/raid1/www/Hosts/bankrupt/TCR_Public/210224.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, February 24, 2021, Vol. 25, No. 54

                            Headlines

1 VISION LLC: Seeks to Hire Robert W. Hansen as Accountant
96 WYTHE ACQUISITION: Case Summary & 10 Unsecured Creditors
ACASTI PHARMA: Incurs $3.2-Mil. Net Loss for Quarter Ended Dec. 31
AIKIDO PHARMA: Hikes Offering of Common Stock to $75 Million
ALGOMA STEEL: Moody's Hikes CFR to B3 on Performance Improvement

ALLIANCE BREW: Seeks to Hire Holzer Patel as Special Counsel
ALPHA MEDIA: Seeks $115MM DIP Financing, Cash Collateral Access
APPALACHIAN CHRISTIAN: Fitch Withdraws D Rating on 2013 Bonds
ASCENA RETAIL: US Trustee Says Amended Plan Still Unconfirmable
BC HOSPITALITY: Taps Lenders as Lead Bidder for By Chloe

BEZH SERVICES: Seeks to Hire Kutner Brinen as Legal Counsel
BLACKRIDGE TECHNOLOGY: Affiliate Seeks to Hire VPTax as Accountant
BOYCE HYDRO: Wins Cash Collateral Access on Final Basis
BURGER MIAMI: Seeks to Hire Borbon & Associates as Counsel
CARRIAGE SERVICES: Moody's Raises CFR to B1 on Revenue Growth

CICI'S HOLDINGS: Cash Collateral Access, $9MM DIP Financing OK'd
CLARIOS GLOBAL: Moody's Gives B1 Rating on New Secured Term Loan B
COUNTRY CLUB: Further Fine-Tunes Disclosure Statement
COUNTRY FRESH: Seeks Approval of $13.4MM DIP Loan from Cortland
CRED INC: Wins Bid to Siphone Assets of Ex-Exec James Alexander

DETROIT WORLD: Seeks Cash Collateral Access
DIFFUSION PHARMACEUTICALS: Underwriter Opts to Purchase 4.4M Shares
DOWNTOWN DENNIS: May Use OFF LLC's Cash Collateral
FAITH ACQUISITION: Seeks to Hire Kelly Firm as Legal Counsel
FESTIVE WORKS: Court Allows Cash Collateral Use Until March 9

FLITWAYS TECHNOLOGY: U.S. Trustee Unable to Appoint Committee
FOX PROPERTY: Seeks to Use Cash Collateral Until Aug. 31
GALLERIA OF ST. MATTHEWS: Files for Chapter 11 Bankruptcy
GARRETT MOTION: Equity Holders & Investors Head for Mediation
GLENROY COACHELLA: Seeks to Hire Weintraub & Selth as Counsel

GULFPORT ENERGY: Paul, Porter 2nd Update on Noteholder Group
IMERYS TALC: Seeks to Hire CohnReznick as Restructuring Advisor
INNOVATIVE SOFTWARE: Has Until May 21 to File Plan & Disclosures
INTEGRATED AG: U.S. Trustee Unable to Appoint Committee
INTERNATIONAL WEALTH: Has Access to Cash Collateral on Final Basis

ION GEOPHYSICAL: Selling $10.5M Worth of Common Stock
JARVIS CAPITAL: Gets OK to Hire Keery McCue as Legal Counsel
JASON'S HAULING: Case Summary & 20 Largest Unsecured Creditors
KB US HOLDINGS: Court Okays Chapter 11 Plan After Sale to Acme
KODIAK BP: Moody's Assigns First Time B1 Corp. Family Rating

LADAN INC: Unsec. Creditors to Recover 10% Via Quarterly Payments
LAKES EDGE: Has Cash Collateral Access Thru March 31
LEWISBERRY PARTNERS: Wins Cash Collateral Access Thru March 19
LISTO WAY: Seeks to Hire Singleton Keller as Accountant
LRGHEALTHCARE: Has Cash Collateral Access Thru April 3

MALLINCKRODT PLC: Lenders Slam 'Uncomfirmable' Bankruptcy Plan
MANHATTAN HOSPITALITY: Has Cash Collateral Access Thru March 31
MILLENIUM 47C: Case Summary & Unsecured Creditor
MISSOURI JACK: Interim Cash Access OK'd Thru March 31
MOUNT ETNA PARTNERS: Case Summary & 20 Largest Unsecured Creditors

NATIONAL RIFLE ASSOCIATION: UST Says No New Creditor Members
NATIONAL RIFLE: U.S. Trustee Opposes Bid to Reconstitute Committee
NIAGARA HOSPITAL: Wins Cash Collateral Access on Final Basis
OFFER SPACE: Gets Approval to Hire McKay Burton as Legal Counsel
OSPREA LOGISTICS: Seeks Cash Collateral Access

PACIFIC LINKS: Seeks to Hire Tsugawa Lau as Special Counsel
PB 6 LLC: Case Summary & 4 Unsecured Creditors
PERFORMANCE AIRCRAFT: Seeks Cash Collateral Access Thru March 31
PROJECT LEOPARD: Moody's Affirms B2 CFR on Debt-Funded Dividend
REMY'S HT RN: Seeks to Hire Keleti Law as Special Counsel

RKJ HOTEL: Seeks to Hire Garman Turner as Legal Counsel
S & H HARDWARE: Commonwealth Says Plan & Disclosures Inconsistent
S & H HARDWARE: US Trustee Objects to Plan Disclosures
SENG JEWELERS: May Continue Using Chase Bank's Cash Collateral
SPECTRUM BRANDS: Moody's Rates New $400MM Sr. Unsecured Notes 'B2'

SPHERATURE INVESTMENTS: Has Cash Collateral Access Thru March 5
STEAK 'N SHAKE: Sues Fortress After Averting Bankruptcy
STEAK 'N SHAKE: To Repay March Debt to Avoid Bankruptcy
STERIWEB MEDICAL: Seeks to Hire G&B Law as Bankruptcy Counsel
SUN PACIFIC: Board Cancels Reverse Stock Split

SUZUKI CAPITAL: Case Summary & 16 Unsecured Creditors
TECHNICAL COMMUNICATIONS: Posts $342K Net Loss in First Quarter
THOMAS ANTON: Seeks to Hire Leonard K. Welsh as Legal Counsel
TIER ONE: Seeks to Hire Robert O Lampl Law as Legal Counsel
UNITI GROUP: Units Accept for Purchase $253K of Tendered Notes

US CONSTRUCTION: Seeks Authority to Use Cash Collateral
VERINT SYSTEMS: Moody's Confirms Ba2 CFR on Cyber-Intel Biz Spinoff
VILLAS OF WINDMILL: Adversary Defendants Oppose Trustee's Plan
YELLOWSTONE TRANS: Wins Cash Collateral Access Thru Feb 26
[^] Claims Trading Report - January 2021


                            *********

1 VISION LLC: Seeks to Hire Robert W. Hansen as Accountant
----------------------------------------------------------
1 Vision, LLC seeks approval from the U.S. Bankruptcy Court for the
Eastern District of Virginia to employ Robert W. Hansen CPA, PC as
its accountant.

The firm's services include:

     a. preparation and filing of financial documents;

     b. preparation of monthly financial reports and other periodic
financial statements;

     c. preparation of tax returns;

     d. assistance with bookkeeping and financial matters;

     e. assistance in formulating a plan of reorganization; and

     f. other services necessary to assist the Debtor with its
restructuring effort.

Hansen will be paid at the rate of $250 per hour and will be
reimbursed for out-of-pocket expenses incurred.

Robert Hansen, a partner at Robert W. Hansen CPA, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.

The firm can be reached at:

     Robert W. Hansen
     Robert W. Hansen CPA, PC
     4813 Steven Hill Dr.
     Richmond, VA 23234
     Tel: (804) 743-9087

                        About 1 Vision LLC

1 Vision, LLC filed for Chapter 11 bankruptcy protection (Bankr.
E.D. Va. Case No. 20-34763) on Dec. 4, 2020.  Lonnie S. Stinson,
owner, signed the petition.  In the petition, the Debtor disclosed
$6,028,000 in assets and $1,295,632 in liabilities.

Judge Kevin R. Huennekens oversees the case.  Durrette, Arkema,
Gerson & Gill, PC is the Debtor's legal counsel.


96 WYTHE ACQUISITION: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------------
Debtor: 96 Wythe Acquisition LLC
        679 Driggs Ave
        Brooklyn, NY 11211

Business Description: 96 Wythe Acquisition LLC is a privately held
                      company whose principal property is located
                      at 96 Wythe Ave, Brooklyn, NY 11249.

Chapter 11 Petition Date: February 23, 2021

Court: United States Bankruptcy Court
       Southern District of New York

Case No.: 21-22108

Judge: Hon. Robert D. Drain

Debtor's Counsel: Mark Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY, LLP
                  800 Third Avenue
                  New York, NY 10022
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  E-mail: mfrankel@bfklaw.com

Total Assets: $0

Total Liabilities: $79,990,206

The petition was signed by David Goldwasser, chief restructuring
officer.

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

https://www.pacermonitor.com/view/MSWJB3A/96_Wythe_Acquisition_LLC__nysbke-21-22108__0001.0.pdf?mcid=tGE4TAMA

List of Debtor's 10 Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. B In Power Inc.                                        $231,558
199 Lee Ave
Suite 214
Brooklyn, NY 11211

2. Benefit Street                                      $68,000,000
Partners Realty
Operating Partnership L.P.
142 W. 57th Street
Suite 1201
New York, NY 10019

3. Decorative Home NY Inc.                                 $20,000
944 McDonald Ave
Brooklyn, NY 11218

4. Dynamic Electric                                        $30,000
1046 Winthrop Street
Brooklyn, NY 11212

5. FIA Heritage Holdings, LLC                           $3,085,773
7280 West Palmetto
Park Road
Boca Raton, FL 33433

6. International Tile                                      $10,000
703 Myrtle Ave
Brooklyn, NY 11205

7. KJ Artistic Inc.                                        $20,000
105 Sanford St
Suite 101
Brooklyn, NY 11205

8. NYC Dept. of Finance                                    Unknown
P.O. Box 680
Newark, NJ 07101-0680

9. OES - Williamsburg Hotel LLC                         $4,000,000
160 Water Street
Brooklyn, NY 11201

10. Velocity Framers                                    $1,500,000
5014 16th Ave
Suite 468
Brooklyn, NY 11204


ACASTI PHARMA: Incurs $3.2-Mil. Net Loss for Quarter Ended Dec. 31
------------------------------------------------------------------
Acasti Pharma Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
and total comprehensive loss of $3.22 million on $81,000 of
revenues for the three months ended Dec. 31, 2020, compared to a
net loss and total comprehensive loss of $12.12 million on zero
revenue for the three months ended Dec. 31, 2019.

For the nine months ended Dec. 31, 2020, the Company reported a net
loss and total comprehensive loss of $14.03 million on $81,000 of
revenues for the nine months ended Dec. 31, 2020, compared to a net
loss and total comprehensive loss of $42.13 million on zero revenue
for the nine months ended Dec. 31, 2019.

As of Dec. 31, 2020, the Company had $30.30 million in total
assets, $4.59 million in total liabilities, and $25.71 million in
total shareholders' equity.

R&D expenses before depreciation, amortization and stock-based
compensation expense for the three months ended Dec. 31, 2020
totaled $620,000 compared to $3.2 million for the three months
ended Dec. 31, 2019.  The net decrease was mainly attributable to a
reduction in research contracts with the reduction in R&D
activities as well as a reduction in headcount within the
department.

General and administrative expenses before stock-based compensation
expenses were $931,000 for the three-months ended Dec. 31, 2020 and
decreased by $262,000 from $1.2 million for the three months ended
Dec. 31, 2019.  This decrease is mostly a result of a $251,000
decrease related to legal and professional fees.

Sales and marketing expenses before stock-based compensation
expenses were $488,000 for the three months ended Dec. 31, 2020
compared to $562,000 for the three months ended Dec. 31, 2019.  The
change was related to severances associated to the reduction in
headcount in the department of $118,000, offset by the reduction in
professional fees and other sales activities of $192,000 as a
result of an end to planned pre-launch marketing activities for
CaPre.

Cash, cash equivalents totaled $26.5 million as of Dec. 31, 2020,
compared to $14.2 million at March 31, 2020.  Acasti believes that
existing cash will fully fund the Company's operations through to
an eventual completion of the evaluation of strategic options or at
least through the next 12 months, but there can be no assurance as
to when or whether Acasti will complete any strategic transaction
or collaboration.  The Company's ability to continue as a going
concern is dependent upon its ability to achieve a successful
strategic alternative and ultimately generate cashflows to meet its
obligations.

                           Strategic Review

On Sept. 29, 2020 the Company announced that it had commenced a
formal process to explore and evaluate strategic alternatives to
enhance shareholder value.  Towards this end, Acasti engaged
Oppenheimer & Co., Inc., as the Company's financial advisor to
assist in the process.  There can be no assurance of a successful
outcome from these efforts, or of the form or timing of any such
outcome.  Acasti expects to devote significant time and resources
to identifying and evaluating strategic alternatives, however,
there can be no assurance that such activities will result in any
agreements or transactions that will enhance shareholder value.
The Company does not intend to make any further disclosures
regarding the strategic review process unless and until a specific
course of action is approved by its Board of Directors.

                         Going Concern Doubt

The Corporation has incurred operating losses and negative cash
flows from operations since its inception.  Prior to this quarter,
there was substantial doubt regarding the Corporation's ability to
realize its assets and discharge its liabilities and commitments in
the ordinary course of business.  During this quarter, the
Corporation has raised net proceeds of $19.7 million under the ATM
program.  The Corporation's assets as at Dec. 31, 2020 include cash
and cash equivalents and short-term investments totaling $27.9
million.  The Corporation's current liabilities total $2.3 million
at Dec. 31, 2020 and are comprised primarily of amounts due to or
accrued for creditors.  Subsequent to Dec. 31, 2020, the
Corporation raised an additional $7.9 million of net proceeds.

Acasti said, "The Corporation's ability to continue as a going
concern is dependent upon its ability to achieve a successful
strategic alternative and ultimately generate cashflows to meet its
obligations.  Due to the failure of the Corporation's Phase 3
clinical studies to meet its primary endpoints, and the resulting
decision not to file an NDA to obtain FDA approval for CaPre, the
Corporation has commenced a formal process to explore and evaluate
strategic alternatives to enhance shareholder value, which is
currently the focus of the Corporation's activities.  There is no
assurance that a strategic transaction will be consummated as such
transaction is not within the Corporation's control.  Due to the
Corporation's lack of operating activities, its current liabilities
and commitments are limited.  As a result of the Corporation's
current liquidity profile and lack of operating activity unrelated
to the evaluating strategic alternatives, management has assessed
that substantial doubt regarding its ability to continue as a going
concern for one year from the issuance date of these financial
statements no longer exists."

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

https://www.sec.gov/Archives/edgar/data/1444192/000117184321000849/f10q_020921p.htm

                          About Acasti Pharma

Acasti -- http://www.acastipharma.com-- is a biopharmaceutical
innovator that has historically focused on the research,
development and commercialization of prescription drugs using OM3
fatty acids delivered both as free fatty acids and
bound-to-phospholipid esters, derived from krill oil.  OM3 fatty
acids have extensive clinical evidence of safety and efficacy in
lowering triglycerides in patients with hypertriglyceridemia, or
HTG. CaPre, an OM3 phospholipid therapeutic, was being developed
for patients with severe HTG.

Acasti reported a net loss and total comprehensive loss of $25.51
million for the year ended March 31, 2020, compared to a net loss
and total comprehensive loss of $39.37 million for the year ended
March 31, 2019.  As of Sept. 30, 2020, the Company had $13.83
million in total assets, $4.96 million in total liabilities, and
$8.87 million in total shareholders' equity.

KPMG LLP, in Montreal, Canada, the Company's auditor since 2009,
issued a "going concern" qualification in its report dated June 29,
2020, citing that the Corporation has incurred operating losses and
negative cash flows from operations since its inception, and
additional funds will be needed in the future that raise
substantial doubt about its ability to continue as a going concern.


AIKIDO PHARMA: Hikes Offering of Common Stock to $75 Million
------------------------------------------------------------
AIkido Pharma Inc. reported that due to demand, the underwriter has
agreed to increase the size of the previously announced public
offering and purchase on a firm commitment basis 46,875,000 shares
of common stock of the Company at a price to the public of $1.60
per share, less underwriting discounts and commissions.

H.C. Wainwright & Co. is acting as the sole book-running manager
for the offering.

The Company also has granted to the underwriter a 30-day option to
purchase up to an additional 7,031,250 shares of common stock at
the public offering price, less underwriting discounts and
commission.

The gross proceeds are expected to be approximately $75 million,
before deducting underwriting discounts and commissions and other
offering expenses payable by the Company.  The Company intends to
use the net proceeds from this offering for working capital and
general corporate purposes.
  
                       About Aikido Pharma

Headquartered in New York, NY, Aikido Pharma Inc. fka Spherix
Incorporated -- http://www.spherix.com-- was initially formed in
1967 and is currently a biotechnology company seeking to develop
small-molecule anti-cancer therapeutics.  The Company's activities
generally include the acquisition and development of technology
through internal or external research and development.  In
addition, the Company seeks to acquire existing rights to
intellectual property through the acquisition of already issued
patents and pending patent applications, both in the United States
and abroad.  The Company may alone, or in conjunction with others,
develop products and processes associated with technology
development.  Recently, the Company has invested in and helped
develop technology with Hoth Therapeutics, Inc., DatChat, Inc. and
with its recent asset acquisition with CBM BioPharma, Inc. in
December 2019.

Spherix reported a net loss of $4.18 million for the year ended
Dec. 31, 2019, compared to net income of $1.73 million for the year
ended Dec. 31, 2018. As of June 30, 2020, the Company had $32.46
million in total assets, $969,000 in total liabilities, and $31.49
million in total stockholders' equity.

Marcum LLP, in New York, NY, the Company's auditor since 2013,
issued a "going concern" qualification in its report dated Jan. 31,
2020, citing that Company has historically incurred losses from
operations 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.


ALGOMA STEEL: Moody's Hikes CFR to B3 on Performance Improvement
----------------------------------------------------------------
Moody's Investors Service upgraded Algoma Steel Inc.'s corporate
family rating to B3 from Caa2, its probability of default rating to
B3-PD from Caa2-PD and its senior secured rating to B3 from Caa2.
The ratings outlook has changed to stable from negative.

"The upgrade of Algoma's ratings reflect an improvement in
operating performance and credit metrics due to higher steel
prices, and the expectation that the company will generate positive
free cash flow", said Jamie Koutsoukis, Moody's Vice-President,
Senior Analyst.

Upgrades:

Issuer: Algoma Steel Inc.

Corporate Family Rating, Upgraded to B3 from Caa2

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

Senior Secured Bank Credit Facility, Upgraded to B3 (LGD3) from
Caa2 (LGD4)

Outlook Actions:

Issuer: Algoma Steel Inc.

Outlook, Changed To Stable From Negative

RATINGS RATIONALE

Algoma's B3 CFR is constrained by 1) its small size (2.3 million
tons/year of steel shipments in F2020), 2) a single production
site, with a single operating blast furnace, 3) exposure to
volatile steel prices, 4) capital spending needed for strategic
investment following its 2018 exit from bankruptcy proceedings and
5) a competitive disadvantage relative to North American peers
because of incremental freight costs from Sault Saint Marie,
Ontario. Algoma benefits from 1) favorable short-term fundamentals
of the North American steel market, 2) relatively low cost hot
rolled steel making capabilities, using its Direct Strip Production
Complex, 3) government (combined federal and provincial) debt
financing to assist with needed modernization, 4) expected adjusted
leverage of less than 5x in FY2021 (March year-end), and 5) good
liquidity as a result of high free cash flow generation over the
next year.

Algoma has good liquidity. Sources total about CAD400 million
compared to minimal uses in the next four quarters. Liquidity
sources consist of cash of CAD23 million as of September 2020,
about CAD64 million available under its US$250 million ABL credit
facility (due in 2023), and Moody's expected free cash flow around
CAD300 million over the next four quarters. Uses include a 1%
mandatory term loan amortization (CAD4 million). Algoma has resumed
paying interest on its term loan after paying its interest in kind
for the past three quarters. Algoma's credit facility is subject to
a springing fixed charge coverage covenant if the credit facility's
availability falls below an amount defined in the agreement, but
Moody's does not expect the covenant to be applicable in the next
four quarters.

The stable rating outlook incorporates our expectation for a
significantly improved operating performance in calendar 2021 that
will result in credit metrics that support the company's rating. It
also incorporates our expectation that the company will not
experience operational disruptions at its plant or from its
suppliers.

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

The ratings could be upgraded if the recent improvement in market
conditions is sustained, the company is able to generate consistent
positive free cash flow, adjusted debt/EBITDA is maintained below
3.5x (expected to be below 5x at March 2021) and
(CFO-dividend)/debt is sustained above 15% (expected to be 1% at
March 2021).

The ratings could be downgraded if the company experiences a
deterioration in liquidity or if adjusted debt/EBITDA is sustained
above 6.0x (expected to be below 5x at March 2021) and
(CFO-dividend)/debt sustained below 5% (expected to be 1% at March
2021).

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

Algoma Steel Inc., headquartered in Sault Saint Marie, Ontario, is
a privately held company, held by various intuitional investors.
(Some holders held long term debt of the predecessor Essar Steel
Algoma Inc.) It is a steel producer with one operating blast
furnace, which shipped 2.3 million tons during fiscal 2020. Algoma
manufactures sheet and plate, with sheet products accounting for
approximately 85% of its sales. Algoma's revenue for the last
twelve months ending September 30, 2020 was CAD1.7 billion.



ALLIANCE BREW: Seeks to Hire Holzer Patel as Special Counsel
------------------------------------------------------------
Alliance Brew Gear, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Wyoming to employ Holzer Patel Drennan,
P.C. as its special counsel.

The Debtor needs the firm's legal assistance in a case filed by
Eternal East (HK) Limited and several others (Adversary Proceeding
No. 20-02055), which concerns its intellectual property.  The firm
will also provide legal advice concerning the Debtor's patents,
trademarks and trade secrets.

Holzer Patel will be paid at hourly rates ranging from $375 to $600
and will be reimbursed for out-of-pocket expenses incurred.

Richard Holzer, Jr., Esq., a partner at Holzer Patel, disclosed in
a court filing 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:

     Richard J. Holzer, Jr., Esq.
     Holzer Patel Drennan, P.C.
     216 16th Street, Suite 1350
     Denver, CO 80202
     Tel: (720) 204-5666
     Fax: (720) 204-5669
     Email: rholzer@HPDLaw.com

                     About Alliance Brew Gear

Alliance Brew Gear Inc., a Cheyenne, Wyo.-based manufacturer of
household appliances, filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Wyo. Case No.
20-20477) on Sept. 10, 2020.  Alliance Brew President Charles Gross
signed the petition.  In the petition, the Debtor disclosed total
assets of $853,369 and total liabilities of $10,332,245.

Judge Cathleen D. Parker oversees the case.

The Debtor tapped Macy Law Office and Wadsworth Garber Warner
Conrardy, P.C. as its bankruptcy counsel, Holzer Patel Drennan P.C.
as special counsel, and Scinto Group, LLP as accountant.


ALPHA MEDIA: Seeks $115MM DIP Financing, Cash Collateral Access
---------------------------------------------------------------
Alpha Media Holdings LLC and its affiliated debtors ask the U.S.
Bankruptcy Court for the Eastern District of Virginia, Richmond
Division, for authorization to obtain postpetition financing and
use cash collateral.

The Debtors seek to obtain debtor-in-possession financing in the
aggregate principal amount of up to $115,000,000, consisting of:

          (i) a senior secured superpriority debtor-in-possession
credit facility on a senior priming secured basis in the aggregate
principal amount of $95,000,000 pursuant to the terms and
conditions set forth in the Final Order and the Senior Secured
Superpriority Debtor-In-Possession Credit Agreement, executed by
Alpha Media LLC and Alpha 3E Corporation, as issuers, each of the
other Debtors, as guarantors, Wilmington Savings Fund Society, FSB,
as administrative agent and collateral agent, and each of the
entities party thereto from time to time as lenders; and

         (ii) a junior secured superpriority debtor-in-possession
credit facility on a junior priming secured basis, consisting of a
note purchase agreement in the aggregate principal amount of up to
$20,000,000, of which (x) $5,000,000 will be used to refinance the
$5,000,000 in notes issued pursuant to the Interim Order, subject
to the terms of the Junior DIP Note Purchase Agreement, and (y) up
to an additional $15,000,000 shall be available to the Debtors
following entry of the Final Order subject to the terms of the
Junior DIP Note Purchase Agreement to fund expenses during the
pendency of these bankruptcy cases and in connection with
consummation of a chapter 11 plan in form and substance acceptable
to the DIP Agents and the Required DIP Credit Parties, in each
case, pursuant to the terms and conditions set forth in this Final
Order and the $20,000,000 Junior Secured Superpriority
Debtor-In-Possession Note Purchase Agreement, executed by Alpha
Media LLC and Alpha 3E Corporation, as issuers, each of the other
Debtors, as guarantors, ICG Debt Administration LLC, as
administrative agent and collateral agent, and each of the
Noteholders.

The proposed DIP Facilities provide, among others, for these
material terms:

     (A) Entities with Interests in Cash Collateral:  The DIP
Agents, the DIP Secured Parties, the Prepetition First Lien Secured
Parties; and the Prepetition Second Lien Secured Parties.

     (B) Term:

         (1) Pursuant to the Junior DIP Note Purchase Agreement:
The date which is the earliest of: (a) the DIP Maturity Date; (b)
the consummation of a sale of all or substantially all of the
Credit Parties' assets, (c) the effective date of the Plan of
Reorganization or any other plan of reorganization in respect of
the Debtors, and (d) the date the Obligations are accelerated
pursuant to Section 7.2 of the Junior DIP Note Purchase Agreement.

         (2) Pursuant to the Senior DIP Credit Agreement: The date
which is the earliest of: (a) the DIP Maturity Date, (b) the
consummation of a sale of all or substantially all of the Credit
Parties' assets, (c) the effective date of the Plan of
Reorganization or any other plan of reorganization in respect of
the Debtors, and (d) the date the Obligations are accelerated
pursuant to Section 7.2 of the Senior DIP Credit Agreement.

         (3) For both agreements the DIP Maturity Date is October
24, 2021; provided that if the Federal Communication Commission has
failed to approve (and has not disapproved or rejected) the change
of ownership described in the FCC Interim Long Form Application by
such date, and an officer of the Debtors certifies that the other
conditions precedent to the Plan Effective Date in the Plan of
Reorganization are capable of being satisfied promptly after the
date such FCC approval is received, the DIP Maturity Date shall be
automatically extended until 30 days after the earlier of (x) the
date the FCC approves such change of ownership or (y) the date the
FCC denies or rejects such change of ownership; provided further,
that in no event shall the DIP Maturity Date be extended past April
24, 2022.

     (C) Adequate Protection: The Debtors have agreed to provide
these forms of Adequate Protection to the Prepetition Secured
Parties:

         (1) Adequate Protection Liens:  As security for and solely
to the extent of any Diminution in Value, the Prepetition Second
Lien Agent, for the benefit of itself and the other Prepetition
Secured Parties, immediately upon entry of the Final Order and
effective as of the Petition Date, shall be granted continuing,
valid, binding, enforceable and automatically perfected
postpetition security interests and liens on all DIP Collateral,
which security interests and liens shall be junior to (x) the
Prepetition Prior Liens, (y) the Carve Out, and (z) the DIP Liens,
and shall be senior in priority to all other liens. Except with
respect to the Carve Out, the DIP Liens, and the Prepetition Prior
Liens, the Adequate Protection Liens shall not be made subject to
or pari passu with any lien or security interest heretofore or
hereinafter granted or created in any of the Chapter 11 Cases.

         (2) Adequate Protection Claim:  As further adequate
protection, and to the extent of any Diminution in Value, pursuant
to section 507(b) of the Bankruptcy Code, the Prepetition Second
Lien Agent, for the benefit of itself and the other Prepetition
Secured Parties, immediately upon entry of the Final Order and
effective as of the Petition Date, is hereby granted an allowed
superpriority administrative expense claim, which claim shall be
junior to the Carve Out, and the Superpriority DIP Claims, but
shall be senior to and have priority over any other administrative
expense claims, unsecured claims and all other claims against the
Debtors or their estates in any of the Chapter 11 Cases or any
Successor Cases, at any time existing or arising, of any kind or
nature whatsoever.  The Adequate Protection Claim shall, for
purposes of section 1129(a)(9)(A) of the Bankruptcy Code, be
considered administrative expenses allowed under section 503(b) of
the Bankruptcy Code, shall be against each Debtor on a joint and
several basis, and shall be payable from and have recourse to all
DIP Collateral.  Except for the Carve Out and the Superpriority DIP
Claims, the Adequate Protection Claim shall not be made subject to
or pari passu with any claim granted or created in any of the
Chapter 11 Cases or any Successor Cases and shall be valid and
enforceable against the Debtors, their estates and any successors
thereto, including, without limitation, any trustee appointed in
any of the Chapter 11 Cases or any Successor Cases until such time
as the Prepetition Secured Obligations are paid in full.

         (3) Additional Adequate Protection:

               (x) Budget Compliance:  The Debtors shall comply
with the Approved Budget (subject to the Budget Permitted
Variances) and all budget requirements set forth in this Final
Order and in the DIP Documents.

               (y) Information; Access to Books and Records:
Without limitation to the rights of access and information afforded
the Prepetition Debt Parties under the Prepetition Secured Credit
Documents, and each of the DIP Agents under the Final Order and/or
the DIP Documents, but subject to any applicable confidentiality
provisions in the Senior DIP Credit Agreement, the Junior DIP Note
Purchase Agreement and/or the Prepetition Secured Credit Documents,
as applicable, the Debtors shall, upon reasonable advance notice of
either of the DIP Agents and the Prepetition Second Lien Agent, as
applicable, and their respective representatives, agents and/or
employees, provide reasonable access, during normal working hours
and without substantial interference with regular business
operations, to the Debtors' premises and their books and records
and shall reasonably cooperate, consult with, and provide to such
persons all such information as may be reasonably requested. In
addition, the Debtors will authorize their independent certified
public accountants, financial advisors, investment bankers, and
consultants to, subject to any applicable confidentiality
provisions in the Senior DIP Credit Agreement, the Junior DIP Note
Purchase Agreement and/or the Prepetition Secured Credit Documents,
cooperate, consult with, and provide to the DIP Agents and the
Prepetition Second Lien Agent, and their respective
representatives, agents and/or employees, as applicable, all such
information as may be reasonably requested with respect to the DIP
Collateral and/or the business, results of operations and financial
condition of any of the Debtors.

               (z) Maintenance of Collateral:  The Debtors shall
continue to maintain and insure the Prepetition Collateral in
amounts and for the risks, and by the entities, as required under
DIP Documents.

     (D) Carve Out:  The "Carve Out" means: (i) all fees required
to be paid to (A) the Clerk of the Court and (B) the Office of the
United States Trustee pursuant to 28 U.S.C. Section 1930(a); (ii)
all reasonable fees and expenses incurred by a trustee under
section 726(b) of the Bankruptcy Code in an amount not exceeding
$50,000; (iii) to the extent allowed at any time, whether by a
compensation procedure order, procedural order, or otherwise, all
unpaid fees and expenses (including any restructuring sale,
success, or other transaction fee of any investment bankers or
financial advisors of the Debtors) incurred by persons or firms
retained by the Debtors pursuant to section 327, 328, or 363 of the
Bankruptcy Code and an Official Committee (if appointed) pursuant
to section 328 or 1103 of the Bankruptcy Code at any time before or
on the first Business Day following delivery by either of the DIP
Agents of a Carve Out Trigger Notice, whether allowed by the Court
prior to or after delivery of a Carve Out Trigger Notice; and (iv)
Allowed Professional Fees of Professional Persons in an aggregate
amount not to exceed $1,250,000 incurred after the first Business
Day following delivery of a Carve Out Trigger Notice, to the extent
allowed at any time, whether by a compensation procedures order or
otherwise.

     (E) Commitment: $20 million under the Junior DIP Note Purchase
Agreement; and $95 million under the Senior DIP Credit Agreement.

     (F) Interest Rates:

         (1) Under the Junior DIP Note Purchase Agreement:  The
Junior DIP Notes shall bear interest from the date made at a rate
per annum equal to Benchmark plus the Applicable Margin therefor.
All computations of interest shall be made on the basis of a
360-day year and actual days elapsed.  "Applicable Margin" means
9.50% per annum.

