.ly/3qhmMUY from
PacerMonitor.com at no charge.

Attorneys for Debtor:

     FINESTONE HAYES LLP
     Stephen D. Finestone

        About J. Copello International Corp.

J Copello International Corporation is a corporation that operates
as an electrical contractor from leased premises in South San
Francisco.

Based in Millbrae, California, J Copello filed a Chapter 11
petition (Bankr. N.D. Cal. Case No. 16-31345) on Dec. 16, 2016.  In
the petition signed by Jack Copello, president, the Debtor
disclosed $744,622 in assets and $2.9 million in liabilities. Judge
Dennis Montali presides over the case.  Finestone Hayes LLP is the
Debtor's bankruptcy counsel.  Littler Mendelson, PC, is the special
counsel; French Lyon Tang, is special counsel, and McGuigan &
McGuigan CPAs is the accountant.


JANUS INTERNATIONAL: Moody's Rates Secured Term Loan Due 2025 'B2'
------------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Janus
International Group, LLC's senior secured term loan maturing 2025.
This rating action is due to the recent amendment that reduced
pricing for Janus' existing term loans and combined its two term
loans into one facility in a leverage neutral transaction. All
other major terms and conditions are the same as the company's
existing term debt. Moody's will withdraw the B2 rating on the
company's existing senior secured term loans maturing 2025. Janus'
B2 Corporate Family Rating and B2-PD Probability of Default Rating
are not affected. The outlook is stable.

Moody's views the lower pricing for the term loan as credit
positive, since cash interest savings will approximate $4 million
per year and improve cash flow. Also, Janus' pending merger with
Juniper Industrial Holdings (JIH), a Specialty Purpose Acquisition
Company (SPAC), is a credit positive, since Janus will become a
publicly traded company and will now file its financial statements
with the SEC, which will enhance transparency. Clearlake Capital
Group, L.P., through its affiliates, is the primary owner of Janus
and with management will retain a majority ownership stake in Janus
when the merger with JIH closes, which is expected in the first
half of 2021.

The B2 rating assigned to Janus's senior secured term loan, the
same rating as the Corporate Family Rating, results from its
position as the preponderance of debt in Janus' capital structure.
The term loan has a first lien on substantially all noncurrent
assets and a second lien on assets securing the company's asset
based revolving credit facility (ABL priority collateral).

The following ratings are affected by the action:

Assignments:

Issuer: Janus International Group, LLC

Senior Secured Bank Credit Facility, Assigned B2 (LGD4)

RATINGS RATIONALE

Janus's B2 CFR reflects Moody's expectation that the company will
remain highly leveraged. Moody's estimates adjusted debt-to-LTM
EBITDA will remain in the range of 5.0x -- 5.5x at year end 2021
and adjusted free cash flow-to-debt will be in the range of 2.5% -
5.0% for 2021. Debt service requirements, including cash interest
payments and term loan amortization, will slightly exceed $30
million per year, constraining free cash flow and reducing
financial flexibility. Also, Janus is small based on revenues,
which limits its ability to generate large levels of earnings and
cash flow to service its debt.

Providing an offset to Janus' highly leveraged capital structure is
robust profitability with strong adjusted EBITA margin for 2021,
which is the company's greatest credit strength. Higher volumes due
to good demand for self-storage space, the main revenue driver for
Janus, and the resulting operating leverage will contribute to
solid performance. Revolver availability and no near-term
maturities further support Janus' credit profile.

The stable outlook reflects Moody's expectation that Janus will
continue to perform well, generating robust operating margins and
maintaining leverage below 6.0x.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Factors that could lead to an upgrade:

- Debt-to-LTM EBITDA is sustained below 4.5x

- The company's liquidity improves

Factors that could lead to a downgrade:

- Debt-to-LTM EBITDA is sustained above 6.0x

- The company's liquidity profile deteriorates

- Aggressive acquisition or shareholder initiatives

The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.

Janus International Group, LLC, headquartered in Temple, Georgia,
is a manufacturer and installer of steel roll-up doors, locks and
interior solutions designed for self-storage facilities and
commercial markets. Janus operates mainly in the United States with
some operations in Europe, Australia and Singapore.


JB HOLDINGS: Seeks to Hire McCarthy Summers as Special Counsel
--------------------------------------------------------------
JB Holdings of Hobe Sound, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
McCarthy, Summers, Wood, Norman, Melby & Schultz, P.A. as its
special counsel.

The firm will represent the Debtor in the Martin County Circuit
Court lawsuit JB Holdings of Hobe Sound, LLC v Hobe Sound 10431 LLC
et al. 2020-CA-000833 involving a jointly owned restaurant,
including counts for Judicial Dissolution, Breach of Fiduciary
Duty, Aiding and Abetting Breach of Fiduciary Duty, and Tortious
Interference.

Owen Schultz, Esq., shareholder of McCarthy Summers, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

The firm can be reached through:

     Owen Schultz, Esq.
     McCarthy, Summers, Wood,
     Norman, Melby & Schultz, P.A.
     2400 S.E. Federal Highway, Fourth Floor
     Stuart, FL 34994
     Phone: 772-286-1700
     Email: oss@mccarthysummers.com

                 About JB Holdings of Hobe Sound

JB Holdings owns 4.88 acres of unimproved real estate located in
Hobe Sound, Florida, having a current value of $1.5 million.

JB Holdings of Hobe Sound, LLC, based in Stuart, FL, filed a
Chapter 11 petition (Bankr. S.D. Fla. Case No. 20-24182) on Dec.
31, 2020.  In its petition, the Debtor disclosed $1,510,000 in
assets and $504,526 in liabilities.  The petition was signed by
John Doyle, manager.  The Hon. Mindy A. Mora presides over the
case.  KELLEY, FULTON & KAPLAN, P.L., serves as bankruptcy counsel
to the Debtor.

McCarthy, Summers, Wood, Norman, Melby & Schultz, P.A. serves as
the Debtor's special counsel.


JB HOLDINGS: Seeks to Hire Walter Driggers of Tranzon as Broker
---------------------------------------------------------------
JB Holdings of Hobe Sound, LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Walter Driggers, III, a broker at Tranzon Driggers, to assist in
the auction of its assets.

Mr. Driggers will provide services subject to a buyer's premium of
7 percent, paid by the buyer at the closing on the sale and a
no-sale fee provision in the amount of $15,000.

Mr. Driggers disclosed in court filings that he and the firm are
"disinterested persons" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The broker can be reached at:
   
     Walter J. Driggers, III
     Tranzon Driggers
     101 East Silver Springs Blvd., Suite 304
     Ocala, FL 34470
     Telephone: (352) 804-5900
     Email: wdriggers@tranzon.com

                 About JB Holdings of Hobe Sound

JB Holdings of Hobe Sound, LLC owns 4.88 acres of unimproved real
estate worth $1.5 million in Hobe Sound, Fla.

JB Holdings of Hobe Sound filed a Chapter 11 petition (Bankr. S.D.
Fla. Case No. 20-24182) on Dec. 31, 2020.  John Doyle, manager,
signed the petition.  At the time of the filing, the Debtor
disclosed $1,510,000 in assets and $504,526 in liabilities.

Judge Mindy A. Mora oversees the case.  The Debtor tapped Kelley,
Fulton & Kaplan, P.L. as its bankruptcy counsel.


JOURNEY PERSONAL: S&P Assigns 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to
personal care products manufacturer Journey Personal Care Holdings
Ltd. (JPC). At the same time, S&P Global Ratings assigned its 'B'
issue-level rating and '3' recovery rating to subsidiary Journey
Personal Care Corp.'s proposed senior secured term loan. The '3'
recovery rating reflects its expectation for meaningful (50%-70%;
rounded estimate: 60%) recovery in the event of default.

S&P said, "The stable outlook on the company reflects our
expectation that JPC will maintain debt to EBITDA in the 5.0x-5.5x
range in the next 12 months. In our view, modest revenue growth
combined with cost efficiency measures should enable the company to
sustain EBITDA margins of 13%-14% and support a leverage level that
is commensurate with the rating.

"We expect the company to maintain debt to EBITDA of 5.0x-5.5x
following the LBO transaction. On Jan. 8, 2021 Canada-based Domtar
Corp. announced the sale of its Personal Care business (Domtar
Personal Care) to private equity owners American Industrial
Partners for US$920 million. The leveraged buyout transaction will
be funded with a US$620 million first-lien term loan and US$330
million of sponsor cash equity. Pro forma the transaction, based on
last 12 months to Sept. 30, 2020, EBITDA (S&P Global Ratings'
adjusted), we expect the company to exit with debt to EBITDA of
about 5x and EBITDA interest coverage in the 3x-4x range. We
forecast JPC to maintain its debt to EBITDA in the 5.0x-5.5x range
for the next 12 months, a level that adequately supports the
rating. Given financial sponsor ownership, we expect any
deleveraging would stem from EBITDA growth as opposed to material
debt reduction."

The company's year-to-date Sept. 30, 2020, revenues increased by
7.5% and EBITDA rose meaningfully, compared with the year-to-date
Sept. 30, 2019. At the same time, EBITDA margins (on an S&P Global
Ratings' adjusted basis) improved by about 500 basis points
compared with Sept. 30, 2019. This improved operating performance
reflects the addition of new retail customers and an improved cost
structure. S&P said, "We forecast the company's 2021 results will
reflect sustained operating performance and revenue growth will
remain in the low-single-digit percent area reflecting the growing
adult incontinence products segment. We expect JPC will maintain
EBITDA margins of 13.5%-14.0% on an S&P Global Ratings' adjusted
basis. For 2021, the benefits of lower costs, driven by supplier
arrangements and product insourcing, could be offset slightly by
higher operating expenses and one-time costs relating to the
carve-out, leading to flat-to-modestly positive EBITDA growth in
2021 compared with 2020."

Highly competitive industry, small scale, and product and customer
concentration are key credit risks. JPC operates within the highly
competitive US$21 billion baby diaper and adult incontinence
products market, North America and the EU combined. S&P believes,
within these broader markets, it has established a niche position
as a provider of private-label baby diapers and branded and
private-label adult incontinence products. The company generates
about 50% of its revenues from the health care channel
(concentrated in Europe), about 40% of revenues from retail
channels, and about 10% from direct-to-consumer business.

The company operates mainly in North America and Europe and
competes with other significantly larger and well-capitalized
peers, such as Kimberly-Clark Corp., Ontex Group N.V., and Essity
AB, whose products enjoy greater brand recognition. In addition,
the company has significant customer concentration (20% of revenue)
with two large retail customers, whose private-label products are
manufactured by JPC. Customer concentration increases the
volatility risks in sales and EBITDA should the key customers
decide to lower their volume requirements or shift suppliers. S&P
said, "We also note that there is significant product category
concentration such that almost 60% of JPC's revenue are composed of
adult incontinence products. We believe competitive pressures could
intensify from established personal hygiene companies as they
accelerate their adult incontinence products due to secular
tailwinds in the market. Furthermore, in our opinion, given the
market dominance by larger companies, and the presence of big-box
retailers in the company's customer portfolio, JPC's pricing power
is limited and might have to rely on volumes to achieve revenue
growth. Even though we view health care/government as a stable
channel for JPC products in terms of volume, we do not see an
opportunity for significant margin expansion. We view the company's
operations in this highly competitive industry with low barriers to
entry for existing players, small-scale limited brand recognition
compared with that of larger players, and customer concentration as
key factors that we incorporate into our business risk assessment
of JPC."

Volatility in key raw material costs and other operating costs
could prove to be a headwind to sustained profitability. S&P said,
"We assess JPC's profitability as measured by EBITDA margins (on an
S&P Global Ratings' adjusted basis) of 13-14% as below average.
About 60% of JPC's cost of goods sold is composed of raw materials
such as super absorbent polymers, fluff pulp, and nonwoven. We
believe that given the small scale, the company's EBITDA is
sensitive to these commodity price fluctuations. We note that a 5%
change in input costs could lead to an almost 10% change in the
company's EBITDA. We view positively JPC's ability to negotiate
better cost terms with its key suppliers. which should result in
some costs savings compared with 2019. We also note that JPC has
the ability to pass on a modest portion of its raw material price
increases to end customers. However, we believe the possibility of
absorbing raw material cost increases while facing a significant
time lag of cost pass-through could pressure EBITDA and margins.
Furthermore, we note that there could be higher-than-anticipated
one-time costs related to carve-out from the parent entity, which
could also weigh on EBITDA. Therefore, given such inherent
volatility, credit measures could quickly deteriorate from current
levels."

Stable-to-modestly growing industry trends for adult incontinence
products should offset stagnation in the baby diaper segment.
According to Euromonitor estimates, the segment of the population
aged 65 and older is expected to grow in the low-single-digit
percent area in the U.S. and Europe. As a result, the retail adult
incontinence market is also expected to increase in the low-to-mid
single-digit percent area over the next few years. S&P said,
"Therefore, we believe that there are positive industry trends
supported by an aging population and gradually diminishing stigma
about adult incontinence. We believe that JPC should benefit from
supportive industry trends in the adult incontinence products
segment and should be able to offset the stagnation in the baby
diaper segment." The company has a good share within the North
American private-label adult incontinence market, with about a 15%
market share, and is second to key player First Quality Enterprises
Inc. JPC has adequate channel diversity; it sells its products
through health care distributors, the retail segment, and
direct-to-home customers. Reflecting this channel diversity, JPC
competes in the European markets through its branded offerings,
particularly through the health care segment, ensuring better sales
visibility and profitability.

JPC's business is capital intensive, as evidenced by heavy
investments in historical years, which could create barriers to
entry for a new operator in the market. In addition, JPC has a
balanced mix of private-label and branded product offerings. S&P
said, "Furthermore, we view favorably the company's operating
efficiency and ability to run its plants at optimal capacity, which
should result in stable fixed overhead costs. We view the
abovementioned factors as positive business characteristics, which
should support low-to-mid single-digit revenue growth and stable
EBITDA margins in the medium term."

S&P said, "We expect JPC will generate positive free cash flows and
maintain adequate liquidity. We estimate JPC will incur about US$40
million-US$45 million in capital expenditures (capex) over the next
12 months. This, along with modest working capital requirements,
should translate into positive free cash flows in the US$45
million-US$50 million range for the next 12 months. We also believe
that JPC should maintain modest cash balances on its balance sheet
and sufficient availability under its US$125 million ABL facility
for additional liquidity cushion. This should provide the company
some temporary support for balance sheet and liquidity should JPC's
credit metrics temporarily weaken.

"The stable outlook reflects our expectation that the company will
maintain debt to EBITDA in the 5.0x-5.5x range and free cash to
debt of about 7%-8% over the next 12 months. In our view, modest
positive revenue growth combined with cost efficiency measures
should enable the company to sustain EBITDA margins of 13%-14% and
support a leverage level that is commensurate with the rating.

"We could lower the ratings if debt to EBITDA weakened above 7x on
a sustained basis and free cash flow to debt weakened to the
low-single-digit percent area. We believe this situation could
unfold if EBITDA margins declined by more than 200 basis points due
to each or a combination of weaker demand, higher costs, and
operational underperformance. We could also lower the ratings if
financial sponsor aggressive strategies lead to an increase in debt
such that leverage remains above 7x.

"Although unlikely in the near term given the financial sponsor
ownership, we could upgrade JPC if leverage improves below 5x on a
sustained basis. This situation could result if the company's
operating performance improved through increased sales and better
cost control. The upgrade would also be predicated on the financial
sponsor's demonstrated commitment to maintain and sustain leverage
below 5x."


K&F CONSTRUCTION: Seeks to Hire Hood CPA as Accountant
------------------------------------------------------
K&F Construction, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Tennessee to hire Hood, CPA &
Associates, as its accountant.

The firm prepare the Debtor's federal and state tax returns and
reviewed financial statements, hold quarterly meetings and a
year-end tax planning meeting, and provide advice.

The firm will receive a fixed $835 monthly payment.

Hood CPA does not hold any interest adverse to the estate and is
"disinterested", as disclosed in the court filings.

The firm can be reached through:

     Paul Hood, CPA
     Hood, CPA & Associates
     1821 SE Washington Blvd.
     Bartlesville, OK 74006
     Phone: (918) - 336-7600

                About K&F Construction Inc.

K&F Construction, Inc. is a privately held company in the
nonresidential building construction industry.

K&F Construction filed its Chapter 11 voluntary petition (Bankr.
E.D. Tenn. Case No. 20-32553) on Nov. 16, 2020. The petition was
signed by Francis Byrd, president. At the time of filing, the
Debtor disclosed $337,346 in assets and $1,051,791 in liabilities.

Maurice K. Guinn, Esq., at Gentry, Tipton & McLemore, P.C.
represents the Debtor as counsel. Hood, CPA & Associates serves as
the Debtor's accountant.


KHAN AVIATION: Consenting Khan/IOI Unsecureds to Get At Least 64%
-----------------------------------------------------------------
NA Khan Trustee, the Khan Entities Trustee, and the IOI Debtors
(collectively, the "Plan Proponents"), and with the support of the
NA Khan Commiteee and the IOI Committee, filed the Disclosure
Statement for the Joint Chapter 11 Plan of Liquidation for Najeeb
Ahmed Khan, Khan Aviation, Inc. and Its Jointly Administered
Debtors, and Interlogic Outsourcing, Inc. and Its Jointly
Administered Debtors.

The Plan provides for the liquidation and conversion of all of the
Debtors' remaining assets to Cash and the distribution of the net
proceeds realized from the sale of assets to creditors holding
Allowed Claims in accordance with the treatment set forth in the
Plan. In addition, the Plan contemplates the consolidation of the
Estates into a single Consolidated Estate and the appointment of a
Consolidated Estate Trustee to, among other things, resolve
Disputed Claims, implement the terms of the Plan, pursue Reserved
Causes of Action, make distributions, and close the Chapter 11
Cases.

Class 4-A consists of Khan/IOI General Unsecured Claims with
$32,968,000 to $33,155,000 estimated amount of claims. Each Holder
of an Allowed Khan/IOI General Unsecured Claim that is a Consenting
Creditor shall receive on the Initial Distribution Date, or as soon
thereafter as is practicable, and on subsequent Distribution Dates
as specified in the Trust Agreement, a Pro Rata Distribution of 40%
of the Net Available Proceeds under the Plan until such time as the
Allowed amount of such Claim is paid in full. Each Allowed
Consenting Creditor shall have 64.0% to 100% estimated recovery.  

Each Holder of an Allowed Khan/IOI General Unsecured Claim that is
a Non-Consenting Creditor shall not receive any distribution from
the Consenting Creditor Distribution Account, but such Holder shall
receive, on the later of (i) the Initial Distribution Date, and
(ii) five Business Days following the date the Claim becomes an
Allowed Claim, an amount equal to the lesser of (i) 10% of its
Allowed Khan/IOI General Unsecured Claim and (ii) its Pro Rata
share of funds deposited in the Non-Consenting Creditor
Distribution Account in the amount of $300,000.

Class 4-B consists of KeyBank General Unsecured Claim. The KeyBank
General Unsecured Claim shall be deemed Allowed on the Effective
Date in the aggregate amount of $142,300,000 with 22% to 54%
estimated recovery. KeyBank shall receive, on the Initial
Distribution Date and on subsequent Distribution Dates, on account
of its Allowed KeyBank General Unsecured Claim, Distributions of
amounts, up to the full amount of its Allowed Claim, equal to (i)
60% of the Net Available Proceeds under the Plan until such time as
the Allowed Claims of Consenting Creditors are paid in full, and
(ii) 100% of the Net Available Proceeds under the Plan after the
Allowed Claims of Consenting Creditors are paid in full.

Class 7 consists of all Intercompany Interests. In the sole
discretion of the Consolidated Estate Trustee, Intercompany
Interests shall either be: reinstated for administrative
convenience; or released without any distribution on account of
such Interests.

Class 8 consists of all Existing Equity Interests. On the Effective
Date, Existing Equity Interests shall be extinguished and the
Holders of such Interests shall not receive or retain any
distribution, property, or other value on account of such
Interests.

The Plan shall be implemented using the proceeds realized from the
liquidation of the Debtors' assets, and amounts recovered from the
pursuit of various claims and causes of action of the Debtors and
claims and causes of action assigned to the Consolidated Estate
Trust by KeyBank. The Plan shall be funded from the Debtors' Assets
and KeyBank Third Party Claims transferred to the Consolidated
Estate Trust, including any proceeds generated therefrom. On the
Effective Date, the liens and security interests asserted by
KeyBank against NA Khan, the Khan Entities, and the IOI Debtors
shall be deemed avoided and preserved for the benefit of the
Consolidated Estate. The Consolidated Estate Trustee shall then
complete the wind-down of the Consolidated Estate.

A full-text copy of the Disclosure Statement dated Feb. 5, 2021, is
available at https://bit.ly/2LQkgGs from PacerMonitor.com at no
charge.

Counsel for the IOI Debtors:

     Paul Hastings LLP
     Matt Murphy
     Nathan S. Gimpel
     Matthew Smart
     71 South Wacker Drive
     Forty-Fifth Floor
     Chicago, IL 60606
     Telephone: (312) 499-6036
     Facsimile: (312) 499-6100

        - and -

     CBH Attorneys & Counselors, PLLC
     Steven L. Rayman
     141 East Michigan Avenue
     Suite 301
     Kalamazoo, MI 49007
     Telephone: (269) 345-5156
     Facsimile: (269) 345-5161

Counsel for the NA Khan Trustee:

     McDonald Hopkins LLP
     Nicholas M. Miller
     Michael J. Kaczka
     300 N. LaSalle Street
     Suite 1400
     Chicago, IL 60654
     Telephone: (312) 280-0111
     Facsimile: (312) 280-8232

     -and-

     Miller Johnson
     L. Hillegonds
     45 Ottawa Avenue, SW, Suite 1100
     P.O. Box 306
     Grand Rapids, MI 49501
     Telephone: (616) 831-1711
     Facsimile: (616) 988-1711

Counsel for the Khan Entities Trustee:

     Beadle Smith PLC
     Kevin M. Smith
     445 South Livernois
     Suite 305
     Rochester Hills, MI 48307
     Telephone: (248) 650-6094
     Facsimile: (248) 650-6095

                      About Khan Aviation

Khan Aviation, Inc. and its affiliates, GN Investments LLC, KRW
Investments Inc., NJ Realty LLC, NAK Holdings LLC, and Sarah Air
LLC sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Mich. Case Nos. 19-04261, 19-04262, 19-04264,
19-04266, 19-04267 and 19-04268) on Oct. 8, 2019.

The cases are jointly administered with that of Najeeb Ahmed Khan
(Bankr. W.D. Mich. Case No. 19-04258), which is the lead case.
Judge Scott W. Dales presides over the cases.   

The Debtors are represented by Robert F. Wardrop, II, Esq., at
Wardrop & Wardrop, P.C.

Kelly Hagan was appointed as Chapter 11 trustee for the Debtors'
bankruptcy estates.  The trustee is represented by Hagan Law
Offices, PLC.

At the time of the filing, the Debtors' estimated assets and
liabilities are as follows:

  Debtors                 Assets               Liabilities
  -------           --------------------   ----------------------
  Khan Aviation      $1-mil. to $10-mil.     $1-mil. to  $10-mil.
  GN Investments     $1-mil. to $10-mil.   $100-mil. to $500-mil.
  KRW Investments   $10-mil. to $50-mil.   $100-mil. to $500-mil.
  NJ Realty          $1-mil. to $10-mil.   $100-mil. to $500-mil.
  NAK Holdings       $1-mil. to $10-mil.   $100-mil. to $500-mil.
  Sarah Air          $500,000 to $1-mil.   $100-mil. to $500-mil.


KUTTER GROUP: Wins Cash Collateral Access Thru April 8
------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, has authorized Kutter Group Holdings, LLC to use
cash collateral on an interim basis through April 8, 2021.

The Debtor is authorized to use cash collateral, nunc pro tunc to
December 23, 2020, to pay the amounts expressly authorized by the
Court, the current and necessary itemized expenses set forth in the
budget, plus an amount not to exceed 10% for each line item, and
additional amounts as may be expressly approved in writing by
BankUnited, N.A.

Each Secured Creditor with a security interest in cash collateral
will have a perfected post-petition lien against cash collateral to
the same extent and with the same validity and priority as the
prepetition lien, without the need to file or execute any document
as may otherwise be required under applicable non-bankruptcy law.

The Debtor is also directed to maintain insurance coverage for its
property in accordance with the obligations under the loan and
security documents with the Secured Creditor and timely perform all
obligations of a debtor-in-possession required by the Bankruptcy
Code, Federal Rules of Bankruptcy Procedure, and the orders of the
Court.

A further hearing on the matter is scheduled for April 8 at 10:15
a.m.

A copy of the order and the Debtor's monthly operating budget is
available at https://bit.ly/3aextlE from PacerMonitor.com.

                  About Kutter Group Holdings, LLC

Kutter Group Holdings, LLC owns and operates a pet store.

Kutter Group Holdings filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
20-06971) on Dec. 23, 2020.  Bartolone Law, PLLC represents the
Debtor as counsel.

In the petition signed by Mark Kutter, president, the Debtor
disclosed up to $50,000  and up to $10 million in liabilities.

Judge Karen S. Jennemann oversees the case.

Aldo G. Bartolone, Jr., Esq. at BARTOLONE LAW, PLLC is the Debtor's
counsel.



L&M RETAIL: Seeks to Hire DiLucci CPA Firm as Accountant
--------------------------------------------------------
L&M Retail Ventures, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ DiLucci CPA Firm
as its accountant.

The Debtor needs the assistance of an accountant to prepare any
necessary federal and state income, payroll, sales, franchise, and
excise tax returns and reports of the bankruptcy estate.

The hourly rates of the firm's personnel are as follows:

     Principal/Contract CPA         $275
     Manager/Enrolled Agent         $150
     Associates/Contract Accountant $100
     Administrative Associate        $75

The firm's fixed minimum fees are:

     Business Tax Returns          $1200
     Personal Tax Returns           $850
     Monthly Sales Tax Return        $50
     Quarterly Sales Tax Return     $100
     Annual Sales Tax Return        $150

Jasmine DiLucci, an accountant at DiLucci CPA Firm, disclosed in
court filings that the firm and its personnel do not represent
interests adverse to the Debtor or the estate in the matters upon
which they are to be engaged.

                    About L&M Retail Ventures

L&M Retail Ventures, LLC, doing business as Cork n'Bottle, Haskell
Liquor, Mike's Discount Liquor and CBS Liquor, filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Texas Case No. 20-33189) on Dec. 29, 2020. Ervin Lee, member
of L&M, signed the petition.  

At the time of the filing, the Debtor was estimated to have
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities.

Judge Stacey G. Jernigan oversees the case.  The Debtor tapped Lane
Law Firm, PLLC as its legal counsel and DiLucci CPA Firm as its
accountant.


LAGESSE DAIRY: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: LaGesse Dairy Farms, Inc.
        22522 75th St.
        Bloomber, WI 54724

Business Description: La Gesse Dairy Farms, Inc. is in the cattle
                      ranching and farming business.

Chapter 11 Petition Date: February 12, 2021

Court: United States Bankruptcy Court
       Western District of Wisconsin

Case No.: 21-10269

Judge: Hon. Catherine J. Furay

Debtor's Counsel: Joshua D. Christianson, Esq.
                  CHRISTIANSON & FREUND, LLC
                  920 S. Farwell Street, Ste. 1800
                  P.O. box 222
                  Eau Claire, WI 54702-0222
                  Tel: 715-832-1800
                  E-mail: lawfirm@cf.legal

Total Assets: $5,397,168

Total Liabilities: $4,630,433

The petition was signed by Thomas C. LaGesse, Jr., president.

A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free  at
PacerMonitor.com at:

https://www.pacermonitor.com/view/YFVTOEA/La_Gesse_Dairy_Farms_Inc__wiwbke-21-10269__0001.0.pdf?mcid=tGE4TAMA


LAN DOCTORS: Seeks to Use Cash Collateral
-----------------------------------------
LAN Doctors, Inc. asks the U.S. Bankruptcy Court for the District
of New Jersey for authority to use cash collateral to pay payroll
and other operating expenses.

The Debtor also asks the Court to set a date for a final hearing on
its bid to use cash collateral.

The Debtor says it did not submit a brief or memorandum of law in
connection with the motion, there being no disputed questions of
law involved. If a disputed question of law should arise on the
return date of the motion, the Debtor says it reserves the right to
file a brief or memorandum of law in accordance with any schedule
set
by the Court.

A copy of the motion is available at https://bit.ly/3aenInw from
PacerMonitor.com.

                    About LAN Doctors, Inc.

LAN Doctors, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 21-10041) on January 5,
2021. In the petition filed by Dave Raman, vice president, the
Debtor disclosed up to $50,000 in assets and up to $500,000 in
liabilities.

Judge Vincent F. Papalia oversees the case.

Timothy P. Neumann, Esq. at BROEGE, NEUMANN, FISCHER & SHAVER is
the Debtor's counsel.



LEWISBERRY PARTNERS: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Lewisberry Partners, LLC
        27 Nutt Road
        Phoenixville, PA 19460

Business Description: Lewisberry Partners, LLC primarily engaged
                      in renting and leasing real estate
                      properties.

Chapter 11 Petition Date: February 9, 2021

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania

Case No.: 21-10327

Judge: Hon. Eric L. Frank

Debtor's Counsel: Edmond M. George, Esq.
                  OBERMAYER REBMANN MAXWELL & HIPPEL LLP
                  Centre Square West, 1500 Market Street
                  Suite 3400
                  Philadelphia, PA 19102
                  Tel: (215) 665-3140
                  E-mail: edmond.george@obermayer.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Richard J. Puleo, managing member.

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

A copy of the petition is available for free at PacerMonitor.com
at:

https://www.pacermonitor.com/view/ET6F3MQ/Lewisberry_Partners_LLC__paebke-21-10327__0001.0.pdf?mcid=tGE4TAMA


LISTO WAY GROUP: Case Summary & 3 Unsecured Creditors
-----------------------------------------------------
Debtor: Listo Way Group, LLC
        3808 Johnston St.
        Lafayette, LA 70503

Business Description: Listo Way Group, LLC is a restaurant
                      franchisee in Louisiana.

Chapter 11 Petition Date: February 12, 2021

Court: United States Bankruptcy Court
       Western District of Louisiana

Case No.: 21-50075

Judge: Hon. John W. Kolwe

Debtor's Counsel: H. Kent Aguillard, Esq.
                  H. KENT AGUILLARD
                  141 S. 6th Street
                  Eunice, LA 70535
                  Tel: 337-457-9331
                  Fax: 337-457-2917
                  E-mail: kent@aguillardlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jason Trotter, managing member.

A copy of the petition containing, among other items, a list of the
Debtor's three unsecured creditors is available for free at
PacerMonitor.com at:

https://www.pacermonitor.com/view/VT7OOHQ/Listo_Way_Group_LLC__lawbke-21-50075__0001.0.pdf?mcid=tGE4TAMA


LIVE PRIMARY: Seeks May 6 Solicitation Period Extension
-------------------------------------------------------
Live Primary, LLC asks the U.S. Bankruptcy Court for the Southern
District of New York to extend the exclusive period within which to
have its Plan of Reorganization accepted through May 6, 2021.

Live Primary occupies the 3rd and 8th floors of the premises known
as 26 Broadway, New York, New York, pursuant to a lease with
Broadway 26 Waterview LLC, dated November 3, 2015.

Live Primary says its business was nearly decimated by the work
restrictions imposed on non-essential businesses resulting from the
COVID-19 pandemic, and it defaulted under the Lease.  On June 22,
2020, the Landlord made a demand for payment of all rent arrears
and notified Live Primary that it intended to apply the latter's
security deposit on or before July 13, 2020, if Live Primary failed
to cure the rent default.  Live Primary did not cure the default
prior to the July 12, 2020 Petition Date.  The Court, however,
subsequently approved a stipulation between Live Primary and the
Landlord authorizing the Landlord to apply the security deposit to
the rent arrears.  Thereafter, Live Primary negotiated a fourth
amendment to the Lease, subject to confirmation of the Plan that,
if approved, will enable it to continue to occupy the Premises
under terms that are consistent with its ability to pay.

Live Primary has approximately 20 creditors whose claims arise
under 18.0% secured, convertible, promissory notes, due in June of
2021.  The Noteholders hold claims aggregating approximately 2.65
million dollars and hold a duly perfected, first-priority security
interest in substantially all of Live Primary's assets.  Prior to
the Petition Date, the Noteholders notified Live Primary of its
default under the Notes and declared the balances due thereunder
immediately due and payable.  Live Primary contends that it has
reached an agreement with the Noteholders, pursuant to which the
Plan provides the Noteholders with the option to choose either to
receive no dividend on account of their respective Notes or to
surrender their Notes in exchange for equity interests in the
reorganized Debtor.

Live Primary, the Landlord, and the Noteholders stipulated to terms
under which Live Primary could use cash collateral.  The terms were
memorialized and approved by the Court in the Stipulation and Order
Authorizing Use of Cash Collateral on a Final Basis and Granting
Adequate Protection, and the Second Stipulation and Order
Authorizing Use of Cash Collateral on a Final Basis and Granting
Adequate Protection.  Pursuant to the Stipulations, Live Primary
submits a proposed, monthly budget to the Landlord and the
Noteholders for review prior to the beginning of each month.

The Plan and a disclosure statement were timely filed with the
Court on November 9, 2020, prior to the expiration of the exclusive
time to do so. The First Amended Disclosure Statement Relating to
Chapter 11 Plan of Reorganization for Live Primary, LLC was filed
with the Court on November 30, 2020.

The Plan contemplates that it will be funded through new equity
investments aggregating approximately $500,000, in exchange for
which, the investors would receive their proportionate share of 73%
of the Reorganized Debtor Common Interests.  Pursuant to the Plan,
each allowed claim of an insider, will be deemed to be an interest
which will be cancelled on the effective date of the Plan.

The Court conducted a Status Conference on November 18, 2020.  Live
Primary says that during that conference, it became apparent that
the disclosure statement originally filed in its Chapter 11 Case
required amendment because it did not sufficiently address the
terms of the proposed Fourth Amendment.  After receiving comments
and contributions from interested parties, the Live Primary drafted
and filed the First Amended Disclosure Statement.

Live Primary then moved to extend the exclusive period within which
to obtain acceptances of the Plan by 55 days, through March 2,
2021.  Live Primary also moved for approval of the First Amended
Disclosure Statement.  Primary Member LLC, a creditor holding a
claim of more than $6 million, objected to the relief sought by the
motions.  Notably, confirmation of the Plan is conditioned upon the
Court's recharacterization of PM's claim as equity, which is
extinguished under the Plan.  Despite Live Primary having addressed
the treatment of PM's claim though the Plan, PM asserted the fact
that Live Primary had not separately objected to PM's claim.  In
response, Live Primary filed an objection to PM's Claim Number 8.

The hearing on approval of the First Amended Disclosure Statement
and the Live Primary's motion seeking an extension of exclusivity
for the purpose of solicitation was held on January 5, 2021.  At
the hearing, the Court refused to approve the First Amended
Disclosure Statement, articulated certain matters to be addressed
in a further amended disclosure statement, and granted the
extension of Live Primary's exclusivity period.

Live Primary then moved to further extend the time within which to
assume the Lease through and including May 6, 2021.  The Landlord
consented to the granting of the extension and the Court granted
the motion by order entered on February 11, 2021.  The Court did
not issue a decision on the Claim Objection at the conclusion of
the hearing, and instead, took the matter under advisement.

"Only after the Court issues a decision as to the Claim Objection
will the Debtor be in a position to seek approval of a further
amended disclosure statement, solicit acceptances, and confirm a
plan.  To allow sufficient time to accomplish each of these
requirements, the Debtor requests a further extension of the
exclusive period within which to solicit acceptances to the Plan,
through and including Thursday, May 6, 2020, the deadline within
which to assume the Lease. The Debtor anticipates that the Plan
will be confirmed by that date," Live Primary tells the Court.

Live Primary's Motion is scheduled for hearing on March 2, 2021 at
2 p.m.  The deadline for the filing of objections to the Motion is
set on February 25, 2021 at 4 p.m.

Live Primary, LLC is represented by:

          Sanford P. Rosen, Esq.
          ROSEN & ASSOCIATES, P.C.
          747 Third Avenue
          New York, NY 10017-2803
          Telephone: 212-223-1100
          Email: srosen@rosenpc.com

                    About Live Primary LLC

Live Primary -- https://liveprimary.com/ -- which conducts business
under the name Primary, is a co-working and shared office space
featuring an array of amenities designed to help people feel good
while working to make their businesses thrive.

Live Primary sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 20-11612) on July 12, 2020.  At the
time of filing, the Debtor had estimated assets of $1 million to
$10 million and estimated liabilities of $10 million to $50
million.

The case is assigned to Judge Martin Glenn.

Sanford P. Rosen, Esq. of Rosen and Associates PC is the Debtor's
counsel.

David Kirshenbaum as representative for the noteholders is
represented by Daniel J. Weiner, Esq., at Schafer & Weiner, PLLC.

Broadway 26 Waterview, LLC, the Debtor's landlord, is represented
in the case by Jay B. Itkowitz, Esq., at Itkowitz PLLC.


LUPTON CONSULTING: Wins Cash Collateral Access on Final Basis
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin has
authorized Lupton Consulting, LLC and its affiliates to use cash
collateral in which Byline Bank and Big Hand LLC may assert an
interest, on a final basis in accordance with the terms of a Final
Order and budget.

TheDebtors and Byline Bank advised the Court that they had reached
an agreement related to the use of cash collateral and adequate
protection. 

The Debtors are prohibited from obtaining any post-petition credit
or use credit cards without first seeking authority from the Court,
paying any pre-petition debts, paying the personal obligations of
their insiders while the cases are pending, and paying estate funds
to their insiders except as set forth within the cash collateral
budget for each respective debtor.

The Debtors have presented updated budgets setting forth by line
item their projected cash receipts and cash disbursements for the
seven-month time period from the Petition Date. The Updated Budgets
may be modified or supplemented from time to time by additional
budgets to which the Lenders and Debtors agree in their respective
sole discretion. The Cash Collateral will be used only for payment
of the amount, which may vary by 15% of the amount stated, and type
of expenses set out in the Initial Budget, as may be modified by
any Supplemental Budget.

As adequate protection, the Debtors grant the Lenders replacement
liens in an amount equal to and in the same priority as they had as
of the Petition Date to the extent that each respective Lender had
a properly perfected security interest in cash collateral as of the
Petition Date. The Debtors will retain all rights to dispute the
Adequate Protection provided in the Order and may do so by filing a
motion with the Court.

Additionally, debtor-affiliate Anytime Partners LLC will make a
one-time adequate protection payment to Byline Bank in the amount
of $5,009 and Lupton Consulting LLC will make a one-time adequate
protection payment to Byline Bank in the amount of $8,808.

The Debtors will continue to maintain and insure the Prepetition
Collateral and the DIP Collateral consistent with the requirements
in the Prepetition Loan Documents.

All valid liens and security interests on or in the DIP Collateral
granted to the Lenders by the Order are deemed duly perfected and
recorded under all applicable federal or state or other laws as of
the date hereof, and no notice, filing, mortgage recordation,
possession, further order, landlord or warehousemen lien waivers or
other act, will be required to effect such perfection.

A copy of the order and the Debtor's budget through May 2021 is
available at https://bit.ly/3pe00fs from PacerMonitor.com.