         (2) Under the Senior DIP Credit Agreement:  The Loans
shall bear interest from the date made at a rate per annum equal to
Benchmark plus the Applicable Margin. All computations of fees and
interest shall be made on the basis of a 360-day year and actual
days elapsed.  "Applicable Margin" means 8.00% per annum.

         (3) In both agreements, the Benchmark is the three month
LIBOR Rate.

     (G) Milestones: Under the Junior DIP Note Purchase Agreement
and Senior Secured DIP Credit Agreement, respectively, each Credit
Party shall cause the following actions to be taken by the Debtors
or the Bankruptcy Court, as applicable, by the following dates:

         (1) no later than 10 Business Days after the later of the
date on which (x) the FCC approves the FCC Short Form Application
or (y) the Debtors determine in their discretion that they have
received from the Supporting Second Lien Noteholders sufficient
information required to file the FCC Interim Long Form Application,
the Supporting Second Lien Noteholders and Exit First Lien Lenders,
the Debtors shall file, as appropriate, FCC Forms 314 or 315 -- the
"FCC Interim Long Form Application" -- seeking approval to issue
new equity in a manner that complies with the foreign ownership
limitations under Section 310(b)(4) of the Communications Act of
1934, as amended, and other applicable rules and regulations of the
FCC, without any declaratory ruling, waiver or other form of
special relief, other than that which permits the holding of the
Reorganized Alpha Warrants, under the Plan of Reorganization;

         (2) no later than three Business Days after the Effective
Date or Closing Date, respectively, the Debtors shall file the Plan
of Reorganization and Disclosure Statement with the Bankruptcy
Court;

         (3) no later than 60 days after the Petition Date, the
Bankruptcy Court shall have entered an order approving the
Disclosure Statement and the solicitation materials with respect to
the Plan of Reorganization;

         (4) no later than one hundred ten (110) days after the
Petition Date, the Bankruptcy Court shall have entered the
Confirmation Order; and

         (5) no later than 10 Business Days after the FCC approves
the FCC Interim Long Form Application the Plan Effective Date shall
occur.

     (H) Use of DIP Facility and Cash Collateral:

         (1) Under the Junior DIP Note Purchase Agreement, the use
of cash collateral and the proceeds of the Junior DIP Notes made,
and deemed made, hereunder shall be used by the Issuer as follows:

             (a) (x) to repay in full all obligations under the
Interim DIP Facility, and (y) for the purposes, and subject to the
limitations, set forth in Paragraph 10 of the Final Order; and

             (b) to fund the payment of all costs and expenses
necessary to consummate the Plan of Reorganization.

          (2) Under the Senior DIP Credit Agreement, the proceeds
from the Loans shall be used to:

              (1) Repay in full the Prepetition First Lien
Obligations;

              (2) Pay all fees, costs and expenses of the
Administrative Agent and Lenders payable under the Senior DIP
Credit Agreement; and

              (3) As otherwise provided in paragraph 10 of the
Final Order.

     (I) Events of Default:  Any of the following, among others,
shall constitute an "Event of Default":

         (1) Non-Payment:  Any Credit Party fails (i) to pay when
and as required to be paid under the Junior DIP Note Purchase
Agreement, any amount of principal of any DIP Note, including after
maturity of the Junior DIP Notes, or (ii) to pay within two
Business Days after the date when due, any interest on any Junior
DIP Note or any fee or any other amount payable under the Junior
DIP Note Purchase Agreement or pursuant to any other DIP Note
Document;

         (2) Representation or Warranty:  Any representation,
warranty or certification by or on behalf of any Credit Party or
any of its Subsidiaries made or deemed made in any Junior DIP Note
Document, or which is contained in any certificate, document or
financial or other statement by any such Person, or their
respective Responsible Officers, furnished at any time under any
Junior DIP Note Document, shall prove to have been incorrect in any
material respect (without duplication of other materiality
qualifiers contained therein) on or as of the date made or deemed
made;

         (3) Specific Defaults:  The occurrence of certain specific
defaults, subject in certain cases to grace periods, including:

             (a) failure to maintain and deliver certain financial
statements;

             (b) failure to deliver certain documents related to
the financial statements including a management discussion and
analysis report and compliance certificate;

             (c) failure to deliver a Budget Update;

             (d) failure to provide notice of the occurrence of an
Event of Default;

             (e) failure to deliver a Budget Variance Report;

             (f) failure of any Credit Party or any of their
Subsidiaries to preserve and maintain their organizational
existence and good standing;

             (g) failure of the Issuers to use the proceeds of the
Junior DIP Notes as required;

             (h) failure to comply with certain Milestones,
including with respect to the FCC Short Form Application and the
FCC Interim Long Form Application;

             (i) failure to comply with any of the negative
covenants in Article V of the Junior DIP Note Purchase Agreement;

         (4) Other Defaults:  Any Credit Party fails to perform or
observe any other term, covenant or agreement contained in the
Junior DIP Note Purchase Agreement or any other Junior DIP Note
Document, and such default shall continue unremedied for a period
of 30 days after the earlier to occur of (i) the date upon which a
Responsible Officer of any Credit Party becomes aware of such
default and (ii) the date upon which written notice thereof is
given to the Issuer Representative by the Junior Agent or Required
Junior DIP Noteholders.

The Debtors are party to a First Lien Credit Agreement dated
February 25, 2016, by and among each of the Debtors other than
Alpha Holdings as Prepetition Secured Obligors, DBD AMAC LLC as
successor to Antares Capital LP as administrative agent -- Fortress
or the Prepetition First Lien Agent -- and each of the Prepetition
First Lien Lenders.  The Prepetition First Lien Credit Agreement
provides for a $280 million facility which consists of a $265
million term loan and up to $15 million in revolving loan
commitments.  The First Lien Revolver and the First Lien Term Loan
mature on February 25, 2021 and February 25, 2022, respectively.
As of the Petition Date, approximately $75 million is outstanding
on the First Lien Term Loan and approximately $15 million is
outstanding on the Prepetition First Lien Revolver.  The
Prepetition Secured Obligors' obligations under the Prepetition
First Lien Credit Agreement are purportedly secured by a first lien
on all of the Prepetition Secured Obligors' right, title, and
interest in substantially all of their assets other than certain
equity interests, and certain FCC licenses.

Prior to the Petition Date, Alpha Media LLC and Alpha 3E
Corporation issued notes secured by a second lien on the
Prepetition Collateral in the original principal amount of $65
million pursuant to the Second Lien Note Purchase Agreement dated
February 25, 2016, by and among each of the Prepetition Secured
Obligors, ICG Debt Administration LLC as agent, and the note
purchaser parties thereto.  As of the Petition Date, the aggregate
amount outstanding under the Prepetition Second Lien Notes is
approximately $73 million.  The Prepetition Second Lien Notes
mature on August 25, 2022.

Pursuant to the Note and Warrant Purchase Agreement dated February
25, 2016, Alpha Holdings issued unsecured notes with an aggregate
face value of $55 million -- Prepetition HoldCo Notes -- to, among
others, ICG North America Holdings Ltd. and Intermediate Capital
Group plc.  Pursuant to the Prepetition HoldCo Notes Purchase
Agreement, interest on the Prepetition HoldCo Notes compounds
quarterly at the non-default rate between 12.5% to 13% and is
capitalized and added to the principal amount outstanding.  As of
the Petition Date, approximately $104 million of principal,
interest, fees, and expenses is outstanding under the Prepetition
HoldCo Notes.  The Prepetition HoldCo Notes mature on February 25,
2023.  The claims of the holders of the Prepetition HoldCo Notes
are structurally subordinated to the claims of the Prepetition
Secured Obligors' creditors.

"The DIP Facilities are reasonable under current market conditions
and provide the Debtors with access to the amount of capital that
is necessary to administer their chapter 11 cases on terms better
under the circumstances than any other alternative source of
postpetition financing. . . First, the DIP Facilities are the most
attractive source of postpetition financing among the Debtors'
current alternatives because they are predicated upon the only
fully consensual path to the Debtors' emergence from chapter 11. .
.  Specifically, because the DIP Facilities are supported by the
Debtors' second lien lenders and unsecured noteholders and
contemplate retiring all of the Debtors' existing first lien debt
through the extension of postpetition financing, it is unlikely
that any funded debt holder will object.  This will eliminate
litigation costs associated with a less than fully consensual deal
and will avoid the potential cram up fight that might ensue if the
Debtors' existing first lien lenders were to remain part of the
Debtors' capital structure through the pendency of these chapter 11
cases.  Second, although the aggregate cost to the Debtors of the
Fortress Proposal and the DIP Facilities is comparable, the DIP
Facilities provide more liquidity to the Debtors upon their
emergence from chapter 11 than does the Fortress Proposal.  Third,
the DIP Facilities reduce the amount of the Debtors' first lien
debt which makes it easier for the Debtors to refinance their first
lien indebtedness in the future.  Similarly, because the terms of
the deal underlying the DIP Facilities are such that the second
lien debt holders are contemplated to be the Debtors' new equity
holders, the Debtors are likely to have greater flexibility to
amend or refinance their junior debt after they emerge.  Finally,
the principal economic terms proposed under the DIP Facilities were
negotiated in good faith, at arm's length, and are, in the
aggregate, consistent with the cost of debtor-in-possession
financings generally," the Debtors tell the Court.

A full-text copy of the Debtors' Amended Motion dated February 18,
2021, is available for free at https://tinyurl.com/2sv2hpmx from
Stretto, the claims agent.

                    About Alpha Media Holdings

Alpha Media is a privately held radio broadcast and multimedia
company. Formed in 2009 by a veteran radio executive, Alpha Media
grew through acquisitions and now owns or operates more than 200
radio stations that provide local news, sports, music, and
entertainment to a weekly audience of more than 11 million
listeners in 44 communities across the United States. In addition
to its radio stations, Alpha Media provides digital content through
more than 200 websites and countless mobile applications and
digital streaming services.

Alpha Media and its affiliates sought Chapter 11 protection (Bankr.
E.D. Va. Lead Case No. 21-30209) on Jan. 25, 2021. John Grossi,
chief financial officer, signed the petitions. At the time of the
filing, Alpha Media disclosed estimated assets of $10 million to
$50 million and estimated liabilities of $50 million to $100
million.

Judge Kevin R. Huennekens oversees the cases.

The Debtors tapped Sheppard, Mullin, Richter & Hampton LLP as legal
counsel; Kutak Rock LLP as local counsel; Moelis & Company as
financial advisor; and Ernst & Young LLP as restructuring advisor.
Stretto is the claims and noticing agent.

Wilmington Savings Fund Society as the Administrative Agent to the
First Lien Lenders, may be reached at:

     Patrick J. Healy
     Wilmington Savings Fund Society, FSB
     500 Delaware Avenue, 11th Floor
     Wilmington, DE 19801
     E-mail: phealy@wsfsbank.com

Wilmington Savings Fund Society as the Administrative Agent to the
First Lien Lenders, is represented by:

     Sidney Levinson, Esq.
     Daniel Pyon, Esq.
     Debevoise & Plimpton LLP
     919 Third Avenue
     New York, NY 10022
     E-mail: slevinson@debevoise.com
             dpyon@debevoise.com

          - and -

     E-mail: tpbrown@huntonAK.com
     Hunton Andrews Kurth LLP
     951 E. Byrd Street
     Richmond, VA 23219
     Tyler Brown, Esq.

Members of the Junior lending syndicate are:

     * ICG DEBT ADMINISTRATION LLC, as Agent
       600 Lexington Avenue, 19th Floor
       New York, NY 10022
       Attn: Brian Spenner
       Facsimile: (212) 710-9651
       Email: Brian.Spenner@icgplc.com

            - and -

       ICG North American Deal Administration
       600 Lexington Avenue, 19th Floor
       New York, NY 10022
       Attn: Arthur Brodsky
       Telephone: (212) 710-9651
       Email: arthur.brodsky@icgam.com

     * ICG NORTH AMERICA HOLDINGS LTD., as a DIP Noteholder

     * INTERMEDIATE CAPITAL GROUP PLC, as a DIP Noteholder

     * NASSAU LIFE INSURANCE COMPANY, as a DIP Noteholder
       One American Row
       Hartford, CT 06102
       Attn: Pam Moody
       Facsimile: 860-403-7248
       Email: pmoody@nsre.com
              NAIOperations@nsre.com

     * PHL VARIABLE INSURANCE COMPANY, as a DIP Noteholder
       One American Row
       Hartford, CT 06102
       Attn: Pam Moody
       Facsimile: 860-403-7248
       Email: pmoody@nsre.com;
       E-mail: NAIOperations@nsre.com

     * METLIFE PRIVATE EQUITY HOLDINGS, LLC, as a DIP Noteholder
       Metlife Investment Management LLC, its investment manager
       One MetLife Way
       Whippany, NJ 07981
       Attention: Justin Ryvicker
       Facsimile: (908) 552-2335
       Email: alternatives@metlife.com

       Aaron Wernick, Esq.
       Investments, Law Department
       MetLife Investment Management, LLC
       One MetLife Way
       Whippany, NJ 07981
       Telephone: (973) 355-4543
       Email: aaron.wernick@metlife.com

     * METLIFE INSURANCE K.K., as a DIP Noteholder
       Metlife Investment Management LLC, its investment manager

       MetLife Asset Management Corp. (Japan)
       Administration Department
       ARCA East 7F, 3-2-1 Kinshi
       Sumida-ku, Tokyo 130-0013 Japan
       Attention: Administration Dept. Manager
       Email: saura@metlife.co.jp

       MetLife Investment Management, LLC
       18210 Crane Nest Drive
       Tampa, FL 33647 USA
       Attention: Manager/Director – Private Placements
       Facsimile: (813) 983-5466
       E-mail: privates_tampa@metlife.com

     * FLORIDA GROWTH FUND LLC, as a DIP Noteholder
       HL Florida Growth LLC, its Manager
       One Presidential Boulevard, 4th Floor
       Bala Cynwyd, PA 19004
       Attn: Elina Magid
       Facsimile: 610-617-9853
       Email: monitor@hamiltonlane.com

     * HAMILTON LANE STRATEGIC OPPORTUNITIES 2016 FUND LP, as a
          DIP Noteholder
       Hamilton Lane Strategic Opportunities 2016 GP LLC,
          its General Partner
       One Presidential Boulevard, 4th Floor
       Bala Cynwyd, PA 19004
       Attn: Elina Magid
       Facsimile: 610-617-9853
       Email: monitor@hamiltonlane.com

     * BIG SUR CAPITAL PARTNERS THREE CORP., as a DIP Noteholder
       BigSur Partners
       1441 Brickell Avenue, Suite 1410
       Miami, FL 33131
       Attn: Ignacio Pakciarz
       Facsimile: 305-350-9998
       Email: ignacio.pakciarz@bigsurpartners.com

The Junior lenders have hired Kramer Levin Naftalis & Frankel LLP,
McGuireWoods LLP, Fletcher Heald & Hildreth, PLC, Quinn Emanuel
Urquhart & Sullivan LLP and GLC Advisors & Co., as advisors.


APPALACHIAN CHRISTIAN: Fitch Withdraws D Rating on 2013 Bonds
-------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn the 'D' rating on the
revenue refunding and improvement bonds series 2013 that were
issued by the Health and Educational Facilities Board of the City
of Johnson City, Tennessee on behalf of Appalachian Christian
Village (d/b/a Cornerstone Village) (ACV).

Fitch has withdrawn the rating on the above series of bonds as ACV
has defaulted. Accordingly, Fitch will no longer provide ratings or
analytical coverage for ACV. Following the withdrawal of ACV's
ratings, Fitch will no longer be providing the associated ESG
Relevance Scores.

SECURITY

The bonds are secured by a pledge of gross revenues and a mortgage
on certain property of the obligated group, consisting of
Appalachian Christian Village and Appalachian Christian Village
Foundation, Inc. A debt service reserve fund (DSRF) provides
additional security. However, the DSRF was reduced to approximately
$420,000 following ACV's unscheduled draw to pay its semi-annual
principal and interest payment on the series 2013 bonds on Feb. 15,
2020.

KEY RATING DRIVERS

PAYMENT DEFAULT: The 'D' rating reflects ACV's failure to timely
pay its semi-annual principal and interest payments on its series
2013 bonds that was due on Aug. 15, 2020. Due to ongoing financial
difficulties, ACV failed to make its required monthly payments
toward debt service to the trustee, which resulted in the trustee
drawing on the DSRF to make the semi-annual bond payment that was
due on Feb. 15, 2020. While the remaining DSRF had enough funds to
cover the Aug. 15, 2020 payment, the trustee chose not to draw on
the remaining trustee-held funds to make consecutive semi-annual
bond payments. Additionally, for its semi-annual bond payment due
on Feb. 15, 2021, the trustee was expected to make the interest
payment but will not make the principal payment due to the prior
unreimbursed draw on the DSRF and its concerns surrounding ACV's
ability to continue to make timely payments if the sale of ACV's
assets does not occur as expected.

ACV has an Environmental, Social, and Governance (ESG) score of '5'
for its demonstrated lack of board effectiveness, which Fitch views
as an asymmetric risk factor. Fitch believes the board's overdue
and delayed replacement of its prior management team translated
into consecutive years of operating losses from fiscal 2015 - 2019
which lead to their missed semi-annual payments in 2020.

RATING SENSITIVITIES

Rating sensitivities are no longer relevant given the rating
withdrawal.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

CREDIT PROFILE

ACV is a rental (previously Type-C) life plan community located in
Johnson City, TN with 177 ILUs, 89 assisted living units (ALUs),
and 103 SN beds located on two campuses, Sherwood and Pine Oaks. Of
the 89 ALUs, 69 are located at Pine Oaks Assisted Living Community,
which is leased and operated by ACV, but not part of the obligated
group.

ESG CONSIDERATIONS

Appalachian Christian Village (TN): Governance Structure: 5,
Financial Transparency: 4

ACV has a governance structure ESG score of '5' due to the
demonstrated lack of board effectiveness stemming from their
delayed removal of the prior management team.

ACV has a financial transparency ESG score of '4' for its
previously weak financial disclosure practices under its prior
management team. However, Fitch notes that Care Centers Management
Consulting (CCMC) has had strong disclosure practices since taking
over as manager of the facility in April 2019.

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.

Following the withdrawal of ACV's ratings, Fitch will no longer be
providing the associated ESG Relevance Scores.


ASCENA RETAIL: US Trustee Says Amended Plan Still Unconfirmable
---------------------------------------------------------------
John P. Fitzgerald, III, Acting United States Trustee for Region
Four, objects to the Amended Joint Chapter 11 Plan of
Reorganization of Ascena Retail Group, Inc. and Its Debtor
Affiliates filed on Dec. 30, 2020.

The United States Trustee's objection with respect to the
third-party release provisions and exculpation provisions remain
while some of the objections that the United States Trustee
previously raised in the UST Disclosure Statement Objection and/or
the Confirmation Objection were resolved through the filing of the
amendments to the plan.

The United States Trustee also believes that crucial information
that was supposed to be filed with the Plan Supplement remains
outstanding. Accordingly, the United States Trustee objects to
confirmation of the Amended Plan in its current form.  

Moreover, the United States Trustee incorporates and adopts the
confirmation objections raised in the UST Disclosure Statement
Objection as well as in the Confirmation Objection with respect to
the third-party releases and exculpation provisions.

Finally, the Plan cannot be confirmed as it fails to comply with
the applicable provisions of Section 1129. Accordingly,
confirmation should be denied. The United States Trustee reserves
his rights to object to other deficiencies at the hearing on the
confirmation of the Amended Plan.

                     About Ascena Retail

Ascena Retail Group, Inc. (Nasdaq: ASNA) is a national specialty
retailer offering apparel, shoes, and accessories for women under
the Premium Fashion (Ann Taylor, LOFT, and Lou & Grey), Plus
Fashion (Lane Bryant, Catherines and Cacique), and Value Fashion
(Dressbarn) segments, and for tween girls under the Kids Fashion
segment (Justice). Ascena, through its retail brands, operates
ecommerce websites and approximately 2,800 stores throughout the
United States, Canada, and Puerto Rico. Visit
http://www.ascenaretail.com/for more information.

Ascena Retail reported a net loss of $661.4 million for the fiscal
year ended Aug. 3, 2019, a net loss of $39.7 million for the year
ended Aug. 4, 2018, and a net loss of $1.06 billion for the year
ended July 29, 2017.

On July 23, 2020, Ascena Retail Group and its affiliates sought
Chapter 11 protection (Bankr. E.D. Va. Case No. 20-33113).  As of
Feb. 1, 2020, Ascena Retail had $13,690,710,379 in assets and
$12,516,261,149 in total liabilities.

The Hon. Kevin R. Huennekens is the case judge.

The Debtors tapped Kirkland & Ellis LLP and Cooley LLP as
bankruptcy counsel, Guggenheim Securities, LLC, as financial
Advisor, and Alvarez and Marsal North America, LLC as restructuring
advisor.  Prime Clerk, LLC is the claims agent.

                          *    *    *

In September 2020, FullBeauty Brands Operations, LLC, won an
auction to acquire Ascena's Catherines intellectual property assets
for a base purchase price of $40.8 million and potential upward
adjustment for certain inventory.

In November 2020, Ascena won approval to sell the intellectual
property of its Justice Brand and other Justice brand assets to
Justice Brand Holdings LLC, an entity formed by Bluestar Alliance
LLC (a leading brand management company), for $90 million.

The Company continues to operate its Ann Taylor, LOFT, Lane Bryant,
and Lou & Grey brands as normal through a reduced number of retail
stores and online.


BC HOSPITALITY: Taps Lenders as Lead Bidder for By Chloe
--------------------------------------------------------
Aisha Al-Muslim of Wall Street Journal reports that the owner of
vegan restaurant chain By Chloe has named its bankruptcy lenders as
the lead bidders to acquire its assets out of chapter 11, with
hopes to get the proposed sale approved by the first week of March
2021.

The chain's bankrupt parent BC Hospitality Group Inc., designated a
group of investors as the stalking horse bidders, according to
records filed Saturday in the U.S. Bankruptcy Court in Wilmington,
Del., setting the minimum price for other potential bidders to
beat.

Under the agreement, the stalking horse bidders would acquire 100%
of the equity interests of the company in exchange for a credit
bid, equal to the $3.25 million in bankruptcy financing they
provided, according to court papers.

The investor group includes Qoot International UK Ltd., along with
equity investor Kitchen Fund LP, private-equity firms Lion Capital
LLP, investment firm Bain Capital LP, and venture-capital firm
Simple Capital Management LLC.

As part of the deal, the lenders would assume up to $150,000 in
claims held by trade creditors, fund cash distributions to claim
holders, plus additional cash to cover administrative costs, court
papers showed. The agreement is subject to higher bids and final.

                       About By Chloe

By Chloe is a fast-casual vegan restaurant chain based in New York
City.

BC Hospitality Group Inc. and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-13103) on Dec. 14,
2020.  BC Hospitality was estimated to have assets of $10 million
to $50 million and liabilities of $1 million to $10 million.

YOUNG CONAWAY STARGATT & TAYLOR, LLP, is the Debtors' counsel.
ANKURA CONSULTING GROUP, LLC, is the financial advisor.


BEZH SERVICES: Seeks to Hire Kutner Brinen as Legal Counsel
-----------------------------------------------------------
Bezh Services, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to employ Kutner Brinen, P.C. as its
legal counsel.

The firm's services include:

   a. advising the Debtor regarding its powers and duties under the
Bankruptcy Code;

   b. assisting the Debtor in the development of a Chapter 11 plan
of reorganization;

   c. filing legal papers and actions that may be required in the
continued administration of the Debtor's property under Chapter
11;

   d. taking necessary actions to enjoin and stay until a final
decree the continuation of pending proceedings, and enjoining and
staying until a final decree the commencement of lien foreclosure
proceedings; and

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

The firm will be paid based upon its normal and usual hourly rates
and will be reimbursed for out-of-pocket expenses incurred.

Jeffrey Brinen, Esq., a partner at Kutner Brinen, disclosed in a
court filing 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:

     Jeffrey S. Brinen, Esq.
     Kutner Brinen, P.C.
     1660 Lincoln Street, Suite 1720
     Denver, CO 80264
     Tel: (303) 832-2400
     Email: jsb@kutnerlaw.com

                        About Bezh Services

Bezh Services, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D. Colo. Case No. 21-10745) on Feb. 17, 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.  

Judge Thomas B. Mcnamara oversees the case.  Kutner Brinen, P.C. is
the Debtor's legal counsel.


BLACKRIDGE TECHNOLOGY: Affiliate Seeks to Hire VPTax as Accountant
------------------------------------------------------------------
Blackridge Technology Holdings, Inc., an affiliate of Blackridge
Technology International, Inc., seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to employ VPTax, Inc.
as its accountant.

The firm will prepare the Debtor's tax returns for the year ending
Dec. 31, 2019 and Dec. 31, 2020, and will provide tax advisory
services.

VPTax will be paid at these rates:

     Principal                $400 per hour
     Tax Director             $350 per hour
     Specialty                $250 per hour
     Senior Tax Associate     $200 per hour
     Tax Associate            $$15 per hour
     Staff                    $100 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

The retainer fee is $8,300.

Shelby Eckroth, a partner at VPTax, disclosed in a court filing
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:

     Shelby Eckroth
     VPTax, Inc.
     150 Executive Park Blvd., Suite 3050
     San Francisco, CA 94134
     Tel: (408) 278-8370

            About Blackridge Technology International

Blackridge Technology International, Inc. develops, markets and
supports a family of products that provide a next-generation
cybersecurity solution for protecting enterprise networks and cloud
services.

Blackridge Technology International filed a voluntary Chapter 11
petition (Bankr. D. Nev. Case No. 20-50314) on March 13, 2020.  Its
affiliates, Blackridge Technology Holdings, Inc. and Blackridge
Research Inc Inc., filed Chapter 11 petitions on April 2 and 30,
2020, respectively.

At the time of the filing, Blackridge Technology International and
Blackridge Technology Holdings disclosed assets of between $10
million and $50 million and liabilities of the same range.
Blackridge Research's total assets and liabilities range from $1
million to $10 million.

Judge Bruce T. Beesley oversees the cases.

The Debtors tapped Harris Law Practice LLC as their legal counsel,
Patagonia Capital Advisors as investment banker, and VPTax, Inc. as
accountant.


BOYCE HYDRO: Wins Cash Collateral Access on Final Basis
-------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan,
Northern Division, has authorized Boyce Hydro, LLC and affiliates
to use cash collateral on a final basis.

The Court authorizes the Debtors to use Cash Collateral for the
disbursements set forth in the budgets, with a 10% variance. The
Court recognizes that the Debtors' bankruptcy-exit plan may become
effective prior to the Cash Collateral End Date, and if so, the
Liquidating Trust will be authorized to make any necessary payments
contained in the Budgets not made by the Debtors prior to the
occurrence of the Effective Date.

In addition to Byline Bank's security interests, liens, rights, and
other interests in and with respect to its collateral, as adequate
protection for and to secure the payment of an amount equal to any
diminution in the value of its collateral, the Debtors grant Byline
security interests in and liens upon all the assets of the Debtors
and all hereafter-acquired assets of the Debtors, and specifically
including commercial tort claims and other causes of action senior
to any other security interests, liens, or encumbrances, subject
only to the Carve-Outs. The Carve-Outs consist of any lien on the
Debtors' assets that the Court may approve in the future as being
senior to Byline's liens on a particular asset or asset, valid,
perfected, and enforceable prepetition liens which are senior to
the Lenders' respective liens or security interests as of the
Petition Date, the payment of the United States Trustee's fees, and
the amount of the Debtors' professionals' fees and disbursements
accrued as of the date of the termination of the Debtors' use of
Cash Collateral after application of any prepetition retainer.

As further adequate protection, Byline is granted security
interests in and liens upon the Debtor's four BM Properties and the
Debtors will provide Byline an "actual to budget" reconciliation of
all inflows and expenses listed in each Budget for the preceding
month.

The Debtors have opened DIP accounts at TCF Bank reflected on to
comply with U.S. Trustee requirements, and Byline will be deemed to
have a properly perfected first position lien on Cash Collateral
held in the DIP Accounts initially in the amount of all Cash
Collateral transferred from the Byline accounts.

The Debtors and Byline also are entering into an account control
agreement filed by the Debtors on September 24, 2020 as part of a
Supplement (Docket No. 218), provided, however, that the purpose of
the DACA will be limited to ensuring that Byline maintains its
liens on cash transferred to the Debtors' debtor-in-possession bank
accounts.

A copy of the Interim Order is available at https://bit.ly/3bpRK7a
from Stretto, the claims agent.

                     About Boyce Hydro, LLC

Boyce Hydro is an Edenville dam that was privately owned and
operated by Boyce Hydro Power, a company based in Edenville, which
also owned three other hydroelectric facilities.

On July 31, 2020, Boyce Hydro, LLC, and Boyce Hydro Power, LLC,
sought Chapter 11 protection (Bankr. E.D. Mich. Case Nos. 20-21214
and 20-21215). Boyce Hydro, LLC, and Boyce Hydro Power were each
estimated to have $10 million to $50 million in assets and $1
million to $10 million in liabilities as of the bankruptcy filing.

Judge Daniel S. Opperman oversees the case.

GOLDSTEIN & MCCLINTOCK LLP, led by Matthew E. McClintock, Esq., is
the Debtors' counsel.



BURGER MIAMI: Seeks to Hire Borbon & Associates as Counsel
----------------------------------------------------------
Burger Miami, LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Borbon & Associates,
P.A. as its legal counsel.

The firm's services include:

   a) advising the Debtor regarding the administration of its
Chapter 11 case;

   b) advising the Debtor regarding its powers and duties in the
continued management and operation of its business and property;

   c) representing the Debtor before the bankruptcy court and
advising the Debtor on pending litigation, hearings, motions and
decisions of the court;

   d) advising the Debtor regarding applications, orders and
motions filed by third parties;

   e) attending meetings conducted pursuant to Section 341(a) of
the Bankruptcy Code and representing the Debtor at all
examinations;

   f) communicating with creditors and other parties in interest;

   g) assisting the Debtor in preparing legal papers;

   h) conferring with other professionals retained by Debtor and
other parties in interest;

   i) negotiating and preparing the Debtor's Chapter 11 plan,
disclosure statement and all related documents, and taking any
necessary actions to obtain confirmation of the plan; and

   j) other necessary legal services.

Borbon & Associates will be paid at these rates:

     Attorneys              $275 to $375 per hour
     Paralegals             $120 to $160 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

Jerry Borbon, Esq., a partner at Borbon & Associates, disclosed in
a court filing 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:

     Jerry A. Borbon, Esq.
     Borbon & Associates, P.A.
     814 Ponce de Leon Blvd., Ste. 210
     Coral Gables, FL 33134
     Tel: (305) 595-3115
     Email: j@borbonlaw.com

                        About Burger Miami

Burger Miami, LLC filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Fla. Case No. 21-10114) on Jan. 7, 2021.  At the time of the
filing, the Debtor had estimated assets of less than $50,000 and
liabilities of between $50,001 and $100,000.  

Judge Peter D. Russin oversees the case.  The Debtor is represented
by Borbon & Associates, P.A.


CARRIAGE SERVICES: Moody's Raises CFR to B1 on Revenue Growth
-------------------------------------------------------------
Moody's Investors Service upgraded Carriage Services, Inc.'s
corporate family rating to B1 from B2, probability of default
rating to B1-PD from B2-PD and senior unsecured rating to B2 from
B3. The Speculative Grade Liquidity rating was upgraded to SGL-2
from SGL-3, indicating good liquidity. The outlook remains stable.

"Revenue growth, EBITDA margin expansion and substantial debt
reduction resulted in strong free cash flow generation and a
decline in year-end 2020 Moody's adjusted leverage estimated to be
4.5x," said Sean Cray, Moody's Analyst. Cray continued: "Despite
uncertainty about 2021 organic revenue growth due to the
coronavirus pandemic, which we view as a social risk under our ESG
framework, we expect Carriage to continue improving its funeral
market share and successfully integrate its recent acquisitions,
resulting in continued margin expansion. The action also reflects
governance considerations, specifically a less aggressive financial
policy evidenced by Carriage's nearly 14% debt reduction through
fiscal year 2020 and the company's expectation to reach 4x
company-calculated leverage within the next few months."

Upgrades:

Issuer: Carriage Services, Inc.

Corporate Family Rating, Upgraded to B1 from B2

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

Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3

Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD4)
from B3 (LGD4)

Outlook Actions:

Issuer: Carriage Services, Inc.