                   About Lupton Consulting, LLC

Lupton Consulting LLC, a privately held company that operates
health and fitness clubs, filed its voluntary petition for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.
Wis. Case No. 20-27482) on Nov. 16, 2020.  The petition was signed
by Lawrence Lupton, managing member.

At the time of the filing, the Debtor disclosed $413,307 in assets
and $1,192,463 in liabilities.

The case is jointly administered with Anytime Partners, LLC, Case
No. 20-27483.

Judge Beth E. Hanan oversees the cases.

Michael J. Watton, Esq., at Watton Law Group, represents the
Debtors as legal counsel.

Jan Pierce is the Sub-Chapter V Trustee.


M&E TRUCK: Seeks to Hire Center City Law as Legal Counsel
---------------------------------------------------------
M&E Truck Sales, Inc., seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ Center
City Law Offices, LLC as its counsel.

The firm's services include:

     a) preparing all papers required to be filed in connection
with this bankruptcy proceeding;

     b) giving the Debtor legal advice with respect to the powers
and duties as Debtors in Possession;

     c) representing the Debtor at its Initial Debtor Interview,
its first meeting of creditors, all status hearings; confirmation
hearings and any Rule 2004 examinations;

     d) preparing on behalf of the Debtor in Possession, all
necessary applications, answers, complaints, motions, orders,
reports and all legal papers; and

     e) performing all other legal services.

Don Higgins, the father-in-law of the principal of the Debtor, paid
the firm $7,000 as a retainer for the chapter 11 filing.

Maggie Soboleski, Esq., disclosed in a court filing that the firm
is a "disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Maggie S. Soboleski, Esq.
     Center City Law Offices, LLC
     2705 Bainbridge Street
     Philadelphia, PA 19146
     Phone: 215-620-2132
     Fax: 215-689-4303
     Email: msoboles@yahoo.com

                         About M&E Truck Sales

M&E Truck Sales, Inc. sought protection for relief from the Chapter
11 of the  Bankruptcy Code (Bankr. E.D. Pa. Case No. 20-14242) on
Oct. 26, 2020, disclosing $50,000 in assets and $100,001 to
$500,000 in liabilities. Center City Law Offices, LLC, serves as
the Debtor's counsel.


MAD RIVER: Unsecured Creditors to Get Up to 100% From Sale
----------------------------------------------------------
The Mad River Estates, LLC, filed a Proposed Combined Chapter 11
Plan of Reorganization and Disclosure Statement.

On the Effective Date, all property of the estate and interests of
the Debtor will vest in the reorganized Debtor pursuant to Sec.
1141(b) of the Bankruptcy Code free and clear of all claims and
interests except as provided in this Plan, subject to revesting
upon conversion to Chapter 7.  In the event the sale of the Ranch
Property is insufficient to pay all creditors in full, then all
avoidance actions and/or claims against third parties may be
pursued on behalf of the post-confirmation estate by the Creditors'
Committee.  The avoidance actions and third party claims are
preserved for the benefit of the reorganized debtor and/or the
creditors of the estate.

The Plan proposes to treat claims as follows:

   * Class 1A PNC Equipment Finance, Inc., is secured by the 2017
Bobcat Track Loader and related equipment and attachments.
Creditor will receive a regular monthly payment of $2,309.  The
estimated arrears is $11,848 as of Jan. 8, 2021.  The monthly
payment on arrears is $700.  If the Ranch Property is sold prior to
the date the payment of the arrears is completed, then the
remaining arrears will be paid from the proceeds of sale.  The
Creditor in this class (PNC) shall retain its interest in the
collateral until paid in full.  Class 1A is impaired.

   * Class 1B Allstate Lending Group, Inc., is secured by the
"Ranch Property" (eight contiguous parcels of raw agricultural and
recreational land consisting of approximately 563 acres along the
Mad River, outside Korbel, California (24748 Korbel Road, Korbel,
California 95550) and its value Between $7.1 and $8.5 million.  The
Debtor intends to sell the Ranch Property by the Summer or Fall of
2021, using the proceeds of sale to pay the allowed claims of
Allstate, Class 1A (if applicable), administrative, priority, and
general unsecured creditors.  The bankruptcy estate has employed
two co-listing brokers to list, market, and sell the Ranch
Property.  The Debtor will file a motion for approval of any such
sale on appropriate notice to creditors.  Unless the court orders
otherwise, Allstate may credit bid the undisputed amount of its
lien at the sale.  In the event Allstate bids less than its full
claim as a credit bid and obtains the Ranch Property, any
deficiency claim would be a general unsecured claim. Allstate filed
a proof of claim in the sum of $4,681,692.  The Debtor shall not
make monthly payments pending the closing of the sale.  The
Creditor in his class (Allstate) shall retain its lien until paid,
but it may not repossess or dispose of its collateral so long as
Debtor is not in material default under the Plan.  Class 1B is
impaired.

   * Class 2 General Unsecured Claims consist of the claims of
Katie Wiley totaling $64,563, Clinton Wiley totaling $98,500,
Matthew Leaidicker totaling $66,000, Redwood Coast Fuel totaling
$4,780.50, Miller Farms Nursery totaling $1,744 and Franchise Tax
Board totaling $277.29.  Allowed claims of general unsecured
creditors will be paid as follows:

     -- Lump Sum Payment.  Based on the current list price of the
Ranch Property of $7,195,000, creditors are expected to receive
payment of 100 percent of their allowed claim in one payment from
the net proceeds of sale, plus interest at the prevailing federal
judgment rate (28 U.S.C. Sec. 1961) as of the Petition Date, which
is 0.14%. Payment will be made on the later of (i) the Effective
Date; (ii) 30 days following the closing of the sale of the Ranch
Property; or (iii) 15 days following final allowance and payment of
all administrative and priority claims.

     -- Treatment if proceeds from sale of Ranch are insufficient:
If the net proceeds from sale of the Ranch Property are
insufficient to pay allowed claims of general unsecured creditors
in full with interest, then these creditors shall receive a
pro-rata share of any available proceeds, and the Official
Committee of Unsecured Creditors (the "Creditors' Committee")
retains the right to pursue avoidance actions or claims of the
estate against third parties.  The Debtor and the Creditors'
Committee are aware of two potential avoidance actions or claims
against third parties.  These creditors will also receive a
pro-rata share of any net recovery from the Creditors' Committee
pursuit of avoidance actions or claims against third parties.

   * Class 3 Equity Interests consists of all equity interests in
the Debtor.  The holders of equity interests in the Debtor will
receive distributions under the Plan on account of their interests
if and only if there are proceeds remaining after payment in full
of all claims of the bankruptcy estate.  Regardless, however, the
Debtor's membership interests will not be canceled and holders will
retain their interests and will otherwise retain the legal,
equitable, and contractual rights provided by their interests.

A full-text copy of the Proposed Combined Chapter 11 Plan of
Reorganization and Disclosure Statement dated February 10, 2021, is
available at https://bit.ly/3rNLJb1 from PacerMonitor.com at no
charge.

                    About Mad River Estates

Mad River Estates, LLC, is a Korbel, Calif.-based company engaged
in activities related to real estate.

Mad River Estates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 20-10470) on Aug. 14,
2020.  Dean Bornstein, the company's manager, signed the petition.

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

The Debtor is represented by Finestone Hayes LLP.

The Office of the U.S. Trustee appointed a committee of unsecured
creditors in Debtor's Chapter 11 case.  The committee is
represented by Buchalter, a Professional Corporation.


MALLINCKRODT PLC: To Hold Mediation Talks With Opioid Plaintiffs
----------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that Mallinckrodt PLC will
hold talks with opioid plaintiffs in March 2021 over how to split
up the proceeds of its proposed bankruptcy settlement.

U.S. Bankruptcy Judge John Dorsey in a hearing Thursday, Feb. 11,
2021, approved mediation procedures, over which Kenneth R. Feinberg
will preside. The mediation is set to end in early March unless an
extension is mutually agreed upon.

Mallinckrodt already has "substantial" support for its proposed
settlement from public plaintiffs and is now focused on gaining
support of private plaintiffs, George Davis of Latham & Watkins
said on behalf of the drug maker.

                    About Mallinckdrodt PLC

Mallinckrodt is a global business consisting of multiple
wholly-owned subsidiaries that develop, manufacture, market and
distribute specialty pharmaceutical products and therapies.  The
company's Specialty Brands reportable segment's areas of focus
include autoimmune and rare diseases in specialty areas like
neurology, rheumatology, nephrology, pulmonology and ophthalmology;
immunotherapy and neonatal respiratory critical care therapies;
analgesics; and gastrointestinal products.  Its Specialty Generics
reportable segment includes specialty generic drugs and active
pharmaceutical ingredients. Visit http://www.mallinckrodt.com/for
more information.

On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware in the U.S. (Bankr. D.
Del. Lead Case No. 20-12522) to seek approval of a restructuring
that would reduce total debt by $1.3 billion and resolve
opioid-related claims against them.

Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.

Judge John T. Dorsey oversees the cases.

The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor.  Prime Clerk, LLC, is the claims agent.

The official committee of unsecured creditors retained Cooley LLP
as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon
Advisers LLC as its financial advisor.

On Oct. 27, 2020, the Office of the United States Trustee for
Region 3 appointed an official committee of opioid related
claimants (OCC). The OCC tapped Akin Gump Struss Hauer & Feld LLP
as its lead counsel, Cole Schotz as Delaware co-counsel, Province
Inc., as financial advisor, and Jefferies LLC as investment banker.


MASHANTUCKET (WESTERN): S&P Lowers Term Loan B Rating to 'D'
------------------------------------------------------------
S&P Global Ratings lowered its issue-level rating on U.S. casino
operator Mashantucket (Western) Pequot Tribe's term loan to 'D'
from 'CCC-'.

S&P said, "The downgrade reflects our view that Mashantucket's
agreement with its lenders to extend the maturity of its term loan
B to Feb. 16, 2021 is tantamount to a default, although no legal
default has occurred, because lenders are receiving less than the
original promise without adequate offsetting compensation in the
form of fees or increased interest. We view this action as
distressed and tantamount to a default--rather than
opportunistic--because, apart from this extension, the Tribe would
have faced the real possibility of a conventional default given its
highly leveraged capital structure and weak operating performance.
Furthermore, we believe the Tribe is likely unable to access the
capital markets to refinance its term loan as it is currently
unable to make full and timely debt service payments to its junior
debtholders.

"We expect the issue-level rating on the term loan to remain 'D'
over the near term because we believe the Tribe will be unable to
address the Feb. 16, 2021, maturity date and could face a
conventional default or engage in an additional transaction that we
would view as tantamount to default. It is our understanding that
the Tribe is in active discussions with its lenders for a
longer-term extension. We would plan to review the terms of any
amendment once it closes and update our issue-level rating
analysis.

"Our issuer credit rating on the Tribe remains 'SD' (selective
default) because the Tribe has been unable to make full and timely
debt service payments to its junior debtholders following the
receipt of a blocking notice from its senior lenders."


MATHIAS FRANZ: Rocklin Anytime Fitness Owner Files for Chapter 7
----------------------------------------------------------------
Sonya Sorich of Sacramento Business Journal reports that the owner
of a local Anytime Fitness facility has permanently closed his gym
and filed for personal bankruptcy, citing Covid-19 restrictions as
the reason for his business's failure.

The petition filed in U.S. Bankruptcy Court for the Eastern
District of California cites "fatal" losses to his gym location due
to Covid-19, which has disrupted the fitness industry.  Gyms and
fitness studios in the Sacramento area are currently limited to
outdoor operations, and faced indoor closures or capacity
restrictions for most of 2020.

Mathias Charles Franz filed for voluntary Chapter 7 bankruptcy
protection on Feb. 2, 2021.

In an email, Spitzer confirmed Franz was the sole owner of Anytime
Fitness at 3001 Stanford Ranch Road in Rocklin, California.  The
business filled 5,200 square feet in Stanford Ranch Plaza,
according to online leasing materials.  Anytime Fitness LLC is a
franchise chain based in Woodbury, Minnesota.

The Rocklin gym has permanently closed, according to a phone
message at the business. "Covid did a number on us and financially
we just cannot keep the doors open," it says.

The bankruptcy filing from Franz also cites the financial impact of
Covid-19.

Some of the creditors listed in the bankruptcy filing include a
$155,000 claim for Anytime Fitness, and a $180,000 claim for
Hitachi Capital America Corp.

The filing says Franz invested $300,000 in May 2019 to open the
Anytime Fitness gym. "Covid-19 shutdowns caused losses that were
fatal to the business continuing," it says. Based on the filing, it
appears the lease for the business was from June 2019 until June
2025.

                       About Mathias Franz

Mathias Charles Franz was the sole owner of Anytime Fitness at 3001
Stanford Ranch Road in Rocklin, California.

Mathias Charles Franz filed a Chapter 7 petition (Bankr. E.D. Cal.
Case No. 21-20395) on Feb. 2, 2021.  The filing lists estimated
assets of $1,000,001 to $10 million, and liabilities in the same
range.  It estimates that Franz has between one and 49 creditors.
Barry H. Spitzer, of the Sacramento-based Law Office of Barry H.
Spitzer, is representing Franz.


MBMK PROPERTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: MBMK Property Holdings, LLC
        808 North Henderson Road
        Suite 200
        King of Prussia PA 19406

Chapter 11 Petition Date: February 10, 2021

Court: United States Bankruptcy Court
       Eastern District of Pennsylvania

Case No.: 21-10332

Judge: Hon. Eric L. Frank

Debtor's Counsel: Roger V. Ashodian, Esq.
                  REGIONAL BANKRUPTCY CENTER OF SOUTHEASTERN PA,
                  P.C.
                  101 West Chester Pike, Suite 1A
                  Havertown, PA 19083
                  Tel: (610) 446-6800
                  E-mail: ecf@schollashodian.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Matthew S. Breen, president, secretary,
treasurer.

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

A copy of the petition is available for free at PacerMonitor.com
at:

https://www.pacermonitor.com/view/K7QB4QA/MBMK_Property_Holdings_LLC__paebke-21-10332__0001.0.pdf?mcid=tGE4TAMA


MD AUDIO: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: MD Audio Engineering, Inc.
        6941 NW 42 Street
        Miami, FL 33166

Business Description: MD Audio Engineering, Inc. is an electronics
                      manufacturer in Florida.

Chapter 11 Petition Date: February 12, 2021

Court: United States Bankruptcy Court
       Southern District of Florida

Case No.: 21-11394

Judge: Hon. Jay A. Cristol

Debtor's Counsel: Andres Montejo, Esq.
                  LAW OFFICES OF THE GENERAL COUNSEL
                  6157 NW 167 Street
                  Suite F-21
                  Hialeah, FL 33015
                  Tel: 305-817-3677
                  E-mail: amontejo@andresmontejolaw.com

Total Assets: $2,248,219

Total Liabilities: $2,677,971

The petition was signed by Jose Telle, president.

A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available for free  at
PacerMonitor.com at:

https://www.pacermonitor.com/view/QHDWL3A/MD_Audio_Engineering_Inc__flsbke-21-11394__0001.0.pdf?mcid=tGE4TAMA


MERCY HOSPITAL: Case Summary & 30 Largest Unsecured Creditors
-------------------------------------------------------------
Lead Debtor: Mercy Hospital and Medical Center
               d/b/a Mercy Hospital & Medical Center
             2525 South Michigan Avenue
             Chicago, IL 60616

Business Description: Mercy Hospital is an Illinois not-for-profit
                      corporation.  Mercy Hospital operates the
                      general acute care hospital known as Mercy
                      Hospital & Medical Center, located at 2525
                      South Michigan Avenue, Chicago, Illinois.
                      Mercy System, an Illinois not-for-profit
                      corporation, is the sole member of Mercy
                      Hospital.  The Hospital has 412 authorized
                      beds and offers inpatient and outpatient
                      services.

Chapter 11 Petition Date: February 10, 2021

Court: United States Bankruptcy Court
       Northern District of Illinois

Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:

           Debtor                                         Case No.
           ------                                         --------
           Mercy Hospital and Medical Center (Lead Case)  21-01805
           Mercy Health System of Chicago                 21-01806

Judge: Hon. Timothy A. Barnes

Debtor's Counsel: Edward J. Green, Esq.
                  Matthew J. Stockl, Esq.
                  Jasmine Reed, Esq.
                  FOLEY & LARDNER LLP
                  321 N. Clark Street, Suite 3000
                  Chicago, IL 60654
                  Tel: (312) 832-4500
                  Fax: (312) 832-4700   
                  E-mail: egreen@foley.com
                          mstockl@foley.com
                          jreed@foley.com

Estimated Assets: $100 million to $500 million

Estimated Liabilities: $100 million to $500 million

The petitions were signed by Carol L. Garikes Schneider, president
and chief executive officer.

Copies of the petitions are available for free at PacerMonitor.com
at:

https://www.pacermonitor.com/view/6IH34GQ/Mercy_Hospital_and_Medical_Center__ilnbke-21-01805__0001.0.pdf?mcid=tGE4TAMA

https://www.pacermonitor.com/view/6U3KJAA/Mercy_Health_System_of_Chicago__ilnbke-21-01806__0001.0.pdf?mcid=tGE4TAMA

List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. Biofire Diagnostics, LLC          Trade Vendor         $129,844
515 Colorow Dr
Salt Lake City, UT 84108-1248
Contact: Kristi Hogan, Controller
Tel: 801-736-6354
Fax: 801-588-0507
Email: kristi.hogan@biofiredx.com
       info@biofiredx.com

2. General Mechanical Services       Trade Vendor         $108,600
780 AEC Drive
Wood Dale, IL 60191
Contact: Ian Philpot
Media Contact
Tel: 847-695-1177
Fax: 630-595-8121
Email: lphilpot@reedyindustries.com

3. United Security Services Inc.     Trade Vendor          $65,371
1550 South Indiana Avenue
Chicago, IL 60605
Contact: Richard Simon
President & CEO
Tel: 312-922-8558
Email: rsimon@unitedhq.com
info@unitedhq.com

4. Olympus Financial Services        Trade Vendor          $45,541
3500 Corporate Parkway
PO Box 610
Center Valley, PA 18034-0610
Contact: Yasuo Takeuchi, President
Tel: 484-896-5543
Email: compliance@olympus.com

5. Angelica - Chicago                Trade Vendor          $41,650
1901 S. Meyers Rd
Oakbrook Terrace, IL 60181
Contact: Robert Saal, CEO
Tel: 312-666-8495
Fax: 678-823-4165
Email: customercare@angelica.com
marketing@angelica.com

6. Ann & Robert H. Lurie             Trade Vendor          $39,996
Childrens Hospital of Chicago
Pediatric Faculty Foundation
225 E. Chicago Ave
Chicago, IL 60611-2605
Contact: Tom Shanley, CEO
Tel: 312-227-7413
Email: cpelldoy@luriechildrens.org

7. American Red Cross                Trade Vendor          $35,646
Office of the General Counsel
431 18th St., NW
Washington, DC 20006
Contact: Laura Disciullo
Tel: 202-303-5585
Email: lori.polacheck@redcross.org

8. IPC Healthcare Inc.               Trade Vendor          $33,333
265 Brookview Centre Way
Ste 400
Knoxville, TN 37919
Contact: President
Tel: 800-342-2898
Email: patientaccountsdept@ipcm.com
       media@teamhealth.com

9. C J Erickson Plumbing Co          Trade Vendor          $29,881
4141 W 124th Place
Alsip, IL 60803-1878
Contact: Matt Erickson, CEO
Tel: 708-371-371
Fax: 708-371-3885
Email: online@cjerickson.com

10. Boston Scientific Corp           Trade Vendor          $29,339
300 Boston Scientific Way
Marlborough, MA 01752
Contact: Michael Mahoney, CEO
Tel: 800-876-9960
Email:stevendsassllc@gmail.com
robert.perkins@bsci.com

11. United Audit Systems Inc.        Trade Vendor          $26,643
1924 Dana Avenue
Cincinnati, OH 45207
Contact: Ty Hare, President & CEO
Tel: 800-526-0594
Email: generalinfo@uasisolutions.com

12. Edwards Engineering Inc.         Trade Vendor          $22,936
1000 Touchy Avenue
Elk Grove Village, IL 60007-4922
Contact: Dyan Camodeca, CFO
Fax: 908-231-9696

13. Med One Capital Funding LLC      Trade Vendor          $22,227
10712 South 1300 East
Sandy, UT 84094
Contact: Lary R. Stevens,
President/CEO
Tel: 800-248-5882
Fax: 800-468-5528
Email: info@medonegroup.com

14. Stacy L. Alexander               Trade Vendor          $20,079
13 Park Street
Whitefield, NH 03598
Tel: 603-315-3390

15. C R Bard Inc                     Trade Vendor          $17,903
730 Central Ave
Murray Hill, NJ 07974
Contact: Tim Ring, CEO
Tel: 908-277-8000
Email: medical.services@crbard.com

16. Lubaway, Masten & Co., Ltd.      Trade Vendor          $17,366
376 Beach Farm Circle 770
Highland, MI 48357
Contact: Deborah A. Sieradzki,
Partner
Tel: 248-347-1416

17. Beckman Coulter Inc.             Trade Vendor          $17,071
250 S. Kraemer Blvd, B1 NE 02
Brea, CA 92821
Contact: Dianna Olivares, AR Legal Desk
Tel: 312-583-1020
Fax: 800232-3828
Email: dolivares@beckman.com

18. Cardinal Health Medical Prod     Trade Vendor          $15,631
7000 Cardinal Place
Dublin, OH 43017
Contact: Erin Gapinski,
Senior Counsel
Tel: 877-254-2738
Email: erin.gapinski@cardinalhealth.com

19. Stryker Finance                  Trade Vendor          $15,491
25652 Network Place
Chicago, IL 60673-1256
Contact: Robert S. Fletcher, VP/CLO
Tel: 888-872-5855
Fax: 269-385-1062

20. Clarence Davids & Company        Trade Vendor          $13,492
22901 South Ridgeland Avenue
Matteson, IL 60443
Contact: Andrew Tourlas
Fax: 708-720-4200
Email: andy@clarencedavids.com

21. Illinois Dept of Public          Trade Vendor          $13,056
525-535 West Jefferson Street
Springfield, IL 62761
Contact: Ngozi Ezike, Director
Fax: 217782-3987
Email: dph.mailus@illinois.gov

22. Boncura Health Solutions         Trade Vendor          $12,500
1100 31st Street
Suite 300
Downers Grove, IL 60515
Contact: Maria McGown,
Executive Director
Tel: 630-545-7640
Email: maria.mcgowan@boncura.com

23. Johnson Controls                 Trade Vendor          $11,714
5757 N. Green Bay Ave.
P.O. Box 591
Milwaukee, WI 53201
Contact: Mauricio Mustre
Tel: 866-496-1999
Fax: 414524-3200
Email: bsna-legal-support@jci.com

24. Grainger Inc.                    Trade Vendor          $11,620
100 Grainger Pkwy
Lake Forest, IL 60045
Tel: 847-535-1000
Email: marcia.heck@grainger.com

25. Hallmark Healthcare              Trade Vendor          $10,861
Solutions
200 Motor Parkway
Suite D-26
Hauppage, NY 11788
Contact: Isaac Ullatil
President/CEO
Tel: 856-231-5340
Email: info@hallmarkhealthcreit.com

26. Abbott Laboratories              Trade Vendor          $10,048
100 Abbott Park Road
Abbott Park, IL 60064
Contact: Robert B. Ford
President/CEO
Tel: 224-667-6100
Email: evonhelms@kmksc.com

27. S.B. Friedman & Company          Trade Vendor           $9,956
221 N. La Salle St.
Ste 820
Chicago, IL 60601
Contact: Stephen B. Friedman
President
Tel: 312-424-4250
Email: sbf@sbfriedman.com
info@sbfriedman.com
rbose@sbfriedman.com

28. Cook Medical Inc.                Trade Vendor           $9,610
22988 Network Place
Chicago, IL 60673-1229
Contact: Steve Ferguson
Chairman
Tel: 800-457-4500
Fax: 800-554-8335
Email: customersupport@cookmedical.com

29. Comp Health                      Trade Vendor           $9,447
2900 Charlevoix Dr
Grand Rapids, MI 49546-7085
Contact: Britanyeiseler
Tel: 800-328-3021

30. Biomerieux Inc.                  Trade Vendor           $8,424
100 Rodolphe Street
Durham, NC 63150-0308
Contact: Steve Yova
Asst Gen Counsel
Tel: 919-620-2209
Fax: 800-432-9682
Email: steve.yova@biomeriux.com


MERCY HOSPITAL: Court Okays $5 Million Interim Funding
------------------------------------------------------
Lauren Coleman-Lochner of Bloomberg News reports that Mercy
Hospital and Medical Center received interim approval of $5 million
of DIP financing.

U.S. Bankruptcy Judge Timothy Barnes approved the interim amount
after concerns were made by the U.S. Trustee about the proposed up
to $30 million DIP from parent Trinity Health Corp.  Parties are
making adjustments to bring agreement more in line with typical DIP
arrangements.

The final DIP hearing is scheduled on March 16, 2021.

Mercy treats about 80% of federally-insured patients, twice the
rate at which it would qualify as a so-called safety-net hospital,
Edward Green of Foley & Lardner, attorney for Mercy, said at a
hearing Friday, February 12, 2021.

             About Mercy Hospital and Medical Center

Mercy Chicago is a general medical and surgical Catholic teaching
hospital in Chicago, Illinois that was established in 1852 and was
the first chartered hospital in state.  Mercy Hospital operates the
general acute care hospital known as Mercy Hospital & Medical
Center, located at 2525 South Michigan Avenue, Chicago, Illinois.
The Hospital has 412 authorized beds and offers inpatient and
outpatient services.  Mercy Health System of Chicago, an Illinois
not-for-profit corporation, is the sole member of Mercy Hospital.
The health care facilities that are part of Trinity Health's
network of health care providers. On the Web:
http://www.mercy-chicago.org/
  
Mercy Hospital and Medical Center and Mercy Health System of
Chicago sought Chapter 11 protection (Bankr. N.D. Ill. Case Nos.
21-01805 and 21-01806) in Chicago on Feb. 10, 2021.  The Debtor
estimated $100 million to $500 million in assets and liabilities as
of the bankruptcy filing.

Foley Lardner LLP, led by Matthew J. Stockl, is the Debtor's
counsel.


METHANEX CORP: S&P Alters Outlook to Negative, Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Vancouver-based Methanex
Corp. to stable from negative and affirmed its 'BB' issuer credit
rating on the company. The 'BB' issue-level and '4' recovery
ratings on Methanex's senior unsecured debt are unchanged.

The stable outlook reflects S&P's expectation that the moderate
demand and pricing recovery in late 2020 will continue into 2021,
thus supporting Methanex's ability to maintain EBITDA and credit
metrics appropriate for the rating.

S&P said, "The outlook revision reflects the significant
improvement in methanol prices in the fourth quarter of 2020 and
early 2021, and our expectation that average realized prices will
be stronger in 2021 compared to 2020.   Specifically, average
realized methanol prices in the fourth quarter 2020 were $282 per
tonne, compared to around $215 per tonne in the second and third
quarters. Methanol prices improved even more in January and
February 2021, and we expect that first half 2021 prices will be
significantly above 2020 levels. The improvement is driven by a mix
of factors including planned and unplanned outages experienced by
methanol producers, improving global demand, rising oil prices, and
higher coal prices (as a key input in Chinese methanol production,
increased coal prices tend to raise the methanol cost curve). We
would expect that methanol prices will likely decline in the second
half of 2021, as the industry operates at higher rates following
planned and unplanned outages in 2020, along with new supply
hitting the market, including the 1.7 million tonne methanol plant
that Koch Methanol Investments is bringing online. In our base case
scenario, we expect that 2021 average realized methanol prices will
approach 2019 levels of $295 per tonne. We believe the company will
continue to contend with natural gas supply issues in certain
regions, somewhat constraining production levels. We expect
weighted-average funds from operations (FFO) to debt will recover
from weak 2020 levels, to the 12% to 20% range we consider
appropriate for the rating."

In 2019, Methanex announced plans for the construction of a new
methanol facility, Geismar 3. The facility will have capacity of
1.8 million metric tonnes and be built adjacent to the company's
Geismar 1 and Geismar 2 facilities. The new facility will provide
significant cost benefits compared to a typical greenfield project.
In response to the downturn, in April 2020, Methanex announced
plans to defer approximately $500 million in capital spending
related to the facility for up to 18 months. S&P said, "We believe
the company will likely provide an update on the project in the
middle of 2021, which could include plans to restart the project,
or further defer a decision whether or not to restart the project.
We expect management will only go forward with the project if the
strength of the global economic recovery and outlook for the
methanol industry becomes more certain. The company has also stated
its preference to find a partner for the project, which we believe
would be favorable because it would reduce some of Methanex's
capital outlays." The estimated capital cost of the project is $1.3
billion to $1.4 billion, with $365 million invested at the end of
2020. Methanex has an $800 million construction credit facility for
the project due 2024, $173 million of which was drawn at the end of
2020.

With 2020 production of about 6.6 million metric tonnes, Methanex
is the world's largest methanol producer at 13% of the market, as
measured by sales volume, and we expect it to hold this position.
S&P said, "We view geographic diversity as a key business strength
because the company has production facilities in New Zealand, the
U.S., Trinidad, Egypt, Canada, and Chile, which are in the bottom
half of the cost curve. We expect the company to continue to
maintain its cost advantage, given our expectation for Henry Hub
natural gas prices of $2.75/mmBtu in 2021 and $2.50/mmBtu in 2022."
Methanol is a commodity chemical that is primarily produced from
natural gas and has traditionally been used in chemical
applications, such as formaldehyde and acetic acid, which tend to
increase with global GDP and industrial production. However, the
bigger driver for demand growth had been methanol used as an oil
substitute in fuel applications and as a feedstock in
methanol-to-olefin (MTO) facilities. MTO production economics are
heavily dependent on oil and natural gas prices, which must be high
enough to support elevated operating rates for the alternative MTO
process. S&P's long-term views remain that demand growth from
energy-related end markets should outpace demand growth from
traditional applications, particularly in light of China's goal of
being more self-sufficient in energy-related markets and our
expectation for improved oil prices in 2021 and beyond.

The company's limited product diversity (i.e., it generates all of
its earnings from methanol) will continue to constrain the business
risk assessment.   S&P said, "We expect the company's EBITDA on a
quarterly and annual basis will likely remain highly volatile
because methanol prices depend on its own supply and demand
dynamics. Methanol is also sensitive to changes in oil, natural
gas, and coal prices in China (coal prices tend to set the higher
end of the methanol cost curve). Additionally, the company has had
to limit production at times in certain areas such as Chile,
Trinidad, and Egypt because of natural gas supply constraints. We
believe the company's product concentration, inherent volatility in
methanol prices, and some natural gas supply constraints, position
the company at the weaker end of our business risk assessment
compared with a more diversified company such as Celanese US
Holdings LLC."

S&P said, "Our assessment of Methanex's financial risk profile
reflects our expectation the company will maintain weighted-average
(based on 2020 thru 2022) FFO to debt in the 12%-20% range.   Given
the high volatility in methanol prices, credit measures have been
quick to recover from past downturns. This was exhibited in 2017,
when FFO to debt jumped to more than 45%, compared to 2016 levels
of around 15%. While we are not factoring in that sort of rebound
in 2021, based on our expectation for higher demand and methanol
prices, we believe 2021 credit measures will improve to more
appropriate levels for the rating. We do not expect any significant
share repurchases over at least the next year, given the stretched
2020 credit measures and Methanex's effort to preserve liquidity.
We believe financial policies will continue to support credit
quality, and expect the company to undertake growth capital
spending in a measured approach that does not substantially
diminish the expected improved credit measures.

"The stable outlook reflects our expectation that moderate demand
and pricing recovery in late 2020 will continue this year, thus
supporting Methanex's ability to maintain EBITDA and credit metrics
appropriate for the rating. We forecast full-year average methanol
prices to approach those of 2019 (around $296/ton) given our
expectation of Brent crude oil prices of $50/bbl for 2021 and 2022.
In our revised base case scenario, we forecast FFO to debt will
recovery significantly in 2021, in line with our expectation for
the rating, including maintaining a weighted-average FFO to debt in
the 12% to 20% range. We believe the company's near-term focus will
remain on preserving cash flows and liquidity. The company has
stated that it plans to revisit their plans regarding the 1.8
million metric tonne Geismar 3 project in mid-2021. We will
re-assess once we have more clarity on the company's path forward,
including the timing of spending, if there will be a partner for
the project, and our forward look on methanol prices.

"We could lower our ratings on Methanex by one notch in the next 12
months if the recovery in methanol pricing reverses and declines to
2020 average realized prices of around $244 per tonne for an
extended period. We believe this could result from prolonged
industrial weakness and depressed operating rates for MTO
facilities, which we continue to view as key drivers for global
methanol demand. Specifically, we could consider a downgrade if
depressed methanol prices and lower operating rates led to EBITDA
margin declines of at least 500 basis points compared to our base
case scenario or if natural gas supply constraints at key
production facilities caused decreased production significantly
below our current expectations. In this scenario, we would expect
the company's FFO to debt to drop well below the 12% to 20% range
with limited near- to medium-term prospects for improvement.

"We would also consider a downgrade if financial policies are more
aggressive than we expect. For example, if the company restarted
spending on Geismar 3, stretching credit measures beyond what we
consider appropriate for the rating.

"We could raise our ratings on Methanex by one notch in the next 12
months if methanol prices improve beyond our current expectations,
with revenue and EBITDA margins to exceed our base case by 10% and
at least 500 basis points, respectively. We believe this could be
driven by improvements in oil prices beyond our current
expectations, which would likely improve the affordability and
operating rates at MTO facilities, or a quicker-than-expected
recovery in GDP and industrial production which boosts demand. In
our upside scenario, EBITDA and cash flows would strengthen quicker
than we currently project, leading to weighted-average FFO to debt
improving to the 30% to 45% range, However, given the high
volatility in earnings and credit metrics, we believe this ratio
could drop at least into the 20%-30% range for periods. Before
taking a positive rating action, we would likely to believe that
credit metrics would be able to be maintained at these levels even
after considering the company's plan for restarting the Geismar 3
project or increasing shareholder rewards. We would also need to be
confident that natural gas supply constraints in key production
facilities will not meaningfully impact production."


MIDCONTINENT COMMUNICATIONS: S&P Hikes ICR to 'BB', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings raised all ratings on Midcontinent
Communications one notch, including the issuer credit rating to
'BB' from 'BB-', based on a more favorable view of the business.

S&P said, "The upgrade reflects Midcontinent's broadband
competitive advantage, which we believe will continue to grow in
importance as data consumption increases. Americans increasingly
rely on fast internet connections to watch TV online, conduct
virtual business meetings, interact socially, and educate remotely.
While the pandemic will eventually end, we believe the shift toward
higher-speed broadband will persist and COVID-19 served only to
accelerate these inevitable trends. Importantly, we do not expect
the competitive landscape to change significantly over the next
three to five years given the high barrier to entry given the
substantial capital investment needed to overbuild an incumbent
network in these less dense markets where Midco operates.
Therefore, as consumers demand more bandwidth, we expect Midco to
continue to increase its broadband penetration levels while also
benefitting from opportunities to raise prices as customers move to
faster speed tiers.

"We view favorably the mix shift toward broadband and away from
traditional video.  We believe the predictability in Midco's
earnings and cash flow has improved significantly despite more
concentration in a single service. Broadband profit margins are
very high because the costs are fixed, and largely sunk.
Furthermore, churn is low because the competing phone company
offers far inferior speeds in the majority of Midco's footprint. In
contrast, Midco faces direct competition from satellite TV
providers, DISH and DirecTV, as well as a plethora of new online
entrants for video service. Furthermore, video profit margins are
under intense pressure from rising programming costs.

"Midcontinent's partnership with Comcast positions the provider
ahead of most small incumbent operators. The company's cost
benefits from its video programming agreement with Comcast result
in adjusted EBITDA margins of about 43%, which compare favorably
among peers. Although this competitive advantage is moderating as
the company increasingly deemphasizes video, we expect video to
remain profitable over the next four years, which is better than
most small operators. In addition, this strength partially offsets
Midco's above-average competitive overlap with peers, wherein the
company faces competitors capable of delivering comparable speeds
in about 35%-40% of its footprint compared with the industry
average of about 30%). Midco faces more competition that many peers
because of the company's acquisition of WideOpenWest's Lawrence,
Kansas assets in 2017, which overlap AT&T's FTTH service, and its
decision to overbuild Cable One in parts of Fargo, N.D., in 2013.

"We expect that leverage, currently in the high-3x area, could rise
above 4x in the future for dividends or sizable acquisitions.
Although the company has a leverage target range of 3x-3.5x, the
company has shown a willingness to increase leverage above 4x for
strategic opportunities and to support dividends. Midcontinent
Media Inc. (MMI) and Comcast are equal partners in Midcontinent,
and they periodically take a large dividend that levers the
business to the mid- to high-4x area following a partnership
extension. If the partnership were to dissolve, either owner could
sell their 50% stake in the business to the other. Although there
is no obligation of either party to purchase the other partner's
interest, if Comcast were to sell its stake in Midco to MMI,
leverage could increase to 6x or more if financed solely with debt.
Still, we do not view this as a near-term risk given that the
partnership was extended in 2019 and will likely be extended when
it expires in 2026.

"The stable outlook reflects S&P Global Ratings' expectation that
Midcontinent will benefit from strong growth from broadband and
commercial services and that competitive dynamics in its
territories will remain favorable relative to other incumbent cable
operators, such that leverage declines to the mid-3x area from
about 3.8x.

"We could lower the rating if the company completes a debt-financed
acquisition or dividend that pushes leverage above 5x. Also, we
could lower the rating if a more competitive environment resulted
in the EBITDA margin declining to the mid-30% area, leading to debt
leverage rising above 5x with little sign of improvement.

"Although unlikely, we could raise the rating if Midcontinent's
leverage declined to below 4x and we believed that financial policy
considerations would not lead to higher leverage."


MIRAGE DENTAL: Unsecureds' Payout Hiked to 52% in 6th Amended Plan
------------------------------------------------------------------
Mirage Dental Associates, Professional L.L.C., filed a Sixth
Amended Chapter 11 Plan of Reorganization.

The Plan only modifies the treatment of one creditor, Live Oak
Bank, and its respective claims.  The Debtor asserts that there is
no material adverse impact to unsecured creditors from the prior
Corrected Fifth Amended Plan.  Rather, this Plan increases the
distributions to such creditors.

Specifically, the Sixth Amended Plan incorporates the changes to
Live OakBank's Class 2, 3, and 4, claims as well as increases the
distributions to unsecured creditors.

The Plan provides:

   * Class 2 consists of the secured claim of Live Oak Bank under
11 U.S.C. Sec. 506 for the SBA Loan.  Class 2 shall have an Allowed
Secured Claim in the principal amount of $3,321,588, less all
adequate protection payments (approximately $191,000). The New
Class 2 Note shall provide for monthly installment payments of
principal and interest. The amount of the monthly payments will
increase over the term of the New Class 2 Note. Commencing on
January 1, 2021, the Debtor shall make monthly principal and
interest payments in the amount of $3,475 for 24 months.  For the
next 30 months thereafter, the Debtor will make monthly payments of
$6,950.  After the first 54 months, the Debtor shall make monthly
installment payments of $27,433.  Any remaining unpaid principal,
interest and charges on the Allowed Secured Claim will be paid upon
maturity.