Outlook, Remains Stable

RATINGS RATIONALE

The B1 CFR reflects Carriage's small scale with about $330 million
of annual revenue, high leverage with debt to EBITDA of 4.5x as of
December 31, 2020, and modest free cash flow generation and
interest coverage with free cash flow to debt of about 7% and EBITA
to interest expense of about 2.7x over the next 12 to 18 months.
The ratings also reflect the fragmented and competitive deathcare
industry dynamics with larger and smaller competitors which could
create pricing pressures or limit revenue growth. Moody's expects
declining average revenue per service, a trend in the funeral
industry for the past several years, to continue to pressure
Carriage's ability to grow same-store revenue. The ongoing secular
trends toward the increasing use of cremation services, which often
generate lower revenue than traditional burial and funeral
services, could also weigh on financial performance or impede
revenue and profit growth over time.

The ratings are supported by Carriage's established position as the
second largest player in the fairly stable deathcare industry, with
solid profitability reflected in EBITDA margins of about 30%. The
value of select Carriage assets, including its diverse set of owned
and controlled funeral and cemetery properties and a backlog of
already-sold pre-need funeral and cemetery contracts, is likely
greater than the amount of select liabilities, including its costs
to perform under its contracted pre-need service contracts and its
debt. The coronavirus pandemic caused a spike in deaths in 2020 and
likely will in the first half of 2021 as well, which is benefitting
Carriage's performance. Though there is uncertainty about death
rates in the aftermath of the pandemic, Carriage is supported by
demographic trends that include an aging US population and the
expectation for higher death rates over the medium term.

The SGL-2 rating reflects Carriage's good liquidity profile. Free
cash flow of about $30 million per year before acquisitions is
expected over the next 12 months. However, Carriage is not expected
to maintain large cash balances as evidenced by the less than $1
million cash held as of December 31, 2020. Liquidity is supported
by $144 million availability under its $190 million revolver
expiring May 2023 (unrated). Financial covenants include a maximum
leverage ratio (as defined in the credit agreement) of no more than
5.5x for the period ended December 31, 2020 and each quarter ended
thereafter, and a minimum fixed charge coverage ratio (as defined)
of 1.2x. Moody's expect the company will maintain compliance with
the financial covenants. Over the long term, Moody's anticipate the
revolver may be drawn from time to time to help fund acquisitions.

The rapid and wide spread of the coronavirus pandemic and weak
global economic outlook are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. Moody's regards
the coronavirus pandemic as a social risk under its ESG framework,
given the substantial implications for public health and safety.

Governance risk is considered a positive factor as evidenced by the
company's recent usage of free cash flow to pay down debt, Moody's
expectation that future acquisitions will primarily be funded
through internally generated cash flow, and the company's
expectation to achieve company-calculated leverage of 4x within the
next few months.

The B2 rating on the senior unsecured notes reflects the B1-PD
Probability of Default Rating and a Loss Given Default Assessment
of LGD4. The B2 instrument rating also reflects the senior notes'
position in the capital structure, behind the unrated secured
credit facility.

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

The stable outlook reflects Moody's expectations for limited
organic revenue growth, free cash flow to debt over 5% before
acquisitions and good liquidity. The outlook incorporates Moody's
expectation that Carriage's funeral and cemetery property purchases
will be funded primarily with free cash flow and some debt
proceeds.

The ratings could be upgraded if revenue scale is expanded and
Carriage demonstrates a track record of organic and inorganic
growth while maintaining balanced financial policies that result in
debt to EBITDA approaching 4x on a sustainable basis, free cash
flow to debt approaching 10%, and the maintenance of a very good
liquidity profile.

The ratings could be downgraded if revenues or margins meaningfully
decline, indicating a weakening competitive position, if financial
policies become more aggressive such that Moody's expects debt to
EBITDA will be sustained above 5.5x, or if liquidity deteriorates.

Carriage, headquartered in Houston, Texas, is a public company
which provides funeral and cemetery services and merchandise in the
US. As of December 31, 2020, Carriage operates 176 funeral homes in
26 states and 32 cemeteries in 12 states across the US. Carriage
generated about $330 million revenue for the fiscal year ended
2020.

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


CICI'S HOLDINGS: Cash Collateral Access, $9MM DIP Financing OK'd
----------------------------------------------------------------
Judge Stacey G. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas in Dallas allowed CiCi's Holdings, Inc.
and its affiliated Debtors to obtain postpetition financing and use
cash collateral on a final basis.

The Debtors had asked the Court for authority to use the Cash
Collateral of D & G Investors, L.L.C., as prepetition lender and
Wilmington Trust, National Association, as administrative agent
under the Prepetition Credit Agreement.  The Debtors also asked the
Court for authorization to obtain senior secured postpetition
financing consisting of a superpriority debtor-in-possession credit
facility pursuant to the terms and conditions of the DIP financing
term sheet among Holdings, the DIP Guarantors, and DIP Lender D &
G, which consists of a superpriority priming line of credit and
term loan facility with an aggregate principal amount of up to $9
million from the DIP Lender.  The DIP Loans consist of a new-money
line of credit in an aggregate principal amount of up to $3 million
and a roll-up term loan which shall refinance an equivalent amount
of the Prepetition Obligations held by the DIP Lender in the
aggregate principal amount of up to $6 million.

The proceeds of the DIP Facility and the Cash Collateral will be
used solely to:

     (i) provide working capital and for general corporate purposes
of the Debtors during the Chapter 11 Cases;

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

   (iii) pay the fees, costs and expenses of the estate
professionals retained in the Chapter 11 Cases as set forth in the
Approved Budget and approved by the Bankruptcy Court;

    (iv) pay the DIP Lender Reimbursements;

     (v) refinance certain amounts under the Prepetition Credit
Agreement;

    (vi) make all permitted payments of costs of administration of
the Chapter 11 Cases; and

   (vii) pay prepetition expenses as are consented to by the DIP
Lender and approved by the Bankruptcy Court.

The Debtors were authorized to borrow money pursuant to the DIP
Loan Documents and request draws under the New Money DIP Loans, on
a final basis and in accordance with the terms of the Court's Final
Order, the DIP Loan Documents, and the Approved Budget, which will
be subject to Permitted Variances, in an aggregate principal amount
of up to $3 million.  The Debtors were allowed to draw such amounts
as may be necessary and agreed to by the DIP Lender subject to the
conditions set forth in the Approved Budget and the DIP Orders, on
the condition that the aggregate amount of all DIP Loans will not
exceed $9,000,000.

The DIP Roll-Up Loan, which constitutes DIP Obligations, was deemed
to refinance and repay the Prepetition Obligations in the amount of
$6,000,000.

The approved 6-Week Budget provided for total operating
disbursements in the amount of $1,206,000 for the week ending
January 31, 2021, $1,591,000 for the week ending February 7, 2021,
$1,408,000 for the week ending February 14, 2021, $1,534,000 for
the week ending February 21, 2021, $1,438,000 for the week ending
February 28, 2021, and $1,643,000 for the week ending March 7,
2021.

The Court's Final Order contains, among others, these relevant
terms:

     (a) Subject and subordinate to the Carve Out, pursuant to
Bankruptcy Code section 364(c)(1), all of the DIP Obligations shall
be allowed claims against the Debtors, jointly and severally, with
priority over any and all administrative expenses (the “DIP
Superpriority Claims”), including, without limitation, any
administrative expense claims on account of any postpetition
intercompany transactions by and among the Debtors, diminution
claims and all other claims against the Debtors, now existing or
hereafter arising, of any kind whatsoever, including, without
limitation, all administrative expenses of the kind specified in
Bankruptcy Code sections 503(b) and 507(b), and over any and all
administrative expenses or other claims arising under Bankruptcy
Code sections 105, 326, 328, 330, 331, 503(b), 506(c), 507(a),
507(b), 552(b), 726, 1113, or 1114, whether or not such expenses or
claims may become secured by a judgment lien or other non-
consensual lien, levy, or attachment, which DIP Superpriority
Claims shall be payable from and have recourse to all prepetition
and postpetition property of the Debtors and their Estates and all
proceeds thereof including the Debtors' Avoidance Actions and the
proceeds thereof. Other than the Carve Out, no claims are, or will
be, senior to, prior to, or pari passu with the DIP Superpriority
Claims or any of the DIP Obligations or with any of the other
claims of the DIP Lender arising hereunder or under the DIP Loan
Documents or otherwise in connection with the DIP Facility.

     (b) As security for the DIP Obligations, effective and
perfected automatically upon entry of this Final Order, pursuant to
Bankruptcy Code sections 364(c)(2), 364(c)(3), and 364(d), and
without the necessity of the execution by the Debtors of security
agreements, control agreements, pledge agreements, financing
statements, mortgages, schedules or other similar documents, or the
possession or control by the DIP Lender of any property, the DIP
Lender is hereby granted security interests in and liens and
mortgages upon all tangible and intangible prepetition and
postpetition property in which any or each of the Debtors or their
respective Estates have an interest of any kind or nature, whether
existing on or as of the Petition Date or thereafter acquired or
created, wherever located, including, without limitation, the
proceeds, products, and offspring of any of the foregoing,
including proceeds of claims and causes of action arising under
Bankruptcy Code sections 502(d), 544, 547, 548, 549, 550 and 553
and any other avoidance or similar action under the Bankruptcy Code
or applicable nonbankruptcy law, subject and subordinate only to
the Carve Out, will be provided to the DIP Lender as follows:

          (1) Pursuant to Bankruptcy Code section 364(c)(2), a
valid, binding, continuing, enforceable, fully perfected first
priority lien on, and security interest in, all property of the
Debtors, wherever located, that is not subject to a valid,
perfected, non-avoidable and enforceable lien in existence on or as
of the Petition Date or valid liens perfected (but not granted)
after the Petition Date to the extent such postpetition perfection
is permitted by Bankruptcy Code section 546(b), including, but not
limited to: (i) any and all unencumbered cash, accounts receivable,
inventory, general intangibles, contracts, securities, chattel
paper, owned real property, fixtures, machinery, equipment,
vehicles, deposit accounts, patents, copyrights, trademarks,
tradenames, rights under license agreements and other intellectual
property; and (ii) the proceeds, products and offspring of all of
the foregoing.

          (2) Pursuant to Bankruptcy Code section 364(d)(1), a
valid, binding, continuing, enforceable, fully perfected first
priority, senior priming lien on, and security interest in, all DIP
Collateral comprising the Prepetition Collateral.  The DIP Liens on
the Prepetition Collateral shall be senior in all respects to the
security interests in, and liens on, the Prepetition Collateral of
the Prepetition Secured Parties, including the Adequate Protection
Liens granted to such Prepetition Secured Parties; provided, that
the liens on the DIP Collateral shall be subject and subordinate
only to the Carve Out.  The DIP Liens shall not be subject to
challenge under the Bankruptcy Code or applicable non-bankruptcy
law.  No lien or interest avoided and preserved for the benefit of
the Debtors' Estates pursuant to Bankruptcy Code section 551 shall
be pari passu with or senior to the DIP Liens.

          (3) Pursuant to Bankruptcy Code section 364(c)(3), a
valid, binding, continuing, enforceable, fully perfected junior
security interest in and lien upon all tangible and intangible
prepetition and postpetition property of the Debtors that, on or as
of the Petition Date, is subject to those valid, perfected and
unavoidable liens senior to the Prepetition Liens, if any.

     (c) The Prepetition Secured Parties are entitled, pursuant to
Bankruptcy Code sections 361, 362, 363(c)(2), 363(e), 364(d)(1),
364(e), and 507, to adequate protection of their interests in the
Prepetition Collateral, including the Cash Collateral, in an amount
equal to the aggregate diminution in value of their interests in
the Prepetition Collateral, including any such diminution resulting
from the sale, lease, encumbrance, or use by the Debtors of the
Cash Collateral and any other Prepetition Collateral, the priming
of the Prepetition Liens on the Prepetition Collateral by the DIP
Liens, and the imposition of the automatic stay pursuant to
Bankruptcy Code section 362.  As adequate protection for such
diminution in value, and solely to the extent of the Adequate
Protection Obligations, the Prepetition Secured Parties are hereby
granted the following:

          (1) As security for the payment of the Adequate
Protection Obligations, the Prepetition Secured Parties are hereby
granted valid, perfected security interests in and liens (the
“Adequate Protection Liens”) on all of the Prepetition
Collateral, which will be subject and subordinate only to (i) the
DIP Liens and (ii) the Carve Out.

          (2) The Adequate Protection Obligations shall be
superpriority claims as provided in Bankruptcy Code section 507(b)
that will have a priority in payment over any and all
administrative expenses of the kinds specified or ordered pursuant
to any provision of the Bankruptcy Code, including Bankruptcy Code
sections 105, 326, 328, 330, 331, 503(a), 503(b), 506(c), 507(a),
507(b), 546(c), 546(d), 726, 1113, and 1114, subject and
subordinate only to (i) the Carve Out and (ii) the DIP
Superpriority Claims.

          (3) As additional adequate protection to the Prepetition
Secured Parties, the Debtors shall pay all reasonable and
documented out-of-pocket fees and expenses payable to the
Prepetition Secured Parties pursuant to the Prepetition Loan
Documents, whether incurred prepetition or postpetition.

          (4) For the first 60 days of the Chapter 11 Cases, the
Approved Budget will not provide any adequate protection payments
to the Prepetition Secured Parties on account of Prepetition Debt
owed thereto; provided, however, if the Plan is not confirmed on or
before the 60th day after commencement of the Chapter 11 Cases,
commencing on the 61st day (but not applying retroactively to the
first 60 days of the Chapter 11 Cases), the Debtors are authorized
and directed to pay the Prepetition Lender, for the benefit of the
Prepetition Secured Parties, adequate protection payments equal to
the monthly amount of default interest provided under the
Prepetition Credit Agreement and provide to the Prepetition
Administrative Agent a notice reflecting the date and amount of
such adequate protection payments made.

     (d) Carve Out shall mean the sum of:

         (1) all fees required to be paid to the Clerk of the
Court, or any claims and noticing agent acting in such capacity,
and to the Office of the United States Trustee under section
1930(a) of title 28 of the United States Code plus interest at the
statutory rate;

         (2) all accrued and unpaid fees, disbursements, costs, and
expenses incurred by professionals or professional firms retained
by the Debtor or its estate pursuant to sections 327, 328 or 363 of
the Bankruptcy Code and any statutory committee appointed in the
chapter 11 case pursuant to section 1103 of the Bankruptcy Code,
which Allowed Professional Fees: (i) are allowed by this Court, at
any time, whether by interim order, procedural order, or otherwise;
(ii) were incurred (regardless of when invoiced or applied for) on
or after the Petition Date, and prior to the Termination
Declaration Date, and (iii) are generally provided for in the
Approved Budget, with which the Debtors shall use reasonable best
efforts to comply, consistent with the terms of the RSA; and

         (3) Allowed Professional Fees of Professional Persons in
an aggregate amount not to exceed $100,000.00 for all such
Professionals, incurred after the first business day following
delivery by the DIP Lender of the Carve Out Trigger Notice, to the
extent allowed at any time, whether by interim order, procedural
order, or otherwise and such availability remains in the Approved
Budget for the payment of Allowed Professional Fees.

     (e) The DIP Facility shall mature and be due and payable upon
the earliest to occur of (i) 75 days after the Petition Date, (ii)
the closing date of any Section 363 sale for all or substantially
all of the Borrower's assets and the authorization by the
Bankruptcy Court to pay the sale proceeds to the DIP Lender, (iii)
the substantial consummation (as defined in Section 1101 of the
Bankruptcy Code) of a plan of reorganization or liquidation filed
in the Chapter 11 Cases that is confirmed pursuant to an order
entered by the Bankruptcy Court and (iv) the date of acceleration
of the DIP Loans.

     (f) The Debtors' right to use proceeds of the DIP Facility and
Cash Collateral shall terminate without prior order of this Court
or any further action by the DIP Lender or the Prepetition Secured
Parties, unless waived by the DIP Lender in writing and in
accordance with the terms of the DIP Loan Documents, on the
earliest to occur of:

         (1) the Maturity Date;

         (2) the effective date of a confirmed chapter 11 plan in
these Chapter 11 Cases;

         (3) the failure to meet or satisfy any of these
Milestones:

                 (i) On the Petition Date, the Debtors shall have
filed a motion seeking approval of the DIP Orders, in form and
substance acceptable to the DIP Lender in all respects;

                (ii) On the Petition Date, the Debtors shall have
filed the Plan and Disclosure Statement and a motion seeking, among
other things: (x) conditional approval of the Disclosure Statement
and (y) a joint hearing for the Court to consider final approval of
the Disclosure Statement and confirmation of the Plan;

               (iii) Not later than the date that is five days
following the Petition Date, the Bankruptcy Court shall have
entered an interim order on the Motion, which shall be in full
force and effect and shall not have been (A) vacated, reversed, or
stayed, or (B) amended or modified except as otherwise agreed to in
writing by the DIP Lender;

                (iv) Not later than the date that is 35 days
following the Petition Date, the Bankruptcy Court shall have
entered this Final Order and such Final Order shall be in full
force and effect and shall not have been (A) vacated, reversed, or
stayed, or (B) amended or modified except as otherwise agreed to in
writing by the DIP Lender;

                 (v) Not later than 45 days after the Petition
Date, the Debtors shall have obtained entry by the Bankruptcy Court
of the order confirming the Plan, in form and substance acceptable
to the DIP Lender.

                (vi) Not later than 60 days after the Petition
Date, the effective date of the Plan shall have occurred.

         (4) the date that an order is issued by any court of
competent jurisdiction denying confirmation of the Plan in the
Chapter 11 Cases;

         (5) if any of the Chapter 11 Cases shall be dismissed or
converted to a case under chapter 7 of the Bankruptcy Code or any
Debtor shall file a motion or other pleading or support a motion or
other pleading filed by any other Person seeking the dismissal or
conversion of any of the Chapter 11 Cases under section 1112 of the
Bankruptcy Code or otherwise, in each case, without the consent of
the DIP Lender;

         (6) if a trustee under chapter 7 or chapter 11 of the
Bankruptcy Code, a responsible officer, or an examiner with
enlarged powers relating to the operation of the business (powers
beyond those set forth in section 1106(a)(3) and (4) of the
Bankruptcy Code) under section 1106(b) of the Bankruptcy Code shall
be appointed in any of the Chapter 11 Cases or any Debtor shall
file a motion or other pleading or shall consent to a motion or
other pleading filed by any other Person seeking any of the
foregoing;

         (7) entry of an order by the Court without the consent of
the DIP Lender granting any other Superpriority Claim or any Lien
(other than the Carve-Out and those approved by the DIP Orders)
which is pari passu with or senior to the claims of the DIP Lender
against any other Debtor, or there shall arise or be granted any
such pari passu or senior Superpriority Claim (other than the Carve
Out and those approved by the DIP Orders) or any Debtor shall file
a motion or other pleading or support a motion or other pleading
filed by any other Person requesting any of the foregoing (other
than in connection with any financing pursuant to which the DIP
Obligations would be Paid in Full);

         (8) three Business Days after entry of an order by the
Court, without the consent of the DIP Lender, granting relief from
the automatic stay applicable under section 362 of the Bankruptcy
Code (A) to the holder or holders of any security interest to
proceed against, including foreclosure (or the granting of a deed
in lieu of foreclosure or the like) on, any assets of any Debtor
that have a value in excess of $50,000 in the aggregate (excluding
foreclosure or setoff of liens or security interests on cash or
cash equivalents pledged to secure or support letters of credit,
reclamation obligations, corporate credit card programs or other
obligations of a like nature incurred in the ordinary course of
business) or (B) to any state or local environmental or regulatory
agency or authority to proceed against, including foreclose (or the
granting of a deed in lieu of foreclosure or the like) on, any
assets of any Debtor that have a value in excess of $50,000;

         (9) an order of the Court (or any other court of competent
jurisdiction) shall be entered, whether on appeal or otherwise, (A)
without the written consent of the DIP Lender, reversing, staying,
modifying, or vacating the DIP Orders that would otherwise be in
effect, (B) without the written consent of the DIP Lender,
amending, supplementing or modifying the DIP Orders then in effect
or (C) denying or terminating the use of cash collateral by the
Debtors pursuant to the DIP Orders; or any Debtor shall file a
motion or other pleading or shall support a motion or other
pleading filed by any other Person seeking any of the foregoing;

        (10) the failure of any Debtor to comply in any respect
with any provision of the DIP Orders, the RSA, or any DIP Loan
Document;

        (11) the termination of the RSA pursuant to the terms
thereof;

        (12) the failure of any Debtor to comply with the
Affirmative Covenants and Negative Covenants set forth in the DIP
Term Sheet, except with respect to the Budget Covenant;

        (13) the Court shall enter an order imposing, surcharging
or assessing against any DIP Lender's interest in the Collateral
any costs of expenses, whether pursuant to sections 506(c) or 552
of the Bankruptcy Code or otherwise, or any Debtor shall file a
motion or other pleading or support a motion or other pleading
filed by any other Person requesting the foregoing;

        (14) the Court shall terminate or reduce the periods
pursuant to section 1121 of the Bankruptcy Code during which the
Debtors have the exclusive right to file a chapter 11 plan and
solicit acceptances thereof;

        (15) a Debtor seeks court authorization to commence, or
shall commence, join in, assist or otherwise participate as an
adverse party in any suit or other proceeding against the DIP
Lender or Prepetition Secured Parties, provided, however, that the
Debtors may comply with discovery requests in connection with any
such suit or other proceeding in accordance with applicable law;

        (16) entry of an order by the Court (or any other court of
competent jurisdiction) approving any financing under Section 364
of the Bankruptcy Code (other than under the DIP Loan Documents)
without the written consent of the DIP Lender that does not result
in payment in full of the DIP Obligations or any Debtor shall file
a motion or other pleading or shall support a motion or other
pleading filed by any other person seeking any of the foregoing;

        (17) any Debtor contests the validity or enforceability of
any provision of any DIP Loan Document or any Prepetition Loan
Document or the validity, extent, perfection or priority of a lien
or claim granted in favor of the DIP Lender or the Prepetition
Secured Parties or shall support or consent to any other Person
concerning the foregoing; provided, however, that the Debtors may
comply with discovery requests in connection with any suit or
proceeding in accordance with applicable law;

        (18) the amendment or modification by the Debtors, or the
filing of a pleading seeking to amend or modify, the Plan,
Disclosure Statement, DIP Loan Documents, or any documents filed
pursuant to or in connection with or required by the Plan and
Disclosure Statement;

        (19) the filing by any Debtor of any plan under Chapter 11
of the Bankruptcy Code without the consent of the DIP Lender;

        (20) an order of the Court shall be entered approving a
sale of substantially all of the Debtors' assets that (i) does not
propose for all DIP Obligations to be paid in full on the effective
date of such sale or (ii) is not consented to in writing by the DIP
Lender in its sole discretion;

        (21) an order (other than the DIP Orders) of the Court
shall be entered pursuant to section 363(k) of the Bankruptcy Code
limiting the ability of the DIP Lender, either individually or
together with one or more DIP Lender, to credit bid the full amount
of their claims in the Chapter 11 Cases in connection with any
asset sale process or plan sponsorship process or any sale of
assets (in whole or part) by any Debtor, including without
limitation sales occurring pursuant to section 363 of the
Bankruptcy Code or included as part of any restructuring plan
subject to confirmation under section 1129(b)(2)(A)(ii)-(iii) of
the Bankruptcy Code;

        (22) an order shall have been entered by the Court without
the consent of the DIP Lender providing for a change in venue with
respect to these Chapter 11 Cases;

        (23) three Business Days after a Debtor shall be enjoined,
restrained, or in any way prevented by order of a court of
competent jurisdiction from continuing to conduct all or any part
of the business affairs of the Debtor, taken as a whole, which
could reasonably be expected to have a material adverse effect on
the operation of the business; provided that the Debtors shall have
seven Business Days after the entry of such an order to obtain a
court order vacating, staying or otherwise obtaining relief from
the Court or another court to address any such court order;

        (24) a violation of any Permitted Variance in two
successive Variance Reports, unless either violation is
subsequently cured by the Debtors or approved in writing by the DIP
Lender within three Business Days of the delivery of the applicable
Variance Report;

        (25) any Debtor shall file, support, or acquiesce in any
motion or other pleading with the intent of effectuating a merger,
consolidation, disposition, acquisition, investment, dividend,
incurrence of indebtedness, or other similar transaction outside of
the ordinary course of business other than (i) the commencement of
the Chapter 11 Cases, (ii) as permitted under the DIP Orders or the
RSA, or (iii) with the prior consent of the DIP Lender;

        (26) three Business Days after the date any Debtor enters
into any non- ordinary course transaction or makes any payment that
is materially inconsistent with the RSA, the Plan, or the Approved
Budget without the prior written consent of the DIP Lender;

        (27) the filing or support by the Debtors or any one of
them of any motion or pleading with the Bankruptcy Court that is
not materially consistent with the RSA; and,

        (28) the solicitation or support of any Alternate
Transaction as defined in the RSA and/or the withdrawal from or
announcement of the intention not to support the Plan.

A full-text copy of the Final DIP Order dated February 18, 2021, is
available for free at https://tinyurl.com/shgqn8s6 from
PacerMonitor.com.

                    About CiCi's Holdings

CiCi's Holdings Inc. is the owner, operator and franchisor of
family-oriented unlimited pizza restaurants.  With approximately
318 locations across 26 states, including 11 owned restaurants and
307 franchise locations owned and operated by 128 franchisees, the
CiCi's brand is known as a "go-to" destination for family and other
group outings through its wide variety of pizza, pasta, and salad
bar items and cost-effective price point.

CiCi's Holdings and its affiliates sought Chapter 11 protection
(Bankr. N.D. Tex. Lead Case No. 21-30146) on Jan. 25, 2021, with a
restructuring support agreement for a plan that would have lender
D&G Investors LLC take over ownership.  D&G is an affiliate of
private investment firm Gala Capital.

Cici's Holdings was estimated to have $10 million to $50 million in
assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.

The Hon. Stacey G. Jernigan is the case judge.

The Debtors tapped Gray Reed & McGRAW LLP as bankruptcy counsel and
Piper Sandler & Co. as investment banker.  Stretto is the claims
agent.



CLARIOS GLOBAL: Moody's Gives B1 Rating on New Secured Term Loan B
------------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Clarios Global
LP's proposed term loan B consisting of a US tranche and a Euro
tranche. All other ratings for Clarios are unaffected, including
the B2 corporate family rating, the B1 senior secured notes rating
and the Caa1 senior unsecured notes rating. The outlook is stable.

The proceeds from this proposed term loan B will be used to
refinance the existing term loan B, at which time Moody's will
withdraw the B1 ratings on the original term loan.

RATINGS RATIONALE

Clarios' ratings reflect elevated leverage even before the impacts
from the coronavirus pandemic but with Moody's expectations for
debt-to-EBITDA (inclusive of Moody's standard adjustments and
excluding certain management adjustments) to fall towards 8x by the
company's 2021 fiscal year end. In addition to the lingering
pandemic effects, earnings and cash flow are vulnerable to warmer
winter seasons that yield fewer automotive battery failures and
subsequent replacements. Moody's expects free cash flow-to-debt to
remain in the low-single digit range for fiscal year 2021 even with
a return to growth and the need for higher working capital
investment. The ratings also incorporate Clarios' strong market
share in automotive batteries, low double-digit EBITA margins,
longstanding customer relationships and high barriers to entry
given the environmental liability risks.

The stable outlook reflects Clarios' competitive position as a
leading supplier of automotive batteries and expectations for
battery demand to meaningfully rebound in 2021 with battery
failures returning to a more normal replacement cycle.

Liquidity is expected to remain adequate through calendar 2021
supported by expectations of solid free cash flow, a $750 million
asset-based revolving credit facility (approximately $575 million
available at December 31, 2020) and a $750 million cash flow
revolving credit facility all of which was available at year-end.
Additionally, cash on hand at December 31, 2020 was over $475
million. Covenant cushions for each facility's springing covenants,
based on availability, are expected to improve throughout fiscal
2021.

Moody's took the following rating actions on Clarios Global LP:

New Senior Secured Bank Credit Facility, assigned at B1 (LGD3)

The following ratings for Clarios Global LP were unaffected:

Corporate Family Rating, at B2

Probability of Default Rating, at B2-PD

Senior Secured Bank Credit Facility, at B1 (LGD3)

Senior Secured Notes, at B1 (LGD3)

Senior Unsecured Notes, at Caa1 (LGD6)

Outlook, Stable

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

The rating could be downgraded with expectations that
debt-to-EBITDA remains above 8x, and EBITA-to-interest below 1x
into the back half of 2021. Developments with the potential to
negatively impact credit metrics include, rising raw material costs
not passed on to customers, loss of a meaningful customer, the
inability to reflect benefits of the company's cost savings
programs or an adverse development regarding environment
liabilities. A deterioration in liquidity could also result in
negative rating action. The ratings could be upgraded with
consistent improvement in cash flow generation and debt reduction
leading to debt-to-EBITDA below 7x and EBITA-to-interest
approaching 2.5x.

Clarios' role in the automotive industry exposes the company to
material environmental risks arising from increasing regulations on
carbon emissions. As automotive manufacturers seek to introduce
more electrified powertrains, this market shift will be
increasingly impacted by hybrid vehicle technologies over the next
5-7 years, rather than battery electric vehicles. Clarios' advanced
battery product offerings address this trend. In addition, lead
acid batteries will continue to be important in the transition to
electric vehicles as lead acid batteries contain the necessary cold
cranking power for SLI applications in electric vehicles.

Clarios maintains favorable governance considerations relating to
debt repayment policies although progress has been delayed by
weaker than anticipated operating performance. Free cash flow
generation is highly seasonal, largely occurring in the second half
of the fiscal year. Moody's anticipates debt reduction to resume in
fiscal year 2021.

The principal methodology used in these ratings was Automotive
Supplier Methodology published in January 2020.

Clarios Global LP (Clarios) is a global supplier of lead-acid
automotive batteries for virtually every type of passenger car,
light truck and utility vehicle. The company serves automotive
original equipment manufacturers, the general vehicle battery
aftermarket and advanced battery technologies to power start-stop,
hybrid and electric vehicles. Clarios is owned by affiliates of
Brookfield Business Partners L.P. and other institutional partners
including Caisse de depot et placement du Quebec. Revenues for the
latest twelve months ended December 31, 2020 were approximately
$7.7 billion.


COUNTRY CLUB: Further Fine-Tunes Disclosure Statement
-----------------------------------------------------
Country Club, Inc., submitted a Second Amended Disclosure Statement
for its First Amended Plan of Reorganization on Feb. 18, 2021.

The Second Amended Disclosure Statement added this paragraph:
"Debtor sought and obtained an Order setting an interim deadline
for filing accrued but unpaid Administrative Claims through
February 5, 2021. Such Administrative Claims, other than
professionals whose employment by the Debtor was authorized by
Court Order, were to be filed by February 19, 2021."

Like in the prior iteration of the Plan, the Amended Plan
contemplates Teri G. Galardi ("Ms. Galardi") will invest cash on
the Effective Date of $200,000 to be used to partially fund the
Plan (the "Galardi Funds").  After Debtor makes payments to
creditors using the Galardi Funds under the terms of the Plan, the
Debtor then will provide payments of $5,000 per month for 30 months
from its net operating income to fund the Plan, primarily Class 6.
Ms. Galardi will contribute funds if the Debtor does not have
sufficient net operating income to make this plan payment.

Upon the Effective Date, the Galardi Funds will pay Administrative
Expenses, taxes currently estimated to be $78,000 due to the
Georgia Department of Revenue, but excluding professional fees
awarded.  The Galardi Funds also shall be used to pay allowed Class
1 Tax claims, Class 2 Allowed Priority Unsecured Claim of $12,850,
Class 3 Carlson Lynch Claimants, Class 4 Unliquidated FLSA
Claimants, Class 5 Trade Creditors.  Then the Debtor will pay Class
6 Dudley Claimants.

The Reorganized Debtor will pay the non-priority unsecured creditor
claims as follows: Class 3 Carlson Lynch Claimants will receive 50%
of their filed claims, estimated payments for these four claimants
are $40,000 total; Class 4 Unliquidated FLSA Claimants will each
receive a lump sum one-time $10,000 payment for a total of $40,000;
Class 5 Trade Creditor Claimant, Schulten Ward, will receive 50% of
its filed claim in the amount of $10,495; and Class 6 Dudley
Claimants will receive 80% of their filed claims over 30 months
with pro rata payments made quarterly from Reorganized Debtor's
$5,000 per month payments for an aggregate total Distribution of
$142,740.

A full-text copy of the Second Amended Disclosure Statement dated
Feb. 18, 2021, is available at https://bit.ly/2NQyYOn from
PacerMonitor.com at no charge.

Attorneys for the Debtor:

     Louis G. McBryan
     McBRYAN, LLC
     6849 Peachtree Dunwoody Rd
     Building B-3, Suite 100
     Atlanta GA 30328
     Tel: (678) 733-9322

                       About Country Club
                          and Trop Inc.