   * Class 3 consists of the secured claim of Live Oak Bank under
11 U.S.C. Sec. 506 for Loan A.  Class 3 will have an Allowed
Secured Claim in the principal amount of $1,776,014, representing
Loan A.  The New Class 3 Note will provide for monthly installment
payments of principal and interest.  The amount of the monthly
payments will increase over the term of the New Class 3 Note.
Commencing on Jan. 1, 2021, the Debtor will make monthly principal
and interest payments in the amount of $1,875 for 24 months.  For
the next 30 months thereafter, the Debtor will make monthly
payments of $3,750. After the first 54 months, the Debtor will make
monthly installment payments of $13,634.  Any remaining unpaid
principal, interest, and charges on the Allowed Secured Claim shall
be paid upon maturity.

   * Class 4 consists of the secured claim of Live Oak Bank under
11 U.S.C. Sec. 506 for Loan B.  Class 3 will have an Allowed
Secured Claim in the principal amount of $533,000.  The New Class 4
Note will provide for monthly installment payments of principal and
interest.  The amount of the monthly payments will increase over
the term of the New Class 4 Note.  Commencing on Jan. 1, 2021, the
Debtor will make monthly principal and interest payments in the
amount of $162 for 24 months.  For the next 30 months thereafter,
the Debtor shall make monthly payments of $331.25.  After the first
54 months, the Debtor will make monthly installment payments of
$5,604.  Any remaining unpaid principal, interest and charges on
the Allowed Secured Claim shall be paid upon maturity.

   * Class 11 will be comprised of all creditors who hold Allowed
Unsecured Claims against the Debtor.  The Class 11 Creditors will
receive pro-rata distributions on an annual basis from the Debtor's
Creditor Fund within 30 days of each anniversary of the Effective
Date for a period of six years.

Under the Sixth Amended Plan, the distributions to unsecured
creditors holding allowed claims will be approximately 52% on the
dollar.

The Fifth Amended Plan provided that if the Plan is confirmed with
the consent of Class 11, such creditors will receive distributions
of approximately 51 cents on the dollar; and if the Plan is
confirmed without the consent of Class 11, such creditors will
receive distributions of approximately 43 cents on the dollar.

The Plan will be funded by the net income of the Debtor.

A full-text copy of the Sixth Amended Chapter 11 Plan of
Reorganization dated February 10, 2021, is available at
https://bit.ly/3rWEOw3 from PacerMonitor.com at no charge.

Attorneys for the Debtor:

     K. Jamie Buechler, Esq.
     BUECHLER LAW OFFICE, LLC
     999 18th Street, Suite 1230-S
     Denver, Colorado 80202
     Tel: 720-381-0045/ Fax: 720-381-0382
     Email: Jamie@Kjblawoffice.com

                  About Mirage Dental Associates

Mirage Dental Associates, Professional, LLC, is a privately-held
company in Castle Rock, Colorado, that owns a dental clinic.

Mirage Dental Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 18-12496) on March 30,
2018.  In the petition signed by Michael J. Moroni, Jr., managing
member, the Debtor disclosed $5.41 million in assets and $8.72
million in liabilities.  Judge Joseph G. Rosania Jr. oversees the
case.  The Debtor tapped Buechler & Garber, LLC, as its legal
counsel. No official committee of unsecured creditors has been
appointed in the Chapter 11 case.


MISSISSIPPI MATERNAL-FETAL: Lender Balks at Cash Collateral Access
------------------------------------------------------------------
Strategic Funding Source, Inc. asks the U.S. Bankruptcy Court for
the Southern District of Mississippi to prohibit  Mississippi
Maternal-Fetal Medicine, P.A. from using cash collateral in which
Strategic asserts an interest.

Strategic and the Debtor are parties to Loan Agreement dated June
13, 2018, and a related Security Agreement and Personal Guaranty,
pursuant to which Strategic has made a loan to the Debtor in the
principal amount of $150,000.

To secure the payment and performance of all of the Debtor's
obligations under the Agreement, the Debtor granted to Strategic a
first priority continuing security interest in and lien upon all or
substantially all of the Debtor's personal property, including,
without limitation, all cash, equipment, accounts, inventory,
chattel paper, instruments, documents and general intangibles, and
all products and proceeds of any of the foregoing.

Strategic perfected its security interests in and liens upon the
Collateral by, among other things, filing a UCC-1 Financing
Statements in the Office of the Secretary of State of Mississippi
at File Number 20182635592A, naming the Debtor as debtor and
describing the Collateral.

Accordingly, Strategic asserts that it properly holds a perfected
security interest in the Cash Collateral.

The Debtor defaulted on its obligations under the Agreement. On or
around August 29, 2019, Strategic filed a complaint against the
Debtor for breach of contract in the Virginia Circuit Court of the
County of Chesterfield under Case No. CL19-2736 and obtained a
judgment on July 8, 2020, in the amount $263,041, consisting of
$152,675 of principal, $104,866 of interest and attorney's fees of
$5,500.

Strategic asserts it has not given its consent to the use, sale or
lease of the Cash Collateral. Since the Petition Date, it is
unclear as to whether the Debtor has continued to use the Cash
Collateral; however, upon information and belief the Debtor
continues to use the Cash Collateral and Collateral without
Strategic's consent. Strategic says the Collateral continues to
depreciate in value with the Debtor's ongoing use of Cash
Collateral with no adequate protection whatsoever provided to
Strategic, no budget for the use of Cash Collateral, or any other
exchange of information to obtain Strategic's consent to use Cash
Collateral.  Strategic further asserts the mere grant of a
post-petition replacement lien will not adequately protect
Strategic's interest in the Cash Collateral on a going-forward
basis.

Strategic contends it is entitled to adequate protection payments
and additional forms of adequate protection for the Debtor's use of
Cash Collateral. The form of adequate protection is particularly
important since the Collateral is a soft collateral. Strategic
asserts substantive adequate protection is necessary which should
include secured guarantees of third persons, proof regarding the
stability in the value of the Collateral and business enterprise,
continued operations demonstrating profitability, replacement liens
with substantive value, a strong likelihood of reorganization, and,
periodic payments.

Strategic also requests that it be granted an allowed superpriority
administrative expense claim in order to provide Strategic with
additional adequate protection to the extent that any adequate
rotection granted by the Court proves insufficient to protect
Strategic's interest for the use of its Cash Collateral.

Strategic also objects to any use of its Cash Collateral without
first being granted complete access to the Debtor's financial
information, and receiving from the Debtor all reports,
reconciliations, financial statements, and other information.

A copy of Strategic's request is available for free at
https://bit.ly/3pdortt from PacerMonitor.com.

           About Mississippi Maternal-Fetal Medicine

Mississippi Maternal-Fetal Medicine, PA filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Miss. Case No. 21-00091) on Jan. 20, 2021, listing under $1
million in both assets and liabilities.

Judge Neil P. Olack oversees the case.

J. Walter Newman IV, Esq., at Newman & Newman serves as the
Debtor's counsel.

Strategic Funding Source, Inc., as lender, is represented by:

     Erno Lindner, Esq.
     BAKER, DONELSON, BEARMAN, CALDWELL & BERKOWITZ, P.C.
     633 Chestnut Street, Suite 1900
     Chattanooga, TN 37450
     Tel: 423-209-4206
     Fax: 423-752-9633
     Email: elindner@bakerdonelson.com



MKJC AUTO: Seeks to Hire Citrin Cooperman as Accountant
-------------------------------------------------------
MKJC Auto Group, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire Citrin Cooperman as
its accountant.

The firm's services include:

     a. assisting the Debtor in the preparation of any and all
budgets, reports and accounts;

     b. assisting the Debtor, creditors and its attorneys in this
proceeding;

     c. attending conferences with the Debtor, its creditors and
its attorneys;

     d. preparing federal and state income tax returns;

     e. assisting the Debtor in the contemplated sale of its
business; and

     f. assisting in the sale of the Debtor's assets.

The firm will be paid at these rates:

    Ellen Kera    $600 per hour
    Associates    $450 per hour

Ellen Kera, CPA, member of Citrin Cooperman, assures the court that
the firm is a disinterested person as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Ellen Kera, CPA
     Citrin Cooperman & Company, LLC
     709 Westchester Avenue
     White Plains, NY 10604
     Tel: (914) 949-2990
     Fax: (914) 949-2910

                      About MKJC Auto Group
     
MKJC Auto Group, LLC owns and operates the automobile dealership
known as Hyundai of Long Island City in Long Island, N.Y.  Hyundai
of Long Island City sells and leases new and pre-owned Hyundai
automobiles.

MKJC Auto Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
20-42283) on June 8, 2020. The petition was signed by Ryan
Kaminsky, executor of The Estate of Mitchell Kaminsky.  At the time
of filing, the Debtor disclosed $10,319,999 in assets and
$10,034,320 in liabilities.  

The Honorable Carla E. Craig is the presiding judge.

The Debtor tapped Shafferman & Feldman LLP as its bankruptcy
counsel and the Law Offices of Paul J. Solda, Esq. and Paris
Ackerman, LLP as its special counsel. Citrin Cooperman serves as
the Debtor's accountant.


N & G PROPERTIES: March 25 Hearing on Combined Plan and Disclosures
-------------------------------------------------------------------
The Bankruptcy Court has set a hearing on the adequacy of the
Combined Plan and Disclosure Statement of N & G Properties, LLC,
for March 25, 2021, at 11:00 am.  The hearing will be held before
the Honorable Vincent F. Papalia and will be conducted by phone via
Court Solutions.  Written objections to the adequacy of the
Disclosure Statement are due no later than 14 days prior to the
hearing.

As reported in the Troubled Company Reporter, N & G Properties
filed with the U.S. Bankruptcy Court for the District of New Jersey
a Combined Plan of Reorganization and Disclosure Statement dated
Jan. 29, 2021.  The Debtor says its single asset commercial real
property located at 1572-1574 Sussex Turnpike, Randolph, NJ, has a
listing price of $2,750,000 and is actively receiving interest from
prospective purchasers.  The Property holds over $1 million in
equity with positive net monthly cash flow of at least $17,500 per
month which is expected to increase with additional rental income
commencing in January 2021.  The sale or refinance of the Property
will be concluded in 14 months from the effective date of Plan
confirmation.  Allowed General Unsecured Claim of the Internal
Revenue Service in the amount of $26,351 will be paid 100% within
30 days of the sale or refinance of the Property but no later than
14 months from the effective date of confirmation.  Equity Interest
Holders will retain their interest in the Debtor and receive the
balance of any remaining funds after payment of all claims and
expenses and full administration of the Plan.

A full-text copy of the combined plan and disclosure statement
dated Jan. 29, 2021, is available at https://bit.ly/3cTRnnB from
PacerMonitor.com at no charge.

                     About N & G Properties

The Debtor is a New Jersey Limited Liability Company that owns a
single asset commercial real property located at 1572-1574 Sussex
Turnpike, Randolph, NJ. The Debtor’s real property is currently
being marketed for sale at a listing price of $2,750,000 and is
actively receiving interest from prospective purchasers.

N & G Properties, LLC, is a single asset real estate, a limited
liability company with a property address of 1572-1574 Sussex
Turnpike, Randolph, NJ 07869.  

On Jan. 24, 2020, the Debtor filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case
No. 20-11146).  In the petition signed by Joon Tae Yi, a managing
member, N & G Properties estimated $0 to $50,000 in assets and $1
million to $10 million in liabilities.  The Honorable Vincent F.
Papalia oversees the case.  The Debtor tapped Steven D. Pertuz,
Esq. of the Law Offices of Steven D. Pertuz, LLC, as legal counsel.


NATIONAL MENTOR: Moody's Affirms B2 CFR & Alters Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service affirmed National MENTOR Holdings, Inc.'s
Corporate Family Rating at B2 and Probability of Default Rating at
B2-PD. At the same time, Moody's assigned a B1 to the proposed
Senior Secured 1st Lien credit facilities, and a Caa1 to the
proposed Senior Secured 2nd Lien term Loan. Moody's also changed
the outlook to negative from stable.

The actions follow National Mentor's announced refinancing of its
existing capital structure. Proceeds from the new debt will be used
to repay its existing term loans in full and fund a $375 million
distribution to shareholders.

The affirmation of the B2 Corporate Family Rating reflects the
company's good track record of business execution and deleveraging.
Further, Moody's believes that industry trends will continue to
shift to smaller, lower-cost community settings, which will support
future growth for National Mentor. The affirmation is also
supported by National Mentor's good liquidity and Moody's
expectation that the company will generate over $40 million in
annual free cash flow.

The change in outlook to negative reflects the aggressive nature of
National Mentor's financial policies, a key governance issue.
National Mentor will be meaningfully increasing leverage to fund
its second shareholder distribution in 18 months, which comes only
two years after the LBO by Centerbridge. Additionally, Moody's
believes the aggressive private equity policies pose social risks,
given the high value society and state governments place on
providing quality care for these individuals and the company's
dependence on Medicaid reimbursement. Further, the negative outlook
reflects Moody's view that leverage will remain high over the next
12 months as National Mentor will face earnings headwinds due to
rising expenses. Any unexpected operating setback or another
shareholder dividend could lead to a downgrade.

The assignment of the B1 rating to the new 1st lien credit
facilities reflects the addition of 2nd lien debt to the capital
structure, which will provide first loss absorption in the event of
a bankruptcy or liquidation. The existing term loan ratings will be
withdrawn upon close of the transaction.

Following is a summary of Moody's rating actions:

Affirmations:

Issuer: National MENTOR Holdings, Inc.

Probability of Default Rating, Affirmed B2-PD

Corporate Family Rating, Affirmed B2

Assignments:

Issuer: National MENTOR Holdings, Inc.

Senior Secured 1st Lien Revolving Credit Facility, Assigned B1
(LGD3)

Senior Secured 1st Lien term Loan B, Assigned B1 (LGD3)

Senior Secured 1st Lien term Loan C, Assigned B1 (LGD3)

Senior Secured 1st Lien Delayed Draw term Loan, Assigned B1
(LGD3)

Senior Secured 2nd Lien term Loan, Assigned Caa1 (LGD6)

Outlook Actions:

Issuer: National MENTOR Holdings, Inc.

Outlook, changed to Negative from Stable

RATINGS RATIONALE

National Mentor's B2 CFR reflects the company's high business risk
given its reliance on government payors and exposure to state
budgets. Rising labor costs, moderately high geographic
concentration, and an aggressive expansion strategy that includes
both new facility openings and acquisitions also constrain the
credit profile. Leverage will be high following the dividend, with
pro forma debt/EBITDA at about 6.5x. Leverage will increase
modestly over the next 12 months due to some earnings headwinds,
but should improve to closer to 6.0 times by the end of 2022. The
credit profile also reflects the aggressive financial policies of
the company, using debt to fund its growth and dividends to the
sponsor. Supporting the credit profile is the company's position as
one of the leading providers of residential services to individuals
with intellectual and developmental disabilities (I/DD) and
catastrophic injuries. Industry trends are moving towards placing
I/DD individuals in smaller, lower-cost community settings (such as
those operated by National Mentor) instead of large state operated
institutions. The current reimbursement outlook is positive, with
increases expected in several states. Since the LBO,
notwithstanding shareholder dividends, the company has generally
executed its strategy well and has demonstrated an ability to
deleverage through earnings growth.

Moody's expects National Mentor to operate with good liquidity over
the next 12-18 months. This reflects National Mentor's anticipated
$7 million pro forma cash balance (down from $63 million as of
September 30, 2020). Moody's expects good cash flow and ample
availability under its new $160 million committed bank revolving
credit facility. Moody's projects that the company will generate
consistently positive free cash flow of over $40 million per year,
but that the majority of this will be used to fund tuck-in
acquisitions.

Moody's believes National Mentor faces high social risk in that it
provides residential services to individuals with intellectual and
developmental disabilities as well as those with catastrophic
injuries. Failure to provide quality care to these populations can
subject National Mentor to significant regulatory scrutiny,
headline risk, strained relations with key stakeholders and
financial penalties. Further, there is heightened risk given that
the company employs many low wage workers to care for this fragile
population. That said, Moody's expects reimbursement rates for
these services to remain relatively stable over the next 12-18
months. From a governance perspective, shareholder policies are
aggressive, given this is the second shareholder distribution in
the last 18 months.

The negative outlook reflects Moody's expectation that the company
will continue to operate with high financial leverage in light of
National Mentor's aggressive financial policies.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The ratings could be downgraded if any unexpected operating setback
materially weakens National Mentor's earnings. This could include
reimbursement pressure due to growing state budgetary constraints
or rising labor costs. A downgrade could also occur if the company
pursues another shareholder dividend or a large debt funded
acquisition. Specifically, if debt to EBITDA is expected to be
sustained above 6.0 times, Moody's could downgrade the ratings.

The ratings could be upgraded if National Mentor continues to
effectively manage its growth while maintaining its leading market
position. A shift to significantly less aggressive financial
policies would be required for an upgrade. Specifically, an upgrade
could also result if the company's debt to EBITDA is sustained
below 5.0 times.

The proposed first lien term loans are expected to have no
financial maintenance covenants. The proposed revolving credit
facility will contain a springing maximum first lien net leverage
ratio that will be tested, beginning with the second full fiscal
quarter after closing, when the revolver is more than 35% drawn. If
tested, the covenant will require first lien net leverage to be
below 8.25 times. In addition, the first lien credit facility
contains incremental facility capacity up to the greater of $280
million and 100% consolidated EBITDA (less amounts incurred under
second lien incremental starter basket), plus available capacity
under the general debt basket, plus additional uncapped amounts so
long as pro forma first lien net leverage is no greater than
closing date leverage. Alternatively, the ratio test may be
satisfied so long as leverage does not increase on a pro forma
basis in connection with any permitted acquisition or investment.
Amounts up to the greater of $280m and 100% of consolidated EBITDA
may be incurred with an earlier maturity date than the initial
first lien term facility. The borrower is permitted to transfer
assets to unrestricted subsidiaries, subject to carve-out
capacities, but there are no additional "blocker" provisions. Only
wholly-owned subsidiaries must provide guarantees, raising the risk
that guarantees may be released following a partial change in
ownership. There are step-downs in the asset sale prepayment
requirement to 50% and 0% upon achieving secured net leverage
ratios 0.50 times and 1.00 times inside the closing date secured
net leverage, respectively.

National MENTOR Holdings, Inc. provides residential and other
services to individuals with intellectual or developmental
disabilities, persons with acquired brain and other catastrophic
injuries, at-risk youth, and the elderly. Revenues are
approximately $1.8 billion for the last twelve months ending
December 31, 2020. National Mentor is owned by Centerbridge
Partners LP.

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


NATIONAL MENTOR: S&P Affirms 'B' ICR on Refinancing
---------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
U.S.-based National Mentor Holdings Inc. (f/k/a Civitas Solutions
Inc. and d/b/a The MENTOR Network), a provider of home- and
community-based health services.

S&P said, "At the same time, we are assigning our 'B' issue-level
rating and '3' recovery rating to the company's new first-lien
debt, consisting of an undrawn $160 million revolver, a $50 million
term loan C, a $165 million delayed draw term loan, and a $1.43
billion term loan B. The '3' recovery rating indicates expectations
for meaningful (50%-70%, rounded estimate: 60%) recovery in the
event of default.

"We are also assigning a 'CCC+' issue-level rating and '6' recovery
rating to the company's $250 million second-lien term loan,
indicating expectations for negligible (0%-10%, rounded estimate:
0%) recovery on this tranche in the event of default. The ratings
on the company's existing debt are unaffected as we expect the
company to repay the existing debt.

"The stable outlook on National Mentor Holdings reflects S&P Global
Ratings' expectation that the company's operations will expand
significantly in 2021 driven by acquisitions, de novo growth, and
recovering patient volume. Additionally, we expect Medicaid
reimbursement rates will remain broadly stable across states
despite heightened budgetary pressures, leading to stable free cash
flow.

National Mentor Holdings Inc. is refinancing its capital structure
to finance future acquisitions and pay a $375 million dividend to
its financial sponsor.

S&P said, "Although the transaction moderately increases leverage
and the dividend will be the third significant distribution over
the past 18 months, we believe the company will grow into its new
capital structure based on its demonstrated ability to consistently
deleverage, integrate acquisitions, and generate meaningful free
cash flow.   However, as a result of higher interest expense from
this transaction and higher lease expenses from a recent
sale-leaseback transaction, the company's free cash flow cushion at
the current rating is tightening. We currently expect the company
to generate at least $20 million of free operating cash flow (FOCF;
after accounting for significant expansionary capital spending),
but we think significant integration issues, margin pressures, or
additional dividends over the next 12-24 months could challenge our
cash flow assumptions.

"The company has a leading national position in its four operating
segments and substantial scale, but competes in a very fragmented
industry.   We view the company as narrowly focused, primarily
treating individuals with disabilities and special needs. Community
Support Services is by far its largest segment and represents about
1.5% of the overall market (about $1.1 billion in 2020 revenues)
within a $65 billion industry. The company provides customized
service plans to more than 34,000 individuals in home- and
community-based programs across 37 U.S. states, supporting
individuals with intellectual and/or developmental disabilities,
acquired brain and spinal cord injuries, youths with complex
challenges, and seniors in need of day health. We believe the
fragmented nature of this market, with about 4% of total market
share held by the top two market players, presents opportunities
for organic de novo growth and accretive tuck-in acquisitions
across its core and adjacent business segments.

"The rating also reflects our view of the private equity owners as
financially aggressive, high adjusted leverage, and our
expectations for the company to continue spending on opportunistic
growth opportunities. We expect leverage to remain higher than 7.5x
for 2021 and above 6.5x for 2022, with funds from operations (FFO)
to debt remaining below 12%. We expect reported FOCF of about $20
million-$30 million over the next two years, which we expect the
company will use to finance tuck-in acquisitions. We project
acquisition spending will be higher than in previous years as
smaller competitors seek opportunities to sell.

"The company faces material exposure to reimbursement risk and
challenges with labor force recruitment and retention. However,
despite receiving about 90% of revenue from Medicaid, we view the
company as less exposed to reimbursement risk than other companies
servicing Medicaid patients, because of favorable trends at the
state and local levels in treating "must serve" populations, the
geographic presence across 37 states, and the variety of program
offerings which further reduce its reliance on any single payor.
National Mentor was able to grow revenues by more than 5% in
fiscal-year 2020 partly because of a healthy reimbursement
environment even though patient volumes have been negatively
affected across many business segments. Although we don't believe
proposed minimum wage increases at the national and state levels
will have a significant direct impact on the company, higher wages
and tighter labor market could pressure margins and increase
employee turnover as competition for lower-skilled workers creates
attractive alternative employment opportunities.

"The stable outlook on National Mentor Holdings reflects S&P Global
Ratings' expectation that the company's operations will expand
significantly in 2021, driven by acquisitions, de novo growth, and
recovering patient volume. Additionally, we expect Medicaid
reimbursement rates will remain broadly stable across states
despite heightened budgetary pressures, leading to stable FOCF.

"We could lower the rating if we expect the company to generate S&P
Global Ratings' adjusted FOCF of less than 3% of debt (equating to
reported FOCF of about $20 million, net of spending on growth
capital expenditures for 2021), or upon materially adverse changes
to Medicaid reimbursement, particularly in Minnesota or California.
This would likely involve about 150 basis points of margin
compression.

"Though unlikely over the next 12 months due to financial sponsor
ownership and current leverage levels, we could raise the rating if
we believe National Mentor Holdings' leverage will remain below
5x."


NATIONAL RIFLE ASSOCIATION: Foe Wants Bankruptcy Case Dismissed
---------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that the Ackerman McQueen
Inc., the ad agency at odds with the National Rifle Association,
claims the gun lobbyist's bankruptcy was filed in bad faith and
should be dismissed.

The NRA "did not file this bankruptcy for a legitimate goal of
reorganization," lawyers for Ackerman McQueen wrote in court papers
Wednesday, citing the group's public statements about its financial
strength and goal of re-incorporating in Texas.  "The NRA's acts
and omissions mandate the dismissal of this bankruptcy on the
grounds that the filing was made in bad faith."

              About the National Rifle Association

Founded in 1871 in New York State, the National Rifle Association
of America is a gun rights advocacy group.  The NRA claims to be
the longest-standing civil rights organization and has more than
five million members.

Seeking to move its domicile and principal place of business to
Texas amid lawsuits in New York, National Rifle Association of
America sought Chapter 11 protection (Bankr. N.D. Tex. Case No.
21-30085) on Jan. 15, 2021.  Affiliate Sea Girt LLC simultaneously
sought Chapter 11 protection (Case No. 21-30080).

The NRA was estimated to have assets and liabilities of $100
million to $500 million as of the bankruptcy filing.  

The Hon. Stacey G. Jernigan is the case judge.  

NELIGAN LLP, led by Patrick J. Neligan, Jr., is the Debtor's
counsel.



NATIONAL RIFLE: Seeks to Tap Colliers International as Broker
-------------------------------------------------------------
National Rifle Association of America and Sea Girt LLC seek
approval from the U.S. Bankruptcy Court for the Northern District
of Texas to employ Colliers International as real estate broker.

Colliers will assist in locating and renting office space in Texas
and in purchasing property in connection with an anticipated
relocation of NRA's corporate headquarters.

Jay Kyle, executive director and principal at Colliers, disclosed
in court filings that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:
   
     Jay Kyle
     Colliers International
     1233 West Loop South, Suite 900
     Houston, TX 77027
     Telephone: (713) 830-2138
     Email: jay.kyle@colliers.com

          About The National Rifle Association of America

Founded in 1871 in New York State, the National Rifle Association
of America is a gun rights advocacy group. The NRA claims to be the
longest-standing civil rights organization and has more than five
million members.

Seeking to move its domicile and principal place of business to
Texas amid lawsuits in New York, National Rifle Association of
America sought Chapter 11 protection (Bankr. N.D. Texas Case No.
21-30085) on Jan. 15, 2021.  Affiliate Sea Girt LLC simultaneously
sought Chapter 11 protection (Case No. 21-30080).

The NRA was estimated to have assets and liabilities of $100
million to $500 million as of the bankruptcy filing.  

Judge Harlin Dewayne Hale oversees the case.  

The Debtors tapped Neligan LLP as their bankruptcy counsel and
Brewer, Attorneys & Counselors as their special counsel.


NOORDA COM: Moody's Assigns Ba2 Rating to 2021A-2021B Bonds
-----------------------------------------------------------
Moody's Investors Service has assigned a first-time Ba2 rating to
Noorda College of Osteopathic Medicine, LLC's (Noorda COM) $48
million Taxable Educational Facilities Revenue Bonds (Noorda
College of Osteopathic Medicine Project) Series 2021A and $78.6
million Taxable Educational Facilities Revenue Bonds (Noorda
College of Osteopathic Medicine Project) Series 2021B issued by the
Public Finance Authority. The outlook is stable.

Bond proceeds will be used to design, build, construct and furnish
a new four story academic building, finance initial working capital
requirements, fund the indenture required reserve accounts, fund
capitalized interest until August 1, 2024, and pay issuance costs.

Noorda College of Osteopathic Medicine, LLC ("Noorda COM") is the
obligor for the bonds and was formed in March 2017 in the City of
Provo, Utah with a mission to provide a critically needed solution
to acute physician shortages in Utah and the contiguous Rocky
Mountain States' region, including Montana, Wyoming, South Dakota,
and North Dakota.

RATINGS RATIONALE

The Ba2 rating reflects Noorda COM's strong revenue generating
potential and cashflow predictability owing to the limited number
of MD (Doctor of Medicine) and DO (Doctor of Osteopathic Medicine)
school spots in the US despite a materially outsized demand. This
view has been already substantiated by the high number of
applications received to date that currently exceed 13x the size of
the fall 2021 inaugural class. This strong demand is forecast to
continue, and the competitive tuition rates assumed support a
relatively high degree of cashflow predictability with strong
resiliency as annual debt service coverage ratios should exceed
3.0x in most reasonable sensitivities. Further, the high need for
doctors in Utah will only increase as Utah only has two medical
schools, has the lowest ratio of primary care physicians to
population of any US state, and is the 3rd fastest growing state in
the US by population. These factors, coupled with an aging
population that will lead to more doctors retiring but also an
increased demand for healthcare services, create a gap in
healthcare providers in Utah, which already exists in many regions
today. Noorda COM helps provide one solution to this rising social
risk within the state, helping to establish its market position
over time. While providing key social benefits, Noorda COM also has
the social risk associated with private ownership coupled with the
fact that the majority of medical students will graduate with a
large amount of student loan debt outstanding. This social risk
under Moody's environmental, social and governance (ESG) framework
may expose Noorda COM to regulatory changes compared to a
not-for-profit or public institution. Yet the social benefit the
school provides is likely to temper the negative impact of any new
regulatory change.

The rating is constrained by Noorda COM's early stage operations
and its current pre-accreditation status as well as low liquidity
compared to a more established higher education institution. The
rating is further constrained by Noorda COM's limited scale ($50
million in operating revenues in 2027 in the base case) and revenue
concentration that is almost entirely tuition dependent. Moody's
believe full accreditation is likely to be obtained by year-end
2025 as planned given no DO school that has reached
pre-accreditation stage has ever failed to achieve full
accreditation status to date. Further, Noorda COM has a sound plan
that it is progressing on to meet, and in some cases exceed, the
accreditation standards. The Dean leading the efforts has
experience accrediting new DO schools for the American Osteopathic
Association's (AOA) Commission on Osteopathic College Accreditation
(COCA) and has a deep understanding of their requirements as well.
The strong experience and local connections of both the Dean and
the Board of Trustees provides a sound governance foundation on
which to build which should lead to both accreditation and overall
sound operating performance. From a liquidity perspective, while
there are covenanted required working capital liquidity levels and
additional reserve funds, the majority of excess cashflows are
distributed to the private owners, limiting the potential for a
liquidity cushion to emerge to address any material event over the
long-term.

The rating benefits from relatively strong ring fencing provisions
that support good governance, including the single special purpose
nature of Noorda COM LLC, limitations on any material new amount of
debt while the initial loans are outstanding, a covenant not to
merge or consolidate with another entity, a clear separation of
accounts from the ultimate equity owners and an Independent Manager
in place to block any bankruptcy filings. The rating acknowledges
the sound project financing protections as well, including third
party trusteed funds via an established cashflow waterfall; a cash
funded six-month debt service reserve fund; a renewal and
replacement reserve fund and about 90 days cash on hand per Moody's
calculation; capitalized interest covers all debt service until
August 1, 2024 with no ability to distribute excess cashflow until
after the Teach Out and Operating Reserves have been released, a
1.30x DSCR has been achieved and all indenture required reserve
funds have been funded; and security in all key assets, documents
and accounts. Favorably, when the COCA required Teach Out and
Operating Reserves are released, they will early redeem debt which
deleverages Noorda COM to the more manageable level in 2026 and all
debt is repaid by 2045 despite the school's in perpetuity status.

RATING OUTLOOK

The stable outlook reflects Moody's view that the high demand for
the inaugural fall class and the advance preparations by Noorda COM
will help support the launch of the new osteopathic medical school.
The outlook also reflects our expectation that Noorda COM will
continue to progress to successfully satisfy the COCA accreditation
requirements to receive full accreditation by year-end 2025 as
required. The outlook also incorporates Moody's expectation that
construction of the new main campus facility will progress
relatively on time and on budget.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

FACTORS THAT COULD LEAD TO AN UPGRADE

- Receipt of full accreditation without conditions or
qualifications

- Establishment of a sound market position with a consistent
demand base and pricing power leading to DSCRs over 4.0x and faster
than forecast deleveraging

- Strong working relationships with regional partners and the
state

- Material improvement in required level of balance sheet
liquidity at Noorda COM level

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Any indication that accreditation is at risk of not being
received by the end of December 2025

- Tighter margins owing to the inability to charge tuition
increases or higher than expected expenses that result in DSCRs
below 2.0x on a consistent basis

- Liquidity declines below required levels

- Inability to establish the school's stable or niche market
position over time

The principal methodology used in these ratings was Generic Project
Finance Methodology published in November 2019.


NORTHWEST FIBER: S&P Rates New $300MM Sr. Unsecured Notes 'CCC+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue-level rating and '5'
recovery rating to Kirkland, Wash.-based telecommunications service
provider Northwest Fiber LLC's (doing business as Ziply Fiber)
proposed $300 million senior unsecured notes due 2028. The '5'
recovery rating indicates its expectation for modest (10%-30%;
rounded estimate: 15%) recovery in the event of a payment default.

The company will use the proceeds from this issuance, along with
$500 million of term loan debt it raised in an earlier transaction,
to repay its $787 million first-lien senior secured term loan B and
pay related fees and expenses.

Because the transaction does not affect Ziply's credit metrics, our
'B-' issuer credit rating and stable outlook are unchanged.
However, S&P views the transaction favorably because it will lower
the company's interest expense and improve its longer-term
prospects for positive free operating cash flow generation.

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P's simulated default scenario envisions a default triggered
by an acceleration in voice-access line losses while broadband
growth remains muted due to aggressive competition from
significantly larger and better-capitalized cable operators, such
as Comcast. Because of this, the company's revenue declines and its
high percentage of fixed costs compresses its margins. These
factors could also contribute to significantly lower profitability
and cash flow levels. This decline in its operating results would
lead to a payment default at the point when Ziply's liquidity and
cash flow become insufficient to cover its cash interest expenses,
mandatory debt amortization, and maintenance-level capital
expenditure requirements.

-- At default, S&P's recovery analysis assumes a capital structure
comprising a $100 million revolving credit facility maturing in
2025 (85% drawn), a $500 million term loan B due 2027, and $550
million of senior unsecured notes due 2028.

-- Estimated debt claims include about six months of accrued but
unpaid interest outstanding at the point of default.

-- S&P assesses recovery prospects on the basis of a distressed
gross recovery value of about $738 million. This is based on
emergence EBITDA of about $148 million and an EBITDA multiple of
5x. The $148 million of emergence EBITDA is itsestimate of Ziply's
hypothetical default-level EBITDA.

Simulated default assumptions

-- Simulated year of default: 2023
-- EBITDA at emergence: $148 million
-- EBITDA multiple: 5x
-- Gross enterprise value (EV): $738 million

Simplified waterfall

-- Net EV (after 5% administrative expenses): $701 million

-- Valuation split (obligors/nonobligors): 100%/0%

-- Collateral value available to secured debt: $701 million

-- Secured debt: $595 million

    --Recovery expectations: 90%-100% (rounded estimate: 95%)

-- Collateral value available to unsecured debt: $106 million

-- Unsecured debt: $578 million

    --Recovery expectations: 10%-30% (rounded estimate: 15%)



NOSCE TE IPSUM: MOPOA Says Plan Not Confirmable
-----------------------------------------------
Secured creditor Metro Office Property Owners Association Inc.
(MOPOA) filed an objection to the Disclosure Statement explaining
Nosce Te Ipsum Inc.'s Chapter 11 Plan.

MOPOA points out that:

   * The Debtor's Disclosure Statement does not include a copy of
the Ballot.

   * The Disclosure Statement fails to identify which will be the
source of funds to fully pay all the creditors on the effective
date of the Plan.  In case the Debtor expects to sell the real
property, it owns, Disclosure Statement fails to state a timetable
and/or term in which said property would be sold.

  * It is creditor MOPOA's position that the Disclosure Statement
doesn't provide sufficient information for a hypothetical investor
to make an informed decision since there is no sufficient
information related to Debtor's proposed sale, such as a time
frame, realtor to be used if any, whether the Debtor already has an
interested party, initial sales price or whether an auction will be
held.

   * The Debtor's Plan is an unconfirmable Plan because it does not
include the necessary information for a creditor to decide to vote
in favor of it or not.  Said Plan fails to include and make
reference that all creditors will be paid on the effective date of
the Plan, but it does not specify how will the Debtor obtain said
funds.

   * Other than an appraisal dated December of 2019, the Disclosure
Statement and Plan do not mention how will the Covid19 Pandemic
affects the possible sale or sales price of the building or the
time it will take to sell the building.

   * The Debtor does not inform if it has a buyer already for the
building because in the present case there are no realtors employed
or pending applications for employment.

   * The Disclosure Statement fails to show marketing efforts in
order to sell a commercial building of the size of NTI's building
and for the price NTI expects to obtain.

Attorney for Metro Office Property Owners Association Inc.
(MOPOA):

     Homel A Mercado Justiniano
     Calle Ramirez Silva #8
     Ensanche Martínez
     Mayaguez PR 00680
     Tel (787) 831-2577
     E-mail: Hmjlaw2@gmail.com

                    About Nosce Te Ipsum Inc.

Nosce Te Ipsum, Inc., owns a five-story building with office and
commercial spaces for lease, and adjacent parking lot structure in
Guaynabo, P.R., valued at $7 million.  Nosce Te Ipsum filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 19-05155) on Sept. 9,
2019.  In the petition signed by Maria De Los A. Ubarri, general
manager, the Debtor disclosed $7,046,991 in assets and $5,210,939
in liabilities.  The Debtor classifies its business as single asset
real estate (as defined in 11 U.S.C. Section 101(51B)).

The Hon. Brian K. Tester oversees the case.  

Counsel for Nosce Te Ipsum, Inc.:

     Andrew Jimenez, Esq.
     ANDREW JIMENEZ LLC
     P.O. Box 9023654
     San Juan, PR 00902-3654
     Tel: (787) 638-4778
     E-mail: ajimenez@ajlawoffices.com

Counsel for Omar Villareal:

     Nelson Robles-Diaz, Esq.
     NELSON ROBLES-DIAZ LAW OFFICES, PSC
     PO Box 192302
     San Juan, PR 00919-2301
     Tel: 787-254-9518
     Fax: 787-254-9519
     E-mail: nroblesdiaz@gmail.com


NOVABAY PHARMACEUTICALS: CEO Issues Letter to Stockholders
----------------------------------------------------------
NovaBay Pharmaceuticals issued the following letter to
stockholders:

To My Fellow Stockholders:

NovaBay Pharmaceuticals enters 2021 focused on growing sales of our
high-quality, differentiated consumer products: Avenova, the
premier antimicrobial lid and lash spray, and CelleRx Clinical
Reset, a breakthrough product that marked our entry into a new
beauty category late last year.  I'm excited to announce that we
will soon expand consumer access to both products to
brick-and-mortar retail stores.  Avenova will be available at CVS
stores, one of the nation's largest retail chains, and CelleRx
Clinical Reset will be available to consumers in the U.S. and China
through select luxury retailers.

Among our corporate priorities for the year, we are also actively
seeking new products and line extensions in the large ophthalmic
and skincare markets.  Our experienced commercial organization,
improved balance sheet and established industry relationships give
us confidence that now is the opportune time to leverage these
assets to generate new sources of revenue to increase stockholder
value.

Building on Avenova's Leadership Position

By the end of February, we expect Avenova to be on the shelves of
up to 3,000 CVS Pharmacy stores across the U.S. and available
through CVS.com, a leading online drugstore.  With this first-time
brick-and-mortar presence, consumers have the option of buying
Avenova without a prescription at their local CVS store, in
addition to online through Amazon.com, Walmart.com, Avenova.com and
CVS.com.  We also continue to promote prescription sales through
our physician dispensed and pharmacy channels.