Trop, Inc., is a privately held company that owns the Pink Pony, an
adult entertainment club in Atlanta, Georgia. The club began
operations in 1990.

Country Club, Inc., operates the adult entertainment business known
as the Goldrush Showbar, which began operations in 1993.  It is
located at 2608 Metropolitan Parkway, Atlanta, Georgia in southwest
Atlanta.

Trop, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No.18-65726) on Sept. 19, 2018.  In the petition signed by Teri
Galardi, chief executive officer, the Debtor estimated $500,000 to
$1 million in assets and $1 million to $10 million in liabilities.
Louis G. McBryan, Esq., at McBryan, LLC, is the Debtor's bankruptcy
counsel.  Schulten Ward Turner & Weiss, LLP, and the Law Offices of
Aubrey T. Villines, Jr., serve as special counsel.

Country Club Inc. filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 18-bk-66879) on Oct. 5, 2018.


COUNTRY FRESH: Seeks Approval of $13.4MM DIP Loan from Cortland
---------------------------------------------------------------
Country Fresh Holding Company Inc. and its affiliated debtors ask
the U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, for authorization to obtain postpetition
financing and access cash collateral.

The Debtors propose a DIP Facility and Interim Order, containing,
among others, these material terms:

     (a) DIP Credit Agreement Parties:

          DIP Borrower: Country Fresh Holdings, LLC as a debtor in
possession.

          DIP Agent: Cortland Capital Market Services LLC, as
administrative agent
and collateral agent

          DIP Lenders: Certain of the Prepetition Lenders;
provided, that such Prepetition Lenders funded amounts under the
Super-Senior Bridge Facility in connection with the Super-Senior
Amendments, as set forth in the DIP Credit Agreement.

          DIP Guarantors: Country Fresh Acquisition Corp.
                          Country Fresh Holding Company Inc.
                          Country Fresh, LLC
                          Country Fresh Dallas, LLC
                          Country Fresh Carolina, LLC
                          Country Fresh Midco Corp.
                          Country Fresh Midwest, LLC
                          Country Fresh Orlando, LLC
                          Country Fresh Transportation, LLC
                          CF Products, LLC
                          Country Fresh Manufacturing, LLC
                          Champlain Valley Specialty of
                            New York Inc.
                          Country Fresh Pennsylvania, LLC
                          Sun Rich Fresh Foods (NV), Inc.
                          Sun Rich Fresh Foods (USA) Inc.
                          Tiffany Gate Foods Inc.
                          Sun Rich Fresh Foods Inc.
                          Sun Rich Fresh Foods (PA), Inc.
                          TGF Acquisition Parent Ltd.

     (b) DIP Financing Documents:

              (i) The DIP Documents;

             (ii) The Interim Order;

            (iii) The Final Order; and,

             (iv) All other documents executed in connection with
the DIP Facility.

     (c) DIP Facility: The DIP Facility will consist of a
multiple-draw credit facility for term loans in an aggregate
principal amount, including the Upfront Fee, not to exceed
$13,416,000, plus capitalized interest thereon, subject to
availability under the DIP Credit Agreement.

     (d) Borrowing Availability: Up to $11,500,000 will be
available upon the Bankruptcy Court's entry of the Interim Order
and satisfaction of other conditions set forth in the DIP
Documents.  The remaining DIP Loans will be available upon the
Court's entry of the Final Order.

     (e) Interest Rate:

          Interest Rate: Either: 15% per annum, payable in kind
monthly, or 12.5% per annum, payable in cash monthly.

          Default Rate: An additional 2.0% per annum upon the
occurrence and during the continuance of an Event of Default (as
defined in the DIP Credit Agreement) and shall be payable in cash.

     (f) Maturity Date: Earliest of (a) the date that is six months
after the Petition Date, (b) the effective date of the Borrower's
confirmed Approved Plan, (c) the date a sale or sales of all or a
substantial portion of the Debtors' assets is or are consummated
under section 363 of the Bankruptcy Code, and (d) the acceleration
of the Loans and the termination of all remaining Commitments in
accordance with the terms of the Loan Documents. All amounts
outstanding under the Facility shall be due and payable in full on
the Maturity Date.

     (g) Super-Priority Administrative Claim: Subject and
subordinate to the Carve-Out, upon entry of the Interim Order, the
DIP Agent, on its own behalf and on behalf of the DIP Secured
Parties, shall be granted, pursuant to section 364(c)(1) of the
Bankruptcy Code, allowed superpriority administrative expense
claims in each of the Chapter 11 Cases and any Successor Cases
(collectively, the "DIP Superpriority Claims") for all DIP
Obligations (a) with priority over any and all administrative
expense claims and unsecured claims against the Debtors or their
estates in any of the Chapter 11 Cases or any Successor Cases, at
any time existing or arising, of any kind or nature whatsoever,
including, without limitation, administrative expenses of the kinds
specified in or ordered pursuant to sections 105, 326, 328, 330,
331, 364, 503(a), 503(b), 507(a), 507(b), 546(c), 546(d), 726,
1113, or 1114 of the Bankruptcy Code or any other provision of the
Bankruptcy Code and (b) which shall at all times be senior to the
rights of the Debtors and their estates, and any successor trustee
or other estate representative to the extent permitted by law.

     (h) DIP Liens: As security for the DIP Obligations, effective
immediately upon entry of the Interim Order, pursuant to sections
361, 362, 364(c)(2), 364(c)(3), and 364(d) of the Bankruptcy Code,
the DIP Agent, for the benefit of itself and the other DIP Secured
Parties, shall be granted valid, binding, continuing, enforceable,
non- avoidable, and automatically and properly perfected security
interests and liens on all real and personal property, whether now
existing or hereafter arising and wherever located, tangible or
intangible, of each of the Debtors including, upon entry of the
Final Order, proceeds of Avoidance Actions, in each case subject
and subordinate to the Carve-Out and the Permitted Prior Liens, as
set forth in the Interim Order.

     (i) Carve-Out: "Carve-Out" means the sum of the following: (i)
all fees required to be paid to the Clerk of the Court and to the
U.S. Trustee under 28 U.S.C. Section 1930(a) plus interest at the
statutory rate; (ii) all reasonable fees, costs, and expenses up to
$25,000 incurred by a trustee under section 726(b) of the
Bankruptcy Code; (iii) to the extent allowed by the Court at any
time, whether by interim or final compensation order, procedural
order, or otherwise, all unpaid fees, costs, and expenses earned,
accrued or incurred by persons or firms retained by the Debtors
pursuant to section 327, 328, or 363 of the Bankruptcy Code and the
Committee (if any) pursuant to section 328 or 1103 of the
Bankruptcy Code at any time before or on the date of delivery by
the DIP Agent of a Carve-Out Trigger Notice, whether allowed by the
Court prior to or after delivery of a Carve-Out Trigger Notice, and
subject to the Investigation Budget Amount; and (iv) Allowed
Professional Fees of Professional Persons in an aggregate amount
not to exceed $275,000 incurred after the first business day
following the date of delivery by the DIP Agent of the Carve-Out
Trigger Notice in accordance with sub-paragraph (b) below, to the
extent allowed by the Court at any time, whether by interim or
final compensation order, procedural order, or otherwise; provided,
that nothing herein shall be construed to impair the ability of any
party to object to the fees, expenses, reimbursement or
compensation described in the Carve- Out Cap on any other grounds.

     (j) Parties with an Interest in Cash Collateral: The
Prepetition Secured Parties and DIP Secured Parties.

     (k) Use of DIP Proceeds and Cash Collateral: The proceeds of
Cash Collateral and the DIP Facility shall be used in a manner
consistent with the terms and conditions of the Interim Order and
the DIP Documents and in accordance with the budget, solely for the
purposes set forth in the DIP Documents and the Interim Order,
including (a) ongoing working capital and other general corporate
purposes of the Debtors; (b) permitted payment of costs of
administration of the Chapter 11 Cases, including restructuring
charges arising on account of the Chapter 11 Cases, including
statutory fees of the U.S. Trustee and allowed professional fees
and expenses of the Debtor Professionals and professionals retained
by a Committee (if any), subject to the Investigation Budget
Amount; (c) payment of such prepetition expenses as consented to by
the DIP Agent (at the direction of the Required DIP Lenders) or
otherwise permitted under the DIP Documents; (d) payment of
interest, premiums, fees, expenses, and other amounts (including,
without limitation, legal and other professionals' fees and
expenses of the DIP Agent and the DIP Secured Parties) owed under
the DIP Documents, including those incurred in connection with the
preparation, negotiation, documentation, and Court approval of the
DIP Facility whether incurred before or after the Petition Date;
(e) payment of certain adequate protection amounts to the
Prepetition Secured Parties, to the extent set forth herein; (f)
funding of the US-Canada Intercompany Advances in connection with
the CCAA proceedings; and (g) payment of obligations arising from
or related to the Carve-Out.

          The use of Cash Collateral and the DIP Facility to fund
the US-Canada Intercompany Advances is predicated on the inclusion,
in the initial order of the CCAA Court commencing the CCAA
Proceedings, of the CCAA Intercompany Charge and a court-ordered
charge and security interest in all of the Canadian Debtors' assets
in favor of the DIP Agent and the DIP Lenders, which shall secure
the full amount of the obligations of the Canadian Debtors under
the Canadian Guaranty and Security Agreement, provided, further,
that (x) US-Canada Intercompany Advances may only occur after the
CCAA Court has approved the CCAA Intercompany Charge and the CCAA
DIP Lenders' Charge in the CCAA, and (y) the extent of each of the
CCAA Intercompany Charge and the CCAA DIP Lenders' Charge shall not
exceed the total aggregate amount of the US-Canada Intercompany
Advances.

     (l) Adequate Protection Provided for Use of Cash Collateral:

          (1) Super-Senior Secured Parties: As adequate protection
for the use of Cash Collateral of the Super-Senior Secured Parties,
and to secure payment of an amount equal to, any diminution in the
value as of the Petition Date of their interests in their
prepetition collateral, the Super-Senior Agent, on behalf of the
Super-Senior Secured Parties, shall receive, to the extent of any
aggregate diminution in the value of their collateral: (i) valid,
binding, enforceable and perfected replacement liens on and
security interests in the DIP Collateral, which liens and security
interests shall (x) be junior and subordinate only to (1) the
Carve-Out, (2) the DIP Liens, and (3) other permitted liens, and
(y) otherwise be senior to all other security interests in or liens
on any of the DIP Collateral; and (ii) allowed super-priority
administrative expense claims in the Chapter 11 Cases having
priority over all administrative expenses of the kind specified in,
or ordered pursuant to, section 364(c)(1) of the Bankruptcy Code,
subject only to (1) the Carve-Out and (2) the DIP Superpriority
Claim.  To the extent not duplicative of expenses otherwise payable
under the DIP Order, (i) the Super-Senior Agent shall be entitled
to reimbursement of its reasonable and documented fees and
reasonable and documented out-of-pocket expenses, whether accrued
before, on, or after the Petition Date and (ii) the Super-Senior
Agent and Ad Hoc Group of Lenders shall be entitled to
reimbursement of their respective reasonable and documented fees
and reasonable and documented out-of-pocket expenses, whether
accrued before, on, or after the Petition Date, of one primary
counsel for each of the Super-Senior Agent and the Ad Hoc Group of
Lenders, one local counsel, Canadian counsel, and one financial
advisor.

          (2) First Lien Secured Parties: As adequate protection
for the use of cash collateral of the First Lien Lenders, and to
secure payment of an amount equal to, any diminution in the value
as of the Petition Date of their interests in their prepetition
collateral, the First Lien Agent, on behalf of the First Lien
Secured Parties, shall receive, to the extent of any aggregate
diminution in the value of their collateral: (i) valid, binding,
enforceable and perfected replacement liens on and security
interests in the DIP Collateral, which liens and security interests
shall (x) be junior and subordinate only to (1) the Carve-Out, (2)
the DIP Liens, (3) the liens securing the obligations under the
Super-Senior Facility, (4) the Super-Senior AP Liens and (5) other
permitted liens, and (y) otherwise be senior to all other security
interests in or liens on any of the DIP Collateral; and (ii)
allowed super-priority administrative expense claims in the Chapter
11 Cases having priority over all administrative expenses of the
kind specified in, or ordered pursuant to, section 364(c)(1) of the
Bankruptcy Code, subject only to (1) the Carve-Out, (2) the DIP
Superpriority Claims, (3) any claims arising in connection with the
Super-Senior Facility and (4) the Super-Senior AP Claims.  To the
extent not duplicative of the expenses described in "Expenses and
Indemnification", (i) the First Lien Agent shall be entitled to
reimbursement of its reasonable and documented fees and reasonable
and documented out-of-pocket expenses, whether accrued before, on,
or after the Petition Date and (ii) the First Lien Agent and the Ad
Hoc Group shall be entitled to reimbursement of their respective
reasonable and documented fees and reasonable and documented
out-of-pocket expenses, whether accrued before, on, or after the
Petition Date, of one primary counsel for each of the First Lien
Agent and the Ad Hoc Group, one local counsel, Canadian counsel,
and one financial advisor.

          (3) Second Lien Secured Parties: As adequate protection
for the use of cash collateral of the Second Lien Lenders, and to
secure payment of an amount equal to any diminution in the value as
of the Petition Date of their interests in their prepetition
collateral, the Second Lien Agent, on behalf of the Second Lien
Lenders, shall receive, to the extent of any aggregate diminution
in the value of their collateral: (i)valid, binding, enforceable
and perfected replacement liens on and security interests in the
DIP Collateral, which liens and security interests shall (x) be
junior and subordinate only to (1) the Carve-Out, (2) the DIP
Liens, (3) the Super-Senior Prepetition Liens, (4) the Super-Senior
AP Liens, (5) the liens securing the obligations under the First
Lien Facility, (6) the First Lien AP Liens and (7) other permitted
liens, and (y) otherwise be senior to all other security interests
in or liens on any of the DIP Collateral; and (ii) allowed
super-priority administrative expense claims in the Chapter 11
Cases having priority over all administrative expenses of the kind
specified in, or ordered pursuant to, section 364(c)(1) of the
Bankruptcy Code, subject only to (1) the Carve-Out, (2) DIP
Superpriority Claim, (3) any claims under the Super-Senior Credit
Agreement, (4) the Super-Senior AP Claims, (5) any claims under the
First Lien Credit Agreement and (6) the First Lien AP Claims.

     (m) Budget: Until the repayment in full in cash of the
obligations under the DIP Facility, the DIP Loan Parties shall
strictly perform in accordance with the Budget, subject to the
following with respect to any Testing Period: (a) the DIP Loan
Parties' actual aggregate cash receipts shall not be less than 90%
of the projected amounts therefor set forth in the Budget, and (b)
the DIP Loan Parties' aggregate actual cash disbursements shall not
be greater than 110% of the projected amounts therefor set forth in
the Budget.  Compliance with the Budget shall be tested on a
cumulative basis for four-week periods beginning with the four-week
period ending on March 14, 2021.  On the first Friday that is four
full weeks after the Petition Date, and on the Friday of each
fourth week thereafter, the Debtors shall provide to the DIP Agent
and other DIP Secured Parties, and the Ad Hoc Group Advisors (a) an
updated proposed rolling 8-week statement of the Debtors'
anticipated cash receipts and disbursements for the subsequent
8-week period, which Proposed Budget shall modify and supersede any
prior Budget on the Friday of the week following the delivery of
any Proposed Budget, unless prior to such date the DIP Agent, at
the direction of the Required DIP Lenders notifies the Debtors in
writing (which may be by email) that such Proposed Budget is not in
form and substance reasonably satisfactory to the Required DIP
Lenders.

The DIP Lender requires the Debtors to:

     -- obtain Bankruptcy Court approval of bidding procedures no
later than 14 days after the Petition Date, and obtained CCAA Court
approval no later than five calendar days thereafter;

     -- obtain Bankruptcy Court approval of the sale of all or
substantially all of the Debtors' assets no later than 39 calendar
days after the Petition Date, and CCAA Court approval of the sale
of the Canadian Debtors' assets the following day; and

     -- close the asset sale no later than 44 calendar days after
the Petition Date; and the sale of the Canadian Debtors' assets no
later than 42 calendar days from the commencement of the CCAA
Proceedings.

The Debtors relate that during the months leading to the Petition
Date, the Debtors (as part of the larger Fresh Food Group, which
includes the Canadian Debtors) conducted a thorough marketing
process through their investment banker that has resulted in the
execution of an Asset Purchase Agreement with a stalking-horse
bidder.  With that APA in hand, the Debtors intend to conduct a
bidding and sale process during these Chapter 11 Cases for all or
virtually all of their assets, with the intent to close any
transaction as quickly as possible.  At the same time as the
Debtors were marketing their assets, they negotiated potential
debtor in possession financing with certain of their Senior-Secured
Lenders that had provided prepetition bridge financing, a group of
which agreed to provide such funding through the DIP Credit
Agreement.  Through their advisors and professionals, the Debtors
marketed the negotiated terms of the DIP Credit Agreement to third
parties and were unable to procure better terms; accordingly, the
DIP Credit Agreement represents the best financing available under
the circumstances.  The Debtors were unable to find necessary
funding on an unsecured basis or a secured basis with liens solely
on unencumbered property, if any. Nor were any lenders willing to
provide funding with liens junior to the Prepetition Lenders.
Finally, the Senior-Secured Lenders were themselves unwilling to
allow any third parties to prime their liens and would not consent
to the use of Cash Collateral -- which would be insufficient to
fund the Debtors' operations in any event -- absent an agreement
with those same lenders to provide debtor in possession funding.

"As a result of the foregoing, the Debtors believe that the
proposed DIP Credit Agreement is the best possible financing
available under the circumstances and request approval of such
financing by the Court.  The terms of the DIP Credit Agreement have
been negotiated thoroughly by the parties in good faith and at
arm's length and comply with all applicable provisions of the
Bankruptcy Code and Bankruptcy Rules.  Entering into the DIP Credit
Agreement and borrowing pursuant to the terms thereof is a sound
exercise of the Debtors' business judgment and will allow these
Chapter 11 Cases to move forward for the benefit of the Debtors'
estates and the creditors thereof," the Debtors tell the Court.

A full-text copy of the Debtors' DIP Financing Motion dated
February 16, 2021, is available for free at
https://tinyurl.com/2x42qjgx from Epiq.

                    About Country Fresh Holding Company

Country Fresh Holding Company, Inc., operates as a holding company.
The Company, through its subsidiaries, provides fresh-cut fruits
and vegetables, snacking products, and home meal replacement
solutions. Country Fresh Holdings serves customers in the United
States and Canada.

Country Fresh Holding Company Inc. and its affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-30574) on
Feb. 15, 2021.

The Hon. David R. Jones is the case judge.

The Debtors tapped FOLEY & LARDNER, LLP, as counsel; and ANKURA
CONSULTING GROUP, LLC, is the management and restructuring services
provider.  EPIQ CORPORATE RESTRUCTURING is the claims agent.

Counsel to the Ad Hoc Group of Lenders:

     Elizabeth McColm, Esq.
     John T. Weber, Esq.
     Paul, Weiss, Rifkind, Wharton & Garrison LLP
     1285 Avenue of the Americas
     New York, NY 10019-6064
     E-mail: emccolm@paulweiss.com
             jweber@paulweiss.com

          - and -

     John F. Higgins, Esq.
     Porter Hedges LLP
     1000 Main St., 36th Floor
     Houston, TX 77002
     E-mail: jhiggins@porterhedges.com

Counsel to the Prepetition Agents and Cortland Capital Market
Services LLC, as the DIP Agent:

     Stephen Castro, Esq.
     David A. Rosenzweig, Esq.
     Norton Rose Fulbright US LLP
     1301 Avenue of the Americas
     New York, NY 10019-6022
     E-mail: Stephen.castro@nortonrosefulbright.com
             david.rosenzweig@nortonrosefulbright.com

          - and -

     Bob Bruner, Esq.
     Norton Rose Fulbright US LLP
     1301 McKinney, Suite 5100
     Houston, TX 7701-3095
     E-mail: bob.bruner@nortonrosefulbright.com


CRED INC: Wins Bid to Siphone Assets of Ex-Exec James Alexander
---------------------------------------------------------------
Daniel Gill of Bloomberg Law reports that a bankruptcy judge
allowed Cred Inc. to pursue a former executive to recover the
cryptocurrency company's assets in his possession despite his
bankruptcy filing that would otherwise shield him from creditors.

Cred, a cryptocurrency service provider that's undergoing its own
bankruptcy proceedings, is claiming that the executive, James
Alexander, improperly siphoned more than $8 million worth of its
digital currency.  Alexander, a former chief capital officer, said
he returned the disputed assets still in his possession.

                       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.


DETROIT WORLD: Seeks Cash Collateral Access
-------------------------------------------
Detroit World Outreach Church asks the U.S. Bankruptcy Court for
the Eastern District of Michigan, Southern Division, for authority
to use cash collateral or obtain postpetition financing on an
interim basis.

The Debtor requires the use of cash collateral to pay operating
expenses, including payroll and vendors, to guarantee a continued
supply of goods and services essential to the Debtor's viability.
The Debtor's financial problems began when another church that
rented a building from the Debtor breached its agreement and
stopped making the required payments to the Debtor. As a result,
the Debtor began suffering cash flow problems.

The Debtor's primary asset is its real estate where its church is
located. On the Petition Date, the approximate value of the real
estate exceeded $6,400,000.

As of February 1, 2021, the aggregate amount owed to Comerica by
the Debtor under the Prepetition Credit Documents was not less than
$2,677,764. The Prepetition Obligations do not include amounts owed
by the Debtor under a Note dated May 4, 2020, with the U.S. Small
Business Administration made in the original principal amount of
$74,200.

Comerica has asserted or may assert a lien in the Debtor's Comerica
deposit accounts and accounts receivable. The Debtor's accounts
receivables and Comerica deposit accounts are cash collateral. The
Debtor's account receivables include rental receipts for the use of
the Debtor's church buildings. The Debtor's security agreement with
Comerica does not provide Comerica with a lien against church
tithes and donations.

As of the date of the Debtor's request, Comerica has not consented
to the Debtor's use of Cash Collateral.

The Debtor is confident that its post-petition operations will be
profitable and it will be able to demonstrate its ability to remain
profitable during its bankruptcy proceeding and beyond.

As adequate protection for the Debtor's use of cash collateral, the
Debtor offers replacement liens in all types and descriptions of
collateral which may have been secured and that are created,
acquired or arise after the petition date.

The Debtor says its past operating profits and projected continued
operating profits supply sufficient adequate protection to
Comerica.

A copy of the motion and the Debtor's budget through April 2021 is
available at https://bit.ly/2ZzFcoi from PacerMonitor.com.

As additional adequate protection, the Debtor will pay $12,500 per
month to Comerica before the 10th day of the month.

               About Detroit World Outreach Church

Detroit World Outreach Church is a religious organization that
operates a Christian church. It sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 21-40850)
on January 31, 2021. In the petition signed by Bishop CJ Andre,
president, the Debtor disclosed up to $10 million in both assets
and liabilities.

Judge Mark A. Randon oversees the case.

Kimberly Redd, Esq. at GREAT LAKES LEGAL GROUP PLLC is the Debtor's
legal counsel.


DIFFUSION PHARMACEUTICALS: Underwriter Opts to Purchase 4.4M Shares
-------------------------------------------------------------------
Diffusion Pharmaceuticals Inc. reported that the underwriter of its
previously announced underwritten public offering has exercised in
full its option to purchase an additional 4,390,244 shares of its
common stock at a price to the public of $1.025 per share, less
underwriting discounts and commissions.  After giving effect to the
option closing, the aggregate gross proceeds to Diffusion from the
offering were approximately $34.5 million, before deducting
underwriting discounts and commissions and offering expenses
payable by Diffusion.

H.C. Wainwright & Co. acted as the sole book-running manager for
the offering.

Diffusion intends to use the net proceeds of the offering to fund
research and development of its lead product candidate, trans
sodium crocetinate, including the TCOM Study, the DLCO Study, and
other clinical trial activities, and for general corporate
purposes.

                     About Diffusion Pharmaceuticals

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

Diffusion reported a net loss of $11.80 million for the year ended
Dec. 31, 2019, compared to a net loss of $18.37 million for the
year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had
$31.92 million in total assets, $3.19 million in total liabilities,
and $28.72 million in total stockholders' equity.

KPMG LLP, in McLean, Virginia, the Company's auditor since 2015,
issued a "going concern" qualification in its report dated March
17, 2020 citing that the Company has suffered recurring losses from
operations, has limited resources available to fund current
research and development activities, and will require substantial
additional financing to continue to fund its research and
development activities that raise substantial doubt about its
ability to continue as a going concern.


DOWNTOWN DENNIS: May Use OFF LLC's Cash Collateral
--------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
has authorized Downtown Dennis Real Estate, LLC to use the cash
collateral of OFF, LLC in conformity with the budget or projections
set forth in the Declaration of Dennis Wagner filed in support of
the motion.

The Debtor is directed to pay $38,443 as adequate protection
through March 13, 2021 upon entry of the Court order.

The Debtor will also pay $9,610 monthly thereafter until
confirmation.

A copy of the Order is available at https://bit.ly/2Nv8T7B from
PacerMonitor.com.

              About Downtown Dennis Real Estate, LLC

Downtown Dennis Real Estate, LLC, owns and operates the property
located at 2201, 2207 and 2213 Everett Ave., Everett, Washington
98201.

Downtown Dennis Real Estate sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Wash. Case No. 20-12859) on Nov.
17, 2020.  At the time of filing, the Debtor disclosed total assets
of $2,910,519 and total liabilities of $1,511,516.  

Judge Timothy W. Dore oversees the case.  

The Law Office of Marc S. Stern serves as the Debtor's bankruptcy
counsel.

OFF, LLC, as lender, is represented by Michael Gossler, Esq.



FAITH ACQUISITION: Seeks to Hire Kelly Firm as Legal Counsel
------------------------------------------------------------
Faith Acquisition, LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to employ The Kelly Firm, P.C.
to handle its Chapter 11 case.

The firm will be paid based upon its normal and usual hourly rates
and will be reimbursed for out-of-pocket expenses incurred.

The retainer fee is $12,000.

Andrew Kelly, Esq., a partner at The Kelly Firm, disclosed in a
court filing 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:

     Andrew J. Kelly, Esq.
     The Kelly Firm, P.C.
     1011 Highway 71, Suite  200
     Spring Lake, NJ 07762
     Tel: (732) 449-0525
     Email: akelly@kbtlaw.corn

                      About Faith Acquisition

Faith Acquisitions, LLC filed a Chapter 11 bankruptcy petition
(Bankr. D.N.J. Case No. 21-11270) on Feb. 16, 2021.  At the time of
the filing, the Debtor had estimated assets of between $100,001 and
$500,000 and liabilities of between $500,001 and $1 million.  The
Debtor is represented by The Kelly Firm, P.C.


FESTIVE WORKS: Court Allows Cash Collateral Use Until March 9
-------------------------------------------------------------
Judge John K. Sherwood of the U.S. Bankruptcy Court for the
District of New Jersey authorized Festive Works, LLC and its
affiliated Debtors to use cash collateral on an interim basis until
March 9, 2021.

"The Debtors do not have sufficient unencumbered cash or other
assets with which to continue to operate their business in chapter
11. The Debtors require immediate authority to use cash collateral
as defined herein in order to continue their business operations
without interruption and the Debtors' use of cash collateral to the
extent and on the terms and conditions set forth herein is
necessary to avoid immediate and irreparable harm to the estate
pending a final hearing," said Judge Sherwood.

Unity Bank asserts a security interest in substantially all of the
Debtors' assets.

As adequate protection for use of cash collateral during the
Interim Period, Unity Bank was granted replacement liens pursuant
to sections 361 and 363 of the Bankruptcy Code, to the extent of
any diminution in the value of Unity Bank's collateral, with the
same priority in the Debtors' post-petition collateral, and
proceeds thereof, that Unity Bank held in the Debtors' prepetition
collateral, subject to the Carve-Out.

Retained Professionals in the cases, other than the Debtors'
broker/auctioneer will be paid in accordance with the Budget and
the terms/conditions regarding the sale transaction, subject to
appropriate fee applications and approval by the Bankruptcy Court,
which amounts will be a carve-out from Unity Bank's liens.

A final hearing on the Debtors' motion to use cash collateral is
scheduled for March 9, 2021 at 10 a.m.  The deadline for filing
objections to the Debtors' motion is March 2 at 4 p.m.

                    About Festive Works, LLC

Festive Works, LLC sought Chapter 11 protection (Bankr. D. N.J.
Case No. 21-10445) on Jan. 20, 2021.  The case is assigned to Judge
John K. Sherwood.

The Debtor disclosed $1 million to $10 million in assets and
liabilities.

The Debtor tapped John S. Mairo, Esq., at Porzio, Bromberg &
Newman, P.C. as counsel.

M. Greenwald Associates LLP serves as the Debtor's financial
advisor.

The petition was signed by Agapios Kyritsis, member.




FLITWAYS TECHNOLOGY: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 cases of Flitways Technology Inc. and its affiliates, according
to court dockets.
    
                     About Flitways Technology

Flitways Technology Inc. and its affiliates, Tiger Reef, Inc. and
Blue Water Global Group, Inc., sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case No.
21-10317) on Jan. 14, 2021.  At the time of the filing, Flitways
Technology had estimated assets of less than $50,000 and
liabilities of between $100,001 and $500,000.

Judge Erik P. Kimball oversees the cases.  Van Horn Law Group, Inc.
is the Debtors' legal counsel.


FOX PROPERTY: Seeks to Use Cash Collateral Until Aug. 31
--------------------------------------------------------
Fox Property Holdings, LLC asks the U.S. Bankruptcy Court for the
Central District of California, Los Angeles Division, for
authorization to use cash collateral through August 31, 2021.

The Debtor owns certain commercial real property located at 340,
392 and 398 West Fourth Street, and 399 North D Street (360-370
West Court Street), in San Bernardino, California, which bears
these parcel numbers: 0135-111-09-0-000, 0135-111-10-0-000,
0135-111-11-0-000, 0135-111-16-0-000, and 0135-151-28-0-000.  The
Property consists of various buildings utilized as a school and
dormitory campus and is located on approximately 4.66 acres of
land. The Property contains a gross building area (and net rentable
area) of approximately 219,000 square feet.

The Debtor's primary secured creditors are Dayco Funding
Corporation and Luxor Properties, Inc., who together are owed the
principal sum of $7,700,000 under a loan secured by a Deed of Trust
recorded on May 21, 2016, pursuant to which the Lenders assert
liens against the Property, the fixtures and personal property
located at or on the Property, as well as the Debtor's cash, which
is derived primarily, if not entirely, from rent received by the
Debtor from its tenants.  As of July 1, 2020, the total amount owed
to the Lenders was $8,900,000.

The County of San Bernardino contends the Debtor currently owes
$491,679.32 in secured property taxes for the Property.  The Debtor
disputed the County's calculation of the secured property taxes due
for the Property, and has initiated an appeal of the calculation,
which appeal is currently pending.

General unsecured claims totaling $3,903,150 -- of which
approximately $127,000 are claims of non-insiders -- have been
asserted against the Debtor and its estate.

The Debtor tells the Court it is currently generating rent revenue
of approximately $82,200 per month, and anticipates continuing to
generate this level of rent revenue throughout the period covered
by the Budget.  The Debtor further tells the Court it must be able
to use the rent revenue generated by the Property to pay the
expenses of maintaining and operating the Property, including,
among other things, utilities, insurance, janitorial services and
other costs associated with the Property.  The Debtor contends that
without the ability to use cash collateral to pay the Debtor's
ongoing operating expenses, the Debtor will not be able to continue
maintaining and preserving the value of the Property, to the
detriment of all creditors and parties in interest in this case.
The Debtor further contends that it will be making debt service
payments to the Lenders, as well as payments for all quarterly fees
owing to the Office of the United States Trustee and all expenses
owing to the Clerk of the Bankruptcy Court. The Debtor adds that it
seeks authority to deviate from the line items contained in the
Budget by not more than 20%, on both a line item and aggregate
basis, with any unused portions to be carried over into the
following week(s).

The Debtor contends the payment of the expenses set forth in the
Budget -- including the debt service payments to the Lenders -- and
the Debtor's continued operation and maintenance of the Property
will adequately protect the Lenders and any other secured creditors
as the Debtor will continue to generate rent revenue and preserve
the value of the Property.  The Debtor further contends that if it
is not permitted to use its cash collateral to maintain and operate
the Property, it is all but certain that the Debtor's existing
tenants will leave, taking with them all of the revenue that the
Debtor is currently generating.