Since introducing Avenova for the treatment of bacterial dry eye in
late 2015, we have continuously expanded our customer base.  Our
product is unique among competitors because our patented, pure,
proprietary hypochlorous acid does not have the impurities found in
competing brands and unlike them Avenova is manufactured in the
U.S. Avenova is the only commercial hypochlorous acid lid and lash
product clinically proven to reduce bacterial load on ocular
surfaces, thus addressing the underlying cause of bacterial dry
eye. We believe our pure formulation supported by proven clinical
data have made Avenova the leading hypochlorous acid-based product
because physicians and consumers understand the need for a safe,
effective antimicrobial spray.  We have reached over 10,000
prescribers and well over 100,000 consumers to date.  Importantly,
the market holds ample room for growth as chronic dry eye afflicts
approximately 30 million Americans, with ocular bacteria accounting
for about 85% of those cases.

We migrated to a direct-to-consumer channel in mid-2019, expanding
our previous prescription-only sales model.  This decision proved
to be especially fortuitous during the COVID-19 pandemic by
allowing consumers to order Avenova without a prescription and
without leaving their homes.  We supported this move through
aggressive, cost-effective consumer digital marketing campaigns
featuring compelling lifestyle-based messaging.  These campaigns
have already attracted new users, as evidenced by record Avenova
unit sales last year.

During 2020, we increased Avenova's geographic availability through
a distribution agreement with Designs for Vision for Australia.  We
were delighted to expand internationally by engaging with this
highly reputable brand and look forward to supporting their growth
in the Australian market this year.

Lastly, our previously announced independent laboratory results
confirmed that our pure hypochlorous acid kills SARS-CoV-2, the
virus that causes COVID-19, on hard surfaces.  We submitted this
data to the Environmental Protection Agency (EPA) for inclusion of
Avenova on its N list of COVID-19 disinfectants.  Under that name,
the EPA verified our solution's viricidal abilities and included
our product on the N list, under the brand names of NovaBay Hard
Non-Porous Surface Pro and Avenova Surface Pro Plus.  These two
products are not meant to compete against traditional cleaning
products, but rather are intended for only large-quantity
institutional sales where a completely nontoxic cleansing solution
is necessary.

Positioning CelleRx Clinical Reset in the High-End Beauty Market

We were delighted to launch Clinical Reset late last year under our
CelleRx dermatology brand.  Clinical Reset aligns with our strategy
to cost-effectively expand our product offering by leveraging our
own pure hypochlorous acid technology.  Importantly, Clinical Reset
stands out in a crowded market by bringing a new level of clinical
research and rigor to the beauty industry.

CelleRx Clinical Reset is a gentle and soothing facial spray that
disrupts the layer of bacteria that settles and grows on the face.
When this barrier is out of balance, acne, rosacea and infection
and even "maskne" can set in.  As the brand name suggests, Clinical
Reset gets the skin back to a healthy baseline to heal itself while
also enabling absorption of other skincare products.  It can
replace or augment a morning cleanse for dry sensitive skin, reduce
bacteria after exercising, calm skin following microdermabrasion
and other aesthetic facial procedures and combat environmental
aggressors. Unlike many harsh products used for the same purpose,
it is gentle and is not an antibiotic.  Our launch was well-timed,
as during the pandemic personal care has gained importance, with
skincare representing a significant aspect of that routine.

In alignment of our brand image, Clinical Reset will soon be
available at global luxury retailer Lane Crawford in Hong Kong and
China, as well as online for consumers worldwide at
LaneCrawford.com.  I'm pleased to report that we also expect in the
near term to receive Clinical Reset purchase orders from other
prominent U.S.-based luxury retailers for both in-store and online
sales.  I'm proud of our team's ability to quickly execute on the
promise to broaden the distribution of Clinical Reset beyond
CelleRx.com, and to do so with retailers that reinforce our vision
and branding for this product.

Improved Financial Position to Support Growth

NovaBay is well-positioned to implement our growth strategy as a
result of various initiatives we undertook last year.  We added
incremental revenue early in the pandemic by capitalizing on our
international health supply network to sell personal protection
equipment (PPE) while product was in short supply.  Our team at
NovaBay demonstrated great agility by quickly creating the
infrastructure to offer these products with timely order
fulfillment.  We continue to offer the last of our KN95 protective
masks to institutions at bulk pricing. Please contact
sales@avenova.com for purchasing information.  We only have a
limited supply and would like to help end the pandemic in the first
half of 2021 by ensuring everyone has access to clean, disposable,
and individually wrapped facial coverings.

Also, last year we strengthened and simplified our balance sheet.
Even with the effects of COVID-19 on our core business, we reduced
our cash burn and raised operating capital.  We also eliminated all
major debt instruments. As a result, we believe our funds are
sufficient to support current operations throughout 2021 including
our enhanced online marketing and advertising programs for Avenova
and the launch of Clinical Reset.

This is an exciting time at NovaBay with more to come.  We have
worked hard to advance our core business and better position our
Company for a stronger post-pandemic environment.  Our priority
during 2021 is to focus on growth, both organically and through
potential partnerships and acquisitions.  We have already achieved
a formidable initial step by broadening consumer access to Avenova
and Clinical Reset through brick-and-mortar retail stores and
increased online availability.  In addition, we continue to
evaluate opportunities to acquire or license ophthalmic and
skincare products, and will pursue select line extensions to
enhance revenue. We will continue to be resourceful in quickly
capitalizing on opportunities that may come our way.

In closing, I would like to extend my thanks to our customers,
medical professionals, employees and to our shareholders for your
support.  We look forward to providing updates as the year
proceeds.

Sincerely,
Justin Hall, Esq.
Chief Executive Officer and General Counsel
February 8, 2021

                            About Novabay

Headquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com-- is a biopharmaceutical company
focusing on commercializing and developing its non-antibiotic
anti-infective products to address the unmet therapeutic needs of
the global, topical anti-infective market with its two distinct
product categories: the NEUTROX family of products and the
AGANOCIDE compounds.  The Neutrox family of products includes
AVENOVA for the eye care market, CELLERX for the aesthetic
dermatology market, and NEUTROPHASE for wound care market.

Novabay reported a net loss and comprehensive loss of $9.66 million
for the year ended Dec. 31, 2019, compared to a net loss and
comprehensive loss of $6.54 million for the year ended Dec. 31,
2018.  As of Sept. 30, 2020, the Company had $17.08 million in
total assets, $3.20 million in total liabilities, and $13.88
million in total stockholders' equity.

OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 26, 2020 citing that the Company has experienced
operating losses for most of its history and expects expenses to
exceed revenues in 2020.  The Company also has recurring negative
cash flows from operations and an accumulated deficit.  All of
these matters raise substantial doubt about its ability to continue
as a going concern.


NTHRIVE INC: Moody's Withdraws Caa2 CFR Amid Debt Repayment
-----------------------------------------------------------
Moody's Investors Service has withdrawn all of nThrive, Inc.'s
existing ratings, including its Caa2 Corporate Family Rating,
Caa2-PD Probability of Default Rating, Caa1 debt instrument rating
on both the $50 million first lien revolving credit facility due
April 2022 and April 2021, and the $565 million first lien term
loan due October 2022, Caa3 debt instrument rating on the $190
million second lien term loan due April 2023, and Negative Outlook.
The rating action follows the full repayment and termination of
these credit facilities.

Withdrawals:

Issuer: nThrive, Inc.

Corporate Family Rating, Withdrawn , previously rated Caa2

Probability of Default Rating, Withdrawn , previously rated
Caa2-PD

Senior Secured 1st Lien Bank Credit Facility, Withdrawn ,
previously rated Caa1 (LGD3)

Senior Secured 2nd Lien Bank Credit Facility, Withdrawn ,
previously rated Caa3 (LGD5)

Outlook Actions:

Issuer: nThrive, Inc.

Outlook, Changed To Rating Withdrawn From Negative

RATINGS RATIONALE

Moody's has withdrawn the ratings as a result of the repayment on
January 28, 2021.


PARTY CITY: Moody's Rates New $725MM First Lien Notes 'Caa1'
------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Party City
Holdings Inc.'s proposed $725 first lien senior secured notes due
2026 and upgraded the company's existing first lien senior secured
notes and first lien term loan to Caa1 from Caa2. Moody's also
affirmed the company's Caa1 corporate family rating, Caa1-PD
probability of default rating and Ca senior unsecured rating. The
SGL-3 speculative grade liquidity is unchanged. The outlook remains
stable.

The proceeds from the notes along with a $304 million draw on its
proposed $475 million ABL due 2026 will be used to repay the
existing first lien term loan due 2022, the existing $264 million
balance on the $556 ABL due 2023 and the $40 million FILO
commitment due 2023 ($40 million drawn). The term loan rating will
be withdrawn once repaid. Moody's ratings and outlook are subject
to receipt and review of final documentation.

The affirmation reflects the extension of the company's debt
maturity profile following the repayment of its first lien term
loan due August 2022 with the proceeds of the new notes. Following
the close, the next debt maturity will be $23 million of senior
notes due 2023. The upgrade of the first lien senior secured notes
and first lien term loan reflects a lower amount of debt in the
capital structure that is ahead of the secured notes and term loan
following the repayment of the asset based revolving credit
facility as well as its reduction in size.

Upgrades:

Issuer: Party City Holdings Inc.

Senior Secured 1st Lien Bank Credit Facility, Upgraded to Caa1
(LGD4) from Caa2 (LGD4)

Senior Secured 1st Lien Regular Bond/Debenture , Upgraded to Caa1
(LGD4) from Caa2 (LGD4)

Assignments:

Issuer: Party City Holdings Inc.

Senior Secured 1st Lien Regular Bond/Debenture, Assigned Caa1
(LGD4)

Affirmations:

Issuer: Party City Holdings Inc.

Probability of Default Rating, Affirmed Caa1-PD

Corporate Family Rating, Affirmed Caa1

Senior Unsecured Regular Bond/Debenture, Affirmed Ca (LGD6)

Outlook Actions:

Issuer: Party City Holdings Inc.

Outlook, Remains Stable

RATINGS RATIONALE

Party City's Caa1 CFR reflects the company's continued weak
operating performance. Party City's operating performance began
weakening prior to the pandemic as a result of increased
competition, elevated helium prices, and tariffs that took a
significant toll on margins in 2019. Credit metrics have
deteriorated in 2020 as operating performance was significantly
impacted by COVID-19 store closures and less demand for party items
stemming from social distancing measures to combat the virus.
Moody's estimates revenue and earnings will continue to be
challenged in the first half of 2021 as the social distancing
measures remain in place in light of the ongoing pandemic but
expects a recovery starting in the back half of 2021 with Moody's
adjusted leverage improving to between 6.5x-7x. Party City is
exposed to changing demographic and societal trends, including the
shift of consumers purchasing goods and accessories online. The
rating is supported by Party City's strong market presence in both
retail and wholesale, geographic diversification, and historically
more stable party goods and accessories segment.

The coronavirus outbreak, the government measures put in place to
contain it, and the weak global economic outlook continue to
disrupt economies and credit markets across sectors and regions.
Moody's analysis has considered the effect on the performance of
the specialty retail sector from the current weak U.S. economic
activity and a gradual recovery for the coming months. Although an
economic recovery is underway, it is tenuous and its continuation
will be closely tied to containment of the virus. As a result, the
degree of uncertainty around our forecasts is unusually high.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety.

The stable outlook reflects Party City's adequate liquidity and the
expectation of a recovery in operating performance starting in the
second half of 2021.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Ratings could be upgraded once the impact of coronavirus has abated
and operating performance has improved such that debt/ EBITDA is
sustained below 6.5x and EBITA/interest expense reaches 1.0x. An
upgrade would also require the company to address its refinancing
needs.

Ratings could be downgraded if the duration of the closures
lingers, thereby squeezing liquidity, or if the probability of
default increases for any reason. Quantitatively, ratings could be
downgraded if debt/EBITDA remains above 7.25x or EBIT/interest
declines to .5x.

Party City Holdings Inc. is a designer, manufacturer, distributor
and retailer of party goods and related accessories. The company's
retail brands principally include Party City and Halloween City.
Total revenue is approximately $1.7 billion for the LTM period
ending September 30, 2020.

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


PARTY CITY: S&P Upgrades ICR to 'CCC+' on Announced Refinancing
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Elmsford,
N.Y.-based party goods retailer and wholesaler Party City Holdings
Inc. to 'CCC+' from 'CCC' to reflect the improvement in its
maturity profile and a highly leveraged capital structure, which it
currently views as unsustainable.

S&P said, "At the same time, we are assigning our 'CCC+'
issue-level rating and '3' recovery rating to the company's new
notes and revising our recovery rating on its existing senior
secured notes to '3' from '4'.

"The positive outlook on Party City reflects that we could raise
our rating if EBITDA materially improves the and it is on-track to
generate consistently positive free cash flow such that we view the
capital structure as sustainable.

"The transaction will address the company's looming maturity.
However, given continued high leverage, it will need to materially
turnaround performance before we would view the capital structure
as sustainable. The upgrade reflects Party City's improved maturity
profile following the secured note issuance and ABL extension,
which ensure it will not face any sizable debt maturities for three
additional years. In addition, the transaction comes as the worst
effects of the COVID-19 outbreak are likely in the past, given that
the company has reopened stores and most social distancing mandates
have been relaxed. Still, Party City remains very highly leveraged
(projected adjusted leverage exceeding the 9x range immediately
following the transaction) and will need to significantly improve
its sales and profitability before we would view its capital
structure as sustainable.

"We believe there are substantial risks to the company's operating
performance in fiscal year 2021 because the pandemic continues to
affect the daily lives of consumers across the U.S. and the volume
of cases remains elevated.  While Party City's performance was
better than expected in the seasonally important third quarter,
with an 8.3% increase in brand comparable sales, performance
slumped in the fourth quarter and management offered guidance
suggesting a mid-single digit percent decline in comparable sales.
In our view, the decline in the company's sales demonstrates, in
part, that consumers remain wary of hosting parties and other
get-togethers given the concerns around transmitting the
coronavirus. To the extent these concerns persist through 2021
(depending on the success of the U.S.' vaccine distribution
program), the demand for party goods will remain suppressed, which
would negative affect Party City's performance. We also highlight
the ongoing uncertainty regarding the normalization of sales
following the end of the pandemic because it may face unexpected
changes in consumer behavior (such as a shift in discretionary
income toward travel, dining out, and other experiences). This
comes at a time when the company is also facing a significant
competitive threat from online retailers, such as Amazon.com, and a
broadly competitive environment for its core party supply
products.

An adequate rebound in Party City's performance would cause EBITDA
to increase significantly from 2020 levels and reduce leverage
toward 5x by the end of fiscal year 2021. We would also expect the
company to generate material free operating cash flow to fund
strategic initiatives without requiring significant revolver draws
while addressing any upcoming maturities at par (with the next
maturity of about $20 million of senior unsecured notes due in
2023).

As vaccine rollouts in several countries continue, S&P Global
Ratings believes there remains a high degree of uncertainty about
the evolution of the coronavirus pandemic and its economic effects.
Widespread immunization, which certain countries might achieve by
midyear, will help pave the way for a return to more normal levels
of social and economic activity. S&P said, "We use this assumption
about vaccine timing in assessing the economic and credit
implications associated with the pandemic. As the situation
evolves, we will update our assumptions and estimates
accordingly."

The company has taken a series of steps to improve its capital
structure over the past year, though its debt burden remains
considerable.  In July 2020, Party City completed a distressed
exchange that reduced its outstanding debt by $463 million. In
addition, the company sold of most of its international operations
for proceeds of about $59 million, which it announced in December.
Still, the group's overall debt levels are considerable, with about
$1.4 billion of funded debt, and it faces a significant interest
burden. Party City's EBITDA has been depressed due to a lack of
demand amid the COVID-19 pandemic. While S&P expects demand to
improve in 2021, it does not expect sales and profit to return to
pre-pandemic levels in the medium term as the competitive landscape
continues to evolve, including the ongoing shift toward
e-commerce.

Party City Holdings Inc. guarantees the rated debt facilities
through a restricted credit group structure that excludes its
Anagram business, which manufactures and distributes a full
portfolio of balloon products globally. Party City is the ultimate
parent of the group and the borrower of the debt facilities for the
restricted group. S&P said, "While Anagram is not a part of the
Party City creditors' restricted group following the transaction,
we still incorporate it in our assessment of the company's overall
credit quality. This reflects our view that Anagram is a
strategically important subsidiary and our belief that Party City
is committed to its operations and would likely support Anagram if
it required assistance. While we believe Anagram is unlikely to be
sold, we could see circumstances where Party City would pursue a
sale of the subsidiary."

S&P said, "The positive outlook on Party City reflects that we
could raise our ratings if sales and profitability gain traction
and lead to a material rebound from its 2020 trough. Our current
ratings incorporate our belief that the company's capital structure
will be unsustainable and highly leveraged if it is unable to
recover a substantial portion of sales and EBITDA. Our outlook also
reflects our assumption that Party City will complete the proposed
refinancing of its term loan.

"We could raise our rating on Party City over the next 12 months if
we are confident operating performance will rebound significantly
and leverage returns to sustainable levels. However, we would not
raise our ratings until we were confident it would sustain adjusted
debt to EBITDA of less than 6x and materially positive free
operating cash flow and believe its business is on track to expand
in future years.

"We could lower our ratings on Party City or revise our outlook to
negative if we no longer expect sales and profitability to rebound
materially in 2021, leading to continually depressed EBITDA,
sustained leverage of more than 6x, and weak free operating cash
flow generation. This could lead us to view the company's capital
structure as unsustainable. We would also lower our rating or
revise our outlook if Party City is unable to complete the proposed
refinancing."


PATRICIAN HOTEL: Seeks to Hire DWNTWN Realty as Broker
------------------------------------------------------
Patrician Hotel, LLC, and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of Florida to hire
DWNTWN Realty Advisors, LLC, as their real estate broker.

The firm will market and sell the Debtor's property located at 3621
Collins Avenue, Miami Beach, Fla.

The firm shall be compensated pursuant to a customary commission,
not to exceed 6 percent of the gross sales price.

Devlin Marinoff, managing partner of DWNTWN Realty, assures the
court that the firm is a "disinterested person" within the meaning
of 11 U.S.C. 101(14).

The firm can be reached through:

     Devlin Marinoff
     DWNTWN Realty Advisors, LLC
     7215 NE 4th Avenue, Unit 101
     Miami, FL 33138
     Phone: 305-909-7343
     Email: admin@dwntwnrealtyadvisors.com

                About Patrician Hotel LLC

Based in Miami Beach, Fla., Patrician Hotel, LLC and three
affiliates filed voluntary petitions under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 19-25290) on Nov.
14, 2019, listing under $1 million in both assets and liabilities.
Robert F. Reynolds, Esq. at Slatkin & Reynolds, P.A., represents
the Debtor as counsel.

The Debtors tapped DWNTWN Realty Advisors, LLC, as their real
estate broker.


PEABODY ENERGY: S&P Upgrades ICR to 'CCC+' on Distressed Exchange
-----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.-based
coal producer Peabody Energy Corp. to 'CCC+' from 'SD'. The outlook
is negative.

S&P said, "We are raising the issue-level ratings on the existing
$390 million outstanding term loan and $500 million outstanding
senior notes to 'CCC' from 'CCC-' and revising the recovery ratings
to '5' from '4'. We are also raising the issue-level rating on the
remaining $60 million outstanding senior unsecured notes to 'CCC-'
from 'D' and revising the recovery rating to '6' from '4'.

"Our 'CCC+' issue-level rating on the $206 million senior term loan
and $194 million senior notes issued by AU Holdings LLC is
unchanged. Our 'CCC' issue-level rating on the $195 million Peabody
notes and $324 million letter of credit facility is also
unchanged."

The negative outlook reflects the risk of liquidity shortfall in
the next 12 to 24 months precipitated by worsening domestic thermal
coal market or declining international met coal prices.

The exchange transaction improved the company's debt maturity
profile but has increased interest costs. Peabody exchanged the
majority of its 2022 senior secured notes, exchanged and extended
its revolving facility and eliminated the net leverage covenant. In
addition, the company achieved a standstill agreement with its
surety providers until 2024. Peabody's next significant debt
maturity is in December 2024, for approximately $900 million of
newly issued debt. The maturity extension will provide the company
with additional time and flexibility to assess its financing
options. Nonetheless, Peabody's entire debt stack of approximately
$1.9 billion (including letter of credit and account receivables
facilities outstanding balance) will now expire between December
2024 and March 2025. The transaction also increased the cash
interest cost by about $20 million to about $100 million (excluding
surety and letter of credit interest charges) per year due to the
higher interest rate on the new debt.

Negative forecasted cash flows raise refinancing risk. S&P said,
"Our base-case scenario projects negative free operating cash flows
(FOCF – operating cash flow less capital spending) in the next
two years. As a result, Peabody's cash balance could drop in half
to $300 million to $350 million by the end of 2023, approaching the
minimum liquidity requirement of $125 million. We expect adjusted
EBITDA to decline modestly, to about $250 million to $260 million,
in 2021. However, in the same period, we anticipate fixed charges
to increase to nearly $460 million." This includes approximately
$225 million in capital spending, $100 million in cash interest
expense, and $130 million of asset retirement and surety bond
payments and other financing costs. Sustained negative cash flows
and increasingly limited access to capital markets for the coal
sector, pose a significant refinancing risk of the debt maturing in
2024 and 2025.

Wilpinjong's cash flows will be ringfenced to service its own
debt.

S&P expects Wilpinjong, Peabody's Australian unrestricted thermal
operations, will generate approximately $100 million in EBITDA in
2021. This will leave approximately $40 million to $50 million in
discretionary cash flow to repay Wilpinjong's backed debt ($400
million outstanding), after covering capital expenditures,
interest, and other fixed charges. As a result, the Wilpinjong
entity's debt will likely amortize much faster over time, whereas
the remaining company's debt is unlikely to experience any
significant prepayment in principal. On a consolidated basis S&P
expects debt leverage to remain high, over 10x in 2021.

Shrinking U.S. thermal operations and struggling metallurgical
(met) coal assets will bear nearly all of Peabody's debt burden.
Following the debt exchange, Peabody's restricted subsidiaries
(including US thermal coal, seaborne met coal and Wambo thermal
operations) will service interest payments for about $1.5 billion
in debt, nearly 80% of company's consolidated debt outstanding.
However, S&P expects these assets to generate just enough cash flow
to cover its interest cost in the next 12 months, making debt
repayment difficult.

S&P said, "We assume U.S. thermal coal volumes will decline by
5%-6% in 2021, and continue to shrink at an annual rate of
approximately 2%-3% thereafter. Longer term declines are likely to
be driven at least in part by environmental, social, and governance
(ESG) risks associated with the use of thermal coal for electricity
generation. We expect the seaborne met coal sales to remain
unprofitable in 2021, largely driven by higher cash costs
associated with idled operations and unfavorable product mix geared
towards lower grade met coal.

"The negative outlook indicates the possibility of a downgrade
within the next year, if we believe the company has less than 12
months of liquidity available, if we envision a default scenario in
that timeframe, or if we anticipate a breach of the minimum
liquidity covenant."

S&P could lower its rating on Peabody if cost-reduction measures
are inadequate to counter the impacts of reduced demand and low
pricing such that any of the following occurred:

-- S&P anticipated a liquidity shortfall within 12 months;

-- Interest coverage ratio dropped to 1x;

-- Peabody breached its minimum liquidity covenant and is unable
to obtain a waiver; or

-- S&P no longer expected the company had any prospects of
generating positive free operating cash flows.

It is highly unlikely that S&P revises the outlook to stable in the
next 12 months unless:

-- Free operating cash flow approached at least $400 million,
necessary to cover approximately $225 million in all sustaining
capital expenditures (capex) and $150 million to $200 million of
fixed charges in the next 12 months.

-- Peabody's debt refinancing options improved significantly,
including the company's debt trades close to par value.



PENNYMAC FINANCIAL: S&P Rates New $500MM Unsecured Notes 'BB-'
--------------------------------------------------------------
S&P Global Ratings assigned a 'BB-' rating to PennyMac Financial
Services Inc.'s proposed $500 million unsecured issuance due 2029.
S&P expects the company will use the proceeds for general corporate
purposes and, to some extent, to lessen the use of its warehouse
facilities. S&P's base case remains that the company will operate
with debt to EBITDA of 2.0x-3.0x and debt to tangible equity below
1.5x over the longer term.

S&P said, "The '3' recovery rating indicates our expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery in the event
of a hypothetical default. If the company upsizes the current
proposed offering, depending on the amount, the recovery rating
could decline. If the recovery percentage falls below 30%, we would
likely downgrade the company's unsecured notes by one notch."

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P simulated a default scenario for the company occurring in
2025, resulting from reduced origination volumes and rapid
prepayments of mortgages.

-- Eventually, the company's liquidity and capital resources could
become strained to the point where it cannot continue to operate
without an equity infusion or bankruptcy filing.

-- S&P believes creditors would place the most value on the
company's mortgage servicing rights (MSRs).

-- S&P has therefore valued the company through a discrete asset
valuation of its MSRs.

Simulated default assumptions

-- Low interest rates leading to depressed MSR valuations.

-- A sustained period of rapid amortization of MSRs with limited
ability to refinance the repayments.

-- Limited new origination activity, an increase in borrower
delinquencies, and an increase in the discount rate to value MSRs.

-- MSR values decline below the advance rate on the secured
funding facilities leading to a breach in covenants, and, as a
result, all cross-default provisions are exercised, and the company
enters a liquidation process.

Simplified waterfall

-- Net enterprise value (after 5% administrative costs): $2.031
billion

-- Priority claims: $1.369 billion

-- Collateral value available to senior unsecured creditors:
$661.7 million

-- Senior unsecured debt: $1180.9 million

    --Recovery expectations: 55%

Note: All debt amounts include six months of prepetition interest.



PERATON CORP: Moody's Hikes CFR to B2 Following NGIT Acquisition
----------------------------------------------------------------
Moody's Investors Service upgraded Peraton Corp.'s Corporate Family
Rating and Probability of Default Rating of Peraton Corp. to B2 and
B2-PD from B3 and B3-PD, respectively, and concurrently assigned a
B1 rating to a planned $2.445 billion first lien credit facility.
Proceeds of the new facility's term loan along with an (unrated)
second lien term loan facility and newly contributed equity will
recapitalize Peraton following its recently closed, $3.4 billion
acquisition of Northrop Grumman's federal IT and mission support
services business ("NGIT").

According to lead analyst Bruce Herskovics, "The upgrade reflects
business profile improvements from increased size, technical
qualifications and customer diversity that Peraton gained through
the combination with NGIT." Peraton expects the planned acquisition
of Perspecta to close by mid-year. "We have maintained the stable
rating outlook because we expect ratings to hold through the
pending Perspecta transaction" Herskovics added. "A more complex
integration project will follow, but this is counterbalanced by a
very strong backlog position with good booking momentum, industry
leading profit margins, and a lot of upside competitively
speaking."

RATINGS RATIONALE

The B2 CFR reflects very high financial leverage and overall credit
metrics that will initially be stretched for the rating. However,
the resulting company will have excellent technical qualifications
and greater labor breadth that should boost Peraton's
competitiveness. Pro forma for the acquisition, debt to EBITDA will
be about 7x on a Moody's adjusted basis but should decline to 6x
within the first 18 months with free cash flow going toward debt
prepayment.

Moody's notes that scale is becoming increasingly important for
defense service contractors with the government preferring fewer --
but larger -- services procurement vehicles, which favors bidders
of large size. Beyond raising the company's profile as a prime
contractor, NGIT will expand Peraton's presence within civil and
health agencies, which should make the company more resilient if
federal spending priorities change in the future.

The B1 rating assigned to the new first lien facility, one notch
above the CFR, reflects the presence of loss-absorbing, second lien
debt that benefits the first lien recovery prospects. In assigning
the B1 rating to the planned new first lien facility, Moody's
elected to apply a one notch downward override to its Loss Given
Default for Speculative-Grade Companies Methodology model outcome
because a very small change in the capital structure would have
resulted in the B1 outcome for the first lien class.

The rating outlook is stable and reflects Moody's anticipation that
-- pro forma for the Perspecta acquisition -- leverage will remain
around 7x debt/EBITDA and decline to 6x within the ensuing 18
months with free cash flow applied to debt prepayment. Moody's
understands that the mix of first/second lien debt within the
capital structure should remain largely unchanged after the
Perspecta acquisition financing is arranged.

The liquidity profile is good reflecting that free cash flow should
well exceed scheduled term loan amortization near term. The initial
cash balance will be $175 million, and Peraton will have access to
a $300 million committed revolving credit facility that will be
largely unutilized and is adequate given the company's size.
Following the close of the transaction, there will be no financial
covenants with respect to the first lien term loan.

The first lien revolving credit facility will contain a maximum
first lien leverage covenant that will be springing and tested when
the revolver is more than 35% drawn at quarter end. The company
expects a covenant cushion of at least a 35% to trailing EBITDA at
closing, with no step downs. The proposed credit agreement will
also contain an excess cash sweep provision of 50%, with step downs
to 25% and 0% at pro forma first lien net leverage ratios of 4.4x
and 3.9x, respectively.

The proposed first lien credit agreement contains provisions for
incremental debt capacity up to an unlimited amount so long as the
incremental first lien debt is secured on a pari passu basis with
the first lien facility and the first lien net leverage ratio is no
greater than 4.9x, or the incremental first lien debt is secured on
a pari passu basis with or junior to the liens on the second lien
term facility and the secured net leverage ratio is no greater than
6.8x, or the unsecured first lien incremental debt does not exceed
7.4x total net leverage ratio; plus additional amounts equal to the
greater of 1x pro forma EBITDA as of the closing date and 100% of
pro forma EBITDA at the time of incurrence less the aggregate
principal amount of second lien incremental debt, plus the
aggregate of all voluntary prepayments of the first lien
facilities. A "to-be-determined" portion of the incremental can be
incurred with an earlier maturity date than the initial first lien
term facility.

Only material, domestic wholly owned subsidiaries are required to
provide guarantees, raising the risk that guarantees may be
released following a partial change in ownership.

The credit agreement will have leverage-based step downs in the
asset sale prepayment requirement from 100% to 50% and 0% at pro
forma first lien net leverage ratios of 4.4x and 3.9x,
respectively.

The first lien facility does not permit transfers of material
intellectual property to unrestricted subsidiaries.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Ratings could be upgraded if Moody's sees evidence of a smooth
business integration, as well as compelling revenue and backlog
trends. Additionally, the company would need to reduce financial
leverage with debt to EBITDA approaching 5x, while maintaining a
good liquidity profile.

Ratings could be downgraded if Peraton experiences integration
challenges which result in deteriorating operating performance. In
addition, ratings could be downgraded if the company does not make
meaningful progress in reducing financial leverage with debt to
EBITDA approaching 6x in 2022, or if for any reason liquidity
erodes.

Upgrades:

Issuer: Peraton Corp.

Corporate Family Rating to B2 from B3

Probability of Default Rating to B2-PD from B3-PD

Assignments:

Issuer: Peraton Corp.

Senior Secured Bank Credit Facility at B1 (LGD3)

Outlook Actions:

Issuer: Peraton Corp.

Outlook Remains Stable

Peraton Inc., headquartered in Herndon, Virginia, is a provider of
communications networks and systems, enterprise IT and mission
support for federal agencies. The company is owned by Veritas
Capital. Revenues, pro forma for the combination with Northrop
Grumman's federal IT and mission support services business in
January 2021, are approximately $3.4 billion.

The principal methodology used in these ratings was Aerospace and
Defense Methodology published in July 2020.


PERATON CORP: S&P Rates New Secured Debt 'B', On Watch Positive
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level and '3' recovery
ratings to Herndon Va.-based Peraton Corp.'s proposed $2.145
billion first-lien term loan due 2028 and its proposed $300 million
revolving credit facility due 2026. At the same time, S&P placed
the issue-level debt ratings on CreditWatch with positive
implications.

On Feb. 1, 2021, Peraton announced its completion of the
acquisition of the federal information technology and
mission-support services business of Northrop Grumman Corp., for
$3.4 billion. Peraton will use the newly issued debt to fund the
acquisition. The combination creates a government mission
capability integrator and IT provider focused on delivering IT
services and support to a broad range of government missions.

S&P said, "Our 'B' issuer rating on Peraton remains on CreditWatch,
where we placed them with positive implications on Jan. 29, 2021,
after the company announced a definitive agreement to acquire
Perspecta Inc., a U.S. government services provider, in a
transaction valued at $7.1 billion. We view the addition of
Perspecta as increasing Peraton's scale and diversification,
improving its margins, and expanding its ability to compete for IT
services contracts, including with Department of Defense and
intelligence customers. We expect the combined company to have high
debt leverage and the acquisition deal to close during the first
half of 2021.

"We expect to resolve the CreditWatch placement when the Pespecta
acquisition is complete. Upon completion of the transaction, we
expect to raise the issuer credit and issue-level ratings on
Peraton by one notch."

ISSUE RATINGS—RECOVERY ANALYSIS

Key analytical factors

-- S&P is assigning a '3' recovery rating to the company's
proposed $2.145 billion first-lien incremental term loan due 2028,
reflecting its expectation of meaningful (50%-70%; rounded
estimate: 60%) recovery in the event of default.

-- S&P is also assigning a '3' recovery rating on the $300 million
revolver due 2026 (undrawn at close). The company's capital
structure also includes an $855 million second-lien term loan that
we do not rate.

-- S&P has valued the company on a going-concern basis using a
5.0x multiple of our projected emergence.

-- Other key assumptions at default include: LIBOR rising to 2.5%
and the revolver is 85% drawn.

Simulated default assumptions

-- Simulated year of default: 2024
-- EBITDA at emergence: $307 million
-- EBITDA multiple: 5x

Simplified waterfall

-- Net enterprise value after administrative expenses (5%): $1.46
billion

-- Valuation split (obligor/nonobligors): 100%/0%

-- Value available for first-lien debt claims: $1.46 billion

-- First-lien debt claims: $2.43 billion

-- Recovery expectations: 50%-70% (rounded estimate: 60%)

Note: All debt amounts include six months of prepetition interest.



PRA HOLDINGS: Moody's Completes Review, Retains Ba3 CFR
-------------------------------------------------------
Moody's Investors Service has completed a periodic review of the
ratings of PRA Holdings, Inc. and other ratings that are associated
with the same analytical unit. The review was conducted through a
portfolio review discussion held on February 1, 2021 in which
Moody's reassessed the appropriateness of the ratings in the
context of the relevant principal methodology(ies), recent
developments, and a comparison of the financial and operating
profile to similarly rated peers. The review did not involve a
rating committee. Since January 1, 2019, Moody's practice has been
to issue a press release following each periodic review to announce
its completion.

This publication does not announce a credit rating action and is
not an indication of whether or not a credit rating action is
likely in the near future. Credit ratings and outlook/review status
cannot be changed in a portfolio review and hence are not impacted
by this announcement.

Key rating considerations

PRA's Ba3 Corporate Family Rating is supported by its track record
of delivering strong revenue and earnings growth. Moody's expects
that PRA will continue to win a steady volume of new business
awards that will drive high single digit revenue growth driven by
favorable industry dynamics. PRA will continue to be acquisitive.
PRA is also exposed to the risks inherent in the contract research
organization (CRO) industry, including pricing pressure, volatility
in biotech funding, and project cancellations, which constrain the
rating.

The principal methodology used for this review was Business and
Consumer Service Industry published in October 2016.


PRESTIGE BRANDS: Moody's Hikes CFR to B1, Outlook Stable
--------------------------------------------------------
Moody's Investors Service upgraded Prestige Brands, Inc.'s
Corporate Family Rating to B1 from B2, its Probability of Default
Rating to B1-PD from B2-PD, and its senior secured term loan rating
to Ba2 from Ba3. Moody's also upgraded Prestige's existing senior
unsecured notes to B2 from B3. Prestige's Speculative Grade
Liquidity Rating remains at SGL-2. The rating outlook is stable.

The upgrade reflects Prestige's stable operating performance and
Moody's view that Prestige will continue to generate meaningful
free cash flow in a $200 million annual range, and that financial
leverage will continue to improve through debt repayment and
low-to-mid single digit earnings growth. Moody's estimates current
debt to EBITDA of about 4.6x for the latest twelve months ending
September 30, 2020 will improve to about 4.2x over the next 12-18
months. Moody's expects that the company will continue to pursue
acquisitions within its stated net debt-to-EBITDA target range of
3.5x-5.0x, but that a large debt financed acquisition is unlikely
over the next two years.

The following ratings/assessments are affected by the action:

Ratings Upgraded:

Issuer: Prestige Brands, Inc.

Corporate Family Rating, Upgraded to B1 from B2

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

Senior Secured Term Loan B4, Upgraded to Ba2 (LGD2) from Ba3
(LGD2)

GTD Senior Unsecured Global Notes, Upgraded to B2 (LGD5) from B3
(LGD5)

Outlook Actions:

Issuer: Prestige Brands, Inc.

Outlook, Changed To Stable From Positive

RATINGS RATIONALE

Prestige's B1 CFR reflects its strong and stable free cash flow
from over-the-counter ("OTC") branded products. The company's
products are generally among the leading brands in their respective
niche categories and largely allow consumers to treat common,
recurring ailments. Prestige's branded products typically have long
commercial histories and have built broad appeal and trust among
consumers. Prestige's outsourced manufacturing creates a variable
cost structure and limits the need for sizable capital spending,
which favorably contributes to cash flow stability. That said, the
company operates in mature categories with flat-to-low single-digit
organic growth and competition from private label/store brands that
erodes market share and revenue. Prestige's sales have declined
following the divestiture of noncore brands. In 2020, sales in
certain categories related to travel, cough and cold, and sports
activities have declined due to reduced consumption, reflecting
headwinds related to the coronavirus. Moody's projects the EBITDA
margin will remain relatively steady given the company's continued
productivity improvements, cost reduction initiatives, and a
variable cost structure due to the outsourced manufacturing model.
Prestige's modest scale as compared to large diversified consumer
peers and OTC business focus create greater relative exposure to
category competition and concentrated retail distribution.

In terms of environmental, social and governance (ESG)
considerations, the most relevant factor for Prestige's ratings are
governance considerations related to its financial policies. The
company's financial leverage is high, a byproduct of past debt
financed acquisitions. Moody's expects continued acquisition event
risk but that the company will pursue acquisitions within its
3.5x-5.0x leverage target (based on the company's calculation; 4.2x
actual as of December 2020). However, Moody's does not expect
Prestige to engage in any large debt financed acquisitions over the
next two years. Moody's expects the company's credit metrics to
continue to improve over the next 12-18 months, supported by modest
earnings growth and solid free cash flow. Prestige favorably does
not pay a dividend but is likely to devote more free cash flow to
share repurchases than debt reduction as leverage falls.

From an environmental perspective, Prestige has taken steps to
minimize its resource footprint at its Lynchburg, Virginia
manufacturing site. The facility converted nearly 30% of lights to
more energy-efficient LED lighting during fiscal 2020 to help
reduce electrical usage. Between Fiscal 2018 and 2020, Prestige has
increased recycling rates by over 6% and reduced total waste by
20%. The company's manufacturing site is certified a "no exposure
site" in Virginia meaning that it has no exposures to open
waterways. Lastly, the company is committed to manage its over 100
global suppliers in a responsible manner so that they are aligned
with its mission and values. Prestige expects its suppliers to obey
the laws that require them to treat workers fairly, provide a safe
and healthy work environment and protect environmental quality.
Most importantly, the company expects its suppliers to promote
principles of ethical behavior in their workplace, to operate in a
manner consistent with Prestige's Supplier Code of Conduct, and to
demonstrate a commitment to environmental, employment and community
standards.

The coronavirus outbreak, the government measures put in place to
contain it, and the weak global economic outlook continue to
disrupt economies and credit markets across sectors and regions.
Moody's analysis has considered the effect on the performance of
consumer sectors from the current weak U.S. economic activity and a
gradual recovery for the coming months. Although an economic
recovery is underway, it is tenuous, and its continuation will be
closely tied to containment of the virus. As a result, the degree
of uncertainty around our forecasts is unusually high. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The stable outlook reflects Moody's expectation that Prestige will
generate free cash flow in a $200 million annual range, maintain
good liquidity, and pursue modestly sized acquisitions within its
stated leverage target.

The ratings could be downgraded if Prestige's operating performance
deteriorates, if the company's strong free cash flow were to
weaken, or if the company's financial policies become more
aggressive, including large debt funded acquisitions or shareholder
distributions. Additionally, Moody's could downgrade the ratings if
the company's liquidity deteriorates or if debt to EBITDA is
sustained above 5.5x.

The ratings could be upgraded if Prestige demonstrates consistent
positive organic revenue growth, sustains strong profitability and
free cash flow, and continues to maintain good liquidity. Prestige
would also need to exhibit a more conservative financial policy
such that debt to EBITDA is sustained below 4.0x times.

The principal methodology used in these ratings was Consumer
Packaged Goods Methodology published in February 2020.

Prestige Consumer Healthcare, Inc., headquartered in Tarrytown, New
York, manages and markets a broad portfolio of branded
over-the-counter (OTC) healthcare and household cleaning products.
The company is publicly-traded and generates about $960 million in
annual revenue.


QUARTER HOMES: Court Confirms Reorganization Plan
-------------------------------------------------
Judge Daniel P. Collins has entered an order that the Plan of
Quarter Homes, LLC, as modified, is confirmed.

The Disclosure Statement to accompany the Debtor's Second Amended
Plan of Reorganization was filed Nov. 20, 2020.  The Disclosure
Statement was approved by the Court's Order dated Dec. 18, 2020.

Only one objection to confirmation of the Plan was filed, and it
has been consensually addressed.

Class 2.A. (Situs) voted to accept the Plan.  Class 2.B. (the
equitable lien claims) were coextensive with, and addressed in,
Class 3.B. which voted to accept the Plan; and Class 2.C. (HOA
secured claims) was unimpaired and not solicited for voting.  Class
3.A voted to accept the Plan, Class 3.B. voted to accept the Plan,
Class 3.C. was deemed to have rejected the Plan, and Class 3.D.
voted in favor of the Plan.

The Debtor has stipulated with the Brian and Stephen Curry, and
their families' respective trusts (the "Curry Creditors"), investor
creditors Robert Cain ("Cain"), James Limmer ("Limmer"), Durwin and
Lisa Fritz ("Fritz"), and George and Nancy Zugmier (and their
family trusts) ("Zugmier") and equity owners David Turcotte
("Turcotte") and Jeremy Bach ("Bach") with respect to certain
issues under the Plan.  The Plan is modified to incorporate the
provisions of the stipulation in aid of confirmation including:

   (1) Currys' Claim is re-designated as being in Class 3.B.1. and
will be treated as an allowed claim of $1,500,000 to be paid as
follows: their pro-rata share of the Initial Distribution (after
payment of senior classes) and additionally their pro-rata share of
sale proceeds from the sale of the Debtor's houses each Quarter in
the Plan Trustee's Quarterly Distributions until the full payment
of $1,500,000.  In addition, the Currys' claim will be entitled to
share in any amount from the sale proceeds remaining after the
payment of Class 3.D. Claims as set forth in Section 4.2.4 of the
Plan.

   (2) The Cain Class 3.B. Investor Claim will be allowed in the
amount of $55,000 and paid in accordance with Sections 4.1.4(b) and
4.2.4 of the Plan.

   (3) The Fritz Class 3.B. Investor Claim will be allowed in the
amount of $153,642 and paid in accordance with Sections 4.1.4(b)
and 4.2.4 of the Plan.

   (4) The Limmer Class 3.B. Investor Claim will be allowed in the
amount of $159,939 and paid in accordance with Sections 4.1.4(b)
and 4.2.4 of the Plan.

   (5) The Zugmier Class 3.B. Investor Claim will be allowed in the
amount of $184,909.50 and paid in accordance with Sections 4.1.4(b)
and 4.2.4 of the Plan.

   (6) Turcotte will have a Class 3.B. Investor Claim in the
allowed amount of $246,836 and paid in accordance with Sections
4.1.4(b) and 4.2.4 of the Plan except that the Turcotte claim shall
not be entitled to the 13% profit/interest component of the
payments and the total profit/interest for the Turcotte Claim shall
consist of $1,757 and that Turcotte's participation in any excess
distributions under Section 4.2.4 of the Plan shall be limited to
those distributions he would receive as the holder of an Allowed
Claim under Section 3.D.

   (7) DTDC/Mrs. Turcotte will have an allowed Class 3.B. Investor
Claim in the amount of $64,077 and be paid in accordance with
Sections 4.1.4(b) and 4.2.4 of the Plan.

   (8) The Currys will dismiss any pending claims against the
Debtor, its Affiliates (as defined in 11 U.S.C. Sec. 101(2)),
Turcotte, Bach, and any other defendant party in Brian J. Curry, et
al., v. Quarter Homes, et al., Case No. CV 2018-55940, Maricopa
County Superior Court (the "Receivership Litigation"); and that the
parties to the Receivership Litigation will exchange mutual
complete releases.

   (9) Quarter Homes will dismiss any pending claims against the
Currys, their trusts, and any other defendant party in Quarter
Homes v. Stephen Curry, et al., CV 2020-03033, Maricopa County
Superior Court (the "Lis Pendens Litigation"); and that the parties
to the Lis Pendens Litigation will exchange mutual complete
releases.

The Plan is modified to incorporate the provisions of the agreement
with the Arizona Department of Revenue ("ADOR") including:

   (1) On the Effective Date, the Debtor will pay ADOR $5,567 on
account of its allowed priority claim under Class 1.E., plus
interest at 3% per annum commencing on the Petition Date and
continuing until paid in full;

   (2) On the Initial Distribution Date, Debtor will pay ADOR
$188.14 on account of its allowed non-priority unsecured claim
under Class 3.A., plus interest at 3% per annum commencing on the
Petition Date and continuing until paid in full;

   (3) By agreement of the parties, Section 8.7 of the Plan (the
penalty provision) is inapplicable to ADOR;

   (4) The Debtor's plan is amended to add the following section,
Section 10.13, with regard to defaults under the Plan:

            The Debtors' failure to comply with the aforementioned
and the Plan provisions concerning the liability owed to the
Arizona Department of Revenue ("Department") which includes, but is
not limited to, the failure to make the full and timely payments
and the failure to timely file future tax returns and timely pay
future tax liabilities, shall constitute a default of the Plan.  If
the Debtor fails to cure the default within ten (10) days after
written notice of the default from the Department or its agents, to
the Debtor and the Debtor's counsel of record, the entire balance
due the Department shall be immediately due and owing.  Further, in
the event of a default, the Department may enforce the entire
amount of its claim, exercise any and all rights and remedies under
applicable non-bankruptcy law which includes, but is not limited
to, state tax collection procedures, and obtain any other such
relief deemed appropriate by the Bankruptcy Court. The Debtor shall
have the opportunity to cure two (2) times over the life of the
Plan. In the event of a third default, the Department may proceed
with its state law remedies for collection of all amounts due under
state law.

   (5) ADOR's objection to the confirmation of the Plan is deemed
withdrawn.

A copy of the Plan Confirmation Order dated Feb. 10, 2021, is
available at https://bit.ly/3ahOtY5

                      About Quarter Homes

Quarter Homes, LLC, located at 15446 N Greenway Hayden Loop, Ste,
1029, in Scottsdale, Arizona, owns commercial real estate,
undeveloped land, and residential properties located in Arizona.

Quarter Homes, LLC, sought Chapter 11 protection (Bankr. D. Ariz.
Case No. 20-07065) on June 11, 2020.  In the petition signed by
David Turcotte, president, the Debtor estimated assets and
liabilities in the range of $1 million to $10 million.  The Debtor
tapped Warren J. Stapleton, Esq., at Osborn Maledon, P.A.


REAL ESTATE RECOVERY: Meddles Buying Apple Valley Asset for $320K
-----------------------------------------------------------------
Real Estate Recovery Mission asks the U.S. Bankruptcy Court for the
Central District of California to authorize the sale of the real
property located at 10855 Katepwa Street, in Apple Valley,
California, A.P.N. 043490105000, to James L. and Kathryn E. Meddles
for $320,000, free and clear of all liens, claims and interests,
subject to overbid.

The Apple Valley Property consists of real property as described in
the purchase agreement improved by a 2-bedroom, 2-bathroom single
family home containing approximately 1,768 square feet on a lot
containing approximately 5,740 square feet (0.1318 acre) of land.

The Debtor has the following secured liens against the Apple Valley
Property: a mortgage loan in favor of Aztec T.D. Service Co. in the
original principal amount of $210,000 with a first priority trust
deed recorded on June 18, 2019 as instrument no. 2019-0200145.  The
First Trust has a current estimated payoff amount of $235,575 per
the attached pay-off provided by the counsel for Aztec dated Jan.
13, 2021, as amended by agreement with counsel for Aztec on Jan.
27, 2021 to reduce the pay-off by $9,750 for a revised pay-off in
the amount of $228,825.

There is a second priority loan in the original principal amount of
$50,000 with John M. Magana as beneficiary, with a second priority
trust deed recorded on July 5, 2019 as instrument no. 2019-0223036.
Magana is the treasurer and an insider of the Debtor.  He supplied
a pay-off to escrow in the amount of $83,131 and Magana has agreed
to accept a modified pay-off at closing in the amount of $68,131,
with $15,000 of the original pay-off to be deferred in accordance
with a Pay-off Deferral and Loan Modification Agreement dated on
Jan. 22, 2021.

There are unpaid real estate taxes owed to San Bernardino County
for fiscal year 2020-2021 for the first installment in the amount
of$1,765, plus unpaid taxes plus penalties to the San Bernardino
Tax Collector for 2019-2020 #0434-901-05-0-000 in the amount of
$5,894.

The Debtor has no priority unsecured claims and the Debtor has
general unsecured claims of approximately $18,200 per amended
Schedules filed on Oct. 21, 2020.  It filed the present bankruptcy
in order to reorganize its debts by selling the Property and other
properties and managing remaining properties to pay its creditors.


On Dec. 29, 2020, the Court entered an order approving the Debtor's
application to employ its real estate broker to market the Apple
Valley Property.

On Jan. 1, 2021, the Debtor, subject to Court approval, accepted
the Buyers' Offer to purchase the Apple Valley Property.

The principal terms of agreement are:

     a. The purchase price is $320,000.

     b. Within 3 days of acceptance, the Buyers will make the
initial deposit of $3,000 into Escrow No. No.21002-TA with Freedom
Escrow, Inc.

     c. Prior to close of escrow, the Buyers will deposit an
additional $197,000 into escrow.

     d. The Buyers will obtain a new first trust deed loan in the
amount of $120,000.

     e. The Property will be sold "as is, where is with no
warranties or representations of any kind whatsoever.

     f. Undisputed liens, if any, will be paid through escrow, with
the exception of the holder of the second trust who has agreed to
accept a deferred pay-off in accordance with the terms of the
Debtor's proposed plan.

     g. Any disputed liens, or liens and claims that still require
investigation or further proof to establish their validity, if any,
will attach to the net proceeds of the sale of the Property.

     h. Escrow was set to close 20 days after the acceptance.  The
Buyers seek a short escrow as they have sold and vacated their
prior home and they are incurring expenses and risking exposure to
Covid-19 because they are residing in a Hotel pending the approval
of the sale by the Court and closing.

     i. The Counsel for the Debtor filed its Interim Fee
Application, requesting an additional holdback from the proceeds of
sale in the amount of $19,197 to be devoted to costs of
administration subject to appropriate application and subsequent
Court approval of any interim or final fee request or other
expenses of administration.

The proposed sale is free and clear of all liens.  The Debtor
intends to pay the liens of Los Angeles County Treasurer and Tax
Collector, Aztec Financial, and Solera at Apple Valley Community
Association, if any.

By the Motion, the Debtor proposes that it be authorized to pay the
following additional amounts to the following entities through
escrow:

     (1) The Buyers' broker's commissions to their cooperating
broker Re/Max Freedom Realty through agent James Conlon at 2.5% of
total sale proceeds which totals $8,000.

     (2) The Seller's broker's commissions to Re/Max Freedom Realty
through agent Matthew Jerkins at 2.5% of total sale proceeds which
totals $8,000.

     (3) The Buyers and the Seller will each pay their own escrow
costs.

     (4) Closing and recording costs, transfer taxes arising out of
the sale of the Property, as well as costs of any title insurance
endorsements, are to be paid by the Seller.

The Debtor respectfully submits that the proposed sale is in the
best interest of the estate and its creditors because the proposed
sale will result in a net to the estate in excess of$15,000 after
the Payment of all amounts required to be paid to brokers, taxing
authorities and closing costs in connection with the sale of the
Property.

The Debtor believes that the Court may require an opportunity for
overbidding prior to the approval of the proposed sale.  As a
result, it proposes the following overbidding procedures:

     a. The overbid must be all cash and must be at least $340,000
($20,000 greater than the current offer), with no contingencies to
closing whatsoever.

     b. Any party who would like to bid on the Property during the
hearing on the Motion must contact the Debtor's counsel at least 24
hours prior to the hearing and provide evidence of financial
resources to the Debtor's reasonable satisfaction.  The Debtor's
counsel will provide an information packet to any party who would
like to bid on the Property.  Any overbidder must also submit,
before the time of the hearing, a deposit for the purchase of the
Property in the amount of at least $340,000 and provide the Court
and the counsel for all parties' proof of funds and ability to
close within an expeditious manner.  Overbid increments will be
$3,000 after the initial overbid.

Finally, the Debtor asks the Court to waive the 14-day stay of
Bankruptcy Rule 6004(h) to permit it to proceed with the close of
escrow on the sale as soon as possible.

A copy of the Agreement is available at
https://tinyurl.com/16q49ftx from PacerMonitor.com free of charge.

                About Real Estate Recovery Mission

Real Estate Recovery Mission, a tax-exempt real estate agency in
Alhambra, Calif., filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No.
20-19134) on Oct. 7, 2020. In the petition signed by Tad Dionizy
Sikora, director, the Debtor estimated $1 million to $10 million
in assets and $500,000 to $1 million in liabilities.

Judge Vincent P. Zurzolo oversees the case.  The Law Offices of
Michael Jay Berger serves as the Debtor's legal counsel.



RED TULIP: Seeks Approval to Tap Eric A. Liepins, PC as Counsel
---------------------------------------------------------------
Red Tulip Dry Cleaners, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to employ Eric A. Liepins,
PC as its legal counsel.

The Debtor needs legal assistance to orderly liquidate its assets,
reorganize the claims of the estate, and determine the validity of
claims asserted in its bankruptcy estate.

The firm will be paid at these rates:

     Eric A. Liepins                        $275 per hour
     Paralegals and Legal Assistants   $30 - $50 per hour

The firm received a retainer of $5,000, plus the filing fee.  In
addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.

Eric Liepins, Esq., disclosed in court filings that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.

The firm can be reached through:
   
     Eric A. Liepins, Esq.
     Eric A. Liepins, PC
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Telephone: (972) 991-5591
     Facsimile: (972) 991-5788
     Email: eric@ealpc.com

                   About Red Tulip Dry Cleaners

Red Tulip Dry Cleaners, LLC filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No.
21-40191) on Feb. 8, 2021.  At the time of the filing, the Debtor
had estimated assets of less than $50,000 and liabilities of
between $100,001 and $500,000.

Eric A. Liepins, PC serves as the Debtor's legal counsel.


RHP HOTEL: Unsecured Notes Issue No Impact on Moody's Ba3 CFR
-------------------------------------------------------------
Moody's Investors Service stated that RHP Hotel Properties, LP's
issuance of senior unsecured notes will not impact the B1 rating or
Ryman Hospitality Properties, Inc's Ba3 Corporate Family Rating.
The note offering is for up to $400 million of senior notes due
2029. RHP intends to use net proceeds from the offering to fund a
cash tender offer for it outstanding $400 million senior notes due
2023.

Ryman Hospitality Properties, Inc. (NYSE: RHP) is a REIT
specializing in group-oriented, destination hotel assets in urban
and resort markets. The Company's owned assets include a network of
five upscale, meetings-focused resorts and suites that are managed
by lodging operator Marriott International, Inc. under the Gaylord
Hotels brand. The company is a joint venture owner of the
1,501-room Gaylord Rockies Resort & Convention Center, which is
also managed by Marriott International, Inc. under the Gaylord
Hotels brand. RHP had approximately $4.5 billion of gross assets as
of September 30, 2020.


ROBERT FORD: Case Summary & 3 Unsecured Creditors
-------------------------------------------------
Debtor: Robert Ford Insurance Agency, Inc.
        8421 Kingston Pike
        Knoxville, TN 37919

Business Description: Robert Ford Insurance Agency, Inc. is an
                      insurance company based in Tennessee.

Chapter 11 Petition Date: February 11, 2021

Court: United States Bankruptcy Court
       Eastern District of Tennessee

Case No.: 21-30224

Case No.: 21-30224

Judge: Hon. Suzanne H. Bauknight

Debtor's Counsel: William E. Maddox, Jr., Esq.
                  WILLIAM E. MADDOX, JR., LLC
                  P.O. Box 31287
                  Knoxville, TN 37930
                  Tel: (865) 293-4953
                  Fax: (865) 293-4969
                  E-mail: wem@billmaddoxlaw.com

Total Assets: $520,000

Total Liabilities: $1,650,962

The petition was signed by Robert Ford, owner/CEO.

A copy of the Debtor's list of three unsecured creditors is
available for free at PacerMonitor.com at:

https://www.pacermonitor.com/view/MVCJDFY/Robert_Ford_Insurance_Agency_Inc__tnebke-21-30224__0004.0.pdf?mcid=tGE4TAMA

A copy of the petition is available for free at PacerMonitor.com
at:

https://www.pacermonitor.com/view/MDGWRFA/Robert_Ford_Insurance_Agency_Inc__tnebke-21-30224__0001.0.pdf?mcid=tGE4TAMA


ROCKET TRANSPORTATION: Seeks to Hire Gold Lange as Counsel
----------------------------------------------------------
Rocket Transportation, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Michigan to employ Gold, Lange, Majoros &
Smalarz, P.C. as its counsel.

The firm's services include:

     a. providing legal advice with respect to the Debtor’s
powers and duties as debtors-in-possession in the management of its
assets;

     b. assisting the Debtor in maximizing the value of its assets
for the benefit of all creditors and other parties in interest;

     c. commencing and prosecuting any and all necessary and
appropriate actions and/or proceedings on behalf of the Debtor and
its assets;

     d. conducting negotiations with the Debtor’s creditors;

     e. preparing, on behalf of the Debtor, all of the
applications, motions, answers, orders, reports and other legal
papers necessary in these bankruptcy proceedings;

     f. drafting a plan of reorganization and disclosure statement;


     g. appearing in Court to represent and protect the interests
of the Debtor and its estate; and

     h. performing all other legal services for the Debtor that may
be necessary and proper in this Chapter 11 proceeding.

The firm's hourly rates are:

     Stuart A. Gold, Attorney         $395
     Elias T. Majoros, Attorney       $350
     John C. Lange, Attorney          $350
     Jason P. Smalarz, Attorney       $300
     Denise White, Paralegal          $125
     Toni Willis, Paralegal            $95
     Christine Wilder, Paralegal       $85

Jason P. Smalarz, Esq., shareholder and officer of Gold Lange,
attests that the firm neither holds nor represents any interest
adverse to the Debtor's bankruptcy estate and that the firm is a
"disinterested person" as the phrase is defined in Section 101(14)
of the Bankruptcy Code.

The counsel can be reached through:

     John C. Lange, Esq.
     Gold, Lange & Majoros, P.C.
     24901 Northwestern Hwy., Suite 444
     Southfield, MI 48075
     Tel: (248) 350-8220
     Email: jlange@glmpc.com  

                 About Rocket Transportation

Taylor, Mich.-based Rocket Transportation, Inc., is a privately
held company in the general freight trucking industry.

Rocket Transportation filed a Chapter 11 petition (Bankr. E.D.
Mich. Case No. 20-52337) on Dec. 14, 2020.  In its petition, the
Debtor disclosed $500,000 to $1 million in assets and $1 million to
$10 million in liabilities.  Rocket Transportation President Amar
Al Hadad signed the petition.

Judge Maria L. Oxholm presides over the case.  Jaafar Law Group
PLLC serves as the Debtor's bankruptcy counsel.


ROSEGARDEN HEALTH: Wins Cash Collateral Access Thru Feb. 20
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut, New
Haven Division, has authorized the Chapter 11 trustee of Rosegarden
Health and Rehabilitation Center LLC and affiliates to use cash
collateral on an interim basis through February 20, 2021.

The Trustee is authorized to use cash collateral in accordance with
the budget and with a variance of 10% permitted, and a greater
variance upon the written consent of the Alleged Secured Parties.

The parties that may have an interest in the Cash Collateral
include:

     1. The Internal Revenue Service;

     2. The State of Connecticut Department of Revenue Services;

     3. The Slate of Connecticut Department of Labor;

     4. People's United Bank;

     5. Ram Capital Funding LLC;

     6. World Global Capital, LLC d/b/a Fastline Capital;

     7. Yellowstone Capital, LLC; and

     8. B of I Federal Bank

In exchange for the preliminary use of cash collateral by the
Trustee, and as adequate protection for the Alleged Secured
Creditors' interests therein, the Alleged Secured Creditors are
granted replacement and/or substitute liens as provided in 11
U.S.C. section 361(2) in all post-petition assets and proceeds
thereof, excluding all bankruptcy avoidance causes of action,
having the same validity, extent, and priority that the Alleged
Secured Creditors possessed as to such liens on the Filing Date and
any rights of setoff claimed by any of the Alleged Secured
Creditors as against the Debtors' assets prior to the Filing Date.

The liens of the Alleged Secured Creditors and any replacement
thereof pursuant to the Order, and any priority to which the
Alleged Secured Creditors may be entitled or become entitled under
11 U.S.C. section 507(b), will be subject and subordinate to
amounts payable by the Trustee under (i) 28 U.S.C. section
1930(a)(6); (ii) sales and withholding taxes collected from third
parties; (iii) the post-petition wages of non-insider employees,
limited to the amounts provided for in the Budget, which are
actually earned but which remain unpaid, and (iv) any
debtor-in-possession financing approved by the Court.

A copy of the Interim Order and the Debtor's budget through the
week of February 16 is available at https://bit.ly/3qdWYZZ from
PacerMonitor.com.

      About Rosegarden Health and Rehabilitation Center LLC

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

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

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

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

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

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



RUBY TUESDAY: Court Okays Chapter 11 Plan After $6 Million Deal
---------------------------------------------------------------
Law360 reports that a Delaware bankruptcy judge agreed to confirm
casual dining chain Ruby Tuesday's Chapter 11 plan on Thursday,
February 11, 2021, after the debtor outlined a settlement with the
official committee of unsecured creditors that guarantees a
recovery pool of at least $6 million.

During a hearing held virtually, debtor attorney Richard M.
Pachulski of Pachulski Stang Ziehl & Jones LLP said the parties had
been negotiating until the beginning of the hearing on a deal that
will allow for a $2 million distribution soon after the effective
date of the plan, along with another $1 million within 2021.

                     About RTI Holding Company

RTI Holding Company, LLC and its affiliates develop, operate, and
franchise casual dining restaurants in the United States, Guam, and
five foreign countries under the Ruby Tuesday brand.  The
company-owned and operated restaurants (i.e. non-franchise) are
concentrated primarily in the Southeast, Northeast, Mid-Atlantic
and Midwest regions of the United States.

On Oct. 7, 2020, RTI Holding Company and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 20-12456).  At the time of the filing, the Debtors
disclosed assets of between $100 million and $500 million and
liabilities of the same range.

Judge John T. Dorsey oversees the cases.

Pachulski Stang Ziehl & Jones LLP and CR3 Partners LLC serve as the
Debtors' legal counsel and financial advisor respectively.  Epiq
Corporate Restructuring LLC is the claims, noticing and
solicitation agent and administrative advisor.

On Oct. 26, 2020, the U.S. Trustee for the District of Delaware
appointed an official committee of unsecured creditors in the
chapter 11 cases.  The committee tapped Kramer Levin Naftalis &
Frankel LLP and Cole Schotz P.C. as counsel and FTI Consulting,
Inc. as financial advisor.


RUBY TUESDAY: Unsec. Creditors Get At Least $5M in Plan Deal
------------------------------------------------------------
RTI Holding Company, LLC, submitted a Second Amended Chapter 11
Plan.

The Plan, as originally proposed, reflected the agreement reached
among the Debtors and Prepetition Secured Creditors to follow a
dual path whereby the Debtors will either reorganize via a
consensual transaction that would provide for the Debtors to emerge
from these chapter 11 proceedings under new ownership by the
Prepetition Secured Creditors or sell their assets as a going
concern. Following an extensive marketing process, the Debtors did
not receive sufficient Qualified Bids to sell the Debtors' assets
and pay the Prepetition Secured Debt Claims and DIP Facility Claims
in full.

Following extensive negotiations, the Debtors, Prepetition Secured
Creditors, the Creditors' Committee and NRD reached a settlement to
provide for greater recoveries to Class 4, comprised of General
Unsecured Claims.

Pursuant to the Plan, the operations of the Debtors will be
bifurcated.  Specifically, all of RTI’s operating assets other
than the RT Lodge and interests in its subsidiaries (other than
RTI) shall be transferred to RT Asset Company, which shall be owned
after the Effective Date by Holders of Allowed Subclass 3B Claims,
and, potentially, Allowed Subclass 3A Claims, subject to dilution.
Also, pursuant to ARTICLE III.C.3.c, the Debtors will transfer to
each Holder of an Allowed Subclass 3A Claim its Pro Rata share of
100% of the Equity Interests in RT Lodge Company, which shall
retain the RT Lodge through its subsidiary Reorganized RTI.   

On February 9, 2021, the Debtors, the Prepetition Agent,
Prepetition Secured Creditors, the DIP Lenders, the Creditors'
Committee, and the Equity Parent entered into the Plan Settlement
Term Sheet, which memorializes a global settlement ("Global
Settlement") among such parties.  Under such Global Settlement, the
Holders of Allowed Class 4 General Unsecured Claims shall receive
their Pro Rata distributions of

   (a) $5,000,000, consisting of (i) payment of $3,000,000
(consisting of an initial $2,000,000 payable within 60 days of the
Effective Date, unless extended, plus a Deferred Cash Payment
payable by March 31, 2022, unless extended, of $1,000,000, reduced
by any Excess Cash Payments received), and (ii) a Note in the
principal amount of $2,000,000 reduced by any Excess Cash Payments
received; and

    (b) 33% of the proceeds from the Interchange Claim, which is a
claim in a class action lawsuit captioned as In re Payment Card
Interchange Fee and Merchant Discount Antitrust Litigation.

Also, the Plan releases shall include the Creditors' Committee and
NRD as Releasing Parties and Released Parties.

No Topping Bids were received prior to the Jan. 14, 2021 bid
deadline established by the Bid Procedures Order, and, therefore,
the Debtors are proceeding with the Restructuring, not the Sale.
The Debtors will also implement the Global Settlement, as set forth
in the Plan.

A full-text copy of the Second Amended Disclosure Statement dated
Feb. 10, 2021, is available at
https://document.epiq11.com/document/getdocumentbycode/?docId=3860642&projectCode=RBY&source=DM
from Epiq at no charge.

Counsel for the Debtor:

     Richard M. Pachulski
     Malhar S. Pagay
     James E. O'Neill
     Victoria A. Newmark
     PACHULSKI STANG ZIEHL & JONES LLP
     919 North Market Street, 17th Floor
     Wilmington, DE 19899-8705 (Courier 19801)
     Telephone: 302/652-4100
     Facsimile: 302/652-4400
     E-mail: rpachulski@pszjlaw.com
             mpagay@pszjlaw.com
             joneill@pszjlaw.com
             vnewmark@pszjlaw.com

                     About RTI Holding Company

RTI Holding Company, LLC and its affiliates develop, operate and
franchise casual dining restaurants in the United States, Guam, and
five foreign countries under the Ruby Tuesday brand. The
company-owned and operated restaurants (i.e. non-franchise) are
concentrated primarily in the Southeast, Northeast, Mid-Atlantic
and Midwest regions of the United States.

On Oct. 7, 2020, RTI Holding Company and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 20-12456). At the time of the filing, the Debtors
disclosed assets of between $100 million and $500 million and
liabilities of the same range.

Judge John T. Dorsey oversees the cases.

Pachulski Stang Ziehl & Jones LLP and CR3 Partners LLC serve as the
Debtors' legal counsel and financial advisor respectively. Epiq
Corporate Restructuring LLC is the claims, noticing and
solicitation agent and administrative advisor.

On October 26, 2020, the U.S. Trustee for the District of Delaware
appointed an official committee of unsecured creditors in the
chapter 11 cases.  The committee tapped Kramer Levin Naftalis &
Frankel LLP and Cole Schotz P.C. as counsel and FTI Consulting,
Inc. as financial advisor.


RXB HOLDINGS: Moody's Completes Review, Retains B3 CFR
------------------------------------------------------
Moody's Investors Service has completed a periodic review of the
ratings of RXB Holdings, Inc. and other ratings that are associated
with the same analytical unit. The review was conducted through a
portfolio review discussion held on February 1, 2021 in which
Moody's reassessed the appropriateness of the ratings in the
context of the relevant principal methodology(ies), recent
developments, and a comparison of the financial and operating
profile to similarly rated peers. The review did not involve a
rating committee. Since January 1, 2019, Moody's practice has been
to issue a press release following each periodic review to announce
its completion.

This publication does not announce a credit rating action and is
not an indication of whether or not a credit rating action is
likely in the near future. Credit ratings and outlook/review status
cannot be changed in a portfolio review and hence are not impacted
by this announcement.

Key rating considerations

RxBenefits' B3 Corporate Family Rating is constrained by its modest
size and very high financial leverage. RxBenefits relies heavily on
the three largest pharmacy benefit managers (PBMs), for most of its
revenue. RxBenefits is unique in that it has a competitive
advantage with back-office connectivity with its PBM partners, but
the market for managing pharmacy benefits is highly competitive.
The rating is supported by high EBITDA margins and a strong
earnings outlook driven by mid-teens growth in new lives under
contract that utilize RxBenefits' services.

The principal methodology used for this review was Business and
Consumer Service Industry published in October 2016.


RYMAN HOSPITALITY: S&P Affirms 'B-' ICR on Adequate Liquidity
-------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '2'(85%)
recovery rating to Ryman Hospitality Properties Inc.'s  proposed
notes.

S&P said, "At the same time, we are affirming our 'B-' issuer
credit rating on Ryman because we believe it will have adequate
liquidity over the next few years despite the potential that its
leverage that could be as high as about 8x in 2022. In addition,
the company's current forward bookings appear to indicate that the
occupancy, total revenue per available room (RevPAR), and EBITDA at
its resorts may begin to improve substantially toward the end of
2021 and into 2022. We are also affirming all of our existing
ratings on Ryman's senior secured and unsecured debt.

"The negative outlook reflects the possibility we will lower our
rating on Ryman if its properties do not begin to recover in 2021
as we expect such that its revenue, EBITDA, and cash flow
underperform our base-case assumptions and cause its capital
structure to become unsustainable."

Ryman Hospitality Properties Inc. plans to issue $400 million of
senior unsecured notes due 2029, which it will use the proceeds
from to refinance its existing senior unsecured notes due 2023.

S&P said, "Despite the potential that its leverage could be as high
as 8x in 2022, we are affirming our ratings on Ryman because we
believe it will maintain adequate liquidity over the next few
years. In addition, the company's current forward bookings appear
to indicate that the occupancy, total RevPAR, and EBITDA at its
resorts could begin to improve substantially toward the end of 2021
and into 2022. We expect that the occupancy levels at Ryman's
Gaylord-branded properties will remain very depressed until
mid-2021 when widespread immunization against the coronavirus may
lead to a recovery in group travel. Although we believe group
travel will recover at slower pace than the broader travel
industry, and do not expect the volume of group travel to return to
2019 levels until 2023 at the earliest, we estimate that the
company's 2022 RevPAR could improve to about 15%-20% below 2019
levels. Ryman has indicated that the level of group occupancy in
its forward bookings for the second half of 2021 are not
significantly weaker than its pre-crisis forward bookings were for
2020. While forward bookings can be canceled and thus are an
unreliable indicator of future revenue during periods of stress,
the company's current forward booking curve appears to indicate
that the volume of group travel to Ryman's hotels could begin to
rebound later this year assuming the achievement of widespread
immunization in mid-2021.

"Our forecast for a recovery in the company's RevPAR also assumes
that the average daily rate at its hotels declines slightly in 2021
and remains flat in 2022 when compared with 2019. So far, Ryman's
very low occupancy levels have not caused it to heavily discount
its rates and we assume that group travel volumes will remain more
sensitive to safety concerns than the cost of travel. Even though
these assumptions may cause the company's leverage as high as 8x in
2022, we forecast its EBITDA coverage of interest expense would be
between 2x and 3x due to its low cost of debt and our assumption of
a recovery in its EBITDA. Therefore, we believe Ryman would be able
to sustain its very highly leveraged capital structure under our
base-case assumptions. In addition, following the close of the
proposed senior unsecured notes refinancing, Ryman will have no
debt maturities until its revolver is due in 2024."

In addition, Ryman's capital structure benefits from the equity
issuance it completed in 2019 and its lack of incremental debt
issuances to finance its cash burn during the pandemic given its
high cash balance at the beginning of the crisis and substantial
cost cutting during it. Following the close of the proposed notes
issuance, the company will have about $50 million of cash on hand
and access to about $593 million under its $700 million revolving
credit facility due 2024. S&P assumes in its base case that Ryman
will continue to burn about $20 million-$25 million of cash per
month until mid-2021, after which it anticipates its cash burn will
begin to moderate as its occupancy increases. The company's
adequate liquidity partially mitigates the risk that the recovery
in group travel will be slow or uneven.

Due to its asset quality, we believe Ryman has the flexibility to
issue equity, raise incremental debt, and--although less
likely--sell assets. S&P said, "Although it has made no indication
that it intends to, we believe that the company could issue equity
to stabilize its capital structure if group travel recovers at a
slower pace than we currently anticipate. Additionally, as a hotel
owner Ryman could raise cash through asset sales, though there
would likely be a limited pool of buyers for its large
group-oriented hotels even under good economic circumstances.
Specifically, we believe the company could sell one of its
Gaylord-branded properties or one of the assets in its
entertainment segment if it needed to raise liquidity."

Once group travel recovers, Ryman will be well-positioned because
of its asset quality, though it will also likely face a very
competitive market. The company owns high-quality properties that
target groups and convention customers. The growth in the demand
for this type of lodging had been outpacing the expansion of supply
prior to the pandemic, which allowed Ryman to increase its total
RevPAR at a faster rate than the industry average. In addition, the
customers for these properties typically book far in advance, which
provides the company with good revenue visibility under normal
economic conditions. When the demand for group travel begins to
recover, the market will be very competitive because supply will
likely outpace demand for some time.

If the group market becomes highly competitive, hotels in Las
Vegas, for example, may be able to offer lower daily rates than
Ryman due to their ability to generate significant gambling
revenue. Additionally, the company has limited asset diversity
because it derives the majority of its revenue from its five
Gaylord-branded properties. The cyclicality of the lodging space
and the earnings volatility associated with its owned-hotel
portfolio also increase the potential for a negative earnings shock
under adverse market conditions. Furthermore, Ryman occasionally
makes significant capital investments in its properties that
increase its leverage.

S&P said, "The negative outlook on Ryman reflects the possibility
we will lower our ratings if its properties do not begin to recover
in 2021 as we expect such that its revenue, EBITDA, and cash flow
underperform our base case and cause its capital structure to
become unsustainable.

"We would likely consider lowering our ratings on Ryman if group
demand doesn't begin to recover in the second half of 2021 such
that we anticipate its revenue, EBITDA, and cash flow will
underperform our base case. We will continue to monitor the efforts
to contain the coronavirus and will assess how the pandemic might
alter or weaken the volume of group travel to the company's
properties over the next several months. If we no longer believe
Ryman will be able to generate sufficient cash flow to sustain its
capital structure, we could lower our ratings.

"It is unlikely that we will revise our outlook on Ryman to stable
until the demand for group travel recovers. However, we could raise
our ratings on the company if we believe it will sustain leverage
of less than 7x."


SANTA CLARITA: All Claims Unimpaired in $286M Sale Plan
-------------------------------------------------------
Santa Clarita, LLC, submitted Chapter 11 Plan of Reorganization and
a Disclosure Statement.

The Plan provides that all Holders of Allowed Claims and Interests
(Classes 1,
2, 3, 4, 5, 6, 7, 8, 9, 10, 11) are Unimpaired by the Plan and, as
a result, all of the rights of Holders of Unimpaired Claims
including, without limitation, the right to receive payment in full
on account of existing obligations in respect of such unimpaired
claims, is not altered by the Plan.

On or about the Plan Effective Date, the Debtor will sell the
Property to Prologis, Inc. pursuant to the Property Purchase-Sale
Agreement and 11 U.S.C. Sec. 363(b), (f), (m) and 1123(a)(5)
substantially on the terms set forth in the Prologis LOI. Pursuant
to such Property Purchase -- Sale Agreement, the Debtor will sell
the Property to Prologis for $286 million, payable in cash, at
closing.  The Debtor will utilize the Property Sale Proceeds to
make all payments due under the Plan.  The Prologis LOI was subject
to
arm's-length negotiations between Prologis and the Debtor.

Class 10 General Unsecured Claims will recover 100% of their
claims.  Each holder of a General Unsecured Claim will receive
either (1) payment in full in cash or (2) such other treatment
agreed to by the claimant and the Debtor.

A full-text copy of the Disclosure Statement dated February 10,
2021, is available at https://bit.ly/2LIBplc from PacerMonitor.com
at no charge.

Attorneys for Debtor:

     Christopher H. Bayley
     James G. Florentine
     Molly J. Kjartanson
     SNELL & WILMER L.L.P.
     One Arizona Center
     400 E. Van Buren St., Ste. 1900
     Phoenix, AZ 85004-2202
     Telephone: (602) 382-6000

                       About Santa Clarita

Santa Clarita, LLC, was formed in 1998 by Remediation Financial,
Inc. ("RFI") for the sole purpose of acquiring a real property
consisting of approximately 972 acres of undeveloped land generally
located at 22116 Soledad Canyon Road, Santa Clarita,  California
(the "Property").  The Debtor purchased the Property from Whittaker
Corporation.  Whittaker used the Property to manufacture munitions
and related items for the U.S. Department of Defense (the "DOD").
The soil and groundwater on the Property suffered environmental
contamination thus the property required remediation before the
Property could be developed.

On or about January 2019, the controlling interest in RFI was
acquired by Glask  Development, LLC.  Glask Development, LLC has
two members, K&D Real Estate Consulting, LLC and Gracie Gold
Development, LLC.  The Debtor's sole member and manager is RFI.