The Debtor's proposed Budget provides for total expenses in the
amount of $76,575.99 for each of the months of March, April, May,
June and July, and $101,575.99 for the month of August.  The Budget
also provides for monthly payments to the Lenders in the amount of
$59,333.33.

The Debtor believes the Property has a market value of $16,000,000.
The Debtor says the Lenders and any other secured creditor are
adequately protected by a significant equity cushion in the
Property.  As further adequate protection, the Debtor proposes that
the Lenders and any other secured creditor with an interest in the
Debtor's cash be granted valid, enforceable, non- avoidable and
fully perfected replacement lien on, and security interest in, the
Debtor's cash and rent revenue generated by the Property, to the
extent of any diminution in value of such creditors' interests in
the Debtor's pre-petition collateral, and to the same extent,
validity, scope and priority of its pre-petition lien.

                    About Fox Property Holdings

Fox Property Holdings, LLC, owns a commercial real property in San
Bernardino, California. The company's headquarter is located at
12803 Schabarum Avenue, Irwindale, California.  Dr. Ji Li is the
managing member and 100% equity holder of the company. Fox Property
Holdings sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Cal. Case No. 18-10524) on Jan. 17, 2018. In the
petition signed by Ji Li, the Debtor was estimated to have assets
of $10 million to $50 million and liabilities of $1 million to $10
million.

Judge Robert N. Kwan oversees the case.

The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as its
legal counsel; and Park & Lim as special litigation counsel.



GALLERIA OF ST. MATTHEWS: Files for Chapter 11 Bankruptcy
---------------------------------------------------------
Haley Cawthon of Louisville Business First reports that Galleria of
St. Matthews LLC, the owner of the damaged Oechsli Avenue property,
filed for bankruptcy protection on Feb. 19, 2021 with a sale of its
real estate assets pending.

The strip mall, which was once home to several restaurants,
retailers and other businesses, has been vacant since a partial
roof collapse in July 2019. Most of Galleria of St. Matthews former
tenants relocated and several have since sued the property owner as
a result of the unresolved incident.

Now, a sale agreement is in place between Galleria of St. Matthews
LLC and Kaden Management Co. Inc. The sale, authorized by the U.S.
Bankruptcy Court of the Western District of Kentucky, is still
pending an inspection period that has been extended to May 2021.
The purchase price would be $1.75 million if the deal goes
through.

The two-acre property was first listed for just under $3 million in
October 2019, slightly higher than the complex’s then-assessed
value of $2.79 million, according to the Jefferson County Property
Valuation Administrator’s Office.

According to bankruptcy court filings, the "roof collapsed when the
trusses buckled due to significant deterioration believed to have
been caused by application of fire-retardant chemicals and/or
unauthorized modifications to the building structures implemented
by HVAC installers."

The building remains uninhabitable as Galleria of St. Matthews LLC,
managed by Enrique Rodulfo Pantoja, has yet to receive payments for
the damages sustained from either property insurance coverage or
those it claims to be at fault, the document continues. The
property is insured by Nationwide General Insurance Co.

Galleria of St. Matthews LLC has liabilities totaling just over $4
million, with about $1.8 million in assets, the bankruptcy filing
states. A few of the largest claims against the property owner
include lease disputes filed by former tenants, including a $1.5
million claim by Nuthin Fancy, doing business as Del Frisco's;
nearly $715,000 claimed by S.T. LLC, doing business as Charim
Korean Restaurant; and just over $175,000 claimed by Sandman
International Inc.

Only four businesses have formally terminated their lease
agreements at the strip center, including Havana Rumba, Pretty
Paws, Vacation Experts and Maui Whitening. In the purchase
agreement, Kaden Management Co. acknowledges that some of the
remaining tenants will not keep their leases after the roof issue
is fixed.

                 About Galleria of St. Matthews

Galleria of St. Matthews, LLC is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner
of a fee simple title to a property located at 4101-4127 Oechsli
Avenue Louisville, Kentucky valued at $1.75 million.

Galleria of St. Matthews, LLC, filed a Chapter 11 petition (Bankr.
W.D. Ky. Case No. 21-30360) on Feb. 19, 2021.  The Debtor disclosed
assets of $1,817,376 against liabilities of $4,024,374 as of the
bankruptcy filing.  The Hon. Charles R. Merrill is the case judge.
The Debtor tapped KAPLAN JOHNSON ABATE & BIRD LLP, led by Charity
S. Bird, as counsel.


GARRETT MOTION: Equity Holders & Investors Head for Mediation
-------------------------------------------------------------
Law360 reports that Garrett Motion, a pair of its investors and an
equity holder committee told a New York bankruptcy judge they are
prepared to start mediation scheduled in the last week of February
2021 on Garrett's Chapter 11 plan, with the automotive technology
company saying the time for a deal will run out by the first week
of March 2021.

At a status conference conducted remotely, Garrett and private
equity investors Centerbridge Partners and Oaktree Capital told
U.S. Bankruptcy Judge Michael Wiles they are willing to go forward
on Wednesday, February 24, 2021, with a mediator he had named, but
that one way or another the confirmation process for Garrett's plan
has to restart in the first week of March 2021.

                   About Garrett Motion Inc.

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 ("OEMs") 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 $2,066,000,000 in assets and $4,169,000,000 in
liabilities as of June 30, 2020.

The Debtors tapped SULLIVAN & CROMWELL LLP as counsel; QUINN
EMANUEL URQUHART & SULLIVAN LLP as co-counsel; PERELLA WEINBERG
PARTNERS as investment banker; MORGAN STANLEY & CO. LLC as
investment banker; and ALIXPARTNERS LLP as restructuring advisor.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.


GLENROY COACHELLA: Seeks to Hire Weintraub & Selth as Counsel
-------------------------------------------------------------
Glenroy Coachella, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Weintraub &
Selth APC to handle its Chapter 11 case.

The firm will be paid at these rates:

     Attorneys                  $250 to $650 per hour
     Paraprofessionals              $250 per hour
     Legal Assistants           $150 to $175 per hour

Weintraub & Selth received pre-bankruptcy retainers totaling
$141,717, which included the filing fee.  The firm will also be
reimbursed for out-of-pocket expenses incurred.

Daniel Weintraub, Esq., a partner at Weintraub & Selth, disclosed
in a court filing 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:

     Daniel J. Weintraub, Esq.
     James R. Selth, Esq.
     Crystle J. Lindsey, Esq.
     Weintraub & Selth APC
     11766 Wilshire Boulevard, Suite 1170
     Los Angeles, CA 90025
     Tel: (310) 207-1494
     Fax: (310) 442-0660
     Email: dan@wsrlaw.net

                      About Glenroy Coachella

Glenroy Coachella, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-11188) on Feb. 15,
2021.  Stuart Rubin, manager, signed the petition.

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

Judge Sheri Bluebond oversees the case.  Weintraub & Selth APC, is
the Debtor's legal counsel.


GULFPORT ENERGY: Paul, Porter 2nd Update on Noteholder Group
------------------------------------------------------------
In the Chapter 11 cases of Gulfport Energy Corporation, et al., the
law firms of Paul, Weiss, Rifkind, Wharton & Garrison LLP and
Porter Hedges LLP submitted a second amended verified statement
under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to
disclose an updated list of Ad Hoc Group of Noteholders.

The Ad Hoc Group of Noteholders of certain beneficial holders of,
or investment managers or advisors to funds and/or accounts that
hold, 6.625% Senior Notes due 2023, 6.000% Senior Notes due 2024,
6.375% Senior Notes due 2025, and the 6.375% Senior Notes due
2026.

In May 2020, certain members of the Ad Hoc Group of Noteholders
retained Paul, Weiss to represent them as counsel in connection
with a potential restructuring of the Debtors. In October 2020,
certain members of the Ad Hoc Group of Noteholders retained Porter
Hedges to serve as their Texas counsel with respect to such
matters.

The Ad Hoc Group of Noteholders filed the Verified Statement
Pursuant to Bankruptcy Rule 2019 of the Ad Hoc Group of
Noteholders, dated November 16, 2020, and the Amended Verified
Statement Pursuant to Bankruptcy Rule 2019 of the Ad Hoc Group of
Noteholders, dated December 11, 2020.  The Ad Hoc Group of
Noteholders submits this Second Amended Verified Statement to amend
information disclosed in the Original Verified Statement and the
Amended Verified Statement.

As of Feb. 16, 2021, members of the Ad Hoc Group of Noteholders and
their disclosable economic interests are:

AllianceBernstein L.P.
150 4th Avenue North
Nashville, Tennessee 37219

* 2023 Notes: 4,755,000
* 2024 Notes: 40,335,000
* 2025 Notes: 58,732,000
* 2026 Notes: 43,509,000

Gen IV Investment Opportunities, LLC
1700 Broadway, 38th Floor
New York, New York 10019

* 2023 Notes: 5,500,000
* 2024 Notes: 19,000,000
* 2025 Notes: 3,665,000
* 2026 Notes: 8,500,000
* Existing Equity Interests: 2,670,525

JPMorgan Investment Management Inc. and
JPMorgan Chase Bank, N.A
1 E Ohio St., Floor 06
Indianapolis, Indiana 46204

* 2023 Notes: 13,745,000
* 2024 Notes: 66,420,000
* 2025 Notes: 24,285,000
* 2026 Notes: 67,129,000

MacKay Shields LLC
1345 Avenue of the Americas
New York, New York 10105

* 2023 Notes: 30,000,000
* 2024 Notes: 100,055,000
* 2025 Notes: 50,507,000
* 2026 Notes: 27,790,000

Nomura Corporate Research and
Asset Management Inc.
309 West 49th Street
New York, New York 10019

* 2024 Notes: 10,999,000
* 2025 Notes: 17,638,000
* 2026 Notes: 12,372,000

Silver Point Capital, L.P.
2 Greenwich Plaza
Greenwich, Connecticut 06830

* 2023 Notes: 91,910,000
* 2024 Notes: 174,999,000
* 2025 Notes: 226,324,000
* 2026 Notes: 152,305,000
* RBL Loans: 6,309,580
* DIP Loans: 3,750,000

Third Point LLC
55 Hudson Yards
New York, New York 10001

* 2023 Notes: 31,170,000
* 2024 Notes: 33,735,000
* 2025 Notes: 10,066,000
* 2026 Notes: 8,050,000

Whitebox Advisors LLC
3033 Excelsior Blvd., Suite 500
Minneapolis, Minnesota 55416

* 2023 Notes: 22,672,000
* 2024 Notes: 7,269,000
* 2025 Notes: 8,439,000
* 2026 Notes: 10,795,000

Counsel to the Ad Hoc Group of Noteholders can be reached at:

          John F. Higgins, Esq.
          M. Shane Johnson, Esq.
          Megan Young-John, Esq.
          Porter Hedges LLP
          1000 Main Street, 36th Floor
          Houston, TX 77002
          Tel: (713) 226-6000
          Fax: (713) 226-6248
          Email: jhiggins@porterhedges.com
                 sjohnson@porterhedges.com
                 myoung-john@porterhedges.com

             - and -

          Alan W. Kornberg, Esq.
          Robert A. Britton, Esq.
          Michael M. Turkel, Esq.
          Miriam M. Levi, Esq.
          Stephanie P. Lascano, Esq.
          Paul, Weiss, Rifkind, Wharton & Garrison LLP
          1285 Avenue of the Americas
          New York, NY 10019
          Tel: (212) 373-3000
          Fax: (212) 757-3990
          Email: akornberg@paulweiss.com
                 rbritton@paulweiss.com
                 mturkel@paulweiss.com
                 mlevi@paulweiss.com
                 slascano@paulweiss.com

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

                    About Gulfport Energy

Gulfport Energy Corporation (NASDAQ: GPOR) --
http://www.gulfportenergy.com/-- is an independent natural gas and

oil company focused on the exploration and development of natural
gas and oil properties in North America and a producer of natural
gas in the contiguous United States.  Headquartered in Oklahoma
City, Gulfport holds significant acreage positions in the Utica
Shale of Eastern Ohio and the SCOOP Woodford and SCOOP Springer
plays in Oklahoma. In addition, Gulfport holds non-core assets
that
include an approximately 22% equity interest in Mammoth Energy
Services, Inc. (NASDAQ: TUSK) and has a position in the Alberta
Oil
Sands in Canada through its 25% interest in Grizzly Oil Sands ULC.

As of Sept. 30, 2020, Gulfport had $2,375,559,000 in assets and
$2,520,336,000 in liabilities.

Gulfport and its subsidiaries sought Chapter 11 protection (Bankr.
S.D. Tex. Lead Case No. 20-35562) on Nov. 13, 2020.

The Hon. David R. Jones is the case judge.

The Debtors tapped Kirkland & Ellis LLP as their bankruptcy
counsel; Jackson Walker L.L.P. as local bankruptcy counsel;
Alvarez
& Marsal North America, LLC as restructuring advisor; and Perella
Weinberg Partners L.P. and Tudor, Pickering, Holt & Co. as
financial advisor; and PricewaterhouseCoopers LLP as tax services
provider.  Epiq Corporate Restructuring LLC is the claims agent.

Wachtell, Lipton, Rosen & Katz is counsel for the special
committee
of Gulfport's Board of Directors while Chilmark Partners is the
financial advisor.

Katten Muchin Rosenman LLP is counsel for the special committee of
the governing body of each Debtor other than Gulfport while M III
Partners, LP is the financial advisor.

The Office of the U.S. Trustee formed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases.  The
Committee is represented by Norton Rose Fulbright US LLP and Kramer
Levin Naftalis & Frankel, LLP.


IMERYS TALC: Seeks to Hire CohnReznick as Restructuring Advisor
---------------------------------------------------------------
Imerys Talc America, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to employ
CohnReznick LLP as their restructuring advisor.

The firm's services include:

   (a) managing and guiding the Debtors' day-to-day affairs;

   (b) assisting the Debtors in addressing strategic and tactical
issues;

   (c) assisting the Debtors in navigating the Chapter 11
bankruptcy process;

   (d) managing all aspects of the Debtors' cash receipts and
disbursements;

   (e) preparing and validating cash flow budget projections;

   (f) preparing financial reporting;

   (g) assisting the Debtors in seeking confirmation of and in
implementing their Chapter 11 plan;

   (h) assisting the Debtors as they transition to the
post-effective date period;

   (i) assisting the Debtors with their communications with
creditors and governmental authorities; and

   (j) other restructuring advisory services.

CohnReznick will be paid at these rates:

     Partners                 $825 per hour
     Staffs                   $160 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

Eric Danner, a partner at CohnReznick, disclosed in a court filing
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:

     Eric Danner
     CohnReznick LLP
     1301 6th Avenue of the Americas
     New York, NY 10019
     Tel: (212) 297-0400

                     About Imerys Talc America

Imerys Talc America, Inc. and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling and distributing talc. 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, Calif., and Roswell, Ga.

Imerys Talc America and its subsidiaries, 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.

Judge Laurie Selber Silverstein oversees the cases.

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

The U.S. Trustee for Region 3 appointed an official committee of
tort claimants in the Debtors' Chapter 11 cases.  The tort
claimants' committee is represented by Robinson & Cole, LLP.


INNOVATIVE SOFTWARE: Has Until May 21 to File Plan & Disclosures
----------------------------------------------------------------
Judge Scott M. Grossman of the U.S. Bankruptcy Court for the
Southern District of Florida has entered an order within which the
deadline for debtor Innovative Software Solution Inc. to file a
Plan and Disclosure Statement is May 21, 2021.

A full-text copy of the order dated Feb. 18, 2021, is available at
https://bit.ly/2MbkmIR from PacerMonitor at no charge.

The debtor is represented by:

     Chad Van Horn, Esq.
     Van Horn Law Group, PA
     330 N. Andrews Ave., Suite 450
     Fort Lauderdale, FL 33301
     Telephone: (954) 765-3166
     Email: Chad@cvhlawgroup.com

                 About Innovative Software Solution

Innovative Software Solution, Inc. filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla.
Case No. 21-10538) on Jan. 20, 2021.  Natalie Frazier, president,
signed the petition.  Judge Scott M. Grossman oversees the case.
Van Horn Law Group, PA, serves as the Debtor's legal counsel.


INTEGRATED AG: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The U.S. Trustee for Region 14 on Feb. 22 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Integrated Ag XI, LLC.
  
                      About Integrated AG XI

Scottsdale, Ariz.-based Integrated AG XI, LLC filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 21-00414) on Jan. 20, 2021.  In
its petition, the Debtor disclosed $33,909,241 in assets and
$20,701,272 in liabilities.  Bryan Hepler, authorized
representative, signed the petition.  

Judge Daniel P. Collins oversees the case.  Burch & Cracchiolo,
P.A., serves as the Debtor's bankruptcy counsel.


INTERNATIONAL WEALTH: Has Access to Cash Collateral on Final Basis
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York has
authorized International Wealth Tax Advisors, LLC, to use cash
collateral on a final basis in accordance with the budget, with a
10% variance.

The Debtor is authorized to use Cash Collateral to pay the expenses
it incurs in the ordinary course of its business and in connection
with the Chapter 11 case, and grant adequate protection to JPMorgan
Chase Bank, N.A. nunc pro tunc as of the Petition Date upon the
terms and conditions set forth in the Final Order.

As adequate protection for and to the extent of any decrease in the
value of Chase's secured interest in the Debtor's assets arising
from the Debtor's use of Cash Collateral, Chase is granted a valid,
perfected, and enforceable, post-petition replacement lien on and
security interest in all of the assets of the Debtor constituting
Chase's PrePetition Collateral and the proceeds thereof. The
Replacement Lien will be subject to all other validly and properly
perfected pre-petition liens and security interests in favor of
third parties that were senior to and had priority over Chase's
security interest and lien as of the Petition Date. In addition,
Chase will receive normal payments in accordance with the Loan
Documents.

The Replacement Lien are deemed perfected, without the necessity of
filing any documents or otherwise complying with non-bankruptcy
law.

To the extent that the Replacement Lien and other relief granted in
the Final Order do not provide Chase with adequate protection of
its respective interests in the Cash Collateral, Chase is granted a
super-priority administrative expense claim.

The Replacement Lien and the Super-Priority Claim are subordinate
only to the fees and expenses of the Clerk of the Bankruptcy Court
and the fees of the Office of the United States Trustee plus
applicable interest on any such fees, and also to the allowed fees
and expenses of the Debtor's professionals and the Chapter V
Trustee which have been awarded by an Order of the Court.

The Debtor's authority to continue using Cash Collateral will be
revoked without further Court order in the event of the earliest to
occur of any of the following:

     (i) Entry of any order dismissing the within case or
converting the within case to Chapter 7 of the Bankruptcy Code;

    (ii) Entry of an order authorizing the appointment of an
examiner with expanded powers in this Chapter 11 case; and/or

   (iii) Failure of the Debtor to cure any default under the Order,
after five days' written notice (whether by e-mail or overnight
delivery) to the Debtor's counsel, the Office of the United States
Trustee, the Chapter V Trustee, and the top twenty unsecured
creditors.

A copy of the order and the Debtor's budget through May 18 is
available at https://bit.ly/3qHJdTn from PacerMonitor.com.

          About International Wealth Tax Advisors, LLC

Founded in 2015 and located on Madison Avenue in the heart of New
York City, International Wealth Tax Advisors -- https://iwtas.com/
-- provides highly personalized, secure and private global tax and
accounting and consulting to clients worldwide.

International Wealth Tax Advisors sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-10041)
on Jan. 11, 2021.  At the time of the filing, the Debtor estimated
assets of between $100,001 and $500,000 and liabilities of between
$1 million and $10 million.

Judge Shelley C. Chapman oversees the case.

The Debtor tapped Platzer, Swergold, Levine, Goldberg, Katz &
Jaslow, LLP as its counsel.

Yann Geron, Esq., is the Subchapter V Trustee appointed in the
Debtor's Chapter 11 case.



ION GEOPHYSICAL: Selling $10.5M Worth of Common Stock
-----------------------------------------------------
ION Geophysical Corporation has entered into a securities purchase
agreement with institutional investors for the purchase and sale of
2,990,001 shares of its common stock at a purchase price of $3.50
per share in a registered direct offering.

Chris Usher, ION's president and chief executive officer, said,
"The proceeds will provide additional liquidity and flexibility to
manage the business through the tail end of the pandemic.  We still
plan to execute the upcoming bond restructuring transactions and
associated rights offering, pending shareholder approval, in early
April."

A.G.P./Alliance Global Partners is acting as sole placement agent
for the offering.

                               About ION

Headquartered in Houston, Texas, ION -- http://www.iongeo.com-- is
an innovative, asset light global technology company that delivers
powerful data-driven decision-making offerings to offshore energy,
ports and defense industries.  The Company is entering a fourth
industrial revolution where technology is fundamentally changing
how decisions are made.  The Company provides its services and
products through two business segments - E&P Technology & Services
and Operations Optimization.

ION Geophysical reported a net loss of $37.11 million for the year
ended Dec. 31, 2020, compared to a net loss of $47.21 million on
$174.68 million for the year ended Dec. 31, 2019.  As of Dec. 31,
2020, the Company had $193.59 million in total assets, $264.68
million in total liabilities, and a total deficit of $71.09
million.

Houston, Texas-based Grant Thornton LLP, the Company's auditor
since 2014, issued a "going concern" qualification in its report
dated Feb. 11, 2021, citing that as of Dec. 31, 2020, the Company
had outstanding $120.6 million aggregate principal amount of its
9.125% Senior Secured Second Priority Notes, which mature on Dec.
15, 2021.  The Notes, classified as current liabilities, caused the
Company's current liabilities to exceed its current assets by
$150.9 million and its total liabilities exceeds its total assets
by $71.1 million.  These conditions, along with other matters,
raise substantial doubt about the Company's ability to continue as
a going concern.

On March 30, 2020, the Company received a notice from the New York
Stock Exchange that the Company is non-compliant with NYSE listing
standards because its average market capitalization over a
consecutive 30 trading-day period was less than $50.0 million at
the same time that its stockholders' equity was less than $50.0
million. The Company submitted a plan to the NYSE to return to
compliance with their listing standards, which was accepted on June
19, 2020. If the Company is unable to comply with its plan or
otherwise unable to meet the continued listing standard before by
Dec. 9, 2021, the Company will be subject to delisting from the
NYSE.

                           *    *    *

As reported by the TCR on March 2, 2020, S&P Global Ratings
affirmed the 'CCC+' issuer credit rating on ION Geophysical.  The
rating agency revised the outlook to negative from stable.  "Our
outlook revision to negative reflects the company's need to
refinance its second-lien notes due in December 2021 as capital
markets for oil and gas service companies remain challenging," S&P
said.


JARVIS CAPITAL: Gets OK to Hire Keery McCue as Legal Counsel
------------------------------------------------------------
Jarvis Capital Investments, LLC received approval from the U.S.
Bankruptcy Court for the District of Arizona to employ Keery McCue,
PLLC as its legal counsel.

The firm's services include:

     a. preparing pleadings and other legal papers;

     b. conducting examinations incidental to administration of the
Debtor's Chapter 11 case;

     c. advising the Debtor of its rights, duties and obligations
under Chapter 11 of the Bankruptcy Code; and

     d. advising the Debtor in the formulation and presentation of
a Chapter 11 plan and disclosure statement.

Keery McCue will be paid at hourly rates ranging from $135 to $425
and will be reimbursed for out-of-pocket expenses incurred.

Martin McCue, Esq., a partner at Keery McCue, disclosed in a court
filing 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:

     Martin J. McCue, Esq.
     Patrick  F. Keery, Esq.
     Keery McCue, PLLC
     6803 East Main Street, Suite 1116
     Scottsdale, AZ 85251
     Tel: (480) 478-0709
     Fax: (480) 478-0787
     Email: mjm@keerymccue.com
            pfk@keerymccue.com

                  About Jarvis Capital Investments

Jarvis Capital Investments, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-01177) on Feb.
17, 2021.  Troy Jarvis, manager, signed the petition.

At the time of the filing, the Debtor disclosed assets of between
$1 million and $10 million and liabilities of the same range.

Judge Paul Sala oversees the case.  Keery McCue, PLLC is the
Debtor's legal counsel.



JASON'S HAULING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Jason's Hauling, Inc.
        6910 E. 14th Ave.
        Tampa, FL 33619
Business Description: Jason's Hauling, Inc. is a family-owned and
                      operated contract hauling business.

Chapter 11 Petition Date: February 23, 2021

Court: United States Bankruptcy Court
       Middle District of Florida

Case No.: 21-00843

Debtor's Counsel: Scott A. Stichter, Esq.
                  STICHTER, RIEDEL, BLAIN & POSTLER, P.A.
                  110 E. Madison St.
                  Suite 200
                  Tampa, FL 33602
                  Tel: (813) 229-0144
                  E-mail: ssticher@srbp.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by H. Jason Freyre, Jr., president.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at:

https://www.pacermonitor.com/view/QG745UA/Jasons_Hauling_Inc__flmbke-21-00843__0002.0.pdf?mcid=tGE4TAMA

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

https://www.pacermonitor.com/view/K6X43CI/Jasons_Hauling_Inc__flmbke-21-00843__0001.0.pdf?mcid=tGE4TAMA


KB US HOLDINGS: Court Okays Chapter 11 Plan After Sale to Acme
--------------------------------------------------------------
Law360 reports that the owner of the Kings Food and Balducci's
supermarket chains received, KB US Holdings Inc., approval Monday,
February 22, 2021, from a New York bankruptcy judge for its Chapter
11 wind-down plan that will distribute the proceeds of a $96
million asset sale to its creditors.

During a virtual hearing, debtor attorney Vincent Indelicato of
Proskauer Rose LLP credited the success of the case to the more
than 3,000 workers at KB US Holdings Inc.'s stores that kept them
running during the pandemic and allowed for the sale to Albertsons
Cos. subsidiary Acme.

                      About KB US Holdings

KB US Holdings, Inc., is the parent company of King Food Markets
and Balducci's Food Lover's Market.  

Headquartered in Parsippany, N.J., Kings Food Markets has been a
specialty and gourmet food market across the East Coast.  In 2009,
Kings Food Markets acquired specialty gourmet retail grocer,
Balducci's Food Lover's Market. As of the petition date, the
Debtors operate 35 supermarkets across New York, New Jersey,
Connecticut, Virginia, and Maryland.

KB US Holdings and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 20-22962)
on Aug. 23, 2020. At the time of the filing, Debtors disclosed
assets of between $100 million and $500 million and liabilities of
the same range.

Judge Sean H. Lane oversees the cases.

The Debtors tapped Proskauer Rose LLP as their legal counsel, Peter
J. Solomon as investment banker, Ankura Consulting Group LLC as
financial advisor, and Prime Clerk LLC as claims, noticing and
solicitation agent.


KODIAK BP: Moody's Assigns First Time B1 Corp. Family Rating
------------------------------------------------------------
Moody's Investors Service assigned a first time B1 Corporate Family
Rating and B1-PD Probability of Default Rating to Kodiak BP, LLC,
operating as Kodiak Building Partners Inc., a national distributor
of building materials. Moody's also assigned a B2 rating to
Kodiak's proposed senior secured term loan. The outlook is stable.

Kodiak's capital structure will consist of a $200 million asset
based revolving credit facility (not rated by Moody's) and a $540
million senior secured term loan. Proceeds from the term loan and
available cash will be used to refinance Kodiak's existing debt of
about $367 million, to fund a dividend to equity holders,
affiliates of Court Square Capital Partners (CSC) and management,
and to pay related fees and expenses.

Governance characteristics Moody's considers in Kodiak's credit
profile include an aggressive financial policy evidenced by its
high leverage and debt financed dividend. CSC will have monetized
nearly all of its investment in Kodiak with the payment of the
proposed dividend after acquiring a majority ownership in Kodiak in
December 2017. Moody's believes that the likelihood of a sale of
the company is high since CSC is in its fourth year of its
investment in Kodiak. Such action or further debt financed
dividends that result in significant deterioration of credit
metrics could affect Kodiak's long-term ratings.

The following ratings are affected by the action:

Assignments:

Issuer: Kodiak BP, LLC

Corporate Family Rating, Assigned B1

Probability of Default Rating, Assigned B1-PD

Senior Secured Term Loan, Assigned B2 (LGD4)

Outlook Actions:

Issuer: Kodiak BP, LLC

Outlook, Assigned Stable

RATINGS RATIONALE

Kodiak's B1 CFR reflects Moody's expectation that the company will
remain highly leveraged. Moody's projects adjusted debt-to-LTM
EBITDA will approximate 4.0x at year-end 2021. At the same time
Kodiak faces strong competition and may face challenges integrating
future bolt-on acquisitions. Providing an offset to Kodiak's
leveraged capital structure is good profitability. Moody's
forecasts adjusted EBITDA margin in the range of 7.5% - 10% for
2021, which is the company's greatest credit strength. Moody's also
calculates interest coverage, measured as EBITA-to-interest
expense, will be around 4.0x in late 2021.

Additionally, Moody's forecasts that Kodiak will have good
liquidity over the next twelve to 18 months. Good cash flow, ample
revolver availability and no near-term maturities provide more than
ample financial flexibility for Kodiak to integrate future bolt-on
acquisitions and to contend with competition.

Residential new construction (both single family and multi-family),
from which Kodiak earns about 75% of revenue, is a source of
strength. Moody's has a positive outlook for US Homebuilding with
good growth expected. Non-residential construction (combined new
construction and infrastructure), representing approximately 18% of
revenue, is exhibiting relative long-term stability with
opportunities even though new construction has contracted modestly.
Moody's expects repair and remodeling activity, representing the
remaining 7% of revenue, to remain strong over the twelve to 18
months.

The stable outlook reflects Moody's expectation that leverage will
not deteriorate over the next 18 months. A good liquidity profile
and Moody's expectation that end market dynamics support growth
further support the stable outlook.

The B2 rating assigned to Kodiak's senior secured term loan, one
notch below the Corporate Family Rating, results from its
subordination to the company's asset based revolving credit
facility. 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 senior secured term loan is expected to contain certain
covenant flexibility for transactions that can adversely affect
creditors. The documents governing the company's senior secured
term loan gives Kodiak the ability to incur incremental
indebtedness with a free and clear basket of the greater of $133
million, 100% of LTM consolidated EBITDA, plus additional amounts
so long as: first lien net leverage ratio does not exceed 4.00x
(for pari passu indebtedness); secured net leverage ratio does not
exceed 6.00x (for junior secured indebtedness); and total net
leverage ratio does not exceed 6.00x (for unsecured indebtedness).
Alternatively, the ratio tests can all be satisfied so long as
leverage does not increase on a pro forma basis if incurred in
connection with a permitted acquisition or investment. Collateral
leakage is permitted through the transfer of assets to unrestricted
subsidiaries, subject to carve-out capacity; there are no
additional "blocker" protections restricting such transfers. Only
wholly-owned material subsidiaries must provide guarantees, raising
the risk of potential guarantee release; partial dividends of
ownership interests could jeopardize guarantees. Kodiak's
obligation to prepay loans with the net proceeds of asset sales
steps down to 50% and 25% at 3.50x and 3.00x first lien net
leverage ratio, respectively.

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

Factors that could lead to an upgrade:

- Debt-to-LTM EBITDA sustained below 4.0x

- Preservation of its good liquidity

Factors that could lead to a downgrade:

- EBITA-to-interest expense trending towards 1.5x

- Debt-to-LTM EBITDA remains above 5.0x

- The company's liquidity profile deteriorates

- Aggressive acquisition or shareholder initiatives

Kodiak Building Partners Inc, headquartered in Littleton, Colorado,
is a national distributor of building materials and provider of
construction services. Court Square Capital Partners, through its
affiliates, has a majority ownership in Kodiak and management has a
minority interest.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.


LADAN INC: Unsec. Creditors to Recover 10% Via Quarterly Payments
-----------------------------------------------------------------
Ladan, Inc., filed with the U.S. Bankruptcy Court for the Northern
District of California a Combined Chapter 11 Plan of Reorganization
and Disclosure Statement dated Feb. 18, 2021.

General unsecured creditors will receive a pro-rata portion of
$502,544, likely to result in a 10.00% recovery of allowed claims
in quarterly payments over 20 quarters.

Class 2(a) consists of Merchant Cash Advance Claims. The following
are claims scheduled by the Debtor as disputed, contingent or
unliquidated. Such claims are not deemed allowed under 11 U.S.C.
Section 1111(a) unless the holders of such claims timely filed a
Proof of Claim. As none of the following Class 2(a) claims timely
filed Proofs of Claim in the Debtor's case, the holders of such
claims shall not receive anything under the Plan.

Class 2(b) consists of Undisputed General Unsecured Claims.
Creditors will receive a pro-rata share of a fund totaling
$502,544, created by Debtor's payment of $25,127 per quarter for a
period of 20 quarters, starting with the first full quarter
following the Effective Date of the Plan.