Santa Clarita filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 20-12402) on
Nov. 12, 2020.  The petition was signed by David W. Lunn, chief
executive officer of Remediation Financial, Inc., manager of the
Debtor.  At the time of filing, the Debtor estimated $100 million
to $500 million in assets and $500 million to $1 billion in
liabilities.  Judge Madeleine C. Wanslee oversees the case.  Thomas
H. Allen, Esq., at Allen Barnes & Jones, PLC, is Debtor's legal
counsel.


SCHUMACHER GROUP: S&P Alters Outlook to Stable, Affirms 'B' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed its 'B' issuer credit rating on integrated emergency
department and hospital services provider The Schumacher Group of
Delaware Inc.

S&P said, "At the same time, we are assigning a 'B' issue-level and
'3' recovery rating on the company's new senior secured debt,
indicating meaningful (50%-70%, rounded estimate: 50%) recovery in
the event of a default.

"The stable outlook reflects our expectation that the company will
generate at least low-single-digit organic revenue growth on
continued net contract wins, sustained mid-single-digit margins,
and leverage remaining above 5x.

"The stable outlook reflects the extension of the company's debt
maturity profile as well as our view that it is adapting to likely
permanently lower volume by reducing costs and the realigning
physician compensation to productivity metrics. While the severe
volume decline for hospitals was due to directives to defer
nonessential elective procedures as well as low-acuity patients
avoiding hospital visits, low acuity-volume is unlikely to return
at the prior level due to the growing use of technology, more
alternate sites of care for patients, and utilization management
efforts by payors. While Schumacher's emergency machine (EM) volume
declined by nearly 50% in the second quarter of 2020, it recovered
strongly, but only to about 80% of 2019 levels by the end of 2020.
Addressing a likely permanent new normal, where volumes do not
recover completely to 2019 levels, Schumacher has been gradually
moving physician compensation to a variable-compensation plan, thus
aligning physicians to company and market realities, a move we
expect peers to do as well, removing the risk of heightened
turnover." The company is also significantly reducing the use of
scribes and high-cost providers, such as locum tenens.

Given its high concentration in emergency room staffing, the
company is particularly exposed to lower EM volumes.   Schumacher
relies on EM staffing for about 80% of its total revenue, with only
a limited presence in its next largest business segment--the
hospital medicine (HM) services market--which generates about 20%
of its total revenues. S&P expects reimbursement pressure for all
private and public payors, which was paused during the pandemic,
will again constrain revenues for medical service providers.
Emergency department (ED) visits are a high-intensity service and a
cost burden on the health care system. Cost-containment efforts by
public and private payors are encouraging patients to receive
coordinated primary care to address preventable ED visits, and to
be treated in the most appropriate setting. The increasing use of
retail clinics, urgent care centers, and ambulatory surgery
centers, and technology advances in virtual medicine, creates
significant savings for patients and payors when compared with
similar services performed in hospitals. These lower-cost
alternative care sites' volumes have increased for certain
procedures, especially during the pandemic, leading to a decrease
in emergency room visits, largely among lower-acuity patients.

S&P said, "We expect some diminished cash flow in 2021 and 2022, as
the company reimburses about $30 million of funds received from the
Accelerated and Advanced Payment Program, aimed at improving
liquidity during the COVID-19 pandemic. However, we expect the
company's lowered interest expense (of about $30 million compared
to the earlier greater than $40 million) to alleviate some pressure
on cash flow. We expect hospital subsidy payments, paid by nearly
three-quarters of Schumacher customers, to be paid promptly despite
hospitals' financial pressures. However, we expect the rise in
unemployment to increase the company's exposure to Medicaid and
self-pay, which tend to have lower collection rates than commercial
payors. Finally, while United HealthCare had extended its agreement
for a year (until May 2021), we continue to expect the company
could incur legal fees as it negotiates its contracts."

Congress's passage of the No Surprise Act in December 2020, which
becomes effective in 2022, is a net positive for Schumacher
relative to prior outcome expectations for this controversial
issue. When the legislation takes effect in 2022, payors and
providers will have a 30-day open-negotiation period, after which
either may initiate a binding independent dispute-resolution
process for a claim of any dollar value, administered by an
independent arbitrator, using the in-network contract date from
2019 for reference. Patient liability will be limited to in-network
cost sharing, deductibles, and out-of-pocket maximums, and payors
will be required to pay providers directly, not the patient. S&P
views this positively for Schumacher as the outcome is better than
what the previous possibilities were and because this new
legislation is relatively similar to Texas and New York state
legislation, where the company has nearly 20% exposure, and
outcomes have been favorable to providers. Nevertheless, there are
several key differences, and the company could see some added
reimbursement pressures and contract negotiations. At this time,
about 75% of commercial revenue and nearly 90% of total revenue
stem from in-network patients. Additionally, while Congress
deferred cuts to the Medicare Physician Fee Schedule that were
scheduled to take effect in 2021, S&P expects some cuts to the
Medicare rate in 2022 to add revenue pressure in 2022 and 2023.

S&P said, "The stable outlook reflects our expectation that the
company will generate at least low-single-digit organic revenue
growth, continue having net contract wins, and sustain
mid-single-digit margins, resulting in at least 3% in annual
FOCF/debt. It also reflects our view that the company will
prioritize acquisitions over permanent debt repayment, and that it
will sustain leverage above 5x over time.

"We could consider a lower rating should projected annual free
operating cash flows to debt fall below 3%, likely as a result of
difficulty compensating for declines in EM volumes, reimbursement
pressure, underperforming contracts or net contract losses.

"While we view an upgrade as unlikely in the coming 12 months, we
could raise the rating if Schumacher reduced leverage to below 5x,
which we believe could happen if it generated several hundred basis
points of margin expansion. Moreover, we would only consider an
upgrade if the risk of releveraging was very low, which we view as
unlikely given financial sponsor ownership and the company's likely
appetite for acquisitions."



SCHWEITZER-MAUDUIT INT'L: S&P Affirms 'BB-' Issuer Credit Rating
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to Alpharetta, Ga-based Schweitzer-Mauduit
International Inc.'s (SWM) proposed $350 million senior secured
term loan and affirmed its 'B+' issue-level rating and '5' recovery
rating on SWM's senior unsecured notes due 2026. S&P also affirmed
its 'BB-' issuer credit rating on SWM and revised its outlook to
negative from stable.

The negative outlook reflects the elevated leverage levels that the
proposed transaction will cause and our view that SWM's
deleveraging efforts could lower levels below 4x in mid-2022.

Alpharetta, Ga-SWM intends to acquire U.K.-based Scapa Group PLC,
with an implied equity value of approximately GBP402.9 million. SWM
anticipates closing in the second quarter of 2021.

The transaction will be financed with a proposed seven-year $350
million senior secured term loan and a draw on the company's
existing $500 million revolving credit facility.

SWM's proposed acquisition of Scapa will enhance its Advanced
Materials & Structures (AMS) product offering. The integration of
Scapa will expand SWM's global health care solutions platform. The
acquisition will increase scale and improve AMS segment
diversification as the segment shifts to a more substantial amount
of SWM's revenue base at more than 60% (roughly 50%/50%
previously).

SWM's two segments provide the company with relatively balanced
exposure to uncorrelated product markets that cater to fairly
diversified end markets. The AMS segment faces risk primarily
related to macroeconomic conditions while the Engineered Papers
(EP) segment faces risk arising from the secular decline in tobacco
use. Both businesses also require investments in technology and
research and development to compete effectively. The company's AMS
segment has good growth prospects in targeted industries because of
its highly engineered and specialized products, which have
applications in diverse end-markets such as transportation,
filtration, medical, and infrastructure.

SWM's leverage will remain elevated throughout 2021 and should
subside to pre-acquisition levels in 2022. S&P Global
Ratings-adjusted leverage at the close of the transaction will be
near 5.5x, excluding acquired EBITDA. Our expectation for SWM to
promptly use free cash to pay down debt is supported by the
company's previous demonstration of financial prudence and its
ability and willingness to pay down acquisition-related debt, as
well as the company's intention to revert to its historical
leverage range of 2.5x-3.5x. Downside risks to this forecast
include the potential for integration issues or another global
economic recession.

The negative outlook reflects S&P Global Ratings' expectation that
elevated debt to finance SWM's acquisition will weaken credit
measures over the next 12 months. Though the stretched leverage
levels are somewhat mitigated by the large amount of prepayable
debt that S&P expects will enable SWM to deleverage over the next
12 months, S&P also expects leverage to remain above 4x past 2021.

S&P said, "We could lower our rating on SWM if its path toward
lowering leverage were disrupted over the next 12 months, causing
leverage to be sustained above 5x. A significant debt-financed
acquisition could result in such a disruption. Alternatively,
volume stagnation in its AMS business--specifically in
higher-margin surface protection--or an inability to pass on
anticipated increases in raw materials--namely resins and
pulp--could result in such an event and a subsequent downgrade.

"We could revise our outlook to stable if SWM reduced leverage to
or below 4x. While we do not anticipate that level will be achieved
in 2021, a shortened time frame of such deleveraging or near-term
timeline of such achievement could result in a revision of our
outlook to stable."


SEADRILL LTD: Reaches Settlement in Principle With Northern Ocean
-----------------------------------------------------------------
Northern Ocean Ltd. ("NOL") on Feb. 11, 2021, announced that it has
reached an agreement in principle with Seadrill Limited to settle
outstanding balances. Upon concluding the settlement, NOL is
expected to be well-positioned to continue operations on its two
high specification harsh environment drilling rigs in the North
Sea.

The settlement payments will be completed in two parts.  Firstly,
NOL will make certain quarterly installment payments with the final
payment due December 31, 2021. Total payments by December 2021 are
expected to be approximately USD 45 million, including management
fee and other adjustments.  Secondly, Seadrill will retain the net
earnings generated under the West Bollsta contract from
commencement October 6 2020 and up until March 1, 2021, including
payments for client rebills and modifications.

After March 1, 2021, NOL is expected to retain the net earnings
from the West Bollsta contract and an operating structure similar
to the West Mira is expected to be implemented, which includes
consolidation of the West Bollsta drilling operations in NOL group
reporting.

The settlement is subject to several conditions, including
amendments from its secured lenders which is expected to include
amortization relief and maturity extensions.  The settlement is
also conditional upon Seadrill obtaining approval by the bankruptcy
court under their Chapter 11 protection in the US.

In connection with the settlement NOL has committed to raise US$30
million of new equity.

                       About Seadrill Ltd.

Seadrill Limited (OSE:SDRL, OTCQX:SDRLF) --
http://www.seapdrill.com/-- is a deepwater drilling contractor
providing drilling services to the oil and gas industry.  As of
March 31, 2018, it had a fleet of over 35 offshore drilling units
that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up
rigs.

On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection
after reaching terms of a reorganization plan that would
restructure $8 billion of funded debt.  It emerged from bankruptcy
in July 2018.

Demand for exploration and drilling has fallen further during the
COVID-19 pandemic as oil firms seek to preserve cash, idling more
rigs and leading to additional overcapacity among companies serving
the industry.

In June 2020, Seadrill wrote down the value of its rigs by $1.2
billion and said it planned to scrap 10 rigs.  Seadrill said it is
in talks with lenders on a restructuring of its $5.7 billion bank
debt.

Seadrill Partners LLC, a limited liability company formed by
deep-water drilling contractor Seadrill Ltd. to own, operate and
acquire offshore drilling rigs, along with its affiliates, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on
Dec. 1, 2020, after its parent company swept one of its bank
accounts to pay disputed management fees.  Mohsin Y. Meghji,
authorized signatory, signed the petitions.

On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore
Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2
Limited, and Asia Offshore Rig 3 Limited sought Chapter 11
protection.  Seadrill GCC estimated $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.

Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code with the Court.  The lead case
is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427).

Seadrill Limited disclosed $7.291 billion in assets against $7.193
billion in liabilities as of the bankruptcy filing.

In the new Chapter 11 cases, Kirkland & Ellis LLP is counsel for
the Debtors. HoulihanLokey, Inc., is the financial advisor.
Alvarez & Marsal North America, LLC, is the restructuring advisor.
The law firm of Jackson Walker L.L.P. is co-bankruptcy counsel.
The law firm of Slaughter and May is co-corporate counsel.
Advokatfirmaet Thommessen AS is serving as Norwegian counsel.
Conyers Dill & Pearman is serving as Bermuda counsel.  Prime Clerk
LLC is the claims agent.


SEADRILL LTD: SFL Has Deal on 2 Rigs, Faces $187M Accounting Hit
----------------------------------------------------------------
SFL Corporation Ltd. (NYSE: SFL) announced Feb. 11, 2021, that in
connection with Seadrill's Chapter 11 proceedings, SFL and certain
of its subsidiaries have entered into agreements relating to two of
the Company's drilling rigs that are chartered to subsidiaries of
Seadrill to ensure uninterrupted performance on the sub-charters to
oil majors. The agreements are subject to approval by the
bankruptcy court.

Pursuant to these agreements, Seadrill will be allowed to use funds
received from the respective sub-charterers of the rigs West Linus
and West Hercules to pay a fixed level of operating and maintenance
expenses.  In exchange, SFL will receive approximately 75% of the
lease hire under the existing charter agreements for West Linus and
West Hercules, for the same period.  The agreed amounts are
sufficient to cover the full debt service relating to these rigs.

Any excess amounts paid under the above referenced sub-charters
will remain in Seadrill’s earnings accounts, pledged to SFL.  The
effectiveness of the agreement as it relates to the West Hercules
is also subject to the financing banks' approval.

With regards to the rig West Taurus, the lease is expected to be
rejected as part of Seadrill's Chapter 11 Proceedings, and
redelivered to SFL.  This rig is debt free and has been held in
layup by Seadrill for more than five years, and SFL is currently
evaluating strategic alternatives for it, including potential
recycling at an EU approved green recycling facility.
Consequently, SFL expects to record a net negative book adjustment
of approximately $187 million in the fourth quarter of 2020,
inclusive of a gain on the redemption of the bank debt.

As previously announced, Seadrill's failure to pay hire under the
leases for the Company's drilling rigs when due, along with certain
other events, including the commencement of its Chapter 11
Proceedings, constitute events of default under such leases and the
related financing agreements.  Unless cured or waived, an event of
default under a lease agreements or related financing agreements
could result in enforcement of the applicable provisions
thereunder.

While no assurances can be provided with regards to the outcome of
Seadrill's Chapter 11 Proceedings, SFL continues to have
constructive dialogue with Seadrill and the relevant financing
banks to find a long-term solution for the West Linus and West
Hercules.

Please see the Company's public filings with the U.S. Securities
and Exchange Commission, including without limitation, the report
on Form 6-k filed with the SEC on November 16, 2020, for a
discussion of certain risks relating to the Company, including
risks related to Seadrill's restructuring.  Seadrill's largest
shareholder, Hemen Holdings Ltd., is also SFL's largest
shareholder.

                           About SFL

SFL has a unique track record in the maritime industry and has paid
dividends every quarter since its initial listing on the New York
Stock Exchange in 2004.  The Company's fleet of more than 80
vessels is split between tankers, bulkers, container vessels and
offshore drilling rigs.  SFL's long term distribution capacity is
supported by a portfolio of long term charters and significant
growth in the asset base over time. More information can be found
on the Company's website: www.sflcorp.com

                       About Seadrill Ltd.

Seadrill Limited (OSE:SDRL, OTCQX:SDRLF) —
http://www.seapdrill.com/— is a deepwater drilling contractor
providing drilling services to the oil and gas industry. As of
March 31, 2018, it had a fleet of over 35 offshore drilling units
that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up
rigs.

On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection
after reaching terms of a reorganization plan that would
restructure $8 billion of funded debt. It emerged from bankruptcy
in July 2018.

Demand for exploration and drilling has fallen further during the
COVID-19 pandemic as oil firms seek to preserve cash, idling more
rigs and leading to additional overcapacity among companies serving
the industry.

In June 2020, Seadrill wrote down the value of its rigs by $1.2
billion and said it planned to scrap 10 rigs.  Seadrill said it is
in talks with lenders on a restructuring of its $5.7 billion bank
debt.

Seadrill Partners LLC, a limited liability company formed by
deep-water drilling contractor Seadrill Ltd. to own, operate and
acquire offshore drilling rigs, along with its affiliates, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on
Dec. 1, 2020, after its parent company swept one of its bank
accounts to pay disputed management fees.  Mohsin Y. Meghji,
authorized signatory, signed the petitions.

On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore
Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2
Limited, and Asia Offshore Rig 3 Limited sought Chapter 11
protection. Seadrill GCC estimated $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.

Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code with the Court. The lead case
is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427).

Seadrill Limited disclosed $7.291 billion in assets against $7.193
billion in liabilities as of the bankruptcy filing.

In the new Chapter 11 cases, Kirkland & Ellis LLP is counsel for
the Debtors. HoulihanLokey, Inc., is the financial advisor.
Alvarez & Marsal North America, LLC, is the restructuring advisor.
The law firm of Jackson Walker L.L.P. is co-bankruptcy counsel.
The law firm of Slaughter and May is co-corporate counsel.
Advokatfirmaet Thommessen AS is serving as Norwegian counsel.
Conyers Dill & Pearman is serving as Bermuda counsel.  Prime Clerk
LLC is the claims agent.


SHOPPINGTOWN MALL: $3.5M Settlement, Chili's Parcel to Fund Plan
----------------------------------------------------------------
Shoppingtown Mall NY LLC submitted a Third Amended Chapter 11 Plan
and a Fourth Amended Disclosure Statement.

The Debtor owned real estate located at 3649 Erie Boulevard East,
DeWitt, NY 13214 (the "Real Property"), which was the site of a
shopping mall known as ShoppingTown Mall.  The Debtor and the
Taxing Bodies entered into a settlement agreement which was
approved by Court order on Dec. 15, 2020.  Pursuant to the
Settlement Agreement, (1) the Debtor conveyed the Real Property,
except for the Chili's Parcel, to the County on Dec. 29, 2020, in
exchange for a $3,500,000 payment with the potential for an
additional payment in connection with the RFP Sale, and (2) the
Debtor has retained ownership of the Chili's Parcel, as that term
is defined in the Settlement Agreement.  

The Plan will be funded in substantial part by the payments that
have been made, and may be made in the future, to the Debtor
pursuant to the Settlement Agreement in addition to revenue accrued
from the Debtor's continued ownership of the Chili's Parcel.

The Reorganized Debtor will benefit from the revenue generated from
leasing the Chili's Parcel and, if the County's Option to purchase
the Chili's Parcel set forth in the Settlement Agreement is
exercised by the County or its designee, Chili's Parcel will be
included in the RFP Sale and the Reorganized Debtor will receive
the $1,000,000 purchase price for the Chili's Parcel.  If the
County or its designee does not exercise the Option in connection
with the RFP Sale, the Option shall expire.

Further, the Debtor will also receive a portion of the net proceeds
from the subsequent sale of the real Real Property by the County
pursuant to the RFP Sale, the amount of which varies depending on
the amount of net proceeds resulting from the RFP Sale as set forth
in the Settlement Agreement.

The Plan will be substantially funded by the Debtor's cash on hand
as of the Effective Date, including the remainder of the $3,500,000
payment made by the County to the Debtor pursuant to the Settlement
Agreement.  Further, on the anniversary of the Effective Date each
year, the Reorganized Debtor will make additional pro-rata
distributions to the unsecured creditors consisting of the
Reorganized Debtor's available funds except for the Working Capital
which will be retained by the Reorganized Debtor.  When the
County's RFP Sale is complete, the remaining unpaid Allowed
unsecured claims will be paid pro rata from the proceeds received
by the Reorganized Debtor as a result of such sale and the payment
from the Option if it is exercised by the County or its designee.
To the extent that all Allowed Unsecured Claims are paid in full as
a result of the RFP Sale proceeds and/or the Option, the remainder
of the Reorganized Debtor's funds shall be split pro rata between
the Reorganized Debtor's equity holders.

A full-text copy of the Fourth Amended Disclosure Statement dated
February 10, 2021, is available at https://bit.ly/3aehOmA from
PacerMonitor.com at no charge.

Counsel for the Debtor:

     Kirk B. Burkley, Esquire
     Harry W. Greenfield, Esquire
     Sarah E. Wenrich, Esquire
     BERNSTEIN-BURKLEY, P.C.
     707 Grant Street, Gulf Tower, Suite 2200
     Pittsburgh, PA 15219
     Telephone: (412) 456-8108
     Facsimile: (412) 456-8135

                    About Shoppingtown Mall NY

Shoppingtown Mall NY LLC owns and operates the shopping center
known as "Shoppingtown Mall" located at 3649 Erie Boulevard East,
Dewitt, NY 13214

Shoppingtown Mall NY sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-23178) on Aug. 13,
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 is assigned to Judge
Carlota M. Bohm.  Bernstein-Burkley, P.C., is the Debtor's counsel
and Broadway Realty as its real estate broker.

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


SPANISH BROADCASTING: S&P Assigns 'B-' ICR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings assigned a 'B-' issuer credit rating to
Spanish-language radio broadcaster Spanish Broadcasting System Inc.
(SBS). At the same time, S&P assigned a 'B-' issue-level and '3'
recovery rating to the company's new notes.

S&P said, "The stable outlook reflects our expectation that SBS's
leverage will remain elevated above 6x through 2021 despite free
operating cash flow (FOCF) to debt in the low-single-digit percent
area. It also reflects our expectation that revenue will increase
in the low- to mid-20% range in 2021 as broadcast advertising
continues to recover from the coronavirus pandemic."

The proposed refinancing will simplify SBS's capital structure and
materially reduce litigation risk. SBS has been in a dispute with
its preferred stockholders since October 2013, when they elected to
put their shares back to the company. This limited its ability to
incur additional debt and refinance its 12.5% senior secured notes
due in April 2017. SBS continued to pay interest on the notes, but
the preferred stock accrued dividends at 10.75% per year.
Additionally, SBS has been in litigation with most of its preferred
stockholders since November 2017.

As part of its proposed refinancing, SBS agreed to use the proceeds
from this transaction to repurchase or redeem the entirety of the
outstanding preferred stock and refinance the senior secured notes.
The transaction will also reduce SBS's interest burden as S&P
expects a lower rate on the senior secured notes and less debt in
the capital structure. S&P's rating is contingent on the repurchase
of SBS's debt and preferred stock.

S&P said, "SBS's leverage spiked during the coronavirus pandemic,
and we expect it to remain above 6x through 2021. The decline in
radio advertising revenue spiked SBS's leverage to 8.8x as of Sept.
30, 2020, from 6.8x at the end of 2019, pro forma for the new
capital structure. We expect revenue to recover over 2021 and
leverage to decline but remain above 6x. The proposed notes have
call protection for the first two years but allow the company to
redeem up to 10% of the notes annually at 103% of par. We expect
SBS will prioritize deleveraging over shareholder rewarding
activities, although it has no real track record of financial
policy, which was driven mainly by its negotiations with preferred
stockholders since 2013." If SBS does not use its excess cash flow
to repay debt, it will increase its dependence on EBITDA growth to
reduce its leverage and maintain the sustainability of its capital
structure.

SBS's small size and geographic concentration could result in
volatile revenue and EBITDA. SBS's revenue is concentrated in its
top four markets (New York, Los Angeles, Miami, and Puerto Rico),
accounting for 90% of its net revenue, which magnifies the risk of
underperformance in those markets. The company competes directly
with much larger rivals such as Univision Communications Inc. that
have significantly greater resources. Its smaller scale also
prevents it from achieving significant operating leverage compared
to larger radio broadcast peers. Increases in station-level
expenses in its largest markets could have a significant impact on
profitability.

Broadcast radio advertising remains highly dependent on the
economic recovery from the coronavirus pandemic. Traditional
advertising companies (TV, radio, and outdoor) highly dependent on
advertising revenue fared worse through the pandemic and resulting
recession than digital advertising companies. Advertisers pulled
back on brand spending and focused on more measurable digital
performance marketing spending. S&P said, "We estimate total radio
industry broadcast advertising declined in the low-20% area in
2020, with the sharpest declines in the second quarter and
sequential improvement in the third and fourth quarters. We still
expect the broadcast radio industry to increase revenue roughly 18%
in 2021 and improve sequentially quarter to quarter."

S&P said, "However, unlike TV and outdoor advertising, we believe
there is a risk total radio industry advertising will not fully
recover to 2019 performance and that there will be permanent damage
to the total pool of industry advertising. We expect 5%-10% of
industry advertising could be lost." Fluctuations in broadcast
radio advertising, which accounts for about 80% of SBS's revenue
and an even higher percentage of its EBITDA, could affect our
rating.

SBS historically has higher revenue growth and profitability than
its key peers. That can be attributed to its highly rated stations
in large U.S. Hispanic markets and favorable growth trends among
Hispanics. S&P also believes the company has taken revenue share
from other Spanish-language broadcasters over the past few years.
SBS's cost management has been disciplined. It has not spent
heavily on expensive content, which contributes to its
above-average EBITDA margin in the low-30% area. Other radio
broadcasters tend to be 15%-30%.

S&P said, "The stable outlook reflects our expectation that SBS's
leverage will remain elevated above 6x through 2021, despite our
expectation that FOCF to debt will be in the low-single-digit
percent area. It also reflects our expectation that revenue will
increase in the low- to mid-20% range in 2021 as broadcast
advertising continues to recover from the coronavirus pandemic."

S&P could lower the rating if:

-- Revenue and EBITDA growth is lower than expected, such that it
expects SBS's leverage to be sustained above 6x beyond 2021; or

-- S&P expects SBS cannot generate positive cash flow under its
new capital structure.

While unlikely at this time, S&P could raise the rating if:

-- The company's revenue growth and EBITDA margin return to
pre-pandemic levels;

-- S&P expects leverage to decrease and remain below 5x; and

-- The company consistently generates more than 5% FOCF to debt
and uses its excess cash flow to reduce leverage.



SPECIALTY PHARMA III: Moody's Assigns B3 Corp Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned ratings to Specialty Pharma III
Inc. (doing business as Wedgewood Pharmacy) including a B3
Corporate Family Rating, B3-PD Probability of Default Rating, and a
B3 rating to the senior secured first lien credit facilities. The
outlook is stable.

Proceeds from the $220 million first lien term loan will be used,
along with equity, to finance the recapitalization of Wedgewood
Pharmacy by Partners Group. The remaining stake will be owned by
the company's management and other shareholders.

Ratings assigned:

Issuer: Specialty Pharma III Inc.

Corporate Family Rating, assigned B3

Probability of Default Rating, assigned B3-PD

Senior secured first lien term loan, assigned B3 (LGD4)

Senior secured first lien revolving credit facility, assigned B3
(LGD4)

Outlook action:

Assigned, stable outlook

RATINGS RATIONALE

Wedgewood Pharmacy's B3 CFR is constrained by its small size with
less than $200 million in revenue and its very high financial
leverage. Moody's estimates pro forma debt/EBITDA is over 7.0x. The
ratings are also constrained by the company's event and financial
policy risks related to its private equity ownership. The ratings
are supported by Wedgewood's leading market position in the animal
health drug compounding industry and from favorable long term
trends in the pet care sector. Moody's believes business risk is
lower in pet health than in many other human healthcare sectors.
While the earnings growth outlook for Wedgewood is strong, many
companies face operational risks and management challenges during
periods of rapid growth.

Moody's expects that Wedgewood's liquidity will be very good,
supported by positive free cash flow and an undrawn $40 million
revolver that expires in 2026. Wedgewood has modest capex at around
$5-7 million and mandatory debt amortization at 1% per year, or
$2.2 million. Furthermore, Wedgewood's 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 net leverage ratio that will be tested when the
revolver is more than 35% drawn. The first lien credit facility
contains incremental capacity up to the greater of $40m and 100% of
adjusted EBITDA, plus unused amounts under the general debt basket,
plus uncapped amounts so long as (i) first lien net leverage ratio
= 5.75x (if pari passu), (ii) either secured net leverage ratio =
6.00x or interest coverage ratio > 2.00x (if junior secured),
and (iii) either total net leverage ratio = 6.50x or interest
coverage ratio > 2.00x (if unsecured or secured by
non-collateral). Alternatively, such ratio tests may be satisfied
so long as the ratios are no worse on a pro forma basis. Amounts up
to the greater of closing date EBITDA and 100% of adjusted EBITDA
may be incurred with an earlier maturity date than the initial term
loans. There are leverage-based step-downs in the asset sale
prepayment requirement from 100% to 50% and 0% upon achieving a
first lien net leverage ratio of 5.25x and 4.75x, respectively. The
credit agreement permits the transfer of assets to unrestricted
subsidiaries, with no additional "blocker" protections and will be
guaranteed by holdings ("Specialty Pharma II"), the borrower, and
each existing and subsequently acquired wholly-owned material US
subsidiary, raising the risk that subsidiary guarantees may be
released following a partial change in ownership of such
subsidiaries.

ESG considerations are material to Wedgewood's ratings. Social
risks include stringent FDA compliance requirements, notably
operating a 503B outsourcing facility. Another risk includes
proposed changes by the FDA on bulk compounding that if enacted,
could limit or reduce future volumes of product sold to vets for
office use that could strain profits for Wedgewood. Governance
risks include Wedgewood's private equity ownership and high
financial leverage.

The stable outlook reflects Moody's view that Wedgewood's scale and
earnings will grow, but that debt/EBITDA will remain high.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Factors that could lead to a downgrade include if operational
performance deteriorates or liquidity weakens, or the company fails
to generate positive free cash flow. Regulatory changes impacting
the animal health drug compounding sector could also put downward
pressure on the company's ratings.

Wedgewood's ratings could be upgraded if it sustains earnings
growth leading to a meaningful increase in scale. The
sustainability and success in ramping up its 503B facility and if
Wedgewood's debt/EBITDA is sustained below 6.0x could also put
upward pressure on the company's ratings.

Headquartered in Swedesboro, New Jersey, Specialty Pharma III Inc.
(doing business as Wedgewood Pharmacy) is an animal health drug
compounding pharmacy that provides specially prepared medicines to
meet the individual needs of pets. Reported revenue for the twelve
months ended September 30, 2020 were less than $200 million.

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


SPECIALTY PHARMA: S&P Assigns 'B-' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Specialty Pharma II Inc. (d/b/a Wedgewood Pharmacy). The outlook is
stable.

S&P said, "We are also assigning our 'B-' issue-level rating and
'3' recovery rating to the proposed senior secured credit facility.
The '3' recovery rating reflects our expectation for meaningful
recovery (50%-70%; rounded estimate 50%) in the event of payment
default.

"The stable outlook reflects our expectation for high-single-digit
revenue growth, but high adjusted leverage and very minimal
discretionary cash flow generation.

"Our 'B-' rating reflects Wedgewood's very small scale and limited
potential for meaningful business expansion.   With less than $200
million of pro forma revenues in 2020, Wedgewood is firmly at the
smaller end of the spectrum relative to the health care industry
peers we rate. While the company is a market leader in veterinary
compounding (preparing customized medication therapies when a
veterinarian determines that an FDA approved drug does not meet the
unique needs of their animal patient), the total addressable market
for this niche industry is less than $700 million. We expect the
industry (and by extension, Wedgewood) to grow at a
high-single-digit to low-double-digit percent rate going forward,
but do not foresee a meaningful improvement to the company's scale
due to its relatively low starting revenue base.

"Our rating also reflects our expectation for high adjusted
leverage and very minimal free operating cash flow generation.  Pro
forma adjusted leverage is around 6.9x and we expect it to be
sustained above 5.5x going forward. The increased interest burden
under the new capital structure also impairs free operating cash
flow generation, which we expect to be below $10 million annually.
Given the company's financial sponsor ownership, we expect that
excess cash flows would be prioritized for shareholder dividends
rather than permanent debt reduction.

"We consider outsized reputational risk and ongoing regulatory
scrutiny by the FDA in the veterinary compounding space as
additional constraints to the rating. Compound pharmacies are
heavily exposed to reputational risk due to high-profile adverse
events in the human space, including a 2012 meningitis outbreak
that resulted in the deaths of more than 100 people and prompted
the passing of the Drug Quality and Security Act (DQSA), which
granted the FDA limited authority over human health compounding.
The DQSA did not grant the FDA authority over animal health
compounding, but the agency has recently released draft Guidance
For Industry (GFI) 256, which does not hold the weight of the law
but speaks to FDA's current thinking. GFI 256 proposed to limit
animal compounding for office use from bulk drug substances. If
implemented, we believe GFI 256 would increase the administrative
burden for Wedgewood but not materially impair its ability to
provide compound medication to veterinarians. The company is
further insulated due to its new Wedgewood Connect 503B facility,
which is regulated by the FDA and would not fall under the purview
of GFI 256.

"Our base-case scenario conservatively assumes that GFI 256 is
implemented in 2021, affecting just a minority of Wedgewood's total
sales. However, given widespread industry opposition, we believe it
possible that GFI 256 will not be implemented, akin to GFI 230,
which was introduced in 2015 but withdrawn in 2017 following
significant stakeholder issues.

"These factors are partially offset by Wedgewood's strong market
position within its niche and our positive view of the broader
animal health industry.  Wedgewood is a clear leader in veterinary
compounding, with twice the market share as the next closest
competitor. The company also benefits from strong brand awareness
and reputation among veterinarians (the industry's largest customer
group), contributing to a lower customer churn rate. We believe the
company's competitive advantage stems from its ability to tailor
formulation, dosage, or even taste to specific patient needs, which
is nearly impossible for large-scale manufacturers to match."
Additionally, Wedgewood has pharmacy and 503B outsourcing
facilities and capabilities that provide operating leverage over
smaller, community pharmacies.

On a macro level, pet ownership continues to increase in the U.S.
and owners are spending more on animal health. The industry has
proven to be relatively recession-proof, with veterinary visits and
spending dipping only briefly at the beginning of the COVID-19
pandemic before recovering rapidly thereafter. Furthermore, animal
health services are typically cash pay, which means that Wedgewood
is not exposed to the same reimbursement risk as human health care
service providers.

S&P said, "The stable outlook on Wedgewood reflects our expectation
for high-single-digit percent annual revenue growth supported by
strong growth in the outsourced U.S. animal health compounding
pharmacy market. It also reflects our expectation that the company
will sustain adjusted leverage above 5.5x for the next several
years and generate very minimal free operating cash flow.

"We could consider lowering our rating if revenue growth stagnates
and margins are unable to improve from what we expect to be a
trough in 2021, leading us to believe that its capital structure is
unsustainable. This could occur if GFI 256 is implemented and has a
harsher impact on revenues and costs than expected, or if Wedgewood
has trouble managing ongoing integration or facility expansion
expenses."


STEAK 'N SHAKE: Mulls Chapter 11 Filing to Manage Its Debt Load
---------------------------------------------------------------
Eliza Ronalds-Hannon and Lauren Coleman-Lochner of Bloomberg News
report that Steak 'n Shake Inc. is considering filing for
bankruptcy to address upcoming debt maturities as pandemic
disruptions to the restaurant business drag on, according to people
with knowledge of the matter.

Advisers including FTI Consulting Inc. and the law firm Latham &
Watkins are prepared to put the Indianapolis-based chain into
Chapter 11 as soon as next week, said the people, who asked not to
be identified discussing confidential plans.  The burger chain
earlier enlisted advisers to help it manage its debt load, which
includes a loan due in March 2021.

                      About Biglari Holding

Biglari Holdings is a holding company owning subsidiaries engaged
in a number of diverse business activities, including property and
casualty insurance, media and licensing, restaurants, and oil and
gas.

The Company's largest operating subsidiaries are involved in the
franchising and operating of restaurants.  Steak n Shake and
Western Sizzlin comprise 570 company-operated and franchise
restaurants as of Sept. 30, 2020.

Biglari Holdings also owns men's magazine Maxim, insurance firms
First Guard Insurance Co. and Southern Pioneer Property & Casualty
Insurance Co., and oil-and-gas driller Southern Oil Co.

Biglari Holdings is founded and led by Sardar Biglari, Chairman and
Chief Executive Officer of the Company.  As of Sept. 30, 2020, Mr.
Biglari's beneficial ownership was 66.30% of the Company's
outstanding Class A common stock and 56.60% of the Company's
outstanding Class B common stock.

                          *     *     *

The novel coronavirus pandemic significantly affected the Company's
operating businesses beginning in March and adversely affecting
nearly all of its operations during the second and third quarters.

Most of the Company's restaurant dining rooms were closed by March
17, 2020 with the remainder closing before the end of the first
quarter because of the COVID-19 pandemic.  In addition, as of Sept.
30, 2020, 37 of the 260 company-operated Steak n Shake stores were
temporarily closed.  

In addition, the COVID-19 pandemic has caused oil demand to
decrease significantly, creating oversupplied markets that have
resulted in lower commodity prices and margins.  In response, the
Company has significantly cut production and expenses in its oil
and gas business.


STOP ALARMS: Trustee Hires Jones Walker as Local Counsel
--------------------------------------------------------
Michael E. Collins, the Chapter 11 Trustee of Stop Alarms Holdings,
Inc., and its debtor-affiliates, seeks authority from the U.S.
Bankruptcy Court for the Northern District of Georgia to retain
Jones Walker LLP as its local counsel.

The firm will perform necessary legal services for the Trustee in
this case.

The firm will charge the following rates:

     Associates    $315 - $395 per hour
     Paralegals    $160 - $245 per hour

Jones Walker does not represent any adverse interest to the
Debtors' estates in the matters upon which it is to be engaged, as
disclosed in the court filing.

The firm can be reached through:

     John W. Mills, III, Esq.
     JONES WALKER LLP
     1360 Peachtree Street, NE, Suite 1030
     Atlanta, GA 30309
     Tel: 404-870-7517
     Fax: (404) 870-7557
     Email: JMills@joneswalker.com

                 About Stop Alarms Holdings

Headquartered in Memphis, Tennessee, Stop Alarms --
http://www.stopalarmsystems.com/-- is a security company providing
security solutions for every aspect of security and life safety
across the residential and commercial marketplace.  It provides
home security and automation via an Alarm.com enabled iPhone, iPad,
Android, and other mobile apps.

Stop Alarms Holdings, Inc., and affiliate Stop Alarms, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Lead Case No.
17-57661) on April 28, 2017. Patrick Massey, president, signed the
petitions. The cases are jointly administered.

Stop Alarms Holdings estimated assets of less than $500,000 and
liabilities of $1 million to $10 million.  SAI estimated assets of
less than $1 million and liabilities of $1 million to $10 million.

David L. Bury, Jr., Esq., at Stone & Baxter, LLP, serves as the
Debtors' bankruptcy counsel. Alexander Thompson Arnold PLLC is the
Debtors' public accountants.

On July 27, 2017, Michael E. Collins was appointed as the Chapter
11 Trustee of Stop Alarms Holdings, Inc. The Trustee hires Taylor
English Duma LLP, as counsel and Jones Walker LLP as its local
counsel.

An official committee of unsecured creditors has not been appointed
in the Chapter 11 cases.


STUDIO MOVIE: Sets Sale Procedures for De Minimis Personal Property
-------------------------------------------------------------------
Studio Movie Grill Holdings, LLC, and its affiliates, ask the U.S.
Bankruptcy Court for the Northern District of Texas to authorize
the sale procedures in connection with the sale of de minimis
personal property assets listed on Exhibit B, free and clear of all
liens, claims, encumbrances, and interests.

In the course of the Chapter 11 Cases, the Debtors have rejected
and anticipate continuing to reject certain unexpired real property
leases of movie theater locations.  At the majority of the rejected
locations, on-site personal property has either been removed or
abandoned pursuant to prior orders of the Court.  The Debtors bring
the Amended Motion to Sell Personal Property related solely to the
personal property assets listed on Exhibit B.

Sale of the Personal Property would aid in the Debtors'
restructuring and efforts to maximize the recovery of creditors.
Moreover, without entry of procedures for sale, much of the
Personal Property identified may either diminish in value or become
unsellable.  For such reasons, the Debtors ask authority to sell de
minimis personal property assets pursuant to the procedures.  

The Debtors propose either sell directly to interested landlords or
hire a selling agent to rapidly generate a sale.  They contemplate
completion of the process no later than Feb. 28, 2021.  They submit
that it will maximize the recoverable value of the Debtors'
personal property assets for the benefit of their estates and all
parties in interest.

By the Motion, the Debtors ask entry of an order authorizing them
to sell de minimis Personal Property.  In particular, they ask
authority, subject to the prior written consent of the Agent and
upon consultation with the Committee, to sell such assets either to
interested landlords or through a third-party selling agent no
later than Feb. 28, 2021.  Personal Property with an aggregate Sale
Price in an amount of $50,000 or less (per location) without
further order or approval of the Court or notice to parties in
interest.

For purposes of the procedures for the sale of de minimis personal
property assets, the "Sale Price" will be the amount of cash
consideration or fair market value of non-cash consideration
estimated to be received by the Debtors as they determined with the
Agent's consent, less expenses to be incurred in connection with
the sale (if any).  

Further, for Personal Property with an aggregate Sale Price in
excess of $50,000 and up to $1.5 million, the Debtors ask approval,
subject to the prior written consent of the Agent and upon
consultation with the Committee, to sell such assets according to
the following procedures:

     a. Upon receipt by the Debtors of the prior written consent of
the Agent to the proposed sale of personal property assets with an
aggregate Sale Price in excess of $50,000 and up to $1.5 million,
the Debtors will file on the docket and provide prior Sale Notice
of their intent to sell such assets by overnight delivery to the
Notice Parties.

     b. The Sale Notice will include (i) a description of the
assets to be sold and their locations; (ii) the purchase price
being paid for such assets; (iii) the name and address of the
purchaser, as well as a statement that such purchaser is not an
insider or affiliate of any Debtor; (iv) the name of the applicable
Debtor-seller; and (v) the amount of any fees or commissions to be
paid in connection with the transaction.  

     c. If no written objection from a Notice Party or other party
in interest is received within 10 days of service of the Sale
Notice, then the Debtors may immediately consummate the
transaction, including making any disclosed payments of fees or
commissions.   If a written objection to any sale is received by
the Debtors within the applicable notice period, then Court
approval of such sale will be required.

     d. The Debtors may ask entry of a separate order on the
limited issue of the applicability of section 363(m) of the
Bankruptcy Code, after filing a notice on the docket and upon three
days’ prior written notice to the Notice Parties.  If no party
objects to entry of the 363(m) Order, the Debtors may submit a
proposed 363(m) Order under certification to the Court and a
declaration in support of entry of the 363(m) Order, and the Court
may enter the proposed 363(m) without a hearing.  If a party
objects to the entry of a proposed 363(m) Order, the Debtors may
seek a hearing with respect to entry of such 363(m) Order.

The Debtors' ultimate goal in these Chapter 11 Case is to conduct a
financial and operational restructuring and to reorganize under a
Chapter 11 plan of reorganization.  In order to efficiently and
effectively reach such objective, it is imperative that the Debtors
be able to shed excess personal property as locations are removed
from its business operations.  Towards that goal, they seek
approval under Bankruptcy Code Section 363 for procedures that
enable them to carry out sales of such property in a timely
fashion.

The Debtors anticipate that, to the extent there are liens on the
assets sold pursuant to the sale procedures, all holders of such
liens have, or will, consent to the sales contemplated by the
Motion because they provide the most effective, efficient, and
time-sensitive approach to realizing proceeds for, among other
things, the repayment of amounts due to such parties.  Any and all
liens on the assets sold pursuant to the sale procedures would
attach to the remaining net proceeds of such sales.

Because time is of the essence in regard to the proposed sale
procedures, the Debtors ask that the Court waives the 14-day stay
(a) provided in Bankruptcy Rule 6004(h) in all orders requested to
be entered.

                    About Studio Movie Grill

Studio Movie Grill and its affiliates operate a chain of movie
theatres that include full-service dining during the show. Studio
Movie Grill is based in Dallas and runs 33 theater-restaurants.

Studio Movie Grill Holdings, LLC, and its affiliates sought
Chapter
11 protection (Bankr. N.D. Tex., Case No. 20-32633) on Oct. 23,
2020. Studio Movie Grill was estimated to have $50 million to $100
million in assets and $100 million to $500 million in liabilities.

The Hon. Stacey G. Jernigan is the case judge.

The Law Offices of Frank J. Wright, PLLC is the Debtors' counsel.



SUMMITRIDGE VENTURE: Hires Hinds Law Group as Legal Counsel
-----------------------------------------------------------
Summitridge Venture Group, LLC, seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
The Hinds Law Group, APC as its legal counsel.

The firm's services include:

     (a) providing all legal services requires in this chapter 11
case;

     (b) communicating with creditors and the Office of the U.S.
Trustee;

     (c) advising the Debtor of its legal rights and obligations in
a bankruptcy proceeding and ensuring the Debtor is in full
compliance with the reporting requirements of the U.S. Trustee;

     (d) responding to all creditors inquiries;

     (e) reviewing proofs of claim and, if appropriate, filing
objections to same;

     (f) filing, if appropriate, adversary proceedings; and

     (g) preparing a disclosure statement and plan of
reorganization for the Debtor.

The firm will be paid at these hourly rates:

     Attorneys                $200 - $695
     Paraprofessionals        $90 - $200

James Andrew Hinds, Jr., Esq., a partner at Hinds Law, disclosed in
court filings that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.

Hinds Law can be reached at:

     James Andrew Hinds, Jr., Esq.
     Rachel M. Sposato
     THE HINDS LAW GROUP, APC
     21257 Hawthorne Blvd., Second Floor
     Torrance, CA 90503
     Tel.: (310) 316-0500
     Fax: (310) 792-5977
     Email: jhinds@jhindslaw.com
            rsposato@jhindslaw.com

                     About Summitridge Venture Group

Summitridge Venture Group is engaged in activities related to real
estate.

Summitridge Venture Group, LLC, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal.
Case No. 21-10424) on Jan. 20, 2021. The petition was signed by
Vikram Srinivasan, managing member.  At thet ime of filing, the
Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in liabilities. James Andrew Hinds, Jr.,
Esq. at The Hinds Law Group serves as the Debtor's counsel.


TEGNA INC: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on TEGNA
Inc. and revised its outlook to positive from negative.

S&P said, "The positive outlook reflects our view that we could
raise the rating if we have increased confidence in the recovery of
local television advertising, therefore increasing our expectation
that TEGNA will continue to sustain leverage below 4.5x.

"We expect core advertising will largely recover in 2021, but
visibility is limited. Core advertising (excluding political)
revenue is highly correlated to GDP growth because expectations for
consumer spending drive advertising budgets. We believe reduced
advertising spending from the U.S. recession brought on by the
pandemic reduced TEGNA's core advertising revenue by 15%-20% in
2020. Core advertising has sequentially improved since its low
point in April, and we expect it will largely recover in 2021 to
about 90% of 2019 levels as spending improves throughout the year.
However, local television broadcasters experienced record levels of
political advertising in the second half of 2020, which we believe
masked the true health of the local advertising market. Mobility
measures have been slipping, as has consumer spending, which caused
the economy's recovery to stall in January. These factors, combined
with fears about new variants of COVID-19, could delay the expected
recovery in ad spending. Additionally, visibility into local
television advertising remains limited as advertisers continue to
make shorter-term commitments than before the start of the
pandemic. As the pandemic continues, we are also uncertain to what
degree smaller advertisers will permanently close their businesses
due to financial distress from the recession.

"TEGNA benefited from record political advertising in 2020. TEGNA
achieved political advertising revenue of approximately $445
million in 2020, which exceeded our expectations by more than $100
million. While political advertising was robust leading up to the
November elections, TEGNA also benefited from the two senate
run-off elections in Georgia (where it owns three television
stations), which contributed $50 million of revenue between
November and December. Given the intense political climate in the
U.S., we believe political advertising revenue will be an
increasingly reliable source of cash flow for local television
broadcasters--particularly in even election years (with the
presidential and midterm elections), but also in odd years. We
continue to believe television is more attractive than other forms
of media for political advertisers given its significant reach and
ability to target voters in select districts.

"The positive outlook reflects our view that we could raise the
rating if we have increased confidence in the recovery of local
television advertising, therefore increasing our expectation that
TEGNA will continue to sustain leverage below 4.5x.

"We could raise the rating if we have increased confidence in the
recovery of local television advertising, therefore increasing our
expectation that TEGNA will continue to sustain leverage below
4.5x." This could occur if:

-- Local television advertising continues to sequentially recover
in the first half of 2021, increasing our expectation that it will
recover to 90% of 2019 levels in 2021.

-- S&P expects leverage will remain below 4.5x on a sustained
basis including the potential for acquisitions or share
repurchases.

S&P could revise the outlook to stable if it expects leverage will
increase and remain between 4.5x-5.5x. This could occur if:

-- There is a delayed recovery in local television advertising, or
S&P expects local television to lose significant share to other
forms of advertising.

-- The company makes sizable debt-financed acquisitions or share
repurchases.


THERMASTEEL INC: Trustee Hires O'Hagan Meyer as Special Counsel
---------------------------------------------------------------
William E. Callahan, Jr., Trustee for Thermasteel, Inc., seeks
approval from the U.S. Bankruptcy Court for the Western District of
Virginia to retain O'Hagan Meyer PLLC, as its special counsel.

The firm will represent the estate in the defense of an Equal
Employment Opportunity Commission Claim asserted by a former
employee of the Debtor.

The firm's standard hourly billing rates are $230 for partners,
$220 for associates and $100 for paraprofessionals,
plus reimbursement of all necessary out-of-pocket expenses at
cost.

The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Charles Meyer, III, partner of O'Hagan Meyer PLLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

O'Hagan Meyer can be reached at:

     Charles G. Meyer, III, Esq.
     O'HAGAN MEYER PLLC
     411 East Franklin Street, Suite 500
     Richmond, VA 23219
     Tel: (804) 403-7100

                     About Thermasteel Inc.

Thermasteel, Inc. -- http://www.thermasteelinc.com/-- is a
provider of panelized composite building systems, manufacturing
composite foundation, floor, wall, roof and ceiling panels for
residential, commercial and industrial applications.  Its
pre-insulated steel framing has been used in large military housing
projects in the USA, Germany and Guantanamo Bay, Cuba.  Production
facilities are presently located in USA (Virginia, Alaska), and
Russia, with products being shipped via container to many other
countries.  

Thermasteel sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Va. Case No. 18-71461) on Oct. 26, 2018.  At the
time of the filing, the Debtor estimated assets of $1 million to
$10 million and liabilities of the same range.  The case is
assigned to Judge Paul M. Black.  The Debtor tapped the Law Office
of Richard D. Scott as its legal counsel. O'Hagan Meyer PLLC is the
Debtor's special counsel.


TNP SPRING: April 29 Plan & Disclosure Hearing Set
--------------------------------------------------
On Jan. 28, 2021, Debtor TNP Spring Gate Plaza, LLC filed with the
U.S. Bankruptcy Court for the Central District of California, Santa
Ana Division, a Combined Disclosure Statement and Chapter 11 Plan.


On Feb. 5, 2021, Judge Scott C. Clarkson conditionally approved the
Disclosure Statement and ordered that:

     * March 5, 2021, at 5:00 p.m. is the deadline for ballots to
be received by counsel for the Debtor.

     * March 19, 2021, is the deadline for filing and serving
written objections to approval of the Disclosure Statement and/or
confirmation of the Plan.

     * April 9, 2021, is the deadline for the Plan proponent to
file and serve a ballot summary, and a written reply to objections
to approval of the Disclosure Statement and/or confirmation of the
Plan.

      * April 16, 2021, is the deadline for interested parties to
file and serve a written reply to the Confirmation Brief.

     * April 29, 2021, at 11:00 a.m. in Courtroom 5C of the United
States Bankruptcy Court located at 411 West Fourth Street, Santa
Ana, California 92701, is the hearings on the continued Chapter 11
status conference, and combined hearing for Court consideration of
final approval of the Disclosure Statement and confirmation of the
Plan.

A full-text copy of the order dated Feb. 5, 2021, is available at
https://bit.ly/2LMcGMP from PacerMonitor.com at no charge.

Attorneys for the Debtor:

     Leonard M. Shulman
     SHULMAN BASTIAN FRIEDMAN & BUI LLP
     100 Spectrum Center Drive, Suite 600
     Irvine, California 92618
     Telephone: (949) 340-3400
     Facsimile: (949) 340-3000
     E-mail: Lshulman@shulmanbastian.com

                  About TNP Spring Gate Plaza

TNP Spring Gate Plaza, LLC, based in Irvine, CA, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 20-11963) on July 10, 2020.

In its petition, the Debtor estimated $10 million to $50 million in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Anthony W. Thompson, officer of managing member of
TNP Spring Gate Plaza, LLC.

The Hon. Scott C. Clarkson presides over the case.

Shulman Bastian Friedman & Bui LLP serves as bankruptcy counsel to
the Debtor.  The Debtor tapped Colliers Nevada LLC as its broker.


TOMMIE BROADWATER, JR: Monroe Buying Washington, DC Asset for $595K
-------------------------------------------------------------------
Tommie Broadwater, Jr., asks the U.S. Bankruptcy Court for the
District of Maryland to authorize the short sale of the real
property located at 4328 Alabama Avenue SE, in Washington, D.C., to
Reginald L. Monroe, Jr. for $595,000.

Various properties have been added by the Debtor's Broker, Theodore
Meginson and M & M Real Estate Properties, L.L.C., to the listings.
Some of these continue to bear fruit.  

The Broker has procured a contract of sale for the Property for
$595,000 to the Purchaser.  The Contract demonstrates it is lot 2
being sold.  The Contract was ratified on Feb. 3, 2021, and closing
is scheduled for March 5, 2021.  The Contract is subject to a
standard conventional financing addendum for 95% financing (ie;
$565,250 of $595,000).  The Contract is superior by $20,000 to the
last contract with another buyer, which was not consummated for
$575,000 purchase price.  

There is a prequalification letter issued and adjoined to the
Contract.  Application for conventional financing must be made
within 7 days of ratification of the Contract, and a conditional
approval need be received within 25 days of ratification of the
Contract.  A $5,000 deposit is being held by the settlement agent
CLA Title & Escrow, 9210 Corporate Blvd #150, Rockville, MD 20850.
The purchase of the Property is for principal residence purposes by
the Buyer.

The Buyer's broker is Erica S. Black and who is associated with
Coldwell Banker Realty, 1617 14th Street, NW Washington DC and the
Seller's Broker is Theodore Megginson, M&M Real Estate Properties,
8181 Professional Place, Landover, MD as noted, and is the Debtor's
Broker generally as is noted.  

The purchase of the Property under the Contract is "as is."  The
Contract requires a 5% down payment by the Buyer and the remainder
is financed.  A home inspection is required and the contingency
will be satisfied or released within 10 days of ratification.  An
appraisal must be obtained within 25 days of the ratification of
the Contract.  If there are repairs demanded by the Buyer that must
occur within the time frames under the Contract for notice and
acceptance by the Seller of same.  

The Sellers disclosures contain an error in that it states "no" to
flood, when it is public record in the case that reportedly from
Mr. Megginson the last buyer was lost in connection with a squatter
and a dishwasher that was pulled through a window by an intruder
and a flood occurred, which was remediated.  The disclosure will be
amended by an Addendum between the parties.  It is disclosed for
accuracy in the filing by the counsel.

The Motion represents that the Court Approval date need be by March
1, 2021 at 11:00 a.m. subject to a motion to shorten time by 3 days
so that approval will occur no later than Feb. 26, 2021, and the
Notice can thus be amended.  Secondly, The IRS which is a lien
holder by statutory lien recorded will receive a short sale and is
requested to file a customary Line noting no opposition to the Sale
Motion.  

The Plan provides for payment of Allowed Administrative Expenses,
which are relatively modest in their outstanding sum at this point
prior to the IRS Class 2 Claim payment for the counsel and Mr.
Emory as accountant.  Consequently, all required funds payable by
the Motion and Contract of Sale will be paid to the IRS following
customary costs of closing, any real property taxes prorated, any
UST Fees escrow for First Quarter 2021 based upon $4,875 relative
to estimated fees (no UST Fees being owed for Fourth Quarter 2020)
and remaining Allowed Administrative Expenses, with sums owed
through January, 2021 and escrows.  

The Debtor is directly paying his remaining 2019 tax liability
(remaining after a $5,500 sum remitted by Jan. 31, 2021) to the IRS
no later than March 1, 2021 in the sum of $11,646.38 (exclusive of
$2,100 that is being forwarded to the IRS by the counsel due to an
overage on the sale of 4324 Alabama Avenue) next week.  Several
hundred dollars in self employment tax will be payable to the IRS
through the sale of the Property in the sum of $1,583 for several
quarters of 2019-2020.

The 4% commission on the Property sale is to be split between the
Debtor's realtor and the Buyer's realtor as provided for by the
listing agreement at $11,900 per broker.

The known secured claimant on the Property is the Internal Revenue
Service.  As the IRS Face Amount Class 2 Claim of $776,548.57 is
under secured by the Property.  As this is a short sale of the
Property the payoff is only remotely relevant to the transaction.
The IRS has received per its own records from adequate protection
installments the sum of $102,000 on the Class 2 Claim under the
Stipulation and Consent Order, the IRS has its lien being reduced
and further property sales will quickly diminish the debt and
satisfy the IRS Class 2 Claim.  

Thus, assuming interest accruals at 3% (per IRS email) from
Petition Date on the over secured Allowed Secured Claim and
reduction thereafter by $102,000 deemed effective on Confirmation
Date to avoid unnecessary rolling amortization issues, the IRS
remaining Class 2 Claim is calculated to be $810,989 on the
Confirmation Date with $102,000 paid prior to the Confirmation Date
for a net figure of $708,989.  This figure, reduced further by an
anticipated $428,846.98 to the IRS from the sale on the Property
transaction, will be a new net figure of approximately $280,142.026
for the IRS Secured Claim for treatment going forward after the
sale on the Property.  Accordingly, it is anticipated that the IRS
Allowed Secured Claim will be shortly curtailed, and payments will
be made on the Allowed Priority Claim and Allowed Unsecured Claim
as noted.

Finally, waiver of the 14-day period under Fed. R. Bankr. P.
6004(h) is requested and incorporated to the Order so as to permit
closing.  So as to avoid any irregularities given the existence of
an IRS claim -- albeit secured -- the Motion asks that the Court
requires the IRS to file a Line of no opposition or consent, unless
of course the IRS has a substantive objection.  As noted, this is a
sale pursuant to a confirmed plan of reorganization thus there are
no transfer or recordation taxes to be incurred pursuant to the
Confirmed Plan and Section 1146 of the Code.

A hearing on the Motion is set for March 8, 2021 at 11:00 a.m.
Objections, if any, must ne filed within 21 days from the date the
Notice was served.

A copy of the Contract is available at https://tinyurl.com/15bpvmwh
from PacerMonitor.com free of charge.

Tommie Broadwater, Jr. sought Chapter 11 protection (Bankr. D. Md.
Case No. 18-11460) on Feb. 2, 2018.  The Debtor filed Pro Se.  The
Court appointed Theodore Meginson and M & M Real Estate Properties,
L.L.C. as Broker.  On Dec. 7, 2020, the Court approved the Debtor's
Amended Disclosure Statement and confirmed the Debtor's Amended
Chapter 11 Plan of Reorganization.



TOMMIE BROADWATER, JR: Seeks Feb. 25 Property Sale Reply Deadline
-----------------------------------------------------------------
Tommie Broadwater, Jr., asks the U.S. Bankruptcy Court for the
District of Maryland to (i) shorten the response time to his
proposed short sale of the real property located at 4328 Alabama
Avenue SE, in Washington, D.C., to Reginald L. Monroe, Jr. for
$595,000, to Feb. 25, 2021 at 12:00 p.m. (EST), and (ii) fix a
hearing on the Motion, if need be, for March 1, 2021, at 11:00
a.m.

The Debtor's Broker, Theodore Meginson and M & M Real Estate
Properties, L.L.C., has procured a contract of sale for the
Property to the Purchaser.  The Contract demonstrates it is lot 2
being sold.  The Contract was ratified on Feb. 3, 2021, and closing
is scheduled for March 5, 2021.  The Contract is subject to a
standard conventional financing addendum for 95% financing (ie;
$565,250 of $595,000).  The Contract is superior by $20,000 to the
last contract with another buyer, which was not consummated for
$575,000 purchase price.  

There is a prequalification letter issued and adjoined to the
Contract.  Application for conventional financing must be made
within 7 days of ratification of the Contract, and a conditional
approval need be received within 25 days of ratification of the
Contract.  A $5,000 deposit is being held by the settlement agent
CLA Title & Escrow, 9210 Corporate Blvd #150, Rockville, MD 20850.
The purchase of the Property is for principal residence purposes by
the Buyer.

The Property has been up for sale before without objection, but the
prior contract failed.  The current Contract is better and with an
improved Buyer from a credit standpoint than prior aspirants,
qualifying for conventional financing without other tertiary loan
programs or FHA.  The sale closing date is March 5, 2021.  The Sale
Motion has financing appraisal contingencies which expire 25 days
from ratification on Feb. 3, 2021.  Home inspection expires 10 days
after ratification.  The parties understand the necessity of
wrapping all that up earlier if they want to obtain Court approval
and an IRS filing of no opposition and closing on March 5, 2021.  


Consequently, the Debtor proposes that the objections date be
reduced by three days from March 1, 2021 (the 21 days plus 3) to
Feb. 25, 2021 at 12:00 p.m., and any hearing be reset to March 1,
2021 at 11:00 a.m., if needed.  The Sale Motion and Notice sets the
hearing for March 8, 2021, at 11:00 a.m.

Good cause exists as the Buyer is a solid candidate and the Debtor
not to mention the Plan Disbursement Agent wants to see the
transaction close, as Mr. Monroe as the Buyer, has many
opportunities to purchase a new home given his positive financial
attributes.  Simply put Mr. Monroe as buyer wants to close early as
he can and March 5, 2021 is a date he desires to consummate.  

The sale if and when it closes, will facilitate the sale of two
lots in D.C. adjacent to the erstwhile property 4324 Alabama
Avenue, SE, Washington DC, and the present Property which the
undersigned is informed by Mr. Megginson and his new increased
listing will draw $200,000, to the benefit of the IRS.  Likewise,
other properties are being lined up and moving the transaction
along to the benefit of the IRS and other creditors.  The counsel
for the Debtor wants to see the second phase of the Plan fund early
and move along into other sales to hopefully wrap up matters,
assuming the real estate market continues its helpful trend with
interest rates being low.

Pursuant to Fed. R. Bankr. P. 9006(b) very good cause exists to
shorten the objection period to Feb. 25, 2021, at 12:00 p.m. (EST).
It is hoped as in the past that the IRS will file its Line of No
Objection so that the transaction can proceed expediently by that
date as well.    

Tommie Broadwater, Jr. sought Chapter 11 protection (Bankr. D. Md.
Case No. 18-11460) on Feb. 2, 2018.  The Debtor filed Pro Se.  The
Court appointed Theodore Meginson and M & M Real Estate Properties,
L.L.C. as Broker.  On Dec. 7, 2020, the Court approved the Debtor's
Amended Disclosure Statement and confirmed the Debtor's Amended
Chapter 11 Plan of Reorganization.



TPC GROUP: S&P Assigns 'B-' Rating on Senior Secured Notes Due 2024
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level and '1' recovery
ratings to TPC Group Inc.'s ('CCC/Negative') new 10.875% senior
secured notes due 2024. At the same time, S&P lowered its
issue-level rating on the company's existing senior secured notes
to 'CCC-' from 'CCC' and revised the recovery rating to '5' from
'4'.

The proceeds from the note issuance were used to repay the
delayed-draw term loan that was coming due in August 2021 and for
general corporate purposes. The new notes have priority over the
company's existing notes, and thus the issue-level rating on the
new notes is two notches above the 'CCC' issuer-credit rating on
TPC. Given the priority of the new notes, the issue-level rating on
the company's existing note is now one notch below the issuer
credit rating.

S&P said, "The new notes issuance improves TPC's liquidity; however
we still expect cash flows to be constrained into 2021. As a result
of the new note issuance, our view of TPC's liquidity has improved
as it has addressed its near-term August 2021 maturity. In
addition, the company is adding additional cash to the balance
sheet that could help cushion potential insurance proceed delays.
As part of the note issuance, company ABL borrowing availability
has improved from its low third-quarter availability. We expect the
company to continue to have negative free cash flow through 2021.

"We anticipate the company will continue to receive insurance
proceeds for the Port Neches (PNO) explosion, although the timing
remains uncertain. TPC has received proceeds under its various
plans, although the business interruption (BI) portion has been
minimal and has yet to be determined. Given the uncertainty and lag
of BI through the first three quarters of 2020, we don't credit TPC
for business interruption until the insurer determines when and how
much TPC will receive. We expect TPC to continue to receive
proceeds and further work through the business interruption
component as the company believes this is a maximum-loss claim
(property and business interruption insurance coverage of $850
million, third-party liability coverage of $100 million, and $25
million environmental pollution coverage). We would continue to add
any BI proceeds back in our calculation of the company's EBITDA."

The PNO facility processed crude C4 into butadiene, B1, and
raffinate. The plant accounted for roughly 50% of TPC's C4
processing capacity, approximately one-third of company EBITDA, and
17% of its U.S. butadiene capacity. At the time of the explosion,
PNO was approximately 40% of production, the company has since
replaced 68% of that lost capacity through capacity changes at its
Houston facility. Management set up some terminal operations at the
site in second-quarter 2020 to reach key customers it couldn't
reach through its Houston facility. In addition, TPC is replacing
C4 processing capacity lost at PNO with a recently signed
third-party tolling-like agreement, although this has not been
finalized. If this is finalized in 2021, a full rebuild at PNO may
not be needed.

S&P said, "We have revised our assessment of TPC's liquidity to
adequate given the new notes issuance addressing the debt maturity
in August 2021. We expect TPC's cash sources to exceed uses by at
least 1.2x over the next year, even if EBITDA drops 15%. Our
liquidity assessment incorporates the negative impact of
qualitative factors, including our view of the company's ability to
absorb high-impact, low-probability events without the need for
refinancing."

Principal liquidity sources:

-- $50.8 million of cash as of third-quarter 2020;

-- Ample availability on the ABL facility over the next 12 months;
and

-- Funds from operations of $15 million-$30 million annually over
the next two years.

Principal liquidity uses:

-- Less than $100 million of seasonal working capital
requirements; and

-- Capital spending of $40 million-$70 million over the next 12-24
months.

The ABL facility contains a 1x springing minimum fixed-charge
coverage covenant that applies if availability drops below the
greater of 12.5% or $12.5 million. S&P expects availability under
the ABL will remain moderately above that threshold in the next few
quarters. S&P doesn't expect the covenant to spring.

Issue Ratings - Recovery Analysis

Key analytical factors

-- S&P has updated its recovery analysis for TPC Group Inc. given
the new $153 million senior secured notes issuance due 2024.

-- The new senior secured notes are priority to TPC Group's
existing notes.

-- S&P is assigning a '1' recovery rating to the new $153 million
10.875% senior secured notes due 2024. The issue-level rating is
'B-'.

-- At the same time, S&P is revising the recovery rating on the
existing senior notes to '5' from '4' (rounded estimate: 20%). S&P
lowered the issue-level rating one notch to 'CCC-' from 'CCC'.

-- S&P continues to value the company on a going-concern basis
using a 5x multiple of its projected emergence EBITDA, in line with
commodity chemical peers such as LSB Industries Inc.

-- S&P estimates that for TPC to default, EBITDA would need to
decline significantly, particularly from a deep recession that
sharply reduces butadiene demand in key end markets such as
automotive, or a severe weather/natural disaster event disrupts
operations at its Houston facility.

Simulated default assumptions

-- Year of default: 2022
-- EBITDA at emergence: $110 million
-- Implied enterprise value multiple: 5x

Simplified waterfall

-- Net enterprise valuation (after 5% administrative costs):
$520.7 million

-- Priority claims (ABL): $122.7 million.

-- Collateral available for secured creditors: $398 million.

-- First-lien claims: $186 million.

-- New first-lien senior secured notes recovery expectation:
90-100% (rounded estimate: >95 %).

-- Collateral available for second-priority senior notes: $212
million

-- Total second-priority debt: $979 million

-- Total second-priority recovery expectation: 10-30% (rounded
estimate: 20%)

-- All debt amounts include six months of prepetition interest.
The collateral value includes asset pledges from obligors (after
priority claims) plus equity pledges in nonobligors. S&P generally
assumes usage of 60% for ABL revolvers at default.



TSL ENGINEERED: Moody's Assigns 'B2' CFR & Rates $260MM Loans 'B2'
------------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating and
a B2-PD Probability of Default Rating to TSL Engineered Products,
LLC. Concurrently, Moody's assigned a B2 rating to the company's
proposed $260 million senior secured credit facility, comprised of
a $30 million revolver and a $230 million term loan. Proceeds from
the term loan, along with equity proceeds will be used to fund the
acquisition of TSL by Tinicum Incorporated and roll over investors.
The rating outlook is stable. This is a first-time rating for TSL
Engineered Products, which was formerly known as Robert Family
Holdings, Inc.

RATINGS RATIONALE

The B2 CFR balances TSL's small scale relative to competitors and
moderately-high financial leverage against the company's good
profit margins and stable operating profile. Moody's expects that
TSL will take a balanced approach to financial risk with pro forma
Moody's adjusted debt-to-EBITDA of around 4.5x on close of the
transactions. TSL has a track record of stable operating
performance, characterized by consistent levels of profitability,
steady free cash generation, and a good quality of earnings.
Moody's expects this stable operating profile to continue into 2021
and beyond, underpinned by an established installed base that
benefits from recurring customer demand, as well as a diverse set
of end markets with varied and distinct demand drivers. Moody's
anticipates a healthy set of credit metrics with EBIT-to-interest
in excess of 3x, free cash flow-to-debt in the low to
mid-single-digits, and EBITDA margins consistently above 20%.

The ratings consider TSL's exposure to certain cyclical industries,
such as upstream oil & gas, automotive, semiconductor, and
chemicals, end markets that have the potential to create sales and
earnings volatility. Moody's also believes TSL's small scale makes
the company susceptible to pricing pressure from its large-sized
customers and competitors.

Other considerations include near term execution risk relating to
the recently upgraded operating systems of portfolio company CDC,
although Moody's recognizes the enhanced efficiencies and cost
saving benefits that the new systems will provide going forward.

The stable outlook reflects expectations of moderate growth across
most of the company's varied end markets, which should result in a
steady operating profile with positive free cash flow and
debt-to-EBITDA comfortably below 5x.

Moody's view governance risk as moderately elevated given the
private-equity ownership of TSL. That said, Moody's anticipate a
balanced approach to financial risk and observe that pro forma
leverage of 4.5x is relatively modest for private equity
ownership.

The rapid spread of the coronavirus outbreak and the nascent
economic recovery, which remains fragile, has created an
unprecedented credit shock across a range of sectors and regions.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. TSL Engineered Products, LLC remains vulnerable to
shifts in market demand and changing sentiment in these
unprecedented operating conditions.

The proposed terms of first lien credit agreement contains
provisions for incremental debt capacity up to the greater of $50
million or 100% of adjusted EBITDA, subject to the following:
unlimited first lien debt subject to a first lien net leverage
ratio of 4.75x, unlimited junior debt subject to a secured net
leverage ratio of 5.75x, and unlimited unsecured debt subject to a
consolidated net leverage ratio of 5.75x. Only wholly-owned
domestic subsidiaries act as subsidiary guarantors; partial
dividend of ownership interest could jeopardize guarantees subject
to limitation by credit agreement. There are no leverage-based
step-downs to the asset sales proceeds prepayment requirement.

The $260 million senior secured credit facility represents the
entirety of the company's funded debt structure and, as a result,
is rated consistent with the B2 corporate family rating. The bank
credit facilities are comprised of a $30 million senior secured
revolver due 2027 and a $230 million senior secured term loan due
2028. The credit facilities benefit from an upstream subsidiary
guarantee from each direct and indirectly wholly-owned U.S.
subsidiary of the borrower, subject to certain exclusions, and are
secured by a perfected first lien on substantially all tangible and
intangible assets of the borrower and each guarantor.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The ratings could be upgraded with materially greater size and
scale. Continued strong operating performance and the maintenance
of a conservative financial policy would be prerequisites to any
upgrade. Given the company's size to competitors, credit metrics
would need to be stronger than for other similarly-rated
companies.

The ratings could be downgraded with weakening operating
performance or with an increasingly aggressive financial policy,
including debt-financed distributions to shareholders or sizable
debt-financed acquisitions. Increasing financial leverage with
debt-to-EBITDA exceeding 5.75x or deteriorating liquidity could
also result in a downgrade.

The following is a summary of the rating actions:

Issuer: TSL Engineered Products, LLC

Corporate Family Rating, assigned B2

Probability of Default Rating, assigned B2-PD

$30 million senior secured revolving credit facility, assigned B2
(LGD3)

$230 million senior secured term loan, assigned B2 (LGD3)

Outlook, assigned Stable

TSL Engineered Products, LLC, headquartered in St. Louis, Missouri,
manages a portfolio of industrial companies that manufacture
electronic component packaging delivery systems ("Advantek, LLC"),
rupture discs, pressure relief valves, and flame arrestors
("Continental Disc, LLC"), and magnetic components and assemblies,
primarily for use in high-tech devices and systems ("Dexter
Magnetic Technologies, Inc."). Estimated revenues for the twelve
months ended December 2020 are around $233 million.

The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.


TSL ENGINEERED: S&P Assigns 'B' ICR, Outlook Stable
---------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to TSL
Engineered Products, LLC. At the same time, S&P assigned its 'B'
issue-level rating and '3' recovery rating to the company's
proposed revolving and term loan facilities.

Tinicum Incorporated recently acquired a controlling interest in
TSL Engineered Products, LLC, a St. Louis-based company managing a
portfolio of three businesses that manufacture packaging for
electronic components, rupture discs, pressure relief valves, and
permanent magnetic components.

TSL is issuing debt to fund the transaction, which S&P Global
Ratings expects will close in the first calendar quarter of 2021.

The proposed financing consists of an undrawn $30 million revolving
credit facility due in 2027 and $230 million term loan due in 2028,
with the remainder of the purchase price funded with equity from
Tinicum and rollover equity from existing owners.

S&P said, "The stable outlook on TSL indicates our expectation of
demand recovery over the next 12 months after a weak macroeconomic
environment in 2020. This should enable the company to generate
modest EBITDA gains and moderate free cash flow in 2021 and
decrease its S&P Global Ratings-adjusted leverage to below 5x.

With about $50 million of expected S&P Global Ratings-adjusted
EBITDA in 2021, TSL is a small manufacturer of highly engineered,
mostly consumable products serving niche addressable markets. TSL
manufactures highly engineered and mission-critical products such
as electronic component packaging delivery systems, rupture discs,
pressure relief valves, and permanent magnetic components. It
serves a diversified customer base across several end markets and
geographies, with a meaningful portion of revenues coming from
recurring maintenance/repair/operations sales with predictable
contribution margins or from "designed-in" products and
applications. Its mostly single-use or consumable products such as
carrier tape and reel packaging, rupture discs and pressure relief
valves require frequent change. They have a high cost of failure
because they protect either people, environment, or small delicate
components used in the semiconductor manufacturing.

TSL consistently generates healthy EBITDA margins above 18%, which
we consider above average for capital goods manufacturers. The
company's good EBITDA margins are further supported by a favorable
cost structure as half of selling, general, and administrative
costs and a significant portion of cost of goods sold are estimated
to be variable. TSL's plant manufacturing base in its Advantek, LLC
segment is in proximity to its customers, allowing for more
cost-efficient production and distribution.

Although the end markets TSL serves are highly diversified, they
are prone to moderate volatility. Recent U.S./China trade and
tariff tensions resulted in lower semiconductor industry volumes,
chip oversupply at OEMs and an 8% revenue decline at Advantek in
2019 (favorable compared with an overall 12% decline in the overall
semiconductor market). Although the industry since rebounded to
record revenues in 2020 and S&P expects healthy performance in the
semiconductor industry in 2021, additional revenue and EBITDA
pressure could come from further trade tensions. TSL's revenue and
EBITDA performance could further be pressured by volatility in the
oil and gas end markets (about 16% of overall 2019 revenues), need
to win competitive long-lead-time new project-based business and
ongoing productivity improvement efforts in the Continental Disc,
LLC (CDC) segment.

TSL's global footprint, engineering expertise, and long-tenured
customer relationships provide some barriers to entry, but its
overall small size could be a disadvantage if large global
competitors increase investments to better compete. TSL competes
against global players such as 3M Co. and Emerson Electric Co., as
well as small and midsize global regional manufacturers such as
Arnold Magnetic Technologies, C-PAK, Daewon, and ProtectoSeal. It
serves small niche addressable end markets. The company is a
leading manufacturer of carrier tape, a North American leader in
manufacturing permanent magnets and related components, and the
only competitor with both valve and disc manufacturing. Lengthy
product validation processes often span 2-5 years, resulting in
high customer integration, high switching costs, and long-tenured
relationships with customers that span for decades. Its diversified
customer base includes niche players, large manufacturers, and
blue-chip companies. Still, we think the presence of large
well-capitalized global players could leave TSL at a disadvantage
if more resources at those global players are dedicated toward
better competition in some products.

S&P said, "We project the transaction will result in a moderately
high S&P Global Ratings-adjusted pro forma debt-to-EBITDA ratio of
about 5x as of the end of fiscal 2020 (ended Dec. 31, 2020). We
expect TSL will moderately increase EBITDA and use most of its free
operating cash flow (FOCF) to make minimum required debt
amortization payments and acquisitions. We project TSL will
maintain respectable operating performance in 2021 as the global
economy enters post-pandemic recovery, allowing it to modestly
expand its EBITDA margin and decrease S&P Global Ratings-adjusted
debt to EBITDA to slightly below 5x over the next 12 months. Our
financial risk profile assessment considers TSL's ownership by
financial sponsor Tinicum and provides some leverage metrics
cushion for potential end-market underperformance or an increased
pace of tuck-in acquisitions.

"The stable outlook reflects our view that, despite the fragile
macroeconomic recovery, TSL's above-average EBITDA margins will
generate moderate free cash flow in 2021, and that its S&P Global
Ratings-adjusted debt to EBITDA will decline to the high-4x area
over the next 12 months."

S&P could lower the rating if:

-- TSL's S&P Global Ratings-adjusted debt to EBITDA trends above
6x on a sustained basis. This could happen if the oil and gas,
industrial, or consumer electronics end markets meaningfully
contract;

-- The company cannot generate positive FOCF; or

-- It pursues a more aggressive financial policy such as a
debt-funded dividend to its financial sponsors.