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 post-confirmation debts so long as the Debtor
performs all obligations under the Plan.  If the 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 as modified by the confirmed
Plan. Upon confirmation of the Plan, the Debtor will be discharged
from all pre-confirmation debts whether or not the Debtor makes all
Plan payments.

On the Effective Date, all property of the estate and interests of
the Debtor will vest in the reorganized Debtor pursuant to §
1141(b) of the Bankruptcy Code free and clear of all claims and
interests except as provided in this Plan.

A full-text copy of the Combined Plan and Disclosure Statement
dated Feb. 18, 2021, is available at https://bit.ly/2ZEI17H from
PacerMonitor.com at no charge.

Attorneys for Ladan:

         GOODRICH & ASSOCIATES
         JEFFREY J. GOODRICH
         336 Bon Air Center, #335
         Greenbrae, CA 94904
         Tel: (415) 925-8630

                        About Ladan Inc.

Ladan, Inc. -- http://ludwigsfinewine.com/-- is a privately held
company that owns and operates wine, beer, and liquor stores.
Ladan, Inc., sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Cal. Case No. 20-30130) on Feb. 6, 2020.  The
case is assigned to Judge Dennis Montali. In the petition signed by
Magid Nazari, president, the Debtor had $258,503 in assets and
$7,672,414 in liabilities.  Jeffrey Goodrich, Esq., at GOODRICH &
ASSOCIATES, is the Debtor's counsel.


LAKES EDGE: Has Cash Collateral Access Thru March 31
----------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North
Carolina, Winston-Salem Division, has authorized the Lakes Edge
Group, LLC to use the cash collateral on an interim basis through
March 31, 2021 in accordance with the budget, with a 10% variance.

As adequate protection to Keystone Real Estate Income Trust, LLC
for the use of its Cash Collateral, the Debtor will limit its use
of Cash Collateral and make an adequate protection payment to
Keystone on or before March 31, in the amount of $43,062.  However,
in the event the Debtor pays Keystone on or before March 31 the
amount of $6,000,000 from the closing of a sale of Assets, then in
such event, the March Adequate Protection Payment may be paid at
the closing, in addition to the $6,000,000 payment.

The Debtor is permitted to carve out from Cash Collateral or any
replacement collateral and use an aggregate amount necessary to pay
all Permitted Trailing Expenses which are the costs of operating
and preserving the estate, including allowed administrative fees,
costs, or expenses, to the extent incurred post-petition and prior
to such Termination Date but in the aggregate amount not to exceed
110%.

A further hearing (which may be a final hearing) on the Motion will
be held virtually via videoconference at 3 p.m. on March 31.

A copy of the Order and the Debtor's budget through the week of
March 31 is available at https://bit.ly/37H99r4 from
PacerMonitor.com.

                    About Lakes Edge Group, LLC

The Lakes Edge Group, LLC classifies its business as single asset
real estate (as defined in 11 U.S.C. Section 101(51B)).

The Lakes Edge Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No.
20-50715) on Sept. 24, 2020. Mark Fletcher, authorized
representative, signed the petition.

At the time of filing, the Debtor disclosed assets of less than
$50,000 and liabilities of up to $10 million.

Judge Lena M. James oversees the case.

Bennett-Guthrie PLLC is the Debtor's legal counsel.

On November 16, 2020, the court appointed Ashley S. Rusher as
Chapter 11 trustee.



LEWISBERRY PARTNERS: Wins Cash Collateral Access Thru March 19
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
has authorized Lewisberry Partners, LLC to use the cash collateral
of Loan Funder LLC on an interim basis through March 19, 2021, in
accordance with the Budget, with a 10% variance.

The Debtor requires the immediate authority to use Cash Collateral
to continue its business operations without interruption toward the
objective of formulating an effective plan of reorganization.

The Debtor owns 30 townhomes which it leases to residential tenant.
The Debtor entered into a secured Note and Security Agreement under
and pursuant to which Loan Funder was granted a first priority
mortgage on the Properties of the Debtor.

In connection with the Note and Security Agreement, the Debtor
granted an assignment of rents to Loan Funder as security for the
obligations under the Note.

Loan Funder has alleged liens and security interests in the assets
of the Debtor, including but not limited to its rents.

The Debtor is authorized to use the Cash Collateral to meet its
ordinary cash needs, for the payment of the Debtor's actual
expenses necessary to maintain and preserve their assets, continue
operation of its businesses, including the payment of expenses as
reflected in the Budget, and to pay United States Trustee fees.

The Debtor's banks and each of them are authorized and directed to
receive, process, honor, and pay upon any draft drawn on Loan
Funder's collateral for purposes of making the payments authorized
under the Cash Collateral Order.

As adequate protection for the use of Loan Funder's Cash
Collateral, Loan Funder is granted Replacement Liens to the same
extent and priority existing on the Petition Date. Replacement
perfected security to the extent the Cash Collateral of Loan Funder
is used by the Debtors, to the extent of, and with the same
priority in the Debtor's post-petition collateral, and proceeds
thereof, that Loan Funder held in the Debtor's pre-petition
collateral.  In addition, the Debtor will make an adequate
protection payment to Fay Servicing, LLC as servicer of the Loan in
the amount of $53,500.

A further hearing on the matter will be held March 17 at 11 a.m.

A copy of the Order and the Debtor's budget through the week of
March 17 is available for free at https://bit.ly/3bA4SXD from
PacerMonitor.com.

                  About Lewisberry Partners, LLC

Lewisberry Partners, LLC is primarily engaged in renting and
leasing real estate properties. It sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 21-10327)
on February 9, 2021. In the petition signed by Richard J. Puleo,
managing member, the Debtor disclosed up to $10 million in both
assets and liabilities.

Judge Eric L. Frank oversees the case.

Edmond M. George, Esq., at OBERMAYER REBMANN MAXWELL & HIPPEL LLP
is the Debtor's counsel.



LISTO WAY: Seeks to Hire Singleton Keller as Accountant
-------------------------------------------------------
Listo Way Group LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Louisiana to employ Singleton Keller
Bolding Avant & Associates LLC as its accountant.

The firm's services include the preparation of tax returns and
general accounting advice.

Singleton Keller will be paid at these rates:

     Accountants              $128 to $210 per hour
     Staffs                    $48 to $75 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

Steven Hoffpauir, a partner at Singleton Keller, disclosed in a
court filing 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:

     Steven Hoffpauir
     Singleton Keller Bolding
     Avant & Associates LLC
     91 Settlers Trace Blvd.
     Lafayette, LA 70508
     Tel: (337) 456-1076
     Email: info@skbaa.com

                       About Listo Way Group

Listo Way Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. La. Case No. 21-50075) on Feb. 12,
2021.  Jason Trotter, managing member, signed the petition.

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

Judge John W. Kolwe oversees the case.

The Debtor tapped H. Kent Aguillard, Esq., as its legal counsel and
Singleton Keller Bolding Avant & Associates LLC as its accountant.


LRGHEALTHCARE: Has Cash Collateral Access Thru April 3
------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Hampshire has
authorized LRGHealthcare to use cash collateral on an interim basis
through April 3, 2021 in accordance with the budget.

The Debtor has a pressing need for the immediate use of cash
collateral to continue operating as a going concern minimize
disruption, rebut any skepticism regarding the Debtor's ability to
operate as a going-concern and stabilize business operations in
response to the Chapter 11 Case.

As of the Petition Date, the Debtor is party to a Security
Agreement dated as of December 9, 2009 by and among the Debtor,
KeyBank National Association, and U.S. Department of Housing and
Urban Development Federal Housing Administration, pursuant to which
Loan Documents, the Debtor was indebted to the Lender in the
aggregate principal amount of $110,761,259 as of the Petition Date,
plus pre-petition interest, fees, expenses, and other amounts
arising in respect of such obligations existing immediately prior
to the Petition Date. The Obligations are secured by valid,
enforceable, properly perfected, first priority, and unavoidable
liens on and security interests encumbering substantially all
pre-petition assets of the Debtor, as set forth in the Loan
Documents.

As of the Petition Date, the Debtor maintained five bank accounts
with Bank of New Hampshire, a New Hampshire Mutual Savings Bank.
The Debtor, the Lender and BONH are parties to a Control Agreement
for Deposit Account dated as of September 30, 2015. Pursuant to the
DACA, Lender is properly perfected in the BONH Accounts.

The Debtor is granted limited use of cash collateral as follows:

     a. Subject Section 552(b) of the Bankruptcy Code, "Cash
Collateral" means, collectively, all cash that the Debtor had on
hand as of the Petition Date or has received since the Petition
Date, including all products and proceeds of (i) all Collateral and
(ii) all funds in all bank accounts (excluding Account 164), all of
which constitute cash collateral, which will be deposited into the
BONH Accounts. All Cash Collateral that the Debtor receives
subsequent to the entry of the Fifth Interim Order will also be
swept daily into an operating account at BONH. No money will be
withdrawn by the Debtor from the Operating Account except as
expressly provided in the Interim Order.

     b. Absent the prior express consent of the Lender, the use of
any Cash Collateral will be restricted to payment, from the
Operating Account, in the ordinary course of business, only of the
expenses specified in the budget and pursuant to the terms of the
Carve-Out; provided, however, absent Lender's prior written
approval, the Debtor is permitted to exceed total weekly cash
disbursements by up to 15%. Any favorable variance will be added to
the next succeeding Budget period for purposes of measuring
compliance with the Budget and any favorable variance will continue
to roll over into successive Budget periods as applicable; provided
the favorable variance rollover will not exceed 20% of the
favorable variance for preceding Budget period.

     c. The Debtor's Budget represents only post-petition expenses
that must be paid in the ordinary course to avoid immediate and
irreparable harm.

     d. Under no circumstance will the Debtor:

        1. Use any Cash Collateral for any purpose other than those
authorized by the Interim Order and/or as outlined in the Budget
without the written consent of the Lender or further order of the
Court; or

        2. Use Cash Collateral to the extent that expenses listed
in the Budget are not actually incurred.

As adequate protection for the Debtor's use of cash collateral, the
Lender is granted, on behalf of itself and for the benefit of
Lender and HUD, a continuing replacement security interest in, and
lien, effective as of the Petition Date without the necessity of
Lender taking any further action, upon the right, title and
interest in some properties of the Debtor.

The Replacement Liens are  automatically valid and perfected to the
same extent as the Pre-Petition Liens with such priority as
provided in the Fifth Interim Order, without any further notice or
act by any party that may otherwise be required under any other
law.

As additional adequate protection for the Lender's interest in the
BONH Accounts, the Debtor will make an aggregate payment to Lender
in the amount of $250,000 to be paid no later than March 15.

As additional adequate protection, the Lender's claim with respect
to any Diminution in Value as a result of the Debtor's use of Cash
Collateral or the imposition of the automatic stay will have
priority pursuant to the terms of 11 U.S.C. section 507(b).

The Final Hearing will be held on March 23 at 10 a.m.

A copy of the Order and the Debtor's budget through April 3 is
available at https://bit.ly/2ZGx4T0 from Epiq, the claims agent.

                        About LRGHealthcare

LRGHealthcare -- http://www.lrgh.org/-- is a not-for-profit
healthcare charitable trust operating Lakes Region General
Hospital, Franklin Regional Hospital, and numerous other affiliated
medical practices and service programs.

LRGH is a community-based acute care facility with a licensed bed
capacity of 137 beds, and FRH is a 25-bed critical access hospital
with an additional 10-bed inpatient psychiatric unit. In 2002,
Lakes Region Hospital Association and Franklin Regional Hospital
Association merged, with the merged entity renamed LRGHealthcare.

LRGHealthcare offers a wide range of medical, surgical, specialty,
diagnostic, and therapeutic services, wellness education, support
groups, and other community outreach services.

LRGHealthcare filed a Chapter 11 petition (Bankr. D.N.H. Case No.
20-10892) on Oct. 19, 2020.  The petition was signed by Kevin W.
Donovan, president and chief executive officer. At the time of
filing, the Debtor disclosed up to $500 million in both assets and
liabilities.

Judge Bruce A. Harwood oversees the case.

The Debtor tapped Nixon Peabody LLP as counsel; Deloitte
Transactions and Business Analytics LLP and Kaufman, Hall &
Associates, LLC as financial advisors; and Epiq Corporate
Restructuring, LLC as claims, noticing, solicitation, and
administrative agent.



MALLINCKRODT PLC: Lenders Slam 'Uncomfirmable' Bankruptcy Plan
--------------------------------------------------------------
Jeremy Hill of Bloomberg News reports that Mallinckrodt PLC lenders
claim that Mallinckrodt Plc is further from a smooth restructuring
than the drug maker let on in a recent court filing.

Mallinckrodt's proposed restructuring plan has "many shortfalls"
that make it "uncomfirmable," according to the lenders.

As of Nov. 10, 2020, the lender group included Silver Point Capital
LP, First Eagle Alternative Credit LLC, Eaton Vance Management and
Boston Management and Research, according to court papers.

Specifically, the plan calls for reinstating nearly $3 billion of
first-lien debt -- most of which would come due within two years of
Mallinckrodt's bankruptcy exit.

"As the Ad Hoc First Lien Term Lender Group has made clear
throughout these Cases, the RSA Plan is unconfirmable.  The RSA
Plan proposes to "reinstate" nearly $3 billion of Obligations under
the Debtors' First Lien Credit Agreement, the vast majority of
which will come due within 2 years of the Debtors' proposed
emergence.  Additionally, the RSA Plan contemplates approximately
$5.6 billion of cash leaving the system by 2025 to address, among
other things, the Debtors' $1.6 billion settlement with its opioid
claimants.  As a result of these infirmities, there is simply no
scenario under which the RSA Plan is remotely feasible as currently
constructed," the Ad Hoc First LIen Term Lender Group said in a
Feb. 19 court filing."

"This is not to say that there is not a viable path forward for the
Debtors.  Indeed, the Ad Hoc First Lien Term Lender Group is
currently involved in active discussions with the Debtors and the
other parties to the RSA.  It is still too early to say with
certainty that current negotiations with the Debtors will bear
fruit, but the Ad Hoc First Lien Term Lender Group remains hopeful
that consensus will be reached."

                     About Mallinckrodt 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.  On the Web:
http://www.mallinckrodt.com/

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 U.S. Trustee for Region 3 appointed an
official committee of opioid related claimants.  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.


MANHATTAN HOSPITALITY: Has Cash Collateral Access Thru March 31
---------------------------------------------------------------
The U.S. Bankruptcy Court, District of Kansas, Topeka Division, has
authorized Manhattan Hospitality, Inc. to use cash collateral on a
temporary basis through March 31, 2021 in accordance with the
Budget.

The Debtor requires the use of cash collateral to continue the
operation of its business and avoid immediate and irreparable harm
to its estate, maintain needed goods and services and pay other
necessary and ordinary business expenses, and provide for necessary
adequate protection during the Interim Period for Central National
Bank.

The Bank and the Debtor are parties to two Promissory Notes, a
Leasehold Mortgage, Security Agreement and Collateral Assignment of
Lease.

As security for repayment of the Pre-Petition Loan Indebtedness,
the Debtor granted the Bank a security interest in, and liens upon,
certain personal property, income, room revenues and accounts
receivables as evidenced by the security instruments filed by the
Bank.

As adequate protection for the Debtor's use of cash collateral, the
Bank is granted replacement liens and security interest in the DIP
Accounts and the Cash Collateral including rents, income, profits,
accounts receivable and accounts which replacement lien and
security interest as to existing Cash Collateral categories will
have the same priority, extent and validity as the Bank's security
interests or other interests in the Cash Collateral used by the
Debtor.  The replacement lien and security interest granted are
valid, enforceable and fully perfected. If notwithstanding the
foregoing replacement liens, the Bank has a claim arising from the
Debtor's use of the Cash Collateral, the Bank will have a claim
having priority over all other administrative expenses except
post-petition ad valorem taxes and U.S. Trustee fees, claims by the
Clerk of the Bankruptcy Court and unpaid fees and expenses of
counsel for the debtor up to $3,000.

As further adequate protection, the Bank will be paid $15,000 on a
monthly basis on or before the 15th day of each month while the
Interim Order is in force.

The Debtor is also directed to maintain the types and amounts of
insurance on all its property and assets as required by the Loan
Documents.

A final hearing on the Debtor's Cash Collateral Motion is scheduled
for March 24 at 2:30 p.m.

A copy of the Interim Order and the Debtor's March 2021 budget is
available at https://bit.ly/3dBjhp8 from PacerMonitor.com.

                  About Manhattan Hospitality, Inc.

Manhattan Hospitality, Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Kan. Case No. 20-41003) on Dec. 17,
2020.  At the time of filing, the Debtor disclosed up to
$10,000,000 in assets and up to $50,000,000 in liabilities.  

Judge Dale L. Somers oversees the case.

Sader Law Firm represents the Debtor as counsel.

Central National Bank, as lender, is represented by:

     Michael R. Munson, Esq.
     800 SE Quincy Street
     Topeka, KS 66612
     Tel: (785) 379-4800
     Fax: (785) 309-0570
     E-mail: mikem@centralnational.com



MILLENIUM 47C: Case Summary & Unsecured Creditor
------------------------------------------------
Debtor: Millenium 47C, LLC
        1425 Brickell Avenue, Apt. 47-C
        Miami, FL 33129

Chapter 11 Petition Date: February 23, 2021

Court: United States Bankruptcy Court
       Southern District of Florida

Case No.: 21-11713

Judge: Laurel M. Isicoff

Debtor's Counsel: Joel M. Aresty, Esq.
                  JOEL M. ARESTY P.A.
                  309 1st Ave S
                  Tierra Verde, FL 33715
                  Tel: 305-904-1903
                  E-mail: aresty@icloud.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Anastasio Lorente, manager.

The Debtor listed 3311180 Canada Inc. as its sole unsecured
creditor holding an unknown amount of claim.

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

https://www.pacermonitor.com/view/3IPN3GI/Millenium_47C_LLC__flsbke-21-11713__0001.0.pdf?mcid=tGE4TAMA


MISSOURI JACK: Interim Cash Access OK'd Thru March 31
-----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri has
authorized Missouri Jack, LLC, and affiliates to, among other
things, use cash collateral on an interim basis through March 31,
2021, in accordance with the Interim Budgets, with a 15% variance.

The Secured Parties are granted replacement liens in cash
collateral generated from operations, solely to the extent that the
Debtors' use results in a decrease in the value of the Secured
Parties' interest in such cash collateral, with such replacement
liens being granted to the Secured Parties to the same extent and
with the same validity and priority as the Secured Parties'
pre-petition liens, subject to all rights, claims, and defenses of
Debtors and their estates.

The Secured Creditors' pre-petition security interests are valid,
enforceable, properly perfected, and unavoidable, without the
necessity of filing any documents or otherwise complying with
nonbankruptcy law.

The Secured Creditors have valid and perfected interests in the
cash used during the Interim Period.

A hearing to consider the Motion and entry of an order authorizing
and approving further or final use of cash collateral is continued
to March 17 at 11 a.m. Objections are due March 12.

A copy of the order and the Debtor's budget through May 31, 2021 is
available for free at https://bit.ly/3aG5uf5 from
PacerMonitor.com.

                    About Missouri Jack, LLC

Earth City, Missouri-based Missouri Jack, LLC, Illinois Jack, LLC,
and Conquest Foods, LLC, are owners of 70 Jack In The Box
restaurants in Missouri and Illinois.  

Missouri Jack, Illinois Jack and Conquest Foods sought Chapter 11
protection (Bankr. E.D. Mo. Case Nos. 21-40540 to 21-40542) on Feb.
16, 2021.  The petitions were signed by Navid Sharafatian of
Victorville, California, the manager of TNH Partners LLC.

Missouri Jack listed assets and liabilities of $10 million to $50
million, Illinois Jack and Conquest listed assets of $1 million to
$10 million and liabilities of $10 million to $50 million.

The Hon. Barry S. Schermer is the case judge.

SUMMERS COMPTON WELLS LLC, led by David A. Sosne, is the Debtors'
counsel.



MOUNT ETNA PARTNERS: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Mount Etna Partners, LLC
          DBA American Fibrex
        1220 NW Murphy Blvd.
        Joplin, MO 64801

Business Description: American Fibrex --
                      http://www.americanfibrex.com/-- is a
                      manufacturer of a complete line of high
                      temperature industrial insulation products.

Chapter 11 Petition Date: February 23, 2021

Court: United States Bankruptcy Court
       Western District of Missouri

Case No.: 21-30025

Debtor's Counsel: Norman E. Rouse, Esq.
                  COLLINS, WEBSTER & ROUSE, PC
                  5957 East 20th Street
                  Joplin, MO 64801-8765
                  Tel: 417-782-2222
                  Fax: 417-782-1003
                  E-mail: twelch@cwrcave.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Garrett Reincke, president/CEO.

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/WPDWHXI/Mount_Etna_Partners_LLC__mowbke-21-30025__0001.0.pdf?mcid=tGE4TAMA


NATIONAL RIFLE ASSOCIATION: UST Says No New Creditor Members
------------------------------------------------------------
Law360 reports that the U.S. Trustee's Office is asking a Texas
bankruptcy judge to reject a call by a National Rifle Association
vendor to place new members on the unsecured creditors committee in
the NRA's Chapter 11 case, saying the current membership spread is
more than fair to all creditors.

In a filing late Sunday, February 21, 2021, U.S. Trustee William
Neary said Membership Marketing Partners' request for an expanded
official unsecured creditors committee with more trade creditor
membership should be rejected, arguing the committee as it stands
fairly represents all of the types of parties with unsecured claims
against the NRA.

The OCC formed by the U.S. Trustee consists of only five members:
(I) the Pension Benefit Guaranty Corporation; (ii) Ackerman McQueen
Inc.; (iii)David Dell'Aquila; (iv) InfoCision, Inc.; and (v) Stone
River Gear, LLC.

MMP has no complaint about the inclusion of true creditors
InfoCision, and Stone River Gear, LLC, but the inclusion of the
PBGC, Dell'Aquila, and Ackerman are puzzling to MMP.  The  PBGC is,
at best, a contingent creditor; Ackerman's relationship with the
Debtor is litigious and antagonistic, and involves far more than
its role as a creditor; and Dell'Aquila is not on the list of
creditors holding the largest unsecured claims but is, rather, a
donor who is in litigation with the Debtor and who has been on a
years-long quest to replace the Debtor’s board of directors and
management.

MMP, the second-largest unsecured creditor in the case, not only
expressed a desire to serve on the OCC, but timely submitted all
information requested by the U.S. Trustee and attended a nearly
one-hour interview with a representative from the U.S. Trustee's
office. But the U.S. Trustee did not invite MPP to join the OCC
and, when asked why, refused to give a reason for the decision.

"The law is clear and indisputable: a committee of creditors must
adequately represent the general body of creditors in the case.
The  OCC appointed by the U.S. Trustee in this case does not.  The
U.S. Trustee appears to have hand-picked three creditors for the CC
with an axe to grind against the Debtor's management, effectively
giving those three creditors absolute control of the OCC.  This
omission was as intentional and deliberate as it was arbitrary and
capricious.  The remedy for this departure from the norm is simple:
add at least two true trade creditors from the list of the Debtor's
twenty largest creditors to make the OCC more balanced and
genuinely representative of creditor interests," MMP said.

           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. 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 and Garman Turner Gordon LLP as
their bankruptcy counsel, and Brewer, Attorneys & Counselors as
their special counsel.


NATIONAL RIFLE: U.S. Trustee Opposes Bid to Reconstitute Committee
------------------------------------------------------------------
The U.S. Trustee for Region 6 has opposed the motion filed by
Membership Marketing Partners, LLC to appoint additional trade
creditors to the official committee representing unsecured
creditors in National Rifle Association's Chapter 11 case.

In court papers, the Justice Department's bankruptcy watchdog asked
the U.S. Bankruptcy Court for the Northern District of Texas to
deny the motion, saying it will "disturb the balance of creditor
interests" represented on the committee.

"In so doing, [Membership Marketing] asks this court to favor trade
creditors, whom the NRA says will be paid in full, over potential
judgment creditors who may not be paid in full," the U.S. trustee
said.

According to the U.S. trustee, the committee "adequately"
represents the three types of creditor interests in the case --
trade, litigation and pension obligations.

"Not only is the committee adequately representative but the
committee size also satisfies the requirements of the Bankruptcy
Code," the U.S. trustee said.

On Feb. 4, the U.S. trustee formed a five-member committee, which
is composed of two trade creditors, two litigation claimants and
the Pension Benefit Guaranty Corp.

          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. 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.  

Judge Harlin Dewayne Hale oversees the cases.  

The Debtors tapped Neligan LLP and Garman Turner Gordon LLP as
their bankruptcy counsel, and Brewer, Attorneys & Counselors as
their special counsel.

The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors on Feb. 4, 2021.  The committee is represented
by Norton Rose Fulbright US, LLP.


NIAGARA HOSPITAL: Wins Cash Collateral Access on Final Basis
------------------------------------------------------------
Judge Carl L. Bucki of the U.S. Bankruptcy Court for the Western
District of New York authorized Eastern Niagara Hospital, Inc. to
use cash collateral on a final basis.

Prior to the Petition Date, the Debtor entered into loan agreements
for a $3 million facility and a $4 million facility with Citizens
Bank, N.A., f/k/a RBS Citizens, N.A.  As of the Petition Date, the
Debtor was indebted to the Secured Creditor in the amount of
$2,679,787.96 under the $3mm Facility, and $3,533,556.28 under the
$4mm Facility.

As security for the Debtor's performance of its obligations under
the Pre-Petition Loan Agreements, the Debtor granted the Secured
Creditor valid and binding first priority liens on certain real and
personal property, including: (i) certain accounts receivable, and
proceeds thereof, as well as the Debtor's general intangibles in
the Amended and Restated Security Agreement, dated November 6,
2013, executed between the Debtor and the Secured Creditor; (ii)
Mortgaged Property in the First Mortgage, Assignment of Leases and
Rents and Security Agreement, dated September 13, 2013, executed
between the Debtor and the Secured Creditor; and (iii) Mortgaged
Property in the First Mortgage, Assignment of Leases and Rents and
Security Agreement, dated November 6, 2013, executed between the
Debtor and the Secured Creditor.

On February 5, 2021, the Court approved a Settlement Agreement
between the Secured Creditor and the Debtor, as well as a Debtor in
Possession financing facility, the proceeds of which were used to
fund the Settlement Agreement.  The DIP Facility closed on February
10, 2021 and payment of $3.8 million was made to the Secured
Lender.  The Secured Lender's security interest and liens on the
Collateral and interest in cash collateral was released and
satisfied.  The Secured Lender's Pre-Petition First Lien Collateral
is comprised solely of the Mortgaged Property.

Judge Bucki found that "the continued operation of the Debtor's
business is dependent upon its ability to use cash collateral.
There is an immediate need for entry of an order authorizing use of
Cash Collateral, and, absent entry of such an order, the Debtor's
estate will be irreparably harmed."

The Debtor was authorized to use cash collateral in an aggregate
amount equal to the amounts stated in the approved Budget with a
variance of 10% of (i) gross disbursements and (ii) gross
collections.

As adequate protection, the Secured Creditor was granted roll-over
security interests in the Debtor's post-petition acquired assets of
the same type, and to the same extent, validity and priority as the
Secured Creditor held in the Collateral on the Petition Date.  Such
Roll-Over Liens are (i) in addition to all security interests,
liens and rights of setoff existing in favor of the Secured
Creditor on the Petition Date, (ii) valid, perfected, enforceable
liens and effective as of the Petition Date through the February
10, 2021 Payment Date without any further action by the Debtor or
Secured Creditor and without the execution, filing or recordation
of any document otherwise required under applicable law for
granting and perfecting security interests and liens, and (iii)
security for the use of cash collateral and as protection against
collateral diminution.

The approved Budget shows actual cash disbursements of $$952,325
for the week ending January 23, 2021, $592,858 for the week ending
January 30, 2021, and $1,206,520 for the week ending February 6,
2021.  The Budget projects a variance in the cash disbursements in
the amount of $180,786 for the week ending February 13, 2021.

A full-text copy of the Final Order Authorizing Use of Cash
Collateral, dated February 18, 2021, is available for free at
https://tinyurl.com/425o7jwm at PacerMonitor.com.

                    About Eastern Niagara Hospital, Inc.

Eastern Niagara Hospital -- http://www.enhs.org-- is a  
not-for-profit organization, focused on providing general medical
and surgical services. The Hospital offers radiology, surgical
services, rehabilitation services, cardiac services, respiratory
therapy, obstetrics & women's health, emergency services, acute &
intensive care, chemical dependency treatment, occupational
medicine services, DOT medical exams, dialysis, laboratory
services, and express care.

Eastern Niagara Hospital previously sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D.N.Y. Case No. 19-12342)
on Nov. 7, 2019.

Eastern Niagara Hospital again sought Chapter 11 protection (Bankr.
W.D. N.Y. Case No. 20-10903) on July 8, 2020. In the petition
signed by Anne E. McCaffrey, president and CEO, the Debtor
disclosed between $10 million to $50 million in both assets and
liabilities.



OFFER SPACE: Gets Approval to Hire McKay Burton as Legal Counsel
----------------------------------------------------------------
Offer Space, LLC received approval from the U.S. Bankruptcy Court
for the District of Utah to employ McKay Burton & Thurman, P.C. to
handle its Chapter 11 case.

McKay Burton will be paid at these rates:

     Attorneys                  $167 to $375 per hour
     Paraprofessionals           $90 to $150 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

The firm received from the Debtor a pre-bankruptcy retainer in the
amount of $30,000.  After deducting fees and expenses, the
remaining balance is $21,886.50, which is held in the firm's trust
account.

Mark Rose, Esq., a partner at McKay Burton, disclosed in a court
filing 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:

     Mark C. Rose, Esq.
     McKay Burton & Thurman, P.C.
     15 West South Temple, Suite 1000
     Salt Lake City, UT 84101
     Tel: (801) 521-4135
     Fax: (801) 521-4252
     Email: mrose@mbt-law.com

                         About Offer Space

Offer Space, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 20-27480) on Dec. 30,
2020.  Chris Armstrong, member, signed the petition.  In the
petition, the Debtor disclosed assets of $795,038 and liabilities
of $2,034,709.

Judge William T. Thurman oversees the case.  Anderson & Karrenberg
is the Debtor's legal counsel.


OSPREA LOGISTICS: Seeks Cash Collateral Access
----------------------------------------------
Osprea Logistics USA, LLC asks the U.S. Bankruptcy Court for the
Western District of North Carolina, Charlotte Division, for
authority to use cash collateral on an interim basis to operate in
the ordinary course of business.

The Debtor requires immediate access to cash collateral to avoid a
quick collapse of its business to the detriment of the estate. An
immediate shutdown of the business would also dramatically reduce
the value of the Debtor's unique vehicle inventory, which is
primarily sold to military purchasers and foreign governments.

The Debtor's assets primarily consist of accounts receivable,
inventory, and equipment.

First Horizon Bank is the Debtor's sole secured creditor. FHB
asserts a first lien on substantially all of the Debtor's assets
including its inventory, accounts receivable, equipment, and their
proceeds securing a debt of approximately $2,400,000.

The Debtor contends FHB has adequate protection against the
diminution in value of its pre-petition collateral. Preliminarily,
the use of cash collateral in the ordinary course of business,
provides adequate protection in that it preserves the going concern
value of the Debtor's business and, as a result, the value of the
pre-petition collateral. Further, as of the Petition Date, the
Debtor held assets valued in excess of $10,000,000. In addition,
the Debtor has assigned its rights to payment under a letter of
credit in the amount of $16,480,000 including a cash collateral
account in the amount of $4,120,000 to secure its obligations to
FHB.

Accordingly, FHB is oversecured and enjoys a substantial equity
cushion that adequately protects the bank's interests in the
Debtor's property. The Debtor's cash flow and other financial
analysis also show that FHB's collateral position will be
adequately maintained.

A copy of the motion is available at https://bit.ly/3pEpe72 from
PacerMonitor.com.

                 About Osprea Logistics USA, LLC

Osprea Logistics USA LLC manufactures transportation equipment. It
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. W.D. N.C. Case No. 21-30087) on February 17, 2021. In the
petition signed by Nicholas F. Brandt, manager, the Debtor
disclosed up to $50 million in assets and up to $10 million in
liabilities.

Judge Craig J. Whitley oversees the case.

Richard S. Wright, Esq. at MOON WRIGHT & HOUSTON, PLLC is the
Debtor's counsel.



PACIFIC LINKS: Seeks to Hire Tsugawa Lau as Special Counsel
-----------------------------------------------------------
Pacific Links U.S. Holdings, Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Hawaii to employ
Tsugawa Lau & Muzzi, LLLC as their special litigation counsel.

The firm will assist the Debtors in pursuing certain avoidance
actions.

The firm will be paid based upon its normal and usual hourly rates
and will be reimbursed for out-of-pocket expenses incurred.

Christopher Muzzi, Esq., a partner at Tsugawa Lau, disclosed in a
court filing 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:

     Christopher J. Muzzi, Esq.
     Tsugawa Lau & Muzzi LLLC
     1132 Bishop St. Suite 2400
     Honolulu, HI 96813
     Tel: (808) 531-0490
     Email: cmuzzi@hilaw.us

                 About Pacific Links U.S. Holdings

Pacific Links US Holdings, Inc. is a golf club that offers global
reciprocal programs to members and participating clubs.

Pacific Links US Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Hawaii Case No. 21-00094) on Feb. 1,
2021.  Affiliates that also sought Chapter 11 protection are Hawaii
MVCC LLC, Hawaii MGCW LLC, MDRE LLC, MDRE 2 LLC, MDRE 3 LLC, MDRE 4
LLC, and MDRE 5 LLC.  On Feb. 2, the court authorized the jointly
administration of the cases under Case No. 21-00094.

At the time of the filing, Pacific Links had estimated assets of
between $50,000 and $100,000 and liabilities of between $50 million
and $100 million.

Choi & Ito and Tsugawa Lau & Muzzi LLLC serve as the Debtors'
bankruptcy counsel and special litigation counsel, respectively.


PB 6 LLC: Case Summary & 4 Unsecured Creditors
----------------------------------------------
Debtor: PB 6 LLC
        3401 Grande Vista Drive #672
        Newbury Park, CA 91319

Business Description: PB 6 LLC is a privately held company whose
                      principal assets are located at 5317-5149
                      1/2 Colfax Avenue Los Angeles, CA 91607.

Chapter 11 Petition Date: February 23, 2021

Court: United States Bankruptcy Court
       Central District of California

Case No.: 21-10293

Judge: Hon. Martin R. Barash

Debtor's Counsel: Jeffrey S. Shinbrot, Esq.
                  JEFFREY S. SHINBROT, APLC
                  15260 Ventura Blvd.
                  Suite 1200
                  Sherman Oaks, CA 91403
                  Tel: 310-659-5444
                  Fax: 310-878-8304
                  E-mail: jeffrey@shinbrotfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Adam Goldberg, managing member.

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

https://www.pacermonitor.com/view/HWOLHLI/PB_6_LLC__cacbke-21-10293__0001.0.pdf?mcid=tGE4TAMA


PERFORMANCE AIRCRAFT: Seeks Cash Collateral Access Thru March 31
----------------------------------------------------------------
Performance Aircraft Leasing, Inc. asks the U.S. Bankruptcy Court
for the Northern District of Illinois, Eastern Division, for
authority to use cash collateral belonging to XL Specialty
Insurance Company on an emergency basis through March 31, 2021.

The Debtor requires the use of cash collateral to pay its ongoing
expenses. The Debtor asserts that the use of collateral allegedly
held by XL will cause little, if any, harm to XL. Conversely, the
harm to the Debtor will be substantial because the use of cash
collateral is essential to its status as a going concern.

On July 13, 2012, the Debtor executed a financing statement in
favor of WACHS Technical Services, Inc. to secure a $972,771 loan.
WTS' lien was perfected by filing a UCC-1 Financing Statement with
the Secretary of State of Delaware. A continuation statement was
filed on April 4, 2017. An additional financing statement was filed
on September 25, 2019.

On May 10, 2018, WTS assigned its rights to Edward H. Wachs Trust
Dated March 24, 1995.

The Wachs Trust lien attaches to all assets of the Debtor with
exception of an aircraft described as Lear Jet 35. The current
value of the collateral securing the Wachs Trust lien consists of
cash on hand and a claim for negligence against the Debtor's
insurance broker which total approximately $102,900.

On December 17, 2020, XL obtained a judgment against the Debtor in
the amount of $2,694,269 in the Circuit Court of Cook County,
Illinois, County Department, Law Division, case no. 2012 CH 28651.
XL asserts that at the time of the Debtor's bankruptcy filing, the
amount due on the judgment, including interest and costs totaled
$2,716,133.

On January 22, 2021, XL issued a Citation to Discover Assets
against the Debtor. The Citation lien was placed during the 90 days
prior to the filing of the case while the Debtor was insolvent and
is deemed a preferential transfer. The Citation lien did not attach
to the Aircraft because it was not properly perfected pursuant to
the requirements of the Federal Aviation Administration.

Further, the Citation lien is subordinated to the Wachs Trust prior
lien. The Debtor has filed an adversary action to set aside the
preferential transfer to XL.

The Debtor believes that the Citation lien is wholly unsecured due
to the Wachs Trust prior lien and the lack of perfection of an
interest in the Aircraft.

Without waiving the Debtor's position that XL's Citation lien is
wholly unsecured and pending the resolution of the XL Adversary
Action, the Debtor proposes to provide adequate protection to XL in
the event that XL has an interest in the cash collateral.

Further, the Debtor proposes to (a) grant XL a replacement lien
upon the assets in the Debtor's estate subsequent to the filing of
the Chapter 11 petition to the extent XL's Citation lien attached
to the Debtor's assets and subject to the security interest of
Wachs Trust and pending the XL Adversary Action; (b) provide
adequate protection of the prior lien of Wachs Trust; and (c)
maintain adequate insurance to protect the collateral against risk
of loss, damage and destruction.

The Debtor believes XL is fully protected for the value of its
lien, if any, provided by a replacement lien to the extent of
collateral utilized, subject to the security interest of Wachs
Trust and pending the XL Adversary Action.

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

             About Performance Aircraft Leasing, Inc.

Performance Aircraft Leasing, Inc. is a corporation that leases
aircraft. It sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-02211) on February
19, 2021. In the petition signed by Edward H. Wachs, president, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.

Judge Donald R. Cassling oversees the case.

Golan Christie Taglia LLP is the Debtor's counsel.



PROJECT LEOPARD: Moody's Affirms B2 CFR on Debt-Funded Dividend
---------------------------------------------------------------
Moody's Investors Service affirmed Project Leopard Holdings Inc.'s
("Kofax") B2 Corporate Family Rating, B2-PD Probability of Default
Rating and B2 ratings on the senior secured bank credit facilities.
Concurrently, Moody's assigned a B2 rating on the proposed senior
secured first lien term loans. The outlook remains negative.

Kofax intends to issue an incremental $360 million to its senior
secured first lien term loan and use $87 million of cash from the
balance sheet to fund a $439 million distribution and pay
associated transaction fees. Kofax also proposes the ability for an
additional $35 million dividend to be paid from excess cash
generated prior to June 30, 2021 through an amendment on the
facility. Although the expiry of the $80 million revolver remains
July 2022, the company plans to extend the maturity of its senior
secured first lien term loan to 2024.

The negative outlook reflects Moody's view that Kofax's revenue
declines and high leverage weakly position the company in the B2
rating category. Moody's considers Kofax's financial policy to be
very aggressive given the size of the dividend after a year of
steep revenue declines driven by the COVID-19 pandemic and
continued underperformance in the company's more traditional
capture and print management markets. While Kofax has seen growth
with its intelligent automation products, the company's ability to
stabilize revenue growth will be a key driver for the credit
profile.

Affirmations:

Issuer: Project Leopard Holdings Inc.

Corporate Family Rating, Affirmed B2

Probability of Default Rating, Affirmed B2-PD

Senior Secured Bank Credit Facility, Affirmed B2 (LGD4) from
(LGD3)

Assignments:

Issuer: Project Leopard Holdings Inc.

Senior Secured First Lien Term Loan, Assigned B2 (LGD4)

Outlook Actions:

Issuer: Project Leopard Holdings Inc.

Outlook, Remains Negative

RATINGS RATIONALE

Kofax's B2 CFR reflects the company's leading position in the
multi-channel capture and financial process automation software
markets, consistent maintenance renewal rates and strong free cash
flow. Although the company is incurring new license declines in its
more traditional and mature products, the ratings also consider
Kofax's revenue growth from its intelligent automation segment.
Kofax continues to face challenges in its core operations in the
mature software capture and print management segments, with ongoing
competition against well-capitalized peers such as IBM and Open
Text.

The ratings are also constrained by the company's aggressive
financial policy as evidenced by the proposed dividend, as well as
history of acquisition activity. Pro forma for the debt-funded
dividend, Moody's adjusted debt to EBITDA is 6x (estimated for the
latest twelve month period 12/31/2021). Moody's expects meager
revenue and earnings growth for the next 12 to 18 months, leading
to leverage sustained in the high 5x range. Assuming no M&A
activity, Moody's expects free cash flow to debt to exceed 5%.

Kofax's liquidity is considered good based on ample cash balances
at the close of the proposed transaction, as well as an undrawn $80
million revolver expiring July 2022. Moody's expects the revolver
to be extended in advance of its expiry, but there would be
downward rating pressure if the revolver is not extended in the
near term. Moody's expects positive free cash flow for the next 12
to 18 months, with modest capital expenditure and expectations of
the additional $35 million dividend to be paid in 2021. The
revolver is subject to a springing covenant with step downs, which
is applicable if revolver utilization exceeds 30%. Moody's does not
expect the covenant to be triggered and projects Kofax to maintain
comfortable cushion if it were to be tested.

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.
Although an economic recovery is underway, it is tenuous, and its
continuation will be closely tied to containment of the virus.
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

Given the negative outlook, an upgrade of Kofax's ratings is
unlikely. However, the ratings could be upgraded if organic
revenues grow at least low-to-mid single digits, leverage is
expected to be sustained under 4.5x, and free cash flow to debt
exceeds 10%.

The ratings could be downgraded if Kofax experiences steeper
revenue and earnings decline than currently anticipated such that
adjusted free cash flow to debt falls below 5%, leverage is
sustained over 6.5x.

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

Project Leopard Holdings Inc. is a leading provider of
multi-channel capture and business process management software. The
company had estimated revenues of roughly $530 million for LTM
December 2020. Project Leopard Holdings Inc. is a holding company
set up by private equity group, Thoma Bravo to acquire the Kofax
business from Lexmark International in June 2017.


REMY'S HT RN: Seeks to Hire Keleti Law as Special Counsel
---------------------------------------------------------
Remy's HT RN, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Keleti Law as its
special counsel.

The Debtor needs the firm's legal assistance in connection with a
case (Case No. BC639954) filed in the Superior Court of California,
County of Los Angeles.

The firm will be paid at these rates:

     Attorneys             $250 per hour
     Paralegals            $150 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

S. Martin Keleti, Esq., a partner at Keleti Law, disclosed in a
court filing 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:

     S. Martin Keleti, Esq.
     Keleti Law
     9903 Santa Monica Blvd., Suite 751
     Beverly Hills, CA 90212
     Tel: (323) 308-8489
     Fax: (323) 978-7422

                        About Remy's HT RN

Remy's HT RN, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-10026) on Jan. 4,
2021, disclosing under $1 million in both assets and liabilities.
Havkin & Shrago, Attorneys At Law serves as the Debtor's legal
counsel.


RKJ HOTEL: Seeks to Hire Garman Turner as Legal Counsel
-------------------------------------------------------
RKJ Hotel Management, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Nevada to employ Garman Turner Gordon LLP
as its legal counsel.

The firm's services include:

   a. preparing legal papers in connection with the administration
of the Debtor's bankruptcy estate;

   b. taking all necessary or appropriate actions in connection
with a Chapter 11 plan of reorganization; and

   c. other legal services necessary to prosecute the Debtor's
Chapter 11 case.

Garman Turner will be paid at these rates:

     Attorneys              $425 to $825 per hour
     Associates             $200 to $400 per hour
     Paraprofessionals       $55 to $215 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

Garman Turner received a $125,000 retainer from the Debtor, of
which $34,283 was applied to pre-bankruptcy legal services.  The
firm is currently holding a retainer in the sum of $90,717.

Gerald Gordon, Esq., a partner at Garman Turner, disclosed in a
court filing 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:

     Gerald M. Gordon, Esq.
     Mark M. Weisenmiller, Esq.
     Garman Turner Gordon LLP
     7251 Amigo Street, Suite 210
     Las Vegas, NV 89119
     Tel: (725) 777-3000
     Fax: (725) 777-3112
     Email: ggordon@gtg.legal
            mweisenmiller@gtg.legal

                    About RKJ Hotel Management

RKJ Hotel Management, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 21-10593) on Feb. 9, 2021.
Jeff Katofsky, member and authorized representative, signed the
petition.

At the time of the filing, the Debtor disclosed assets of between
$10 million and $50 million and liabilities of the same range.

Garman Turner Gordon, LLP is the Debtor's legal counsel.


S & H HARDWARE: Commonwealth Says Plan & Disclosures Inconsistent
-----------------------------------------------------------------
The Commonwealth of Pennsylvania, Department of Revenue, opposes
the motion of debtor S & H Hardware & Supply Co., Inc. for approval
of its disclosure statement.

The Commonwealth of Pennsylvania, Department of Revenue has a
general unsecured claim against the Debtor in the amount of $514.17
for unpaid sales taxes.

Contrary to the Disclosure Statement, if the debtor still has an
administrative debt owing to the Commonwealth of Pennsylvania,
Department of Revenue at confirmation, the Commonwealth requires
that its administrative claim be paid in full on or before the
Effective Date.

As to the Commonwealth's priority tax claim, the Debtor's proposed
treatment of that claim in the Disclosure Statement is at odds with
its proposed treatment of that claim in the Proposed Plan; the
proposed treatment of the Commonwealth's priority tax claim should
be identical in both documents.

A full-text copy of the Commonwealth's objection dated Feb. 18,
2021, is available at https://bit.ly/2NzIIg3 from PacerMonitor.com
at no charge.  

                 About S & H Hardware & Supply

S & H Hardware & Supply Co., Inc., which engages in the retail of
hardware, home furnishings and related goods, filed a Chapter 11
bankruptcy petition (Bankr. E.D. Pa. Case No. 20-11514) on March
10, 2020, disclosing under $1 million in both assets and
liabilities.  Judge Eric L. Frank oversees the case.  The Debtor is
represented by Maureen P. Steady, Esq., at Kurtzman Steady, LLC,
and Heier Weisbrot & Bernstein, LLC, as an accountant.

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


S & H HARDWARE: US Trustee Objects to Plan Disclosures
------------------------------------------------------
The United States Trustee for Region 3 objects to the motion for
approval of the Disclosure Statement for the Chapter 11 Plan of
Liquidation proposed by debtor S&H Hardware & Supply Co., Inc.

The United States Trustee points out that the Debtor's Disclosure
Statement is inadequate for the following reasons:

     * The Debtor should include a concise summary of the treatment
of creditor claims at the beginning of the Disclosure Statement to
ensure that creditors who otherwise may not have the patience or
inclination to read through multiple pages of legal jargon receive
the information most pertinent to their claims.  

     * The Debtor should clearly and concisely explain what factors
may preclude its Plan from going effective in July 2021, and
consequently resulting in a delay in distributions to creditors.

     * The Debtor should explain more clearly the factors which may
impact distributions to unsecured creditors and whether the Debtor
anticipates retaining any funds to pay expenses for the winding
down of its operations.

     * The Debtor should provide some means for reporting to
creditors the outcome of the liquidation of its assets to coincide
with and/or precede the distributions contemplated under the Plan.


A full-text copy of the United States Trustee's objection dated
Feb. 18, 2021, is available at https://bit.ly/3pQ6PnI from
PacerMonitor.com at no charge.

                 About S & H Hardware & Supply

S & H Hardware & Supply Co., Inc., which engages in the retail of
hardware, home furnishings and related goods, filed a Chapter 11
bankruptcy petition (Bankr. E.D. Pa. Case No. 20-11514) on March
10, 2020, disclosing under $1 million in both assets and
liabilities.  Judge Eric L. Frank oversees the case.  The Debtor is
represented by Maureen P. Steady, Esq., at Kurtzman Steady, LLC,
and Heier Weisbrot & Bernstein, LLC, as an accountant.

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


SENG JEWELERS: May Continue Using Chase Bank's Cash Collateral
--------------------------------------------------------------
Seng Jewelers, LLC and JPMorgan Chase submitted to the U.S.
Bankruptcy Court for the Western District of Kentucky, Louisville
Division, an Agreed Order regarding Seng Jewelers' use of cash
collateral on an interim basis.

Chase Bank agrees that the Debtor may use the bank's cash
collateral through the entry of an order confirming the Debtor's
Chapter 11 Plan to pay those items designated in the budget, and to
pay any and all fee applications filed by the Debtor's counsel and
approved by the Court.

The Debtor filed its Plan of Reorganization for Small Business
under Chapter 11 which is scheduled to be heard March 2, 2021.

The cash disbursements under the Budget will not exceed each line
item in the Budget by more than 10% without the prior written
permission and approval of Chase or further Court order. Any unused
portion of any line item expense will not be carried forward to any
subsequent Budget Period without the prior written permission and
approval of Chase Bank. Chase Bank does not waive and expressly
reserves all rights as to any payments pursuant to fee applications
that may be filed with or approved by the Court. If Chase Bank
believes that an expense necessary for continued operations has
been omitted as a line item, such as taxes, then Chase Bank may,
but will not be obligated or expected to, move the Court to
terminate the Order and/or to amend the Budget accordingly.

As further adequate protection for Chase Bank, the Debtor will
continue to pay to Chase Bank in cash or cash equivalent $500 on
the 15th of each month until the end of the interim period.

A copy of the Agreed Order and the Debtor's budget through December
2021 is available at https://bit.ly/3aHZt1v from PacerMonitor.com.

                 About Seng Jewelers, LLC

Seng Jewelers LLC is a full-service, manufacturing jeweler that
offers custom jewelry designs made from platinum, palladium and
gold.

Seng Jewelers, based in Louisville, Ky., filed a Chapter 11
petition (Bankr. W.D. Ky. Case No. 20-32103) on August 18, 2020.

In the petition signed by Jane Davis, member, the Debtor disclosed
up to $10 million in assets and up to $1 million in liabilities.

SEILLER WATERMAN LLC serves as bankruptcy counsel to the Debtor.

JPMorgan Chase Bank, N.A., as lender, is represented by:

     Martin B. Tucker, Esq.
     DINSMORE & SHOHL LLP
     100 West Main Street, Suite 900
     Lexington, KY 40507
     Tel: (859) 425-1000
     Fax: (859) 425-1099
     E-mail: martin.tucker@dinsmore.com



SPECTRUM BRANDS: Moody's Rates New $400MM Sr. Unsecured Notes 'B2'
------------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Spectrum Brand,
Inc.'s new $400 million senior unsecured notes. All other ratings
remain unchanged including the company's Corporate Family Rating of
B1, the Probability of Default Rating of B1-PD, and the senior
secured revolving credit facility and term loan ratings of Ba1. The
outlook remains stable. The Speculating Grade Liquidity rating
remains SGL-1. Spectrum Brands, Inc. is a direct operating
subsidiary of Spectrum Brands Holdings Inc. (collectively
Spectrum).

Proceeds from the new notes along with a recently launched senior
secured term loan will be used to refinance existing debt including
repayment of the company's existing notes due in 2024 and partial
repayment of the existing notes due in 2025. The transaction is
credit positive as it extends the company's maturity profile while
also reducing interest expense. Moody's plans to withdraw the
ratings of the existing 2024 notes upon their repayment.

The following ratings/assessments are affected by the action:

New Assignments:

Issuer: Spectrum Brands, Inc.

Senior Unsecured Notes, Assigned B2 (LGD4)

RATINGS RATIONALE

Spectrum's B1 CFR reflects the company's high financial leverage,
and its exposure to the competitive consumer durables and packaged
goods industries with varying levels of cyclicality during economic
downturns. Spectrum's financial policy remains somewhat aggressive
with high financial leverage and modest share repurchases.
Acquisitions are also part of Spectrum's strategy and are core to
its long-term growth, especially now that its transformation plan
is complete following the divestiture of the battery and auto
products businesses. Spectrum's credit profile benefits from its
very good liquidity and lack of near-term debt maturities.
Furthermore, Spectrum's broad portfolio of affordable
consumer-oriented brands, and track record of product development
offer some counter-cyclical properties to support the credit
profile during periods of economic weakness. Governance risks are
partially mitigated by Spectrum's 3.0x-4.0x net debt-to-EBITDA
target (company's definition) that provides comfort the company
will focus on reducing leverage following acquisitions and will
maintain financial flexibility to pursue acquisitions and manage
through economically weak periods.

Moody's expects that Spectrum will maintain very good liquidity
including roughly $175 million of annual free cash flow and no
meaningful debt maturities until 2025 following the redemption of
the 2024 notes, and that debt to EBITDA will remain in the 4x range
barring any debt financed acquisitions. These factors help mitigate
the company's headwinds from tariffs that continue to pressure EBIT
margins and competition with larger and better capitalized
companies. Despite headwinds in the durables sector caused by the
coronavirus shutdowns, Moody's expects demand for most of
Spectrum's products will remain relatively stable given their
"in-home" applications conducive to sheltering-in-place following
the coronavirus outbreak, especially in the small home appliances
(cooking), personal care (grooming), home & garden and pet
(aquatics) segments. Additionally, having a portfolio of
recognizable value-oriented brands in relevant markets benefits
Spectrums' ratings as it helps during periods of economic
weakness.

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

The stable outlook reflects Moody's expectation that Spectrum will
continue to maintain stable operating performance while reducing
financial leverage over the next 12 to 18 months. The outlook also
reflects Moody's expectation for an economic recovery during this
period as demand for Spectrum's products return to more normalized
levels as seen prior to the coronavirus outbreak. Barring any debt
financed acquisitions or outsized share repurchases, Moody's
projects the company will reduce debt-to-EBITDA leverage to around
4.75x over the next 12-18 months.

Ratings could be downgraded if Spectrum's revenue or earnings
persistently decline, the company loses market share, or liquidity
deteriorates. Debt-funded acquisitions or shareholder distributions
could also lead to a downgrade. Ratings could also be downgraded if
debt to EBITDA is sustained above 5.0x.

An upgrade would require sustained organic revenue and EBITDA
growth supported by strong reinvestment. The company would also
need to maintain a more conservative financial policy. Debt to
EBITDA would also need to be sustained below 4.0x before Moody's
would consider an upgrade.

The principal methodology used in this rating was Consumer Durables
Industry published in April 2017.

Headquartered in Middleton, Wisconsin, Spectrum Brands, Inc. is a
global consumer product company with a diverse portfolio including
small appliances, lawn and garden, electric shaving and grooming,
pet supplies, household insect control and residential locksets.
Revenue approximates $4.2 billion as of last 12 months ending
January 2021.


SPHERATURE INVESTMENTS: Has Cash Collateral Access Thru March 5
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas,
Sherman Division, has authorized Spherature Investments LLC and
affiliates to use cash collateral on an interim basis through March
5, 2021, in accordance with the budget, with a 10% variance.

The Debtors require cash collateral to fund working capital,
operating expenses, fixed charges, payroll, administrative expenses
of the Debtors' Chapter 11 cases, and other general corporate
purposes arising in the Debtors' ordinary course of business, each
as necessary for the orderly maintenance and operation of the
Debtors' businesses as a going concern.

Montgomery Capital Advisers, LLC serves as collateral agent on
behalf of secured parties.  Montgomery asserts a claim in an
aggregate principal amount not less than S5,500,101 and that any
and all cash of the Debtors, including cash and other amounts on
deposit or  maintained in any bank account or accounts of the
Debtors and any amounts generated by the collection of accounts
receivable, the sale of inventory, or other disposition of the
Collateral existing as of the Petition Date or arising or acquired
after the Petition Date. The Lender asserts the Cash Collateral
includes any rights to receive funds withheld from the Debtors in
reserve accounts established and maintained pursuant to merchant
services agreements the Debtors have with various credit card
processing providers.

As adequate protection for the Debtors' use of cash collateral, the
Debtor will pay $73,334 to the Lender no later than the first
business day of each month. In addition, the Lender is granted
replacement liens and security interests in any and all assets
acquired by the Debtors after the Prepetition Date of the same
kind, category and character that the Lender held a perfected lien
against as of the Petition Date. The Replacement Liens are valid,
binding and enforceable against any trustee or other estate
representative appointed in any Case or Successor Case or upon the
dismissal of any Case or Successor Case.

The Lender is also entitled to an allowed superpriority
administrative expense claim, subject to the Carve-Out. The
Carve-Out are fees pursuant to 28 U.S.C. section 1930(a)(6), if
any, fees payable to the clerk of the Bankruptcy Court and any
agent, and unpaid fees and expenses incurred by persons or firms
retained by the Debtors.

The Debtor is directed to maintain insurance coverage in compliance
with the terms of the Lender's pre-Petition Date loan documents and
on substantially the same basis as maintained prior to the Petition
Date.

A further hearing on the matter is scheduled for March 2 at 2:30
p.m.

A copy of the Interim Order and the Debtor's budget through the
week of April 8 is available at https://bit.ly/3aIqC41 from
Stretto, the claims agent.

                 About Spherature Investments LLC

Spherature Investments LLC and its affiliates, including
WorldVentures Marketing, LLC, sought Chapter 11 protection (Bankr.
E.D. Tex. Lead Case No. 20-42492) on Dec. 21, 2020. In the petition
signed by Michael Poates, chief operating officer, the Debtors
disclosed up to $10 million in both assets and liabilities.

WorldVentures Marketing -- http://worldventures.com-- sells travel
and lifestyle community memberships providing a diverse set of
products and experiences.  

At the time of the filing, Spherature Investments estimated $50
million to $100 million in assets and liabilities.

The Hon. Brenda T. Rhoades is the case judge.  The Debtors tapped
Foley & Lardner, LLP as counsel and Larx Advisors, Inc. as
restructuring advisor.  Stretto is the claims agent.

The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors on Jan. 22, 2021.



STEAK 'N SHAKE: Sues Fortress After Averting Bankruptcy
-------------------------------------------------------
As widely reported, Steak 'n Shake is suing Fortress Investment
Group in Indiana, accusing the company of misusing confidential
business information in an attempt to assume control of Steak 'n
Shake's assets.

"Fortress obtained sensitive and confidential business information
from Steak n Shake after agreeing not to use that information to
disadvantage the Company or for any reason other than to consider a
potential real estate deal.  Fortress then ignored its promise and
used that confidential information to acquire a majority of Steak n
Shake’s outstanding debt with the intent of acquiring the
Company.  In so doing, Fortress breached its agreement with Steak n
Shake.  This scheme has cost Steak n Shake millions of dollars and
countless hours of management attention at a critical time, with
the COVID-19 pandemic raging across the country and the Company in
the midst of transitioning its service model.  Fortress must be
held to account for its breach, and for its bad faith conduct,"
according to the lawsuit.

According to the filings, Fortress obtained financial information
about Steak 'n Shake mid-2020 during negotiations for a possible
real estate deal.  Steak 'n Shake said Fortress turned around and
used the information to try and buy its loans, force it into
bankruptcy, and acquire it through a credit bid.

After the real estate deal talks began, Fortress and its affiliates
bought more than half of Steak 'n Shake's first-lien loan due in
March 2021.  It then threatened to use the majority position to put
Steak 'n Shake into court protection, according to the company's
complaint.

For months, Fortress was buying up portions of the loan on the open
market at a discount from other investors without the Company's
knowledge.  Fortress bought a total of $89 million in face amount
of loans through BJC Ventures LLC as well as four other investment
funds that it manages: Drawbridge Special Opportunities Fund LP,
Drawbridge Special Opportunities Fund Ltd., DBSO TRG Fund (A) LP,
and Fortress Vintage Securities Fund, L.P.

Bloomberg News notes that according to earlier reports, Steak 'n
Shake engaged advisers FTI Consulting Inc. and law firm Latham &
Watkins to prepare for a potential Chapter 11 filing while the
company negotiated with Fortress.  The restaurant chain ultimately
paid $102 million to take out the remaining balance of the $220
million loan due in March.

Steak 'n Shake last week was able to pay $102 million to repurchase
the loans held by Fortress and other first-lien holders, then on
the same day filed the lawsuit in Marion Superior Court, seeking
damages for Fortress' efforts.

"The complaint is baseless.  Fortress did not breach the NDA or
engage in any wrongdoing whatsoever," Fortress managing director
Gordon Runte said in a statement to Bloomberg.

The case is Steak n Shake Inc. v. Fortress Investment Group LLC,
49D03-2102-PL-005837, Marion Superior Court

                    About Steak 'n Shake

Steak 'n Shake is a restaurant chain headquartered in Indianapolis,
Indiana.  Steak n Shake is a fast-casual restaurant chain, with 337
locations in 16 states as of June 30, 2020.

                    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.


STEAK 'N SHAKE: To Repay March Debt to Avoid Bankruptcy
-------------------------------------------------------
Steak 'n Shake has reportedly repaid its March 2021 debt to avert
bankruptcy.

Eliza Ronalds-Hannon of Bloomberg News reports that Steak 'n Shake
Inc. purchased and retired the remaining balance of its $220
million loan due next month, according to people with knowledge of
the payment, averting a potential bankruptcy filing.

The company completed its repurchase from lenders on Feb. 19, 2021,
said the people, who asked not to be named discussing private
transactions.

Steak 'n Shake and advisers including FTI Consulting Inc. and the
law firm Latham & Watkins were preparing for a potential Chapter 11
filing earlier this month while the company negotiated with holders
of the debt, Bloomberg previously reported.

                     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.


STERIWEB MEDICAL: Seeks to Hire G&B Law as Bankruptcy Counsel
-------------------------------------------------------------
SteriWeb Medical, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ G&B Law, LLP as
its bankruptcy counsel.

The firm's services include:

   a. advising the Debtor as to its duties, rights and powers under
the Bankruptcy Code;

   b. representing the Debtor concerning bankruptcy issues;

   c. assisting the Debtor in the negotiation, formulation and
confirmation of a plan of reorganization or a sale of its assets;

   d. rendering services for the purpose of pursuing, litigating
and settling litigation in connection with the Debtor's Chapter 11
case; and

   e. other legal services.

G&B Law will be paid at these rates:

     Partners                $495 to $595 per hour
     Associates              $395 to $495 per hour
     Paralegals               $95 to $275 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

The firm received a retainer of $45,000 prior to the petition date.


Yi Sun Kim, Esq., a partner at G&B Law, disclosed in a court filing
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:

     Yi Sun Kim, Esq.
     James R. Felton, Esq.
     G&B Law, LLP
     16000 Ventura Boulevard, Suite 1000
     Encino, CA 91436
     Tel: (818) 382-6200
     Fax: (818) 986-6534
     Email: ykim@gblawllp.com
            jfelton@gblawllp.com

                         SteriWeb Medical

SteriWeb Medical, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-10223) on Feb. 10,
2021.  Bertram P. Rosenthal, managing member, signed the petition.

At the time of the filing, the Debtor disclosed assets of $440,897
and liabilities of $1,403,067.

Judge Victoria S. Kaufman oversees the case.  G&B LAW, LLP is the
Debtor's legal counsel.


SUN PACIFIC: Board Cancels Reverse Stock Split
----------------------------------------------
Pursuant to a Current Report on Form 8-K filed on Aug. 28, 2020,
Sun Pacific Holding Corp. filed a corporate action with FINRA to
effectuate a Reverse Stock Split of the Common Stock of the Company
and a ratio of 1000:1.  On Feb. 17, 2021, the Board of Directors of
the Company resolved to cancel such corporate action effective
immediately.  Pursuant to such Board Resolution, the Company
contacted FINRA on Feb. 17, 2021 to cancel the Stock Split
corporate action, and on Feb. 18, 2021 received confirmation that
the corporate action has been cancelled with no action.

                          About Sun Pacific

Headquartered in Manalapan NJ, Sun Pacific Holding Corp --
http://www.sunpacificholding.com-- offers "Next Generation" solar
panel and lighting products by working closely with design,
engineering, integration and installation firms in order to deliver
turnkey solar and other energy efficient solutions.  It provides
solar bus stops, solar trashcans and "street kiosks" that utilize
advertising offerings that provide State and local municipalities
with costs efficient solutions.  The Company provides general,
electrical, and plumbing contracting services to a range of both
public and commercials customers in support of its goals of
expanding its green energy market reach.

Sun Pacific reported a net loss of $1.78 million for the year ended
Dec. 31, 2019, compared to a net loss of $1.77 million for the year
ended Dec. 31, 2018.  As of Sept. 30, 2020, the Company had $8.84
million in total assets, $14.20 million in total liabilities, and a
total stockholders' deficit of $5.36 million.

Turner, Stone & Company, L.L.P., in Dallas, Texas, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated May 20, 2020, citing that the Company has suffered
recurring losses from operations since inception and has a
significant working capital deficiency, both of which raise
substantial doubt about its ability to continue as a going concern.