Although unlikely over the next 12 months given the company's small
scale and scope and ownership by a financial sponsor, S&P could
raise its ratings on TSL if:

-- The company increases its scale and scope;

-- Stronger-than-expected operating performance reduces leverage
comfortably below 5x; and

-- Its financial sponsors commit to maintaining leverage of less
than 5x throughout the business cycle.


U.S.A. DAWGS: Court Rules Mojave Desert Can Swap Crocs IP Pattern
-----------------------------------------------------------------
Law360 reports that the company that took over U.S.A. Dawgs Inc.'s
assets following its bankruptcy can appeal the shoemaker's failed
challenge to a Crocs' design patent, the Federal Circuit ruled
Thursday, February 11, 2021.

A three-judge panel granted a motion to substitute Mojave Desert
Holdings LLC for U.S.A. Dawgs Inc. in the inter partes
reexamination appeal.  The precedential decision overrules the
Patent Trial and Appeal Board, which had refused the substitution.
"[We] conclude that Mojave is the successor-in-interest to U.S.A.
Dawgs, that it has standing to pursue this challenge . . .  and
that the board erred in not substituting Mojave for U. S. A. Dawgs
as the third-party requester."

                      About U.S.A. Dawgs Inc.

U.S.A. Dawgs Inc. -- https://www.usadawgs.com/ -- designs,
manufactures, and distributes footwear.  The company offers slip
resistant, casual working, safety, golf, spirit, and toning shoes;
sandals, flip flops, bendables, clogs, and Aussie style and cow
suede boots; and socks for men, women, boys, girls, and babies. The
company was founded in 2006 and is based in Las Vegas, Nevada.

U.S.A. Dawgs, Inc., filed a voluntary Chapter 11 petition (Bankr.
D. Nev. Case No. 18-10453) on Jan. 31, 2018.  In the petition
signed by Steven Mann, president and CEO, the Debtor estimated $10
million to $50 million in assets and $1 million to $10 million
liabilities.  The case is assigned to Judge Laurel E. Davis.  The
Debtor is represented by Talitha B. Gray Kozlowski, Esq. and Teresa
M. Pilatowicz, Esq. of Garman Turner Gordon, LLP.

U.S.A. Dawgs filed a disclosure statement to accompany its plan of
reorganization dated June 5, 2018.


UNITY HOLDINGS: Seeks to Hire Steinhilber Swanson as Counsel
------------------------------------------------------------
Unity Holdings, LLC, seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Wisconsin to employ m Steinhilber
Swanson LLP as its bankruptcy counsel.

The firm's services include:

     a. preparing bankruptcy schedules and statements;

     b. preparing the plan of reorganization and attending
negotiations and hearings;

     c. preparing and reviewing pleadings, motions and
correspondence;

     d. appearing at and being involved in various proceedings
before this Court;

     e. handling case administration tasks and dealing with
procedural issues;

     f. assisting the Debtor-in-Possession with the commencement of
DIP operations, including the 341 Meeting and monthly reporting
requirements; and

     g. analyzing claims and prosecuting claim objections.

The firm's rate ranges from $100 to $575 per hour.

Paul Swanson, Esq., partner at Steinhilber, assures the court that
the firm does not hold or represent any interest adverse to the
Debtor or its Chapter 11 estate, its creditors, or any other party
in interest and is a "disinterested person" as that term is defined
in Section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Paul Swanson, Esq.
     Steinhilber Swanson LLP
     107 Church Avenue
     Oshkosh, WI 54901
     Phone: (920) 235-6690
     Fax: 920-426-5530

                 About Unity Holdings

Unity Holdings, LLC, filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No.
21-20537) on Feb. 2, 2021. At the time of filing, the Debtor
estimated $500,001 to $1 million in assets and 100,001 to $500,000
in liabilities. Paul G. Swanson, Esq. at Steinhilber Swanson LLP
serves as the Debtors counsel.


US STEEL: S&P Assigns 'B-' Rating on Proposed Unsecured Notes
-------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '3'
recovery rating to Pittsburgh-based U.S. Steel Corp.'s proposed
unsecured notes. The '3' recovery rating indicates our expectation
for meaningful recovery in the event of a default.

S&P said, "At the same time, we revised our recovery rating on the
company's existing unsecured debt to '3' from '4' because we expect
it to use the proceeds from the new notes and a recent equity
issuance to eliminate about $700 million of its remaining secured
notes due 2025.

"Our long-term 'B-' issuer credit rating on U.S. Steel is unchanged
and continues to reflect its volatile earnings and cash flow, large
debt load and pension obligations, improving financial strength
following the recent acquisition of Big River Steel LLC, and better
profits. Higher steel prices in early 2021 could also lead to a
surge in the company's cash flow if conditions hold. Even if
hot-rolled coil (HRC) prices moderate to about $800/ton from above
$1,000/ton in January 2021, we estimate that U.S. Steel's EBITDA
would rise above $1.5 billion for the year, potentially pushing its
adjusted debt to EBITDA toward 3x by the end of the year."

ISSUE RATINGS--RECOVERY ANALYSIS

Key analytical factors

-- S&P has revised its recovery rating on U.S. Steel's unsecured
notes to '3' from '4' because it expects it will eliminate its
secured notes due 2025 by effectively replacing the notes with its
new unsecured debt.

-- S&P's '3' recovery rating indicates its expectation for
meaningful recovery (50%-70%; rounded estimate: 55%) in our
hypothetical default scenario. S&P rates U.S. Steel's unsecured
debt at the same level as our issuer credit rating.

-- S&P said, "Consistent with our previous analysis of U.S. Steel,
we assume it would only benefit from Big River's residual value in
a default scenario. We do not believe it will implement upstream or
downstream guarantees with the recent acquisition, thus we continue
to assume the company would realize a stressed 35% of its $1.5
billion investment in Big River in a default scenario."

Simulated default assumptions

-- S&P said, "We assume a default occurring in 2023 following
continued weakness across the company's key end markets, including
auto, construction, and energy, as well as general weakness in the
global steel markets. This leads to a prolonged period of lower
metal margins and negative cash flows. At the same time, material
construction delays or cost overruns U.S. Steel is unable to cover
with additional cash flows pressure its liquidity."

-- Year of default: 2023

-- EBITDA at emergence: $640 million

-- Implied enterprise value (EV) multiple: 5.5x, which is
consistent with the multiples S&P uses for other companies in the
metals and mining downstream industry

-- Gross EV (including U.S. Steel's interest in Big River): $4
billion

Simplified waterfall

-- Net EV after 5% administrative costs: $3.8 billion

-- Obligor/nonobligor valuation split: 90%/10%

-- Priority secured claims (asset-based lending [ABL] facility and
capital leases): $1.6 billion

-- Value available to unsecured claims: $1.8 billion

-- Estimated senior unsecured note claims: $3.3 billion

    --Recovery expectations for unsecured claims: 50%-70% (rounded
estimate: 55%)



VALARIS PLC: Reaches Cash-Equity Agreement With Creditors Group
---------------------------------------------------------------
Law360 reports that offshore drilling contractor Valaris PLC told a
Texas bankruptcy judge Thursday, February 11, 2021, that it has
resolved objections to its Chapter 11 plan from its revolving
credit facility lenders with a new plan that will provide them with
cash in addition to a share of the reorganized company.
Thursday's, February 11, 2021, hearing, which was conducted
virtually, had been scheduled as a contested confirmation hearing.


But U.S. Bankruptcy Judge Marvin Isgur rescheduled the confirmation
to March 3, 2021, at Valaris' request to allow the company to send
the revised plan, including the new settlement, to creditors for a
new vote.

                     Fourth Amended Plan

After nearly six months of postpetition negotiations, the Debtors
have reached a global settlement entered into with the RCF Lenders.


On Feb. 5, 2021, the Debtors filed the Fourth Amended Plan, which
incorporates the terms of a settlement resolving longstanding
confirmation disputes between the Debtors, the Ad Hoc Group, and
the RCF Lenders (the "RCF Settlement").

On the same day, holders of 72% of Senior Notes Claims and 89% of
Credit FacilityClaims became parties to an amended restructuring
support agreement (the "Amended RSA"), of which a subset also
became parties to an amended backstop commitment agreement (the
"Amended BCA"), both documenting their support for the RCF
Settlement and the Fourth Amended Plan.  The RCF  Settlement is the
result of extensive negotiations by all parties and is an excellent
outcome for the Debtors and their stakeholders.  

The Fourth Amended Plan reallocates the equity recovery between the
RCF Lenders and the holders of Senior Notes Claims.  In exchange
for a reduced new equity recovery from that set forth in the
original plan, the Amended RSA provides certain RCF Lenders with a
cash recovery and certain other RCF Lenders, who elected to receive
Rights Offering Subscription Rights, a smaller cash recovery plus
Rights Offering Subscription Rights.  The holders of Senior Notes
Claims, who will receive a slightly increased equity recovery and a
reduced allocation of rights pursuant to the Rights Offering (to
account for the change in form of consideration provided to the RCF
Lenders and the RCF Lenders' participation in the new money
financing), overwhelmingly support the Amended RSA and the RCF
Settlement.  Additionally, the Debtors will pay the RCF Agent's and
the Ad Hoc Group’s reasonable and documented fees and expenses,
and the RCF Agent will withdraw its motion challenging the Ad Hoc
Group's professional fees and abstain from further objections to
the payment of the Ad Hoc Group's professional fees pursuant to the
DIP Order.  No other stakeholders will be materially affected by
the Amended RSA -- all holders of General Unsecured Claims will
still be paid in full on the timeline proposed in the Third Amended
Plan and the treatment of claims other than the RCF and bond claims
will remain unchanged.  

The Amended RSA represents a global compromise of issues that had
cast uncertainty over the Debtors' restructuring, threatening weeks
of discovery, evidence, and a contested confirmation.  Pursuant to
the Amended RSA, the Debtors anticipate having near-universal
support for the Plan with the exception of an ongoing litigation
with the shipyard party to two prepetition newbuild contracts with
the Debtors.   The Amended RSA is the product of extensive,
hard-fought, arms' length negotiations, and represents a major
success and turning point in these chapter 11 cases.  

To ensure that no time or resources are wasted in implementing this
global deal for the benefit of all parties in interest, the Debtors
have prepared supplemental materials and notices and established
procedures to extend the solicitation period on the Plan and allow
voting creditors to amend their existing votes should they desire.


                      About Valaris PLC

Valaris PLC (NYSE: VAL) provides offshore drilling services. It is
an English limited company with its corporate headquarters located
at 110 Cannon St., London. On the Web: http://www.valaris.com/   

On Aug. 19, 2020, Valaris and its affiliates sought Chapter 11
protection (Bankr. S.D. Tex. Lead Case No. 20-34114). The Debtors
had total assets of $13,038,900,000 and total liabilities of
$7,853,500,000 as of June 30, 2020.

The Debtors tapped Kirkland & Ellis LLP and Slaughter and May as
their bankruptcy counsel, Lazard as investment banker, and Alvarez
& Marsal North America LLC as their restructuring advisor.  Stretto
is the claims agent, maintaining the page
http://cases.stretto.com/Valaris

Kramer Levin Naftalis & Frankel LLP and Akin Gump Strauss Hauer &
Feld LLP serve as legal advisors to the consenting noteholders
while Houlihan Lokey Inc. serves as their financial advisor.


VIDEOMINING CORP: Wins Cash Collateral Access Thru Feb. 26
----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
has authorized Videomining Corp. to use cash collateral on an
interim basis from January 16 to February 26, 2021, in accordance
with the budget and previous Interim Orders.

The Debtor, Enterprise Bank, White Oak Business Capital, Inc., and
the Internal Revenue Service of the United States agreed to further
modify and extend the previous Orders entered by the court under
the terms and conditions of a Fourth Stipulation among the
parties.

All terms and conditions of the Orders remain in full force and
effect.

Except as expressly provided in the Consent Order, nothing waives,
prejudices, or otherwise affects the rights and remedies of the
Parties, whether under the Bankruptcy Code, applicable
non-bankruptcy law, the Orders, at law or in equity, or otherwise,
and all such rights and remedies are reserved.

A copy of the order is available at https://bit.ly/3jLM0ID from
PacerMonitor.com.

                     About VideoMining Corp.

VideoMining Corporation -- http://www.videomining.com/-- is an
in-store behavior analytics for Consumer Packaged Goods (CPG)
manufacturers and retailers.  VideoMining's analytics platform
utilizes a patented suite of sensing technologies to capture
in-depth shopper behavior data. These previously unmeasured
insights are then integrated with multiple other data sources such
as transactions, planograms, product mapping, loyalty and
promotions to fuel comprehensive solutions for optimizing shopper
experience and sales performance.

VideoMining Corporation filed a Chapter 11 petition (Bankr. W.D.
Pa. Case No. 20-20425) on February 4, 2020. In the petition signed
by Rajeev Sharma, chief executive officer, the Debtor was estimated
to have between $10 million and $50 million in assets and between
$1 million and $10 million in liabilities.  

Judge Gregory L. Taddonio oversees the case. The Debtor tapped
Robert O Lampl Law Office as the legal counsel and Onmyodo, LLC as
financial consultant, and ICAP Patent Brokerage LLC to market its
patents.

Counsel for Enterprise Bank:

     William E. Kelleher, Jr., Esq.
     Thomas D. Maxson, Esq.
     Daniel P. Branagan, Esq.
     DENTONS COHEN & GRIGSBY P.C.
     625 Liberty Avenue
     Pittsburgh, PA 15222-3152
     Tel: (412) 297-4900
     Fax: (412) 209-0672
     E-mail: bill.kelleher@dentons.com
             thomas.maxson@dentons.com
             daniel.branagan@dentons.com

Counsel for White Oak Business Capital, Inc.:

     Jeffrey M. Rosenthal, Esq.
     MANDELBAUM SALSBURG P.C.
     3 Becker Farm Road
     Roseland, NJ 07068

          - and -

     George T. Snyder, Esq.
     STONECIPHER LAW FIRM
     125 1st Avenue
     Pittsburgh, PA 15222
     Tel: (412) 391-8510
     Fax: (412) 391-8522
     E-mail: gsnyder@stonecipherlaw.com




WALKINSTOWN INC: Court Extends Plan Exclusivity Until June 30
-------------------------------------------------------------
At the behest of the Debtor Walkinstown, Inc. d/b/a Scallywag's,
the Honorable Robert D. Drain of the U.S. Bankruptcy Court for the
Southern District of New York, extended the period in which the
Debtor may file and confirm a chapter 11 plan through and including
June 30, 2021.

The Debtor operates a restaurant bar from the premises at 508 9th
Avenue, New York, New York 10018. The business of the Debtor has
been closed due to Covid19 restrictions in the City of New York.
The Debtor anticipates the resumption of operations in or about
June 2021.

The Debtor has acted expeditiously, to date, to set the bar date,
evaluate claims, and assume its lease, paying arrears to the KIGS
508, LC and PEC, LLC ("Landlord") at $7,000 per month and keeping
that obligation current. Additionally, as agreed between the Debtor
and the Landlord, the term of the Lease was extended from November
1, 2022, to October 30, 2027, by Addendum executed June 20, 2019.
It has filed its operating reports and paid its fees to the Office
of the United States Trustee.

The reorganization of the Debtor's Chapter 11 Case critically
involves Claim No. 11 filed by Mr. Bowe of Michael Bowe, Esq. on
October 30, 2019, the last date to file claims, in the amount of
$496,481.69. Claim No. 11 exceeds, excluding only the Claim of Mr.
Doyle, principal of the Debtor, by nearly 700%, all other debt. The
Motion seeking to expunge or alternatively reduce Claim No. 11 has
been filed and is scheduled to be heard on February 24, 2021.

The Debtor requires a known universe of claims; certainly, a known
universe where all other claims total $72,000. and Claim No. 11 is
$496,481.69. Also, Mr. Bowe filed a complaint objecting to the
discharge ability of his debt in the Doyle Chapter 11.

Additionally, it may well be, if Claim No. 11 is valid, that the
sale of an asset in the Doyle Chapter 11 will fund a plan in the
Doyle Chapter 11 Case and this Debtor's plan.

In re AMAP Sales & Collision, Inc., the Court granted an extension
of time due to uncertainty concerning the allowed amount of a tax
claim. In this case, the uncertain claim, that of Mr. Bowe, dwarfs
all remaining priority and unsecured creditors. The proposal of a
plan hinges on its determination.

A copy of the Debtor's Motion to extend is available from
PacerMonitor.com at https://bit.ly/2LBjaOv at no extra charge.

A copy of the Court's Extension Order is available from
PacerMonitor.com at https://bit.ly/3p81SXd at no extra charge.

                             About Walkinstown Inc.

Walkinstown, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 19-23232) on June 28, 2019, disclosing under $1
million in both assets and liabilities. The petition was signed by
Michael T. Doyle, president.

The Debtor operates a restaurant bar from the premises at 508 9th
Avenue, New York, New York 10018 ("Premises").

The Honorable Robert D. Drain oversees the case. The Debtor is
represented by Rosemarie E. Matera, Esq., at Kurtzman Matera, P.C.
The Office of the United States Trustee has not appointed a
committee of unsecured creditors.


WASHINGTON MUTUAL: 3rd Circuit Declines to Revive Chapter 11 Deal
-----------------------------------------------------------------
Law360 reports that the Third Circuit on Feb. 11, 2021, declined to
revive a former Washington Mutual Inc. shareholder's challenge to a
$72 million settlement of securities underwriters' claims in the
bank's Chapter 11 case, reasoning that the loss to the
shareholder's recovery was offset by the bankruptcy court's
disallowance of another claim.

A three-judge panel affirmed that a Delaware bankruptcy court's
decision to approve the settlement wasn't arbitrary because the
approval represented a compromise that benefitted the overall
recovery for creditors.  As part of that compromise, the bankruptcy
court refused to approve a $24 million indemnification claim from a
creditors' class.

"This appeal arises out of the Chapter 11 bankruptcy of Washington
Mutual, Inc. (WMI).  Appellant Alice Griffin was a holder of WMI
preferred stock whose shares were canceled pursuant to WMI's 2012
plan of reorganization.  Under the plan, Griffin and other
preferred shareholders became members of "Class 19," the plan's
"Preferred Equity Interest" class.  In 2019, Griffin objected to a
settlement that diluted her interests in Class 19.  That
settlement, negotiated by the appellee Liquidating Trust in 2013,
allowed a disputed $72 million claim brought by certain securities
underwriters.  The Bankruptcy Court overruled Griffin's objection.
On appeal, the District Court affirmed. Griffin now appeals a
second time, alleging multiple errors.  We will affirm," the Third
Circuit ruled.

"[S]ettlement was appropriate under the fourth factor, the
paramount interest of the creditors.  Allowance of the
underwriters' $72 million claim in Class 19 slightly reduced
Griffin's pro rata share of the initial distribution, but on net
the settlement benefited Class 19 by eliminating a $24 million
senior claim, thereby increasing the odds of an additional payout,"
the Third Circuit ruled.

The case is Washington Mutual Inc v., No. 20-1725 (3d Cir. 2021).
A full-text copy of the Feb. 11, 2021 decision is available at
https://law.justia.com/cases/federal/appellate-courts/ca3/20-1725/20-1725-2021-02-11.html

                      About Washington Mutual

Based in Seattle, Washington, Washington Mutual Inc. --
http://www.wamu.com/-- was the holding company for Washington
Mutual Bank as well as numerous non-bank subsidiaries.

Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S.
government regulators. The next day, WaMu and its affiliate, WMI
Investment Corp., filed separate petitions for Chapter 11 relief
(Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owned
100% of the equity in WMI Investment.

When WaMu filed for protection from its creditors, it disclosed
assets of $32,896,605,516 and debts of $8,167,022,695. WMI
Investment estimated assets of $500 million to $1 billion with
zero
debts.

WaMu was represented in the Chapter 11 case by Brian Rosen, Esq.,
at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins,
Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and
Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel
Urquhart Oliver & Hedges, LLP.  The Debtor tapped Valuation
Research Corporation as valuation service provider for certain
assets.

Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New
York, and David B. Stratton, Esq., at Pepper Hamilton LLP in
Wilmington, Del., represented the Official Committee of Unsecured
Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and
William P. Bowden, Esq., at Ashby & Geddes, P.A., represented the
Equity Committee.  The official committee of equity security
holders also tapped BDO USA as its tax advisor. Stacey R. Friedman,
Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at
Landis Rath & Cobb LLP in Wilmington, Del., represented JPMorgan
Chase, which acquired the WaMu bank unit's assets prior to the
Petition Date.

Records filed Jan. 24, 2012, say that Washington Mutual Inc.,
former owner of the biggest U.S. bank to fail, has spent $232.8
million on bankruptcy professionals since filing its Chapter 11
case in September 2008.

As reported in the Troubled Company Reporter on March 21, 2012, the
Debtors disclosed that their Seventh Amended Joint Plan of
Affiliated Debtors, as modified, and as confirmed by order, dated
Feb. 23, 2012, became effective, marking the successful completion
of the Chapter 11 restructuring process.


YOUFIT HEALTH: Files Plan After $75-Million Sale to Lenders
-----------------------------------------------------------
YouFit Health Clubs, LLC, et al., filed a Combined Disclosure
Statement and Chapter 11 Plan of Liquidation.

A hearing on the adequacy of the Disclosures and confirmation of
the Plan is targeted for April 22, 2021.  The Debtors will provide
any supplemental disclosures regarding the Combined Disclosure
Statement and Plan by April 5, 2021.  Ballots from voting creditors
and objections to confirmation of the Combined Disclosure Statement
and Plan are due April 12, 2021, at 4:00 p.m. (prevailing Eastern
Time).

On Dec. 28, 2020, the Bankruptcy Court entered an order approving
the sale of substantially all of the Debtors' assets to YF FC
Acquisition, LLC, an acquisition vehicle created by the Prepetition
Lenders and DIP Lenders, pursuant to an Asset Purchase Agreement.
The APA contemplated a purchase price for the Acquired Assets (as
defined in the APA) of not less than $75,000,000, consisting of (i)
a credit bid or an assumption of up to the full amount owing under
the DIP Credit Facility, (ii) a credit bid or an assumption of up
to the full amount owing under the Prepetition Credit Agreement,
and (iii) the assumption of certain liabilities, as set forth in
the APA.

The Combined Disclosure Statement and Plan implements a settlement
between the Debtors, the Buyer, and the Creditors' Committee by,
among other things, the establishment of the Liquidating Trust.

Under the Plan, Class 3: Prepetition Lender Claims will each
receive its pro-rata share of the Class 3 Liquidating Trust
Interests.  Class 4: General Unsecured Claims will each receive its
pro-rata share of the Class 4 Liquidating Trust Interests.  The
Disclosure Statement still has blanks as to the total amount and
the estimated percentage recovery for Class 3 Lender Claims and
Class 4 General Unsecured Claims.  Both classes are impaired under
the Plan.

Class 7 Interests in the Debtors will not receive anything.

Counsel for the Debtors:

     Dennis A. Meloro
     GREENBERG TRAURIG, LLP
     The Nemours Building
     1007 North Orange Street, Suite 1200
     Wilmington, Delaware 19801
     Telephone: (302) 661-7000
     Facsimile: (302) 661-7360
     E-mail: melorod@gtlaw.com

            - and -

     Nancy A. Peterman
     Eric Howe
     Nicholas E. Ballen
     77 West Wacker Dr., Suite 3100
     Chicago, Illinois 60601
     Telephone: (312) 456-8400
     Facsimile: (312) 456-8435
     Emails: petermanN@gtlaw.com
             howeE@gtlaw.com
             ballenN@gtlaw.com

                     About YouFit Health Clubs

YouFit Health Clubs, LLC, and its affiliates own and operate 85
fitness clubs in the states of Alabama, Arizona, Florida, Georgia,
Louisiana, Maryland, Pennsylvania, Rhode Island, Texas, and
Virginia. Visit https://www.youfit.com/ for more information.

On Nov. 9, 2020, YouFit Health Clubs and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12841).
YouFit was estimated to have $50 million to $100 million in assets
and $100 million to $500 million in liabilities as of the filing.

The Hon. Mary F. Walrath is the case judge.

The Debtors tapped Greenberg Traurig LLP as its bankruptcy counsel,
FocalPoint Securities LLC as investment banker, Red Banyan Group
LLC as communications consultant, and Hilco Real Estate LLC as real
estate advisor.  Donlin Recano & Company Inc. is the claims agent.

On Nov. 18, 2020, the U.S. Trustee for Region 3 appointed a
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.  The committee tapped Berger Singerman LLP and Pachulski
Stang Ziehl & Jones LLP as its legal counsel, and Dundon Advisers
LLC as its financial advisor.


ZELIS HOLDINGS: S&P Assigns 'B' Rating on First-Lien Term Loan
--------------------------------------------------------------
S&P Global Ratings assigned its 'B' debt rating to Zelis Holdings
L.P. and subsidiaries' $1.485 billion term loan B due 2026. S&P
assigned a '3' recovery rating, indicating its expectation of
meaningful recovery (50%) in the event of payment default.

S&P rates the company's existing undrawn $150 million revolver 'B',
with a recovery rating of '3' (50%).

Given favorable market conditions, Zelis refinanced its $1.5
billion first-lien term loan while benefiting from lower pricing of
LIBOR plus 350 basis points (bps), relative to a spread of LIBOR
plus 475 bps on its refinanced debt.

S&P said, "This transaction is leverage neutral and remains in line
with our expectations for low-6.0x debt to EBITDA at year-end 2020
and further deleveraging to 5.0x–5.5x in 2021. We expect enhanced
revenue growth of 15%-20%, mainly because of higher health care
claims volumes, as well as EBITDA margins of 35%-37% (net margins
of 39%-41%) to drive the leverage reduction in 2021."





[*] NY Diocese Bankruptcies Put Abuse Claims in Limbo
-----------------------------------------------------
Alex Wolf of Bloomberg Law reports that New York-based Roman
Catholic dioceses that filed Chapter 11 to address child sex abuse
lawsuits are fueling tensions by asking bankruptcy courts for a
victims' claim filing window that's shorter than what survivors
were given under a recently enacted state law.

New York's Child Victims Act, signed into law by Gov. Andrew Cuomo
(D) in 2019, has spurred a flood of abuse lawsuits against the
church and other organizations. Victims have filed more than 4,800
lawsuits against alleged abusers and institutions that harbored or
concealed them, state court records show.

Four of New York's eight local dioceses -- Syracuse, Rochester,
Buffalo, and Long Island's Rockville Centre -- have filed Chapter
11, allowing them to ease the burden of litigation by consolidating
victims' lawsuits against them and negotiating with claimants as a
single class.

That means child sex abuse victims with claims against those
dioceses could face a filing window shorter than the state law
intended.  Dealing with shortened deadlines could cause stress for
victims and suppress their legal rights in emotionally charged,
controversial cases, victims' proponents say.
                        
"It's hard to put what happened to them in writing, sometimes for
the first time," said Ilan Scharf of Pachulski Stang Ziehl & Jones,
an attorney representing claimants in the Rochester Diocese case.

Conflicting Deadlines

The New York law allows child sex abuse victims to sue at any time
before they turn 55 and creates a temporary window -- until Aug.
14, 2021 -- to file claims that previously were blocked by the
statute of limitations.

The bankruptcy code, on the other hand, allows debtors to give as
little as 21 days' notice of an upcoming deadline to submit claims
in a bankruptcy proceeding.

None of the dioceses in Chapter 11 have argued for that bare
minimum. But they all say the bankruptcy court shouldn’t align
the notice period with the CVA's expansive time frame.

Bankruptcy judges have recognized the unique nature of sex
abuse-related cases.

"This case is not like a typical commercial filing, in which the
debtor can readily identify from its books and ledgers all of the
actual and disputed trade creditors," Judge Carl L. Bucki of the
U.S. Bankruptcy Court for the Western District of New York observed
in a September opinion in the Buffalo diocese's case.

By reopening the statute of limitations, New York "expressed a
policy decision that deserves the respect of this court," he said.

Extending the claims filing window "will likely add significantly
to the administrative expenses of this case and may negatively
impact the recovery for victims and the diocese's ability to
continue to fulfill its ministries," the Roman Catholic Diocese of
Syracuse said in an October 2020 court filing.

But sticking with bankruptcy law's tighter deadline “will cause
significant emotional distress,” said Jeffrey Prol of Lowenstein
Sandler LLP, who represents a sex abuse claimants’ committee in
the bankruptcy case of the Roman Catholic Diocese of Camden,
located in New Jersey.

"We believe there are many victims who have that date circled on
their calendar," he said.

Judges in the bankruptcy cases have analyzed the deadlines
differently, resulting in varying claims filing dates for victims.

Victims with claims against the Syracuse diocese have until
mid-April to come forward, while the opportunity for those in
Rochester passed last August 2020. The bankruptcy deadline to bring
claims in the Buffalo and Rockville Centre dioceses currently
mirrors New York’s CVA.

Complicating matters, New York twice extended the CVA's claim
deadline to accommodate Covid-19 court closures, creating a moving
target that some bankruptcy courts say deserves less deference.

Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York concluded that the bankruptcy claim
filing cutoff in the Rockville Centre diocese case should match the
CVA's Aug. 14 deadline.  But she said that cutoff won't change if
the state again extends the window.

"The Court is not persuaded that the COVID-19 pandemic, even with
all of the tragedy, mayhem and upheaval caused by the virus, is
cause to support a blanket extension of the claims bar date here,"
Judge Paul Warren of the U.S. Bankruptcy Court for the Western
District of New York wrote in a July 2020 opinion in the Rochester
diocese case.

'We Don’t Work for the State'

Bankruptcy judges are "perfectly fine saying 'we don't work for the
state of New York,'" said Penn State Law bankruptcy professor Marie
T. Reilly.

When a diocese files for Chapter 11, "it provides an equitable way
to deal with as many people that were affected by clergy sexual
abuse that they can," she said.

The dioceses recently have argued that the claim filing period in
diocese bankruptcy cases lasts about 140 days on average.  So even
if a bankruptcy noticing period ends before the state civil claim
window, abuse victims still get a reasonable amount of time to
assert their claims, they said.

But attorney Jeff Anderson of Jeff Anderson & Associates PA, a
nationwide practice representing childhood sexual abuse plaintiffs,
said cutting the claim deadline short of the state law window
undermines the purpose of the legislation.

"It's not only wrong, but it's legally questionable," Anderson
said.  "As a matter of law they have a right to assert their
claims."

The issue is cut and dry for claimants' attorney Prol.  Shortening
the claim notice window is an effort to "tamp down the number of
claims that will ultimately be filed," he said.


[^] BOND PRICING: For the Week from February 8 to 12, 2021
----------------------------------------------------------
  Company                    Ticker  Coupon Bid Price   Maturity
  -------                    ------  ------ ---------   --------
Aruba Investments Inc        ARUINV   8.750    99.728  2/15/2023
BPZ Resources Inc            BPZR     6.500     3.017   3/1/2049
Bank of America Corp         BAC      3.452    99.802  2/18/2021
Basic Energy Services Inc    BASX    10.750    19.046 10/15/2023
Basic Energy Services Inc    BASX    10.750    19.046 10/15/2023
Briggs & Stratton Corp       BGG      6.875     8.625 12/15/2020
Bristow Group Inc/old        BRS      6.250     6.250 10/15/2022
Bristow Group Inc/old        BRS      4.500     0.001   6/1/2023
Buffalo Thunder
  Development Authority      BUFLO   11.000    50.000  12/9/2022
CBL & Associates LP          CBL      5.250    39.007  12/1/2023
Carrier Global Corp          CARR     1.923   102.799  2/15/2023
Dean Foods Co                DF       6.500     1.925  3/15/2023
Dean Foods Co                DF       6.500     2.000  3/15/2023
Diamond Offshore Drilling    DOFSQ    7.875    17.000  8/15/2025
Diamond Offshore Drilling    DOFSQ    3.450    16.000  11/1/2023
ENSCO International Inc      VAL      7.200     8.500 11/15/2027
EnLink Midstream Partners    ENLK     6.000    57.000       N/A
Energy Conversion Devices    ENER     3.000     7.875  6/15/2013
Energy Future Competitive
  Holdings Co LLC            TXU      0.994     0.072  1/30/2037
Exela Intermediate LLC /
  Exela Finance Inc          EXLINT  10.000    31.556  7/15/2023
Exela Intermediate LLC /
  Exela Finance Inc          EXLINT  10.000    31.877  7/15/2023
Federal Home Loan Banks      FHLB     1.740    99.671  8/19/2024
Federal Home Loan Mortgage   FHLMC    0.350    99.888  8/17/2023
Federal Home Loan Mortgage   FHLMC    0.270    99.859  2/17/2023
Federal Home Loan Mortgage   FHLMC    0.250    99.773 11/18/2022
Federal Home Loan Mortgage   FHLMC    0.750    99.736  8/18/2025
Federal Home Loan Mortgage   FHLMC    0.250    99.735  8/17/2022
Federal Home Loan Mortgage   FHLMC    0.350    99.888  8/17/2023
Fleetwood Enterprises Inc    FLTW    14.000     3.557 12/15/2011
Ford Motor Credit Co LLC     F        3.300    99.662  2/20/2021
Ford Motor Credit Co LLC     F        3.300    99.597  2/20/2021
Ford Motor Credit Co LLC     F        3.150    99.469  2/20/2021
Frontier Communications      FTR     10.500    55.500  9/15/2022
Frontier Communications      FTR      8.750    54.500  4/15/2022
Frontier Communications      FTR      7.125    52.750  1/15/2023
Frontier Communications      FTR      6.250    52.750  9/15/2021
Frontier Communications      FTR      9.250    51.500   7/1/2021
Frontier Communications      FTR     10.500    55.367  9/15/2022
Frontier Communications      FTR     10.500    55.367  9/15/2022
GNC Holdings Inc             GNC      1.500     1.250  8/15/2020
GTT Communications Inc       GTT      7.875    25.636 12/31/2024
GTT Communications Inc       GTT      7.875    27.222 12/31/2024
Global Eagle Entertainment   GEENQ    2.750     0.010  2/15/2035
Goodman Networks Inc         GOODNT   8.000    22.500  5/11/2022
Hi-Crush Inc                 HCR      9.500     0.063   8/1/2026
Hi-Crush Inc                 HCR      9.500     0.679   8/1/2026
High Ridge Brands Co         HIRIDG   8.875     1.500  3/15/2025
High Ridge Brands Co         HIRIDG   8.875     1.132  3/15/2025
HighPoint Operating Corp     HPR      7.000    44.756 10/15/2022
Hornbeck Offshore Services   HOSS     5.875     0.738   4/1/2020
Invacare Corp                IVC      5.000    99.511  2/15/2021
J Crew Brand LLC / J Crew
  Brand Corp                 JCREWB  13.000    52.827  9/15/2021
LSC Communications Inc       LKSD     8.750     8.250 10/15/2023
LSC Communications Inc       LKSD     8.750    12.875 10/15/2023
Liberty Media Corp           LMCA     2.250    46.992  9/30/2046
MAI Holdings Inc             MAIHLD   9.500    15.875   6/1/2023
MAI Holdings Inc             MAIHLD   9.500    15.875   6/1/2023
MAI Holdings Inc             MAIHLD   9.500    15.875   6/1/2023
MF Global Holdings Ltd       MF       6.750    15.625   8/8/2016
MF Global Holdings Ltd       MF       9.000    15.625  6/20/2038
Martin Midstream Partners
  LP / Martin Midstream
  Finance Corp               MMLP     7.250    99.430  2/15/2021
Mashantucket Western
  Pequot Tribe               MASHTU   7.350    15.000   7/1/2026
Men's Wearhouse LLC/The      TLRD     7.000     1.750   7/1/2022
Men's Wearhouse LLC/The      TLRD     7.000     1.424   7/1/2022
NWH Escrow Corp              HARDWD   7.500    32.500   8/1/2021
NWH Escrow Corp              HARDWD   7.500    28.214   8/1/2021
Navajo Transitional
  Energy Co LLC              NVJOTE   9.000    62.500 10/24/2024
Neiman Marcus Group LLC/The  NMG      7.125     4.345   6/1/2028
Neiman Marcus Group LTD
  LLC / Neiman Marcus
  Group LLC / Mariposa
  Borrower / NMG             NMG      8.000     4.872 10/25/2024
Neiman Marcus Group LTD
  LLC / Neiman Marcus
  Group LLC / Mariposa
  Borrower / NMG             NMG     14.000    27.250  4/25/2024
Neiman Marcus Group LTD
  LLC / Neiman Marcus
  Group LLC / Mariposa
  Borrower / NMG             NMG      8.750     4.871 10/25/2024
Neiman Marcus Group LTD
  LLC / Neiman Marcus
  Group LLC / Mariposa
  Borrower / NMG             NMG     14.000    27.250  4/25/2024
Neiman Marcus Group LTD
  LLC / Neiman Marcus
  Group LLC / Mariposa
  Borrower / NMG             NMG      8.000     4.872 10/25/2024
Neiman Marcus Group LTD
  LLC / Neiman Marcus
  Group LLC / Mariposa
  Borrower / NMG             NMG      8.750     4.871 10/25/2024
Nine Energy Service Inc      NINE     8.750    45.126  11/1/2023
Nine Energy Service Inc      NINE     8.750    43.856  11/1/2023
Nine Energy Service Inc      NINE     8.750    43.936  11/1/2023
Northwest Hardwoods Inc      HARDWD   7.500    30.750   8/1/2021
Northwest Hardwoods Inc      HARDWD   7.500    28.012   8/1/2021
OMX Timber Finance
  Investments II LLC         OMX      5.540     1.250  1/29/2020
Optimas OE Solutions
  Holding LLC / Optimas
  OE Solutions Inc           OPTOES   8.625    90.000   6/1/2021
Optimas OE Solutions
  Holding LLC / Optimas
  OE Solutions Inc           OPTOES   8.625    90.000   6/1/2021
Pride International LLC      VAL      6.875     7.250  8/15/2020
Pride International LLC      VAL      7.875    10.858  8/15/2040
Renco Metals Inc             RENCO   11.500    24.875   7/1/2003
Revlon Consumer Products     REV      6.250    34.375   8/1/2024
Rolta LLC                    RLTAIN  10.750     2.000  5/16/2018
Sears Holdings Corp          SHLD     8.000     1.310 12/15/2019
Sears Holdings Corp          SHLD     6.625     6.110 10/15/2018
Sears Holdings Corp          SHLD     6.625     3.659 10/15/2018
Sears Roebuck Acceptance     SHLD     7.500     0.874 10/15/2027
Sears Roebuck Acceptance     SHLD     6.750     0.717  1/15/2028
Sears Roebuck Acceptance     SHLD     6.500     0.703  12/1/2028
Sears Roebuck Acceptance     SHLD     7.000     0.587   6/1/2032
Sempra Texas Holdings Corp   TXU      5.550    13.500 11/15/2014
Spirit AeroSystems Inc       SPR      1.017    98.625  6/15/2021
Summit Midstream Partners    SMLP     9.500    42.000       N/A
TerraVia Holdings Inc        TVIA     5.000     4.644  10/1/2019
Transworld Systems Inc       TSIACQ   9.500    30.000  8/15/2021
Voyager Aviation Holdings
  LLC / Voyager Finance Co   VAHLLC   9.000    60.070  8/15/2021
Voyager Aviation Holdings
  LLC / Voyager Finance Co   VAHLLC   9.000    60.059  8/15/2021
ZF Automotive US Inc         TRW      4.500    96.020   3/1/2021
ZF Automotive US Inc         TRW      4.500    96.020   3/1/2021



                            *********

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