SUZUKI CAPITAL: Case Summary & 16 Unsecured Creditors
-----------------------------------------------------
Debtor: Suzuki Capital LLC
        10 Grand Central, 6th Floor
        New York, NY 10017

Business Description: Suzuki Capital LLC is engaged in activities
                      related to real estate.

Chapter 11 Petition Date: February 23, 2021

Court: United States Bankruptcy Court
       Southern District of New York

Case No.: 21-10338

Judge: Hon. Michael E. Wiles

Debtor's Counsel: Clifford A. Katz, Esq.
                  PLATZER, SWERGOLD, LEVINE, GOLDBERG, KATZ &
                  JASLOW, LLP
                  475 Park Avenue South
                  18th FLoor
                  New York, NY 10016
                  Tel: 212-593-3000
                  E-mail: ckatz@platzerlaw.com
            
Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Sammy Isamu Suzuki, chief executive
officer.

A copy of the Debtor's list of 16 unsecured creditors is available
for free at:

https://www.pacermonitor.com/view/I2LCTZY/Suzuki_Capital_LLC__nysbke-21-10338__0002.0.pdf?mcid=tGE4TAMA

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

https://www.pacermonitor.com/view/V6U7K6Q/Suzuki_Capital_LLC__nysbke-21-10338__0001.0.pdf?mcid=tGE4TAMA


TECHNICAL COMMUNICATIONS: Posts $342K Net Loss in First Quarter
---------------------------------------------------------------
Technical Communications Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $342,111 on $166,925 of net revenue for the three
months ended Dec. 26, 2020, compared to a net loss of $480,474 on
$665,925 of net revenue for the three months ended Dec. 28, 2019.

As of Dec. 26, 2020, the Company had $2.44 million in total assets,
$1.41 million in total liabilities, and $1.04 million in total
stockholders' equity.

For the fiscal year ended Sept. 26, 2020, the Company generated a
net loss of $911,000 and, although the company generated $631,000
of net income in the fiscal year ended Sept. 28, 2019, the Company
suffered recurring losses from operations during the prior seven
year period from fiscal 2012 to fiscal 2018 and had an accumulated
deficit of $3,408,000 at Dec. 26, 2020.  The Company said these
factors continue to raise substantial doubt about its ability to
continue as a going concern.

In December 2020, the Company implemented a partial furlough plan
for the majority of salaried employees.  This plan reduced the
workweek to 24 hours and salaries have been reduced commensurately.
With this furlough plan in place the Company anticipates that its
principal sources of liquidity will be sufficient to fund its
activities to June 2021.

"In order to have sufficient cash to fund our operations beyond
that point, we will need to secure new customer contracts, raise
additional equity or debt capital, and reduce expenses, including
payroll and payroll-related expenses," the Company stated.

"In order to have sufficient capital resources to fund operations,
the Company has been working diligently to secure several large
orders with new and existing customers.  The receipt of these
orders has been significantly delayed and will continue to be
difficult to predict due to the impact of the COVID-19 pandemic on
our customers, as a result of their operations being reduced or
shut down.  TCC has been able to maintain its operations during
this sustained period of disruption, but a continuation of the
disruption in either our customers' operations or those of the
Company will continue to have a material adverse impact on sales
activity and revenue," the Company stated.

Since the start of the pandemic, the Company has been able to
secure capital in the form of debt financing to assist with funding
its operations.  On February 1, 2021, the Company received a loan
from bankHometown, under the U.S. Small Business Administration's
Paycheck Protection Program as authorized under the Economic Aid to
Hard-Hit Small Businesses, Nonprofits, and Venues Act (the
"Economic Aid Act").  The loan, evidenced by a promissory note, is
in the principal amount of $474,400 and all or a portion of the
loan is expected to be forgiven under the provisions of the
Economic Aid Act.  Any amounts not forgiven will be paid back over
five years at an interest rate of 1%.  Loan payments will be
deferred for borrowers who apply for loan forgiveness until SBA
remits the borrower's loan forgiveness amount to the lender.  If a
borrower does not apply for loan forgiveness, payments are deferred
10 months after the end of the covered period for the borrower's
loan forgiveness (either 8 weeks or 24 weeks).  This loan is
designed to provide assistance in covering the Company's
payroll-related expenses and a portion of certain other costs, such
as rent and utilities, for a 24 week period following the loan
date.

During fiscal year 2020, the Company was granted a loan from the
SBA in the principal amount of $150,000 pursuant to the Economic
Injury Disaster Loan program.  This loan is payable monthly over 30
years at an annual interest rate of 3.75% commencing one year from
the date of issuance.  Also in fiscal year 2020 the Company
received a $474,400 PPP loan under the Coronavirus Aid, Relief and
Economic Security Act.  The entire PPP loan amount was forgiven by
the SBA on Jan. 11, 2021.

The Company said it is considering raising capital through equity
or debt arrangements in addition to the funding received from the
SBA, although it cannot provide assurances it will be able to
secure such new funding, especially in light of the tightening of
the credit markets and volatility of the capital markets as a
result of the coronavirus.  Moreover, the Company's common stock
was delisted from the NASDAQ Capital Market effective Jan. 25,
2021; while TCC expects its common stock to be quoted on the OTC
Bulletin Board, the change in listing may have a negative impact on
the liquidity of the stock and the Company's ability to raise
capital through offerings of its equity securities.

According the Company, should it be unsuccessful in these efforts,
it would be forced to implement headcount reductions, additional
employee furloughs and/or reduced hours for certain employees, or
cease operations completely.

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

https://www.sec.gov/Archives/edgar/data/96699/000117184321000877/f10q_020921p.htm

                    About Technical Communications

Concord, Massachusetts-based Technical Communications Corporation
-- http://www.tccsecure.com-- specializes in secure communications
systems and customized solutions to protect highly sensitive voice,
data and video transmitted over a wide range of networks, serving
government entities, military agencies, and corporate enterprises.


Technical Communications reported a net loss of $910,650 for the
year ended Sept. 26, 2020.

Stowe & Degon LLC, in Westborough, Massachusetts, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Dec. 28, 2020, citing that the Company has an
accumulated deficit, has suffered significant net losses and
negative cash flows from operations and has limited working capital
that raises substantial doubt about its ability to continue as a
going concern.


THOMAS ANTON: Seeks to Hire Leonard K. Welsh as Legal Counsel
-------------------------------------------------------------
Thomas Anton & Associates, A Law Corporation seeks approval from
the U.S. Bankruptcy Court for the Eastern District of California to
employ the Law Offices of Leonard K. Welsh as its legal counsel.

The firm's services include:

   a. consulting with the Debtor about its financial situation and
goals and the efficacy of various forms of bankruptcy as a means to
achieve its goals;

   b. preparing the documents necessary to administer the Debtor's
bankruptcy case;

   c. advising the Debtor concerning its duties in a Chapter 11
case;

   d. helping the Debtor formulate a Chapter 11 plan of
reorganization, drafting the plan, and prosecuting legal
proceedings to obtain confirmation of the plan; and

   e. preparing and prosecuting pleadings such as complaints to
avoid preferential transfers or transfers deemed fraudulent to
creditors, objections to claims, and motions for authority to
borrow money, sell property or compromise claims.

Welsh will be paid at these rates:

     Attorneys                    $350 per hour
     Legal Assistants             $125 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred and will be paid a retainer in the amount of $2,000.

Leonard Welsh, Esq., disclosed in a court filing that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.

The firm can be reached at:

     Leonard K. Welsh, Esq.
     Law Offices of Leonard K. Welsh
     4550 California Avenue, Second Floor
     Bakersfield, CA 93309
     Tel: (661) 328-5328
     Fax: (661) 760-9900
     Email: lwelsh@lkwelshlaw.com

                  About Thomas Anton & Associates

Thomas Anton & Associates, A Law Corporationfiled a Chapter 11
bankruptcy petition (Bankr. E.D. Calif. Case No. 21-10308) on Feb.
9, 2021.  At the time of the filing, the Debtor had estimated
assets of less than $50,000 and liabilities of between $50,001 and
$100,000.  

Judge Jennifer E. Niemann oversees the case.  The Debtor is
represented by the Law Offices of Leonard K. Welsh.


TIER ONE: Seeks to Hire Robert O Lampl Law as Legal Counsel
-----------------------------------------------------------
Tier One, LLC seeks approval from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to employ Robert O Lampl Law
Office as its legal counsel.

The firm's services include:

   a. assisting the Debtor in the administration of its estate;

   b. representing the Debtor on matters involving legal issues
that are present or are likely to arise in its Chapter 11 case;

   c. preparing legal documentation;

   d. reviewing reports for legal sufficiency; and

   e. furnishing information and performing other services
connected with the Debtor's Chapter 11 proceedings, including the
prosecution and defense of any adversary proceedings.

The firm will be paid at these rates:

     Robert O Lampl              $450 per hour
     John P. Lacher              $400 per hour
     Ryan J. Cooney              $300 per hour
     Alexander L. Holmquist      $300 per hour
     Sy O. Lampl                 $275 per hour
     Paralegal                   $150 per hour

The firm will also be reimbursed for out-of-pocket expenses
incurred.

Robert O Lampl, Esq., a partner at Robert O Lampl Law Office,
disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.

The firm can be reached at:

     Robert O Lampl, Esq.
     Robert O Lampl Law Office
     223 Fourth Avenue, 4th Fl.
     Pittsburgh, PA 15222
     Tel: (412) 392-0330
     Fax: (412) 392-0335
     Email: rlampl@lampllaw.com

                        About Tier One LLC

Tier One, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Pa. Case No. 21-20304) on Feb. 15, 2021.  Frank
Catroppa, manager, signed the petition.

At the time of the filing, the Debtor had estimated assets of
between $100,000 and $500,000 and liabilities of between $1 million
and $10 million.

Robert O Lampl Law Office is the Debtor's legal counsel.


UNITI GROUP: Units Accept for Purchase $253K of Tendered Notes
--------------------------------------------------------------
Uniti Group LP, Uniti Group Finance 2019 Inc. and CSL Capital, LLC
(the "Issuers"), each a subsidiary of Uniti Group Inc., in
connection with the previously announced cash tender offer to
purchase any and all of the Issuers' 8.25% Senior Notes due 2023,
accepted for purchase, and paid for, $253,000 in aggregate
principal amount of the Tender Notes validly tendered and not
validly withdrawn after 5:00 p.m., New York City time, on Feb. 1,
2021 and prior to 11:59 p.m., New York City time, on Feb. 16, 2021.
The Tender Offer expired at 11:59 p.m., New York City time, on
Feb. 16, 2021.  The Tender Offer was made pursuant to an Offer to
Purchase and Consent Solicitation Statement dated Jan. 19, 2021.

                           About Uniti

Headquartered in Little Rock, Arkansas, Uniti --
http://www.uniti.com-- is an internally managed real estate
investment trust.  It is engaged in the acquisition and
construction of mission critical communications infrastructure, and
is a provider of wireless infrastructure solutions for the
communications industry.  As of Sept. 30, 2020, Uniti owns 6.7
million fiber strand miles and other communications real estate
throughout the United States.
PricewaterhouseCoopers LLP, in Little Rock, Arkansas, the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated March 12, 2020, citing that the Company's most
significant customer, Windstream Holdings, Inc., which accounts for
approximately 65.0% of consolidated total revenues for the year
ended Dec. 31, 2019, filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code, and uncertainties surrounding
potential impacts to the Company resulting from Windstream
Holdings, Inc.'s bankruptcy filing raise substantial doubt about
the Company's ability to continue as a going concern.  

As of Sept. 30, 2020, the Company had $4.83 billion in total
assets, $6.83 billion in total liabilities, and a total
shareholders' deficit of $1.99 billion.

                         *   *   *

In March 2020, S&P Global Ratings placed all ratings on U.S.
telecom REIT Uniti Group Inc., including the 'CCC-' issuer credit
rating, on CreditWatch with positive implications.  The CreditWatch
placement follows the company's announcement it reached an
agreement in principle with its largest tenant Windstream Holdings
Inc. to resolve all legal claims it asserted against Uniti in the
context of Windstream's bankruptcy proceedings.


US CONSTRUCTION: Seeks Authority to Use Cash Collateral
-------------------------------------------------------
US Construction Services, LLC asks the U.S. Bankruptcy Court for
the Southern District of Texas, Galveston Division, for
authorization to use cash collateral.

The Debtor says the Accounts Receivable upon which its creditors
assert a lien interest is cash collateral.  It says further that
Veritex Community Bank is a secured creditor that is entitled to
adequate protection for the postpetition use of cash collateral.

Veritex is the successor-in-interest and holder of a prepetition
Lien, dated December 4, 2015, in favor of Allegiance Bank. Veritex
has a prepetition claim in the amount of $1,262,826.04.

The Debtor proposes to make monthly adequate protection payments to
Veritex in the amount of $1,000, with an additional percentage/lump
sum payment of all payments received for completed projects and
collection of all accounts receivable.  The Debtor also proposes to
provide adequate insurance coverage on any personal property to
which the Secured Creditor's liens may attach.  The Debtor will
also provide the Secured Creditor replacement liens equivalent to
the Secured Creditor's prepetition Liens.  The Debtor says these
replacement liens will have the same priority as the prepetition
liens.

The Debtor tells the Court that "without the use of the Cash
Collateral, the Debtor will have no ability to operate its
business.  The Debtor will not be able to pay any vendors and the
vendors will likely cease to provide goods and services to it.
This would deteriorate the condition of the Debtor and in turn
jeopardize the services provided to its customers.  If this occurs,
the Debtor will not be able to fund its payroll; maintain the
Estate and will not be able to pay professionals necessary for the
successful reorganization of the estate.  All of these outcomes
will cause immediate and irreparable harm to the Bankruptcy
Estate."

A full-text copy of the Debtor's Motion, dated February 20, 2021,
is available for free at https://tinyurl.com/d4ytfcu7 from
PacerMonitor.com.

                   About US Construction Services

US Construction Services, LLC is a privately held company in the
residential building construction industry.  It sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No.
21-80029) on February 19, 2021.  The petition was signed by Whitney
Jones, the managing member.  As of the petition date, US
Construction Services declared total assets at $2,400,000 and total
liabilities at $1,262,826.  It is represented by Gabe Perez, Esq.,
at Zendeh Del & Associates, PLLC.



VERINT SYSTEMS: Moody's Confirms Ba2 CFR on Cyber-Intel Biz Spinoff
-------------------------------------------------------------------
Moody's Investors Service confirmed Verint Systems Inc.'s Ba2
corporate family rating following the completion of the company's
spin off its Cyber Intelligence business to shareholders. This
action concludes the review process initiated when Verint announced
the spin off. Moody's also downgraded the company's senior secured
debt rating to Ba2 from Ba1 reflecting that it will be the only
debt in the capital structure once the convertible debt is repaid.
The ratings outlook is stable.

The confirmation of Verint's Ba2 CFR is driven by the strength of
the remaining Customer Engagement software business and Moody's
expectation of the repayment of the company's $387 million in
convertible notes during the next several months. Verint spun off
its cyber security business on February 1, 2021. At separation,
Moody's estimates debt to EBITDA was between 5x and 6x pro forma
for the spun off business based on October 31, 2020 trailing twelve
month results. Paying off the convertible notes should reduce pro
forma leverage towards 3x. The downgrade in the secured debt rating
to Ba2 reflects the single class debt structure with the
anticipated repayment of the convertible debt by June 1, 2021.
Given that the secured debt will represent the preponderance of
debt like obligations within the capital structure, the secured
debt rating is the same as the Ba2 CFR. The change also highlights
the reduction in assets supporting the secured debt as a result of
the spin off of the cyber security business.

RATINGS RATIONALE

The Ba2 CFR is driven by Verint's strong market positions in the
workforce and customer engagement management software industries
and Moody's expectations of modest leverage and strong cash flow to
debt metrics. Verint has particular strength in selling workforce
optimization software to contact centers. The strong market
position is bolstered by Verint's expertise in software that
analyzes unstructured data (i.e. conversations, email, chat, video,
data traffic, etc.). At the same time, the credit profile reflects
Verint's acquisitive business strategy and the expectation that the
company will continue to use a combination of cash and occasionally
debt for future acquisitions. Moody's expects that the remaining
Customer Engagement business will rebound to mid-single digit
growth rates after declining during the early periods of the
pandemic. Although the remaining business will slowly return to
historic profitability, transaction, restructuring and ongoing
stranded costs will hinder margins in fiscal 2022 (FYE January 31,
2022) and FY 2023.

Verint's speculative grade liquidity (SGL) rating of SGL-1 reflects
very good liquidity, as evidenced by solid cash balances, strong
levels of free cash flow and an undrawn $300 million revolver.
Verint had approximately $600 million of cash at the close of the
cyber security spinoff. APAX partners is expected to invest an
additional $200 million in preferred stock over the next several
months as the final installment of its $400 million preferred
investment in the company. The company will use approximately $387
million of cash to pay off the outstanding convertible notes due
June 1, 2021.

Similar to other enterprise software companies, Verint has limited
environmental and social risks. The company is publicly held with
an independent Board of Directors. As part of the spin-off, private
equity firm Apax partners agreed to invest $400 million in two
tranches. The Board will remain independent but Apax has one Board
seat as part of the agreement (and the right to jointly choose an
independent director). Moody's expects Verint will continue to
maintain moderately conservative financial policies.

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

The stable outlook reflects Moody's expectation of mid-single digit
growth and repayment of the convertible notes in the near term with
leverage improving towards 3x. The ratings could be upgraded if
Verint demonstrates consistent operating improvements post spin off
of the cyber security business, maintains its market position, and
sustains leverage below 3x and free cash flow to debt above 17.5%.
The ratings could be downgraded if revenue, EBITDA and free cash
flow were to deteriorate materially, particularly if driven by a
change in market position. The ratings could also be downgraded if
leverage exceeds 4.5x or free cash flow to debt is less than 12.5%
on other than a temporary basis. Consideration will be given
however for unusually strong cash positions.

Confirmations:

Issuer: Verint Systems Inc.

Corporate Family Rating, Confirmed at Ba2

Probability of Default Rating, Confirmed at Ba2-PD

Downgrades:

Issuer: Verint Systems Inc.

Senior Secured 1st Lien Term Loan B, Downgraded to Ba2 (LGD3) from
Ba1 (LGD2)

Senior Secured 1st Lien Revolving Credit Facility, Downgraded to
Ba2 (LGD3) from Ba1 (LGD2)

Outlook Actions:

Issuer: Verint Systems Inc.

Outlook, Changed To Stable From Rating Under Review

Verint Systems Inc. provides software and systems for workforce
engagement management, cyber security, communications intelligence,
and video intelligence installations. The company, which has the
majority of its operations in the U.S. and Israel has grown through
a combination of acquisitions and internally developed products.
For twelve month period ended October 31, 2020 Verint's Customer
Engagement business generated about $815 million of revenue.

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


VILLAS OF WINDMILL: Adversary Defendants Oppose Trustee's Plan
--------------------------------------------------------------
Adversary Defendants Thomas Lesko, McDonald Storey, and Steven
Goldfarb ("Adversary Defendants") object to approval of the
Disclosure Statement filed by Les S. Osborne, the operating
trustee, for debtor Villas of Windmill Point II Property Owners
Association, Inc.

Adversary Defendants claim that the Trustee fails to explain why
the Plan can treat the alleged unsecured claims of the Adversary
Defendants differently from the payment in full of the disputed
unsecured claims of Mr. Patti and Santulli.

Adversary Defendants point out that the Trustee Disclosure
Statement and budget do not disclose how the debtor will pay any
allowed claims of the Adversary Defendants.

Adversary Defendants assert that the Trustee's Disclosure Statement
and Plan fail to disclose how any creditors junior to the Adversary
Creditors secured claims will receive any distribution if Adversary
Defendants prevail in the Adversary Cases.

Adversary Defendants further assert that the Disclosure Statement
fails to disclose from what fund the administrative expenses will
be paid in the event that Adversary Defendants prevail in the
litigation.  By way of example in order to confirm a Plan will the
Trustee assess unit owners for the additional $450,000.

Adversary Defendants state that the Plan proposed by the Trustee is
not confirmable.  There are only two classes of impaired creditors,
the Adversary Defendants, and the claims of Patti and Santulli.
There are objections pending to the claims of the impaired
creditors.

Adversary Defendants say that the Plan obviously is not confirmable
as it violates the absolute priority rule.  This is particularly
applicable to this case because the debtor has no shareholders, it
has no equity interests.

A full-text copy of Adversary Defendants' objection dated Feb. 18,
2021, is available at https://bit.ly/3pNgsDy from PacerMonitor.com
at no charge.  

Counsel for Adversary Defendants:

     Jason Wandner
     LAW OFFICES OF JASON M. WANDNER, P.A.
     Miami-Dade Office
     New World Tower
     100 N. Biscayne Boulevard
     Suite 1607
     Miami, Florida 33132
     E-mail: Jason@wandnerlaw.com
     Tel: (305) 868-1655
     Fax: (305) 503-7480

       About Villas of Windmill Point II Property

Based in Port Saint Lucie, Fla., Villas of Windmill Point II
Property Owners Association, Inc., is a non-profit corporation with
volunteers that self manages 89 separately deeded, single-family
residential villa units that are attached in four and five-unit
clusters within a Planned Unit Development (PUD).

Villas of Windmill filed a Chapter 11 petition (Bankr. S.D. Fla.
19-20400) on Aug. 2, 2019.  At the time of filing, the Debtor was
estimated to have $1 million to $10 million in assets and $1
million to $10 million in liabilities.

The Debtor is represented by Brian K. McMahon, Esq., in West Palm
Beach, Fla.

Leslie S. Osborne was appointed as the Debtor's Chapter 11 trustee.
The Trustee is represented by Rappaport Osborne Rappaport.


YELLOWSTONE TRANS: Wins Cash Collateral Access Thru Feb 26
----------------------------------------------------------
The U.S. Bankruptcy Code for the Western District of North
Carolina, Charlotte Division, has authorized Yellowstone
Transportation Group, Inc. to use cash collateral on an interim
basis through February 26, 2021, in accordance with the budget,
with a 10% variance.

The Debtor said it is dependent upon the use of Cash Collateral to
pay the on-going costs of operating the business. If not permitted
to use the Cash Collateral to pay these expenses, the Debtor said
it will suffer immediate and irreparable harm, the ongoing concern
value of the business will be lost and the fair market value of the
Debtor's assets will be significantly reduced.

Wex Bank asserts an interest in the Debtor's accounts receivables
pursuant to an Accounts Purchase Agreement which Wex allegedly
entered into with the Debtor on June 15, 2020. Pursuant to which,
among other things, Wex asserts -- and the Debtor at present denies
-- that the Debtor offered for sale to Wex all of the Debtor's
accounts receivable on the terms set forth in the Wex APA. Wex
asserts an alleged security interest pursuant to by UCC filing No.
20200073112K with the North Carolina Secretary of State. Wex
asserts -- and the Debtor at present denies -- that the balance due
to Wex as of the Petition Date was $105,172.

Wex and the Debtor sent a Notice of Assignment to certain Account
Debtors instructing them to make payments on their accounts payable
directly to Wex. All collections Wex receives are automatically
deposited into a lockbox Wex controls. In order to avoid
unnecessary confusion, the Debtor and Wex do not believe it is in
their interest to change payment instructions to the Wex Account
Debtors with regard to receivables generated pre-petition. However,
with regard to receivables generated post-petition, the Debtor
believes that it is necessary for cash flow purposes and in the
best interests of the Debtor and the estate for the Debtor to
collect these receivables directly.

After considering the arguments of counsel for Wex and the Debtor,
and to avoid any problem with delay in collection and the adverse
impact on the Debtor and the estate, the Court established a
protocol pursuant to which Wex and the Debtor will maintain the
same collection procedure for all of the Debtor's completed
deliveries through and including February 18. The Debtor will send
Wex all invoices as required by the Wex APA.

For all invoices dated prior to January 28, Wex may apply any
amounts collected to its alleged secured claim.

For amounts collected by Wex on invoices dated on or after the
Petition Date, Wex will turn said amount over to the Debtor.

Beginning on February 19, the Debtor will invoice all Account
Debtors directly and all Account Debtors will pay the Debtor
directly. Wex will no longer have any part of the collections
process with respect to such invoices.

If Wex receives a payment from a Wex Account Debtor on an invoice
dated before the Petition Date, Wex can apply such payment to Wex's
alleged secured claim.

If Wex receives a payment from a Wex Account Debtor on an invoice
dated after the Petition Date, Wex will remit said payment by wire
transfer (less wire fees) to the Debtor within two business days
after receiving collected funds.

If the Debtor receives a payment from a Wex Account Debtor on an
invoice dated before the Petition date, the Debtor will remit said
payment by wire transfer (less wire fees) to the Wex within two
business days after the receiving collected funds.

Wex and the Debtor will cooperate to provide Account Debtors with a
copy of the Order and notice and instructions regarding to whom
invoices should be paid.

The Debtor and Wex agree to cooperate to provide each other with a
complete accounting regarding the Debtor's account, the basis of
any claim asserted by Wex. The Debtor agrees to cooperate in
providing accounts receivable information to Wex including the
Debtor's detailed accounts receivable ageing and information on
direct collections.

As adequate protection for the Debtor's use of cash collateral, Wex
is granted a continuing post-petition lien and security interest in
all property and categories of property of the Debtor in which, and
of the same priority as, said creditor held a similar, unavoidable
lien as of the Petition Date. The validity, enforceability, and
perfection of the aforesaid post-petition liens on liens on the
Postpetition Collateral shall not depend upon filing, recordation,
or any other act required under applicable state or federal law,
rule, or regulation.

The Debtor will not seek, grant, or create a lien or other interest
prior to Wex's liens and security interests in any of the
collateral or Cash Collateral in which Wex asserts an interest of
any kind.

The Wex Account Debtors and/or brokers associated with the Notice
of Assignment are directed to pay to Wex Bank amounts due on all
outstanding invoices dated prior to February 19, 2021 and are
ordered NOT to pay Yellowstone Transportation Group Inc.

Further, beginning February 19, 2021, they are ORDERED to directly
pay Yellowstone Transportation Group Inc. on all outstanding
invoices dated on or after January 28, 2021 by way of the payment
method provided for in the invoice and are ordered NOT to pay Wex
Bank.

A further hearing (which may be a final hearing) on the matter will
be held on February 24 at 9:30 a.m.

A copy of the Order and the Debtor's budget through the week of
February 19 is available at https://bit.ly/2NtJLxS from
PacerMonitor.com.

            About Yellowstone Transportation Group, Inc.

Yellowstone Transportation Group, Inc. operates as a commercial
trucking and hauling company with its headquarters in the
Charlotte, North Carolina area. It sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Case No. 21-30050)
on January 28, 2021. In the petition signed by Andre Isaac, the
authorized representative, the Debtor disclosed up to $50,000 in
assets and up to $10 million in liabilities.

Judge Laura T. Beyer oversees the case.

John C. Woodman, Esq. at ESSEX RICHARDS, P.A. is the Debtor's
counsel.



[^] Claims Trading Report - January 2021
----------------------------------------
At least 310 claims changed hands in several Chapter 11 corporate
cases in January 2021:

                                           No. of Claims
   Debtor                                   Transferred
   ------                                  -------------
Century 21 Department Stores LLC                  77
Lehman Brothers Holdings Inc.                     45
Tuesday Morning Corporation                       32
Frontier Communications Corporation               20
The Hertz Corporation                             14
Wave Computing, Inc.                              12
Neiman Marcus Group LTD LLC, et al.                8
DESTILERIA NACIONAL INC                            6
Forever 21, Inc.                                   4
Francesca's Holdings Corporation                   4
Guitar Center, Inc.                                4
South Coast Behavioral Health, Inc.                4
Extraction Oil & Gas, Inc.                         3
Randolph Hospital, Inc.                            3
Toys R Us, Inc.                                    3
Alpha Entertainment LLC                            2
Cred Inc.                                          2
Herald Hotel Associates, L.P.                      2
James Jerry Skefos and Skefco Properties Inc       2
Mineral Resources International Inc.               2
Mountain Crane Service, LLC                        2
Old Time Pottery, LLC                              2
Rich International Airways, Inc.                   2
Salguero's, Inc.                                   2
Stein Mart, Inc.                                   2
Winstead's Company                                 2
ABA Therapy Solutions, LLC                         1
Abeinsa Holding Inc.                               1
Aerogroup International, Inc.                      1
BL Restaurants Holding, LLC                        1
CBL & Associates Properties, Inc.                  1
Cenveo, Inc.                                       1
Charming Charlie LLC                               1
Claire's Inc.                                      1
Cosi, Inc.                                         1
Destination Maternity Corporation                  1
Diamond Coach Interiors, LLC                       1
Draw Another Circle, LLC                           1
EdgeMarc Energy Holdings, LLC                      1
FIC Restaurants, Inc.                              1
Garrett Motion Inc., et al.                        1
Gemstone Solutions Group, Inc.                     1
GGI Holdings, LLC                                  1
GNIRBES. INC.                                      1
Grupo Aeromexico, S.A.B. de C.V.                   1
hhgregg, Inc. and HHG Distributing LLC             1
Highland Capital Management, L.P.                  1
Hometown Buffet, Inc.                              1
J. C. Penney Purchasing Corporation                1
KD Belle Terre, L.L.C.                             1
KII Liquidating Inc.                               1
Le Tote, Inc.                                      1
Mallinckrodt plc                                   1
Mattress Firm, Inc.                                1
MUJI U.S.A. Limited                                1
PDH Windup Inc.                                    1
PGDI Liquidating, Inc.                             1
Pier 1 Imports, Inc.                               1
PNW Healthcare Holdings, LLC                       1
POP Gourmet, LLC                                   1
RS Legacy Corporation                              1
RTI Holding Company, LLC                           1
RTW Retailwinds, Inc.                              1
Runway Liquidation, LLC                            1
Sears Holdings Corporation                         1
Sorenson Media, Inc.                               1
Southern Foods Group, LLC                          1
SpeedCast Americas, Inc.                           1
SpeedCast Communications, Inc.                     1
SpeedCast International Limited                    1
SpeedCast UK Holdings Limited                      1
The Gymboree Corporation                           1
The Relay Shoe Company, LLC                        1
Town Sports International, LLC                     1
Vitamin World, Inc.                                1
VRG Liquidating, LLC                               1
Yogi Carpet & Tile, Inc.                           1

Notable claim purchasers for the month of January are:

A. In Century 21's case:

        Bradford Capital Holdings, LP  
        P.O. Box 4353
        Clifton, NJ 07012
        Attn: Brian L. Brager
        E-mail: bbrager@bradforcapitalmgmt.com

        Fair Harbor Capital, LLC
        Ansonia Finance Station
        P.O. Box 237037
        New York, NY 10023

B. In Lehman Brothers Holdings' case:

        Stonehill Capital Management LLC
        320 Park Avenue, 26th Floor
        New York, NY 10022
        Tel: (212) 739 7474
        Fax: (212) 838-2291
        E-mail: ops@stonehillcap.com
        Attn: OPS Department

        UBS AG
        Europaastrasse 2
        8152 Opfikon
        Switzerland
        Tel: +41 44 235 62 83
        E-mail: stephan.gfeller@ubs.com

C. In Tuesday Morning's case:

        Contrarian Funds, LLC
        411 WEST PUTNAM AVE., SUITE 425
        Greenwich, CT 06830
        Attn: Alpa Jimenez
        Tel: (203) 862-8259
        Fax: (203) 485-5910
        E-mail: tradeclaimsgroup@contrariancapital.com

        Invictus Special Situation Master I, L.P.
        Invictus Global Management, LLC
        310 Comal Building A, Suite 229
        Austin, TX 78702
        Attn: Cindy Chen Delano

        Peak Credit LLC
        P.O. Box #206
        P. Stonington, CT 06359
        Tel: (917) 767-4262

D. In Frontier Communications' case:

        TRC Master Fund LLC
        Attn: Terrei Ross
        P.O. Box 633
        Woodmere, NY 11598
        Tel: (516) 255-1801

        Fair Harbor Capital, LLC
        Ansonia Finance Station
        P.O. Box 237037
        New York, NY 10023

E. In The Hertz Corp.'s case:

        Cherokee Debt Acquisition, LLC
        1384 Broadway, Suite 906
        New York, NY 10018
        Attn: Vladimir Jelisavcic

        Contrarian Funds, LLC
        411 WEST PUTNAM AVE., SUITE 425
        Greenwich, CT 06830
        Attn: Alpa Jimenez
        Tel: (203) 862-8259
        Fax: (203) 485-5910
        E-mail: tradeclaimsgroup@contrariancapital.com



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.

Copyright 2021.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
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                   *** End of Transmission ***